Terms of Service

Last updated: January 7, 2025

Thank you for using our products! We build them to help you create and manage diagrams effectively. Because we don't know every one of our customers personally, we have to put in place some Terms of Service to help keep the ship afloat.

When we say "Company", "we", "our", or "us" in this document, we are referring to P&D Vision Pty LTD, a company registered in Australia.

When we say "Services", we mean our websites, including diagramly.ai, and any product created and maintained by P&D Vision Pty LTD. That includes Diagramly and any related services, whether delivered within a web browser, desktop application, mobile application, or another format.

When we say "You" or "your", we are referring to the people or organizations that own an account with one or more of our Services.

We may update these Terms of Service ("Terms") in the future. Typically, these changes have been to clarify some of these terms by linking to an expanded related policy. Whenever we make a significant change to our policies, we will refresh the date at the top of this page and take any other appropriate steps to notify account holders.

When you use our Services, now or in the future, you are agreeing to the latest Terms. There may be times when we do not exercise or enforce a right or provision of the Terms; however, that does not mean we are waiving that right or provision. These Terms do contain a limitation of our liability.

If you violate any of the Terms, we may terminate your account. That's a broad statement, and it means you need to place a lot of trust in us. We do our best to deserve that trust by being open about who we are and how we work, and keeping an open door to your feedback at [email protected].

Account Terms

You are responsible for maintaining the security of your account and password and for ensuring that any of your users do the same. The Company cannot and will not be liable for any loss or damage from your failure to comply with this security obligation. We recommend all users set up two-factor authentication for added security. In some of our Services, we may require it.
You may not use the Services for any illegal or unauthorized purpose, and you may not permit any of your users to do so, either.
You are responsible for all content posted to and activity that occurs under your account, including content posted by and activity of any users in your account.
You must be a human. Accounts registered by "bots" or other automated methods are not permitted.

Payment, Refunds, and Plan Changes

If you are using a free version of one of our Services, it is really free: we do not ask you for your credit card and — just like for customers who pay for our Services — we do not sell your data.
For paid Services that offer a free trial, we explain the length of trial when you sign up. After the trial period, you need to pay in advance to keep using the Service. If you do not pay, we will freeze your account, and it will be inaccessible until you make payment.
If you are upgrading from a free plan to a paid plan, we will charge your card immediately and your billing cycle starts on the day of upgrade. For other upgrades or downgrades in plan level, the new rate starts from the next billing cycle.
All fees are exclusive of all taxes, levies, or duties imposed by taxing authorities. Where required, we will collect those taxes on behalf of the taxing authority and remit those taxes to taxing authorities. This includes GST for Australian customers.
We process refunds according to our Refund Policy.

Cancellation and Termination

You are solely responsible for properly canceling your account. Within each of our Services, we provide a simple no-questions-asked cancellation link. An email or phone request to cancel your account is not automatically considered cancellation.
All of your content will be inaccessible from the Services immediately upon account cancellation. Within 30 days, all content will be permanently deleted from active systems and logs. Within 60 days, all content will be permanently deleted from our backups. We cannot recover this information once it has been permanently deleted.
If you cancel the Service before the end of your current paid up month, your cancellation will take effect immediately, and you will not be charged again. We do not automatically prorate unused time in the last billing cycle.
We have the right to suspend or terminate your account and refuse any and all current or future use of our Services for any reason at any time. Suspension means you and any other users on your account will not be able to access the account or any content in the account. Termination will furthermore result in the deletion of your account or your access to your account, and the forfeiture and relinquishment of all content in your account.
Verbal, physical, written or other abuse (including threats of abuse or retribution) of Company employees or officers will result in immediate account termination.

Modifications to the Service and Prices

We reserve the right at any time to modify or discontinue, temporarily or permanently, any part of our Services with or without notice.
Sometimes we change the pricing structure for our products. When we do that, we tend to exempt existing customers from those changes. However, we may choose to change the prices for existing customers. If we do so, we will give at least 30 days notice and will notify you via the email address on record.

Uptime, Security, and Privacy

Your use of the Services is at your sole risk. We provide these Services on an "as is" and "as available" basis.
We reserve the right to temporarily disable your account if your usage significantly exceeds the average usage of other customers of the Services. Of course, we'll reach out to the account owner before taking any action except in rare cases where the level of use may negatively impact the performance of the Service for other customers.
We take many measures to protect and secure your data through backups, redundancies, and encryption. We enforce encryption for data transmission from the public Internet.
When you use our Services, you entrust us with your data. We take that trust to heart. You agree that P&D Vision Pty LTD may process your data as described in our Privacy Policy and for no other purpose.
We use third party vendors and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Services.
We comply with Australian privacy laws including the Privacy Act 1988 (Cth) and the Australian Privacy Principles.

AI Features and Data Processing

In delivering our services, we utilize artificial intelligence and machine learning capabilities ("AI Features") through integration with leading language model providers ("LLM Providers"), including but not limited to OpenAI and Anthropic. While we have implemented reasonable measures to ensure your data is processed in accordance with our LLM Providers' stated policies of not using customer inputs for training purposes, we cannot provide absolute guarantees regarding their internal data handling practices.
The Company processes and enhances the responses received from LLM Providers to generate the final outputs ("Outputs") delivered to you. These Outputs are provided "as is" and without warranty of any kind, whether express or implied. The Company makes no representations or warranties regarding the accuracy, completeness, currentness, or reliability of any Outputs. Customer assumes full responsibility for independently evaluating and verifying all Outputs for their specific use cases and applications. All warranty disclaimers and limitations of liability set forth in the Agreement shall apply to the AI Features and their Outputs.

Copyright and Content Ownership

All content posted on the Services must comply with Australian copyright law.
You give us a limited license to use the content posted by you and your users in order to provide the Services to you, but we claim no ownership rights over those materials. All materials you submit to the Services remain yours.
We do not pre-screen content, but we reserve the right (but not the obligation) in our sole discretion to refuse or remove any content that is available via the Service.
The Company or its licensors own all right, title, and interest in and to the Services, including all intellectual property rights therein, and you obtain no ownership rights in the Services as a result of your use.
You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Services, use of the Services, or access to the Services without the express written permission of the Company.

Features and Bugs

We design our Services with care, based on our own experience and the experiences of customers who share their time and feedback. However, there is no such thing as a service that pleases everybody. We make no guarantees that our Services will meet your specific requirements or expectations.

We also test all of our features extensively before shipping them. As with any software, our Services inevitably have some bugs. We track the bugs reported to us and work through priority ones, especially any related to security or privacy. Not all reported bugs will get fixed and we don't guarantee completely error-free Services.

Liability

You expressly understand and agree that the Company shall not be liable, in law or in equity, to you or to any third party for any direct, indirect, incidental, lost profits, special, consequential, punitive or exemplary damages, including, but not limited to, damages for loss of profits, goodwill, use, data or other intangible losses (even if the Company has been advised of the possibility of such damages), resulting from: (i) the use or the inability to use the Services; (ii) the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the Services; (iii) unauthorized access to or alteration of your transmissions or data; (iv) statements or conduct of any third party on the service; (v) or any other matter relating to these Terms or the Services, whether as a breach of contract, tort (including negligence whether active or passive), or any other theory of liability.

To the extent permitted by law, these Terms are governed by the laws of Australia and you irrevocably submit to the exclusive jurisdiction of the courts in Australia.

If you have a question about any of these Terms, please contact our Support team at [email protected].