Terms of Service
About These Terms
These Terms of Service (“Terms”) apply to your use of the website nexstairai.com (the “Website”) and to any services we provide to you (the “Services”). NexstairAI is a brand of Nexstair Technologies LLC, a Wyoming limited liability company (“NexstairAI,” “we,” “us,” or “our”).By using the Website or the Services, or by signing or paying for an Order, you agree to these Terms. If you are acting for a company or other organization, you confirm that you have authority to accept these Terms on its behalf. If you do not agree, please do not use the Website or the Services.
Our Services
We design, build, and operate custom AI solutions for businesses. These may include AI-powered portals and dashboards, chatbots, AI assistants, workflow automations, integrations with business tools, and related website, SEO, and digital marketing services (together, “Solutions”).The scope, deliverables, timeline, price, and pricing model for each engagement are set out in a proposal, quote, statement of work, or invoice that we agree with you (an “Order”). If an Order conflicts with these Terms, the Order controls for that engagement.
Who May Use the Services
When we build or operate Solutions for our clients (such as AI portals, chatbots, assistants, or automations), we may handle personal information that belongs to our clients or their customers, such as messages, emails, and contact details from connected email, WhatsApp, social media, or business systems (“Client Data”).
- We process Client Data only to provide the services our client requested and according to their instructions.
- Access is limited to team members and service providers who need it to build, operate, or support the Solution.
- We do not sell Client Data, and we do not use it to train AI models.
- We keep Client Data while the Solution is active and delete it within a reasonable period after the services end, unless our client asks us to return it or the law requires us to keep it.
One-Time Fixed-Price Projects
Where an Order is for a one-time fixed price:
- Scope. The price covers only the scope described in the Order. Any new feature, change, or extra work is a “Change Request” and will be quoted separately before we start it.
- Payment. Payments are due as set out in the Order, which may include an upfront deposit and milestone payments. We may pause work until an overdue payment is received.
- Timeline. Timelines are estimates. If you are late providing content, access, feedback, or approvals, the timeline will move accordingly.
- Acceptance. When we deliver a milestone or the final Solution, you have 3 days to test it and tell us in writing about anything that does not match the agreed scope. If we do not hear from you within that time, or once you start using the Solution in live operation, it is treated as accepted.
Recurring Plans
Where an Order is for a recurring plan (for example, a monthly subscription for hosting, maintenance, support, AI operation, or ongoing services):
- What is included. The Order describes what the plan covers, including any usage limits (such as number of conversations, messages, users, or AI usage). Usage above those limits may be charged separately or limited, as described in the Order.
- Billing. Recurring fees are billed in advance for each billing period (monthly unless the Order says otherwise) and are due at the start of each period.
- Renewal. Plans renew automatically for the same period until cancelled, unless the Order sets a minimum term.
- Cancellation. You may cancel by giving us written notice at least 30 days before your next billing date. Cancellation takes effect at the end of the paid period. We do not give refunds or credits for partial periods.
- Price changes. We may change recurring prices by giving you at least 30 days’ written notice. The new price applies from your next billing period after the notice ends.
- Late payment. If a recurring payment is more than 7 days overdue, we may suspend the Solution after notifying you, and restore it once payment is received.
Hosting and Availability
Where we host or operate a Solution for you, we will use reasonable efforts to keep it available and working. However, we do not guarantee that it will be uninterrupted or error-free, unless the Order includes a specific service level. Solutions may be unavailable during maintenance, updates, or outages of third-party services we rely on. We take reasonable backup measures, but you should keep your own copies of important data.
Connected Accounts and Integrations
Many Solutions connect to your accounts on other platforms, such as email, WhatsApp Business, Instagram, Facebook, CRM, calendar, payment, or booking systems (“Connected Accounts”).
- You authorize us to access and use your Connected Accounts only as needed to build, operate, and support your Solution.
- You remain the owner of your Connected Accounts and are responsible for complying with those platforms’ terms and policies, including their messaging, automation, and data rules.
- Platforms can change their features, pricing, APIs, or policies, or restrict or suspend accounts, at any time. We are not responsible for those changes or their effect on your Solution. Where a platform change requires significant rework, we will quote that work separately.
- You can revoke our access at any time, but parts of your Solution may then stop working
Your Responsibilities
You agree to:
- Provide accurate information and timely access to the content, accounts, and approvals we reasonably need.
- Only share content and data with us that you have the right to share, and have any notices and consents required by law for us to use them to provide the Services.
- Not share highly sensitive information with us (for example, health or medical records, payment card or bank account numbers, government ID numbers, or information about children) unless we have first agreed in writing to handle it.
- Where a Solution communicates with your customers or other people, tell them they are interacting with an automated or AI system where the law requires it, and obtain any consents required for messaging or calls (including WhatsApp, SMS, and email).
- Make sure your own business, and your use of the Solution, complies with the laws and regulations that apply to your industry and location.
- Keep the login details for any Solution secure and let us know promptly of any unauthorized access.
Acceptable Use
You agree not to use the Website, the Services, or any Solution to:
- Break any law or regulation, or infringe anyone else’s rights, including privacy and intellectual property rights.
- Send spam or unsolicited messages in violation of applicable law or platform rules.
- Create or distribute content that is false, misleading, harmful, abusive, or discriminatory.
- Attempt to gain unauthorized access to, disrupt, copy, or reverse engineer our systems, or those of our providers.
- Make decisions with legal or similarly significant effects on individuals based solely on automated outputs, without appropriate human review.
AI Outputs and Automated Messages
Our Solutions use artificial intelligence. AI can produce content that is inaccurate, incomplete, or unexpected, and its behavior can change when AI providers update their models. You should review outputs before relying on them. AI outputs are not legal, financial, medical, or other professional advice.Where a Solution drafts or sends messages on your behalf, you decide whether messages are reviewed by a person before sending or sent automatically. Either way, messages are sent on your behalf and you are responsible for their content. We recommend human review for important or sensitive communications.
Third-Party Services and Costs
Solutions may rely on third-party products, such as AI model providers, automation tools, databases, hosting providers, and messaging platforms. Your use of them is also subject to their own terms. We are not responsible for third-party products, including their availability, pricing, or policy changes.Unless an Order says otherwise, third-party costs (for example, AI usage fees, messaging fees, software subscriptions, domain and hosting fees, and advertising spend) are not included in our fees and are your responsibility.
Fees, Taxes, and Refunds
All fees are set out in the applicable Order and are payable in the currency stated there. Fees are non-refundable once work has started or a billing period has begun, except where an Order states otherwise or the law requires a refund. You are responsible for any taxes, bank charges, or transfer fees that apply to your payments, other than taxes on our income.
No Guaranteed Results
We will perform the Services with reasonable skill and care. However, business results such as leads, sales, response rates, time saved, search rankings, or website traffic depend on many factors outside our control. We do not guarantee any specific result.
Intellectual Property
Your content. You keep all rights to the content, data, and materials you provide, and to the data your Solution stores for your business. You give us permission to use them only as needed to provide the Services.One-time projects. Once you have paid in full, you own the final deliverables we create specifically for you under a one-time Order, unless the Order says otherwise.Recurring plans. Where a Solution is provided under a recurring plan, you have the right to use it for your business while your plan is active and paid. Ownership of, or a copy of, the underlying code and workflows is transferred only if the Order says so, or if we agree a buyout in writing.Our tools. We keep all rights to our pre-existing and general-purpose tools, templates, code, workflows, methods, and know-how, including improvements we make to them. Where any of these are part of deliverables you own, we give you a non-exclusive, ongoing right to use them as part of those deliverables for your own business.Portfolio. We may mention that you are a client and describe the Solution in general terms in our marketing, without revealing your confidential information. You can ask us not to do this at any time.Website. The content and branding on the Website belong to us or our licensors and may not be copied without permission.
Confidentiality
Each party will keep the other’s non-public business information confidential, use it only for the purpose of working together, and protect it with reasonable care. This does not apply to information that is already public, was already known, is independently developed, or must be disclosed by law.
Non-Solicitation
During the Services and for 12 months after they end, you agree not to directly hire or engage any of our team members who worked on your Solution, without our written consent. This does not stop you from hiring someone who responds to a general job advertisement.
Ending the Services
Recurring plans can be cancelled as described in Section 5. A one-time project may be ended by either party with 15 days’ written notice, unless the Order says otherwise. Either party may end the Services immediately if the other seriously breaches these Terms and does not fix the breach within 15 days of written notice. We may also suspend or end the Services if you fail to pay.When the Services end:
- You will pay for all work performed and all periods started up to the end date.
- For one-time projects, we will hand over the deliverables you have paid for.
- For hosted Solutions, the Solution will be switched off at the end of the last paid period. If you ask within 30 days and your account is fully paid, we will provide an export of your business data in a reasonable format we have available.
- After that, we may delete your data and project materials, except where we must keep records by law.
Disclaimer
Except as expressly stated in these Terms or an Order, the Website, the Services, and all Solutions are provided “as is” and “as available,” and we disclaim all implied warranties, including warranties of merchantability, fitness for a particular purpose, and non-infringement, to the extent permitted by law.
Limitation of Liability
To the fullest extent permitted by law:
- Neither party will be liable for any indirect, incidental, special, or consequential damages, or for lost profits, revenue, data, goodwill, or business opportunities.
- Our total liability for all claims relating to the Website, the Services, or any Solution will not exceed the amount you paid us for the Services giving rise to the claim during the 12 months before the event giving rise to the claim.
Indemnity
You agree to defend and compensate us for claims, losses, and costs (including reasonable legal fees) arising from content or data you provide, messages sent through your Solution, your use of the Services or Solutions, your Connected Accounts, or your breach of these Terms or the law.
Governing Law and Disputes
These Terms are governed by the laws of the State of Wyoming, USA, without regard to its conflict-of-law rules. If a dispute arises, we both agree to first try to resolve it in good faith by contacting each other in writing and allowing 30 days to reach a solution. If it is not resolved, the dispute will be handled by the state or federal courts located in Wyoming, unless mandatory law in your country gives you the right to bring a claim elsewhere.
Changes to These Terms
We may update these Terms from time to time. We will post the updated version on the Website with a new “Last updated” date, and where a change is significant we will make reasonable efforts to notify active clients by email at least 30 days in advance. Changes do not affect signed Orders or the current billing period unless both parties agree.
General
- Entire agreement. These Terms and any Order are the entire agreement between us about the Services.
- Severability. If any part of these Terms is found unenforceable, the rest remains in effect.
- No waiver. Failing to enforce a right is not a waiver of that right.
- Assignment. You may not transfer these Terms without our written consent. We may transfer them as part of a merger, acquisition, or sale of assets.
- Events outside our control. Neither party is responsible for delays caused by events beyond its reasonable control, such as outages of third-party platforms, internet or power failures, natural disasters, or government action.
- Written notice. Notices under these Terms may be given by email to the contact addresses each party has provided.
- Independent parties. We are independent contractors; nothing in these Terms creates a partnership, employment, or agency relationship.
Contact Us
If you have any questions about this document, please contact us:
Nexstair Technologies LLC (NexstairAI)
312 W 2nd St, Unit #A9456, Casper, WY 82601, United States
Email: legal@nexstairai.com
Website: https://nexstairai.com