Terms of Service

PLEASE READ THESE TERMS OF SERVICE CAREFULLY. BY ACCESSING OR USING THE CATEGORIX PLATFORM, YOU AGREE TO BE BOUND BY THESE TERMS.

1. Agreement and Acceptance

These Terms of Service ("Terms") constitute a legally binding agreement between you ("User," "you," or "your") and CategoriX ("Company," "we," "us," or "our"), governing your access to and use of the CategoriX platform, website, software, applications, and related services (collectively, the "Service").

By accessing, browsing, or using our Service, or by clicking to accept or agree to these Terms when prompted, you acknowledge that you have read, understood, and agree to be bound by these Terms and our Privacy Policy, incorporated herein by reference. If you do not agree to these Terms, you must not access or use our Service.

CategoriX is a Delaware corporation operating a cloud-based artificial intelligence platform for automated product categorization and taxonomy mapping services.

2. Service Description and Platform

2.1 Core Service

CategoriX provides an AI-powered Software-as-a-Service (SaaS) platform that automatically categorizes products and maps them to various marketplace taxonomies. Our Service includes:

• Automated product categorization using advanced artificial intelligence and machine learning algorithms
• Support for multiple marketplace taxonomies including major e-commerce platforms and custom taxonomies
• File processing capabilities for CSV, Excel, JSON, XML, and text files containing product data
• Bulk product processing with real-time progress tracking
• Data export and download functionality in multiple formats
• Custom taxonomy creation and management tools
• Subscription-based access with tiered feature sets
• Web-based dashboard and analytics interface
• Email notifications and customer support
• API access and integration capabilities

2.2 Technical Infrastructure

Our Service operates on secure cloud infrastructure and utilizes industry-standard third-party services for hosting, storage, payment processing, email delivery, and artificial intelligence processing. We maintain appropriate technical and organizational measures to protect your data during processing and storage.

2.3 Service Limitations and Disclaimers

Our AI-powered categorization is designed to provide accurate results but is not guaranteed to be 100% accurate. Results may vary based on product data quality, complexity, and the specificity of target taxonomies. We recommend reviewing categorization results before implementing them in production environments. Service availability may be affected by third-party dependencies, maintenance, or technical issues beyond our control.

3. User Eligibility and Account Requirements

3.1 Eligibility

To use our Service, you must:

• Be at least 18 years old or the age of majority in your jurisdiction
• Have the legal capacity to enter into contracts
• Not be prohibited from using the Service under applicable laws
• If representing a business entity, have authority to bind that entity to these Terms
• Provide accurate, complete, and current registration information

3.2 Account Security

You are responsible for:

• Maintaining the confidentiality of your account credentials
• All activities that occur under your account
• Immediately notifying us of any unauthorized access or security breach
• Ensuring your account information remains accurate and up-to-date
• Complying with all applicable laws and regulations in your use of the Service

3.3 Account Restrictions

You may not:

• Share your account credentials with unauthorized third parties
• Create multiple accounts to circumvent usage limitations
• Use the Service for any illegal, harmful, or unauthorized purposes
• Attempt to circumvent security measures or access controls
• Impersonate any person or entity or misrepresent your affiliation

4. Subscription Plans and Usage Limits

4.1 Subscription Tiers

We offer multiple subscription plans with varying features and usage limits:

• Free Plan: Limited processing for evaluation purposes
• Basic Plan: Designed for small e-commerce sellers
• Professional Plan: Enhanced features for growing businesses
• Agency Plan: Multiple client management capabilities
• Enterprise Plan: Custom solutions for large organizations

4.2 Usage Limitations

Each subscription plan includes specific limitations on:

• Maximum number of files processed per month
• Maximum file size for uploads (ranging from 1MB to 100MB)
• Total number of products processed per billing period
• Number of custom taxonomies allowed
• Access to API endpoints and integrations
• Priority customer support levels

4.3 Usage Monitoring and Enforcement

We monitor your usage to ensure compliance with subscription limits. Exceeding plan limits may result in temporary service restrictions, additional charges, or suspension of services until limits are restored or subscription is upgraded.

5. Payment Terms and Billing

5.1 Payment Processing

All payments are processed through secure third-party payment processors. By providing payment information, you authorize us to charge your selected payment method for applicable fees. You represent that you have the legal right to use any payment method provided.

5.2 Billing Cycles and Renewal

• Subscriptions are billed in advance on a monthly or annual basis as selected
• Subscriptions automatically renew unless cancelled before the end of the billing period
• All fees are stated in United States Dollars (USD) unless otherwise specified
• Prices are subject to change with 30 days' advance notice to existing subscribers
• Billing dates are calculated from your initial subscription date
• Pro-rated charges may apply for mid-cycle plan changes

5.3 Refunds and Cancellations

We offer a 14-day money-back guarantee for new subscriptions to paid plans. After this period, all payments are non-refundable except as required by applicable law or in cases of service failure. You may cancel your subscription at any time, with cancellation taking effect at the end of your current billing period. No refunds will be provided for partial billing periods.

5.4 Taxes and Additional Fees

You are responsible for all applicable taxes, duties, and governmental charges related to your use of the Service. If we are required to collect such taxes, they will be added to your invoice. Late payments may incur interest charges at the maximum rate permitted by law. Failed payment attempts may result in service suspension.

5.5 Overages and Additional Usage

Usage beyond your plan's limits may result in additional charges, temporary service restrictions, or automatic suspension until the next billing cycle or plan upgrade. We will provide reasonable notice when you approach or exceed usage limits. Overage charges, if applicable, will be billed in the following billing cycle.

6. Data Processing and Privacy

6.1 User Data Ownership

You retain ownership of all product data, files, and content you upload to our Service ("User Data"). By using our Service, you grant us a limited, non-exclusive, non-transferable license to process, store, and analyze your User Data solely for the purpose of providing the Service and improving our algorithms.

6.2 AI Processing and Third-Party Services

Our Service uses advanced artificial intelligence models from reputable providers to process and categorize your product data. Your data may be transmitted to and processed by these third-party AI services in accordance with their terms of service and privacy policies. We implement contractual and technical measures to protect the confidentiality of your product information and do not permit the use of your data for training AI models.

6.3 Data Security and Retention

We implement industry-standard security measures including encryption in transit and at rest, access controls, regular security audits, and monitoring systems. Uploaded files and processing results are retained for 90 days to allow for re-downloading and support purposes, unless you request earlier deletion. Account data is retained according to our Privacy Policy and applicable legal requirements.

6.4 Data Deletion and Portability

You may request deletion of your User Data at any time through your account interface or by contacting our support team. We will delete your data within 30 days of such request, except where retention is required by law. You may also request data export in standard formats for data portability purposes.

6.5 Confidentiality

We treat your User Data as confidential business information and will not disclose it to third parties except as necessary to provide the Service, as required by law, or with your explicit consent. Our employees and contractors are bound by confidentiality obligations regarding your data.

7. Acceptable Use and Prohibited Activities

7.1 Permitted Use

You may use our Service only for lawful business purposes related to product categorization and taxonomy mapping. The Service is intended for commercial use by e-commerce businesses, retailers, and related service providers.

7.2 Prohibited Activities

You agree not to:

• Upload or process any unlawful, harmful, threatening, abusive, harassing, defamatory, or otherwise objectionable content
• Violate any applicable laws, regulations, or third-party rights
• Attempt to reverse engineer, decompile, or extract source code from our Service
• Interfere with or disrupt the integrity or performance of our Service
• Attempt to gain unauthorized access to our systems, servers, or networks
• Use automated tools to scrape, crawl, or systematically access our Service beyond normal usage
• Resell, redistribute, or provide access to the Service to unauthorized third parties
• Upload content containing viruses, malware, or other harmful code
• Violate intellectual property rights of any person or entity
• Use the Service to process personal information subject to specific regulatory requirements (such as health or financial data) without appropriate safeguards
• Attempt to circumvent usage limitations or security measures
• Engage in any activity that could harm our reputation or that of our users

7.3 Content Monitoring

While we do not routinely monitor User Data, we reserve the right to investigate potential violations of these Terms and take appropriate action, including suspension or termination of accounts and reporting to law enforcement authorities.

8. Intellectual Property Rights

8.1 Our Intellectual Property

The Service, including all software, algorithms, user interfaces, designs, graphics, text, images, and other content, is owned by CategoriX and protected by United States and international intellectual property laws. Our trademarks, trade names, and service marks are our exclusive property.

8.2 Your Data and Content

You retain all rights to your User Data and any content you submit to the Service. You represent and warrant that you have all necessary rights and permissions to upload and process such data through our Service.

8.3 License to Use Our Service

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Service for your internal business purposes during your subscription term.

8.4 Feedback and Suggestions

Any feedback, suggestions, ideas, or other information you provide about the Service becomes our property, and we may use it without compensation or attribution to improve our Service.

8.5 Third-Party Content

Our Service may include access to third-party taxonomies, content, or data. Such content remains the property of its respective owners and is used under license or with permission. We do not claim ownership of such third-party content.

9. Third-Party Services and Integrations

9.1 Third-Party Dependencies

Our Service relies on various third-party services including:

• Cloud Infrastructure: Secure hosting, storage, and computing services
• Payment Processing: Secure payment and subscription management services
• Email Services: Transactional email delivery and communication services
• AI Processing: Advanced artificial intelligence and machine learning services
• Analytics: Website analytics and usage tracking services
• Security Services: Monitoring, fraud detection, and security enhancement tools

9.2 Third-Party Terms and Availability

Your use of the Service may be subject to additional terms and conditions of these third-party providers. We are not responsible for any changes to third-party services that may affect the availability, functionality, or performance of our Service. We reserve the right to change service providers without notice to maintain service quality and security.

9.3 Service Availability and Maintenance

While we strive to maintain continuous service availability, our Service may be temporarily unavailable due to scheduled maintenance, third-party service interruptions, security updates, or technical issues beyond our reasonable control. We will provide advance notice of planned maintenance when possible.

10. Service Level and Support

10.1 Availability Target

We strive to maintain 99.9% uptime for our Service, excluding scheduled maintenance windows. We will provide reasonable advance notice of planned maintenance that may affect service availability.

10.2 Customer Support

Support is provided based on your subscription level:

• Free Plan: Community support and documentation
• Basic Plan: Email support with 48-hour response time
• Professional Plan: Priority email support with 24-hour response time
• Agency Plan: Priority support with same-day response
• Enterprise Plan: Dedicated support with phone access and custom SLA

10.3 Support Limitations

Support does not include custom development, data migration services, or extensive consultation beyond normal platform usage guidance.

11. Warranties and Disclaimers

11.1 Limited Warranty

We warrant that the Service will substantially conform to the Documentation under normal use. Our sole obligation for breach of this warranty is to use commercially reasonable efforts to correct any non-conformance.

11.2 DISCLAIMER OF WARRANTIES

EXCEPT AS EXPRESSLY STATED ABOVE, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED. WE SPECIFICALLY DISCLAIM ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE.

11.3 AI and Accuracy Disclaimer

We do not guarantee the accuracy, completeness, or reliability of AI-generated categorizations. Results may vary based on data quality and complexity. You are responsible for reviewing and validating all categorization results before use in production environments.

11.4 Third-Party Services

We disclaim all warranties regarding third-party services integrated with our platform. These services are provided under their respective terms and warranties.

12. Limitation of Liability

12.1 EXCLUSION OF DAMAGES

TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL CATEGORIX BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, REGARDLESS OF THE THEORY OF LIABILITY AND EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

12.2 LIABILITY CAP

Our total aggregate liability for all claims arising out of or relating to these Terms or your use of the Service shall not exceed the greater of: (i) the total amount paid by you to us in the twelve (12) months preceding the incident giving rise to liability, or (ii) One Hundred Dollars ($100).

12.3 Essential Purpose

The limitations and exclusions in this section apply even if any limited remedy fails of its essential purpose. These limitations reflect the allocation of risk between the parties and the fees charged for the Service.

12.4 Exceptions

The limitations in this section do not apply to: (i) our indemnification obligations, (ii) your breach of acceptable use provisions, or (iii) claims arising from gross negligence or willful misconduct.

13. Indemnification

13.1 Your Indemnification

You agree to defend, indemnify, and hold harmless CategoriX, its affiliates, officers, directors, employees, and agents from and against all claims, damages, obligations, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from:

• Your use of the Service or violation of these Terms
• Your User Data or any content you submit to the Service
• Your violation of any law or regulation or third-party rights
• Any claim that your User Data infringes intellectual property rights
• Your negligent acts or omissions in connection with the Service

13.2 Our Indemnification

We will defend, indemnify, and hold you harmless from third-party claims that the Service infringes a third party's intellectual property rights, provided you promptly notify us of such claims and cooperate with our defense.

13.3 Indemnification Process

The indemnifying party will have control of the defense and settlement of indemnified claims, and the indemnified party will provide reasonable cooperation. No settlement may be made without the indemnified party's consent if it would impose ongoing obligations on the indemnified party.

14. Termination and Suspension

14.1 Termination by You

You may terminate your account and these Terms at any time by canceling your subscription through your account settings or by contacting customer support. Termination will be effective at the end of your current billing period.

14.2 Termination by Us

We may suspend or terminate your access to the Service immediately, with or without notice, if:

• You materially breach these Terms and fail to cure such breach within 30 days of notice
• You fail to pay fees when due and such failure continues for 10 days after notice
• You engage in prohibited activities or violate applicable laws
• We reasonably believe your account has been compromised
• Required by law or court order
• We decide to discontinue the Service with 30 days' advance notice

14.3 Effect of Termination

Upon termination:

• Your right to access and use the Service immediately ceases
• You remain liable for all outstanding fees and charges
• We may delete your User Data after 30 days, subject to legal retention requirements
• Provisions that should survive termination will remain in effect
• No refunds will be provided except as required by law

14.4 Data Retrieval

You may export and download your User Data during the 30-day period following termination. After this period, we may permanently delete your data unless retention is required by law.

15. Dispute Resolution and Governing Law

15.1 Governing Law

These Terms are governed by and construed in accordance with the laws of the State of Delaware, United States, without regard to conflict of law principles. The United Nations Convention on Contracts for the International Sale of Goods does not apply.

15.2 Jurisdiction and Venue

Any legal action or proceeding arising under these Terms will be brought exclusively in the federal or state courts located in Delaware, and the parties consent to personal jurisdiction and venue therein.

15.3 Informal Resolution

Before initiating any legal proceeding, you agree to first contact us at admin@categorix.ai to attempt to resolve any dispute informally. We will work in good faith to resolve disputes through direct negotiation.

15.4 Class Action Waiver

Both parties waive any right to participate in class action lawsuits or class-wide arbitration. All disputes must be brought in an individual capacity only.

15.5 Time Limitation

Any claim arising out of or relating to these Terms or the Service must be filed within one (1) year after the claim arose or be forever barred.

16. General Provisions

16.1 Entire Agreement

These Terms, together with our Privacy Policy and any applicable order forms, constitute the entire agreement between you and CategoriX regarding the subject matter hereof and supersede all prior agreements and understandings.

16.2 Amendments

We may modify these Terms at any time by posting updated Terms on our website. Material changes will be notified via email or through the Service at least 30 days before taking effect. Your continued use of the Service after changes become effective constitutes acceptance of the modified Terms.

16.3 Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that the remaining Terms remain in full force and effect.

16.4 Waiver

No waiver of any term or provision of these Terms will be deemed a further or continuing waiver of such term or any other term. Any waiver must be in writing and signed by the party against whom it is asserted.

16.5 Assignment

You may not assign or transfer these Terms or your rights hereunder without our prior written consent. We may assign these Terms without restriction in connection with a merger, acquisition, or sale of all or substantially all of our assets.

16.6 Force Majeure

Neither party will be liable for any failure or delay in performance due to circumstances beyond their reasonable control, including acts of God, natural disasters, terrorism, labor disputes, governmental actions, or widespread internet or telecommunications failures.

16.7 Export Control and Trade Compliance

The Service and related technology are subject to U.S. export control laws and regulations. You agree not to export, re-export, or transfer the Service or any technical data in violation of applicable export control laws and regulations. You represent that you are not located in, or a national of, any country subject to U.S. government embargo or designated as a "terrorist supporting" country.

16.8 Survival

The following sections will survive termination of these Terms: Data Processing and Privacy, Intellectual Property Rights, Warranties and Disclaimers, Limitation of Liability, Indemnification, Dispute Resolution, and General Provisions.

16.9 Language and Interpretation

These Terms are written in English. Any translations are provided for convenience only. In case of conflict between the English version and any translation, the English version shall prevail. Headings are for convenience only and do not affect interpretation.

17. API Terms and Technical Integration

17.1 API Access and Usage

API access is subject to your subscription plan and usage limits. You agree to:

• Use API keys securely and not share them with unauthorized parties
• Respect rate limits and usage quotas
• Implement proper error handling and retry logic
• Not attempt to reverse engineer or circumvent API limitations
• Comply with all applicable laws in your use of the API

17.2 API Modifications and Deprecation

We may modify, update, or deprecate API endpoints with reasonable notice. We will provide at least 90 days' notice before removing or significantly changing existing API functionality. You are responsible for updating your integrations accordingly.

17.3 Technical Support

API technical support is provided based on your subscription level. We do not guarantee resolution of integration issues caused by your implementation or third-party systems.

18. Beta Features and Experimental Services

18.1 Beta Program Participation

We may offer access to beta, preview, or experimental features ("Beta Features"). Participation is voluntary and may be subject to additional terms. Beta Features are provided "as is" without warranties and may be discontinued at any time.

18.2 Beta Feature Limitations

Beta Features may:

• Have limited functionality or reliability
• Contain bugs or errors
• Not be subject to the same security measures as production features
• Be modified or removed without notice
• Not be covered by our standard support or SLA commitments

18.3 Feedback and Confidentiality

Your participation in beta programs may require confidentiality regarding unreleased features. Any feedback you provide regarding Beta Features becomes our property and may be used without compensation.

19. Business Continuity and Disaster Recovery

19.1 Business Continuity

We maintain business continuity and disaster recovery plans to minimize service disruptions. However, we cannot guarantee uninterrupted service and are not liable for business losses due to service interruptions.

19.2 Data Backup and Recovery

We maintain regular backups of user data as part of our standard operations. However, you are responsible for maintaining your own backups of critical data. We recommend regularly downloading and backing up your processed results and important files.

19.3 Service Migration

In the event of service discontinuation, we will provide reasonable notice and assistance for data export, subject to technical feasibility and legal requirements.

20. Contact Information

If you have any questions about these Terms or need to contact us for any reason related to these Terms, please reach out to us at: