Terms of Service

These Terms of Service (“Terms”) are a binding agreement between Minima AI, Inc., a Delaware corporation (“Minima,” “we,” “us,” or “our”), and the person or entity accepting these Terms (“Customer,” “you,” or “your”). They govern your access to and use of Minima's websites, APIs, models, software, documentation, support and related services (collectively, the “Services”).

If you use the Services for an organization, you represent that you have authority to bind it, and “you” means that organization. An order form, enterprise agreement, data processing addendum or service-level agreement signed by both parties (each, an “Order”) may contain additional terms. If there is a conflict, the Order controls for the subject it addresses, followed by these Terms.

1. Acceptance and eligibility

By creating an account, generating an API key, signing an Order, clicking to accept, or accessing or using the Services, you agree to these Terms. If you do not agree, do not use the Services.

You must be at least 18 years old and legally able to enter into this agreement. The Services are designed principally for businesses, developers and researchers. You may use the Services only in compliance with applicable laws, these Terms, the documentation and any model-specific restrictions disclosed to you.

2. Services and access channels

Minima provides hosted model inference and may provide model optimization, quantization, compression, deployment, evaluation and related technologies. Models and capabilities may differ by endpoint, region, access channel or Order. Documentation or model metadata may specify supported modalities, context length, rate limits, data handling, geographic location and other technical details.

Direct access

If you access the Services through a Minima account or API key, these Terms and any applicable Order govern the commercial and technical relationship.

Marketplace access

If you access a Minima model through OpenRouter or another authorized marketplace (“Marketplace”), the Marketplace may manage your account, payment, credits, routing, refunds and first-line support under its own terms. These Terms govern your use of Minima's underlying Services to the extent they do not conflict with mandatory Marketplace terms. Minima does not directly charge you for usage paid to the Marketplace.

Provider and enterprise arrangements

Separate written terms may govern Minima's provision of inference capacity, models or technology to a Marketplace, enterprise customer or infrastructure partner. Those terms do not give an end user rights unless they expressly say so.

3. Accounts, credentials and security

You must provide accurate account and billing information and keep it current. You are responsible for activity under your account, API keys and credentials, including activity by your employees, contractors, applications and end users. Do not share credentials outside authorized users, embed secret keys in public code or bypass access controls.

You must maintain reasonable security appropriate to your use and notify security@mnma.ai promptly of suspected unauthorized access. Minima may issue, rotate, restrict or revoke credentials to protect the Services, comply with law or enforce these Terms.

4. Pricing, billing and payment

Usage charges

For direct access, you will pay the rates shown in the applicable dashboard, pricing page or Order. Charges may be based on input tokens, output tokens, cached tokens, requests, compute time, reserved capacity, support or another stated unit. Usage measurements recorded by Minima's metering systems control unless you identify a material error with supporting information within 30 days after the charge or invoice.

Prepaid credits

Minima may allow you to buy service credits. Credits are not legal tender, cannot be transferred or redeemed for cash, and may be used only for eligible Services. Unless an Order says otherwise, credits are non-refundable except where required by law. Any expiration date will be disclosed before purchase. Promotional credits may have separate conditions.

Automatic recharge

If you enable automatic recharge, you authorize Minima and its payment processor to charge your selected payment method when your credit balance reaches the threshold you choose, in the recharge amount and subject to any monthly limit you configure. You can change or disable automatic recharge before the next charge. Disabling recharge does not reverse a charge already initiated or remove amounts already owed.

Payment methods and processor

You authorize Minima's payment processor to store and charge your selected payment method for fees, taxes and authorized recharges. The processor's terms also apply to its handling of payment information. Minima does not store full card numbers or bank-login credentials.

Invoices

If Minima approves invoiced billing, invoices are due in the period stated in the Order or invoice. Unless prohibited by law, overdue undisputed amounts may accrue interest at the lesser of 1.5% per month or the maximum lawful rate, and Minima may suspend further usage after reasonable notice. You must notify us of a good-faith invoice dispute before the due date and pay the undisputed portion on time.

Marketplace charges

For Marketplace access, Marketplace terms control prices charged to you, deposits, credits, payment methods, taxes and refunds. Minima's commercial settlement with the Marketplace is separate from your payment relationship with it.

Taxes, currency and refunds

Fees exclude sales, use, value-added, withholding and similar taxes unless stated otherwise. You are responsible for taxes associated with your purchase, excluding taxes on Minima's net income. If law requires withholding, you will provide documentation and cooperate in obtaining available relief. Charges are in the stated currency. Except as expressly stated in an Order or required by law, fees and used credits are non-refundable.

Pricing changes

We may change direct self-service rates prospectively by posting or providing reasonable notice. A rate change will not alter a committed rate during its stated Order term. Continuing to use an uncommitted Service after the effective date constitutes acceptance of the new rate.

5. Input, Output and ownership

“Input” means content submitted to the Services. “Output” means content generated by the Services in response to Input. Input and Output together are “Customer Content.”

As between you and Minima, you retain your rights in Input. To the extent permitted by law and subject to third-party rights and model-specific licenses, Minima assigns to you any rights it may have in Output generated specifically for you. Because machine-generated output may not qualify for intellectual-property protection and similar output may be generated for others, Minima does not promise that Output is unique, protectable or free of third-party rights.

You grant Minima a limited, non-exclusive right to host, transmit, reproduce and otherwise process Customer Content only as necessary to provide, secure and support the Services, comply with law and enforce the applicable agreement. You represent that you have all rights, permissions and lawful bases needed to submit Input and direct Minima to process it.

You are responsible for evaluating Output before using or sharing it and for providing legally required notices, permissions, human review and safeguards. Do not represent Output as human-generated when that would be deceptive or unlawful.

6. Data use and privacy

Our Privacy Policy explains our data practices. A DPA or Order may provide additional commitments.

Minima does not use Customer Content to train, retrain, fine-tune or improve models unless you separately and explicitly opt in in writing. Ordinary use of the Services, support requests, acceptance of these Terms and standard diagnostics do not constitute an opt-in.

On an endpoint identified as zero-data-retention, Customer Content is processed in volatile memory, is not written to persistent application logs or storage, and is deleted from memory when the request completes or is cancelled. Non-content operational metadata may be retained as described in the Privacy Policy.

7. Minima technology and intellectual property

Minima and its licensors own the Services and all related technology, including software, APIs, documentation, model optimizations, calibration and healing methods, quantization formats, tensor-network decompositions, modified layer implementations, kernels, compilers, schedulers, cache codecs, telemetry schemas, model artifacts and trademarks (“Minima Technology”), except for Customer Content and third-party materials.

Subject to these Terms and payment of applicable fees, Minima grants you a limited, non-exclusive, non-transferable and revocable right to access and use the hosted Services during the applicable term. No source code, model weights or technology is licensed or transferred unless an Order or open-source license expressly says so.

You may publish accurate benchmark results about the Services. We ask that you identify the model, endpoint, date, hardware or provider route where known, workload, quality criteria and measurement method so results are reproducible. You may not falsify results, misrepresent a benchmark as endorsed by Minima, or use Minima's trademarks in a way that suggests sponsorship without permission.

If you provide feedback, you grant Minima a worldwide, perpetual, irrevocable, royalty-free right to use it without restriction or obligation, provided we do not identify you publicly as its source without permission.

8. Third-party models, software and content

The Services may make available models or technology developed by third parties, including open-source models. Those components remain subject to their applicable licenses, acceptable-use policies, notices and attribution requirements. A model card, API metadata or documentation may identify additional terms. You are responsible for complying with terms that apply to your use.

References to Qwen or another third-party model identify upstream technology and do not imply that Minima owns the third party's name, unmodified weights or underlying intellectual property. A Minima-authored derivative or optimized artifact may include Minima Technology while remaining subject to the upstream license.

The Services may link to or interoperate with third-party products. Minima is not responsible for third-party products, terms, security, availability or content, and your use of them is at your own risk.

9. Acceptable use

You may not, and may not help another person to:

• use the Services in violation of law, sanctions, export controls, privacy rights, intellectual-property rights or contractual duties;
• generate, facilitate or distribute malware, credential theft, destructive code, unauthorized intrusion, evasion of security controls or instructions that materially enable cyber abuse;
• exploit or sexually abuse children, generate child sexual abuse material, facilitate human trafficking, or promote non-consensual intimate imagery;
• make credible threats, facilitate targeted violence or develop prohibited weapons;
• impersonate others, deceive people about material facts, conduct fraud, manipulate civic participation, or create unlawful discriminatory decisions;
• submit content you lack the right or lawful basis to process;
• probe, scan, overload, disrupt or bypass the Services, rate limits, authentication, safety controls or usage metering;
• resell or provide access to the Services except through an authorized Marketplace, Order or written permission;
• reverse engineer non-public Minima Technology except to the limited extent a restriction is prohibited by law; or
• use Output as the sole basis for a decision that produces legal or similarly significant effects concerning a person where human review or additional safeguards are required.

Minima may maintain more detailed acceptable-use or model-specific rules in the documentation. If a Marketplace imposes stricter rules, you must comply with those rules for access through that Marketplace.

10. High-risk and professional uses

Unless an Order expressly authorizes the use and specifies appropriate controls, the Services are not designed for autonomous control of critical infrastructure, weapons, emergency dispatch, life-support systems or other uses where an error could reasonably cause death, serious bodily injury or catastrophic damage.

Output is not a substitute for professional medical, legal, financial, safety or other regulated advice. A qualified person must independently review Output and make the decision. You are responsible for validation, testing, monitoring, fallback procedures and compliance appropriate to your use.

11. Confidentiality

“Confidential Information” means non-public information disclosed by one party that is marked confidential or should reasonably be understood as confidential. It excludes information that the recipient can document is public through no breach, already known without duty, independently developed, or rightfully received without duty.

The recipient will use Confidential Information only to perform or exercise rights under the agreement, protect it using at least reasonable care, and disclose it only to personnel and advisers who need to know and are bound by confidentiality obligations. A recipient may disclose information when legally required after giving advance notice where lawful and reasonable assistance at the discloser's expense.

Customer Content is Customer Confidential Information. The confidentiality commitments in an Order control if they differ from this section.

12. Service operation, support and changes

Minima may enforce rate, concurrency, context, token, storage and other technical limits. We may modify the Services, models, routing, formats or documentation to improve performance, security, compliance or cost. We will use commercially reasonable efforts to avoid materially reducing a committed feature during an Order term, but self-service and preview features may change or end.

Unless an Order includes an SLA, the Services have no guaranteed availability, latency, throughput, error rate, support response time or capacity reservation. Maintenance, provider failures, demand, attacks and events outside reasonable control may affect availability.

Preview, beta, experimental or evaluation features may be incomplete, change without notice, have lower reliability and not be suitable for production. They are provided for testing and may be subject to additional terms.

13. Suspension and termination

You may stop using self-service Services at any time and may close your account subject to paying amounts owed. An Order states its term and termination rights.

Minima may suspend or restrict access immediately when reasonably necessary to address a security risk, unlawful activity, material breach, non-payment, sanctions or harm to the Services or others. Where practicable, we will give notice and an opportunity to cure. We may terminate these Terms for an uncured material breach after 10 days' notice, or immediately if a breach cannot be cured, the law requires termination, or continued service would create material security or legal risk.

On termination, your right to use the Services ends, outstanding amounts become due, and Minima will delete or return Customer Content as required by the applicable retention commitments and Order. Sections that by their nature should survive—including payment, intellectual property, confidentiality, disclaimers, liability, indemnity and disputes—will survive.

14. Disclaimers

To the maximum extent permitted by law, the Services and Output are provided “as is” and “as available.” Minima and its suppliers disclaim all express, implied and statutory warranties, including merchantability, fitness for a particular purpose, title, non-infringement, accuracy, quiet enjoyment and any warranty arising from course of dealing or usage of trade.

Minima does not warrant that the Services will be uninterrupted, error-free, secure, accurate or suitable for your purpose; that Output will be correct, unique or free of third-party rights; or that any compression, quality, latency, throughput, cost or benchmark result will be reproduced under a different workload or environment.

Some jurisdictions do not allow certain disclaimers, so portions of this section may not apply to you. Any non-waivable warranty is limited to the shortest period and narrowest scope permitted by law.

15. Limitation of liability

To the maximum extent permitted by law, neither party nor its affiliates and suppliers will be liable for indirect, incidental, special, exemplary, punitive or consequential damages, or for lost profits, revenues, goodwill, opportunities or data, arising out of or relating to the Services, even if advised that such damages were possible.

To the maximum extent permitted by law, each party's total aggregate liability arising out of or relating to the Services and these Terms will not exceed the greater of: (a) the fees paid or payable by Customer to Minima for the affected Services during the 12 months before the event giving rise to liability; or (b) US$100.

The exclusions and cap do not limit: your payment obligations; your infringement or misappropriation of Minima Technology; either party's fraud, willful misconduct or liability that cannot lawfully be limited; or your indemnification obligations. An Order may contain different limits.

16. Indemnification

You will defend, indemnify and hold harmless Minima, its affiliates and their personnel from third-party claims, damages, penalties, costs and reasonable legal fees arising from: (a) your Input or your products and services; (b) your use of Output; (c) your violation of law, these Terms, third-party rights or model-specific terms; or (d) use of the Services by your account or end users in breach of these Terms.

Minima will promptly notify you of a covered claim, provide reasonable cooperation at your expense and allow you to control the defense and settlement, except that you may not admit fault by Minima or impose a non-monetary obligation on Minima without written consent. Minima may participate with counsel at its own expense.

17. Governing law and disputes

These Terms and disputes arising from them are governed by Delaware law, excluding its conflict-of-law rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

Informal resolution

Before filing a claim, each party will send a written notice describing the dispute and requested relief and will try in good faith to resolve it for 30 days. Send notices to legal@mnma.ai.

Individual arbitration

Except for a claim eligible for small-claims court or a claim seeking temporary or injunctive relief to protect intellectual property, confidentiality or security, any dispute will be resolved by binding individual arbitration administered by JAMS under its applicable Comprehensive Arbitration Rules and Procedures. The seat is Wilmington, Delaware, but hearings may occur remotely by agreement or direction of the arbitrator. The arbitrator may award any individual remedy available in court and will issue a reasoned written decision.

Claims may be brought only in an individual capacity and not as a plaintiff or class member in a class, consolidated, representative or private-attorney-general action. The arbitrator may not combine claims without all parties' consent.

You may opt out of the arbitration and class-waiver provisions by emailing legal@mnma.ai within 30 days after first accepting these Terms. Your notice must identify you and your organization and clearly state that you opt out. Opting out does not affect any other provision.

If the arbitration provision does not apply or is unenforceable, the parties consent to exclusive jurisdiction and venue in the state and federal courts located in Delaware. Either party may seek relief in a court of competent jurisdiction to prevent unauthorized use or abuse of the Services or infringement of intellectual-property rights.

18. General terms

Compliance and export controls

You will comply with applicable anti-corruption, sanctions and export-control laws. You represent that you are not located in, ordinarily resident in, or controlled by a comprehensively sanctioned jurisdiction and are not a restricted party. You may not use the Services for a prohibited end use or transfer controlled technology unlawfully.

Publicity

Neither party may use the other's name or logo in public marketing without permission, except Minima may factually identify an authorized Marketplace route or integration. An Order may grant additional publicity rights.

Assignment

You may not assign these Terms without Minima's prior written consent, except in connection with a merger or sale of substantially all relevant assets if the assignee is not a competitor and assumes all obligations. Minima may assign these Terms to an affiliate or in connection with a merger, reorganization, financing or sale of relevant assets.

Notices

Minima may send operational and legal notices to the email associated with your account, through the dashboard, or by posting an update where permitted. Notices to Minima must be sent to legal@mnma.ai and are effective when received.

Changes to these Terms

We may update these Terms prospectively. We will post the new version and effective date and provide additional notice of material changes where required. Changes do not retroactively alter an Order. If you continue using self-service Services after updated Terms take effect, you accept them. If you do not agree, stop using the Services before the effective date.

Entire agreement and interpretation

These Terms, the Privacy Policy, applicable model terms and each Order are the entire agreement concerning the Services and replace prior discussions on that subject. A purchase order does not modify the agreement. If a provision is unenforceable, it will be modified to the minimum extent necessary and the rest remains effective. Failure to enforce a provision is not a waiver. Headings are for convenience. “Including” means “including without limitation.” The parties are independent contractors, and the agreement creates no partnership, agency or fiduciary relationship. There are no third-party beneficiaries.

Force majeure

Neither party is liable for delay or failure caused by events beyond its reasonable control, including natural disaster, war, civil unrest, labor action, internet or utility failure, cloud or data-center failure, denial-of-service attack, epidemic, government action or supply shortage. This does not excuse payment obligations for Services already provided.

19. Contact