Terms of Service

Agreement governing use of Demeterics platform

Quick Summary

  • Platform Type: Value-added LLM observability platform (NOT API resale)
  • What We Provide: Observability, analytics, cost attribution, workflow automation, AI chat widget
  • Data Ownership: You own your data; we don't train on it
  • Pricing (Direct): BYOK 10% fee, Managed 115%, Workflow $0.03/$0.12 per 1M tokens
  • Pricing (AI Chat): BYOK 20% fee, Managed 125%, Workflow $0.05/$0.18 per 1M tokens
  • Provider Terms: You must comply with OpenAI, Anthropic, Google, Groq, ElevenLabs, Stability AI, Murf policies
  • Refunds: Service outages, billing errors, or as required by law
  • Data Retention: 365 days default; GDPR deletion available

1. Acceptance of Terms

By accessing or using the Demeterics platform ("Service"), you agree to be bound by these Terms of Service ("Terms"). If you disagree with any part of the terms, you may not access the Service.

2. Description of Service

Demeterics is a value-added LLM observability platform that provides substantial functionality beyond mere API access. Our platform integrates with Large Language Model (LLM) providers to deliver enterprise-grade observability, analytics, cost attribution, and workflow automation capabilities.

2.0 Value-Added Platform (Not API Resale)

Important: Demeterics is NOT an API reseller or key redistribution service. We are a technology platform that builds substantial value-added functionality on top of LLM provider APIs in accordance with their terms of service. Our platform provides:

  • LLM Observability: Real-time tracking, audit logging, and analytics for all AI interactions
  • Cost Attribution: Detailed cost breakdowns by team, workflow, model, and user with ROI dashboards
  • Innovative Instrumentation: Prompt comment-based metadata injection for traceability and debugging
  • BigQuery-Native Analytics: Enterprise data warehouse integration for advanced analysis
  • Workflow Automation: Integration with n8n, Make.com, Zapier, and custom webhooks
  • AI Chat Widget: Drop-in conversational AI with auto-generated prompts from website content
  • Multi-Provider Support: Unified interface across OpenAI, Anthropic, Google, Groq, ElevenLabs, Stability AI, and Murf
  • Credit-Based Billing: Simplified prepaid system with transparent cost tracking
  • Security Features: API key hashing, tenant isolation, audit trails, and compliance reporting

This substantial functionality differentiates Demeterics from prohibited resale activities and constitutes a legitimate "Customer Application" as defined by LLM provider terms of service.

2.1 Service Options

Demeterics offers three primary service models:

  • Bring Your Own LLM Key: You provide your own API key from OpenAI, Anthropic, Google (Gemini), or Groq. Demeterics proxies requests and records audit metadata. You are billed directly by the LLM provider; Demeterics deducts a 10% service fee from your credits based on provider‑reported usage.
  • Managed LLM Key: You use Demeterics’ managed provider accounts via a single Demeterics key. Demeterics pays the LLM provider and deducts 115% of provider cost (15% service fee) from your credits.
  • Bring Your Own Workflow: You provide a webhook (e.g., n8n). Demeterics forwards requests to your workflow. Direct API BYOW is currently disabled (planned: $0.03 per 1M input tokens and $0.12 per 1M output tokens). AI Chat BYOW is active at $0.05 per 1M input tokens and $0.18 per 1M output tokens, deducted from credits.
  • AI Chat Services: For AI Chat widget interactions, the service fees are different:
    • Bring Your Own LLM Key: 20% service fee on provider cost.
    • Managed LLM Key: 125% of provider cost (25% service fee).
    • Bring Your Own Workflow: $0.05 per 1M input tokens and $0.18 per 1M output tokens (Direct BYOW currently disabled).

3. Third-Party Provider Terms

3.1 Underlying Provider Agreements

When using Demeterics to access AI services from OpenAI, Anthropic, Google, Groq, ElevenLabs, Stability AI, or Murf (collectively "AI Providers"), you acknowledge and agree that your use is subject to both these Terms and the respective Provider's terms of service:

Note: Demeterics integrates with these providers as a legitimate "Customer Application" building value-added functionality. We do not resell API keys or provide bare API access.

3.2 User Compliance with Provider Terms (Required)

You are directly responsible for complying with all applicable AI Provider terms and policies. This is a mandatory requirement of using Demeterics. We provide value-added observability and analytics, but you remain bound by each provider's terms of service, acceptable use policies, and usage restrictions.

Violations of any AI Provider's terms may result in:

  • Immediate suspension or termination of your Demeterics account without refund
  • Suspension or termination by the underlying AI Provider
  • Legal liability to the AI Provider
  • Liability to Demeterics for any claims, damages, or expenses arising from your violations

By using Demeterics, you confirm that you have reviewed and agree to comply with all applicable AI provider terms listed in Section 3.1 above.

3.3 Platform Status and Provider Relationships

Demeterics operates as an independent technology platform that integrates with AI providers through their publicly available APIs. Our platform constitutes a "Customer Application" as defined by provider terms, providing substantial value-added functionality including observability, analytics, and workflow automation.

We are NOT:

  • An authorized reseller, distributor, or agent of any AI provider
  • Affiliated with, endorsed by, or partnered with OpenAI, Anthropic, Google, Groq, ElevenLabs, Stability AI, or Murf
  • A bare API access or key redistribution service

We ARE:

  • A legitimate technology platform building value-added services on provider APIs
  • Compliant with all provider terms regarding "Customer Applications"
  • Providing substantial functionality beyond basic API proxying (observability, analytics, billing, workflow automation)

We make no representations or warranties regarding the AI Providers' services, availability, accuracy, or fitness for any particular purpose.

3.4 Provider Service Changes

LLM Providers may change their services, pricing, terms, or availability at any time without notice to Demeterics. We reserve the right to:

  • Update our pricing to reflect changes in provider costs (with 30 days' notice)
  • Discontinue support for any provider that changes their reseller policies
  • Add or remove supported models based on provider availability
  • Implement usage restrictions to comply with provider requirements

3.5 Indemnification for Provider Violations

You agree to indemnify and hold harmless Demeterics, its officers, directors, employees, and agents from any claims, damages, losses, or expenses (including reasonable attorneys' fees) arising from:

  • Your violation of any LLM Provider's terms of service or acceptable use policies
  • Claims by LLM Providers resulting from your use of their services through Demeterics
  • Any content you submit to LLM Providers through our Service

3.6 Data Processing by Providers

When you use Demeterics to access LLM services, your prompts and data are transmitted to and processed by the respective LLM Providers. Each provider has its own data handling practices:

Important: Demeterics does not control how LLM Providers process your data. Review each provider's privacy practices before submitting sensitive information.

4. Data Ownership

Customer Data Ownership: You retain all ownership rights to the interaction data you submit to Demeterics. We do not claim any intellectual property rights to your data.

Data Usage: Demeterics processes your data solely to provide the Service. We will not use your data to train models or for any other purpose without your explicit consent. However, LLM Providers may have different policies—review their terms above.

Data Retention: Data is retained for 365 days by default (configurable). You can delete your data at any time via the GDPR-compliant deletion API. Note that deletion from Demeterics does not delete data from LLM Provider systems.

5. Account Terms

  • You must be 18 years or older to use this Service.
  • You must provide a valid email address and accurate information.
  • You are responsible for maintaining the security of your account and API keys.
  • You are responsible for all content and activity under your account.
  • You may not use the Service for any illegal or unauthorized purpose.
  • You may not share your Demeterics API key with unauthorized parties.
  • If using Demeterics-provided LLM keys, you may not attempt to extract or reuse those keys outside our Service.

6. API Usage and Rate Limits

Demeterics applies fair‑use rate limiting and may throttle traffic to maintain platform stability and comply with provider policies. Abuse of the API or violations of LLM provider acceptable use policies may result in immediate suspension or termination.

7. Payment Terms

7.1 Credit System

  • Demeterics uses a prepaid credit system. Credits expire after 12 months of inactivity.
  • Direct - Bring Your Own LLM Key: 10 credits per $1 of provider‑reported usage (10% service fee)
  • Direct - Managed LLM Key: 115 credits per $1 of provider‑reported usage (includes provider cost + 15% service fee)
  • Direct - Bring Your Own Workflow: Currently disabled; planned pricing is $0.03 per 1M input tokens, $0.12 per 1M output tokens
  • AI Chat - Bring Your Own LLM Key: 20 credits per $1 of provider‑reported usage (20% service fee)
  • AI Chat - Managed LLM Key: 125 credits per $1 of provider‑reported usage (includes provider cost + 25% service fee)
  • AI Chat - Bring Your Own Workflow: $0.05 per 1M input tokens, $0.18 per 1M output tokens

7.2 Billing Terms

  • Credits are purchased in advance and deducted as you use the service.
  • All credit purchases are non-refundable except as required by law.
  • We reserve the right to change pricing with 30 days' notice to reflect provider cost changes.
  • When credits are depleted, service will be suspended until additional credits are purchased.
  • For Demeterics-provided keys: We bill you based on actual provider usage plus our service fee. We assume all provider billing risk.

7.3 Refund Policy

Credits are generally non-refundable. However, we will provide refunds in cases of:

  • Service outages resulting in unused credits (calculated pro-rata)
  • Billing errors or duplicate charges
  • Compliance with applicable consumer protection laws

8. Privacy and Security

Your use of the Service is also governed by our Privacy Policy. We implement industry-standard security measures to protect your data, including:

  • Encryption at rest and in transit (TLS 1.3)
  • Bcrypt-hashed API keys
  • Tenant isolation via user_id filtering
  • Audit logging for all API key operations

Important: When using our service, your data passes through both Demeterics and the respective LLM Provider. Review our Privacy Policy and each provider's privacy policy to understand the complete data flow.

9. Service Level

Demeterics provides the Service on a best‑effort basis and does not offer a formal SLA at this time. Provider availability is subject to their own SLAs and terms and is outside of Demeterics’ control.

10. Acceptable Use Policy

You agree not to use the Service to:

  • Violate any laws or regulations
  • Infringe on intellectual property rights
  • Transmit malware, viruses, or malicious code
  • Attempt to gain unauthorized access to the Service or LLM Provider systems
  • Interfere with or disrupt the Service or LLM Provider services
  • Generate, store, or transmit illegal content including:
    • Child sexual abuse material (CSAM)
    • Content promoting violence, terrorism, or harm to others
    • Non-consensual intimate imagery
    • Instructions for illegal activities
  • Engage in activities prohibited by LLM Provider policies, including but not limited to:
    • Automated decision-making in high-risk domains without human oversight
    • Generating spam or unsolicited communications
    • Creating deepfakes or misleading content
    • Circumventing safety features or content policies
    • Reverse engineering models or extracting training data
  • Resell, redistribute, or share access to Demeterics-provided LLM keys
  • Use the Service to compete with Demeterics or LLM Providers
  • Attempt to bypass rate limits or usage restrictions

Enforcement: Violations may result in immediate account suspension or termination without refund. We may also report violations to LLM Providers and law enforcement as appropriate.

11. Termination

11.1 Termination by Demeterics

We reserve the right to suspend or terminate your account immediately, without notice, for:

  • Violations of these Terms or LLM Provider terms
  • Fraudulent activity or payment issues
  • Abuse of the Service or excessive resource consumption
  • Legal or regulatory requirements
  • If an LLM Provider terminates or suspends your access

11.2 Termination by You

You may terminate your account at any time by contacting support@demeterics.com. Upon termination:

  • Your access to the Service will be revoked
  • Unused credits will remain in your account but cannot be refunded
  • Your data will be retained per our retention policy (see Privacy Policy)
  • You may request data deletion per GDPR/CCPA rights

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

  • DEMETERICS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICE OR LLM PROVIDER SERVICES.
  • OUR TOTAL LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM THE SERVICE SHALL NOT EXCEED THE AMOUNT YOU PAID TO DEMETERICS IN THE 12 MONTHS PRECEDING THE CLAIM.
  • WE ARE NOT LIABLE FOR ANY DAMAGES OR LOSSES CAUSED BY LLM PROVIDER OUTAGES, ERRORS, OR SERVICE DEGRADATION.
  • WE ARE NOT LIABLE FOR THE ACCURACY, QUALITY, OR APPROPRIATENESS OF OUTPUTS FROM LLM PROVIDERS.
  • WE ARE NOT LIABLE FOR CLAIMS ARISING FROM YOUR VIOLATION OF LLM PROVIDER TERMS.

13. Warranty Disclaimer

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

WE DO NOT WARRANT THAT:

  • The Service will be uninterrupted, secure, or error-free
  • LLM Provider services will be available or reliable
  • Results from LLM models will be accurate, complete, or suitable for your purposes
  • Any defects in the Service will be corrected

14. Changes to Terms

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

  • Email notification (to your registered email address)
  • In-app notification when you access the Service
  • Updated "Last Updated" date at the top of this page

Material changes will take effect 30 days after notification, except for changes required to comply with law or LLM Provider requirements, which may take effect immediately. Continued use of the Service after changes constitutes acceptance of the updated Terms.

15. Governing Law and Dispute Resolution

These Terms shall be governed by the laws of the State of Delaware, United States, without regard to its conflict of law provisions.

Any disputes arising from these Terms or the Service shall be resolved through binding arbitration in accordance with the American Arbitration Association's rules, except that either party may seek injunctive relief in court for violations of intellectual property rights or confidentiality obligations.

16. Contact

For questions about these Terms, please contact:
Email: support@demeterics.com
Legal Inquiries: sales@demeterics.com
Address: Blue Fermion, LLC
Website: https://demeterics.com