Effective Date: 3/19/2023

These Terms of Service ("Terms") govern your use of Cogknition ("we," "our," or "us") website www.cogknition.com ("Website") and the services provided by Cogknition. By accessing our Website or using our services, you agree to be bound by these Terms. If you do not agree with any part of these Terms, please do not use our Website or services.

Services

1.1 Description: Cogknition provides marketing consultancy services to its clients. The specific services, deliverables, and terms of engagement will be outlined in separate agreements or proposals between Cogknition and the client.

1.2 Use of Services: By using our services, you acknowledge that Cogknition will provide marketing consultancy based on the information and materials provided by you or your organization. You agree to provide accurate and complete information to enable us to perform our services effectively.

1.3 Client Responsibilities: As a client, you are responsible for providing timely feedback, approvals, and any necessary resources or access required for Cogknition to perform the agreed-upon services. Delays caused by your failure to fulfill these responsibilities may affect the timeline and outcome of the services.

Intellectual Property

2.1 Ownership: All intellectual property rights, including copyrights, trademarks, trade secrets, and other proprietary rights, associated with the services provided by Cogknition, including any deliverables, documents, or materials, are and shall remain the exclusive property of Cogknition or its licensors.

2.2 License: Subject to your compliance with these Terms, Cogknition grants you a limited, non-exclusive, non-transferable, revocable license to use the deliverables or materials provided to you solely for your internal business purposes. This license does not grant you the right to modify, distribute, reproduce, publicly display, or create derivative works based on the deliverables or materials without our prior written consent.

Payments and Fees

3.1 Pricing: The pricing for our services will be outlined in separate agreements or proposals between Cogknition and the client. Unless otherwise specified, all prices are quoted in USD and exclude applicable taxes.

3.2 Payment Terms: Payment terms will be specified in the separate agreements or proposals between Cogknition and the client. You agree to pay all fees and charges promptly in accordance with the agreed-upon payment terms.

3.3 Late Payments: In the event of late or non-payment, Cogknition reserves the right to suspend or terminate services until payment is received in full. Late payments may also be subject to late fees or interest charges as specified in the separate agreements or proposals.

4. Limitation of Liability

4.1 Disclaimer of Warranties: To the maximum extent permitted by applicable law, Cogknition provides its services on an "as-is" and "as available" basis. We make no warranties or representations, either express or implied, regarding the accuracy, reliability, or completeness of our services or the results that may be obtained from their use.

4.2 Limitation of Liability: In no event shall Cogknition or its directors, officers, employees, or agents be liable to you or any third party for any indirect, incidental, special, consequential, or punitive damages arising out of or in connection with the use or inability to use our services, even if advised of the possibility of such damages. Our total liability to you for any claims arising out of or relating to these Terms or our services shall be limited to the amount paid by you to Cogknition for the services in question.

5. Indemnification

You agree to indemnify, defend, and hold harmless Cogknition and its directors, officers, employees, and agents from and against any claims, liabilities, damages, losses, costs, or expenses arising out of or in connection with your use of our services, violation of these Terms, or infringement of any intellectual property or other rights of any third party.

6. Termination

These Terms are effective until terminated. Cogknition may, at its sole discretion, terminate or suspend your access to our Website or services at any time, with or without cause, and without prior notice.

7. Governing Law

These Terms shall be governed by and construed in accordance with the laws of the State of Illinois. Any legal action or proceeding arising out of or relating to these Terms shall be exclusively brought in the courts of the State of Illinois.

8. Changes to these Terms

We reserve the right to modify or update these Terms at any time. Any changes will be effective immediately upon posting the updated Terms on our Website. Your continued use of our Website or services after any such changes constitutes your acceptance of the revised Terms.

9. Contact Us

If you have any questions, concerns, or requests regarding these Terms, please contact us at:

Cogknition Analytics, 4741 N Paulina, Suite 1, Chicago, IL 60640

Email: info@cogknition.com

Phone Number: ‪872.216.5410

By using our Website or services, you acknowledge that you have read and understood these Terms and agree to be bound by their provisions.