Cortex by Arc

Legal

SDK & Local Runtime License

Operated by ArcSoft Pty Ltd ("Arc"), an Australian entity; the Australian Consumer Law gives non-excludable rights that nothing here excludes. Read with Research Preview Terms and Privacy Notice. Covers using the Cortex local runtime and the SDK for your own use. Service Use (serving others) / embedding is governed by Commercial & Embedded License Terms.

This document is the license to use the Cortex local runtime (CLI, the local daemon cortexd, the bundled skills, the local store) and the Cortex SDK (the Cortex runtime facade / client surface used to integrate Cortex into your own software). It is between you ("you") and ArcSoft Pty Ltd trading as Arc Intelligence ("Arc").

1. License grant

In plain terms: run Cortex on your own machines, for your own work, and build on it via the SDK — that's yours. The legal wording: subject to these terms and a valid entitlement (the preview key that ships with each release, or an entitlement held by an Arc Account), Arc grants you a personal, non-exclusive, non-transferable, non-sublicensable, revocable license to install and run the Cortex runtime and to integrate it via the SDK for your own purposes — personal, research, academic, evaluation, and internal experimentation — on machines you control. (The stacked qualifiers are standard license precision, not a trap — see the covenant in Research Preview Terms.)

  • The continuity floor is free. Reading and resuming your own compiled work-state (orient / boot / review / resume, and bounded local compile) is free for one person on one machine and is not gated, even without a token or with an expired one.
  • Bring your own model (BYOK). Cortex calls a language model under your subscription/API key; you are responsible for that account, its costs, and the provider's terms. Arc does not supply the model or bill model usage.
  • Your data is yours. Cortex reads transcripts read-only and writes only under .cortex/. Arc does not receive your conversation content, workspace, or compiled state (precise boundary: Privacy Notice).
  • The SDK is the integration surface, not a sublicense. Integrating via the SDK for your own use is covered here; using it to deliver Cortex capability to others is Service Use (§2, Commercial & Embedded License Terms).

2. Restrictions

You may not:

  • use Cortex for Service Use — providing functionality, automation, agent capability, a hosted service, consulting delivery, or product capability to another person, team, customer, organization, or end user — or embed the runtime in another product, without a commercial / embedded license (Commercial & Embedded License Terms). The trigger is serving others, not revenue.
  • circumvent, remove, or suppress the license verification, the entitlement gate, the signed provenance, or any license/authorization notice in Cortex's output;
  • reverse engineer, decompile, or build a Cortex-compatible runtime from Cortex or its compiled artifacts, except to the extent this restriction is unenforceable under applicable law;
  • capture, log, extract, or reproduce the instructions Cortex sends to a language model (including by routing its model calls through a proxy or logging endpoint), or use them to build or train another product;
  • forge, alter, or misrepresent entitlement, provenance, or trust signals, or pass off a modified build as genuine Cortex;
  • redistribute, resell, sublicense, or rent the runtime or SDK.

3. Entitlement and lapse (verify-only; continuity-preserving)

  • Your right to a given capability is carried by a signed entitlement token Cortex verifies locally (offline, Ed25519). Arc is the sole issuer; Cortex verifies, never mints. A token carries entitlement only — no conversation, workspace, or file content.
  • Free floor vs licensed lease. The continuity floor is never gated. Lease capabilities (automation/scale — the background daemon, large-scale ingestion, compounding maintenance — and the right to serve/embed) are licensed.
  • Lapse does not break continuity or delete data. On lapse the floor keeps working (re-auth may be required to re-enable lease features); your store and exports remain yours. There is no remote kill-switch on your local runtime. (During the preview, see Research Preview Terms.)

4. Cost, modifications, "as is" (cross-references)

  • Model usage is metered and gated; you bear the cost under your own key (Terms of Use §2).
  • User modifications are at your own risk (Terms of Use §3).
  • Cortex and the SDK are provided "as is", without warranties, to the maximum extent permitted by law; Arc's liability is limited as in Terms of Use §0 and §4 — subject to non-excludable consumer guarantees under the Australian Consumer Law and other mandatory law.

5. Ownership

Cortex, its compiled-state format, trust chain, and SDK are Arc's proprietary property, licensed not sold. Your conversation content and resulting local store remain yours; the compiled structure / method is proprietary to Arc (see the signed-artifact NOTICE).

6. Termination & governing law

This license ends automatically on breach (in particular §2). On termination you must stop using the runtime/SDK; your access to the continuity floor over your existing local data, and your data export, are not the subject of this termination. The laws of New South Wales, Australia govern this license, excluding its conflict-of-law rules, and the courts of New South Wales, Australia have exclusive jurisdiction, without excluding any right that applicable law does not allow to be excluded.

Cortex SDK & Local Runtime License Terms, version 1.0.