Terms of Service
Nella Finance AI Ltd · Version 2.0 · Effective September 2026
1. These terms
These Terms of Service (the "Terms") are the agreement between Nella Finance AI Ltd ("Nella", "we", "us"), a company registered in England and Wales (company number 17336736), registered office 128 City Road, London, England, EC1V 2NX, and the business that creates a Nella account ("you", "Customer").
By creating an account or using Nella, you accept these Terms.
The following form part of this agreement:
- our Data Processing Addendum, which applies automatically where we process Customer Personal Data on your behalf; and
- the plan description and pricing displayed when you subscribe.
Our Privacy Policy explains how we process personal data where Nella acts as controller.
Where the DPA conflicts with these Terms on the processing of personal data, the DPA governs. Otherwise these Terms govern.
2. Business use only
Nella is offered exclusively for business use. You confirm that you are acquiring and using Nella wholly or mainly for purposes relating to your existing business, trade, craft or profession, and not mainly for personal purposes. You must be at least 18 and authorised to bind the relevant business. If mandatory consumer rights nevertheless apply, nothing in these Terms excludes or restricts those rights.
3. What Nella is, and what it is not
3.1 What Nella does. Nella connects to accounting software you already use, reads your data, and answers questions, calculates figures and indicators, and produces reports and packs from it.
3.2 Information, not advice. Nella provides financial information and explanation. Nella does not provide accounting, tax, investment or legal advice, does not act as your accountant, tax agent or adviser, and does not file anything with any tax authority or registry on your behalf. Nella is not an accountancy practice and is not supervised for anti-money laundering purposes.
3.3 Your decisions remain yours. You are responsible for your own accounting records, filings and decisions. Nothing Nella produces is a substitute for professional advice, and you should take advice before acting on it.
3.4 AI-generated content. Figures and indicators are calculated by deterministic software. AI models are used to interpret your questions and write the explanations around those figures. AI output can be incorrect or incomplete. You should check anything material against your own records before relying on it.
3.5 Optional UK accounting services. If you are in the United Kingdom, you may separately choose to engage AccTek Ltd, an independent UK accountancy practice, for regulated accounting and advisory services. AccTek is a separate company, contracting with you directly under its own engagement terms and its own privacy notice. We are not party to that engagement, and these Terms do not cover it. AccTek is not our agent and we are not responsible for the services it provides.
4. Your account
4.1 Registration. You must provide accurate registration information and keep it up to date.
4.2 Security. You are responsible for your account credentials, for the security of any email account used to access Nella, and for all activity under your account. Tell us promptly at security@nellafinance.co.uk if you believe your account has been compromised.
4.3 Users. You may allow your own personnel to use your account. You remain responsible for their use and for their compliance with these Terms.
5. Connecting your accounting software
5.1 Read-only. Nella accesses your accounting software in read-only mode using the permissions you approve at connection. Nella does not write to, alter or delete records in your books.
5.2 Your authority. You confirm that you are authorised to connect and instruct us to process the relevant data, that you have an appropriate lawful basis, and that you have provided any privacy information required to individuals whose personal data is included.
5.3 Disconnection. You may disconnect at any time, which prevents Nella from making further requests to that provider once the revocation has taken effect.
5.4 Third-party platforms are not ours. Xero, QuickBooks Online, Sage and FreeAgent are independent services under your own agreement with them. We do not control them, and we are not responsible for their availability, accuracy, changes to their APIs, or the suspension or termination of your account with them. Depth of functionality differs between platforms and may change.
5.5 Accuracy. Nella reads what is in your accounting records. It does not verify or correct them. If your books are incomplete, unreconciled or wrong, Nella's output will reflect that.
6. Connecting AI assistants and messaging channels
6.1 Your choice. You may connect Nella to third-party assistants and messaging platforms, including ChatGPT, Claude and WhatsApp. You initiate and authorise each connection and can revoke it at any time.
6.2 Their terms apply there. When you use Nella through such a platform, the results Nella returns are sent to that platform so it can display them, and become part of your conversation there. That platform's handling of your account, prompts, conversation history and displayed results is governed by its own terms with you, not by these Terms. We do not control it and are not responsible for it.
6.3 Availability. These channels depend on third-party platforms and may change or become unavailable without notice.
7. Acceptable use
You must not:
(a) use Nella unlawfully, or to breach anyone's rights; (b) connect data you are not authorised to connect; (c) attempt to gain unauthorised access to Nella, or probe, scan or test its security without our written permission (responsible disclosure to security@nellafinance.co.uk is welcome and is not a breach of this clause); (d) reverse engineer, decompile or attempt to extract source code, except as permitted by law; (e) resell, sublicense or provide Nella as a service to third parties without our written agreement; (f) use automated means to access Nella other than through interfaces we provide, or place unreasonable load on the service; (g) use Nella to develop a competing product, or to train any machine learning model; (h) use Nella in or from a sanctioned jurisdiction, or in breach of applicable export-control, sanctions or trade-restriction laws; or (i) misrepresent Nella's output as professional advice, or as a regulated service.
8. Plans, fees and payment
8.1 Plans. Current plans and prices are on our Pricing page. Prices exclude VAT and other applicable taxes unless stated.
8.2 Trial. The trial lasts 60 days from delivery of your first pack, unless the trial offer displayed when you register states otherwise. We may change or withdraw trial terms for future customers at any time.
8.3 Free tier. Where a free tier is offered, we may change or withdraw it on reasonable notice, and we may limit usage on it.
8.4 Paid subscriptions. Paid plans are billed in advance, monthly or annually as selected at checkout, and renew automatically for the same period unless cancelled before renewal. Payment is taken by our payments provider.
8.5 Cancellation and refunds. You may cancel at any time, effective at the end of the current billing period. Except where required by law or expressly provided in these Terms or the DPA, fees already paid are non-refundable. Where these Terms or the DPA give you a right to terminate and receive a refund, we will refund prepaid fees for the unused portion of the affected subscription term.
8.6 Price changes. We may change prices on at least 30 days' notice, taking effect at your next renewal. If you do not accept a change, you may cancel before it takes effect.
8.7 Late payment. If a payment fails we may suspend access after notifying you and giving you a reasonable opportunity to fix it.
9. Availability and support
9.1 No uptime commitment. We aim to keep Nella available and to give notice of planned maintenance where we reasonably can, but we do not commit to any particular level of availability or response time unless we have separately agreed one in writing.
9.2 Changes to the service. We may change, add to or remove features. Where a change materially reduces core functionality of a paid plan, we will give reasonable notice and you may cancel without penalty. If the change materially reduces the core functionality of your paid plan, you may terminate the affected subscription and receive a pro-rata refund of prepaid fees for the unused term.
9.3 Support. Support is provided by email at hello@nellafinance.co.uk during UK business hours.
10. Your data and our data
10.1 Your data stays yours. You retain all rights in the data you connect, upload or submit. As between you and Nella, you may use, reproduce, share and adapt reports and outputs generated specifically for you. Nella retains all rights in the service and in the underlying software, prompts, methodologies, calculations, scoring systems, templates and general know-how used to generate those outputs.
10.2 Personal data. Our processing of personal data is governed by the DPA and the Privacy Policy.
10.3 No AI training on your data. We do not use Customer Personal Data to train or fine-tune general-purpose machine-learning models. AI subprocessors engaged directly by Nella are contractually prohibited from using Customer Personal Data sent by Nella to train their general-purpose models. Where you use ChatGPT, Claude or another third-party channel, that platform's use of conversation data is governed by its own terms, privacy policy and account settings.
10.4 Aggregated data. We may use statistical or aggregated data derived from operating the service, provided it does not identify you, any individual or any business, and cannot reasonably be used to re-identify them.
10.5 Our intellectual property. Nella, its software, models, prompts, methodologies, scores, templates and branding remain ours. These Terms grant you a limited, non-exclusive, non-transferable right to use the service during your subscription, and nothing more.
10.6 Feedback. If you give us feedback or suggestions, we may use them without obligation to you.
11. Confidentiality
Each party will protect the other's Confidential Information using at least reasonable care, use it only to perform or exercise rights under these Terms, and disclose it only to personnel and service providers who need to know it and are subject to confidentiality obligations. These restrictions do not apply to information that is public through no breach, was already lawfully known, is independently developed or is lawfully received from another source. Where legally permitted, a party required to disclose Confidential Information by law will give the other reasonable prior notice and disclose only what is legally required.
12. Suspension and termination
12.1 Your termination. You may stop using Nella and close your account at any time.
12.2 Our termination. We may suspend or terminate your account on reasonable notice if you materially breach these Terms and do not fix it within 14 days of being asked, or immediately where the breach cannot be fixed, where required by law, or where continued use presents a security risk to Nella or others.
12.3 Withdrawal of the service. We may discontinue Nella on at least 60 days' notice, refunding prepaid fees for the unused term.
12.4 What happens on termination. Access ends. You should export required data before closing your account. If self-service export is unavailable after termination, you may request a return of Customer Personal Data within 30 days. We will delete data in accordance with clause 9 of the DPA and the Privacy Policy, which allows up to 90 days for deletion.
12.5 Survival. Clauses that by their nature should survive termination do so, including clauses 7, 10, 11, 13, 14 and 15.
13. Liability
13.1 What we do not exclude. Nothing in these Terms limits liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot lawfully be limited.
13.2 What we exclude. Subject to clause 13.1, we are not liable for loss of profit, revenue, business, anticipated savings, goodwill or data; for indirect or consequential loss; or for penalties, interest or additional tax arising from your own filings or decisions.
13.3 Reliance. Subject to clause 13.1, we are not liable for decisions you make in reliance on Nella's output. Nella provides information, not advice, and you are responsible for verifying anything material.
13.4 General cap. Subject to clause 13.1, our total aggregate liability arising in any 12-month period will not exceed the greater of: (a) the fees paid or payable by you for the service during that period; and (b) £1,000.
13.5 Enhanced cap. Our total aggregate liability for breach of confidentiality or our obligations under the DPA will not exceed the greater of: (a) twice the fees paid or payable during the relevant 12-month period; and (b) £5,000. The caps apply in aggregate across these Terms and the DPA and do not apply separately to each document or claim.
13.6 "As is". Except as expressly stated, the service is provided as is, and we exclude all implied warranties to the extent permitted by law.
13.7 Third parties. We are not liable for the acts, omissions, availability or accuracy of your accounting software providers, the AI assistant or messaging platforms you connect, or AccTek Ltd.
14. Indemnity
You will indemnify us against reasonable losses, liabilities and costs arising from a third-party claim caused by: (a) your knowing or material breach of clause 5.2; (b) your unlawful use of Nella; or (c) data you provide where you did not have the required authority or lawful basis.
We must notify you promptly, allow you reasonable control of the defence and settlement, and provide reasonable cooperation. You will not be responsible to the extent the claim was caused by our breach, negligence or wilful misconduct.
15. General
15.1 Changes to these Terms. We may update these Terms. Material changes will be notified by email or in the product at least 30 days before they take effect. Continued use after that constitutes acceptance. If a material change substantially disadvantages you, you may terminate before it takes effect and receive a pro-rata refund of prepaid fees for the unused term.
15.2 Assignment. You may not assign these Terms without our written consent. We may assign them to a successor in connection with a merger, acquisition or sale of assets.
15.3 Entire agreement. These Terms, with the documents listed in clause 1, are the entire agreement between us on this subject, and replace any earlier version.
15.4 No waiver. A failure to enforce a right is not a waiver of it.
15.5 Severability. If a provision is unenforceable, the rest continues in force.
15.6 Force majeure. Neither party is liable for failure to perform caused by events beyond its reasonable control.
15.7 Third-party rights. Nobody other than the parties has a right to enforce these Terms.
15.8 Notices. We will give notice by email to your registered address or in the product. You should give notice to hello@nellafinance.co.uk.
15.9 Governing law and jurisdiction. These Terms and any dispute arising from them are governed by the law of England and Wales, and the courts of England and Wales have exclusive jurisdiction.
16. Contact
Nella Finance AI Ltd, 128 City Road, London, England, EC1V 2NX, United Kingdom.
Company number 17336736 · ICO registration ZC224350
General: hello@nellafinance.co.uk · Privacy: privacy@nellafinance.co.uk · Security: security@nellafinance.co.uk