Terms of Service
Effective Date: February 11, 2026
Last Updated: February 11, 2026
Welcome to NexaroAI. Please read these Terms of Service (“Terms,” “Agreement”) carefully before using our services.
NexaroAI LLC (“Company,” “we,” “us,” “our”) is a Wyoming Limited Liability Company providing AI-powered automation services. By accessing or using our website (nexaroai.com) or services, you (“Customer,” “you,” “your”) agree to be bound by these Terms.
If you do not agree to these Terms, do not use our services.
1. Definitions
- “Services” means the AI automation services provided by NexaroAI, including but not limited to: workflow automation, AI voice agents, chatbots, data processing, system integrations, and related implementation and maintenance services.
- “Setup Fee” means the one-time implementation fee charged for initial project work including process audit, automation strategy, workflow development, integrations, testing, documentation, and onboarding.
- “Subscription Fee” means the recurring monthly or annual fee for ongoing services including AI credits, hosting, maintenance, monitoring, and support.
- “AI Credits” means the allocated usage allowance for AI model access (text generation, image generation, and other AI capabilities) included in your subscription plan.
- “Workflows” means the automated processes, integrations, and AI agents configured and deployed as part of the Services.
- “Customer Data” means any data, content, or information you provide, upload, or transmit through the Services.
2. Services Overview
2.1 What We Provide
NexaroAI provides AI automation services to help businesses streamline operations, including:
- Custom workflow automation design and implementation
- AI voice agents and chatbots
- System integrations (CRM, email, e-commerce, etc.)
- Intelligent data processing
- Ongoing maintenance and support
2.2 Service Tiers
Services are offered through various subscription tiers (Start, Business, Professional, Enterprise) with different features, workflow limits, and support levels as described on our pricing page.
2.3 Custom Implementation
Each project involves custom implementation work tailored to your specific business needs. The scope, deliverables, and timeline are discussed during the consultation and onboarding process.
3. Account Registration
3.1 Eligibility
You must be at least 18 years old and have the legal authority to enter into this Agreement on behalf of yourself or your organization.
3.2 Account Security
You are responsible for:
- Maintaining the confidentiality of your account credentials
- All activities that occur under your account
- Notifying us immediately of any unauthorized access
3.3 Accurate Information
You agree to provide accurate, current, and complete information during registration and to update such information as necessary.
4. Fees and Payment
4.1 Setup Fees
Setup fees are due upon project commencement as specified in your service agreement or invoice. Setup fees cover the initial implementation work described in Section 2.
4.2 Subscription Fees
- Monthly Plans: Billed monthly in advance on the same date each month.
- Annual Plans: Billed annually in advance with payment due at the start of each annual term.
4.3 Payment Methods
We accept payment via credit card, debit card, ACH transfer, or wire transfer as processed through our payment provider (Stripe). By providing payment information, you authorize us to charge the applicable fees.
4.4 Automatic Renewal
Subscriptions automatically renew at the end of each billing period unless you cancel before the renewal date. We will notify you of any price changes at least 30 days before they take effect.
4.5 Late Payment
If payment fails or is not received within 7 days of the due date, we may:
- Suspend access to the Services
- Disable active workflows
- Charge late fees of 1.5% per month on outstanding balances
4.6 Taxes
All fees are exclusive of taxes. You are responsible for any applicable sales tax, VAT, or other taxes, excluding taxes based on our net income.
4.7 Currency
All fees are quoted and payable in United States Dollars (USD).
5. AI Credits
5.1 Allocation
Each subscription tier includes a monthly allocation of AI credits for accessing AI models (text generation, image generation, etc.).
5.2 Usage
AI credits are:
- Consumed based on actual usage of AI features
- Valid only for the billing period in which they are issued
- Non-transferable between accounts
- Non-refundable
5.3 Rollover
Unused AI credits do not roll over to subsequent billing periods.
5.4 Overage
Usage beyond your allocated credits may incur additional charges at our then-current overage rates, or services may be limited until the next billing cycle.
5.5 Excluded Models
Certain high-cost AI models (such as video generation models) are excluded from standard credit allocations and may require separate arrangements.
6. Cancellation and Refunds
Our Refund & Cancellation Policy is incorporated by reference into these Terms and is available at: nexaroai.com/refund-policy
6.1 Summary of Key Terms
Setup Fees:
- Cancellation within 24 hours of payment AND before work begins: Full refund
- After work has commenced: Non-refundable
Monthly Subscriptions:
- Cancel anytime; effective at end of current billing period
- No partial refunds for unused portions of the billing period
Annual Subscriptions:
- Non-refundable; service continues until end of annual term
Satisfaction Guarantee:
- 14 days after project completion to report functionality issues
- We will work to resolve issues at no additional cost
- Excludes AI model behavior, scope changes, and third-party issues
7. Intellectual Property
7.1 Our Property
NexaroAI retains all rights, title, and interest in:
- The NexaroAI platform, software, and technology
- Our proprietary workflow templates and methodologies
- Any tools, libraries, or code we develop independently
- Our trademarks, logos, and brand materials
7.2 Your Property
You retain all rights to your Customer Data. We claim no ownership over your business data, content, or information.
7.3 Custom Workflows
For custom workflows developed specifically for you:
- You receive a non-exclusive license to use the workflows for your business operations
- We retain the right to use generalized concepts, techniques, and know-how for other clients
- Specific proprietary configurations unique to your business remain confidential
7.4 Feedback
Any feedback, suggestions, or ideas you provide about our Services may be used by us without obligation to you.
8. Customer Responsibilities
8.1 Acceptable Use
You agree NOT to use the Services to:
- Violate any applicable laws or regulations
- Infringe on intellectual property rights of others
- Transmit malware, viruses, or harmful code
- Send spam, phishing, or unsolicited communications
- Harass, abuse, or harm others
- Attempt to gain unauthorized access to our systems
- Reverse engineer or decompile our software
- Resell or redistribute our Services without authorization
- Process data in violation of privacy laws
- Generate illegal, harmful, or deceptive content using AI features
8.2 Your Systems
You are responsible for:
- Maintaining your connected systems and accounts (CRM, email, etc.)
- Providing accurate API credentials and access permissions
- Ensuring your systems meet our technical requirements
- Backing up your own data
8.3 Compliance
You are responsible for ensuring your use of the Services complies with all laws applicable to your business and industry.
9. Data and Privacy
9.1 Customer Data
- You retain ownership of all Customer Data
- We process Customer Data solely to provide the Services
- We will not sell, share, or use your data for advertising purposes
9.2 Data Security
We implement industry-standard security measures including:
- Encryption in transit (TLS) and at rest (AES-256)
- Access controls and authentication
- Regular security assessments
- Secure data centers
9.3 Data Processing
By using the Services, you acknowledge that Customer Data may be processed by third-party services integral to our platform (see Section 10).
9.4 Data Retention
Upon termination:
- We will retain your data for 30 days to allow for export
- After 30 days, data may be permanently deleted
- You may request earlier deletion in writing
9.5 Privacy Policy
Our collection and use of personal information is governed by our Privacy Policy at: nexaroai.com/privacy-policy
10. Third-Party Services
10.1 Service Providers
The Services integrate with and rely upon third-party services including but not limited to:
- AI Models: OpenAI, Anthropic (Claude), Google AI
- Voice Services: Vapi, telephony providers
- Infrastructure: Supabase, Cloudflare, cloud hosting providers
- Payments: Stripe
- Integrations: Various CRM, email, and business software APIs
10.2 Third-Party Terms
Your use of the Services may be subject to the terms and policies of these third-party providers. We are not responsible for third-party services.
10.3 Third-Party Availability
We do not guarantee the availability, performance, or continued existence of third-party services. Changes to third-party services may affect the functionality of your workflows.
11. AI Services Disclaimer
11.1 Nature of AI
Artificial intelligence systems, including those used in our Services:
- Generate outputs based on statistical patterns
- May produce inaccurate, incomplete, or inappropriate responses
- Can exhibit unexpected behaviors (“hallucinations”)
- Are not a substitute for professional judgment
11.2 No Guarantee of Accuracy
We do not guarantee the accuracy, reliability, or appropriateness of AI-generated content. You are responsible for reviewing and validating AI outputs before relying on them for business decisions.
11.3 Third-Party AI Models
AI capabilities are provided through third-party models (OpenAI, Anthropic, etc.) over which we have no direct control. We are not liable for:
- Errors or hallucinations in AI model outputs
- Changes to AI model behavior or capabilities
- AI model outages or rate limits imposed by providers
- Content policies enforced by AI providers
11.4 Human Oversight
You agree to maintain appropriate human oversight of AI-driven workflows, especially for customer-facing interactions, financial decisions, or sensitive operations.
12. Service Levels
12.1 Standard Service
For Start, Business, and Professional tiers, we target reasonable uptime and performance but do not provide formal SLA guarantees.
12.2 Enterprise SLA
Enterprise customers receive a Service Level Agreement with:
- 99.9% uptime guarantee
- Defined support response times
- Service credits for SLA breaches
- Terms as specified in the Enterprise agreement
12.3 Scheduled Maintenance
We may perform scheduled maintenance with reasonable advance notice. Maintenance windows are not counted against uptime calculations.
12.4 Force Majeure
We are not liable for service interruptions caused by circumstances beyond our reasonable control, including natural disasters, internet outages, third-party failures, or government actions.
13. Limitation of Liability
13.1 Disclaimer of Warranties
THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
13.2 Limitation of Damages
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEXAROAI SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO:
- Loss of profits, revenue, or business
- Loss of data or data breaches
- Business interruption
- Cost of substitute services
13.3 Liability Cap
OUR TOTAL AGGREGATE LIABILITY FOR ANY CLAIMS ARISING FROM OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO NEXAROAI IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM.
13.4 Essential Purpose
The limitations in this section apply even if any limited remedy fails of its essential purpose.
14. Indemnification
You agree to indemnify, defend, and hold harmless NexaroAI, its officers, directors, employees, and agents from any claims, damages, losses, or expenses (including reasonable attorneys’ fees) arising from:
- Your use of the Services
- Your violation of these Terms
- Your violation of any third-party rights
- Your Customer Data
- Your violation of applicable laws
15. Termination
15.1 Termination by You
You may terminate your subscription at any time by contacting us at [email protected]. Termination is effective at the end of your current billing period.
15.2 Termination by Us
We may suspend or terminate your access immediately if you:
- Violate these Terms
- Fail to pay fees when due
- Engage in fraudulent or illegal activity
- Pose a security risk to our platform or other customers
15.3 Effect of Termination
Upon termination:
- Your access to the Services will cease
- Active workflows will be disabled
- You remain liable for any outstanding fees
- Sections 7, 9.4, 13, 14, 16, and 17 survive termination
16. Dispute Resolution
16.1 Informal Resolution
Before initiating formal proceedings, you agree to contact us at [email protected] and attempt to resolve any dispute informally for at least 30 days.
16.2 Arbitration
Any dispute not resolved informally shall be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules.
Arbitration shall be conducted:
- In Sheridan, Wyoming, or remotely via videoconference
- By a single arbitrator
- In English
- With each party bearing its own costs (unless the arbitrator determines otherwise)
16.3 Class Action Waiver
YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION.
16.4 Exceptions
Either party may seek injunctive relief in court for intellectual property infringement or unauthorized access to the Services.
17. Governing Law
These Terms shall be governed by and construed in accordance with the laws of the State of Wyoming, United States, without regard to its conflict of law principles.
Any litigation not subject to arbitration shall be brought exclusively in the state or federal courts located in Wyoming, and you consent to the personal jurisdiction of such courts.
18. General Provisions
18.1 Entire Agreement
These Terms, together with our Privacy Policy and Refund Policy, constitute the entire agreement between you and NexaroAI regarding the Services.
18.2 Amendments
We may modify these Terms at any time by posting the revised version on our website. Material changes will be communicated via email at least 30 days before taking effect. Continued use of the Services after changes become effective constitutes acceptance.
18.3 Waiver
Our failure to enforce any provision of these Terms shall not constitute a waiver of that provision or any other provision.
18.4 Severability
If any provision of these Terms is found unenforceable, the remaining provisions shall continue in full force and effect.
18.5 Assignment
You may not assign or transfer these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.
18.6 No Agency
Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between you and NexaroAI.
18.7 Notices
Notices to NexaroAI must be sent to [email protected] or by mail to our registered address. We may send notices to the email address associated with your account.
19. Contact Information
NexaroAI LLC
30 N Gould St, STE R
Sheridan, WY 82801
United States
Email: [email protected]
Phone: +1 254 323 5272
Website: nexaroai.com
By using NexaroAI services, you acknowledge that you have read, understood, and agree to be bound by these Terms of Service.
