# Terms of Service

**IOConnex LLC**, an Arizona limited liability company ("IOConnex," "we," "us," "our")
Effective date: September 23, 2026 · Last updated: September 27, 2026


## 1. Acceptance of Terms; Eligibility

By accessing or using our API services — including our MCP (Model Context Protocol) servers and any related websites, documentation, or endpoints (collectively, the "Services") — you agree to be bound by these Terms of Service ("Terms"). If you access the Services on behalf of a company, organization, or other entity, you represent and warrant that you have full authority to bind that entity, and "you" means that entity.

You must be at least 18 years old and capable of forming a binding contract. If you do not agree to these Terms, do not access or use the Services. Your continued use of the Services constitutes ongoing acceptance of the then-current Terms.

## 2. Description of Services; No Service-Level Agreement

We provide programmatic API access to software tools, including web search, document conversion, and price tracking, delivered over HTTP and MCP transports. The Services are provided on an "as-available" basis. We do not guarantee uptime, response times, throughput, or result accuracy, and we may modify, suspend, or discontinue any part of the Services at any time, with or without notice.

## 3. Access Credentials; Responsibility for Your Agents

Certain Services require a subscriber key or other credential. You are responsible for maintaining the confidentiality of your credentials and for **all** activity conducted under them — including calls made by autonomous AI agents, scripts, or integrations you operate. An agent acting with your credentials acts as you: you authorize, and are financially responsible for, its usage and charges. Notify us immediately at the contact below of any unauthorized use.

## 4. Payments

- **Per-call (x402):** Certain endpoints require a micropayment in USDC on the Base network under the x402 protocol. The price per call is published in the `402 Payment Required` response. By submitting a signed payment authorization (EIP-3009), you authorize the on-chain debit. You are responsible for network (gas) fees. On-chain settlements are irreversible — see our Refund Policy.
- **Subscriptions (Stripe):** Monthly plans are billed through Stripe, Inc. Subscriptions renew automatically each month until canceled. You may cancel at any time; access continues through the end of the paid period. Failed payments may result in suspension until the balance is resolved.
- **Taxes and price changes:** Prices are in USD unless stated otherwise. You are responsible for all applicable taxes, duties, and governmental charges. We may change prices at any time: per-call changes apply immediately to new calls; subscription changes apply from your next renewal with prior notice.

## 5. Acceptable Use

You agree not to, and not to permit any third party (including your agents) to:

- Use the Services in violation of any applicable law or regulation, including sanctions administered by OFAC and applicable export-control laws;
- Attempt to bypass payment requirements, rate limits, authentication, or access controls;
- Resell, sublicense, or redistribute the Services without our prior written permission;
- Use the Services to infringe intellectual property rights or to collect personal data about third parties without consent;
- Upload or transmit malware, or probe, scan, attack, or overload our infrastructure;
- Systematically scrape, harvest, or replicate the Services or their outputs to build a competing product or service.

We may suspend or terminate access immediately, without notice, for violations of this section. Per-call payments already consumed are not refunded upon termination for cause.

## 6. Intellectual Property

The Services — including all software, models, data compilations, trademarks, trade dress, and documentation — are and remain the exclusive property of IOConnex LLC and are protected by intellectual property laws. We grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the Services strictly in accordance with these Terms.

You retain all rights in content you submit to the Services ("Inputs"); you grant us a worldwide license to process Inputs solely as necessary to provide the Services. Outputs generated for you are licensed to you for your lawful business purposes; no ownership in our underlying systems, models, or data transfers to you.

## 7. Copyright Complaints (DMCA)

If you believe material accessible via the Services infringes your copyright, send a notice to hello@ioconnex.dev containing: (a) identification of the copyrighted work; (b) identification of the allegedly infringing material (URL or API reference); (c) your contact information; (d) a statement of good-faith belief that the use is unauthorized; (e) a statement, under penalty of perjury, that you are authorized to act for the copyright owner; and (f) your physical or electronic signature. We will process valid notices under the DMCA, including counter-notice procedures.

## 8. Third-Party Services

The Services interoperate with independent third parties — including Stripe, Inc. for card payments, Coinbase Developer Platform as x402 payment facilitator, and upstream data providers. Those parties' own terms and privacy policies govern their processing, and we are not responsible for their services, outages, acts, or omissions.

## 9. Disclaimers

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS. OUTPUTS (SEARCH RESULTS, CONVERTED DOCUMENTS, PRICE DATA) ARE PROVIDED FOR INFORMATIONAL PURPOSES ONLY — INDEPENDENTLY VERIFY ANY OUTPUT BEFORE RELYING ON IT. Any beta, experimental, or pre-release features are provided without warranty of any kind.

## 10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

(a) IN NO EVENT SHALL IOCONNEX LLC, ITS MEMBERS, OFFICERS, EMPLOYEES, CONTRACTORS, OR AGENTS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR ANY LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR USE, ARISING OUT OF OR RELATED TO THE SERVICES OR THESE TERMS, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; AND

(b) OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THE SERVICES SHALL NOT EXCEED THE AMOUNTS YOU ACTUALLY PAID US IN THE THREE (3) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

The limitations in this section are a fundamental basis of the bargain between you and us. Some jurisdictions do not allow the exclusion of certain warranties or the limitation of certain damages; in such jurisdictions, our liability is limited to the maximum extent permitted by law.

## 11. Indemnification

You agree to defend, indemnify, and hold harmless IOConnex LLC and its members, officers, employees, contractors, and agents from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or related to: (a) your use or misuse of the Services; (b) your violation of these Terms or any applicable law or regulation; (c) your Inputs or the actions of agents operating under your credentials; or (d) your infringement or violation of any third-party right. We reserve the right, at our expense, to assume exclusive control of the defense of any matter subject to indemnification, and you agree to cooperate with us.

## 12. Dispute Resolution; Binding Arbitration; Class-Action Waiver

**PLEASE READ THIS SECTION CAREFULLY — IT AFFECTS YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO SUE IN COURT.**

(a) **Informal resolution first.** Before initiating arbitration, you agree to contact us at hello@ioconnex.dev to attempt to resolve the dispute informally for at least thirty (30) days.

(b) **Binding individual arbitration.** Any dispute, claim, or controversy arising out of or relating to the Services or these Terms that is not resolved informally shall be resolved exclusively by binding arbitration on an individual basis, administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules, before a single arbitrator, in Maricopa County, Arizona. Judgment on the arbitral award may be entered in any court of competent jurisdiction.

(c) **Class-action and collective-action waiver.** TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AND IOCONNEX LLC AGREE THAT EACH MAY BRING CLAIMS ONLY IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION OR PROCEEDING. The arbitrator may not consolidate claims or preside over any representative proceeding.

(d) **Jury-trial waiver.** You waive any right to a trial by jury.

(e) **Small-claims carve-out.** Notwithstanding the above, either party may bring an individual claim in small-claims court in Maricopa County, Arizona, in lieu of arbitration.

(f) **Opt-out.** You may opt out of this arbitration section (but not the class-action waiver in (c), which survives) by emailing hello@ioconnex.dev with the subject line "Arbitration Opt-Out" within thirty (30) days after first accepting these Terms, including your name and a clear statement of intent to opt out.

(g) **Severability.** If the class-action waiver in (c) is found unenforceable as to a particular claim, then this entire Section 12 shall not apply to that claim, which shall instead proceed exclusively in the state or federal courts located in Maricopa County, Arizona.

## 13. Termination and Suspension

We may suspend or terminate your access to the Services immediately, with or without notice, for: violation of these Terms; non-payment; suspected fraud, abuse, or security risk; or legal or regulatory requirements. You may stop using the Services at any time. Sections 6 and 8 through 15 survive any termination.

## 14. Changes to These Terms

We may update these Terms from time to time. We will post the revised Terms with a new effective date and, for material changes, provide reasonable advance notice where practicable. Your continued use of the Services after the effective date constitutes acceptance of the revised Terms.

## 15. General Provisions

- **Governing law:** These Terms are governed by the laws of the State of Arizona, without regard to conflict-of-law principles.
- **Entire agreement:** These Terms, together with the Privacy Policy and Refund Policy, constitute the entire agreement regarding the Services.
- **Severability:** If any provision is held unenforceable, it shall be modified to the minimum extent necessary, and the remainder continues in full force.
- **No waiver:** Failure to enforce any provision is not a waiver of future enforcement.
- **Assignment:** You may not assign these Terms without our prior written consent. We may assign freely, including in connection with a merger, acquisition, or sale of assets.
- **Force majeure:** We are not liable for failures or delays caused by events beyond our reasonable control.
- **Notices:** We may notify you via the contact information associated with your use of the Services; you may notify us at hello@ioconnex.dev.
- **No agency:** Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship.

## 16. Contact

IOConnex LLC
hello@ioconnex.dev