1. Agreement
These Terms constitute a legally binding agreement between you ("Customer", "you") and Tachyon Systems Pty Ltd ("Provider", "we", "us", "our") regarding your use of the Cogniyon platform ("Service").
2. Definitions
- "Service" means the Cogniyon AI platform accessible via cloud.tachyon.ai or other designated URLs.
- "Customer Data" means all data, content, and materials uploaded, submitted, or processed through the Service by Customer.
- "Subscription" means the paid access plan selected by Customer.
- "User" means an individual authorized by Customer to use the Service.
- "Documentation" means technical documentation provided with the Service.
3. Access & Registration
3.1. To access the Service, you must register an account using valid business contact information.
3.2. You are responsible for maintaining the confidentiality of login credentials and for all activities under your account.
3.3. You must be at least 18 years old or have legal capacity to enter into contracts in your jurisdiction.
4. License Grant
4.1. Subject to these Terms and payment of applicable fees, we grant you a non-exclusive, non-transferable, worldwide right to access and use the Service during the Subscription Term, solely for your internal business operations.
4.2. The Service is provided on a software-as-a-service (SaaS) basis. No software is installed locally unless explicitly provided as part of the Service.
5. Use Restrictions
You shall not:
- Reverse engineer, decompile, or attempt to extract source code from the Service.
- Use the Service to develop a competing product or service.
- Exceed permitted usage limits or circumvent technical limitations.
- Use the Service for unlawful activities, infringement, or to transmit malware.
- Share accounts between multiple Users except where explicitly permitted by your Subscription.
- Use the Service to process protected health information (PHI) or similarly regulated data unless specifically enabled by your plan.
6. Customer Data
6.1. Ownership: Customer retains all right, title, and interest in Customer Data. You grant us a limited license to process Customer Data solely to provide and improve the Service.
6.2. AI Processing: Customer Data may be processed by AI models to generate outputs. We do not claim ownership over outputs, but they may be used to improve model performance unless you opt-out.
6.3. Security: We implement industry-standard security measures. However, you are responsible for backing up Customer Data and ensuring it complies with applicable laws.
6.4. Prohibited Data: You shall not upload data subject to special regulatory regimes (e.g., GDPR, HIPAA) unless your Subscription includes appropriate compliance features.
7. Fees & Payment
7.1. Subscription fees are billed in advance, either monthly or annually as selected.
7.2. Payments are non-refundable except as required by Australian Consumer Law.
7.3. Late payments may result in suspension of Service access.
7.4. Fees are exclusive of taxes. You are responsible for all applicable taxes.
8. Intellectual Property
8.1. We retain all intellectual property rights in the Service, Documentation, and any pre-existing technology.
8.2. Any feedback or suggestions you provide may be used to improve our products without obligation to you.
9. Confidentiality
Both parties agree to protect each other's confidential information using reasonable care and not to disclose it to third parties except as necessary under these Terms.
10. Warranties & Disclaimers
10.1. The Service is provided "as is" and "as available".
10.2. We do not warrant that the Service will be uninterrupted, error-free, or completely secure.
10.3. To the maximum extent permitted by law, all implied warranties and conditions are excluded.
10.4. Our service level agreement (if applicable) is incorporated by reference.
11. Liability
11.1. To the extent permitted by law, our total liability for any claim arising under these Terms shall not exceed the fees paid by you in the 12 months preceding the claim.
11.2. We shall not be liable for any indirect, incidental, consequential, or punitive damages.
11.3. These limitations do not apply to liability for personal injury, fraud, or breaches of confidentiality.
12. Termination
12.1. Either party may terminate for material breach if not cured within 30 days.
12.2. Upon termination, your access will cease, and we may delete Customer Data after 30 days unless legally required to retain it.
12.3. Sections on IP, Confidentiality, Liability, and Governing Law survive termination.
13. Governing Law
These Terms are governed by the laws of Victoria, Australia. Any disputes shall be subject to the exclusive jurisdiction of courts in Melbourne, Victoria.
14. Changes to Terms
We may modify these Terms with 30 days' notice. Continued use after changes constitutes acceptance. Material changes will be communicated via email or in-app notification.
15. Contact
Tachyon Systems Pty Ltd
Office 3422, Ground Floor,
470 St Kilda Rd,
Melbourne - 3004
Victoria, Australia
ABN: 19632309794
Website: tachyon-systems.tech