Terms of Service

Welcome to Scroll Nexus ("we", "us", "our"). These Terms of Service ("Terms") govern your access to and use of our bespoke automation, reporting, and newsletter solutions for PR and communications teams (the "Services"). By accessing or using our Services, you agree to be bound by these Terms.

1. Eligibility

The Services are intended for business and professional use only. By using the Services, you represent and warrant that you are acting on behalf of a business entity and have authority to bind that entity to these Terms.

2. Scope of Services

We design, develop, and support customized, AI-enhanced workflows, dashboards, reports, and newsletter solutions for PR and communications teams. Our focus is to help you use your existing media monitoring and data sources more efficiently. We do not operate as a primary media monitoring provider or data broker.

3. Proposals, Orders and Statements of Work

Specific project details, deliverables, timelines, and fees may be defined in written proposals, order forms, or statements of work ("SOWs"). In the event of any conflict between these Terms and an SOW, the SOW will govern for that specific project.

4. Fees and Payment

  • Fees are specified in the applicable SOW, order form, or online checkout.
  • Unless stated otherwise, fees are quoted and payable in the currency shown at checkout or in the SOW.
  • Payments may be due upfront (for setup or fixed-fee projects) or on a recurring basis (for ongoing or managed services).
  • We may use third-party payment processors (such as Stripe) to process payments on our behalf.
  • Late or failed payments may result in suspension or termination of the Services.

5. Service Delivery

Our Services are digital and remote. No physical goods are shipped.

Typical delivery flow:

  1. Discovery: We collect your requirements and review your existing tools, workflows, and data sources.
  2. Agreement: Scope, pricing, and expected timelines are confirmed in writing (e.g., SOW, order form, email confirmation).
  3. Implementation: We configure and develop bespoke workflows, dashboards, reports, or newsletter systems, and connect to agreed tools or data.
  4. Review and Iteration: We share demos or staging environments and adjust within the agreed scope.
  5. Delivery: Delivery is complete when access credentials, links, assets, configurations, or documentation are provided as agreed, and the solution is ready for use.

Delivery timelines are estimates unless explicitly defined as binding in an SOW. Timelines depend on your responsiveness, availability of data, and third-party systems.

6. Revisions and Scope Changes

  • Unless otherwise specified, a reasonable number of iterations to reach the agreed scope is included.
  • Material changes in requirements, additional features, or expanded scope may be treated as change orders and billed separately upon your approval.

7. Refunds and Cancellations

  • Due to the bespoke and service-based nature of our work, fees for completed or in-progress Services are generally non-refundable once work has started, except where required by law or expressly agreed in writing.
  • Setup, strategy, and configuration fees are non-refundable unless explicitly stated otherwise in the applicable SOW or order form.
  • For ongoing or retainer-type engagements, you may cancel future periods by providing written notice in accordance with the notice period (if any) specified in your SOW or order. You remain liable for any fees accrued or committed for the current period.
  • We may suspend or terminate Services for non-payment, misuse, or material breach. In such cases, no refund is provided for the remaining term unless required by law.

8. Use of AI and Third-Party Tools

  • Our solutions may leverage AI models, APIs, analytics tools, and third-party platforms.
  • We use reputable providers, but AI-generated content or analysis may sometimes be incomplete or require editorial review.
  • You are responsible for reviewing and approving any reports, insights, or newsletters before sharing them externally.
  • You agree not to use the Services in violation of any applicable laws, including privacy, IP, sanctions, and export control regulations.

9. Customer Data

"Customer Data" means any data, content, or materials you or your organization provide or make available to us, including media coverage exports, KPIs, brand assets, templates, subscriber lists, configuration details, and related information.

  • You retain ownership of all Customer Data.
  • You grant us a limited, non-exclusive, worldwide, royalty-free license to use Customer Data solely to provide, maintain, secure, and improve the Services for you.
  • You represent and warrant that you have all necessary rights and permissions to provide Customer Data to us and to permit its use as described.

10. Intellectual Property

  • We retain all rights, title, and interest in and to our software, methodologies, frameworks, designs, templates, documentation, and other intellectual property used or developed in connection with the Services.
  • Unless otherwise agreed in writing, we may re-use generalized know-how and non-identifying components developed while working with you in solutions for other clients.
  • Your logos, trademarks, and proprietary content remain yours and will only be used in accordance with your instructions or consent.

11. Confidentiality

Each party agrees to protect the other party's confidential information with reasonable care and to use it only as necessary to perform or receive the Services. This obligation does not apply to information that is publicly available, already known to the recipient, independently developed, or required to be disclosed by law.

12. Acceptable Use

You agree not to use the Services to:

  • Engage in unlawful, deceptive, fraudulent, or harmful activities.
  • Infringe or violate any third-party rights, including intellectual property or privacy rights.
  • Interfere with or disrupt the integrity or performance of our systems or third-party services.
  • Attempt to gain unauthorized access to our systems or those of our partners or clients.

13. Warranties and Disclaimers

The Services are provided on an "as is" and "as available" basis. To the fullest extent permitted by law, we disclaim all warranties of any kind, whether express, implied, or statutory, including any warranties of merchantability, fitness for a particular purpose, and non-infringement.

We do not warrant that the Services will be error-free or uninterrupted, or that any specific commercial, PR, or campaign results will be achieved. You are responsible for reviewing outputs before relying on them.

14. Limitation of Liability

To the fullest extent permitted by law:

  • We are not liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenue, business opportunities, or data, arising out of or in connection with the use of or inability to use the Services.
  • Our aggregate liability for all claims arising out of or relating to the Services will not exceed the total fees paid by you to us for the Services during the twelve (12) months preceding the event giving rise to the claim.

15. Term and Termination

  • These Terms apply from the time you first access or use the Services and continue until terminated in accordance with this section.
  • Either party may terminate any SOW or engagement for material breach by the other party that remains uncured for thirty (30) days after written notice.
  • We may suspend or terminate your access immediately for non-payment, suspected fraud, abuse, or violations of these Terms.
  • Upon termination, you remain responsible for all fees incurred up to the effective date of termination.

16. Governing Law

These Terms are governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law rules, unless a different governing law is expressly agreed in writing.

17. Changes to These Terms

We may update these Terms from time to time. When we do, we will revise the "Last updated" date at the top. If you continue to use the Services after the updated Terms become effective, you agree to the updated Terms.

18. Contact

For questions about these Terms, Service delivery, or refunds and cancellations, please contact:
Email: contact@scrollnexus.com