Terms of Service

These Terms of Service (the “Terms”) are a binding agreement between you and Nexoply (“we”, “us”), the operator of Business AI Assistant (the “Service”) at nexoply.com. By creating an account, ticking the acceptance box during sign-up, or using the Service, you agree to these Terms and to our Privacy Policy.

To use the Service you must:

• be at least 18 years old and able to enter into a binding contract;
• use it for a business or organisation (the Service is a business tool; it is not offered to consumers for personal, family or household purposes); and
• if you act for a company or another person, have the authority to bind them. “You” then means both you and that business.

A business account can have several members with different roles. The person who owns the business account is responsible for every member they add, and every member must also follow these Terms. If you and we have signed a separate written agreement, that agreement prevails over these Terms where they conflict.

The Service lets a business turn its own information into an AI assistant for its website. In short, you enter your business profile, hours, service areas, services, FAQs, policies and optional text documents; we convert that content into a searchable knowledge base; you test and customise the assistant; and you add a single script tag to your website. Visitors then ask questions and the assistant answers using only your business’s knowledge base. The dashboard shows conversations, usage, and questions the assistant could not answer, so you can improve your content.

Answers are generated by a third-party AI model (see section 6). Paid plans may include private API keys for exporting your own conversations. We also operate a separate administration application at admin.nexoply.com that only our staff can access; we use it to configure the AI provider, monitor system health, review security logs and support customers.

• Provide accurate information and keep it up to date. We may ask you to verify your email address.
• Keep your password confidential. We store only a one-way hash of it and can never see it. You are responsible for everything that happens under your account, whether or not you authorised it, until you tell us about a problem.
• Tell us promptly at [email protected] if you believe your account or a key has been compromised. Resetting your password signs you out of all devices.
• Sessions stay active for up to 30 days after your last visit; sign out on shared devices. Do not share an account between people; add them as members instead.
• Private API keys (available on some paid plans) are secrets. We show a key once and store only a hash of it, so a lost key must be replaced, not recovered. You are responsible for every request made with your keys and must revoke any key you no longer control.
• Chatbot public keys are meant to be embedded in your website and are not secret, but the assistant only responds on the domains you allow and while the chatbot is enabled.

“Customer Content” means everything you and your members put into the Service: your business profile, hours, service areas, services, FAQs, policies, uploaded documents, assistant settings and branding, plus the conversations between your website visitors and your assistant (“Conversation Data”).

You keep ownership

You own your Customer Content. We claim no rights in it other than the licence below. You grant us a worldwide, non-exclusive, royalty-free licence to host, store, copy, back up, process, transmit and display Customer Content, including converting it into text passages and numerical representations (“embeddings”) and sending relevant passages to our AI provider, solely to provide, secure, support and improve the Service for you, and as required by law. This licence ends when you delete the content or your account, except for copies in encrypted backups, which expire within 14 days.

Your content stays yours alone

Your knowledge base is used only by your own assistant. It is never used to answer questions for another customer, and we do not use your Customer Content to train AI models. Every record in the Service is tied to your business and every search is restricted to it.

Your responsibilities

You are responsible for your Customer Content. You confirm that you have the rights needed to use it and to grant the licence above, that it is accurate and lawful, and that it does not infringe anyone’s rights. We may, but are not obliged to, review content and may remove content that we reasonably believe breaches these Terms.

We may produce aggregated, de-identified statistics (for example the total number of conversations handled by the Service) to operate and improve it. Such statistics never identify you, your business or your visitors.

You must not use the Service, or allow it to be used, to:

• break any law, or store, publish or transmit content that is illegal, defamatory, obscene or infringing;
• harass, threaten, abuse or discriminate against anyone, or promote violence or hatred;
• impersonate a person or organisation, or misrepresent who is behind your assistant;
• send spam or unsolicited communications, or run phishing or other fraudulent schemes;
• upload or distribute malware, or introduce anything that interferes with the Service or with other users;
• access or attempt to access another customer’s data, or probe, scan or scrape the Service, other tenants or their visitors;
• bypass or attempt to bypass tenant isolation, authentication, rate limits, plan limits, allowed-domain checks or any other security or usage control, including by creating multiple free accounts;
• reverse-engineer, decompile or copy the Service or its software, except where the law allows it;
• upload sensitive personal data about individuals, such as health or medical records, financial account details, government identification numbers, biometric data, or data about children, or encourage visitors to share such data in the chat;
• configure the assistant to give legal, medical, financial, tax, insurance or other professional advice, or to make decisions that have legal or similarly significant effects on people;
• use the assistant to deceive visitors, for example by presenting fabricated reviews, prices or credentials, or by hiding that they are talking to an automated assistant where the law requires disclosure;
• resell, sublicense or provide the Service to third parties as a stand-alone offering; or
• use the Service in any way that could harm us, our providers, other customers or the public.

The Service automatically screens messages for attempts to manipulate the assistant and may refuse them. We may investigate suspected violations and take the steps described in section 11.

Your assistant’s answers are produced by a large language model, based on the content you provide and the visitor’s question. We instruct the model to answer only from your business’s information and to say when it does not know, and we use additional checks to keep it within those limits. Even so, AI-generated answers can be wrong, incomplete, out of date or misleading, and we cannot guarantee their accuracy.

• Answers are generated automatically and are not reviewed by us. They are not our statements or advice.
• You are responsible for reviewing what your assistant says (using the test chat and the conversation history), for keeping your content accurate and current, and for what the assistant communicates to your visitors, as if you had said it yourself.
• Do not rely on the assistant for anything where an error could cause harm without human review, and do not present its answers as professional advice.
• Some jurisdictions require businesses to tell people when they are interacting with an automated system. You are responsible for complying with those rules on your website.

The “unanswered questions” view in your dashboard shows what the assistant could not answer, so you can add the missing information. Refusals caused by our safety checks are also visible there.

The chat widget is a script that we host and that you embed in your own website with the snippet shown in your dashboard. When you use it:

• Install it only on websites that you own or are authorised to manage, and list them as allowed domains.
• Do not modify the widget, wrap it in a way that changes what data it collects, or use it to inject other code into visitors’ browsers.
• Your website visitors are your end users, not ours. You are responsible for your relationship with them, for your own privacy notice, and for any notice or consent your law requires for the widget’s use of browser storage, for automated decision-making, or for the transfer of their messages to us and to our AI provider (see our Privacy Policy and Cookie Policy for what the widget does).
• The assistant does not ask visitors for their name, email address or other personal data. Do not configure it to ask for such data, and do not use it as a channel for sensitive information.
• We may update the widget code at any time, for example to fix bugs or improve security; your snippet always loads the current version.

Plans and prices

The Service is offered in a Free plan and paid plans (currently Starter, Business and Pro). Each plan has a monthly limit on conversations and other limits described on our pricing page and on the Billing page in your dashboard. We may change prices or plan contents; changes to a paid plan apply from your next billing period, and we will give you at least 30 days’ notice by email or in the dashboard before a price increase.

Payment

• Payments are processed by Stripe. When you subscribe you also accept Stripe’s terms. Your card details are entered on Stripe’s secure pages and we never see or store full card numbers.
• Fees are billed monthly in advance, in the currency shown at checkout, plus any applicable taxes. Subscriptions renew automatically every month until cancelled.
• If a payment fails, we will notify you and retry. If it still fails after a reasonable period, we may downgrade your business to the Free plan or suspend paid features until payment is made.

Changing or cancelling your plan

• You can upgrade, downgrade or cancel at any time on the Billing page.
• Upgrades take effect immediately; any proration is shown before you confirm.
• Downgrades and cancellations take effect at the end of the billing period you have already paid for. Your business then moves to the lower plan or to the Free plan, and its limits apply from then on.
• No refunds are given for partial months or unused conversations, except where the law requires a refund.

Deleting your business or account also ends any subscription for it. Fees already due remain payable.

The Free plan lets you try the Service on your website at no charge, within the limits shown on our pricing page (currently 100 conversations per month and one chatbot). All plans, including paid ones, have limits on conversations per month, messages per conversation and the number of knowledge items.

• A conversation counts when a visitor sends the first message of a new chat on your website. Conversations you start in the dashboard’s test chat do not count.
• When your monthly conversation limit is reached, the assistant stops starting new conversations on your website until usage resets at the start of the next month or you upgrade. Your content and history are not affected.
• We may change the features or limits of the Free plan. We may also close Free accounts that have not been used for a long time, after giving at least 30 days’ notice by email.

We are constantly improving the Service and may add, change or remove features at any time. We will try to tell you in advance about changes that materially reduce what your plan includes.

We work hard to keep the Service available, but we do not guarantee any level of uptime. The Service may be interrupted by maintenance (which we try to schedule outside business hours), by failures of our hosting, network or AI providers, or by events beyond our control. If the AI provider is unavailable, your visitors receive a short message saying the assistant cannot answer right now.

We take encrypted backups of the database nightly and keep them for 14 days, but you remain responsible for keeping your own copies of your content and, where your plan allows it, for exporting your conversations.

By you

You can stop using the Service at any time. Deleting a business removes all of its content, conversations, chatbots, keys and usage records immediately from the live database; deleting your account removes your personal details and every business you solely own. Encrypted backups expire within 14 days.

By us

We may suspend or terminate your access to all or part of the Service, or disable a specific chatbot so that it stops answering, if:

• you breach these Terms, including the acceptable-use rules;
• your assistant is being used abusively, is under attack, or is generating harmful content;
• your usage threatens the security, stability or reputation of the Service;
• you do not pay fees when due;
• we are required to do so by law or by a provider we depend on; or
• we discontinue the Service, in which case we will give you at least 30 days’ notice.

Where reasonable, we will notify you and give you a chance to fix the problem before we act; in urgent cases we may act first and notify you afterwards. On termination your right to use the Service ends, and we delete your data as described in our Privacy Policy. Sections that by their nature should survive (including sections 4, 12, 13 and 15 to 19) continue to apply.

The Service, including its software, widget, design, documentation and trademarks, belongs to Nexoply and its licensors and is protected by intellectual-property laws. We grant you a limited, non-exclusive, non-transferable, revocable licence to use the Service, including embedding the widget snippet on your allowed websites, in accordance with these Terms. Nothing in these Terms transfers any ownership to you.

You may not copy, modify, distribute, sell or lease any part of the Service, or use our name or logo without our written permission. The Service includes open-source components that are licensed under their own terms.

If you send us suggestions, ideas or other feedback about the Service, you agree that we may use them without restriction or payment, and you grant us a perpetual, irrevocable, worldwide, royalty-free licence to do so. We will not identify you as the source without your permission.

The Service depends on third-party providers, including our hosting provider, a content-delivery and security network, an AI model provider, a payment processor (Stripe) and an email delivery provider. They are listed, with the data they receive, in our Privacy Policy.

We choose these providers carefully, but we do not control them and are not responsible for their acts, omissions or availability. Your use of a provider’s own service (for example Stripe’s checkout) is subject to that provider’s terms. We may change providers, including the AI provider, at any time.

The Service is provided “as is” and “as available”. To the fullest extent permitted by law, we disclaim all warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy and uninterrupted or error-free operation.

In particular, we do not warrant that AI-generated answers are accurate, complete or suitable for any purpose, that the Service will meet your requirements, or that it will be free of security vulnerabilities. Nothing the Service produces is legal, medical, financial or other professional advice. Some jurisdictions do not allow the exclusion of certain warranties, so some of the above may not apply to you.

To the fullest extent permitted by law, Nexoply, its owners, employees and providers will not be liable for any indirect, incidental, special, consequential or punitive damages, or for any loss of profits, revenue, business, goodwill or data, arising out of or in connection with the Service or these Terms, however caused and under any theory of liability, even if we were advised of the possibility of such damages.

Our total liability for all claims arising out of or relating to the Service or these Terms is limited to the fees you paid us in the 12 months before the event giving rise to the claim.

This includes, without limitation, any loss resulting from:

• reliance on AI-generated answers by you or your visitors;
• unauthorised access to your account or data caused by a compromised password or key;
• interruptions, data loss or delays, including those caused by third-party providers; and
• content you or your visitors submit.

These limits do not apply where the law does not allow them to be limited, such as liability for fraud, for gross negligence or wilful misconduct, or for death or personal injury caused by negligence.

You will defend, indemnify and hold harmless Nexoply and its owners, employees and providers from any claim, demand, loss, liability, damages, cost or expense (including reasonable legal fees) brought by a third party and arising from: your Customer Content; your website and your relationship with your visitors; your use of AI-generated answers; your breach of these Terms or of any law; or any act of a member you added to your business. We will notify you of the claim and may take part in the defence at our own expense.

These Terms are governed by the laws of the Province of Ontario, Canada, without regard to conflict-of-law rules. Any dispute arising out of or relating to these Terms or the Service will be brought exclusively in the courts of the Province of Ontario, Canada, and you consent to their jurisdiction. If mandatory consumer-protection law in your country grants you additional rights, those rights are not affected by this section.

Before starting formal proceedings, please contact us at [email protected] with a description of the problem. We will try to resolve it with you informally within 30 days.

We may update these Terms from time to time, for example when we add features or when the law changes. When we make a material change we will notify you by email or with a notice in the dashboard at least 14 days before it takes effect. Other changes take effect when we publish them on this page, with the “Last updated” date above.

If you continue to use the Service after a change takes effect, you accept the updated Terms. If you do not agree with a change, stop using the Service and delete your account before the change takes effect.

Nexoply operates Business AI Assistant. Questions about these Terms are welcome:

• General questions and privacy requests: [email protected]
• Legal notices: [email protected]