Terms of Service

These terms are the agreement between you and Nifdi Systems Limited (“nifdi”, “we”, “us”) for the nifdi website, the nifdi diagram editor, the nifdi cloud services and the nifdi integrations (together, the “Service”). You accept these terms by confirming that you do so when you create an account or start a paid plan. If you use the website without an account, these terms apply to that use too. If you accept them on behalf of an organisation, “you” means that organisation, and you confirm you have authority to bind it.

Nifdi Systems Limited is a company registered in England and Wales. Company number 14782393. Registered office: Jubilee House, East Beach, Lytham St. Annes, England, FY8 5FT. Contact us at support@nifdi.app.

Consumers and business users. In these terms, you are a “consumer” if you are an individual using the Service wholly or mainly for purposes outside your trade, business, craft or profession. Anyone else uses the Service “for business purposes”. This includes anyone who accepts these terms on behalf of an organisation and anyone using an account provided by an organisation. If you use the Service partly for personal and partly for business purposes, you are a consumer only if your use is mainly personal.

1. What the Service provides

nifdi is software for creating and editing diagrams. We provide this software as the Service.

We do not provide consultancy, design services or professional advice, and nothing the Service produces is advice. Any information obtained from the Service may be incorrect, so check details before relying on them.

2. Plans

Free. The free plan offers a basic set of features. What it includes may change, and it carries no service level or availability commitment. We may withdraw the free plan by giving free account holders at least 30 days’ notice by email, and you will be able to export your diagrams before it ends. If you are a consumer, your statutory rights described in section 15 still apply.

Paid plans. Paid plans offer additional features. Each plan’s contents and price are set out on our pricing page, which forms part of these terms. The plan contents and price that apply to you are those shown when you subscribe, as changed later under these terms.

We may change what a plan includes for a valid reason, such as changes in technology, security needs, the law or the third-party services we depend on, and any change will be reasonable and proportionate to that reason. If a change materially reduces what you are paying for, we will give you at least 30 days’ notice, and you may cancel without penalty before it takes effect and receive a pro-rata refund for the unused part of your current billing period. If you use the Service for business purposes, that refund and the right to cancel are your sole remedies for such a change. If you are a consumer, this does not affect your statutory rights.

3. Your account

You need an account to use the editor and the cloud service. Give us accurate details, keep your credentials private, and tell us promptly if you suspect someone else has accessed your account. You are responsible for all activity under your account, unless it results from our failure to use reasonable care and skill, including in securing the Service. The Service is designed and marketed as a professional tool and is not directed at children. You must be at least 18 to create an account.

4. Acceptable use

You agree not to use the Service to:

• break the law or help anyone else break it, or infringe anyone’s rights, including intellectual property rights;
• deceive people, including phishing, fraud, scams, or pretending to be someone you are not;
• publish anyone’s personal or confidential information without their permission, including passwords, access keys and leaked data;
• harass, threaten or abuse anyone;
• send spam, or use shared diagrams to host files for use elsewhere;
• store or distribute malware, or content that is unlawful, abusive or deliberately harmful;
• attack, probe, overload or interfere with the Service or anyone else’s use of it, or circumvent any limit, quota or access control;
• resell, sublicense or provide the Service to third parties as your own product;
• copy, decompile or reverse engineer the Service, except to the extent the law says you may;
• use scripts or agents to place a load on the Service far beyond what one person and their own agents would ordinarily generate; or
• return under another account after we have suspended yours.

This covers what a diagram is used for, not only what it contains.

If we reasonably believe this section is being breached, or that action is needed to protect the security or availability of the Service or comply with the law, we may take reasonable steps to deal with the problem: removing others’ access to a diagram, stopping you from sharing, removing content, or suspending your account. When sharing is restricted, we will not delete your diagram solely because of that restriction, and you will retain access to it unless access must also be restricted to address the problem. We may act without warning where waiting would cause harm, for example when content is used for phishing or exposes personal information; otherwise we will ask you to put it right first where reasonably practicable. Any restriction will be proportionate to the problem and will last only as long as reasonably necessary. This proportionate approach does not apply to content we determine to be illegal, which we swiftly remove from the Service.

How we handle illegal content

We do not currently use automated scanning or other proactive technology to identify illegal content. When a report or other information gives us reason to suspect that content may be illegal, a person reviews it. We handle the principal categories as follows:

• Terrorism content: we treat the report as urgent, restrict access while necessary to assess it, and swiftly remove content we determine to be illegal.
• Child sexual exploitation and abuse content: we treat the report as urgent, restrict access while necessary to assess it, swiftly remove content we determine to be illegal, and preserve or report it to the appropriate authority where the law requires.
• Other priority illegal content, including fraud, threats, harassment, hate offences, intimate image abuse, unlawful weapons or drugs content, and content encouraging suicide or serious self-harm, is assessed promptly and swiftly removed if we determine that it is illegal.

These rules apply whether content is shared widely or only with particular people.

Reports, complaints and reviews

Anyone, whether or not they have a nifdi account, can report content they believe is illegal or breaches this section by emailing abuse@nifdi.app. Include the diagram link or other identifier if you have it, what you believe is wrong, why, and any supporting information. We assess reports, may ask for more information, take appropriate action, and tell the reporter the outcome where we can.

We may restrict or remove content, restrict sharing, or suspend the account responsible. If we act against your content or account, we will tell you what we did and why promptly, and where practicable before or when we do it, unless the law, an investigation, or another person’s safety prevents us. You can ask us to review that decision by the same email address. Users and other people affected by content can also use that address to complain about illegal content, how we handled a report or review, or whether we have complied with our online-safety duties. We consider the information provided, take any appropriate corrective action, and communicate the outcome where we can.

Fair use for unlimited cloud diagrams

“Unlimited” means that we do not set a routine numerical limit on the number of cloud diagrams a paid user may create for ordinary use of nifdi as a diagramming service. It does not turn the Service into general-purpose file or image storage, a backup or archive service, or a content delivery service.

If your use is primarily for one of those other purposes, materially exceeds ordinary diagramming use, or risks the capacity, security or availability of the Service, we may apply reasonable limits to storage, file size, request rates or other capacity. Unless immediate action is needed to prevent harm, we will contact you first and give you a reasonable opportunity to reduce your usage or export your diagrams. Any restriction will be proportionate to the problem and will last only as long as necessary.

5. Your diagrams

You keep all rights in the diagrams, text, images and other material you put into the Service (“Your Content”). We claim no ownership of it.

You grant us a worldwide, non-exclusive, royalty-free licence to host, store, copy, transmit, render and display Your Content, and to make backups of it, strictly to the extent needed to operate and support the Service for you and the people you share with, to enforce these terms and to comply with the law. The licence ends when Your Content is deleted, except for (a) backup copies, which are deleted in the ordinary backup cycle, as our Privacy Policy describes, and (b) copies retained as required by law, to comply with a legal obligation or to establish, exercise or defend legal claims.

We do not use Your Content to train AI models. We read it only as our Privacy Policy describes: when you ask us to, to repair or restore it after a fault, to act on a report under section 4 or a security incident, or when the law requires it.

You confirm you have the rights you need in Your Content and that your use of it through the Service complies with these terms and applicable law. We do not monitor it, and we are not responsible for it. If you use the Service for business purposes, you will indemnify us against reasonable losses, damages, costs and expenses (including reasonable legal fees) arising from a third-party claim that Your Content infringes that party’s intellectual property rights or that your use of Your Content through the Service breaches applicable law, except to the extent the claim results from our breach of these terms. We will notify you promptly of the claim, allow you to control its defence and settlement, and provide reasonable assistance at your expense; you may not agree to a settlement that imposes an obligation on us without our consent, not to be unreasonably withheld.

Sharing. The owner of a cloud diagram decides who can view or edit it. Everyone you share with needs a nifdi account, verified with the email address you shared the diagram with, and everyone with access to a diagram can see the others’ email addresses. You can change or remove someone’s access at any time, with immediate effect. Edits made by people you share with become part of your diagram, and you remain its owner.

Personal data in your diagrams. If Your Content includes personal data that you or your organisation controls, you are responsible for having the right to put it there, and we process it on your behalf only to provide the Service. We separately act as controller for account, security, support and legal-compliance processing described in our Privacy Policy. If you use the Service for business purposes, our Data Processing Agreement forms part of these terms and applies to that processing automatically. If you use the Service for purely personal purposes, we handle personal data in your diagrams as controller, as our Privacy Policy explains.

Security. We use appropriate technical and organisational measures to protect the Service and Your Content against unauthorised access, loss and alteration, taking into account the nature of the Service and the risks involved. Where our Data Processing Agreement applies, it sets out these measures in more detail. We will tell you without undue delay if we become aware of a security incident that affects Your Content.

What not to store. Do not store passwords, keys or other secrets in diagrams, or data requiring special regulatory handling, such as health data and other special category personal data as defined by data protection law, personal data relating to criminal convictions and offences, payment card data or government-issued identification numbers. The Service is not designed for it.

6. Third-party intellectual property

The Service includes libraries of icons published by third parties for you to use in diagrams to the extent their owners permit. The Service records each icon’s owner and licence, and keeps that record with any diagram that uses it. Those icons remain their owners’ property and are subject to their owners’ terms. We grant you no rights in them beyond what their owners grant. We take reasonable care to record licence information accurately, but we do not guarantee its accuracy, and owners may change their terms. You are responsible for checking and complying with those terms when you publish or distribute a diagram that uses them. Product and company names shown in the Service are trademarks of their respective owners, and their appearance implies no endorsement or affiliation.

7. Our intellectual property

The Service, and everything in it other than Your Content and third-party material, belongs to us or our licensors. We grant you a limited, non-exclusive, non-transferable, non-sublicensable right to use the Service as these terms allow, for as long as your account is in good standing. We may revoke this right only as section 13 allows. Components of nifdi published under an open source licence are governed by that licence.

8. Feedback

By sending us ideas, suggestions or other feedback about the Service, you grant us a perpetual, irrevocable, worldwide, royalty-free licence to use, copy, modify, create derivative works from, and otherwise exploit that feedback for any purpose, without restriction, payment or obligation of confidentiality. Do not include anything confidential in feedback.

9. Agents and integrations

If you connect an AI agent or other third-party tool to your diagrams, you are responsible for choosing that tool and for what it does with your data, including anything it sends to an AI provider. We are not responsible for independent third-party services that you choose to connect, and you connect them at your own risk. This does not exclude our responsibility for loss caused by our breach of these terms, our negligence, a fault in how we have built or operate an integration that we supply, or our failure to comply with applicable law.

An agent you connect acts with your permissions, so anything it does is treated as done by you, unless it results from our failure to use reasonable care and skill, including in securing the Service. Connect only agents you trust, and keep any credentials used to connect them secure. You can disconnect an agent at any time from Connected agents in your account settings; it then loses access immediately, and any further request it makes is refused. If you think an agent has been misused or its credentials exposed, disconnect it and tell us. We may also disconnect an agent at any time if we reasonably suspect it has been compromised or is being misused.

10. Previews and experimental features

Features labelled beta, preview or experimental are provided as is, may change or be withdrawn without notice, and are excluded from any commitment in these terms. If you are a consumer, this does not affect your statutory rights described in section 15.

11. Payment

Our order process is conducted by our online reseller Paddle.com. Paddle.com is the Merchant of Record for all our orders. Paddle provides all customer service inquiries and handles returns. Paddle is the seller for the purchase and handles payment, all applicable taxes, receipts and invoices, subscription cancellation, withdrawals, refunds, chargebacks and other transaction-related questions. Nifdi Systems Limited supplies and licenses the Service and handles product, technical, account and data support. Your purchase is subject to Paddle’s buyer terms as well as these. Paddle’s buyer terms govern the purchase itself, including payment, tax, cancellation, withdrawal and refunds, and these terms govern your access to and use of the Service. If the two conflict on a purchase matter, Paddle’s buyer terms apply.

Subscriptions are billed in advance, in the currency shown at checkout, and renew automatically at the end of each billing period until you cancel. You authorise Paddle to charge your payment method for each renewal. Prices are as shown at the time you subscribe; we may change them for future billing periods, and you will receive at least 30 days’ notice (60 days’ notice for annual plans) from us or Paddle so that you can cancel before the change takes effect. Refunds are governed by our Refund Policy.

If you are a consumer, you have a legal right to cancel a paid plan within 14 days of starting it, and Paddle handles any cancellation under its buyer terms. If you ask for access to paid features to start straight away, you may have to pay a proportionate amount for the Service provided before you cancel. Where the law allows, you may also lose the right to cancel for digital content once supply has begun with your express consent and acknowledgement, as shown at checkout.

If a payment fails, Paddle may retry it. We may suspend paid features if Paddle tells us that your subscription is unpaid or no longer active.

12. Cancelling, and what happens to your work

You can cancel at any time from Plan & billing in your account settings or through Paddle. Cancellation takes effect at the end of the billing period you have already paid for, and you keep paid features until then.

Cancelling never deletes your diagrams or locks them in. Cloud diagrams beyond the limits of your new plan become read-only, and you can still export any diagram.

You can close your account from your account settings. You will then no longer be able to sign in, and we delete Your Content 30 days after closure, as our Privacy Policy describes. Backup copies are deleted in the ordinary backup cycle after that. Export anything you want to keep first. Unlike cancelling a plan under the first paragraph of this section, closing your account also cancels any paid plan (through Paddle) with immediate effect, and the rest of the billing period is not refunded unless the Refund Policy gives you a right to a refund. If you are a consumer, this does not affect your right to cancel under section 11 or your other statutory rights.

13. Termination by us

We may suspend or end your access if you materially break these terms and (where the breach is capable of remedy) do not put it right within 14 days of us asking, if you do not pay, or if the law requires it. We may suspend access immediately where we reasonably believe your account has been compromised or its continued use poses a security risk, and restore access when the risk has been addressed. We may end your access immediately, without a cure period, for breaches of the acceptable use rules in section 4 that are incapable of remedy or where waiting would cause harm. If we suspend or end a paid plan for a reason other than your breach of these terms or failure to pay, we will refund the unused part of your billing period or, for a suspension, extend your plan by the length of the suspension. Unless the law or the nature of the breach prevents it, you can still export your diagrams for 30 days afterwards. We may also withdraw the Service as a whole, on at least 30 days’ notice, refunding the unused part of anything you have paid.

We may close a free account that has not been signed in to for 24 months, after giving at least 30 days’ notice by email so that you can export your diagrams.

14. Availability and support

We take reasonable care to keep the Service available, but we do not guarantee uninterrupted or error-free operation, and there is no service level agreement unless we have signed one with you separately. Maintenance, third-party outages and faults will occur.

Product, technical, account and data support is by email at support@nifdi.app. For payment, tax, receipt, cancellation or refund questions, use the support link in your Paddle receipt or visit Paddle.net. We aim to respond to paying customers within three working days; this is a target, not a contractual guarantee.

Complaints. If you are unhappy with the Service, email support@nifdi.app with details of your complaint. We will acknowledge it within five working days and aim to respond in full within 20 working days. Complaints about content or our decisions on content follow the process in section 4. We are not currently required to use, and do not use, an alternative dispute resolution provider, but this does not affect your right to bring a claim in court.

Keep your own copies. We take backups and work hard not to lose anything, but you should export work that matters to you. Our liability for lost content is limited as set out in section 16.

15. Warranties

If you are a consumer, we will provide the Service with reasonable care and skill, and any digital content we supply as part of it, such as the diagram editor, will be of satisfactory quality, fit for purpose and as described. Nothing in these terms excludes or restricts your statutory rights or remedies. These include your right to ask us to repeat or put right a service that is not provided with reasonable care and skill or, if that is not possible, to receive an appropriate price reduction. They also include your right to a repair or replacement of faulty digital content or, if that is not possible, a price reduction or refund. We do not promise that the Service will be available at all times or free from interruption.

If you use the Service for business purposes, then except as these terms expressly say, and to the fullest extent the law allows, the Service (including the free plan) is provided “as is”, without any service level or availability commitment, and we exclude all implied terms, including those as to satisfactory quality and fitness for a particular purpose.

16. Our liability

Nothing in these terms limits our liability for death or personal injury caused by our negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot lawfully be limited.

Subject to that, and to the extent the law allows, if you use the Service for business purposes:

• we are not liable for loss of profit, loss of business, loss of goodwill, loss of data, or for any indirect or consequential loss;
• our total liability to you arising out of or in connection with the Service, for all claims arising in any 12-month period, is limited to the greater of the total amount paid for the Service in the 12 months immediately before the event giving rise to the first claim (including amounts paid to Paddle for your plan) and £100. These limits apply to all liability under or in connection with these terms, including under our Data Processing Agreement; and
• our responsibility for loss or corruption of Your Content is limited to using reasonable efforts to restore it from our most recent available backup.

If you are a consumer: (a) we are responsible for loss or damage you suffer that is a foreseeable result of our breach of these terms or our failure to use reasonable care and skill, but not for loss or damage that was not foreseeable when you agreed to these terms; (b) we provide the Service for your domestic and private use, so we are not liable to you for loss of profit, loss of business, business interruption or loss of business opportunity; (c) if digital content we supply damages a device or other digital content belonging to you because we did not use reasonable care and skill, we will either repair the damage or compensate you for it; and (d) we are not responsible for loss of Your Content to the extent it was caused by your failure to follow reasonable export or backup instructions we have given you. The exclusions and limits that apply to business users do not apply to you, and nothing in these terms affects your statutory rights.

17. Changes to these terms

We may change these terms. The date at the top shows the current version. Non-material changes take effect when posted. We will make a change that materially affects your rights only for a valid reason, such as a change in the law, regulatory guidance, security requirements, or the features of the Service or how we provide it, and the change will be proportionate to that reason. If a change materially affects your rights, we will give account holders at least 30 days’ notice by email or in the product. If you do not accept a material change, you may, before it takes effect and without penalty, cancel a paid plan and receive a refund of the unused part of your billing period, or export your diagrams and close a free account. Continuing to use the Service after a change takes effect means you accept it.

18. General

We are not responsible for any delay or failure to meet our obligations under these terms where that delay or failure results from circumstances outside our reasonable control. Such circumstances include, but are not limited to, failures of internet infrastructure, telecommunications networks, cloud or hosting providers, or other third-party services on which the Service depends; cyberattacks or security incidents not caused by our failure to take reasonable precautions; acts of government or regulatory authority; pandemics, epidemics, or public health emergencies; and natural disasters or extreme weather events. Where such circumstances arise, we will notify you as soon as reasonably practicable and will take reasonable steps to mitigate the impact on the Service. If the circumstances continue for more than 60 consecutive days, we may terminate the affected obligations on written notice to you, and we will arrange a refund, through Paddle where Paddle processed your payment, of any amounts you have paid for the period during which the Service was unavailable, but we will have no further liability to you as a result of that termination. Your obligation to pay for any part of the Service actually received before termination is not affected. You may not use the Service if you are subject to UK, EU or US sanctions, or in a way that breaks applicable sanctions or export control law.

These terms, the Refund Policy, the plan description on our pricing page and, where it applies, our Data Processing Agreement are the whole agreement between us about the Service. Our Privacy Policy explains how we handle personal data but does not form part of that agreement. If these documents conflict, they apply in this order: the Data Processing Agreement on the processing of personal data in Your Content, then these terms, then the Refund Policy, then the pricing page. However, section 16 always applies to the Data Processing Agreement, and the rule on Paddle’s buyer terms in section 11 is not affected. If you are a consumer, this does not exclude any information we have given you, or statement we have made, that is binding on us under consumer law. We may transfer our rights and obligations under these terms to another business, provided that the transferee assumes all of our obligations under these terms on no less favourable terms to you; you may not transfer yours without our consent. If any part is found unenforceable, the rest remains in effect. A delay in enforcing these terms is not a waiver of them.

Any provision of these terms that by its nature is intended to continue after your account closes or these terms end will continue, including sections 5 (Your Content, the licence to the extent it survives deletion, and the indemnity), 8, 12, 13 (the export period), 16 and this section 18. No one other than you and us has any right to enforce these terms under the Contracts (Rights of Third Parties) Act 1999. Nothing in these terms creates a partnership, joint venture or agency between us. Except where these terms say a remedy is your sole remedy, our rights and remedies under these terms are in addition to those provided by law. These terms are made in English, and any translation is for convenience only.

We send notices to the email address on your account; they are deemed received on the next business day after sending. Send yours to legal@nifdi.app.

These terms, and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with them or their subject matter, are governed by the law of England and Wales. If you use the Service for business purposes, the courts of England and Wales have exclusive jurisdiction, although we may seek urgent injunctive or other interim relief in any court of competent jurisdiction. If you are a consumer, you may bring proceedings in the courts of England and Wales or in the courts of the country where you live, and you keep the protection of any mandatory laws of that country that cannot be excluded by agreement. For example, if you live in Scotland or Northern Ireland, you may bring proceedings in your home courts or in England.