Terms of service

• "Service" means the Nexus Ledger software-as-a-service platform, its websites, APIs, mobile/desktop clients (if any), associated documentation, and any updates or new features made available from time to time.
• "Customer", "you", "your" means the legal entity (or, where applicable, the individual) that creates a workspace and accepts these Terms.
• "Authorised User" means an individual the Customer permits to access the Service.
• "Customer Data" means any document, file, record, metadata, journal entry, or other content uploaded to or processed in the Service by or on behalf of the Customer.
• "Pilot" means the no-fee 30-day evaluation period beginning on the date the Customer's account is provisioned, unless extended in writing.
• "Order Form" means a written or electronic agreement (including a click-through subscription order) describing the subscribed tier, term, fees, and any add-on modules.
• "We", "us", "our" refers to the operator of the Service. Until Verith Holdings (UAE) is incorporated, the operator is Omer Khan, sole proprietor (Riyadh, Kingdom of Saudi Arabia). On Verith's incorporation, the contracting entity transitions to Verith Holdings; existing customers are notified by email at least 14 days in advance, and continued use after that date constitutes acceptance.

By clicking "Sign in", "Create account", "Start pilot", or any equivalent button, by uploading any document, or by otherwise using the Service, you accept these Terms on behalf of the Customer. If you accept on behalf of a legal entity, you represent that you have authority to bind that entity. If you do not have such authority, you must not access or use the Service.

For paid subscriptions, the Order Form supplements (and where there is a conflict, prevails over) these Terms with respect to scope, fees, and term.

3.1 Free 30-day pilot

New workspaces include a free 30-day pilot starting from the date the workspace is first provisioned. During the pilot you may use the Service for evaluation purposes only. Production reliance during the pilot is at your own risk; uptime and support commitments under section 7 apply only to paid subscriptions.

We may extend the pilot in writing on a case-by-case basis. We may also terminate a pilot for any reason on prior notice; we will not delete Customer Data for at least 30 days after termination, during which you can export it.

3.2 Paid subscription

On expiry of the pilot, continued use requires a paid subscription. Fees, billing cadence, currency (AED or SAR at your election), and tier-specific limits are set out on the public pricing page, in the Order Form, or in a quote we send you. We may update pricing on at least 30 days' notice for new contract terms; existing committed terms are honoured until renewal.

Until our payment processor is enabled, paid invoices are issued manually and settled by bank transfer. Once a payment processor is enabled, your subscription auto-renews on its anniversary unless cancelled before that date. You can cancel auto-renewal at any time from your billing settings or by writing to omerhayatkhan@gmail.com.

3.3 Add-on modules

HR / Procurement / CRM modules and similar add-ons are billed separately on a per- module basis. Subscribing to a tier does not entitle you to add-on modules; access is granted only when an Order Form for that module is in effect.

• You are responsible for the accuracy and lawfulness of Customer Data, for the books and records you maintain in the Service, and for the journal entries you approve and post.
• You are responsible for Authorised Users' compliance with these Terms and for the security of their credentials. We strongly recommend enabling multi-factor authentication on every administrator account.
• You are responsible for filing your own statutory returns (VAT, Zakat, corporate income tax, ZATCA outbound clearance, FTA filings, GOSI returns, etc.) and for the correctness of those filings. The Service prepares and supports — it does not file on your behalf.
• You agree not to: (i) reverse-engineer, decompile, or attempt to derive the source code of the Service; (ii) circumvent or interfere with security or rate-limiting controls; (iii) use the Service to transmit malware, unlawful content, or content infringing third-party rights; (iv) use the Service for benchmarking or competitive analysis without our prior written consent; (v) resell, sublicense, or share access with parties who are not Authorised Users; (vi) attempt to extract data for AI training or to build a competing product.

As between you and us, you own all right, title, and interest in Customer Data. You grant us a limited, non-exclusive, worldwide, royalty-free licence to host, process, transmit, display, and otherwise use Customer Data solely to provide and improve the Service for you, in accordance with our Privacy Policy and Data Processing Addendum.

We do not use Customer Data to train, fine-tune, or otherwise improve large language models or other AI systems, and our agreements with AI subprocessors expressly prohibit them from doing so.

On termination, we will provide an export of Customer Data in CSV and PDF format on request for at least 60 days, after which we may delete it subject to statutory retention obligations.

You must not use the Service in ways that violate applicable law (including the laws of the Kingdom of Saudi Arabia, the United Arab Emirates, and any country where you operate); upload content you do not have the right to upload; or use the Service in a way that endangers other customers or the integrity of the Service.

We may suspend access without notice in cases of abuse, security risk, suspected fraud, or non-payment past the cure period in section 9. Where the issue can be cured, we will give you notice and a reasonable opportunity to remedy before termination.

For paid subscriptions, our target Service availability for the production-tier application surfaces is 99.5% rolling 30-day uptime, excluding scheduled maintenance and force-majeure events. Detailed scheduled-maintenance windows are published at /status. Pilot accounts receive best-effort availability and best-effort support.

We provide email support during business hours (Sunday-Thursday, 09:00-18:00 Asia/Riyadh) at omerhayatkhan@gmail.com. Target first-response times are 24 hours for production-impacting issues and 3 business days for general enquiries on paid plans. Higher SLA targets are available on Enterprise tier under separate Order Form.

Each party (the receiver) shall protect the other party's (the discloser's) confidential information with at least the same degree of care it uses for its own confidential information of like importance, and in any event no less than reasonable care. Confidential information may be used only to perform under these Terms. The receiver may disclose confidential information when required by law, provided (where lawful) it gives the discloser reasonable advance notice.

Fees are exclusive of VAT, withholding tax, and any other taxes, which are your responsibility unless we are required by law to collect and remit them. Where we are required to charge VAT (5% UAE / 15% KSA), it will be added on the invoice.

Invoices are payable within 14 days of issue, unless otherwise stated on the Order Form. We may suspend the Service after 14 days of non-payment past due, and terminate after 30 days of non-payment past due, without prejudice to our right to recover outstanding fees and interest at the legal rate.

Pilot accounts have nothing to refund. Paid monthly subscriptions are non-refundable once the month begins; you can cancel auto-renewal to prevent the next charge. Annual subscriptions cancelled within the first 14 days are eligible for a full refund; after that, the remaining annual fee is non-refundable except where these Terms or applicable law require a refund. See /refunds for details and the request flow.

We warrant that the Service will perform substantially as described in our public documentation. Except for the express warranty above, the Service is provided "as is". To the maximum extent permitted by law, we disclaim all other warranties, express or implied, including merchantability, fitness for a particular purpose, non-infringement, accuracy, and uninterrupted availability.

We do not warrant that AI-generated outputs (extracted fields, journal entries, narratives, AI Inbox responses) are error-free. You are responsible for reviewing and approving each draft before posting; the human approval step in the workflow is a mandatory part of the Service.

To the maximum extent permitted by applicable law:

• Neither party is liable to the other for any indirect, incidental, special, consequential, exemplary, or punitive damages, lost profits, lost revenue, lost business, or loss of data, even if advised of the possibility.
• Each party's aggregate liability arising out of or related to these Terms and the Service is capped at the greater of (i) the fees paid or payable by the Customer to us in the 12 months preceding the event giving rise to liability, or (ii) USD 5,000.
• These limitations do not apply to: a party's indemnification obligations under section 13; the Customer's payment obligations; either party's gross negligence or wilful misconduct; or any liability that cannot be excluded under applicable mandatory law.

By us: we will defend the Customer against any third-party claim alleging that the Service, when used in accordance with these Terms, infringes that third party's intellectual-property rights, and we will pay damages finally awarded (or in settlement we approve). Our liability under this section is subject to the cap in section 12.

By you: you will defend us against any third-party claim arising out of (i) Customer Data, (ii) your use of the Service in violation of these Terms or applicable law, or (iii) your filings or representations to a tax or regulatory authority.

These Terms remain in effect while you have an account. You may terminate at any time by closing your account; we will provide a data-export window of 60 days. We may terminate for cause on uncured material breach (with at least 14 days' notice and opportunity to cure) or immediately for security, fraud, or unlawful-use reasons.

On termination, your access ceases. Sections that by their nature should survive (5 ownership, 8 confidentiality, 9 fees, 11 disclaimers, 12 liability, 13 indemnity, 16 governing law, 17 misc) survive.

We may update these Terms from time to time. The "Last updated" date at the top indicates the most recent change. Material changes are notified by email at least 14 days before they take effect; continued use after that date constitutes acceptance. If you do not accept a material change, your remedy is to terminate before it takes effect.

Until Verith Holdings is incorporated, these Terms are governed by the laws of the Kingdom of Saudi Arabia, without regard to its conflict-of-laws rules, and disputes are subject to the non-exclusive jurisdiction of the competent courts of Riyadh, KSA. On Verith's incorporation, governing law transitions to the laws of the Dubai International Financial Centre (DIFC) and disputes are referred to the DIFC Courts; existing customers are notified at least 14 days in advance, and continued use after that date constitutes acceptance of the updated forum.

Nothing in this section limits either party's right to seek injunctive relief in any competent court to protect intellectual property or confidential information.

• Entire agreement: these Terms together with the Privacy Policy, Data Processing Addendum, and any Order Form constitute the entire agreement and supersede prior agreements on the subject matter.
• No waiver: failure to enforce any right is not a waiver.
• Severability: if any provision is held unenforceable, the remainder continues in full force.
• Assignment: you may not assign without our written consent; we may assign in connection with a merger, acquisition, restructuring (including the Verith transition), or sale of substantially all assets.
• Force majeure: neither party is liable for delays or failures caused by events beyond its reasonable control (natural disasters, war, sanctions, government action, internet or third-party service outages).
• Notices: to us, by email to omerhayatkhan@gmail.com; to you, by email to the address on the workspace's billing-contact record.
• No partnership / agency: these Terms do not create a partnership, joint venture, employment, or agency relationship.
• Anti-corruption / sanctions: each party warrants it complies with applicable anti-bribery, anti-money-laundering, and sanctions laws and will not knowingly use the Service to facilitate any prohibited activity.