Terms of Service

1. Agreement

These Terms of Service ("Agreement") are a legally binding contract between Connexion Technologies LLP, a limited liability partnership incorporated in India ("Company", "we", "us"), and the individual or entity ("you", "Merchant") accessing or using the CognitCXT platform, including the cognitcxt.com website, web application, and WordPress plugin (collectively, "Services"). By creating an account, installing the plugin, or using the Services, you agree to be bound by this Agreement. This Agreement incorporates our Privacy Policy by reference; by accepting this Agreement, you also accept the Privacy Policy. If you are acting on behalf of an entity, you represent that you have authority to bind that entity.

2. Services

Subject to this Agreement and timely payment of Fees, we grant you a limited, non-exclusive, non-transferable right to access the Services, which consist of:

• The CognitCXT Chat Widget — a WordPress plugin (GPL v2) that embeds an AI chat widget on your WooCommerce store, manages License Key authentication, and bridges the Model Context Protocol (MCP) Adapter to your WooCommerce REST API.
• A hosted backend API that processes natural-language queries from your store's logged-in customers, retrieves Merchant Data from your WooCommerce store in real time via the MCP Adapter, and returns AI-generated responses.
• A web dashboard at cognitcxt.com for account management, License Key activation, subscription management, and credential rotation.
• The Services depend on third-party AI model providers. We do not guarantee specific uptime or response quality targets, and the availability of AI-generated responses is subject to those providers' own operational status. Planned maintenance will be communicated with reasonable advance notice where practicable.

3. License Keys and Store Activation

• Each Subscription includes one (1) domain-locked License Key for a single live WooCommerce store.
• License Keys may not be sublicensed, shared, transferred, or used concurrently on more than one domain without prior written consent.
• You may deactivate and reactivate a key on a different store via the dashboard, subject to plan limits.
• If your store migrates to a new domain, you must deactivate the existing License Key and reactivate it under the new domain via the dashboard. License Keys are not automatically transferred on domain changes.
• We may revoke a License Key without prior notice if we determine, acting reasonably, that it is being used in breach of this Agreement.
• Activation creates a WordPress Application Password under your administrator account. You are responsible for the security of your WordPress environment and must revoke credentials promptly if you suspect compromise.

4. Acceptable Use

You agree not to:

• Use the Services on behalf of stores you do not own or operate without their explicit authorisation and a separate Subscription.
• Reverse-engineer, decompile, or attempt to extract the source code of any non-open-source component of the Services.
• Attempt to manipulate, circumvent, or extract system instructions from the AI model through prompt injection, adversarial inputs, or any other means.
• Use the chat widget to collect or process special categories of personal data (including health, biometric, or financial account data beyond order totals) from your store's customers.
• Use automated means to scrape or extract data from the Services beyond normal plugin operation.
• Circumvent rate limits, usage quotas, access controls, or security features.
• Transmit content that is unlawful, fraudulent, or that infringes any third-party right.
• Resell or white-label access to the Services without a separate written reseller agreement.

5. Fees, Billing, and Payment

• YOUR SUBSCRIPTION AUTOMATICALLY RENEWS AT THE END OF EACH BILLING PERIOD AT THE THEN-CURRENT FEE UNLESS YOU CANCEL BEFORE THE RENEWAL DATE. You may cancel at any time via the dashboard to prevent the next renewal charge.
• Subscriptions are billed monthly in advance in United States Dollars (USD). Billing commences on the date you activate your first store and renews on the same calendar day each month.
• Payments are processed by Stripe, Inc. By subscribing, you authorise Stripe to charge your payment method on a recurring basis.
• You are responsible for all applicable taxes, duties, or levies (including GST, VAT, or withholding tax) imposed by your jurisdiction. Fees are stated exclusive of such taxes unless otherwise specified.
• If a payment fails, we may retry up to three (3) times, suspend your access after the failed payment, and terminate your account if payment is not received within 14 days.
• Fees may change with 30 days' prior written notice. Continued use after the effective date constitutes acceptance of revised Fees.
• All Fees are non-refundable except as required by applicable law or as otherwise agreed in writing.

6. Free Trial

Where offered, the free trial period commences on first store activation and expires at the end of the stated duration. No credit card is required during the trial. Access is suspended automatically if no payment method is added before the trial ends. If you do not add a payment method before the trial ends, your account will be suspended and your data retained for 30 days, after which it will be permanently deleted in accordance with our Privacy Policy. You may not open multiple accounts to obtain repeated trial access — we reserve the right to suspend accounts we reasonably believe are abusing the trial programme.

7. Cancellation and Termination

• You may cancel at any time from the dashboard. Access continues through the end of the paid period; no pro-rata refund is issued except as required by law.
• Prior to account closure, you may export your account data via the dashboard. After the 7-day deletion window, data recovery is not possible.
• On cancellation, License Keys are deactivated, the chat widget will display a fallback state to end-customers, any in-progress conversations will be terminated, and your Integration Credentials are deleted within 7 business days.
• We may suspend or terminate your account immediately if you breach this Agreement and, where remediable, fail to cure within 7 days of notice; or if required by law; or if continued service would expose us to legal liability.
• Sections 8, 9, 10, 11, 12, 13, 14, and 15 survive termination.

8. Intellectual Property

The Services and all associated software (excluding GPL v2-licensed portions of the WordPress plugin), APIs, algorithms, and documentation remain the exclusive property of the Company and its licensors. The WordPress plugin is distributed under GPL v2 or later. The plugin bundles third-party open-source components including the WP MCP Adapter and Abilities API framework; these components are licensed under their respective open-source licences, details of which are included in the plugin's source repository. You retain ownership of your store's content, brand assets, and data. If you provide feedback or suggestions, you assign to us all rights therein without compensation.

9. Confidentiality

Each party will hold the other's Confidential Information (including Integration Credentials, pricing, and business plans) in strict confidence, use it only to perform obligations under this Agreement, and not disclose it to third parties without prior written consent — except to employees and advisors on a need-to-know basis under equivalent confidentiality obligations, or as required by law. Integration Credentials (including WordPress Application Passwords and API Secrets) are Confidential Information of the highest sensitivity. You must not disclose these to unauthorised parties and must rotate them immediately if compromise is suspected, using the credential rotation feature in the plugin settings.

10. Indemnification

You agree to indemnify, defend, and hold harmless the Company and its officers, directors, employees, and agents from any claims, liabilities, damages, and expenses (including reasonable legal fees) arising from: (a) your use of the Services; (b) your breach of this Agreement; (c) your violation of applicable law or third-party rights; or (d) claims by your store's customers arising from AI-generated responses, including claims of inaccuracy or reliance on AI-generated advice. The Company will indemnify, defend, and hold harmless Merchant from third-party claims alleging that the Services, as provided by the Company and used in accordance with this Agreement, infringe any third-party patent, copyright, or trademark ("IP Claim"). This indemnification does not apply to IP Claims arising from: (a) Merchant's modification of the Services; (b) use of the Services in combination with third-party products not approved by the Company; or (c) the GPL v2-licensed WordPress plugin code.

11. Disclaimer of Warranties

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT AI-GENERATED RESPONSES WILL BE ACCURATE OR COMPLETE. THE QUALITY AND ACCURACY OF AI-GENERATED RESPONSES DEPENDS ON THIRD-PARTY LARGE LANGUAGE MODEL PROVIDERS; WE MAKE NO WARRANTY REGARDING THE OUTPUTS OF THOSE PROVIDERS. YOU ARE SOLELY RESPONSIBLE FOR VERIFYING AI-GENERATED RESPONSES BEFORE ACTING ON THEM.

12. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW: (A) NEITHER PARTY SHALL BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOSS OF PROFITS, DATA, OR GOODWILL; AND (B) THE COMPANY'S AGGREGATE LIABILITY FOR ALL CLAIMS ARISING UNDER THIS AGREEMENT SHALL NOT EXCEED THE TOTAL FEES ACTUALLY PAID BY YOU IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. THESE LIMITATIONS DO NOT APPLY TO LIABILITY FOR DEATH, PERSONAL INJURY CAUSED BY NEGLIGENCE, FRAUD, OR ANY LIABILITY THAT CANNOT BE EXCLUDED BY LAW. Notwithstanding the foregoing, the aggregate cap in (B) above shall not apply to: (a) either party's breach of confidentiality obligations under §9; (b) the Company's IP indemnification obligations under §10; or (c) the exceptions stated in the preceding sentence.

13. Force Majeure

Neither party is liable for delay or failure in performance caused by circumstances beyond its reasonable control, including acts of God, governmental action, infrastructure failures, failures of third-party AI model providers, or other third-party provider outages. If such an event continues for more than 60 days, either party may terminate this Agreement without liability on written notice.

14. Governing Law and Disputes

This Agreement is governed by the laws of India. Disputes shall first be subject to 30 days of good-faith negotiation. Unresolved disputes shall be finally settled by arbitration administered by the Indian Council of Arbitration (ICA) or, if unavailable, under the UNCITRAL Arbitration Rules, before a sole arbitrator, seated in Bengaluru, Karnataka, conducted in English. Either party may seek interim injunctive relief from a competent court.

15. General

• Entire Agreement: This Agreement, the Privacy Policy, and any applicable Data Processing Agreement constitute the entire agreement between the parties and supersede all prior representations and understandings.
• Severability: If any provision is held invalid or unenforceable, it shall be modified to the minimum extent necessary; remaining provisions continue in full force.
• No Waiver: Failure to enforce any provision is not a waiver of that right.
• Assignment: You may not assign this Agreement without our written consent. We may assign it in connection with a merger or asset sale.
• Changes: We may update these Terms with 14 days' written notice for material changes. Continued use after the effective date constitutes acceptance.
• Export Controls: You represent that you are not located in, nor a national of, any country subject to a comprehensive trade embargo, and are not listed on any governmental prohibited-party list.
• Notices: Formal legal notices must be sent by email to [email protected] (for the Company) or to your account email address (for you), and are effective on confirmed delivery.
• Relationship of Parties: The parties are independent contractors. Nothing in this Agreement creates an employment, agency, partnership, or joint venture relationship.
• Beta Features: Features designated as 'beta' or 'preview' are provided as-is, may be discontinued without notice, and are excluded from any service-level commitments.

16. Contact

Connexion Technologies LLP — Legal [email protected] connexion-technologies.com