Terms of Service

Effective Date: January 31, 2026

These Terms of Service ("Terms") govern your access to and use of the ginko platform and services (the "Service") provided by Ginko AI, Inc. ("Ginko," "we," "us," or "our"). By accessing or using the Service, you agree to be bound by these Terms.

1. Acceptance of Terms

By creating an account or using the Service, you represent that you are at least 18 years old and have the legal authority to enter into these Terms. If you are using the Service on behalf of an organization, you represent that you have authority to bind that organization to these Terms.

2. Description of Service

Ginko is an AI collaboration platform that helps developers and teams maintain context across coding sessions. The Service includes:

• A command-line interface (CLI) for session management
• Local context storage and knowledge graph features
• Team collaboration and synchronization capabilities
• Dashboard and web-based management tools

We may modify, update, or discontinue features of the Service at any time with reasonable notice.

3. Account Registration

To use certain features of the Service, you must create an account. You agree to:

• Provide accurate and complete registration information
• Maintain the security of your account credentials
• Promptly notify us of any unauthorized access to your account
• Accept responsibility for all activities that occur under your account

4. Your Content and Data

Ownership

You retain all ownership rights to your code, project files, and any content you create or upload through the Service ("Your Content"). Ginko does not claim ownership of Your Content.

License to Ginko

You grant Ginko a limited license to process Your Content solely as necessary to provide the Service. This includes storing session context, synchronizing data across your devices, and enabling team collaboration features you choose to use.

Local-First Storage

By default, your project context is stored locally on your machine. Data is only transmitted to Ginko servers when you explicitly use team synchronization or dashboard features.

5. Acceptable Use

You agree not to use the Service to:

• Violate any applicable laws or regulations
• Infringe on the intellectual property rights of others
• Transmit malware, viruses, or other harmful code
• Attempt to gain unauthorized access to the Service or related systems
• Interfere with or disrupt the Service or servers
• Use the Service to develop competing products
• Reverse engineer or attempt to extract source code from the Service
• Exceed reasonable usage limits or abuse API access

6. Subscription and Payment

Plans and Pricing

The Service is offered in various subscription tiers, including a free tier with limited features. Paid subscriptions provide additional capabilities as described on our pricing page.

Billing

Paid subscriptions are billed in advance on a monthly or annual basis. All fees are non-refundable except as required by law or as explicitly stated in these Terms.

Cancellation

You may cancel your subscription at any time. Cancellation takes effect at the end of the current billing period. You will retain access to paid features until that time.

Price Changes

We may change subscription prices with 30 days' notice. Price changes will take effect at your next renewal date.

7. Intellectual Property

The Service, including its software, design, logos, and documentation, is owned by Ginko and protected by intellectual property laws. These Terms do not grant you any rights to use Ginko's trademarks or branding without prior written consent.

8. Third-Party Services

The Service may integrate with third-party services (e.g., GitHub, AI model providers). Your use of such integrations is subject to the terms of those third-party services. Ginko is not responsible for third-party services or their availability.

9. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

We do not warrant that the Service will be uninterrupted, error-free, or secure. AI-generated suggestions and outputs should be reviewed before use in production environments.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, GINKO SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, OR BUSINESS OPPORTUNITIES, ARISING FROM YOUR USE OF THE SERVICE.

OUR TOTAL LIABILITY FOR ANY CLAIMS ARISING FROM THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE AMOUNT YOU PAID TO GINKO IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.

11. Indemnification

You agree to indemnify and hold harmless Ginko, its officers, directors, employees, and agents from any claims, damages, losses, or expenses (including reasonable attorneys' fees) arising from your use of the Service, violation of these Terms, or infringement of any rights of a third party.

12. Termination

We may suspend or terminate your access to the Service at any time for violation of these Terms or for any other reason with reasonable notice. Upon termination:

• Your right to use the Service will immediately cease
• You may request export of your data within 30 days
• We may delete your account data after a reasonable retention period

You may terminate your account at any time by contacting us or using the account settings.

13. Dispute Resolution

Any disputes arising from these Terms or the Service shall be resolved through binding arbitration in accordance with the rules of the American Arbitration Association. The arbitration shall take place in Delaware, and the decision shall be final and binding.

You agree to resolve disputes on an individual basis and waive any right to participate in class action lawsuits or class-wide arbitration.

14. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, without regard to its conflict of law provisions.

15. Changes to Terms

We may update these Terms from time to time. We will notify you of material changes by posting the updated Terms on our website and, for significant changes, by email. Your continued use of the Service after changes take effect constitutes acceptance of the updated Terms.

16. General Provisions

• Entire Agreement: These Terms, together with our Privacy Policy, constitute the entire agreement between you and Ginko regarding the Service.
• Severability: If any provision of these Terms is found unenforceable, the remaining provisions will continue in effect.
• Waiver: Failure to enforce any provision of these Terms does not constitute a waiver of that provision.
• Assignment: You may not assign your rights under these Terms without our consent. We may assign our rights to a successor in interest.

17. Contact Us

If you have questions about these Terms, please contact us at:

Ginko AI, Inc.
Email: legal@ginkoai.com