NTWIST Terms of Use | User Agreement & Service Conditions

Effective Date: March 2026
These Terms of Service ("Terms") constitute a binding agreement between NTWIST Inc. ("NTWIST," "we," "us," or "our") and any individual or entity ("Customer," "you," or "your") that accesses or uses NTWIST's website (www.ntwist.com), software platforms, on-premise deployments, or related services (collectively, the "Services").

By accessing or using our Services, you agree to be bound by 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 an organization, you represent and warrant that you have the authority to bind that organization.

1. Definitions

"Services" means NTWIST's cloud-based software platform (SaaS), on-premise software deployments, APIs, integrations, professional services, consulting, and any related documentation or support provided by NTWIST.

"Customer Data" means all data, files, content, and information submitted, uploaded, or transmitted by the Customer or its authorized users through the Services, including operational data, sensor data, process information, and enterprise datasets.

"Authorized Users" means the individuals designated by the Customer who are permitted to access and use the Services under the Customer's account.

"Documentation" means user guides, technical specifications, and other materials provided by NTWIST to support use of the Services.

"Subscription Term" means the period during which the Customer is authorized to use the Services, as specified in the applicable order form or service agreement.

2. Account Registration and Access

To use the Services, you may be required to create an account. You agree to provide accurate, current, and complete information during registration, maintain the confidentiality of your account credentials, notify NTWIST immediately at info@ntwist.com of any unauthorized use of your account, and accept responsibility for all activities that occur under your account or through your Authorized Users.

NTWIST reserves the right to suspend or terminate accounts that violate these Terms or that have been inactive for an extended period.

3. Use of Services

3.1 License Grant

Subject to these Terms and payment of applicable fees, NTWIST grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Services during the Subscription Term for your internal business purposes.

For on-premise deployments, NTWIST grants a limited, non-exclusive, non-transferable license to install and operate the software on your designated infrastructure, subject to the terms of the applicable service agreement.

3.2 Acceptable Use

You agree to use the Services only for lawful purposes and in accordance with these Terms. You shall not:

Copy, modify, distribute, sell, or lease any part of the Services
Reverse engineer, decompile, or disassemble the software
Attempt to gain unauthorized access to any part of the Services or related systems
Use the Services to store, transmit, or process any data that violates applicable law
Interfere with or disrupt the integrity or performance of the Services
Use the Services to develop a competing product or service
Share account credentials with unauthorized third parties
Remove, alter, or obscure any proprietary notices or labels on the Services

3.3 Usage Limits

Your use of the Services may be subject to usage limits specified in the applicable order form. If you exceed those limits, NTWIST may require you to purchase additional capacity or restrict your access until the next billing period.

4. Customer Data

4.1 Ownership

You retain all rights, title, and interest in your Customer Data. NTWIST does not claim ownership of any Customer Data.

4.2 License to NTWIST

You grant NTWIST a limited, non-exclusive license to access, use, and process Customer Data solely as necessary to provide and improve the Services, comply with applicable law, and fulfill NTWIST's obligations under these Terms and any applicable service agreement.

4.3 Data Protection

NTWIST handles Customer Data in accordance with its Privacy Policy (available at https://ntwist.com/privacy-policy) and any applicable Data Processing Agreement. NTWIST maintains industry-standard administrative, technical, and physical safeguards to protect the confidentiality, integrity, and availability of Customer Data.

4.4 Data Portability and Deletion

Upon termination of the Subscription Term, you may request export of your Customer Data in a standard machine-readable format. NTWIST will make Customer Data available for export for a period of 30 days following termination, after which Customer Data will be securely deleted in accordance with NTWIST's data retention policies.

5. Fees and Payment

5.1 Pricing

Fees for the Services are as specified in the applicable order form, quote, or service agreement. All fees are quoted in the currency specified and are exclusive of applicable taxes unless stated otherwise.

5.2 Payment Terms

Invoices are due within 30 days of the invoice date unless otherwise specified. Late payments may be subject to interest at a rate of 1.5% per month (or the maximum rate permitted by law, whichever is lower) on the outstanding balance.

5.3 Taxes

You are responsible for all applicable taxes, levies, and duties arising from your use of the Services, excluding taxes based on NTWIST's net income.

6. Intellectual Property

6.1 NTWIST's Intellectual Property

NTWIST and its licensors retain all rights, title, and interest in the Services, including all software, algorithms, models, interfaces, documentation, trademarks, and related intellectual property. These Terms do not grant you any rights to NTWIST's intellectual property except the limited license described in Section 3.1.

6.2 Feedback

If you provide feedback, suggestions, or ideas regarding the Services, NTWIST may use such feedback without restriction or obligation to you.

7. Confidentiality

Each party agrees to maintain the confidentiality of the other party's confidential information and to use it only for the purpose of performing its obligations under these Terms. Confidential information does not include information that is publicly available, independently developed, or rightfully obtained from a third party without restriction.

8. Warranties and Disclaimers

8.1 NTWIST Warranties

NTWIST warrants that the Services will perform materially in accordance with the applicable Documentation during the Subscription Term and that NTWIST will provide the Services in a professional and workmanlike manner consistent with industry standards.

8.2 Disclaimer

EXCEPT AS EXPRESSLY SET FORTH IN SECTION 8.1, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." NTWIST DISCLAIMS ALL OTHER WARRANTIES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. NTWIST DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE.

9. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL NTWIST BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, DATA, BUSINESS OPPORTUNITIES, OR GOODWILL, ARISING FROM OR RELATED TO THESE TERMS OR YOUR USE OF THE SERVICES, REGARDLESS OF THE THEORY OF LIABILITY.

NTWIST'S TOTAL AGGREGATE LIABILITY ARISING FROM OR RELATED TO THESE TERMS SHALL NOT EXCEED THE FEES PAID BY YOU TO NTWIST IN THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

10. Indemnification

You agree to indemnify, defend, and hold harmless NTWIST and its officers, directors, employees, and agents from and against any claims, damages, losses, liabilities, and expenses (including reasonable legal fees) arising from your use of the Services, your violation of these Terms, or your violation of any applicable law or third-party rights.

11. Term and Termination

11.1 Term

These Terms are effective from the date you first access or use the Services and remain in effect for the duration of your Subscription Term, unless earlier terminated as provided below.

11.2 Termination for Cause

Either party may terminate these Terms upon written notice if the other party materially breaches these Terms and fails to cure such breach within 30 days of receiving written notice.

11.3 Termination for Convenience

Either party may terminate these Terms at the end of the then-current Subscription Term by providing written notice at least 30 days prior to the renewal date.

11.4 Effect of Termination

Upon termination, your license to use the Services ceases immediately. Sections 4.1, 6, 7, 8.2, 9, 10, and 13 survive termination.

12. Service Availability and Support

NTWIST uses commercially reasonable efforts to maintain the availability of the Services. Scheduled maintenance windows will be communicated in advance where possible. Support services are provided as specified in the applicable service agreement or order form.

13. Governing Law and Dispute Resolution

These Terms are governed by and construed in accordance with the laws of the Province of Alberta and the federal laws of Canada applicable therein, without regard to conflict of law principles. Any disputes arising from these Terms shall be resolved in the courts of competent jurisdiction located in Edmonton, Alberta, Canada.

14. General Provisions

Entire Agreement. These Terms, together with any applicable order form, service agreement, and the Privacy Policy, constitute the entire agreement between you and NTWIST regarding the Services.

Amendments. NTWIST may update these Terms from time to time. Material changes will be communicated with reasonable notice. Continued use of the Services after changes become effective constitutes acceptance of the revised Terms.

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

Waiver. Failure to enforce any provision of these Terms does not constitute a waiver of that provision or any other provision.

Assignment. You may not assign these Terms without NTWIST's prior written consent. NTWIST may assign these Terms in connection with a merger, acquisition, or sale of substantially all of its assets.

Force Majeure. NTWIST shall not be liable for any failure or delay in performance due to causes beyond its reasonable control, including natural disasters, acts of government, pandemics, or internet service disruptions.

15. Contact Information

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

NTWIST Inc.
9650 20 Ave NW
Edmonton, Alberta, Canada T6N 1G1
info@ntwist.com

NTWIST Terms of Service