Updated: [2025.12.05.]

The following terms and conditions (“Agreement”) apply to your use of any software services such as websites, applications, or APIs (collectively, the “Services”) made available by NC AI Co., Ltd., NCSOFT R&D Center, 12 Daewangpangyo-ro 644beongil, Bundang-gu, Seongnam-si, Gyeonggi-do, Republic of Korea, and its Affiliates (“Company,” “we,” or “us,”),  to you (“Customer”, “you,” or “your”). Company and Customer are each referred to as a “Party” and collectively as the “Parties”. This Agreement is a binding legal agreement between you and Company that governs your use and access of the Services. Please read this Agreement carefully. If you do not agree to all of its provisions, you are not permitted to use any of the Services.

You may only use the Services if you have reached the age of majority in your place of residence. By accepting this Agreement, you represent and warrant that you meet the minimum age required by the laws of your jurisdiction. If you are under the age of majority, you may only use the Services with the consent and under the supervision of a parent or legal guardian who agrees to be bound by this Agreement on your behalf.

ARBITRATION NOTICE: THIS AGREEMENT CONTAINS AN ARBITRATION CLAUSE IN WHICH APPLIES TO YOU WHEN YOU USE OR ACCESS THE SERVICES. BY AGREEING TO THE ARBITRATION CLAUSE, YOU WAIVE ANY RIGHT TO TRIAL BY JURY OR TO PARTICIPATE IN A CLASS-ACTION LAWSUIT OR CLASS-WIDE ARBITRATION. WE EXPLAIN BELOW CERTAIN EXCEPTIONS AND HOW YOU CAN OPT-OUT OF ARBITRATION.

If you are a resident of European Union or the United Kingdom, the terms available at [URL] (“EU Terms”) shall apply to you. To the extent any of the EU Terms conflict with the terms herein, the EU Terms shall be controlling.

If you are a resident of Republic of Korea, the terms available at [URL] (“Korea Terms”) shall apply to you. To the extent any of the Korea Terms conflict with the terms herein, the Korea Terms shall be controlling.

If you are a resident of Japan, the terms available at [URL] (“Japan Terms”) shall apply to you. To the extent any of the Japan Terms conflict with the terms herein, the Japan Terms shall be controlling.

  1. Definitions For purposes of this Agreement, the following capitalized terms have the meanings set forth below:
    1. “Account” means an administrative account provided to you by us for the purpose of administering the Services.
    2. “Affiliate” means with respect to either Party, any other person or entity that directly, or indirectly through one or more intermediaries, controls, is controlled by, or is under common control with, that Party.
    3. “API” means Company’s application programming interface made available as part of the Services.
    4. “Confidential Information” means any business, technical, or financial information, materials, or other subject matter disclosed by Discloser to Recipient that is: (a) identified as confidential at the time of disclosure; or (b) should be reasonably understood by Recipient to be confidential under the circumstances.
    5. “Customer Application” means any applications, products, or services that Customers use, apply, or integrate with any API.
    6. “Customer Content” means the Input and the Output.
    7. “Discloser” means the Party that discloses Confidential Information to the other under this Agreement.
    8. “Documentation” means the documentation Company provides to Customer or otherwise makes publicly available.
    9. “Effective Date” means the date this Agreement is entered into by the Parties, either by acceptance online, by signing an Order Form referencing the Agreement, or by signing the Agreement itself.
    10. “End User” means any person: (a) who accesses the Services under Customer’s Account; or (b) who uses Customer Applications. End Users may include Customer’s and its Affiliate’s employees, consultants, customers, agents, representatives, students or any other person authorized by Customer to use the Services through Customer’s Account.
    11. “Feedback” means any feedback provided by Customer to Company regarding the Services.
    12. “Fees” means all fees agreed between the Parties and charged to Customer’s Account in accordance with a Purchase Order, or if a Purchase Order does not exist, then according to the fee schedule set forth on the Services, as may be updated from time to time.
    13. “Input” means Customer and Customer’s End Users’ input to the Services.
    14. “IP Rights” means all registered or unregistered intellectual property rights throughout the world, including rights in patents, copyrights, trademarks, trade secrets, designs, databases, domain names, and moral rights.
    15. “Output” means output from the Services based on the Input.
    16. “Purchase Order” means a document specifying particular services that Customer is purchasing pursuant to the terms contained therein.
    17. “Recipient” means the Party receiving Confidential Information from the Discloser.
    18. “Reverse Engineer” means reverse assemble, reverse compile, decompile, translate, engage in model extraction or stealing attacks, or otherwise attempt to discover the source code or underlying components of the Services, algorithms, and systems of the Services (except to the extent these restrictions are contrary to applicable law).
    19. “Term” means the term of the Agreement, which will begin on the Effective Date and continue until the earlier of: (i) the end of the agreed Services term; or (ii) termination of the Agreement as set forth herein.
    20. “Third‑Party Services” means products, services, or content offered by parties other than Company through the Services.
    21. “Third‑Party Service Terms” means any additional terms applicable to such Third‑Party Service.
    22. “Usage Policies” means policies and guidelines regarding usage of the Services published by Company on the Services, as may be updated from time to time.
  2. Use of the Service. By using the Services, you hereby agree to be bound by the terms of this Agreement and you acknowledge our Privacy Policy (the “Privacy Policy”). The Services may be unavailable from time to time, may be offered for a limited time, or may vary depending on your region or device. To the extent this Agreement conflicts with any provisions in a Purchase Order incorporating this Agreement by reference, the terms of such Purchase Order shall be controlling. You may terminate this Agreement at any time by deleting your Account.
  3. Modification of Terms. We hereby reserve the right to modify this Agreement at any time in our sole discretion. If we modify this Agreement, we will post the modification on the Services. If the modified terms are not acceptable to you, your only recourse is to cease using the Services. We encourage you to check back regularly to review this Agreement.
  4. Ownership. As between you and Company, Company will retain all right, title, and interest in and to all IP Rights relating to the Services and all content or other materials contained therein, including without limitation Company’s logo, designs, texts, graphics, pictures, information, data, software, sound files, artwork, and arrangement thereof. Additionally, Company will own all right, title, and interest in any Feedback, all of which you hereby assign to Company.
  5. License to Use the Services. Subject to your compliance with this Agreement and the Usage Policies, Company hereby grants you a limited, revocable, nonexclusive, nontransferable, non-assignable, non-sublicensable license to access and use the Services and Documentation for your own personal, non-commercial use; provided, however, that such license does not include any right to: (i) modify or otherwise make any derivatives of the Services, or any portion thereof; (ii) use the Services or Customer Content in a way that violates applicable laws; (iii) use the Services or Customer Content in a way that violates third parties’ rights; (iv) Reverse Engineer any aspect of the Services or the systems used to provide the Services; (v) use Output to develop or train artificial intelligence models that compete with the Services; (vi) buy, sell, or transfer API keys from, to, or with a third party; or (vii) interfere with or disrupt the Services, including circumvent any rate limits or restrictions or bypass any protective measures or safety mitigations for the Services. Your license rights may be different if you have purchased a different license as set forth on the Pricing page of the website for each Service or under an applicable Purchase Order. Regardless of the type of license you have, all restrictions and limitations specified herein shall remain in effect unless otherwise specified in a Purchase Order.
  6. Payments. Customer will pay Company as set forth in either an applicable Purchase Order or Customer’s Account. Company may suspend or terminate the Services if any Fees are past due. Customer shall provide complete and accurate billing and contact information to Company. Fees are exclusive of taxes, which Company will charge as required by applicable law in connection with the Services. Company will use the name and address in the Account for tax purposes. All Fees under this Agreement shall be paid in full, without any deduction or withholding for taxes, levies, duties, tariffs, or other charges of any nature imposed by any governmental authority. Price changes will be effective thirty (30) calendar days after they are posted. Company has the right to correct pricing errors or mistakes even after issuing an invoice or receiving payment.
  7. Company Intervention. You agree and acknowledge that using the Services to engage in conduct prohibited by our terms may also violate applicable laws. We reserve the right to completely or partially restrict or revoke your access to the Services for violating this Agreement or any applicable law, either completely or for a period of time, in our sole discretion. We reserve the right to amend, rectify, edit, or otherwise to mitigate any damage caused either to us or to any other person as a result of a your violation of this Agreement or applicable law.
  8. Third-Party Services. Parts of the Services may be offered through browser-based technologies or other Third-Party Services, and as such, you acknowledge and agree that your interaction with such Third-Party Services shall be at your own risk. You are solely responsible for your compliance with all applicable Third-Party Service Terms. We are not responsible or liable to you or others for information or services provided by any Third-Party Services or for the results obtained from using them.
  9. Warranty Disclaimer. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, COMPANY EXPRESSLY DISCLAIMS ANY AND ALL OTHER WARRANTIES OF ANY KIND OR NATURE, WHETHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. YOU ACKNOWLEDGE AND AGREE THAT THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE”, AND COMPANY MAKES NO OTHER WARRANTY AS TO THE SERVICES. COMPANY EXPRESSLY DISCLAIMS ALL RESPONSIBILITY AND LIABILITY FOR: (1) THE SERVICES BEING ACCURATE, COMPLETE, CURRENT, RELIABLE, UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE; (2) INJURY OR DAMAGE RESULTING FROM THE SERVICES; AND (3) VIRUSES, ADWARE, SPYWARE, WORMS, OR OTHER TYPES OF MALICIOUS CODE THAT MAY BE USED IN ANY WAY TO AFFECT THE FUNCTIONALITY OR OPERATION OF THE SERVICES.
  10. Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY LAW, EXCEPT FOR: (A) A PARTY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT; (B) CUSTOMER’S BREACH OF SECTION 5; OR (C) EITHER PARTY’S BREACH OF THEIR CONFIDENTIALITY OBLIGATIONS, NEITHER CUSTOMER NOR COMPANY OR EITHER PARTY’S AFFILIATES OR LICENSORS WILL BE LIABLE UNDER THIS AGREEMENT FOR ANY INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING LOST PROFITS, EVEN IF THE PARTY KNEW OR SHOULD HAVE KNOWN THAT SUCH DAMAGES WERE POSSIBLE AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE. TO THE FULLEST EXTENT PERMITTED BY LAW, EXCEPT FOR: (A) A PARTY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT, (B) A PARTY’S INDEMNIFICATION OBLIGATIONS UNDER THIS AGREEMENT, OR (C) CUSTOMER’S PAYMENT OBLIGATIONS, EACH PARTY’S TOTAL LIABILITY UNDER THE AGREEMENT WILL NOT EXCEED THE TOTAL AMOUNT CUSTOMER PAID TO COMPANY DURING THE TWELVE MONTHS IMMEDIATELY PRIOR TO THE EVENT GIVING RISE TO LIABILITY. THE FOREGOING LIMITATIONS APPLY DESPITE ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY. NOTWITHSTANDING THE FOREGOING, NEITHER PARTY SHALL BE LIABLE TO THE OTHER PARTY FOR ANY FAILURE OR DELAY IN PERFORMANCE OF THE TERMS OF THIS AGREEMENT FOR ANY LOSSES OR DAMAGES OF ANY NATURE WHATSOEVER INCURRED OR SUFFERED BY THAT OTHER PARTY TO THE EXTENT CAUSED BY A FORCE MAJEURE EVENT. FOR THE PURPOSE HEREOF, A “FORCE MAJEURE EVENT” MEANS: AN EVENT BEYOND A PARTY’S REASONABLE CONTROL, INCLUDING WITHOUT LIMITATION, NATURAL DISASTERS, WAR, ACTS OF GOVERNMENT, STRIKES, EPIDEMICS, OR SIMILAR EXTRAORDINARY CIRCUMSTANCES, THAT PREVENTS OR DELAYS THE PARTY’S PERFORMANCE UNDER THIS AGREEMENT.
  11. Indemnification. To the fullest extent permitted by applicable law, you agree to indemnify, defend, and hold harmless Company from and against all actual or alleged third party claims, damages, awards, judgments, losses, liabilities, obligations, penalties, interest, fees, expenses (including, without limitation, attorneys’ fees and expenses), and costs (including, without limitation, court costs, costs of settlement, and costs of or associated with pursuing indemnification and insurance), of every kind and nature whatsoever arising out of or related to this Agreement or your use of the Services, whether known or unknown, foreseen or unforeseen, matured or unmatured, or suspected or unsuspected, in law or equity, whether in tort, contract, or otherwise (collectively, “Claims”) that are caused by, arise out of, or are related to: (i) your use or misuse of the Services; (ii) your violation of this Agreement; (iii) your violation of the rights of any third party; and (iv) any breach or non-performance of any representation, warranty, covenant, or agreement made by you. You agree to promptly notify Company of any third party Claims and cooperate with the Company in defending such Claim. You further agree that the Indemnitees shall have the right to control the defense or settlement of any third party Claims.
  12. Use of Artificial Intelligence. You are responsible for the Input, ensuring that the Input does not violate any applicable laws or this Agreement. You represent and warrant that you have all the rights, licenses, and permissions to provide the Input to the Services. We can use Customer Content to provide, maintain, develop, and improve Company’s Services, comply with applicable laws, and enforce the Services. Output provided by Services may be labeled as AI-generated, if legally necessary. When you use the Services, you understand and acknowledge that:
    1. The Services may use a third party’s product, services, or content (including application programming interface) to generate, process, or deliver Customer Content. In the process, any Input or Output may be transmitted to, processed by, and stored within such third party.
    2. Output may not be accurate. You may not solely rely on Output as a sole source of truth or factual information. The Output must be evaluated for accuracy and appropriateness before using or sharing the Output.
    3. Section 5 shall apply accordingly for Output. Output may only be used for your own or your company’s internal business purposes. Further, you may not use any Output relating to a person for any purpose that could have material impact on a person or important decisions about the person.
    4. The Output may provide incomplete, incorrect, or offensive Output that may not represent the views of the Company.
    5. You must not use the Services to create, distribute, or assist in the creation or distribution of Customer Content that: (i) sexualizes depictions of minors or otherwise unlawful sexual content; (ii) is intended to influence political processes or elections through disinformation or deepfakes; (iii) systematically reproduces third party third-party copyrighted works without authorization or in ways that replicate the original protected works; and (iv) violates applicable law or third-party rights.
  13. Governing Law; Venue. You and Company agree that this Agreement will be governed by the laws of the State of New York, without regard to any jurisdiction’s choice or conflict of law principles. Other than petitions for injunctive or equitable relief, which may be brought in any court of competent jurisdiction, any claim or cause of action in connection with this Agreement will only be brought into a court of competent jurisdiction within New York, New York. The parties hereby irrevocably consent to the exclusive venue in and personal jurisdiction before such courts (but without prejudicing either Party’s rights to remove a case to federal court if permissible). This section will be interpreted as broadly as applicable law permits.