Terms of Service / 服务条款模板
版本：v0.1 日期：2026-05-11 状态：模板，需律师审阅后上线
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1. Parties / 合同主体
These Terms of Service govern access to and use of [Platform Name], an AI API gateway and model routing platform operated by [Company Legal Name], located at [Company Address].
本服务条款适用于用户访问和使用由 [Company Legal Name] 运营的 [Platform Name] AI API 中转、模型路由和开发者服务平台。
Contact:
- Support:
[Support Email] - Legal:
[Legal Email] - Privacy:
[Privacy Email]
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2. Acceptance / 接受条款
By creating an account, purchasing credits, generating an API key, or using the Services, you agree to these Terms, the Privacy Policy, Refund Policy, Acceptable Use Policy, and any applicable order form or enterprise agreement.
如果你代表公司或组织使用本服务，你声明你有权代表该公司或组织接受本条款。
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3. Services / 服务内容
The Services may include:
- OpenAI-compatible API endpoints.
- Routing to third-party AI model providers.
- API key management.
- Usage metering and billing.
- Prepaid wallet and credit balance.
- Developer dashboard.
- Admin, team, reseller, and enterprise features.
- Documentation, status page, and support.
We may add, modify, suspend, or discontinue features, models, providers, or routes at any time, including where required by law, upstream provider policy, security risk, provider availability, or commercial constraints.
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4. Account Registration / 账户注册
You must provide accurate and current information. You are responsible for:
- Keeping credentials secure.
- All activity under your account and API keys.
- Ensuring your users comply with these Terms.
- Promptly notifying us of unauthorized access.
We may refuse, suspend, or terminate accounts where information is inaccurate, fraudulent, high-risk, or prohibited by law or policy.
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5. API Keys / API Key
API keys are confidential credentials. You must not:
- Sell, share, publish, or transfer API keys to unauthorized parties.
- Use API keys to bypass limits or restrictions.
- Use compromised, stolen, or fraudulently obtained credentials.
- Route traffic for sanctioned or prohibited users.
We may revoke, rotate, rate-limit, or suspend API keys to protect the platform, users, upstream providers, or legal compliance.
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6. Credits, Billing, and Payments / 额度、账单与支付
Unless otherwise agreed in writing:
- Services are provided on a prepaid credit basis.
- Internal wallet accounting is denominated in USD.
- Usage is charged based on model, input tokens, output tokens, and applicable price at request time.
- Failed requests caused by platform or provider errors are generally not charged, except where partial output has been delivered or provider usage has been incurred.
- Promotional credits are not cash, cannot be withdrawn, and are not refundable.
- Prices may change prospectively.
Payment processing may be handled by third-party processors. Your use of a payment method is subject to the relevant payment provider terms.
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7. Refunds and Chargebacks / 退款与拒付
Refunds are governed by the Refund Policy. If a chargeback, dispute, fraudulent payment, or reversed payment occurs, we may:
- Freeze the account.
- Suspend API keys.
- Deduct the disputed amount from wallet balance.
- Require identity, business, or payment verification.
- Terminate the account for fraud or repeated disputes.
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8. Acceptable Use / 可接受使用
You must comply with the Acceptable Use Policy. You must not use the Services for illegal, harmful, abusive, deceptive, infringing, or high-risk activities, including attempts to bypass upstream provider safety systems or usage restrictions.
We may monitor metadata, investigate abuse, remove access, and report illegal activity where required or permitted by law.
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9. Third-Party AI Providers / 第三方模型供应商
The Services may route requests to third-party AI model providers. You acknowledge:
- Model availability, quality, latency, and output may vary.
- Third-party provider terms, policies, supported regions, and restrictions may apply.
- We may substitute, disable, or remove providers or models.
- We do not guarantee that outputs are accurate, safe, non-infringing, or fit for your use case.
You are responsible for evaluating outputs and ensuring your application complies with applicable law and provider restrictions.
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10. User Content and Outputs / 用户内容与输出
You retain rights you have in prompts, inputs, files, and outputs, subject to applicable law and third-party provider terms.
You grant us the limited rights necessary to:
- Receive and route your requests.
- Provide, secure, troubleshoot, and improve the Services.
- Calculate usage and billing.
- Detect abuse, fraud, and security incidents.
- Comply with legal obligations.
By default, we do not store full prompt/completion content unless you enable debug logging, use a feature that requires retention, or retention is required for security, legal, or abuse investigation.
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11. Data Protection / 数据保护
Our processing of personal data is described in the Privacy Policy. Enterprise customers may request a Data Processing Addendum.
You are responsible for:
- Having a lawful basis to submit personal data.
- Providing notices and obtaining consents from your end users.
- Avoiding submission of sensitive personal data unless permitted and appropriately protected.
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12. Service Availability / 服务可用性
We aim to provide reliable Services but do not guarantee uninterrupted availability unless an enterprise agreement expressly provides an SLA.
We may suspend or limit Services for:
- Maintenance.
- Security risk.
- Provider outage.
- Payment failure.
- Abuse or fraud.
- Legal or regulatory requirements.
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13. Beta Features / 测试功能
Beta, preview, experimental, or evaluation features are provided as-is, may change without notice, and should not be used for critical production workloads unless we agree otherwise in writing.
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14. Intellectual Property / 知识产权
We and our licensors retain rights in the Services, platform, software, documentation, trademarks, and infrastructure.
You may not:
- Reverse engineer the Services.
- Circumvent access controls.
- Scrape or extract platform data except through permitted APIs.
- Use the Services to build competing AI models where prohibited by provider terms.
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15. Disclaimers / 免责声明
The Services and AI outputs are provided on an as-is and as-available basis. AI outputs may be inaccurate, incomplete, offensive, unsafe, or unsuitable for your intended use.
You must not rely on outputs as a substitute for professional advice in medical, legal, financial, safety-critical, employment, credit, housing, education, or other regulated decisions without appropriate human review and compliance controls.
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16. Limitation of Liability / 责任限制
To the maximum extent permitted by law, [Company Legal Name] will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, or loss of profits, revenue, data, goodwill, or business opportunities.
Unless prohibited by law, our total liability for claims arising out of or relating to the Services is limited to the greater of:
- The amount you paid for the Services in the three months before the event giving rise to liability.
- USD
[Liability Floor].
This clause must be reviewed by counsel for enforceability in target jurisdictions.
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17. Indemnity / 赔偿
You will indemnify and hold us harmless from claims arising from:
- Your applications or end users.
- Your breach of these Terms.
- Illegal or prohibited use.
- Content you submit.
- Your violation of third-party rights or provider terms.
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18. Suspension and Termination / 暂停与终止
We may suspend or terminate access if:
- You breach these Terms.
- Payment fails or is disputed.
- Your use creates security, legal, provider, or platform risk.
- Required by law or provider policy.
After termination:
- API keys stop working.
- Unused refundable cash balance may be handled under the Refund Policy.
- Promotional credits expire.
- Certain records are retained for legal, accounting, fraud prevention, and audit purposes.
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19. Changes / 条款变更
We may update these Terms. Material changes will be notified through the platform, email, or website. Continued use after the effective date means you accept the updated Terms.
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20. Governing Law and Disputes / 适用法律与争议
These Terms are governed by [Governing Law]. Courts or arbitration venues in [Jurisdiction] will have exclusive jurisdiction unless an enterprise agreement states otherwise.
This section must be finalized based on the company entity, payment provider, and target markets.