Terms of Service

These Terms of Service (“Terms”) form a binding agreement between you (“you”, “your”, “customer”) and Teksyte UK Ltd, a company registered in England and Wales (“Teksyte”, “we”, “us”), and govern your access to and use of the website at nivosync.com(“Site”) and the related services (collectively, the “Services”).

The use of the NivoSync software product itself (“Plugin”) is additionally governed by the End User Licence Agreement. The Plugin EULA controls in case of conflict between these Terms and the EULA on matters of software use.

1. Acceptance of these Terms

By accessing the Site, creating an account, purchasing a licence, or otherwise using the Services, you agree to these Terms. If you do not agree, you must not access or use the Services.

If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity, in which case “you” refers to that entity.

2. Definitions

• Account — a registered customer record at /account that allows you to manage licences, billing, and downloads.
• Licence — the right to install, activate, and use a copy of the Plugin under the conditions of the EULA.
• Domain — a unique fully qualified domain name (e.g. example.co.uk) on which the Plugin is activated.
• Site — the public website at nivosync.com.
• Services — the Site, the Plugin, the licence-server APIs, the documentation, and the customer support we provide.

3. The Services

We provide a downloadable software product (the Plugin) for use with WordPress and WooCommerce, plus an associated licensing and update API. Specific feature descriptions, pricing, and limitations are set out on the relevant pages of the Site (Features, Pricing, Compatibility). Those descriptions form part of these Terms.

We may update, modify, or improve the Services from time to time. We will not materially reduce functionality available to active subscriptions without notice and a fair migration window.

4. Account registration and security

To purchase a Licence or access certain features, you may need to create an Account. You agree to:

• Provide accurate, complete, and current information at registration and keep it updated.
• Keep your authentication credentials confidential. You are responsible for all activities under your Account.
• Notify us promptly at security@nivosync.com if you suspect unauthorised access to your Account.

We use passwordless email magic-link authentication. Loss of access to the registered email address may result in temporary loss of Account access until identity is verified by manual support.

5. Acceptable use

You agree not to, and not to permit any third party to:

• Reverse engineer, decompile, or attempt to derive the source code of the Plugin or the licence-server APIs (except to the extent permitted by mandatory law in your jurisdiction).
• Resell, sublicense, or redistribute the Plugin or any part of it without our prior written agreement.
• Use automated tools to crawl, scrape, or extract data from the Site beyond what is published in the public sitemap and feeds.
• Attempt to circumvent the Plugin’s licensing checks, domain-binding mechanism, or update verification.
• Use the Services in a manner that violates any applicable law, including data protection, anti-spam, sanctions, or intellectual property law.
• Test the Services for security vulnerabilities outside of a responsible disclosure to security@nivosync.com.

6. Purchases, billing, and tax

Prices for Licences are displayed at /pricing in pounds sterling (GBP) exclusive of value added tax (VAT). VAT is calculated at checkout based on your billing country.

• UK customers (B2C): VAT at the prevailing UK rate (currently 20%) is added.
• EU customers: VAT at your country’s rate is added unless you provide a valid VAT number, in which case the reverse-charge mechanism applies.
• Outside UK and EU: the sale is treated as a zero-rated export. No VAT is added. You may be liable for import taxes in your jurisdiction.

Payments are processed by PayPal. We never see, store, or process your card details directly. By purchasing, you also accept PayPal’s terms of service.

For subscription Licences, your payment method is charged automatically at the start of each billing period. We will notify you in writing fourteen (14) days before any renewal.

7. Refunds

Refunds are governed by our Refund Policy, which forms part of these Terms by reference. We do not offer an automatic no-questions-asked money-back guarantee. Refunds are available where a reproducible defect of the Plugin can be confirmed on our side and we are unable to remediate within 30 days of confirmation.

8. Intellectual property

The Site, the Plugin, the documentation, the trademarks “NivoSync” and the NivoSync logomark, and all related intellectual property rights are owned by Teksyte UK Ltd or its licensors. Except for the Licence rights granted in the EULA, no rights are transferred to you.

Your feedback, suggestions, and bug reports may be incorporated into the Services without obligation to you. We will treat such feedback as non-confidential unless you mark it otherwise in writing.

Third-party trademarks (Nivoda, WordPress, WooCommerce, Elementor, PayPal, and others) are the property of their respective owners. See Trademarks for the full attribution.

9. Warranties and disclaimers

The Services are provided “as is” and “as available”. To the maximum extent permitted by applicable law, we exclude all implied warranties, including merchantability, fitness for a particular purpose, and non-infringement.

We do not warrant that the Services will be uninterrupted, error-free, or that all defects will be corrected. We do not warrant the continuous availability of the Nivoda B2B API or any other third-party service the Plugin integrates with.

10. Limitation of liability

Nothing in these Terms limits or excludes our liability for: (a) death or personal injury caused by negligence; (b) fraud or fraudulent misrepresentation; (c) any other liability that cannot be limited or excluded by applicable law.

Subject to the above, our total aggregate liability under or in connection with these Terms, whether in contract, tort (including negligence), or otherwise, will not exceed the total fees paid by you to us in the twelve (12) months preceding the event giving rise to the claim.

We will not be liable for indirect, consequential, special, or incidental damages, including loss of profits, loss of business, loss of data, or loss of goodwill.

11. Indemnification

You agree to indemnify and hold harmless Teksyte UK Ltd and its officers, directors, employees, and agents from any claims, damages, losses, and expenses (including reasonable legal fees) arising out of (a) your breach of these Terms; (b) your use of the Services in violation of applicable law; or (c) your infringement of any third-party right.

12. Suspension and termination

We may suspend or terminate your access to the Services if:

• you materially breach these Terms or the EULA and do not cure the breach within 14 days of written notice (where curable);
• you fail to pay amounts due and do not cure the failure within 14 days of written notice;
• we reasonably believe your use poses a security risk to the Services or to other customers;
• we are required to do so by applicable law or by a competent court or regulator.

You may terminate your relationship with us at any time by closing your Account from /account/profile. Termination does not affect any rights and obligations accrued before termination, including the obligation to pay outstanding fees and the obligations under sections 8 (Intellectual property), 10 (Limitation of liability), 11 (Indemnification), and 14 (Governing law and jurisdiction), which survive termination.

13. Modifications to these Terms

We may amend these Terms from time to time. Material changes will be notified to you by email at least 30 days before they take effect. Continued use of the Services after the effective date constitutes acceptance of the amended Terms. If you do not agree to a change, you may terminate your Account before the effective date and we will refund any pre-paid fees on a pro-rata basis.

14. Governing law and jurisdiction

These Terms are governed by the laws of England and Wales. The courts of England and Wales have exclusive jurisdiction to settle any dispute arising out of or in connection with these Terms, except that we may bring proceedings against you in any jurisdiction where you are based or where infringement of our intellectual property occurs.

15. General

Entire agreement. These Terms, together with the EULA, the Privacy Policy, and any document referenced by them, constitute the entire agreement between you and us in respect of the Services.

No waiver. Our failure to enforce any right under these Terms is not a waiver of that right.

Severability. If any provision of these Terms is held to be invalid or unenforceable, the remaining provisions continue in full force.

Assignment. You may not assign or transfer these Terms without our prior written consent. We may assign these Terms in connection with a corporate restructuring, merger, or sale of substantially all of our assets.

Force majeure. Neither party will be liable for failure to perform under these Terms due to events beyond its reasonable control.

16. Contact us

Questions about these Terms can be sent to info@nivosync.com. For time-sensitive issues we publish operational status at status.nivosync.com.

Teksyte UK Ltd, registered in England and Wales. Registered office address available on request.