COCOON END USER TERMS

IMPORTANT – PLEASE READ CAREFULLY: THESE END USER TERMS ("TERMS") ARE A LEGAL AGREEMENT BETWEEN YOU ("END CUSTOMER") AND COCOON AI, PBC ("COCOON") AND GOVERNS YOUR USE OF THE COCOON MATERIALS DEFINED BELOW. COCOON AND YOU MAY BE REFERRED TO INDIVIDUALLY AS A "PARTY" OR COLLECTIVELY AS "PARTIES."

BY ACCEPTING THESE TERMS, EITHER BY CLICKING A BOX INDICATING YOUR ACCEPTANCE OR BY OTHERWISE AFFIRMATIVELY ACCEPTING THESE TERMS IN WRITING (INCLUDING BY EMAIL OR ELECTRONIC ACCEPTANCE), YOU AGREE TO THESE TERMS. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS "YOU" OR "YOUR" SHALL REFER TO SUCH ENTITY. IF YOU DO NOT HAVE SUCH AUTHORITY, OR IF YOU DO NOT AGREE WITH THESE TERMS, YOU MUST NOT ACCEPT THIS AGREEMENT AND MAY NOT USE THE COCOON MATERIALS.

This Agreement was last updated on October 9, 2026. It is effective between End Customer and Cocoon as of the date End Customer accepts these Terms ("Effective Date") as set forth above.

These Terms apply to Cocoon's services (the "Services") that are resold by a Cocoon reseller ("Company") to End Customer under a contract between End Customer and Company (the "Services Agreement").

1. Cocoon Materials

All right, title and interest in and to Cocoon’s methodologies, engagement structure and sequence, session formats, slide decks, prompts, exercises, templates, policies, playbooks, frameworks, training materials, tools, software, platform, and know-how used, shown, or provided in the Services (the “Cocoon Materials”) and all enhancements, modifications and derivative works thereof belong to Cocoon and are confidential whether or not marked. Cocoon Materials do not include Project Deliverables assigned to End Customer under Section 2, except for Cocoon Materials incorporated into those Project Deliverables. End Customer may use Cocoon Materials only for End Customer’s own internal business purposes in connection with the Services and Project Deliverables. End Customer will not copy, adapt, publish, or share Cocoon Materials outside End Customer, will not provide them to Company or any other person for reuse, and will not use them to provide services to others. These restrictions do not prevent End Customer from using and updating its own Project Deliverables for internal business purposes.

2. Deliverables and License

The tangible work product specifically created by Cocoon for End Customer in performing the Services and expressly identified by Cocoon in writing as “Project Deliverables” in the applicable statement of work for the Services, excluding Cocoon Materials and third-party materials (the “Project Deliverables”), is assigned to End Customer once Company has paid Cocoon in full for the Services through the end of the engagement or its earlier termination.

Cocoon Materials embedded in a Project Deliverable are licensed to End Customer, not assigned, under a perpetual, non-exclusive, non-transferable license for End Customer’s internal business use only and without the right to sublicense.

3. Platform Access

If Cocoon gives End Customer access to any Cocoon online service as part of the Services, that access is for End Customer’s internal use during the engagement only. End Customer may not share access credentials or permit unauthorized use. Continued access after the engagement requires a separate agreement with Cocoon.

4. NO WARRANTY OR INDEMNITY FROM COCOON; RECOURSE; LIABILITY

END CUSTOMER’S SERVICE AGREEMENT FOR THE SERVICES IS WITH COMPANY. COCOON MAKES NO WARRANTIES, EXPRESS, IMPLIED OR STATUTORY, REGARDING THE SERVICES OR COCOON MATERIALS AND EXPRESSLY DISCLAIMS ALL IMPLIED WARRANTIES INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF TITLE, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. COCOON PROVIDES NO INDEMNITY OR OTHER COMMITMENT TO END CUSTOMER, AND END CUSTOMER’S SOLE RECOURSE REGARDING THE SERVICES AND COCOON MATERIALS IS AGAINST COMPANY, EXCEPT FOR RIGHTS EXPRESSLY GRANTED UNDER THESE TERMS. AI-GENERATED OUTPUT MAY BE INACCURATE, INCOMPLETE OR BIASED; END CUSTOMER IS RESPONSIBLE FOR REVIEWING IT BEFORE RELYING ON IT. COCOON DOES NOT WARRANT ANY PARTICULAR OUTCOME OR RETURN ON INVESTMENT. TO THE MAXIMUM EXTENT PERMITTED BY LAW, COCOON IS NOT LIABLE TO END CUSTOMER FOR INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, LOST PROFITS OR BUSINESS INTERRUPTION, AND TO THE EXTENT COCOON HAS ANY LIABILITY TO END CUSTOMER ARISING OUT OF OR RELATED TO THE SERVICES, COCOON MATERIALS OR THESE TERMS, COCOON'S TOTAL AGGREGATE LIABILITY SHALL NOT EXCEED FIVE HUNDRED DOLLARS ($500). NOTHING IN THIS PARAGRAPH EXCLUDES LIABILITY THAT CANNOT LAWFULLY BE EXCLUDED.

5. End Customer Information

Cocoon will treat non-public information it receives from End Customer in the Services as confidential and will use it only to perform the Services. Cocoon may disclose that information to personnel and service providers who need access to perform the Services and are subject to appropriate confidentiality obligations, or as required by law. This does not apply to information that is public without breach, independently developed, or lawfully received without restriction.

6. General

Cocoon may enforce these Terms directly against End Customer, and End Customer acknowledges that misuse of Cocoon Materials would cause harm that money cannot fully repair and that Cocoon may seek an injunction to prevent it. Cocoon is an intended third-party beneficiary solely of those provisions of the Services Agreement that expressly protect Cocoon, including applicable intellectual property restrictions, warranty disclaimers and limitations of liability, and may enforce those provisions directly against End Customer. Cocoon assumes no obligations under the Services Agreement. These Terms are governed by the laws of the State of Washington and survive the end of the Services to the extent applicable to ownership, licenses, restrictions, confidentiality, disclaimers, liability and enforcement. If any part is held unenforceable, the rest remains in effect and a court may narrow that part to the extent needed to enforce it.