Terms of Service
Effective Date: August 2, 2019
1. Acceptance of the Terms of Service
These Terms of Service (the “Terms”) are entered into by and between you and AtlasGuru Inc., a Delaware corporation (“AtlasGuru”, “we”, “us”, and their derivatives). These Terms and any other documents they incorporate by reference govern your access to and use of the Services, including any Content, functionality, and services offered on or them, whether as a guest or a registered user. Capitalized terms that are used but not defined elsewhere in these Terms have the meanings assigned in the Glossary of Terms at Section 21 below.
The Services are offered and available to users who are 18 years of age or older. By using any of the Services, you represent and warrant that you are at least 18 years old. If you are not at least 18 years old, you must not access or use the Services.
2. Changes to these Terms
We may revise and update these Terms from time to time in our sole discretion. Except as otherwise set forth in Section 17(h), all changes are effective immediately when we post them, and apply to all access to and use of the Services thereafter.
Your continued use of any of the Services after we post revised Terms means that you accept and agree to the changes. You are expected to check this page from time to time, so you are aware of any changes, as they are binding on you.
3. Registration; Account Security
If you choose, or are provided with, a user name, password, or any other piece of information as part of our security procedures, you must treat such information as confidential, and you must not disclose it to any other person or entity. You also acknowledge that your Account, if you create one, is personal to you and agree not to provide any other person with access to the Services or portions of it using your Account, user name, password, or other security information. You agree to notify us immediately of any unauthorized access to or use of your user name, password, or Account or any other breach of security. You also agree to ensure that you exit from your Account at the end of each session. We encourage you to use particular caution when accessing your Account from a public or shared computer so that others are not able to view or record your password or other personal information.
We have the right to disable any Account, user name, password, or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including, without limitation, if we suspect that you have violated any provision of these Terms.
4. Intellectual Property Rights
© 2018-2019 AtlasGuru Inc. All rights reserved.
Each user retains ownership and/or other applicable rights in the User Content that such user submits, transfers, or otherwise provides to or makes available through the Services. We and/or third parties retain ownership and/or other applicable rights in all Content, other than User Content, and the Services themselves, and the Services, any Application, and Content, other than User Content, are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.
If we make an Application available to you for download, we grant you a limited, non-exclusive, nontransferable, revocable license to:
- download, install, and use the Application for your personal, non-commercial use on a single Mobile Device strictly in accordance with these Terms and any documentation that we may make available in connection with the Application; and
- access, stream, download, and use on such Mobile Device the Content and Services made available in or otherwise accessible through the Application, strictly in accordance with these Terms and any documentation that we may make available in connection with the Application.
If we suspend and/or terminate your right to use the Services, including under Section 6 below, the above license to use the Application will also terminate, and you will have no further right to use the Application.
B. User Content
When you submit, transfer, or otherwise make available User Content to us through the Services, you grant us and our affiliates and service providers a perpetual, irrevocable, non-exclusive, worldwide, royalty-free, sublicensable, transferable right and license to use, host, store, cache, reproduce, publish, display (publicly or otherwise), perform (publicly or otherwise), distribute, transmit, modify, adapt, and create derivative works of such User Content. The foregoing license is for the limited purposes of allowing us to operate the Services, improve and promote the Services, and develop new Services.
You represent and warrant to us that:
- you own or control all rights in and to any and all User Content that you submit, transfer, or otherwise make available to us through the Services;
- you have the right to grant us the license described in the first paragraph of this Section 4(B); and
- all User Content that you submit, transfer, or otherwise make available to us through the Services does and will comply with these Terms, including the AUP.
You understand and acknowledge that you are responsible for your User Content, and you, not AtlasGuru, have full responsibility for such User Content, including its legality, reliability, accuracy, and appropriateness. We are not responsible or liable to any third party for the completeness or accuracy of any User Content posted by you or any other user of the Services.
C. Termination of your Account
D. Certain Prohibited Conduct
You must not:
- delete or alter any copyright, trademark, or other proprietary rights notices from any copies of material that is embodied in, underlies, and/or is made available through the Services;
- copy any Application;
- modify, translate, adapt, or otherwise create derivative works or improvements, whether or not patentable, of the Services or any Application;
- reverse engineer, disassemble, decompile, decode, or otherwise attempt to derive or gain access to the source code of the Services, any Application, or any part of them;
- rent, lease, lend, sell, sublicense, assign, distribute, publish, transfer, or otherwise make available the Services or any Application, or any features or functionality of the Services or any Application, to any third party for any reason, including by making the Application or the Services available on a network where it is capable of being accessed by more than one device at any time;
- remove, disable, circumvent, or otherwise create or implement any workaround to any copy protection, rights management, or security features in or protecting the Services or any Application;
- except as otherwise agreed in writing between you and AtlasGuru, access or use the Services or any aspect of them for any commercial purposes.
If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Services or any Application in breach of these Terms, your right to use the Services and any Application will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. Except as otherwise expressly stated in these Terms, no right, title, or interest in or to the Services or any Content is transferred to you, and all rights not expressly granted are reserved by AtlasGuru. Any use of the Services or any Application not expressly permitted by these Terms is a breach of these Terms and may violate copyright, trademark, and other laws.
The word “ATLASGURU”, our logo, and all related names, logos, composite marks, design marks, product and service names, and slogans are our trademarks or the trademarks of our affiliates or licensors. You must not use such marks without our prior written permission. All other names, logos, product and service names, designs, and slogans presented through the Services are the trademarks of their respective owners.
5. Acceptable Use Policy
You agree that your use of the Services and any Application is subject in all respects to the AUP and that your use of the Services and any Application is conditioned on your adherence to the AUP. We reserve the right to determine what conduct we consider to be in violation or otherwise outside the intent or spirit of the AUP, these Terms, or the Services themselves. We reserve the right to take action as a result, which may include, as further described in Section 6 below, terminating your account and prohibiting you from using the Services or any Application.
6. Monitoring and Enforcement; Termination
We have the right to:
- remove or refuse to make available through the Services any User Content for any or no reason in our sole discretion;
- remove and/or delete any User’s Account for any reason or no reason in our sole discretion;
- take any action with respect to any User Content that we deem necessary or appropriate in our sole discretion, including if we believe that such User Content violates these Terms, including the AUP, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Services or the public, or could create liability for AtlasGuru;
- take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Website; and
- terminate or suspend your access to all or part of the Services for any or no reason, including without limitation, any violation of these Terms.
However, we do not review all Content before it is made available through the Services and cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or Content provided by AtlasGuru or any user or third party. We have no liability or responsibility to anyone for performance or nonperformance of the activities described in this Section 6.
7. Copyright Infringement
If you believe that any User Content violates your copyright, please see our Copyright Policy for instructions on sending us a notice of copyright infringement.
8. Reliance on Information Posted
We make Content available to you solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of any Content. Any reliance you place on such Content is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on Content by you or any other user of the Services.
The Services include Content provided by third parties (e.g., materials provided by other users, bloggers, etc.) All statements and/or opinions expressed in these materials, and all articles and responses to questions and other Content are solely the opinions and the responsibility of the person or entity providing those materials and do not necessarily reflect the opinion of the Company. We are not responsible, or liable to you or any third party, for User Content or accuracy of any materials provided by any third parties.
9. Changes to the Services
We reserve the right to withdraw or change the Services, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Services is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Services. It is your sole responsibility to make all arrangements necessary for you to have access to the Services.
11. Other Terms and Conditions
Additional terms and conditions between you and AtlasGuru may also apply to specific portions, services, functions or features of the Services. All such additional terms and conditions are hereby incorporated by this reference into these Terms.
12. Linking to the Website and Social Media Features
You may link to Website, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it, but you must not establish a link in such a way as to suggest any form of association, approval, or endorsement on our part without our express written consent.
13. Links from the Services
If the Services contain links to other sites and resources provided by third parties, these links are provided for your convenience only. This includes links contained in advertisements, including banner advertisements and sponsored links. We have no control over the contents of those sites or resources and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to through the Services, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.
14. Disclaimer of Warranties
Your access to and use of the Services, any Application, or any Content is at your own risk. YOU UNDERSTAND AND AGREE THAT THE SERVICES AND ANY APPLICATION ARE PROVIDED TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS. WITHOUT LIMITING THE FOREGOING, TO THE FULLEST EXTENT PERMITTED BY LAW, ATLASGURU DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. AtlasGuru makes no representations or warranties of any kind with respect to the Services, Content, or any Application, including any representation or warranty that the use of the Services or any Application will (1) be timely, uninterrupted or error-free or operate in combination with any other hardware, software, system, or data; (2) meet your requirements or expectations; (3) be free from errors or that defects will be corrected; (4) be free of viruses or other harmful components; or (5) be entirely secure or that the information you share with us will be secure. Additionally, AtlasGuru makes no representations or warranties of any kind with respect to Content. In particular, User Content is provided by and is solely the responsibility of the applicable users of the Service submitting that User Content. No advice or information, whether oral or written, obtained from AtlasGuru or through the Services, will create any warranty not expressly made herein.
15. Limitation on Liability
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL ATLASGURU, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SERVICES, ANY CONTENT (INCLUDING USER CONTENT), ANY APPLICATION, OR ANY WEBSITES LINKED TO THE SERVICES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE.
The limitation of liability set out above does not apply to liability resulting from our gross negligence or willful misconduct or affect any liability that cannot be excluded or limited under applicable law.
You agree to defend, indemnify, and hold harmless AtlasGuru, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms or your use of the Services, including, but not limited to, your User Content, or any Application or any use of the Services or Content other than as expressly authorized in these Terms, or your use of any information obtained from the Services.
17. Dispute Resolution
A. Governing Law
These Terms and any action related thereto will be governed by the laws of the State of Washington without regard to its conflict-of-laws provisions.
B. Agreement to Arbitrate
You and AtlasGuru agree that any Disputes will be settled by binding arbitration, except that each party retains the right: (1) to bring an individual action in small claims court and (2) to seek injunctive or other equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation or violation of a party’s copyrights, trademarks, trade secrets, patents or other intellectual property rights (the action described in the foregoing clause (ii), an “IP Protection Action”). Without limiting the preceding sentence, you will also have the right to litigate any other Dispute if you provide AtlasGuru with written notice of your desire to do so by using the contact information provided in Section 20 within 30 days following the date you first agree to these Terms (such notice, an “Arbitration Opt-out Notice”). If you don’t provide AtlasGuru with an Arbitration Opt-out Notice within the 30-day period, you will be deemed to have knowingly and intentionally waived your right to litigate any Dispute except as expressly set forth in clauses (1) and (2) above. The exclusive jurisdiction and venue of any IP Protection Action or, if you timely provide AtlasGuru with an Arbitration Opt-out Notice, will be the state and federal courts located in the Western District of Washington and each of the parties hereto waives any objection to jurisdiction and venue in such courts. Unless you timely provide AtlasGuru with an Arbitration Opt-out Notice, you acknowledge and agree that you and AtlasGuru are each waiving the right to a trial by jury or to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless both you and AtlasGuru otherwise agree in writing, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of any class or representative proceeding. If this specific paragraph is held unenforceable, then the entirety of this “Dispute Resolution” section will be deemed void. Except as provided in the preceding sentence, this “Dispute Resolution” section will survive any termination of these Terms.
C. Arbitration Rules
The arbitration will be administered by JAMS alternative dispute resolution (“JAMS”) in accordance with the applicable JAMS clauses, rules, and procedures (the “JAMS Rules”) then in effect, except as modified by this “Dispute Resolution” section. (The JAMS Rules are available at http://www.jamsadr.com/adr-rules-procedures/ or by calling JAMS at 1-800-352-5267.) The Federal Arbitration Act will govern the interpretation and enforcement of this Section.
D. Arbitration Process
A party who desires to initiate arbitration must provide the other party with a written Demand for Arbitration as specified in the JAMS Rules. The arbitrator will be either a retired judge or an attorney licensed to practice law and will be selected by the parties from JAMS’s roster of arbitrators. If the parties are unable to agree upon an arbitrator within seven days of delivery of the Demand for Arbitration, then JAMS will appoint the arbitrator in accordance with the JAMS Rules.
E. Arbitration Location and Procedure
Unless you and AtlasGuru otherwise agree, the arbitration will be conducted at JAMS’s Seattle, Washington offices located at 600 University Street, Suite 1910 Seattle, WA 98101. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of the documents that you and AtlasGuru submit to the arbitrator, unless you request a hearing or the arbitrator determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by the JAMS Rules. Subject to the JAMS Rules, the arbitrator will have the discretion to direct a reasonable exchange of information by the parties, consistent with the expedited nature of the arbitration.
F. Arbitrator’s Decision
The arbitrator will render an award within the time frame specified in the JAMS Rules. The arbitrator’s decision will include the essential findings and conclusions upon which the arbitrator based the award. Judgment on the arbitration award may be entered in any court having jurisdiction thereof. The arbitrator’s award of damages must be consistent with the terms of the “Limitation on Liability”section above as to the types and amounts of damages for which a party may be held liable.
Your responsibility to pay any JAMS filing, administrative and arbitrator fees will be solely as set forth in the JAMS Rules.
Notwithstanding the provisions of Section 2 above, if AtlasGuru changes this “Dispute Resolution” section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by sending us written notice within 30 days of the date such change became effective, as indicated in the “Last Updated” date above or in the date of AtlasGuru’s email to you notifying you of such change. By rejecting any change, you are agreeing that you will arbitrate any Dispute between you and AtlasGuru in accordance with the provisions of this “Dispute Resolution” section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).
18. Waiver and Severability
No waiver by AtlasGuru of any term or condition set out in these Terms will be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of AtlasGuru to assert a right or provision under these Terms will not constitute a waiver of such right or provision.
If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect.
19. Entire Agreement
The Terms and any agreements between you and AtlasGuru that incorporate these Terms by reference constitute the sole and entire agreement between you and AtlasGuru regarding the Services, any Application, and any Content and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Services, any Application, and any Content.
20. Your Comments and Concerns
All feedback, comments, requests for technical support, and other communications relating to the Services and any Application should be directed to: firstname.lastname@example.org.
All notices of copyright infringement claims should be sent to the copyright agent designated in our Copyright Policy in the manner and by the means described therein.
21. Glossary of Terms
The following terms, as used in these Terms, have the meanings assigned in this Section 21:
- “Account” has the meaning assigned in Section 3.
- “AtlasGuru”, “we”, “us” and their derivatives means, collectively, AtlasGuru Inc., a Delaware corporation, its parents, subsidiaries and affiliates.
- “AUP” means the AtlasGuru Inc. Acceptable Use Policy available at https://atlasguru.com/acceptable-use-policy
- “Content” means all creative expressions, including, without limitation, video, audio, photographs, images, illustrations, animations, logos, tools, written posts, replies, comments, information, data, text, software, scripts, executable files, graphics, themes, and interactive features, that may be generated, provided, or otherwise made accessible on or through the Services.
- “Disputes”, and, each, a “Dispute”, means disputes, claims or controversies arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof or the use of the Services or Content.
- “Mobile Device” means a single mobile device owned or otherwise controlled by you.
- “User Content” means Content that a user of the Services with an account submits, transfers, or otherwise provides to or makes available through the Services. Content includes, without limitation, all User Content.
- “Website” means the atlasguru.com website and its subdomains.