Terms of Service

Welcome to Nexus OS. These Terms of Service (“Terms”) govern your access to and use of the Nexus OS software, website (aiagents.nexus), documentation, APIs, and related services (collectively, the “Service”). By accessing or using the Service, you agree to be bound by these Terms.

Please read these Terms carefully before using the Service. If you do not agree to these Terms, you may not access or use the Service.

1. Definitions

“Account” means a user account created to access certain features of the Service.

“Agents” means AI agents, software programs, or automated processes that you create, deploy, or manage using the Service.

“Content” means any data, text, code, software, images, or other materials that you submit, upload, or transmit through the Service.

“Nexus OS,” “we,” “us,” or “our” refers to Nexus OS and its affiliates.

“Service” means the Nexus OS software, website, APIs, documentation, dashboard, marketplace, and all related services.

“Skills” means WASM-based modules available through the Nexus OS Marketplace.

“You” or “your” refers to the individual or entity accessing or using the Service.

2. Acceptance of Terms

By accessing or using the Service, you represent that:

a) You are at least 18 years of age or the age of legal majority in your jurisdiction.

b) You have the legal capacity and authority to enter into these Terms.

c) If you are using the Service on behalf of an organization, you have the authority to bind that organization to these Terms.

d) Your use of the Service complies with all applicable laws and regulations.

3. Account Registration

3.1 Account Creation

To access certain features of the Service, you may be required to create an Account. When creating an Account, you agree to:

a) Provide accurate, current, and complete information.

b) Maintain and promptly update your Account information.

c) Keep your login credentials secure and confidential.

d) Accept responsibility for all activities that occur under your Account.

e) Notify us immediately of any unauthorized use of your Account.

3.2 Account Security

You are solely responsible for maintaining the confidentiality of your Account credentials. We are not liable for any loss or damage arising from your failure to protect your Account.

3.3 Account Termination

We reserve the right to suspend or terminate your Account at any time, with or without cause, and with or without notice. You may terminate your Account at any time by contacting us at support@aiagents.nexus.

4. Use of the Service

4.1 License Grant

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your internal business or personal purposes.

4.2 Open Source Components

The Nexus OS CLI and certain components are released under the Apache 2.0 license. Your use of open source components is governed by the applicable open source license terms.

4.3 Acceptable Use

You agree not to:

a) Use the Service for any illegal, harmful, or fraudulent purpose.

b) Violate any applicable laws, regulations, or third-party rights.

c) Interfere with or disrupt the Service or its infrastructure.

d) Attempt to gain unauthorized access to the Service or related systems.

e) Reverse engineer, decompile, or disassemble any part of the Service, except as permitted by applicable law.

f) Use the Service to transmit malware, viruses, or other harmful code.

g) Use the Service to send spam, phishing, or other unsolicited communications.

h) Impersonate any person or entity or misrepresent your affiliation.

i) Collect or harvest user information without consent.

j) Use the Service in a manner that could damage, disable, or impair the Service.

k) Use the Service to develop a competing product or service.

l) Sublicense, resell, or redistribute the Service without our prior written consent.

4.4 Agent Conduct

You are solely responsible for the behavior and actions of any Agents you create, deploy, or manage using the Service. You agree to:

a) Ensure your Agents comply with all applicable laws and regulations.

b) Implement appropriate safeguards to prevent harmful or unintended Agent behavior.

c) Monitor your Agents and promptly address any issues.

d) Accept full responsibility for any damages or liabilities arising from your Agents' actions.

4.5 Resource Limits

We may impose limits on your use of the Service, including but not limited to:

a) Number of Agents you may create or run.

b) API request rates and quotas.

c) Storage and bandwidth allocations.

d) Compute resources and execution time.

We reserve the right to enforce these limits and to modify them at any time.

5. Fees and Payment

5.1 Pricing

The Service offers both free and paid tiers. Current pricing is available at aiagents.nexus/pricing. We reserve the right to change our pricing at any time with reasonable notice.

5.2 Payment Terms

For paid tiers:

a) Fees are billed in advance on a monthly or annual basis.

b) All fees are non-refundable except as required by law.

c) You authorize us to charge your designated payment method.

d) Failure to pay may result in suspension or termination of your Account.

5.3 Taxes

You are responsible for all applicable taxes, duties, and levies arising from your use of the Service, excluding taxes based on our net income.

5.4 Marketplace Transactions

For Skills purchased or sold through the Nexus OS Marketplace:

a) Skill pricing is set by the Skill publisher.

b) We charge a 25% platform fee on all Marketplace transactions.

c) Payments to Skill publishers are processed via Stripe Connect.

d) All sales are final unless otherwise required by law.

6. Intellectual Property

6.1 Our Intellectual Property

The Service and its original content, features, and functionality are owned by Nexus OS and are protected by copyright, trademark, patent, trade secret, and other intellectual property laws. Our trademarks and trade dress may not be used without our prior written consent.

6.2 Your Intellectual Property

You retain all rights to your Content and Agents. By using the Service, you grant us a limited, non-exclusive, worldwide, royalty-free license to use, store, process, and transmit your Content solely to provide the Service to you.

6.3 Feedback

If you provide us with feedback, suggestions, or ideas regarding the Service, you grant us a perpetual, irrevocable, worldwide, royalty-free license to use and incorporate such feedback without any obligation to you.

6.4 DMCA and Copyright

We respect intellectual property rights. If you believe that your copyrighted work has been copied in a way that constitutes infringement, please contact us at legal@aiagents.nexus with:

a) A description of the copyrighted work.

b) The location of the allegedly infringing material.

c) Your contact information.

d) A statement of good faith belief.

e) A statement of accuracy under penalty of perjury.

f) Your physical or electronic signature.

7. Third-Party Services

7.1 Third-Party Integrations

The Service may integrate with third-party services, including but not limited to:

a) AXIS Trust (axistrust.io) for agent verification.

b) Cloudflare for edge deployment.

c) Stripe for payment processing.

d) LLM providers (Anthropic, OpenAI, etc.) for AI capabilities.

Your use of third-party services is governed by their respective terms of service and privacy policies.

7.2 Third-Party Links

The Service may contain links to third-party websites. We are not responsible for the content or practices of these websites.

7.3 Marketplace Skills

Skills available through the Marketplace are provided by third-party developers. We do not endorse, warrant, or guarantee any Skill. You use third-party Skills at your own risk.

8. Privacy

Your privacy is important to us. Our collection and use of personal information is governed by our Privacy Policy, which is incorporated into these Terms by reference.

9. Data and Security

9.1 Your Data

You retain ownership of all data you submit to the Service (“Your Data”). We will not access, use, or disclose Your Data except as necessary to provide the Service, comply with the law, or with your consent.

9.2 Data Security

We implement reasonable security measures to protect Your Data. However, no method of transmission or storage is 100% secure, and we cannot guarantee absolute security.

9.3 Data Backup

You are responsible for maintaining backups of Your Data. We are not liable for any loss or corruption of Your Data.

9.4 Data Retention

Upon termination of your Account, we may delete Your Data after a reasonable retention period. You should export any data you wish to retain before terminating your Account.

10. Disclaimer of Warranties

THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY. WE DISCLAIM ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO:

a) MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.

b) NON-INFRINGEMENT.

c) ACCURACY, RELIABILITY, OR COMPLETENESS OF CONTENT.

d) UNINTERRUPTED OR ERROR-FREE OPERATION.

e) FREEDOM FROM VIRUSES OR OTHER HARMFUL COMPONENTS.

YOU USE THE SERVICE AT YOUR OWN RISK. WE DO NOT WARRANT THAT THE SERVICE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS.

11. Limitation of Liability

11.1 Exclusion of Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEXUS OS AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AFFILIATES SHALL NOT BE LIABLE FOR ANY:

a) INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES.

b) LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITIES.

c) DAMAGES RESULTING FROM YOUR USE OR INABILITY TO USE THE SERVICE.

d) DAMAGES RESULTING FROM AGENT BEHAVIOR OR ACTIONS.

e) DAMAGES RESULTING FROM THIRD-PARTY SKILLS OR SERVICES.

11.2 Cap on Liability

OUR TOTAL LIABILITY FOR ANY CLAIMS ARISING FROM OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF:

a) THE AMOUNT YOU PAID US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR

b) ONE HUNDRED DOLLARS ($100).

11.3 Basis of the Bargain

THE LIMITATIONS IN THIS SECTION REFLECT A REASONABLE ALLOCATION OF RISK AND ARE A FUNDAMENTAL BASIS OF THE AGREEMENT BETWEEN US. THE SERVICE WOULD NOT BE PROVIDED WITHOUT THESE LIMITATIONS.

12. Indemnification

You agree to indemnify, defend, and hold harmless Nexus OS and its officers, directors, employees, agents, and affiliates from and against any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising from:

a) Your use of the Service.

b) Your violation of these Terms.

c) Your violation of any third-party rights.

d) Your Content or Agents.

e) Your negligence or willful misconduct.

13. Modifications to the Service and Terms

13.1 Service Modifications

We reserve the right to modify, suspend, or discontinue the Service (or any part thereof) at any time, with or without notice. We are not liable for any modification, suspension, or discontinuation of the Service.

13.2 Terms Modifications

We may modify these Terms at any time. We will provide notice of material changes by posting the updated Terms on our website or by other reasonable means. Your continued use of the Service after the effective date of any modifications constitutes your acceptance of the modified Terms.

14. Termination

14.1 Termination by You

You may terminate your use of the Service at any time by discontinuing use and closing your Account.

14.2 Termination by Us

We may terminate or suspend your access to the Service immediately, without prior notice or liability, for any reason, including:

a) Breach of these Terms.

b) Fraudulent, abusive, or illegal activity.

c) Non-payment of fees.

d) Extended periods of inactivity.

e) At our sole discretion.

14.3 Effect of Termination

Upon termination:

a) Your license to use the Service terminates immediately.

b) You must cease all use of the Service.

c) We may delete your Account and associated data.

d) Sections of these Terms that by their nature should survive termination will survive.

15. Dispute Resolution

15.1 Governing Law

These Terms are governed by the laws of the State of Delaware, United States, without regard to its conflict of law provisions.

15.2 Arbitration

Any dispute arising from or relating to these Terms or the Service shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration shall be conducted in English and held in Wilmington, Delaware, or remotely at our discretion.

15.3 Class Action Waiver

YOU AGREE THAT ANY DISPUTES WILL BE RESOLVED ON AN INDIVIDUAL BASIS AND NOT AS PART OF ANY CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.

15.4 Exceptions

Notwithstanding the above, either party may seek injunctive relief in any court of competent jurisdiction for claims involving intellectual property rights or confidential information.

15.5 Time Limitation

Any claim or cause of action arising from or related to the Service must be filed within one (1) year after the claim arose, or it is permanently barred.

16. General Provisions

16.1 Entire Agreement

These Terms, together with the Privacy Policy and any other agreements referenced herein, constitute the entire agreement between you and Nexus OS regarding the Service.

16.2 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will remain in full force and effect.

16.3 Waiver

Our failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.

16.4 Assignment

You may not assign or transfer these Terms without our prior written consent. We may assign these Terms without restriction.

16.5 Force Majeure

We are not liable for any failure or delay in performing our obligations due to circumstances beyond our reasonable control, including natural disasters, war, terrorism, labor disputes, or internet failures.

16.6 Notices

We may provide notices to you via email, posting on the Service, or other reasonable means. You may contact us at:

Nexus OS

Email: legal@aiagents.nexus

Support: support@aiagents.nexus

16.7 Export Compliance

You agree to comply with all applicable export control laws and regulations. You may not export or re-export the Service to any prohibited country or person.

16.8 U.S. Government Rights

If you are a U.S. government entity, the Service is provided as “commercial computer software” and “commercial computer software documentation” as defined in applicable regulations.

16.9 No Third-Party Beneficiaries

These Terms do not create any third-party beneficiary rights.

17. Contact Information

If you have any questions about these Terms, please contact us at:

Nexus OS

Email: legal@aiagents.nexus

Website: www.aiagents.nexus