Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you and Toda Labs Pte. Ltd. ("Toda Labs", "we", "us", or "our"), a company incorporated in Singapore. By accessing or using our services, you agree to be bound by these Terms and our Privacy Policy.

If you do not agree to these Terms, you must not access or use our services.

2. Description of Services

Toda Labs provides AI-powered conversation steering and digital connection infrastructure services ("Services"). Our Services include but are not limited to:

• AI-native conversation moderation and steering
• Engagement optimization tools
• API integration services
• Analytics and reporting features

We reserve the right to modify, suspend, or discontinue any aspect of the Services at any time without prior notice.

3. User Eligibility

You must be at least 18 years old to use our Services. By using our Services, you represent and warrant that:

• You are at least 18 years of age
• You have the legal capacity to enter into these Terms
• You will comply with all applicable laws and regulations
• All information you provide is accurate and current

4. Account Registration and Security

4.1 Account Creation

To access certain features of our Services, you may be required to create an account. You agree to:

• Provide accurate, current, and complete information
• Maintain and update your information to keep it accurate
• Maintain the security of your account credentials
• Notify us immediately of any unauthorized access

4.2 Account Responsibility

You are responsible for all activities that occur under your account. We are not liable for any loss or damage arising from your failure to maintain account security.

5. Acceptable Use Policy

You agree not to use our Services to:

• Violate any applicable laws or regulations
• Infringe upon the rights of others
• Transmit harmful, offensive, or illegal content
• Attempt to gain unauthorized access to our systems
• Interfere with or disrupt the Services
• Use automated systems to access the Services without authorization
• Reverse engineer, decompile, or disassemble any aspect of the Services
• Remove or modify any proprietary notices

6. Intellectual Property Rights

6.1 Our Rights

All intellectual property rights in the Services, including but not limited to software, algorithms, designs, trademarks, and content, are owned by or licensed to Toda Labs. These Terms do not grant you any rights to our intellectual property except as expressly stated.

6.2 User Content

You retain ownership of any content you submit to our Services ("User Content"). By submitting User Content, you grant us a worldwide, non-exclusive, royalty-free license to use, reproduce, modify, and distribute your User Content for the purpose of providing and improving our Services.

7. Payment Terms

7.1 Fees

Certain aspects of our Services may require payment. You agree to pay all applicable fees as described in your service plan. All fees are in Singapore Dollars (SGD) unless otherwise stated.

7.2 Billing

Fees are billed in advance on a recurring basis (monthly or annually). You authorize us to charge your payment method on file. If payment fails, we may suspend or terminate your access to the Services.

7.3 Refunds

Fees are non-refundable except as required by law or as expressly stated in your service agreement.

8. Data Processing and AI Training

By using our Services, you acknowledge and agree that:

• We may use anonymized and aggregated data to improve our AI models
• Your interactions may be analyzed to enhance service quality
• We implement appropriate safeguards to protect your privacy
• Data processing complies with Singapore's Personal Data Protection Act (PDPA)

9. Disclaimers and Limitations of Liability

9.1 Service Availability

Our Services are provided "as is" and "as available" without warranties of any kind. We do not guarantee that the Services will be uninterrupted, error-free, or secure.

9.2 Limitation of Liability

To the maximum extent permitted by Singapore law, Toda Labs shall not be liable for any indirect, incidental, special, consequential, or punitive damages arising out of or relating to your use of the Services.

Our total liability to you for all claims arising from these Terms or the Services shall not exceed the amount you paid us in the 12 months preceding the claim.

10. Indemnification

You agree to indemnify, defend, and hold harmless Toda Labs and its officers, directors, employees, and agents from any claims, liabilities, damages, losses, and expenses arising out of:

• Your use of the Services
• Your violation of these Terms
• Your violation of any rights of another party
• Your User Content

11. Termination

11.1 Termination by You

You may terminate your account at any time by contacting us at michele@toadalabs.io

11.2 Termination by Us

We may suspend or terminate your access to the Services at any time, with or without cause, with or without notice. Reasons for termination may include:

• Violation of these Terms
• Fraudulent or illegal activity
• Non-payment of fees
• Extended period of inactivity

11.3 Effect of Termination

Upon termination, your right to use the Services will immediately cease. We may delete your account and User Content. Provisions that by their nature should survive termination shall survive.

12. Governing Law and Dispute Resolution

12.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of Singapore, without regard to its conflict of law provisions.

12.2 Dispute Resolution

Any dispute arising out of or relating to these Terms shall be resolved through:

1. Good faith negotiations between the parties
2. If negotiations fail, mediation in Singapore
3. If mediation fails, arbitration under the Singapore International Arbitration Centre (SIAC) Rules

12.3 Jurisdiction

The courts of Singapore shall have exclusive jurisdiction over any disputes that cannot be resolved through arbitration.

13. Changes to Terms

We reserve the right to modify these Terms at any time. We will notify you of material changes by:

• Posting the updated Terms on our website
• Updating the "Last Updated" date
• Sending you an email notification (for material changes)

Your continued use of the Services after changes become effective constitutes acceptance of the modified Terms.

14. General Provisions

14.1 Entire Agreement

These Terms, together with our Privacy Policy and any other policies referenced herein, constitute the entire agreement between you and Toda Labs.

14.2 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

14.3 Waiver

No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term.

14.4 Assignment

You may not assign or transfer these Terms without our prior written consent. We may assign these Terms without restriction.

14.5 Force Majeure

We shall not be liable for any failure to perform due to circumstances beyond our reasonable control.

15. Contact Information

If you have any questions about these Terms, please contact us: