1.Who we are, what this covers, and how you agree
Nexus is made by Nerthos L.L.C., a Michigan limited liability company (“Nerthos,” “we,” “us”). Nexus is the web application at nexus.nerthos.com, its features, and the emails it sends. These terms cover Nexus. The nerthos.com website has its own Website Terms of Use.
Who “you” is. “You” means the person who creates an account or uses Nexus. If you create or run a workspace for a company or other organization, “you” also means that organization, and you confirm you have the authority to accept these terms for it. The organization owns its workspace and everything in it. If you leave the organization, the workspace and its content stay with the organization.
How you agree. You accept these terms when you tick the box at sign-up, when you create a workspace, or when you first sign in after being invited into a workspace, where we show you the terms and ask you to agree. We record which version you accepted and when. If you don’t agree, don’t use Nexus.
Age. You must be at least 18 years old, or the age of majority where you live if that is higher. Nexus is not for children.
The whole agreement. These terms, our Privacy Policy, the Acceptable Use Policy, and, where they apply, the Beta Program Terms, the E-Signature Terms, the Data Processing Addendum (“DPA”), and any order form we both sign, are the whole agreement between us about Nexus. If they conflict, a signed order form wins, then the DPA for anything about personal data, then the Beta Program Terms for the beta and the E-Signature Terms for e-signature, then these terms, then the other policies.
Changes. We may update these terms as Nexus grows. For a change that affects your rights or what you pay, we’ll email the address on your account or show a notice inside Nexus at least 30 days before it takes effect, and we’ll ask you to accept the new version the next time you sign in. If you don’t agree, you can cancel before the change takes effect and the old terms apply until then. Changes that only add features, fix typos, or are required by law may take effect sooner. The date at the top shows the version in force.
2.Your account and sign-in
You sign in to Nexus through an identity provider, never with a password that Nerthos holds. Today that means a Microsoft account, a one-time code sent to your email address, or your organization’s own Microsoft work account once your organization has connected its directory to Nexus. We may add other providers over time.
Keep your sign-in secure, and tell us right away at support@nerthos.com if you think someone has used your account without permission. You’re responsible for what happens under your account and in your workspace, including what the people you invite do there, unless it results from our breach of these terms.
Each account belongs to one person. Don’t share an account or let someone else sign in as you.
3.Workspaces, seats, roles, and guests
A workspace is where your work lives. A person can belong to several workspaces. Each workspace has an Owner, who is responsible for the workspace and its billing, and who can appoint Admins and other roles.
Seats. Paid plans are priced per seat. A seat is one person who can work in the workspace. Suites add working seats or licensed users on top of the plan, as described on our pricing page. A person who belongs to a paid workspace without a valid seat can view and comment but cannot do seat-holder work.
Guests. A workspace may invite outside people as guests. Guests see only what is shared with them and can comment but not edit. Guests don’t use a seat. Anyone invited into a workspace that isn’t their own also gets a Free workspace of their own.
Company workspaces. A workspace declared as a business workspace can connect the company’s Microsoft directory (during the beta, with our help). Once connected, people with the company’s work addresses sign in with their work accounts and the company’s own sign-in rules apply. The Owner remains responsible for who is given access.
4.Your content
It’s yours. Everything you and your team put into Nexus, such as tasks, projects, notes, files, client records, contracts, and people records, is your content. You own it. We claim no rights in it beyond the permission below.
The permission you give us. You give Nerthos a worldwide, non-exclusive license to host, store, copy, process, display, transmit, and back up your content, and to let our service providers do the same, only as needed to run Nexus for you, to keep it secure, and to support you when you ask. This license ends when your content is deleted from Nexus and its backups.
What we don’t do. We don’t sell your content, use it for advertising, or use it to train AI models. We keep every workspace logically separate from every other customer’s workspace.
When we look at content. No one at Nerthos opens your content except (a) when you ask us to for support, (b) when we need to fix a problem or protect the security or integrity of Nexus, or (c) when the law requires it. When we do, we look only at what’s needed, and access to the underlying systems is limited, logged, and bound by confidentiality. Private areas of Nexus, such as a person’s private to-do list or private notes, are hidden from other people in the workspace, including admins, and a workspace’s emergency break-glass access can’t open private notes; a legal hold set by the workspace can reach them, with access limited to the workspace’s legal role. That is a product promise about in-app access; the three exceptions above still apply at the system level.
Your responsibilities. You confirm that you have the right to put your content into Nexus, including any information about other people (colleagues, clients, the other side of a contract), and that your content and your use of Nexus don’t break the law or anyone else’s rights. If your content includes personal information about people in the European Union, the United Kingdom, or elsewhere, you are responsible for having a lawful basis and giving any notices those people are owed.
Restricted data. Nexus is a general business tool and is not certified for regulated data. Unless we have agreed in writing that your workspace supports it, don’t put into Nexus: classified information, information controlled under export laws such as ITAR or EAR, or controlled unclassified information (CUI); protected health information covered by HIPAA (we don’t sign business associate agreements today); full payment card numbers or bank account numbers; government identification numbers, such as Social Security or passport numbers, beyond what a feature plainly asks for; health, biometric, genetic, or other special categories of personal information under the GDPR or similar laws; or personal information about children under 13. If you do, you do so at your own risk and you’re responsible for any consequences. The same list is in the Acceptable Use Policy and the DPA.
Usage data. We collect information about how Nexus is used, such as which features are opened and how fast pages load. We use it, on its own and combined across customers, to run, secure, support, and improve Nexus. Usage data doesn’t include your content, and we don’t publish it in a way that identifies you.
5.AI features
AI features in Nexus are off until a workspace Owner or Admin switches them on, and each person can turn them off for themselves. When they’re on, the content a request needs is sent to our AI provider, processed, and returned to you. Content marked restricted in Nexus is never sent. We log that a request happened, not its content.
AI can be wrong. AI suggestions, summaries, drafts, and ratings are produced automatically and can be inaccurate, incomplete, or biased. Check what AI gives you before you rely on it, especially for anything legal, financial, contractual, or about people’s jobs. Decisions stay with you.
Outputs. As between you and Nerthos, you own the outputs AI produces for you. Outputs may not be unique, and similar outputs may be produced for other customers.
People features and employment decisions. Some Nexus features look at information about people: skill suggestions, assessment ratings, assignment suggestions, capacity and workload views, burnout indicators, and the Talent Suite. These are decision-support tools. They don’t make decisions, and nothing in Nexus changes a person’s rating, assignment, or record until a person accepts it. If you use Nexus in hiring, promotion, pay, discipline, or other employment decisions, you are the one making those decisions. You’re responsible for complying with the employment and automated-decision laws that apply to you, including any duty to notify people, to keep a human in the loop, to audit for bias, or to offer an appeal. On request, we’ll give you documentation describing what these features do, what they’re based on, and their known limits. Nothing in these terms shifts to Nerthos liability for your own discriminatory use of Nexus, and nothing shifts to you liability for ours.
Allowances. AI use is counted in tokens from a shared monthly pool for your workspace. Monthly allowances reset each billing month and don’t carry over. AI Packs add tokens to the pool, bought monthly or as a one-time top-up that lasts until it’s used. Details are on the pricing page.
6.Plans, billing, renewal, and cancellation
Nexus has a Free plan and paid plans, priced per seat, plus suites, add-ons, and packs, all as shown on our pricing page at nerthos.com/pricing. Paid plans, suites, and add-ons are billed in advance, monthly or yearly, through our payment processor, Stripe. Prices don’t include taxes, which we add where required. We never see or store your full card number.
What you agree to at checkout. Before you pay, we show you the plan, the price, how often you’ll be charged, and how to cancel, and we ask you to confirm that you agree to a recurring charge. We send a confirmation email with the same information and a link to cancel. We keep a record of your consent.
Renewal. Paid subscriptions renew automatically at the end of each billing period, monthly or yearly, and we charge the payment method on file, until you cancel. We’ll send a reminder before a yearly renewal, and at least once a year for every subscription, saying what you’re paying for, how much, how often, and how to cancel.
Adding or upgrading. When you add seats, suites, or add-ons, or move to a higher plan, the change applies right away and the cost for the rest of the current period is added to your next bill.
Removing or downgrading. When you remove seats or move to a lower plan, the change takes effect at the start of your next billing period. We don’t refund the unused part of a period.
Packs. AI Packs and Envelope Packs can be bought every month or as a one-time top-up. A monthly pack renews with your subscription. A one-time pack lasts until it’s used and is not refundable once bought. Packs are always at their standard price.
Canceling. You can cancel at any time from your workspace’s billing settings, by the same online route you used to subscribe, without calling anyone. Your paid plan stays active until the end of the period you’ve already paid for, and then your workspace moves to the Free plan. Your content stays in place, subject to the Free plan’s limits. We don’t give refunds for partial periods, except where the law requires it or where these terms say otherwise.
Price changes. If we change the price of your plan, suite, or add-on, we’ll tell you by email at least 30 days before it applies to you, with a reminder of how to cancel. The new price starts at your next renewal after that notice. If you don’t agree, cancel before the renewal.
Failed payment. If a payment fails and isn’t fixed within 14 days after we tell you, we may move your workspace to the Free plan until it’s sorted out. Your content stays in place. Amounts you owe remain due.
Refunds and disputes. If you think a charge is wrong, email support@nerthos.com within 60 days of the charge and we’ll look into it. Please contact us before disputing a charge with your card issuer.
Discounts and promotions. Any founding member rate, promotional rate, or coupon comes with its own written terms, which control how long it lasts and what it covers.
7.The Free plan
The Free plan is for one person getting their own work in order. It has limits, which are listed on the pricing page, and we may change those limits with notice. A Free workspace can invite guests, who can view and comment, but cannot add members. In a paid workspace, a person without a valid seat is treated as a guest.
We may close a Free workspace that no one has signed in to for 12 months. We’ll email the address on the account at least 30 days before, and signing in keeps the workspace.
8.The beta
If you join the Nexus beta, the Beta Program Terms apply as well as these terms. During the beta Nexus is offered at no cost so we can test it with real people and improve it. Beta features may change, move between plans, or be removed, and the beta may have bugs. We’ll tell beta members at least 14 days before the beta ends. When it ends, you keep your workspace and your content, and your workspace moves to the Free plan until you choose a paid plan.
9.Acceptable use
Our Acceptable Use Policy at nerthos.com/legal/acceptable-use is part of these terms. In short: don’t break the law or help anyone else break it; don’t upload malware or try to get into accounts, workspaces, or systems that aren’t yours; don’t probe, scan, or load-test Nexus without our written permission; don’t harass people or store content you have no right to hold; don’t resell Nexus or copy it to build a competing product; don’t get around plan limits, seat counts, or allowances; and don’t store restricted data (section 4) unless we’ve agreed in writing.
If your use puts Nexus or other customers at risk, we may suspend the account or workspace involved. Where we reasonably can, we’ll tell you first and give you a chance to fix it.
10.Connections to other services
Nexus can connect to services you choose, such as Microsoft Outlook calendars, your company’s Microsoft directory, and, when available, Microsoft To Do and Planner for imports. Those services have their own terms, and your use of them is between you and their provider. When you connect one, you allow Nexus to exchange the data needed to make that connection work, and you can disconnect at any time from your settings. We’re not responsible for those services or for changes they make that affect the connection.
11.E-signature
The Contract Suite includes a built-in e-signature feature. The E-Signature Terms at nerthos.com/legal/esignature apply to every document you send for signature. In short: your electronic signatures and your signers’ electronic signatures are intended to be valid under the U.S. ESIGN Act, state laws such as Michigan’s Uniform Electronic Transactions Act, and the EU eIDAS Regulation; Nerthos is not a party to the documents you sign and doesn’t guarantee that e-signature is permitted for every kind of document in every place; and you’re responsible for getting the consent your signers are owed.
12.Our commitments
Availability. We work to keep Nexus available, secure, and backed up, and our Security and Data page at nerthos.com/security describes how. We don’t promise that Nexus will never go down or never have a bug. We may change or improve features over time. If we plan to remove a feature your paid plan depends on, we’ll give you at least 30 days’ notice.
Support. We answer support requests at support@nerthos.com. We aim to reply within one business day. Support covers Nexus itself, not the services you connect to it.
Backups. Nexus is backed up automatically so the service can be recovered if something goes wrong on our end. Backups are for restoring the service as a whole, not for recovering individual items you’ve deleted; use the recycle bin for that.
Your copies. Keep your own copies of signed contracts and other documents you can’t afford to lose.
13.Confidentiality
Each of us may learn confidential information about the other: for you, that includes your content and your business; for us, that includes non-public information about how Nexus is built, our roadmap, and pricing we’ve offered you privately. Each of us will use the other’s confidential information only to perform under these terms, protect it with at least reasonable care, and share it only with people and providers who need it and are bound to keep it confidential. This doesn’t cover information that is public through no fault of the recipient, that the recipient already had, or that the recipient develops independently. Either of us may disclose confidential information when the law requires it, after telling the other where the law allows. These duties last for three years after our agreement ends, and for your content, for as long as we hold it.
14.Privacy and data protection
Our Privacy Policy at nerthos.com/privacy explains what personal information Nerthos collects and how we handle it. For personal information inside your workspace, you decide what goes in and who sees it, and we process it on your instructions. If your workspace is a business workspace, or you otherwise use Nexus for an organization, our Data Processing Addendum at nerthos.com/legal/dpa applies to the personal information in that workspace. It is incorporated into these terms by reference for every such workspace, and you can ask us for a countersigned copy at any time. Our current list of service providers that handle customer data is at nerthos.com/legal/subprocessors.
15.Leaving Nexus, suspension, and termination
You can leave any time. Stop using Nexus whenever you like. To have your account or workspace deleted, use the setting inside Nexus or email support@nerthos.com from the email address on your account. We’ll confirm when it’s done. Deleted content is removed from Nexus within 30 days and leaves our backups as they age out (see the Privacy Policy for how long). Content under a legal hold that you’ve set stays in place until the hold is released.
Getting your content out. You can export your content while your account is open: lists, pages, notebooks, contracts, and records can be exported from inside Nexus. We’re building a one-step export of a whole workspace; until it exists, we’ll help a departing customer get its content out on request.
We may suspend. We may suspend your access, or part of it, if you seriously or repeatedly break these terms or the Acceptable Use Policy, if your use threatens the security or integrity of Nexus or other customers, or if the law requires it. Where we reasonably can, we’ll tell you first and give you a chance to fix it. An overdue payment is handled under section 6, not by suspension.
We may end the agreement if you don’t fix a serious breach within 30 days after we tell you about it, or immediately for a breach that can’t be fixed or that creates a legal or security risk. You may end it at any time by canceling and closing your account.
If we stop offering Nexus, we’ll give you at least 60 days’ notice and a way to get your content out, and we’ll refund any fees you’ve paid for the period after the shutdown.
16.Intellectual property, feedback, and copyright complaints
Nexus, its design, its code, and everything about it other than your content belong to Nerthos and its licensors. These terms let you use Nexus; they don’t transfer ownership of it. You may not copy, modify, reverse engineer, or create derivative works of Nexus except where the law allows despite this clause.
Feedback. If you send us ideas or feedback, we may use them to improve Nexus without owing you anything. We’re still grateful.
Publicity. We won’t name you as a customer in marketing without your permission.
Copyright complaints. We respect copyright and respond to notices under the U.S. Digital Millennium Copyright Act. If you believe content stored in Nexus infringes your copyright, send a notice containing the information required by 17 U.S.C. § 512(c)(3) to our designated agent: Copyright Agent, Nerthos L.L.C., PO Box 464, Cadillac, MI 49601, hello@nerthos.com. We may remove or disable access to the content, notify the person who stored it, and accept a counter-notice. We may close the accounts of repeat infringers.
17.Warranties and disclaimers
We promise that Nexus will perform materially as described in our documentation, and that we’ll provide it with reasonable skill and care. If it doesn’t, tell us and we’ll work to fix it; if we can’t within a reasonable time, you may cancel and we’ll refund the fees you paid for the period after the problem started. That’s your remedy for a breach of this promise. During the beta, the Beta Program Terms describe what to expect instead.
Otherwise, Nexus is provided “as is” and “as available.” To the extent the law allows, we make no other promises, express or implied, about Nexus, including that it will be uninterrupted or error-free, that it will fit a particular purpose, or that it won’t infringe. AI outputs, people features, and e-signature are tools; you’re responsible for how you use them and for the decisions you make. If you’re a consumer, section 21 explains the rights you keep regardless of this section.
18.Indemnities
Yours. You’ll defend Nerthos against any claim by someone else that arises from your content, your use of Nexus in breach of these terms, or your violation of law or of someone’s rights, and you’ll pay the resulting costs, damages, and reasonable legal fees.
Ours. We’ll defend you against any claim by someone else that Nexus, as we provide it, infringes their patent, copyright, or trademark or misappropriates their trade secret, and we’ll pay the resulting damages and reasonable legal fees awarded or agreed in settlement. This doesn’t apply to claims based on your content, on services you connect, on modifications we didn’t make, or on using Nexus in a way these terms don’t allow. If such a claim is made or looks likely, we may get the rights needed, change Nexus so it no longer infringes, or, if neither is reasonably possible, end your subscription and refund any prepaid fees for the remaining period.
How it works. The party being defended must tell the other promptly, hand over control of the defense and any settlement (no settlement may admit fault or impose obligations on the defended party without its consent), and help reasonably at the defending party’s cost.
19.Limitation of liability
To the extent the law allows, neither of us is liable to the other for indirect, incidental, special, consequential, or punitive losses, or for lost profits, lost revenue, lost business, or lost goodwill, however caused, even if told they were possible.
Our total liability to you for everything arising out of or related to Nexus and these terms, in contract, tort, or otherwise, is limited to the amount you paid us in the 12 months before the event giving rise to the claim, or $100 if you haven’t paid us anything.
These limits don’t apply to: your obligation to pay fees; either party’s indemnity under section 18; a party’s breach of section 13 (confidentiality), except that a security incident affecting content in Nexus is governed by section 12 and, for business customers, the DPA, and stays within the limits above unless it results from our gross negligence or willful misconduct; a party’s fraud, gross negligence, or willful misconduct; or any liability that can’t be limited by law, such as for death or personal injury caused by negligence.
Nexus is run by a small company, and these limits are part of how we can offer it at its price. If you need higher limits, ask us about an order form.
20.Disputes
Talk to us first. If you have a dispute with us, email hello@nerthos.com with your account email, what happened, and what you want. We’ll do the same for a dispute with you. Each of us agrees to try in good faith to resolve the dispute for 60 days before starting any court case.
Where disputes go. These terms are governed by the laws of the State of Michigan and of the United States, without regard to conflict of law rules. Any dispute that we can’t resolve will be heard in the state courts located in Wexford County, Michigan, or the United States District Court for the Western District of Michigan, and each of us agrees to the personal jurisdiction of those courts. Either party may bring a qualifying claim in small claims court instead. Either party may seek an injunction or other urgent relief in any court to protect its intellectual property or confidential information.
Jury and class waiver. To the extent the law allows, each of us waives the right to a jury trial, and each of us agrees to bring claims only in our own individual capacity, not as a plaintiff or class member in any class, consolidated, or representative action.
Time limit. Any claim must be brought within one year after it arises, or it is permanently barred, except where the law doesn’t allow this limit.
If you’re a consumer. If you use Nexus for personal purposes and the law where you live gives you rights that can’t be taken away by contract, nothing in this section or in sections 17 to 19 takes them away. If you live in the European Union, the United Kingdom, or Switzerland, you may also bring a claim in the courts of your home country, and the mandatory consumer protection laws of your home country apply alongside Michigan law. See section 21.
21.If you are a consumer
This section applies if you use Nexus as an individual for purposes outside your trade, business, or profession.
Your statutory rights are not affected. Nothing in these terms limits rights you have under the consumer laws of your country or state that can’t be waived, including rights about the quality of digital services and remedies if we don’t provide Nexus with reasonable care and skill.
Right of withdrawal (EU, UK, Switzerland). If you buy a paid plan, you have 14 days from purchase to change your mind and withdraw, by emailing support@nerthos.com or writing to the address in section 23; a plain statement that you want to withdraw is enough, and no form is required. Because paid features start right away at your request, if you withdraw within the 14 days we’ll refund the price minus a proportional amount for the days you had the paid plan. After 14 days, the cancellation rules in section 6 apply.
Language. These terms are written in English. If we provide a translation, the English version controls where the law allows.
22.General
Where Nexus can be used. You may not use Nexus where United States law prohibits it, if you are on a United States government restricted-party list, or in breach of export control or sanctions laws. Nexus is hosted in the United States; if you use it from elsewhere, you’re responsible for compliance with your local laws.
Things outside anyone’s control. Neither of us is responsible for delays or failures caused by events beyond reasonable control, such as natural disasters, widespread internet or power outages, war, labor disputes, government action, or failures at our hosting provider, provided the affected party does what it reasonably can to recover. This doesn’t excuse payment for services already provided.
Transfers. You can’t transfer this agreement to someone else without our written agreement, except to a successor of your whole business who agrees to these terms, with notice to us. We may transfer it if Nerthos is merged with or acquired by another company, or sells substantially all of its assets, and we’ll tell you if that happens.
Notices. We’ll send notices to the email address on your account or show them inside Nexus; a notice is given when sent. You can send notices to Nerthos L.L.C., PO Box 464, Cadillac, MI 49601, or hello@nerthos.com; a notice to us is given when we receive it.
Nothing waived. If we don’t enforce part of these terms right away, we haven’t given up the right to enforce it later. If a court finds part of these terms unenforceable, that part will be enforced to the extent allowed, and the rest still applies.
Survival. Sections that by their nature should last after this agreement ends, including ownership, confidentiality, payment owed, disclaimers, indemnities, limitation of liability, and disputes, still apply.
Independent parties. We’re independent contractors. These terms don’t create a partnership, joint venture, agency, or employment relationship.
No third-party rights. No one other than you and Nerthos, and our permitted successors, has rights under these terms.
23.Contact
Nerthos L.L.C., PO Box 464, Cadillac, MI 49601, United States. General and legal: hello@nerthos.com. Support and security reports: support@nerthos.com (put “Security” in the subject). A real person reads every message.
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