Version 1.1 · Last updated: 29 April 2026
These Terms of Service ("Terms") form a binding agreement between you, or the organisation you represent ("you", "Customer"), and NGIS PTE LTD (UEN 202403437E), a private limited company incorporated in Singapore ("we", "us", "our"), in relation to the Cognify software-as-a-service platform and related services (the "Service"), available at cognifytechnology.com.
By creating an account, accessing the Service, or clicking to accept these Terms, you agree to be bound by them. If you do not agree, do not use the Service.
You may only use the Service if you are at least 18 years old and have the authority to enter into a binding contract on behalf of the organisation for which you are signing up. The Service is intended for business use only.
Cognify produces manufacturing analytics and reports from operational data that you upload. The specific features, limits, and service tiers are described on the Service and in your order. We may improve, change, or add features at any time. We will not materially reduce the functionality of your current plan during a paid subscription term without giving you at least 30 days' prior notice.
To use the Service you must register for an account. You agree to provide accurate, current, and complete information and to keep it up to date.
Each Customer organisation has one or more users. The organisation's OWNER manages the subscription, billing, and team membership. Other users are USERs with standard access to upload data and view reports. You are responsible for actions taken under any user account associated with your organisation.
You are responsible for keeping your credentials confidential. Notify us promptly at info@cognifytechnology.com if you become aware of unauthorised access to or use of your account.
5.1 Free trial. We offer a 14-day free trial of the Service before any payment commitment. No card is required. At the end of the trial, the account reverts to a locked state unless a paid subscription has been purchased.
5.2 Subscription term and prepayment. Each paid subscription is for a fixed Initial Term selected at the point of purchase: 12, 24, or 36 calendar months. Subscription Fees for the entire Term are payable in advance, in a single payment on the Subscription Start Date. Multi-year Terms qualify for a discount on the per-machine rate as published on the Cognify pricing page; this discount constitutes the bargained-for consideration for your commitment to the full Term.
5.3 Per-machine pricing and currency. Plans are sold on a per-machine basis. Pricing is quoted in Singapore Dollars (SGD) for Singapore Customers and in Malaysian Ringgit (MYR) for Malaysian Customers, unless otherwise agreed.
5.4 Taxes. Prices are stated exclusive of applicable taxes. Where applicable, we charge and remit Singapore GST or Malaysian SST at prevailing rates.
5.5 Non-refundable; no post-purchase cooling-off. Subscription Fees, once paid, are non-refundable in whole or in part for the duration of the Term, except as provided in clause 5.9 (Sole Discretion Exception). You acknowledge that the Cognify Service is a business-to-business commercial subscription and that no statutory cooling-off period or withdrawal right applies under the laws of Singapore or Malaysia. NGIS does not offer a voluntary post-purchase cooling-off period in addition to the 14-day free Trial that precedes any commercial commitment. By completing the subscription purchase, you confirm that this is understood.
5.6 Upgrades permitted at any time. You may at any time during the Term upgrade your subscription by (a) increasing the number of machines, (b) moving to a higher tier, and/or (c) extending to a longer Term. Upgrade pricing is calculated as: (new license cost) less (unused portion of the original prepayment, calculated daily). Any difference is invoiced via your existing payment method. The upgrade takes effect immediately.
5.7 No downgrades within an active Term. Reductions in tier, machine count, or Term length within an active prepaid period are not part of the standard Cognify service. Your per-machine rate is fixed for the Term; the multi-year discount (where applicable) is conditional on the full Term commitment.
5.8 Renewal-time changes. At the renewal date marking the end of the Term, you may freely choose any combination of tier, machine count, and Term length — including reductions — for the next Term, with no proration calculations.
5.9 Sole Discretion Exception. In exceptional circumstances (including but not limited to documented business closure, regulatory prohibition of your operations, or contractual force majeure as defined in clause 9), you may contact NGIS at info@cognifytechnology.com to request a change or refund within an active Term. NGIS will consider any such request in good faith but is under no obligation to grant it. Any accommodation NGIS may offer is extended as goodwill, not as contractual entitlement, and creates no precedent for future requests.
5.10 Acknowledgement at purchase. Before completing payment, you are presented with: (a) the total Subscription Fee for the Term, (b) the Subscription Start Date and Renewal Date, (c) confirmation that the Fee is non-refundable for the duration of the Term, (d) confirmation that no post-purchase cooling-off period applies, and (e) a link to these Terms. Completion of payment constitutes your affirmative acknowledgement of these conditions. Within a reasonable period after the Subscription Start Date, NGIS will send you a confirmation email summarising the Subscription Term, total Fee paid, Subscription Start Date, Renewal Date, and a link to these Terms.
5.11 Automatic renewal. Subscriptions renew automatically for successive Terms of the same length unless you cancel at least 30 days before the renewal date. Cancellation takes effect at the end of the current paid Term and does not entitle you to a pro-rata refund.
5.12 Payment failures. If a scheduled payment fails we may retry the charge and may suspend access to the Service after a reasonable grace period. Persistent non-payment may result in termination.
You agree not to use the Service in a way that breaks any law; upload unlawful, defamatory, or rights-infringing content; upload personal data without a lawful basis; upload malware or harmful code; attempt unauthorised access to the Service, other customers' data, or our infrastructure; reverse engineer the Service beyond what the law permits; resell or use the Service to build a competing product; scrape or benchmark the Service for the benefit of a competitor; circumvent rate limits or quotas; or impair the Service's operation for other customers.
We may suspend or terminate access if we reasonably conclude that you have breached this Section 6.
Your data remains yours. You retain all rights, title, and interest in the data and files you upload ("Customer Data") and in the reports generated from them.
Licence to operate the Service. You grant us a worldwide, non-exclusive, royalty-free licence to process your Customer Data solely as necessary to operate, maintain, secure, and improve the Service for you, and for the purposes described in our Privacy Policy.
Responsibility. You are solely responsible for the accuracy, quality, and lawfulness of your Customer Data, for ensuring you have the rights to upload it, and for obtaining any consents required from individuals whose personal data may be contained in it.
Data export on termination. For 30 days after your subscription ends, you may export your account data and reports from the portal. After that window, your Customer Data will be deleted from the live Service in accordance with our Privacy Policy.
Our property. We own the Service, including the software, interfaces, documentation, algorithms, AI models, trademarks, and the design and structure of generated reports. Nothing in these Terms transfers any of our IP to you.
Licence to you. Subject to these Terms and ongoing payment, we grant you a limited, non-exclusive, non-transferable, non-sublicensable right to use the Service and the reports generated for you during your subscription term.
Perpetual access to your own reports. Even after your subscription ends, you retain a perpetual, royalty-free right to retain, view, and use — for your internal business purposes — the report files generated for you during the subscription and that you have exported. This does not grant any right to the Service itself.
Feedback. If you voluntarily send us feedback, ideas, or suggestions, you grant us a perpetual, irrevocable, royalty-free licence to use them to improve the Service.
We use third-party service providers to help us deliver the Service (for example, providers of infrastructure hosting, payment processing, transactional email delivery, and secure backup). Your use of the Service is conditional on our continued ability to use those providers. We use commercially reasonable efforts to select reputable providers that handle your data appropriately. On written request to info@cognifytechnology.com we will share the categories of service provider we engage.
We aim for 99.5% monthly availability of the Service, excluding scheduled maintenance, emergency maintenance, and events outside our reasonable control. Specific service credits and eligibility, if any, are documented in a separate Service Level Agreement made available on request.
We may carry out scheduled maintenance, giving reasonable advance notice where practicable. Emergency maintenance may be performed without advance notice.
We warrant that we will provide the Service with reasonable care and skill, and that we will process your Customer Data in accordance with our Privacy Policy.
Except as expressly stated in these Terms, and to the maximum extent permitted by law, the Service is provided on an "as is" and "as available" basis. We disclaim all other warranties, whether express, implied, statutory, or otherwise, including any implied warranties of merchantability, fitness for a particular purpose, non-infringement, accuracy, or uninterrupted operation.
Reports produced by the Service are analytical outputs derived from the data you upload. You are responsible for your own operational decisions and for validating outputs before relying on them for business-critical actions.
To the maximum extent permitted by law, the aggregate liability of each party to the other arising out of or in connection with these Terms or the Service, whether in contract, tort (including negligence), or otherwise, is capped at the total amount of fees paid or payable by you to us for the Service in the 12 months immediately preceding the event giving rise to the claim.
Neither party is liable for any indirect, incidental, consequential, special, exemplary, or punitive damages, or for loss of profits, revenue, goodwill, data, or business opportunity, even if advised of the possibility of such loss.
These limits do not apply to fraud or wilful misconduct; death or personal injury caused by negligence; liability that cannot be limited or excluded under applicable law; or your obligation to pay fees due under these Terms.
You may cancel your subscription at any time from the portal or by contacting us. Cancellation takes effect at the end of the current paid term. Fees already paid are non-refundable.
We may terminate these Terms for convenience on at least 30 days' written notice if we decide to discontinue the Service or a material part of it. In that case we will pro-rata refund any prepaid fees for the unused portion of the term.
Either party may terminate these Terms with immediate effect by written notice if the other party materially breaches these Terms and fails to cure the breach within 30 days of written notice (or immediately, if the breach is not capable of cure).
We may suspend access to the Service without prior notice if we reasonably believe that continued provision would cause security harm, legal exposure, or service degradation for other customers; you have breached Section 6; or payment is overdue beyond the grace period.
On termination, your right to access the Service ends. You may export your data for 30 days. Any accrued obligations (including payment of fees due up to termination) survive. Sections that by their nature should survive will survive.
Each party may receive non-public information from the other ("Confidential Information"), including commercial terms, pricing, and technical information. Each party will use the other's Confidential Information only to perform or benefit from the Service, protect it with at least reasonable care, and not disclose it to third parties except to professional advisers or service providers bound by confidentiality obligations, or as required by law.
These obligations last for the duration of these Terms and for 3 years afterwards. They do not apply to information that is already public, was lawfully known before disclosure, is independently developed without reference to the other's Confidential Information, or is lawfully received from a third party.
Our collection and use of personal data is described in our Privacy Policy, which is incorporated into these Terms by reference. Where we process personal data on your behalf, we do so as a data intermediary under Section 4 of the Singapore PDPA, on your documented instructions, and with appropriate technical and organisational safeguards.
Unless you tell us otherwise in writing, we may state that you are a customer of Cognify, and use your logo solely to identify you as such on our website, in investor materials, and in sales materials. If you send us a written request to stop using your logo, we will stop within a reasonable period.
These Terms are governed by the laws of Singapore, without regard to conflict-of-laws principles.
Before starting any court proceeding, the parties agree to attempt to resolve any dispute in good faith through mediation at the Singapore Mediation Centre. If the dispute is not resolved within 60 days of a mediation request, either party may then bring the matter before the courts. The parties submit to the exclusive jurisdiction of the Singapore courts for any dispute not resolved through mediation.
We may update these Terms from time to time. When we make a material change we will update the version number and effective date, notify you by email, and post a notice in the portal before the change takes effect. If you do not accept the update, you may terminate your subscription before the effective date. Continued use of the Service after the effective date means you accept the updated Terms.
Assignment. You may not assign these Terms without our prior written consent. We may assign them to a successor in connection with a merger, acquisition, or sale of substantially all of our assets.
Force majeure. Neither party is liable for failure or delay caused by events beyond its reasonable control, including natural disasters, war, government action, industrial action, pandemic, and internet outages.
Entire agreement. These Terms, together with the Privacy Policy and any order form signed by both parties, form the entire agreement between us on this subject and supersede any earlier agreements on the same subject.
Severability. If any provision of these Terms is unenforceable, the remaining provisions remain in full force, and the unenforceable provision is modified to the extent necessary to make it enforceable while preserving its intent.
Waiver. A failure or delay by either party to exercise any right under these Terms is not a waiver of that right.
No partnership. Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship.
Notices. Notices to us should be sent to info@cognifytechnology.com. Notices to you will be sent to the email address on your account.
NGIS PTE LTD (UEN 202403437E), Singapore
Email: info@cognifytechnology.com
The parties acknowledge and agree that:
(a) the Subscription Fee, Term length options, and multi-year term discounts are disclosed in advance on the Cognify pricing page and in the checkout flow;
(b) Customer had a meaningful choice of Term length (12, 24, or 36 months) at correspondingly different price points and was not required to commit to a longer Term;
(c) Customer had access to a 14-day free Trial of the Cognify service prior to making any payment commitment, providing a reasonable opportunity to evaluate fitness for purpose;
(d) Customer received (or will receive) a Confirmation Email after purchase summarising the key commercial terms; and
(e) the limitations on cancellation, refund, and downgrade in clause 5 are reasonable in the circumstances having regard to (i) the prepaid nature of the Service, (ii) the term-discount benefit conferred on Customer, and (iii) the pre-purchase Trial period.
This clause is included to support the application of the reasonableness test under the Singapore Unfair Contract Terms Act (Cap 396) and any analogous doctrine of Malaysian law.