Terms of service.

01Who you are contracting with

02Agreeing 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 portals and the API as well. Anything on this page describing a feature that is not yet available takes effect when that feature does.

03What 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 one of two things: an app you download and run on your own computer, or a portal we host for you. Either 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.

04What the AI can and cannot do

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 the internet toggle 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

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.

05Your account

You sign in with Google. One account per person, and it is yours — 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.

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.

06Credits

Credits are how work gets paid for on Ngaro. Simple tasks cost one; bigger, multi-step ones cost more.

• Before the agent does anything, it tells you the plan and what it expects to cost. That figure is an estimate, not a fixed price — the real cost depends on what it finds.
• If the agent needs to go beyond the plan you approved, it stops and asks first, with the extra cost attached.
• Credits come off when a task finishes, not when it starts.
• If a task fails because something broke on our side, the credits go back automatically. You do not have to ask.
• Plan credits reset each month on your account's anniversary date and do not roll over.
• Credits you bought separately do roll over and do not expire. You paid for them.
• The free credits new accounts get are a one-time grant, not a monthly allowance.

Credits have no cash value, cannot be transferred between accounts, and cannot be exchanged for money.

07Pricing and billing

Current prices for plans, credit packs and hosting are on the pricing section of our website. They are not repeated here, so there is only ever one set of numbers to keep correct.

• 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 — GST will be included in them from that date.
• Your plan and any hosting are billed together, on the anniversary of the day you created your account, as a single invoice.
• Some plans include free hosting for the first few months. We email you seven days before that ends. After it ends, hosting continues at the cheapest tier unless you choose otherwise — we will never quietly move you to a more expensive one.
• 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.

08Cancelling, 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.
• Credits you have already spent are not refundable.
• Credits for tasks that failed on our side are refunded automatically, as above.
• If you downloaded your AI, it keeps working after you cancel. See below.

09Your 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.

To actually run the service we need a narrow permission: to store your documents, split them into chunks, turn those chunks into embeddings, and retrieve them when your AI answers a question. That is the whole licence. It exists only to make the product work, and it ends when you delete the content or close your account.

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.

10The app you download

If you download your AI, it is yours to keep. It does not check a licence, it does not call home, and it does not stop working if you cancel your subscription or if Ngaro disappears entirely. That is the promise the download tier is built on.

What stops when you cancel is access to the builder, to updates, and to support. The app you already have carries on.

The Ngaro application itself is licensed to you, not sold — 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.

11The models themselves

The AI models Ngaro packages are open-weight models made by other organisations, each released under its own licence — Meta's community licence for Llama, Apache 2.0 for Qwen, MIT for GLM, and so on. We deliver them to you. We do not own them and we cannot grant you rights in them that we do not have.

That means your use of the model has to comply with whatever its own licence says, and some of those licences have real conditions attached to commercial use. The builder tells you which licence applies to the model you pick, and where to read it, before you commit to it.

12The 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.

• 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.

13What 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 credit limits, rate limits, or the account 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.

14The internet toggle

Every AI built on Ngaro ships with internet access turned off. 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.

What happens to your information in each state is set out in the privacy policy.

15Availability

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.

16Our 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.

17Warranties 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

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 data on the download tier. That data is on your machine, not ours — backing it 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.

18Indemnity

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.

19Ending 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: any AI you downloaded is still yours and still works. Anything we were hosting is deleted on the timetable in the privacy policy — 30 days, then it is gone. Export anything you want to keep before then.

20Changes 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.

21Which 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.

22Getting in touch

ngaro.help@gmail.com reaches us for anything — questions about these terms, a complaint, or a correction to something on this page.

Ngaro is based in Auckland, Aotearoa New Zealand.