Nova · MSA (Summary)

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Public summary of the Nova standard Master Services Agreement. Not legally binding. Email legal@vxera.ai for the executable version with Order Form.

1. Service

Vxera grants Customer a non-exclusive, non-transferable right to access and use Nova in accordance with the Order Form and the documentation at /nova/docs.

2. Fees and payment

Fees are stated in the Order Form. Net 30 days from invoice. Late amounts accrue interest at 1.5%/month or the maximum permitted by law, whichever is lower.

3. Term and termination

Initial Term and renewals are stated in the Order Form. Either party may terminate for uncured material breach on 30 days notice, or immediately for insolvency.

4. Customer responsibilities

Customer is responsible for (a) the accuracy, quality and legality of Customer Content, (b) maintaining the confidentiality of authentication credentials, and (c) ensuring its users comply with the Acceptable Use rules below.

5. Acceptable use

You will not use Nova to create malware, perform unauthorised security testing of third-party systems, generate content that violates applicable law, or attempt to extract model weights / circumvent rate limits or billing.

6. Confidentiality

Each party will protect the other's Confidential Information with the same degree of care it uses for its own (no less than reasonable care). The obligation survives 3 years after termination.

7. Intellectual property

You own what you build.Any code, content, designs, configurations, databases or other output Nova generates for you is yours — you can copy it, fork it, self-host it, sell it, take it to a competitor, or walk away with it at any time, no strings attached. Use of any underlying third-party model output remains subject to that model provider's terms.

What stays with Vxera is just the Nova platform itself: our model orchestration layer, the prompts and evaluations we wrote, our internal templates and tooling. We're not claiming any rights in your projects, your repo, or anything you ship with Nova.

8. Warranties and disclaimers

Vxera warrants the service will perform materially as documented. EXCEPT AS EXPRESSLY STATED, THE SERVICE IS PROVIDED "AS IS" WITHOUT WARRANTY OF ANY KIND.

9. Indemnification

Vxera will defend Customer against third-party claims that the Nova service infringes such third party's intellectual property rights, subject to standard carve-outs. Customer will defend Vxera against claims arising from Customer Content or unauthorised use of the service.

10. Limitation of liability

Excluding fees owed and indemnification obligations, each party's aggregate liability is limited to the fees paid by Customer in the 12 months preceding the claim. Neither party is liable for indirect, consequential or punitive damages.

11. Data protection

The Data Processing Addendum at /nova/docs/dpa applies and is incorporated by reference.

12. SLA

Targets and credits are defined in the Order Form. Default uptime target: 99.5% monthly for paid tiers; service credits up to 25% of monthly fee for missed targets.

13. General

Governing law: State of Delaware (or as specified in Order Form). Notices in writing to the addresses on the Order Form. No assignment without consent except in M&A.