1. The RetailX Service

1.1 The purpose of the RetailX service is to allow users to monitor and compare the prices of products sold by themselves and their competitors in order to track pricing trends and allow the planning of pricing strategies.

1.2 Once data has been collected, the system will collate and analyse the data and display detailed reporting on prising information.

1.4 The components of the RetailX service are as follows:

1.4.1 Product Data Collection Product URLs for specific websites are crawled. RetailX collects and collates product data from each of the specified websites. Data is then processed according to a range of different criteria for reporting purposes.

1.4.2 Reporting Once data has been collected, clients will have access to a range of reports showing current and historical price data.

1.4.3 Analytics Integration Users can link their own Analytics accounts to RetailX in order to collect revenue data from their own website. Revenue data can be used to display reports showing online revenue related to specific products. Please note that RetailX does not collect any other data from your Analytics account, or have any permissions other than reading revenue data from the account.

2. Registration, Billing & Cancellation

2.1 This system is intended primarily (but not exclusively) for agencies who will make use of it to interpret and analyse their client and clients competitors publicly available pricing data and utilise such data for planning pricing strategies.

2.2 Agencies will register as users of the system, and set up their clients as sub-users.

2.3 Agencies will be billed a licensing fee per client which will recur monthly until cancellation.

2.5 Agencies may cancel their account at any time, with 1 calendar month’s notice.

3. 3rd Party Applications

3.1 RetailX may integrate with other 3rd party systems, such as Google Analytics, at the request of the user.

3.2 These 3rd party applications may have their own terms of use and privacy policies, and your use of such applications will be governed by and subject to such terms etc.

3.3 You understand and accept that RetailX does not endorse, and is not liable for, the behaviour, features or content of any such 3rd party application.

4. Privacy and Security

4.1 RetailX is governed by a strict privacy policy that holds all user information in absolute confidence unless it is legally required to disclose any such information.

6. Confidentiality

6.1 The user undertakes to maintain as confidential any information and details, including but not limited to the pricing structure or any technical or procedural information regarding the Service or the provision thereof.

6.2 All data supplied by any user to RetailX shall remain strictly confidential.

7. Intellectual Property

7.1 RetailX asserts its right to be recognised as the owner of the Intellectual Property associated with the RetailX system and service, including, but not limited to, the software, functionality and features thereof.

7.2 RetailX remains at all times the owner of the system and software, and no users shall acquire any rights in this regard.

7.3 Each party shall retain all right, title and interest in and to all Intellectual Property Rights which vested in that party prior to the Commencement Date or which are developed by or on behalf of that Party independently of any of the other parties. Each party acknowledges that it has no claim of any nature whatsoever in and to the Intellectual Property Rights of the other party except insofar as it is necessary to give effect to the provisions of this Agreement.

8. Variation

8.1 No Agreement varying, adding to, deleting from or cancelling this Agreement, and no waiver whether specifically, implicitly or by conduct of any right to enforce any term of this Agreement, shall be effective unless reduced to writing and signed by or on behalf of The Parties.

9. Cession

9.1 The Company reserves the right to take cession of all obligations in regard to Reseller clients in the event that the Agreement with The Reseller is terminated.

9.2 The Reseller may not cede any of their rights and obligations under this Agreement without prior written approval by The Company, which approval shall not be unreasonably withheld.

10. Severability

10.1 If any term or provision or part thereof (in this clause to be known as “the offending provision”) contained in this Agreement should for any reason whatsoever be declared, or become, unenforceable, invalid, or illegal; the other terms and provisions of this Agreement shall remain in full force and effect as if this Agreement had been executed without the offending provision appearing therein.

11. Indulgences

11.1 No indulgence granted by a Party shall constitute a waiver of any of that Parties rights under this Agreement and accordingly that Party shall not be precluded, as a consequence of having granted such an indulgence, from exercising any rights against the other which may have arisen in the past or which may arise in the future.

12. Indemnity and Liability

12.1 The user, by making use of the system, irrevocably indemnifies the Company and / or its directors and / or its employees and / or its agents against any claim of any nature howsoever arising. For clarification purposes, in any claim made by any third party against the Company arising out of this Agreement, it is agreed that the Company and / or its employees and / or directors will be indemnified by the user and / or by the user’s authorised representative.

12.2 In respect of the aforegoing, the Company shall not be liable or become involved in any dispute between the agency and their clients, and cannot be held responsible for any wrongdoing on the part of a user.

12.3 The Company shall not be liable for any costs incurred, or compensation or loss of earnings due to the work carried out on behalf of the user or any of the users appointed agents.

12.4 The Company shall not be liable for any costs incurred, compensation or loss of earnings due to the unavailability of the site, its servers, software or any material provided by the Company or its agents.

13. Jurisdiction

13.1 The Agreement shall be governed by South African law, and the Client hereby consents to the jurisdiction of the Magistrate’s Court. The Company may, at its sole discretion, institute proceedings out of the High Court where it deems appropriate.