Terms of Service

Introduction

These Terms of Service govern the relationship between Nousu and the users of our website and services. By visiting our website and using our services, you agree to these terms.

These terms are intended exclusively for business relationships (B2B). Consumers cannot use our services. By creating an account, you confirm that you are acting in the course of your profession or business.

1. Description of services

Nousu provides a SaaS platform for automated customer communication using AI technology. Our services include, among other things, AI-driven chat and email handling, integrations with ecommerce platforms, and automation of customer service processes.

We aim for an uptime of 99% but provide no guarantee in this respect. Planned maintenance windows are communicated 48 hours in advance where possible. We reserve the right to change, expand, restrict, or discontinue our services, features, or functionalities at any time without prior notice.

2. User accounts

When you create an account, you are responsible for:

• Providing accurate and complete company information
• Keeping your password and login credentials confidential
• All activities that take place under your account
• Immediately reporting unauthorized access or security breaches

We reserve the right to suspend or close accounts that violate these terms, without refunding amounts already paid.

3. Acceptable use

You may not use our services for:

• Illegal activities or purposes
• Disrupting, overloading, or damaging our systems or infrastructure
• Unauthorized access to our services or third-party systems
• Sending spam, malware, viruses, or other harmful code
• Infringing the intellectual property rights of Nousu or third parties
• Intimidation, harassment, hate speech, or discrimination
• Fraud, deception, or scams
• Violating the privacy or other rights of third parties
• Reverse engineering, decompiling, or otherwise attempting to obtain the source code

4. Intellectual property

All rights relating to the platform, including but not limited to software, code, designs, logos, documentation, and other materials, are and remain the property of Nousu or its licensors. You obtain only a non-exclusive, non-transferable right of use for the duration of your subscription.

Without the express written consent of Nousu, it is prohibited to:

• Copy, modify, or reproduce our software, code, or designs
• Create derivative works based on our services
• Rent, lease, or resell the platform to third parties
• Use our brand identity or logos without permission

5. Customer data and AI-generated content

The customer retains at all times all rights and ownership of data entered, processed, or stored via the platform. Nousu uses customer data exclusively for delivering the agreed services and will not use it for its own purposes or provide it to third parties, except where legally required.

The customer is solely responsible for:

• The lawfulness of data processed via the platform
• Compliance with the GDPR and other privacy legislation towards their end customers
• Obtaining consent from end customers for automated processing
• Reviewing and verifying AI-generated content before it is used
• Creating and maintaining backups of their own data
• The content of messages sent via the platform

AI-generated content: Nousu makes no guarantees regarding the accuracy, completeness, suitability, or lawfulness of content generated by AI agents. The customer acknowledges that AI systems can make mistakes and accepts full responsibility for the use of generated content in customer communication.

6. Limitation of liability

To the extent permitted by law, the liability of Nousu is limited as follows:

a) Maximum amount: The total liability of Nousu is limited to the amount paid by the customer in the three months preceding the event causing the damage, with an absolute maximum of €2,500 per claim and €5,000 per year.

b) Excluded damage: Liability for the following types of damage is fully excluded:

• Indirect damage and consequential damage
• Loss of profit and lost revenue
• Lost savings
• Reduced goodwill or reputational damage
• Damage due to business interruption
• Loss of data (the customer is responsible for their own backups)
• Damage resulting from content generated by AI agents
• Damage arising from advice or recommendations provided by Nousu

c) Limitation period: The customer must submit any claims to Nousu in writing, with reasons, within 12 months after the damage arose. After this period, any right to compensation lapses.

d) Exception: These limitations of liability do not apply in the event of intent or gross negligence on the part of Nousu, nor in the event of injury to persons.

e) Third parties: Nousu is not liable for:

• Malfunctions, interruptions, or outages caused by third parties (hosting providers, cloud services, API suppliers)
• Integrations with external platforms such as Shopify, WooCommerce, or other services
• Internet connections or telecommunications
• Actions of the customer's end customers

f) Own risk: Use of our services is entirely at the customer's own risk.

7. Disclaimers

Our services are provided "as is" and "as available" without any form of warranty. We expressly disclaim all warranties, both express and implied, including but not limited to:

• Warranty of merchantability or commercial usability
• Warranty of fitness for a particular purpose
• Warranty of non-infringement of third-party rights
• Warranty of uninterrupted, timely, secure, or error-free operation
• Warranty that defects will be corrected
• Warranty regarding the accuracy or reliability of results

8. Force majeure

Nousu is not liable for failures in the performance of obligations if these are the result of force majeure. Force majeure means any external cause that could not reasonably have been foreseen and over which no influence can be exercised, including but not limited to:

• Malfunctions or outages at cloud hosting providers (such as AWS, Google Cloud, Azure)
• API malfunctions or changes at external services
• Power outages, internet or telecom failures
• DDoS attacks or other cyberattacks
• Natural disasters, fire, floods
• Government measures, strikes, pandemics
• War, terrorism, or other calamities

In the event of force majeure, the obligations of Nousu are suspended for the duration of the force majeure. If the force majeure lasts longer than 60 days, both parties have the right to terminate the agreement without any obligation to pay compensation.

9. Payment terms

Where applicable, the following payment terms apply:

• All amounts are exclusive of VAT and other government levies, unless stated otherwise
• Invoices are sent digitally by email to the email address provided
• Payments must be made within 14 days of the invoice date, unless agreed otherwise
• In case of late payment, the customer is in default by operation of law without notice of default being required
• In case of non-payment within the set period, Nousu reserves the right to suspend services or block access
• The customer owes statutory commercial interest on outstanding amounts from the due date
• All reasonable extrajudicial collection costs (at least 15% of the outstanding amount with a minimum of €150) are borne by the customer
• Objections to invoices must be submitted in writing within 14 days of the invoice date. After this period, the invoice is deemed accepted

10. Termination and cancellation

By the customer: The customer may cancel the subscription at any time, subject to the contractually agreed notice period. Amounts already paid will not be refunded, unless agreed otherwise.

By Nousu: Nousu may terminate the account and services with immediate effect (without notice period or refund) in the following cases:

• Violation of these terms of service
• Non-payment after two written reminders
• Misuse of the services or fraudulent use
• Actions that endanger the security or stability of the platform
• Bankruptcy, suspension of payments, or other circumstances that make performance impossible

Consequences: Upon termination, access to the platform ends with immediate effect. The customer remains responsible for all ongoing payment obligations and outstanding amounts. Nousu is not obliged to retain data after termination and may permanently delete it after 30 days.

11. Indemnification and compensation

The customer fully indemnifies Nousu and its directors, employees, partners, and suppliers against all claims, demands, losses, damage, fines, and costs (including reasonable attorney fees) from third parties arising from or related to:

• Use or misuse of our services by the customer
• Violation of these terms of service by the customer
• Violation of applicable laws and regulations by the customer
• Violation of third-party rights (including privacy, intellectual property, and other rights)
• Content that the customer processes or sends via the platform
• AI-generated content used by the customer without adequate review
• Actions of the customer's end customers

The customer will inform Nousu immediately upon becoming aware of such claims and provide full cooperation in the defense.

12. Third-party services and links

Our services may include integrations with external platforms (such as Shopify, WooCommerce, WhatsApp Business API) and links to third-party websites. Nousu is not responsible or liable for:

• The availability, content, accuracy, or practices of external services
• Changes to APIs or functionality of external platforms
• Costs charged by external services
• Privacy and security practices of external services

Use of external services and following links is entirely at your own risk. The customer is responsible for reviewing and accepting the terms of external services.

13. Changes to these terms

Nousu reserves the right to change or supplement these terms of service at any time. Changes take effect as soon as they are published on our website, unless a later date is indicated.

In the event of material changes that significantly affect the rights or obligations of customers, we will inform existing customers by email at least 30 days in advance. Continued use of our services after the effective date of changes constitutes acceptance of the amended terms.

If you do not agree with the changes, you have the right to terminate the agreement before the effective date of the changes.

14. Severability

If any part of these terms is declared void, invalid, or unenforceable by a competent court, the remaining provisions remain in full force. The void or unenforceable provision will be replaced by a valid provision that approximates the intent of the original provision as closely as possible.

15. Entire agreement

These terms of service, together with our privacy policy and any specific written agreements, constitute the entire agreement between the customer and Nousu regarding the use of our services. These terms replace all prior oral or written arrangements, commitments, or agreements.

Changes or additions to these terms are only valid if agreed in writing (by email or signed document) and confirmed by an authorized representative of Nousu.

16. Governing law and dispute resolution

Governing law: These terms and all agreements between Nousu and the customer are governed exclusively by Dutch law, excluding the Vienna Sales Convention (CISG) and other international treaties.

Dispute resolution: In the event of disputes, the parties undertake to first attempt to reach a solution through mutual consultation. If this does not lead to a solution within 30 days, the competent courts of the District Court of Rotterdam have exclusive jurisdiction to hear disputes, unless mandatory law provides otherwise.

Nousu reserves the right to summon a customer before any competent court in the event of claims for payment of outstanding invoices.

17. Contact details

For questions about these Terms of Service, comments, or complaints, you can contact us: