Terms of Service

These Terms contain a binding arbitration provision and a class-action waiver in Section 11. Please read them carefully.

1. The agreement

1.1 What this covers. These Terms govern use of Togo AI, a hosted product analytics service operated by 77Sparx Studio, Inc. (“77Sparx”, “we”, “us”). They incorporate our Data Processing Addendum (the “DPA”) and subprocessor list. If you have signed an Order Form, it controls where it conflicts with these Terms.

1.2 Accepting them. You accept by creating an account, installing an SDK, connecting an agent, or otherwise using the Service — whichever happens first. If you accept for a company, you confirm you can bind it, and “Customer”, “you” and “your” mean that company.

1.3 Words we use.

• Customer Data — the events, properties and identifiers you send us, including data about your End Users, plus the Outputs we generate from them for you.
• End User — someone who uses your app and whose activity appears in Customer Data.
• User — someone (or an agent acting for someone) you authorize to use your Togo AI account.
• Output — the analyses, answers, charts and alerts the Service produces for you.
• Aggregated Data — statistics and patterns we compute across many customers from per-customer rollups, with person, user, device, session and anonymous identifiers removed, and aggregated so that no individual customer, End User or contributor’s values can be identified from them. Section 4 says what we do with it.
• Usage Data — logs, telemetry and billing records about how you operate the Service. Not Customer Data.
• Tracking Plan — the schema of events and properties you register with us.
• Pricing Terms — our then-current pricing and billing policies, including plans, allowances and rates, as published at the time of your use of the Service, together with anything agreed at checkout or in an Order Form.
• Analyst Credits — the units consumed by AI analysis we run, as described in the Pricing Terms.
• Service — the hosted Togo AI platform: APIs, MCP server, web app and documentation, excluding our open-source components.

2. Using the Service

2.1 Your right to use it. Subject to these Terms and payment, you may use the Service for your own business purposes at the plan level you’ve selected.

2.2 Hosted only. Togo AI is a hosted service. You get no copy of, and no direct access to, our storage, databases or query infrastructure — you reach your data through the web app, our APIs, exports and the MCP server.

2.3 Declared ingestion. We accept only events and properties you’ve declared in your Tracking Plan or that exist in our canonical taxonomy. Anything else may be rejected, or held briefly in a diagnostic quarantine that helps you fix your instrumentation and is never queryable as analytics. We aren’t responsible for data rejected for not matching your Tracking Plan, and rejected data is not recoverable.

2.4 Your account. Keep your credentials, API keys and tokens confidential. You’re responsible for everything done under your account — including by agents you connect — and for your Users following these Terms. Tell us promptly about any unauthorized access.

2.5 Agents and MCP. You may connect AI agents and clients (Claude, Cursor, other MCP-compatible tools) through our MCP server. Each one acts on your behalf within the permissions you grant. You’re responsible for what it does and for your agreement with its provider.

2.6 Free plan. We may offer a free plan with usage limits. Don’t open multiple accounts or split projects to get around those limits. We may change its limits or features, suspend it, or end it entirely at any time and without notice, and may pause features like scheduled monitoring on inactive free accounts. The free plan carries no commitments of any kind.

2.7 Changes to the Service. We may add, change, or discontinue any part of the Service at any time. If we materially reduce functionality you’ve already paid for, your remedy is to terminate the affected plan and receive a pro-rated refund of prepaid fees for the remainder of the period. Features labelled alpha, beta or preview are provided as-is, may change or disappear without notice, and carry no commitments.

2.8 Support and availability. We support the Service through the channels described for your plan. No uptime commitment applies unless an Order Form says otherwise; where one does, service credits are your sole and exclusive remedy for missing it.

3. Fees and billing

3.1 Two meters. You pay for (a) events accepted into the Service and (b) Analyst Credits consumed by AI analysis we run. Each plan includes an allowance of each; usage beyond it is billed at the rates in the Pricing Terms. Analyst Credits cover only analysis the Service itself performs — when you query Togo AI through your own AI client, that client’s model costs are billed to you by its provider, not by us.

3.2 Spend caps. You can cap each meter. When a cap is reached we stop the metered activity — rejecting further events, or pausing credit-consuming features — and notify you, rather than billing past it. You owe what you incurred up to the cap.

3.3 Payment. We may charge your payment method or invoice you; invoices are due in 30 days. Overdue amounts accrue interest at the lesser of 1.5% per month or the legal maximum, and we may suspend under Section 10.3. Fees exclude taxes, which are yours except taxes on our income. Raise any billing dispute in writing within 60 days of the charge.

3.4 Prepaid credits. Prepaid Analyst Credits are non-refundable except under 10.4 and expire 12 months after purchase unless an Order Form says otherwise.

3.5 Price changes. We’ll give at least 30 days’ notice of a price increase, effective at your next billing period. Reducing a paid plan’s included allowances counts as an increase and gets the same notice. Decreases can take effect immediately.

4. Your data

4.1 You own it. As between us, Customer Data is yours. You grant us a worldwide, royalty-free licence to host, copy, process, transmit and display it as needed to run, secure and support the Service, and for the uses in 4.5 to 4.7.

4.2 Your responsibilities. You’re responsible for Customer Data being lawful and accurate, and you confirm you’ve given every notice and obtained every consent your own privacy policy, your agreements with End Users, and the law require — both to collect it and to permit the uses described here.

4.3 What not to send. Don’t send us health, biometric or genetic data; government identifiers; dates of birth; payment card or bank details; passwords or credentials; precise geolocation; or anything else treated as sensitive or special-category by law. Declare identifying traits like email or name as person properties rather than event properties, so they can be erased efficiently.

4.4 Children. If one of your apps is directed to children, or you know you’re collecting personal information from children under 13 (or the higher age your law sets), you are responsible for complying with COPPA and equivalent laws, including obtaining any parental consent they require. Send us no personal information from or about a child — the prohibition in 4.3 applies with no exceptions, and a child-directed app must send only the non-identifying analytical data described there.

4.5 Improving the analyst. You grant us a perpetual, royalty-free licence to use Customer Data to develop and improve the Service’s analysis capabilities — including deriving general diagnostic patterns, such as which kinds of change typically explain a drop in a funnel, that the Service draws on when analysing data for any customer. These patterns don’t contain your metric values, your End Users’ data, or anything identifying you. This applies to all accounts, free and paid, and is part of the price of the Service.

4.6 Peer benchmarks. Benchmarks work by pooling: every account contributes metrics to Aggregated Data, and every account gets the comparisons back. You grant us a perpetual, royalty-free licence to include metrics derived from your Customer Data in Aggregated Data and to use Aggregated Data for benchmarks, peer comparisons and best-practice guidance. Perpetual applies to the statistic, not to your data: a comparison already computed is not unpicked when a contributor later leaves. Section 15 covers deletion of your Customer Data.

4.7 Published benchmarks. We may also publish Aggregated Data, in reports, articles and product materials, subject to 4.8. Every account is included on the same terms.

4.8 What we commit to. These are promises to you:

1. Aggregated Data is computed from per-customer rollups held separately from Customer Data. No customer can query another customer’s Customer Data.
2. Every statistic has a minimum number of contributing customers and a cap on how much any one customer can influence it. Both vary by statistic, because different statistics need different sample sizes to mean anything, and a cohort that doesn’t meet them is suppressed rather than shown.
3. We show only aggregate statistics. We won’t disclose who contributed to a cohort, or any individual contributor’s values.
4. Nothing here lets us identify you publicly as the source of any Aggregated Data.
5. We use peer-derived data to inform diagnosis only — never to generate pricing or packaging recommendations.

Where we publish a report drawn from Aggregated Data, it carries the method behind its figures.

4.9 Privacy, security and subprocessors. The DPA governs our processing of personal data in Customer Data, including under the GDPR, UK GDPR and CCPA. We maintain administrative, physical and technical safeguards designed to protect Customer Data. We use the subprocessors listed at togohq.ai/subprocessors and will give 14 days’ notice before adding one; the DPA carries the objection process.

4.10 No third-party training. We won’t let any third party, including model providers we use, train their own models on Customer Data.

5. AI features and Outputs

5.1 Where the reasoning happens. Some analysis runs on our systems using model providers listed as subprocessors. Other analysis runs in AI clients you connect through the MCP server, where the reasoning happens in your client. A client you connect is a third-party product under 5.4, and data it receives leaves the Service at your direction, governed by your agreement with its provider.

5.2 Outputs are yours. As between us, you own Outputs generated from your Customer Data, subject to our rights in the Service and in Aggregated Data. Outputs may include peer comparisons drawn from Aggregated Data; you may use those internally, and share them externally only if you identify them as Togo AI benchmarks rather than presenting them as your own measurements.

5.3 Outputs are estimates. AI Outputs are generated automatically and can be incomplete, inaccurate or out of date. Benchmark Outputs are directional. You’re responsible for evaluating Outputs before relying on them, and for decisions made on them — including decisions your agents make.

5.4 Third-party products. You may use third-party products with the Service, including AI clients, data sources and destinations. Their providers’ terms govern them, we’re not responsible for them, and we may stop supporting an integration at any time.

6. Acceptable use

6.1 Don’t, and don’t let any User, agent or third party:

1. resell, sublicense or time-share the Service, or run it as a service bureau;
2. access another customer’s data, or try to re-identify any customer, User or End User from Aggregated Data or Outputs;
3. probe or test the Service’s security, or bypass authentication, rate limits, usage limits or spend caps, except under a written security-testing agreement;
4. reverse engineer our closed components, except where law permits it regardless;
5. send data in breach of 4.3 or 4.4, or fabricated data intended to distort benchmarks;
6. use the Service to build a competing benchmark dataset, or systematically extract Aggregated Data or Outputs by scripted or agent-driven querying beyond ordinary analysis of your own products;
7. upload malware, or use the Service for spam, fraud, harassment, unlawful surveillance, or to infringe anyone’s rights;
8. use the Service unlawfully, including in breach of privacy, consumer protection, export control or sanctions law; or
9. use the Service where failure could cause death, personal injury or serious environmental damage.

6.2 We may investigate suspected violations and suspend access under Section 10.3. You may evaluate the Service’s performance and publish what you find.

7. Intellectual property

7.1 Open source. Our SDKs and canonical event definitions are published under open-source licences, each governed by the licence in its repository rather than by these Terms — including for contributions. Your use of the Service through them is still governed by these Terms.

7.2 Everything else is ours. All other parts of the Service, including the MCP server, are proprietary and available only as a hosted service. We and our licensors own the Service, the canonical taxonomies, Usage Data and Aggregated Data, including the patterns and benchmarks derived under 4.5 to 4.7, subject to 4.8. Open-source components grant no rights in the Service or in Aggregated Data. We may use Usage Data for any lawful purpose.

7.3 Feedback. If you send us suggestions, we can use them freely.

7.4 Your name and logo. You grant us a non-exclusive, worldwide, royalty-free licence to use your name and logo to identify you as a customer of the Service — on our website, in marketing materials, in sales presentations and in investor materials — for as long as you use the Service. We’ll use the assets in your published brand guidelines where you have them, and we won’t state or imply that you endorse us. Email [email protected] and we’ll remove you from materials under our control within ten business days; we’re not required to recall materials already distributed. Either of us may say publicly that we work together; neither of us may disclose the terms of an Order Form without the other’s written consent. An Order Form may vary this section.

8. Confidentiality

8.1 What’s confidential. Non-public information one of us shares with the other that is marked confidential or obviously is. Your Customer Data is yours. Our non-public features, Order Form pricing and security documentation are ours. Aggregated Data produced under 4.8 is not your Confidential Information. The existence of our relationship is not either party’s Confidential Information (7.4). Nothing that is public through no fault of the recipient, already known to them, received from a third party without restriction, or independently developed, counts.

8.2 What we each do with it. Use it only to perform under these Terms; share it only with personnel, contractors, advisors and prospective acquirers or investors who need it and are under equivalent obligations; protect it with at least reasonable care. Using hosting providers and subprocessors under the DPA is not a disclosure. Either of us may disclose where law requires, after giving the other prompt notice where that’s lawful and reasonable help to narrow it.

8.3 How long. Through the Term and for three years after, and for trade secrets as long as they remain trade secrets. Breach may cause irreparable harm, so either of us may seek an injunction without posting a bond.

9. Warranties, liability and indemnities

9.1 What we each promise. Each of us has the authority to enter these Terms and will follow the laws that apply to us. We warrant that we won’t knowingly introduce malicious code, and that on paid plans the Service will perform materially as documented — if it doesn’t, your exclusive remedy is for us to use reasonable efforts to fix it within 30 days and, failing that, for you to terminate the affected plan and get a refund under 10.4. You warrant you have the rights, notices and consents in 4.2 and will comply with 4.3 and 4.4.

9.2 Disclaimer. EXCEPT AS STATED HERE, THE SERVICE, OUTPUTS, AGGREGATED DATA, OPEN-SOURCE COMPONENTS AND BETA FEATURES ARE PROVIDED “AS IS” AND “AS AVAILABLE”. WE DISCLAIM ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. WE DON’T WARRANT THAT THE SERVICE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT OUTPUTS OR BENCHMARKS WILL BE ACCURATE OR COMPLETE, OR THAT DATA WILL BE ACCEPTED OR RETAINED FOR ANY PARTICULAR PERIOD. THE FREE PLAN COMES WITH NO WARRANTY.

9.3 You cover us for third-party claims — including by an End User or regulator — arising from Customer Data, how you collected it, or your breach of 4.2, 4.3, 4.4 or Section 6, including damages, fines, settlements and reasonable legal fees.

9.4 We cover you (paid plans) against third-party claims that the Service as we provide it, used per these Terms, infringes their intellectual property, and we’ll pay damages and settlements we agree. This doesn’t cover claims arising from Customer Data, open-source components, third-party products, modifications we didn’t make, or combinations with things we didn’t provide. We may instead obtain the right for you to keep using the Service, modify it, or end it and refund prepaid unused fees. This is your exclusive remedy for infringement claims.

9.5 Indemnity process. The covered party gives prompt notice, reasonable cooperation and control of the defence; the covering party won’t settle in a way that imposes an obligation or admission on the other without consent.

9.6 Limits. NEITHER OF US IS LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, GOODWILL OR DATA, EVEN IF WARNED THEY WERE POSSIBLE. EACH PARTY’S TOTAL LIABILITY WON’T EXCEED THE FEES PAID OR PAYABLE IN THE 6 MONTHS BEFORE THE CLAIM AROSE. These limits don’t apply to your payment obligations, either party’s indemnity obligations, your breach of Section 6, or liability that can’t be limited by law.

10. Term and termination

10.1 Term. These Terms run from acceptance until terminated. Paid plans renew automatically for successive periods equal to your current billing period unless you cancel before renewal.

10.2 Ending it. You can cancel any time in your account settings, effective at the end of the current billing period. We can terminate for convenience on 30 days’ notice. Either of us can terminate for cause on written notice if the other materially breaches and doesn’t cure within 30 days, immediately if the breach can’t be cured, or if the other becomes insolvent or stops trading.

10.3 Suspension. We may suspend access, wholly or partly, if your account is more than 15 days overdue after notice, your use threatens the security or availability of the Service or other customers, we reasonably suspect a breach of 4.3, 4.4 or Section 6, or the law requires it. We’ll limit any suspension to what’s necessary, give notice where practical, and restore access once the cause is resolved.

10.4 Refunds. If you terminate for cause, or we terminate for convenience, we’ll refund prepaid fees on a pro-rata basis for the unexpired part of the period, plus any unused prepaid Analyst Credits at what you paid for them. Otherwise fees are non-refundable.

10.5 Export and deletion. For 30 days after termination you can export Customer Data through our export tools. We then delete it within 60 days, except backups deleted on their normal cycle and anything we must keep by law. Aggregated Data and patterns derived before termination are retained under 4.5 to 4.7.

10.6 What survives. Section 3 for amounts owed, 4.5 to 4.8, 6, 7, 8, 9, 10.4 to 10.6, and 11.

11. Disputes

Please read this Section carefully. It affects your right to sue in court and to a jury trial.

11.1 Talk first. Before starting arbitration, send the other side written notice describing the dispute and what you want. We’ll both try in good faith to resolve it for 30 days, including at least one call if either of us asks.

11.2 Arbitration. If that doesn’t work, any claim arising out of or relating to these Terms, the Service or our relationship will be finally resolved by binding arbitration administered by JAMS under its Streamlined Rules — or its Comprehensive Rules for claims over $250,000 — before a single arbitrator, in Santa Clara County, California, or by video if we both agree. The arbitrator decides questions of arbitrability and scope, except as 11.4 says. Judgment on the award may be entered in any court with jurisdiction. Fees are allocated under the applicable JAMS rules.

11.3 Mass filings. If 25 or more substantially similar demands are filed against us by or with the help of the same or coordinated counsel, the JAMS Mass Arbitration Procedures and Guidelines apply.

11.4 No class actions. Each of us may bring claims only individually, not as a plaintiff or class member in any class, collective or representative proceeding, and the arbitrator can’t consolidate claims or award class-wide relief. If this paragraph is unenforceable as to a claim, that claim is severed and heard in court, and a court — not the arbitrator — decides this paragraph.

11.5 Exceptions. Either of us may bring an individual claim in small-claims court, or seek an injunction in court to protect intellectual property or Confidential Information.

11.6 Opting out. You can opt out of this Section by emailing [email protected] within 30 days of first accepting these Terms, giving your name, account and intent to opt out. If you do, we’re not bound by it either.

11.7 Changes. We’ll give 30 days’ notice of any change to this Section, and a change won’t apply to a claim either of us noticed under 11.1 before it took effect.

11.8 Courts. Any claim not arbitrated is heard exclusively in the state or federal courts in Santa Clara County, California, and we both consent to their jurisdiction.

12. General

12.1 Governing law. California law, without its conflict-of-law rules.

12.2 Changes to these Terms. We may change these Terms at any time by posting the updated version at togohq.ai/terms. Changes take effect when we post them, except that we’ll give you advance notice by email or in the Service before a material change takes effect. Changes apply going forward only — they don’t alter rights or obligations that arose before they took effect, and they don’t apply to any dispute either of us has already raised. Continuing to use the Service after a change takes effect is acceptance. If you don’t agree, stop using the Service and cancel under 10.2. Fee changes are governed by 3.5, and changes to Section 11 by 11.7.

12.3 Notices. We’ll reach you by email to your account administrator or in the Service. Reach us at [email protected], or 77Sparx Studio, Inc., 2010 El Camino Real #2390, Santa Clara, CA 95050.

12.4 Assignment. Neither of us may assign these Terms without the other’s consent, except in full to a successor in a merger, acquisition or sale of substantially all assets or of the relevant business.

12.5 Export and sanctions. Don’t use the Service in, or for the benefit of anyone in, a country under comprehensive U.S. sanctions, or anyone on a U.S. restricted-party list.

12.6 Force majeure. Neither of us is liable for delays or failures — other than payment — caused by events beyond reasonable control, including failures of internet, power or third-party cloud infrastructure we didn’t cause.

12.7 Everything else. These Terms, the documents they incorporate and any Order Form are the entire agreement on this subject and replace anything earlier. An unenforceable provision is limited to the minimum extent necessary and the rest stands. Not enforcing a right isn’t waiving it. We’re independent contractors, there are no third-party beneficiaries, and U.S. Government use is as a commercial item under these Terms.

↑ Back to top