Master Services AgreementLast Updated: February 4, 2026

Terms of Service

These Terms of Service ("Terms") constitute a binding agreement between Neriah AI. ("Provider") and the entity agreeing to these terms ("Customer"). By accessing the Neriah AI platform, you agree to these legal obligations regarding the use of our autonomous procurement agents.

1. Definitions

  • "Platform" refers to the Neriah AI SaaS application, including its API, web interface, and underlying AI models.
  • "Customer Data" refers to electronic data, RFQs, invoices, and accounting records submitted by the Customer to the Service.
  • "Authorized User" means an employee or contractor whom Customer has invited to use the Service.

2. Usage Rights & Restrictions

2.1 License Grant

Subject to compliance with these Terms and payment of applicable fees, Provider grants Customer a non-exclusive, non-transferable right to access and use the Platform for its internal business operations regarding supply chain automation.

2.2 Restrictions

Customer shall not:

  • Reverse engineer, decompile, or attempt to discover the source code or underlying algorithms of the AI agents.
  • Use the Platform to build a competitive product or service.
  • Exceed the API rate limits or connection quotas specified in the applicable Order Form.

3. Data Ownership & Privacy

3.1 Customer Ownership. Customer retains all rights, title, and interest in and to Customer Data. Neriah AI acquires no rights in Customer Data, other than the rights to host, process, and display such data for the sole purpose of providing the Service.

3.2 Service Improvement. Customer grants Provider a royalty-free license to use anonymized, aggregated usage data to improve the performance of the Platform's AI models, provided that such data cannot be used to identify Customer or its suppliers.

4. Service Levels & Support

Availability

We make commercially reasonable efforts to maintain Platform availability. Scheduled maintenance will be communicated in advance when possible.

Support Response

Enterprise plans receive priority support with a guaranteed 4-hour initial response time for critical severity issues.

5. Third-Party Integrations

The Platform interoperates with third-party services (e.g., Xero, QuickBooks, Zoho). Provider is not responsible for any downtime, data loss, or performance issues resulting from the failure or API changes of these third-party services.

6. Fees & Payment

Fees are specified in the applicable Subscription Page. Monthly subscriptions may be canceled at any time, with no refunds for partial months. Annual subscriptions are non-refundable except in cases of material service failure.

6.1 Trial Period

New customers may access a 14-day trial period with full platform access. No payment is required during the trial. Subscription billing begins upon trial expiration unless canceled.

7. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING LOSS OF PROFITS, DATA, OR BUSINESS INTERRUPTION. NEITHER PARTY'S LIABILITY SHALL EXCEED THE AMOUNT PAID BY CUSTOMER DURING THE TWELVE (12) MONTHS PRIOR TO THE EVENT GIVING RISE TO LIABILITY.

8. Term & Termination

This Agreement commences on the date Customer first accepts it and continues until all subscriptions have expired or been terminated. Either party may terminate this Agreement for material breach if the other party fails to cure such breach within 30 days of written notice.

9. Governing Law

These Terms shall be governed by the laws of the jurisdiction in which Customer is located. Disputes shall be resolved through good-faith negotiation or, if necessary, binding arbitration.

10. Contact

Notices under these Terms should be sent to: