Draft pending counsel review
This document is a working draft, published for transparency rather than executed as a contract. It has not yet been reviewed by qualified counsel in any jurisdiction, and Prismux has no customers. The English version is authoritative; translations are provided for convenience only and have no legal effect.
Last updated · 30 August 2026 · draft 0.1
1. Scope and definitions
These Terms govern access to the Prismux platform: the routing API, the
dashboard, the vault, the receipt service and the command-line tools
(together, the “Service”). “Customer Content” means the requests you send and
the responses returned to you. “Receipts” means the signed, content-free
records the Service produces for each request. “Endpoint” means a specific
(vendor, substrate, region, model) combination we route to, as listed in the
catalogue.
A separate Data Processing Addendum governs personal data. Where the DPA and
these Terms conflict on the handling of Customer Content, the DPA governs.
2. What the Service does, and does not, promise
2.1 Routing
You request a model; we select an eligible endpoint according to the policy
in force for that request and serve it. Eligibility is determined by your
policy envelope — retention floor, residency, fallback rung and capability
requirements. Where no endpoint satisfies your policy, the request is refused
with a structured error rather than served by a non-conforming endpoint.
2.2 Two availability commitments
We commit separately to Router Availability (that we
accepted, routed, metered and receipted correctly given a healthy upstream) and
report Effective Availability (that a request received a usable
answer). Only the former is within our control. We make no commitment
that any third-party model endpoint will be available, and where you
pin a request to a single endpoint our availability for that request cannot
exceed that endpoint's. Contracted service levels, where applicable, attach to
Router Availability.
2.3 Model behaviour
We do not warrant the accuracy, suitability or safety of model output. We do
not modify your request other than to translate between wire protocols and to
apply the policy directives you set, and we do not modify responses.
3. Accounts, keys and security
You are responsible for safeguarding your API keys and for activity conducted
under them. We store keys only as irreversible hashes; we cannot recover a key
and will not have a copy to disclose. Notify us promptly of suspected
compromise, and revoke the key — revocation takes effect within seconds because
every request is gated at admission.
You must be able to form a binding contract, and must not use the Service if
you are barred from doing so under applicable law or sanctions.
4. Fees, billing and the price you pay
4.1 Managed billing
Charges are computed per request from the rate card in effect at the moment
of service, plus the platform markup then published on the pricing page. The
rate card version and the markup applied are recorded on the receipt for that
request. The published rate and the charged rate are the same value;
we cannot display one figure and bill another.
4.2 Rate changes
Your rate is the one stated in your order form. We will not increase the
margin applicable to an existing account for the term of that agreement. A
higher rate applies only to agreements entered into after it is agreed. An earlier
draft of this clause referred to a published markup and published step-down
thresholds; no such schedule is published and none was ever committed to, so the
clause has been corrected rather than left to imply one.
4.3 Fallback pricing
Under price_locked (the default), where a request is served by an
endpoint other than the primary, your unit price does not change and we absorb the
difference, which is recorded on the receipt. Under cost_transparent,
which you may elect, your price moves by that endpoint's actual cost difference with
no additional margin. We do not offer a mode in which a fallback increases our margin
rate.
4.4 Unbilled attempts
An attempt that delivers no output to you is not billable and is absorbed by
us. Where a stream stalls after partial delivery and is retried, the default is
that you are billed for the first delivery only.
4.5 Prepaid credit and reservations
New accounts are prepaid. At admission we place a reservation against your
balance sized to a conservative maximum for the request, and release the unused
portion on settlement. This is what makes a hard budget ceiling a guarantee
rather than a best effort. Credits are not redeemable for cash and expire per
the schedule stated at purchase.
4.6 Disputes and corrections
Receipts are signed and chained and cannot be edited. A correction is issued
as an append-only credit note referencing the original receipt and stating a
reason. Raise a billing dispute within 60 days; we will resolve it against the
receipt record, which you can verify independently using the published verifier
and signing key.
5. Customer Content
You retain all rights in Customer Content. We claim no licence to it beyond
what is strictly necessary to route the request you asked us to route.
5.1 What we retain, by tier
Retention is an account-level contracted tier, not a per-request toggle,
because reselling model access carries a duty to be able to investigate an abuse
report. Receipts are structurally incapable of containing Customer
Content at every tier. What varies is the sealed copy:
open — encrypted copy retained 30 days under our key.
mdr — encrypted copy retained 7 days under our key.
zdr_escrow — 72 hours, sealed under a 2-of-3 threshold in which
we hold one share and cannot decrypt unilaterally.
zdr_absolute — nothing retained; your bucket only.
5.2 Access to a sealed copy
A sealed copy may be opened only on documented cause — an abuse report, a
vendor request, a legal demand, a security incident, or your own request — and
only with two authorised people; at zdr_escrow it additionally
requires a share holder who is not us. Every access, whether attempted,
refused or granted, is written into your own receipt chain with its
reason and outcome. You are notified. The absence of such records across a
period is itself verifiable, because the chain is complete and signed.
Where you enable the vault, your exportable copy is encrypted under a key you
control, and in customer_bucket mode we do not hold that ciphertext
at all.
We do not use Customer Content to train models, to improve the Service, or for
any purpose other than serving the request. This is not a policy setting you must
find; it is the only mode the Service has.
Key loss. If you lose the key that unwraps your vault, the
content is unrecoverable. We cannot recover it, and no support process can. This
is a consequence of the guarantee, not a defect in it.
6. Acceptable use
Use of the Service is subject to the Acceptable Use
Policy, and to the acceptable-use terms of the model vendors whose endpoints
serve your requests. Where a vendor's terms are stricter than ours for a given
endpoint, theirs apply to traffic routed there.
Enforcement rests primarily on content-blind signals — blind fingerprint
matching, vendor filter refusals, traffic shape, payment and identity — and, on
documented cause, the sealed copy your tier provides for. We do not inspect
prompts to moderate them as a matter of course, and we do not retry a vendor's
content-filter refusal on another vendor. Where your tier is
zdr_absolute no sealed copy exists and the enforcement obligations
in clause 6 are yours to discharge.
7. Suspension and termination
We may suspend access where required by law, where there is unpaid balance
after notice, where a security compromise is suspected, or for a material breach
of the Acceptable Use Policy. Except where immediate action is required to
prevent harm, we will give notice and an opportunity to cure.
You may terminate at any time by ceasing use; there is no notice period and no
exit fee. On termination we will provide your receipt export and, in
managed vault mode, your ciphertext, for at least 30 days. In
customer_bucket mode your content is already in your possession and
nothing is required of us.
We will never charge for data export. Charging you to leave is
a lock-in tactic, not a service.
8. Warranties and liability
The Service is provided without warranties other than those expressly stated
here and in any signed order form. To the maximum extent permitted by law,
neither party is liable for indirect, incidental or consequential damages, or for
lost profits or lost data, and each party's aggregate liability is limited to the
fees paid or payable in the twelve months preceding the claim.
Nothing here limits liability for fraud, wilful misconduct, death or personal
injury caused by negligence, or any liability that cannot be limited by law.
These limits do not apply to our obligations regarding Customer Content
confidentiality in clause 5, which we regard as the substance of the agreement
rather than an ancillary term.
9. Changes
We will give at least 30 days' notice of a material change to these Terms, to
the subprocessor list, or to a retention posture we have represented. Notice is
given on this page with a dated changelog and by email to account
administrators. Continued use after the effective date constitutes acceptance;
if you object, you may terminate without penalty and receive a pro-rata refund of
unused prepaid credit.
10. Governing law
To be completed on incorporation. Governing law and venue will be
stated here, along with the contracting entity and its registered address, before
any customer agreement is executed. We would rather leave this visibly blank than
name a jurisdiction we have not established.
The English text is the authoritative version of this document. Translations are provided for convenience and, in the event of any conflict, the English text governs.