THESE TERMS AND CONDITIONS (the "Terms") are entered into between:

NADIRAOS LLC, a Wyoming limited liability company (the "Company"), and

YOU (the "User"), the individual or entity accessing or using the Service.

By accessing or using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms. If you do not agree to these Terms, you must not access or use the Service.

1.1 Binding Agreement

These Terms constitute a legally binding agreement between you and the Company. By accessing, browsing, registering for, or otherwise using the Service, you acknowledge that you have read, understood, and agree to be bound by these Terms and all applicable laws and regulations.

1.2 Eligibility to Bind an Business

If you are accessing or using the Service on behalf of an business, entity, or business, you represent and warrant that you have the legal authority to bind that business to these Terms, and that you are acting within the scope of that authority. In such case, "you" and "User" refer to both you individually and the business on whose behalf you are acting.

1.3 Acceptance by Use

Your use of the Service constitutes your acceptance of these Terms. If you do not agree to all of these Terms, do not access or use the Service in any manner.

2.1 "Service" or "Platform"

The web-based software platform operated and provided by the Company, including all features, tools, interfaces, content, documentation, and functionality made available through the Service.

2.2 "Company"

NadiraOS LLC, a Wyoming limited liability company, and its successors, affiliates, and assigns.

2.3 "User"

Any individual or entity who accesses, registers for, or uses the Service, whether as a workspace owner, member, invitee, or otherwise.

2.4 "Account"

The credentials, profile, and associated information that identify a User within the Service.

2.5 "Workspace"

An isolated, business-scoped environment within the Service in which a User and any invited members collaborate, store Content, and use the features of the Service. Each Workspace is logically separated from other Workspaces.

2.6 "Content"

Any and all data, information, files, documents, text, images, audio, video, records, configurations, or other material that a User uploads, creates, stores, processes, or otherwise submits to the Service, including any data generated through the User's use of the Service's tools and features.

2.7 "Third-Party Services"

Any external services, applications, platforms, or integrations that the Service may connect to, embed, or interact with, including but not limited to payment processors, email delivery providers, cloud storage providers, and analytics services.

2.8 "Effective Date"

The date on which you first access or use the Service, or the date of the most recent revision of these Terms, whichever is later.

3.1 Nature of the Service

The Service is a multi-tenant, cloud-based software-as-a-service (SaaS) platform that provides business management tools and features to businesses. The Service enables Users to create isolated Workspaces, collaborate with team members, and manage various aspects of their business operations.

3.2 Evolving Feature Set

The Company is continuously developing and improving the Service. Features, tools, interfaces, and functionality may be added, modified, suspended, or removed at any time without prior notice, except where otherwise provided in these Terms. The Company does not guarantee that any specific feature will remain available indefinitely.

3.3 Availability

The Service is provided on an "as is" and "as available" basis. The Company does not warrant that the Service will be uninterrupted, error-free, secure, or available at all times. The Company may modify, suspend, or discontinue the Service, in whole or in part, at any time.

4.1 Eligibility

You must be at least eighteen (18) years of age and have the legal capacity to enter into a binding contract under applicable law to access or use the Service. If you are using the Service on behalf of an business, you represent that the business is legally formed and in good standing under the laws of its jurisdiction of formation.

4.2 Registration

You may register for an Account through the methods made available by the Company from time to time. The specific registration methods, requirements, and processes may vary and may be updated by the Company without notice. You agree to provide accurate, current, and complete information during registration and to update such information to keep it accurate and current.

4.3 Account Security

You are solely responsible for maintaining the confidentiality and security of your Account credentials, including any passwords, tokens, or authentication keys. You are responsible for all activity that occurs under your Account, whether or not you authorized such activity. You agree to notify the Company immediately of any unauthorized use of your Account or any other security breach.

4.4 Security Features

The Company may make available certain security features, such as two-factor authentication. Users are encouraged to enable available security features. The specific security features available may change over time.

4.5 One Account Per User

You may not create multiple Accounts for the same individual. You may, however, be a member of multiple Workspaces if invited by the respective workspace owners or administrators.

5.1 Workspace Structure

The Service organizes Users into Workspaces. Each Workspace is associated with an business and provides an isolated environment for that business's data, Content, and collaboration. Each Workspace's data is logically separated from other Workspaces within the Service.

5.2 Workspace Ownership

The User who creates a Workspace, or is otherwise designated as the owner of a Workspace, is responsible for managing the Workspace, including inviting members, controlling their level of access, and removing members when appropriate. The specific mechanisms for managing access and the levels of access available may vary and may be updated by the Company from time to time.

5.3 Member Management

Workspace owners and any users designated with administrative authority within a Workspace may invite other Users to join the Workspace and may control the scope of access granted to each member. The Company does not dictate or enforce how Workspace members share, access, or handle data within their Workspace, and is not responsible for the actions of Workspace members toward one another.

5.4 Responsibility for Workspace

The Workspace owner is responsible for all activity within their Workspace, including the actions of all members and the Content stored within the Workspace. The Company is not liable for any loss, damage, or dispute arising from how members within a Workspace use, share, or manage data.

5.5 Data Isolation

While the Company employs technical measures to separate Workspace data, no method of transmission or storage over the internet is completely secure. The Company does not guarantee absolute data isolation and is not liable for any unauthorized access to Workspace data resulting from factors beyond the Company's reasonable control.

6.1 Ownership of Content

You retain all ownership rights in and to your Content. The Company does not claim ownership of your Content. Nothing in these Terms transfers ownership of your Content to the Company.

6.2 License to Company

By submitting, uploading, or storing Content through the Service, you grant the Company a worldwide, non-exclusive, royalty-free, sublicensable license to host, store, process, transmit, display, and otherwise use your Content solely as necessary to operate, maintain, improve, and provide the Service to you and your Workspace members.

6.3 Responsibility for Content

You are solely responsible for all Content that you submit to the Service. You represent and warrant that:

• (a) you own or have the necessary rights, licenses, and permissions to submit, store, and process all Content through the Service;
• (b) your Content does not and will not infringe, misappropriate, or violate any patent, copyright, trademark, trade secret, privacy right, publicity right, or any other proprietary or intellectual property right of any third party;
• (c) your Content does not and will not violate any applicable law, regulation, or court order; and
• (d) your Content does not and will not contain any malware, viruses, or other malicious or harmful code.

6.4 No Monitoring Obligation

The Company does not and cannot review all Content submitted to the Service. The Company has no obligation to monitor, review, or moderate Content. However, the Company reserves the right to access, review, monitor, or remove Content at its sole discretion, without notice, if it believes in good faith that such Content may violate these Terms, applicable law, or the rights of third parties, or if required by law.

6.5 Data Retention After Termination

Upon termination of your Account or Workspace, the Company may delete all associated Content after a reasonable grace period. The Company is not obligated to store, retain, or return any Content after termination. You are responsible for exporting or backing up your Content before termination.

7.1 Prohibited Conduct

You agree not to use the Service to:

• (a) violate any applicable local, state, national, or international law or regulation;
• (b) infringe, misappropriate, or violate the intellectual property, privacy, publicity, or other rights of any third party;
• (c) upload, transmit, or store any Content that is unlawful, defamatory, libelous, threatening, harassing, abusive, hateful, or otherwise objectionable;
• (d) upload, transmit, or store any malware, viruses, worms, Trojan horses, or other malicious or harmful code;
• (e) attempt to gain unauthorized access to any part of the Service, other Accounts, other Workspaces, or any systems, networks, or data connected to the Service;
• (f) interfere with or disrupt the Service, including by overloading, flooding, spamming, or sending unsolicited communications through the Service;
• (g) reverse engineer, decompile, disassemble, or otherwise attempt to derive the source code, underlying ideas, or algorithms of the Service, except to the extent expressly permitted by applicable law;
• (h) use any automated means, including bots, scrapers, or spiders, to access, collect, or extract data from the Service, except as expressly permitted by the Company;
• (i) use the Service for any fraudulent, deceptive, or illegal purpose;
• (j) impersonate any person or entity, or falsely state or misrepresent your affiliation with a person or entity;
• (k) use the Service in any manner that could damage, disable, overload, or impair the Service or interfere with any other User's use of the Service; or
• (l) use the Service in any manner not expressly authorized by these Terms.

7.2 Enforcement

The Company reserves the right, at its sole discretion and without notice, to suspend, restrict, or terminate access to the Service for any User who violates this Acceptable Use Policy. The Company may also report violations to law enforcement authorities where it believes in good faith that such action is appropriate.

8.1 Company Ownership

The Service, including all software, source code, object code, user interfaces, designs, graphics, logos, trademarks, trade names, documentation, and infrastructure, is owned by the Company and is protected by intellectual property laws. All rights not expressly granted to you in these Terms are reserved by the Company.

8.2 No License to Platform

These Terms grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable license to access and use the Service for your internal business purposes, subject to compliance with these Terms. No other license or right, whether express, implied, or statutory, is granted to you.

8.3 Restrictions

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

• (a) copy, modify, adapt, translate, or create derivative works of the Service;
• (b) distribute, sublicense, lease, rent, or otherwise transfer the Service to any third party;
• (c) remove, alter, or obscure any proprietary notices, labels, or markings on the Service; or
• (d) use the Company's trademarks, trade names, or branding in any manner without the Company's prior written consent.

8.4 Feedback

If you provide the Company with any feedback, suggestions, ideas, or proposals regarding the Service ("Feedback"), you grant the Company a perpetual, irrevocable, worldwide, royalty-free, sublicensable license to use, implement, and commercialize such Feedback without any obligation or liability to you. You waive any rights you may have in such Feedback to the maximum extent permitted by applicable law.

9.1 Third-Party Services

The Service may integrate with, connect to, or contain functionality provided by third-party services, including but not limited to payment processors, email delivery providers, cloud storage providers, and analytics services. The Company does not control and is not responsible for the availability, accuracy, security, or practices of any Third-Party Services.

9.2 Third-Party Terms

Your use of any Third-Party Services is subject to the terms of service, privacy policy, and other policies of the applicable third-party provider. You are solely responsible for reviewing and complying with all such third-party terms. The Company is not a party to any agreement between you and any third-party provider.

9.3 Third-Party Data Practices

Third-Party Services may collect, use, and disclose your information in accordance with their own privacy policies and practices. The Company's Privacy Policy does not govern the practices of Third-Party Services. You are encouraged to review the privacy policies of any Third-Party Services you use.

9.4 No Liability for Third-Party Services

The Company disclaims all liability for any damage, loss, or disruption caused by or arising from any Third-Party Service, including any changes to, discontinuation of, or data breaches affecting such Third-Party Services.

10.1 Paid Plans

The Company may offer paid subscription plans for the Service. The specific plans, pricing, features, and terms associated with each plan are described separately and may be changed by the Company at any time. By subscribing to a paid plan, you agree to pay all applicable fees as described at the time of your subscription.

10.2 Billing

Subscription fees are billed in advance on a recurring basis (e.g., monthly or annually, depending on the plan selected). Payment is processed through third-party payment processors (e.g., Stripe). By providing a payment method, you authorize the Company and its payment processors to charge the applicable fees to your designated payment method.

10.3 Pricing Changes

The Company reserves the right to change its pricing at any time. The Company will provide at least thirty (30) days' notice of any material pricing changes. Pricing changes will take effect at the beginning of your next billing cycle following the notice period. Continued use of the Service after the effective date of a pricing change constitutes your acceptance of the new pricing.

10.4 Taxes

You are responsible for any taxes, duties, or other governmental charges associated with your use of the Service, excluding taxes based on the Company's net income. If the Company is required to collect such taxes, they will be added to your invoice.

10.5 Non-Payment

Failure to pay subscription fees when due may result in suspension or termination of your Account and access to the Service, without prior notice. The Company is not liable for any damage or loss resulting from such suspension or termination.

10.6 Refunds

All fees are non-refundable except as expressly stated in the Company's Refund Policy, available at [Refund Policy URL], which is incorporated herein by reference.

10.7 Fee Disputes

If you believe you have been charged in error, you must contact the Company within sixty (60) days of the charge date. The Company will review the dispute and, if it determines that an error occurred, will issue a credit or refund at its sole discretion.

11.1 Availability

The Company may, from time to time and at its sole discretion, offer free trials, promotional periods, or other limited-time access to the Service or specific features thereof. The availability, duration, and terms of any such trial or promotion will be communicated to you at the time the offer is made.

11.2 Trial Terms

The specific terms of any free trial or promotional period, including its duration, the features available during the trial, and any conditions for conversion to a paid subscription, will be as described at the time of the offer and may vary between promotions.

11.3 Modification and Discontinuation

The Company reserves the right to modify, suspend, or discontinue any free trial or promotional offer at any time, without prior notice and without liability. The Company is not obligated to provide any free trial or promotional offer to any User.

12.1 Right to Modify

The Company may modify, suspend, discontinue, or restrict access to any part of the Service, including any features, tools, or functionality, at any time and for any reason, including for maintenance, security, legal, or business reasons.

12.2 No Liability for Modifications

The Company is not liable to you or any third party for any modification, suspension, or discontinuation of the Service or any part thereof. The Company will use commercially reasonable efforts to provide notice of material modifications or discontinuations where feasible.

12.3 Beta Features

The Company may offer features or functionality that are in beta or pre-release form. Such features may be unstable, may contain errors, may change frequently, and may be discontinued at any time without notice. You use beta features at your own risk.

13.1 Term

The term of these Terms begins when you first access or use the Service and continues until terminated in accordance with this Section 13.

13.2 Termination by User

You may terminate your Account at any time through the account settings available within the Service or by contacting the Company. Upon termination, your access to the Service will cease, and your Content may be deleted after a reasonable grace period.

13.3 Suspension and Termination by Company

The Company may suspend or terminate your Account and access to the Service at any time, with or without cause, including:

• (a) if you violate these Terms or any other agreement with the Company;
• (b) if you fail to pay any amounts due under Section 10;
• (c) if your conduct causes harm to the Company, other Users, or third parties;
• (d) if required by law or legal process; or
• (e) at the Company's sole discretion, with reasonable notice where feasible.

13.4 Effect of Termination

Upon termination of your Account:

• (a) your access to the Service will cease immediately;
• (b) your Workspace members' access to the affected Workspace will cease;
• (c) the Company may delete all Content associated with your Account and Workspace after a grace period, the length of which may vary;
• (d) you remain responsible for all fees incurred up to the date of termination; and
• (e) you are responsible for exporting or backing up your Content prior to termination, as the Company is not obligated to provide access to Content after termination.

13.5 Survival

The following provisions survive termination of these Terms: Sections 6 (User Content and Data, to the extent applicable to Content retained prior to termination), 8 (Intellectual Property), 10 (to the extent fees remain outstanding), 14 (Disclaimers), 15 (Limitation of Liability), 16 (Indemnification), 17 (Privacy and Data Processing), 18 (Governing Law and Dispute Resolution), and 20 (Miscellaneous).

14.1 As-Is Basis

14.2 No Warranties

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE COMPANY EXPRESSLY DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO:

• (a) any warranty of merchantability, fitness for a particular purpose, or non-infringement;
• (b) any warranty that the Service will be free of viruses or other harmful components;
• (c) any warranty that errors or defects will be corrected; and
• (d) any warranty as to the accuracy, reliability, or completeness of any information or Content obtained through the Service.

14.3 No Professional Advice

Any information, tools, or outputs provided by the Service are for general business purposes only and do not constitute legal, financial, tax, accounting, or professional advice. You should consult with a qualified professional before making decisions based on information obtained through the Service.

14.4 Third-Party Content

The Service may contain or display Content, links, or references to third-party websites, services, or materials. The Company does not endorse and is not responsible for any third-party Content, and your reliance on such Content is at your own risk.

15.1 Exclusion of Damages

15.2 Liability Cap

THE COMPANY'S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE GREATER OF (A) THE TOTAL AMOUNT YOU HAVE PAID TO THE COMPANY FOR THE SERVICE IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM, OR (B) ONE HUNDRED U.S. DOLLARS ($100.00).

15.3 Acknowledgment

YOU ACKNOWLEDGE THAT THE LIMITATIONS OF LIABILITY SET FORTH IN THIS SECTION 15 ARE A REASONABLE ALLOCATION OF RISK BETWEEN THE PARTIES AND FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN YOU AND THE COMPANY. THE SERVICE WOULD NOT BE PROVIDED TO YOU ABSENT SUCH LIMITATIONS.

15.4 Jurisdictional Limitations

Some jurisdictions do not allow the exclusion or limitation of certain damages or warranties. In such jurisdictions, the Company's liability is limited to the maximum extent permitted by applicable law.

16.1 Indemnification by User

You agree to indemnify, defend, and hold harmless the Company, its officers, directors, members, employees, agents, and affiliates from and against any and all claims, demands, suits, actions, losses, damages, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of or relating to:

• (a) your Content, including any claim that your Content infringes, misappropriates, or violates the rights of any third party;
• (b) your violation of these Terms or any other agreement with the Company;
• (c) your violation of any applicable law, regulation, or third-party right;
• (d) your use of the Service in any manner not authorized by these Terms; or
• (e) any claim by a Workspace member or third party arising from your management of your Workspace or the actions of your Workspace members.

16.2 Procedure

The Company will provide you with prompt written notice of any claim for which it seeks indemnification. You will cooperate with the Company in the defense of such claim. The Company reserves the right to participate in the defense of any claim with its own counsel at its own expense. You may not settle any claim without the Company's prior written consent.

17.1 Privacy Policy

The Company's collection, use, and processing of personal data and other information in connection with the Service is governed by the Company's Privacy Policy, available at [Privacy Policy URL], which is incorporated herein by reference. You acknowledge that you have read and understood the Privacy Policy.

17.2 Data Processing

By using the Service, you consent to the Company's processing of your data as described in the Privacy Policy. The Company processes data in accordance with applicable data protection laws to the extent required.

17.3 User Responsibility for Compliance

You are solely responsible for ensuring that your use of the Service, including your collection, storage, and processing of Content, complies with all applicable data protection laws and regulations, including but not limited to the General Data Protection Regulation (GDPR), the California Consumer Privacy Act (CCPA), and any other applicable privacy or data protection laws. The Company is not responsible for your compliance with such laws.

17.4 Data Controller

With respect to Content stored in your Workspace, you act as the data controller and the Company acts as the data processor. The Company processes Content on your behalf and in accordance with your instructions as given through the Service's configuration options.

18.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Wyoming, United States of America, without regard to its conflict of law principles. The Parties expressly agree that the United Nations Convention on Contracts for the International Sale of Goods (CISG) shall not apply.

18.2 Jurisdiction and Venue

The Parties irrevocably submit to the exclusive jurisdiction of the state and federal courts located in the State of Wyoming for any dispute arising out of or relating to these Terms or the Service. You waive any objection to venue or inconvenient forum in such courts.

18.3 Informal Dispute Resolution

Before filing a claim, the Parties agree to attempt in good faith to resolve any dispute through informal negotiation. The complaining Party must provide written notice of the dispute to the other Party, and the Parties shall attempt to resolve the dispute within thirty (30) days. If the dispute is not resolved within that period, either Party may proceed with filing a claim.

18.4 Class Action Waiver

Any dispute arising out of or relating to these Terms or the Service must be brought in the respective Party's individual capacity. You waive the right to participate as a plaintiff or class member in any class action, collective action, or representative proceeding.

19.1 Right to Modify

The Company may modify these Terms at any time. The most current version of these Terms will be posted at [Terms URL] with the "Last updated" date revised accordingly.

19.2 Notice of Material Changes

The Company will provide notice of material changes to these Terms by email to the address associated with your Account, or by in-app notification, at least thirty (30) days before the changes take effect.

19.3 Acceptance of Changes

Your continued access to or use of the Service after the effective date of any changes constitutes your acceptance of the revised Terms. If you do not agree to the revised Terms, you must stop using the Service and terminate your Account.

20.1 Entire Agreement

These Terms, together with any documents expressly incorporated herein by reference (including the Privacy Policy and Refund Policy), constitute the entire and complete agreement between you and the Company with respect to the Service and supersede all prior or contemporaneous agreements, understandings, negotiations, and communications, whether written or oral.

20.2 Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be severed and the remaining provisions shall remain in full force and effect to the maximum extent permitted by law. The Parties shall negotiate in good faith to replace any severed provision with a valid and enforceable provision that most closely approximates the original intent.

20.3 Assignment

You may not assign, transfer, or delegate these Terms or any of your rights or obligations hereunder, in whole or in part, without the prior written consent of the Company. The Company may assign or transfer these Terms, in whole or in part, without restriction, including to any successor, acquirer, or affiliate. Any attempted assignment in violation of this Section 20.3 is void.

20.4 No Waiver

No failure or delay by the Company in exercising any right, power, or remedy under these Terms shall operate as a waiver thereof, nor shall any single or partial exercise of any such right preclude any other or further exercise thereof. No waiver shall be effective unless in writing and signed by the Company.

20.5 Force Majeure

The Company shall not be liable for any failure or delay in performance under these Terms that is caused by any event beyond the Company's reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, civil unrest, government actions, labor disputes, power outages, internet or telecommunications failures, or other similar events.

20.6 Electronic Acceptance

You agree that your electronic acceptance of these Terms, including by clicking "I agree," checking a box, or simply by using the Service, has the same legal force and effect as a handwritten signature. The Company may accept electronic signatures in any form deemed appropriate.

20.7 Headings

The headings and section titles in these Terms are for convenience of reference only and shall not affect the interpretation or construction of any provision hereof.

20.8 Notices

Any notices required or permitted under these Terms shall be provided by email to the address associated with your Account (for notices to you) or to [Contact Email] (for notices to the Company). Notices are deemed received upon transmission.

20.9 Relationship of the Parties

Nothing in these Terms creates any agency, partnership, joint business, employment, or fiduciary relationship between you and the Company. You and the Company are independent contractors.

20.10 Survival

Any provisions of these Terms that by their nature should survive termination shall survive, including but not limited to those provisions identified in Section 13.5.

For any questions, concerns, or notices regarding these Terms, please contact the Company at: