Terms of Service

1. Parties and scope

These Terms of Service (the “Terms” or “Agreement”) are a binding contract between you (“you” or “User”) and Angies Auto Supplies Inc., an Oregon corporation with its principal place of business at 4250 Salem Dallas Hwy NW, Salem, Oregon 97304 (“we,” “us,” “our,” or “Company”). ToolAudition.com (the “Service”) is operated by the Company. The Company may register a fictitious business name (DBA) for ToolAudition at a later date; this Agreement will continue to apply unchanged.

By creating an account, accessing, or using the Service, you agree to these Terms, our Privacy Policy, our Cookie Policy, our Acceptable Use Policy, and our Third-Party API Provider Disclosure, each of which is incorporated by reference. If you do not agree, do not use the Service.

You must be at least 18 years old (or the age of majority where you live) and legally capable of forming a binding contract. The Service is not directed at children under 13, and we do not knowingly collect personal information from children under 13.

2. The Service

ToolAudition is a developer tool that lets you submit a single prompt or query and receive parallel responses from multiple third-party application programming interface (“API”) providers, such as large language model (“LLM”), image-generation, speech, mapping, weather, translation, search, and vision providers (each, a “Provider”). The Service displays the responses side-by-side along with an estimated and actual cost for each call.

The Service is a conduit and comparison tool. We do not own, control, or guarantee the output, accuracy, availability, or pricing of any Provider. Your prompts are transmitted to the Providers you select, and you are responsible for understanding each Provider’s terms before submitting.

3. Accounts

To use most features you must create an account using a valid email address or a supported identity provider (e.g., Google). You agree to provide accurate information, to keep your credentials secure, and to be responsible for all activity under your account. Notify us promptly at support@toolaudition.com if you suspect unauthorized access.

One natural person or legal entity per account. You may not share, sell, or transfer your account. We may suspend or terminate accounts used to evade rate limits, fraud-detection systems, or our Acceptable Use Policy.

4. Credits, fees, and billing

4.1 What credits are

The Service uses a prepaid “credits” billing model. Credits are a stored balance you purchase in U.S. dollars and apply against the cost of paid queries. Credits are not money, e-money, securities, gift cards, or stored-value cards, and they have no cash value, are non-transferable, and are non-refundable once used.

4.2 Pricing

For each paid query, you will see, before submission, an itemized estimate showing input tokens, output token cap, Provider-by-Provider unit cost, and the total estimated charge in U.S. dollars. The price displayed is calculated as: (input_tokens × unit_input_price + output_token_cap × unit_output_price) × markup, where the markup is currently five times (5×) the underlying Provider unit price.

Unit prices are fetched live from the OpenRouter model catalog or, for non-LLM categories, from the relevant Provider, and may change without prior notice. You authorize us to deduct the actual cost (calculated from the actual tokens or units returned by the Provider) from your credit balance after the query completes. Minor variance between the pre-submission estimate and the post-completion actual is expected and is disclosed on the Pricing page.

4.3 Free models

Where a Provider offers a model at zero unit cost, you may use that model without charge. The Service will clearly label such models as FREE and will not require consent or deduct credits for those calls. Free models remain subject to rate limits and the Acceptable Use Policy.

4.4 Consent for paid queries

For any query that includes a paid model, you must affirmatively check a consent box stating the exact estimated dollar amount before the Run button becomes active. The consent box auto-resets after each successful submission. By checking the box and clicking Run, you authorize the corresponding deduction from your credit balance.

4.5 Credit purchase

Credits are purchased through our payment processor (currently Stripe, Inc.). You agree to Stripe’s terms when transacting. We do not store full payment card numbers on our servers. Purchase totals shown at checkout are in U.S. dollars and include any applicable taxes we are required to collect.

4.6 Credit expiration and dormancy

Unused credits expire twelve (12) months after the date of the most recent purchase, top-up, or successful query under the same account, whichever is later. We will send an email reminder no later than thirty (30) days before expiration. Expired credits are forfeited; they are not, and have never been, money, and no refund is owed on expiration.

4.7 Insufficient balance

If your balance is insufficient to cover the estimated cost of a query, the Run button will be replaced with “Add Credits.” We will not partially execute a multi-Provider query.

4.8 Taxes

Prices are exclusive of any applicable sales, use, value-added, GST, or similar taxes, which you are responsible for. We will collect and remit such taxes where required by law.

4.9 Solvency requirement (pre-flight check)

As an operational safeguard, no Provider request will be transmitted unless your credit balance at the time of the request is at least five (5) times the underlying provider cost of the entire audition (sum across all selected paid models). This requirement applies independently of, and in addition to, the consent charge described in §4.4, and is intended to prevent your account from going negative if a Provider's underlying rate has changed, if concurrent requests deplete your balance mid-audition, or if any other condition would otherwise expose your account to an unfunded charge. Free models do not count toward the solvency calculation. If your balance is below the threshold, the Run control will display the required amount and you will be prompted to add credits before proceeding.

5. Refunds

Unused credits may be refunded to the original payment method within fourteen (14) days of purchase upon written request to billing@toolaudition.com, provided you have not violated these Terms or the Acceptable Use Policy. Credits that have already been consumed by a successful Provider call are non-refundable, including in cases where (a) you are dissatisfied with the Provider’s response quality, (b) the Provider charged us for the call, or (c) the response was lawful but not what you expected. This policy does not limit any non-waivable consumer rights you may have under applicable law.

6. Third-party APIs

When you select a Provider, your prompt, parameters, and (where applicable) attached files are transmitted to that Provider over the public internet, including across international borders if the Provider operates outside the United States. Each Provider has its own terms of service, privacy policy, and data-retention practices, which apply in addition to ours. See the Third-Party API Provider Disclosure for the current list and links.

We do not control Provider behavior. We do not warrant that any Provider is available, accurate, lawful in your jurisdiction, or that its output is fit for any particular purpose. We are not a party to your relationship with any Provider; however, where we resell Provider access on your behalf, we will provide the disclosures required by that Provider’s reseller terms.

7. Your content and prompts

7.1 Your rights

You retain all rights in the prompts, files, and inputs you submit (collectively, “User Content”), and in the outputs returned by Providers in response to your User Content (“Outputs”), to the extent allowed by each Provider’s terms.

7.2 License you grant us

You grant us a worldwide, royalty-free, non-exclusive license to host, transmit, route, log (per Section 7.3), and process your User Content and Outputs solely to (a) operate, secure, and improve the Service, (b) deliver responses from Providers, (c) calculate and apply charges, and (d) comply with law. We do not sell User Content or Outputs, and we do not use them to train any machine-learning model owned by us or by an affiliate.

7.3 Logging

We retain prompts, responses, and metadata for your query-history feature and for service operations. You can delete an individual query from your account at any time. Enterprise customers may request a zero-log mode in which prompts and responses are not stored on our infrastructure beyond the duration of the request.

7.4 Your warranties

You represent and warrant that (i) you have all rights necessary to submit your User Content, (ii) your User Content does not violate any law or third-party right, including intellectual-property and privacy rights, and (iii) you will not submit Personal Data (other than your own) without a lawful basis.

8. Intellectual property

The Service, including the ToolAudition mark, logos, software, design, and underlying intellectual property, is owned by the Company and is protected by U.S. and international intellectual-property laws. Except as expressly granted, no rights are transferred to you. You may not copy, modify, reverse-engineer, scrape, or create derivative works of the Service except as permitted by mandatory law. Provider logos and trademarks shown on the Service are the property of their respective owners and are used for descriptive purposes only.

9. Acceptable use

You agree to the Acceptable Use Policy, which prohibits, among other things, illegal content, child sexual abuse material, content designed to harm minors, attempts to generate weapons of mass destruction or malware, automated scraping of the Service, and use of the Service to evade Provider terms.

10. Availability, beta features, and changes

The Service is provided on a continuous-availability basis but without a contractual uptime SLA except for Enterprise plans with a separately signed agreement. Features marked “beta,” “preview,” or “experimental” may change or be removed without notice. We may update these Terms from time to time by posting a revised version with a new “Last updated” date and, where the changes are material, notifying you by email or in-app banner at least thirty (30) days before the changes take effect. Your continued use after the effective date constitutes acceptance.

11. Disclaimers

The Service and Outputs are provided “AS IS” and “AS AVAILABLE,” without warranties of any kind, whether express, implied, statutory, or otherwise, including any warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, or that Outputs will be free of errors, harmful content, or hallucinations. You are solely responsible for evaluating Outputs before relying on them, and you must not use Outputs to make decisions involving safety, health, legal rights, or financial loss without independent human review.

12. Limitation of liability

To the maximum extent permitted by law, in no event will the Company, its officers, directors, employees, contractors, or suppliers be liable to you for any indirect, incidental, special, consequential, exemplary, or punitive damages, or for any loss of profits, revenue, data, goodwill, or business, arising out of or related to your use of the Service, even if we have been advised of the possibility of such damages. Our total cumulative liability for any and all claims relating to the Service will not exceed the greater of (a) the amount you actually paid us in the twelve (12) months preceding the event giving rise to the claim, or (b) one hundred U.S. dollars (US $100). Some jurisdictions do not allow the exclusion or limitation of certain damages; in such jurisdictions our liability is limited to the smallest extent permitted by law.

13. Indemnification

You agree to indemnify, defend, and hold harmless the Company and its officers, directors, employees, and agents from and against any claim, demand, loss, liability, damages, judgment, and expense (including reasonable attorneys’ fees) arising out of (a) your User Content, (b) your use of any Output, (c) your breach of these Terms or the Acceptable Use Policy, or (d) your violation of any law or third-party right.

14. Termination

You may stop using the Service at any time and may close your account from your settings page. We may suspend or terminate your access immediately if we reasonably believe you have violated these Terms or the Acceptable Use Policy, used the Service to harm others, or created legal exposure for the Company. On termination, your right to use the Service ends, but Sections 4 (Credits), 7 (User Content), 8 (IP), 11–13 (Disclaimers, Liability, Indemnity), 15 (Disputes), and 17 (Miscellaneous) survive.

15. Disputes, arbitration, and class waiver

Please read carefully — this section affects your rights.

Most concerns can be resolved by writing to legal@toolaudition.com. If we cannot resolve the dispute informally within sixty (60) days, you and the Company agree that any dispute, claim, or controversy arising out of or relating to these Terms or the Service will be resolved by binding individual arbitration administered by the American Arbitration Association under its Consumer Arbitration Rules, in the county of Marion, Oregon, or remotely at the arbitrator’s discretion. The arbitrator may grant any relief a court could grant; however, class actions, class arbitrations, and representative actions are not permitted, except where prohibited by law.

You may opt out of this arbitration agreement within thirty (30) days of first accepting these Terms by emailing legal@toolaudition.com with the subject line “Arbitration Opt-Out.” Notwithstanding the foregoing, either party may bring an individual action in small-claims court for disputes within that court’s jurisdiction.

16. Governing law and venue

These Terms are governed by the laws of the State of Oregon, U.S.A., without regard to its conflict-of-laws rules. For matters not subject to arbitration, the state and federal courts located in Marion County, Oregon will have exclusive jurisdiction, and you consent to personal jurisdiction in those courts.

17. Miscellaneous

• Entire agreement. These Terms, together with the policies they incorporate, are the entire agreement between you and the Company on this subject and supersede prior agreements.
• Severability. If any provision is held unenforceable, the remaining provisions remain in full force.
• No waiver. Our failure to enforce a provision is not a waiver.
• Assignment. You may not assign these Terms. We may assign them in connection with a merger, acquisition, or sale of assets.
• Force majeure. We are not liable for delays caused by events beyond our reasonable control, including Provider outages, network failures, and acts of governments.
• Notices. We will give notices by email or by posting in-app. You may give notice to legal@toolaudition.com.
• Export. You will not use the Service in violation of U.S. export controls or sanctions.
• U.S. government users. The Service is a “commercial item” as defined in 48 C.F.R. § 2.101.

18. Contact