Pia Nexus One Member PLC Addis Ababa, Federal Democratic Republic of Ethiopia
Effective Date: 4/27/2026
1. Introduction
These Master Terms of Service (the "Agreement") constitute a legally binding agreement between you, whether personally or on behalf of an entity ("User," "Customer," "you," or "your"), and Pia Nexus One Member PLC, a duly organized company located in Addis Ababa, Ethiopia ("Pia Nexus," "Company," "we," "us," or "our").
This Agreement governs your access to and use of all Pia Nexus products, software, APIs, websites, platforms, infrastructure services, AI systems, automation tools, and related services (collectively, the "Services").
By accessing, registering for, purchasing, or using any Services, you acknowledge that you have read, understood, and agreed to be bound by this Agreement. If you do not agree, you must immediately discontinue all use of the Services.
2. Eligibility and Authority
You represent and warrant that:
- You are at least 18 years of age or otherwise legally capable of entering binding contracts under applicable law.
- If acting on behalf of a company or organization, you possess full authority to bind that entity.
- Your use of the Services will comply with all applicable laws, regulations, sanctions, and industry obligations.
3. Accounts and Registration
To access certain Services, you may be required to create an account. You agree to provide accurate, current, and complete information and to keep such information updated at all times.
Pia Nexus reserves the right to reject registrations, suspend inactive accounts, or require re-verification at its sole discretion.
4. Account Security and Credentials
You are solely and strictly responsible for maintaining the confidentiality, storage, and security of:
- usernames;
- passwords;
- API keys;
- access tokens;
- OAuth credentials;
- billing credentials; and
- all other authentication mechanisms associated with your account.
Any action performed through your account or credentials shall be deemed authorized by you.
Pia Nexus shall have no responsibility or liability for unauthorized access, credential leakage, key misuse, third-party compromise, or losses arising from your failure to secure your credentials.
You must immediately notify Pia Nexus of any suspected breach or unauthorized use.
5. Services and Availability
Pia Nexus provides software systems, AI-native infrastructure, automation frameworks, APIs, and related digital services. We may modify, improve, suspend, discontinue, rate-limit, or replace any feature at any time with or without notice.
No Service is guaranteed to be uninterrupted, error-free, latency-free, or continuously available.
6. Payment, Billing, and Credits
6.1 General Rule
Certain Services require prepaid credits, subscriptions, usage fees, implementation fees, or custom enterprise billing arrangements.
All charges are due immediately when invoiced or when a transaction is initiated.
6.2 Finality of API Credit Purchases
All API credit purchases are final, irreversible, and non-refundable. Once credits are purchased, issued, or reflected in your account, no refund, reversal, chargeback adjustment, or exchange shall be provided except where mandatory law expressly requires otherwise.
Unused credits may expire if specified in a pricing page, invoice, or product terms.
6.3 Dual-Gateway Pricing Structure
Pia Nexus operates multiple payment channels. By selecting a payment method, you agree to the applicable pricing model: You authorize Pia Nexus to display and collect the applicable surcharge at checkout.
6.4 Chargebacks
Improper chargebacks or fraudulent payment disputes may result in immediate suspension, collections activity, and legal recovery efforts.
7. Intellectual Property
All software, source code, models, prompts, workflows, branding, trademarks, interfaces, designs, documentation, datasets, outputs configured by Pia Nexus, and related intellectual property remain the exclusive property of Pia Nexus or its licensors.
No ownership rights are transferred to you except the limited, revocable right to use the Services in accordance with this Agreement.
8. Acceptable Use
You shall not use the Services to:
- conduct unlawful, fraudulent, deceptive, or harmful activity;
- transmit malware, ransomware, spyware, or malicious code;
- overload, probe, scrape, stress-test, or disrupt infrastructure;
- perform denial-of-service or distributed denial-of-service activity;
- circumvent rate limits, access controls, or security protections;
- reverse engineer prompts, model routing logic, system instructions, hidden workflows, or proprietary configurations;
- infringe intellectual property rights;
- process prohibited content or regulated illegal material; or
- use the Services in a manner that creates security, legal, or reputational risk for Pia Nexus.
9. Suspension and Immediate Termination
Pia Nexus retains the absolute and unilateral right to suspend or terminate any account, access token, API key, or Service access immediately and without prior notice.
Termination may occur, without limitation, for:
- DDoS attempts or infrastructure abuse;
- reverse-engineering AI prompts, prompts extraction, or model exploitation attempts;
- fraud or payment abuse;
- illegal activities;
- sanctions violations;
- repeated policy breaches; or
- conduct Pia Nexus reasonably believes threatens its systems, customers, personnel, or reputation.
Where termination is based on misconduct or breach, no refund, compensation, or credit shall be owed.
10. Data and Backups
You are solely responsible for maintaining independent backups of your data, prompts, outputs, logs, files, and business records.
Pia Nexus does not guarantee permanent retention of any stored data unless expressly agreed in writing.
11. Warranties Disclaimer
The Services are provided "as is," "as available," and with all faults to the maximum extent permitted by law.
Pia Nexus disclaims all warranties, express or implied, including merchantability, fitness for a particular purpose, title, non-infringement, availability, uptime, security, and performance expectations.
12. Limitation of Liability
To the maximum extent permitted by law, Pia Nexus shall not be financially liable for any:
- loss of revenue;
- loss of profit;
- loss of customers;
- loss of goodwill;
- loss of data;
- business interruption;
- downtime losses;
- delayed transactions;
- API latency impacts;
- indirect damages;
- consequential damages; or
- special or punitive damages.
This limitation applies whether arising from outage, server downtime, network congestion, bugs, maintenance windows, third-party provider failures, or any other cause.
If liability is imposed by a court notwithstanding the above, Pia Nexus total aggregate liability shall not exceed the amount actually paid by you to Pia Nexus in the three (3) months preceding the claim.
13. Indemnification
You agree to defend, indemnify, and hold harmless Pia Nexus, its owner, officers, contractors, affiliates, and staff from any claims, losses, penalties, investigations, liabilities, or expenses arising out of:
- your misuse of the Services;
- your breach of this Agreement;
- your violation of law;
14. Governing Law and Jurisdiction
This Agreement shall be governed by and construed exclusively in accordance with the laws of the Federal Democratic Republic of Ethiopia.
Any dispute, claim, or controversy arising out of or relating to this Agreement or the Services shall be submitted exclusively to the competent courts located in Addis Ababa, Ethiopia, and you irrevocably consent to such jurisdiction and venue.
15. Amendments
Pia Nexus may revise these Terms at any time. Updated versions become effective upon posting unless otherwise stated. Continued use of the Services after updates constitutes acceptance.
16. Contact Information
Pia Nexus One Member PLC Addis Ababa, Ethiopia Email: [[email protected]] Website: https://pianexus.com
17. Entire Agreement
This Agreement constitutes the entire agreement between you and Pia Nexus regarding the Services and supersedes prior discussions, proposals, or understandings relating to the same subject matter.