The agreement requires customers to indemnify Cognition against third-party claims arising from Customer Data intellectual property infringement, Authorized User negligence or misconduct, unauthorized use of the Services, use of the Services in combination with unapproved third-party products, or unauthorized modifications to the Services.
This analysis describes what Windsurf's agreement states, permits, or reserves. It does not constitute a legal determination about enforceability. Regulatory applicability and practical outcomes may vary by jurisdiction, enforcement context, and individual circumstances. Read our methodology
This provision establishes a broad customer-side indemnification obligation that extends to all Authorized User conduct, including negligence and willful misconduct, and to any use of the Services in combination with non-Cognition-supplied tools or data. The scope of Authorized User conduct covered means the customer assumes indemnification liability for actions taken by any employee, consultant, or agent with platform access.
The updated terms indicate that Windsurf is now operating as the Cognition Platform under Cognition AI, Inc., replacing the prior Exafunction, Inc. structure. The revised terms state that prior terms continue to govern use for 30 days from the posting date (July 1, 2026), and that continued access after that period constitutes acceptance of the updated terms. Users who do not agree with the new terms are instructed to stop using or accessing the Services. The specific substantive changes to user rights, data collection, fees, or service functionality are not detailed in the provided change summary.
View change record →The agreement requires customers to cover Cognition's losses and legal costs from third-party claims arising from the customer's data, the conduct of any Authorized User, or any use of the platform in combination with unapproved third-party tools. This obligation applies to negligent as well as intentional conduct by Authorized Users.
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Compare across platforms →"Customer shall indemnify, hold harmless, and, at Cognition's option, defend Cognition from and against any losses resulting from any Third-Party Claim (i) that the Customer Data, or any use of the Customer Data in accordance with this Agreement, infringes or misappropriates such third party's intellectual property rights; and (ii) based on Customer's or any Authorized User's (A) negligence or willful misconduct; (B) use of the Services in a manner not authorized by this Agreement; (C) use of the Services in combination with data, software, hardware, equipment, technology or other products or services not supplied or expressly authorized in writing by Cognition; or (D) any adaptation or modification of the Services other than by Cognition.Excerpt from Windsurf's Terms of Service
(1) REGULATORY LANDSCAPE: Broad indemnification clauses are subject to general contract law enforceability principles and, in some jurisdictions, to statutory limitations on indemnification for gross negligence or willful misconduct.
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This provision establishes a broad customer-side indemnification obligation that extends to all Authorized User conduct, including negligence and willful misconduct, and to any use of the Services in combination with non-Cognition-supplied tools or data. The scope of Authorized User conduct covered means the customer assumes indemnification liability for actions taken by any employee, consultant, or agent with platform access.
The agreement requires customers to cover Cognition's losses and legal costs from third-party claims arising from the customer's data, the conduct of any Authorized User, or any use of the platform in combination with unapproved third-party tools. This obligation applies to negligent as well as intentional conduct by Authorized Users.
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