END USER LICENSE AGREEMENT (EULA) – AI FOR EXCEL

Last Updated: 04/22/2025

READ CAREFULLY: THIS DOCUMENT IS A BINDING LEGAL AGREEMENT.

Welcome to AI For Excel! Before using our Excel add-in (“the Software”), please carefully read this End User License Agreement (“EULA”). It defines your rights and obligations regarding the use of the Software provided by NEXTBP (“we”, “us”, “our”).

BY INSTALLING, ACCESSING, OR USING THE SOFTWARE, YOU (“you”, “your”) AGREE TO BE BOUND BY ALL THE TERMS OF THIS EULA. IF YOU DO NOT AGREE, DO NOT INSTALL, ACCESS, OR USE THE SOFTWARE.

1. LICENSE TO USE

1.1 License Grant: Subject to payment of your subscription and your ongoing compliance with this EULA, we grant you a personal, limited, non-exclusive, non-transferable, and revocable license to install and use the Software. This license is strictly for your internal business use, in accordance with the chosen subscription level. Important: The Software is licensed to you, not sold.

1.2 Trial Period: New users are entitled to a 7-day free trial period upon first registration. During this trial, you have access to the Software’s full functionality. The trial will automatically convert to a paid subscription unless canceled before the trial period expires.

1.3 Term: Your license is valid for the duration of your active subscription period. It will automatically expire if your subscription is not renewed.

1.4 Your Users: If you authorize employees or collaborators (“End Users”) to use the Software under your license, you are fully responsible for their access and their compliance with the terms of this EULA.

1.5 Use by Affiliates: You may extend the use of the Software to your Affiliate entities, provided they comply with this EULA. However, you remain the primary licensee towards us and guarantee compliance with the EULA by your Affiliates.

1.6 Reserved Rights: All rights not expressly granted to you in this EULA are reserved by NEXTBP. The Software is protected by copyright, trademark, and other intellectual property laws, as well as international treaties.

1.7 What You Must NOT Do (Restrictions): Unless explicitly authorized by us, you are prohibited from:

1.8 Your Feedback: If you provide us with suggestions, ideas, or feedback (“Feedback”) regarding the Software, you do so voluntarily. You grant us a worldwide, perpetual, irrevocable, royalty-free, and non-exclusive license to use, copy, modify, distribute, and commercially exploit this Feedback in any manner, without any obligation to you.

2. SUBSCRIPTION, TRIAL, AND PAYMENT

2.1 Trial Period: We offer a 7-day free trial for new users. No payment information is required to start the trial. At the end of the trial period, continued use requires an active paid subscription.

2.2 Subscription: Your use of the Software after the trial period requires an active subscription. The accessible features depend on the chosen subscription plan, the details of which (features, duration, pricing) are specified on our website or your customer portal. Subscription management and payment processing are handled by Stripe, Inc., and are subject to their terms and conditions, which you also accept. This subscription does not include any usage quotas or overage charges.

2.3 Refund Policy: You may request a full refund within 30 days of your initial subscription purchase, provided that:

Important: Making any AI requests, chat interactions, or using AI-powered features will immediately void your eligibility for a refund, as these services incur costs from our third-party AI providers.

3. THIRD-PARTY AI SERVICES AND DATA

3.1 AI Service Providers: The Software utilizes third-party artificial intelligence service providers to deliver AI-powered features. When you use these features, your data may be processed by these providers in accordance with their respective privacy policies and terms of service. By using AI features, you acknowledge and agree to comply with the terms and conditions of these third-party AI providers.

3.2 AI Usage Tracking: We track your usage of AI features for billing purposes and to enforce our refund policy. This includes monitoring AI requests, chat interactions, and other AI-powered functionalities.

3.3 Mutual Confidentiality: If we exchange non-public information designated as confidential (or which reasonably should be), each party agrees to protect it and not disclose it to third parties, unless required by law or in the performance of this EULA (e.g., to subcontractors bound by confidentiality).

3.4 Protection of Your Personal Data: We process your personal data in accordance with our Privacy Policy. By using the Software, you consent to this processing. Please take the time to read it.

3.5 International Data Transfers (GDPR): If NEXTBP or its essential subcontractors (such as the payment service provider Stripe or AI service providers) transfer Personal Data outside the European Economic Area (EEA) to a country not offering an adequate level of protection according to the European Commission, we will ensure that this transfer is governed by appropriate safeguards compliant with GDPR (e.g., Standard Contractual Clauses). More information can be provided upon request.

4. INTELLECTUAL PROPERTY

The Software, its code, structure, appearance, as well as all associated content (documentation, etc.) and the “AI For Excel” trademark, are and will remain the exclusive property of NEXTBP and its licensors. This EULA does not grant you any intellectual property rights in the Software, only a limited right of use as described herein.

5. DISCLAIMER OF WARRANTY

THE SOFTWARE IS PROVIDED “AS IS” AND “AS AVAILABLE”, WITHOUT ANY WARRANTY, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEXTBP DISCLAIMS ALL WARRANTIES, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, QUIET ENJOYMENT, AND THOSE ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS, OPERATE WITHOUT INTERRUPTION OR ERROR, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SOFTWARE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. YOU USE THE SOFTWARE AT YOUR OWN RISK.

AI SERVICES DISCLAIMER: We do not warrant the accuracy, completeness, or reliability of AI-generated content or responses. AI features are provided by third-party services and their performance may vary.

6. LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, NEXTBP’S TOTAL CUMULATIVE LIABILITY ARISING FROM THIS EULA OR THE USE OF THE SOFTWARE (WHETHER IN CONTRACT, TORT (INCLUDING NEGLIGENCE), OR OTHERWISE) SHALL IN NO EVENT EXCEED THE TOTAL AMOUNT YOU ACTUALLY PAID TO NEXTBP FOR THE SOFTWARE LICENSE DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

IN NO EVENT SHALL NEXTBP OR ITS SUPPLIERS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING, BUT NOT LIMITED TO, LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION, LOSS OF GOODWILL), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

Some jurisdictions do not allow the exclusion or limitation of certain warranties or liabilities, so these limitations may not apply fully to you.

7. INDEMNIFICATION

Your Indemnification: You agree to indemnify, defend, and hold harmless NEXTBP and its officers, employees, and agents from and against any claims, losses, damages, costs, and expenses (including reasonable attorney’s fees) arising from (a) your breach of this EULA, or (b) your use of the Software (unless the claim is directly caused by an intellectual property infringement by the Software itself, as described below).

Our Indemnification: We will defend you against any third-party claim alleging that the Software, as provided by us and used in accordance with this EULA, directly infringes a patent, copyright, or trademark of that third party. Our obligations are conditioned upon you promptly notifying us of the claim and allowing us to control the defense. This is your sole remedy for intellectual property infringement claims.

8. TERM AND TERMINATION

This EULA becomes effective upon your first installation or use of the Software and remains valid as long as your subscription is active.

Termination by You: You may terminate this EULA at any time by ceasing all use of the Software and uninstalling it. Termination will not entitle you to a refund of subscription fees already paid, unless you meet the refund criteria specified in Section 2.3.

Termination by Us: We may terminate this EULA immediately if you fail to comply with any of its material terms. We may also terminate or suspend your license for non-payment of the subscription.

Consequences of Termination: Upon termination or expiration of this EULA (for any reason), you must immediately cease all use of the Software and uninstall it from all your devices. The following sections shall survive termination: 1.6, 1.8, 3, 4, 5, 6, 7, 9, 10, 11.

9. GOVERNING LAW AND DISPUTE RESOLUTION

This EULA is governed by and construed in accordance with the laws of France, without regard to its conflict of law rules. Any dispute arising out of or related to this EULA shall be subject to the exclusive jurisdiction of the courts of Paris, France. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

10. MISCELLANEOUS (GENERAL PROVISIONS)

10.1 Entire Agreement: This EULA (including our Privacy Policy and the specific terms of your subscription) constitutes the entire agreement between you and us regarding the Software, and supersedes all prior or contemporaneous communications.

10.2 Independent Contractors: You and NEXTBP are independent contractors. Nothing in this EULA creates a partnership, joint venture, agency, or employment relationship.

10.3 Assignment: You may not assign or transfer this EULA or your rights/obligations hereunder without our prior written consent. We may assign this EULA without restriction.

10.4 Severability: If any provision of this EULA is held to be illegal, void, or unenforceable, such provision shall be limited or eliminated to the minimum extent necessary so that the remainder of the EULA shall remain in full force and effect and enforceable.

10.5 No Waiver: The failure of either party to exercise any right provided for herein shall not be deemed a waiver of that or any further rights hereunder.

10.6 Notices: Any notice required or permitted by this EULA must be in writing (email being acceptable to the addresses provided by each party).

10.7 Force Majeure: Neither party shall be liable for any failure or delay in performing its obligations (except payment obligations) if such failure or delay is due to causes beyond its reasonable control (natural disaster, war, pandemic, major infrastructure failure…).

10.8 Headings: Section headings are provided for convenience only and have no legal or contractual effect.

11. DEFINITIONS