Terms-of-service

 

dezigner.ai – Terms of Use (“Terms”)

 

1. Acceptance of Terms

By creating an account, purchasing a subscription, accessing any portion of the dezigner.ai website, mobile application or related services (collectively, the “Platform“), or otherwise indicating your consent, you (“you” or the “User“) agree to be bound by these Terms, our Privacy Policy (which includes our cookie and tracking practices) https://dezigner.ai/privacy and any other documents expressly incorporated by reference. The Platform, operated by Sign Design Pty Ltd trading as dezigner.ai (ABN 76 665 288 844) (“dezigner.ai”, “we”, “our” or “us”), may be accessed directly by end consumers, integrated into third-party e-commerce platforms (including Shopify storefronts), used by franchises or partners for backend operations, or utilised by manufacturers for design file generation. Where you access the Platform through third-party integrations, e-commerce platforms, franchises, or partners, you acknowledge that such third parties are required to ensure your acceptance of these Terms before providing you access to the Platform. If you do not agree, you must not use the Platform.

2. Eligibility and User Accounts

You represent that you are at least 18 years old (or the age of majority in your jurisdiction, whichever is higher) and have the legal capacity and authority to enter into a binding contract with us under both your local laws and Australian law, or that your parent/guardian has consented to your use. You agree to provide accurate, current and complete registration information, to keep your credentials confidential, and to accept responsibility for all activities that occur under your account. We may suspend or close accounts that are used in breach of these Terms.

3. Changes to Terms or Platform

We may amend these Terms, Platform functionality or pricing upon reasonable prior notice (which may be by email or Platform notice). Continued use after the effective date constitutes acceptance.  Material changes will, where practicable, take effect no sooner than 14 days after notice. If you do not agree, you must cease use before the changes take effect and may be entitled to a pro-rata refund of prepaid fees.

4. Subscription Plans, Fees and Taxes

Access to certain features requires payment of the fees specified on the Platform. Fees may be charged in Australian dollars (AUD), US dollars (USD), or other currencies as specified on the Platform at the time of purchase. All fees may be inclusive or exclusive of applicable taxes (including GST, VAT or other local taxes) as indicated at the time of purchase. For transactions in currencies other than your local currency, conversion will be processed at prevailing exchange rates determined by our payment processors at the time of transaction. You acknowledge that exchange rates fluctuate and may result in variations between quoted and charged amounts. In case of currency conversion disputes, the amount charged by our payment processor in the transaction currency will be deemed correct, and you waive any right to dispute exchange rate variations or claim refunds based on currency fluctuations.

Subscriptions automatically renew for successive periods equal to the initial term, and the applicable payment method will be charged unless you cancel before renewal.

You are responsible for any bank fees, foreign currency conversion charges, and payment processing fees imposed by third-party payment providers.

We reserve the right to modify pricing or introduce new charges on at least 30 days’ notice.

5. Intellectual Property and Licence to use the Platform

We and, where applicable, our licensors own all intellectual property rights (“IP rights”) in the Platform, software models, interfaces, underlying source code, analytics, design assets and documentation. Subject to your compliance with these Terms and timely payment of fees, we grant you a limited, non-exclusive, non-transferable, revocable licence to access and use the Platform for your permitted design and creative purposes, including but not limited to direct consumer use, integration with e-commerce platforms, backend franchise operations, and manufacturing design file generation. All rights not expressly granted are reserved.

6. User Supplied Content

The Platform enables you to submit design briefs, prompts, images, logos, text, specifications, measurements, brand guidelines, audio, video or other design-related materials (“Input”) and to generate or receive corresponding AI-generated or non-AI outputs (“Output”). Between you and dezigner.ai, you retain ownership of all IP rights in your Input. You warrant that you have all necessary IP rights in your Input and authority to grant the licence set out below. You grant us a perpetual, worldwide, non-exclusive, royalty-free licence to use, reproduce, display, adapt and process your Input and Output solely (a) to provide, improve, secure and develop the Platform and related machine-learning models (including for algorithmic purposes such as trend forecasting), (b) to comply with law or any legal requirement, and (c) as otherwise permitted under these Terms. We will not use your Input or Output for marketing purposes or resale to third parties. You warrant that your Input does not infringe any third-party rights, contain personal information that you lack authority to disclose, or include material that is unlawful, harmful, defamatory, harassing, hateful, obscene or otherwise prohibited under clause 8.

7. Rights in AI Output

Subject to your compliance with these Terms and payment of all applicable fees, we assign to you, as between you and dezigner.ai, all IP rights (if any) subsisting in the Output generated specifically in response to your Input. Where the Output incorporates third-party content or is substantially similar to public domain or pre-existing works, your rights may be limited under applicable law. You acknowledge that Output is generated by probabilistic algorithms, may not be unique and may be provided contemporaneously to other users.

8. Acceptable Use

You must not: (a) reverse engineer, decompile or attempt to extract the source code of the Platform or any associated model; (b) use the Platform to build or train a competing product or service; (c) introduce viruses, malware or harmful code; (d) engage in data scraping, bulk downloads or “spamming” behaviour; (e) use the Platform or any Output to disseminate disinformation, defamatory, discriminatory, pornographic, violent or otherwise harmful content; (f) violate any applicable law, regulation, industry code or third-party right; or (g) interfere with, disrupt or burden the Platform’s infrastructure. We may monitor usage and suspend or terminate access for suspected violations.

9. Third-Party Digital Services and Integrations

The Platform may contain links to third-party sites or integrate with third-party tools including image libraries and payment gateways. We do not endorse or control third-party services and are not responsible for their content, accuracy or practices. Your use of third-party services is at your sole risk and subject to their terms.

10. Third-Party Manufacturing and Fulfilment

The Platform is a software-as-a-service (SaaS) design tool only. Dezigner.ai provides design and quotation functionality only and does not manufacture, sell, or supply any physical products. All physical products are manufactured and supplied by vetted third-party manufacturers or partners. Dezigner.ai is not responsible for and expressly disclaims all liability in relation to the manufacture, quality, delivery, customer service, returns, refunds, warranties, or any other aspect of physical products ordered via such third parties. All product warranties, responsibilities, and liabilities rest solely with the manufacturer, franchisee, partner, or signage company fulfilling the order. Any purchase of physical products is a separate transaction between you and the relevant third-party manufacturer or supplier.

11. Brand Acknowledgements and End User Notifications

Where the Platform is integrated with third-party e-commerce platforms or used by franchises, partners or manufacturers, those parties must ensure that their end users accept these Terms before accessing the Platform. Such parties may also configure additional acknowledgments or notifications for their end users regarding IP rights, manufacturing arrangements or other matters. Failure by third parties to obtain proper acceptance of these Terms does not release end users from their obligations under these Terms, and such third parties indemnify dezigner.ai for any claims arising from their failure to obtain proper user acceptance.

12. API Access and Integration

Where you access the Platform through application programming interfaces (APIs) or integrate the Platform with third-party systems, such access is subject to these Terms and any additional API terms we may specify. You must not exceed any rate limits, attempt to circumvent access controls, or use APIs in a manner that could damage or impair the Platform’s performance. We may modify, suspend, or discontinue API access at any time with reasonable notice. Third parties integrating the Platform must: (a) require their end users to accept these Terms before accessing the Platform; (b) provide clear notice that use of design functionality is subject to these Terms; (c) not modify or misrepresent these Terms; and (d) immediately notify us of any suspected breaches by their end users. Third parties are responsible for implementing appropriate technical and procedural measures to ensure compliance with this clause.

13. Cookies and Tracking Technologies

The Platform uses cookies, web beacons and similar tracking technologies to improve functionality, analyse usage and performance, deliver targeted advertisements, and enhance user experience. These technologies may collect information including your IP address, device details, location information, browser type, pages viewed, links clicked, and features used. We use functional cookies (to remember settings), analytical cookies (to improve performance), targeting cookies (to deliver personalised advertisements), and third-party cookies (used by partners including Google, Meta, LinkedIn and TikTok). You may disable cookies through your browser settings, though some Platform features may not function correctly. Full details are set out in our Privacy Policy.

14. Data Retention and Export

We will retain your Input and Output for the period specified in our Privacy Policy from the date of creation or until termination of your account, whichever is later, unless a longer retention period is required by law. Design files used for algorithmic improvements will be anonymised after 2 years. Upon written request, we will provide you with copies of your Input and Output in a commonly used file format, subject to technical feasibility and payment of reasonable administrative costs. Data storage and security measures are detailed in our Privacy Policy.

15. Privacy and Data Protection

Our collection, use and disclosure of personal information, including through cookies and tracking technologies, is governed by our Privacy Policy and applicable Australian privacy laws. By using the Platform, you consent to the handling of your personal information in accordance with that policy and applicable Australian privacy laws. For users outside Australia, cross-border data transfers will be conducted in accordance with applicable international data protection requirements. Where you process personal information of your end users via the Platform, you act as the controller and warrant that you have obtained all required consents and provided all required notices.

16. Consumer Guarantees and Disclaimers

Nothing in these Terms excludes, restricts or modifies any consumer guarantee, right or remedy conferred by the Australian Consumer Law (ACL) or any other law that cannot lawfully be excluded. Subject to the ACL, the Platform and Output are provided “as is” and “as available”, without warranties of any kind. While we endeavour to maintain continuous access, we do not warrant that the Platform will be uninterrupted, error-free, accurate, complete or secure, or that Output will be suitable for any particular design, commercial, professional or legal purpose. You should independently verify any Output before relying on it.

17. Limitation of Liability

To the maximum extent permitted by law, our aggregate liability for any claim arising out of or in connection with these Terms or the Platform (whether in contract, tort, statute or otherwise) is limited, at our option, to: (a) resupplying the Platform services; or (b) the total fees paid by you to us in the 12 months preceding the claim, whichever is lower. To the extent permitted by law, we are not liable for any indirect, incidental, special or consequential loss, loss of profits, revenue, data or goodwill, or business interruption.

18. Indemnity

You indemnify and hold us, our affiliates, directors, officers, employees and agents harmless from and against any claim, liability, cost, damage or expense (including reasonable legal fees) arising out of or in connection with your Input, your breach of these Terms or any applicable law, or your misuse of the Platform or Output. This includes, without limitation, any claim that you did not have the right or authority to claim IP rights in your Input or Output, or that you failed to claim such rights as required by these Terms.

19. Suspension and Termination

We may suspend or terminate your access immediately where you breach these Terms, fail to pay fees, or where suspension is necessary to protect the security or integrity of the Platform or any third party. You may request export of your design files and Input within 30 days of termination notice. Upon termination, your licence to use the Platform ceases and we may delete or anonymise your data after a reasonable retention period, except where we must preserve it for legal or compliance purposes.

20. Dispute Resolution

You agree to notify us in writing of any dispute and to use good-faith efforts to resolve the dispute informally within 30 days. If not resolved, the dispute must be submitted to mediation administered by the Australian Disputes Centre before litigation. Nothing restricts either party’s right to seek urgent injunctive or equitable relief in any court of competent jurisdiction.

21. Governing Law and Jurisdiction

These Terms are governed by the laws of Queensland, Australia. For users outside Australia, this clause does not exclude the application of mandatory consumer protection laws of your jurisdiction that cannot be lawfully excluded, and such laws will apply concurrently with Queensland law to the extent they provide greater protection. The parties submit to the exclusive jurisdiction of the courts of Queensland for any disputes arising out of or in connection with these Terms.

22. Assignment

You may not assign, novate or transfer any rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations to an affiliate or in connection with a merger, acquisition or sale of assets without notice to you.

23. Severability and Waiver

If any provision of these Terms is held to be unlawful, void or unenforceable, the remaining provisions will remain in full force. A waiver of any breach is not a waiver of any other breach.

24. Entire Agreement

These Terms, together with the documents incorporated by reference, constitute the entire agreement between the parties in relation to the Platform and supersede all prior understandings.

 

Contact details:

If you have any questions or complaints, please direct them to privacy@dezigner.ai, +61 483 953 279 or 194 Varsity Parade, Varsity Lakes QLD 4227, Australia.