Terms of Service

Effective Date: April 12, 2026 · Last Updated: April 12, 2026

1. Agreement to Terms

By accessing or using the services provided by Carrot Labs AI, Inc.(“Carrot Labs,” “we,” “us,” or “our”), including SuperPenguin—our AI cost management platform for tracking, attributing, and optimizing LLM spend—and any related tools, SDKs, features, or content (collectively, the “Services”), you agree to be bound by these Terms of Service (“Terms”).

By using our Services, you also agree to the processing of your data as described in our Privacy Policy, which is incorporated into these Terms by reference.

If you do not agree to these Terms, do not use the Services.

2. Eligibility

You must be at least 16 years old to use our Services. By using the Services, you represent and warrant that you meet this age requirement and have the legal capacity to enter into a binding agreement.

3. Accounts

To access certain features, you may need to create an account or authenticate through a third-party provider. You are responsible for:

  • Maintaining the confidentiality of your account credentials.
  • All activity that occurs under your account.
  • Notifying us immediately of any unauthorized use of your account.

We reserve the right to suspend or terminate accounts that violate these Terms.

4. Use of the Services

4.1 Permitted Use

We grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your personal or internal business purposes, in accordance with these Terms.

4.2 Prohibited Conduct

You agree not to:

  • Use the Services for any illegal or unauthorized purpose.
  • Reverse-engineer, decompile, or disassemble any part of the Services.
  • Interfere with or disrupt the integrity or performance of the Services.
  • Attempt to gain unauthorized access to any systems or networks connected to the Services.
  • Use the Services to scrape, harvest, or collect data in violation of applicable laws.
  • Resell, redistribute, or sublicense the Services without our express written permission.
  • Use the Services in a way that infringes on the rights of others.

5. SDK and API Keys

The SuperPenguin Python SDK and any API keys issued to you (“SDK Keys”) are provided for your use only. You agree to:

  • Keep your SDK Keys confidential and not share them with unauthorized parties.
  • Use the SDK only in accordance with its documentation and these Terms.
  • Not use the SDK to transmit malicious content or attempt to exploit the Services.

You are solely responsible for all activity associated with your SDK Keys. We reserve the right to revoke keys that are compromised or misused.

6. Data and Telemetry

The SuperPenguin SDK collects cost metadata only: token counts, model name, provider, latency, and any attribution tags you attach (such as customer ID, feature, or prompt version).

The SDK does not collect, transmit, or store prompt content, response content, images, tool arguments, or your provider API keys.

By using the SDK, you consent to the collection and processing of this cost metadata to provide the Services. You retain ownership of all metadata you submit.

7. Intellectual Property

The Services, including all content, features, functionality, branding, and underlying technology, are and remain the exclusive property of Carrot Labs AI, Inc. and are protected by copyright, trademark, and other intellectual property laws.

You retain ownership of any data or content you provide to the Services. By submitting content (including metadata and feedback), you grant us a limited license to use it solely to operate and provide the Services to you.

8. Payment & Subscriptions

Some features of the Services require a paid subscription. If applicable:

  • You agree to pay all fees associated with your selected plan.
  • Subscriptions automatically renew unless canceled before the renewal date.
  • Refunds are handled in accordance with our refund policy, available upon request.

We reserve the right to change pricing with 30 days’ prior notice.

9. Third-Party Provider Data

SuperPenguin may connect to third-party AI providers (such as OpenAI and Anthropic) using admin API keys you provide to sync billing data. When you connect a provider:

  • You authorize Carrot Labs to access the specific billing data required to provide the dashboard features.
  • You may disconnect a provider at any time through the Settings page.
  • We store provider admin keys encrypted at rest and use them solely to retrieve billing information on your behalf.

10. Accuracy of Cost Estimates

SuperPenguin uses published model pricing to estimate per-request costs. While we strive for accuracy:

  • Cost estimates are provided for informational purposes and may differ from actual provider invoices.
  • You are responsible for verifying costs against your provider billing statements.
  • The reconciliation feature is designed to surface discrepancies, but Carrot Labs is not liable for billing errors or discrepancies.

11. Disclaimers

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, ACCURACY, AND NON-INFRINGEMENT.

We do not guarantee that the Services will be uninterrupted, error-free, or secure at all times.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, CARROT LABS AI, INC. SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, DATA, USE, OR GOODWILL, ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICES.

Our total aggregate liability to you for all claims arising from the Services is limited to the amount you have paid us in the twelve (12) months preceding the claim.

13. Indemnification

You agree to indemnify and hold harmless Carrot Labs AI, Inc., its officers, directors, employees, and agents from any claims, losses, damages, liabilities, and expenses (including reasonable attorneys’ fees) arising from your use of the Services or your violation of these Terms.

14. Termination

We may suspend or terminate your access to the Services at any time, with or without cause or notice. Upon termination:

  • Your license to use the Services immediately ceases.
  • You may request deletion of your data in accordance with our Privacy Policy.
  • Provisions that by their nature should survive termination will remain in effect, including intellectual property rights, disclaimers, limitations of liability, and indemnification.

15. Governing Law

These Terms are governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law principles. Any disputes arising under these Terms shall be resolved in the state or federal courts located in Delaware.

16. Changes to These Terms

We may update these Terms from time to time. When we do, we will revise the “Last Updated” date at the top of this page. For material changes, we will provide notice through the Services or by email. Your continued use of the Services after changes are posted constitutes your acceptance of the updated Terms.

17. Contact Us

If you have any questions about these Terms of Service, please contact us: