Terms & Conditions

Nexora provides technology services including but not limited to: AI automation, chatbot development, AI agent development, custom software development, web development, mobile application development, SEO/AEO/GEO services, website maintenance, business intelligence dashboards, and cloud infrastructure solutions.

Specific services, deliverables, timelines, and commercial terms for each engagement are defined in a separate Statement of Work (SOW) or Service Agreement signed by both parties. In the event of conflict, the SOW or Service Agreement prevails over these Terms.

By using our services, you represent that:

You are at least 18 years of age

You have the authority to enter into binding agreements on behalf of the entity you represent

You are not prohibited from receiving our services under applicable law

All information you provide to us is accurate and complete

Your IP: You retain ownership of all pre-existing intellectual property and data you provide to us.

Project Deliverables: Upon full payment of all applicable fees, you receive ownership of custom code, designs, and deliverables created specifically for your project, as specified in the SOW.

Our IP: Nexora retains ownership of our proprietary frameworks, tools, methodologies, libraries, and pre-existing software components. Where our proprietary components are included in deliverables, we grant you a perpetual, non-exclusive license to use them as incorporated in your project.

Third-Party Licenses: Open-source components used in your project are subject to their respective licenses (MIT, Apache 2.0, etc.), which will be disclosed in a license manifest at project completion.

Payment terms are specified in each SOW or Service Agreement. General terms:

- Retainer services are billed monthly in advance, due within 7 days of invoice

Project-based engagements typically follow milestone billing (30% on signing, 40% at mid-project milestone, 30% on completion)

Enterprise projects are subject to negotiated payment schedules

All prices are in Indian Rupees (INR) and exclusive of GST unless otherwise stated

GST at applicable rates will be added to all invoices

Late payments incur interest at 1.5% per month on the outstanding balance. Nexora reserves the right to suspend services for accounts more than 14 days overdue.

Monthly Retainers: Either party may terminate a retainer plan with 30 days written notice. Termination is effective at the end of the current billing period. No refunds are provided for partial months.

Project Engagements: Cancellation after work has commenced may result in forfeiture of deposits and billing for work completed to date.

Termination for Cause: Either party may terminate immediately if the other party materially breaches these Terms or the applicable SOW and fails to cure such breach within 14 days of written notice.

Upon termination, we will provide you with all completed deliverables and reasonable assistance in transitioning to another provider.

To the maximum extent permitted by applicable law:

- Nexora's total liability to you for any claim arising from or related to our services will not exceed the total fees paid by you in the 3 months preceding the claim

Nexora will not be liable for indirect, incidental, consequential, or punitive damages, including lost profits, data loss, or business interruption, even if advised of the possibility

These limitations apply regardless of the legal theory (contract, tort, negligence, strict liability, etc.)

Nothing in these Terms limits liability for fraud, personal injury caused by negligence, or any other liability that cannot be limited under applicable law.

Both parties agree to maintain the confidentiality of the other party's non-public business information disclosed during the course of the engagement. Confidential information may only be used for the purpose of delivering the contracted services. This obligation survives termination of the engagement for a period of 3 years.

Confidential information does not include information that: (a) becomes publicly available through no fault of the receiving party; (b) was already known to the receiving party; (c) is received from a third party without restriction; or (d) is independently developed without reference to the confidential information.

Nexora warrants that:

Services will be performed in a professional and workmanlike manner

Deliverables will materially conform to specifications agreed in the SOW

We have the rights to grant the licenses described in these Terms

EXCEPT AS EXPRESSLY STATED ABOVE, SERVICES ARE PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND. WE DISCLAIM ALL IMPLIED WARRANTIES INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

These Terms are governed by the laws of India. Any dispute arising from or relating to these Terms or our services will be subject to the exclusive jurisdiction of the courts of Gurugram, Haryana, India.

We encourage resolution of disputes through good-faith negotiation before formal legal proceedings. If negotiation fails, disputes may be submitted to arbitration under the Arbitration and Conciliation Act, 1996, with a sole arbitrator appointed by mutual agreement.

Entire Agreement: These Terms, together with any applicable SOW or Service Agreement, constitute the entire agreement between the parties.

Amendments: We may update these Terms periodically. Material changes will be communicated with reasonable notice. Continued use of our services constitutes acceptance.

Severability: If any provision is found unenforceable, the remaining provisions continue in full force.

Waiver: Failure to enforce any right is not a waiver of that right.

Force Majeure: Neither party is liable for delays caused by events beyond reasonable control (natural disasters, government actions, cyberattacks, etc.).