Terms of Service

Effective Date: March 2026 | Version 1.0

Please read these Terms of Service (the "Agreement") carefully before accessing or using the Kirha platform, API, or any services provided by KIRHA, Inc., a Delaware corporation operating under the trade name Kirha ("Kirha", "we", "us", or "our"). By accessing or using our services, you agree to be bound by this Agreement. If you do not agree, do not use our services.

This Agreement governs two types of users: (1) AI Agent Users — developers, companies, or autonomous systems that access the Kirha API to retrieve data; and (2) Data Providers — organizations or individuals that supply curated data through the Kirha marketplace.

1. Definitions

For purposes of this Agreement, the following terms have the meanings set forth below:

"Kirha Platform" means the data marketplace infrastructure, API endpoints, routing models, dashboards, and associated services operated by Kirha.
"AI Agent User" (or "Agent User") means any developer, operator, or autonomous AI system that accesses the Kirha /search API endpoint, MCP gateway, chat interface, or any other interface Kirha may provide in the future to retrieve data.
"Data Provider" means any entity that has registered on the Kirha Platform and accepted this Agreement to supply datasets, APIs, or structured information through the Kirha marketplace.
"Order Form" means an optional written agreement between Kirha and a Data Provider that supplements this Agreement with custom commercial terms (e.g., upfront licensing fees, minimum guarantees, or exclusivity arrangements). Where an Order Form conflicts with this Agreement, the Order Form prevails for that Data Provider.
"Context Query" means a prompt, query, or request submitted by an Agent User to the Kirha API.
"Usage Data" means anonymized, aggregated metrics concerning API usage, query volume, and routing patterns — excluding any personally identifiable information or raw query content.
"Plan Mode" means the optional pre-purchase routing preview feature that allows Agent Users to view which Data Providers and pricing tiers would be engaged prior to committing to a query.

2. Eligibility and Account Registration

You must be at least 18 years of age and capable of entering into a binding contract to use the Kirha Platform. By accepting this Agreement, you represent and warrant that you have the legal authority to bind yourself and, if applicable, your organization.

Access to the Kirha API requires registration and issuance of API credentials. You are responsible for maintaining the confidentiality of your credentials and for all activity that occurs under your account. You must notify Kirha immediately at contact@kirha.ai if you suspect unauthorized use.

3. The Kirha Marketplace

3.1 How the Service Works

Kirha operates as a curated data marketplace and routing layer. Data Providers make their data accessible to Agent Users through Kirha's unified API by accepting this Agreement. When an Agent User submits a Context Query, Kirha's open-source routing model (available at huggingface.co/kirha/planner) routes the query to one or more Data Providers best suited to answer it, based on factors including data quality, price, and response latency.

3.2 Plan Mode

Agent Users may optionally activate Plan Mode prior to submitting a paid query. In Plan Mode, Kirha returns a preview of the proposed data route — including which Data Providers would be engaged and the associated per-query cost — without executing the query or charging the Agent User. Plan Mode output is informational only and is not a binding commitment by Kirha to deliver any specific result.

3.3 Provider Selection

Where multiple Data Providers can satisfy the same data point, Kirha's routing model selects among them based on a combination of pricing, data quality scores, and latency benchmarks. Kirha does not guarantee that any particular Data Provider will be selected for a given query.

3.4 Open-Source Routing

Kirha's routing model is published as open-source software. Unlike opaque ranking systems, Kirha's routing logic is auditable by any party. Kirha makes no warranty, however, that the deployed production version of the routing model exactly matches any published open-source version at all times, as the model is periodically updated.

3.5 Transaction Audit

Agent Users can audit previous transactions through a Log interface, providing full traceability of queries, data routes, and associated costs.

4. Data Provider Terms

4.1 Onboarding and License Grant

By registering as a Data Provider and making data available on the Kirha Platform, the Data Provider accepts this Agreement and grants Kirha a non-exclusive, worldwide license to sublicense their data to Agent Users on a per-query, usage-based basis. No separate redistribution agreement is required unless the Data Provider and Kirha mutually agree to execute an Order Form with custom terms.

4.2 Default Payment Terms

Unless otherwise specified in an Order Form, all Data Providers are compensated on a usage-based model, paid monthly in arrears. At the end of each calendar month, Kirha calculates the total revenue attributable to each Data Provider's data based on actual Agent User consumption and remits payment within 30 days, net of Kirha's marketplace commission. As of the Effective Date, Kirha's standard commission rate is 20% of gross revenue attributable to each Data Provider. This rate may be updated by Kirha with at least 30 days' prior written notice to affected Data Providers.

4.3 Provider Dashboard

Kirha provides each Data Provider with access to a dedicated dashboard through which the provider may monitor query volume, revenue attribution, and set or adjust pricing for their datasets. Kirha reserves the right to modify dashboard features with reasonable notice.

4.4 Pricing and Competition

Data Providers set their own per-query pricing through the dashboard. Where multiple Data Providers can satisfy the same data point, Kirha's routing model selects among them based on price, data quality, and latency.

4.5 Provider Anonymity from Agent Users

Data Providers acknowledge that, by design, Kirha does not disclose the identity of Agent Users to Data Providers. Data Providers will have access to aggregated Usage Data but will not have access to the identity, credentials, or raw queries of Agent Users. This asymmetry is a deliberate feature of the platform designed to protect Agent User privacy.

4.6 IP and Redistribution Rights

Data Providers represent and warrant that:

They hold all necessary rights, licenses, and permissions to make their data available through Kirha;
Their data does not infringe any third-party intellectual property rights, privacy rights, or applicable law;
They have the right to grant Kirha the license described in Section 4.1.

Data Providers shall indemnify, defend, and hold harmless Kirha and its affiliates, officers, employees, and agents from and against any claims, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or related to any breach of the representations in this Section 4.7.

4.7 Data Accuracy

Data Providers are solely responsible for the accuracy, completeness, timeliness, and reliability of the data they supply. Kirha does not independently verify provider data. Providers agree to promptly correct or remove inaccurate data upon becoming aware of it.

5. AI Agent User Terms

5.1 Permitted Use

Agent Users may use the Kirha API, MCP gateway, chat interface, or any other interface Kirha may provide solely for lawful purposes and in accordance with this Agreement. Permitted use includes querying curated data to augment AI agent responses, automate research workflows, and power knowledge retrieval applications.

5.2 Prohibited Use of Retrieved Data

Agent Users agree not to:

Reproduce, redistribute, resell, or sublicense raw data retrieved through the Kirha API to any third party. Agent Users may incorporate retrieved data into downstream applications, provided such applications transform or synthesize the data and do not expose it in its original, unprocessed form;
Use retrieved data to train machine learning models without a separate written agreement with Kirha and the applicable Data Provider;
Reverse-engineer or attempt to reconstruct proprietary datasets from query responses;
Use the API for any purpose that violates applicable law, including data protection laws, export control regulations, or anti-spam statutes;
Scrape, bulk-extract, or systematically copy data beyond what is necessary for the intended application.

5.3 Agent User Responsibility

Agent Users are responsible for ensuring their downstream use of retrieved data complies with all applicable laws and third-party rights. While Kirha curates its Data Provider network and enforces data quality standards (see Section 4.7), Kirha does not review individual Agent User applications or guarantee that any specific use of retrieved data will satisfy the legal requirements of the Agent User's jurisdiction or industry.

5.4 Transparency of Data Sources

Agent Users acknowledge that the Kirha routing model selects Data Providers algorithmically. Agent Users may use Plan Mode to inspect the routing decision before committing to a query. Agent Users know which Data Providers are serving their queries through the Data Route feature — this transparency is by design and allows for informed decision-making.

6. Payments and Billing

6.1 Usage-Based Pricing

Kirha operates on a usage-based pricing model. Agent Users are charged per query based on the Data Providers engaged and the applicable per-query rates. Pricing is displayed in Plan Mode prior to query execution and may also be consulted via the Kirha dashboard or on our pricing page.

6.2 Accepted Payment Methods

Kirha accepts payment in both fiat currency and cryptocurrency. By submitting a cryptocurrency payment, Agent Users acknowledge that:

Cryptocurrency transactions are generally irreversible once confirmed on the relevant blockchain;
Kirha is not liable for losses resulting from price volatility between the time of transaction submission and confirmation;
Agent Users are responsible for ensuring they send payment to the correct wallet address; Kirha cannot recover funds sent in error.

6.3 Disputed Charges

If you believe a charge is incorrect, you must notify Kirha at contact@kirha.ai within 30 days of the charge date. Kirha will review disputes in good faith and, where an error is confirmed, issue a credit or refund. Cryptocurrency payments may be refunded in the equivalent fiat value at Kirha's discretion.

6.4 Taxes

You are responsible for all taxes, duties, and similar assessments arising from your use of the Kirha Platform, except for taxes on Kirha's own net income.

7. Privacy and Data Protection

7.1 Agent User Query Privacy

Kirha does not share Agent User query content or identity with Data Providers. Data Providers receive only aggregated, anonymized Usage Data sufficient to understand demand for their datasets and set pricing accordingly. Kirha will not sell, rent, or otherwise transfer Agent User query data to any third party, except as required by law or with the Agent User's explicit consent. This is a foundational principle of our operations.

7.2 Transparency for Agent Users

Agent Users know which Data Providers are serving their queries through the Data Route feature. This transparency is by design and allows for informed decision-making, while Data Providers remain unaware of which specific Agent Users are purchasing their data.

7.3 Data Retention

Kirha retains query logs for operational and billing purposes for a period not to exceed 90 days, unless a longer retention period is required by applicable law. Agent Users may request deletion of their query data by contacting contact@kirha.ai.

7.4 Compliance with Applicable Law

Each party is independently responsible for compliance with applicable data protection laws, including but not limited to the General Data Protection Regulation (GDPR), the California Consumer Privacy Act (CCPA), and any other applicable privacy legislation.

8. Intellectual Property

Kirha retains all right, title, and interest in and to the Kirha Platform, including the API infrastructure, routing models, dashboards, and any software developed by Kirha. Nothing in this Agreement grants either party any rights in the other party's intellectual property except as expressly stated herein.

The Kirha open-source routing model is licensed under the terms of its applicable open-source license (see Section 3.4). Open-source licensing of the routing model does not imply any license to any other component of the Kirha Platform.

9. Disclaimers and Limitation of Liability

9.1 No Warranty on Data Accuracy

THE KIRHA PLATFORM IS PROVIDED "AS IS" AND "AS AVAILABLE." KIRHA DOES NOT WARRANT THE ACCURACY, COMPLETENESS, TIMELINESS, OR FITNESS FOR A PARTICULAR PURPOSE OF ANY DATA RETRIEVED THROUGH THE PLATFORM. DATA IS SOURCED FROM THIRD-PARTY PROVIDERS AND KIRHA DOES NOT INDEPENDENTLY VERIFY IT.

9.2 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, KIRHA SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, OR BUSINESS OPPORTUNITIES, ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, EVEN IF KIRHA HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

KIRHA'S TOTAL AGGREGATE LIABILITY TO ANY PARTY FOR ANY CLAIM ARISING UNDER OR IN CONNECTION WITH THIS AGREEMENT SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNTS PAID BY SUCH PARTY TO KIRHA IN THE THREE (3) MONTHS PRECEDING THE CLAIM, OR (B) ONE HUNDRED US DOLLARS ($100).

9.3 Force Majeure

Kirha shall not be liable for any failure or delay in performance resulting from circumstances beyond its reasonable control, including but not limited to acts of God, cyberattacks, third-party API outages, or changes in applicable law.

10. Indemnification

Each party (the "Indemnifying Party") agrees to indemnify, defend, and hold harmless the other party and its affiliates, officers, directors, employees, and agents (the "Indemnified Party") from and against any third-party claims, liabilities, damages, losses, and expenses (including reasonable attorneys' fees) arising out of or related to:

The Indemnifying Party's breach of any representation, warranty, or obligation under this Agreement;
The Indemnifying Party's violation of applicable law;
Agent Users: any misuse of retrieved data, including infringement of third-party intellectual property rights;
Data Providers: any claim that Provider data infringes third-party rights or was supplied without proper authorization.

11. Term and Termination

This Agreement commences upon your acceptance and continues until terminated. Either party may terminate this Agreement for convenience upon 30 days' written notice. Kirha may suspend or terminate access immediately if a party materially breaches this Agreement and fails to cure such breach within 10 business days of written notice.

Upon termination, all licenses granted hereunder cease, and you must immediately cease use of the API. Sections 4.7, 5.2, 8, 9, 10, and 12 survive termination.

12. Governing Law and Dispute Resolution

This Agreement is governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions.

Any dispute, claim, or controversy arising out of or relating to this Agreement shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules, with the seat of arbitration in Wilmington, Delaware. Judgment on the award may be entered in any court of competent jurisdiction.

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent irreparable harm.

YOU AND KIRHA AGREE THAT ANY CLAIMS MAY ONLY BE BROUGHT IN AN INDIVIDUAL CAPACITY AND NOT AS A CLASS OR COLLECTIVE ACTION.

13. Modifications

Kirha reserves the right to modify this Agreement at any time. We will provide notice of material changes by email or through the Kirha dashboard at least 14 days before the changes take effect. Continued use of the Kirha Platform after the effective date of the updated Agreement constitutes acceptance of the revised terms.

14. Miscellaneous

Entire Agreement: This Agreement, together with any Order Form applicable to Data Providers, constitutes the entire agreement between the parties with respect to its subject matter and supersedes all prior agreements.
Severability: If any provision of this Agreement is held invalid or unenforceable, the remaining provisions shall remain in full force and effect.
Waiver: Failure to enforce any provision of this Agreement shall not constitute a waiver of the right to enforce it in the future.
Assignment: You may not assign this Agreement or any rights hereunder without Kirha's prior written consent. Kirha may assign this Agreement in connection with a merger, acquisition, or sale of substantially all of its assets.
Notices: Notices to Kirha should be sent to contact@kirha.ai. Notices to users will be sent to the email address associated with your account.

Questions about these Terms?

contact@kirha.ai | kirha.com
KIRHA, Inc. d/b/a Kirha | Incorporated in Delaware, United States