Terms of Service

These Terms of Service (these “Terms”) are a binding agreement between you and Cognosco Learning (“Cognosco,” “we,” “us,” or “our”) governing your access to and use of the website at cognoscolearning.com (the “Site”), the Insights library, our live in-person learning courses, our online courses delivered through the Lighthouse Coach, our corporate licensing program, and all related content and services (collectively, the “Services”).

By accessing or using the Services, registering for a course, purchasing a course or license, or requesting access to the Lighthouse Coach, you agree to be bound by these Terms and by our Privacy Policy. If you are using the Services on behalf of an organization, you represent that you are authorized to bind that organization, and “you” refers to that organization. If you do not agree to these Terms, do not use the Services.

Cognosco may update these Terms from time to time. The updated Terms will be posted on the Site with a revised “Last updated” date, and your continued use of the Services after the update constitutes acceptance of the updated Terms.

1. The Services

(a) What we offer. Cognosco Learning provides professional learning for adults through: (i) live, in-person, one-day courses (“In-Person Courses”); (ii) online, self-paced courses delivered through an interactive, Socratic artificial intelligence coach known as the Lighthouse Coach (the “AI Coach” or “Coach”); (iii) a free library of educational articles (the “Insights Library”); and (iv) licenses permitting organizations to make AI Coach courses available to their personnel (each, a “Corporate License”).

(b) Education, not professional advice. The Services are educational. Nothing in the Services — including any course content, Insights article, or Output (as defined below) — is legal, medical, financial, tax, human-resources, or other professional advice, and the Services do not create any professional or advisory relationship between you and Cognosco. You are responsible for obtaining independent professional advice for your specific circumstances.

(c) Adults. The Services are intended for adult professional learners. The Services are not directed to children, and you must be at least 18 years old (or the age of majority in your jurisdiction) to purchase or use the Services.

2. Definitions

As used in these Terms: “Content” means all course curricula, lessons, concepts, questions, assessments, exercises, books and manuals, articles, text, images, audio, and other materials made available through the Services. “Materials” means the Services, the Content, and all underlying tools, instructional design, know-how, methodologies, algorithms, models, prompts, and proprietary information used to provide or power the Services, together with all intellectual property rights in any of the foregoing. “User Content” means data and content you provide to the Services other than Input. “Input” means your interactions with the AI Coach, including your prompts, responses, answers, and any materials you submit to influence the Coach’s behavior. “Output” means content generated by or through the AI Coach or other artificial intelligence tools in response to Input. “Authorized User” means an individual permitted to use the Services under a purchase or Corporate License in accordance with Section 3.

3. Accounts, Access, and Access Keys

(a) Purchases and registration. Course purchases and registrations are made through the Site and processed by our third-party payment processor, Stripe (see Section 5). You agree to provide accurate, current, and complete information in connection with any purchase, registration, or inquiry, and to keep it updated.

(b) AI Coach access. Access to purchased AI Coach courses is provided by means of an access credential, which may take the form of an access key (including a Stripe session identifier) or another credential we issue (each, an “Access Key”). Access Keys are personal to the purchaser (or, under a Corporate License, to the individual Authorized User to whom they are issued) and may not be shared, transferred, sold, or used by any other person. You are responsible for all activity conducted using your Access Key, whether or not you authorized it. Keep your Access Key confidential, and notify us promptly at hello@cognoscolearning.com if you know or suspect it has been compromised.

(c) Learner records. The AI Coach maintains a record of your progress (including concepts completed, assessments, and mastery status). Your learner record is stored in your own web browser’s local storage on your device, associated with your Access Key; we do not maintain your learner record in a hosted account on our servers, and clearing your browser storage will delete the local record. You may not falsify, alter, or attempt to alter learner records, assessment results, or certificates.

(d) Sample access. We may offer sample or demonstration access to the AI Coach, including by issuing limited sample keys on request and at our discretion. Sample access is provided for evaluation only, may be limited in scope, duration, and usage, and may be revoked at any time.

(e) Corporate Licenses. Corporate Licenses are sold by proposal and written agreement. The number of Authorized Users is determined by the employee-count tier and roster terms set out in the applicable proposal or agreement. These Terms apply to all Authorized Users under a Corporate License; the purchasing organization is responsible for the acts and omissions of its Authorized Users and for any use of the Services through its license.

4. License Grant; Ownership; Access Restrictions

(a) Limited license. Subject to your compliance with these Terms and, for paid offerings, payment of applicable fees, Cognosco grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Services and Content solely for your own internal professional development purposes (or, for organizations, the internal learning of your personnel). No rights are granted other than those expressly stated in these Terms.

(b) Access restrictions. You will not at any time, and will not permit any third party (including any Authorized User) to, directly or indirectly:

1. use the Services in any manner beyond the scope of the rights expressly granted in these Terms, exceed any usage limits, or circumvent any access control, gating, assessment, or usage limit applicable to the Services;
2. copy, reproduce, download, screenshot, screen-record, or otherwise capture any Content or Output or any portion of the Services — other than (x) temporary copies made automatically by a web browser in the course of permitted use, and (y) materials we expressly designate as downloadable (such as course books or manuals provided to enrolled learners) — or modify or create derivative works of the Services or Content, in whole or in part;
3. reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain improper access to any software, model, algorithm, prompt, or underlying structure of the Services (including the AI Coach), in whole or in part, including by analyzing Output or system responses;
4. frame, mirror, sell, resell, rent, lease, redistribute, or otherwise make the Services or Content available to any third party, or share any Access Key or other access credential with any person other than the Authorized User to whom it was issued;
5. use the Services, Content, or Output in any manner or for any purpose that infringes, misappropriates, or otherwise violates any intellectual property right or other right of any third party, or that violates any applicable law;
6. interfere with or disrupt the integrity or performance of the Services or any data or content contained therein;
7. access or search the Services (or download data or content from them) through any engine, software, automated tool, agent, device, or mechanism (including spiders, robots, crawlers, scrapers, or similar data-mining tools) other than software or features we provide expressly for that purpose;
8. use the Services, Content, any Output, or any of our confidential or proprietary information (A) for benchmarking or competitive analysis, (B) to develop, commercialize, license, or sell any product or service that competes with the Services, (C) to develop, train, fine-tune, or improve any artificial intelligence or machine learning model, (D) to analyze, study, or evaluate Cognosco’s instructional design, pedagogical methods, content sequencing, assessment methodology, user experience, or product design as implemented in the Services, or (E) as Input to, or to prompt, instruct, or otherwise feed, any third-party artificial intelligence tool or service, including any large language model or other generative artificial intelligence tool;
9. submit any Input or User Content you do not have the right to submit, or any confidential information of your employer or any third party that you are not authorized to disclose; or
10. remove, alter, or obscure any copyright, trademark, attribution, or other proprietary rights notice displayed in or provided with the Services, Content, or Output (including the notice “© 2026 Cognosco Learning” or any successor notice).

(c) Reservation of rights. Cognosco owns and retains all right, title, and interest in and to the Materials, including the Services, the Content (including all course curricula, books, and manuals), the underlying tools, know-how, instructional design, methodologies, algorithms, models, and proprietary information used to provide or power the Services, any aggregate, derivative, or usage data collected or generated in connection with the Services in de-identified form, and all improvements, derivatives, enhancements, and modifications to any of the foregoing, and all intellectual property rights therein. All rights not expressly granted under these Terms are reserved.

(d) Basis of protection — copyright, contract, and trade secret. Cognosco’s catalog is protected on three independent grounds, and nothing in these Terms depends on any single one of them: (i) Copyright — Cognosco claims copyright in the human-authored elements of the Materials, including its written curricula, books, and manuals and the selection, coordination, arrangement, and editing of course content, in each case to the extent such elements are protectable under applicable law; (ii) Contract — regardless of the copyright status of any particular element or of any Output, your use of the Services, Content, and Output is governed by these Terms, and the restrictions in Section 4(b) bind you as a matter of contract; and (iii) Trade secret — the Materials include trade secrets of Cognosco, including its instructional designs, curriculum architectures, assessment methodologies, and the internal structure and prompting of the AI Coach, which are protected as confidential and proprietary information under Section 8 and applicable trade secret law. You acknowledge that some material generated with the assistance of artificial intelligence tools may not, standing alone, be protectable by copyright; Cognosco does not claim otherwise, and no such limitation diminishes the contract and trade-secret protections stated in these Terms or your obligations under them.

(e) Your content. You retain all right, title, and interest in and to your Input and User Content. You grant Cognosco the right to use and process your Input and User Content solely in connection with providing, operating, securing, and improving the Services, and to create aggregate and derivative data solely in de-identified form.

(f) No implied rights in AI-generated material. Nothing in these Terms transfers to you any ownership interest in the Materials or in the structure, sequencing, selection, arrangement, or design of any course, whether or not any individual Output is protectable under applicable law. Your rights in Output are solely the limited use rights stated in Section 6(b). You will not assert, and will not assist any third party in asserting, that the limitations of copyright protection for material generated with the assistance of artificial intelligence tools entitle you to use the Services, Content, or Output in any manner not expressly permitted by these Terms.

5. Fees, Payment, and Refunds

(a) Prices. Current prices are as stated on the Site at the time of purchase. As of the date of these Terms: In-Person Courses are $595 per seat, with corporate seat discounts of 10% for three to four seats and 20% for five or more seats in a single registration; AI Coach courses are $195 per course. Corporate License pricing is set by written proposal. Prices may change prospectively upon posting to the Site; a price change does not affect a completed purchase.

(b) Payment processing. Payments are processed by Stripe, Inc. or its affiliates (“Stripe”). Cognosco does not collect or store your full payment card details. Your payment is subject to Stripe’s terms and privacy policy.

(c) Taxes. You are responsible for any sales, use, or similar taxes, duties, and charges imposed on amounts payable by you, other than taxes imposed on Cognosco’s income.

(d) Refunds and rescheduling. In-Person Courses: you may cancel your registration for a full refund up to seven (7) days before the course date. You may transfer your registration to another person, or reschedule to another course date, free of charge up to three (3) days before the course date. AI Coach courses: you may cancel your purchase for a full refund within fourteen (14) days after purchase, provided you have not completed the course. If we cancel an In-Person Course, you may elect a full refund or rescheduling. Corporate License fees, if any, are governed by the applicable license agreement.

(e) Course details. The location, date, and start time of each In-Person Course are set by Cognosco and stated in the course listing or your registration confirmation; they are not selected by the registrant. We may change a scheduled location, date, or start time on reasonable notice where reasonably necessary.

6. Input and Output (AI Coach)

(a) Responsibility for Input. You are responsible for all Input and for your use of Output. Do not submit Input that you do not have the right to submit, including another person’s personal information or your employer’s confidential information, except as necessary for your own learning and authorized by the rights holder.

(b) Use of Output. Subject to your compliance with these Terms, you may use Output solely for your own internal professional development purposes (or, under a Corporate License, the internal learning purposes of your organization). Output is educational material for the enrolled learner; it is not a work product deliverable and confers no rights in the underlying Content or Materials.

(c) Human review. You will evaluate the content, accuracy, and appropriateness of all Output for its intended use, including through human review, before relying on it or making it available to others.

(d) Non-uniqueness. Others may receive the same or similar Output. You acquire no exclusive rights in Output.

(e) Competitive use prohibited. Notwithstanding anything in this Section 6, you will not use any Output, directly or indirectly, in connection with the development, improvement, or operation of any product or service that competes with the Services, or to train, fine-tune, or evaluate any artificial intelligence or machine learning model (see Section 4(b)(viii)).

7. Feedback

From time to time you or your personnel may provide Cognosco with suggestions, comments, or other feedback regarding the Services (“Feedback”). You hereby grant Cognosco a perpetual, irrevocable, royalty-free, fully paid-up license to use and exploit all Feedback in connection with Cognosco’s business purposes, including the testing, development, maintenance, and improvement of the Services.

8. Confidentiality

Neither you nor Cognosco will disclose to any third party any information marked “confidential” or “proprietary,” or that should reasonably be considered confidential or proprietary (“Confidential Information”), without the other party’s prior written consent, other than (a) in confidence to employees or contractors as necessary in connection with these Terms, or (b) pursuant to an order or requirement of a court, administrative agency, or other governmental body, provided the receiving party gives reasonable written notice to the other party (where legally permitted) to allow it to seek a protective order or otherwise contest the disclosure. Neither party will use the other’s Confidential Information other than in connection with the Services and these Terms. Confidential Information excludes information that: (a) is generally available to or known by the public absent breach of these Terms; (b) was previously known to the receiving party without restriction; (c) is independently developed by the receiving party without use of or reference to the disclosing party’s Confidential Information; or (d) is disclosed by a third party absent breach of its confidentiality obligations or applicable law. For the avoidance of doubt, the Materials constitute Confidential Information of Cognosco. These confidentiality obligations survive termination of these Terms for five (5) years, and, with respect to any trade secret, for so long as the information remains a trade secret under applicable law.

9. Acceptable Use; Suspension and Termination

(a) Acceptable use. You agree not to use the Services to: violate any applicable law; harass, defraud, or harm any person; impersonate any person or misrepresent your affiliation; submit unlawful, infringing, or malicious content or code; or attempt to gain unauthorized access to the Services, learner records, or other users’ access.

(b) Suspension. Cognosco may suspend or terminate your access to the Services, in whole or in part, if we determine or reasonably believe that (i) you have breached these Terms, including the restrictions in Section 4(b); (ii) there is unauthorized access to or misuse of the Services or Materials; or (iii) continuing to provide access may result in harm to Cognosco, the Services, or any third party.

(c) Effect of termination. Upon termination or suspension of your access, all rights and licenses granted to you under these Terms immediately cease. You will cease all use of the Services and delete or destroy all Materials and Cognosco Confidential Information in your possession or control (including any screenshots, recordings, notes, or other copies), other than materials expressly provided for your retention (such as certificates of completion and course books provided to enrolled learners for their personal reference, which remain subject to Sections 4 and 8).

(d) Survival. Sections 4, 5 (with respect to amounts owed), 6(e), 7, 8, 10, 11, 12, and 13 survive any termination or expiration of these Terms or of your access.

10. Disclaimer

THE SERVICES, MATERIALS, CONTENT, OUTPUT, AND ANYTHING ELSE PROVIDED BY COGNOSCO, ITS VENDORS, AND ITS LICENSORS IN CONNECTION WITH THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, AND COGNOSCO MAKES NO WARRANTIES OF ANY KIND, EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT, AND NO WARRANTY THAT THE SERVICES OR MATERIALS ARE FREE FROM DEFECTS, ERRORS, INACCURACIES, OR BUGS, OR THAT ACCESS WILL BE UNINTERRUPTED.

DUE TO THE NATURE OF MACHINE LEARNING AND ARTIFICIAL INTELLIGENCE, OUTPUT MAY NOT BE UNIQUE, AND THE SERVICES MAY GENERATE THE SAME OR SIMILAR OUTPUT FOR YOU OR A THIRD PARTY. GIVEN THE PROBABILISTIC NATURE OF MACHINE LEARNING AND ARTIFICIAL INTELLIGENCE, THE SERVICES MAY IN SOME SITUATIONS PRODUCE OUTPUT THAT IS INACCURATE, INCORRECT, INCOMPLETE, OR OTHERWISE UNDESIRABLE, OR MAY HALLUCINATE. THE ACCURACY, QUALITY, AND COMPLIANCE WITH APPLICABLE LAW OF THE OUTPUT MAY BE DEPENDENT UPON AND COMMENSURATE WITH THE QUALITY OF THE INPUT PROVIDED AND YOUR COMPLIANCE WITH THESE TERMS AND, NOTWITHSTANDING ANYTHING ELSE SET OUT HEREIN, COGNOSCO WILL NOT HAVE ANY LIABILITY OR RESPONSIBILITY TO YOU OR ANY OTHER PERSON OR ENTITY FOR ANY LOSS OR DAMAGES RELATING TO OR ARISING FROM INPUT OR THE USE OF OUTPUT. THE SERVICES ARE EDUCATIONAL; OUTPUT AND CONTENT ARE NOT LEGAL, MEDICAL, FINANCIAL, OR OTHER PROFESSIONAL ADVICE, AND YOU MAY NOT RELY ON THEM AS SUCH.

WE MAKE NO REPRESENTATION OR GUARANTEE REGARDING ANY LEARNING, CAREER, BUSINESS, OR OTHER OUTCOME FROM THE SERVICES.

11. Limitation of Liability

IN NO EVENT WILL COGNOSCO BE LIABLE FOR ANY SPECIAL, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, LOST PROFITS OR REVENUE, LOSS OF USE, LOST BUSINESS OPPORTUNITIES, OR LOSS OF GOODWILL, OR COST OF REPLACEMENT PRODUCTS OR SERVICES, ARISING OUT OF, RELATING TO, OR IN CONNECTION WITH THESE TERMS OR THE SERVICES, MATERIALS, CONTENT, OR OUTPUT, WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON CONTRACT, WARRANTY, INTELLECTUAL PROPERTY, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR OTHERWISE, AND WHETHER OR NOT COGNOSCO HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. IN NO EVENT WILL COGNOSCO’S TOTAL CUMULATIVE LIABILITY TO YOU ARISING FROM ALL CLAIMS UNDER OR RELATED TO THESE TERMS EXCEED THE FEES ACTUALLY PAID BY YOU TO COGNOSCO IN THE TWELVE (12) MONTH PERIOD IMMEDIATELY PRECEDING THE FIRST EVENT GIVING RISE TO THE APPLICABLE CLAIM. NOTHING IN THESE TERMS EXCLUDES OR LIMITS LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

12. Indemnification

You will defend, indemnify, and hold harmless Cognosco and its owners, officers, employees, and agents from and against any and all losses, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to (a) your breach of the restrictions set forth in Section 4(b); (b) your unauthorized use of Cognosco’s Confidential Information or Materials; (c) any claim by a third party arising from your use of Output or User Content in violation of these Terms; or (d) your or your Authorized Users’ violation of applicable law. Cognosco will provide you with prompt written notice of any claim subject to indemnification hereunder, and you will have sole control of the defense and settlement of such claim; provided that you will not settle any claim without Cognosco’s prior written consent if such settlement would impose any obligation on Cognosco or admit any fault on Cognosco’s behalf.

13. General Provisions

(a) No publicity license. You may not use Cognosco’s name, logos, or trademarks except as expressly permitted in writing. Nothing in these Terms grants Cognosco any right to use your or your organization’s name, logos, or trademarks for marketing or promotional purposes.

(b) Equitable relief. You acknowledge that a breach or threatened breach of Sections 4, 6(e), or 8 may cause irreparable harm for which monetary damages may be inadequate, and that Cognosco will be entitled to seek immediate equitable relief, including a restraining order, injunction, or specific performance, from any court of competent jurisdiction, without any requirement to post a bond or prove actual damages. Such remedies are in addition to all other remedies available at law, in equity, or otherwise.

(c) Force majeure. Neither party will be responsible for any failure or delay in performance of its obligations under these Terms (except payment obligations) due to causes beyond its reasonable control, including labor disputes, shortages, denial-of-service or other malicious attacks, telecommunications failure, pandemics or public health emergencies, governmental orders, material changes in law, war, terrorism, riot, or acts of God.

(d) Notices. Notices under these Terms will be in writing and will be sent to Cognosco Learning, 2344 Washington Street, Newton Lower Falls, Newton, MA 02462, or by email to hello@cognoscolearning.com, and to you at the email or postal address you provided in connection with your purchase, registration, or inquiry. Notices are deemed given when delivered personally, one (1) business day after deposit with a nationally recognized express courier, three (3) business days after mailing by registered or certified mail (return receipt requested, postage prepaid), or, for email, on the date sent without a bounce-back if sent during the receiving party’s normal business hours (otherwise the next business day).

(e) Governing law; jurisdiction. These Terms will be governed by and construed in accordance with the laws of the State of Florida, without giving effect to any principles of conflict of laws that would lead to the application of the laws of another jurisdiction. Any legal action or proceeding arising under these Terms will be brought exclusively in the federal or state courts located in the State of Florida, and the parties irrevocably consent to the personal jurisdiction and venue therein. The United Nations Convention on Contracts for the International Sale of Goods will not apply.

(f) Independent contractors. The relationship between you and Cognosco is that of independent contractors. Nothing in these Terms establishes any partnership, joint venture, or agency relationship, and neither party may bind the other without prior written consent.

(g) Amendments; waiver. No modification of these Terms by you will be effective unless in writing and signed by Cognosco. Cognosco’s failure to enforce any provision of these Terms will not constitute a waiver of future enforcement of that or any other provision. No waiver will be effective unless in writing and signed by the party granting it.

(h) Assignment. You may not assign or transfer these Terms, or any rights or obligations under them, by operation of law or otherwise, without Cognosco’s prior written consent; any attempt to do so is void. Cognosco may assign these Terms to a third party that succeeds to all or substantially all of its business and assets relating to the subject matter of these Terms, whether by sale, merger, operation of law, or otherwise. Subject to the foregoing, these Terms are binding upon and inure to the benefit of the parties and their respective successors and permitted assigns.

(i) Severability. If any provision of these Terms is held invalid, illegal, or unenforceable, that provision will be enforced to the maximum extent permitted by law, given the fundamental intentions of the parties, and the remaining provisions will remain in full force and effect.

(j) Entire agreement. These Terms, together with the Privacy Policy and, for Corporate Licenses, the applicable proposal or license agreement, constitute the complete and exclusive agreement between the parties with respect to the subject matter hereof and supersede all prior or contemporaneous agreements, communications, and understandings, written or oral, with respect to such subject matter. In the event of any conflict between these Terms and a signed Corporate License agreement, the license agreement will control to the extent of the conflict. No provision of these Terms confers any rights, benefits, or remedies upon any person other than the parties and their respective successors and permitted assigns.

Contact. Questions regarding these Terms may be directed to Cognosco Learning, 2344 Washington Street, Newton Lower Falls, Newton, MA 02462, hello@cognoscolearning.com.

Last updated: October 29, 2026.