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Terms

Updated October 2, 2026

Terms of Use

Applies to everyone who uses carbonforge.ai. Continued use of the site after the effective date above is acceptance of these Terms of Use.

These Terms of Use cover your use of carbonforge.ai, operated by CarbonForge Systems Inc., 6666, rue Saint-Urbain, Montréal (Québec) H2S 3H1, Canada. Using our software is a separate matter, governed by the Terms of Service below or a signed agreement.

A1. Browse the site and use its content to evaluate our products and for your internal business purposes. Do not scrape it at scale, harvest contact data from it, probe or test its security without our written permission, misrepresent who you are, or send malicious code through our forms.

A2. The site's content (text, graphics, logos, benchmark write-ups, blog posts) belongs to us or our licensors. Quote reasonable excerpts with attribution and a link. Our name and logo need our written consent.

A3. Everything here is for information. Performance figures we publish were measured under the protocols and conditions we state; results differ in other environments. Nothing on this site is an offer, a warranty of results, or professional advice. What binds us for a given customer is in that customer's agreement.

A4. We link to third-party sites we do not control and are not responsible for their content or their privacy practices.

A5. The site is provided "as is". We do not warrant uninterrupted or error-free operation and may change or remove content at any time. To the maximum extent the laws of Québec and the federal laws of Canada permit, we are not liable for loss arising from your use of, or inability to use, this site, except for liability that cannot be limited under article 1474 of the Civil Code of Québec. These Terms of Use do not apply to licensed use of our software, which the Terms of Service govern.

A6. The laws of Québec and the federal laws of Canada applicable in Québec govern these Terms of Use, and the courts sitting in the judicial district of Montréal have exclusive jurisdiction. This page is published in English; we are preparing a French version and will publish it at this address. We may post a new version with a new effective date, and continued use after that date is acceptance.

Terms of Service

Effective Date: October 2, 2026

These Terms of Service (the "Terms"), together with the applicable Order Form, govern access to and use of the Services provided by CarbonForge Systems Inc., a Québec corporation with its registered office at 5585, rue Varin, Brossard (Québec) J4W 1E2, Canada ("CarbonForge", "we", "us"). The "Services" are CarbonForge's GPU energy-optimization software, its hosted inference API, the related portal, APIs, and support, whether made available as a Hosted Service or a Local Deployment. The Privacy Policy and, where signed, a Data Processing Addendum form part of these Terms.

 

1. Scope and Contract Formation

A binding agreement forms when the Customer either completes CarbonForge's online ordering flow and accepts these Terms, or executes an Order Form that references them (each, an "Order Form"). The Order Form and these Terms are the entire agreement for the Services it describes; if they conflict, the Order Form controls only for terms it expressly varies (fees, term, Deployment Model). Terms on a Customer purchase order have no effect.

 

2. Definitions

  • "Authorized User": an employee or contractor the Customer authorizes to use the Services.
  • "Customer Content": the models, weights, parameters, prompts, inference inputs and outputs, datasets, code, and other content the Customer or its Authorized Users process with, or submit to, the Services. The Customer owns it.
  • "Deployment Model": the Hosted Service or the Local Deployment, as the Order Form specifies.
  • "Hosted Service": the Services made available from infrastructure operated by or for CarbonForge, including the hosted inference API.
  • "Local Deployment": the energy-optimization software made available for installation on infrastructure the Customer controls.
  • "Request Content": for the hosted inference API, the prompts, system instructions, tool definitions and arguments, and generated outputs of a request. Request Content is Customer Content.
  • "Output Data": the responses and optimization results the Services generate from Customer Content.
  • "Service Data": data generated by or about use, configuration, and operation of the Services (content-free usage, performance, and diagnostic telemetry, configuration, and de-identified learnings), in each case excluding Customer Content and anything identifying the Customer or any individual.
  • "Order Form", "Subscription Term", "Free Tier", "Paid Tier": as used above and in the Order Form.

 

3. The Services, Tiers, and Deployment Models

3.1 Default. Unless the Order Form says otherwise, the energy-optimization software is provided as a Local Deployment.

3.2 Local Deployment. The software runs inside the Customer Environment, which the Customer procures, secures, and maintains. We do not host the Customer's workloads, do not require export of Customer Content, and do not access it except where the Customer expressly provides it for support. What the software sends us is content-free Service Data; the exclusion of Customer Content is built into its design. The Customer may run the software in Restricted or Air-Gapped modes, where less, or nothing, leaves its environment.

3.3 Hosted Service (hosted inference API). We serve open-weight models through an OpenAI-compatible interface. Each model remains subject to its own licence, which the Customer must respect. We may add, change, or retire models, normally with reasonable advance notice. Requests may be sent directly or routed to us by a platform such as OpenRouter; the Privacy Policy's Hosted Inference API section governs how Request Content is handled, including that platform-routed Request Content is processed in memory only and is not stored. We apply admission control and may reject work early with HTTP 429 when capacity is unavailable.

3.4 Changes, Beta, Third-Party Integrations. We may modify or discontinue features on reasonable notice; beta features are provided as is, without warranty or support; third-party integrations are governed by the third party's own terms and are outside our control.

3.5 Outputs are probabilistic. Output Data may contain errors and is not accounting, legal, financial, or other regulated professional advice. The Customer is responsible for reviewing Output Data before relying on it, including in medical, legal, financial, or safety-critical contexts. Results depend on the Customer's models, workloads, hardware, and traffic.

 

4. Access Rights and Acceptable Use

4.1 Licence. Subject to the Agreement and payment of fees, we grant the Customer a non-exclusive, non-transferable, non-sublicensable right during the Subscription Term for its Authorized Users to use the Services and Documentation for the Customer's internal business purposes and within the scope of the Order Form (including, for a Local Deployment, the instances or GPUs it states).

4.2 Software restrictions. The Customer will not: reverse engineer the software except where law allows (security analysis, vulnerability scanning, and SBOM generation on delivered artifacts are permitted); resell or provide the Services to a third party or run them as a service bureau unless an Order Form permits; build a competing energy-optimization product from the Services or our confidential information; remove proprietary notices; circumvent licence control, metering, or telemetry; or publish benchmark or comparative results about the Services without our prior written consent and a complete, disclosed measurement protocol.

4.3 Inference acceptable use. The Customer, and any platform routing traffic to us, will not use the hosted inference API to: create or distribute child sexual abuse material or sexualize minors; develop biological, chemical, nuclear, or radiological weapons or other means of mass harm; create malware or attack systems without authorization; harass, threaten, defraud, or impersonate people, or run spam or large-scale disinformation; infringe intellectual-property or privacy rights or process personal information unlawfully; breach the licence of the model called; or probe, overload, or circumvent the API's security or rate limits. We may rate-limit or suspend access that breaches this Section or threatens the service. Report abuse to legal@carbonforge.ai.

4.4 Authorized Users and suspension. The Customer is responsible for its Authorized Users and for safeguarding credentials and API keys, and tells us promptly of any suspected compromise. We may suspend access that presents a security risk, breaches this Section, or threatens the Services.

 

5. Customer Content, Service Data, and Data Processing

5.1 Ownership and licence. The Customer owns Customer Content and Output Data. The Customer grants us a non-exclusive, worldwide, royalty-free licence to host, process, and transmit Customer Content solely to provide, support, and secure the Services.

5.2 No training on content. We do not use Customer Content or Request Content to train, fine-tune, evaluate, or improve any model, and we do not sell, rent, or share it.

5.3 Service Data. We own Service Data and may use it during and after the Subscription Term to operate, secure, support, and improve the Services and our energy models. Service Data is content-free and excludes Customer Content and Request Content; nothing in this Section lets us derive or retain Customer Content under the guise of Service Data.

5.4 Request Content handling. For the hosted inference API, Request Content is handled as the Privacy Policy describes: platform-routed (such as OpenRouter) traffic is processed in memory only and not stored; direct-API Request Content is retained only as that Policy states. For a Local Deployment, Customer Content stays in the Customer Environment.

5.5 Security and personal data. We maintain administrative, technical, and physical safeguards for Customer Content we host, consistent with the Privacy Policy. For a Local Deployment the Customer secures its own environment. Where Customer Content includes personal information, the Privacy Policy governs, or a Data Processing Addendum where the parties sign one.

 

6. Intellectual Property

We and our licensors own the Services, the software, our models, methodologies, and Documentation, and all improvements; no rights are granted except those expressly stated. We grant the Customer a licence to use Output Data for its internal business and reporting purposes; our provision of Output Data is not an endorsement or certification and carries the warranty disclaimer in Section 9. Feedback may be used by us without restriction. The Services may include third-party or open-source components under their own licences, and each served model is subject to its own licence; those licences govern their components.

 

7. Fees and Payment

The Customer pays the fees in the Order Form on its schedule. Overdue undisputed amounts bear interest at the lesser of 1.5% per month or the maximum the law allows, and we may suspend access if an undisputed invoiced amount is more than fifteen days overdue after written notice. Fees exclude taxes other than taxes on our income.

 

8. Term, Suspension, and Termination

These Terms run while an Order Form is in effect and renew for equal periods unless either party gives at least thirty days' written notice of non-renewal. Either party may terminate for a material breach the other does not cure within thirty days of written notice. We may suspend for the causes in Section 4.4, for a security incident, to comply with law, or for non-payment. On termination the Customer's right to use the Services ends; for the Hosted Service we make Customer Content available for export for thirty days on written request, after which we may delete it per our retention practices, except as law requires; for a Local Deployment the Customer stops using and deletes the software. Accrued fees remain payable; Service Data and the Sections meant to survive do.

 

9. Warranties and Disclaimers

Each party warrants it has authority to enter these Terms. We warrant that for ninety days after each software delivery the software will materially conform to its Documentation; the Customer's exclusive remedy for a breach is repair, replacement, or, failing that, termination and a pro-rata refund. Otherwise the Services, Documentation, and Output Data are provided "as is" and "as available", and we disclaim all other warranties to the maximum extent the laws of Québec and Canada permit. We do not warrant any level of energy reduction, throughput, latency, or cost saving; a committed target exists only in an Order Form that states its measurement protocol. We hold no third-party security certification such as SOC 2 or ISO/IEC 27001 and do not represent that we do.

 

10. Limitation of Liability

To the maximum extent the law permits, neither party is liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, revenue, goodwill, or data. Each party's total aggregate liability under the Agreement is limited to the fees paid or payable under the applicable Order Form in the twelve months before the event giving rise to the claim; for the hosted inference API billed through a platform, that measure is the fees we received for the Customer's or platform's traffic in that period. These limits do not apply to the Customer's payment obligations, to a party's intentional breach of the use restrictions or confidentiality, or to liability that cannot be limited under article 1474 of the Civil Code of Québec (intentional or gross fault, and bodily or moral injury) or another mandatory rule of the governing law.

 

11. Indemnification

We will defend the Customer against a third-party claim that the Services as we delivered them and used under these Terms infringe intellectual-property rights, and pay the damages finally awarded or agreed, with the usual options to procure, modify, or terminate and refund; this does not apply to claims arising from Customer Content, a Local Deployment or a modification we did not make, a combination with things we did not provide, or use contrary to the Agreement. The Customer will defend us against claims arising from Customer Content, its use of the Services in breach of Section 4, or its violation of applicable law. The indemnified party gives prompt notice, lets the other control the defence, and cooperates.

 

12. Confidentiality

Each party uses the other's non-public information only to perform under these Terms, protects it with at least reasonable care, and discloses it only to those who need it under like obligations. This does not cover information that is public through no breach, was already known, comes lawfully from a third party, or is independently developed. A party compelled by law to disclose gives notice where lawful and discloses only what is required.

 

13. General

13.1 High-risk use. The Services are not designed for uses where failure could cause death, injury, or severe physical or environmental damage (life support, emergency dispatch, aircraft or air-traffic control, weapons, or nuclear operation), and the Customer will not knowingly so use them.

13.2 Export and sanctions. Each party complies with applicable Canadian and United States export and sanctions laws; the Customer represents it and its Authorized Users are not sanctioned or on a denied party list and will not give access to anyone who is.

13.3 Publicity. Neither party uses the other's name, logo, or results in marketing without prior written consent.

13.4 Governing law. The laws of Québec and the federal laws of Canada applicable there govern these Terms, and the courts of the judicial district of Montréal have exclusive jurisdiction.

13.5 Entire agreement and precedence. These Terms, the Order Form, and any Data Processing Addendum are the entire agreement and supersede prior discussions on their subject matter.

13.6 Changes. We may post a new version with a new effective date; for an active paid Order Form we give at least thirty days' notice of a change that materially reduces the Customer's rights, effective at the next renewal.

13.7 Assignment. Neither party assigns without the other's consent, except to an affiliate or a successor in a merger, reorganization, or sale of substantially all assets.

13.8 Force majeure. Neither party is liable for delay or failure (other than payment) caused by an event unforeseeable and irresistible within the meaning of article 1470 of the Civil Code of Québec.

13.9 Notices. Notices are in writing to the Order Form addresses or the legal notice address we publish; notices of termination or an indemnified claim also go by courier or registered mail.

13.10 Relationship and severability. The parties are independent contractors. If a provision is unenforceable it is modified to the minimum extent needed and the rest stays in effect; a waiver applies only to the instance given.

13.11 Language. CarbonForge makes a French-language version of these Terms and the Order Form available. The parties have expressly agreed and required that these Terms, the Order Form, and all related documents be drawn up in English. Les parties ont convenu et exigé expressément que les présentes conditions, le formulaire de commande applicable et tous les documents connexes soient rédigés en langue anglaise.

Questions: legal@carbonforge.ai. CarbonForge Systems Inc., 6666, rue Saint-Urbain, Montréal (Québec) H2S 3H1, Canada.