Terms of
Service
The terms governing your use of the Qmutator Commerce Intelligence Platform.
QMutator Terms of Use
0. Agreement at a glance
These Terms of Use ("Terms") govern access to and use of the QMutator platform and related services (the "Service") provided by Emmet Software Labs GmbH & Co. KG, a limited partnership (GmbH & Co. KG) organized under the laws of Germany, registered in the commercial register of the Amtsgericht Bad Oeynhausen under HRA 9351 (general partner: Emmet Software Labs Verwaltungs GmbH, Amtsgericht Bad Oeynhausen HRB 15868), with its registered office at Hertzstr. 6, 32052 Herford, Germany ("QMutator", "we", "us", or "our").
By creating an account, connecting to the Service, or otherwise using the Service, the individual or entity accepting these Terms ("Customer", "you", or "your") agrees to be bound by them. If you are accepting on behalf of an organization, you represent that you have authority to bind that organization.
If you do not agree to these Terms, do not access or use the Service.
1. Definitions
1.1 "Service" means the QMutator software-as-a-service platform, including data ingestion, schema modeling, validation, enrichment, media transformation, channel feed generation, export endpoints, APIs, the MCP administration interface, documentation, and any related tools we make available.
1.2 "Customer Data" means all data, files, feeds, product information, text, image URLs, and other content that you or your users submit to, connect to, or process through the Service, and any output derived from it.
1.3 "AI Features" means functionality within the Service that uses artificial intelligence or machine-learning models to categorize, generate, transform, enrich, or otherwise process content, and any guided-configuration capabilities exposed through third-party AI clients.
1.4 "AI Client" means a third-party AI assistant or application (for example, ChatGPT, Claude, or any Model Context Protocol ("MCP") compatible client) that you connect to the Service to operate or configure it.
1.5 "Marketplace" means a third-party marketplace or billing platform through which the Service may be offered or billed, including the Microsoft Azure Marketplace.
1.6 "Documentation" means the usage guides and technical materials we provide.
1.7 "Fees" means the consumption-based charges for use of the Service as described in Section 8.
2. The Service
2.1 Description. QMutator is a platform for ingesting product and catalog data from multiple sources, shaping it into a clean data model, validating and enriching it, automating media (including image transformation), and publishing channel-specific feeds and endpoints.
2.2 Modifications. We continuously improve the Service and may add, change, or discontinue features. We will use reasonable efforts to avoid material degradation of core functionality during any active paid usage period.
2.3 Beta features. We may label certain features as beta, preview, or experimental. Such features are provided "as is", may be changed or removed at any time, and are excluded from any service commitments.
3. Accounts and eligibility
3.1 Eligibility. You must be at least 18 years old and capable of forming a binding contract to use the Service. The Service is intended for business and professional use.
3.2 Registration. You agree to provide accurate account information and to keep it current. You are responsible for all activity that occurs under your account.
3.3 Security. You are responsible for safeguarding your credentials, access tokens, and any connections between the Service and AI Clients or other systems. Notify us promptly at [email protected] of any suspected unauthorized access or security incident.
4. Access via AI Clients and integrations
4.1 Third-party AI Clients. The Service may be operated or configured through third-party AI Clients that you choose to connect. Your use of any AI Client is governed by that provider's own terms and privacy policies. We do not control, and are not responsible for, third-party AI Clients.
4.2 Your responsibility for instructions. Actions performed through an AI Client (including configuration changes, mappings, deployments, and data processing) are treated as actions taken by you. You are responsible for reviewing outputs and for the instructions you or your users issue.
4.3 Integrations and sources. You are responsible for the systems, feeds, and URLs you connect to the Service and for maintaining any credentials required for those connections.
4.4 Admin MCP data restrictions. When using the QMutator Admin app through an AI Client, you may submit only product and catalog data. You must not submit authentication material, payment-card or banking data, health information, government identifiers, biometric data, or personal contact data through the app's tools. Configure authenticated connections in the QMutator dashboard rather than providing their authentication values to an AI Client.
5. Customer Data and licenses
5.1 Ownership. As between the parties, you retain all right, title, and interest in and to Customer Data. We do not claim ownership of Customer Data.
5.2 License to us. You grant us a non-exclusive, worldwide, royalty-free license to host, copy, transmit, process, transform, display, and otherwise use Customer Data solely to provide, maintain, secure, and improve the Service and as otherwise permitted by these Terms.
5.3 Your representations. You represent and warrant that (a) you have all rights and permissions necessary to submit and process Customer Data, including any images referenced by URL and any third-party content; (b) Customer Data and its processing do not infringe any third-party rights or violate any law; and (c) you are solely responsible for the accuracy, quality, and legality of Customer Data.
5.4 Content referenced by URL. The Service may fetch and transform media (such as images) referenced by URLs you provide. You are responsible for ensuring you have the rights to use, retrieve, and transform such media.
5.5 Aggregated/statistical data. We may generate and use anonymized, aggregated, or de-identified data that does not identify you or any individual to operate, analyze, and improve the Service. Such data does not constitute Customer Data.
6. AI Features and output
6.1 Nature of AI output. AI Features generate probabilistic output. Results (including categorizations, descriptions, attributes, and generated or transformed imagery) may be inaccurate, incomplete, or unsuitable for a particular channel or purpose.
6.2 Human review. You are responsible for reviewing and verifying AI output before relying on it, publishing it, or transmitting it to any sales channel, marketplace, or third party. You remain responsible for compliance with the policies and requirements of any channel to which you distribute data.
6.3 No professional advice. AI output is not legal, tax, compliance, or other professional advice.
6.4 Model providers. AI Features may rely on third-party model providers. Availability, performance, and behavior of such models may change.
7. Acceptable use
7.1 You agree not to, and not to permit any user to:
- use the Service in violation of any applicable law or regulation;
- upload, process, or distribute content that is unlawful, infringing, defamatory, or that you lack the rights to use;
- infringe or misappropriate any intellectual property or privacy right;
- reverse engineer, decompile, or attempt to derive source code of the Service, except to the extent such restriction is prohibited by law;
- resell, sublicense, or provide the Service to third parties except as expressly permitted;
- interfere with or disrupt the integrity or performance of the Service, circumvent usage limits, or gain unauthorized access;
- use the Service to build a competing product or to benchmark without our prior written consent;
- transmit malware or use the Service to store or transmit content in violation of third-party rights; or
- submit to, or process through, the Service any personal data (as defined by applicable data protection law); the Service is not intended for the processing of personal data.
7.2 Enforcement. We may investigate suspected violations and may remove content or suspend access as described in Section 11.
8. Fees, consumption-based billing, and taxes
8.1 Consumption-based pricing. The Service is offered on a consumption basis. There are no one-time or recurring subscription fees unless separately agreed in writing. You pay only for measured usage of the Service.
8.2 Metering and invoicing. Usage is measured by us and billed in arrears according to the then-current metered dimensions and rates set out in the applicable Marketplace listing (for example, the Microsoft Azure Marketplace listing for the Service). Our measurement records are the basis for invoicing absent manifest error.
8.3 Marketplace billing. Where the Service is obtained or billed through a Marketplace (for example, Microsoft Azure Marketplace), billing, payment, and invoicing for such usage are handled by the Marketplace operator and are additionally subject to that operator's terms. In case of conflict regarding payment mechanics, the Marketplace terms govern the transaction.
8.4 Taxes. Fees are exclusive of taxes. You are responsible for all applicable taxes, duties, and levies, excluding taxes on our net income.
8.5 Late payment. Undisputed overdue amounts may accrue interest at the lower of 1.5% per month or the maximum permitted by law, and may result in suspension under Section 11.
9. Intellectual property
9.1 Our IP. The Service, Documentation, and all related intellectual property are and remain the exclusive property of QMutator and its licensors. Except for the limited right to use the Service under these Terms, no rights are granted to you.
9.2 Feedback. If you provide suggestions or feedback, you grant us a perpetual, irrevocable, royalty-free license to use it without restriction.
9.3 Customer reference and logo use. Where an account is used by or on behalf of a company, you grant us a non-exclusive, royalty-free right to name that company as a user of the Service and to display its name and logo on the QMutator website and in comparable customer-reference materials. Any such use ceases promptly following a simple written objection (an email to [email protected] suffices); no specific form or reason is required.
10. Data protection and privacy
10.1 Privacy Policy. Our processing of personal data in connection with the Service is described in our Privacy Policy.
10.2 No processing of personal data on your behalf. The Service is intended for product and catalog data and is not intended to process personal data (as defined by applicable data protection law) on your behalf. You agree not to submit, or otherwise make available for processing through the Service, any personal data. Because we do not process personal data on your behalf, we do not act as your processor and no data-processing agreement under Article 28 of the GDPR is required for that purpose. If you nonetheless submit personal data, you do so in breach of these Terms and remain solely responsible for it, and we may remove or delete such data. This Section does not affect our processing of your account and contact data, for which we act as controller as described in our Privacy Policy.
10.3 Compliance. Each party will comply with applicable data protection laws, including, where applicable, the EU/UK General Data Protection Regulation.
10.4 Security. We maintain appropriate administrative, technical, and organizational measures designed to protect Customer Data, in accordance with applicable data protection law.
11. Suspension
We may suspend or limit access to the Service, in whole or in part, if (a) we reasonably believe the Service is being used in violation of these Terms or the law; (b) your use poses a security risk or may harm the Service or others; (c) required by law or a Marketplace operator; or (d) fees are overdue. We will use reasonable efforts to provide notice and to limit the scope and duration of any suspension.
12. Term and termination
12.1 Term. These Terms apply from your first use of the Service until terminated.
12.2 Termination for convenience. The Service is provided on a consumption basis through your Microsoft Azure Marketplace subscription. You may stop using the Service and terminate at any time by cancelling the corresponding subscription in your Microsoft Azure account. Cancellation and the resulting cessation of access take effect in accordance with the Azure Marketplace subscription mechanics and Microsoft's applicable terms.
12.3 Termination for cause. Either party may terminate for material breach that remains uncured after written notice and a reasonable opportunity to cure.
12.4 Effect of termination. Upon termination or expiry of the applicable Azure Marketplace subscription, your right to access the Service ceases. You remain liable for Fees accrued before termination. The availability of Customer Data for export following termination, and its subsequent deletion, are controlled by the Azure Marketplace subscription lifecycle, subject to applicable legal retention requirements.
12.5 Survival. Sections that by their nature should survive (including 5, 6, 9, 13, 14, 15, 16, 17, and 18) survive termination.
13. Warranties and disclaimers
13.1 Limited warranty. We warrant that we will provide the Service with reasonable skill and care.
13.2 Disclaimer. Except as expressly stated in these Terms, the Service and all AI Features and output are provided "as is" and "as available" without warranties of any kind, whether express, implied, or statutory, including warranties of merchantability, fitness for a particular purpose, title, accuracy, and non-infringement. We do not warrant that the Service will be uninterrupted, error-free, or secure, or that any output will be accurate or meet channel or marketplace requirements. Some jurisdictions do not allow certain disclaimers, so some of the above may not apply to you.
14. Limitation of liability
14.1 Exclusion of indirect damages. To the maximum extent permitted by law, neither party will be liable for any indirect, incidental, special, consequential, or exemplary damages, or for lost profits, revenue, data, or goodwill, arising out of or related to the Service.
14.2 Cap. To the maximum extent permitted by law, each party's total aggregate liability arising out of or related to these Terms will not exceed the total fees paid or payable by you for the Service in the six (6) months preceding the event giving rise to the claim.
14.3 Exceptions. Nothing in these Terms limits liability that cannot be limited under applicable law, including liability for death or personal injury caused by negligence, fraud, or willful misconduct.
15. Indemnification
You will defend, indemnify, and hold harmless QMutator and its affiliates from and against any third-party claims, damages, and reasonable costs arising out of (a) Customer Data; (b) your use of the Service in violation of these Terms or law; or (c) content you distribute to any channel or marketplace. We will promptly notify you of any such claim and reasonably cooperate in the defense.
16. Third-party services and marketplaces
16.1 The Service may interoperate with third-party services, feeds, model providers, AI Clients, and Marketplaces. We are not responsible for third-party services, and your use of them is at your own risk and subject to their terms.
16.2 Channel compliance. You are solely responsible for ensuring that data and media you publish comply with the policies, formats, and legal requirements of each destination channel or marketplace.
17. Confidentiality
Each party may receive non-public information of the other ("Confidential Information"). The receiving party will use it only to perform under these Terms and will protect it with reasonable care. This does not apply to information that is public, independently developed, or rightfully received from a third party.
18. Governing law and disputes
18.1 Governing law. These Terms are governed by the laws of the Federal Republic of Germany, without regard to conflict-of-laws rules.
18.2 Venue. To the extent permitted by law, the courts competent for Herford, Germany (the location of our registered seat) have exclusive jurisdiction over disputes, subject to any mandatory consumer protections.
18.3 The UN Convention on Contracts for the International Sale of Goods does not apply.
18.4 Consumer dispute resolution. We are neither obligated nor willing to participate in dispute-resolution proceedings before a consumer arbitration board (Verbraucherschlichtungsstelle).
19. Export control and sanctions
You represent that you are not located in, and will not use the Service in, any country or by any party subject to applicable export controls or sanctions, and that you will comply with all applicable export and sanctions laws.
20. Force majeure
Neither party is liable for failure or delay caused by events beyond its reasonable control, including acts of God, outages, network or third-party provider failures, or governmental actions.
21. Changes to the Terms
We may update these Terms from time to time. We will post the updated Terms with a new effective date and, for material changes, provide reasonable notice. Continued use of the Service after changes take effect constitutes acceptance.
22. General
22.1 Entire agreement. These Terms, together with the Privacy Policy and any order or Marketplace terms, are the entire agreement between the parties regarding the Service and supersede prior agreements on the subject.
22.2 Assignment. You may not assign these Terms without our prior written consent. We may assign to an affiliate or in connection with a merger or sale of assets.
22.3 Severability. If any provision is held unenforceable, the remaining provisions remain in effect.
22.4 Waiver. Failure to enforce a provision is not a waiver.
22.5 Notices. Notices to us should be sent to [email protected] or to Emmet Software Labs GmbH & Co. KG, Hertzstr. 6, 32052 Herford, Germany. Notices to you may be sent to your account contact.
22.6 Relationship. The parties are independent contractors. No agency, partnership, or joint venture is created.
22.7 Order of precedence. In case of conflict: (1) applicable Marketplace terms (for billing mechanics), (2) these Terms.
23. Contact
Emmet Software Labs GmbH & Co. KG
Hertzstr. 6, 32052 Herford, Germany
Represented by: Emmet Software Labs Verwaltungs GmbH, acting through its managing director Timo Lindemann
Commercial register: Amtsgericht Bad Oeynhausen, HRA 9351 (general partner: Emmet Software Labs Verwaltungs GmbH, Amtsgericht Bad Oeynhausen HRB 15868)
VAT ID (USt-IdNr.): DE 277517528
Phone: +49 5221-763 999-10
Email: [email protected]
Website: https://www.emmet-software-labs.com/