Terms of Service

“API Key” means the authentication credential issued to you for programmatic access to the Service.

“Customer Data” means any data, prompts, queries, or inputs you submit to the Service, and any responses you receive from the Service.

“Account” means your registered account for accessing the Service, including the compliance portal.

“Authorised Users” means your employees and contractors who access the Service under your Account, up to the limit specified in your subscription plan.

“Documentation” means our technical and compliance documentation made available at our website.

By creating an Account or using the Service, you represent that: (a) you are at least 18 years of age; (b) you have the authority to bind the organisation you represent to these Terms; and (c) your use of the Service will comply with all applicable laws and regulations.

These Terms constitute a binding legal agreement between you (and the organisation you represent) and Trango Compute Inc. If you do not agree to these Terms, do not use the Service.

Subject to these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable right to access and use the Service for your internal business purposes during the term of your subscription.

You are responsible for maintaining the confidentiality of your API Key. You must not share your API Key with parties outside your organisation or allow use that exceeds your plan's authorised user limit. You are responsible for all activity that occurs under your Account, whether or not you authorised it.

You must notify us immediately at legal@trango-compute.com if you believe your API Key has been compromised or used without authorisation.

You may use the Service only for lawful purposes. You agree not to:

• Use the Service to process personal health information without the necessary authorisations and agreements in place under PHIPA or applicable legislation
• Attempt to extract, reverse engineer, or reproduce our underlying model weights or inference infrastructure
• Use the Service to generate content that is illegal, defamatory, fraudulent, or that violates the rights of any third party
• Attempt to circumvent rate limits, security controls, or access restrictions
• Resell or sublicense access to the Service without our prior written consent
• Use the Service in any way that could damage, disable, overburden, or impair the Service or servers or networks connected to the Service
• Attempt to gain unauthorised access to any portion or feature of the Service, or to any other systems or networks connected to the Service

We reserve the right to suspend or terminate access to the Service for any use that violates these Terms or applicable law, without notice in cases of urgent security or legal necessity.

Ownership. You retain all rights, title, and interest in and to your Customer Data. We do not claim ownership of your Customer Data.

License. By submitting Customer Data to the Service, you grant us a limited, non-exclusive license to process that data solely for the purpose of providing the Service to you. We do not use your Customer Data to train, fine-tune, or improve AI models.

No content retention. We do not store the content of your API requests or responses. Our infrastructure is designed so that request and response payloads are processed in memory and discarded immediately after the API response is returned. This is an architectural guarantee, described in detail in our Documentation.

Metadata. We retain API usage metadata (request IDs, timestamps, token counts, response codes) as described in our Privacy Policy, for billing, audit, and compliance purposes.

We warrant that all Customer Data processed through the Service is processed exclusively on infrastructure physically located in Ontario, Canada. We do not use US-based infrastructure, US-based subprocessors, or services subject to the US CLOUD Act in our production data path.

As evidence of this warranty, we issue Ed25519-signed attestation documents to each customer organisation. These documents can be independently verified using our published public key. The attestation covers the data residency assertions, legal jurisdiction, and our status as an Ontario CCPC not subject to the CLOUD Act.

If we become aware of any change that would affect these data residency warranties, we will notify you in writing at least 30 days in advance, and you may terminate your subscription for a pro-rated refund.

Our compliance obligations. We maintain reasonable technical and organisational security measures appropriate to the nature of the data we process. We will cooperate with your reasonable compliance audits on reasonable notice and provide supporting documentation for regulatory submissions.

Your compliance obligations. You represent and warrant that: (a) you have the legal authority to submit Customer Data to the Service; (b) if Customer Data includes personal health information, you have obtained all necessary authorisations under PHIPA or applicable legislation; and (c) your use of the Service complies with all applicable laws, including any sector-specific regulatory requirements applicable to your organisation.

We provide sovereignty attestation and audit documentation to support your compliance obligations. We do not provide legal advice. Determination of whether the Service satisfies your specific regulatory requirements is your responsibility.

Fees for the Service are as agreed in your subscription or as invoiced by us. All fees are in Canadian dollars unless otherwise specified. Invoices are due within 30 days of the invoice date. Late payments accrue interest at 1.5% per month (18% per annum).

We reserve the right to suspend access to the Service if your account is more than 30 days past due, on 7 days' written notice.

Pricing is subject to change. We will provide at least 60 days' written notice before changing fees for existing subscriptions. Price changes take effect at your next renewal.

Each party agrees to keep confidential any non-public information disclosed by the other party that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and circumstances of disclosure.

This obligation does not apply to information that: (a) is or becomes publicly known through no breach of these Terms; (b) was known to the recipient before disclosure; (c) is independently developed by the recipient; or (d) is required to be disclosed by law, provided reasonable notice is given to the disclosing party.

The Service, including our software, systems, attestation infrastructure, and Documentation, is the intellectual property of Trango Compute Inc. These Terms do not grant you any rights to our intellectual property except the limited access right described in Section 3.

Feedback you provide to us about the Service may be used by us freely without any obligation to you.

We warrant that the Service will perform materially as described in our Documentation under normal use. We warrant the data residency and sovereignty guarantees described in Section 6.

Except as expressly stated in these Terms, the Service is provided “as is.” We disclaim all other warranties, express or implied, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement. We do not warrant that the Service will be uninterrupted or error-free.

To the maximum extent permitted by applicable law, in no event will Trango Compute Inc. be liable for any indirect, incidental, special, exemplary, consequential, or punitive damages, including loss of profits, data, goodwill, or business interruption, arising out of or in connection with these Terms or the use of the Service, even if advised of the possibility of such damages.

Our total liability to you for any claims arising under or related to these Terms or the Service will not exceed the total fees paid by you in the twelve months preceding the event giving rise to the claim.

Some jurisdictions do not allow the exclusion of certain warranties or limitations on damages, so the above limitations may not apply to you in full.

You agree to indemnify, defend, and hold harmless Trango Compute Inc. and its officers, directors, and employees from and against any claims, damages, losses, and expenses (including reasonable legal fees) arising from: (a) your use of the Service in violation of these Terms; (b) your Customer Data; or (c) your violation of any applicable law or third-party rights.

These Terms remain in effect for the duration of your subscription and any renewal periods. Either party may terminate for cause on 30 days' written notice if the other party materially breaches these Terms and fails to cure such breach within the notice period.

We may terminate or suspend your access immediately and without notice if: (a) you violate Section 4 (Acceptable Use); (b) your account is more than 60 days past due; or (c) continuation would expose us to legal liability.

On termination, your right to access the Service ceases. Sections 5 (Your Data), 9 (Confidentiality), 10 (Intellectual Property), 11 (Warranties), 12 (Limitation of Liability), 13 (Indemnification), and 15 (Governing Law) survive termination.

These Terms are governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without regard to conflict of law principles.

Any dispute arising out of or in connection with these Terms will be submitted to the exclusive jurisdiction of the courts of the Province of Ontario, Canada. Both parties waive any objection to the exercise of jurisdiction over them by such courts.

Entire Agreement. These Terms, together with our Privacy Policy and any executed Order Form or Subscription Agreement, constitute the entire agreement between you and Trango Compute Inc. regarding the Service.

Modifications. We may update these Terms from time to time. We will provide at least 30 days' notice of material changes by email. Your continued use of the Service after the effective date of changes constitutes acceptance of the updated Terms.

Severability. If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect.

Waiver. Failure to enforce any provision of these Terms will not constitute a waiver of our right to enforce that provision in the future.

Assignment. You may not assign your rights under these Terms without our prior written consent. We may assign our rights in connection with a merger, acquisition, or sale of all or substantially all of our assets.