Terms of Service

1. Services

Nexus Consulting provides technology and business automation services, which may include software development, Python scripting, browser automation, system integrations, workflow automation, artificial intelligence tools and agents, data processing, document automation, and related consulting services.

Specific services may also be governed by a proposal, statement of work, order form, invoice, contract, or other written agreement. If there is a conflict between these Terms and a signed written agreement, the signed written agreement will control for the services covered by that agreement.

2. Client Responsibility and Use at Your Own Discretion

All software, code, scripts, automations, artificial intelligence agents, integrations, workflows, recommendations, configurations, and other materials provided by Nexus Consulting are made available for the client’s use at the client’s own discretion and risk.

The client is solely responsible for deciding whether, when, where, and how any deliverable is used or deployed.

You acknowledge and agree that:

• you are responsible for reviewing and testing all deliverables before using them in a live or production environment;
• you are responsible for maintaining appropriate backups, safeguards, permissions, security controls, and human oversight;
• you are responsible for determining whether any deliverable is appropriate for your business, systems, customers, employees, and intended use;
• you are responsible for complying with all laws, regulations, contractual obligations, industry rules, platform terms, privacy requirements, and security requirements applicable to your use of a deliverable;
• you are responsible for monitoring automated systems after deployment;
• you must not rely on an automation, artificial intelligence system, or software tool without appropriate review where an error could create financial, legal, operational, safety, privacy, or other material consequences.

Nexus Consulting does not control and is not responsible for the client’s decision to deploy, modify, rely upon, continue using, or discontinue using any deliverable.

3. Software and Automation Risk

Software and automated systems can fail.

You understand that any software, script, integration, artificial intelligence system, browser automation, agent, or other technical system may experience bugs, unexpected behavior, downtime, inaccurate output, data loss, incompatibilities, security issues, changes to third-party services, or other errors.

Nexus Consulting does not guarantee that any deliverable will:

• operate without interruption;
• be error-free;
• remain compatible with third-party systems;
• produce accurate results in every circumstance;
• prevent data loss;
• satisfy every future business requirement;
• remain functional after third-party websites, APIs, applications, operating systems, security mechanisms, or other dependencies change.

Clients should independently test and monitor important workflows.

4. Artificial Intelligence

Some Nexus Consulting services may use artificial intelligence, machine learning, large language models, or autonomous or semi-autonomous software agents.

AI-generated output can be incomplete, incorrect, outdated, misleading, or inappropriate.

You are responsible for reviewing AI-generated content and actions before relying on them where appropriate.

Nexus Consulting does not warrant the factual accuracy, completeness, legality, reliability, or suitability of AI-generated output.

5. Third-Party Services

Nexus Consulting may create systems that interact with third-party platforms, websites, APIs, software, cloud providers, AI providers, financial platforms, document systems, or other third-party services.

Those services are outside our control.

We are not responsible for:

• third-party downtime;
• API changes;
• price changes;
• access restrictions;
• account suspensions;
• authentication changes;
• security changes;
• CAPTCHA or verification changes;
• discontinued features;
• changes in third-party terms;
• data loss or errors caused by third-party systems.

The client is responsible for maintaining any accounts, subscriptions, licenses, API access, credentials, permissions, and authorizations required for those services.

6. Client Authorization

You represent that you have the legal right and authority to provide Nexus Consulting with any systems, accounts, data, credentials, files, documents, APIs, websites, or other resources necessary for us to perform the requested work.

You must not instruct Nexus Consulting to access a system, account, data source, or service that you are not authorized to access.

7. Data and Backups

Unless expressly agreed otherwise in writing, Nexus Consulting is not responsible for maintaining permanent backups of client data.

Before deploying or testing any automation that may modify, delete, move, rename, overwrite, transmit, or process data, the client is responsible for maintaining appropriate backups.

8. No Professional Advice

Nexus Consulting provides technology and business automation services.

Unless expressly agreed otherwise, our services do not constitute legal, accounting, tax, investment, medical, cybersecurity certification, regulatory, or other licensed professional advice.

Clients should obtain advice from appropriate professionals when required.

9. No Warranties

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ALL SERVICES AND DELIVERABLES ARE PROVIDED “AS IS” AND “AS AVAILABLE.”

NEXUS CONSULTING DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, ACCURACY, RELIABILITY, AVAILABILITY, SECURITY, AND ERROR-FREE OPERATION.

No statement, demonstration, estimate, example, or recommendation made by Nexus Consulting creates a warranty unless expressly stated in a signed written agreement.

10. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEXUS CONSULTING, ITS OWNERS, EMPLOYEES, CONTRACTORS, AFFILIATES, AND AGENTS WILL NOT BE LIABLE FOR ANY LOSS, DAMAGE, CLAIM, COST, OR EXPENSE ARISING FROM OR RELATED TO THE USE, MISUSE, DEPLOYMENT, FAILURE, MODIFICATION, OR RELIANCE UPON ANY SOFTWARE, AUTOMATION, SCRIPT, AGENT, INTEGRATION, WORKFLOW, RECOMMENDATION, OR OTHER DELIVERABLE PROVIDED BY NEXUS CONSULTING.

This includes, without limitation:

• loss of revenue;
• loss of profits;
• loss of business;
• loss or corruption of data;
• downtime;
• operational disruption;
• incorrect payments;
• missed payments;
• lost opportunities;
• errors made by an automated system;
• actions taken based on AI-generated output;
• third-party claims;
• security incidents;
• consequential, incidental, special, indirect, exemplary, or punitive damages.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE CLIENT ASSUMES RESPONSIBILITY FOR THE USE AND DEPLOYMENT OF ALL DELIVERABLES.

If Nexus Consulting is found liable for any matter despite the limitations above, our total aggregate liability relating to the applicable services will not exceed the amount actually paid to Nexus Consulting for the specific services giving rise to the claim during the three months immediately preceding the event giving rise to liability.

Nothing in these Terms excludes liability that cannot legally be excluded under applicable law.

11. Indemnification

You agree to defend, indemnify, and hold harmless Nexus Consulting and its owners, employees, contractors, affiliates, and agents from claims, liabilities, damages, losses, costs, and expenses, including reasonable attorneys’ fees, arising from:

• your use or misuse of a deliverable;
• your deployment of software or automation;
• your violation of law or regulation;
• your violation of third-party rights;
• your unauthorized use of a third-party system or account;
• data, instructions, or materials you provide to Nexus Consulting;
• your failure to properly review, test, secure, or monitor a deliverable.

12. Intellectual Property

Unless otherwise stated in a written agreement, each party retains ownership of intellectual property it owned before the engagement.

Ownership and licensing of custom work product may be defined in the applicable statement of work, proposal, or agreement.

Nexus Consulting retains ownership of its pre-existing tools, frameworks, libraries, templates, methods, reusable code, know-how, processes, and generalized technology.

13. Confidentiality

Where Nexus Consulting receives confidential business information in connection with an engagement, we will use reasonable measures to protect that information and use it only for legitimate business purposes relating to the engagement, except where disclosure is required by law or otherwise agreed.

Additional confidentiality obligations may be contained in a separate agreement.

14. Fees

Fees, billing terms, deposits, milestones, subscriptions, and payment schedules will be stated in the applicable proposal, invoice, subscription agreement, or statement of work.

Unless otherwise agreed, fees for completed work are non-refundable.

15. Suspension or Termination

We may suspend or terminate services if:

• payment is overdue;
• continued work would violate law;
• we reasonably believe a system is being used unlawfully or abusively;
• required access is unavailable;
• the client materially breaches an agreement;
• continued work creates an unreasonable security or operational risk.

16. Changes

We may update these Terms from time to time.

The revised version will be effective when posted, unless otherwise stated.

17. Governing Law

These Terms will be governed by the laws of [STATE / JURISDICTION], without regard to conflict-of-law principles.

Any dispute will be brought exclusively in the courts located in [COUNTY, STATE], unless otherwise agreed in writing.

18. Contact

Questions regarding these Terms may be sent to:

Nexus Consulting
[LEGAL COMPANY NAME]
[ADDRESS]
[EMAIL]
[PHONE, OPTIONAL]