Terms of Use

1. Agreement

By installing or using the Nimble Shopify app (the "Service"), you agree to these Terms of Use (the "Terms"). If you don't agree, don't install the app, or if it's already installed, uninstall it.

The Service is operated by Nimble VC LLC, referred to here as "Nimble", "we", "us", or "our". You are referred to as "Merchant" or "you".

2. What Nimble is

Nimble is an AI operator for Shopify brands. Where a conventional app gives you a tool to use, Nimble supplies a team of AI agents that run the work themselves — across the commercial operations of your store, not marketing alone.

Depending on the plan you are on and the categories you enable, Nimble may:

• Build and maintain a brand profile from your store, and keep it current as your catalogue changes
• Plan, produce, and publish marketing content — SEO and AEO articles, organic social, email, SMS, and paid social creative
• Operate paid media on connected ad accounts, including creating and adjusting campaigns
• Run lifecycle and retention programs — email and SMS flows, loyalty, and subscriptions
• Handle inbound customer support conversations and order-related enquiries
• Support commerce operations — fulfillment orchestration and discounts
• Produce financial and performance analysis, including revenue reporting and accounting sync
• Surface all of the above for your review inside an embedded Shopify admin dashboard

Not every capability is available on every plan, and some are enabled per brand. Your plan or written quote governs what is actually turned on for you.

Nimble acts on your store. Unlike a passive tool, Nimble takes actions with commercial effect — publishing content, sending messages to your customers, spending your ad budget, issuing discounts, and responding to your customers. You configure the boundaries and retain the ability to review, pause, or reverse what Nimble does. You remain responsible for your store and for what is published or sent under your brand.

The Service evolves continuously. We add, change, and remove features, and we may increase or decrease limits, as the product develops.

3. Your account and installation

3.1 Eligibility

You must:

• Have an active Shopify store
• Be at least 18 years old
• Have authority to bind your business to these Terms

3.2 Your responsibility

You are responsible for:

• Keeping your Shopify account secure
• Reviewing content generated by Nimble before or after it publishes
• Complying with Shopify's own Terms of Service, Acceptable Use Policy, and merchant policies
• Compliance with all laws that apply to your business (FTC endorsement rules, FDA claims for supplements, tax laws, export controls, etc.)

Nimble does not pre-clear content for legal compliance. If you're in a regulated industry (supplements, CBD, financial services, medical devices, etc.), you are solely responsible for ensuring that generated content complies with applicable rules.

4. Acceptable use

You agree not to use Nimble to:

• Publish content promoting illegal products or services
• Publish content that infringes another party's intellectual property (copyright, trademark, patent)
• Publish misleading claims about product efficacy, origin, or safety
• Publish content that is defamatory, harassing, obscene, or violates others' privacy
• Generate content at a volume that constitutes abuse of Shopify's or our infrastructure
• Reverse-engineer, scrape, or resell the Service
• Share your OAuth credentials with third parties
• Circumvent rate limits, quality checks, or authorization controls

We may suspend or terminate your access for violations.

5. Content ownership

5.1 Your content

You own your brand inputs (competitors, audiences, claims, rules) and all content we generate on your behalf that you approve or publish. Nimble does not claim ownership of your brand or generated content.

5.2 License to us

You grant Nimble a limited, worldwide, royalty-free license to:

• Process your brand inputs and store content to operate the Service
• Send your inputs to our AI model provider (Anthropic) for content generation
• Store, display, and deliver generated content through the Nimble dashboard

This license ends when you uninstall the app or delete your account (except where backups are retained per the Privacy Policy retention schedule).

5.3 Our content and platform

Nimble's codebase, UI, trained prompts, brand-inference logic, and platform infrastructure are our intellectual property. You are not granted any rights to our platform beyond using the Service.

5.4 Aggregate usage data

We may collect and use de-identified, aggregated usage statistics (e.g., "average content pieces per merchant per week") to improve the Service and report platform-level metrics. This data cannot be linked back to you.

6. AI-generated content disclaimer

Content generated by Nimble is produced by AI models. It reflects the inputs you provide and the behavior of the underlying models. By using the Service:

• You acknowledge that AI-generated content may contain errors, inaccuracies, or phrasing you would not personally endorse
• You are responsible for reviewing every piece before it is published to your storefront
• Nimble's pre-publish quality checks are signals, not guarantees
• We make no representations about SEO performance, conversion rates, revenue impact, or search ranking
• AI model providers may update their models without notice, which may affect output quality

Reasoning is logged on every piece so you can review what ran and why.

7. Fees and billing

7.1 Published pricing

Our current plans and prices are listed on our Pricing page and, for scoped engagements, on our Custom Plans page. Published pricing is subject to change at any time, without notice, at our sole discretion. Nimble's packaging is under active development: plans, categories, inclusions, limits, and prices may be added, changed, restructured, or withdrawn at any time. Nothing on those pages is an offer or a price guarantee for any future period.

7.2 What a change to published pricing means for a plan you already hold

• Standard plans (billed through Shopify). A change to published pricing does not change the price of a subscription you already hold. Shopify's billing system requires you to approve a new recurring charge before any different amount can be billed to you. If we change the price of a plan you are on, you will be asked to approve the new charge, and you may decline and cancel instead.
• Custom and managed plans (billed directly by Nimble). Your price and scope are those set out in the written quote you accepted. We may change pricing for a subsequent term on the notice period stated in that quote, or 30 days if the quote is silent.

7.3 Trials, free plans, and beta features

We may suspend, change, or discontinue any free plan, trial, beta, or preview feature at any time, with or without notice.

7.4 Billing mechanics

• Standard-plan charges flow through the Shopify Billing API; for those plans you are billed by Shopify, not by us directly
• Standard-plan prices are quoted and billed in USD
• Renewals and refunds follow Shopify's standard app-billing policies

7.5 Taxes

You are responsible for any applicable taxes on the subscription fee. Shopify may collect some taxes on our behalf depending on your jurisdiction.

7.6 Cancellation

You may cancel at any time by uninstalling the app from your Shopify admin. Uninstalling stops future charges immediately; no pro-rata refund is provided for the current billing period unless required by Shopify's policies. Custom and managed plans are cancelled on the terms of the written quote.

8. Custom plans and managed services

Scoped per brand. Beyond our standard plans, Nimble offers custom plans and managed services — engagements in which Nimble operates one or more categories of your commercial stack on your behalf. These are scoped, priced, and agreed individually with each brand. Scope, deliverables, service levels, pricing, term, and cancellation are set out in a written quote or statement of work provided to you before any charge, and are specific to your brand. No two engagements are necessarily alike, and the terms of one brand's engagement create no entitlement for any other.

Confidential. The existence, scope, and pricing of a custom or managed engagement are the Confidential Information of both parties under the Confidentiality section. We do not publish, quote, or disclose the commercial terms agreed with any brand, and we ask the same of you.

How an engagement starts. Unless we agree otherwise in writing, a managed engagement runs under these Terms, the Privacy Policy, and the Data Protection Agreement (the "DPA") — the same agreements that govern your app installation. A separate master services agreement or non-disclosure agreement is not required to begin. Installing the Nimble app and accepting the written quote is sufficient. We may require a separate signed agreement for engagements of particular scope or risk, and we will tell you before work starts if that applies to you.

Order of precedence. If a written quote conflicts with these Terms on commercial matters — scope, price, term, service levels, cancellation — the quote controls for that engagement. On all other matters, including liability, indemnification, confidentiality, and governing law, these Terms control. On the processing of personal data, the DPA controls.

9. Confidentiality

Mutual obligation. Each party may receive information from the other that is marked confidential or that a reasonable person would understand to be confidential given its nature and the circumstances of disclosure ("Confidential Information"). Each party will use the other's Confidential Information only to perform under these Terms, will protect it with at least the care it uses for its own confidential information (and no less than reasonable care), and will not disclose it to third parties except to its personnel, contractors, and service providers who need it and are bound by confidentiality obligations no less protective.

Your Confidential Information includes your brand strategy, unpublished campaigns and creative, product roadmap, supplier and cost information, customer and subscriber data, revenue and performance figures, and the scope and pricing of any custom or managed plan.

Our Confidential Information includes our prompts, agent architecture, brand-inference and quality-control logic, model routing, non-public product plans, and the scope and pricing of any custom or managed plan.

Exclusions. These obligations do not apply to information that is or becomes public through no fault of the receiving party, was already known to the receiving party without a duty of confidence, is independently developed without use of the disclosing party's information, or is rightfully received from a third party without restriction.

Compelled disclosure. Either party may disclose Confidential Information where required by law or legal process, giving the other party reasonable advance notice where legally permitted.

Duration. These obligations continue for three (3) years after termination, and for as long as the information remains a trade secret for information qualifying as such.

This section is intended to operate in place of a separate non-disclosure agreement. Installing the app and accepting these Terms creates confidentiality obligations binding on both parties. We do not require a separate NDA to begin work, and neither do you.

10. Third-party services

Nimble depends on third-party services that have their own terms:

If any third-party service becomes unavailable, the Service may be degraded or temporarily unavailable. We have no control over outages at these providers.

11. Service availability

We aim for high availability but do not guarantee uptime. The Service may be:

• Temporarily unavailable for maintenance (we'll minimize and announce when possible)
• Affected by outages at Shopify, Anthropic, Supabase, or Google Cloud
• Degraded by extreme load, abuse, or security incidents

We are not liable for losses caused by downtime beyond what is explicitly stated in Section 13 (Limitation of liability).

12. Disclaimers

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. TO THE MAXIMUM EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, INCLUDING:

• Merchantability
• Fitness for a particular purpose
• Non-infringement
• Accuracy or completeness of AI-generated content
• Uninterrupted or error-free operation
• Security of any information transmitted through the Service beyond the measures described in the Privacy Policy

No oral or written advice from us creates a warranty not expressly stated here.

13. Limitation of liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• Nimble's total liability for any claim arising out of or related to these Terms or the Service is limited to the greater of (a) the amount you paid to us (via Shopify) in the 12 months preceding the claim, or (b) $100 USD.
• We are not liable for indirect, incidental, consequential, special, exemplary, or punitive damages, including lost profits, lost revenue, lost data, or business interruption, even if we have been advised of the possibility of such damages.
• This limitation applies regardless of the legal theory (contract, tort, statute, or otherwise).

Some jurisdictions do not allow the exclusion or limitation of certain damages. In those jurisdictions, our liability is limited to the maximum extent permitted by law.

14. Indemnification

You agree to indemnify and hold Nimble harmless from any claim, loss, liability, or expense (including reasonable attorney fees) arising out of:

• Your use of the Service
• Content you publish using the Service
• Your violation of these Terms
• Your violation of any law or third-party right

We reserve the right to assume the exclusive defense of any matter subject to indemnification, at your expense.

15. Termination

15.1 By you

Uninstall the app at any time. Your OAuth access is immediately revoked; your data is handled per the Privacy Policy.

15.2 By us

We may suspend or terminate your access immediately if:

• You violate these Terms (especially Section 4 Acceptable Use)
• We are required to by law
• We cease offering the Service
• You fail to pay fees

On termination, the license in Section 5.2 ends. Sections that by their nature should survive — including Section 5 (Content ownership), Section 9 (Confidentiality), Section 12 (Disclaimers), Section 13 (Limitation of liability), Section 14 (Indemnification), and Section 17 (Governing law and disputes) — survive termination.

16. Changes to these Terms

We may update these Terms. When we do:

• We will update the "Last updated" date at the top
• For material changes, we will notify active merchants by email at least 30 days before the change takes effect
• Continued use after the effective date constitutes acceptance

If you don't agree to a change, you may terminate by uninstalling.

17. Governing law and disputes

These Terms are governed by the laws of the State of California, without regard to conflict-of-laws principles.

Any dispute arising out of or relating to these Terms or the Service will be resolved as follows:

1. Informal resolution: the parties will first try in good faith to resolve the dispute by email for 30 days.
2. Binding arbitration (if informal resolution fails): the dispute will be resolved by binding arbitration administered by the American Arbitration Association (AAA) under its Commercial Arbitration Rules. The arbitration will be held in San Francisco, California, in English. Judgment may be entered in any court of competent jurisdiction.
3. Class-action waiver: disputes will be resolved on an individual basis. You waive the right to participate in class or collective actions.
4. Exceptions: either party may seek injunctive relief in court for intellectual property infringement or unauthorized use without going to arbitration first.

18. Miscellaneous

• Entire agreement: these Terms, our Privacy Policy, our Data Protection Agreement — which is incorporated into these Terms by this reference — and any written quote you have accepted are the entire agreement between you and Nimble, and supersede any prior discussions.
• Severability: if any provision is found unenforceable, the rest remains in effect.
• No waiver: our failure to enforce a provision is not a waiver.
• Assignment: you may not assign these Terms without our written consent. We may assign them in connection with a merger, acquisition, or sale of assets.
• Notices: notices to us: help@nimblevc.com. Notices to you: the email on file in your Shopify account.
• Force majeure: neither party is liable for delays or failures caused by events beyond reasonable control (natural disasters, wars, pandemics, widespread internet outages, government actions).

19. Contact

Questions about these Terms:

• Email: help@nimblevc.com
• Subject line: "Terms of Use question"
• Response time: within 5 business days

These Terms are written in plain English where possible. Some sections (12, 13, 14, 17) use legal language because that's what the law demands. If anything is unclear, email us and we'll explain.