Terms of Use

1. Agreement

These terms govern your use of ‘Toby’, provided by XINFERENCE HOLDINGS PTE. LTD. (“we”, “us”). By installing or using Toby you agree to them. If you are accepting on behalf of an organisation, you confirm you have authority to bind that organisation, and “you” means that organisation.

If a separate written agreement between you and us covers Toby, that agreement prevails where it conflicts with these terms.

2. What is Toby

Toby is an AI assistant that operates inside a collaboration platform such as Slack or Microsoft Teams. It is configured with a role, responds to requests directed to it, and can act in third-party systems you connect to it.

3. Definitions

• “Agreement” means these Terms of Use together with the Privacy Policy and any separate written agreement referenced in Section 1.
• “Customer Content” means any data, files, instructions or other content you submit to Toby, or that Toby accesses or generates on your instruction, including content read from or written to a Connected Service.
• “Connected Service” means any third-party platform, application, account or system that you permit Toby to access, including the collaboration platform Toby runs in (such as Slack or Microsoft Teams) and any tool you connect to it.
• “Action” means any operation Toby performs that reads, creates, changes or deletes data, or otherwise affects a Connected Service, at your direction or configuration.
• “Output” means any content, result, message or other material Toby generates or produces.
• “Toby” means the Toby software, hosted service, and related documentation and support supplied under this Agreement.

4. Your account and installation

• Installation requires appropriate authority in the workspace or tenant concerned. You are responsible for ensuring you have that authority.
• You are responsible for the permissions you grant, for who you allow to use Toby, and for activity carried out through your installation.
• You must keep credentials for connected systems secure and notify us promptly of any suspected unauthorised access.

5. Acceptable use

You agree not to:

• use Toby unlawfully, or in breach of the terms of any platform it runs on or system it connects to;
• attempt to circumvent rate limits, access controls, or usage quotas, whether ours or a platform’s;
• reverse engineer, decompile, or attempt to extract model weights, prompts, or source code;
• use Toby to generate unlawful, deceptive, harassing, or infringing content;
• input data you lack the right to process, or direct Toby at content whose processing would breach your own obligations;
• resell or provide Toby to third parties as a service without our written agreement;
• use Toby to build a competing product, or to benchmark it for publication without our consent.

We may suspend access where use breaches these terms, creates a security or legal risk, or threatens the stability of the service. Where practical we will give notice first.

6. AI output — important limitations

Toby’s output may be inaccurate, incomplete, or unsuitable for your purpose. Output is generated by AI models and is provided for assistance only. You are responsible for reviewing it before relying on it or acting on it.

Toby must not be used as the sole basis for decisions with legal, financial, medical, employment, or safety consequences. Where Toby can take an action that changes data in a connected system, it requests confirmation first; you remain responsible for the actions you approve.

7. Your data

Our handling of data is described in the Privacy Policy, which forms part of these terms.

• You retain all rights in the content you provide and the data Toby accesses on your instruction.
• You grant us the limited licence needed to process that content in order to provide Toby to you.
• To the extent permitted by law and subject to third-party rights, you own the outputs Toby generates for you. Outputs may not be unique, and other users may receive similar results from similar inputs.
• We do not use your content to train or fine-tune AI models.
• Where we act as processor for your organisation, a data processing agreement is available on request at hello@hitoby.ai.

8. Third-party platforms and integrations

Toby depends on platforms and services we do not control, including the collaboration platform it runs in and any systems you connect. Their availability, behaviour, rate limits, and terms are set by them and may change. We are not responsible for those services, and interruptions or limitations they impose are not a breach of these terms by us.

9. Fees

Fees, subscription terms, usage allowances, metering units, overage treatment and payment dates are stated in the Order Form or applicable plan. Fees are non-refundable except as expressly stated in the Agreement or required by law. You are responsible for applicable taxes other than taxes on our net income.

We may charge interest on an amount unpaid by its due date at 1.5% per month, calculated daily, or the maximum rate permitted by law if lower. We may suspend paid access where an amount remains more than 30 days overdue after notice, until overdue fees and interest are paid.

10. Intellectual property

Toby, including its software, models as deployed, interfaces, and documentation, remains our property and that of our licensors. These terms grant you a limited, non-exclusive, non-transferable right to use Toby during the term, and no other rights.

Feedback you choose to give us may be used without restriction or obligation to you.

11. Service levels and support

Support is available at hello@hitoby.ai. We aim to respond within 2 business days.

Support, maintenance windows, response targets, uptime commitments and service credits apply only if stated in an Order Form or an expressly incorporated Service Level Agreement.

12. Warranties and disclaimers

Toby is provided “as is” and “as available”. To the maximum extent permitted by law we disclaim all implied warranties, including merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that Toby will be uninterrupted, error-free, or that its output will be accurate.

13. Limitation of liability

To the maximum extent permitted by law, neither party will be liable for indirect, incidental, special, exemplary, punitive or consequential damages, or for loss of profits, revenue, goodwill, anticipated savings or business opportunity, arising from the Agreement, even if advised of the possibility.

Except for liability that cannot lawfully be limited, each party’s total aggregate liability arising from the Agreement will not exceed the fees paid or payable for Toby during the twelve months preceding the event giving rise to the claim. The treatment of confidentiality breaches, data-protection obligations, infringement claims, indemnities, fraud, wilful misconduct and gross negligence must be stated in the applicable Order Form if different from this cap.

14. Indemnity

14.1 By Xinference

We will defend you against a third-party claim alleging that paid Toby technology supplied by us infringes that third party’s intellectual-property rights, and indemnify you against finally awarded damages or settlements we approve. This does not apply to claims arising from Customer Content, your configuration or modification, continued use after notice, combination with items not supplied by us, or Models, Tools and Connected Services supplied by third parties.

If such a claim is likely, we may obtain the right for continued use, modify or replace the affected technology, or terminate it and refund prepaid fees for its unused term. This Section states our entire obligation for infringement claims.

14.2 By Customer

You will defend us against third-party claims arising from Customer Content, your breach of Acceptable use terms, or an Action resulting from your configuration, permissions or use of Toby in a Connected Service, and indemnify us against finally awarded damages or settlements you approve.

14.3 Process

Indemnification requires prompt notice, reasonable cooperation and control of the defence by the indemnifying party. A settlement may not admit fault by or impose non-monetary obligations on the other party without consent.

15. Term and termination

• These terms apply from installation until terminated.
• You may terminate at any time by removing Toby from your workspace or tenant.
• We may terminate for material breach, or on 30 days notice for convenience.
• On termination, access ceases, tokens are invalidated, and data is deleted in accordance with the retention periods in the Privacy Policy.

16. Changes to these terms

We may update these terms. For material changes we will give notice through the product or to workspace administrators before they take effect. Continued use after that date constitutes acceptance.

17. Governing law

Unless otherwise stated, the Agreement is governed by the laws of Singapore, without regard to conflict-of-law principles, and each party submits to the non-exclusive jurisdiction of the courts of Singapore. Mandatory consumer rights and any contracting-entity-specific terms remain unaffected.

If a dispute arises, the parties will use reasonable efforts to resolve it within seven days after one party gives written notice of the dispute. If it is not resolved during that period, the parties will use reasonable efforts to settle it through mediation before commencing court proceedings. This does not prevent either party from seeking urgent injunctive or other interim relief.

18. Contact

XINFERENCE HOLDINGS PTE. LTD. · hello@hitoby.ai