Terms of Service

1. Agreeing to these terms

By accessing or using Auction Manager, you agree to these terms. If you do not agree to them, do not use the service.

You are also agreeing to them when you accept an invitation to the service, when you set or reset your password, and each time you sign in.

These terms are an agreement between Infocrat, LLC, a New York limited liability company which operates Auction Manager (“we”, “us”, “our”), and the business whose account you are using (“you”, “your”, “your organization”).

If you use the service on behalf of a company, you are telling us you have the authority to bind that company, and “you” means the company. If you do not have that authority, you must not use the service.

Everyone who signs in under your organization — your employees, contractors, photographers, cataloguers — agrees to these terms by using the service, and you are responsible for what they do in it. See section 4.

We may ask you to confirm your agreement to these terms, or to an updated version of them, before you continue using the service.

2. What Auction Manager is, and what it is not

Auction Manager is a cataloguing tool. It holds photographs of the items you intend to sell, keeps the descriptive record of each lot, uses AI to draft titles and descriptions from those photographs, and produces export files in the formats auction platforms accept.

What it does not do matters as much, and we want it stated plainly rather than buried:

We do not run auctions. We do not list your lots, take bids, close sales, or communicate with bidders.
We do not handle money. No payment, invoice, settlement or commission passes through this service.
We never take possession of your goods. Your property, and your consignors’ property, stays with you throughout. We hold photographs of it and words about it.
We do not upload anything to an auction platform on your behalf. We build the export file; a person from your organization downloads it and uploads it where it needs to go.

The sale itself happens on AuctionNinja, LiveAuctioneers, or wherever else you sell. Those platforms have their own agreements with you, and nothing here changes them. If one of them rejects your upload, changes its import format, suspends your account, or loses your listing, that is between you and them.

3. Your account, and who may use it

Accounts are created by invitation. Whoever opens your organization’s account can invite others and decide what each of them may do.

The service distinguishes between belonging to an organization and being assigned to a particular auction. A person can be hired onto a single sale as a photographer without being part of your business at all. That is deliberate, and it is your decision who gets which.

You agree to:

give accurate account information and keep it current;
keep sign-in credentials confidential, and not share a single account between people;
remove people promptly when they stop working with you;
tell us without delay if you believe an account has been compromised.

You are responsible for everything done under your organization’s accounts, including by people you invited and later forgot about.

4. Working with other organizations

Auction houses work together, and this service is built for that. One organization may create an auction that another organization runs, catalogues or fulfils. A person may hold a role on an auction that belongs to a business they are not part of.

When you give another organization or person access to one of your auctions:

you are choosing to share that data with them, including the photographs and everything written about the lots;
they may act on that auction to the extent of the role you gave them, and their actions are recorded against their name;
you remain responsible for that auction’s content, including what a collaborator writes into it and what is published from it;
we are not the arbiter of disputes between you. If two organizations disagree about who owns a catalogue or who may see it, that is a matter between those organizations, and we will act on the instructions of whoever holds the account the data sits in.

If you are the one being given access, you may use what you can see only for the work you were given it for.

5. Your content, and what we may do with it

Your content is yours. The photographs you upload, the descriptions you write, your lot records, your item taxonomy, the titles and descriptions the AI drafts from your photographs, and the copies of your photographs it redraws, all belong to you or to whoever you got them from. Nothing in these terms transfers ownership of any of it to us.

You give us a limited licence to do the things the service cannot work without: to store your content, display it back to the people you have authorised, process it to produce variants and exports, and send it to the third-party services described in section 6 for the features you choose to use. That licence exists only to provide the service to you, it extends no further, and it ends when your content is deleted.

We do not use your content to train AI models, and we do not use it to improve the service for anyone else. Your photographs are sent to our AI provider only to draft the entry for one specific lot, or to remove the background from one specific photograph, and they are not retained by us for any other purpose.

That is a statement about us, and it is not the whole story. What the AI provider may do with a photograph is governed by its terms, not ours. On the paid tier we use, those terms say the provider does not use what we send it to improve its products, but it does keep a log of it for a limited time to detect misuse of its service. Our Privacy Policy sets out exactly what they say. Read it before you use the AI features, and do not send us anything you would not want a third party to process.

You promise that:

you have the right to upload the photographs and to describe the goods in them;
your content does not infringe anybody else’s rights;
you have whatever permission you need from your consignors to photograph their property and to have those photographs processed by the services described here.

6. Third-party services

To provide the service we rely on other companies:

Google (Gemini) — photographs and lot details are sent for AI drafting, and single photographs for AI background removal, when you use those features.
Amazon Web Services — photographs and application data are stored, and email is sent.

Our Privacy Policy describes what data goes where, and why, in more detail than belongs in this agreement. It forms part of these terms.

These providers change their services, their terms and their prices, and we do not control them. If one of them becomes unavailable, we will do what is reasonable to keep working without it.

7. AI-drafted catalogue entries

This section matters more than any other in this agreement. Please read it.

Auction Manager uses AI to draft catalogue entries from your photographs. For jewellery and watches — which is what the service is built for today — that means the AI is reading hallmarks, purity stamps, maker’s marks and case numbers from an image, and writing an attribution from what it thinks it can see.

AI output is a first draft for a person to check. It is not an appraisal, an authentication, a valuation, or a statement of fact about what an item is.

The service is built on that understanding and shows it in the product. Each drafted entry carries the AI’s own reported confidence in its attribution, and no lot can be exported until a person in your organization has approved it. That approval step is not a formality — it is you saying the entry is correct, and it is the point at which responsibility for the description passes to you.

You accept that:

AI output can be wrong, incomplete, or confidently wrong. It may misread a worn hallmark, invent a maker, mistake plate for solid gold, or attribute a period from styling rather than from a mark.
You must verify every catalogue entry before publishing it, and particularly any statement about a maker, a metal, a gemstone, a period or a model.
We make no warranty as to the accuracy, completeness or fitness of any AI-generated content.
We are not liable for any loss arising from a description you published — including a rescinded sale, a returned item, a chargeback, a dispute with a buyer or consignor, a regulatory penalty, or a claim about authenticity or misrepresentation. Once a person of yours has approved an entry, the description is yours.

Nothing in this section reduces any obligation you owe your own buyers and consignors. Those obligations are yours, and the law that governs them is not changed by the fact that a draft came from a machine.

8. Exports

The service produces export files in the formats platforms accept. We check those files against the rules we have recorded for each platform, and we tell you when a lot would be rejected.

Those checks are our best understanding of what a platform wants. Platforms change their import formats without telling us, and some rules are ours rather than theirs. A file that passes our checks may still be rejected, and a file that is accepted may still contain an error we could not see. Uploading it, and what it says once published, remain yours.

9. Acceptable use

You agree not to:

upload content you have no right to, or that infringes anybody’s rights;
use the service to catalogue anything you cannot lawfully sell;
upload malicious files, or try to break, overload or circumvent the service’s limits or authorization;
access another organization’s data, or attempt to;
resell or sublicense access to the service without our written agreement;
use automated access beyond the API we provide, or in a way that degrades the service for others.

10. Fees

The service is currently provided at no charge. It is nevertheless a paid service, and this section describes how paying will work, so that charging can begin under these terms rather than requiring new ones.

We will give you at least 30 days’ written notice before your organization is charged for the first time, and before any later price increase.
If you do not want to pay, you may terminate before the change takes effect, and section 12 applies.
Fees, once they begin, are payable as stated on your invoice. We may suspend access to an account whose invoice is more than 30 days overdue, after telling you.
Fees are exclusive of taxes, which are yours.

11. Availability and changes to the service

We try to keep the service available and we do not promise that it always will be. There is no uptime guarantee in this agreement.

We may take the service down for maintenance, and some database changes require a short planned outage. Where an outage is planned and we expect it to be noticeable, we will tell you beforehand.

We may add, change or remove features. If we remove something you rely on, we will give you reasonable notice where we can.

12. Termination, and getting your data back

You may stop using the service at any time, and ask us to close your organization’s account.

We may terminate or suspend your account if you materially breach these terms, if your invoice is long overdue, or if we are required to. Except where the law or an emergency requires otherwise, we will tell you first and give you a reasonable chance to put it right.

When an account is terminated, by either of us:

your organization keeps read-only access for 30 days, so that you can build a final export and download your photographs;
after those 30 days we delete your content. We keep no backups of our own; our database provider takes its own, and the content is gone from those as they age out on the provider’s cycle;
we may keep audit records of who did what for longer, where we need them to answer a later question about the account; these name people and actions rather than reproducing your catalogue.

If you need your data and the 30 days are not enough, ask us. We would rather help you leave with your catalogue than hold it hostage.

13. Privacy

Our Privacy Policy explains what personal data the service holds — account names and addresses, sign-in records, and the audit trail of who changed what — and what we do with it. It forms part of these terms.

14. Disclaimers

Except as expressly stated in these terms, the service is provided “as is” and “as available”, and we disclaim all other warranties, express or implied, including merchantability, fitness for a particular purpose, and non-infringement.

We do not warrant that the service will be uninterrupted, error-free, or that any AI output, validation check or export will be accurate or complete.

15. Limitation of liability

To the fullest extent the law allows:

Neither of us is liable to the other for indirect, incidental, special, consequential or punitive damages, or for lost profits, lost sales, lost goodwill or lost data, however caused.
Our total liability arising out of or relating to these terms or the service, for all claims in aggregate, will not exceed the greater of (a) the fees you paid us in the 12 months before the claim arose, or (b) one hundred US dollars ($100).

You acknowledge that these limits are a basic part of the bargain between us, and that without them the service would not be offered on these terms — particularly given that the service is currently provided at no charge.

Nothing here limits liability that cannot lawfully be limited.

16. Indemnity

You will defend, indemnify and hold us harmless from any third-party claim arising out of:

your content, including photographs you had no right to upload;
any catalogue entry you published, including one drafted by AI and approved by a person in your organization;
your sale of any item, and any dispute with a buyer, consignor or auction platform;
your breach of these terms, or your misuse of the service.

17. Changes to these terms

We may update these terms. If a change materially affects your rights, we will give you at least 30 days’ notice before it takes effect — by email to your account address, or in the application. Continuing to use the service after that means you accept the new terms. If you do not accept them, terminate before they take effect, and section 12 applies.

18. General

Governing law. These terms are governed by the laws of the State of New York, without regard to its conflict-of-laws rules.

Venue. Any dispute will be brought in the state or federal courts located in New York, and both of us consent to their jurisdiction.

Entire agreement. These terms, with the Privacy Policy, are the whole agreement between us about the service, and replace anything said before.

Severability. If any provision is held unenforceable, the rest stays in force.

No waiver. Not enforcing a provision once does not waive it.

Assignment. You may not assign these terms without our written consent. We may assign them to a successor in connection with a merger, acquisition or sale of assets.

Notices. We will send notices to your account’s email address.