Terms of Service

These Terms of Service ("Terms") govern access to and use of the Corei platform, websites, APIs, and related services (collectively, the "Service") provided by Corei ("Corei", "we", "us"). By creating an account, signing an order form, or using the Service, you agree to these Terms on behalf of yourself and the organization you represent ("Customer", "you").

If a separate written agreement, order form, or master subscription agreement is signed between Corei and Customer, that agreement controls to the extent it conflicts with these Terms.

You must be at least 18 years old and authorized to bind your organization. You are responsible for the accuracy of registration information, for maintaining the confidentiality of credentials, and for all activity that occurs under your accounts. Notify us immediately of any suspected unauthorized use.

Customer is responsible for the conduct of its users and for ensuring that authorized users comply with these Terms.

The Service is offered under several plans, including a 30-day trial limited to 10 users and 250,000 Corei tokens. Trial accounts include most platform capabilities but exclude whitelabeling and certain enterprise controls. Trial data may be deleted if the account is not converted within 14 days after the trial ends.

Paid plans are provided under the tier (e.g., Path A bundles or Path B per-seat) and term set forth in an order form or in-product purchase. Unless otherwise specified, subscriptions renew automatically for successive terms equal to the initial term. You may cancel renewal in your account or by notifying us at least 30 days before the renewal date.

Fees are stated in the applicable order form or pricing page and are due as invoiced. Except as required by law, fees are non-refundable. Overages for users, tokens, or other metered units are billed in arrears at the rates then in effect.

Fees are exclusive of taxes. Customer is responsible for all sales, use, value-added, and similar taxes (other than taxes on Corei's net income). Late payments accrue interest at the lesser of 1.5% per month or the maximum permitted by law.

Subject to these Terms and timely payment of fees, Corei grants Customer a non-exclusive, non-transferable, worldwide right to access and use the Service during the subscription term for Customer's internal business operations.

You will not, and will not permit any user to:

• Resell, sublicense, or provide the Service to any third party except as expressly permitted.
• Reverse engineer, decompile, or attempt to derive the source code of the Service.
• Use the Service to build a competing product or to benchmark without our written consent.
• Upload malware or content that infringes, defames, or violates law or third-party rights.
• Interfere with the integrity, security, or performance of the Service or attempt to bypass access controls.
• Use the Service to make decisions producing legal or similarly significant effects without human review.

"Customer Data" means the data you or your authorized integrations transmit to the Service. As between the parties, Customer owns Customer Data. You grant Corei a limited license to host, process, transmit, and display Customer Data solely to provide and improve the Service for Customer.

Corei's processing of personal information within Customer Data is governed by our Privacy Notice and, where applicable, a Data Processing Addendum executed between the parties.

The Service can connect to third-party products (e.g., ConnectWise PSA, HubSpot, Microsoft Teams, Axcient, Hook Security). Use of those products is governed by their own terms, and Corei is not responsible for their availability, accuracy, or content. Enabling an integration authorizes Corei to exchange data with that product as needed to provide the Service.

Corei generates suggestions, drafts, summaries, and recommendations ("Output") based on prompts and grounded customer context. As between the parties, Customer owns its prompts and the Output, subject to Corei's underlying rights in the Service and the rights of third-party AI providers in their models.

Output is provided as-is, may be inaccurate or incomplete, and should be reviewed by a qualified human before reliance, particularly for financial, legal, security, or operational decisions. Corei does not warrant that Output is fit for any particular purpose.

If you provide suggestions, ideas, or feedback about the Service, you grant Corei a perpetual, irrevocable, royalty-free license to use that feedback for any purpose without obligation to you.

Each party will protect the other's Confidential Information using at least the same degree of care it uses for its own confidential information of similar importance (and no less than reasonable care), and will use Confidential Information only to exercise rights and perform obligations under these Terms. Confidential Information does not include information that is publicly available, independently developed, or rightfully received from a third party.

Corei warrants that during a paid subscription term the Service will perform materially in accordance with its published documentation. As Customer's sole remedy for breach of this warranty, Corei will use commercially reasonable efforts to correct the non-conformity or, if unable to do so, terminate the affected subscription and refund prepaid fees for the unused remainder of the term.

EXCEPT AS EXPRESSLY STATED, THE SERVICE AND ALL OUTPUT ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ACCURACY.

By Corei. Corei will defend Customer against third-party claims alleging that the Service, when used as permitted under these Terms, infringes a U.S. patent, copyright, or trademark, and will pay damages finally awarded or settlement amounts approved by Corei.

By Customer. Customer will defend Corei against third-party claims arising from (i) Customer Data, (ii) Customer's breach of the Acceptable Use restrictions, or (iii) Customer's use of Output in violation of these Terms or applicable law, and will pay damages finally awarded or settlement amounts approved by Customer.

The indemnified party must promptly notify the indemnifying party of the claim, allow the indemnifying party to control the defense, and reasonably cooperate.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, NEITHER PARTY WILL BE LIABLE FOR LOST PROFITS, REVENUE, OR DATA, OR FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, COVER, OR PUNITIVE DAMAGES, EVEN IF ADVISED OF THE POSSIBILITY.

EACH PARTY'S TOTAL CUMULATIVE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE FEES PAID OR PAYABLE BY CUSTOMER TO CORE IQ FOR THE SERVICE IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

These limitations do not apply to amounts owed under the indemnification obligations, breach of confidentiality, or a party's gross negligence, fraud, or willful misconduct.

These Terms remain in effect for the duration of any active subscription. Either party may terminate for the other party's material breach that remains uncured 30 days after written notice. Corei may suspend the Service immediately for non-payment, suspected security risk, or violation of the Acceptable Use restrictions.

Upon termination, Customer's right to access the Service ends. Customer may export Customer Data for 30 days after termination, after which Corei may delete it in accordance with our Privacy Notice.

We may update the Service and these Terms from time to time. For material adverse changes to these Terms, we will provide notice through the Service or by email to account administrators at least 30 days before the change takes effect. Continued use of the Service after the effective date constitutes acceptance.

These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-laws principles. The parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Delaware for any dispute not subject to arbitration. Each party waives any right to a jury trial. Nothing in this section limits either party's right to seek injunctive relief in any court of competent jurisdiction.

These Terms, together with any order form and Data Processing Addendum, are the entire agreement between the parties on this subject and supersede prior agreements. If any provision is held unenforceable, the remaining provisions remain in effect. Neither party may assign these Terms without the other's consent, except to a successor in connection with a merger, acquisition, or sale of substantially all assets. Notices to Corei must be sent to legal@coreiplatform.com.

Questions about these Terms can be sent to legal@coreiplatform.com or through our contact page.