On October 12, Freshworks signed a definitive agreement to acquire Torii, a SaaS management platform, to extend its Freshservice IT service management product into software and AI spend governance (Freshworks). Financial terms were not disclosed (Futurum). Freshworks expects the deal to close in its fourth fiscal quarter of 2026, and Torii says the two companies operate independently until then (Torii).
The announcement states the problem well: "AI's consumption-based pricing has introduced a cost model most finance systems were never built to track." We agree with the diagnosis and doubt the implied cure. Each AI vendor defines its own billable unit and decides what usage data to release, and the independent tools that count that data keep being absorbed into other vendors' platforms. For buyers, the controls that hold will be the ones written into AI vendor contracts.
Four vendors, four meters
GitHub moved Copilot plans to usage-based billing on June 1, 2026. Each plan carries a monthly allotment of AI Credits, and usage is calculated from input, output and cached tokens at the listed API rate for each model (GitHub). As of October 2026, Anthropic's Claude Enterprise seat fee includes no usage at all, and every token is billed separately at standard API rates (Anthropic).
Workday counts actions instead. As of October 2026, its Flex Credits page lists 1 credit per action for the Self-Service Agent's information retrieval skill and 5 credits per action for autonomous task completion. Workday sets each skill's credit cost by its estimated value in time saved and efficiency gained (Workday). ServiceNow counts "assists". Customers get an allotment with their subscription and pay for more on top, and CIO.com reported in May that the number of assists a single agentic interaction uses varies, which makes bills hard to predict (CIO.com).
That is tokens, actions and assists, each defined by the vendor that bills it. Moor Insights & Strategy analyst Melody Brue told CIO.com that vendors are each defining their own units, with no common measurement across platforms (CIO.com). In Workday's case, the price of a unit rests on the vendor's own estimate of time saved, which a buyer cannot meter independently. Any product that promises one view of AI spend has to convert these units into a single ledger, and it can only convert what each vendor chooses to expose. Futurum makes the same point about the Torii deal: token-level attribution depends on usage telemetry that third parties do not control (Futurum).
The counting layer keeps getting bought
Torii is not the first SaaS management vendor to be bought by a company selling an adjacent platform. 1Password acquired Trelica, a SaaS access management platform whose features include shadow IT discovery and spend optimization, in January 2025 (1Password). CoreStack, a cloud governance and FinOps vendor, announced its acquisition of BetterCloud on March 31, 2026 (CoreStack).
Each deal has a sound product rationale. The combined effect is that the tool a company uses to count software spend increasingly belongs to a vendor with another platform to sell. In Torii's case that vendor is an ITSM provider that has historically competed against ServiceNow in the mid-market and lower enterprise, as Futurum notes.
For Torii customers that run ServiceNow or Jira, the announcements leave the main questions open. Rajesh Beri, writing on October 15, points out that neither the press release nor Torii's customer post mentions post-close pricing, standalone availability, or any ITSM platform other than Freshservice. He also notes that Torii's AI spend product is still in early access (Beri).
Freshworks has made a continuity commitment before. Shortly after closing its Device42 purchase in 2024, Freshworks' chief product officer wrote on Device42's blog that Freshworks would keep offering the product as a standalone solution. He also committed to supporting technology alliance partners, including developers of other ITSM platforms (Device42).
The case for the suite
There is a fair argument for Freshworks' approach. IT already uses its service management tool to provision applications and track assets, and Freshworks pitches the combined product as one context across applications, licenses, identities and AI spend (Freshworks). Tying AI usage to the same identity records that grant access would make chargeback and offboarding simpler than reconciling separate exports.
That benefit is real for companies already on Freshservice. It does not remove the underlying constraint. A governance tool inside any suite still depends on the usage data each AI vendor releases, in that vendor's units and at that vendor's level of detail. Consolidating the dashboard does not consolidate the meters.
What buyers should ask for
Beri's advice to Torii customers on a non-Freshworks stack is to get the Device42 standard in writing before the deal closes: standalone availability, continued support for existing ITSM integrations, and capped renewal pricing. We agree. A commitment is easier to secure before close than after.
For anyone buying metered AI, the bargaining power sits in the vendor contract rather than the governance tool. Info-Tech Research Group's Scott Bickley told CIO.com that customers need to find the "line of demarcation where the meter starts running". His conclusion: "if you can't get them to that point, then you should not be signing the contract" (CIO.com). Four terms address the gaps described above:
- A written definition of the billable unit and of the event that triggers a charge.
- Rates fixed for the contract term, or a notice period before any rate card change.
- Usage data exportable by API at user and team level, so finance or a third-party tool can reconcile it.
- Spend caps and alert thresholds that the customer sets.
Parts of this already exist as product settings. Anthropic lets administrators set spend limits for the organization and for individual users (Anthropic). GitHub lets admins set Copilot budgets at enterprise, cost center and user level and choose whether to cap spend (GitHub). CIO.com reported that Workday's Platform Consumption Console alerts customers at 80, 90 and 100 percent of subscribed credits (CIO.com). Product settings can change with the next release, while contract terms hold for the term. We think buyers should put these controls in the contract.
What to watch
Futurum asks whether other ITSM or IT asset management platforms will move to acquire SaaS management specialists of their own. If they do, independent options narrow further, and the contract becomes the main control that does not depend on a platform vendor's roadmap.
The nearer marker is the close, which Freshworks expects in its fourth fiscal quarter. Whether it publishes a Device42-style continuity commitment for Torii before then will show whether it means the product to count spend across rival platforms or mainly inside its own.
Sources
- Freshworks. "Freshworks to Extend Freshservice into AI and Software Spend Governance with Agreement to Acquire Torii." 12 October 2026. https://www.freshworks.com/pressrelease/freshworks-to-extend-freshservice-into-ai-and-software-spend-governance-with-agreement-to-acquire-torii/
- Torii. "Torii Signs Agreement to Join Freshworks." Uri Haramati, 12 October 2026. https://www.toriihq.com/blog/torii-freshworks-acquisition
- Futurum Group. "Freshworks to Acquire Torii, Extending Freshservice to AI Spend Governance." Keith Kirkpatrick, 15 October 2026. https://futurumgroup.com/insights/freshworks-to-acquire-torii-extending-freshservice-to-ai-spend-governance/
- Rajesh Beri. "Freshworks Buys Torii, Silent on Customers Running ServiceNow." 15 October 2026. https://www.beri.net/article/freshworks-torii-acquisition-ai-spend-governance-freshservice-saas-management-customer-continuity
- GitHub. "GitHub Copilot is moving to usage-based billing." 27 April 2026. https://github.blog/news-insights/company-news/github-copilot-is-moving-to-usage-based-billing/
- Anthropic. "How am I billed for my Enterprise plan?" Claude Help Center. Accessed October 2026. https://support.claude.com/en/articles/11526368-how-am-i-billed-for-my-enterprise-plan
- Workday. "Flex Credits." Accessed October 2026. https://www.workday.com/en-us/ai-agents/ai-flex-credits.html
- CIO.com. "ServiceNow's AI control tower offers hazy view of spend." 12 May 2026. https://www.cio.com/article/4169954/servicenows-ai-control-tower-offers-hazy-view-of-spend.html
- CIO.com. "Unpacking Workday's agentic AI pricing model." 3 July 2026. https://www.cio.com/article/4192838/unpacking-workdays-agentic-ai-pricing-model.html
- 1Password. "1Password acquires Trelica, a trailblazer in SaaS access management." 7 January 2025. https://1password.com/blog/1password-acquires-trelica
- CoreStack. "CoreStack Acquires BetterCloud Establishing a Unified Agentic Governance OS Across Cloud, SaaS and AI." 31 March 2026. https://www.newswire.com/news/corestack-acquires-bettercloud-establishing-a-unified-agentic-22750592
- Device42. "Commitment to Continuity: Freshworks' Vision for Device42." Prakash Ramamurthy, 12 June 2024. https://www.device42.com/blog/2024/06/12/commitment-to-continuity-freshworks-vision-for-device42/