By accessing or using NexusDB ("the Service"), you agree to be bound by these Terms of Service ("Terms"). If you are using the Service on behalf of an organization, you represent that you have the authority to bind that organization to these Terms.
Please read these Terms carefully before using the Service. If you do not agree to all the terms and conditions, you must not access or use the Service.
NexusDB reserves the right to update or modify these Terms at any time. We will provide notice of material changes via email or through the Service. Continued use of the Service after changes constitutes acceptance of the new Terms.
2. License Grant
Subject to your compliance with these Terms, NexusDB grants you a non-exclusive, non-transferable, revocable license to access and use the Service for your internal business purposes or personal use during the subscription term.
This license includes the right to: install and use NexusDB software in accordance with your subscription plan, access the NexusDB cloud platform via supported APIs and interfaces, use the documentation and SDKs to develop applications that interact with NexusDB, and deploy NexusDB in your development, staging, and production environments as permitted by your plan.
All rights not expressly granted are reserved by NexusDB. This license does not include the right to sublicense, sell, or distribute the Service to third parties.
3. Usage Restrictions
You agree not to, and shall not permit any third party to:
a) Reverse engineer, decompile, disassemble, or attempt to derive the source code of the Service, except as expressly permitted by applicable law.
b) Modify, adapt, translate, or create derivative works based on the Service.
c) Rent, lease, loan, resell, sublicense, distribute, or otherwise transfer the Service to any third party.
d) Remove, alter, or obscure any proprietary notices or labels on the Service.
e) Use the Service for any unlawful purpose or in violation of any applicable laws or regulations.
f) Interfere with or disrupt the integrity or performance of the Service or third-party data contained therein.
g) Attempt to gain unauthorized access to the Service or its related systems or networks.
h) Use the Service to store or transmit malicious code, viruses, or other harmful material.
i) Exceed the usage limits specified in your subscription plan without prior authorization.
4. User Accounts
To access the Service, you must create an account. You are responsible for:
a) Providing accurate, current, and complete account information.
b) Maintaining the confidentiality of your login credentials.
c) All activities that occur under your account, whether authorized by you or not.
d) Promptly notifying NexusDB of any unauthorized use of your account.
You must be at least 18 years old to create an account. Organization accounts may have additional administrative controls, including the ability to manage user access and permissions. NexusDB reserves the right to suspend or terminate accounts that violate these Terms.
You may not create accounts by automated means or under false or fraudulent pretenses. Each account registration requires a unique email address.
5. Fees & Payments
Fees for the Service are as described on our pricing page or as specified in your order form. All fees are non-refundable except as expressly stated in these Terms or required by applicable law.
Payment terms: Fees are due in advance on a monthly or annual basis as selected during registration. Late payments may result in service suspension and accrual of interest at 1.5% per month or the maximum rate allowed by law.
Taxes: You are responsible for all taxes, duties, and government assessments associated with your use of the Service, except for taxes based on NexusDB's net income.
Price changes: NexusDB may change fees upon 30 days' notice. Price changes will not apply during the current subscription term for existing customers.
If your payment method fails, we will attempt to notify you and may retry the payment. After 5 failed attempts, your account may be downgraded or suspended.
6. Intellectual Property
NexusDB retains all right, title, and interest in and to the Service, including all intellectual property rights therein. This includes the NexusDB software, platform, documentation, trademarks, logos, and brand assets.
You retain all rights to the data, content, and applications you store, process, or run on the Service. NexusDB claims no ownership over your data.
Feedback: If you provide suggestions, enhancement requests, recommendations, or other feedback regarding the Service, NexusDB may use such feedback without restriction or obligation to you.
NexusDB's name, logo, and product names are trademarks of NexusDB Inc. You may not use these marks without our prior written permission.
7. Confidentiality
Both parties agree to maintain the confidentiality of Confidential Information disclosed during the term of this agreement. "Confidential Information" includes non-public business information, technical data, trade secrets, and any information clearly marked as confidential or that reasonably should be considered confidential under the circumstances.
Confidential Information does not include information that: is or becomes publicly available through no fault of the receiving party, was rightfully in the receiving party's possession prior to disclosure, is independently developed by the receiving party without use of the disclosing party's confidential information, or is rightfully obtained from a third party without restriction.
Each party shall use Confidential Information solely for the purpose of performing under these Terms and shall protect it using the same degree of care used to protect its own confidential information, but not less than reasonable care.
8. Warranty Disclaimer
THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEXUSDB DISCLAIMS ALL WARRANTIES, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
NEXUSDB DOES NOT WARRANT THAT: THE SERVICE WILL MEET YOUR SPECIFIC REQUIREMENTS, THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, THE RESULTS OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, OR ANY ERRORS IN THE SERVICE WILL BE CORRECTED.
YOU ACKNOWLEDGE THAT NEXUSDB DOES NOT CONTROL THE TRANSFER OF DATA OVER COMMUNICATIONS FACILITIES, INCLUDING THE INTERNET, AND THAT THE SERVICE MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF SUCH COMMUNICATIONS FACILITIES.
9. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEXUSDB AND ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS, AND LICENSORS SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE SERVICE.
NEXUSDB'S TOTAL LIABILITY FOR ANY CLAIMS ARISING UNDER THESE TERMS SHALL NOT EXCEED THE AMOUNT PAID BY YOU TO NEXUSDB DURING THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO THE LIABILITY.
THIS LIMITATION OF LIABILITY APPLIES WHETHER THE CLAIM IS BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, EVEN IF NEXUSDB HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
10. Indemnification
You agree to defend, indemnify, and hold harmless NexusDB, its affiliates, and their respective officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses, including reasonable legal fees, arising out of or in any way connected with:
a) Your use of the Service in violation of these Terms.
b) Your violation of any applicable law or regulation.
c) Your data or content that infringes any third-party intellectual property or other rights.
d) Any dispute between you and a third party arising from your use of the Service.
NexusDB reserves the right to assume the exclusive defense and control of any matter subject to indemnification by you, in which case you will cooperate with NexusDB in asserting any available defenses.
11. Termination
These Terms remain in effect until terminated by either party.
Termination by you: You may terminate your account at any time by following the account cancellation procedure in the Service. Your termination will be effective at the end of your current billing period.
Termination by NexusDB: NexusDB may suspend or terminate your access to the Service immediately without prior notice if: you breach these Terms, your use of the Service poses a security risk, your account is inactive for more than 12 months, or NexusDB is required to do so by law.
Effect of termination: Upon termination, your right to use the Service ceases immediately. NexusDB will delete your data after 30 days unless required by law to retain it. You may request a data export before termination.
12. Governing Law
These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions.
Any disputes arising under these Terms shall be resolved exclusively in the federal or state courts located in San Francisco County, California. Both parties consent to the personal jurisdiction of these courts.
The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.
If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. The failure of NexusDB to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision.
13. Changes to Terms
NexusDB may revise these Terms from time to time. We will notify you of material changes via:
a) Email to the primary email address associated with your account.
b) A notice on the NexusDB website or dashboard.
c) In-product notification for significant changes.
Your continued use of the Service after any changes to these Terms constitutes your acceptance of the revised Terms. If you do not agree to the changes, you must stop using the Service and terminate your account before the changes take effect.
We will provide at least 30 days' notice for material adverse changes. Non-material changes may take effect immediately.
14. Contact Information
If you have any questions about these Terms, please contact our Legal team:
Email: legal@nexusdb.io
Postal: NexusDB Inc., Attn: Legal Department, 200 Innovation Drive, San Francisco, CA 94105, United States
Phone: +1 (555) 123-4567
For legal service of process, please use the postal address above. We aim to respond to legal inquiries within 5 business days.
These Terms constitute the entire agreement between you and NexusDB regarding your use of the Service and supersede any prior agreements or understandings.
Questions About These Terms?
Our Legal team is available to answer any questions about our Terms of Service.