Nventr AI, LLC. The version you agree to is the one recorded with your acceptance.
These Terms and Conditions (these "Terms") are the master contract between Nventr AI, LLC and the customer organization. They govern access to and use of the products offered at nventr.io that are described in Section 4. The customer is the organization that creates an account or buys a plan.
These three documents are the self-serve set, in this order: (1) these Terms, which are the master contract; (2) the Privacy Policy, which is the notice and is incorporated by these Terms; and (3) the End User Agreement, which is the individual's license and is subject to these Terms. The organization is responsible for its users.
Acceptance is by scrolling through this document and pressing Agree, before creating an account and again before a self-serve checkout on behalf of an organization. Continued use after a new version is posted is not acceptance of that version. A later signed master agreement, order, or enterprise agreement, if one is executed by Nventr AI, LLC and the organization, controls over these clickwrap Terms for that organization.
The seller and contracting party is Nventr AI, LLC, a Nevada limited liability company, Nevada Entity ID E36712052023-9 ("Nventr"). Its principal office and notice address is 8550 West Desert Inn Road #102-452, Las Vegas, NV 89117. Its registered agent for service of process is Pass Management, Inc., at the same address. Customers contract only with Nventr AI, LLC.
The customer is the organization that creates an account on nventr.io or buys a plan ("Customer"). The individual who presses Agree represents that he or she is authorized to bind that organization to these Terms. If that representation is untrue, the individual is personally responsible for compliance until the organization ratifies the Account.
In these Terms:
"Account" means the nventr.io account opened for Customer.
"App Kit" means the product described in Section 4.2.
"Customer Data" means documents, files, prompts, database contents, and configuration that Customer or its users submit to or store in a Product.
"End User" means an individual who accesses a Product under Customer's Account.
"End User Agreement" means the End User Agreement presented on nventr.io.
"Fees" means subscription prices and metered-usage charges for a Product.
"Order" means a self-serve checkout on nventr.io or a signed order or enterprise agreement.
"Platform" means the product described in Section 4.1.
"Privacy Policy" means the Privacy Policy published on nventr.io.
"Product" means the Platform or the App Kit, as ordered.
"Usage Meters" means stored counts of runs, hours, storage, and tokens.
Nventr offers two products on nventr.io: the Platform and the App Kit. They are sold separately. Buying or using one does not include the other. Customer's rights are limited to the Product it orders. Fees are determined under Section 6. Features not described in this Section 4 are outside the scope of the self-serve products.
The Platform is a shared workflow runtime (nQube, seats, and agentOS) that writes into systems Customer already has. The Platform does not include a dedicated URL, database, layer repository, or Dev Console.
Public list prices appear below. Fees are the prices published at https://nventr.io/pricing at the time of the Order. If a table in these Terms differs from that page at the time of the Order, the pricing page controls.
| Plan | Public list price | Notes |
|---|---|---|
| Free | Free | Self-serve |
| Start | $15 per month | Self-serve |
| Team | $39 per month | Self-serve |
| Business | $599 per month | Self-serve |
| Enterprise | from $8,000 per month | Not self-serve |
Enterprise is not self-serve and requires a signed order.
The App Kit is a dedicated application instance. Paid Kit plans include a dedicated URL, database, layer repository, and Dev Console. The Build plan is a shared host and public site and does not include a dedicated database.
Public list prices appear below. Fees are the prices published at https://nventr.io/pricing at the time of the Order. If a table in these Terms differs from that page at the time of the Order, the pricing page controls.
| Plan | Public list price | Notes |
|---|---|---|
| Build | $15 per month | Shared host and public site; not a dedicated database |
| Kit | $149 per month | Self-serve |
| Kit Business | $349 per month | Self-serve |
| Kit Enterprise | from $3,000 per month | Not self-serve |
Kit Enterprise is not self-serve and requires a signed order. Kit checkout prepays the first month.
Purchase or use of the Platform does not include the App Kit. Purchase or use of the App Kit does not include the Platform. GridOS is a separate product and is not covered by these Terms. Nothing in these Terms licenses GridOS or any offering other than the Platform or the App Kit as ordered.
Customer will keep Account information accurate and current. Customer is responsible for all activity under the Account, including activity of End Users. Nventr may refuse registration, and may suspend or close an Account, as stated in Section 14.
An Account is created only after an authorized person scrolls through these Terms and presses Agree, then completes registration on nventr.io. The same method of acceptance is required again before a self-serve checkout on behalf of the organization.
Pressing Agree is the only method of acceptance of these Terms. Continued use after a new version is posted is not acceptance of that version and is not a substitute for pressing Agree.
The organization, not the individual End User, is the Customer. Customer is responsible for its End Users, including their compliance with these Terms and the End User Agreement, and for all Fees incurred under the Account. Customer will require End Users to keep credentials confidential and will notify Nventr promptly of unauthorized access through the contact form at https://nventr.io/contact.
Customer will pay the Fees for each Product it orders. Fees are in United States dollars unless an Order states otherwise. Fees are non-refundable except as required by law or as a signed agreement states. Taxes are Customer's responsibility except for taxes on Nventr's net income.
Fees are the prices published at https://nventr.io/pricing at the time of the Order, incorporated by reference, plus metered usage at the rates on that page. The tables in Section 4 state public list prices for convenience only.
A signed order or enterprise agreement, if one is later executed by Nventr AI, LLC and the organization, controls over these clickwrap Terms for that organization.
Self-serve checkout is available only for the plans identified as self-serve in Section 4. Enterprise and Kit Enterprise are not self-serve.
Kit checkout prepays the first month. Recurring subscription Fees are billed in advance for the applicable period. Metered usage is billed at the rates on https://nventr.io/pricing.
Non-payment may lead to suspension and, after notice, termination. Customer remains liable for unpaid Fees and for collection costs permitted by law.
Customer and its End Users will use the Products only for lawful purposes and in accordance with these Terms. The following are prohibited:
(a) unlawful content or activity, including content or activity that violates applicable law or a third-party right;
(b) spam or unsolicited bulk or marketing email from mailboxes Nventr provides;
(c) cryptocurrency mining, botnets, or denial-of-service tooling;
(d) probing, scanning, or accessing other tenants' accounts, data, or environments;
(e) resale of raw compute or storage.
Included email is person-to-person and transactional mail of Customer's application. It is not a bulk-marketing service. Nventr may investigate suspected violations and may suspend or terminate access under Section 14.
Customer Data belongs to the Customer organization. Nventr does not acquire ownership of Customer Data. Customer grants Nventr a limited right to host, process, transmit, and display Customer Data solely to provide and support the Products, to generate Usage Meters, and to comply with law.
Usage Meters store counts (runs, hours, storage, tokens). They do not store document contents, file bytes, or prompts.
Credentials for Customer's systems are not placed in the model context.
Nventr AI, LLC does not sell personal information.
Customer is responsible for the lawfulness of Customer Data and for obtaining any consents required for its submission and processing.
Customer may delete Customer Data, or close the Account, at any time, from the console or by request. Nventr removes deleted Customer Data from production systems within seven (7) days and from backups within thirty (30) days, except where a court order, legal hold, or applicable law requires Nventr to retain it.
Nventr AI, LLC and its licensors (including Nventr IP, LLC) retain all right, title, and interest in the software, the Products, documentation, interfaces, Nventr-supplied configurations, Usage Meter systems, and all related intellectual property. No rights are granted except the limited right in this Section 9.
Subject to these Terms and payment of applicable Fees, Nventr grants Customer a limited, non-exclusive, non-sublicensable, non-transferable right to access and use the Product Customer has ordered, during the subscription term, solely for Customer's internal business purposes.
Customer will not: (a) reverse engineer, decompile, or disassemble the Products except to the extent applicable law prohibits that restriction; (b) copy, modify, or create derivative works of the Products; (c) remove proprietary notices; or (d) access the Products to build a competing product. Feedback Customer provides may be used by Nventr without restriction or obligation to Customer.
Each party will protect the other party's non-public business, technical, pricing, and Account information that is identified as confidential or that a reasonable person would understand to be confidential ("Confidential Information"), using at least reasonable care, and will use it only to perform under these Terms.
Confidential Information does not include information that is or becomes public through no fault of the receiver, that the receiver independently develops without use of the discloser's information, or that the receiver rightfully obtains from a third party without a duty of confidentiality. A party may disclose Confidential Information if required by law, after giving prior notice if legally permitted.
Operational billing, Account, and support communications are not a waiver of this Section 10. This Section 10 is a short operational confidentiality obligation. It is not a separate non-disclosure agreement for other transactions.
The Privacy Policy published on nventr.io is incorporated into these Terms. It is the notice that describes how Nventr handles personal information. It is not a data-processing agreement.
The control plane runs on Amazon Web Services and Google Firebase. Hosted model calls, when Customer has not brought its own keys, are sent to the configured model provider (OpenAI or xAI) to perform the requested operation. Bring-your-own keys stay Customer's and are used only as Customer configures them.
A signed data-processing addendum is available for enterprise orders. It is not part of this clickwrap.
The End User Agreement is the individual's license to use the Products. It is incorporated by reference and is subject to these Terms. If the End User Agreement conflicts with these Terms on a matter these Terms address, these Terms control as between Nventr and Customer. Customer is responsible for its End Users and will cause them to comply with the End User Agreement and these Terms.
Nventr will use commercially reasonable efforts to make the Products available. These Terms state no uptime percentage and no service credit.
Availability may be affected by scheduled or emergency maintenance, events beyond Nventr's reasonable control, Customer's systems and connectivity, third-party networks, and the availability of model providers. This Section 13 is the entire availability commitment for the self-serve Products.
Nventr may suspend access to a Product, in whole or in part, for: (a) non-payment; (b) a violation of Section 7; (c) a security or legal risk; or (d) a request or requirement of a court or regulator. Nventr will give notice of suspension when reasonably practicable.
Either party may terminate these Terms or an Order if the other party materially breaches and does not cure within thirty (30) days after written notice. Nventr may terminate after notice for continued non-payment. Customer may stop using the Products and close the Account at any time. Prepaid Fees are not refunded except as required by law.
Upon termination or expiration, Customer's right to access the Products ends. Customer may export Customer Data during a retention window of thirty (30) days after termination, unless a signed agreement states otherwise. After that window, Nventr deletes Customer Data on the schedule in Section 8 and retains only a record that the Account existed, who opened it, and the billing and usage records that applicable law requires.
Sections 6 (as to unpaid Fees), 8 through 12, and 15 through 23 survive termination.
THE PRODUCTS ARE PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY LAW, NVENTR DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.
NVENTR DOES NOT WARRANT THAT THE PRODUCTS WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS, OR THAT CUSTOMER DATA WILL NOT BE LOST OR ALTERED. NVENTR DOES NOT WARRANT RESULTS FROM MODEL PROVIDERS.
Some jurisdictions do not allow certain disclaimers. In those jurisdictions, the disclaimer applies to the maximum extent permitted.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR CONSEQUENTIAL, INCIDENTAL, SPECIAL, OR LOST-PROFITS DAMAGES, OR FOR LOST REVENUE, LOST DATA, OR BUSINESS INTERRUPTION, EVEN IF ADVISED OF THE POSSIBILITY AND EVEN IF A REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
EACH PARTY'S TOTAL LIABILITY FOR DIRECT DAMAGES ARISING OUT OF OR RELATED TO THESE TERMS IS LIMITED TO THE FEES CUSTOMER PAID NVENTR AI, LLC FOR THE AFFECTED PRODUCT DURING THE TWELVE (12) MONTHS BEFORE THE CLAIM.
The limitation of liability and the exclusion of consequential, incidental, special, and lost-profits damages do not apply to: (a) Customer's payment obligations; (b) infringement of Nventr's intellectual property; or (c) a party's fraud or willful misconduct.
The cap is calculated per affected Product. Amounts paid for one Product do not increase the cap for the other.
Customer will defend, indemnify, and hold harmless Nventr AI, LLC and its officers, managers, and personnel from and against claims, damages, losses, and expenses (including reasonable attorneys' fees) arising out of: (a) Customer Data or other content Customer or its End Users submit; (b) Customer's or its End Users' misuse of the Products; or (c) Customer's breach of Section 7 or Section 18.
Nventr will give prompt notice of a claim. Customer will not settle a claim that imposes an obligation on, or admits fault by, Nventr without Nventr's prior written consent. Nventr may participate in the defense with its own counsel at its own expense.
Customer will not use, export, re-export, or transfer the Products except as authorized by United States law and the laws of the jurisdiction in which the Products are used. Customer represents that it is not on any United States government restricted-party list and is not located in, organized under the laws of, or ordinarily resident in a comprehensively embargoed jurisdiction. Customer is responsible for its End Users' compliance with export laws.
These Terms are governed by the laws of the State of Nevada, excluding conflict-of-laws rules. The exclusive venue for any dispute arising out of or related to these Terms or the Products is the state and federal courts located in Clark County, Nevada. Each party consents to personal jurisdiction and venue in those courts and waives any objection based on inconvenient forum.
Written notice to Nventr AI, LLC must be sent to the principal office: 8550 West Desert Inn Road #102-452, Las Vegas, NV 89117. Privacy and account questions may also be sent through the contact form at https://nventr.io/contact.
Notice to Customer may be sent to the email address or postal address associated with the Account, or posted in the Account. A notice is effective on receipt, or on the second business day after dispatch by overnight courier or certified mail, return receipt requested.
Nventr may post a new version of these Terms. A new version requires a new acceptance. Acceptance is by scrolling through the new version and pressing Agree, before the next checkout.
Continued use after a new version is posted is not a substitute for that Agree and does not bind Customer to the new version. Until Customer accepts a new version, the version Customer last accepted remains in effect for existing subscriptions. Nventr may refuse a new checkout until the new version is accepted.
These Terms, together with the Privacy Policy, the End User Agreement, and any Order completed on nventr.io, are the entire agreement between Nventr AI, LLC and Customer for the self-serve Products. They supersede prior or contemporaneous clickwrap terms on the same subject.
A later signed master agreement, order form, or enterprise agreement executed by Nventr AI, LLC and the organization controls over these clickwrap Terms for that organization. If those signed documents conflict with these Terms, the signed documents control.
Amendments to these Terms are only by a new version accepted under Section 21, or by a signed writing of Nventr AI, LLC and Customer. A purchase order or similar Customer form is not an amendment.
Customer may not assign these Terms without Nventr's prior written consent, except to a successor in connection with a merger, acquisition, or sale of substantially all of Customer's assets, if the successor is not a competitor of Nventr and assumes these Terms in writing. Nventr may assign these Terms to an affiliate or to a successor in connection with a merger, acquisition, corporate reorganization, or sale of assets. Any attempted assignment in violation of this Section 23 is void. These Terms bind permitted successors and assigns.
If a provision is held unenforceable, the remainder stays in effect, and the unenforceable provision is modified to the minimum extent necessary to make it enforceable. Failure to enforce a provision is not a waiver. Waivers must be in writing.
These Terms do not create a partnership, joint venture, or employment relationship. There are no third-party beneficiaries. Headings are for convenience only. "Including" means "including without limitation." These Terms may be accepted electronically. The English version controls.