Terms of Service

These Terms of Service (the "Terms") are a contract between Cortality, Inc., a Delaware corporation ("Cortality", "we", "us"), and the business or organization that creates a Cortality account or orders a Cortality plan ("Customer", "you"). The person who accepts these Terms confirms that they have authority to bind that business.

These Terms cover the Cortality website analytics service, the dashboard at app.cortality.com, the Cortality tag (the script you install on your pages), the partner API, reports, and related support (together, the "Service"). They incorporate by reference our Data Processing Addendum (the "DPA"), our Refund Policy, and the plan details on our pricing page. If you and Cortality sign a separate written agreement or order form for the Service, that document controls where it conflicts with these Terms.

You accept these Terms by checking the box and clicking to start your trial or place your order. If we set up your account for you, you accept these Terms by checking the box in the dashboard or in our confirmation email before your trial starts; the trial does not start until you do. We keep a record of the version you accepted and when. If you do not agree, do not use the Service.

Electronic communications. You agree to receive notices, receipts and other communications from us electronically, by email or in the dashboard.

Business use only. The Service is for businesses and other organizations, not for personal, family or household use. You must be at least 18 years old to create an account.

Cortality measures how visitors interact with the pages where you install the tag, analyzes that data, and gives you findings: a ranked list of suggested changes, the evidence behind each one, and a re-measure after you ship a change. What the tag collects is described in our Data practices.

Findings are recommendations. Some findings are produced or drafted with automated analysis, including machine-learning models. You decide whether to make any change to your website, and you are responsible for the changes you make. We do not promise any particular increase in conversions, revenue or other business result.

Changes to the Service. We improve the Service continually and may add, change or remove features. We will not materially reduce the core functionality of a paid plan during a billing period you have already paid for. We may discontinue the Service on at least 60 days' notice, and refund prepaid fees for any unused period. We won't expand what the tag collects on your sites without your written opt-in.

• Give us accurate account information and keep it current.
• Keep sign-in credentials confidential. You are responsible for activity under your account, including by people you invite. Tell us promptly at team@cortality.com if you believe your account has been accessed without authorization.
• Account owners and admins can invite other users and set their roles. You are responsible for removing access for people who should no longer have it.
• The site key in your tag is a submission-only key: it can send data but cannot read it. It is not a secret, but do not reuse it on websites that are not yours.

Plans

Plans, prices and allowances (such as visitors analyzed per month, number of pages analyzed, and seats) are listed on our pricing page when you order. Prices are in US dollars and exclude taxes unless stated.

Trial

New accounts start with a free trial of the plan you choose at sign-up (Growth, unless you pick another). You give a payment method when you start the trial, and you are not charged during the trial.

• Length. The trial lasts 14 days. If your site has fewer than 100 analyzed visitors on day 14, we extend the trial to 30 days and email you the new end date. Your first report is always delivered before the trial ends.
• Reminder. We email you at least 3 days before the trial ends with the date and amount of your first charge and a link to cancel.
• First charge. If you do not cancel before the trial ends, your subscription starts and your payment method is charged when the trial ends, at the end of day 14 (or day 30), for the price of your plan shown at sign-up, then the same amount every month until you cancel. You can cancel or change plans at any time during the trial in your account settings.
• One trial per customer.

Right after sign-up we email you these trial and renewal terms and how to cancel.

Automatic renewal

Paid plans renew automatically each month and are charged at the start of each billing period until you cancel. You can cancel at any time in your account settings, online, without calling or emailing us. Cancellation takes effect at the end of the current billing period, and you keep access until then. Refunds are available as described in our Refund Policy, including a refund of any charge requested within 14 days.

Usage above your plan

Recording never stops when a site goes over its plan's visitor allowance. If a site stays over its allowance, we will email you to suggest a larger allowance or plan. We never raise your price for extra visitors unless you agree to it.

Price changes

We may change prices for future billing periods. We give you at least 30 days' notice by email before a price increase applies to your subscription, and you can cancel before it takes effect.

Our reseller

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. Paddle charges your payment method, collects sales tax or VAT, and issues invoices and receipts under its buyer terms; if those terms conflict with these Terms on payment, tax or invoicing, Paddle's terms govern. Our Refund Policy applies in addition. Cortality provides the Service. Billing questions can go to Paddle at paddle.net or through the link in your receipt, or to us at team@cortality.com.

Taxes and late payment

Taxes are calculated and collected by Paddle at checkout. If a payment fails, we and Paddle may retry it and may suspend the Service after giving you notice and a reasonable chance to update your payment method.

Customer Data means the data the tag collects from your websites and the data you upload to the Service. You own your Customer Data. You give Cortality a non-exclusive, worldwide license to host, copy, process, analyze and display Customer Data to provide, secure and support the Service for you, as described in these Terms and the DPA. Cortality acts as your service provider. Apart from the aggregate use below, it does not use Customer Data for its own purposes.

Aggregate data. We may combine measurements from many customers into anonymous, aggregate statistics (for example, average scroll depth by page type) to build benchmarks and improve our models. Aggregate data never identifies you, your websites or any individual. We create aggregate data only from deidentified measurements, never sell it, and never use it to profile or recognize any visitor. You can opt out at any time by emailing team@cortality.com; from then on your Customer Data is used only to serve you.

We never sell Customer Data, never use it for advertising, and never let another customer see it.

Retention. Cortality keeps the data it collects, including after you leave, as described in our Retention policy. Removing the tag stops all new collection. Data already collected stays encrypted, scoped to your sites, and visible only to your account. We close dashboard access on request. Data held after your subscription ends is not accessed or used except on your instructions, for security, or for legal compliance. Your plan's history setting controls how far back the dashboard shows data; it does not delete data. Section 8 of the DPA governs personal data after the Service ends, including where the law requires deletion.

Personal data. To the extent Customer Data includes personal data, you are the controller (or "business") and Cortality is your processor (or "service provider"), and the DPA applies.

You control the pages where you install the tag, so these responsibilities are yours:

• Disclosure and consent. Disclose your use of Cortality (behavioral analytics and session recording) in your website's privacy policy, and obtain any notice or consent the law in your visitors' jurisdictions requires before the tag records them, including under wiretap, eavesdropping and privacy laws such as California's Invasion of Privacy Act and Pennsylvania's Wiretap Act. Our client obligations page offers starting language; it is not legal advice.
• No sensitive pages. Do not install the tag on pages that display or collect protected health information, payment card data, government ID numbers, financial account details, precise location, or other sensitive personal information, or exclude those elements with the controls we provide. The Service is not designed to receive such data, and we are not a "business associate" under HIPAA.
• No children's sites. Do not install the tag on websites or pages directed to children under 13 (or under 16 in the EU and UK).
• Visitor-entered content. Form field values are masked automatically. Content your page displays outside form fields (for example, a chat transcript or account details) is not masked automatically: exclude it with data-cortality-ignore or keep the tag off those pages.
• Identifiers in URLs. Do not put email addresses or other personal identifiers in page addresses or campaign (UTM) parameters on pages that carry the tag.
• Consent tools. If you use a consent tool, load or start the tag only after a visitor consents. That is supported (see Cortality.disable() in the docs).
• Gaze module. If you turn on the optional camera-based gaze module, you must obtain each visitor's prior written consent where biometric privacy laws (such as the Illinois Biometric Information Privacy Act) require it, and must not turn it on for visitors in places where you cannot.
• Your rights to the pages. You must own or have the right to measure the websites where you install the tag.

You will not, and will not let anyone else:

• use the Service to identify, track or profile individual visitors, or combine Cortality data with other data to do so;
• use the Service in violation of law or of anyone's rights, or to build a competing product;
• reverse engineer, copy, resell or sublicense the Service, except as the law expressly permits or as a written partner agreement allows;
• interfere with the Service, probe or test its security without our written permission, or send it data designed to cause harm;
• send data to the Service from websites you do not own or control, or use another customer's site key.

We may suspend access that we reasonably believe violates this section or threatens the security of the Service or other customers. We will tell you why and restore access once the problem is resolved.

Cortality owns the Service, the tag, our models, software, documentation, reports' format and design, and all improvements to them. These Terms give you a right to use the Service during your subscription; they do not transfer ownership of anything. Reports we deliver to you are yours to use and share inside your business and with your agencies and contractors.

If you send us suggestions or feedback, we may use them without obligation to you.

Each party will protect the other's non-public business information that it receives through the Service with reasonable care, and use it only to perform under these Terms. This does not cover information that is public, already known to the recipient, independently developed, or received lawfully from someone else. A party may disclose confidential information when the law requires, after giving notice where the law allows.

We protect the Service and Customer Data with the administrative, technical and physical safeguards described in our Security overview and the DPA, including encryption in transit and at rest. If we become aware of a security breach affecting your Customer Data, we will notify you without undue delay and within 72 hours, as the DPA describes.

These Terms apply from when you accept them until your account is closed. You can cancel your subscription at any time as described in section 4.

Either party may terminate for the other's material breach that is not cured within 30 days of written notice. We may terminate or suspend immediately if you fail to pay after notice, if required by law, or for a serious violation of section 6 or 7.

When your subscription ends, remove the tag from your websites. Any data the tag sends after your subscription ends is still handled under these Terms and the DPA. Sections 4 (for amounts owed), 5, 8, 9 and 12 through 16 survive the end of these Terms, and so does section 8 of the DPA.

We will provide the Service with reasonable skill and care, and in line with our published data practices as in effect when the data was collected. If the Service does not perform as these Terms describe, tell us; we will try to fix it, and if we cannot within a reasonable time, you may cancel and receive a refund of fees prepaid for the remaining unused period.

Except as expressly stated in these Terms, the Service is provided "as is" and "as available". To the fullest extent the law allows, Cortality disclaims all other warranties, express or implied, including merchantability, fitness for a particular purpose, title and non-infringement, and any warranty that the Service will be uninterrupted or error-free or that findings will produce any business result.

To the fullest extent the law allows: (a) neither party is liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue, goodwill or data, even if advised of the possibility; and (b) each party's total liability arising out of or related to these Terms is limited to the greater of US$100 or the fees paid or payable for the Service (including to our reseller) in the 12 months before the event that gave rise to the claim. For breach of section 9, section 10 or the DPA, the limit is three times that amount.

These limits do not apply to your payment obligations, to either party's indemnity obligations, or to liability that cannot be limited by law.

By Cortality. We will defend you against any third-party claim alleging that the Service, as we provide it, infringes that party's intellectual property rights, and pay the resulting damages and costs finally awarded or agreed in settlement. This does not apply to claims caused by your websites, your data, or your combination of the Service with things we did not provide. If the Service is or may become subject to such a claim, we may modify it to be non-infringing, obtain a license, or end your subscription and refund prepaid fees for the unused period.

By you. You will defend Cortality against any third-party claim, including a claim by a visitor to your website or a regulator, arising from your websites, your Customer Data, your failure to give notice or obtain consent as section 6 requires, or your breach of section 7, except to the extent the claim arises from Cortality's breach of these Terms or the DPA, and pay the resulting damages and costs finally awarded or agreed in settlement.

The party seeking defense must notify the other promptly, give it control of the defense and settlement (a settlement cannot impose obligations on the defended party without its consent), and cooperate reasonably.

These Terms are governed by the laws of the State of Delaware, without regard to its conflict-of-laws rules. The state and federal courts located in Delaware have exclusive jurisdiction over any dispute arising out of or related to these Terms, and each party consents to their jurisdiction. Either party may seek an injunction in any court to protect its intellectual property or confidential information. Before filing a claim, each party agrees to try to resolve the dispute informally by writing to the other and allowing 30 days for a response.

Each party waives any right to a jury trial. Claims may be brought only individually, not as a plaintiff or class member in any class or representative proceeding.

• Changes to these Terms. We may update these Terms. We email material changes to account owners at least 30 days before they take effect; other changes take effect when posted. Changes never apply to a dispute that arose before they took effect. If you keep using the Service after a change takes effect, you accept it; if you don't, cancel before then. We post the effective date at the top of this page.
• Notices. We send notices to your account owner's email. Send notices to us at team@cortality.com, with a copy to the address below.
• Assignment. Neither party may assign these Terms without the other's consent, except to a successor in a merger, acquisition or sale of substantially all of its assets, with notice.
• Force majeure. Neither party is liable for delays caused by events beyond its reasonable control, other than your obligation to pay.
• Export and sanctions. You will not use the Service in violation of US export control or sanctions laws, or from a sanctioned country.
• Publicity. We will not name you as a customer without your permission.
• Entire agreement. These Terms, the DPA, the Refund Policy and your order are the entire agreement on this subject. If any provision is unenforceable, the rest stays in effect. A failure to enforce a provision is not a waiver. There are no third-party beneficiaries. The parties are independent contractors.