Terms and Conditions

Introduction

Welcome to MudBuddy!

We are MudBuddy Pottery Pty Ltd ABN 87 694 435 491 ('we', 'our' or 'us'). We provide an online platform, mobile apps and related software services for the pottery and ceramics community, including for potters and pottery studios (collectively, the Software).

These terms and conditions (Terms) govern your access to and use of the Software, together with any subscription, related goods and services we provide to you (your Subscription).

Please note: if you sign up for a paid Subscription, it will continue to renew automatically and you will continue to be charged Subscription Fees unless you cancel in accordance with clause 15. Please ensure you contact us if you wish to cancel.

If you are a Studio, these Terms govern your use of the Software. The commercial terms of our partnership with you (commission, platform fees, QR tile supply, marketing and similar) are set out in a separate Studio Partnership Agreement between you and us. In case of any inconsistency between these Terms and a Studio Partnership Agreement, the Studio Partnership Agreement prevails.

1. Eligibility

1. (a)
   By accepting these Terms, you represent and warrant that:

   1. (i)
      you have the legal capacity and authority to enter into a binding contract with us;
   2. (ii)
      you are authorised to use the payment method you provide when purchasing a Subscription or making any payment through the Software; and
   3. (iii)
      if you are signing up on behalf of a company, employer, organisation, government or other legal entity (a Represented Entity), you are authorised to bind that Represented Entity to these Terms, and references to “you” mean that Represented Entity.
2. (b)
   You must have the legal capacity to enter into a binding contract. If you are under 18, you must have your parent or guardian's consent to use the Software. We assess capacity to consent on a case-by-case basis, consistent with our Privacy Policy.
3. (c)
   You must not access or use the Software if you have previously been suspended or prohibited from doing so.

2. Accounts

1. (a)
   (Accounts) To use the Software, you must register for an account through the Website or app (Account). You may register either as a Potter or as a Studio.
2. (b)
   (Information) As part of registration and ongoing use of the Software, you may be required to provide personal and business information including your name, email address, password, profile information, payment details, and (for Studios) business name, ABN, address, bank account details and Stripe Connect onboarding information.
3. (c)
   (Warranty) You warrant that all information you provide to us in connection with your Account is accurate, honest, current and complete, and you agree to update it as soon as it changes.
4. (d)
   (Acceptance) Once you complete the registration process, we may, in our discretion, accept you as a registered user and provide you with an Account.
5. (e)
   (One Account) One person or business per Account. You must not share your Account login details, and you must not allow any other person to access the Software using your Account.
6. (f)
   (Security) You are responsible for keeping your Account credentials secure. You must notify us immediately at security@mudbuddypottery.com if you suspect any unauthorised access to or use of your Account.

3. The Software

1. (a)
   (What the Software does) The Software allows you to track ceramic pieces through stages of creation, connect with Studios for firing services, access AI-powered guidance on pottery techniques (the AI Features), buy goods and services through Studios, and (for Studios) manage members, firings, classes, credit balances and payments.
2. (b)
   (Platforms) The Software is available via our Website and mobile apps. Functionality and these Terms apply across platforms. Camera permission is required to scan QR tiles and to upload photos.
3. (c)
   (App store terms) If you download or use the iOS or Android app, your use is also subject to the terms of the relevant app store (Apple App Store or Google Play). Those terms apply between you and the relevant app store provider and we are not a party to them.
4. (d)
   (Licence) Subject to your compliance with these Terms and (if applicable) payment of your Subscription Fees, we grant you a non-exclusive, non-transferable, revocable licence to use the Software for your personal or internal business purposes for the duration of your Subscription.
5. (e)
   (Enhancements) We may from time to time release upgraded, improved, modified or new versions of the Software (Enhancements). Enhancements may cause downtime or delays from time to time, and credits will not be provided for such downtime. We may change features of the Software at any time on reasonable notice to you.
6. (f)
   (Documentation) We may make user guides, help articles, in-app prompts and other supporting materials available (Documentation). Together with the Software, the Documentation forms the Solution.

4. QR Tiles

1. (a)
   (QR Tiles) We supply small physical QR-coded tiles for tracking pottery pieces through the firing process (QR Tiles). Studios distribute QR Tiles to their Members. This clause applies to anyone who handles a QR Tile.
2. (b)
   (Intended use) QR Tiles are designed to be attached to greenware, bisqueware or finished pottery and scanned with a smartphone camera. They are intended for use at room temperature only.
3. (c)
   (Safety) You must:

   1. (i)
      not place QR Tiles in a kiln, oven, microwave, dishwasher or any other heat source. QR Tiles are made of acrylic plastic and will melt, deform or release fumes well below firing temperatures. QR Tiles must be removed before firing;
   2. (ii)
      keep QR Tiles away from young children. QR Tiles are small and present a choking hazard. QR Tiles are not toys;
   3. (iii)
      discard broken QR Tiles safely (edges may be sharp); and
   4. (iv)
      not swallow, ingest, or use QR Tiles in any way other than as intended.
4. (d)
   (Lifespan) QR Tiles are wear items and will degrade with normal use, exposure to clay, water and handling. We do not warrant any specific lifespan. Replacement QR Tiles are available at the price set out on the Website (for Potters) or as specified in the Studio Partnership Agreement (for Studios).
5. (e)
   (Liability) Subject to clause 14 (Australian Consumer Law), and to the maximum extent permitted by Law, we are not liable for any injury, damage or loss caused by:

   1. (i)
      placing QR Tiles in a kiln, oven or other heat source contrary to these Terms;
   2. (ii)
      use of QR Tiles by children;
   3. (iii)
      use of broken or damaged QR Tiles; or
   4. (iv)
      any other use of QR Tiles outside their intended purpose.

5. Guidance, not guarantees

1. (a)
   (Educational purpose) The Software, including the AI Features, is designed for learning, workflow management and guidance only. Any AI-generated suggestion, technique recommendation, glaze chemistry information, firing schedule, troubleshooting advice or piece tracking notification is provided for educational purposes and is not a guaranteed solution.
2. (b)
   (General information) Any information you receive through the Software (whether from us, from the AI Features or from another User) is general in nature and may not be suitable for your circumstances. It does not constitute professional advice.
3. (c)
   You acknowledge and agree that:

   1. (i)
      you are responsible for how you use information, tracking data and recommendations provided by the Software;
   2. (ii)
      you should test new techniques, glaze recipes or firing schedules on test pieces before applying them to important work;
   3. (iii)
      you should use your own judgement and consult experienced potters, professional technicians or other resources where appropriate; and
   4. (iv)
      you should verify that reminders and notifications about your pieces are accurate before acting on them.
4. (d)
   To the maximum extent permitted by law, we are not responsible for any outcome in your pottery practice, including lost pieces, kiln damage, firing results, glaze results, or material wastage resulting from your reliance on the Software, the AI Features or recommendations provided through them.

6. Support services

We will provide general support where reasonably necessary to resolve technical issues with the Software (Support Services). Unless otherwise agreed in writing:

1. (a)
   we will take reasonable steps to provide Support Services (you must first endeavour to resolve any issues internally);
2. (b)
   we will use reasonable endeavours to respond to requests for Support Services, but we are not available 24/7 and do not commit to a particular response time;
3. (c)
   you are responsible for your internal administration and managing access, including storing back-up passwords and assisting your team or members to access and use the Software; and
4. (d)
   you have no claim against us for any delay to your access to the Software caused by a failure or delay in Support Services.

7. Data hosting

We will store data you upload to the Software (User Data) using a third party hosting provider selected by us (Hosting Services), subject to the following:

1. (a)
   (Location) You acknowledge that we may store User Data on cloud-based servers, including servers located outside Australia.
2. (b)
   (Service quality) While we will use reasonable efforts to select an appropriate hosting provider, we do not guarantee that the Hosting Services will be free from errors or defects or that User Data will be accessible or available at all times.
3. (c)
   (Security) We will use reasonable efforts to ensure User Data is stored securely (including encryption in transit and at rest). However, to the maximum extent permitted by law, we do not accept responsibility for any unauthorised use, destruction, loss, damage or alteration to User Data, including due to hacking, malware, ransomware or other forms of interference.
4. (d)
   (Backups) If User Data is lost due to a system failure (for example, a database or web server crash), we cannot guarantee that a backup will be available, or that any backup will be free from errors or defects.

8. Acceptable use

1. (a)
   You must, and must ensure that any person you allow to use your Account complies with, these Terms at all times.
2. (b)
   You must not, and must not encourage or permit any other person to:

   1. (i)
      upload, post or share any material that is inappropriate, offensive, illicit, illegal, defamatory, discriminatory, threatening, harassing or pornographic;
   2. (ii)
      upload commercial secrets or sensitive personal information that does not need to be in the Software;
   3. (iii)
      upload any material that is owned or copyrighted by a third party without the necessary rights or permissions;
   4. (iv)
      use the Software for any purpose other than its intended purpose, or in any way that is illegal or fraudulent or facilitates illegal or fraudulent activity;
   5. (v)
      decompile, reverse engineer, copy, modify, adapt, translate, or create derivative works from the Software or Documentation, or attempt to derive its source code;
   6. (vi)
      remove or alter any copyright, trade mark or other notice on or forming part of the Software or Documentation;
   7. (vii)
      integrate the Software with third party software, data or services, or make additions or changes to the Software (including by incorporating APIs), other than as expressly permitted by us in writing;
   8. (viii)
      intimidate, harass, impersonate, stalk, threaten, bully or endanger any other User, or distribute unsolicited commercial content, spam or junk content in connection with the Software;
   9. (ix)
      sell, loan, transfer, sub-licence, hire or otherwise dispose of the Software or Documentation to any third party;
   10. (x)
       share your Account login details, or allow any other person to use your Account;
   11. (xi)
       make any automated use of the Software, including scraping or bulk download;
   12. (xii)
       attempt to circumvent any technical protection mechanism or security feature of the Software; or
   13. (xiii)
       do anything that may harm our reputation, the reputation of any associated or interested person, or the Software.
3. (c)
   You agree that any information you receive through the Software (whether from us, the AI Features or another User) is general in nature, and we take no responsibility for anything caused by actions you take in reliance on that information.
4. (d)
   If you become aware of misuse of your Account or of the Software by any person, please contact us immediately at hello@mudbuddypottery.com.
5. (e)
   We may suspend or cancel your Account at any time if we consider, acting reasonably, that you are in breach of, or are likely to breach, this clause.

9. User Data and content you upload

1. (a)
   (Ownership) You retain ownership of the photos, notes, piece data, recipes and other content you upload to the Software (your Posted Material).
2. (b)
   (Licence to us) By uploading Posted Material, you grant us (and our Personnel) a non-exclusive, royalty-free, worldwide, transferable and sub-licensable licence to use, copy, modify, store, display and process that Posted Material to the extent reasonably required to:

   1. (i)
      operate, maintain, improve and develop the Software (including the AI Features);
   2. (ii)
      provide the Solution to you and other Users;
   3. (iii)
      display Posted Material to Studios and other Users you have authorised to see it; and
   4. (iv)
      comply with our legal obligations.
3. (c)
   We will not use your Posted Material to train AI models without your consent. Our current AI service provider's terms prohibit them from using customer inputs or outputs to train their models by default, and we have not opted into any program that would change this.
4. (d)
   (AI Features and Anthropic) When you use the AI Features, your prompts and relevant context may be sent to our AI service provider (currently Anthropic) solely so that responses can be generated for you. We have contractual arrangements in place to limit our AI provider's use of that content to providing the service to us, and we do not authorise the use of your Posted Material to train AI models without your consent.
5. (e)
   (Warranties) By uploading Posted Material, you warrant that:

   1. (i)
      you are authorised to provide it (including by being authorised to provide any services or information it relates to);
   2. (ii)
      it is accurate and true at the time you provide it;
   3. (iii)
      it does not infringe any third party's Intellectual Property Rights, Confidential Information, privacy or other rights;
   4. (iv)
      it is free from any harmful, discriminatory, defamatory or maliciously false content, and does not contain any offensive or explicit material;
   5. (v)
      it does not contain any viruses or other harmful code; and
   6. (vi)
      it does not breach any applicable Laws.
6. (f)
   (Removal) We may, in our discretion, review and remove any Posted Material from the Software at any time if we consider it may breach these Terms or any Law.
7. (g)
   (Indemnity) You indemnify us against all damages, losses, costs and expenses (including legal costs) incurred by us arising in connection with any third party claim that your Posted Material infringes that third party's rights.
8. (h)
   (Deletion) You may delete your Posted Material at any time through your Account. After deletion, we may retain residual copies in backup systems for a reasonable period, and we may retain anonymised or de-identified data on an ongoing basis.

10. Payments (general)

1. (a)
   (Stripe) All payments through the Software are processed by Stripe Payments Australia Pty Ltd or its affiliates (Stripe). MudBuddy does not see or store your full card number. Stripe processes payments under Stripe's terms, available at https://stripe.com/legal. By making a payment through the Software, you also agree to Stripe's terms in addition to these Terms.
2. (b)
   You acknowledge and agree that:

   1. (i)
      Stripe's processing of payments is subject to Stripe's terms, conditions and privacy policy, which you are responsible for reviewing;
   2. (ii)
      to the maximum extent permitted by law, you release us and our Personnel from liability for any loss, damage or injury arising from any act or omission of Stripe, including any issue with the security or performance of Stripe's platform or any error or mistake in processing your payment; and
   3. (iii)
      we may correct, or instruct Stripe to correct, any errors or mistakes in collecting your payment.
3. (c)
   (GST) Unless otherwise indicated, all fees displayed in the Software are inclusive of GST and any other applicable taxes. We will issue tax invoices in accordance with applicable Law. Fees stated in agreements with business customers (such as Studios under the Studio Partnership Agreement) may be expressed exclusive of applicable taxes, in which case the customer must pay any such tax in addition to the stated fee on receipt of a tax invoice.
4. (d)
   (In-app purchases) If you purchase a Subscription or other paid feature through the iOS App Store or Google Play, payment is processed by Apple or Google (as applicable) under their own terms, including their cancellation, refund and auto-renewal rules. In those cases:

   1. (i)
      your subscription is billed and managed through your Apple or Google account, not directly by us;
   2. (ii)
      you must manage cancellation through Apple or Google's account settings, not through your MudBuddy Account; and
   3. (iii)
      refund requests are subject to Apple or Google's policies, not ours. We can assist by directing you to the relevant process but cannot process refunds for in-app purchases.

   For all other Subscriptions purchased directly through our Website or Software, this clause 10 and the rest of these Terms apply.

5. (e)
   (Failed payments) If a payment fails, we may notify you and retry the payment. After repeated failures, we may suspend your access to paid features. You remain responsible for any unpaid amounts.
6. (f)
   (Late payments) We reserve the right to suspend all or part of your access to the Solution if you fail to pay any fees when due.

11. Intellectual property

1. (a)
   (Our IP) We retain ownership of all Materials provided to you in connection with the Software, including the Software itself, its code, design, branding, AI models, Documentation, text, graphics, logos, design elements, icons, images, sound and video recordings, pricing pages and downloads (Software Content). We reserve all Intellectual Property Rights in the Software Content that are not expressly granted to you under these Terms.
2. (b)
   (Licence to you) You are granted a licence to use the Software Content solely for the purpose of using the Solution as permitted by these Terms. You must not reproduce, transmit, adapt, distribute, sell, modify or publish any Software Content except with our prior written consent or as permitted by law.
3. (c)
   (Your IP) You retain ownership of your Posted Material. Subject to clause 9, the licence you grant us is limited to what we need to operate and improve the Software.
4. (d)
   (AI outputs) As between you and us, we own the AI Features and the underlying models. You own the AI-generated outputs that are returned to you in response to your prompts, except to the extent those outputs incorporate our pre-existing Software Content.
5. (e)
   (Feedback) If you provide us with any feedback, suggestions, ideas or comments about the Software, you grant us a perpetual, irrevocable, royalty-free, worldwide licence to use that feedback for any purpose, without any obligation to you.

12. Confidentiality

1. (a)
   Except as contemplated by these Terms, a party must not, and must not permit any of its Personnel to, use or disclose any Confidential Information of the other party without the other party's prior written consent.
2. (b)
   Each party must promptly notify the other if it learns of any actual, suspected or threatened loss, unauthorised access to, or disclosure of, the other party's Confidential Information.

13. Privacy

1. (a)
   We collect personal information about you in the course of providing the Software, to contact and communicate with you, to respond to your enquiries and for other purposes set out in our Privacy Policy, available at www.mudbuddypottery.com/privacy.
2. (b)
   Our Privacy Policy contains more information about how we collect, use, disclose and store your personal information, and how you can access and correct it.
3. (c)
   By agreeing to these Terms, you agree to our handling of personal information in accordance with our Privacy Policy.
4. (d)
   If you are a Studio, you have additional obligations in relation to personal information of your Members (including Potter information accessible through the Software). Those obligations are set out in your Studio Partnership Agreement and clause 30 of Part C below.

14. Warranties, liability and consumer rights

1. (a)
   (Our warranties) We warrant that:

   1. (i)
      during your Subscription, the Software will perform substantially in accordance with the Documentation;
   2. (ii)
      during your Subscription, the Solution will be provided as described to you in, and subject to, these Terms; and
   3. (iii)
      to our knowledge, your use of the Software in accordance with these Terms will not infringe any third party's Intellectual Property Rights.
2. (b)
   (Errors) We will correct errors, bugs or defects in the Software that arise during your Subscription and that are notified to us, except where the error, bug or defect:

   1. (i)
      results from interaction of the Software with other software, hardware or services not approved by us in writing;
   2. (ii)
      results from misuse of the Software; or
   3. (iii)
      results from your use of the Software other than in accordance with these Terms or the Documentation.
3. (c)
   (Service limitations) You acknowledge that, from time to time:

   1. (i)
      the Solution may have errors or defects;
   2. (ii)
      the Solution may not be accessible at all times;
   3. (iii)
      messages, notifications or AI outputs may not be delivered promptly, or at all;
   4. (iv)
      information you receive or supply through the Solution may not be secure or confidential; or
   5. (v)
      information provided through the Solution may not be accurate or true.
4. (d)
   (Exclusion of other warranties) To the maximum extent permitted by Law, all express or implied representations and warranties not expressly stated in these Terms are excluded.
5. (e)
   (Australian Consumer Law) Nothing in these Terms is intended to exclude, restrict or modify any consumer guarantee, right or remedy under the Australian Consumer Law contained in the Competition and Consumer Act 2010 (Cth) (ACL) or any other applicable Law that cannot be excluded, restricted or modified by agreement. Under the ACL, you may be entitled to certain remedies (such as a refund, replacement or repair) if there is a failure with the goods or services we provide.
6. (f)
   (Liability cap) Subject to the paragraphs below, and to the maximum extent permitted by Law, the total liability of each party in respect of loss or damage sustained by the other in connection with these Terms or the Solution is limited to the total Subscription Fees paid by you to us in the 6 months immediately preceding the event giving rise to the relevant liability.
7. (g)
   (Consequential loss) To the maximum extent permitted by Law, neither party will be liable for any incidental, special or consequential loss or damages, or for any loss of data, business, business opportunity, goodwill, anticipated savings, profits or revenue in connection with these Terms or the Solution, except:

   1. (i)
      in relation to a party's liability for fraud, personal injury, death, or loss of or damage to tangible property; or
   2. (ii)
      to the extent the liability cannot be excluded under the ACL.
8. (h)
   (Specific exclusions) To the maximum extent permitted by Law, we are not liable for:

   1. (i)
      any outcome in your pottery practice, including lost pieces, kiln damage, firing results or material wastage;
   2. (ii)
      the acts or omissions of any Studio or any Potter (including the supply or non-supply of firing services, classes, clay, glazes or other goods or services by Studios to Potters);
   3. (iii)
      the acts or omissions of any Member (including any Member chargeback, refund claim, complaint, defamation of a Studio, or breach by a Member of the Studio's policies);
   4. (iv)
      the accuracy or reliability of AI Features outputs; or
   5. (v)
      any failure or delay caused by Stripe, your bank or any other third party.
9. (i)
   (Carve-outs to liability cap) The liability cap in clause 14(f) does not apply to:

   1. (i)
      your liability arising from or in connection with:

      1. (A)
         your breach of clause 8 (Acceptable use);
      2. (B)
         your breach of clause 9 (User Data and content you upload);
      3. (C)
         any infringement by you of a third party's Intellectual Property Rights, Confidential Information or privacy rights;
      4. (D)
         your breach of clause 12 (Confidentiality);
      5. (E)
         any indemnity given by you under these Terms;
      6. (F)
         or any fraud, wilful misconduct or unlawful conduct by you; or
   2. (ii)
      our liability arising from or in connection with:

      1. (A)
         our breach of clause 12 (Confidentiality);
      2. (B)
         our fraud or wilful misconduct; or
      3. (C)
         our liability for personal injury or death caused by our negligence.

15. Cancellation and termination

1. (a)
   (Cancellation by you) You may cancel your Subscription at any time through your Account settings or by emailing hello@mudbuddypottery.com. Cancellation takes effect at the end of the then-current billing period (unless we agree otherwise in writing).
2. (b)
   (Cancellation by us for convenience) We may cancel your Subscription for convenience by providing:

   1. (i)
      10 Business Days' notice for Potter Accounts; or
   2. (ii)
      30 days' notice for Studio Accounts.
3. (c)
   (Cancellation for breach) Either party may cancel your Subscription immediately by written notice if there is a Breach of these Terms by the other party. A Breach means that one party notifies the other of a breach of these Terms, the other party is given 10 Business Days to rectify the breach, and the breach has not been rectified within that period.
4. (d)
   (Immediate suspension or termination by us) Notwithstanding the above, we may suspend or terminate your Account immediately and without notice if you:

   1. (i)
      upload harmful, offensive or illegal content;
   2. (ii)
      use the Software in a way that we reasonably consider harms us, the Software or other Users;
   3. (iii)
      engage in fraudulent or abusive behaviour;
   4. (iv)
      fail to pay any fees that are due; or
   5. (v)
      become insolvent, enter into administration, are wound up or commit an act of bankruptcy.
5. (e)
   (Effect of termination) On termination of your Subscription:

   1. (i)
      you will no longer have access to paid features of the Software. We will give you reasonable access (and in any event no less than 30 days) to download or export your User Data, except where we have terminated your Account for cause under clause 15(d). After the export period, and subject to applicable Law and our Privacy Policy, we have no obligation to retain your User Data.
   2. (ii)
      unless otherwise agreed in writing, any Subscription Fees that would otherwise have been payable for the remainder of the then-current period remain payable, and (to the maximum extent permitted by Law) any Subscription Fees already paid are non-refundable, except where you cancel due to a Breach by us under clause 15(c), in which case we will refund any Subscription Fees pre-paid for the period after the cancellation date on a pro-rata basis.
   3. (iii)
      each party must comply with any obligation that by its nature survives termination, including liability caps, IP, confidentiality and indemnities.

16. Disputes

1. (a)
   If a dispute arises under or in connection with these Terms, the party claiming the dispute must give the other party written notice setting out reasonable details of the dispute and requiring its resolution under this clause.
2. (b)
   Once notice is given, the parties must use reasonable efforts to resolve the dispute in good faith. Neither party may commence court proceedings (other than for urgent interlocutory relief) until 14 days after the date of the notice.

17. Force majeure

1. (a)
   Neither party will be liable for any delay or failure to perform its obligations under these Terms if the delay or failure arises out of a Force Majeure Event, being any:

   1. (i)
      act of God, lightning strike, meteor strike, earthquake, storm, flood, landslide, explosion or fire;
   2. (ii)
      strike or other industrial action outside our control;
   3. (iii)
      war, terrorism, sabotage, blockade, revolution, riot, insurrection, civil commotion, epidemic or pandemic;
   4. (iv)
      action of any government authority that affects our ability to perform our obligations; or
   5. (v)
      failure or interruption of an essential third party service (including hosting providers, payment processors or telecommunications networks) outside our reasonable control.
2. (b)
   If a Force Majeure Event occurs, we will take reasonable steps to notify you of the event and the expected impact, and our obligations affected by the event will be suspended for the duration of the event.

18. Notices

1. (a)
   Any notice under these Terms must be in writing in English and delivered by email to the email address linked to your Account (for notices to you) or to hello@mudbuddypottery.com (for notices to us).
2. (b)
   A notice is taken to be given 24 hours after the email was sent (provided the sender does not know or reasonably suspect it was not delivered), or when replied to by the recipient — whichever is earlier.

19. General

1. (a)
   (Governing law) These Terms are governed by the laws of New South Wales, Australia. Each party irrevocably submits to the exclusive jurisdiction of the courts of New South Wales and the courts of appeal from them.
2. (b)
   (Severability) If any provision of these Terms is found to be void, illegal or unenforceable, it is severed to the extent of the invalidity. The remaining provisions remain in full force and effect.
3. (c)
   (Waiver) A party's failure or delay in enforcing any provision of these Terms is not a waiver of that provision.
4. (d)
   (Assignment) You may not assign, novate or otherwise transfer any of your rights or obligations under these Terms without our prior written consent. We may assign our rights to a successor in connection with a sale of our business or a corporate reorganisation.
5. (e)
   (Entire agreement) These Terms (together with our Privacy Policy and, for Studios, the Studio Partnership Agreement) form the entire agreement between you and us, and supersede any prior negotiation, conduct, arrangement, understanding or agreement on the subject matter.
6. (f)
   (Interpretation) In these Terms:

   1. (i)
      words in the singular include the plural and vice versa;
   2. (ii)
      a reference to “$” is to Australian currency;
   3. (iii)
      a reference to a person includes an individual, body corporate, partnership, trust, association, government or other entity;
   4. (iv)
      the word “includes” is not a word of limitation; and
   5. (v)
      headings are for convenience only and do not affect interpretation.

20. Potter Account tiers

1. (a)
   (Free and Premium tiers) MudBuddy is offered to Potters on a Free or Premium tier. The features and limitations of each tier are set out on our pricing page at https://www.mudbuddypottery.com/pricing/potters, and may be updated by us from time to time. By selecting a tier, you agree to the features, limitations and pricing in effect for that tier on the date of your subscription or renewal.
2. (b)
   (Free tier) You may use the Free tier at no cost. The features and limitations of the Free tier are set out on our pricing page and may be updated from time to time.
3. (c)
   (Premium tier) If you subscribe to the Premium tier:

   1. (i)
      you must pay the Subscription Fee for the Premium tier (monthly or annual, as you select);
   2. (ii)
      the Premium tier is billed in advance at the start of each billing period; the billing cycle is in sync with the Subscription Period (monthly with monthly, annual with annual); and
   3. (iii)
      your Subscription will automatically renew at the end of each billing period at the then-current price, unless you cancel before the renewal date under clause 15.
4. (d)
   (Renewal notice) Before each renewal of a Premium Subscription, we will provide you with reasonable advance notice (and in any event at least 10 Business Days' notice for annual renewals) of the renewal date and any change to the Subscription Fee or features.
5. (e)
   (Grace period) If your Premium Subscription renews and you wish to cancel, you have up to 10 Business Days from the renewal date to cancel and request a pro-rata refund of the renewal Subscription Fee paid during that period, provided you have not made substantial use of Premium features during that period. Contact hello@mudbuddypottery.com to request a refund.
6. (f)
   (Changes to Premium pricing) We may change the Subscription Fee or features of the Premium tier on 30 days' notice (or as required by Law). The change will take effect at the start of your next billing period. If you do not agree to the change, you may cancel under clause 15 before it takes effect.
7. (g)
   (Free trial) We may from time to time offer a free trial of Premium (Free Trial Period). No Subscription Fees are due during a Free Trial Period. Your first Subscription Fee will be charged immediately on expiry of the Free Trial Period unless you cancel before that date.
8. (h)
   (Upgrades and downgrades) You may upgrade or downgrade your tier at any time through your Account settings. Upgrades take effect immediately and any price difference is charged on a pro-rata basis. Downgrades take effect at the start of the next billing period; we do not pro-rate Subscription Fees on downgrade.

21. Joining Studios

As a Potter, you may connect your Account to a Studio through the Software. When you join a Studio:

1. (a)
   the Studio will be able to see your name, email address, profile photo, pieces you submit for firing, and your firing and purchase history with that Studio;
2. (b)
   you agree to the Studio's prices, firing policies, class policies and other policies as displayed in the Software at the time you submit a piece, purchase Studio Credit, or enrol in a class;
3. (c)
   you can leave a Studio at any time through your Account settings; and
4. (d)
   your relationship with the Studio (including the supply of firing services, classes, clay, glazes and other goods or services by the Studio to you) is a separate legal relationship between you and the Studio. We are not a party to that relationship.

22. Pottery classes

Studios may offer pottery classes through the Software. If you enrol in a class:

1. (a)
   teachers nominated by the Studio may see your name, contact information, and work you submit in the class;
2. (b)
   you own the pieces you create in the class, and the Studio manages firing of those pieces in accordance with the Studio's policies;
3. (c)
   class cancellation, refund and rescheduling policies are set by the Studio and apply between you and the Studio; and
4. (d)
   we are not a party to the class, and (to the maximum extent permitted by Law) we are not responsible for the conduct, cancellation, refund or quality of any class.

23. Firing payments and goods purchased from Studios

1. (a)
   When you pay for firing services, clay, glazes or other goods or services offered by a Studio through the Software:

   1. (i)
      the supplier of those services or goods is the Studio, not MudBuddy;
   2. (ii)
      you pay the price set by the Studio (which is displayed in the Software);
   3. (iii)
      payment is processed by Stripe and held in the Studio's Stripe Connect account;
   4. (iv)
      MudBuddy may receive a commission on certain transactions directly from Stripe (the commission rate is agreed between us and the Studio under the Studio Partnership Agreement);
   5. (v)
      the Studio receives the remainder of the payment, less Stripe's processing fees;
   6. (vi)
      MudBuddy does not hold Studio funds at any point; and
   7. (vii)
      any dispute, complaint or refund relating to the firing, goods or services supplied is between you and the Studio. The Studio is responsible for its own refund policies and consumer law compliance in respect of its supply to you.
2. (b)
   Although MudBuddy is not the supplier of the firing services, clay, glazes or other goods or services, we will use reasonable efforts to facilitate communication between you and the Studio if a dispute arises, and we may (at the Studio's request) assist with processing refunds through Stripe.

24. Saved payment cards

1. (a)
   (Saving a card) You may choose to save a payment card on file with a Studio you have joined.
2. (b)
   (Authorisation) By saving a card with a Studio, you authorise that Studio to instruct its payment provider (Stripe) to charge that card for firing, products and Studio Credit that you purchase or are billed for at that Studio, including charges the Studio initiates on your behalf without you being present at the time.
3. (c)
   (When charges occur and how much) Such charges occur when you submit work for firing, purchase products or Studio Credit, or otherwise incur a fee at that Studio. The amount is determined by the Studio's published rates (as displayed in the Software) and your usage.
4. (d)
   (Recording your authorisation) When you save a card, we record your authorisation (including its date and version) to evidence your consent. We may update the form of this authorisation from time to time and ask you to confirm it again.
5. (e)
   (Removing a card) You may remove a saved card at any time in Account → Payment methods. Removing a card withdraws this authorisation for future charges, but does not affect amounts you have already incurred or that are already owed to the Studio.
6. (f)
   (Card details held by Stripe) Your full card details are stored and processed by Stripe, not MudBuddy. MudBuddy stores only a secure reference to the card and its brand, last four digits and expiry date, so we can display your saved card to you.

25. Studio Credit

1. (a)
   (What Studio Credit is) Studio Credit is store credit issued by a particular Studio and sold to you through the Software. The Studio holds and honours your Studio Credit balance. We process the payment on behalf of the Studio.
2. (b)
   When you purchase Studio Credit:

   1. (i)
      Studio Credit can only be redeemed with the Studio that issued it (it cannot be transferred to another Studio or to MudBuddy);
   2. (ii)
      Studio Credit expiry (if any) is determined by the Studio's own policies and applicable Law;
   3. (iii)
      your Studio Credit balance consists of “paid credit” (purchased by you) and “promotional credit” (gifted by the Studio). Promotional credit is used first when you spend Studio Credit;
   4. (iv)
      Studio Credit is redeemed at the Studio's fee rate in effect at the time you purchase the relevant services or goods;
   5. (v)
      if you leave the Studio, unspent Studio Credit remains with the Studio and is dealt with in accordance with the Studio's own policies;
   6. (vi)
      if the Studio ceases operating, to the maximum extent permitted by Law, MudBuddy is not liable for unspent Studio Credit balances. You should treat Studio Credit as you would any prepaid arrangement with a business;
   7. (vii)
      the purchase price of Studio Credit includes GST where applicable on the supply by the Studio;
   8. (viii)
      the Studio (not MudBuddy) is responsible for collecting and remitting GST on the value of the Studio Credit.
   9. (ix)
      refunds and disputes about Studio Credit are handled by the Studio directly in accordance with the Studio's policies and applicable Law. MudBuddy does not process refunds for Studio Credit purchases.

26. Studio Account requirements

To create a Studio Account, you must:

1. (a)
   be a registered business (or a sole trader carrying on a business in Australia);
2. (b)
   provide accurate business information (including business name, ABN, address and contact details);
3. (c)
   have authority to bind your business to these Terms;
4. (d)
   complete Stripe Connect onboarding for payment processing; and
5. (e)
   enter into a Studio Partnership Agreement with us before you can offer firing services, sell goods, sell Studio Credit or accept Members through the Software.

27. Studio Partnership Agreement

1. (a)
   Studios are subject to a separate Studio Partnership Agreement with us. The Studio Partnership Agreement contains the commercial terms of our relationship with each Studio, including:

   1. (i)
      the commission rate payable to us on Potter transactions;
   2. (ii)
      the platform Subscription Fee payable by the Studio;
   3. (iii)
      the supply and replacement of QR tiles used to track Potter pieces;
   4. (iv)
      mutual marketing rights;
   5. (v)
      data processing obligations as between you and us (where you act as a controller and we act as a processor of Member personal information);
   6. (vi)
      term, termination and liability cap; and
   7. (vii)
      any Studio-specific terms in a Schedule (for example, founding-studio pricing or location specific terms).
2. (b)
   Studios must enter into a Studio Partnership Agreement with us before they may invite Members, accept payments through the Software or sell Studio Credit. By creating a Studio Account, you agree to enter into a Studio Partnership Agreement on the form provided by us, and acknowledge that the Studio Partnership Agreement applies to your use of the Software in addition to these Terms.

28. Studio responsibilities

As a Studio, you are responsible for:

1. (a)
   the accuracy of your Studio profile, prices, firing policies, class policies, and other information displayed in the Software;
2. (b)
   handling Member pieces with reasonable care;
3. (c)
   processing firings in a timely manner consistent with the timeframes and policies you publish to Members;
4. (d)
   setting and honouring class cancellation and refund policies, including in accordance with the ACL;
5. (e)
   complying with all applicable Laws (including the ACL, work health and safety laws, and privacy laws);
6. (f)
   your handling of Member Data (see clause 30 below and your Studio Partnership Agreement);
7. (g)
   ensuring that any teachers, contractors or other Personnel you allow to use the Software through your Studio Account comply with these Terms and handle Member Data in accordance with the Studio Partnership Agreement; and
8. (h)
   for all tax obligations relating to your supply of firing services, goods, Studio Credit and classes (including GST collection, remittance and invoicing).

29. Studio pricing and policies

1. (a)
   You set your own firing prices, class prices and other prices in the Software.
2. (b)
   Prices displayed in the Software must be accurate and up-to-date. You must honour the price displayed at the time a Potter submits a piece, enrols in a class, or purchases goods or Studio Credit.
3. (c)
   Any change to your prices applies only to future submissions, enrolments or purchases by Members.

30. Member Data

As between you and us, you are the controller of personal information about your Members that is accessible to you through the Software (Member Data), and we are the processor of Member Data on your behalf. Your obligations in relation to Member Data (including use restrictions, security, breach notification, retention, audit rights and indemnities) are set out in your Studio Partnership Agreement.

31. Studio Subscription and commission

1. (a)
   (Studio Subscription Fee) Studios pay a monthly platform Subscription Fee. The amount of the Subscription Fee for your Studio is set out in your Studio Partnership Agreement and is billed in advance via Stripe at the start of each monthly billing period.
2. (b)
   (Commission) We charge a commission on certain transactions processed through the Software between Members and your Studio (including firing payments and other product purchases). The commission rate is set out in your Studio Partnership Agreement.
3. (c)
   (Payment flow) Payments from Members are processed by Stripe via Stripe Connect. Stripe automatically splits each payment, distributing the agreed commission to us and the remainder (less Stripe's processing fees) to your Stripe Connect account. We do not hold Studio funds at any point.
4. (d)
   (Payouts) Payouts from your Stripe Connect account to your nominated bank account follow Stripe's standard schedule. You are responsible for providing accurate bank details. To the maximum extent permitted by Law, we are not responsible for any delay caused by Stripe or your bank.
5. (e)
   (Change of commission rate) Changes to your commission rate require mutual agreement and are made by amendment to your Studio Partnership Agreement.

32. Studio Credit (Studio obligations)

If you sell Studio Credit through the Software:

1. (a)
   you are solely responsible for honouring Studio Credit you sell;
2. (b)
   you handle all refunds, disputes, chargebacks and ACL compliance in respect of Studio Credit;
3. (c)
   you are responsible for all tax reporting (including GST) in respect of Studio Credit you sell; and
4. (d)
   if the relationship between you and a Member ends, you must deal with any unspent Studio Credit fairly and in accordance with the ACL and your published policies.

33. Member management

1. (a)
   You may accept or decline Member requests to join your Studio at your discretion.
2. (b)
   You may remove Members from your Studio for legitimate business reasons.
3. (c)
   When a Member leaves your Studio, you must deal with any unspent Studio Credit and any pieces in your possession fairly and in accordance with your published policies and applicable Law.

34. Studio Account termination

1. (a)
   If your Studio Account is terminated under clause 15 or otherwise:

   1. (i)
      your active Members will be disconnected from your Studio;
   2. (ii)
      you must process any outstanding Studio Credit refunds and complete any in-progress firings in accordance with the ACL and your published policies;
   3. (iii)
      historical transaction records will be retained as required by Law; and
   4. (iv)
      you must delete any exported Member Data in your possession or control.
2. (b)
   Termination of your Studio Account also terminates your Studio Partnership Agreement (and vice versa), unless we agree otherwise in writing.

35. Studios as merchant of record

1. (a)
   (Direct charges) Payments from your Members are processed as direct charges to your connected Stripe account. You are the merchant of record for those payments.
2. (b)
   (Your responsibilities) You are responsible for refunds, chargebacks and disputes relating to those payments, in accordance with these Terms and your Stripe Connected Account Agreement.
3. (c)
   (Saved cards and Member authorisation) Where a Member saves a card with your Studio, or you initiate a charge against a Member's saved card, you are responsible for ensuring you have that Member's authorisation for the charge. MudBuddy records each Member's authorisation in the Software to assist you, but you remain responsible for your own compliance with applicable Laws and card scheme rules.