Terms of service

1. These terms

These terms are an agreement between you and Co-Perform Pty Ltd (ABN 97 160 781 135), trading as UGuide ("UGuide", "we", "us") for your use of UGuide, the website and service at uguide.fyi. By creating an account or using UGuide, you agree to them, to our acceptable use policy, and to how we handle information as set out in our privacy policy.

If you use UGuide for a club, council or other organisation (an "entity" in UGuide), you confirm you're allowed to act for it, and these terms bind the organisation too. People who only read guides after scanning a QR code don't need an account; for them, the sections Guides are written by facility operators and Liability still apply.

2. The service

UGuide lets organisations write user guides for their facilities and publish them through QR codes that visitors scan with their phone. We keep improving UGuide and may change how features work. If we remove or substantially reduce a feature of a paid licence during your billing period, we'll tell you first and, if it materially disadvantages you, you can cancel and get a pro-rata refund of what you've prepaid.

3. Accounts

• You must be 18 or older and give accurate details, including a working email address.
• Keep your password private. You're responsible for what happens under your account; tell us straight away if you think someone else has used it.
• Entity owners decide who belongs to the entity and its facilities, and can remove people. When a committee changes, the entity keeps its guides: hand over ownership rather than sharing a login. Sharing a login to get around a licence's limit on staff isn't allowed.
• Each account is for one person. Don't create accounts by automated means.
• You can delete your account yourself at any time. See Suspension and closing accounts.

4. Licences, prices and payment

• Licences. Each facility needs a licence of its own. An entity buys Basic and Pro licences, in any mix, and its owners give each one to a facility. A licence covers one facility at a time; owners can move it to another facility. What each licence includes is shown on our pricing page.
• Free. One facility in each entity can be used without a licence, at no cost, with the limits shown on our pricing page. Visitors can't open the guides of an entity's other facilities without a licence.
• Staff per facility. Each licence limits how many staff can sign in and work on a facility: 1 without a licence (Free), up to 3 with Basic and up to 25 with Pro. For Enterprise, the number is set in your agreement. Everyone who can work on the facility counts once as staff, including the entity's owners, who can work on all of its facilities. Reading a published guide doesn't need an account and doesn't count. When a facility has as many staff as its licence allows, nobody else can be added to it. If a licence stops or is changed and a facility then has more staff than it allows, nobody loses access, but nobody else can be added until it's back within the limit.
• Basic and Pro licences are sold as a subscription for the entity, paid monthly or yearly by card through Stripe. The subscription renews automatically at the end of each period until you cancel.
• Bulk discounts. The price of each licence depends on how many of that kind the subscription has, as shown on our pricing page. Every licence of that kind is charged at the same rate.
• Changing licences. Owners can add licences, give some up, or switch between monthly and yearly at any time from the entity's Billing tab, which shows the cost before they confirm. Licences added are charged straight away for the rest of the current period; licences given up are credited the same way against later payments, not refunded to the card. A licence given to a facility must be taken off it before it can be given up.
• Enterprise is quoted and invoiced to your organisation under a separate agreement or order. If that agreement conflicts with these terms, the agreement wins.

Prices are in Australian dollars and include GST. We issue tax invoices. We'll give you at least 30 days' notice by email before a price change applies to your subscription, and you can cancel before it takes effect.

If a payment fails, Stripe retries it for about two weeks. If it still can't be collected, the subscription ends and its licences stop: your content is kept, but one facility goes back to Free and the guides of the others are hidden from visitors until you buy licences again. If an entity has given out more licences of a kind than it has, the ones given out first keep working. Promotion codes are subject to the conditions shown with them.

5. Free trials

• An entity's owner can try one Basic or Pro licence free for 14 days. No card is needed to start, and nothing is charged during the trial.
• Each entity can have one free trial, of one licence of either kind, and each person can start one. An entity that has had a subscription before can't. We may end a trial early if these limits are being got around, for example with extra accounts or entities.
• If an owner adds a card before the trial ends, the subscription starts when the trial ends: the first payment is taken that day, for the licence and billing period chosen, and it renews as described above. Buying more licences during the trial ends the trial and starts the subscription that day. Cancel before the trial ends and nothing is charged.
• If no card has been added by then, the licence stops when the trial ends: your content is kept, but its facility goes back to Free (or its guides are hidden from visitors, if another facility in the entity is already on Free), and each section's QR code opens the whole guide.
• We email the entity's owners before the trial ends.

6. Cancelling and refunds

Entity owners can cancel any time from the entity's Billing tab. The licences keep working until the end of the period you've paid for, then they stop. We don't give refunds for part of a period, or for a period you didn't use, except where the law requires or we agree to; licences given up part way through a period are credited against later payments instead. That includes an entity deleted before the end of a period you've paid for, on its own or along with your account.

Our services come with guarantees that cannot be excluded under the Australian Consumer Law. For major failures with the service, you are entitled to cancel your service contract with us and to a refund for the unused portion, or to compensation for its reduced value. You are also entitled to be compensated for any other reasonably foreseeable loss or damage. If the failure does not amount to a major failure, you are entitled to have problems with the service rectified in a reasonable time and, if this is not done, to cancel your contract and obtain a refund for the unused portion of the contract.

7. Your content

You (or your organisation) own the guides, photos, videos, documents and logos you add. You give us a licence to store, copy, process (for example, resizing photos and shrinking videos), display and send that content, only so we can run UGuide for you, including showing published guides to people who scan their codes and putting your logo on your guides, printed QR codes, PDFs and the emails we send for you. The licence ends when you delete the content, apart from copies in backups until they expire.

You're responsible for your content: that you're allowed to share it (for example, a manufacturer's manual, someone else's photo or an organisation's logo), that it's lawful, and that it follows our acceptable use policy. If your content includes other people's personal information, you're responsible for having their agreement.

8. UGuide AI

Basic, Pro and Enterprise licences include UGuide AI, an automated writing assistant that suggests sections and drafts or rewrites guide text, with a number of uses each month for each facility shown on our pricing page. It's for writing your facility's guides only. To keep it fair and available, we may limit how often it can be used, pause it for someone who asks it for things unrelated to their guides, or switch it off for a while.

UGuide AI can get things wrong. Its suggestions only become part of a guide when you choose to use them, and you're responsible for checking them, as for anything else you publish, especially safety and emergency instructions.

9. Guides are written by facility operators

Each guide is written by the organisation that runs the facility, not by UGuide. We don't check that guides are accurate, complete, current or safe to follow. A guide doesn't replace the manufacturer's instructions, inductions, signage, licences or anyone's work health and safety duties.

If you run a facility, you remain responsible for keeping your guides accurate and for the safe operation of your building and equipment. If you're visiting, follow the signs and instructions on site, and contact the facility's manager if something isn't right. In an emergency, call the local emergency number (000 in Australia).

The facility PIN makes it harder for the wrong people to read a guide, but it isn't a guarantee. Anyone with a QR code, or a photo of one, can open the parts of a guide that don't need the PIN. Don't put information in UGuide whose disclosure could put people or property at serious risk.

10. Availability and support

We work to keep UGuide running and your QR codes working, but we can't promise it will always be available or free of errors. We sometimes need short maintenance windows. Printed codes keep working as long as the guide or section they point to exists. Support is by our contact form and email, and we usually reply within two business days.

11. Suspension and closing accounts

We may suspend or close an account, or remove content, if it breaches these terms or the acceptable use policy, if the law requires it, or to protect people or the service. Where it's reasonable, we'll tell you first and give you a chance to fix the problem.

Deleting your account

You can stop using UGuide at any time, and delete your account yourself from your Account page. Owners can also delete facilities, guides and (once any subscription has been cancelled) their entity.

Every entity needs an owner, so when you delete your account:

• entities that have another owner carry on without you, with everything in them, including the content you added;
• for each entity you're the only owner of, you choose either to hand it over to another of its members, who becomes its owner and responsible for it, including any subscription and its billing, or to delete it; and
• an entity you're the only owner of, with nobody else in it, is deleted.

Deleting an entity deletes its facilities, guides, photos, videos and documents, removes everyone's access, and stops its QR codes working. Before you confirm, we show you everything that will be deleted. An entity can't be deleted while its subscription will renew: cancel the subscription first, or hand the entity over. The rest of a period you've paid for isn't refunded (see Cancelling and refunds).

When an account or entity is deleted, its content is removed straight away and can't be recovered, apart from records we have to keep by law and copies in backups until they expire. Copy anything you want to keep before deleting it.

12. Liability

Nothing in these terms excludes, restricts or changes any right or remedy you have under the Australian Consumer Law or any other law that can't be excluded.

Otherwise, and to the extent the law allows: we aren't liable for indirect or consequential loss, or for loss of profits, revenue or data; and our total liability to you for all claims connected with UGuide is limited to the fees you paid us in the 12 months before the claim arose. Where the service is not of a kind ordinarily acquired for personal, domestic or household use, our liability for failing to meet a consumer guarantee is limited to supplying the service again or paying the cost of having it supplied again.

We aren't responsible for the content of guides written by others, or for the condition or operation of any facility. Each party's liability is reduced to the extent the other party caused or contributed to the loss.

13. Claims about your content

If someone makes a claim against us because your content infringes their rights or breaks the law, you agree to cover our reasonable costs of dealing with it, except to the extent we caused or contributed to the problem.

14. Changes to these terms

We may update these terms as UGuide changes or the law requires. For changes that matter, we'll email account holders at least 30 days before they take effect. If a change materially disadvantages you, you can cancel before it takes effect and we'll refund the unused part of any prepaid subscription.

15. General

• These terms are governed by the laws of Victoria, Australia, and you and we submit to its courts.
• If there's a dispute, please contact us first and we'll try to sort it out in good faith.
• If part of these terms can't be enforced, the rest still applies.
• If we don't enforce a right straight away, we can still enforce it later.
• We may transfer this agreement to someone who takes over UGuide, and will tell you if we do.
• We'll send notices to the email address on your account; you can send them through our contact form.