Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you, whether personally or on behalf of an entity ("you") and AutoInfra, Inc. ("Morph," "we," "us," or "our"), governing your access to and use of our website, services, APIs, and related applications (collectively, the "Services").

By accessing or using the Services, you agree to be bound by these Terms and our Privacy Policy, which is incorporated by reference. If you do not agree with any part of these Terms, you must not access or use our Services.

IMPORTANT: These Terms contain an Arbitration Agreement and Class Action Waiver in Section 13. Unless you opt out, all disputes must be resolved by binding individual arbitration.

If you are entering into these Terms on behalf of an entity, you represent that you have authority to bind that entity. If not, you may not access or use the Services.

2. Definitions

• API: Morph application programming interface
• API Key: Authentication credentials for API access
• Confidential Information: Non-public information designated as confidential or that would reasonably be considered confidential
• Content: Any material submitted or made available through the Services
• Documentation: Technical specifications and usage guides provided by Morph
• Incident: Any unplanned interruption or reduction in quality of Services
• Managed Instance: A Morph deployment managed by Morph but hosted within your private cloud environment
• Paid Tier: Premium services with enhanced features and support
• Pay As You Go Tier: Public Services accessible with per-use billing
• Personal Data: Information relating to an identified or identifiable individual
• Processing: Any operation performed on data, including collection, use, storage, or deletion
• Rate Limits and Usage Limits: Any quantitative limit, throttle, or admission control applied to your use of the Services, including per-minute and per-second throughput on uncached input, cached input, and output tokens; request rate; burst allowance; concurrency and number of distinct session or context chains in a window; daily, weekly, or monthly ceilings; and capacity, fairness, or abuse safeguards. "Rate Limits" and "Usage Limits" are used interchangeably in these Terms.
• Self-Hosted: Morph software operated entirely by you on your infrastructure
• Service Credit: Credit applied to your account for SLA breaches
• SLA: Service Level Agreement as defined in Section 8
• User Data: Any data, code, or material submitted by you to the Services
• Zero Data Retention (ZDR): Processing of Inputs and Outputs exclusively in volatile memory, with no writing to persistent storage and no use for model training. Available on enterprise tiers under a signed Zero Data Retention Addendum, subject to the flagged-prompt exception in Section 5.7

3. Service Description

Morph provides AI tools for code generation, editing, and transformation, via:

• API access
• Web-based tools
• Documentation and support materials
• Optional private deployments

3.1 Service Tiers

3.1.1 Free Tier (Pay As You Go)

• API access with usage-based billing
• Standard performance and rate limits
• Community support through documentation
• No training - your code is never used to train our models, with no support or debugging exception (see Section 5.1)
• Minimal retention - content kept no longer than 30 days (see Section 5.1)
• 99.0% uptime target (no SLA credits)

3.1.2 Paid Tier

• Monthly or annual contract options
• Higher usage limits and priority processing
• Enhanced technical support with business-hours response
• No training - your code is never used to train our models, with no support or debugging exception (see Section 5.2)
• Minimal retention - content kept no longer than 30 days (see Section 5.2). Not ZDR
• 99.9% uptime SLA with service credits
• Some paid plans include selected models on a flat-rate basis. On those plans "unlimited" means we do not meter the included models' tokens against a monthly allowance; it does not reserve capacity. Rate Limits, concurrency, and capacity safeguards in Section 3.5 continue to apply
• Flat-rate subscription plans (such as Ultra and Scale) are governed by Section 7.7, which controls over this list where they differ

3.1.3 Enterprise Tier

• Custom contract terms and volume pricing
• Highest usage limits and dedicated infrastructure
• 24/7 premium support with dedicated account manager
• Zero data retention under a signed addendum - your code is never stored, logged, or used for training, subject only to the flagged-prompt exception in Section 5.7
• Custom SLAs with enhanced uptime commitments
• Third-party audits and compliance certifications

3.2 Self-Hosted Deployments

For customers requiring self-hosted deployments, contact sales@morphllm.com to discuss:

• Full deployment within your infrastructure
• Complete data sovereignty and control
• Custom data handling policies
• Dedicated implementation and support
• Audit rights and compliance assistance

3.3 Service Availability

• We target specified uptime levels for each service tier
• Scheduled maintenance announced 48 hours in advance when possible
• Emergency maintenance may occur with minimal notice
• Service credits apply per Enterprise agreements for SLA breaches
• Maintenance windows typically scheduled during low-usage periods

3.4 Service Modifications

• Material changes to APIs require 90 days' advance notice
• Deprecated features supported for minimum 180 days after notice
• Breaking changes implemented through API versioning
• New features may be introduced without notice
• We reserve the right to modify or suspend Services at any time
• Changes to capacity and to the models included in a subscription plan are not material API changes under this Section 3.4 (see Section 7.7.2); Rate Limit adjustments are governed by Section 3.5

3.5 Rate Limits and Fair Use

The Services are shared infrastructure, and Rate Limits exist so a single account, key, or workload cannot degrade the experience for everyone else. Accordingly, we set and adjust Rate Limits as operating conditions require, including in response to aggregate demand, regional or model-specific capacity, queue depth, provider or hardware constraints, cost of serving a given model or request shape, abusive or automated traffic, resale or key-sharing patterns, and the need to keep the Services available. These adjustments are operational in nature. We may introduce per-request, per-minute, burst, concurrency, session-neighborhood, or daily and monthly ceilings; apply them to a single API key, an account, an organization, or a set of related accounts; or revise their values, and we may do so for some tiers, models, or regions and not others. Rate Limits on any tier are a good-faith operating commitment, not a guarantee of throughput, and a published limit is not a promise that we will never tighten it. A request that exceeds a Rate Limit may be rejected with an HTTP 429; retrying with backoff, as our SDKs do by default, is the expected response. Because Rate Limits protect the shared service, reasonable adjustments to them are not "material changes" for purposes of Section 3.4, are not price changes for purposes of Section 7.2, and take effect when the revised limits are published (typically on our pricing pages or documentation) or when we begin enforcing them, whichever is earlier, without individual notice. Where a signed custom agreement or order form specifies particular limits for you, those limits control for the term of that agreement.

4. Account Registration and Security

4.1 Account Requirements

You agree to:

• Provide accurate and complete registration information
• Maintain and update your account information
• Secure your account credentials and API keys
• Notify us immediately of any unauthorized use
• Accept responsibility for all activities under your account
• Use strong passwords and enable two-factor authentication when available

4.2 Account Security

You are responsible for:

• Safeguarding your login credentials and API keys
• Monitoring account activity for unauthorized access
• Implementing appropriate security measures for API key usage
• Reporting suspected security incidents within 24 hours
• Complying with our security guidelines and best practices

4.3 Account Suspension

We may suspend or restrict your account if:

• You violate these Terms or our Acceptable Use Policy
• Your account shows signs of suspicious or unauthorized activity
• You fail to pay outstanding invoices after notice
• We reasonably believe suspension is necessary to protect our Services or other users

5. Data Usage and Retention

We've designed Morph with privacy in mind. We do not use your code or content to train our models, on any tier. As of October 23, 2026 there is no customer support or debugging exception to that. How long we keep content depends on your tier: full Zero Data Retention on enterprise under a signed addendum, minimal retention on free and paid. Full detail is in our Privacy Policy and at morphllm.com/zdr. Here's a summary:

5.1 Free Tier (Pay As You Go)

• No Training: We do not use your code to train, fine-tune, or evaluate our models, for any reason
• Minimal Retention: Code and content are kept only to operate the Services and give you access to your own request history, and are deleted within 30 days
• No Routine Human Review: Our team does not read your submissions in the ordinary course. Routine abuse prevention runs on request metadata, not content
• Metadata: Timestamps, model name, token counts, and status codes are retained for billing and rate limiting
• Confidentiality: Submissions are treated as confidential information on every tier, including this one
• Flagged Prompts: Prompts flagged as an attempt to compromise systems you do not own are retained for safety review (Section 5.7)

5.2 Paid Tier

Paid tiers run under minimal retention. Paid tiers are not ZDR; full Zero Data Retention is available on enterprise tiers only (Section 5.3).

• No Training: We do not use your code to train, fine-tune, or evaluate our models, for any reason
• Minimal Retention: Code and content are kept only to operate the Services, to let you inspect and replay your own traffic in the dashboard, and to debug issues you report, and are deleted within 30 days
• Support on Your Terms: We access a request only when you explicitly share it with us, for that support session only
• No Routine Human Review: Outside a support session you have granted, our team does not read your submissions
• Flagged Prompts: Prompts flagged as an attempt to compromise systems you do not own are retained past the 30-day window for safety review (Section 5.7)
• Confidentiality: Your submissions are treated as confidential information
• Enhanced Security: Dedicated access controls, audit logging, and segregated storage
• Secure Deletion: Data permanently deleted after retention period

5.3 Enterprise Tier

Full Zero Data Retention is available on enterprise tiers only, enabled per organization or per API key under a signed Zero Data Retention Addendum, and backed by contractual commitments and audit rights:

• Zero Retention: Code and content processed exclusively in memory and never written to persistent storage
• Zero Training: We do not use your submissions to train or improve our models. Period.
• Immediate Purge: All data purged from memory immediately after processing completes
• No Logging: No logs containing code content or derivatives
• No Human Access: Our team cannot access your data except when you explicitly grant time-limited access for support
• Third-Party Audits: Regular independent audits verify our zero-retention implementation
• One Exception: The flagged-prompt safety path in Section 5.7 survives ZDR

Contact sales@morphllm.com to start an addendum, or read the full terms at morphllm.com/zdr.

5.4 Self-Hosted Deployments

Self-hosted deployments provide complete control:

• Your Infrastructure: All processing occurs within your environment
• Your Policies: Data retention governed entirely by your configurations
• No Transmission: Nothing sent to Morph servers unless you enable telemetry or request support
• Optional Telemetry: If enabled, only anonymized usage metrics (no code content)

5.5 Data Security Measures

• Encryption in Transit: All data encrypted using TLS 1.3 or better
• Encryption at Rest: Data at rest encrypted using AES-256
• Access Controls: Role-based access controls and audit logging
• Security Assessments: Regular security assessments and penetration testing
• Compliance: SOC 2 Type II compliance maintained
• Incident Response: 24/7 security monitoring and incident response

5.6 Data Deletion Procedures

• Automated Deletion: Automated processes enforce retention limits
• Secure Deletion: Follows NIST 800-88 secure deletion standards
• Confirmation: Deletion confirmation available upon request
• Backup Deletion: Backups deleted within 90 days of primary deletion
• Audit Trail: Deletion activities logged for compliance purposes

5.7 Privileged-Access Models and Flagged Prompts

Some models are released only to organizations we have verified. DeepSeek V4.1 Flash Abliterated (morph-dsv41flash-abliterated) is DeepSeek V4.1 Flash with its refusal directions ablated. Access to it is conditioned on the terms below, and those terms are why the flagged-prompt exception applies on every tier.

• Approval Required: Requests from accounts without access return 403. Access is requested at morphllm.com/privileged-access, reviewed by a person, and granted to named individuals at an organization verified through a business email address
• Attestations: On applying, you confirm that you are authorized to request access for your organization, that the model will be used only for the use case you described and in compliance with these Terms, and that requests and usage may be logged and reviewed for safety and that Morph can revoke access at any time
• Permitted Use: Security research, red teaming systems you are authorized to test, AI safety and alignment work, evaluation and benchmarking, trust and safety, and interpretability. Using the model against systems you do not own or are not authorized to test is a breach of these Terms
• What We Flag: Requests that read as an attempt to compromise a third party, including unauthorized access against services you do not own, credential harvesting, and malware aimed at someone else's infrastructure
• Retention of Flagged Content: We retain the flagged Inputs and corresponding Outputs for safety review, abuse investigation, and response to legal process. Retention is limited to the specific flagged requests, is never used to train or evaluate a model, remains confidential under this agreement, and ends when the review closes unless law or valid legal process requires otherwise
• Applies on Every Tier: Otherwise retention follows your tier. On this model, the flagging and retention path above is a condition of access on every tier, including accounts under a ZDR addendum, and is not waived
• Revocation: We may revoke access without notice when traffic conflicts with the stated use case or the attestations above

Because ZDR leaves us no content in the ordinary course, we do not run routine content-based moderation over ZDR traffic; routine abuse controls on those accounts rely on metadata. Full terms: morphllm.com/zdr.

6. Intellectual Property

6.1 Morph IP

Morph owns all rights, title, and interest in the Services, including software, models, algorithms, and documentation. No license is granted except as explicitly described in these Terms.

6.2 Your IP

You retain all rights to content you submit to the Services. You grant Morph a limited license to use your content only as necessary to provide Services according to your chosen tier (see Section 5).

6.3 Generated Content

• Ownership: You own the output generated from your inputs
• Morph Rights: Morph retains rights to its models, software, and techniques used to generate outputs
• No Uniqueness Guarantee: Similar outputs may be generated for different users
• No Warranty: No warranty provided regarding intellectual property rights in outputs
• Third-Party Rights: You are responsible for ensuring outputs do not infringe third-party rights

6.4 Feedback and Suggestions

Any feedback or suggestions you provide become our property and may be used without restriction or compensation.

7. Payments and Billing

7.1 Payment Terms

• Pay As You Go: Charged monthly in arrears based on actual usage
• Paid Tier: Invoiced according to your service agreement
• Payment Due: Net 30 days unless otherwise specified
• Late Fees: 1.5% per month or maximum allowed by law on overdue amounts
• Currency: All prices in USD unless otherwise specified

7.2 Price Changes

• Prices may change with 30 days' advance written notice
• Price increases for existing custom agreements require agreement amendment
• Continued use after price change constitutes acceptance
• Paid Tier customers may terminate without penalty during notice period
• The 30-day notice applies to prices, not to Rate Limits; limits are adjusted under Section 3.5

7.3 Refunds and Service Credits

• No Refunds: All payments are non-refundable except as required by law or for SLA breaches
• Service Credits: Available for Paid Tier SLA failures as specified in Section 8
• Disputed Charges: Must be reported within 30 days of invoice date
• Pro-rated Refunds: Available for terminated Paid Tier subscriptions at our sole discretion
• Credit Application: Service credits applied to future invoices

7.4 Suspension for Non-Payment

• Notice: 30 days written notice before suspension for non-payment
• Suspension: Services may be suspended after notice period expires
• Data Retention: Inputs and Outputs are already subject to Zero Data Retention and are not held during suspension. Account and billing records are retained per Section 5
• Reinstatement: Services reinstated upon payment of outstanding amounts plus any applicable fees

7.5 Free Trial

• Any free trial automatically converts to paid subscription unless canceled before trial ends
• Trial limitations and terms specified at signup
• No refunds for charges incurred after trial conversion
• Trial abuse may result in account termination

7.6 Enterprise and Self-Hosted Pricing

Enterprise and self-hosted pricing is governed by separate custom agreements and statements of work tailored to your specific requirements and usage patterns.

7.7 Subscription Plans (Ultra, Scale, and Other Flat-Rate Plans)

This Section 7.7 governs any recurring subscription plan sold through the dashboard, including Ultra and Scale (each a "Subscription"). Where it conflicts with another Section of these Terms, this Section 7.7 controls for Subscriptions. It does not apply to custom enterprise agreements.

7.7.1 What a Subscription Includes

• A Subscription covers the models and features described for that plan on our website and in the Documentation at the time of use. Usage of any other model is billed per token at list price, from your credits first and then your payment method.
• "Unlimited" and "no token meter" mean that we do not charge per token or set a fixed total token cap on the included models. They do not mean unthrottled access, reserved or dedicated capacity, a minimum throughput, or uninterrupted service.
• We may add, replace, update, or remove the models included in a plan, including by moving a plan to a newer version of a model or retiring a snapshot. We will try to give reasonable notice before removing an included model, but are not required to.

7.7.2 Rate Limits, Usage Limits, and Capacity

• Every Subscription is subject to Rate Limits under Section 3.5, which we may set and adjust at any time without notice. Any figures we publish for a plan are the limits in effect when published, not a commitment.
• When we are at capacity, requests may be rejected or delayed (for example with HTTP 429) even if you are within your limits. We do not guarantee uninterrupted service or any particular response time.
• A change to Rate Limits, capacity, or included models is not a price change, a change to these Terms, or a material API change, and does not entitle you to a refund or service credit. If a change no longer works for you, your remedy is to cancel under Section 7.7.5.

7.7.3 Fair Use and Prohibited Conduct

A Subscription is for the subscriber's own use. A personal Subscription covers the subscriber's own API keys; an organization Subscription covers the organization's API keys for use by its members. You may not:

• Share, sell, lend, or otherwise make your API keys or account available to anyone outside your account or organization
• Resell, sublicense, or proxy a Subscription, or use it to provide a product, service, or API to third parties or to your own end users or customers
• Open multiple accounts or Subscriptions, rotate keys, or use any other method to get around rate limits, usage limits, or the subscription count limit
• Use a Subscription to generate datasets or outputs for training, distilling, or evaluating competing models
• Run workloads that are not interactive or agentic coding work at a scale meant to extract maximum token volume, such as bulk batch processing, data generation, or benchmark farming, where we reasonably determine this degrades service for other subscribers

Usage that is not permitted under a Subscription is billed per token at list price. If we reasonably believe you are violating this Section, we may throttle your access, bill that usage per token, suspend or cancel the Subscription, or terminate your account, with or without notice. If we cancel a Subscription for a violation, you are not entitled to a refund.

7.7.4 Automatic Renewal and Billing

• A Subscription renews automatically each month, and we charge the plan price plus applicable taxes to your payment method on each renewal date until you cancel. Organization Subscriptions are charged per member, except Ultra: an organization buys Ultra per seat, and each seat covers only the member it is assigned to. Ultra bought from a personal account covers the purchaser alone.
• Plans may have a limited number of available Subscriptions. We may stop selling a plan to new subscribers at any time.
• If a renewal payment fails, we may suspend the Subscription and bill usage per token until payment succeeds, or cancel the Subscription.

7.7.5 Cancellation

• You may cancel at any time in the dashboard under Billing, or by emailing support@morphllm.com. To avoid the next charge, cancel at least 24 hours before your renewal date.
• On cancellation, your Subscription continues until the end of the period you have paid for and does not renew. After it ends, usage of the formerly included models is billed per token.

7.7.6 Price Changes

• We may change the price of a plan. We will not change the price during a billing period you have already paid for. If the price for your Subscription increases, we will notify you at least 30 days before the increase applies.
• The new price applies from your first renewal after the notice period unless you cancel before that renewal.

7.7.7 Refunds

• Except as expressly provided in these Terms or as required by law, Subscription fees are non-refundable, including for partial billing periods, unused time, and changes to limits, capacity, or included models under Section 7.7.2.
• If you live in a jurisdiction that gives you a statutory right to withdraw from or cancel a purchase, nothing in these Terms limits that right.
• If we cancel your Subscription for a reason other than your breach of these Terms, we will refund a pro rata share of the fees for the unused remainder of the paid billing period.

7.7.8 No SLA or Service Credits

The uptime SLA, support response times, and service credits in Section 8 do not apply to Subscriptions. Subscriptions are provided "as is" and "as available" under Section 9. For reserved capacity with an availability SLA, use dedicated endpoints under a separate agreement.

8. Service Level Agreements

8.1 SLA Definitions

• Uptime: Percentage of time Services are available and responsive
• Downtime: Time when Services are unavailable due to system failures
• Planned Maintenance: Excluded from uptime calculations
• Response Time: Time to acknowledge and begin addressing incidents

8.2 SLA Commitments by Tier

8.2.1 Free Tier (Pay As You Go)

• Uptime Target: 99.0% (no SLA credits)
• Support: Community support through documentation
• Response Time: No guaranteed response time

8.2.2 Paid Tier

• Uptime SLA: 99.9% monthly uptime
• Support Response: Business hours (9 AM - 6 PM PT, Monday-Friday)
• Critical Issues: 4-hour response time
• Non-Critical Issues: 24-hour response time
• Subscription plans: This Section 8.2.2 and Section 8.3 do not apply to Subscriptions under Section 7.7

8.2.3 Enterprise Tier and Self-Hosted

Enterprise and self-hosted customers receive custom SLA terms tailored to their requirements. Contact sales@morphllm.com to discuss enhanced uptime commitments, 24/7 support, and dedicated response options.

8.3 Service Credits

• Paid Tier: 10% of monthly fees for each 0.1% below 99.9% uptime
• Enterprise Tier: Service credits as defined in your custom agreement
• Maximum Credits: 100% of monthly fees for the affected month
• Credit Requests: Must be requested within 30 days of incident
• Application: Credits applied to next month's invoice

8.4 SLA Exclusions

SLAs do not apply to downtime caused by:

• Scheduled maintenance (with proper notice)
• Your actions or omissions
• Third-party services or infrastructure
• Force majeure events
• Security incidents requiring emergency response
• Your failure to follow documented procedures

9. Disclaimers and AI-Specific Limitations

9.1 Service Disclaimers

THE SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

9.2 AI Model Limitations

You acknowledge and agree that:

• Accuracy: Model outputs may be inaccurate, incomplete, or misleading
• Bias: Models may exhibit bias reflecting training data limitations
• Code Quality: Generated code may contain errors, security vulnerabilities, or inefficiencies
• Validation Required: You must validate all generated content before use
• Similar Outputs: Models may produce similar outputs for different users
• Training Limitations: Model performance limited by training data and methodologies

9.3 Content Disclaimers

• No Endorsement: We do not endorse any user-generated content or model outputs
• User Responsibility: You are responsible for compliance with applicable laws and regulations
• IP Rights: No warranty regarding intellectual property rights in outputs
• Third-Party Content: We are not responsible for third-party content accessible through Services
• Professional Advice: Services do not constitute professional advice of any kind

9.4 Use at Your Own Risk

You use the Services at your own risk and are solely responsible for any consequences of such use.

10. Limitation of Liability

10.1 Damages Exclusion

IN NO EVENT SHALL MORPH BE LIABLE FOR:

• INDIRECT, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES
• LOST PROFITS, DATA, REVENUE, OR BUSINESS OPPORTUNITIES
• DAMAGES RESULTING FROM MODEL OUTPUTS OR GENERATED CODE
• THIRD-PARTY CLAIMS RELATED TO YOUR USE OF SERVICES
• BUSINESS INTERRUPTION OR LOSS OF USE
• COST OF SUBSTITUTE SERVICES OR TECHNOLOGY

10.2 Liability Cap

Our total liability to you is limited to:

• Free Tier: Lesser of $500 or amounts paid in the prior 12 months
• Paid Tier: Lesser of $10,000 or amounts paid in the prior 12 months
• Subscriptions (Section 7.7): Greater of $100 or the Subscription fees you paid in the 6 months before the event giving rise to the claim
• Enterprise Tier: As specified in your custom agreement

10.3 Essential Failure

If any remedy fails its essential purpose, our liability remains subject to these limitations.

10.4 Basis of Bargain

These limitations reflect the allocation of risk and are a fundamental element of the basis of our agreement.

11. Indemnification

11.1 Your Indemnification Obligations

You agree to indemnify, defend, and hold harmless Morph and its officers, directors, employees, and agents from any claims, damages, or expenses arising from:

• Your use of the Services
• Your violation of these Terms or applicable law
• Your content or data submitted to the Services
• Infringement of third-party rights by your use of Services
• Your violation of our Acceptable Use Policy

11.2 Morph Indemnification (Paid and Enterprise Tiers)

For Paid and Enterprise Tier customers, Morph will defend you against third-party claims that our Services infringe valid patents, copyrights, or trademarks, subject to:

• Prompt written notice of claims
• Sole control of defense and settlement
• Your reasonable cooperation
• Exclusions for modifications, combinations, or misuse

11.3 Remedies

Our remedies for indemnified claims include obtaining licenses, modifying Services, or terminating access with refund of prepaid fees.

12. Termination

12.1 Termination by You

You may terminate your account at any time by:

• Canceling through your account dashboard
• Providing written notice to support
• Following procedures specified in your service agreement

12.2 Termination by Morph

We may suspend or terminate your access immediately if:

• You materially breach these Terms
• You violate our Acceptable Use Policy
• You fail to pay amounts due after notice
• Your account poses security risks
• Required by law or legal process

12.3 Effect of Termination

Upon termination:

• Your access to Services ends immediately
• Inputs and Outputs are deleted per the retention terms for your tier in Section 5; account and billing records are retained per Section 5
• Outstanding payment obligations survive
• You must cease using any downloaded software
• Mutual confidentiality obligations survive

12.4 Data Retrieval

Under a ZDR addendum we hold no Inputs or Outputs to return. On free and paid tiers, any Inputs and Outputs still inside the retention window in Section 5 can be exported before deletion. For account records, dashboard content you saved, and billing history, we will provide reasonable assistance with retrieval for 30 days after termination, subject to applicable fees.

13. Dispute Resolution and Arbitration

13.1 Informal Resolution

Before initiating arbitration, you must attempt to resolve disputes informally by contacting legal@morphllm.com and allowing 60 days for resolution.

13.2 Binding Arbitration

All disputes arising from these Terms shall be resolved through binding arbitration administered by the American Arbitration Association under its Commercial Arbitration Rules.

13.3 Class Action Waiver

You waive any right to participate in class action lawsuits or class-wide arbitration. All disputes must be brought individually.

13.4 Opt-Out

You may opt out of this arbitration provision within 30 days of first use by emailing legal@morphllm.com with your name, address, and clear statement of opt-out intent.

13.5 Exceptions

Claims for intellectual property infringement or requests for injunctive relief may be brought in court.

13.6 Arbitration Rules

• Location: San Francisco, California
• Language: English
• Costs: Each party bears own costs unless arbitrator awards costs to prevailing party
• Appeals: Limited appeal rights under Federal Arbitration Act

14. Governing Law

These Terms are governed by California law, without regard to conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

15. Changes to Terms

15.1 Modification Rights

We may revise these Terms at any time by posting updated Terms on our website. Material changes will be announced via email or account notifications.

15.2 Effective Date

Changes become effective 30 days after posting, except:

• Changes required by law (effective immediately)
• Changes benefiting users (effective immediately)
• Security-related changes (effective upon posting)
• Rate Limit and Usage Limit adjustments under Section 3.5, which protect the shared service and are effective as set out in that section

Changes to capacity, plan availability, or the models included in a Subscription under Section 7.7.2 are made to the Services, not to these Terms, and take effect when made, in the same way as Rate Limit adjustments under Section 3.5.

15.3 Continued Use

Continued use of Services after changes become effective constitutes acceptance of modified Terms.

15.4 Custom Agreements

Changes to these Terms do not modify existing custom agreements unless explicitly amended.

15.5 Plan Terms

The features, included models, credits, and Rate Limits of each subscription plan are described on our pricing pages and related documentation, are operational terms of the applicable plan, and are updated as the Services evolve. If a published plan description and a quantitative limit in these Terms differ, the published plan description controls for that limit; this does not limit our right to adjust Rate Limits under Section 3.5.

16. Severability

If any provision is found invalid or unenforceable, the remainder continues in full force and effect. Invalid provisions will be modified minimally to make them enforceable.

17. Entire Agreement

These Terms, our Privacy Policy, and any signed custom agreement comprise the entire agreement between you and Morph, superseding all prior agreements and understandings.

18. Acceptable Use Policy

18.1 Prohibited Uses

You may not use the Services to:

• Generate malicious code, malware, viruses, or security exploits
• Create content that violates intellectual property rights
• Circumvent security measures, rate limits, or access controls
• Generate illegal, harmful, threatening, or offensive content
• Violate export control, sanctions, or other applicable laws
• Reverse engineer or attempt to extract model weights or training data
• Use automated systems to abuse free tiers, trials, or service limits
• Impersonate others or provide false identity information
• Interfere with or disrupt Services or other users' access
• Access Services from prohibited jurisdictions

18.2 Content Restrictions

You may not submit content that:

• Contains personally identifiable information without consent
• Infringes copyrights, patents, or other intellectual property
• Contains confidential information of third parties
• Violates privacy rights or applicable data protection laws
• Is designed to train competing AI models
• Contains hate speech, harassment, or discriminatory content

18.3 Security Requirements

You must:

• Implement appropriate security measures for API access
• Monitor for unauthorized use of your account
• Report security incidents promptly
• Follow our published security guidelines
• Use Services only for legitimate business purposes

18.4 Enforcement

Violations may result in warning, suspension, or termination without refund. We may also report violations to law enforcement when appropriate.

19. Export Controls and Compliance

19.1 Export Regulations

Services may be subject to U.S. export control laws, including the Export Administration Regulations (EAR) and International Traffic in Arms Regulations (ITAR). You agree to comply with all applicable export regulations.

19.2 Prohibited Jurisdictions

Services may not be available in certain countries due to legal restrictions, including countries subject to U.S. economic sanctions.

19.3 End User Compliance

You represent that you and your end users are not:

• Listed on any government prohibited parties lists
• Located in prohibited jurisdictions
• Engaging in prohibited end uses
• Subject to applicable sanctions or restrictions

19.4 Compliance Certifications

Paid Tier customers may request compliance documentation subject to our policies and applicable confidentiality requirements.

20. Privacy and Data Protection

20.1 Privacy Policy Integration

Our Privacy Policy is incorporated by reference and governs personal data collection, use, and protection practices.

20.2 GDPR Rights

EU residents have specific rights regarding personal data processing as outlined in our Privacy Policy, including rights to access, rectification, erasure, and portability.

20.3 CCPA Rights

California residents have specific privacy rights under the California Consumer Privacy Act as described in our Privacy Policy.

20.4 Cookie Policy

We use cookies and similar technologies as described in our Cookie Policy to improve Services and user experience.

20.5 International Transfers

Personal data may be transferred to countries outside your jurisdiction for processing, subject to appropriate safeguards as described in our Privacy Policy.

21. Force Majeure

Neither party shall be liable for delays or failures in performance due to causes beyond reasonable control, including:

• Natural disasters, fires, floods, or severe weather
• Cyberattacks, security incidents, or infrastructure failures
• Government actions, laws, regulations, or court orders
• Labor disputes, strikes, or work stoppages
• Pandemics, epidemics, or public health emergencies
• War, terrorism, or civil unrest

The affected party must promptly notify the other party and use reasonable efforts to minimize impact.

22. Accessibility

We are committed to making our Services accessible to users with disabilities and strive to comply with Web Content Accessibility Guidelines (WCAG) 2.1 AA standards. If you encounter accessibility barriers, please contact us for assistance.

23. Contact Information

AutoInfra, Inc.
San Francisco, CA 94109, USA

• General Inquiries: info@morphllm.com
• Technical Support: support@morphllm.com
• Legal Notices: legal@morphllm.com
• Privacy Matters: privacy@morphllm.com
• Security Issues: security@morphllm.com

For Paid Tier customers, contact your designated account manager or use the priority support channels specified in your agreement.

24. Enterprise Agreement Supersession

24.1 Custom Enterprise Agreements

If you have executed a separate Enterprise Agreement, Master Service Agreement, or other custom contract with AutoInfra, Inc. ("Enterprise Agreement"), the terms and conditions of such Enterprise Agreement shall supersede and replace these Terms of Service in their entirety or in part as specified in the Enterprise Agreement.

24.2 Enterprise Tier Default Terms

Enterprise Tier customers automatically receive enhanced terms including:

• Zero Data Retention: Zero data retention under a signed addendum, with all processing conducted exclusively in volatile memory (no training use of customer data), contractually committed and subject to third-party audit and the flagged-prompt exception in Section 5.7
• Enhanced IP Indemnification: Expanded indemnification provisions for intellectual property infringement claims
• Custom SLAs: Enhanced uptime commitments, priority response times, and increased service credits
• Audit Rights: Access to compliance documentation, third-party audit reports, and reasonable customer audit rights
• Enhanced Support: 24/7 premium support with dedicated account management

24.3 Additional Custom Modifications

Enterprise Agreements may include additional custom modifications to standard terms:

• Liability and Damages: Modified liability caps and consequential damages provisions
• Data Security and Compliance: Industry-specific certifications (HIPAA, FedRAMP, etc.)
• Governing Law and Dispute Resolution: Alternative governing law and dispute mechanisms
• Confidentiality: Enhanced confidentiality obligations and extended NDA terms
• Termination Rights: Modified termination provisions and transition assistance
• Insurance Requirements: Specific coverage requirements and additional insured provisions

24.4 Order of Precedence

In the event of any conflict between these Terms of Service and an executed Enterprise Agreement, the following order of precedence shall apply:

1. Executed Enterprise Agreement and its exhibits
2. Statements of Work or Order Forms referencing the Enterprise Agreement
3. Service-specific addenda or data processing agreements
4. These Terms of Service (to the extent not superseded)
5. Published policies and documentation

24.5 Enterprise Inquiries

Organizations interested in establishing an Enterprise Agreement with custom terms should contact our enterprise sales team at sales@morphllm.com or through their designated account representative. Enterprise Agreements are subject to minimum commitment thresholds and may require additional negotiation and approval processes.

24.6 Verification of Enterprise Status

If you believe you are covered by an Enterprise Agreement but are being asked to accept these standard Terms of Service, please contact legal@morphllm.com with your organization name and agreement reference number for verification and proper account configuration.