Terms & Conditions

These Terms & Conditions ("Terms") are between you and Donatus C. Oleri, trading as Cogniply — a Dutch sole proprietorship (eenmanszaak) registered with the Dutch Chamber of Commerce (Kamer van Koophandel, KVK) under KVK number 42139551, VAT number NL005528149B69, with registered address Zetveld 145, 8447BC Heerenveen, the Netherlands — the provider of the ReconcileAI invoice-reconciliation service (the "Service"). "Cogniply", "we" and "us" mean the proprietor and the business he operates. By creating an account, starting a trial, or continuing to use the Service, you agree to these Terms.

Cogniply is a sole proprietorship and not a company with separate legal personality. There is no limited-liability entity behind the trade name: the proprietor contracts in their own name and answers personally for the obligations of the business.

If you use the Service on behalf of an organisation, you confirm you have authority to bind that organisation, and "you" refers to that organisation.

ReconcileAI ingests invoices, purchase orders and receipts that you upload, matches line items across documents, flags price and quantity discrepancies, and drafts supplier dispute emails using AI. Output is provided for your review; you remain responsible for verifying results before acting on them (see section 8).

We grant you a limited, non-exclusive, non-transferable right to use the Service within your selected plan for your internal business purposes.

You must not misuse the Service. In particular, you must not:

• use the Service for any unlawful purpose, fraud, or spam;
• upload content that infringes intellectual-property or privacy rights of others, or that you have no right to process;
• interfere with the Service's security or infrastructure, including introducing malware, probing or scanning systems, or scraping the Service;
• reverse engineer, resell, redistribute, or circumvent plan limits or technical restrictions;
• use the AI features to generate illegal content, deceptive documents, or content intended to harass or defame.

You retain all rights to the documents and data you upload. You grant us a limited licence to host and process that content solely to provide the Service to you. You are responsible for your inputs, for having the rights to upload them, and for how you use the outputs (including dispute drafts). If a rights holder notifies us of infringing content, we may remove it; repeated infringement may lead to suspension.

You must provide accurate information and keep it up to date. You are responsible for keeping your account credentials confidential and for all activity under your account. Workspace owners are responsible for the team members they invite.

Paid plans are billed monthly via our reseller Paddle. Our order process is conducted by our online reseller Paddle.com. Paddle.com is the Merchant of Record for all our orders. Paddle provides all customer service inquiries and handles returns.

Payment, billing, taxes, renewal, cancellation and refund mechanics are governed by Paddle's Buyer Terms in addition to these Terms. Plan changes take effect as described at checkout: upgrades apply immediately with prorated billing; downgrades take effect at the next renewal. Refunds are handled under our Refund Policy.

We work to keep the Service reliable but do not guarantee uninterrupted or error-free performance. We may suspend the Service for maintenance or security reasons where reasonably necessary.

Reconciliation results and AI-drafted dispute emails may be inaccurate or incomplete. They are decision-support material, not accounting, tax, or legal advice, and are not a substitute for review by a qualified professional. You are responsible for verifying all outputs before relying on them or sending any drafted communication.

We retain all ownership of the Service and its intellectual property, including the software, matching logic, documentation, and branding. Nothing in these Terms transfers any of that to you.

We may suspend or terminate your access for material breach of these Terms, non-payment, security or fraud risk, or repeated or serious policy violations. You may cancel your subscription at any time via the billing portal. When your access ends, your data is handled as described in our Privacy Notice.

To the fullest extent permitted by law, the Service is provided "as is" and we disclaim all implied warranties, including merchantability and fitness for a particular purpose. We are not liable for indirect, consequential, or special damages (including loss of profits, data, or goodwill). Our aggregate liability is capped at the fees you paid in the 12 months before the event giving rise to the claim. Nothing in these Terms excludes liability for fraud, death, or personal injury where such exclusion is not permitted by law.

Because Cogniply is a sole proprietorship, any amount we owe is owed by the proprietor personally and is not limited to business assets. The financial cap above limits the amount recoverable under these Terms; it does not apply where a limitation is not permitted by law, including wilful misconduct or gross negligence.

You indemnify us against claims arising from content you upload, your unlawful use of the Service, or your breach of these Terms.

These Terms are governed by the laws of the Netherlands. Disputes will be brought before the competent courts of Amsterdam, the Netherlands, unless mandatory law provides otherwise.

The Service interface is available in several languages. These Terms, the Privacy Notice, the Refund Policy and the Legal Notice are published in English only, and the English text governs in all cases; any translation is provided for convenience and has no legal effect.

We may update these Terms; continued use of the Service after changes take effect constitutes acceptance. You may not assign these Terms without our consent; we may assign them in connection with a transfer of the Cogniply business. Neither party is liable for delays caused by events beyond its reasonable control.

These Terms are offered and, where signed, executed by the proprietor of Cogniply in their own name and on their own behalf — not by a company or on behalf of a separate legal entity. Notices to us are valid when sent to the contact address shown in the app; notices to you are valid when sent to your account email.