Terms of Service

1. ACCEPTANCE OF TERMS

By accessing, downloading, installing, or using the "Hyperlink" software, services, or websites (collectively, the "Services") provided by Nexa AI ("Company," "we," "us," or "our"), you ("User" or "you") agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, do not use the Services.

2. CHANGES TO TERMS

We reserve the right to modify these Terms at any time. We will provide notice of material changes by updating the "Last Updated" date at the top of these Terms or through the Services. Your continued use of the Services after such changes constitutes acceptance of the new Terms.

3. THE SERVICES

3.1 Nature of Services. Hyperlink is an artificial intelligence-powered tool designed to operate primarily on your local device.3.2 No Data Storage Liability. You acknowledge that the Services operate locally. Nexa AI does not host, store, or backup the content you process using the Services ("User Content"). You are solely responsible for maintaining backups of your User Content. We are not liable for any loss, corruption, or inaccessibility of data due to hardware failure, software updates, or other causes.3.3 AI Probabilistic Nature. You acknowledge that artificial intelligence systems are probabilistic and may produce inaccurate, incorrect, or offensive outputs ("Hallucinations"). You agree to independently verify all outputs before relying on them.

4. INTELLECTUAL PROPERTY RIGHTS

4.1 Company IP. Nexa AI owns all right, title, and interest in and to the Services, including all underlying software, algorithms, models, source code, and intellectual property rights therein. Nothing in these Terms grants you any right, title, or interest in the Services except for the limited access rights explicitly granted.4.2 User Content. You retain ownership of your User Content. You represent and warrant that you have all necessary rights to use your User Content with the Services.4.3 Feedback. If you provide any suggestions, feedback, or improvements regarding the Services ("Feedback"), you hereby assign to Nexa AI all right, title, and interest in and to such Feedback. Nexa AI is free to use Feedback for any purpose without payment, acknowledgement, or restriction.

5. USER RESTRICTIONS

You agree not to, and not to permit any third party to:(a) Reverse engineer, decompile, disassemble, or attempt to discover the source code or underlying algorithms of the Services;(b) Use the Services to build a competitive product or service;(c) Use the Services for any illegal purpose or to generate content that is infringing, defamatory, or harmful;(d) Circumvent any security or license enforcement mechanisms of the Services.

6. TERM AND TERMINATION

6.1 Right to Terminate. Nexa AI may terminate or suspend your access to the Services immediately, without prior notice or liability, for any reason or no reason, including if you breach these Terms.6.2 Effect of Termination. Upon termination, your right to use the Services will immediately cease. Sections regarding Intellectual Property, Indemnification, Disclaimers, Limitation of Liability, and Dispute Resolution shall survive termination.

7. NO RELIANCE; HIGH RISK USE

7.1 Professional Advice Disclaimer. The Services are for informational purposes only and do not constitute professional advice. You agree not to rely on the Services for medical, legal, financial, or other professional advice. Any health-related or safety-critical decisions should be made in consultation with a qualified professional.7.2 High Risk Activities. The Services are not designed or intended for use in hazardous environments requiring fail-safe performance, including but not limited to the operation of nuclear facilities, aircraft navigation or communication systems, air traffic control, life support machines, or weapons systems. You agree not to use the Services for any High Risk Activities. Nexa AI specifically disclaims any express or implied warranty of fitness for High Risk Activities.

8. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Nexa AI, its officers, directors, employees, agents, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to: (i) your violation of these Terms; (ii) your use or misuse of the Services; (iii) your User Content; or (iv) any physical injury or property damage caused by your use of the Services.

9. DISCLAIMER OF WARRANTIES

THE SERVICES ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE FULLEST EXTENT PERMITTED BY LAW, NEXA AI DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, SECURE, ACCURATE, OR FREE FROM VIRUSES OR HALLUCINATIONS.

10. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL NEXA AI, ITS AFFILIATES, OR THEIR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING LOSS OF PROFITS, DATA, USE, OR GOODWILL, OR DAMAGES FOR PERSONAL INJURY), WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, EVEN IF NEXA AI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

NEXA AI’S TOTAL CUMULATIVE LIABILITY ARISING FROM OR RELATED TO THESE TERMS OR THE SERVICES SHALL NOT EXCEED THE GREATER OF (A) THE AMOUNT OF FEES PAID BY YOU TO NEXA AI IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100).

11. EXPORT CONTROLS

You agree to comply with all applicable export and re-export control laws and regulations, including the Export Administration Regulations ("EAR") maintained by the U.S. Department of Commerce. You warrant that you are not located in any country under U.S. sanctions.

12. ASSIGNMENT

Nexa AI may assign these Terms or any of its rights or obligations hereunder, without your consent, to any affiliate or in connection with any merger, acquisition, corporate reorganization, or sale of all or substantially all of its assets. You may not assign these Terms without Nexa AI’s prior written consent.

13. DISPUTE RESOLUTION; CLASS ACTION WAIVER

13.1 Mandatory Arbitration. Any dispute arising out of or relating to these Terms or the Services shall be resolved through binding arbitration administered by the American Arbitration Association (AAA) in accordance with its Consumer Arbitration Rules.13.2 Class Action Waiver. YOU AND NEXA AI AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.13.3 Jurisdiction. For any litigation not subject to arbitration, you hereby consent to the exclusive jurisdiction and venue of the state and federal courts located in Santa Clara County, California.

14. GENERAL PROVISIONS

14.1 Severability. If any provision of these Terms is found to be unenforceable, the remaining provisions will remain in full force and effect.14.2 Entire Agreement. These Terms constitute the entire agreement between you and Nexa AI regarding the Services and supersede all prior agreements.14.3 Governing Law. These Terms are governed by the laws of the State of California, without regard to its conflict of law principles.

CONTACT INFORMATIONIf you have any questions about these Terms, please contact us at:Nexa AIEmail: octopus@nexa.ai

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