Next Moca Terms of Service

Last updated: July 31, 2026

These Terms of Service (“Terms”) are a binding agreement between Next Moca Global, Inc., a Delaware corporation (“Next Moca,” “we,” “us”), and the individual or entity accessing our website or services (“you”). By accessing nextmoca.com, requesting research access, or using the Needlepath API or any related service (together, the “Services”), you agree to these Terms. Certain Services (including API accounts and keys) may additionally require you to accept these Terms affirmatively, and that acceptance governs your use of those Services. The Services are intended for business use by adults; by using them you represent that you are of legal age and, where acting for an organization, authorized to bind it. If you use the Services on behalf of an organization, you represent that you have authority to bind that organization, and “you” refers to it.

1. The Services

Next Moca provides Needlepath, a context-selection service: given records and a request, it returns content drawn from those records — whole records or excerpts of them, possibly reformatted for delivery — selected against a token budget. Needlepath does not generate content of its own or add substantive text that you did not submit. Where the service determines it cannot improve on the full input, it may return the input unreduced with a recorded reason (“stand-down”). Next Moca also provides the Agent Control Plane, an enterprise platform for building, orchestrating, and governing AI agents, typically deployed in the customer’s own cloud environment under a separate written agreement (an “Order Form” or master agreement); where such an agreement exists, it governs that deployment and prevails over these Terms for it, and these Terms govern your use of our website, documentation, and evaluation materials. The Services also include our website, documentation, benchmark materials, and any dashboards, SDKs, or tools we make available.

Some Services are offered in an early-access or pilot form. Early-access features are provided as-is, may change or be withdrawn without notice, and may be subject to additional terms we provide with them.

2. Accounts and API Keys

You must provide accurate registration information and keep it current. You are responsible for all activity under your account and API keys. Keys are secrets: do not publish them, embed them in client-side code, or share them outside your organization. Notify us at legal@nextmoca.com promptly if you believe a key is compromised; we may rotate or revoke keys to protect the Services.

We may set limits on the Services — including request rates, token throughput, daily volumes, and key counts per tier — as published in our documentation. Published limits are operational targets, not guarantees, and may change with notice as described in Section 12 (which applies to material changes to published operational limits as well as to these Terms).

3. Acceptable Use

You will not, and will not permit others to: (a) use the Services in violation of applicable law; (b) attempt to probe, breach, or circumvent security or authentication measures, or exceed authorized access; (c) interfere with or disrupt the Services or other customers’ use of them; (d) resell or offer the Services to third parties as a standalone service without our written agreement; (e) use the Services to develop a competing context-selection service, or attempt to extract, distill, or reverse-engineer the selection models or policies underlying the Services; (f) submit content you do not have the right to submit; or (g) misrepresent output of the Services, including presenting our benchmark results in a misleading way.

You represent that you, your organization, and the persons using your keys are not located in, or ordinarily resident in, any country or region subject to comprehensive U.S. sanctions or embargoes, and are not on any U.S. government restricted-party list (including OFAC’s SDN List). You will not access the Services from such a country or region, will not export or re-export the Services in violation of U.S. export-control laws, and will not use the Services for any end use prohibited by them. We may screen for and suspend access we reasonably believe violates this paragraph.

We may suspend or throttle access immediately where reasonably necessary to protect the Services or other customers, and will notify you when we do.

4. Your Content

“Customer Content” means the records and queries you submit to the selection API. It does not include account or registration information, website form submissions, or usage metadata (including identifiers you supply with requests), which are handled as described in the Privacy Policy. You retain all rights in Customer Content. You grant us a limited license to process Customer Content solely to provide the Services to you and to maintain their security and integrity.

We do not use Customer Content to train models. The request-serving path is designed to be stateless: the records and queries you submit to the selection API are processed in memory to compute the response and are not written to persistent storage by design. Operational logs record usage metadata — request identifiers (including identifiers you supply), token counts, timing, and outcome codes — not the records or queries themselves. Because identifiers you supply are retained as metadata, do not place personal data, secrets, or record content in them. Details are in our Privacy Policy.

You are responsible for Customer Content, including having any consents and rights needed to submit it, and for your use of the output. The Services select from what you provide; they do not verify the accuracy of your records.

5. Fees, Credits, and Payment

Paid tiers of the API operate on prepaid credits unless we agree otherwise in writing. Prices are published in our documentation or agreed in an order form. Usage is metered per submitted input token as described in the documentation, which also explains how to recompute your own bill. Requests on which the Services stand down (returning your input unreduced with a recorded reason) currently incur no charge; if that ever changes, we will announce the change prospectively under Section 12 before it takes effect. Credits are non-transferable and, except where required by law or expressly stated, non-refundable. Promotional and trial credits may expire and may be subject to additional limits. If your balance is exhausted, we may decline requests until credit is added. We may correct metering or billing errors in either direction and will notify you of material corrections. Fees are exclusive of taxes; you are responsible for applicable taxes other than taxes on our income.

6. Intellectual Property

We and our licensors own the Services, including all software, models, selection policies, documentation, and benchmark harnesses, and all related intellectual property. These Terms grant you no rights in them except the limited right to use the Services as described here. Open-source components we publish are governed by their own licenses. If you give us feedback, we may use it without restriction or obligation.

7. Confidentiality

If we exchange non-public information that a reasonable person would understand to be confidential (including pricing offered to you, unpublished features, and security details), the receiving party will protect it with reasonable care, use it only in connection with the Services, and not disclose it to third parties except to those who need it and are bound by comparable obligations, or where disclosure is required by law (with prior notice to the discloser where lawful). Confidential information does not include information that is or becomes public through no fault of the recipient, was known to the recipient without restriction before disclosure, is received from a third party without breach of an obligation, or is independently developed. On written request, the recipient will return or destroy confidential information, except copies retained under standard backup or legal-hold practices, which remain protected.

8. Disclaimers

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR THAT SELECTION OUTPUT WILL BE SUITABLE FOR ANY PARTICULAR USE. NO SERVICE-LEVEL AGREEMENT APPLIES UNLESS WE HAVE AGREED TO ONE IN WRITING. PUBLISHED BENCHMARK RESULTS DESCRIBE SPECIFIC MEASURED CONFIGURATIONS AND ARE NOT A PROMISE OF EQUIVALENT RESULTS ON YOUR WORKLOAD.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW: (a) NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, REVENUE, OR DATA, EVEN IF ADVISED OF THE POSSIBILITY; AND (b) OUR TOTAL LIABILITY ARISING OUT OF OR RELATING TO THE SERVICES WILL NOT EXCEED THE GREATER OF THE AMOUNTS YOU PAID US FOR THE SERVICES IN THE TWELVE (12) MONTHS BEFORE THE EVENT GIVING RISE TO LIABILITY OR ONE HUNDRED U.S. DOLLARS (US $100). THESE LIMITS DO NOT APPLY TO YOUR PAYMENT OBLIGATIONS, EITHER PARTY’S BREACH OF SECTION 7, YOUR BREACH OF SECTION 3, OR LIABILITY THAT CANNOT BE LIMITED BY LAW.

10. Indemnification

You will defend and indemnify Next Moca against third-party claims arising from Customer Content, your use of the Services in violation of these Terms, or your violation of law, and will pay resulting damages, settlements, and reasonable costs, provided we notify you promptly and allow you to control the defense with our reasonable cooperation. You may not settle any claim in a way that imposes obligations on us, requires an admission by us, or does not fully release us, without our prior written consent.

11. Term, Suspension, and Termination

These Terms apply while you use the Services. You may stop using the Services at any time; either party may terminate on notice. We may suspend or terminate access for material breach, non-payment, legal risk, or extended inactivity, with notice where practicable. On termination, your right to use the Services ends and unused promotional credits lapse. If we terminate other than for your breach, we will refund your unused purchased (non-promotional) credit balance; otherwise purchased balances are handled as described in the documentation or your order form. Sections 4 (last paragraph), 5–10, and 12–14 survive termination.

12. Changes

We may update the Services and these Terms. For material changes to these Terms we will give notice (for example by posting on our website or emailing account holders) at least 14 days before they take effect, except where changes are required by law or address urgent security matters. Continued use after the effective date constitutes acceptance. The API is versioned as described in our documentation; published API versions are served until formally deprecated with notice.

13. Governing Law; Arbitration; Class Waiver

These Terms are governed by the laws of the State of Delaware, without regard to conflict-of-laws rules.

Arbitration. Any dispute arising out of or relating to these Terms or the Services that cannot be resolved informally will be finally settled by binding arbitration administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules — or, if you are an individual using the Services for personal rather than business purposes, its Consumer Arbitration Rules, including their fee schedules and venue protections — by a single arbitrator, in English. The Federal Arbitration Act governs this agreement to arbitrate. Business arbitrations are seated in Wilmington, Delaware; hearings may be conducted remotely by videoconference on either party’s request, and consumer arbitrations will be held at a location convenient to the consumer as the AAA rules provide. Judgment on the award may be entered in any court of competent jurisdiction. Either party may instead bring an individual claim in small-claims court, and either party may seek injunctive relief in court for infringement or misuse of intellectual property or confidential information.

Class waiver. Disputes will be resolved only on an individual basis; neither party may participate in a class, consolidated, or representative action. If this waiver is found unenforceable as to a particular claim, that claim (and only that claim) proceeds in court as described below.

Opt-out. You may opt out of this arbitration agreement by emailing legal@nextmoca.com within 30 days of first accepting these Terms, stating your name, organization (if any), and the email address associated with your account or request. An opt-out is effective when sent; we will acknowledge it. Changes we make to this arbitration provision apply prospectively only, and each material change re-opens a 30-day opt-out window for that change.

Courts. For anyone who opts out, and for disputes not subject to arbitration, the state and federal courts located in Delaware have exclusive jurisdiction, and both parties consent to their jurisdiction and venue and waive trial by jury to the extent permitted by law.

14. General

These Terms, together with the Privacy Policy and any order form, are the entire agreement regarding the Services and supersede prior discussions. If any provision is unenforceable, the rest remain in effect. Our failure to enforce a provision is not a waiver. You may not assign these Terms without our consent, except to a successor in a merger or sale of substantially all assets; we may assign them to an affiliate or successor. Neither party is liable for delay or failure caused by events beyond its reasonable control. Notices to us go to legal@nextmoca.com; notices to you go to your account email or are posted on our website.

Contact: Next Moca Global, Inc. · legal@nextmoca.com