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NexusGear

Terms of Service

Last updated: June 2026

1. Introduction

These Terms of Service (“Terms”) govern your use of the services provided by NexusGear Inc.(“NexusGear,” “we,” “us,” or “our”), a company incorporated in British Columbia, Canada. By accessing our website atnexusgear.ca, creating an account, or purchasing our services, you agree to be bound by these Terms.

If you are entering into these Terms on behalf of a business or other legal entity, you represent that you have the authority to bind that entity. If you do not agree with any part of these Terms, you may not use our services.

2. Services

NexusGear provides the following digital services, as further described in individual service agreements or proposals:

  • Web Design & Development — custom websites, web applications, and e-commerce solutions built with modern frameworks.
  • Search Engine Optimization (SEO) — technical SEO, on-page optimization, content strategy, and link building.
  • Digital Advertising — paid campaign management across Google, Meta, LinkedIn, and other platforms.
  • POS Systems — cloud-based point-of-sale solutions with inventory management and analytics.
  • B2B Solutions — custom CRMs, client portals, workflow automation, and API integrations.
  • Hosting & Maintenance — website hosting, security updates, backups, and performance monitoring.

Specific deliverables, timelines, and pricing for project-based work will be outlined in a Statement of Work (SOW) or proposal signed by both parties.

3. Account Registration & Security

To access the client dashboard and certain features, you must create an account. You agree to:

  • Provide accurate, current, and complete registration information.
  • Maintain the confidentiality of your login credentials.
  • Notify us immediately of any unauthorized use of your account.
  • Accept responsibility for all activities that occur under your account.

We reserve the right to suspend or terminate accounts that violate these Terms or pose a security risk.

4. Payment Terms

4.1 Subscription Services

  • Subscription fees are billed monthly in advance in Canadian Dollars (CAD).
  • Invoices are due within 15 days of the invoice date.
  • Late payments incur a 1.5% monthly interest charge (19.56% APR) on outstanding balances.
  • Accounts past due by 30 days or more may result in service suspension until payment is received.
  • A $25.00 CAD fee applies for returned payments or chargebacks.

4.2 Project-Based Services

  • A 50% deposit is required before work begins on project-based engagements.
  • The remaining 50% is due upon completion and before final deliverable handover.
  • Additional work outside the agreed SOW will be billed at our standard hourly rate of $150 CAD/hour.

4.3 Price Adjustments

We reserve the right to adjust subscription prices with 30 days' written notice. Price increases will not take effect until the next billing cycle.

5. Subscriptions & Cancellation

  • You may cancel any subscription at any time by contacting hello@nexusgear.ca or through your dashboard.
  • Cancellation takes effect at the end of the current billing period. Services continue until that date.
  • No partial refunds are provided for unused portions of a billing period.
  • Upon cancellation, your account will be downgraded and certain features (dashboard access, reporting) will be limited.
  • We may retain project deliverables and data for 30 days after cancellation to allow for transition. After 30 days, data may be permanently deleted.

6. Project-Based Engagements

6.1 Scope & Changes

Each project begins with a signed SOW defining deliverables, timeline, and budget. Any changes to the scope must be documented in a Change Order signed by both parties. Work performed outside scope without a Change Order will be billed at hourly rates.

6.2 Client Responsibilities

To ensure timely delivery, the client agrees to:

  • Provide necessary content, copy, images, and brand assets within 5 business days of request.
  • Review and provide feedback on deliverables within 3 business days.
  • Grant access to required systems, platforms, and third-party accounts.
  • Respond to scheduling and meeting requests in a timely manner.

Delays caused by client unresponsiveness may result in adjusted timelines. NexusGear is not liable for delays caused by factors outside our reasonable control.

6.3 Approval Process

Written approval (via email or project management tool) constitutes acceptance of deliverables. After approval, any subsequent revisions may be billed at hourly rates.

7. Intellectual Property

7.1 Ownership of Deliverables

Upon receipt of full payment for a project or subscription period, the client owns the final deliverablesspecifically created for that engagement. This includes design files, source code, and written content (excluding third-party assets licensed separately).

7.2 NexusGear Retained IP

NexusGear retains all rights to:

  • Pre-existing tools, libraries, frameworks, and methodologies used in delivering the services.
  • Generic code components and UI patterns that are not unique to the client's project.
  • Our proprietary POS system, CRM platform, and internal software.

7.3 Portfolio Display

NexusGear reserves the right to display completed work in our portfolio, case studies, and marketing materials unless a mutual Non-Disclosure Agreement (NDA) is in place. We will not disclose confidential business information without permission.

7.4 Third-Party Assets

Stock photos, fonts, icon sets, and third-party software used in deliverables are licensed, not owned. The client receives a license to use these assets as part of the delivered work. Additional licensing fees may apply for certain premium assets, which will be disclosed in advance.

8. Confidentiality

Both parties agree to keep confidential all non-public information shared during the engagement (“Confidential Information”). This includes business strategies, financial data, customer lists, source code, and proprietary processes.

Confidentiality obligations remain in effect for 3 years after the termination of the agreement. This section does not apply to information that is publicly available, independently developed, or required to be disclosed by law.

9. Warranties & Disclaimers

9.1 Our Warranty

We warrant that services will be delivered with reasonable skill and care, consistent with industry standards. For web development projects, we provide a 30-day warranty from launch to fix any bugs or functionality issues found in the approved deliverables.

9.2 Disclaimer

Except as expressly stated in these Terms, all services and deliverables are provided“as is” without warranties of any kind, either express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, or non-infringement.

We do not guarantee specific outcomes such as search engine rankings, traffic volumes, conversion rates, or revenue increases. SEO and advertising results vary based on competition, algorithm changes, and market conditions.

10. Limitation of Liability

To the maximum extent permitted by applicable law, NexusGear's total liability for any claim arising out of or relating to these Terms or our services shall not exceed the total amount paid by the client to NexusGear in the 12 months preceding the claim for the specific service giving rise to the claim.

In no event shall NexusGear be liable for any indirect, incidental, special, consequential, or punitive damages, including but not limited to lost profits, lost revenue, loss of data, or business interruption.

Some jurisdictions do not allow limitations of liability for certain types of damages, so the above limitation may not apply to you in full.

11. Indemnification

You agree to indemnify, defend, and hold harmless NexusGear Inc., its officers, employees, and contractors from any claims, damages, losses, or expenses (including legal fees) arising out of:

  • Your use of our services in violation of these Terms.
  • Content or materials you provide that infringe on third-party intellectual property rights.
  • Your violation of any applicable law or regulation.

12. Termination

12.1 Termination by Client

You may terminate these Terms at any time by canceling your subscriptions and completing any outstanding project obligations. See Section 5 for cancellation terms.

12.2 Termination by NexusGear

We may terminate or suspend access to our services immediately if:

  • You breach any material term of these Terms and fail to remedy the breach within 10 days of notice.
  • Your account is past due by more than 30 days.
  • You engage in fraudulent, abusive, or illegal activity.

12.3 Effect of Termination

Upon termination, you must pay all outstanding amounts. Sections 7 (Intellectual Property), 8 (Confidentiality), 9 (Warranties), 10 (Limitation of Liability), and 11 (Indemnification) survive termination.

13. Governing Law & Dispute Resolution

13.1 Governing Law

These Terms are governed by the laws of the Province of British Columbia and thefederal laws of Canada applicable therein, without regard to conflict of law principles.

13.2 Dispute Resolution Process

Before initiating any legal proceeding, both parties agree to:

  1. Negotiate in good faith for 30 days to resolve the dispute.
  2. If unresolved, submit to mediation with a certified mediator in Kelowna, BC.
  3. If mediation fails, either party may bring proceedings in the courts of British Columbia.

13.3 Legal Fees

In any dispute, the prevailing party is entitled to recover reasonable legal fees and costs from the non-prevailing party.

14. Force Majeure

Neither party shall be liable for delays or failures in performance resulting from causes beyond its reasonable control, including but not limited to: acts of God, natural disasters, war, terrorism, pandemics, government actions, internet outages, or third-party service disruptions.

15. General Provisions

15.1 Entire Agreement

These Terms, together with any SOW, proposal, or NDA signed by both parties, constitute the entire agreement between you and NexusGear, superseding any prior agreements or understandings.

15.2 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions remain in full force and effect.

15.3 Waiver

Failure to enforce any right or provision of these Terms does not constitute a waiver of that right or provision.

15.4 Assignment

You may not assign these Terms without our prior written consent. NexusGear may assign these Terms in connection with a merger, acquisition, or sale of assets.

15.5 Notices

All legal notices must be sent in writing to hello@nexusgear.caor to NexusGear Inc., Kelowna, British Columbia. Notices are deemed received 3 business days after sending.

16. Contact

For questions about these Terms, please contact us:

NexusGear Inc.
Kelowna, British Columbia
Email: hello@nexusgear.ca