Please read these terms carefully before using our services.
Last Updated: February 15, 2026Welcome to NEXA Digital Agency ("NEXA," "we," "us," or "our"). By accessing our website or using our services, you agree to be bound by these Terms of Service ("Terms"). Please read them carefully. If you do not agree to all of these Terms, you may not use our website or services.
These Terms constitute a legally binding agreement between you and NEXA regarding your use of our website, design, development, marketing, and consulting services. We may modify these Terms at any time; changes will be effective immediately upon posting. Your continued use of our services constitutes acceptance of the revised Terms.
NEXA Digital Agency provides a range of digital services including but not limited to:
Each project is governed by a separate Statement of Work ("SOW") or Proposal that details the specific deliverables, timeline, and fees. In the event of a conflict between these Terms and an SOW, the SOW shall control with respect to that project.
You must be at least 18 years old to use our services. By agreeing to these Terms, you represent and warrant that you have the full power and authority to enter into this agreement. If you are registering on behalf of an entity, you represent that you are authorized to bind that entity.
When you request a quote, create an account, or engage our services, you agree to provide accurate, current, and complete information. You are responsible for maintaining the confidentiality of any login credentials and for all activities that occur under your account.
All project quotes provided by NEXA are valid for 30 days from the date of issuance, unless otherwise stated. Quotes are based on the information you provide and are subject to change if the scope of work materially changes.
A binding agreement is formed only when both parties have signed a formal SOW or Proposal and any required deposit has been paid. Until such time, no work will commence.
Fees for services are outlined in the SOW. Unless otherwise agreed, fees are fixed‑price or time‑and‑materials. Time‑and‑materials projects will be billed at the hourly rates specified in the SOW.
Because we invest significant time and resources at the start of each project, deposits are non‑refundable. Milestone payments are non‑refundable once the corresponding work has been delivered and approved. If a project is terminated by either party in accordance with Section 12, NEXA will invoice for all work completed up to the date of termination.
To ensure timely and successful project delivery, you agree to:
Delays caused by failure to meet these responsibilities may result in adjusted timelines and additional costs.
Upon full payment, NEXA assigns to you all right, title, and interest in and to the final deliverable (e.g., website code, designs, branding assets), excluding any pre‑existing materials, frameworks, libraries, and tools owned by NEXA or third parties ("NEXA IP"). NEXA IP remains the sole property of NEXA, and you are granted a non‑exclusive, perpetual, royalty‑free license to use it as part of the deliverable.
If you provide us with ideas, suggestions, or feedback regarding our services, you grant NEXA a worldwide, perpetual, irrevocable, royalty‑free license to use and incorporate them without compensation.
We reserve the right to display screenshots, case studies, and descriptions of completed projects in our portfolio, website, and marketing materials, unless you request confidentiality in writing prior to project start.
Each party agrees not to disclose the other's confidential information (including business plans, customer data, proprietary technology) to any third party without prior written consent, except as required by law. This obligation survives termination of our agreement. Confidential information does not include information that is or becomes publicly available through no fault of the receiving party.
Our projects may incorporate third‑party software, platforms, or services (e.g., WordPress, Shopify, AWS, Google Analytics). We do not control these third parties and are not responsible for their availability, security, or functionality. Your use of such services is subject to their respective terms.
You may not use our website or services for any unlawful, fraudulent, or harmful purpose, including but not limited to:
We reserve the right to suspend or terminate services for violations of this policy without notice.
Our services are provided "as is" and "as available." To the fullest extent permitted by law, NEXA disclaims all warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, and non‑infringement. We do not warrant that our services will be error‑free, uninterrupted, or secure.
To the maximum extent permitted by law, in no event shall NEXA be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, or goodwill, arising out of or in connection with these Terms or the use of our services, even if advised of the possibility of such damages. Our total liability for any claim shall not exceed the total fees paid by you to NEXA in the twelve months preceding the claim.
Important: Some jurisdictions do not allow the exclusion of certain warranties or limitation of liability, so the above limitations may not apply to you.
You agree to indemnify, defend, and hold harmless NEXA and its officers, employees, and agents from and against any claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or related to: (a) your use of our services; (b) your violation of these Terms; (c) your violation of any third‑party rights; or (d) any content or materials you provide to us.
Either party may terminate a project or this agreement for convenience upon 30 days' written notice. NEXA may terminate or suspend services immediately if you fail to pay any amounts due or materially breach these Terms and fail to cure within 7 days of notice. Upon termination, you must pay all fees due for work completed through the date of termination.
These Terms shall be governed by and construed in accordance with the laws of the State of New York, without regard to its conflict of laws provisions. Any dispute arising out of or relating to these Terms or our services shall first be attempted to be resolved through good‑faith negotiations. If unresolved, the dispute shall be submitted to binding arbitration in New York County, New York, in accordance with the rules of the American Arbitration Association. The arbitration shall be conducted on an individual basis; class actions are not permitted.