Terms of Service

By accessing or using any NCS — Neural Compute Systems ("NCS", "we", "us", or "our") website, platform, API, or service (collectively, the "Services"), you agree to be bound by these Terms of Service. If you do not agree to these terms, you must not use our Services. These Terms apply to all users, including visitors, registered users, customers, and API consumers. If you are using the Services on behalf of an organization, you represent that you have the authority to bind that organization to these Terms.

NCS provides secure AI infrastructure for deploying, managing, and operating artificial intelligence systems across cloud, on-premise, and hybrid environments. Our Services include but are not limited to: - The NCS platform and dashboard for AI infrastructure management. - IPS (Indoor Positioning Systems), SynAIptix, and Orbis AI product families. - APIs, SDKs, and developer tools for integration. - Documentation, support resources, and related websites. We reserve the right to modify, suspend, or discontinue any aspect of the Services at any time with reasonable notice.

Certain features of the Services require an account. When registering, you agree to: - Provide accurate, current, and complete information. - Maintain the security of your account credentials. - Notify us immediately of any unauthorized access to your account. - Accept responsibility for all activities that occur under your account. We reserve the right to suspend or terminate accounts that violate these Terms or engage in unauthorized or harmful activity.

You agree to use the Services only for lawful purposes and in compliance with all applicable laws and regulations. You must not: - Use the Services to process, store, or transmit data in violation of any applicable law or regulation. - Attempt to gain unauthorized access to any part of the Services, other accounts, or related systems. - Interfere with or disrupt the integrity or performance of the Services. - Reverse engineer, decompile, or disassemble any part of the Services except as permitted by law. - Use the Services to develop AI models or systems intended to cause harm, discrimination, or violation of human rights. - Resell or redistribute the Services without prior written authorization from NCS. - Upload malicious code, viruses, or any material intended to damage or compromise the Services.

**Your Data:** You retain full ownership of all data you upload, process, or generate through the Services ("Customer Data"). NCS does not claim any ownership rights over Customer Data. **Our Processing:** We process Customer Data solely to provide and improve the Services as described in our Privacy Policy and Data Processing Agreement (DPA). We do not use Customer Data to train AI models unless you provide explicit written consent. **Data Sovereignty:** You choose the geographic region for data storage and processing. NCS ensures your data remains in the selected jurisdiction.

**NCS Property:** All intellectual property rights in the Services — including software, designs, trademarks, documentation, and proprietary technology — belong to NCS or its licensors. These Terms do not grant you any rights to use NCS trademarks, logos, or branding without prior written consent. **Your License:** Subject to these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your internal business purposes. **Feedback:** If you provide feedback, suggestions, or ideas regarding the Services, you grant NCS a non-exclusive, royalty-free, perpetual license to use such feedback for any purpose.

Certain Services require payment. By subscribing to a paid plan, you agree to: - Pay all applicable fees as described in the pricing plan or order form. - Provide valid and up-to-date billing information. - Accept that fees are non-refundable unless otherwise stated in your agreement. NCS reserves the right to modify pricing with at least 30 days' advance notice. Continued use of the Services after a price change constitutes acceptance of the new pricing. If payment is overdue, we may suspend access to the Services after providing reasonable notice and an opportunity to cure the default.

NCS endeavors to maintain high availability of the Services. Specific uptime commitments, if applicable, are described in your Service Level Agreement (SLA). We may perform scheduled maintenance with advance notice. Emergency maintenance may occur without prior notice when necessary to protect the integrity, security, or availability of the Services. NCS is not liable for service interruptions caused by circumstances beyond our reasonable control, including force majeure events, third-party infrastructure failures, or customer-side network issues.

NCS warrants that the Services will perform materially as described in our documentation. To the maximum extent permitted by law: - THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. - WE DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. - WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE. Nothing in these Terms excludes or limits liability that cannot be excluded or limited under applicable law.

To the maximum extent permitted by applicable law: - NCS's total aggregate liability under these Terms shall not exceed the amount you paid for the Services in the 12 months preceding the claim. - NCS shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, business opportunity, or goodwill. These limitations apply regardless of the form of action, whether in contract, tort, strict liability, or otherwise.

You agree to indemnify, defend, and hold harmless NCS, its officers, directors, employees, and agents from any claims, damages, liabilities, costs, and expenses (including reasonable legal fees) arising from: - Your use of the Services in violation of these Terms. - Your violation of any applicable law or third-party rights. - Customer Data you process through the Services.

**By You:** You may terminate your account and stop using the Services at any time. Pre-paid fees for the current billing period are non-refundable unless otherwise stated in your agreement. **By NCS:** We may suspend or terminate your access to the Services if: - You breach these Terms and fail to cure the breach within 15 days of notice. - Your use of the Services poses a security risk to NCS or other users. - Required by law or regulatory order. **Effect of Termination:** Upon termination, your right to use the Services ceases immediately. We will make your Customer Data available for export for a period of 30 days following termination, after which it may be deleted.

These Terms are governed by and construed in accordance with the laws of Norway, without regard to conflict-of-law principles. Any dispute arising under these Terms shall first be attempted to be resolved through good-faith negotiation. If negotiation fails, disputes shall be submitted to the exclusive jurisdiction of the courts of Oslo, Norway. For EU consumers, this does not affect your right to bring proceedings in the courts of your country of residence as provided by applicable law.

We may update these Terms from time to time. We will provide at least 30 days' notice of material changes by email or through the Services. Continued use of the Services after the effective date of updated Terms constitutes your acceptance. If you do not agree to updated Terms, you must discontinue use of the Services before the changes take effect.

- **Entire Agreement:** These Terms, together with the Privacy Policy and DPA, constitute the entire agreement between you and NCS regarding the Services. - **Severability:** If any provision is found to be unenforceable, the remaining provisions shall continue in full force and effect. - **Waiver:** Failure by NCS to enforce any right or provision does not constitute a waiver of that right or provision. - **Assignment:** You may not assign these Terms without NCS's prior written consent. NCS may assign these Terms to an affiliate or successor in connection with a merger, acquisition, or sale of assets.

For any questions regarding these Terms of Service, please contact: **NCS Legal** Email: legal@ncsengine.com