Terms of Service

1. Acceptance of Terms

By creating an account, accessing, or using the Cognify Legal platform ("Service"), you agree to be bound by these Terms of Service and all applicable laws and regulations. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind such entity to these Terms.

These Terms constitute a legally binding agreement between you or the entity you represent ("Customer", "you", or "your") and Cognify Legal Limited ("Cognify", "we", "us", or "our").

2. Definitions

• Service: The Cognify Legal software platform, including all features, applications, integrations, and associated services.
• Customer Data: All data, content, and information submitted, uploaded, or transmitted by you or your authorized users through the Service.
• Authorized Users: Your employees, contractors, or agents who are authorized to use the Service under your subscription.
• Practice Management System (PMS): Third-party legal practice management software that integrates with the Service, such as ActionStep or Clio.
• Subscription Plan: The specific tier of Service (Starter, Professional, or Enterprise) you have selected and are billed for.
• Microsoft 365: Microsoft's cloud productivity platform with which the Service integrates.

3. Service Description

Cognify provides a business intelligence platform purpose-built for law firms that:

• Integrates with your Practice Management System to access and analyze firm data
• Embeds intelligence capabilities into Microsoft 365 applications (Word, Excel, PowerPoint, Outlook, Teams)
• Delivers proactive intelligence through an Intelligence Feed
• Provides performance dashboards with customizable KPIs

The Service is provided on a subscription basis. Features, functionality, and availability may vary depending on your Subscription Plan.

4. Account Registration & Security

4.1 Account Creation

To use the Service, you must create an account by providing accurate, current, and complete information. You agree to update this information as necessary to keep it accurate and complete.

4.2 Account Security

You are responsible for:

• Maintaining the confidentiality of your account credentials
• All activities that occur under your account
• Immediately notifying us of any unauthorized access or security breach
• Ensuring that Authorized Users comply with these Terms

4.3 Authorized Users

You may designate Authorized Users based on your Subscription Plan's user limits. You are responsible for all actions taken by your Authorized Users and must ensure they comply with these Terms. Each user must have a unique login; sharing credentials is prohibited.

5. Subscription Plans, Billing & Payment

5.1 Subscription Plans

The Service is offered in three tiers: Starter, Professional, and Enterprise. Each plan includes different features, user limits, and support levels as described on our pricing page. Enterprise plans may include custom terms negotiated separately.

5.2 Billing

Subscription fees are billed monthly or annually in advance, based on your selected billing cycle. All fees are in British Pounds Sterling (GBP) unless otherwise agreed in writing.

5.3 Payment Terms

• Payment is due at the start of each billing period
• You authorize us to charge your designated payment method automatically
• Failed payments may result in service suspension after 7 days
• Late payments may incur interest at 1.5% per month or the maximum rate permitted by law

5.4 Price Changes

We may change subscription prices with 30 days' notice. Price changes will take effect at the start of your next billing cycle. Founding Client Program participants are exempt from price increases for the duration of their lifetime discount.

5.5 Refunds

Subscription fees are non-refundable except as required by law or as explicitly stated in these Terms. If you cancel during a billing period, you will retain access until the end of that period, but no refund will be issued for unused time.

5.6 Taxes

All fees are exclusive of applicable taxes, duties, and similar charges. You are responsible for all such charges in addition to the subscription fees.

6. Acceptable Use Policy

6.1 Permitted Use

You may use the Service only for lawful purposes and in accordance with these Terms. The Service is designed for use by law firms and legal professionals for business intelligence and practice management purposes.

6.2 Prohibited Activities

You agree not to:

• Violate any applicable laws or regulations
• Infringe on intellectual property rights of Cognify or third parties
• Upload viruses, malware, or malicious code
• Attempt to gain unauthorized access to the Service or related systems
• Interfere with or disrupt the Service or servers
• Reverse engineer, decompile, or disassemble any part of the Service
• Use the Service to develop competing products or services
• Remove or obscure proprietary notices or labels
• Share your account credentials or allow unauthorized access
• Use the Service to store or transmit content that is illegal, defamatory, or violates third-party rights
• Resell, sublicense, or otherwise commercialize access to the Service without our written permission

6.3 Enforcement

We reserve the right to investigate and take appropriate action against anyone who violates this policy, including suspending or terminating accounts and reporting illegal activity to law enforcement.

7. Customer Data & Privacy

7.1 Your Data

You retain all rights, title, and interest in your Customer Data. We claim no ownership rights over your data. You are solely responsible for the accuracy, quality, and legality of your Customer Data and the means by which you acquired it.

7.2 Our Use of Your Data

We will use Customer Data only to:

• Provide, maintain, and improve the Service
• Respond to your support requests
• Generate aggregated, anonymized analytics (never for training AI models or sharing with third parties)
• Comply with legal obligations

7.3 Data Security

We implement industry-standard security measures to protect Customer Data, including encryption at rest and in transit. However, no method of transmission or storage is 100% secure. See our Security & Compliance page for detailed information.

7.4 Data Processing

We process Customer Data in accordance with applicable data protection laws, including GDPR. Our data processing practices are detailed in our Privacy Policy, which is incorporated into these Terms by reference.

7.5 Data Portability & Deletion

You may export your Customer Data at any time through the Service. Upon termination, you have 90 days to export your data before it is permanently deleted. We will permanently delete all Customer Data within 90 days of termination unless legal obligations require longer retention.

8. Intellectual Property Rights

8.1 Cognify Property

The Service, including all software, algorithms, designs, text, graphics, interfaces, and other content, is owned by Cognify and protected by copyright, trademark, and other intellectual property laws. These Terms do not grant you any ownership rights in the Service.

8.2 License to Use

Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service during your subscription period solely for your internal business purposes.

8.3 Feedback

If you provide feedback, suggestions, or ideas about the Service, you grant us a worldwide, perpetual, irrevocable, royalty-free license to use such feedback without any obligation to you.

8.4 Trademarks

"Cognify Legal," the Cognify logo, and other marks are trademarks of Cognify Legal Limited. You may not use these marks without our prior written permission.

9. Warranties & Disclaimers

9.1 Service Availability

We strive to provide reliable service availability. Enterprise plans include specific SLA commitments as detailed in your agreement. For Starter and Professional plans, we target 99.5% uptime but do not guarantee specific availability levels.

9.2 Disclaimer of Warranties

EXCEPT AS EXPRESSLY PROVIDED IN THESE TERMS, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, OR STATUTORY, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

9.3 Third-Party Services

The Service integrates with third-party systems (e.g., Microsoft 365, practice management systems). We are not responsible for the availability, performance, or security of these third-party services. Changes to third-party APIs or services may affect functionality.

10. Limitation of Liability

10.1 Limitation of Damages

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL COGNIFY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, REVENUE, DATA, OR USE, WHETHER IN AN ACTION IN CONTRACT, TORT, OR OTHERWISE, EVEN IF COGNIFY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

10.2 Cap on Liability

COGNIFY'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICE SHALL NOT EXCEED THE AMOUNT PAID BY YOU TO COGNIFY IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY, OR £1,000, WHICHEVER IS GREATER.

10.3 Exceptions

The limitations in this section do not apply to:

• Our indemnification obligations
• Your payment obligations
• Your breach of intellectual property rights
• Liability that cannot be excluded under applicable law

11. Term, Termination & Suspension

11.1 Term

These Terms begin when you first access the Service and continue until terminated by either party.

11.2 Termination by You

You may cancel your subscription at any time through your account settings or by contacting support. Cancellation takes effect at the end of your current billing period. No refunds will be provided for partial months.

11.3 Termination by Us

We may terminate or suspend your access immediately, without prior notice, if:

• You breach these Terms
• Your payment fails and remains unpaid for 30 days
• Your use poses a security risk to the Service or other users
• We are required to do so by law
• We decide to discontinue the Service (with 90 days' notice)

11.4 Effect of Termination

Upon termination:

• Your right to access the Service immediately ceases
• You must cease all use of the Service
• You have 90 days to export your Customer Data
• All fees owed remain due and payable
• Sections that by their nature should survive termination will continue to apply

12. Changes to Terms

We may modify these Terms at any time. We will provide notice of material changes via email or through the Service at least 30 days before they take effect. Your continued use of the Service after changes take effect constitutes acceptance of the modified Terms.

If you do not agree to the modified Terms, you must stop using the Service and cancel your subscription before the changes take effect.

13. Governing Law & Dispute Resolution

13.1 Governing Law

These Terms are governed by and construed in accordance with the laws of England and Wales, without regard to conflict of law principles.

13.2 Jurisdiction

You agree that any dispute arising out of or relating to these Terms or the Service shall be subject to the exclusive jurisdiction of the courts of England and Wales.

13.3 Dispute Resolution

Before initiating any formal proceedings, you agree to first attempt to resolve any dispute informally by contacting us at legal@cognifylegal.com. We will attempt to resolve disputes in good faith.

14. General Provisions

14.1 Entire Agreement

These Terms, together with our Privacy Policy and any additional terms specific to your Subscription Plan, constitute the entire agreement between you and Cognify regarding the Service.

14.2 Severability

If any provision of these Terms is found to be unenforceable, the remaining provisions will remain in full effect.

14.3 Waiver

Our failure to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision.

14.4 Assignment

You may not assign or transfer these Terms or your account without our prior written consent. We may assign these Terms without restriction.

14.5 Force Majeure

Neither party shall be liable for any failure to perform due to causes beyond its reasonable control, including acts of God, war, terrorism, internet failures, or government actions.

14.6 Export Compliance

You agree to comply with all applicable export and import laws and regulations in your use of the Service.

14.7 No Agency

Nothing in these Terms creates any agency, partnership, or joint venture between you and Cognify.

15. Contact Information

If you have questions about these Terms, please contact us:

• Email: legal@cognifylegal.com
• General Inquiries: hello@cognifylegal.com
• Support: support@cognifylegal.com

Company Information:
Cognify Legal Limited
Registered in England and Wales
Company Number: [To be assigned]