Who you are contracting with
These terms are an agreement between you and Ngaro AI Limited, NZBN 9429052572418, a company registered in New Zealand and based in Auckland. In this document, "we", "us" and "Ngaro" mean that company, and "you" means you.
Agreeing to these terms
Using this website, joining the waitlist, or creating an account means you agree to what is on this page. If you do not, the answer is simply not to use it.
You need to be 16 or older. If you are agreeing on behalf of a business or another organisation, you are telling us you have the authority to commit them, and "you" means that organisation.
Ngaro is still being built. Right now these terms govern this website and the waitlist. From the day accounts open, they govern the builder, the desktop app, hosted models and the API as well. Anything on this page describing a feature that is not yet available takes effect when that feature does.
What Ngaro is
Ngaro is a tool for building a private AI assistant out of your own documents. You talk to an onboarding agent, it helps you gather and organise what your AI should know, and you end up with an assistant you use through the Ngaro app on your own computer. Your documents, the index built from them and your conversations stay on your machine.
Everyone installs the same app. Your subscription tier decides where the model that answers you runs: on the self-hosted tier the app downloads a model and runs it on your own hardware, and on the hosted tiers it calls a larger model we run for you. Either way your AI can issue an API key so your other software can talk to it.
What Ngaro is not: it is not a general-purpose chatbot, it is not a professional advice service of any kind, and it is not a service for processing other people's data on their behalf. If you need any of those, this is the wrong product.
What the AI can and cannot do
Your AI will sometimes be wrong, and it will sound just as confident when it is. This is how language models work. It is not a fault in your particular AI, and no amount of good documents will eliminate it. Check anything that matters before you act on it.
We would rather explain this properly than bury it in a warranty clause, because knowing where the edges are is the difference between a useful tool and a liability.
- Models are probabilistic. They generate text that is likely, not text that is verified. A fluent, well-structured, confident answer is not evidence that the answer is correct.
- Retrieval can miss. Your AI answers by pulling relevant passages out of your documents. Sometimes it pulls the wrong passage, or misses the right one. When that happens it does not say so. It answers anyway, using what it found.
- Hardware and model size change the quality of the answer. A small quantised model on a laptop with 8GB of RAM reasons visibly less well than a large model on a machine with a dedicated GPU. It loses track of longer documents, misreads more often, and produces shorter, blunter answers. The builder tells you which models your machine can run and recommends accordingly. Choosing a smaller one is a perfectly reasonable trade, but it is a trade, and this is what you are trading.
- The underlying models are not ours. They are open-weight models built by other organisations. We package them, we do not train them, and we cannot warrant their accuracy, their currency, or that they are free of bias.
- Your AI does not know when it is out of date. It knows what its base model was trained on and what you gave it. Unless you have turned web search on, it has no idea what happened this morning.
So: treat what your AI tells you as a well-read colleague's first draft, not as an answer. Verify anything that carries consequences. To the extent the law allows us to say so, we are not liable for loss caused by relying on its output.
What not to use it for
Do not use an AI built on Ngaro to make or support decisions about:
- Medical diagnosis, treatment, or medication.
- Legal advice, or legal documents relied on without a lawyer reading them.
- Financial, tax or investment decisions.
- Emergencies, life safety, or anything safety-critical.
- Operating machinery, vehicles or infrastructure.
- Automated decisions about another person's employment, credit, insurance, housing or legal status.
That list is not us being cautious for the sake of it. Those are the situations where a confident wrong answer stops being an inconvenience and starts harming a real person. Ngaro is a good tool for finding what your own documents say. It is not a substitute for a doctor, a lawyer, an accountant, or your own judgement.
Your account
You sign in with Google. One account per person, and it is yours, so do not share it or let someone else use it. Keeping access to your Google account secure is your responsibility, because anyone who has it has your Ngaro account too.
Signed in, the app is where you manage your subscription, talk to your AI, and register the devices and groups on your account. Your plan sets how many devices you can have registered at once.
Sharing chats between your devices
You can share a conversation from one of your devices to another on your account. Those devices talk to each other directly. We help them find each other and check they are allowed to connect; we do not receive, store or relay what they exchange, which means we also cannot recover it for you if a device is lost.
You are responsible for every device and every person you add. Adding a device gives it access to what you share with it, and removing it afterwards does not take back what it already holds.
Tell us straight away if you think someone else has got in. We can suspend an account that is being used in breach of these terms.
Subscriptions and tiers
Ngaro is a flat monthly subscription. One price, billed monthly, with no metering, no per-task charges and no allowance to run down. Building an AI, rebuilding it, changing your mind and starting again all cost the same as not doing them.
There are four tiers. What separates them is where the model that answers you runs, and how much of it you get.
- Self-hosted. The model runs on your own hardware. The app downloads whichever model you choose, and the price is the same whichever one that is: a bigger model costs you disk space and patience, not money.
- Basic, Pro and Ultra hosting. The model runs on hardware we rent, so you can use models larger than your computer could run. The tiers differ in the size of model available to you and in how much you can ask of it.
You can move between tiers at any time. Moving up takes effect immediately and is charged pro rata; moving down takes effect at the end of the month you have paid for, so you keep what you paid for until then.
A subscription is per person, not per device, and your tier sets how many devices you may have registered at once. It cannot be shared between people or resold.
Pricing and billing
Current prices for each tier are published on our website, and are not repeated here, so there is only ever one set of numbers to keep correct. While Ngaro is in private preview the pricing section is not on the site; ask us at ngaro.help@gmail.com and we will send you the current prices in writing before you are charged anything.
- All prices are in New Zealand dollars.
- Ngaro is not currently registered for GST, so no GST is charged on your purchase. If we register for GST in future, the prices shown will not increase, because GST will be included in them from that date.
- Your subscription is billed monthly, on the anniversary of the day you created your account, as a single invoice.
- Stripe handles payments. We never see or hold your card number.
- If a payment fails we retry it and email you. We will not suspend anything without telling you first.
If we change our prices, existing subscribers get at least 30 days' notice by email before the new price applies to them, and you can cancel before it does.
Cancelling, and refunds
Cancel whenever you like, from your dashboard. No phone call, no retention offer, no form. Cancellation takes effect at the end of the period you have already paid for, and you keep full access until then.
- We do not refund the unused part of a month you have already paid for.
- We will refund a month you could not use because of a fault on our side. Ask us.
What cancelling actually stops. When the period you have paid for ends, you can no longer sign in to the app, manage your account, or talk to your AI through it. That applies on every tier, self-hosted included. It is a change from what we used to promise, and we would rather put it in bold than let you find out at the wrong moment.
What cancelling does not touch. Your documents, your knowledge base and every conversation you have had stay exactly where they have always been: on your own machine. We do not hold them, so we cannot delete, withhold or ransom them. Subscribe again and your AI is where you left it.
If you are a consumer, the Consumer Guarantees Act 1993 gives you rights that this section does not and cannot limit. If something we sold you is not fit for purpose or was not supplied with reasonable care and skill, you are entitled to a remedy regardless of anything written above.
Your content
Your documents are yours. What your AI produces from them is yours. We do not claim ownership of either, and nothing on this page transfers anything to us.
The permission we need is narrower than most services ask for, because your documents stay on your machine. On the hosted tiers, when you ask a question, your app sends us the passages it retrieved so a model can answer with them. You are giving us permission to process those passages for that purpose and for as long as it takes. We do not keep them, and that is the whole licence.
We do not use your content to train, improve, evaluate or demonstrate anything. Not our models, not our product, not our marketing.
In return: you are telling us you have the right to upload what you upload. That matters most for documents containing other people's personal information, and for anything you did not write yourself.
The app, and what happens if we stop
The Ngaro app checks that you have a current subscription, and it needs a connection to do that. If your subscription lapses, the app stops working until you renew it. We are stating that plainly because an earlier version of these terms promised the opposite, and a promise we have withdrawn should be visible rather than quietly deleted.
If Ngaro shuts down, self-hosted AIs keep working, free of charge, permanently. If we ever cease trading or discontinue the product, we will release what is needed for self-hosted installations to keep running without us and without payment. The model is already on your disk, your documents are already on your disk, and we will not let a subscription check be the thing that takes them away from you.
We cannot make the same promise about the hosted tiers, and we will not pretend otherwise. Hosted answers come from rented hardware that stops when the bills stop. If we shut down, hosted subscribers would need to move to self-hosted, and we would give reasonable notice so that it could be done.
The Ngaro application itself is licensed to you, not sold, which means you may use it, but not decompile it, resell it, or redistribute it. What you built with it, and everything it knows, is yours without qualification.
The models themselves
The AI models Ngaro runs are open-weight models made by other organisations. The Qwen3 family is released under the Apache 2.0 licence. We deliver those models to you or run them for you. We do not own them, and we cannot grant you rights in them that we do not have.
That means your use of a model has to comply with whatever its own licence says. The app tells you which licence applies to the model you pick, and where to read it, before you commit to it. If we add models under different licences, the same rule applies and the app will say so at the point you choose.
The API
Your AI can issue an API key so your other software can talk to it. The key authenticates as you, so treat it like a password: keep it secret, do not commit it to a repository, and revoke it the moment you think it has leaked.
You are responsible for everything done with your key, including everything done by tools you connect it to.
The tools our website mentions, including the bridges Make, Zapier and n8n, and the applications they in turn connect to, are not affiliated with Ngaro, not endorsed by us, and not supported by us. We name them for the formats they speak and the connections they make possible, not because we have any relationship with any of them, and we cannot guarantee any particular one will work or keep working. Once your data reaches one of those tools we cannot see it, control it, or get it back.
- Rate limits apply, and we may change them with notice.
- We can revoke a key immediately if it is being abused, if it has been compromised, or if we have to in order to protect the service for everyone else.
- The API comes with no uptime guarantee.
What you must not do
Do not use Ngaro to:
- Break the law, or help anyone else break it.
- Create, store or distribute objectionable material within the meaning of the Films, Videos, and Publications Classification Act 1993.
- Harass, threaten, defame or harm anyone, including in ways covered by the Harmful Digital Communications Act 2015.
- Infringe copyright, trade marks or anyone else's rights.
- Upload personal information about other people when you have no lawful basis to hold it.
- Attack, overload, probe or reverse-engineer the service, or try to reach parts of it that are not yours.
- Work around rate limits, device limits, or the account and subscription system.
- Resell or sublicense access to Ngaro, or run it as a service for other people.
- Use our own material to build a directly competing product.
Nothing on this list restricts what your own private AI can discuss with you. It is yours, it runs on your machine, and we are not looking over your shoulder.
The web search toggle
Every AI built on Ngaro ships with web search turned off, answering only from the documents you gave it. We do not turn it on for you and we never will. Turning it on means your questions can reach a search provider and therefore leave your machine. That is your decision to make, and you can reverse it at any time.
This toggle governs what your AI can do. It is not an offline mode for the app itself: the app signs in and checks your subscription regardless. What that connection carries is set out in the privacy policy and on the security page.
Availability
Ngaro is early, and we are not going to pretend otherwise. We do not offer an uptime guarantee. Hosted instances run on infrastructure we rent rather than own, and sometimes that infrastructure has a bad day.
What we will do: give notice of planned maintenance where we can, and give reasonable notice before removing or materially changing a feature you depend on.
If uninterrupted availability is critical to you, download your AI. It runs on your machine and our uptime stops being your problem.
Our intellectual property
The Ngaro website, the builder, the application software, the name and the owl mark belong to us. Using the service does not transfer any of it to you, and you may not copy our branding or pass off your product as ours.
None of this restricts what you do with your own AI, your own documents, or what your AI produces. Those are covered by your content and they are yours.
Warranties and liability
This section works differently depending on whether you are buying Ngaro as a person or as a business, because New Zealand law treats those two situations differently. Read the half that applies to you.
If you are a consumer
The Consumer Guarantees Act 1993 and the Fair Trading Act 1986 apply to you, and nothing in these terms limits, excludes or modifies any right you have under them. If the service is not fit for purpose, or was not supplied with reasonable care and skill, you are entitled to a remedy, whatever else this page says.
If you acquire Ngaro in trade
If you are buying Ngaro for the purposes of a business, you agree that the Consumer Guarantees Act does not apply. Section 43 of that Act permits this where goods or services are both supplied and acquired in trade, and given the price and the nature of the service you agree that excluding it is fair and reasonable.
Then, except where the law does not allow these limits:
- Our total liability for any claim is capped at the fees you paid us in the twelve months before the claim arose.
- We are not liable for indirect or consequential loss, lost profits, lost revenue, lost data, or business interruption.
- We are not liable for loss of your documents, knowledge base or conversations. They live on your machine on every tier, so backing them up is yours to do, and we have no copy to restore from.
Both
The service is provided as it is. The limits described in what the AI can and cannot do are part of what you are agreeing to. An AI that is sometimes wrong is the product working as designed, not the product failing.
Indemnity
If you use Ngaro in trade, you agree to cover us against claims that arise from your breach of these terms, your misuse of the service, or content you uploaded that you had no right to upload.
This does not apply to consumers.
Ending your account
You can close your account whenever you want. You do not owe us a reason.
We can suspend or close an account if you breach what you must not do, if you have not paid after we have asked, or if the law requires us to. We will tell you, and where the problem is something you can fix, we will give you the chance to fix it before we act.
When an account ends, the app stops working, on every tier. Everything your AI was built from stays where it has always been, on your own machine, because we never had a copy to delete. What we do hold is your account and billing record, and that is deleted on the timetable in the privacy policy.
Changes to these terms
These terms will change as the product grows. When a change materially affects your rights or what you pay, we email account holders at least 14 days before it takes effect, and the effective date is shown at the top of this page. If you do not want to accept a change, cancel before it applies.
We deliberately do not say that changes take effect the moment we post them. Plenty of services do. It is not fair, and under New Zealand's unfair contract terms rules it may not even be enforceable.
Which law applies
These terms are governed by New Zealand law, and the New Zealand courts have jurisdiction. If you are a consumer somewhere whose law entitles you to bring proceedings locally, that right is not affected by this.
For small claims, New Zealand's Disputes Tribunal is quicker and cheaper than a court and you do not need a lawyer.
Before any of that: email us. Almost everything turns out to be a misunderstanding that one message sorts out.
Getting in touch
ngaro.help@gmail.com reaches us for anything, whether questions about these terms, a complaint, or a correction to something on this page.
Ngaro is based in Auckland, Aotearoa New Zealand.