Version 1.1 (June 2026). These terms have not been reviewed by legal counsel. CharGen has chosen to operate with them as-is and will seek review as the API programme grows. Section 19 records the decisions taken when the terms were finalised.
These terms form an agreement between the company that operates CharGen (a company based in England, United Kingdom, referred to as "CharGen", "we", "us", or "our") and the person or organisation that signs up for the CharGen API (referred to as the "Partner", "you", or "your"). By creating an API account, generating an API key, or calling the API, you accept these terms; if you act for an organisation, you accept them on its behalf.
The Service is open to developers of all kinds: companies, sole traders, and individuals. If you use the Service as an individual rather than in the course of business, any consumer rights you hold under law that cannot be excluded are unaffected by these terms.
1. Definitions#
- API - the CharGen Partner API, including its endpoints, generators, and responses.
- Service - the API together with any related dashboards, documentation, and tooling we make available to Partners.
- Generation - a single call to a generator that produces content (for example a character, NPC, location, item, image, or other output).
- Output - the content returned by a Generation.
- Partner Product - your own product or service in which you embed CharGen Generations.
- End User - a person or business that uses the Partner Product. End Users are your customers, not ours.
- API Key - a secret credential, scoped to your organisation, that authorises calls to the API.
- Wallet - the prepaid balance, held in US dollars, that funds your usage.
- Price Version - a dated, versioned schedule of per-Generation prices that applies to your organisation.
- Documentation - the technical and operational guidance we publish for the API, as updated from time to time.
2. Licence and permitted use#
We grant you a non-exclusive, non-transferable, revocable licence to call the API and to use the Output inside the Partner Product, for the term of this agreement and subject to these terms.
You may:
- call the API from your own systems to create Generations;
- embed the Output in the Partner Product and make that Output available to your End Users as part of the Partner Product;
- set your own prices, billing, and terms with your End Users.
The Partner Product must add material functionality of its own. The API is a component inside your product, not the product itself.
3. Prohibited use#
You may not:
- resell, sublicense, proxy, relay, or otherwise re-expose the raw API, the API Keys, or raw API responses to your End Users or any third party as an API or developer product;
- offer the API, or a thin wrapper over it, as your own API;
- let any third party call the API on your behalf, except as an ordinary technical subprocessor that supports the Partner Product;
- scrape, harvest, or systematically extract Outputs to build a competing dataset, model, or service;
- benchmark, probe, or reverse engineer the Service for the benefit of a competing product;
- send prompts, or use the API to generate content, that is unlawful, infringing, deceptive, abusive, or that violates our published acceptable use rules;
- use the API in a way that threatens the security, integrity, or availability of the Service, including circumventing rate limits or other controls.
End Users may receive the Output as part of the Partner Product. They may not be given access to the API itself.
You confirm that neither you nor any owner or controller of your organisation is subject to sanctions administered by the United Kingdom, the European Union, or the United States, and that you will not access or use the Service from, or for the benefit of any person in, a territory subject to a comprehensive embargo.
4. Accounts and API keys#
Each API Key identifies one Partner organisation. API Keys are secrets. You must keep them confidential, store them securely, and not embed them in client-side code, public repositories, or anywhere an End User or third party could read them.
You are responsible for all activity under your API Keys, whether or not you authorised it, until you notify us that a key is compromised and we have had a reasonable opportunity to revoke it. Notify us promptly if you suspect a key has leaked, and we will help you rotate it.
We may issue, rotate, or revoke API Keys, and we may suspend a key or your organisation, as described in Section 12.
Rate limits apply to protect the Service. The current limit is 120 requests per minute per API Key. We may change rate limits, and we will use reasonable efforts to give notice of material reductions. Idempotency keys you supply are replayable for 24 hours, so a retried call within that window returns the original result rather than creating a duplicate Generation.
5. Fees and payment#
Usage is metered per Generation. Each Generation draws an amount from your Wallet based on the type of Generation and your Price Version at the time of the call. Our records of metered usage are the authoritative record of what was used and charged.
The Wallet is prepaid and held in US dollars. You fund it in advance through Stripe Checkout top-ups, and each Generation debits the balance. We have no obligation to serve requests once the balance is exhausted.
Wallet funds are credited when your payment clears. Amounts already drawn for completed Generations are non-refundable, except:
- if a Generation fails on our side, we automatically credit the amount drawn for that Generation back to your Wallet; and
- where a refund is required by applicable law.
Fees are exclusive of taxes. You are responsible for any sales, use, value added, goods and services, withholding, or similar taxes on your purchases, except for taxes on our net income. Where we are required to collect tax, we calculate and collect it through Stripe Tax and add it to the amount you pay.
6. Pricing and price versions#
Prices are expressed through dated Price Versions. We assign your organisation to a Price Version when you onboard, and that version applies to you until you move to a newer one.
We may revise pricing by publishing a new Price Version. Existing Partners stay on their current Price Version (they are grandfathered) until they opt in to a newer version, or until we move them to one on at least 30 days' notice by email. We will give the same notice before any other change to your effective pricing takes effect.
7. Availability and support#
We provide the Service on a commercially reasonable efforts basis. At this tier we do not commit to an uptime level or service level agreement, and the Service may be unavailable for maintenance, updates, or reasons outside our control.
We provide support on a reasonable efforts basis through the channels we publish. We may change, add, deprecate, or remove generators and API behaviour over time, and we will use reasonable efforts to give advance notice of breaking changes where practical.
8. AI output disclaimer#
Outputs are generated by automated models. They are machine-generated, are not reviewed by us for accuracy, quality, or fitness, and may be wrong, inconsistent, or unsuitable. You are responsible for how Outputs are used in the Partner Product and for any review, filtering, or human oversight your use case needs.
To the fullest extent permitted by law, we make no warranty that any Output is original, non-infringing, or free of third-party rights, and we grant no intellectual property warranty or indemnity in respect of Outputs. You are responsible for ensuring that your use of Outputs, and your End Users' use of the Partner Product, complies with applicable law and with the policies of any platform on which the Partner Product is distributed. You and we each remain responsible for compliance with the AI and content policies that apply to our respective platforms.
9. Data protection#
Each party is an independent controller of the personal data it processes under this agreement. We are a controller for the account and billing data we hold about your organisation. You are a controller for your End Users' data, including the prompts your End Users supply.
You warrant that you have all rights, consents, and a lawful basis needed to submit prompts and other inputs to the API, including any content that originates from your End Users, and that doing so does not breach any law or third-party right.
We do not offer a separate data processing agreement (DPA) at this stage. We do not act as your processor; each party processes personal data as an independent controller, as set out above. Do not submit personal data to the API beyond what your prompts reasonably require. We will revisit this position if a Partner's use case requires a DPA.
10. Intellectual property#
We own the Service, the API, and all related software, models, documentation, and intellectual property. Nothing in this agreement transfers that ownership to you.
You own the Partner Product, excluding the CharGen components embedded in it. As between you and us, and subject to the licence and disclaimers in these terms, the rights to use the Outputs are granted to you under Section 2 so that you can operate the Partner Product. To the extent we hold any rights in an Output, we grant them to you for that purpose. The legal status of rights in AI-generated content is unsettled and varies by jurisdiction, and we make no warranty about the existence or scope of rights in any Output (see Section 8).
Publicity is opt-in. Neither party will use the other's name or logo, or publicly identify the other as a partner or customer, without the other's prior written consent.
11. Confidentiality#
Each party may receive confidential information from the other, including non-public technical, commercial, and pricing information. The receiving party will use the other party's confidential information only to perform this agreement, will protect it with reasonable care, and will not disclose it except to people who need it and are bound by similar obligations. This does not apply to information that is or becomes public through no fault of the receiving party, was already known to it, or is independently developed.
12. Suspension and termination#
We may suspend or terminate API access, an API Key, or your organisation if you:
- breach these terms;
- fail to keep a funded Wallet where a balance is required;
- use the API abusively or in a way that threatens the security, integrity, or availability of the Service; or
- are required to be suspended by law.
Where practical and not urgent, we will give you notice and a chance to fix a breach before terminating.
Either party may terminate this agreement on reasonable written notice. On termination, your licence ends and you must stop calling the API.
Any unused Wallet balance is refunded on request if we terminate this agreement without cause or discontinue the Service. The balance is forfeited only if we terminate for your material breach or fraud. Refunds are made net of payment-processing costs and of any amounts you owe us.
13. Warranties disclaimer#
To the fullest extent permitted by law, the Service and the Outputs are provided "as is" and "as available", and we disclaim all warranties, whether express, implied, or statutory, including any implied warranties of merchantability, satisfactory quality, fitness for a particular purpose, and non-infringement. Nothing in these terms excludes or limits any liability that cannot be excluded or limited under applicable law.
14. Limitation of liability#
Neither party is liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, revenue, data, or goodwill, arising out of or in connection with this agreement.
Subject to the previous paragraph, each party's total aggregate liability arising out of or in connection with this agreement is capped at the total fees you paid to us in the twelve months before the event giving rise to the claim. This cap does not apply to your payment obligations, to either party's indemnity obligations, or to liability that cannot be limited under applicable law.
Nothing in these terms excludes or limits liability that cannot lawfully be excluded or limited, including liability for death or personal injury caused by negligence, or for fraud or fraudulent misrepresentation.
15. Indemnity#
You will defend, indemnify, and hold us harmless against third-party claims, losses, damages, and reasonable costs arising out of the Partner Product, the prompts and other inputs you or your End Users submit, your use of the Outputs, and your breach of these terms or of applicable law. We give no reciprocal indemnity at this tier; the position on Outputs is set out in Section 8.
16. Changes to these terms#
We may update these terms from time to time. For material changes, we will give reasonable advance notice through the channels we publish or to the contact on your account. Continuing to use the API after a change takes effect means you accept the updated terms. If you do not accept a material change, your remedy is to stop using the API and terminate under Section 12.
17. Governing law and jurisdiction#
This agreement is governed by the laws of England and Wales. The courts of England and Wales have exclusive jurisdiction over any dispute arising out of or in connection with it, including for Partners based outside the UK. There is no arbitration clause.
18. Notices#
Notices are given by email. We will send notices to your organisation's registered contact email address, and may also post them through the API dashboard. You will send notices to contact@char-gen.com. A notice sent by email is deemed received on the next business day after it is sent.
19. Decisions log#
The draft of these terms flagged a set of items for legal counsel. The business owner resolved them in June 2026, without legal review, and accepted that risk. The decisions are recorded here so that future counsel can review them quickly.
- Liability cap (Section 14). Capped at fees paid in the 12 months before the claim. Indirect and consequential damages excluded for both parties. Liability that cannot lawfully be excluded (death or personal injury caused by negligence, fraud) is never excluded.
- Unused Wallet balance on termination (Section 12). Refunded on request if CharGen terminates without cause or discontinues the Service; forfeited only on termination for the Partner's material breach or fraud. Refunds are net of payment-processing costs.
- DPA (Section 9). Not offered at this stage. Each party is an independent controller; Partners must not submit personal data beyond what prompts reasonably require. Revisit if a Partner requires a DPA.
- Consumer law (introduction). Originally business-only; opened to all developers, including individuals, in v1.1 (June 2026, owner decision: the API is a self-serve developer product, like any API key programme). Where a user is a consumer, statutory rights that cannot be excluded are expressly preserved; the liability and refund positions above were kept consumer-reasonable (12-month fee cap, refund of unused prepaid balance except on breach).
- Sanctions and export controls (Section 3). The Partner confirms it is not subject to UK, EU, or US sanctions and will not use the Service from embargoed territories.
- Dispute venue (Section 17). Courts of England and Wales, matching the governing law. No arbitration clause.
- SLA (Section 7). None at this tier. Reasonable-efforts availability and support stand as written.
- Taxes (Section 5). Prices exclude taxes; tax is collected through Stripe Tax where applicable.
- Publicity (Section 10). Opt-in only. Neither party names the other publicly without written consent.
- Notices (Section 18). By email: CharGen at contact@char-gen.com, the Partner at its registered contact email. Deemed received the next business day.
- Price Version migration notice (Section 6). At least 30 days' email notice before moving a Partner off a grandfathered Price Version or otherwise changing effective pricing.
- IP in AI Outputs (Section 10). Rights in Outputs are granted to the Partner to the extent CharGen holds them; no warranty is given on the legal status of AI-generated content.
- Reciprocal indemnity (Section 15). Not offered at this tier; Section 8 governs the position on Outputs.