1         About Producty

Producty™ is an online product information management service designed simplify the creation of business and consumer catalogs, product-based websites and other product-rich content.

Producty™ is designed principally to assist product managers/specialists, graphic designers, marketing managers, finance managers and other team members as a collaboration and automation tool.

These Terms are intended to explain our obligations as a service provider and Your obligations as a customer in relation to your use of the Services.

These Terms form a legally binding agreement between You and Catalog Automation in relation to your use of the Services. These Terms are entered into by an Account Manager on behalf of Your Organization and govern the commercial and general relationship.

Each Invited User must also acknowledge a separate Precis User Terms document governing their day-to-day use of Producty.

2         Definitions

Additional Services

means Services not included in the Recurring Fee which may include additional training, pre-paid support, data entry or production provided subject to a pre-agreed amount or calculated per item (e.g. per page, per hour).

Billing Cycle

  1. For annual subscriptions this means the same date the following year. Subscriptions created on 29 February will be due for renewal on 28 February in non-leap years.
  2. For monthly subscriptions this means the same date the following month, or the last date of the month if the original subscription date does not occur each billing cycle.

Catalog Automation/We/Us/Our

means Catalog Automation Pty Ltd, a private company located in Victoria, Australia.

Free Services

means Services or other products of features made available to You on an unpaid trial or free basis.

Invited User

means any person or entity, other than the Subscriber, that is invited to use the Service with the authorization of the Subscriber.

Services

means:

  1. the online product management software available at https://www.producty.com, https://app.producty.com and other related websites
  2. any downloadable software
  3. any professional services provided (including but not limited to on-boarding, consulting, design, production and data entry)
  4. any support or troubleshooting

Subscriber

means the person who registers to use the Service on behalf of the Organization. The Subscriber is the primary contact at an Organization and is responsible for managing billing, adding/deleting Invited Users and other account management functions.

Subscription Fee

means the amount You pay to use the Services.

Terms

means the current version of this document and, upon publication, any future version.

You/Your

means the Subscriber or Invited User.

Your Content

means the information imported by You and/or created by You during your use of the Service.

3         Applicable Law

These Terms and all other specific and additional terms which govern Your use of and access to the Service will be governed by and construed in accordance with the laws of the state of Victoria, Australia.

4         Accepting the Terms

To use the Services, You must first agree to the Terms. Your acceptance of the Terms may be confirmed by you clicking a button confirming your acceptance, by executing a document referencing the Terms or by using or continuing to use the Service.

4.1        Updating of the Terms

We reserve the right to change these Terms at any time, effective upon the posting of the modified Terms. We will make reasonable efforts to communicate changes to the Terms to You, for example via email and/or by notification within the Service.

5         Your Use of the Services

5.1        Suspension and termination of Free Services

We may suspend, limit or terminate the Free Services for any reason at any time and without notice. Furthermore, We may terminate your access to the Free Services due to Your inactivity.

5.2        Payment authorization

You authorize Us to charge your credit card for all fees payable for the relevant Subscription Fee including any Fee Adjustments.

5.3        Usage obligations

You must only use the Service for Your own lawful business purposes.

Users are strictly limited to:

  1. employees of the Organization
  2. third party contractors currently engaged by the Organization (e.g. for the provision of data entry, graphic design or project management)

5.4        Security obligations

You must keep all User access details (e.g. passwords and other secure content) secure and confidential. You agree that You will be solely responsible for any and all activities that occur within Your account.

If You become aware of any unauthorized use or You suspect that Your access details have been compromised, then You acknowledge that You will notify Us immediately.

5.5        Access obligations

In addition to restrictions found elsewhere in these Terms, You agree not to:

  1. Copy, modify, reverse engineers, decompile or create a derivative work of the Service or any part thereof.
  2. Access the Service in order to build a product or service which competes with the Service.
  3. Use the Service to infringe the intellectual property rights of others.
  4. Use the Service to access, store, distribute or transmit any content that is unlawful, harmful, threatening, defamatory, discriminatory, vulgar, obscene, libellous or otherwise objectionable.

We reserve the right at its sole discretion to decide whether Your conduct is inappropriate and whether it complies with these Terms.

Patent assertion entities (commonly known as patent trolls) – meaning persons or entities who derive income from the offensive assertion of patents or other intellectual property rights – are generally restricted from becoming a User of the Service. A patent assertion entity requesting access to the Service must contact Us in advance, detailing the reasons for their proposed access.

Unauthorized use of the Service may give rise to a claim for damages and/or be a criminal offense.

5.6        Termination

You acknowledge that We may disable or terminate your access to the Service for any conduct in violation of these Terms and remove any objectionable Content, without prior notice and at Our sole discretion.

5.7        Force Majeure

Neither You nor Us will be responsible for failure or delay of performance if caused by a/an:

  1. act of war, hostility, sabotage
  2. natural disaster (e.g. earthquake, flood, hurricane, lightning
  3. electrical, internet or communication outage

Each party will use reasonable efforts to mitigate the effects of a force majeure event.

5.8        Severability

If any part of these Terms is determined to be invalid or unenforceable by applicable law, then the invalid or unenforceable portion of the Terms will be deemed superseded by a valid, enforceable provision that closely matches the intent of the original provision, and the remainder of the agreement shall continue in effect.

6         Fees and Services

6.1        Subscription

Your subscription will automatically renew at the end of each annual or monthly Billing Cycle. If You wish to change Your subscription or cancel Your automatic renewal, Your Subscriber must change Your subscription settings within the account management page provided within the Service, or by emailing info@producty.com seven days prior to the renewal date.

6.2        Monthly fee adjustments

Your Subscription Fee is subject to limits as outlined at https://www.producty.com/pricing and as updated from time-to-time.

Additional charges may be calculated each month according to various limits (e.g. to number of products, number of catalogs, API calls or other variable use) and charged via Fee Adjustments.

Fee Adjustments will be calculated monthly in arrears on the monthly anniversary of Your signup to the Services, shifted to a lower date value in specific instances where a month is shorter.

Any Fee Adjustment will be calculated based on the average use since the preceding monthly anniversary. This will be achieved by adding the specific daily values and dividing that sum by the number of days since the preceding monthly anniversary.

Fee Adjustments are reviewed monthly whether You are on an annual or monthly Subscription.

6.3        Prepaid subscriptions

We will not provide a refund for any remaining prepaid Access Fee.

7         Customer Data

In the course of your use of the Services You may import or create content. Other than expressly described elsewhere in these Terms, You retain ownership of all Your intellectual property.

However, Your access to Your Content is contingent on Your full payment of the Subscription Fee when due.

You grant Us an unlimited license to use, copy, transmit, store and back-up Your Content for the purposes of enabling You to access and use the Services and for any other purpose related to the provision of the Services to You.

7.1        Use of aggregate data

We may monitor use of the Service by all our customers and use the information gathered anonymously and in an aggregate manner.

You agree that We may use and publish such information provided that such information does not incorporate any Customer Data and/or identify You.

7.2        Content lifetime

You acknowledge that if Your Account is downgraded or cancelled Your Content contained within the Service may be deactivated but it will not be deleted immediately.

8         Warranty & Indemnification

8.1        Indemnification

We do not warrant that the provision of Services will be uninterrupted or error free.

You acknowledge and agree that the Service:

  1. has not been designed to meet Your specific requirements;
  2. may from time-to-time suffer interruptions and may be occasionally unavailable;
  3. may contain bugs

We have no obligation to enhance, modify or replace any part of the Service or continue developing or releasing new versions thereof.

8.2        No warranties

We do not warrant that the Service will meet Your requirements or that it will be suitable for any particular purpose.

8.3        Consumer guarantees

You warrant that You are accessing the Service for business purposes and that, to the maximum extent permissible by law, any statutory consumer guarantees or legislation intended to protect non-business users do not apply to the supply of the Service or these Terms.

9         Limitation of Liability

You expressly understand and agree that Catalog Automation, its affiliates, resellers, offices, employees and agents shall not be liable to You for:

  1. Any indirect, incidental, special, consequential or exemplary damages which may be incurred by You, however caused, to the maximum extent permissible by law. This includes, but is not limited to, and loss of use, data, business, potential revenue, profits, goodwill, business reputation or other intangible loss.
  2. Any loss of damage which may be incurred by you, including, but not limited to, any changes which We may make to the service or for the permanent or temporary cessation of one or more features within the Services.

10    Relationship between parties

You agree that no joint venture, partnership, employment or agency relationship exists between You and Catalog Automation.

11    Publicity

Catalog Automation may identify You as a customer and may use your name and logo on our website or on other public communications.