Terms of Sale

Last updated: 24 October 2026

These terms are the agreement between NexaEthos and the person or business that opens a Nexa Agora workspace. They are written to be read: where a legal term is needed, it is explained. The person who creates the workspace accepts them, for themselves or for their business, together with the Terms of Use, which apply to every person with an account.

1. Who we are and who the customer is

Nexa Agora is provided by NexaEthos S.L. ("NexaEthos", "we", "us"), a limited company incorporated in Spain, tax identification number B93751808, EU VAT number ESB93751808, with its registered office at Calle Santa Juliana 9, 29130 Alhaurín de la Torre (Málaga), Spain, registered with the Registro Mercantil.

The customer is the person, business or organisation for which the workspace is created ("Customer"). Whoever accepts these terms for a business or an organisation states that they have the authority to bind it. Colleagues invited to the workspace work under the Customer's agreement: an invitation does not make them buyers of a subscription.

Nexa Agora is offered to businesses, professionals and consumers. Where a rule applies only to consumers, these terms say so; the rights the law gives consumers always prevail (section 13).

2. The documents of the agreement

The agreement is made of:

• these Terms of Sale;
• the Nexa Agora Terms of Use, which every person with an account accepts;
• the summary of the plan shown before each purchase, or an order signed with us;
• the Data Processing Agreement ("DPA"), which applies whenever we process personal data on the Customer's behalf.

A service level agreement applies only if the plan or the order includes one. If two documents disagree, the DPA prevails on personal data, a signed order prevails on what it expressly agrees, and these terms prevail on everything else. The Privacy Policy explains how we handle personal data as a controller; it does not replace the DPA.

3. How the agreement is made

Before the workspace is created, the Customer can open these terms and the other documents, download them, and check and correct what it has entered. Acceptance is an express act: an unticked checkbox on the registration page, also when the account is created with Google, GitHub or Apple. The agreement is concluded when the box is ticked and the workspace is created, or as a signed order says.

We record the version accepted, the date and time and the person who accepted. The version in force can be opened and downloaded at any time on our website, also from Settings › Profile › Legal texts; the email confirming the workspace links the version accepted. A copy can be requested at hello@nexaethos.com.

A request for access or a place on the waiting list creates no agreement and no payment obligation. The contract language is English unless a signed order states otherwise.

4. The service and the plans

Nexa Agora is a workspace where people and AI agents work together: conversations, projects, documents and the organisation's memory, with roles, permissions and controls.

The workspace has a plan. The plans, what each includes and its price are shown on our pricing page and, before every purchase, in the summary in Billing. What a plan includes — seats, credits, storage, daily allowances, features and support — is what that page and the summary state on the day of the purchase. A feature announced or in development is not part of the plan until the plan includes it.

Enterprise. The Enterprise plan is not bought in Billing: it is an agreement made with the Customer, in an order we both sign. To fit the Customer's needs, the order can set the price, the duration and the invoicing; seats, credits and storage; how long data is kept and where it is processed; service levels, support and dedicated configurations; and terms that differ from these. What the order does not settle follows these terms. An order never reduces the rights the law makes mandatory.

We provide the service with reasonable professional care. We may improve and change it, keeping the essential features of the plan and our security and data commitments. A change that materially reduces what the Customer bought follows section 16.

Nexa Agora is not designed for emergency systems or for uses that need guarantees the plan does not include. It does not replace qualified advisers or checks that the Customer's sector requires.

5. The workspace, its owner and its people

The person who creates the workspace is its owner. The owner alone buys: plans, seats and credit top-ups. The owner appoints administrators, who invite people, give roles and permissions and remove access.

Invited people join free, or on a seat the owner assigns them, as the plan allows. The Customer keeps its details up to date, makes sure its people know the Terms of Use, and is responsible for the permissions and connections it authorises. Each person protects their own sign-in and tells us without delay of any unauthorised access.

AI agents act within the permissions, connections and delegations the Customer configures. Some actions need an approval each time; others fall within an automation or delegation already authorised. Revoking a permission or a connection stops further use, but it does not undo what has already been done in an external system.

6. Artificial intelligence

The service uses AI. Its outputs can contain errors, omissions or outdated information, and similar outputs can be produced for others. The Customer reviews outputs before relying on them for important decisions or actions, and sets the level of oversight that fits its work.

Each party complies with the AI rules that apply to it: we as the provider of the service, the Customer for its own uses. For a use subject to special rules, including high-risk uses, the Customer checks before use that the service and its configuration are suitable. An approval or an audit trail is not, on its own, a certificate of compliance.

The Customer's responsibility for its decisions does not remove ours for a defect of the service or a breach of these terms.

7. Content, outputs and ownership

The Customer keeps its rights in what it brings: documents, messages, instructions, configurations. It must have the rights to use them in the service. As between the Customer and us, the outputs generated for the Customer belong to the Customer, as far as the law allows, without prejudice to third parties' rights in material they contain.

The Customer allows us to host, process, transmit and show its content only to provide the service, keep it secure and meet legal obligations, under the DPA and the confidentiality rules of section 9.

We do not look at the content of the workspace, and we never use the Customer's content or outputs to train models. When the Customer asks for support, it can send us the reference of a run, from that run's receipt in Operations: we then open that run only, to solve the problem. Any other access happens only where the law requires it or to stop a concrete security threat, and we tell the Customer when the law allows. The workspace's memory serves the Customer alone.

We keep our rights in the software, its design, its documentation and our trademarks. Open-source components, such as the Nexa Bridge, remain under their own licences. Suggestions the Customer chooses to give us may be used to improve the service; they give us no right over the Customer's content.

8. Credits, own models and connected services

Credits. Work on the models we provide is measured in credits (CU). Each plan includes a monthly allowance of credits; how a credit is measured is explained on the pricing page. The owner can add credit top-ups, which are used after the monthly allowance, belong to the whole workspace and do not expire while the agreement is in force. When a workspace has no credits left, the work that spends them pauses until the next month's allowance or a top-up; nothing is charged beyond what the owner has bought.

Own models. Where the plan allows it, the Customer can use its own model provider keys or its own models through the Nexa Bridge. That work spends no credits; the agreement and the costs with that provider are the Customer's own.

Connected services. The Customer can connect external accounts, such as email, calendar or code repositories. Before connecting, it checks the permissions asked and the data that will flow. Agents can then read data and, where authorised, act in those services. The Customer must be entitled to connect those accounts. We remain responsible for what we do as a processor; a third-party service does not remove our obligations.

9. Personal data, security and confidentiality

When we process personal data on the Customer's behalf, the DPA applies before processing starts. It describes the processing, our security measures, our subprocessors, transfers, assistance, audits and deletion. Where the DPA allows a general authorisation of subprocessors, we announce a new or replaced subprocessor at least 30 days in advance. The Customer may object for reasons of data protection; if we cannot offer a reasonable alternative, the Customer may end the affected service before the change, with a refund of the unused prepaid period.

We notify the Customer of a personal data breach affecting its data without undue delay, as the DPA describes.

Each party keeps the other's non-public information confidential and uses it only for the agreement. The Customer's content is confidential whether or not it is marked. Information is not confidential if it is or becomes public lawfully, was already known, is developed independently or is lawfully received from a third party. A disclosure the law requires is limited to what is necessary and, where allowed, announced first. These duties last after the agreement ends.

10. Acceptable use and reports

The Customer and its people use Nexa Agora as the Terms of Use describe. Unlawful activities, infringing others' rights, malware, spam, unauthorised access, breaking the separation between workspaces, getting around the service's controls, unauthorised resale, abusive data extraction and reverse engineering beyond what the law allows are not permitted. None of this limits exports, interoperability or rights the law grants.

Unlawful content or a breach can be reported to support@nexaethos.com, naming the content and the reason. A restriction we apply can be challenged at the same address. We assess each report and give our decision and its reasons, within the limits of the law and of security.

11. Support, Free plan and beta features

How to reach us. The Customer and its people open a ticket in Nexa Agora from Settings › Support › Open a ticket (in the iPhone app: Account → Support), or write to support@nexaethos.com, saying what happened and what they expected. For a problem with a piece of work they add the support reference of that run, which its receipt in Operations copies with one click: we then open that run only. We never ask for a password, an authenticator code or a recovery code.

When we answer. On a paid plan we answer on the same business day. On the Enterprise plan, within the time the order sets. On the Free plan, as soon as we can and with the help of the Nexa Agora community on Discord. Business days are Monday to Friday, excluding public holidays in Spain. Reports of unacceptable content are always reviewed within 24 hours, on every plan.

Free plan. The Free plan costs nothing. It includes what the pricing page states, and it never becomes a paid plan without an explicit purchase by the owner. We may change what the Free plan includes with at least 30 days' notice.

Beta features. A beta feature is marked as such before use and can change or be withdrawn. A beta keeps our confidentiality, data and security obligations. If a beta was bought as an essential part of a plan, its withdrawal is treated as a material change (section 16).

12. Payment, renewal and cancellation

Before paying. The summary in Billing shows the plan, the seats, the price per period, taxes, the total and the date of the next renewal. Businesses may see prices without VAT when this is said clearly; consumers always see the total price including VAT. Payments are processed by Stripe Payments Europe, Limited. The costs of providers the Customer connects directly are not included.

Billing. Paid plans are billed in advance for each billing period. When the owner adds seats or moves to a higher plan during a period, the summary shows what is due before payment.

Renewal and cancellation. A paid plan renews automatically every month, as the summary states. The owner can cancel it at any time in Billing, with no notice and no cost: the plan is not renewed and stays active until the end of the month already paid. Credit top-ups already bought stay usable until they run out. Cancelling does not delete the workspace or its data (section 15).

Price changes. A new price applies only from the next renewal, with at least 30 days' notice, and the owner can choose not to renew. Prices never change retroactively.

Payment in advance. Each period is paid before it starts. If a payment does not go through, the paid plan does not start or renew; nothing is owed for a period that was not paid.

Refunds. A period paid and not used is not refunded, except where these terms provide a refund or the law requires it, as for a consumer's withdrawal (section 13).

13. Consumers: withdrawal and guarantees

This section applies only when the Customer is a consumer, that is, a person using Nexa Agora outside their trade, business or profession.

Right of withdrawal. A consumer can withdraw from a paid plan or a credit top-up within 14 days of the purchase, without giving any reason, with the withdrawal function in Billing or by writing to hello@nexaethos.com. We refund the amount paid within 14 days, with the same means of payment. When the consumer asked us to start the service straight away, as Nexa Agora does at purchase, we keep the part corresponding to the service already provided, such as the days of the plan already passed or the credits already used.

Guarantee. The service must conform to these terms and to what we describe. The legal guarantee of conformity for digital services applies in full.

Courts. A consumer can always bring a claim before the courts of the place where they live.

14. Suspension and termination

We may suspend access as far as necessary to deal with a concrete security risk, an unlawful use, a serious breach or a legal obligation. The measure is proportionate and limited in scope and time. Where possible we give the reason and the remedy first; otherwise straight after.

If a party commits a material breach that can be remedied, the other may end the agreement when the breach is not remedied within 15 days of written notice. A breach that cannot be remedied, or an urgency that makes it impossible to continue, allows immediate termination, with the reasons as far as the law allows.

If we decide to stop offering Nexa Agora, we give at least 90 days' notice, help the Customer leave and refund the prepaid period in which the service will not be provided. Suspension or termination never removes the Customer's right to retrieve its data.

15. Leaving: export, switching and deletion

Leaving. The Customer leaves by cancelling its plan in Billing (section 12): nothing else is needed.

After cancelling. At the end of the month already paid, the workspace moves to the Free plan without deleting anything, as long as its data fits within the space the Free plan includes. The Customer can return to a paid plan whenever it wants.

Inactive workspace. If nobody signs in to the workspace for 12 months, we write to the owner 60 days and 30 days before deleting it. Until then the export remains available; after that we delete the workspace and its data.

Export. The Customer can export its data at any time, with Export my data in the settings, in structured, commonly used and machine-readable formats. Export is free of charge, also after the plan ends.

Switching. If the Customer wants to move to another provider or to its own infrastructure, we help free of charge, as the law on switching cloud services provides. We do not guarantee that another provider can reproduce our features identically.

Deletion. The owner can delete the workspace at any time; the Customer can also ask for it at privacy@nexaethos.com. We then delete the data as the DPA describes, keeping only what the law requires us to keep, such as invoices.

16. Changes to these terms

We may change these terms for legal requirements, security or the development of the service. We announce the reasons, the differences and the date they take effect, normally at least 30 days in advance; a legal or security urgency can require a shorter time, which we explain.

Changes never apply retroactively and never remove rights already acquired. A material change to prices, essential features, the use of data or liability takes effect at renewal, or with the owner's explicit acceptance. Continuing to use the service never authorises a new use of data.

When we publish a new version, a notice in Nexa Agora gives the owner the link to read and download it. If the Customer does not accept a material change, it can cancel its plan before the change takes effect, export its data and obtain a refund of the unused prepaid period.

17. Warranties and liability

We do not guarantee that every AI output is correct, original or suitable for a use that was not agreed. This does not limit our commitments on the service bought, its documented controls or data protection.

For a breach attributable to us, the Customer tells us and gives us a reasonable opportunity to remedy it. If a material breach is not remedied, the Customer may end the affected service, obtain a refund of the unused prepaid period and use the other remedies available.

As far as the law allows, each party is liable for the direct loss its breach causes, and not for indirect loss or lost profits. The reasonable cost of restoring data damaged by our breach is not excluded only because it concerns data. Nothing in these terms limits liability for wilful misconduct, gross negligence or anything the law does not allow to be limited, or reduces the rights of consumers and of data subjects.

If a third party claims that the Nexa Agora software infringes its intellectual property rights, we defend the claim and bear the amounts finally due, provided the Customer tells us promptly, cooperates reasonably and lets us conduct the defence. This does not cover claims caused by the Customer's content, by changes not authorised by us or by uses contrary to the agreement. If needed, we obtain the right to continue the use, change the service without materially reducing it, or end the affected part with a refund of the unused period and time to export the data.

The Customer is responsible for third-party claims caused by content it provided without the necessary rights or by its own unlawful uses.

18. Notices, emails, law and courts

Notices about the agreement go to the owner's email address and, where useful, also appear in Nexa Agora. Notices to us: hello@nexaethos.com; personal data: privacy@nexaethos.com.

The emails the service needs — account security, billing, changes to the agreement, termination — reach every person concerned. News and updates about the platform reach only those who chose them with the optional checkbox; they are not a condition of the agreement and can be switched off at any time.

Spanish law applies, without prejudice to mandatory rules, including those of the country where a consumer lives. Before going to court, the parties try to settle a dispute through their contacts, without prejudice to urgent measures and deadlines. The competent courts are those the applicable rules designate (for consumers, section 13).

If a clause is invalid, the others remain in force. Nothing in these terms excludes rights or obligations the law makes mandatory.