Article 1 (Purpose)

These Terms govern the use of the TALK TAK and UTTA AI services (the "Service") provided by INNOIP (the "Company") and the rights and obligations between the Company and users.

Article 2 (Definitions)

• "Toktaki": an AI assistant that helps organize terms, make suggestions, and translate within conversations
• "Room": an online space where users negotiate, identified by a conversation ID
• "Agreement document": an electronic document summarizing terms confirmed by both parties in a room
• "Agreement ledger": a record of agreements sealed and preserved with an SHA-256 hash chain
• "Deal card": a posted card summarizing terms for selling, hiring, requests, etc.
• "Connection": an in-service contact list where conversation partners are mutually saved

Article 3 (Effect and Amendment)

1. These Terms take effect upon posting within the Service.
2. The Company may amend these Terms within the bounds of applicable law, with notice at least 7 days before the effective date (30 days for changes unfavorable to users).
3. Continued use after the effective date constitutes acceptance of the amended Terms.

Article 4 (The Service)

1. AI-based mediation: structuring conversations, organizing terms, proposing agreements, multilingual translation
2. Agreement records: generation of agreement documents, hash-chain ledger records, PDF issuance
3. Deal card board, connections management, push notifications, and other features
4. Parts of the Service may be free and parts (e.g., beyond usage limits) may be paid.

Article 5 (Accounts)

1. You may sign up with a Kakao or Google account; a TalkTak ID is issued automatically.
2. Accounts are personal. You are responsible for consequences of failing to safeguard your account, except where caused by the Company.
3. The Service is not available to persons under 14 years of age.

Article 6 (Prohibited Conduct)

• Transactions or conduct violating law or these Terms (narcotics, firearms, illegal pharmaceuticals, prostitution, gambling, stolen goods, and any other illegal dealings)
• Unlicensed direct dealing in fields requiring statutory qualification or license — such as real-estate brokerage, medical/pharmaceutical, or financial investment; these must follow the in-service operator/licensed-partner process (Track B)
• Impersonation, posting false information, or posting deal cards for fraudulent purposes
• Attempting to tamper with the agreement ledger or hash chain, or interfering with the normal operation of the Service
• Unauthorized collection or use of others' personal data; spam or bulk advertising

Upon violation, the Company may, with prior notice (or subsequent notice in urgent cases), delete postings, restrict use, or terminate accounts.

Article 7 (The Company's Position in Transactions)

1. The Company is not a party to negotiations or transactions between users and acts as an intermediary tool provider.
2. Responsibility for formation, performance, payment, defects, and refunds lies with the transacting parties.
3. The Company does not warrant the truthfulness of deal cards or conversation content posted by users.

Article 8 (Message Deletion and Record Retention)

1. You may delete messages you sent; deleted messages are shown as "Message deleted" on both screens.
2. Messages in rooms whose agreement has been sealed cannot be deleted, to protect ledger integrity.
3. Originals of deleted messages are retained for the period stated in the Privacy Policy for dispute response.

Article 9 (Intellectual Property)

1. Rights to the Service and its components (including TALK TAK™, UTTA AI™, the Toktaki character, and patented technology) belong to the Company.
2. Rights to content you create remain yours; you grant the Company a license to use it to the extent necessary to provide the Service.

Article 10 (Changes and Suspension)

1. The Company may change or discontinue all or part of the Service for operational or technical reasons, with prior notice for material changes.
2. The Service may be temporarily suspended due to force majeure such as natural disasters or system failures.

Article 11 (Limitation of Liability)

1. For free portions of the Service, the Company is not liable for damages absent willful misconduct or gross negligence.
2. The Company has no obligation to intervene in disputes between users or with third parties and is not liable for resulting damages, except in cases of the Company's willful misconduct or gross negligence.
3. The Company does not warrant the accuracy or completeness of AI output; verify content before important decisions.

Article 12 (Termination and Withdrawal)

1. You may withdraw at any time; personal data is handled per the Privacy Policy.
2. Sealed agreement ledger records are retained for the stated period after withdrawal to protect counterparties and respond to disputes.

Article 13 (Governing Law and Jurisdiction)

1. These Terms are governed by the laws of the Republic of Korea.
2. Disputes shall be brought before the competent court under the Civil Procedure Act of Korea.

Addendum

• Effective date: July 4, 2026