Terms and Conditions
PropTexx Pte Ltd (Company Registration No.: 202026394E) a company incorporated under Singaporean Law with address at 105 Cecil Street #18-00, The Octagon Singapore 069534 and its subsidiaries and affiliates (“PropTexx” or “we”) are pleased to provide all professional and private users (“users” or “you”) with access to the PropTexx platform, products, services (our/the/a “Product(s)”) subject to the terms and conditions of this Agreement, which will be updated from time to time.
Your use of our Products (including uploading, downloading, installing, launching, browsing, registering, logging in, using, etc.) represents your agreement to all terms, conditions, and notices contained or referenced in this Agreement and you agree that this Agreement is enforceable like any written contract signed by you. This Agreement allows us to collect and use your information under conditions. In case that you do not accept any term specified in this Agreement, you shall not use or immediately stop using our products. Your continued use of our Products represents your acceptance of all terms hereof and relevant updates.
1. General Terms
1.1 Product Portfolio and Updates
We are pleased to provide you with our Products. Please note that we may decide to update and change our Products from time to time at our sole discretion. For the detailed current overview of our current Products please visit: proptexx.ai
We may refuse to provide our Products to any individual or entity at any time and at our sole discretion. We may terminate your right to use our Products or any part thereof and suspend your account to prevent relevant access in accordance with this Agreement and Article 8 hereof.
1.3 Terms on Minors
If you are a minor, please read this Agreement with your guardian. If you are under 14 years old, you are not allowed to use our Platform and relevant our Products. If you are between 14 and 18 years old (or you are a minor within your jurisdiction), your guardian shall accept the terms of this Agreement before you using our Products. The performance of rights and obligations specified herein shall be deemed to have obtained the permission of the guardian.
1.4 Sales Channels
Our Products are either directly or through authorized resellers and distributors that include our Products in their product portfolio or incorporate them in their services (“Resellers”). Our Products may be sold and resold through any number of Resellers, who are completely free to determine their own pricing and, under conditions may brand our Products as their products. PropTexx bears no liability for the actions or omissions of its Resellers and is not bound by any warranties, representations, guarantees or promises that they make regarding the Products, either directly or indirectly. Only PropTexx provides representations and warranties on its own Products.
1.5 Platform Account
For full use of certain of our Products, you are required to create an account on the PropTexx platform (“Platform”) either directly, or through a Reseller (see section on “White Label” below). You may create an account via filling in the provided online form. Do not share your account information with any third party. You are obliged to protect your login information and remain responsible for all activities that occur through the use of your account. If you suspect or recognize any unauthorized use of your account that endangers the safety of our Products, you are obliged to inform us or the Reseller immediately. Please note that PropTexx reserves the right to suspend, reassign or rename the username at any time and at its sole discretion. In case of suspension, reassignment or renaming, all user-generated contents and relevant Products will remain associated with the original account.
You shall not create an account on our Platform through another's identity, using any other person’s e-mail address or telephone number. Nor should you provide illegal or harmful registration information. Otherwise, you shall be responsible for any account dispute or relevant issues arising from your provision of unreal, illegal or harmful registration information. We are entitled to take relevant measures such as ordering you to make corrections within a time limit, suspending the account temporarily or permanently as the case may be.
1.6 White Label Platform
We provide Resellers with versions of our Platform that they can use under their own brand ("White Label Platform"), subject to the terms of the service agreement we enter into with such Resellers. Unless the platform you are using is branded “PropTexx”, we are not responsible or liable for such a platform and any usage of such a platform is subject to the terms and conditions of the relevant Reseller.
2. Subscription and Purchase
In case of direct sales of our Product, you shall pay all fees or charges to your account in accordance with the fees, charges, and billing terms in effect at the time a fee or charge is due and payable. If, in our judgment or our payment gateway's (Stripe) judgment, your purchase constitutes a high-risk transaction, we will require you to provide us with a copy of your valid government-issued photo identification, and possibly a copy of a recent bank statement for the credit or debit card used for the purchase. We reserve the right to change products and product pricing at any time. We also reserve the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the e-mail and/or billing address/phone number provided at the time the order was made.
You represent and warrant that you have legal rights to use the credit cards, debit cards, Paypall account, bank account or other payment systems that you use to pay for our Products via proptexx.ai. You may pay the Product fees via such accounts. You agree to pay all expenses incurred by you or any user of your account when such charges are incurred. You shall also pay any applicable taxes related to your purchase. Before accepting any order, it may be necessary to verify the information applicable to the purchase.
proptexx.ai offers monthly and yearly subscriptions which give monthly credits to be used each month, and whereby unused credits from a previous month are not carried over to the next.
2.4 One-time add-on products purchase
proptexx.ai offers add-on products that may be purchased separately which after purchase will be added to your account as a feature to be used additionally using the same credits you receive from your monthly or yearly subscription.
2.5 Account deletion
You may delete your account at any time, thereby canceling your subscription in the process and forfeiting all current and future credits, without eligibility for a refund.
3. Ownership of Contents on our Platform
3.1 General Terms
You may be provided with “Platform Content” when using our Products, including all website, portal, software, 3D models, images, texts, information, data, audios, videos, graphs and other materials included in our Products or provided by other means (excluding user-generated content).
Furthermore, you may provide us with “user-generated content” in the form of images, audio files, texts, and user’s comments uploaded to the Platform, excluding the 3D models or photos created or enhanced based on the user-generated content.
All the Platform Content and intellectual property of the Products (“Product IP”) is owned by PropTexx or licensed by third-party licensors and protected under copyright laws, trademark laws and/or other proprietary and legal rights in every jurisdiction where our Products are offered or used. PropTexx and its licensor have and reserve all rights, titles and interests the Platform Content and Product IP, including but not limited to all copyrights, trademark rights, business secrets, patent rights, rights of database and other intellectual properties and titles. The trademark of PropTexx and all relevant logos and any other trademarks displayed on or related to our Products, Product marks, logos and trade name shall be deemed as the registered/unregistered trademark of PropTexx or other third parties. Your use of our Products shall not be deemed as any ownership of any the Platform Content and Product IP; except for the limited license granted in accordance with this Agreement, and the use of our Products does not grant you any copyright, trademark or other intellectual property license of PropTexx or any third party. We reserve all rights that are not specifically granted to you in this Agreement, and you may only perform the right of use of our Products within the scope of authorization.
3.3 Product and Platform Content License
We grant you the limited, non-exclusive and non-transferable right to use the Products that you purchased and are using, directly or through a Reseller. Except as otherwise specified in this Agreement, or required by applicable laws, you shall not download, copy, spread, adapt, compile any Platform Content for any purpose, create derivative works, publish or otherwise use our Products or any part of our Platform Contents without prior written permission of us or a relevant right holder. Any commercial use of our Products or the Platform Content is strictly prohibited without a prior written permission of us or the rights holders of the application. In case of breach, we will investigate the legal responsibilities in accordance with the applicable laws.
All software related to our Products, Platform and Software as a Service (SAAS) (hereinafter referred to as “our software”) are owned by us or a third party. Unless otherwise required to perform the above authorizations, any use, reproduction, modification, linking, mirroring, reverse-engineering, reverse-assembly, reverse-compilation, disassembly, translation, or reduction of our software to a human-readable form is prohibited. You agree that we may update our software at any time and at our sole discretion without notice, while this Agreement applies to any future version.
3.5 User-generated Content
Unless otherwise provided herein, we will not claim the ownership of any user-generated content. During the operation of our Products, the users may upload designated user-generated content to our Platform. You are the owner of your user-generated content all the time, and our Platform will not claim any ownership of it. In addition, the user-generated content is subject to the following terms. The Agreement applies to all user-generated contents that you upload on our website within the term of the Agreement.
3.6 User-generated Content License
By using our Products, you grant us a global, non-exclusive, royalty-free and irrevocable rights to the user-generated content that is placed on our Platform, for the duration of our commercial relationship with you and beyond for use in our continuous improvement of our Computer Vision algorithms and models. Downloads of the enhanced and/or analyzed user-generated content from our Platform after the free trial requires payment of fees as set out in our Product overview of proptexx.ai or available via the app. In case you purchase a White Label, on which you place your brand and/or Trademark, then you further grant us the global, non-exclusive, royalty-free and irrevocable usage right to that Trademark for the duration of our commercial relationship with you.
We acknowledge and agree that you, or your licensors, as applicable, retain ownership of any and all copyrights in your user-generated content, subject to the non-exclusive rights granted to us in the paragraph above, and that no ownership of such copyrights is transferred to us under this Agreement. Further, with respect to your user-generated content in the form of photos, and subject to our Platform and Product user experience considerations: (a) we will use commercially reasonable efforts to maintain the attribution of such photos as submitted by you, and (b) we will not license or sublicense to third parties individual photos or collections of photos
4.1 Compliance with Law and Regulation
4.2 User Statement
When submitting user-generated content, you represent and warrant that:
- You have or otherwise operate on all rights to your user-generated content.
- The use of your user-generated content does not violate the Agreement or any applicable laws, nor infringe the rights of or do harm to any individual / entity.
- Your user-generated content does not violate any terms specified in Article 4.4 of the Agreement.
- In the interest of our Platform and to the fullest extent permitted by applicable laws, you hereby irrevocably and unconditionally give up all interests of “moral rights” (as understood by the public) on the user-generated content and rights of similar property, including all rights (right of attribution) related to your user-generated content or any right (right of integrity) that may limit, prevent you to modify or use your user-generated content, and relevant right of authorship and integrity of the uploaded content. If you reserve any of such moral right in accordance with applicable laws, you hereby agree that you will not reserve such rights to PropTexx or our Platform by any means.
4.3 Right of Supervision, Deletion or Clearance
You agree to bear all risks with regard to your user-generated content. You shall protect your user-generated content at your risk. Except as otherwise specified herein, our Platform is not obliged to store the copy of such user-generated content for your or other user’s further use. Our Platform will not infringe upon any intellectual property. If any user-generated content infringes upon the intellectual property of others, such content will be deleted from our Products. We reserve the right to delete the user-generated contents from our Products and our Platform in part or in whole for any reason or no reason without prior notice. Without limiting the right to terminate the user’s right in accordance with Article 4, we reserve the right to terminate the user account which has been notified of infringement for three times and/or the related user-generated contents have been deleted from our Products for three times. We further reserve the right to determine the conformity of the user-generated content, and the Agreement also applies to infringements other than breach of intellectual property laws. We may, as we see fit, edit, modify, review, re-format, change or otherwise delete all or part of the descriptions, comments and/or notes on the user-generated content added or created by you and/or any third party.
4.4 User Restrictions and Obligations
It’s essential for us to ensure the safe use of our Products by the user safe use by all users. Accordingly, you agree not to use our Products in the following ways:
- Expect as provided in the Agreement, decompiling, disassembly, reverse engineering, copying, transferring or otherwise using the Product and our Platform Content other than for its intended use.
- Using, copying, modifying, downloading, reprinting, assembly, delivering or publishing any our Platform Content or mirroring the Platform or Products without written permission of PropTexx.
- Publishing, transmitting, disseminating and storing contents that violate any law, regulation or government policy or endangers national security, incites racism, terrorism or discrimination; or any content that is inappropriate, insulting, defamatory, obscene, or incites violence.
- Making false statements or misleading or deceiving others in any other ways.
- Disseminating, advertising, providing or involving in any teaching information with regard to the illegal activities or any material or content that may be harmful to any individual or group.
- Disseminating or encouraging the dissemination of any material that may infringe the intellectual property of any third party, including trademark, copyright, patent or right of publicity.
- Disseminating or otherwise providing any unsolicited or unauthorized advertisement, promotional materials, “spam”, “spam mail”, “chain letters” or any other inappropriate promotions based on our Platform, our Platform Content and user-generated content.
- Intrusion of the computer system of any third party to carry out any activity that may damage, control, interfere or intercept all or parts of the computer system, infringe its integrity or safety, or transmits materials or contents that may do harm to the third party by any means (including but not limited to virus, worm virus and Trojan Horses), including but not limited to: using our Products in a way that may interrupt, suspend, slow down or impede the continuity of our Products, intruding or attempting to intrude the computer or network system of our Products or our Platform, transferring the system resources of our Products, placing a disproportionate burden on the infrastructure of our Products, executing an attack on safety and authentication measures of computer or network systems of our Products or our Platform.
- Using our Products for purposes other than the design purpose as described above.
Once you are found to carry out any of the above, we will investigate the legal responsibilities in accordance with applicable laws.
4.5 Specific Platform User Restrictions and Obligations
Users are not allowed to modify the design or change the look of our Platform viewer other than using the available embedded customization options and the "viewer API" provided by our Platform. The logos and watermarks of PropTexx in all user programs shall not be deleted, hidden or changed. The logos and watermarks of PropTexx are not included in the White Label and can be replaced by your logos and trademarks, but not in any other offering of our Products. If you intend to use our Platform in any advertisements or the advertiser-supporting content, you shall obtain the license or relevant official account and the prior consent of our Platform. For detailed information, you may contact firstname.lastname@example.org. If your user-generated content uploaded via our Products are involved in any legal complaint, claim or lawsuit, you agree to timely notify our Platform.
4.6 User Feedback
We appreciate your feedback and suggestions for our Products. However, you agree that your feedback or suggestions for our Products are entirely voluntary, and we are free to use any such feedback or it is recommended and does not assume any obligation nor responsibility to you.
5. Disclaimer, Limitation of Liability and Indemnification
We undertake to provide our Products in a diligent and professional manner and otherwise makes no representations or warranties of any kind regarding our Products. You agree to use our Products at your own risk. Our Products are provided on the basis of “as-is”, “available” and “possible defects” without any expressed or implied warranties on:
- Merchantability, availability for particular purposes, ownership, non-infringement and any warranty arising from the trade and use.
- Appearance and integrity, and the relevance of on-site specifications, including size, weight, durability, strength, materials, general physical properties, compliance and other engineering structure attributes.
- The ability of our Products to meet your requirements and be available, accessible, uninterrupted, timely, safe or error-free all the time.
- Possible results from running, using, or otherwise developing our Products.
- Accuracy and reliability of any information obtained from our Products, including the warranty that the download of user-generated content and data is not viral, infectious or destructive.
Any suggestion or information provided by us or obtained through our Products will not constitute any warranty that is not expressed specifically herein. The above disclaimer applies to any damage, liability or injury caused by any fault, error, omission, interruption, performance, defect, deletion, transfer delay, computer virus, communication line failure, theft, damage, unauthorized access, tampering or use (due to breach of contract, infringement, negligence or any other cause).
We reserve the right to take the following measures without prior notice:
- Changing, suspending or terminating the operation of certain parts of our Platform or replacing the Platform with an entirely new version.
- Changing or modifying all or part of our Products or any applicable policy or term.
- Temporary stoppage off all or part of our Products for regular or irregular maintenance, correction or other modifications.
5.2 Limitation of Liability
Except as prohibited by law, PropTexx makes no expressed or implied undertakings or warranties with regard to our Products provided, including but not limited to quality, stability, correctness, integrity, safety, and assumes no liability for any damage. Such damages include but are not limited to: any indirect, incidental, special, consequential or punitive damages; loss of profits, data loss or losses due to business interruption or change, even if we are informed of such damages. If the user pays for the use of our Products, our maximum cumulative liabilities to the user shall not exceed the total amount paid by the user during the period in which the liability incurred. If you need additional support, services, repair or correction of equipment or data while using our Products, we have the right to charge additional fees for such services, unless they are covered by a specific Product agreement.
In the circumstances listed below, you agree to indemnify PropTexx and its affiliates, subsidiaries, owners, directors, officers, employees and agents from all claims, requests, lawsuits, liabilities, judgments, losses, damages, fees and costs (including the reasonable attorney fees directly or indirectly evaluated by PropTexx or arising from the following causes):
- Your failure to comply with the Agreement
- Your breach of obligations specified herein
- Your use of rights granted by the Agreement, including but not limited to any request put forward by any third party
- Your breach of any right from third party, including but not limited to any intellectual property right, publicity right or privacy right
- Any claim that any of your user-generated content causes harm to the third party
6. Intellectual Property Management
6.1 Infringing material
PropTexx respects the intellectual property rights of others and complies with Copyright Law in every jurisdiction that it is active in. We will respond to specific notices of suspected copyright infringement and may identify and remove infringing material posted by users in accordance with the complaint procedure. If you believe that any user-generated content in our Products infringes upon your copyright, please submit an infringement notice to us. Email: email@example.com.
6.2 Notice of infringement procedure
To ensure the validity, any notice submitted to us shall comply with applicable laws and contain the followings in full:
- Physical or electronic signatures of all persons (and their principals, if necessary) who claim that their exclusive rights have been violated
- Identification of the copyrighted work claimed to have been infringed; if multiple copyrighted works are involved in the notice on a single online site, a representative list of such works on that site
- Identification of material that claims to be infringing or will be the subject of infringing activity, material to be removed or banned, and information sufficient to enable us to locate this material
- Statement that you believe that the use of the material is not authorized by the copyright owner, its principals or by law
- Statement that the information provided in the notice is accurate and is subject to penalty for perjury.
Once the user-generated content and information you uploaded to our Products has been removed or disabled, you may file a defense notice in accordance with applicable laws. For the validity of the defense notice, it must be sent to firstname.lastname@example.org, including the followings:
- Your physical or electronic signature
- The direct link containing the unique filename of the material that has been removed or prohibited and the location of the user-generated content before the removal or prohibition
- Statement that you believe that the material has been removed or disabled due to error or misidentification and will be subject to the penalty of perjury
- Defense materials shall include materials that are clearly free from infringement or deletion by mistake
- Your name, Email address and valid telephone number
If you have a claim related to any matter other than trademark, patent, intellectual property or copyright, please contact us. Please provide details about the nature of the complaint, including but not limited to your name and valid contact information, the subject of the complaint, and any other information we may need to review this matter and take appropriate action (or no action). Please note that if PropTexx deems it necessary to take such action in our sole discretion, or we are obligated to do so by law, we will share the details of your complaint with the users whom the user-generated content complaint is directed to or with relevant authorities, including law enforcement agencies.
7. Changes / Suspesnsion / Termination of the Products and/or Services
7.1 Changes / Suspension / Termination of the Products and/or Services
We reserve the right to modify or discontinue the provision of all or part of our Products at our discretion at any time. We will inform at least 30 days in advance. We further have the right to suspend or terminate your user account or access to all or part of your Products without notice if:
- The personal data you provided is false or inconsistent with the information at the time of registration and you fail to provide reasonable explanation
- Your actions violate competent laws and the provisions herein
- We recognize that your behavior violates the rights/interests of other users, PropTexx and our Platform, other Products/information providers or any third party
- Legal requirements by judicial authorities or competent authorities are violated
- Security reasons or other necessary situations demand it
You are responsible for backing up data stored in our Products. Unless otherwise prescribed by laws and regulations, we are entitled to delete your data permanently from the Product and/or the server if your usage rights are terminated. Upon the suspension or termination of usage of our Products, we are not obliged to provide you with such data or return it to you.
7.2 Survival of Liabilities and Obligations
The following terms shall survive and remain executable and fully valid upon the termination of the Agreement and/or after you stop using our Products:
- All the outstanding obligations between you and us
- All the remedies to the violation of the agreements
- The following sections of the Agreement
- 3.2 and 3.3 (Ownership; the Product and/or the Service and the Content License)
- 3.5 (User-generated Content)
- 5 (Disclaimer, Limitation of Liability and Indemnification)
- 6 (Intellectual Property Declaration)
- 7.1 (Changes/Suspension/Termination of the Product and/or the Service)
- 7.3 (Other Websites and Products and/or Services)
- 7.4 (Governing Law and Jurisdiction)
- 7.6 (Miscellaneous)
7.3 Other Websites and Products and/or Services
7.4 Governing Law and Jurisdiction
The laws of Singapore (excluding the conflict of law) apply to the conclusion, validation, performance and interpretation of the Agreement and the resolution of disputes. Any litigation, suit or other proceeding regarding the rights or obligations of the parties hereunder shall be conducted exclusively before the courts of Singapore and the parties specifically consent to Singapore as the exclusive venue for any such proceeding. This Agreement shall not be governed by the United Nations Convention on Contracts for the International Sale of Goods, the application of which is expressly excluded.
7.5 Amendment to the Agreement
PropTexx reserves the right to amend the Agreement at any time through releasing notices on our Platform, sending e-mails to registered users or noticing users via other push approaches.
Registered users will receive a notice of changes to the terms one month (30 days) before the validation of the amending agreement. Upon the validation of the amendment, users who continue using our Products will be deeded as have accepted the amended agreement. Users who do not accept the amending agreement shall stop using our Products before its validation. In case of changes the user gets notified via the e-mail address provided by the user in the user interface; in case the user does not provide an e-mail address, the notice of changes will be sent by the notice interface in the user interface.
- All headings of terms herein are included for convenience only without actual meaning and shall not be used as the basis for the interpretation of the meaning of the Agreement.
- If any term hereof is fully or partly invalid or unenforceable for any reason, the remaining terms hereof shall remain valid and binding upon the Parties.
- While exercising rights arising out of any breach of any terms and conditions of the agreement or any breach of the Agreement by any user, any delay or omission of our Products shall not diminish any such rights or be interpreted as waiving such rights; in the meanwhile, no waiver by our Platform of any covenants, conditions or terms that are enforceable for the users, shall be interpreted as a waiver as to any subsequent violation of terms, conditions or covenants.
- For the purpose of the Agreement, “including” means “including but not limited to”. The Agreement will remain fully valid even if any competent court determines that any term herein is invalid or unenforceable, and it will be amended as far as valid and enforceable to reflect intends of the Parties to the maximum extent permitted by laws.
- You shall not assign or transfer any of your rights or obligations under the Agreement to any third party.
- PropTexx may transfer the Agreement as it wishes, including to any buyer of its business.
- You agree that the electronic copy of the Agreement can be deemed as a written copy and your agreement to terms and conditions herein can be deemed as a “signature” for all purposes.
- You agree to receive our product marketing and sales communication via electronic channels and you agree that we may contact you via email@example.com about updates of and new releases of our Products, but you may unsubscribe from these emails at any time using the unsubscribe link in these types of emails.
- You agree that electronic copies of all the agreements, notices, disclosure and other communication sent by you/us and received by you/us comply with any laws which require that such communication shall use written copies.
- We are not responsible for any automatic filtration of any e-mail notices sent by us to the e-mail address provided by you.
- You agree to receive automated notifications via electronic channels such as website platform notifications and email and you agree that we may contact you from firstname.lastname@example.org for operational emails about your account on our platform and usage of our platform, such as, but not limited to: “sign up” or ”welcome to” emails, “reset password” emails, “email address change” emails, “thank you” emails, ”subscription” emails, etc. and you agree that these types of emails can't be unsubscribed from.