These Terms & Conditions (“Terms”) govern your access to and use of the Nxcept website at nxcept.com (the “Site”) and the services provided by Nxcept (“Nxcept,” “we,” “us,” or “our”). By using the Site or engaging our services, you (“you,” the “Client”) agree to these Terms. If you do not agree, please do not use the Site or our Services.
1. Agreement to Terms
These Terms apply to all visitors and clients. For paid engagements, these Terms are supplemented by the specific proposal, quote, or statement of work (“SOW”) we agree with you. If there is a conflict, the signed proposal or SOW controls for that engagement.
2. Definitions
- Services means the AI consultancy and product studio work we provide, including strategy, AI websites, apps, agents, assistants, receptionists, workflow automations, and product documentation.
- Deliverables means the work product we agree to provide under a proposal or SOW.
- Client Materials means content, data, accounts, and assets you provide to us.
3. Our Services
Nxcept helps businesses move from unclear AI ideas to scoped, working systems. The exact scope, deliverables, timeline, and price for any engagement are defined in the applicable proposal or SOW. Information on the Site is provided for general guidance and does not constitute a binding offer or professional, legal, or financial advice.
4. Proposals, Quotes, and Engagements
Proposals and quotes are valid for the period stated in them and may be revised if requirements change. An engagement begins when you accept a proposal or SOW in writing (including by email) and, where applicable, pay any required deposit.
5. Fees and Payment
Fees, payment schedule, and currency are set out in each proposal or SOW. Unless stated otherwise, invoices are due on receipt, deposits are non-refundable once work has begun, and fees are exclusive of any applicable taxes. We may pause or suspend work on overdue accounts.
6. Client Responsibilities
You agree to:
- provide accurate information and timely feedback, approvals, and access we reasonably need;
- ensure you have the rights to any Client Materials you provide;
- maintain your own backups and credentials; and
- use the Deliverables and any AI features lawfully and in line with these Terms.
7. Intellectual Property Rights
Upon full payment for an engagement, you receive ownership of, or a license to, the final Deliverables as specified in the applicable proposal or SOW. Nxcept retains all rights to its pre-existing materials, methodologies, tools, frameworks, and know-how, and may reuse general skills and experience gained. Deliverables may incorporate third-party or open-source components that remain subject to their own licenses. You retain ownership of Client Materials and grant us a license to use them solely to deliver the Services.
8. Artificial Intelligence Disclaimer
AI systems are probabilistic and can produce output that is inaccurate, incomplete, biased, or otherwise unexpected. We build with reasonable care, but we do not guarantee any specific result, accuracy, or business outcome from AI features. AI outputs should be reviewed by a qualified human before they are relied upon, and you are responsible for how Deliverables and AI features are used, including compliance with the terms of any third-party AI or infrastructure providers and with laws that apply to your business and industry.
9. Confidentiality
Each party agrees to protect the other’s confidential information and to use it only for the engagement. This does not apply to information that is public, already known, independently developed, or required to be disclosed by law.
10. Warranties and Disclaimers
The Site and Services are provided on an “as is” and “as available” basis. To the fullest extent permitted by law, Nxcept disclaims all warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement, and does not warrant that the Site or Services will be uninterrupted, error-free, or secure.
11. Limitation of Liability
To the fullest extent permitted by law, Nxcept will not be liable for any indirect, incidental, special, consequential, or punitive damages, or for lost profits, revenue, data, or goodwill. Our total aggregate liability arising out of or relating to the Site or an engagement will not exceed the amount you paid to Nxcept for the engagement giving rise to the claim in the three (3) months before the event.
12. Indemnification
You agree to indemnify and hold Nxcept harmless from claims, damages, and expenses arising out of your Client Materials, your use of the Deliverables, or your breach of these Terms or applicable law.
13. Term and Termination
Either party may terminate an engagement as set out in the applicable proposal or SOW, or with reasonable written notice if the other party materially breaches these Terms and does not cure the breach. On termination, you will pay for Services performed and costs incurred up to the termination date. Sections that by their nature should survive (including IP, confidentiality, disclaimers, and liability) will survive.
14. Third-Party Services and Links
The Site and Deliverables may rely on or link to third-party services. We are not responsible for the availability, content, or practices of third parties, and your use of them is subject to their terms.
15. Website Use and Acceptable Use
You agree not to misuse the Site, including by attempting to disrupt it, access it without authorization, scrape it at scale, submit malicious or unlawful content, or use the contact form for spam. We may restrict or suspend access for any misuse.
16. Governing Law and Dispute Resolution
These Terms are governed by the laws applicable in the jurisdiction in which Nxcept is established, without regard to conflict-of-law principles. Where a specific governing law or venue is required for an engagement, it will be stated in the applicable proposal or SOW. The parties will first attempt to resolve any dispute in good faith before pursuing other remedies.
17. Changes to These Terms
We may update these Terms from time to time. When we do, we will revise the “Last updated” date above. Your continued use of the Site after changes take effect constitutes acceptance of the updated Terms.
18. Severability and Entire Agreement
If any provision of these Terms is found unenforceable, the remaining provisions stay in effect. Together with any applicable proposal or SOW and our Privacy Policy, these Terms are the entire agreement between you and Nxcept regarding the Site and Services.
19. Contact Us
Questions about these Terms? Contact us at nxcept@gmail.com or through our contact page.