Terms & Conditions

Adaptive Thinking. Built To Last.

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Terms of Service

Effective Date: January 1, 2026
Last Updated: January 1, 2026
Version 1.0
Please read these Terms carefully.

By accessing or using SubThought’s Services, you agree to be bound by these Terms of Service. If you do not agree to these Terms, do not use our Services. These Terms constitute a legally binding agreement between you and SubThought Corporation.

Section 1
Agreement to Terms

These Terms of Service (“Terms”) govern your access to and use of the services, software, platform, APIs, websites, and other products offered by SubThought Corporation (“SubThought,” “we,” “us,” or “our”), including the Premise Language, GIL Learners cognitive runtime, Mind Server Platform, and any associated documentation, tools, or materials (collectively, the “Services”).

By creating an account, accessing our platform, using our APIs, visiting our website, or otherwise using any of our Services, you (“User,” “you,” or “your”) agree to be bound by these Terms and our Privacy Policy, which is incorporated herein by reference.

If you are using our Services on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms, and “you” shall refer to both you individually and the organization.

Section 2
Description of Services

SubThought provides a cognitive AI platform designed for autonomous machine systems, consisting of:

  1. Premise Language — A domain-specific programming language for defining the cognitive behavior of autonomous agents
  2. GIL Learners (GILs) — A cognitive runtime architecture that executes Premise Language agents, enabling perception, memory, deliberation, and continuous in-field learning
  3. Mind Server Platform — Cloud-native infrastructure for registering, deploying, monitoring, and controlling cognitive agent fleets at scale
  4. Developer Tools — SDKs, APIs, documentation, simulation environments, and related tooling
  5. Website and Marketing Materials — Including: subthought.ai and associated web properties

We reserve the right to modify, suspend, or discontinue any aspect of our Services at any time with reasonable notice to affected users.

Section 3
Accounts & Access

Account Registration
Certain features of our Services require you to create an account. When registering, you agree to provide accurate, complete, and current information and to maintain the accuracy of that information.

Account Security
You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You agree to notify us immediately at he***@********ht.ai if you suspect unauthorized access to your account.

Access Requirements
You must be at least 18 years of age to create an account or use our Services. By using our Services, you represent that you meet this age requirement.

Investor Portal Access
Access to our investor materials is subject to additional vetting and approval at our sole discretion. Approved access is granted subject to a Non-Disclosure Agreement and may be revoked at any time.

Section 4
License & Permitted Use

Platform License
Subject to your compliance with these Terms and payment of applicable fees, SubThought grants you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your internal business purposes.

Developer License
Subject to these Terms, you may use SubThought’s APIs and developer tools to build, test, and deploy applications and integrations that connect with our platform. Any such applications must comply with our developer guidelines, which may be updated from time to time.

Documentation
You may use SubThought’s documentation and published materials for the purpose of implementing and using our Services. You may not reproduce or distribute our documentation for commercial purposes without written permission.

Section 5
Prohibited Uses

You agree not to use our Services to:

  1. Violate any applicable local, state, national, or international law or regulation
  2. Deploy cognitive agents for purposes that endanger human life or safety without appropriate safeguards, oversight, and regulatory compliance
  3. Reverse engineer, decompile, disassemble, or attempt to derive the source code of our proprietary platform components
  4. Reproduce, sell, resell, sublicense, or redistribute our Services or any component thereof without written authorization
  5. Use our Services to develop competing products or services
  6. Attempt to gain unauthorized access to our systems, networks, or other users’ accounts
  7. Upload or transmit viruses, malware, or any other malicious code through our platform
  8. Use our Services to process, store, or transmit data in violation of applicable privacy laws
  9. Misrepresent your identity, affiliation, or the nature of your use of our Services
  10. Use our platform in any manner that could damage, disable, overburden, or impair our infrastructure
  11. Scrape, crawl, or extract data from our Services by automated means without prior written consent

Important – Critical Safety Deployments

Our platform is designed for autonomous machine systems that may operate in safety-critical environments. You are solely responsible for ensuring that any deployment of SubThought’s technology complies with all applicable safety standards, regulations, and industry best practices. Do not deploy cognitive agents in situations where failure could result in injury, death, or significant property damage without appropriate human oversight, fail-safe mechanisms, and regulatory approval.

Section 6
Intellectual Property

Violate
SubThought’s Intellectual Property The Services, including all software, algorithms, designs, text, graphics, logos, and other materials comprising the SubThought platform, are owned by SubThought Corporation and are protected by copyright, trademark, patent, and other intellectual property laws. Nothing in these Terms transfers any ownership rights to you.

Your Intellectual Property
You retain all ownership rights to the code you write in Premise Language, the cognitive agent configurations you create, and the data you input into our Services (“User Content”). By using our Services, you grant SubThought a limited, non-exclusive license to process your User Content solely for the purpose of providing and improving the Services.

Feedback
If you provide feedback, suggestions, or ideas about our Services, you grant SubThought a perpetual, irrevocable, royalty-free license to use that feedback for any purpose without compensation or attribution to you.

Section 7
Open Source Components

Certain components of the SubThought platform are made available as open source software through our GitHub repositories, including the Premise Language, Sentience, Worlds, and Packages repositories. These components are licensed under the terms specified in their respective repository LICENSE files.

Open source components are provided “as is” without warranty of any kind. Commercial use, embedding, or redistribution of open source components in third-party products may require a separate commercial license. 

Section 8
Your Data

You are responsible for the accuracy, quality, and legality of all data you input into our Services and for obtaining all necessary rights, consents, and permissions to share that data with SubThought.

We will not access, use, or disclose your data except as necessary to provide the Services, comply with legal obligations, or as otherwise described in our Privacy Policy. We do not use your operational or platform data to train our models or improve our AI systems without your explicit consent.

You are responsible for maintaining appropriate backups of your data. SubThought is not responsible for any loss of data resulting from your use of the Services.

Section 9
Payment Terms

Fees
Access to certain features of the Services may require payment of subscription fees or usage-based charges as described in our pricing documentation. All fees are quoted and payable in $US dollars unless otherwise agreed in writing.

Billing
Subscription fees are billed in advance on a monthly or annual basis. Usage-based charges are billed in arrears. You authorize SubThought to charge your payment method on file for all applicable fees.

Refunds
Fees are generally non-refundable except as required by applicable law or as otherwise specified in a separate agreement. If you believe you have been charged in error, please contact us within 30 days of the charge.

Taxes
You are responsible for all taxes, duties, and assessments applicable to your purchase of our Services, excluding taxes on SubThought’s net income.

Section 10
Disclaimers

Disclaimer

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE” WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR UNINTERRUPTED OR ERROR-FREE OPERATION. SUBTHOUGHT DOES NOT WARRANT THAT THE SERVICES WILL MEET YOUR REQUIREMENTS OR THAT ANY ERRORS WILL BE CORRECTED.

SubThought does not warrant that our cognitive AI systems will perform without error in all environments or use cases. You are responsible for testing and validating the Services for your specific deployment environment, particularly in safety-critical applications.

Section 11
Limitation of Liability

Important

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, SUBTHOUGHT SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, BUSINESS, OR GOODWILL, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR YOUR USE OF THE SERVICES, EVEN IF SUBTHOUGHT HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

SubThought’s total cumulative liability arising out of or related to these Terms or the Services shall not exceed the greater of (a) the total fees paid by you to SubThought in the twelve months preceding the claim, or (b) one hundred US dollars ($100).

Some jurisdictions do not allow the exclusion or limitation of certain damages, so the above limitations may not apply to you.

Section 12
Indemnification

You agree to defend, indemnify, and hold harmless SubThought Corporation and its officers, directors, employees, agents, and licensors from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, and fees (including reasonable attorneys’ fees) arising out of or relating to:

  1. Your use of the Services in violation of these Terms
  2. Your User Content or data
  3. Your deployment of cognitive agents in your products or services
  4. Your violation of any applicable law or regulation
  5. Your violation of any third-party rights
Section 13
Termination

Termination by You
You may terminate your account at any time. Termination does not entitle you to a refund of any prepaid fees except as required by applicable law.

Termination by SubThought
We reserve the right to suspend or terminate your access to the Services at any time, with or without notice, if we reasonably believe you have violated these Terms, engaged in fraudulent or abusive behavior, or for any other reason at our sole discretion.

Effect of Termination
Upon termination, your right to access and use the Services immediately ceases. Sections of these Terms that by their nature should survive termination — including Intellectual Property, Disclaimer, Limitation of Liability, Indemnification, and Governing Law — shall survive termination.

Section 14
Governing Law & Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions. Any dispute arising out of or relating to these Terms or the Services that cannot be resolved informally shall be submitted to binding arbitration in accordance with the rules of the American Arbitration Association, conducted in Delaware. Each party shall bear its own costs in arbitration.

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent irreparable harm pending arbitration. You agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action.

These Terms shall be governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to its conflict of law provisions. Any dispute arising out of or relating to these Terms or the Services that cannot be resolved informally shall be submitted to binding arbitration in accordance with the rules of the American Arbitration Association, conducted in Delaware. Each party shall bear its own costs in arbitration.

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent irreparable harm pending arbitration. You agree that any dispute resolution proceedings will be conducted only on an individual basis and not in a class, consolidated, or representative action.

Section 15
Changes to These Terms

We reserve the right to modify these Terms at any time. When we make material changes, we will update the “Last Updated” date at the top of this page and, where required by applicable law, provide notice to registered users by email or through the Services.

Your continued use of the Services after the effective date of any changes constitutes your acceptance of the revised Terms. If you do not agree to the updated Terms, you must stop using the Services.

Section 16
Contact Us

If you have questions about these Terms or wish to report a violation, please contact us. Our team is happy to clarify any part of this agreement before you use our Services.

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