Terms of Service

Acceptance of Terms

By clicking “I agree,” creating an account, or otherwise using the Service, you confirm that you have read, understood, and accepted these Terms, together with our Privacy Policy, our Cookie Policy, and, where applicable, our Data Processing Agreement. If you are accepting these Terms on behalf of a company, organisation, or other legal entity, you represent that you have the authority to bind that entity, and the terms “you” and “your” refer to that entity.

Description of Service

Nexus HQ provides an AI-powered ad management platform that helps businesses manage advertising campaigns across Meta (Facebook and Instagram), Google (Search, Display, and YouTube), and TikTok. The Service uses a team of AI agents that can research audiences, draft creatives, build campaigns, monitor performance, reallocate budget within user-defined rules, and report on results.

The Service is offered as a software-as-a-service product. Features, pricing, supported ad platforms, and AI models may change over time as the product evolves. We reserve the right to add, modify, or discontinue features with reasonable notice where practical.

Eligibility

To use the Service, you must:

• Be at least 18 years of age;
• Be a business entity, sole proprietor, or authorised representative of such an entity;
• Have the legal capacity and authority to enter into a binding contract under the laws of India (or your home jurisdiction, if different);
• Not be barred from receiving the Service under the laws of India or any other applicable jurisdiction.

The Service is not intended for individual consumers using personal (non-business) ad accounts for personal purposes.

Account Registration and Workspaces

To access most features, you must create an account and one or more workspaces(also referred to as “organisations”). Each workspace represents a distinct legal entity or brand whose campaigns you manage. You are responsible for:

• Providing accurate, current, and complete information during registration;
• Keeping your login credentials confidential;
• All activities that occur under your account or within your workspaces;
• Ensuring that any team members you invite to a workspace are authorised to act on behalf of that workspace’s entity.

You must notify us immediately at security@nexhq.co of any unauthorised use of your account.

Subscription Plans and Billing

Nexus HQ is offered under the following plans. All prices are exclusive of applicable taxes (including GST) unless stated otherwise.

• Starter — ₹2,999 / month. Entry tier for solo operators and small businesses.
• Growth — ₹7,999 / month. For growing brands with multiple campaigns.
• Pro — ₹14,999 / month. For established teams running at scale.
• Agency — ₹49,999 / quarter. For agencies managing multiple client workspaces.

New customers may be offered a 14-day free trial of a paid plan. No payment method is required to start the trial unless stated otherwise at signup. At the end of the trial, your account will either convert to the selected paid plan (if you provide a valid payment method) or be downgraded or paused.

Payment processor

Payments are processed by Razorpay, a payment aggregator regulated by the Reserve Bank of India (RBI). We do not store your card or bank account details on our own servers. By subscribing, you authorise Razorpay to charge the payment method you provide on a recurring basis.

RBI e-mandate ₹15,000 cap

Under RBI guidelines on recurring card and UPI payments, auto-debit subscriptions on consumer payment instruments are generally capped at ₹15,000 per debit without additional factor authentication for each transaction. Our Starter, Growth, and Pro plans are priced to sit under this cap, which is why they are billed monthly.

The Agency plan is billed quarterly at ₹49,999 because a quarterly cadence works better for agency cash flow and because a single quarterly charge can be processed outside the monthly auto-debit constraints that apply to higher amounts. Where the e-mandate cap would otherwise be exceeded, we may require an alternative payment method (such as bank transfer, corporate card, or invoiced billing).

Renewals, refunds, and cancellations

Paid plans renew automatically at the end of each billing period until you cancel. You may cancel at any time from your billing settings. Cancellations take effect at the end of the current billing period; you will retain access until then. Except where required by law, fees paid are non-refundable. We may offer pro-rata refunds at our discretion for service outages or billing errors.

Acceptable Use Policy

You agree not to use the Service, directly or indirectly, to create, run, or optimise advertising that:

• Violates any applicable law of India or of the jurisdiction where the ads are served;
• Promotes fraud, deceptive practices, pyramid or Ponzi schemes, illegal gambling, or prohibited substances;
• Constitutes spam, unsolicited commercial messaging, or phishing;
• Impersonates any person, brand, or organisation without authorisation;
• Infringes intellectual-property rights, including by using trademarks, logos, music, or creative assets without permission;
• Contains hateful, violent, sexually explicit, or otherwise discriminatory content, or targets audiences in a way prohibited by the destination platform;
• Violates the advertising policies of Meta, Google, TikTok, or any other platform you run ads on through the Service.

You are solely responsible for the legality of your ads, creatives, offers, landing pages, and targeting. We may suspend or terminate workspaces that we reasonably believe are being used to violate this Acceptable Use Policy.

AI Agent Actions and Approvals

The Service includes autonomous and semi-autonomous AI agents (for example, a Strategist, Creative, Launcher, Analyst, Optimiser, and Scout). You acknowledge and agree that:

• AI agents take actions on your behalf only within the rule limits you configure (for example: daily budget caps, per-change budget deltas, allowed ad platforms, allowed audiences, and working hours);
• Every automated action is written to an immutable audit log visible to you, including the inputs, the model used, the reasoning summary, and the outcome;
• A global kill switch is available to immediately pause all agents and automations across a workspace;
• Nexus HQ uses a buffer architecture for writes to ad platforms: AI outputs are never written directly to Meta, Google, or TikTok APIs. Instead, they are staged in an internal queue, validated against rule limits and policy checks, and only then dispatched by deterministic, auditable workers. This is designed to reduce the risk of runaway spend, policy violations, or account bans;
• Certain high-impact changes (such as exceeding a configured daily spend, launching a new campaign, or modifying billing) may require your explicit approval before they are executed;
• Despite these controls, AI outputs are probabilistic and may contain errors. You remain responsible for reviewing agent activity and the ads that run under your ad accounts.

User Content and Data

“Customer Data” means any data, content, creatives, copy, audiences, campaign structures, metrics, or other materials that you upload to or generate in the Service, including data pulled from your connected ad accounts. As between you and us:

• You own all right, title, and interest in and to your Customer Data.
• You grant us a limited, worldwide, non-exclusive, royalty-free licence to host, copy, transmit, display, analyse, and process your Customer Data solely as necessary to provide, secure, support, and improve the Service for you.
• We do not sell your Customer Data, and we do not use the contents of your campaigns to train third-party public models. See our Privacy Policy for details on how we handle data.

Third-Party Platforms

The Service connects to third-party advertising platforms including Meta Platforms, Inc. (Facebook and Instagram Ads), Google LLC (Google Ads, YouTube Ads), and TikTok Pte. Ltd. (TikTok for Business). Your use of those platforms is governed by their own terms of service, advertising policies, community standards, and acceptable use policies. You are responsible for reading and complying with them.

Nexus HQ is an independent product. We are not affiliated with, endorsed by, or sponsored by Meta, Google, TikTok, or any other third-party platform. Mentions of their names and marks are for descriptive purposes only. We cannot guarantee continuous availability of any third-party API, and we are not liable for changes, outages, suspensions, or bans imposed by those platforms on your accounts.

Intellectual Property

The Service, including its software, design system, documentation, AI agent orchestration logic, prompts, workflows, logos, and the Nexus HQ brand, is the intellectual property of Nexus HQ and its licensors. Except for the limited rights to use the Service granted in these Terms, no rights in the Service are transferred to you.

You retain all intellectual property rights in your campaigns, creatives, brand assets, and organisation data. Drafts and suggestions generated by AI agents using your Customer Data and on your behalf are, as between you and us, considered part of your Customer Data.

Warranties and Disclaimers

The Service is provided on an “AS IS” and “AS AVAILABLE” basis. To the maximum extent permitted by applicable law, we disclaim all warranties, express or implied, including any warranties of merchantability, fitness for a particular purpose, title, non-infringement, and any warranties arising out of course of dealing or usage of trade.

We do not guarantee any particular advertising outcome, return on ad spend, impression volume, click-through rate, conversion rate, or business result. AI-generated outputs (including copy, creative ideas, audience suggestions, and budget recommendations) are suggestions; you are responsible for reviewing them before they go live.

Limitation of Liability

To the maximum extent permitted by applicable law, in no event shall Nexus HQ, its affiliates, directors, officers, employees, or suppliers be liable for any indirect, incidental, special, consequential, exemplary, or punitive damages, including loss of profits, loss of revenue, loss of goodwill, loss of data, or business interruption, arising out of or related to the Service or these Terms, whether based on contract, tort (including negligence), strict liability, or any other legal theory, even if advised of the possibility of such damages.

Our total aggregate liability arising out of or in connection with the Service or these Terms shall not exceed the total fees actually paid by you to Nexus HQ for the Service in the twelve (12) months immediately preceding the event giving rise to the claim.

Indemnification

You agree to defend, indemnify, and hold harmless Nexus HQ, its affiliates, and their respective officers, directors, employees, and agents from and against any claims, damages, liabilities, losses, costs, and expenses (including reasonable legal fees) arising out of or relating to: (a) your Customer Data; (b) your use of the Service in violation of these Terms or applicable law; (c) your advertising campaigns, creatives, and offers; (d) any violation of a third-party platform’s advertising policies; or (e) your infringement of any third-party right.

Termination

You may cancel your subscription and close your account at any time from your billing settings or by contacting support@nexhq.co. We may suspend or terminate your access to the Service, with or without notice, if:

• You materially breach these Terms, including the Acceptable Use Policy;
• Your payment method fails and is not replaced after reasonable notice;
• We reasonably believe that continued access would expose us, you, or another user to legal, regulatory, or security risk;
• Required to do so by law, by a regulator, or by a third-party advertising platform.

On termination, your right to access the Service will cease. We will retain your data for a limited period as described in our Privacy Policy, after which it will be deleted or anonymised.

Governing Law and Dispute Resolution

These Terms are governed by and construed in accordance with the laws of the Republic of India, without regard to its conflict-of-laws principles. Subject to the arbitration clause below, the courts located in Mumbai, Maharashtra shall have exclusive jurisdiction over any dispute arising out of or in connection with these Terms.

Arbitration

Any dispute, controversy, or claim arising out of or relating to these Terms, or the breach, termination, or invalidity thereof, that is not resolved through good-faith negotiation within thirty (30) days shall be referred to and finally resolved by arbitration under the Arbitration and Conciliation Act, 1996 (as amended). The seat and venue of arbitration shall be Mumbai, India. The arbitration shall be conducted by a sole arbitrator mutually appointed by the parties, or failing agreement, appointed in accordance with the Act. The language of the arbitration shall be English.

Changes to Terms

We may update these Terms from time to time to reflect changes to the Service, legal requirements, or our business. When we make material changes, we will notify you by email, by an in-product notice, or by updating the “Last updated” date at the top of this page. Your continued use of the Service after the effective date of any updated Terms constitutes your acceptance of those updates.

Contact

Questions about these Terms? Write to us at legal@nexhq.co, or by post to [LEGAL ENTITY NAME], Mumbai, Maharashtra, India.