Nexook Terms and Conditions - Effective Date: April 1, 2025

Terms and Conditions

Effective Date: April 1, 2025

1. INTRODUCTION AND OVERVIEW

1.1 Agreement to Terms

Welcome to Nexook. These Terms and Conditions ("Terms") govern your access to and use of the Nexook platform, website, and services (collectively, the "Services"). By accessing or using our Services, you agree to be bound by these Terms. If you are under the age of 18, you may not use this platform.

1.2 Parties and Definitions

  • "Nexook," "we," "us," or "our" refers to Nexook Limited, registered in Ireland with registration number 776602, and its US entity, Nexook Inc. EIN: 35-2887420.
  • "User," "you," or "your" refers to any individual or organization accessing or using the Services.
  • "Expert" refers to users who offer professional services through the Nexook platform.
  • "Client" refers to users who book sessions with Experts.
  • "Session" refers to the scheduled meeting between an Expert and a Client.

1.3 Changes to Terms

Nexook reserves the right to modify these Terms at any time. We will notify users of significant changes via email and/or in-app notifications. Continued use of the Services after such modifications constitutes acceptance of the updated Terms.

2. SERVICE DESCRIPTION

2.1 Platform Overview

Nexook is a platform connecting Experts with Clients, offering tools to manage practice workflows, schedule sessions, and handle payments. The Services include but are not limited to session scheduling, payment processing, notification services, and practice management tools.

2.2 Role of Nexook

Nexook is a technology platform that facilitates connections between Experts and Clients. Nexook is not a provider of expert services. Nexook is not a party to any agreement between Experts and Clients, nor does Nexook provide the professional services offered by Experts.

2.3 No Verification of Experts

Nexook verifies Experts only through email authentication. Nexook does not verify the professional qualifications, credentials, or identity of Experts beyond this basic authentication. Clients should exercise their own judgment when selecting Experts.

3. USER ACCOUNTS

3.1 Account Creation

To access and use certain features of the Services, you must create an account. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete.

Users must be 18 years of age or older to create an account. By creating an account, you represent and warrant that you are at least 18 years old.

3.2 Account Security

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You agree to notify Nexook immediately of any unauthorized use of your account.

3.3 Account Termination

Nexook reserves the right to suspend or terminate your account at its sole discretion, without notice, for conduct that Nexook believes violates these Terms or is harmful to other users, Nexook, or third parties, or for any other reason. Specifically, Nexook may terminate accounts for:

  • Non-compliance with community and content policies
  • Fraudulent behavior
  • Identity theft or impersonation
  • Harassment
  • Display of sexually explicit content
  • Violent, hateful, or abusive behavior

4. EXPERT AND CLIENT RELATIONSHIPS

4.1 Expert Obligations

  • Provide accurate information about their services
  • Honor scheduled sessions
  • Deliver services as described in their listings
  • Comply with all applicable laws and professional standards
  • Be solely responsible for the content and advice provided during sessions

4.2 Client Obligations

  • Provide accurate information when booking sessions
  • Adhere to the Cancellation and Rescheduling Policy
  • Pay for services as agreed
  • Use the services for lawful purposes only

4.3 Prohibited Content and Conduct

  • Use the Services to promote illegal activities
  • Share false, misleading, or deceptive information
  • Harass, abuse, or harm other users
  • Infringe on intellectual property rights
  • Attempt to gain unauthorized access to the Services or other users' accounts

5. FEES AND PAYMENTS

5.1 Transaction Fees

Nexook charges a transaction fee of 5% on all payments made to Experts through the platform for users with a Premium plan, and a 10% fee for subscribers of the Basic plan. Fee structures may vary based on subscription tier and are subject to change with notice.

5.2 Payment Processing

All payments are processed through Stripe, a third-party payment processor. By using the Services, you agree to Stripe's terms of service and privacy policy. Nexook is not responsible for any issues arising from Stripe's services.

5.3 Taxes

Experts are responsible for determining and paying applicable taxes on their earnings. Nexook will use Stripe's tax calculation services but does not guarantee the accuracy of tax calculations. Users should consult with a tax professional regarding their tax obligations.

6. CANCELLATION AND REFUNDS

6.1 Cancellation Policy

All cancellations and rescheduling requests are subject to Nexook's Cancellation and Rescheduling Policy, which is incorporated by reference into these Terms.

6.2 Satisfaction Guarantee

Nexook offers a 100% refund to Clients who are not satisfied with the services provided by an Expert, subject to:

  • The Client providing adequate justification and proof that the service delivered substantially differed from what was advertised
  • The request being submitted within 48 hours of the completed session

6.3 Refund Processing

All approved refunds will be processed within 3 business days and will be issued to the original payment method used for booking.

7. INTELLECTUAL PROPERTY

7.1 Nexook Intellectual Property

The Nexook name, logo, website, and all content, features, and functionality thereof are owned by Nexook and are protected by international copyright, trademark, patent, trade secret, and other intellectual property laws.

7.2 User-Generated Content

Users retain ownership of content they create and share through the Services. By using the Services, you grant Nexook a non-exclusive, worldwide, royalty-free license to use, reproduce, modify, and display such content solely for the purpose of providing and improving the Services.

7.3 Session Content Ownership

Content delivered during sessions is owned by the Expert providing the session. Experts are solely responsible for ensuring that their session content does not infringe on any third-party intellectual property rights.

7.4 Recording Prohibition

Recording of sessions is prohibited unless explicit consent is obtained from all participants. Users who record sessions without proper consent are solely responsible for any legal consequences that may arise.

8. DATA PRIVACY AND SECURITY

8.1 Privacy Policy

Our Privacy Policy, which is incorporated by reference into these Terms, explains how we collect, use, and share information about you when you use our Services.

8.2 Data Collection, Legal Basis, and Use

Nexook collects personal data including names, contact information, payment details, IP addresses, and user-provided content. This data is processed based on the following legal bases and used for:

8.3 International Transfers

Data may be transferred to the United States. Nexook uses Standard Contractual Clauses approved by the European Commission to ensure adequate protection for data transferred outside the EEA.

8.4 Cookies and Tracking

Nexook uses cookies and similar tracking technologies on its website and application. By using the Services, you consent to such use as described in our Cookie Policy.

8.5 Data Retention

Nexook will retain user data for as long as necessary to provide the Services and as required by applicable laws in our target markets. Specifically:

  • Payment data: 7 years (tax compliance)
  • Inactive accounts: Deleted after 2 years

8.6 Third-Party Service Providers

Nexook may share user data with third-party service providers such as AWS and CleverTap to facilitate the provision of Services. These providers are bound by confidentiality obligations and are prohibited from using the data for any other purpose.

8.7 User Rights

As a user of Nexook's services, you have the following rights:

  • Right to Access: Request access to the personal data Nexook holds about you.
  • Right to Rectification: Request correction of inaccurate or incomplete data.
  • Right to Erasure (Right to be Forgotten): Request erasure of your personal data under certain circumstances.
  • Right to Restriction of Processing: Request restriction of processing under certain circumstances.
  • Right to Data Portability: Receive your data in a structured, commonly used, and machine-readable format.
  • Right to Object: Object to the processing of your personal data under certain circumstances.

To exercise these rights, submit a written request to support@nexook.com. Nexook will respond within 30 days.

8.8 Email Opt-out

Users can opt in or out of sales, marketing, product, and customer relation communications at any time through their account settings, by clicking the "unsubscribe" link in emails, or by contacting support@nexook.com.

9. COMMUNICATIONS

9.1 Transactional Communications

Users cannot opt out of transactional emails related to their account, transactions, and booked sessions (including free sessions).

9.2 Marketing Communications

Users can opt in or out of sales, marketing, product, and customer relation communications at any time through their account settings or by contacting support@nexook.com.

10. DISCLAIMERS AND LIMITATIONS OF LIABILITY

10.1 Service Availability

Nexook does not guarantee uninterrupted access to the Services and is not responsible for any downtime or availability issues.

10.2 Expert Services Disclaimer

Nexook is not responsible for the quality, safety, legality, or any other aspect of the services provided by Experts. Nexook does not endorse any Expert or the content of any session. Clients are advised to perform their own due diligence when selecting Experts.

10.3 Limitation of Liability

To the maximum extent permitted by law, Nexook shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses resulting from:

  • Your use or inability to use the Services
  • Any unauthorized access to or use of our servers and/or any personal information stored therein
  • Any interruption or cessation of transmission to or from the Services
  • Any bugs, viruses, trojan horses, or the like that may be transmitted to or through the Services
  • The content or conduct of any third party on the Services

10.4 Exclusion of Implied Warranties

The Services are provided "as is" and "as available" without warranties of any kind, either express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, or noninfringement.

11. INDEMNIFICATION

You agree to defend, indemnify, and hold harmless Nexook and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way connected with your access to or use of the Services, your violation of these Terms, or your violation of any rights of another.

12. DISPUTE RESOLUTION

12.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of Ireland for EU users and the laws of Delaware for US users, without regard to its conflict of laws provisions.

12.2 Arbitration

Any dispute, controversy, or claim arising out of or relating to this Agreement, including its formation, interpretation, breach, or termination, shall be finally resolved by arbitration as follows:

  • For Non-US Users (Default):
    • Administering Body: International Chamber of Commerce (ICC)
    • Seat: Dublin, Ireland
    • Governing Law: Laws of Ireland
    • Arbitrators: 1 arbitrator appointed per ICC Rules
  • For US-based Users (Opt-in):
    • Administering Body: JAMS
    • Seat: Wilmington, Delaware
    • Governing Law: Laws of Delaware, USA
    • Arbitrators: 1 neutral arbitrator selected per JAMS Rule 15
    • Cost Allocation: Unless otherwise agreed, arbitration fees and expenses shall be allocated in accordance with Delaware law (10 Del. C. ยง 5712) and JAMS Rule 24(f), which grants discretion to allocate costs based on circumstances. The claimant shall pay an initial filing fee of $250, with all other costs allocated as determined by the arbitrator in the final award.
  • Language: All proceedings shall be conducted in English.

12.3 Class Action Waiver

You agree that any proceedings to resolve or litigate any dispute will be conducted solely on an individual basis, and you will not seek to have any dispute heard as a class action, collective action, or representative action.

13. FORCE MAJEURE

Nexook shall not be liable for any failure or delay in performance due to circumstances beyond its reasonable control, including but not limited to acts of God, natural disasters, pandemic, epidemic, war, terrorism, riots, civil unrest, government action, labor disputes, or internet service interruptions. Force majeure circumstances will be addressed by Nexook via at least one public channel.

14. MISCELLANEOUS

14.1 Entire Agreement

These Terms, together with the Privacy Policy and Cancellation and Rescheduling Policy, constitute the entire agreement between you and Nexook regarding the Services.

14.2 Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision shall be limited or eliminated to the minimum extent necessary so that these Terms shall otherwise remain in full force and effect and enforceable.

14.3 No Waiver

Nexook's failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision.

14.4 Assignment

You may not assign or transfer these Terms, by operation of law or otherwise, without Nexook's prior written consent. Nexook may assign or transfer these Terms, at its sole discretion, without restriction.

15. CONTACT INFORMATION

If you have any questions about these Terms, please contact us at:

  • Email: support@nexook.com
  • Address: Nexook Limited, The Chq Building, Custom House Quay, North Wall, Dublin

By using the Nexook Services, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.

Last Updated: April 1, 2025