Terms & Conditions

01 Acceptance of Terms

These Terms and Conditions (“Terms”) form a binding agreement between Lokesh Kumar (Proprietor), trading as Nexus Marketing Agency (“Nexus,” “we,” “us,” or “our”), and the person or organization accessing or using the Platform (“Customer,” “you,” or “your”).

By creating an account, purchasing a subscription, accepting an order form, or using the Platform, you agree to these Terms.

If you use the Platform on behalf of an organization, you represent that you have authority to bind that organization. In that case, “you” refers to the organization.

If you do not agree, do not access or use the Platform.

02 Contract Documents and Priority

Your agreement with Nexus may include:

1. An executed order form or statement of work;
2. A Data Processing Addendum;
3. These Terms;
4. The Refund and Cancellation Policy;
5. The Privacy Policy; and
6. Product-specific rules presented within the Platform.

If documents conflict, they apply in the order listed above unless an executed document expressly states otherwise.

03 Eligibility

You must:

• Be at least 18 years old or the legal age of majority in your jurisdiction;
• Have legal capacity to enter a binding agreement;
• Not be prohibited from using the Platform under applicable law; and
• Provide accurate registration and billing information.

The Platform is primarily intended for businesses and professionals. Consumer-protection rights that cannot legally be waived remain unaffected.

04 Account Registration and Security

You agree to:

• Provide complete and accurate account information;
• Keep account information current;
• Protect usernames, passwords, authentication codes, and API credentials;
• Restrict access to authorized personnel;
• Promptly notify Nexus of unauthorized access or suspected compromise; and
• Accept responsibility for activity conducted through your account, except to the extent caused by Nexus’s breach of applicable obligations.

You may not share individual login credentials among multiple users unless the applicable plan expressly permits it. Nexus may require additional verification or suspend access where fraud, compromise, or unauthorized use is reasonably suspected.

Organization administrators may manage user access, permissions, billing, content, and integrations.

05 Platform and Services

Nexus may provide services including:

• Campaign planning and management;
• Social-media and advertising account integrations;
• Content creation and scheduling;
• Audience and lead-management tools;
• Analytics, dashboards, and performance reporting;
• Marketing recommendations or automation;
• Subscription-based digital services;
• Professional, consulting, creative, or managed marketing services; and
• Other features described in an order form or within the Platform.

Features may vary by plan, jurisdiction, device, integration, or availability.

Unless expressly guaranteed in a signed order form, Nexus does not guarantee specific impressions, leads, conversions, sales, rankings, reach, engagement, or return on advertising spend.

06 Subscriptions, Fees, and Payment

6.1 Fees

You agree to pay all fees, taxes, advertising costs, and other charges shown at checkout or in an order form. Unless stated otherwise:

• Fees are quoted in [currency];
• Taxes are additional;
• Fees must be paid without set-off or deduction;
• Bank, currency-conversion, and payment-provider charges are your responsibility; and
• Promotional pricing applies only for the stated promotional period.

6.2 Automatic renewal

Paid subscriptions automatically renew for successive periods equal to the original billing cycle unless cancelled before the renewal date.

By purchasing a recurring subscription, you authorize Nexus or its payment provider to charge the payment method on file for subscription fees, applicable taxes, approved add-ons, usage-based charges, and other amounts expressly agreed to.

The renewal price will be the then-current price unless a fixed-price period applies. Nexus will provide advance notice of price changes where required by law.

6.3 Failed payments

If payment fails, Nexus may retry the payment method; request another payment method; restrict paid functionality; suspend or terminate services; recover reasonable collection costs where legally permitted; and charge lawful late-payment interest specified in an order form.

6.4 App-store purchases

Purchases made through Apple App Store, Google Play, or another marketplace may be billed, cancelled, and refunded by that marketplace. Marketplace terms may control the transaction where they conflict with Nexus’s billing procedures.

6.5 Advertising spend

Unless expressly included in a package, advertising spend payable to Meta, Google, TikTok, LinkedIn, or another advertising platform is separate from Nexus’s fees. Advertising spend and third-party platform charges are generally non-refundable once committed or incurred.

07 Customer Responsibilities

You are responsible for:

• Providing timely instructions, approvals, credentials, assets, and information;
• Reviewing campaigns, content, budgets, audiences, claims, and targeting before publication;
• Ensuring your products, services, campaigns, and content are lawful;
• Maintaining valid billing methods on connected advertising accounts;
• Monitoring campaign performance and notifying Nexus of errors;
• Securing your systems and connected accounts; and
• Complying with advertising platform rules and applicable law.

Delays caused by missing approvals, information, access, or materials may affect schedules and do not automatically entitle you to a refund.

08 Customer Data and Privacy Compliance

You retain ownership of data and content you submit to the Platform (“Customer Data”).

You grant Nexus a non-exclusive, worldwide, royalty-free license to host, reproduce, transmit, adapt, display, and process Customer Data only as reasonably necessary to provide and secure the Platform; perform requested marketing services; support integrations; comply with law; and enforce the agreement.

You represent and warrant that:

• You have all rights and permissions necessary to provide Customer Data;
• Processing Customer Data through the Platform is lawful;
• Required notices have been provided;
• Required consents or other legal bases have been obtained;
• Contact lists do not contain individuals who must be suppressed or excluded;
• Data was not purchased, scraped, or obtained unlawfully; and
• Your instructions do not cause Nexus to violate applicable law.

Where Nexus processes personal data on your behalf, the applicable Data Processing Addendum governs that processing.

09 Marketing and Communications Compliance

You must comply with all applicable email and anti-spam laws; SMS, telephone, and telemarketing laws; privacy and data-protection laws; cookie and tracking rules; consumer-protection laws; advertising standards; platform policies; and industry-specific rules.

This may include, where applicable, the GDPR, UK GDPR, ePrivacy requirements, CCPA/CPRA, CAN-SPAM Act, Telephone Consumer Protection Act, India’s data-protection and telecommunications rules, and local consumer or advertising laws.

You are responsible for:

• Obtaining legally valid marketing consent;
• Keeping evidence of consent;
• Identifying the sender;
• Providing legally required disclosures;
• Honoring opt-outs promptly;
• Maintaining suppression lists;
• Avoiding deceptive subject lines, sender identities, or claims; and
• Ensuring campaign targeting does not unlawfully discriminate.

Nexus does not provide your organization with legal advice merely by supplying templates, suggestions, campaign tools, or automated compliance features.

10 Acceptable Use

You may not use the Platform to:

1. Violate any law, regulation, court order, or third-party right.
2. Send spam, unsolicited messages, or unlawful marketing communications.
3. Upload illegally obtained, scraped, stolen, or unauthorized contact data.
4. Publish false, misleading, fraudulent, defamatory, or deceptive content.
5. Promote illegal products, services, activities, or transactions.
6. Infringe copyright, trademark, privacy, publicity, confidentiality, or other rights.
7. Distribute malware, ransomware, spyware, or harmful code.
8. Conduct phishing, credential theft, impersonation, or social-engineering attacks.
9. Attempt unauthorized access to systems, accounts, APIs, or data.
10. Circumvent usage limits, security controls, or payment mechanisms.
11. Reverse engineer, decompile, copy, or extract source code except where law expressly permits.
12. Use automated tools to scrape or extract Platform data without written permission.
13. Resell, sublicense, or commercially exploit the Platform unless authorized.
14. Interfere with the integrity, availability, or performance of the Platform.
15. Use the Platform to make unlawful decisions concerning employment, housing, credit, healthcare, insurance, or other protected areas.
16. Upload highly sensitive information unless expressly authorized and appropriately protected.
17. Create fake engagement, reviews, clicks, leads, or advertising traffic.
18. Violate the policies of any connected advertising or social-media platform.
19. Use Nexus branding without prior written permission.
20. Assist another person in any prohibited activity.

Nexus may investigate suspected violations and remove content, limit campaigns, suspend access, or terminate accounts where reasonably necessary.

11 Content Review and Campaign Approval

You are responsible for final review and approval of campaign content unless a signed statement of work expressly assigns a specific approval responsibility to Nexus.

Nexus may refuse, pause, or remove content that it reasonably believes:

• Violates law or these Terms;
• Violates a third-party platform’s rules;
• Creates material legal, reputational, security, or operational risk;
• Contains unsupported claims;
• Infringes third-party rights; or
• Could mislead or harm users.

Third-party advertising platforms independently review and approve advertisements. Nexus does not control their decisions and is not responsible for rejection, suspension, delayed review, account restriction, or changes to their policies.

12 Intellectual Property

12.1 Nexus property

Nexus and its licensors retain all rights in the Platform and its software; interfaces, designs, workflows, documentation, and databases; trademarks, logos, and branding; templates, methods, analytics structures, and know-how; and improvements and derivative works. No rights are granted except the limited right to use the Platform under these Terms.

12.2 Customer content

You retain ownership of original Customer Data and materials you provide. Ownership of custom deliverables created by Nexus is governed by the applicable order form or statement of work. If no separate provision applies, Nexus grants you a non-exclusive license to use final, fully paid deliverables for your internal business and marketing purposes.

Drafts, rejected concepts, working files, internal tools, reusable templates, methods, and pre-existing materials remain Nexus property unless expressly transferred in writing.

12.3 Third-party assets

Stock media, fonts, software, music, plugins, templates, and other third-party assets remain subject to their own licenses. Your use may be limited by those licenses.

12.4 Feedback

If you provide product feedback, you grant Nexus a perpetual, irrevocable, worldwide, royalty-free right to use it without restriction or compensation, provided Nexus does not publicly identify you without permission.

13 Artificial Intelligence and Automated Features

If the Platform includes AI-assisted content, recommendations, audience suggestions, automation, or analysis:

• Outputs may be incomplete, inaccurate, non-unique, or unsuitable;
• You must review outputs before publication or reliance;
• You are responsible for factual claims, legal compliance, and rights clearance;
• Nexus does not guarantee that output is eligible for intellectual-property protection;
• Similar output may be generated for other users; and
• You must not submit confidential or regulated information to an AI feature unless the feature is approved for that purpose.

AI-generated recommendations are not legal, financial, medical, or other regulated professional advice.

14 Third-Party Platforms and Integrations

The Platform may depend on independent services such as advertising networks, social platforms, payment processors, hosting providers, and app stores.

Nexus is not responsible for:

• Third-party outages or service changes;
• API restrictions or discontinued integrations;
• Account suspensions imposed by third parties;
• Changes in advertising algorithms, pricing, or policies;
• Data loss caused by a third-party service;
• Third-party content or privacy practices; or
• Customer breaches of third-party terms.

You authorize Nexus to access connected services only to the extent necessary to provide requested functionality.

15 Confidentiality

Each party may receive non-public business, technical, financial, or commercial information from the other (“Confidential Information”). The receiving party will:

• Use Confidential Information only for the agreement;
• Protect it using reasonable care;
• Disclose it only to personnel and providers with a need to know and appropriate confidentiality duties; and
• Not disclose it to others except as permitted or legally required.

Confidential Information does not include information that is publicly available without breach, already lawfully known, independently developed, or lawfully obtained from another source. If disclosure is legally required, the receiving party will provide notice where legally permitted.

16 Service Availability and Changes

Nexus aims to maintain reliable access but does not promise uninterrupted or error-free operation unless a separate service-level agreement applies. Nexus may:

• Maintain, update, or modify the Platform;
• Add, remove, or replace features;
• Impose reasonable usage or storage limits;
• Discontinue obsolete functionality; and
• Temporarily restrict access for security or maintenance.

Where a change materially reduces core paid functionality, Nexus will provide reasonable notice where practicable and any remedy required by applicable law or contract.

17 Suspension and Termination

17.1 Termination by you

You may cancel a subscription according to the Refund and Cancellation Policy. Cancellation stops future renewal but does not ordinarily result in a refund for the current billing period.

17.2 Suspension or termination by Nexus

Nexus may suspend or terminate access if fees remain unpaid; you breach these Terms; your activity creates a security or legal risk; fraud or unauthorized use is suspected; a third-party provider requires suspension; continued service would violate law; or Nexus discontinues the relevant service.

Where reasonable, Nexus will provide notice and an opportunity to cure. Immediate action may be taken for serious, repeated, unlawful, fraudulent, or security-related conduct.

17.3 Effect of termination

Upon termination: your right to access the Platform ends; outstanding fees become due; active campaigns may stop; connected integrations may be disabled; and Customer Data may be deleted according to the Privacy Policy and retention schedule.

You should export required data before termination. Sections intended by their nature to survive — including payment obligations, intellectual property, confidentiality, disclaimers, liability limits, indemnity, and dispute provisions — remain effective.

18 Disclaimers

To the maximum extent permitted by law, the Platform and services are provided “as is” and “as available.”

Nexus disclaims implied warranties of merchantability, satisfactory quality, fitness for a particular purpose, non-infringement, accuracy, availability, and results. Nexus does not warrant that:

• Campaigns will achieve a specific result;
• Leads will convert or be commercially valuable;
• Reports will be free from attribution or third-party data discrepancies;
• Third-party platforms will approve campaigns;
• Integrations will remain continuously available; or
• All defects or errors will be corrected.

Nothing in these Terms excludes warranties or rights that cannot lawfully be excluded.

19 Limitation of Liability

To the maximum extent permitted by law:

1. Neither party will be liable for indirect, incidental, special, punitive, exemplary, or consequential damages.
2. Neither party will be liable for lost profits, revenue, goodwill, opportunities, data, anticipated savings, or business interruption.
3. Nexus is not liable for customer content, advertising claims, targeting decisions, third-party platform actions, customer instructions, or unauthorized account use not caused by Nexus.
4. Nexus’s aggregate liability arising from or relating to the Platform or these Terms will not exceed the greater of: the fees paid or payable by you to Nexus during the 12 months preceding the event giving rise to the claim; or [minimum liability amount and currency].

The limitations apply regardless of the legal theory and even if a party was advised that damage was possible.

Nothing excludes or limits liability to the extent it cannot legally be excluded, including liability for fraud, fraudulent misrepresentation, intentional misconduct, or death or personal injury caused by negligence where applicable law prohibits limitation.

20 Indemnification

To the extent permitted by law, you will defend, indemnify, and hold harmless Nexus, its affiliates, directors, employees, and contractors from third-party claims, losses, penalties, damages, and reasonable legal fees arising from:

• Customer Data or campaign content;
• Your products, services, claims, or advertisements;
• Your violation of law or third-party platform rules;
• Your breach of these Terms;
• Infringement caused by materials or instructions you provide;
• Unlawful marketing, messaging, targeting, or data collection; or
• Use of the Platform by your authorized users.

Nexus will provide reasonable notice and cooperation. You may not settle a claim in a manner that admits liability or imposes obligations on Nexus without Nexus’s written consent. Any indemnity from Nexus concerning custom deliverables or intellectual-property claims must be stated in an executed order form.

21 Governing Law and Disputes

These Terms are governed by the laws of [State/Country], excluding conflict-of-law rules.

The courts located in [City, State/Country] will have exclusive jurisdiction, unless mandatory law gives you the right to bring proceedings elsewhere.

Before commencing formal proceedings, each party will attempt in good faith to resolve the dispute by written notice and negotiation for at least 30 days.

If arbitration is intended, obtain jurisdiction-specific legal advice and insert a compliant arbitration clause, including rules, venue, language, fees, consumer opt-out rights, and any class-action waiver. Do not add a generic class-action waiver without local review.

22 General Provisions

• Assignment: You may not assign the agreement without written consent. Nexus may assign it in connection with a reorganization, merger, acquisition, or asset transfer.
• Force majeure: Neither party is liable for delay caused by events beyond reasonable control, excluding payment obligations.
• No agency: The agreement does not create a partnership, franchise, fiduciary, employment, or agency relationship.
• No third-party beneficiaries: No third party may enforce these Terms unless expressly stated.
• Severability: If a provision is unenforceable, it will be modified to the minimum extent necessary, and the remainder remains effective.
• No waiver: Failure to enforce a provision is not a waiver.
• Electronic communications: You consent to contractual notices and records being provided electronically where permitted.
• Entire agreement: The applicable contract documents constitute the entire agreement concerning the Platform.
• Changes: Nexus may update these Terms. Material changes will receive reasonable notice and apply prospectively unless law requires otherwise.

23 Contact