Terms of Service

These Terms of Service (the "Terms") are a legal agreement between Nexus Software LLC, a Massachusetts limited liability company ("Nexus," "we," "us," or "our"), and the entity or person that subscribes to or uses our platform ("Customer," "you," or "your"). By creating an account, accessing, or using the Service, you agree to these Terms. If you do not agree, do not use the Service.

If you are accepting these Terms on behalf of a company or other legal entity, you represent that you have authority to bind that entity, and "you" refers to that entity.

1. The Service

Nexus provides a software-as-a-service platform for asbestos abatement, demolition, and environmental remediation contractors to manage worker credentials, project documentation, daily safety forms, scheduling, time tracking, and related compliance records (the "Service"). The Service includes our web application, mobile applications, APIs, and any related documentation.

1.1 Worker Text Messaging

The Service can send SMS text messages to a Customer's workers — such as the upcoming week's job-site schedule — where the worker has consented to receive them. The Customer is responsible for collecting and maintaining each worker's prior express consent before adding their mobile number, for honoring opt-out requests, and for ensuring its use of the Service complies with the Telephone Consumer Protection Act (TCPA), CTIA guidelines, and carrier requirements. Message frequency varies (typically about one message per week); message and data rates may apply; recipients may reply STOP to unsubscribe or HELP for help. Full messaging terms are at getnexus.pro/sms.

2. Accounts and Authorized Users

2.1 Account Registration

To use the Service, you must create an account and provide accurate, complete, and current information. You are responsible for keeping your account credentials confidential and for all activity that occurs under your account. Notify us immediately at hello@getnexus.pro if you suspect unauthorized access.

2.2 Authorized Users and Seats

Your subscription includes a defined number of Authorized User seats (default: five) for administrators, project managers, and foremen. Field workers who use the Service to log time or complete safety forms do not consume seats. You may not exceed your seat allotment; to add seats above the included tier, contact us at sales@getnexus.pro.

2.3 Eligibility

The Service is intended for use by businesses and their personnel. Authorized Users must be at least 18 years old. The Service is not directed at children.

3. Subscriptions, Fees, and Billing

3.1 Free Trial

We may offer a free trial period (typically 14 days). At the end of the trial, your subscription will begin and your payment method will be charged unless you cancel before the trial ends. Trial terms, length, and eligibility may change; we will display the current terms when you sign up.

3.2 Fees

Subscription fees are billed in advance on a monthly or annual basis, at the prices displayed at signup. All fees are in U.S. dollars and are non-refundable except as expressly stated in these Terms or as required by law. We may change pricing on prospective renewals with at least 30 days' notice.

3.3 Automatic Renewal

Subscriptions automatically renew at the end of each billing period (monthly or annual) at the then-current price. You can cancel renewal at any time from your billing settings or by contacting us. Cancellation takes effect at the end of the current billing period; you retain access until then.

3.4 Payment Method

You authorize us, through our payment processor Stripe, to charge your designated payment method for all fees when due. You are responsible for keeping your payment method current. If a payment fails, we may retry the charge and may suspend or terminate the Service after a reasonable grace period (typically 14 days). We reserve the right to charge interest on past-due amounts at the lesser of 1.5% per month or the maximum permitted by law.

3.5 Taxes

Fees do not include taxes. You are responsible for all sales, use, VAT, GST, or similar taxes associated with your subscription, except for taxes based on our net income.

3.6 Plan Changes

You may upgrade or downgrade your plan at any time. Upgrades take effect immediately and are prorated. Downgrades take effect at the start of the next billing period; we do not issue refunds for the unused portion of a higher-tier subscription.

4. Acceptable Use

You agree not to, and will not permit any Authorized User to:

• Use the Service in violation of any applicable law or regulation
• Upload, store, or transmit content that is unlawful, infringing, defamatory, or that violates anyone's privacy or intellectual property rights
• Upload viruses, malware, or other malicious code, or use the Service to interfere with or disrupt the integrity or performance of any system
• Attempt to gain unauthorized access to the Service, other accounts, or any underlying infrastructure
• Reverse-engineer, decompile, or attempt to derive the source code of the Service, except to the extent applicable law prohibits this restriction
• Resell, sublicense, lease, or otherwise commercially exploit the Service except as expressly permitted
• Scrape, crawl, or use automated means to access the Service beyond the rate and scope reasonably necessary for your normal use
• Use the Service to build a competing product, or to benchmark it without our prior written consent

We may suspend access immediately if we reasonably believe you have violated this section, and we will notify you promptly when we do.

5. Customer Data

5.1 Ownership

You retain all rights to the data, content, records, and materials you and your Authorized Users submit to the Service ("Customer Data"). We claim no ownership of Customer Data.

5.2 License to Nexus

You grant us a non-exclusive, worldwide, royalty-free license to host, store, transmit, process, display, and otherwise use Customer Data solely as necessary to (a) provide and improve the Service to you, (b) prevent or address technical or security issues, (c) enforce these Terms, and (d) comply with law. This license ends when we delete Customer Data in accordance with Section 11 and our Privacy Policy, except for any backups or copies we are required to retain by law (including the 30-year worker exposure record retention described below).

5.3 Your Responsibilities

You are solely responsible for: the accuracy and lawfulness of Customer Data; obtaining all rights and consents necessary to process personal information about your workers through the Service; and providing your workers with any notices required by applicable privacy law. We process Customer Data as your service provider / processor under our Privacy Policy and any additional data-processing terms we agree to with you in writing.

5.4 AI-Assisted Document Processing

The Service may use third-party large-language-model providers (currently Anthropic) to parse and extract structured data from documents you upload. You authorize this processing as part of your use of the Service. See our Privacy Policy for details on how that data is handled.

5.5 Aggregated and De-Identified Data

We may generate aggregated or de-identified data from Customer Data and use it for any lawful purpose, including improving the Service and producing benchmarks or industry insights, provided that such data does not identify you, your Authorized Users, or your workers.

6. Compliance Disclaimer

The Service is a tool to help you organize and track compliance information. It is not a substitute for legal, regulatory, or safety advice, and it does not certify your compliance with any law or regulation.

You remain solely responsible for compliance with all applicable laws and regulations, including OSHA 29 CFR 1926.1101, EPA NESHAP, state and local environmental and occupational-safety rules, and any permitting, notification, or recordkeeping obligations applicable to your projects. Reminders, expiration notices, and reports generated by the Service are aids to your own compliance program; we are not responsible for missed deadlines, lapsed certifications, or regulatory violations.

7. Intellectual Property

The Service, including all software, designs, text, graphics, interfaces, and trademarks, is owned by Nexus or our licensors and is protected by intellectual property and other laws. Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your internal business purposes during your subscription term. We reserve all rights not expressly granted.

Feedback. If you provide suggestions, ideas, or feedback about the Service, you grant us a perpetual, irrevocable, royalty-free license to use it for any purpose, without obligation to you.

8. Third-Party Services

The Service relies on third-party providers (including Clerk for authentication, Stripe for payments, Cloudflare for storage, Railway for hosting, and Anthropic for AI-assisted document parsing) and may integrate with other third-party tools you choose to connect. Your use of any third-party service is governed by that provider's terms and privacy policy. We are not responsible for third-party services and disclaim liability for their acts and omissions.

9. Confidentiality

Each party may receive confidential or proprietary information from the other in connection with the Service. The receiving party will use the same care to protect such information as it uses for its own confidential information (and in any event no less than reasonable care), will use it only as necessary to perform under these Terms, and will not disclose it except to employees, agents, and subcontractors with a need to know who are bound by comparable confidentiality obligations. Confidential information does not include information that is public through no fault of the receiving party, was independently developed, or was lawfully received from a third party without restriction.

10. Warranties and Disclaimers

We will provide the Service with reasonable care and skill consistent with general industry standards.

EXCEPT AS EXPRESSLY STATED IN THESE TERMS, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE," WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. We do not warrant that the Service will be uninterrupted, error-free, or completely secure, or that any data will not be lost or corrupted. You are responsible for maintaining backups of critical Customer Data using the export tools we provide.

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR FOR ANY LOST PROFITS, REVENUE, DATA, OR BUSINESS OPPORTUNITY, ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

EACH PARTY'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE WILL NOT EXCEED THE AMOUNTS YOU PAID TO NEXUS FOR THE SERVICE DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

These limitations apply regardless of the legal theory (contract, tort, statute, or otherwise) and even if a remedy fails of its essential purpose. Some jurisdictions do not allow the exclusion or limitation of certain damages; in those jurisdictions, our liability is limited to the maximum extent permitted by law.

12. Indemnification

You will defend, indemnify, and hold harmless Nexus and its officers, employees, and agents from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to: (a) your or your Authorized Users' use of the Service in violation of these Terms or applicable law; (b) Customer Data, including any claim that Customer Data infringes a third party's rights or violates law; or (c) your failure to obtain necessary consents from your workers or other data subjects.

13. Term and Termination

13.1 Term

These Terms apply from the date you first accept them and remain in effect until your subscription is terminated as described below.

13.2 Termination by You

You may cancel your subscription at any time from your billing settings. Cancellation stops auto-renewal; you retain access through the end of your current billing period.

13.3 Termination by Nexus

We may suspend or terminate your access to the Service if:

• You fail to pay fees when due and the failure is not cured within 14 days
• You materially breach these Terms and do not cure within 30 days of notice (or immediately, for breaches that cannot reasonably be cured)
• We reasonably believe your use creates a security, legal, or operational risk
• We discontinue the Service generally, with at least 30 days' notice

13.4 Effect of Termination

On termination, your right to access the Service ends. We will make Customer Data available for export for at least 90 days after termination through tools provided in the Service. After that period, we will delete Customer Data from active systems within 30 days, subject to:

• OSHA 30-year retention. Worker exposure monitoring records, medical surveillance records, and respirator fit-test records subject to 29 CFR 1926.1101 will be retained by Nexus for the period required by federal regulation (duration of employment plus 30 years), and made available to you and to the former employee on reasonable request, even after subscription termination.
• Backups and legal-hold copies will be purged on our normal rolling schedule (currently 90 days for backups).

13.5 Survival

Sections that by their nature should survive termination — including Customer Data ownership, AI processing authorization, compliance disclaimer, confidentiality, intellectual property, warranties and disclaimers, limitation of liability, indemnification, and governing law — survive any termination of these Terms.

14. Beta Features

We may offer features designated as "beta," "preview," or "experimental." Beta features are provided "as is," may be changed or removed at any time, may be unstable, and are excluded from any service-level commitments. Your use of beta features is voluntary; if you don't want to use them, don't enable them.

15. Changes to These Terms

We may update these Terms from time to time. For material changes, we will provide at least 30 days' notice by email or in-app notice before the changes take effect. Your continued use of the Service after the effective date constitutes acceptance. If you do not accept the updated Terms, your sole remedy is to cancel your subscription before the effective date.

16. Governing Law and Dispute Resolution

These Terms are governed by the laws of the Commonwealth of Massachusetts, without regard to its conflict-of-laws principles. The state and federal courts located in Hampshire County, Massachusetts have exclusive jurisdiction over any dispute arising out of or relating to these Terms or the Service, and the parties consent to personal jurisdiction and venue in those courts.

Before filing any claim, the parties will first attempt in good faith to resolve the dispute by negotiation between authorized representatives. If the dispute is not resolved within 30 days, either party may proceed to litigation.

Class-action waiver. To the extent permitted by law, you and Nexus each waive any right to bring or participate in a class, collective, or representative action arising out of or relating to these Terms or the Service. Disputes will be resolved only on an individual basis.

17. Miscellaneous

Entire agreement. These Terms, together with the Privacy Policy and any order form or written agreement we sign with you, constitute the entire agreement between us and supersede all prior agreements on the subject.

Assignment. You may not assign these Terms or any rights under them without our prior written consent. We may assign these Terms in connection with a merger, acquisition, reorganization, or sale of all or substantially all of our assets.

Force majeure. Neither party is liable for delays or failures in performance caused by events beyond its reasonable control, including natural disasters, government action, labor disputes, internet or hosting-provider outages, and acts of war or terrorism.

No waiver. Our failure to enforce any provision is not a waiver of our right to do so later.

Severability. If any provision of these Terms is held unenforceable, the remaining provisions remain in effect, and the unenforceable provision will be modified to the minimum extent necessary to be enforceable.

No agency. Nothing in these Terms creates a partnership, joint venture, employment, or agency relationship between the parties.

Notices. We may give notice to you by email to the address associated with your account or by posting in the Service. Notices to Nexus must be sent to the address below.

18. Contact

Nexus Software LLC
101 East Street
Williamsburg, MA 01096
Email: hello@getnexus.pro
Legal: legal@getnexus.pro