Terms of Service

1.1. These Terms of Service set out the conditions for using the naxoft.com website, as well as the general terms and conditions for the use of services provided by the Service Provider (hereinafter collectively: Services).

1.2. These Terms of Service apply exclusively to business (B2B) clients. The Service Provider's services are not intended for consumers.

1.3. Direct purchases are not possible on the website. Services are provided in all cases on the basis of an individual offer and its written acceptance, or an individual contract.

2.1. Client: a legal entity or sole proprietor entering into a business contract with the Service Provider.

2.2. Parties: the Service Provider and the Client.

2.3. Individual Contract / Order: a written agreement between the Parties, including a written acceptance of an offer.

2.4. Client Data: data provided, uploaded, integrated, or processed by the Client in the course of the Service.

2.5. AI Chat: an AI-based chat solution intended for internal corporate use.

2.6. API Service: API access provided to the Service Provider's AI models.

3.1. The purpose of the naxoft.com website is to present the Service Provider's services and to provide the opportunity for contact and consultation booking. The information displayed on the website is for informational purposes only and does not constitute a binding offer.

3.2. The content of the website (in particular text, graphics, branding elements, logos, materials) is the intellectual property of the Service Provider (or its lawful rights holder). Any commercial use of the content requires prior written permission.

3.3. It is prohibited to disrupt the normal operation of the website, attempt unauthorized access, circumvent security measures, perform automated data extraction (scraping), cause overload, or engage in any unlawful use.

3.4. The Service Provider strives to ensure the availability of the website and the accuracy of the published information; however, it does not guarantee the continuous, uninterrupted operation of the website or the complete accuracy of all content.

3.5. The website may contain links to third-party websites. The Service Provider assumes no responsibility for the content or services available on third-party sites.

4.1. The Service Provider offers the following services:

• AI-based digital automation: custom design, development, integration, deployment, and operational support as needed.
• Enterprise internal AI chat: configuration, integration, and operation.
• API-based AI model access: access to the Service Provider's AI models, integration support, and client-specific fine-tuning under separate agreement.
• Custom development: under individual agreement.

4.2. The specific content, scope, technical and business parameters, delivery deadlines, and pricing of the Service are defined by the Parties in the Individual Contract.

5.1. The Client may contact the Service Provider by booking a consultation appointment and/or by email.

5.2. The purpose of the consultation is a preliminary assessment of needs and a review of possible solutions.

5.3. Services are provided in all cases on the basis of an individual offer between the Parties and its written acceptance, or an individual contract.

5.4. The exact method of contract formation (written acceptance and/or signed contract) is specified in the offer or the Individual Contract.

6.1. Pricing is in all cases subject to individual agreement.

6.2. The invoicing method (e.g., advance payment, partial invoicing, periodic fee, usage-based fee) and payment deadline are determined in the Individual Contract.

6.3. In the event of late payment, the Service Provider is entitled to charge statutory default interest and — where applicable — a flat-rate recovery cost.

6.4. In the event of payment delay, the Service Provider is entitled to restrict or suspend the Service under the terms set out in the Individual Contract.

7.1. The Client is obligated to provide information, access, and cooperation necessary for performance in a timely manner. Failure to do so may affect delivery deadlines and outcomes.

7.2. For services, the procedures for handover, testing, acceptance criteria, and bug fixing are governed by the Individual Contract.

7.3. Scope or requirement changes (change requests) may only be implemented in writing, by mutual agreement of the Parties, with corresponding adjustments to pricing and scheduling.

8.1. The Service Provider operates the Services (monitoring, bug fixing, maintenance) on its own platform/infrastructure.

8.2. The support channel, availability window, response times, and — if applicable — SLA commitments are defined in the Individual Contract. In the absence thereof, the Service Provider shall act within reasonable limits.

8.3. For planned maintenance, the Service Provider strives to provide advance notice.

9.1. The Services are operated on the Service Provider's own servers in the EU; accordingly, Client Data is stored and processed within the European Union as a general rule.

9.2. The Service Provider applies technical and organizational measures in accordance with industry practice to ensure secure operation (e.g., access control, authorization management, encryption). Specific settings and commitments may be defined in the Individual Contract.

9.3. Backup, logging, and data retention rules — where relevant — are defined in the Individual Contract.

10.1. The detailed rules for the processing of personal data are published by the Service Provider in a separate Privacy Policy. These Terms of Service do not regulate data processing in detail.

10.2. If the Service Provider processes personal data on behalf of the Client in the course of providing the Service, the Parties shall — as necessary — enter into a data processing agreement (DPA), which forms part of or is an annex to the Individual Contract.

11.1. Nature of outputs: AI-generated responses are produced on a probabilistic basis and may contain inaccuracies. AI output does not constitute legal, financial, medical, or other professional advice; the Client is responsible for verifying and commercially using the outputs.

11.2. Client inputs: the Client is responsible for the lawfulness of the data and instructions entered into the system, and for ensuring that it holds the necessary rights to provide and use such data.

11.3. Use of Client Data for model development:

• The Service Provider does not use Client Data to develop or improve its general-purpose AI models.
• Client-specific training/fine-tuning may only be carried out under a separate agreement and documented client request, for the benefit of the specific Client.

11.4. Integrations: if the Service connects to the Client's systems or third-party services, changes to and availability of external systems may affect operation. The procedures for managing such circumstances may be defined in the Individual Contract.

12.1. The Parties shall treat non-public business information of the other Party as confidential.

12.2. Detailed confidentiality terms may be established by the Parties in a separate NDA and/or the Individual Contract.

13.1. The Service Provider's platform, software, models, documentation, and methodology are the intellectual property of the Service Provider (or its licensor).

13.2. The Client is entitled to use the Service to the extent specified in the Individual Contract.

13.3. Ownership of data and materials provided by the Client remains with the Client; the Client grants the usage rights necessary for performance.

13.4. The legal status of custom developments, configurations, and workflows created during automation projects (transfer, usage rights, ownership) is defined in the Individual Contract.

14.1. The Service Provider's liability is limited to the extent permitted by applicable law.

14.2. The Service Provider shall not be liable for lost profits, business interruption, indirect, or consequential damages.

14.3. The specific liability cap (e.g., a limit tied to fees) is determined by the Parties in the Individual Contract.

15.1. The duration of the Service, termination conditions, and provisions applicable upon termination are set out in the Individual Contract.

15.2. Upon termination, the handling of Client Data (export, deletion, retention) is determined in the Individual Contract and the related data processing documents.

16.1. A force majeure event is any unforeseeable and unavoidable circumstance beyond the control of the Parties that temporarily prevents performance of the contract in whole or in part. Such events include, in particular: natural disasters, fire, power outages, telecommunications or internet service failures, government actions, war or states of emergency, as well as disruptions in third-party systems that materially affect the operation of the Service.

16.2. The affected Party shall notify the other Party in writing without undue delay of the force majeure event and shall take all reasonable measures to mitigate its effects.

16.3. During the force majeure event, the performance of the affected obligations may be suspended to the extent justified by the event, and delivery deadlines shall be extended by the duration of the force majeure. The Party shall not be liable for delay or non-performance arising from force majeure during the period of the event.

16.4. If the force majeure event persistently prevents performance, the Parties shall consult on amending the contract or on a reasonable course of action within the framework of the Individual Contract.

17.1. These Terms of Service shall be governed by Hungarian law.

17.2. The Parties shall primarily seek to resolve disputes through negotiation. In the event of failure, the jurisdiction of the court at the Service Provider's registered office may be agreed upon in B2B relationships, unless otherwise stipulated by individual agreement.

18.1. The Service Provider is entitled to amend these Terms of Service. Amendments shall take effect upon publication on naxoft.com.

18.2. For existing Individual Contracts, the provisions of the Individual Contract shall take precedence.

18.3. If any provision of these Terms of Service is found to be invalid, this shall not affect the validity of the remaining provisions.