Terms of Service | CogniAgent

1. Introduction

These Terms of Service (“Terms”) govern your access to and use of the CogniAgent platform, including the website located at cogniagent.ai and its subdomains (the “Site”) and all associated software and services (collectively, the “Services”). The Services are operated and provided by Glorium Technologies LTD (“Provider”, “we”, “us”).

By creating an account, clicking “I agree”, accessing the Site, or using the Services in any way, you confirm that you have read, understood, and agree to be bound by these Terms. If you do not agree with these Terms, you must not access or use the Site or the Services.

These Terms should be read in conjunction with our [Privacy Policy] and [Cookie Policy]. These policies are incorporated by reference into this Agreement and also govern your use of our Services.

2. Definitions

Agreement: Refers to these Terms of Service, including our [Privacy Policy], [Cookie Policy], and any other documents incorporated by reference, which collectively form the binding contract between you and the Provider.
Customer (or “You”): The individual, company, or other legal entity that registers for and agrees to these Terms, thereby gaining the right to use the Services. This includes any Users you authorize.
Provider (or “we”, “us”): Refers to Glorium Technologies LTD, the owner and operator of the Services.
Reseller: An authorized third party that may facilitate payment collection and invoicing for the Services in certain regions on our behalf.
Services: The cloud-based software-as-a-service (SaaS) platform, features, tools, and support provided by the Provider under this Agreement. This includes access to our software, updates, and related documentation.
Site: The CogniAgent website located at https://cogniagent.ai and all of its related subdomains.
Stripe: The third-party payment processor responsible for securely handling fee transactions for Subscription Plans.
Subscription Plan: The specific tiered service package (e.g., Free, Pro, Business, Enterprise) you select, which outlines the scope of Services, features, Usage Limits, and associated Fees as detailed on our Site [https://cogniagent.ai/pricing/] and in these Terms.
User: Any individual authorized by a Customer to access and use the Services under their Subscription Plan, such as an employee, contractor, or agent. The Customer is responsible for all actions taken by its Users.

3. Eligibility & Account Registration

To use our Services, you must be at least 18 years of age and have the legal power and authority to enter into this Agreement.

If you are registering or using the Services on behalf of a company, organization, or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms. In that case, the terms “You” and “Customer” will refer to that entity.

When you create an account, you agree to provide accurate, current, and complete information. It is your responsibility to maintain the accuracy of this information and to safeguard your account password. You are solely responsible for all activities that occur under your account, and you must notify us immediately upon becoming aware of any breach of security or unauthorized use of your account.

4. Subscription Plans and Access

Your access to and use of the Services is contingent upon selecting and maintaining a Subscription Plan. The features, fees, and limits for each available plan are detailed on our Site’s pricing page [https://cogniagent.ai/pricing/] and these Terms.

Upon activating a Subscription Plan, you are granted a limited, non-exclusive, and non-transferable right to access and use the Services in accordance with your selected plan and these Terms. This access is granted solely for the authorized purpose described in your Subscription Plan and is valid only for the duration of your active subscription.

You may upgrade or downgrade your Subscription Plan at any time through your account dashboard. Changes will take effect in the subsequent billing cycle, and your access to features and applicable usage limits will be adjusted accordingly.

The Provider reserves the right to modify, discontinue, or add to our Subscription Plans and their features at any time, in our sole discretion. We will endeavor to provide reasonable notice of any material changes that may negatively impact your Services. We will not be liable to you or any third party for any such modification or discontinuance.

5. Fees, Billing, and Payment Terms

Fees and Payment Authorization. All fees for our Subscription Plans are specified on the Site and are billed in U.S. Dollars (USD). By selecting a Subscription Plan and providing a payment method, you authorize us or our designated Reseller to charge your selected payment method (such as a credit card) for all applicable fees. All fees are exclusive of any applicable taxes, levies, or duties, such as value-added or sales tax, which you are responsible for paying.

Billing and Automatic Renewal. Payment for your Subscription Plan is due in advance at the beginning of each billing cycle. To ensure uninterrupted service, all subscriptions automatically renew for a successive period equal to the original term unless you cancel prior to the renewal date. You may cancel your subscription’s automatic renewal at any time through your account settings.

Non-Refundable Fees. All fees are non-cancellable and non-refundable. We do not provide refunds or credits for any partial subscription periods, unused services, or plan downgrades. The only exception is if a refund is required by applicable law or is granted due to a material breach of this Agreement by the Provider.

Payment Failures. If your payment cannot be completed, we will provide you with notice. If the payment is not successfully settled after our notification, we reserve the right to suspend your access to the Services until payment is made in full.

6. Usage, Credits, and Fair Use

Your use of the Services is governed by the specific features, pricing, credits, and limits associated with your chosen Subscription Plan. Full details of our current Subscription Plans are available on our Site’s pricing page [https://cogniagent.ai/pricing/].

Clarification on “Unlimited” Usage

Please note that while several features described on our pricing page may be listed as “Unlimited,” their use is subject to our Fair Usage Policy detailed below. This policy is in place to prevent abuse and ensure the stability and performance of the Services for all our customers.

Fair Usage Policy

To ensure equitable access and system integrity, the following limitations apply to all plans:

Maximum users in a single workspace: 99
Maximum integrations per agent/workflow: 99
Maximum chat agents per workspace: 99
Maximum autonomous agents per workspace: 99
Maximum workflows per workspace: 99
Maximum knowledge bases per workspace: 99

Usage that vastly exceeds these guidelines may be flagged for review. We reserve the right to contact you to discuss upgrading to a more suitable plan or to otherwise take action to mitigate abuse.

Credits and Execution

The Services operate on a credit-based system. Each action you perform, such as running a workflow or using an agent, consumes a certain number of credits. For more information about credits calculation and usage refer to [https://cogniagent.ai/pricing/].

Startup Fee: Each action incurs a 1-credit startup fee upon initiation.
Execution Priority: Customers on paid Subscription Plans receive priority in the service execution queue, which may result in quicker AI responses.

7. Reseller

In certain jurisdictions, the Provider may engage an authorized third-party Reseller to facilitate payment processing and invoicing on our behalf. In such cases, you will make your payments for the Services directly to the designated Reseller.
Regardless of whether payment is made to the Provider or a Reseller, your legal agreement for the use of the Services, as governed by these Terms, remains exclusively with Glorium Technologies LTD. The Provider is solely responsible for delivering the Services and upholding all obligations under this Agreement. The role of any Reseller is strictly limited to acting as a payment and billing agent.

8. Intellectual Property

Our Intellectual Property

All rights, title, and interest in and to the Services—including the Site, software, documentation, and all underlying technology and content—are and will remain the exclusive property of the Provider and its licensors. Nothing in these Terms grants you any right to use the CogniAgent name or any of our trademarks, logos, or other brand features.

If you provide any feedback, suggestions, or ideas for improving or modifying the Services (“Feedback”), you acknowledge that such Feedback will vest in the Provider. You grant us a worldwide, perpetual, irrevocable, royalty-free license to use, modify, and incorporate such Feedback into our products and services without any obligation or compensation to you.

Your Limited License

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-sublicensable, and non-transferable license to access and use the Services according to your Subscription Plan and solely for your internal business purposes during your active subscription term. This license expressly prohibits you from:

Copying, modifying, creating derivative works from, distributing, selling, or leasing any part of our Services or software.
Reverse engineering, decompiling, or otherwise attempting to discover the source code of the Services.
Using the Services to develop a product or service that is substantially similar to or competitive with the Services.
Using the Services to build, train, or otherwise configure any artificial intelligence model.

Your Content

You retain full ownership of all data, materials, and content that you or your authorized users upload or create in connection with the Services (“Customer Content”).
To operate and provide the Services, you grant the Provider a worldwide, royalty-free license to host, use, reproduce, and display your Customer Content. This license is solely for the purpose of providing the Services to you, providing support, and improving system performance. We may also anonymize and aggregate your Customer Content with that of other users to improve our services, and this right survives the termination of your account.

9. Data Protection and Processing

If your use of the Services involves processing personal data on behalf of third parties (data subjects), making you a data controller under applicable data protection laws, you agree to our [Data Processing Agreement], which is incorporated into and forms part of these Terms.
The Data Processing Agreement is pre-signed by the Provider. You may download and countersign it for your records.

10. Use of AI Services

Nature of the Services

The Services include access to AI-powered software agents capable of generating responses, performing tasks, or delivering other forms of output based on the data, prompts, or instructions you provide. You acknowledge and understand that such outputs are automatically generated and may be inaccurate, biased, or incomplete.

No Professional Advice

The Services do not constitute legal, medical, financial, or other professional advice. Outputs generated by AI agents are for informational purposes only and should not be relied upon without independent verification. You are solely responsible for any decisions made or actions taken based on such outputs.

User Responsibility

You are solely responsible for (i) the content you provide to the AI agents, (ii) reviewing and verifying any AI-generated content, and (iii) ensuring your use of the Services complies with applicable laws and regulations. The Provider disclaims any liability for harm or loss resulting from reliance on AI-generated content.

Prohibited Uses

You agree not to use the AI Services to:
Violate any applicable law or regulation;
Generate or disseminate misleading, defamatory, discriminatory, or otherwise harmful content;
Infringe the intellectual property or privacy rights of others;
Impersonate individuals or organizations;
Automate decisions that produce legal or significant effects on individuals without appropriate human review.

Data Privacy and Security Commitment

We are committed to protecting the confidentiality and integrity of your Customer Content. Our approach is built on the following core principles:

No AI Training on Your Data. We will not use your Customer Content, including any prompts you submit or outputs you receive, to train our own or any third-party artificial intelligence (AI) models. Your data remains your own.
Data Encryption. We employ basic encryption measures as part of our technical safeguards to protect your Customer Content both in transit and at rest.
Limited Data Sharing. To deliver the Services, it is necessary to transmit your inputs to our underlying third-party AI model providers. We limit the data shared with these partners to the minimum necessary to perform the requested function. Our agreements with these providers prohibit them from using your data for their own model training or for any purpose other than fulfilling the service request.

Ownership of Outputs

Subject to your compliance with these Terms, and to the extent permitted by applicable law, you retain any rights you may have in the content generated by the AI agents for you. The Provider does not claim ownership over such content, but reserves the right to use it as described above.

Model Updates

You acknowledge that the behavior and capabilities of the AI agents may change over time as the underlying models are updated or retrained. The Provider makes no guarantees regarding consistency, accuracy, or fitness for any specific purpose across model versions.

11. Termination and Suspension

Suspension of Services

We reserve the right to suspend your access to the Services immediately, with or without notice, under the following circumstances:

You have undisputed fees that are overdue.
You are in material breach of these Terms.
Your use of the Services poses a security risk to us, our systems, or any third party.

Termination by Provider

We may terminate this Agreement and your access to the Services if you commit a material breach of these Terms and fail to remedy that breach within 30 days of receiving written notice from us.

Termination by You

You may cancel your subscription and terminate this Agreement at any time through your account settings. The termination will become effective at the end of your current billing period. As outlined in the “Fees, Billing, and Payment Terms” section, all fees are non-refundable, and we do not provide refunds or credits for any partial subscription periods.

Effect of Termination

Upon termination of this Agreement for any reason, your right to access and use the Services will immediately cease. We will provide you with a period of 60 days following termination to export your Customer Content. After this data export period, we will proceed to delete all of your Customer Content from our systems within the subsequent 30 days, unless we are required by law to retain it.

12. Disclaimers and Limitation of Liability

Warranty Disclaimer

PLEASE NOTE THAT THE SERVICES ARE CURRENTLY PROVIDED IN A BETA STAGE. THIS MEANS THAT SOME FEATURES MAY NOT WORK AS INTENDED, MAY CONTAIN BUGS OR ERRORS, AND MAY BE SUBJECT TO CHANGE WITHOUT NOTICE.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS. THE PROVIDER EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

WE MAKE NO WARRANTY THAT THE SERVICES WILL: (A) MEET YOUR REQUIREMENTS; (B) BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE; (C) ACHIEVE ANY INTENDED RESULT; OR (D) BE COMPATIBLE WITH ANY OTHER SOFTWARE OR SYSTEMS. FURTHERMORE, WE ARE NOT RESPONSIBLE FOR THE SPEED OR LATENCY OF AI RESPONSES, AS THESE DEPEND ON THE PERFORMANCE OF THIRD-PARTY CLOUD PROVIDERS.

Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING, BUT NOT LIMITED TO, DAMAGES FOR LOSS OF PROFITS, REVENUE, GOODWILL, OR DATA, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

EACH PARTY’S TOTAL AGGREGATE LIABILITY ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT SHALL NOT EXCEED THE TOTAL FEES PAID OR PAYABLE BY YOU TO THE PROVIDER IN THE 12-MONTH PERIOD IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO A CLAIM.

THESE LIMITATIONS ON LIABILITY DO NOT APPLY TO:

AMOUNTS DUE AND PAYABLE BY YOU FOR THE SERVICES.
A VIOLATION OF THE OTHER PARTY’S INTELLECTUAL PROPERTY RIGHTS.
FRAUD OR WILFUL MISCONDUCT.
ANY OTHER LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

13. Governing Law and Jurisdiction

This Agreement, and any dispute or claim arising out of or in connection with it, shall be governed by and construed in accordance with the laws of the Republic of Cyprus, without regard to its conflict of law principles.
You agree that any legal action or proceeding arising out of this Agreement shall be brought exclusively in the competent courts located in Nicosia, Cyprus, and you irrevocably consent to the jurisdiction of such courts.

14. Contact Information

For any questions, legal notices, or concerns regarding these Terms or the Services, please direct them to:

Provider: Glorium Technologies LTD, Neofytou Nikolaidi & Theodorou Kolokotroni ONISIFOROU CENTER, 2nd floor Agios Theodoros Paphos 8011 Cyprus

Address: Neofytou Nikolaidi & Theodorou Kolokotroni ONISIFOROU CENTER, 2nd floor Agios Theodoros Paphos 8011 Cyprus

Email: contact@cogniagent.ai