Terms of Service.

By accessing or using Toby (the "Service", "Product"), you agree to these Terms of Service (the "Terms"). If you are signing up on behalf of an organization, you represent that you have authority to bind that organization. These Terms incorporate our Privacy Policy by reference.

Toby is sales-gated. We do not allow self-serve signup. Access requires an executed Master Services Agreement ("MSA") between Knit Cage, LLC and the contracting organization (the "Customer"). If you have not signed an MSA, you may use the marketing site at hiretoby.com under these Terms but cannot access the Product.

Subject to the Customer's MSA and these Terms, Toby grants the Customer a non-exclusive, non-transferable, non-sublicensable right to access and use the Product during the subscription term for the Customer's internal HR operations.

The Customer may permit its employees, contractors, and authorized advisors (collectively "Authorized Users") to access the Product. The Customer remains responsible for Authorized Users' compliance with these Terms.

You agree not to:

• Reverse engineer, decompile, or attempt to derive source code from the Product
• Use the Product to train competing AI models or to benchmark for the purpose of building a competing product
• Circumvent rate limits, authentication, or access controls
• Upload malicious code, illegal content, or content you do not have rights to process
• Process personal data in violation of applicable privacy law
• Resell, sublicense, or provide the Product to third parties as a hosted service
• Misrepresent your authority to act on behalf of an organization

Customer owns its data.All HR records, documents, audit logs, and content the Customer uploads or generates inside Toby remain the Customer's property.

Toby owns the Product.All software, models, prompts, templates, and content created by Toby remain Toby's property, including improvements developed during the contract.

Your prompts do not train shared models. Customer prompts and documents are not used to train AI models that benefit other customers. This commitment is contractual and survives termination.

De-identified aggregates.Toby may use de-identified, aggregated usage data (e.g. "customers in healthcare run 30% more investigations than those in retail") for product improvement and benchmarking. No individual customer or person is identifiable in these aggregates.

Toby is invoice-billed. The MSA specifies pricing, billing cycle, and payment terms (typically net-30, annual prepay). We do not process credit cards.

Late payments accrue interest at the lower of 1.5% per month or the maximum rate permitted by law. Persistent non-payment can lead to suspension after notice.

All fees are exclusive of taxes; the Customer is responsible for sales, use, VAT, and similar taxes.

Initial term.One year unless the MSA specifies otherwise. Auto-renews for successive one-year terms unless either party gives 30 days' notice before renewal.

Termination for cause.Either party may terminate on 30 days' written notice of material breach if the other party fails to cure within that period.

Termination for convenience. Subject to the MSA. Pre-paid fees are non-refundable except where the MSA specifies otherwise.

What happens at termination. Customer retains export rights for 90 days. After 90 days, Toby deletes customer data subject to any legal-hold obligations or audit-log retention requirements specified in the MSA. Audit logs are retained per the configured retention policy (default 7 years) even after termination.

Toby targets 99.9% monthly uptime measured at the api.hiretoby.com health endpoint. The MSA may specify SLA credits for prolonged outages.

Planned maintenance is communicated in advance via the status page and customer admins. We do not credit for planned maintenance that runs within the announced window.

We maintain the controls described on the Security page: AES-256 encryption at rest, TLS 1.3 in transit, three-layer tenant isolation (AsyncLocalStorage + application filters + Postgres Row-Level Security), passwordless authentication with mandatory passkey MFA, tamper-evident audit ledger with SHA-256 hash chaining, and PII redaction before AI inference.

Material changes to security architecture are communicated to Customer admins at least 30 days in advance.

Toby uses AI models from Anthropic (Claude) and, on Enterprise plans, optionally AWS Bedrock for in-tenant inference.

AI outputs are advisory. Toby is not a law firm and does not provide legal advice. Outputs marked "Flag for legal review" or with low confidence scores require human review before action. The Customer remains responsible for verifying outputs and complying with applicable employment law.

We do not guarantee that AI outputs are accurate, complete, or appropriate for any specific situation.

EXCEPT AS EXPRESSLY STATED IN THE MSA, THE PRODUCT IS PROVIDED "AS IS." TOBY DISCLAIMS ALL IMPLIED WARRANTIES INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

Some jurisdictions do not allow exclusion of implied warranties; in those jurisdictions, our exclusions are limited to the maximum extent permitted by law.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY IS LIABLE FOR LOST PROFITS, LOST DATA, OR INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES.

EACH PARTY'S TOTAL LIABILITY UNDER THESE TERMS AND THE MSA IS CAPPED AT THE FEES PAID OR PAYABLE BY THE CUSTOMER IN THE 12 MONTHS PRECEDING THE CLAIM.

The cap does not apply to: (a) breach of confidentiality obligations, (b) indemnification obligations expressly stated in the MSA, (c) gross negligence or willful misconduct, (d) breach of the AI training prohibition in §04.

Specific indemnification provisions are negotiated in the MSA. The standard MSA includes:

• Toby indemnifies the Customer against third-party claims that the Product as provided infringes a US patent, copyright, or trade secret
• The Customer indemnifies Toby against third-party claims arising from Customer Content or Customer's use of the Product in violation of these Terms

These Terms are governed by the laws of the State of Wyoming, without regard to conflict-of-laws principles. Exclusive jurisdiction lies with the state and federal courts located in Sheridan County, Wyoming. Each party waives any right to a jury trial. Class action and class arbitration waivers apply.

We may update these Terms from time to time. Material changes will be notified to the Customer admin at least 30 days before they take effect. Continued use after the effective date constitutes acceptance.

Knit Cage, LLC · Wyoming LLC
30 N Gould St Ste N · Sheridan, WY 82801 · United States
Legal: legal@hiretoby.com
Sales: sales@hiretoby.com
Procurement + MSA redlines: procurement@hiretoby.com