These terms apply when nothing else has been signed. They are deliberately negotiable — an order form that says otherwise wins on every clause it touches.
TRM 01
The agreement
These terms form an agreement between idclinktech, Inc. ("idclinktech", "we", "us") and the entity or individual that opens an account or calls the API ("you", "Customer"). Agreeing on behalf of a company confirms that you are authorized to do so.
TRM 02
The service
idclinktech provides a unified inference gateway: one API endpoint, one schema, and one billing relationship across multiple third-party model providers. We do not build the underlying models, and the service depends on those providers continuing to operate.
TRM 03
Your account
- You are responsible for activity under your account, including every API key you issue.
- Keep API keys confidential. We rotate any key on request.
- Tell us promptly if you suspect unauthorized use.
TRM 04
Acceptable use
You agree not to use the service to:
- Violate applicable law or a third party's rights.
- Generate child sexual abuse material, real-world violence against identifiable people, or coordinated harm.
- Build systems that materially affect a person's safety without informed human oversight.
- Reverse-engineer the gateway, scrape model weights, or extract upstream provider credentials.
- Resell raw access under another brand without an agreement that permits it.
- Send traffic that breaks the acceptable-use policy of the upstream model you selected.
Clear violations can lead to suspension or termination. Where the situation allows it, we notify you and try to resolve the issue first.
TRM 05
Fees and payment
- Per-token fees accrue per request, at the rate in your order form or — for pay-as-you-go — at the rate quoted for your account.
- We bill monthly in arrears; invoices are due net-30 unless stated otherwise.
- Balances more than 30 days past due may lead to suspension after written warning.
- Fees exclude applicable taxes, which are yours to pay.
TRM 06
Service levels
The published SLA applies to Scale and Enterprise customers. Pay-as-you-go traffic on the Developer tier is provided on a commercial best-efforts basis without an SLA. Current and historical availability is on the status page.
TRM 07
Data and confidentiality
Our handling of your data is governed by the privacy sheet above and by the Data Processing Addendum. Each party keeps the other's confidential information confidential, applying the same care it applies to its own.
TRM 08
Intellectual property
- Your content stays yours. You grant us a limited licence to process it strictly to provide the service.
- Our service stays ours. You gain no right to our code, branding, or trade secrets beyond using the service.
- Outputs belong to you, subject to the terms of the upstream provider you selected; we pass those terms through unchanged.
TRM 09
Warranties and disclaimers
We warrant that the service will materially conform to its published documentation. Except for that warranty, the service is provided "as is" without warranty of any kind, express or implied. We do not warrant that any particular model output will be accurate, complete, or fit for a particular purpose.
TRM 10
Liability
To the maximum extent permitted by law, neither party's aggregate liability under this agreement will exceed the fees you paid us in the 12 months preceding the claim, and neither party is liable for indirect, consequential, or punitive damages. The cap does not apply to your payment obligations, breaches of confidentiality, or either party's gross negligence or wilful misconduct.
TRM 11
Indemnification
We will defend you against third-party claims that the service as provided by us infringes their intellectual property, and indemnify you for damages finally awarded. You will defend and indemnify us against claims arising from your content or your breach of the acceptable-use clause.
TRM 12
Term and termination
- Either party may terminate for material breach on 30 days' written notice and an opportunity to cure.
- Pay-as-you-go accounts can be closed at any time from the dashboard.
- On termination, accrued fees remain payable and account records are deleted on the schedule in PRV 08.
TRM 13
Changes to terms
We may update these terms. Material changes are notified to account admins at least 30 days before they take effect, and continued use of the service after that date is acceptance of the new version.
TRM 14
Governing law
These terms are governed by the laws of the State of Delaware, USA, without regard to conflict-of-laws principles. Disputes are resolved in the state or federal courts located in Delaware, and both parties consent to that jurisdiction.
TRM 15
Miscellaneous
- If a provision is found unenforceable, the rest stays in effect.
- You may not assign this agreement without our consent; we may assign it in a merger or sale of substantially all assets.
- Notices to us go to sales@idclinktech.com; notices to you go to the email on file for the account.
- These terms, your order form, the DPA, and the privacy sheet are the entire agreement and supersede prior agreements on the same subject.
TRM 16
Questions
Anything here that does not make sense? Mail sales@idclinktech.com. We negotiate terms with serious customers and try to give straight answers to everyone else.