Nodety Enterprise Addendum
This document is incorporated into and subject to the Nodety Terms of Service at nodety.com/terms. Capitalised terms not defined here have the meaning given in the Terms of Service.
This Addendum applies to Users on Enterprise Plans ("Enterprise Users"). Where this Addendum conflicts with other provisions of the Terms of Service, this Addendum prevails for Enterprise Users.
1. Enterprise Subscription
1.1 Seat Model. An Enterprise Subscription covers a defined number of seats purchased under a single agreement. Each seat entitles one individual to access the Services. The Enterprise User is responsible for managing seat assignments and ensuring compliance with these Terms.
1.2 Account-Wide Configuration. All seats under an Enterprise Subscription share the same configuration. Add-on services apply to the entire account; partial deployments are not available. If the Enterprise User requires a different configuration for a separate group of individuals, a separate account and Subscription are required.
1.3 Fees. Enterprise Subscription fees, seat counts, and add-on pricing are specified in the applicable quotation. The Enterprise User funds Balance in accordance with the quotation; rates for usage-based services may be negotiated as part of the quotation.
1.4 Authorised Resellers. Nodety may, by issuing a quotation to a third party ("Reseller"), authorise the Reseller to purchase the Enterprise Subscriptions and Services specified in that quotation on behalf of an organisation that will use the Services ("End Client").
- (a) End Client Obligations. The Reseller is responsible for ensuring that the End Client accepts Nodety's Terms of Service and, where the Quotation specifies a Deployment Model that includes Nodety software on the End Client's infrastructure, executes the applicable Nodety Software Security Protocol at nodety.com/legal/security-protocol directly with Nodety.
- (b) Conditions Precedent. Acceptance of the Terms and execution of the Security Protocol (where applicable) are conditions precedent to Nodety's obligation to deliver the Services or software components. Nodety may withhold delivery until both are satisfied.
- (c) Failure to Satisfy. If the End Client fails to satisfy either condition, Nodety may suspend or terminate the affected Subscriptions without refund and without liability to the Reseller or the End Client.
- (d) Indemnification. The Reseller indemnifies Nodety against all losses, claims, and costs arising from the End Client's failure to accept the Terms or execute the Security Protocol, from the End Client's use of the Services, or from any claim by the End Client against Nodety.
- (e) No Authority. The Reseller has no authority to bind Nodety or make representations on Nodety's behalf.
- (f) Software Delivery. The Reseller shall not receive, handle, or distribute Nodety software components; delivery is directly between Nodety and the End Client.
2. Dedicated Session Workers
2.1 Description. Subject to additional fees as specified in the applicable quotation, the Enterprise User may license dedicated session workers. Dedicated session workers are virtual machines on Nodety's cloud infrastructure dedicated to the Enterprise User and not shared with other clients.
2.2 Configuration and Region. Each dedicated session worker can handle one or more concurrent sessions as specified in the applicable quotation. Dedicated session workers are hosted in the region specified in the quotation.
2.3 Session Data. During a session, Project data may be held in memory or written to disk on the session worker. All Project data on the session worker is encrypted at rest using industry-standard encryption. Upon session termination: (a) for single-session configurations, the session worker is wound down, ensuring a clean state for each new session; (b) for multi-session configurations, Nodety applies reasonable measures to purge Project data promptly.
3. Deployment Configuration
3.1 Deployment Model. The Services are delivered under the Deployment Model specified in the applicable Quotation. The default Deployment Model is Nodety Cloud, under which all components — including application, engine, storage, and processing — are operated on Nodety's infrastructure. Alternative Deployment Models may include configurations where the Enterprise User provides and operates certain infrastructure components ("Client Infrastructure"). The scope of Client Infrastructure is specified in the Quotation. Deployment Models apply account-wide; all seats operate under the same configuration.
3.2 Prerequisite. An active Enterprise Subscription is a prerequisite for any non-default Deployment Model. If the Enterprise Subscription is terminated or falls below the required seat minimum, the Deployment Model reverts to the default or terminates, as specified in the Quotation. Non-default Deployment Models are priced separately as specified in the Quotation.
3.3 Feature Availability. Not all features of the Application are available under every Deployment Model. Certain features require connectivity to third-party services or infrastructure that may not be available or permitted in the Enterprise User's environment. The features available under each Deployment Model are specified in the Quotation. Nodety is not obligated to make any specific feature available under a non-default Deployment Model, and the absence of a feature does not constitute a deficiency in the Services or a basis for any claim or remedy. Nodety may update the features available under each Deployment Model from time to time; material reductions during a committed Subscription term require thirty (30) days' notice.
3.4 Responsibilities. Each party is responsible for the infrastructure and components it operates:
- (a) The Enterprise User is responsible for all Client Infrastructure, including security, backup, disaster recovery, physical security, patching, and compliance with applicable laws.
- (b) Nodety is responsible for all Nodety-managed components, including security updates, operational monitoring, and session data handling.
- (c) The specific assignment of responsibilities is set out in the Quotation.
3.5 Data Handling.
- (a) At Rest. Data at rest is stored on the infrastructure specified in the Quotation. Where data at rest resides on Client Infrastructure, Nodety does not store that data at rest.
- (b) In Transit. Where the Deployment Model involves components on both Client Infrastructure and Nodety-managed infrastructure, data transits between them as necessary to provide the Services. All such transit is encrypted using industry-standard protocols.
- (c) Ephemeral. During a session, Project data may be held in memory or written to disk on session workers. All such data is encrypted at rest. Nodety purges Project data from session workers promptly upon session termination. For dedicated session workers, the Session Data provisions apply.
- (d) Retention. Nodety retains only operational data reasonably required to provide the Services. Operational data does not contain Project content.
3.6 Encryption. All data transmitted between Client Infrastructure and Nodety-managed infrastructure is encrypted in transit. The Enterprise User is responsible for encryption of data at rest on Client Infrastructure.
3.7 Connectivity. Where the Deployment Model involves both Client Infrastructure and Nodety-managed infrastructure, the Enterprise User must maintain connectivity between them as specified in the Quotation.
3.8 Software on Client Infrastructure. Where the Deployment Model includes Nodety software components delivered to or installed on Client Infrastructure, the Enterprise User shall comply with the applicable Nodety Software Security Protocol at nodety.com/legal/security-protocol. The Software Security Protocol is a prerequisite for any such Deployment Model. All intellectual property provisions — including the prohibitions on reverse engineering, decompilation, and source code access — apply in full regardless of where the software executes.
3.9 Deployment Choice. By using the Services under the default Deployment Model without purchasing an alternative, the Enterprise User acknowledges that alternative Deployment Models were available and that the Enterprise User has elected the default.
4. Liability
4.1 Client Infrastructure. Where the Deployment Model includes Client Infrastructure, Nodety shall have no liability for: (a) data loss, breach, or corruption on the Client Infrastructure; (b) security incidents affecting the Client Infrastructure; (c) failure of the Enterprise User's infrastructure or network; or (d) failure to maintain supported versions. This does not exclude liability for defects in the Application itself or for Nodety's gross negligence or wilful misconduct.
4.2 Indemnification. The Enterprise User additionally indemnifies Nodety against claims arising from operation of the Client Infrastructure, data breaches on the Client Infrastructure, failure to maintain supported versions, or regulatory actions arising from the Enterprise User's infrastructure.
5. Audit
5.1 Nodety may verify compliance (including the number of authorised users) upon thirty (30) days' notice, no more than once per year unless a prior audit revealed non-compliance. Under-licensing requires retroactive payment at list price plus fifteen percent (15%).
6. Service Levels and Support
6.1 Service Levels. Service level targets, availability commitments, scheduled maintenance windows, and credit mechanisms (if any) for the Enterprise Subscription are specified in the applicable quotation. In the absence of specific service level terms in the quotation, Nodety shall use commercially reasonable efforts to maintain availability of the Services but makes no specific availability commitment.
6.2 Support. Enterprise Support terms, including response times, support channels, and escalation procedures, are specified in the applicable quotation. In the absence of specific support terms in the quotation, the support provisions of the Terms of Service apply.
6.3 Usage Thresholds. Usage thresholds and capacity allocations for Enterprise Plans, including any limits that replace the fair use provisions of the Terms of Service, are specified in the applicable quotation.
6.4 Remote Delivery. All services under this Addendum, including setup, support, migration, and configuration, are delivered remotely. Nodety does not provide on-site services. If on-site presence is requested and agreed in writing, it is billed separately at Nodety's then-current rates plus travel and accommodation costs.
7. Term and Termination
7.1 Committed Term. During the committed Subscription term specified in the applicable quotation, Nodety may not terminate the Enterprise Subscription for convenience. The termination for convenience provisions of the Terms of Service do not apply to Enterprise Subscriptions during a committed term. For the avoidance of doubt, Nodety retains the right to terminate or suspend for Material Breach, non-payment, or as required by law.
7.2 Renewal. Enterprise add-on services renew automatically for successive terms of the same duration unless either party provides written notice of non-renewal at least thirty (30) days before the end of the current term.
7.3 Termination. Enterprise add-on services terminate: (a) automatically, if the Enterprise Subscription is terminated or falls below the required seat minimum; (b) upon expiry if not renewed; (c) immediately, upon Material Breach; (d) by either party, in accordance with the Term and Termination provisions; or (e) by the Enterprise User at any time upon thirty (30) days' written notice.
7.4 Effects of Deployment Model Termination. Upon termination of a non-default Deployment Model: (a) Nodety disconnects from Client Infrastructure; (b) Nodety ceases allocating session workers and decommissions any dedicated resources within thirty (30) days; (c) all data on Client Infrastructure remains with the Enterprise User; (d) where Nodety software was delivered to Client Infrastructure, the Enterprise User shall comply with the return and destruction provisions of the applicable Software Security Protocol; and (e) the Enterprise Subscription is not affected unless independently terminated. The Enterprise User may request migration under the Migration provisions.
7.5 Migration. Enterprise Users may request migration between Deployment Models by written notice to info@nodety.com. Migration services are billed separately at Nodety's then-current rates unless included in the Quotation.
8. Modifications
8.1 Term Stability. During the committed Subscription term, material modifications to the Terms of Service (including changes to pricing, licence scope, data usage, or liability) do not apply to the Enterprise User unless the Enterprise User accepts them in writing. Nodety will notify the Enterprise User of any such modifications in accordance with the Modifications provisions. If the Enterprise User does not accept a material modification, the terms in effect at the start of the committed term continue to apply for the remainder of that term. Upon renewal, the then-current Terms of Service apply unless otherwise agreed.
Last updated: 12 October 2026