Terms and Conditions

By accessing, browsing, or using the nuph.ai platform, website, API, browser extension, or any related services (collectively, the "Service"), you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions (the "Terms"), as well as our Privacy Policy and any other policies referenced herein. These Terms constitute a legally binding agreement between you ("User", "you", or "your") and nuph.ai ("Company", "we", "us", or "our").

If you do not agree with any part of these Terms, you must immediately cease all use of the Service. Your continued use of the Service after any modifications to these Terms constitutes your acceptance of those modifications.

We reserve the right to update, modify, or replace any part of these Terms at our sole discretion at any time. Material changes will be notified via email or through the Service. It is your responsibility to review these Terms periodically. Your continued use of the Service following the posting of any changes constitutes acceptance of those changes.

nuph.ai provides AI-powered software tools designed to assist with LinkedIn prospecting, lead generation, data enrichment, personalized message generation, and campaign management (the "Service"). The Service includes, but is not limited to:

• LinkedIn profile search and data extraction tools
• AI-driven profile enrichment and analysis
• AI-powered personalized message generation
• Campaign creation, management, and analytics
• Browser extension functionality for LinkedIn integration
• Dashboard and reporting features

nuph.ai is strictly a technology provider. We provide software tools that Users operate at their own discretion and under their own responsibility. nuph.ai does NOT perform outreach actions on behalf of Users, does NOT send messages from User accounts, and does NOT control how Users choose to utilize the data or content generated through the Service.

Users maintain full control and sole responsibility for all decisions made using the Service, including which profiles to target, what messages to send, and how to conduct their outreach activities. nuph.ai has no involvement in, and accepts no liability for, the actions Users take based on the tools and information provided by the Service.

We reserve the right to modify, suspend, or discontinue any aspect of the Service at any time, with or without notice, including the availability of any feature, database, or content. We shall not be liable to you or to any third party for any modification, suspension, or discontinuance of the Service.

To access and use the Service, you must create an account. By creating an account, you represent and warrant that:

• You are at least 18 years of age or the age of legal majority in your jurisdiction
• You have the legal capacity and authority to enter into these Terms
• All information you provide during registration is accurate, current, and complete
• You will maintain and promptly update your account information to keep it accurate and complete
• If you are registering on behalf of a business entity, you have the authority to bind that entity to these Terms

You are solely responsible for:

• Maintaining the confidentiality and security of your account credentials (username, password, API keys, tokens)
• All activities that occur under your account, whether or not authorized by you
• Immediately notifying nuph.ai of any unauthorized use of your account or any other security breach

You must not share your account credentials with any third party or allow multiple individuals to use a single account unless your subscription plan explicitly permits it. nuph.ai reserves the right to suspend or terminate any account that we reasonably believe is being shared or used in violation of these Terms.

nuph.ai shall not be liable for any loss or damage arising from your failure to comply with the above requirements.

THIS SECTION IS OF CRITICAL IMPORTANCE. PLEASE READ IT CAREFULLY AND IN ITS ENTIRETY.

No Affiliation with LinkedIn: nuph.ai is NOT affiliated with, endorsed by, sponsored by, or in any way officially connected to LinkedIn Corporation, Microsoft Corporation, or any of their subsidiaries or affiliates. LinkedIn™ is a registered trademark of LinkedIn Corporation. Any reference to LinkedIn within the Service is solely for the purpose of identifying the third-party platform with which the Service may interact.

User Sole Responsibility for LinkedIn Compliance: You are SOLELY AND EXCLUSIVELY responsible for ensuring that your use of the Service complies with LinkedIn's Terms of Service, User Agreement, Professional Community Policies, and any other applicable LinkedIn policies, guidelines, or rules (collectively, "LinkedIn Policies"). Before using any LinkedIn-related features of the Service, you must thoroughly review and understand LinkedIn's current policies at linkedin.com/legal.

Acknowledgment of Risk: By using the Service, you expressly acknowledge and agree that:

• LinkedIn may, at its sole discretion, restrict, suspend, limit, or permanently terminate your LinkedIn account for any reason, including suspected violations of LinkedIn Policies
• The use of third-party automation tools, data collection tools, or data extraction tools (including the Service) may violate LinkedIn Policies and may result in actions taken against your LinkedIn account
• nuph.ai makes no representation or warranty that the Service is compatible with, approved by, or in compliance with LinkedIn's current or future policies
• LinkedIn's policies, API, platform functionality, and enforcement practices may change at any time without notice to nuph.ai or to you
• nuph.ai has no control over and no ability to predict LinkedIn's enforcement actions or policy changes

Complete Disclaimer of Liability: nuph.ai bears ABSOLUTELY NO RESPONSIBILITY for:

• Any action taken by LinkedIn against your account, including but not limited to warnings, restrictions, temporary suspensions, permanent bans, data loss, or connection loss
• Any loss of business opportunities, leads, connections, messages, or professional reputation resulting from LinkedIn's actions against your account
• Any changes to LinkedIn's platform, API, features, or policies that may affect the Service's functionality or your ability to use the Service
• Any interruption, degradation, or unavailability of LinkedIn-related features of the Service caused by changes to LinkedIn's platform
• Any inaccuracy, incompleteness, or unavailability of data obtained from LinkedIn through the Service

Assumption of Risk: You expressly assume ALL RISK associated with using the Service in connection with LinkedIn or any other third-party platform. This includes, without limitation, the risk of account restriction, suspension, termination, data loss, reputational harm, and any consequential damages. You use LinkedIn-related features of the Service entirely at your own risk and peril.

No Guarantee of Compatibility: nuph.ai does NOT guarantee that the Service is, will be, or will remain compatible with LinkedIn's platform, policies, API, or technical requirements. The Service is provided on an "as-is" basis with respect to third-party platform compatibility, and nuph.ai disclaims all warranties, express or implied, related thereto.

This disclaimer applies equally to any other third-party platforms or services that may be accessed through or in connection with the Service, including but not limited to email providers, CRM systems, and social media platforms.

As a User of the Service, you agree to, and are solely responsible for, the following obligations:

Legal Compliance:

• Comply with all applicable local, national, and international laws and regulations, including but not limited to the General Data Protection Regulation (GDPR), the California Consumer Privacy Act (CCPA), the CAN-SPAM Act, the Canadian Anti-Spam Legislation (CASL), and any other applicable data protection or privacy legislation
• Obtain all necessary consents, permissions, and legal bases before collecting, processing, or using any personal data through the Service
• Maintain proper records of consent and lawful bases for data processing activities
• Comply with all applicable anti-spam laws when sending messages or communications

Data Usage:

• Only access, collect, or extract data that is publicly available and lawfully accessible
• Not resell, redistribute, sublicense, or commercially exploit any data obtained through the Service without proper authorization and legal basis
• Respect the privacy rights of all data subjects whose information is processed through the Service
• Promptly respond to and honor all opt-out requests, data deletion requests, and data subject access requests
• Implement appropriate technical and organizational measures to protect the security of personal data

Prohibited Conduct: You shall NOT:

• Use the Service for any discriminatory, harassing, threatening, defamatory, or otherwise illegal purpose
• Send spam, unsolicited bulk messages, or deceptive communications through or in connection with the Service
• Attempt to reverse engineer, decompile, disassemble, or otherwise derive the source code of the Service
• Circumvent, disable, or interfere with any security or access control features of the Service
• Use bots, scripts, or automated tools to access the Service beyond those expressly provided by nuph.ai
• Exceed reasonable usage limits or use the Service in a manner that negatively impacts other users or infrastructure
• Share your account credentials with third parties or allow multiple unauthorized users to access a single account
• Use the Service to build a competing product or service
• Engage in any activity that could damage, disable, overburden, or impair the Service

nuph.ai reserves the right to investigate and take appropriate action against any User who, in nuph.ai's sole discretion, violates these Terms, including but not limited to account suspension, termination, and reporting to law enforcement authorities.

Data Controller and Processor Roles:

• With respect to personal data that you extract, collect, or process through the Service, you are the data controller and nuph.ai acts as a data processor on your behalf
• As the data controller, you are solely responsible for determining the purposes and means of processing personal data, and for ensuring that such processing complies with all applicable data protection laws
• nuph.ai processes personal data only in accordance with your instructions and these Terms, and implements appropriate technical and organizational measures to protect the data

Data Ownership:

• You retain ownership of all data that you input into, extract from, or generate through the Service ("User Data")
• nuph.ai does not claim ownership over your User Data. However, you grant nuph.ai a limited, non-exclusive license to process, store, and transmit your User Data solely for the purpose of providing and improving the Service
• nuph.ai may use anonymized and aggregated data derived from the Service for analytics, service improvement, and statistical purposes, provided such data cannot be used to identify any individual

User Obligations as Data Controller:

• Ensure you have a lawful basis (consent, legitimate interest, contractual necessity, etc.) for all personal data processing activities conducted through the Service
• Provide appropriate privacy notices to data subjects where required
• Maintain a record of processing activities as required by applicable law
• Conduct data protection impact assessments where required
• Notify nuph.ai and the relevant supervisory authority of any personal data breach in accordance with applicable law
• Cooperate with nuph.ai in responding to data subject requests that relate to our processing of personal data on your behalf

Upon termination of your account, nuph.ai will delete or return your User Data within a reasonable period, unless retention is required by applicable law. You are responsible for exporting your data before account termination.

The Service utilizes artificial intelligence and machine learning technologies to generate content, including but not limited to personalized outreach messages, profile summaries, icebreakers, and campaign suggestions ("AI-Generated Content").

By using the AI features of the Service, you acknowledge and agree that:

• All AI-Generated Content is provided as suggestions and recommendations only. You are solely responsible for reviewing, editing, approving, and/or modifying all AI-Generated Content before any use, transmission, or publication
• nuph.ai does NOT guarantee the accuracy, completeness, appropriateness, effectiveness, legality, or suitability of any AI-Generated Content for any particular purpose
• AI-Generated Content may contain errors, inaccuracies, biases, or inappropriate material. It is your responsibility to verify all content before use
• nuph.ai is NOT responsible for any consequences, damages, or liabilities arising from your use or reliance on AI-Generated Content, including but not limited to reputational harm, loss of business opportunities, or legal claims
• AI models may produce different results over time as they are updated and improved. Past performance or results are not indicative of future output quality
• You are the sole author and publisher of any message you choose to send, even if it was originally generated or suggested by the AI. You bear full legal and ethical responsibility for all communications sent

nuph.ai expressly disclaims all liability for any loss, damage, or claim arising from AI-Generated Content, including but not limited to claims of defamation, intellectual property infringement, privacy violation, or regulatory non-compliance related to content you choose to use or send.

nuph.ai Intellectual Property: The Service, including but not limited to its software, code, algorithms, AI models, user interface design, graphics, logos, trademarks, trade names, and all related documentation, is the exclusive property of nuph.ai and is protected by international copyright, trademark, patent, trade secret, and other intellectual property laws. All rights not expressly granted in these Terms are reserved by nuph.ai.

You may not, without nuph.ai's prior written consent:

• Copy, reproduce, modify, adapt, translate, or create derivative works of any part of the Service
• Distribute, license, sublicense, sell, lease, or otherwise transfer the Service or any rights therein
• Reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, underlying algorithms, or architecture of the Service
• Use nuph.ai's trademarks, logos, or trade dress in connection with any product or service that is not nuph.ai's, or in any manner that is likely to cause confusion among customers or that disparages nuph.ai
• Remove, obscure, or alter any proprietary notices or labels on the Service

User Content and Data: You retain all ownership rights in your User Data and any content you create, upload, or input into the Service. By using the Service, you grant nuph.ai a limited, non-exclusive, worldwide, royalty-free license to use, process, store, and display your content solely as necessary to provide the Service to you.

Feedback: If you provide nuph.ai with any feedback, suggestions, ideas, or improvements regarding the Service, you hereby assign to nuph.ai all rights, title, and interest in such feedback, and nuph.ai shall be free to use such feedback for any purpose without compensation or attribution to you.

Subscription Plans: The Service is offered through various subscription plans, each providing a specified allocation of credits and access to features as described on our pricing page. nuph.ai reserves the right to modify subscription plans, pricing, and credit allocations at any time upon reasonable notice to existing subscribers.

Credit System:

• The Service operates on a credit-based system. Each action (profile discovery, AI message generation, campaign operations, etc.) consumes a specific number of credits as defined in the applicable plan
• Credits are allocated per billing cycle and do not roll over to the next billing period unless explicitly stated in your plan
• Credit consumption rates may be adjusted by nuph.ai with prior notice

Billing and Payments:

• Subscriptions are billed in advance on a recurring basis (monthly or annually, depending on your selected plan)
• All prices are displayed in the currency specified at checkout and are exclusive of applicable taxes unless otherwise stated
• Payments are processed through our third-party payment provider. By providing your payment information, you authorize nuph.ai to charge the applicable subscription fees
• Subscriptions will automatically renew at the end of each billing cycle unless you cancel before the renewal date
• You are responsible for ensuring that your payment information is accurate and up-to-date

Refund Policy:

• No refunds will be issued for partially used billing periods or for credits that have been consumed
• If you cancel your subscription, you will retain access to the Service until the end of your current billing period
• nuph.ai may, at its sole discretion, offer refunds or credits in exceptional circumstances
• If nuph.ai terminates your account due to a violation of these Terms, you are not entitled to any refund

Failed Payments: If a payment fails, nuph.ai may suspend your access to the Service until payment is successfully processed. nuph.ai reserves the right to downgrade your account to a free plan after a reasonable grace period if payment issues are not resolved.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW:

No Consequential Damages: nuph.ai, its officers, directors, employees, agents, suppliers, partners, and licensors shall NOT be liable for ANY indirect, incidental, special, consequential, exemplary, or punitive damages, regardless of the cause of action or theory of liability, even if nuph.ai has been advised of the possibility of such damages. This includes, without limitation:

• Loss of profits, revenue, or business opportunities
• Loss of data, including any data stored within or processed through the Service
• Loss of goodwill or professional reputation
• Loss of access to LinkedIn accounts or any other third-party platform accounts
• Loss of LinkedIn connections, messages, or engagement metrics
• Costs of procurement of substitute goods or services
• Business interruption or downtime
• Any other intangible losses

Aggregate Liability Cap: In no event shall nuph.ai's total aggregate liability to you for all claims arising out of or relating to these Terms or the Service exceed the lesser of: (a) the total amount paid by you to nuph.ai in the twelve (12) months immediately preceding the event giving rise to the claim, or (b) one hundred euros (EUR 100).

Third-Party Platform Actions: nuph.ai is NOT liable, under any theory of liability, for any actions, decisions, policies, or enforcement measures taken by third-party platforms (including but not limited to LinkedIn Corporation and Microsoft Corporation) against your accounts, data, or access. This expressly includes, but is not limited to, account restrictions, suspensions, bans, data removal, and any related losses.

Service Availability: nuph.ai does not guarantee uninterrupted, timely, secure, or error-free operation of the Service. The Service may be subject to delays, failures, and interruptions. nuph.ai shall not be liable for any damages resulting from such events.

Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, nuph.ai's liability shall be limited to the maximum extent permitted by law.

You agree to indemnify, defend, and hold harmless nuph.ai, its parent company, subsidiaries, affiliates, officers, directors, employees, agents, partners, suppliers, and licensors (collectively, the "Indemnified Parties") from and against any and all claims, demands, actions, suits, proceedings, losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees and legal costs) arising out of or in connection with:

• Your use or misuse of the Service
• Your violation of these Terms or any policy referenced herein
• Your violation of any third-party platform's terms of service, policies, or guidelines, including but not limited to LinkedIn's Terms of Service, User Agreement, and Professional Community Policies
• Your violation of any applicable law, regulation, or governmental order, including data protection laws (GDPR, CCPA, CAN-SPAM, CASL, etc.)
• Any data protection claims, complaints, or regulatory actions related to personal data that you collected, processed, stored, or transmitted through the Service
• Any third-party claims that your use of the Service infringes upon or violates the rights of any third party, including intellectual property rights, privacy rights, and contractual rights
• Any content you create, send, or publish using or based on AI-Generated Content provided by the Service
• Your negligence or willful misconduct in connection with the Service

nuph.ai reserves the right, at its own expense, to assume the exclusive defense and control of any matter subject to indemnification by you, in which event you will cooperate fully with nuph.ai in asserting any available defenses. This indemnification obligation shall survive the termination of your account and these Terms.

THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED.

To the fullest extent permitted by applicable law, nuph.ai expressly disclaims all warranties, representations, and conditions, whether express, implied, statutory, or otherwise, including but not limited to:

• Implied warranties of merchantability, fitness for a particular purpose, and non-infringement
• Any warranty that the Service will be uninterrupted, timely, secure, or error-free
• Any warranty regarding the accuracy, reliability, or completeness of data obtained through the Service
• Any warranty that the Service will meet your specific requirements or expectations
• Any warranty regarding the quality of any products, services, information, or content obtained through the Service
• Any warranty that defects or errors in the Service will be corrected
• Any warranty of compatibility with third-party platforms, including LinkedIn, whether current or future
• Any warranty regarding the results or outcomes obtainable through the use of the Service, including response rates, conversion rates, or lead quality

Any material downloaded, obtained, or otherwise accessed through the Service is done at your own discretion and risk, and you shall be solely responsible for any damage to your computer system or loss of data that results therefrom.

No advice, guidance, or information, whether oral or written, obtained from nuph.ai or through the Service shall create any warranty not expressly made herein.

Termination by You: You may terminate your account at any time by canceling your subscription through the Service's account settings or by contacting our support team. Termination will take effect at the end of your current billing cycle. You will retain access to the Service until the end of the paid period.

Termination by nuph.ai: nuph.ai may, at its sole discretion, suspend or terminate your account and access to the Service immediately and without prior notice if:

• You violate any provision of these Terms
• You engage in any fraudulent, abusive, or illegal activity
• You fail to pay applicable fees after reasonable notice
• Your use of the Service poses a security risk to nuph.ai or other users
• nuph.ai is required to do so by law or a governmental authority
• nuph.ai decides to discontinue the Service, in whole or in part

Effects of Termination:

• Upon termination, your right to access and use the Service will immediately cease
• nuph.ai may delete your account data within a reasonable period after termination, subject to any legal retention obligations
• You are responsible for exporting any data you wish to retain before account termination
• Any unused credits will be forfeited and no refund will be issued for unused credits or remaining subscription time (in cases of termination for cause)
• All provisions of these Terms which by their nature should survive termination shall survive, including but not limited to: intellectual property provisions, warranty disclaimers, indemnification obligations, limitation of liability, and dispute resolution clauses

nuph.ai shall not be liable to you or any third party for any termination of your access to the Service.

Governing Law: These Terms, and any dispute, claim, or controversy arising out of or relating to these Terms or the Service, shall be governed by and construed in accordance with the laws of the Kingdom of Spain and applicable European Union regulations, without regard to conflict of law principles that would result in the application of the laws of another jurisdiction.

Jurisdiction: Any legal proceedings arising out of or relating to these Terms or the Service shall be brought exclusively in the competent courts of Spain. You irrevocably consent to the exclusive jurisdiction and venue of such courts and waive any objection based on forum non conveniens or any other basis.

Mandatory Arbitration: Before initiating any legal proceedings, you agree to first attempt to resolve any dispute informally by contacting nuph.ai at our support email. If a dispute cannot be resolved informally within thirty (30) days, any remaining controversy or claim shall be resolved by binding arbitration administered in accordance with the applicable arbitration rules in force in Spain. The arbitration shall be conducted in English or Spanish, at nuph.ai's election, and the arbitral award shall be final and binding on both parties.

Class Action Waiver: TO THE FULLEST EXTENT PERMITTED BY LAW, YOU AND nuph.ai AGREE THAT EACH PARTY MAY ONLY BRING CLAIMS AGAINST THE OTHER IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, COLLECTIVE, CONSOLIDATED, OR REPRESENTATIVE ACTION. Unless both you and nuph.ai agree otherwise in writing, the arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of a representative or class proceeding.

Limitation Period: Any cause of action or claim you may have arising out of or relating to these Terms or the Service must be commenced within one (1) year after the cause of action accrues. Otherwise, such cause of action or claim is permanently barred.

Severability: If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it valid, legal, and enforceable while preserving its original intent. If modification is not possible, the provision shall be severed from these Terms, and the remaining provisions shall continue in full force and effect.

Entire Agreement: These Terms, together with the Privacy Policy and any other policies referenced herein, constitute the entire agreement between you and nuph.ai regarding the Service and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, with respect to the Service.

Force Majeure: nuph.ai shall not be liable for any failure or delay in performing its obligations under these Terms if such failure or delay results from circumstances beyond nuph.ai's reasonable control, including but not limited to acts of God, natural disasters, pandemics, epidemics, war, terrorism, riots, embargoes, acts of civil or military authorities, fire, floods, power outages, internet or telecommunications failures, cyberattacks, governmental actions or orders, third-party platform outages, or changes in third-party platform policies (including LinkedIn policy changes).

Assignment: You may not assign, transfer, or delegate your rights or obligations under these Terms without nuph.ai's prior written consent. nuph.ai may assign, transfer, or delegate its rights and obligations under these Terms without restriction, including in connection with a merger, acquisition, sale of assets, or by operation of law.

Waiver: The failure of nuph.ai to exercise or enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver of any provision of these Terms shall be effective only if made in writing and signed by nuph.ai.

Headings: The section headings in these Terms are for convenience only and shall not affect the interpretation of these Terms.

Relationship of Parties: Nothing in these Terms shall be construed to create a partnership, joint venture, employment, or agency relationship between you and nuph.ai. Neither party has the authority to bind the other or to incur obligations on behalf of the other.

Notices: All notices from nuph.ai to you may be delivered via email to the address associated with your account or through the Service interface. Notices from you to nuph.ai should be sent to: legal@nuph.ai.

Contact Information: If you have any questions, concerns, or complaints regarding these Terms or the Service, please contact us at: legal@nuph.ai.