Terms of Service

0. Company Information

• Registered name: Lofty Mems Co., Ltd. (嶸惠有限公司)
• Brand: NEXUPIRA
• Tax ID (統編): 54335019
• Responsible person: Wen-Pin Wu
• Registered address: No. 75, Xing'er St., Taoyuan Dist., Taoyuan City 330074, Taiwan (R.O.C.)
• Support: [email protected]

1. Service Description

Nexupira is an AI-powered platform that connects productivity tools, sensors, and field hardware, allowing users to automate workflows through natural-language instructions. The Service is in active development; features and availability may change without notice. NEXUPIRA includes built-in AI: every plan comes with a platform AI allowance measured in points (see Section 15). You may also connect your own model provider's API key; when you do, that provider bills you directly for that usage.

2. Who These Terms Apply To

These Terms govern individual, self-serve use of the Service — Free, Pro and Max accounts created through our website or app, whether for personal or professional purposes.

Business, Teams and Enterprise customers. Team, Enterprise and custom-development engagements are provided under a separate written agreement between Nexupira and the customer organisation (for example a master services agreement, order form, statement of work and, where applicable, a data processing agreement). Where such an agreement exists, it governs the organisation's and its authorised users' use of the Service, and prevails over these Terms in case of conflict. Organisation-level features (shared workspaces, seat management, role-based access, on-premises or sovereign deployment, SLAs and service credits) are only available under such an agreement. Contact [email protected] to arrange one.

If you use a self-serve account in the course of your work without such an agreement, these Terms apply to you personally and, to the extent you have authority to bind it, to your organisation.

3. Eligibility

You must be at least 18 years old, or the age of legal majority in your jurisdiction if higher, to use the Service. Because paid plans require a payment method and the Service may be used with paid third-party API keys, it is not offered to minors. By using the Service you represent that you meet this requirement and have the legal capacity to enter these Terms.

4. Acceptable Use

You agree not to:

• Use the Service for any unlawful purpose, fraud, harassment, or to harm others.
• Attempt to reverse-engineer, decompile, scrape, or circumvent rate limits, security controls, or access restrictions.
• Upload content that infringes third-party rights, contains malware, or violates applicable laws.
• Use the Service to send spam, phishing, or unsolicited bulk communications.
• Interfere with the Service's operation, security, or other users' access.
• Use the Service to develop a competing product.
• Use the Service, or any AI model connected through it, in violation of the usage or acceptable-use policies of the model provider whose key you connect. A provider's suspension of your key for policy violations is a matter between you and the provider.
• Use the Service as the sole basis for decisions that affect a person's legal rights, safety, health, employment, credit or access to essential services without meaningful human review.

5. Account and Credentials

You are responsible for safeguarding any credentials, API keys, or OAuth tokens you connect to the Service, and for all activity that occurs through them. API keys you connect are stored encrypted and used only to serve your own requests. Notify us at [email protected] immediately if you suspect unauthorised access.

6. Intellectual Property, Your Content and Outputs

• The Service — including its software, design, content, trademarks, and branding — is owned by Nexupira and protected by intellectual property laws. You may not copy, modify, distribute, or create derivative works without our prior written permission.
• Your Content. Content you create, upload, or input into the Service ("Your Content") remains yours. You grant us a limited, non-exclusive, worldwide, royalty-free licence to process Your Content solely for the purpose of operating and improving the Service for you.
• Outputs. Content generated for you by the Service or by an AI model connected through it ("Outputs") is yours to use. To the extent we hold any right, title or interest in Outputs, we assign it to you. Because AI models generate text from patterns, Outputs may not be unique and may be similar to Outputs generated for other users; we make no claim to those. You are responsible for reviewing Outputs before relying on or publishing them, and for how you use them.
• No training. We do not use Your Content or Outputs to train AI models, and we do not permit third parties to do so through the Service. Your chosen model provider's handling of data you send it is governed by that provider's terms (see Section 8).

7. Feedback

If you send us suggestions, bug reports or other feedback about the Service, you grant us a perpetual, irrevocable, royalty-free licence to use it for any purpose without obligation to you. Feedback does not include Your Content or Outputs.

8. Third-Party Services

The Service connects to third-party platforms (Google, Slack, GitHub, Notion, Linear, LINE, AI model providers, and others) at your direction. Your use of those platforms is governed by their own terms and privacy policies. We are not responsible for the availability, accuracy, or actions of any third-party service.

Messaging platforms (LINE and others). When you connect your own LINE Official Account or another messaging-platform account, the Service receives and sends messages on your behalf through that platform's API, using your account and credentials. The plan, free message allowance, charges for messages beyond it, push limits, and other usage rules that the platform applies to your account are between you and that platform; you pay the platform directly, those charges are not part of your NEXUPIRA plan fee, and they do not consume your points. Every message the Service sends for you — including replies the AI drafted and you approved, follow-ups, bulk sends, and automation notifications — counts against that account's message allowance. You are responsible for watching the platform's allowance and billing and for the messages sent through your account.

AI models. AI features run in one of two ways: (a) platform AI — models that we configure and pay for, with usage deducted from your plan's points (currently processed by Google Vertex AI; we may use other model providers that we configure); or (b) an API key or endpoint that you supply for a third-party model provider of your choice (for example OpenAI, Anthropic, Google, xAI, OpenRouter, Hugging Face, Groq, or a custom OpenAI-compatible endpoint). When you use your own key, your relationship with that provider — including its terms of service, privacy policy, pricing, quotas, and availability — is between you and the provider; the provider bills you directly, and that usage does not consume your points. Content you send is transmitted to the model provider handling the request (the platform's provider for platform AI, or the provider you selected) and is subject to that provider's data-handling terms. We do not use your content to train models. We are not responsible for a model's output (including its accuracy, completeness, bias, refusals, or fitness for any purpose), its latency, or any interruption or change of a provider's service; when you use your own key, you also bear that provider's fees. Where the Service lists example providers or models, that is for convenience only and is not an endorsement.

9. Beta and Preview Features

The Service is in active development, and we may at any time label individual features as beta, preview, experimental or early access ("Beta Features"). Beta Features are provided for evaluation, may be incomplete, may change or be withdrawn without notice, and may be subject to additional usage limits. Beta Features are provided "as is" without any warranty, and, to the maximum extent permitted by law, we accept no liability arising from their use. Do not rely on Beta Features for production or business-critical work.

10. Disclaimers

The Service is provided "as is" and "as available" without warranties of any kind, express or implied, including merchantability, fitness for a particular purpose, accuracy, or non-infringement. We do not warrant that the Service will be uninterrupted, error-free, secure, or that AI-generated outputs will be accurate, complete, or suitable for any specific decision.

Decisions you make based on Service output are your responsibility. Do not rely on the Service for safety-critical, medical, legal, financial, or regulatory decisions without independent verification by a qualified professional.

11. Limitation of Liability

To the maximum extent permitted by law, Nexupira and its affiliates, directors, employees, and partners will not be liable for any indirect, incidental, consequential, special, or punitive damages, or any loss of profits, revenue, data, goodwill, or business opportunity, arising from or related to your use of the Service, even if we have been advised of the possibility of such damages.

Our total aggregate liability for any claim arising from these Terms or the Service is limited to NT$1,000 or the amount you have paid us in the prior twelve (12) months, whichever is greater.

Nothing in these Terms excludes or limits liability that cannot be excluded or limited under applicable law, including liability for wilful misconduct or gross negligence, for death or personal injury caused by negligence, or rights you have as a consumer under mandatory consumer-protection law.

12. Indemnification

You agree to indemnify and hold harmless Nexupira and its affiliates from any claim, loss, liability, or expense (including reasonable legal fees) arising from: (a) your use of the Service in breach of these Terms; (b) Your Content; or (c) your violation of any third-party rights or applicable law.

13. Termination, Account Closure and Your Data

We may suspend or terminate your access at any time, with or without notice, if we believe you have violated these Terms, pose a risk to the Service or other users, or if a paid plan remains unpaid after we have notified you. You may stop using the Service and close your account at any time from account settings or by writing to [email protected].

When your account is closed, we delete or anonymise Your Content and account data within 30 days, except where we must retain records to meet legal, tax or accounting obligations (for example invoices) or to resolve a dispute. Export anything you want to keep before closing your account. Deletion from our systems does not affect data you have already sent to a third-party model provider or connected platform, which is governed by that party's terms.

Provisions that by their nature should survive termination — including Sections 6, 7, 10, 11, 12, 15, 19, 20 and 21 — will survive.

14. Changes to the Service and Terms

We may modify, suspend, or discontinue any part of the Service at any time. We may also update these Terms; we will revise the "Last updated" date and announce material changes by email or in-product notice before they take effect. For material changes that reduce your rights or increase your obligations under a paid plan, we will give at least 14 days' notice, unless a shorter period is required by law, a court order or an urgent security need. Continued use of the Service after changes take effect constitutes acceptance of the revised Terms; if you do not agree, stop using the Service and cancel any subscription before the changes take effect.

15. Orders, Pricing and Payment

Paid services under these Terms include SaaS subscriptions, vertical module add-ons, and custom-development services.

• Pricing & currency: Self-serve plans are priced in New Taiwan Dollars (TWD) on every language version of the site. Listed prices exclude tax; Taiwan transactions add 5% VAT at checkout and receive a government e-invoice; for international transactions, Paddle may show the amount converted to your local currency and add the taxes that apply where you are. The checkout page shows the final amount. Custom work follows the applicable quotation.
• Subscription & auto-renewal: Subscriptions are billed monthly as a recurring charge (annual billing, if offered, will be announced separately). Unless cancelled before the period ends, the subscription auto-renews and is charged each period. You may cancel renewal anytime in account settings; service continues until the end of the paid period, with no refund for the unused remainder.
• Free plan: The Free plan costs nothing, has no end date and never turns into a paid subscription by itself. A paid plan starts only when you subscribe to it, and the first charge is made at that time. The Free plan may connect one messaging channel (a LINE Official Account, a WhatsApp Business number or a Telegram bot). From the day the first messaging channel is connected, every customer-service inbox feature is free for 7 days; after that the inbox keeps working with a smaller number of drafted replies a day (currently 10), while the extras (follow-up list, status card, voice transcription, sending documents to customers) require a Pro or Max subscription. Channel counts, daily drafts and feature scope per plan are as shown on the pricing page and in the app; we may adjust the Free plan's allowances without reducing the rights of any paid period already purchased.
• Platform AI points: Platform AI usage is measured in points (called "credits" on the pricing page). The Free plan includes 30 points at sign-up and is topped up to 20 points each calendar month (topped up, never accumulated); Pro includes 600 points and Max 1,300 points per billing period, which reset at the start of each period and do not roll over. Points are a usage allowance that comes with your plan: they have no cash value, are not stored value or a prepaid balance, cannot be bought separately, and cannot be transferred, exchanged or refunded. When your points run out, you can connect your own API key, upgrade your plan, or wait for the next reset. Plans may also limit the number of messages per five hours. Each plan's allowance and limits are as shown on the pricing page and in the app.
• Payment & authorization: We accept Visa/Mastercard, JCB, UnionPay and other major cards. Taiwan (TWD) transactions are processed by our payment service provider NewebPay (藍新金流科技股份有限公司) and its partner acquiring banks; international transactions (outside Taiwan) are sold and processed by Paddle.com acting as our Merchant of Record. Subscribing authorizes recurring charges on the agreed cycle until you cancel.
• Refunds (non-refundable in principle): The Service is an online digital service supplied without a tangible medium. Consistent with international practice for digital services, by expressly consenting at purchase to immediate commencement of the service and acknowledging the resulting loss of any statutory cancellation / cooling-off right (the 7-day right under Taiwan's Consumer Protection Act, or the 14-day withdrawal right in the EU/EEA/UK and similar jurisdictions — for international transactions, as set out in Paddle's Buyer Terms), that right is lost once you begin accessing the service and thereafter fees are non-refundable; you can evaluate the Service on the Free plan before paying. Exceptions: material non-performance attributable to us, duplicate charges, or billing errors will be corrected and over-collected amounts refunded; fees are non-refundable where termination results from your breach of these Terms. International refunds are handled by Paddle.com as Merchant of Record. See our Refund Policy for full details.
• Price changes: We may adjust prices for future periods with prior notice via the site or email; changes do not affect the already-charged current period.

16. Service Delivery, Activation and SLA

• Nature: NEXUPIRA is an online-only digital service (SaaS); no physical goods are shipped, and it is delivered as an online account upon registration and payment.
• Activation: A Free account can be used as soon as you sign up (some features require a verified email address); a Pro or Max plan is activated once payment succeeds; module add-ons activate immediately upon purchase; Enterprise/Custom plans are provisioned within 5–10 business days after contract signing and first payment, with custom scope per the agreed schedule.
• Availability: Target monthly availability for paid plans is 99.5% (excluding scheduled maintenance and force majeure); Free plans are best-effort. A formal SLA and service credits will be published at General Availability. Availability of third-party LLM providers you connect is outside this target.
• Support response: Pro and Max within 2 business days; Enterprise/Custom per contract with a dedicated contact.

17. E-Invoice

• Taiwan transactions are issued a government-certified e-invoice. Individuals (B2C) may store it to a mobile-barcode/Citizen-Certificate carrier or donate it; businesses (B2B) should enter the buyer's tax ID and title at purchase.
• Invoices are issued after successful payment and sent to the billing email you provide; please keep it accurate and active.
• For an incorrect tax ID/title or a cancelled transaction, contact [email protected] within the month of issuance (no later than the 10th of the following month) to correct or void-and-reissue.
• International transactions (outside Taiwan) are sold by Paddle.com as Merchant of Record, which issues the invoice/receipt and collects and remits applicable taxes per the user's jurisdiction (not a Taiwan e-invoice).

18. Export Controls and Sanctions

You may not use the Service if you are located in, or are a resident or national of, a country or territory subject to comprehensive sanctions or embargoes, or if you are listed on, or owned or controlled by a party listed on, a government sanctions or restricted-party list. You agree to comply with applicable export-control and sanctions laws, and not to use the Service to export, re-export or transfer software, technology or data in violation of them.

19. Governing Law and Disputes

These Terms are governed by the laws of the Republic of China (Taiwan), without regard to conflict-of-law principles. Any dispute arising from these Terms or the Service shall be submitted to the Taoyuan District Court (臺灣桃園地方法院) as the court of first instance, except where mandatory consumer-protection law in your place of residence gives you the right to bring or defend a claim in another court, in which case that right is not affected.

20. Language

These Terms are published in English, Traditional Chinese and Japanese. For transactions billed in TWD by Lofty Mems Co., Ltd. in Taiwan, the Traditional Chinese version prevails in case of inconsistency; for all other transactions the English version prevails. The Japanese version is provided for convenience.

21. General

• Entire agreement. These Terms, together with the Privacy Policy, the Refund Policy and any plan-specific terms shown at purchase, are the entire agreement between you and Nexupira regarding self-serve use of the Service.
• Severability. If any provision is held invalid or unenforceable, the remaining provisions remain in full effect and the invalid provision is enforced to the maximum extent permitted.
• Assignment. You may not assign or transfer these Terms or your account without our written consent. We may assign these Terms to an affiliate or to a successor in a merger, acquisition or sale of assets, with notice to you.
• No waiver. Our failure to enforce a provision is not a waiver of our right to enforce it later.
• Force majeure. Neither party is liable for delay or failure to perform caused by events beyond its reasonable control, including natural disasters, war, terrorism, labour disputes, government action, or failures of the internet, utilities or third-party providers.

22. Contact

Questions about these Terms, orders, billing, or invoices: [email protected]. Account security and unauthorised-access reports: [email protected]. Business, Teams and Enterprise agreements: [email protected].