Legal

Terms of Service — NexaQore.ai

Status: Draft — not in effect (beta)
Template date: March 31, 2026

These Terms of Service (“Terms”) govern access to and use of the web application, website, and related services offered by NexaQore (insert formal legal/registrable entity name where different) (“Nexaqore,” “we,” “us”) at nexaqore.ai and associated domains (collectively, the “Service”). The Service provides laboratory information and laboratory execution capabilities (“LIMS / LES”).

By creating an account, clicking “I accept,” or using the Service, you agree to these Terms. If you use the Service 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. Eligibility; accounts

1.1 You must be at least 18 (or the age of majority where you live) and capable of forming a binding contract.

1.2 You are responsible for accurate registration information and for maintaining the confidentiality of login credentials.

1.3 You must notify us promptly of any unauthorized access or security incident related to your account.

2. The Service

2.1 We grant you a non-exclusive, non-transferable right to access and use the Service during an active subscription or trial in accordance with these Terms and any order form or statement of work.

2.2 We may modify or discontinue features with reasonable notice where practicable, except for urgent security or legal reasons.

2.3 The Service is provided from hosting and cloud regions described in your agreement or order documentation (insert specific region(s) or deployment model after finalizing infrastructure); availability is described in your agreement or SLA (if any). Unless otherwise agreed, the Service is provided “as is” subject to Section 9.

3. Acceptable use

You agree not to:

  • Use the Service in violation of law or regulation (including export controls, sanctions, privacy, and lab licensing rules applicable to your use)
  • Upload malware, attempt unauthorized access, or probe, scan, or test vulnerabilities without permission
  • Reverse engineer, decompile, or attempt to extract source code except where mandatory law permits
  • Use the Service to build a competing product, or resell the Service without authorization
  • Use automated means to scrape or overload the Service without consent
  • Misrepresent identity or affiliation

We may suspend or terminate access for material breach or risk to security or other users.

4. Customer data; privacy

4.1 “Customer Data ” means data and materials that you (or users on your behalf) submit to the Service.

4.2 You retain ownership of Customer Data. You grant us a limited license to host, process, transmit, back up, and display Customer Data solely to provide the Service and as described in our Privacy Policy and any Data Processing Agreement (DPA).

4.3 You are responsible for:

  • The lawfulness of Customer Data and your instructions to us
  • Obtaining consents and rights needed for personal data, health data, or other regulated data you place in the Service
  • Accuracy of Customer Data and use of outputs (e.g., for regulated decisions)

4.4 Our Privacy Policy explains how we handle personal data. GxP / validation: If you require validated systems, that is addressed in separate documentation or a quality agreement.

5. Intellectual property

5.1 Nexaqore IP: The Service, software, documentation, trademarks, and our templates are owned by Nexaqore or our licensors. Except for the limited rights in Section 2, no rights are granted.

5.2 Feedback: If you provide suggestions or feedback, we may use it without obligation or compensation.

6. Third-party services

The Service may integrate with third-party APIs or identity providers. Third-party terms and privacy policies apply to those integrations. We are not responsible for third-party services.

7. Fees and taxes (if applicable)

If you purchase paid subscriptions, fees, invoicing, and taxes are set out in an order form. No payment processing is contemplated in this template version; add payment provider terms if you enable billing.

8. Confidentiality

Each party may receive non-public information from the other (“ Confidential Information”). The receiving party will protect Confidential Information with reasonable care and use it only for the purposes of these Terms, subject to standard exceptions (public domain, independently developed, rightfully received from a third party, or required by law).

9. Disclaimers

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SERVICE IS PROVIDED “AS IS” AND “AS AVAILABLE.” WE DISCLAIM ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. WE DO NOT WARRANT UNINTERRUPTED OR ERROR-FREE OPERATION.

Some jurisdictions do not allow certain disclaimers; in those jurisdictions, disclaimers apply to the fullest extent permitted.

10. Limitation of liability

10.1 TO THE MAXIMUM EXTENT PERMITTED BY LAW:

  • NEITHER PARTY WILL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR LOSS OF PROFITS, REVENUE, DATA, OR GOODWILL, EVEN IF ADVISED OF THE POSSIBILITY.

10.2 OUR TOTAL LIABILITY arising out of or relating to these Terms or the Service (per claim or in the aggregate) will not exceed the greater of (A) the amounts you paid to Nexaqore for the Service in the twelve (12) months before the claim, or (B) USD 500. If you have not paid fees, (A) may be zero; tailor (B) with counsel.

10.3 The limitations in this Section do not apply to: (i) your payment obligations; (ii) either party’s indemnity (if Section 11 applies); (iii) breach of confidentiality or infringement of the other party’s IP; or (iv) liability that cannot be limited under applicable law (e.g., gross negligence, willful misconduct, death or personal injury).

11. Indemnity (optional — customize)

11.1 You will defend and indemnify Nexaqore and our affiliates and personnel against third-party claims arising from Customer Data, your use of the Service in breach of these Terms, or your violation of law.

11.2 We will defend and indemnify you against third-party claims that the Service infringes a third-party IP right, subject to prompt notice and reasonable cooperation; remedies may include modifying the Service or terminating access with a refund of prepaid fees for the affected period (if applicable).

Indemnities are highly jurisdiction- and fact-specific; counsel should tailor.

12. Term; suspension; termination

12.1 These Terms apply from first use until terminated.

12.2 Trial: If you use a trial, we may end the trial at any time or convert you to a paid plan per notice.

12.3 Termination for breach: Either party may terminate for material breach not cured within 30 days of notice.

12.4 Effect: Upon termination, your right to access the Service ends. We may delete Customer Data after a grace period consistent with the Privacy Policy and DPA, unless law requires retention.

13. Export; sanctions

You represent that you are not in a sanctioned country or on a restricted party list. You will comply with export and sanctions laws.

14. Governing law; disputes

14.1 These Terms are governed by the laws of the jurisdiction specified in your enterprise agreement or insert state/country after legal review , excluding conflict-of-law rules.

14.2 Venue: Exclusive jurisdiction in the courts of the venue specified in your enterprise agreement or insert after legal review , unless mandatory consumer protections apply.

EU consumers may have non-waivable rights. Adjust for arbitration if desired.

15. General

15.1 Entire agreement: These Terms, the Privacy Policy, the DPA (if any), and order forms constitute the entire agreement.

15.2 Assignment: You may not assign these Terms without our consent; we may assign in connection with merger, acquisition, or sale of assets.

15.3 Notices: To legal@nexaqore.ai (us) and to your account email (you).

15.4 Force majeure: Neither party is liable for failure due to events beyond reasonable control.

15.5 Severability; waiver: If a provision is invalid, the remainder remains; failure to enforce is not a waiver.

16. Contact

Nexaqore

Registered address to be inserted after corporate confirmation.

Email: support@nexaqore.ai

Legal: legal@nexaqore.ai