EULA

Supercog, Inc. End-User License Agreement
Last Updated: 1 February 2025 

This End-User License Agreement (the “Agreement”) is a legal agreement between you (“you” or the “User”) and Supercog, Inc. (“Supercog,” “we,” or “us”) and governs your use of Supercog.ai (the “Software”). By installing, accessing, or otherwise using the Software, you agree to be bound by this Agreement. If you do not agree to the terms of this Agreement, you must not install or use the Software.

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1. License Grant
1.1 Limited License
Subject to your ongoing compliance with this Agreement, Supercog grants you a personal, non-exclusive, non-transferable, revocable license to install and use the Software solely for your internal business or personal purposes in accordance with any accompanying documentation.
1.2 Restrictions
You agree not to:

Modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information, software, products, or services obtained through the Software.

Reverse engineer, decompile, or disassemble the Software, except and only to the extent expressly permitted by applicable law.

Remove, alter, or obscure any copyright, trademark, or other proprietary notices from the Software.

Use the Software in any way that is unlawful, fraudulent, or misleading, or for any other inappropriate purpose.

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2. Intellectual Property Rights
2.1 Ownership
Supercog (and/or its licensors) retains all right, title, and interest in and to the Software, including any and all copyrights, patents, trade secrets, trademarks, and other intellectual property rights therein.
2.2 Feedback
If you provide any suggestions or feedback regarding the Software, you grant Supercog an unlimited, irrevocable, worldwide, royalty-free, and perpetual license to use, reproduce, modify, adapt, publish, translate, create derivative works from, and distribute such suggestions or feedback for any purpose.

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3. Updates and Modifications
Supercog may provide updates, patches, or new versions (collectively, “Updates”) of the Software from time to time. These Updates may be provided automatically without notice. You agree that Supercog may require you to accept Updates as a condition of your continued use of the Software. Supercog reserves the right to modify or discontinue the Software (or any part thereof) at any time.

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4. Privacy
Your use of the Software may involve the collection and use of certain information about you and your use of the Software. Please review our [Privacy Policy] for more information on how we collect and handle your data. By using the Software, you consent to the collection, use, and disclosure of information as described in our Privacy Policy.5. Term and Termination.

5.1 Term
This Agreement is effective upon your acceptance or use of the Software and will continue until terminated by either you or Supercog.
5.2 Termination by You
You may terminate this Agreement at any time by uninstalling and ceasing all use of the Software.
5.3 Termination by Supercog
Supercog may terminate or suspend this Agreement, in whole or in part, at any time for any or no reason, including if you fail to comply with any term of this Agreement.
5.4 Effect of Termination
Upon termination, you must immediately cease all use of the Software and delete any copies of the Software in your possession. Sections of this Agreement that by their nature should survive termination will survive, including but not limited to Intellectual Property Rights, Disclaimer of Warranties, Limitation of Liability, and Governing Law.

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6. Disclaimer of Warranties
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SOFTWARE IS PROVIDED “AS IS” AND “AS AVAILABLE,” WITH ALL FAULTS AND WITHOUT WARRANTY OF ANY KIND. SUPERCOG DISCLAIMS ALL WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT. SUPERCOG DOES NOT WARRANT THAT THE SOFTWARE WILL MEET YOUR REQUIREMENTS, OPERATE WITHOUT INTERRUPTION, OR BE ERROR-FREE.

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7. Limitation of Liability
TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL SUPERCOG, ITS AFFILIATES, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO THIS AGREEMENT OR YOUR USE OF (OR INABILITY TO USE) THE SOFTWARE, INCLUDING BUT NOT LIMITED TO DAMAGES FOR LOST PROFITS, LOST DATA, OR BUSINESS INTERRUPTION, EVEN IF SUPERCOG HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. IN NO EVENT WILL SUPERCOG’S AGGREGATE LIABILITY EXCEED THE AMOUNT YOU PAID FOR THE SOFTWARE OR THE AMOUNT OF FIFTY U.S. DOLLARS (USD $50), WHICHEVER IS GREATER.

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8. Indemnification
You agree to indemnify, defend, and hold harmless Supercog, its affiliates, officers, directors, employees, agents, and licensors from any and all claims, liabilities, damages, losses, or expenses (including reasonable attorneys’ fees) arising out of or in any way connected with your use of the Software, your violation of this Agreement, or your violation of any rights of another.

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9. Governing Law
This Agreement shall be governed by and construed in accordance with the laws of [applicable jurisdiction], without regard to its conflict of laws principles. You agree that any dispute arising under this Agreement shall be resolved in the state or federal courts located in [applicable jurisdiction], and you expressly consent to the personal jurisdiction of such courts.

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10. Miscellaneous
10.1 Severability
If any provision of this Agreement is deemed invalid or unenforceable, such provision shall be enforced to the maximum extent permissible, and the remaining provisions shall remain in full force and effect.
10.2 Entire Agreement
This Agreement, together with our Privacy Policy, constitutes the entire agreement between you and Supercog with respect to the Software and supersedes all prior or contemporaneous understandings regarding such subject matter.
10.3 No Waiver
Any delay or failure by Supercog to exercise a right or remedy will not result in a waiver of that or any other right or remedy.
10.4 Assignment
You may not assign or transfer this Agreement, or any rights granted hereunder, by operation of law or otherwise without Supercog’s prior written consent. Any attempt to assign without such consent will be null and of no effect.
10.5 Contact Information
If you have any questions about this Agreement or the Software, please contact us at:
info@supercog.ai 

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11. Third-Party Services
11.1 Integration with Third-Party Services
Supercog.ai may integrate or interact with third-party services, such as QuickBooks (collectively, “Third-Party Services”). These integrations are provided solely as a convenience, and your use of such Third-Party Services is at your own risk and subject to the terms and conditions of the relevant third-party provider.
11.2 Third-Party Terms and Policies
You acknowledge that Supercog does not control the terms, practices, or policies of any Third-Party Service. Use of a Third-Party Service through Supercog.ai is governed by the terms and conditions of the provider of that service, such as Intuit’s Terms of Service for QuickBooks. You are responsible for reviewing and complying with those terms and conditions.
11.3 Disclaimer of Liability
Supercog assumes no responsibility for and makes no representations regarding the performance, availability, functionality, or security of any Third-Party Service. Supercog will not be liable for any damages, losses, or liabilities arising out of or related to your use of any Third-Party Service integrated with Supercog.ai. If the provider of a Third-Party Service discontinues or modifies that service, Supercog bears no responsibility for any resulting impact on Supercog.ai or its features.
11.4 Data Exchange and Privacy
When you enable a Third-Party Service in connection with Supercog.ai, you authorize Supercog to exchange any necessary data (including personal data, financial data, or usage data) with the Third-Party Service to facilitate the integration. Any information collected or processed by the Third-Party Service is subject to their own privacy practices. We encourage you to review the privacy policies of any Third-Party Services you use.
11.5 Intellectual Property
All trademarks, service marks, trade names, logos, or other designations of Third-Party Services are the property of their respective owners. Nothing in this Agreement grants you any ownership rights in or to any Third-Party Service or their intellectual property.

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By clicking “I Accept,” installing, or using the Software, you acknowledge that you have read and understand this Agreement and agree to be bound by its terms and conditions.

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