Terms of Service

1. Acceptance of Terms

By accessing or using the NexusDeploy platform, you agree to be bound by these Terms. If you do not agree, you must not use the platform. Your continued use of NexusDeploy constitutes acceptance of these Terms and any updates made in accordance with Section 13.

You represent that you are at least 18 years of age and have the legal capacity to enter into a binding agreement. If you are using the platform on behalf of an organization, you represent and warrant that you have authority to bind that organization to these Terms.

2. Platform Description

NexusDeploy is an online marketplace that connects enterprises seeking engineering services with independent software engineers. The platform facilitates project posting, engineer discovery, proposal submission, contract management, milestone-based payments, NDA management, and secure communication.

NexusDeploy acts solely as a marketplace facilitator. We are not a party to any agreement between enterprises and engineers, and we do not guarantee the quality, safety, legality, or completion of any project or service offered on the platform.

3. User Accounts

Registration. To use the platform, you must create an account by providing accurate, complete, and current information. You are responsible for maintaining the confidentiality of your credentials.

Verification. NexusDeploy may verify your identity, qualifications, or business status before granting full platform access. Providing false or misleading information during registration or verification is grounds for immediate account termination.

Suspension. NexusDeploy reserves the right to suspend or terminate any account that violates these Terms, our Acceptable Use Policy, or applicable law. We may also suspend accounts during the investigation of suspected violations.

4. Contractor Classification

Engineers on the NexusDeploy platform are independent contractors (classified as 1099 independent contractors under United States tax law, pending formal legal review). Engineers are not employees, agents, joint venturers, or partners of NexusDeploy.

NexusDeploy does not control the manner, means, or methods by which engineers perform their work. Engineers set their own rates, determine their own schedules, and are free to accept or decline any project.

As independent contractors, engineers are solely responsible for:

• All applicable federal, state, and local taxes
• Self-employment taxes
• Obtaining and maintaining any required business licenses or permits
• Their own health insurance, retirement, and benefits
• Compliance with all laws governing independent contractor relationships

Similarly, enterprises engaging engineers through the platform are responsible for ensuring their use of the platform and engagement of engineers complies with applicable labor and tax laws. This classification is subject to ongoing legal review, and NexusDeploy will update these Terms as needed.

5. Project Lifecycle

Posting. Enterprises post projects with descriptions, requirements, budgets, and timelines. Projects are visible to verified engineers on the platform.

Proposals. Engineers submit proposals for projects they are interested in, including proposed timelines, milestones, and pricing.

Awarding. Enterprises review proposals and award projects to selected engineers. Awarding a project creates an agreement between the enterprise and the engineer, subject to any NDA or additional terms agreed upon through the platform.

Milestones. Projects are structured around milestones. Engineers submit work for each milestone, and enterprises review and approve or request revisions.

Completion. A project is considered complete when all milestones have been approved and all payments have been released. Both parties may leave reviews after completion.

6. Payment Terms

Escrow. All payments are processed through Stripe and held in escrow until the relevant milestone is approved by the enterprise. Funds are released to the engineer upon milestone approval.

Platform Fee. NexusDeploy charges a platform fee of 10% on all project payments. This fee is deducted from the engineer's payment at the time of milestone release. Engineers receive 90% of the approved milestone amount.

Refund Policy. If a milestone is not completed to the enterprise's satisfaction and the dispute cannot be resolved through the platform's dispute resolution process (Section 9), escrowed funds for that milestone may be returned to the enterprise. Refunds for completed and approved milestones are not available except in cases of fraud or material misrepresentation.

Taxes. Each party is responsible for their own tax obligations. NexusDeploy will provide tax documentation as required by law (e.g., 1099 forms for U.S.-based engineers).

7. NDA and Confidentiality

NexusDeploy provides tools for enterprises and engineers to enter into Non-Disclosure Agreements (NDAs) and manage confidential information within the platform. NexusDeploy facilitates but is not a party to any NDA between users.

Users agree that any confidential information shared through the platform in connection with NDA-protected projects shall be treated in accordance with the terms of the applicable NDA.

NexusDeploy employs encryption (AES-256-GCM at rest, TLS in transit) and access controls to protect confidential project data, but cannot guarantee absolute security. Users are encouraged to exercise discretion when sharing sensitive information.

8. Intellectual Property

Unless otherwise agreed in writing between the enterprise and the engineer, all work product created by an engineer in connection with a project shall be the exclusive property of the enterprise upon full payment for the applicable milestone(s).

Engineers retain no rights in the work product except as explicitly granted by the enterprise. Engineers represent and warrant that all work product is original and does not infringe upon the intellectual property rights of any third party.

NexusDeploy retains all rights to the platform itself, including its software, design, trademarks, and proprietary technology. Nothing in these Terms grants users any rights to NexusDeploy intellectual property except the limited right to use the platform as described herein.

9. Dispute Resolution

Platform Mediation. In the event of a dispute between an enterprise and an engineer, the parties agree to first attempt resolution through NexusDeploy's built-in dispute resolution process. NexusDeploy will review the relevant project materials and communications and issue a non-binding recommendation.

Binding Arbitration. If the dispute cannot be resolved through platform mediation within 30 days, the parties agree to submit the dispute to binding arbitration in accordance with the rules of the American Arbitration Association (AAA). The arbitration shall be conducted remotely unless both parties agree to an in-person hearing.

Class Action Waiver. All disputes must be brought in the parties' individual capacity, and not as a plaintiff or class member in any purported class or representative proceeding.

10. Limitation of Liability

NexusDeploy is a marketplace facilitator and is not a party to any contract or agreement between enterprises and engineers. To the maximum extent permitted by law:

• NexusDeploy shall not be liable for any indirect, incidental, special, consequential, or punitive damages arising from your use of the platform.
• NexusDeploy's total liability for any claim arising under these Terms shall not exceed the total fees paid by you to NexusDeploy in the twelve (12) months preceding the claim.
• NexusDeploy makes no warranties, express or implied, regarding the quality, accuracy, or completeness of any services provided by engineers or projects posted by enterprises.

The platform is provided "as is" and "as available" without warranties of any kind, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement.

11. Termination

By You. You may terminate your account at any time by contacting support@nexus-deploy.io or using the account settings. Termination does not relieve you of obligations for active projects.

By NexusDeploy. We may terminate or suspend your account at any time for violation of these Terms, fraudulent activity, or any other reason at our sole discretion.

Effect on Active Projects. If either party terminates their account while projects are in progress, NexusDeploy will manage the transition in accordance with the dispute resolution process. Escrowed funds for approved milestones will be released; funds for incomplete milestones will be handled on a case-by-case basis.

12. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of [TBD — needs legal input], United States, without regard to its conflict of law provisions. Any legal action arising from these Terms shall be brought exclusively in the federal or state courts located in [TBD — needs legal input].

13. Changes to Terms

NexusDeploy reserves the right to modify these Terms at any time. We will provide at least 30 days' notice of material changes by posting the updated Terms on the platform and notifying you via email. Your continued use of the platform after the effective date of updated Terms constitutes acceptance of those changes. If you do not agree to the updated Terms, you must stop using the platform before the effective date.

14. Contact Information

If you have questions about these Terms, please contact us:

• Email: support@nexus-deploy.io
• Website: nexus-deploy.io