Terms of Service

These Terms of Service ("Terms") govern your access to and use of the website nextappai.com (the "Website") and any services provided by nextappAI ("nextappAI", "we", "us" or "our").

By accessing the Website, submitting an enquiry, booking a consultation, placing an order, or engaging us for any service, you ("you", "the Client") agree to be bound by these Terms. If you do not agree, please do not use the Website or our services.

These Terms should be read together with our Privacy Policy and our Refund and Cancellation Policy, which form part of your agreement with us.

• Legal entity name: NextappAI
• Registered address: #5, 10th Street, Babusapalya, Bangalore - 560043
• Email: hello@nextappai.com
• Phone: +91 80562 19042
• Website: nextappai.com
• GSTIN (if applicable): NA

nextappAI provides professional services which may include:

• (a)AI consulting, strategy and advisory
• (b)Business process automation and workflow implementation
• (c)Design and development of AI agents, chatbots and assistants
• (d)Web application, mobile application and SaaS development
• (e)CRM, dashboard, portal and custom business software development
• (f)Lead generation systems, marketing automation and related digital services
• (g)Training workshops, courses and team enablement programmes

The exact scope, deliverables, timelines, fees and payment schedule for any engagement will be set out in a separate written proposal, quotation, statement of work or service agreement ("Engagement Document") agreed between you and us. Where an Engagement Document conflicts with these Terms, the Engagement Document prevails for that engagement.

Information on the Website describing our services is provided for general information and does not constitute a binding offer.

We may offer an initial consultation free of charge. Any recommendations, estimates or roadmaps shared during a free consultation are indicative only, are provided without warranty, and do not create a contract or any obligation on either party to proceed.

You are responsible for ensuring that information you provide to us is accurate and complete. We are not liable for recommendations based on inaccurate or incomplete information supplied by you.

• 5.1Fees for each engagement are set out in the applicable Engagement Document.
• 5.2Unless stated otherwise, quotations are valid for 15 days from the date of issue.
• 5.3All fees are exclusive of applicable taxes. Goods and Services Tax (GST) and any other statutory levies will be charged in addition at the prevailing rate.
• 5.4Fees quoted in Indian Rupees are payable in Indian Rupees. Where fees are quoted in another currency, you are responsible for any currency conversion charges, international transaction fees and bank charges.
• 5.5Third-party costs — including but not limited to software licences, API and AI model usage charges, hosting, domain registration, app store fees, advertising spend and SMS or WhatsApp messaging charges — are not included in our fees unless expressly stated, and are payable by you either directly or as a reimbursement.
• 5.6Recurring third-party costs continue to be your responsibility after handover.

• 6.1Payment schedules are set out in the applicable Engagement Document. Unless agreed otherwise, an advance payment is required before work commences.
• 6.2Online payments are processed through Razorpay or another RBI-authorised payment provider. We do not collect or store your card, UPI or net-banking credentials. Your use of the payment gateway is subject to that provider's own terms.
• 6.3Invoices are payable within 7 days of the invoice date unless stated otherwise.
• 6.4We may suspend work, withhold deliverables or pause access to systems if an undisputed invoice remains unpaid beyond 15 days from its due date.
• 6.5Late payments may attract interest at 1.5% per month, or the maximum rate permitted by applicable law, whichever is lower, calculated from the due date.
• 6.6All amounts are payable without deduction or set-off, except for tax deducted at source (TDS) required under Indian law, for which you will provide the applicable certificate.

Refunds and cancellations are governed by our Refund and Cancellation Policy published on the Website, which forms part of these Terms.

To enable us to deliver the agreed services, you agree to:

• (a)Provide accurate, complete and timely information, content, materials and feedback as reasonably required.
• (b)Provide necessary access to systems, accounts, platforms and data, together with any authorisations required for that access.
• (c)Nominate a single point of contact with authority to approve decisions.
• (d)Respond to requests for approval or clarification within a reasonable time.
• (e)Ensure you have all rights, licences and consents necessary for any content, data or materials you supply to us.
• (f)Maintain your own backups of your data and systems.

Delays caused by your failure to meet these responsibilities may affect timelines and may result in revised schedules or additional charges.

Any request that materially changes the agreed scope, deliverables or timelines constitutes a change request. We will assess the impact on cost and schedule and provide a revised estimate for your written approval. Work on changed scope begins only after that approval.

Timelines given in any Engagement Document are good-faith estimates based on the information available and on your timely cooperation. They are not guarantees. We are not liable for delays arising from your delays, third-party service failures, scope changes, or circumstances beyond our reasonable control.

• 11.1Client materials. You retain all rights in the content, data, trademarks and materials you supply to us. You grant us a limited, non-exclusive licence to use them solely for the purpose of performing the engagement.
• 11.2Deliverables. Upon receipt of full payment of all amounts due for an engagement, you receive ownership of, or a perpetual licence to use, the custom deliverables created specifically for you under that engagement, as specified in the Engagement Document. Until full payment is received, all rights remain with nextappAI.
• 11.3Pre-existing and reusable materials. We retain all rights in our pre-existing intellectual property, methodologies, frameworks, templates, libraries, tools, know-how and reusable code components, including any developed or improved during an engagement. Where these are embedded in a deliverable, we grant you a perpetual, non-exclusive, worldwide licence to use them as part of that deliverable.
• 11.4Third-party components. Deliverables may incorporate third-party software, open-source components, APIs or AI models, which remain subject to their own licences and terms. You are responsible for complying with those terms and for any associated fees after handover.
• 11.5Portfolio rights. Unless you notify us otherwise in writing, we may reference the engagement in general terms and display non-confidential work in our portfolio and marketing materials. We will not disclose confidential information or your customers' data.

Each party may receive confidential information belonging to the other. Each party agrees to keep such information confidential, to use it only for the purpose of the engagement, and to protect it with at least reasonable care. This obligation survives termination for a period of three years, and indefinitely for personal data and trade secrets. It does not apply to information that is public, already known, independently developed, or required to be disclosed by law.

Where we process personal data on your behalf, we act as a Data Processor and you remain the Data Fiduciary, as set out in our Privacy Policy.

You acknowledge and agree that:

• (a)AI systems are probabilistic and may produce outputs that are inaccurate, incomplete, biased or unexpected. Outputs require human review before being relied upon, particularly for legal, medical, financial or safety-critical purposes.
• (b)We do not warrant any specific accuracy rate, and we do not guarantee any particular business outcome, revenue increase, lead volume, conversion rate, ranking, or return on investment.
• (c)Third-party AI models, APIs and platforms may change, degrade, increase in price, impose usage limits, or be discontinued by their providers. We are not liable for such changes, and remediation may constitute additional chargeable work.
• (d)You are responsible for how AI systems we deliver are used in your business, including compliance with applicable laws, platform policies and messaging or advertising regulations.
• (e)Automated messaging systems, including those using WhatsApp, email or SMS, must be operated in compliance with applicable consent, anti-spam and telecom regulations. You are responsible for obtaining recipient consent.

• 14.1We warrant that services will be performed with reasonable skill and care by suitably experienced personnel.
• 14.2Where agreed in the Engagement Document, we will correct defects in deliverables reported within the stated warranty period at no additional charge. Defects arising from changes made by you or third parties, from misuse, or from changes in third-party services, are excluded.
• 14.3Except as expressly stated, the Website and all services are provided on an "as is" and "as available" basis. To the maximum extent permitted by law, we disclaim all other warranties, whether express or implied, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement.
• 14.4We do not warrant that the Website or any delivered system will be uninterrupted, error-free or free of harmful components.

• 15.1Nothing in these Terms excludes or limits liability for fraud, wilful misconduct, gross negligence, death or personal injury caused by negligence, or any liability that cannot lawfully be excluded.
• 15.2Subject to clause 15.1, our total aggregate liability arising out of or in connection with an engagement, whether in contract, tort (including negligence), breach of statutory duty or otherwise, shall not exceed the total fees actually paid by you to us for that engagement in the twelve months preceding the event giving rise to the claim.
• 15.3Subject to clause 15.1, we shall not be liable for any indirect, incidental, special, consequential or punitive damages, or for loss of profits, revenue, business, goodwill, anticipated savings, or loss or corruption of data, however arising.
• 15.4We are not liable for failures, outages, price changes or discontinuation of third-party services, platforms, APIs, hosting providers or AI model providers.

You agree to indemnify and hold harmless nextappAI and its personnel against all claims, damages, losses, liabilities and reasonable costs arising from: (a) your breach of these Terms; (b) content, data or materials supplied by you; (c) your use of the deliverables in breach of applicable law or third-party terms; or (d) your infringement of any third-party rights.

• 17.1These Terms apply from your first use of the Website and continue until terminated.
• 17.2Either party may terminate an engagement by giving 15 days' written notice.
• 17.3We may suspend or terminate an engagement immediately if you fail to pay undisputed amounts, breach these Terms materially, or use our services for unlawful purposes.
• 17.4On termination, you will pay for all work performed and all costs committed up to the effective date of termination. We will deliver work completed and paid for.
• 17.5Clauses relating to fees due, intellectual property, confidentiality, warranties, limitation of liability, indemnity and governing law survive termination.

You agree not to: use the Website for any unlawful purpose; attempt to gain unauthorised access to our systems; introduce malicious code; scrape, copy or redistribute Website content without permission; or interfere with the operation or security of the Website.

All content on the Website, including text, graphics, logos, designs and code, is owned by or licensed to nextappAI and is protected by applicable intellectual property laws.

The Website may link to or integrate third-party websites and services. We do not control and are not responsible for their content, availability, terms or privacy practices. Your use of them is at your own risk and subject to their terms.

Neither party is liable for failure or delay in performance caused by events beyond its reasonable control, including acts of God, natural disasters, epidemics, war, terrorism, civil unrest, government action, strikes, power failure, internet or telecommunications failure, or failure of third-party platforms and service providers.

nextappAI acts as an independent contractor. Nothing in these Terms creates a partnership, joint venture, agency or employment relationship between the parties.

During an engagement and for twelve months afterwards, neither party will knowingly solicit for employment any personnel of the other party who were directly involved in the engagement, without prior written consent. General public recruitment advertising is not a breach of this clause.

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

Notices under these Terms must be sent in writing to hello@nextappai.com in our case, or to the email address you provided in your case. Notices are deemed received on the next business day after sending, unless a delivery failure is received.

These Terms are governed by and construed in accordance with the laws of India. Subject to clause 26, the courts at Bangalore, Karnataka shall have exclusive jurisdiction over any dispute arising out of or in connection with these Terms.

The parties will first attempt to resolve any dispute amicably through good-faith discussions within 30 days of written notice of the dispute. If unresolved, the dispute shall be referred to arbitration by a sole arbitrator under the Arbitration and Conciliation Act, 1996. The seat and venue of arbitration shall be Bangalore, Karnataka, and the proceedings shall be conducted in English.

If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions continue in full force. A failure or delay in exercising any right does not constitute a waiver of that right.

These Terms, together with the Privacy Policy, the Refund and Cancellation Policy and any applicable Engagement Document, constitute the entire agreement between the parties regarding their subject matter, and supersede all prior discussions, proposals and representations.

We may update these Terms from time to time. The revised version will be posted on the Website with an updated "Last updated" date and takes effect on publication. Changes do not apply retrospectively to engagements already underway. Continued use of the Website or our services after publication constitutes acceptance of the revised Terms.

For any question about these Terms, please contact:

• nextappAI
• #5, 10th Street, Babusapalya, Bangalore - 560043
• Email: hello@nextappai.com
• Phone: +91 80562 19042