Terms of Service

Welcome to NEXOS. These Terms of Service ("Terms") constitute a legally binding agreement between you ("you," "your," or "User") and NEXOS ("we," "us," "our," or "Company") governing your access to and use of the NEXOS website located at nexosscan.com, our mobile applications for iOS and Android, our application programming interfaces (APIs), and all related services, features, content, and functionality (collectively, the "Service").

NEXOS is a business-to-business (B2B) software-as-a-service (SaaS) platform that provides automated invoice and receipt scanning, data extraction, financial document management, expense tracking, live GPS mileage tracking with background location services (iOS blue bar indicator, Android foreground service), reimbursement workflows, profit & loss analytics, multi-currency support with real-time exchange rate conversion, project-based cost tracking for jobs, events, and contracts, subcontractor management with trade details and quoted amounts, enterprise role hierarchy with granular permissions, bulk document processing, programmatic data import via REST API, email-based document ingestion, and accounting integrations for businesses operating across multiple locations.

PLEASE READ THESE TERMS CAREFULLY BEFORE USING THE SERVICE. BY CREATING AN ACCOUNT, ACCESSING, OR USING THE SERVICE, YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS AND OUR PRIVACY POLICY, WHICH IS INCORPORATED HEREIN BY REFERENCE. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT USE THE SERVICE.

In accordance with the Electronic Signatures in Global and National Commerce Act (E-SIGN Act, 15 U.S.C. § 7001 et seq.), your electronic acceptance of these Terms -- whether by clicking "I Agree," creating an account, or using the Service -- constitutes a valid, binding, and enforceable agreement equivalent to a handwritten signature.

1. Definitions

The following terms shall have the meanings set forth below when used in these Terms:

• "Account" means the unique account created for you to access and use the Service, including all associated credentials, settings, and configurations.
• "Account Owner" means the individual who initially created the Account and holds the highest level of administrative privileges, including the ability to transfer ownership.
• "Add-on" means an optional supplementary feature or service that can be purchased in addition to a base Subscription plan, such as Premium Reports, API Access, or additional user seats.
• "Automated Processing" means the automated extraction, classification, and analysis of data from documents (including invoices and receipts) using proprietary and third-party processing infrastructure, as integrated into the NexosIQ engine.
• "API" means the application programming interface provided by NEXOS that allows programmatic access to the Service.
• "API Key" means a unique authentication credential issued to a User for the purpose of accessing the API, which must be kept confidential and secure.
• "Biometric Data" means biometric identifiers used for authentication purposes, including but not limited to facial geometry data (Face ID) and fingerprint data (Touch ID), which are processed and stored exclusively on the User's device.
• "Confidence Score" means the numerical value (expressed as a percentage) assigned by the Automated Processing system indicating the estimated accuracy of a particular data extraction result.
• "Integration" means any connection between the Service and a third-party platform or service, including but not limited to QuickBooks Online, Xero, Stripe, and other supported services, typically established through OAuth authorization or API key exchange.
• "Location" means a single business location, store, or operational unit as designated by you within the Service for billing and organizational purposes.
• "NexosIQ" means our proprietary data extraction engine that processes invoices and receipts using multi-pass extraction with confidence scoring.
• "Partner" means an individual or entity that has entered into a Partner/White-Label agreement with NEXOS to resell, rebrand, or distribute the Service under their own branding.
• "Sales Representative" means an individual who has been accepted into the NEXOS Sales Representative Program and operates as an independent contractor to refer new customers to the Service.
• "Service" refers to the NEXOS invoice and receipt scanning and management platform, including the website, mobile applications, APIs, webhooks, email ingestion services, and all related features and functionality.
• "Subscription" means the recurring payment plan you select to access the Service, which may be billed monthly or annually and is priced on a per-Location basis.
• "User Content" means any data, documents, invoices, receipts, images, text, or other content you upload, submit, transmit, or generate through your use of the Service.
• "Webhook" means an HTTP callback mechanism through which the Service delivers real-time event notifications to User-specified endpoints, secured with cryptographic HMAC signature verification.

2. Acceptance of Terms

By accessing or using the Service in any manner, including but not limited to creating an Account, visiting the website, downloading or using the mobile application, accessing the API, or clicking a button or checkbox indicating your acceptance, you signify that you have read, understood, and agree to be bound by these Terms.

If you are accepting these Terms on behalf of a company, organization, or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms. In such case, "you" and "your" shall refer to that entity.

Pursuant to the Electronic Signatures in Global and National Commerce Act (E-SIGN Act, 15 U.S.C. § 7001 et seq.) and New York Electronic Signatures and Records Act (ESRA, N.Y. State Technology Law § 301 et seq.), your electronic acceptance of these Terms is legally equivalent to a physical signature. You consent to receiving all notices, disclosures, and communications from us in electronic form, and you agree that such electronic communications satisfy any legal requirement that such communications be in writing.

You may withdraw your consent to receive electronic communications by contacting us at legal@nexosscan.com, provided that withdrawal of such consent may result in the termination of your Account, as the Service cannot be provided without electronic communication.

3. Account Registration

Age Requirements

You must be at least eighteen (18) years of age to create an Account and use the Service. By creating an Account, you represent and warrant that you are at least 18 years old. In compliance with the Children's Online Privacy Protection Act (COPPA, 15 U.S.C. §§ 6501-6506), the Service is not directed to and is not intended for use by children under the age of thirteen (13). We do not knowingly collect personal information from children under 13. If we become aware that we have collected personal information from a child under 13, we will take steps to delete such information promptly.

Registration Obligations

When you register for an Account, you agree to:

• Provide accurate, current, and complete information during the registration process
• Maintain and promptly update your Account information to keep it accurate, current, and complete
• Maintain the security and confidentiality of your login credentials, including your password and any API Keys
• Accept full responsibility for all activities that occur under your Account, whether or not authorized by you
• Notify us immediately at security@nexosscan.com of any unauthorized use of your Account or any other breach of security
• Not share your Account credentials with any other person or entity
• Not create more than one Account per person, unless expressly authorized by us

We reserve the right to suspend or terminate any Account that we reasonably believe contains inaccurate, fraudulent, or incomplete information, or that has been created in violation of these Terms.

4. Service Description

NEXOS is a business-to-business SaaS platform that operates as a back-office operating system for multi-location businesses. The Service includes the following core features and functionality:

• Automated Document Scanning: Upload or photograph invoices and receipts; our NexosIQ engine uses Automated Processing to extract key data fields including vendor information, line items, totals, tax amounts, dates, and payment terms.
• Two-Pass Extraction with Confidence Scoring: Documents undergo a multi-pass extraction process. Each extracted data field is assigned a Confidence Score to help you assess extraction reliability.
• Multi-Location Management: Organize and manage invoices and receipts across multiple business Locations from a single Account.
• Accounting Integrations: Sync extracted data with supported accounting platforms, including QuickBooks Online and Xero, via OAuth-secured connections.
• Invoice Approval Workflow: Configure optional approval workflows before documents are synced to your accounting systems, including auto-approve thresholds and role-based approval permissions.
• Email Forwarding and Ingestion: Auto-generated email addresses for each Location that allow you to forward invoices and receipts directly into the system. Incoming attachments are automatically classified as invoices or receipts.
• Team Management: Invite team members with role-based access controls, including Account Owner, Executive, Accounting, Location Manager, CEO, and Sales Rep roles.
• RESTful API: Programmatic access to the Service for custom integrations and automation.
• Mobile Applications: Native iOS and Android applications with full scanning capabilities, biometric authentication, push notifications, and offline data caching.
• Reporting and Analytics: Financial dashboards, spend analytics, and exportable reports across your Locations.
• Project-Based Cost Tracking: Create and manage projects representing jobs, events, or contracts. Assign invoices and expenses to projects, set budgets, and monitor real-time cost breakdowns per project.
• Subcontractor Management: Add subcontractors with trade specialties, contact details, and quoted amounts. Link subcontractors to projects and track payments against quoted costs.
• Enterprise Role Hierarchy: Assign granular roles including Account Owner, CEO, Executive, Accounting, Location Manager, and Sales Representative, each with distinct permission levels controlling access to data, approvals, and settings.
• Live GPS Mileage Tracking: Real-time background GPS tracking for business mileage logging. On iOS, an active location indicator (blue status bar) is displayed during tracking. On Android, a persistent foreground service notification is shown. Background location collection occurs only while a trip is actively in progress.
• AI-Powered Analysis & Assistant: Artificial-intelligence features that analyze your business data to categorize costs, surface vendor and spend insights, draft staff schedules, and generate summaries and recommendations, together with an in-product and website assistant ("Ava").
• Employee Scheduling & Labor Management: Build and publish staff schedules, manage availability and shift swaps, track per-Location labor budgets, and send two-way SMS shift confirmations.
• Time & Attendance: Employee time clock with clock-in/clock-out records and timesheets, including an optional geofenced clock that verifies on-site attendance using device location at the time of a clock event.
• Point-of-Sale (POS) Integrations: Optional connections to POS systems (e.g., Square, Clover, Revel, Toast) that import sales, order, and labor data for analytics, scheduling, and reconciliation.
• Inventory & Recipe Cost Tracking: Track inventory, recipe costs, and prime-cost (cost of goods sold plus labor) metrics tied to sales data.
• Financial Reporting: Profit-and-loss reporting, cash-on-hand tracking, and exportable financial reports per Location, department, and vendor.

By using the Service, you expressly consent to the Automated Processing of your documents and User Content as described herein. You acknowledge that Automated Processing is a core component of the Service and that you cannot use the Service without consenting to such processing.

In accordance with New York General Business Law § 349 and Section 5 of the Federal Trade Commission Act (15 U.S.C. § 45), we make the following disclosure: Automated Processing is not guaranteed to produce 100% accurate results. Extraction accuracy depends on document quality, format, language, and other factors. You are responsible for reviewing and verifying all extracted data before relying on it for financial, tax, accounting, or any other business purposes.

5. Subscriptions and Billing

Subscription Plans

Access to the Service requires a paid Subscription. Subscriptions are billed on a per-Location basis and are available in the following tiers: Starter, Professional, and Enterprise. Each tier includes different feature sets, user seat limits, and usage allowances as described on our pricing page. Custom Enterprise plans may be available upon request.

Billing Cycles

Subscriptions may be billed on either a monthly or annual basis, as selected by you at the time of purchase. Annual Subscriptions are billed in advance for the full year. Monthly Subscriptions are billed in advance on a recurring monthly basis. All billing is processed through Stripe, our third-party payment processor, and is subject to Stripe's terms of service.

Add-Ons

Optional Add-ons may be purchased in addition to your base Subscription plan, including but not limited to Premium Reports, API Access, Email Invoice Ingestion, additional user seats, and premium support packages. Add-ons are billed separately and may have their own billing cycles.

Plan Changes and Proration

You may upgrade or downgrade your Subscription plan at any time through your Account settings. When you change plans during a billing cycle, charges will be automatically prorated. Upgrades take effect immediately, and you will be charged the prorated difference for the remainder of your current billing cycle. Downgrades take effect at the beginning of the next billing cycle.

Price Changes

We reserve the right to modify our pricing at any time. We will provide at least thirty (30) days' written notice of any price increase via email to the address associated with your Account. Your continued use of the Service after the price change takes effect constitutes your agreement to pay the modified amount. If you do not agree to the price change, you must cancel your Subscription before the new pricing takes effect.

Failed Payments

If a payment fails due to an expired card, insufficient funds, or any other reason, we will attempt to charge your payment method up to three (3) additional times over a period of fourteen (14) days. During this period, your access to the Service may be restricted. If all payment attempts fail, your Account may be downgraded or suspended. We will notify you by email of any payment failures and provide instructions for updating your payment method.

Cancellation and Refunds

You may cancel your Subscription at any time through your Account settings. Cancellation will take effect at the end of your current billing period, and you will retain access to the Service until that date. No refunds will be issued for partial billing periods, except as required by applicable law. Annual Subscriptions are non-refundable after the first fourteen (14) days, except as required by applicable law or at our sole discretion.

Taxes

All fees are exclusive of applicable taxes, levies, or duties imposed by taxing authorities. You are responsible for paying all such taxes, excluding only taxes based on our net income. If we are required to collect or pay taxes for which you are responsible, you will be billed for such taxes.

6. Automated Processing

Consent to Automated Processing

By using the Service, you expressly consent to the processing of your uploaded documents, invoices, receipts, and other User Content by our NexosIQ engine. NexosIQ utilizes third-party infrastructure to perform data extraction. Your documents are processed through encrypted connections and are not retained by our infrastructure providers after processing.

In addition to extraction, the Service uses artificial intelligence to analyze your business data — including invoices, receipts, expenses, sales, vendor, inventory, and operational data — to generate categorizations, insights, draft schedules, summaries, and recommendations, and to power the in-product and website assistant. This AI processing is performed by vetted third-party sub-processors under contractual confidentiality and data-protection obligations, over encrypted connections. Your data is not used to train third-party AI models. AI-generated output is provided as a convenience, may contain errors, and is subject to the same accuracy disclaimers and verification responsibilities set out in this Section.

Two-Pass Extraction

The NexosIQ engine employs a two-pass extraction methodology. In the first pass, key data fields are extracted from your document. In the second pass, the extracted data is verified and refined. Each extracted field is assigned a Confidence Score indicating the estimated accuracy of the extraction.

Accuracy Disclaimers

IN COMPLIANCE WITH NEW YORK GENERAL BUSINESS LAW § 349 AND FTC ACT § 5 (15 U.S.C. § 45), WE MAKE THE FOLLOWING CLEAR DISCLOSURE: AUTOMATED PROCESSING IS NOT GUARANTEED TO BE 100% ACCURATE. DATA EXTRACTION RESULTS MAY CONTAIN ERRORS, OMISSIONS, OR INACCURACIES. EXTRACTION QUALITY DEPENDS ON NUMEROUS FACTORS INCLUDING BUT NOT LIMITED TO DOCUMENT IMAGE QUALITY, RESOLUTION, LIGHTING, FORMAT, LANGUAGE, HANDWRITING LEGIBILITY, AND THE COMPLEXITY OF THE DOCUMENT LAYOUT.

You acknowledge and agree that:

• Extracted data is provided as a convenience and should not be relied upon without verification
• You are solely responsible for reviewing, verifying, and correcting all extracted data before using it for any purpose, including financial reporting, tax filing, accounting entries, or business decisions
• NEXOS shall not be liable for any losses, damages, or penalties arising from reliance on extracted data that has not been verified by you
• Confidence Scores are estimates and do not constitute a guarantee of accuracy
• We continuously work to improve extraction accuracy, but perfection cannot be guaranteed

7. Biometric Authentication

The NEXOS mobile application supports biometric authentication through Apple Face ID, Apple Touch ID, and compatible Android biometric systems for convenient and secure app access.

How Biometric Authentication Works

• Opt-In Only: Biometric authentication is entirely optional and is only enabled if you affirmatively choose to activate it in your app settings. You may disable it at any time.
• Local Storage Only: Your Biometric Data (facial geometry, fingerprint data) is processed and stored exclusively on your device within the device's secure enclave or keychain. NEXOS does not collect, receive, transmit, or store your Biometric Data on our servers at any time.
• Device-Level Processing: Biometric matching is performed entirely by your device's operating system (iOS or Android). NEXOS receives only a success/failure authentication result from the device -- never the underlying Biometric Data itself.
• Credential Encryption: Your Account authentication credentials (used after biometric verification) are stored in your device's encrypted keychain (iOS Keychain or Android Keystore) and are protected by the same encryption standards used by the operating system.

Disclosure Under New York Law

While New York does not currently have a standalone biometric privacy statute equivalent to Illinois' BIPA (740 ILCS 14), we proactively disclose our biometric data practices as a matter of best practice and in compliance with the spirit of emerging data protection regulations. We are committed to transparency regarding biometric authentication and will update these Terms to reflect any changes in applicable New York or federal biometric privacy law.

By enabling biometric authentication, you acknowledge that you have read and understood this disclosure and consent to the use of your device's biometric capabilities for the sole purpose of authenticating access to the NEXOS mobile application.

8. Third-Party Integrations

The Service supports Integrations with various third-party platforms and services to enhance functionality. By enabling any Integration, you authorize NEXOS to exchange data with the applicable third-party service on your behalf.

Supported Integrations

Current third-party Integrations include, but are not limited to:

• QuickBooks Online (Intuit): Accounting data synchronization via OAuth 2.0 authorization. Enables automatic export of invoice and receipt data to your QuickBooks account.
• Xero: Accounting data synchronization via OAuth 2.0 authorization. Enables automatic export of invoice and receipt data to your Xero organization.
• Stripe: Payment processing for Subscriptions, Add-ons, and Sales Representative/Partner payouts via Stripe Connect.
• Amazon Web Services (AWS): Cloud infrastructure, data storage, and computing services.
• Point-of-Sale Systems (Square, Clover, Revel, Toast): Optional, user-initiated connections that import sales, order, and labor data for analytics, scheduling, and reconciliation.
• AI Inference & Embedding Providers: Third-party infrastructure used by NexosIQ for document extraction, AI analysis and categorization, semantic search, and the assistant. Providers are disclosed through our sub-processor list and disclosure process.
• Google Places API: Address verification and business location lookup services.
• Amazon CloudWatch RUM & Sentry: Application performance monitoring, web real-user monitoring, and error/crash reporting across web, API, and mobile applications.
• Expo: Push notification delivery service for mobile applications.

OAuth Connections

Integrations with accounting platforms (QuickBooks Online, Xero) are established through the OAuth 2.0 authorization protocol. When you connect an Integration, you will be redirected to the third-party service to grant explicit permission for NEXOS to access your data. You may revoke Integration access at any time through your Account settings or through the third-party service's settings.

Third-Party Terms

Your use of any third-party Integration is subject to the respective third party's terms of service and privacy policy. NEXOS is not responsible for the practices, policies, content, or reliability of any third-party service. We do not endorse and are not liable for any loss or damage arising from your use of third-party services accessed through the Service.

9. User Content

Ownership

You retain all ownership rights to your User Content. Nothing in these Terms transfers ownership of your User Content to NEXOS. We claim no intellectual property rights over the documents, invoices, receipts, and other materials you upload to the Service.

License Grant

By uploading User Content to the Service, you grant NEXOS a limited, non-exclusive, worldwide, royalty-free, sublicensable (solely to our service providers, including our processing infrastructure provider, for the purpose of providing the Service) license to use, process, store, transmit, reproduce, and display your User Content solely for the purposes of: (a) providing, maintaining, and improving the Service; (b) performing Automated Processing on your documents; (c) syncing data with your authorized Integrations; and (d) complying with applicable law. This license terminates when you delete your User Content or your Account, subject to our data retention obligations described in Section 15.

Responsibility

You are solely responsible for your User Content and the consequences of uploading, submitting, or transmitting it through the Service. You represent and warrant that: (a) you own or have the necessary rights and permissions to upload your User Content; (b) your User Content does not infringe, misappropriate, or violate any third party's intellectual property rights, privacy rights, or any other rights; and (c) your User Content does not violate any applicable law or regulation.

Processing

By using the Service, you authorize us to process your invoices, receipts, and other User Content to extract data, generate reports, sync with accounting integrations, classify documents, and provide all features and functionality of the Service. This processing includes transmitting your documents to third-party infrastructure for data extraction.

10. API Access and Usage

API Keys

Access to the NEXOS API requires authentication via an API Key. API Keys are unique to your Account and must be kept confidential. You are responsible for all API activity associated with your API Key, whether or not authorized by you. You must immediately notify us if you believe your API Key has been compromised.

Rate Limits

API access is subject to rate limits that vary by Subscription tier. Rate limits are designed to ensure fair use and system stability. Current rate limits are published in our API documentation. We reserve the right to modify rate limits at any time. Exceeding rate limits may result in temporary throttling or suspension of API access.

Fair Use

You agree to use the API in accordance with the following fair use policies:

• Do not use the API for purposes other than those intended and documented
• Do not attempt to circumvent rate limits or abuse the API in any manner
• Do not use the API to perform load testing or stress testing without prior written authorization
• Do not use the API to scrape, harvest, or collect data beyond your own Account data
• Do not redistribute or resell API access without a valid Partner agreement

Webhook Event Delivery

The Service supports Webhook event delivery to notify your systems of events in real time. Webhook payloads are signed using a cryptographic HMAC with a shared secret unique to your Account. You are responsible for verifying Webhook signatures to ensure the authenticity and integrity of received events. We make commercially reasonable efforts to deliver Webhook events promptly but do not guarantee delivery timing, order, or exactly-once delivery. Your Webhook endpoints should be idempotent to handle potential duplicate deliveries.

11. Sales Representative Program

Independent Contractor Status

Sales Representatives are independent contractors and are not employees, agents, joint venturers, or partners of NEXOS. Nothing in these Terms or the Sales Representative Program creates an employment relationship. Sales Representatives are solely responsible for their own taxes, insurance, and compliance with applicable laws. NEXOS does not withhold taxes, provide benefits, or control the manner or means by which Sales Representatives perform their work.

Commission-Based Compensation

Sales Representatives earn commissions based on the Subscription revenue generated by customers they refer to the Service using their unique referral code. Commission rates, structures, and payment schedules are set forth in the separate Sales Representative Agreement and may be modified by NEXOS with thirty (30) days' notice.

Stripe Connect Payouts

Commission payouts are processed through Stripe Connect. Sales Representatives must create and maintain a Stripe Connect account in good standing to receive payouts. Payouts are subject to Stripe's terms of service, processing timelines, and applicable fees. NEXOS is not responsible for delays or issues arising from Stripe's processing of payouts.

Pipeline Management

Sales Representatives have access to pipeline management tools within the Service to track referrals, leads, and commissions. All pipeline data is the property of NEXOS. Sales Representatives may not export or use pipeline data for any purpose other than their activities as a NEXOS Sales Representative.

Termination

Either party may terminate the Sales Representative relationship at any time, with or without cause, by providing written notice. Upon termination, the Sales Representative's referral code will be deactivated. Commissions earned prior to termination and attributable to verified referrals will be paid out in accordance with the commission schedule, subject to a final reconciliation period of up to sixty (60) days.

Non-Compete Limitations

In accordance with New York Labor Law § 191-d and the New York State prohibition on non-compete agreements for covered individuals (effective 2024), NEXOS does not impose non-compete restrictions on Sales Representatives. However, Sales Representatives agree to maintain the confidentiality of NEXOS's proprietary information, pricing, and customer data during and after their participation in the program.

12. Partner Program

White-Label and Reseller Agreements

Partners may resell, rebrand, or distribute the Service under their own branding subject to a separate Partner Agreement. The Partner Agreement governs the specific terms of the partnership, including permitted use of the Service, branding guidelines, and responsibilities.

Custom Branding and Domains

Partners may be granted the ability to customize the Service with their own branding, including logos, color schemes, and custom domain names. Custom domains must be verified and properly configured according to our technical specifications. Partners are responsible for maintaining valid SSL certificates for custom domains.

Revenue Share and Commissions

Partners earn revenue share or commissions as specified in their individual Partner Agreement. Payment processing for Partner commissions is handled through Stripe Connect. Revenue share percentages, payment terms, and minimum thresholds are defined in the Partner Agreement.

Client Management

Partners are responsible for first-level support to their clients unless otherwise agreed in the Partner Agreement. Partners must ensure that their clients comply with these Terms. Partners may not make representations or warranties about the Service that exceed or contradict those made by NEXOS. NEXOS reserves the right to terminate any client account that violates these Terms, regardless of the Partner relationship.

13. Email Communications

Email Forwarding and Ingestion

The Service provides auto-generated email addresses for each Location, allowing you to forward invoices and receipts directly into the platform. Incoming email attachments are automatically classified as invoices or receipts using Automated Processing. By using the email forwarding feature, you authorize us to receive, process, and store emails sent to your auto-generated addresses.

In compliance with the Stored Communications Act (18 U.S.C. §§ 2701-2712), we maintain the confidentiality of email communications processed through the Service. We will not disclose the contents of stored communications except: (a) to you or your authorized users; (b) as necessary to provide the Service; (c) with your consent; or (d) as required by law, including in response to a valid court order, subpoena, or other lawful process.

CAN-SPAM Compliance

In compliance with the Controlling the Assault of Non-Solicited Pornography and Marketing Act (CAN-SPAM Act, 15 U.S.C. §§ 7701-7713), we distinguish between transactional and marketing email communications:

• Transactional Emails: Service-related communications including account notifications, billing confirmations, security alerts, extraction completion notices, and system status updates. These emails are essential to the operation of the Service and cannot be opted out of while maintaining an active Account.
• Marketing Emails: Promotional communications including product announcements, feature updates, newsletters, and special offers. You may opt out of marketing emails at any time by clicking the "unsubscribe" link in any marketing email or adjusting your notification preferences in your Account settings. We will honor opt-out requests within ten (10) business days.

All marketing emails from NEXOS include: accurate header information, a non-deceptive subject line, a clear identification as an advertisement (where applicable), our physical mailing address, and a clear and conspicuous opt-out mechanism.

14. Push Notifications

The NEXOS mobile application uses push notifications to deliver real-time alerts and updates, including extraction completion notices, approval requests, billing reminders, and security alerts.

Opt-In and Device Tokens

Push notifications require your opt-in consent. When you enable push notifications, your device generates a unique device token that is collected and stored by the Service to facilitate notification delivery. Device tokens are transmitted to Expo's push notification service for delivery. You may disable push notifications at any time through your device's system settings or the app's notification preferences.

Notification Preferences

You may configure your notification preferences within the mobile application to control which types of notifications you receive. Available preference categories include invoice/receipt extraction alerts, approval workflow notifications, billing and payment notifications, team activity notifications, and security alerts. Certain critical security notifications (such as unauthorized access alerts) may be delivered regardless of your notification preferences.

15. SMS Communications

Where your organization enables SMS features, NEXOS sends and receives transactional text messages for: (a) receipt capture — each Location may be assigned a dedicated NEXOS phone number to which users may text photos of receipts and invoices for automated processing; (b) scheduling — shift-assignment notifications and two-way confirmations where employees reply to accept or decline a shift; and (c) approval and alert workflows — such as spend-approval requests and operational alerts. By providing a mobile number or enabling these features, you consent to receive related SMS messages from NEXOS.

Your Acknowledgments

By using NEXOS SMS features, you acknowledge and agree that:

• Messages you send (such as a texted receipt photo) will be processed by the Service and stored as a record on your account.
• Reply messages from NEXOS are transactional and part of the enabled workflow (e.g., receipt confirmation prompts, shift confirmations, approval requests, completion notifications, and HELP/STOP responses).
• You may text STOP at any time to terminate SMS communication. Other accepted opt-out keywords: UNSUBSCRIBE, CANCEL, END, QUIT.
• You may text HELP at any time for support contact information.
• Message and data rates from your wireless carrier may apply. NEXOS does not charge for SMS, but your carrier may.
• SMS frequency varies based on usage. Typically 2-4 messages per receipt submission.
• You are the authorized user of the phone number you use to interact with the Service via SMS.

No Marketing Messages

We do not send marketing or promotional messages via SMS. All SMS communication from NEXOS is transactional and limited to the workflows described above. Your mobile number will not be sold, rented, or shared with third parties for their marketing purposes.

Carrier Disclaimer

Wireless carriers are not liable for delayed or undelivered messages.

16. Data Retention and Deletion

Data Retention Period

Your invoice and receipt data, including scanned documents and extracted data, is retained for the life of your active Account. Your document data remains accessible as long as your Subscription is active. This retention policy applies to all Subscription tiers.

Soft-Delete

When you delete a Location, invoice, or receipt within the Service, the item is soft-deleted (marked as deleted but retained in our systems for a recovery period). Soft-deleted items may be recoverable for up to thirty (30) days. After the recovery period, soft-deleted items are scheduled for permanent deletion, subject to our backup retention obligations.

Post-Termination Retention

Following Account termination or Subscription cancellation, your data will be retained for ninety (90) days to allow you to request data export or reactivate your Account. After this 90-day period, your data will be scheduled for permanent deletion from our active systems, subject to our backup retention obligations.

IRS Compliance Backup Retention

In alignment with Internal Revenue Service (IRS) records retention requirements (26 U.S.C. § 6501 et seq.), encrypted backups of financial document data may be retained for up to seven (7) years from the date of upload, even after deletion from active systems. This backup retention is maintained for the sole purpose of regulatory compliance and disaster recovery. Backup data is encrypted at rest and is not accessible through the Service after deletion from active systems.

Data Export

You may request an export of your data at any time during your active Subscription or within ninety (90) days of termination by contacting us at support@nexosscan.com. We will provide your data export in a commonly used, machine-readable format within a commercially reasonable timeframe, typically within thirty (30) business days.

17. Acceptable Use

You agree to use the Service only for lawful purposes and in accordance with these Terms. You agree not to:

• Violate any applicable federal, state, local, or international law or regulation, including but not limited to New York General Business Law § 349 (deceptive business practices) and the Computer Fraud and Abuse Act (18 U.S.C. § 1030)
• Upload or transmit viruses, worms, Trojan horses, ransomware, or any other malicious code or software
• Interfere with, disrupt, or create an undue burden on the Service, its servers, or the networks connected to the Service
• Attempt to gain unauthorized access to any portion of the Service, other user accounts, computer systems, or networks connected to the Service, whether through hacking, password mining, or any other means, in violation of the Computer Fraud and Abuse Act (18 U.S.C. § 1030)
• Use the Service for any fraudulent, deceptive, or illegal purpose
• Reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code of the Service or any part thereof
• Remove, alter, or obscure any proprietary notices, labels, or markings on the Service
• Use automated scripts, bots, scrapers, crawlers, or other automated means to collect information from or interact with the Service outside of the documented API
• Resell, redistribute, sublicense, or otherwise make the Service available to third parties without a valid Partner Agreement
• Upload content that infringes on any intellectual property rights, including copyrights, trademarks, patents, or trade secrets
• Use the API to build a competing product or service
• Abuse rate limits, attempt to circumvent usage restrictions, or engage in excessive or abusive API usage
• Use the Service to store or process any content that is illegal, harmful, threatening, abusive, harassing, defamatory, or otherwise objectionable
• Impersonate any person or entity, or falsely state or misrepresent your affiliation with any person or entity
• Systematically download, scrape, or harvest data from the Service for any purpose not expressly permitted
• Attempt to probe, scan, or test the vulnerability of the Service or any related system or network, or breach any security or authentication measures, without prior written authorization

Violation of these acceptable use policies may result in immediate suspension or termination of your Account, and we reserve the right to report any illegal activities to the appropriate law enforcement authorities.

18. Intellectual Property

Our Intellectual Property

The Service and its original content, features, functionality, design, user interface, graphics, source code, algorithms, NexosIQ engine, and underlying technology are owned by NEXOS and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. Our trademarks, service marks, logos, and trade dress may not be used in connection with any product or service without our prior written consent.

DMCA Notice Procedure

In accordance with the Digital Millennium Copyright Act (DMCA, 17 U.S.C. § 512), we respect the intellectual property rights of others and expect our users to do the same. If you believe that any content on or accessible through the Service infringes your copyright, you may submit a notification to our designated DMCA agent with the following information:

• A physical or electronic signature of the copyright owner or a person authorized to act on their behalf
• Identification of the copyrighted work claimed to have been infringed
• Identification of the material that is claimed to be infringing and its location on the Service
• Your contact information, including address, telephone number, and email address
• A statement that you have a good faith belief that the disputed use is not authorized by the copyright owner, its agent, or the law
• A statement, made under penalty of perjury, that the information in your notification is accurate and that you are the copyright owner or authorized to act on the copyright owner's behalf

DMCA notices should be sent to our designated agent at: dmca@nexosscan.com

We reserve the right to remove any content that is alleged to be infringing and to terminate the accounts of repeat infringers in accordance with the DMCA safe harbor provisions.

19. Privacy

Your privacy is important to us. Our Privacy Policy describes in detail how we collect, use, store, share, and protect your personal information. The Privacy Policy is incorporated into and forms a part of these Terms. By using the Service, you agree to the collection and use of information in accordance with our Privacy Policy.

In the event of any conflict between these Terms and the Privacy Policy regarding the handling of personal data, the Privacy Policy shall control with respect to data privacy and protection matters.

20. Security and Data Protection

Security Measures

We implement and maintain reasonable administrative, technical, and physical safeguards designed to protect the security, confidentiality, and integrity of your personal information and User Content, in compliance with the New York SHIELD Act (N.Y. Gen. Bus. Law § 899-bb). These safeguards include, but are not limited to:

• Encryption of data in transit and at rest using current industry-standard algorithms
• Access controls and authentication mechanisms for all systems
• Regular security assessments and vulnerability testing
• Employee security training and access management
• Incident response procedures and monitoring
• Secure cloud infrastructure hosted on Amazon Web Services (AWS)

Data Breach Notification

In compliance with the New York SHIELD Act (N.Y. Gen. Bus. Law § 899-aa) and New York Executive Law § 899-aa, in the event of a data breach involving your private information, we will:

• Notify affected individuals in the most expedient time possible and without unreasonable delay, consistent with the legitimate needs of law enforcement and any measures necessary to determine the scope of the breach
• Provide notification via email, conspicuous posting on our website, and/or other methods required by applicable law
• Include in the notification a description of the categories of information that were or are reasonably believed to have been accessed or acquired, and contact information for the Company
• Notify the New York State Attorney General, the Department of State Division of Consumer Protection, and the State Police as required by law when the breach affects more than the applicable threshold number of New York residents

Your Security Responsibilities

You are responsible for maintaining the security of your Account credentials, API Keys, Webhook signing secrets, and any Integration tokens. You must promptly notify us of any suspected security breach at security@nexosscan.com. We are not liable for any loss or damage arising from your failure to maintain the security of your credentials.

21. Disclaimers

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, TITLE, QUIET ENJOYMENT, ACCURACY, OR COURSE OF PERFORMANCE.

WITHOUT LIMITING THE FOREGOING, NEXOS SCAN DOES NOT WARRANT THAT:

• THE SERVICE WILL FUNCTION UNINTERRUPTED, SECURE, ERROR-FREE, OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION
• ANY ERRORS, DEFECTS, OR VULNERABILITIES WILL BE CORRECTED
• THE RESULTS OBTAINED FROM USING THE SERVICE, INCLUDING EXTRACTED DATA, WILL BE ACCURATE, COMPLETE, OR RELIABLE
• THE QUALITY OF THE SERVICE WILL MEET YOUR EXPECTATIONS
• ANY DATA STORED ON THE SERVICE WILL NOT BE LOST, CORRUPTED, OR DAMAGED
• THE SERVICE WILL BE COMPATIBLE WITH YOUR HARDWARE, SOFTWARE, OR NETWORK ENVIRONMENT
• THIRD-PARTY INTEGRATIONS WILL FUNCTION WITHOUT INTERRUPTION OR ERROR

AUTOMATED DATA EXTRACTION IS NOT GUARANTEED TO BE 100% ACCURATE. EXTRACTION RESULTS MAY VARY DEPENDING ON DOCUMENT QUALITY, FORMAT, RESOLUTION, LANGUAGE, COMPLEXITY, AND OTHER FACTORS. YOU ARE SOLELY RESPONSIBLE FOR REVIEWING AND VERIFYING ALL EXTRACTED DATA BEFORE RELYING ON IT FOR FINANCIAL, TAX, ACCOUNTING, LEGAL, OR ANY OTHER BUSINESS PURPOSE. NEXOS SCAN SHALL NOT BE LIABLE FOR ANY ERRORS, OMISSIONS, OR INACCURACIES IN EXTRACTED DATA.

SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES. IN SUCH JURISDICTIONS, THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU. IN THAT CASE, SUCH WARRANTIES ARE LIMITED TO THE MINIMUM PERIOD AND EXTENT PERMITTED BY APPLICABLE LAW.

22. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL NEXOS SCAN, ITS DIRECTORS, OFFICERS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, AFFILIATES, LICENSORS, OR SERVICE PROVIDERS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION:

• LOSS OF PROFITS, REVENUE, OR BUSINESS OPPORTUNITIES
• LOSS OF DATA, INCLUDING UPLOADED DOCUMENTS, INVOICES, OR RECEIPTS
• LOSS OF USE OR GOODWILL
• COST OF PROCUREMENT OF SUBSTITUTE SERVICES
• DAMAGES ARISING FROM INACCURATE DATA EXTRACTION
• DAMAGES ARISING FROM UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS, DATA, OR CONTENT
• DAMAGES ARISING FROM THIRD-PARTY INTEGRATION FAILURES
• ANY OTHER INTANGIBLE LOSSES

WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

IN NO EVENT SHALL OUR TOTAL AGGREGATE LIABILITY TO YOU FOR ALL CLAIMS ARISING FROM OR RELATING TO THESE TERMS OR THE SERVICE EXCEED THE TOTAL AMOUNT PAID BY YOU TO NEXOS SCAN DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. IF YOU HAVE NOT MADE ANY PAYMENTS TO US, OUR MAXIMUM LIABILITY SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100.00 USD).

THE LIMITATIONS IN THIS SECTION APPLY REGARDLESS OF THE FORM OF ACTION AND EVEN IF NEXOS SCAN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU. IN SUCH JURISDICTIONS, OUR LIABILITY SHALL BE LIMITED TO THE MAXIMUM EXTENT PERMITTED BY LAW.

23. Indemnification

You agree to defend, indemnify, and hold harmless NEXOS and its officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees and court costs) arising out of or relating to:

• Your violation of these Terms
• Your User Content, including any claim that your User Content infringes or misappropriates any third-party rights
• Your use or misuse of the Service, including the API
• Your violation of any applicable law, regulation, or third-party right
• Your negligence or willful misconduct
• Any unauthorized access to or use of the Service through your Account or API Keys
• Your reliance on extracted data without adequate verification

We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses. Your indemnification obligations survive the termination of these Terms and your use of the Service.

24. Termination

Termination by You

You may terminate your Account and cease using the Service at any time by canceling your Subscription through your Account settings and requesting Account deletion. Cancellation of your Subscription takes effect at the end of your current billing period.

Termination by Us

We may suspend or terminate your Account and access to the Service immediately, without prior notice or liability, if: (a) you breach any provision of these Terms; (b) you fail to pay any amounts due; (c) we are required to do so by law; (d) we reasonably believe your Account has been compromised; or (e) we discontinue the Service or any material portion thereof. For non-material breaches, we will endeavor to provide you with reasonable notice and an opportunity to cure the breach before termination.

Effects of Termination

Upon termination of your Account:

• Your right to access and use the Service will immediately cease
• All active Integrations will be disconnected
• Your API Keys will be revoked
• You may request an export of your data within ninety (90) days of termination by contacting support@nexosscan.com
• After the 90-day post-termination retention period, your data will be permanently deleted from our active systems, subject to our 7-year IRS compliance backup retention
• Any outstanding fees owed by you remain due and payable
• All provisions of these Terms that by their nature should survive termination shall survive, including but not limited to Sections 9 (User Content - License Grant), 17 (Intellectual Property), 20 (Disclaimers), 21 (Limitation of Liability), 22 (Indemnification), 25 (Governing Law), 26 (Dispute Resolution), and 30 (Entire Agreement)

25. Modifications to Service and Terms

Modifications to the Service

We reserve the right to modify, update, suspend, or discontinue, temporarily or permanently, the Service or any feature, functionality, or portion thereof, at any time and without obligation to you. We will endeavor to provide reasonable notice of any material changes to the Service that may adversely affect your use.

Modifications to These Terms

We may revise these Terms from time to time. The most current version will always be posted on this page with an updated "Last updated" date. For material changes to these Terms, we will provide at least thirty (30) days' prior notice via: (a) email to the address associated with your Account; and/or (b) a prominent notice within the Service. Non-material changes (such as typographical corrections or formatting updates) may be made without prior notice.

By continuing to access or use the Service after the effective date of any revised Terms, you agree to be bound by the revised Terms. If you do not agree to the revised Terms, you must stop using the Service and cancel your Subscription before the revised Terms take effect.

26. Governing Law

These Terms and any dispute or claim arising out of or in connection with them or their subject matter, formation, or enforceability (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the State of New York, United States of America, without giving effect to any choice or conflict of law provision or rule that would cause the application of the laws of any other jurisdiction.

Any legal action, suit, or proceeding arising out of or relating to these Terms or the Service shall be instituted exclusively in the federal courts of the United States located in the Southern District of New York or the state courts of the State of New York located in New York County, and you irrevocably submit to the exclusive jurisdiction of such courts in any such action, suit, or proceeding. You waive any objection to the laying of venue of any such action, suit, or proceeding and any claim that any such action, suit, or proceeding has been brought in an inconvenient forum.

27. Dispute Resolution

Informal Negotiation

Before initiating any formal legal proceeding, you agree to first attempt to resolve any dispute, claim, or controversy arising out of or relating to these Terms or the Service through informal negotiation. You must send a written notice of your dispute to legal@nexosscan.com, describing the nature and basis of the claim and the specific relief sought. We will endeavor to resolve the dispute through good-faith negotiation within thirty (30) days from the date we receive your notice. If the dispute cannot be resolved through informal negotiation within this 30-day period, either party may proceed to litigation as provided in Section 25.

Class Action Waiver

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AND NEXOS SCAN AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF, CLASS MEMBER, OR PARTICIPANT IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND NEXOS SCAN AGREE OTHERWISE IN WRITING, NO COURT MAY CONSOLIDATE OR JOIN MORE THAN ONE PERSON'S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CLASS, COLLECTIVE, OR REPRESENTATIVE PROCEEDING.

Equitable Relief

Nothing in this Section shall prevent either party from seeking injunctive or other equitable relief from a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of a party's intellectual property rights, confidential information, or other proprietary rights.

28. Severability

If any provision of these Terms is held by a court of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent necessary such that the remaining provisions of these Terms will continue in full force and effect. The invalid or unenforceable provision shall be deemed modified to the extent necessary to make it valid and enforceable while preserving the parties' original intent to the greatest extent possible.

29. Waiver

The failure of NEXOS to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. No waiver of any term of these Terms shall be deemed a further or continuing waiver of such term or any other term. A waiver of any right or provision will be effective only if made in writing and signed by a duly authorized representative of NEXOS.

30. Force Majeure

NEXOS shall not be liable for any failure or delay in the performance of its obligations under these Terms where such failure or delay results from any cause beyond our reasonable control, including but not limited to:

• Acts of God, natural disasters, earthquakes, floods, hurricanes, or severe weather events
• Epidemics, pandemics, or public health emergencies
• War, terrorism, armed conflict, civil unrest, or government sanctions
• Government actions, orders, legislation, regulations, or embargoes
• Failures of third-party services, including but not limited to cloud infrastructure providers (AWS), document processing providers, payment processors (Stripe), and accounting platforms (QuickBooks, Xero)
• Internet or telecommunications failures, cyberattacks, or distributed denial-of-service (DDoS) attacks
• Power outages or utility failures
• Strikes, labor disputes, or supply chain disruptions

In the event of a force majeure event that materially affects the Service for more than thirty (30) consecutive days, either party may terminate the affected Subscription upon written notice to the other party, and you will receive a prorated refund for any prepaid fees attributable to the period during which the Service was unavailable.

31. Entire Agreement

These Terms, together with our Privacy Policy, any applicable Sales Representative Agreement, Partner Agreement, Enterprise Agreement, Data Processing Agreement, and any other legal notices or supplemental terms published by us on the Service or provided to you in writing, constitute the entire agreement between you and NEXOS concerning the Service and supersede all prior and contemporaneous agreements, understandings, negotiations, representations, warranties, and communications, whether written or oral, between the parties with respect to the subject matter hereof.

No terms or conditions set forth in any purchase order, acknowledgment, or other document provided by you shall add to or modify the terms of these Terms, and all such additional or different terms are hereby rejected.

32. Contact Us

If you have any questions, concerns, or feedback about these Terms of Service, please contact us using the information below:

For general inquiries, please contact hello@nexosscan.com.

These Terms of Service are effective as of June 25, 2026 and apply to all users of the Service from that date forward.