Terms of Use

Date of Last Revision: December 1st, 2014

These terms and conditions of use (“Terms of Use”) comprise a legal agreement between Atomic Reach Inc. (“Atomic Reach”) and you, the person accessing and using this website (“you”).  These Terms of Use set forth the legally binding terms and conditions for the use of Atomic Reach’s website at www.atomicreach.com (“Website”) that is owned, operated and maintained, directly or indirectly, by Atomic Reach, and all other sites owned and operated by Atomic Reach that redirect to the Website, all subdomains provided through such other site or the Website, and all downloadable applications, features, functionality, content or information that is made available or provided on this Website.

BY USING THE WEBSITE YOU ARE DEEMED TO HAVE READ AND ARE INDICATING YOUR ACCEPTANCE OF, AND YOU AGREE TO BE BOUND BY, THE TERMS AND CONDITIONS OF THESE TERMS OF USE WHICH SHALL GOVERN YOUR ACCESS AND USE OF THE WEBSITE.

IF YOU DO NOT AGREE WITH ONE OR MORE OF THESE TERMS OF USE YOU MAY NOT ACCESS OR USE THE WEBSITE AND MUST EXIT THE WEBSITE.

In consideration of the mutual promises and agreements contained in these Terms of Use and other good and valuable consideration (the receipt and sufficiency of which are hereby acknowledged), you and Atomic Reach agree as follows:

  1. Purpose and the Platform

The Website is made available to you for the purpose of providing you with access to Atomic Reach’s unique web-content analytics platform (the “Platform”), which enables registered users to analyze their web-content and better engage with audiences. In connection with the Website and Platform, Atomic Reach may also offer other related applications and services, content editors, links to partner providers, access to unique application programming interface (“API”) codes, and any other features, content, mobile services, hyperlinks or applications offered from time to time (collectively with the Website and Platform, the “Services”). [Certain Services may be subject to the acceptance of the terms and conditions of use specific to that Service (“Service Terms”) and all other operating rules, policies, and procedures that may be published on the Website by Atomic Reach from time to time and which will be made known to you prior to your use of any such Services. In the event of any inconsistency between these Terms of Use and any applicable Service Terms, these Terms of Use shall prevail, but only to the extent of such inconsistency.] Atomic Reach reserves the right to materially change the Website or materially change, eliminate or interrupt any of the Services upon 30 days’ notice and for any reasons whatsoever.

  1. Acceptance and Modification of Terms

The Services are offered subject to acceptance of all of the terms and conditions contained in these Terms of Use. Atomic Reach reserves the right to modify or replace the Terms of Use, including the sections 3 to 28. Should Atomic Reach wish to modify or replace these Terms of Use, it will provide you with notice of such changes by posting an icon on the Website indicating same for 60 days prior to the coming into force of the changes. If you use the Website after receiving notice of any such modification or replacement, you are deemed to have read and are indicating your acceptance of, and you agree to be bound by, the modified or replaced terms of use, which modified or replaced terms of use shall be the Terms of Use.

  1. Children

Atomic Reach is concerned about the safety and privacy of all of its users, especially children. Therefore, children under the age of 13 are not permitted to use the Services and Atomic Reach does not knowingly collect or use any Personal Information (as defined below) from any children under the age of 13. Use of the Services and/or registration for the Services is void where prohibited. By using the Services, you represent and warrant that (a) all registration information you submit is truthful and accurate; (b) you will maintain the accuracy of such information; (c) you are 13 years of age or older; and (d) your use of the Services does not violate any applicable law or regulation. If you are between the ages of 13 and 17, you represent that your legal guardian has reviewed and agreed to these Terms of Use.

  1. Accounts and Passwords

Atomic Reach shall make the Services available to you through the Internet and the Services will be maintained on computer servers and equipment not necessarily in the possession or control of Atomic Reach. The Services will be made accessible to you through the Internet through a secure password protected site(s) hosted by Atomic Reach or a third party. You acknowledge that Atomic Reach may use third party service providers and hosting partners to provide the necessary hardware, software, networking, storage, and related technology required to run the Services.

To access and use the Services, you will need to create an account (“Account”). If you are accessing the Services on behalf of an organization and multiple authors wish to contribute User Content, each author must also create their own account (an “Author Account”). Each Author Account will incur additional fees.

As part of the process to create, register and maintain your Account or Author Account, you must provide Atomic Reach with certain current, complete, and accurate registration information, which may include your name, e-mail address, location, credit card information or other required payment processing information, the name of your company and role there (if applicable), and other data or information that has been requested by Atomic Reach during the registration or renewal process (“Registration Data”). In these Terms of Use, “Personal Information” means any information about an identifiable individual, such as your name, e-mail address, mailing addresses, gender, date of birth, any data about you that you elect to provide electronically through the Services and any other information that identifies who you are. Registration Data and Personal Information will be used by Atomic Reach solely in accordance with these Terms of Use and Atomic Reach’s Privacy Policy (the “Privacy Policy”).

You may not share your Account with others. If you are accessing the Services through an Author Account, only you may use such Author Account. The sharing of Author Accounts is strictly prohibited and failure to comply may result in immediate termination of your organization’s Account and/or your Author Account.

You agree that you will: (a) maintain and update such Registration Data as necessary in order to keep such information current, complete, and accurate; (b) maintain the confidentiality of any passwords or other Account or Author Account identifiers which you choose or that are assigned to you as a result of any registration or creation of an Account or Author Account with the Services: and (c) be responsible for all activities that occur under such password, Account or Author Account. Further, you agree to immediately notify Atomic Reach of any unauthorized use of your password, Account or Author Account in the event that the confidentiality of your password, Account or Author Account is compromised. You shall aid Atomic Reach and its third party service providers in any investigation or legal action taken by Atomic Reach, such third parties or any governmental authority in connection with any security breach. Failure to comply with this paragraph may result in immediate termination of your Account or Author Account. Except if you reside in Québec, Atomic Reach shall not be responsible or liable, directly or indirectly, in any way for any loss or damage of any kind incurred as a result of, or in connection with, your failure to comply with this section.

  1. Services License

All content and data made available by Atomic Reach through the Services, including any Third Party Content (as defined in Section 7 herein), (the “Atomic Reach Content”) is owned solely and exclusively by Atomic Reach and/or third parties. Except for the limited licenses and rights expressly granted to you in these Terms of Use, you may not: (a) publish, publicly perform or display, or communicate to the public or otherwise distribute to any third party any of the Atomic Reach Content; (b) market, sell, re-sell or make commercial use of the Services or any Atomic Reach Content; (c) systematically collect from the Services and use any Atomic Reach Content, including the use of any data mining, robots, or similar data gathering and extraction methods; or (d) make derivative uses of the Services or the Atomic Reach Content.

Atomic Reach hereby grants you a limited, non-exclusive, personal, non-transferable, non-sub-licensable and revocable right and license to (a) access the Services for the purpose of receiving the Services in accordance with these Terms of Use and (b) access, view and print any information and documentation made available through the Services, for your informational use only to assist you in the access and use of the Services (the “Services License”).

Except for the limited licenses and rights expressly granted to you in these Terms of Use, these Terms of Use do not grant you any other right or license, whether express or implied, by estoppel, or otherwise in or under any patent, trademark, copyright, or other intellectual property or proprietary right of Atomic Reach or any third party. All rights not expressly granted to you in these Terms of Use are reserved for Atomic Reach and its licensors. Atomic Reach may terminate the Services License at any time for any reason whatsoever.

  1. Your Content

You retain your ownership in and to any content (including Registration Data, Personal Information and all other information, text or other materials or information submitted by you, or required from you by Atomic Reach, for the purpose of providing the Services) (“User Content”) you submit, post or upload to the Services, and your use of the Services does not transfer any ownership from you to Atomic Reach. By making User Content available through the Services, you hereby grant Atomic Reach and its licensors and third party service providers, without any additional consideration, a worldwide, irrevocable, perpetual, transferable, non-exclusive, royalty-free, fully paid up license (with a right to sublicense) to use, copy, reproduce, process, adapt, modify, analyze, reformat, transmit, display, translate, excerpt and distribute User Content, or any part thereof, in personalized form, provided through your Account or Author Account, as applicable, for the purpose of providing you with the Services, and to use, copy, disclose, and publish your User Content in aggregated, anonymous form (the “User Content License”).

The User Content License shall survive termination of these Terms of Use or cancellation of your Account or Author Account, as applicable.

You hereby waive, in favour of Atomic Reach, your moral rights under Canada’s Copyright Act or any successor legislation or similar law under the laws of Canada or the laws of other countries, that you, as author, have or may have in your User Content.

You understand that the User Content uploaded, posted, or submitted to the Services from your Account or Author Account, as applicable, may be processed and transferred, unencrypted, and may involve: (i) transmissions over various networks both within and outside of Canada; and (ii) changes to such User Content to conform and adapt to technical requirements of connecting networks or devices.

Atomic Reach has the right (but not the obligation) in its sole discretion to remove any User Content and terminate Accounts and Author Accounts for any reason whatsoever, including Accounts and Author Accounts containing User Content that Atomic Reach determines, in its sole discretion, to be unlawful, offensive, harmful, inaccurate, inappropriate, deceptive, libelous, defamatory, pornographic, obscene, or otherwise objectionable, or violates any third party’s intellectual property rights.

You may choose to submit comments, corrections, recommendations, suggestions or other ideas to Atomic Reach about the Services, including about how to improve the Services (“Feedback”). By providing Feedback to Atomic Reach you agree that: your provision of such Feedback is free of charge, unsolicited and without restriction; Atomic Reach can use or disclose to any third party the Feedback without any additional compensation to you; and Atomic Reach owns all rights and interest in such Feedback. Atomic Reach does not waive any rights to use any Feedback or similar Feedback developed or obtained by Atomic Reach.

You represent and warrant that: (i) you own all right, title and interest, including copyright, in and to any User Content uploaded, posted or submitted to the Services through your Account or Author Account, as applicable; or (ii) you have permission to upload, post, or submit any User Content to the Services uploaded, posted or submitted to the Services through your Account or Author Account, as applicable; or (iii) you have rights in the User Content uploaded, posted or submitted to the Services necessary to grant the rights contemplated in these Terms of Use.

  1. Third Party Content

The Services may include images, text, works, audio files, sounds and other content and data that are owned by third parties (“Third Party Content”). You agree that all of the terms and conditions of these Terms of Use relating to the Services apply to your access to and use of any Third Party Content and you further agree to comply with any terms and conditions that are specific to the Third Party Content, including the terms and conditions specified under these Terms of Use. Atomic Reach is not responsible, and assumes no liability, for any Third Party Content.

  1. Suspension and Termination of Access

Atomic Reach may suspend or terminate your access to the Services immediately without prior notice and without further obligation or liability to you if, in Atomic Reach’s sole discretion, it determines you have breached these Terms of Use. Atomic Reach may also suspend your access to the Services or terminate these Terms of Use at any time without written notice to you for any reason whatsoever, and any fees paid by you in advance, if any, shall be refunded on a pro rata basis.

If the Terms of Use are terminated for any reason, you are still bound by the Terms of Use as set out herein. Except if you reside in Québec or to the extent expressly provided for herein, Atomic Reach has no liability of any kind or any nature whatsoever to you solely by reason of any change, modification, suspension or discontinuance of the Website or any or all of the Services in accordance with its terms. Except if you reside in Québec or to the extent expressly provided for herein, you agree that you shall not make any claim against Atomic Reach, including with respect to any lost revenue, profits or opportunities as a result of such change, modification, suspension or discontinuance or on account of any expenditures made or actions taken in reliance on the expected continuation of the Website, the Services or these Terms of Use.

  1. Cancellation

If you choose to cancel your Account or Author Account, as applicable, you are solely responsible for doing so in accordance with Atomic Reach’s then current cancellation procedure (the “Cancellation Procedure”) set out on Atomic Reach’s website user at [https://app.hatchbuck.com/OnlineForm/43162545237]. If you complete the Cancellation Procedure, Atomic Reach will cancel your Account or Author Account, as applicable, after thirty days (the Cancellation Period) and remove Personal Information associated with the User Content you have provided prior to cancellation, but will continue to use such User Content in its anonymous, aggregated form for the purposes of providing the Services. During the Cancellation Period, you may reactivate your Account or Author Account, as applicable, and your User Content and user settings will be restored to their last configuration prior to cancellation. After expiry of the Cancellation Period, you cannot recover User Content previously uploaded, posted or submitted to the Services from your Account or Author Account, as applicable. Atomic Reach is not responsible for the loss of any User Content due to your cancellation of your Account or Author Account, as applicable.

  1. Use Restrictions

Your use of the Services is subject to the acceptable use policy of Atomic Reach’s third party hosting provider available online at http://aws.amazon.com/aup/, and you are bound by such policy.

You must not use the Services: (i) to engage in any illegal or unauthorized purpose, including in any way that violates other laws applicable in Canada or other laws applicable to you, or in any manner that is inconsistent, or could be inconsistent, with applicable local, provincial/state, and national laws and regulations; (ii) in any way that violates or infringes the copyrights, rights of privacy or publicity, or any other rights of any person; (iii) to impersonate or misrepresent your affiliation with any person or entity; (iv) to engage in verbal, physical, written or other abuse (including threats of abuse or retribution) of any Atomic Reach customer, employee, member, or officer or any user of the Services; or (v) to upload, post or submit User Content, or otherwise make available to others using the Services: (A) any material that, in Atomic Reach’s discretion, is libelous, defamatory, pornographic, obscene, offensive, harassing, abusive or otherwise actionable or objectionable material in Atomic Reach’s sole opinion; (B) any unsolicited message or unauthorized advertising or promotional material or any junk mail, spam or chain letters, mail bombs, or messages through e-mail, or any short message service or multimedia service; (C) any worms, viruses, malware, Trojan horses, scripts, spiders, botnets or similar means to harvest or collect information, or any computer code or files of a destructive, disabling or interfering nature, or any User Content that contains any of the foregoing; or (D) any material that is detrimental to the operation of the Services or that could damage, disable or overburden the Services, or that is detrimental to the access or use of the Services by anyone else, which restriction applies to any use that interferes or attempts to interfere with the normal operations of the Services, including by hacking, deleting, augmenting or altering the Services or any Atomic Reach Content or User Content.

You must not, without Atomic Reach’s prior written permission (including the permissions granted by these Terms of Use): (i) access or search, or attempt to access or search, the Services by any means (automated or otherwise) except through Atomic Reach’s available Services interfaces and your Account or Author Account, as applicable; (ii) copy, distribute (including by framing any of the Services on any web site), modify, enhance, translate, reproduce, alter, tamper with, repair, sell, sublicense, rent, lease, make derivative works of, or otherwise attempt to exploit the Services; (iii) decompile, disassemble, reverse engineer, or otherwise attempt to discover the source code (except to the extent that this restriction is expressly prohibited by law) underlying the Services; (iv) make derivative works of the Services; or (v) modify another website so as to falsely imply that it is associated with the Services, Atomic Reach or any other Atomic Reach products or services.

  1. Personal Information

You agree that your use of the Services is subject to the terms of our Privacy Policy, which is hereby incorporated by reference into, and forms an integral part of, the Terms of Use. By agreeing to the Terms of Use or by using the Services, you expressly consent to the collection, storage, use and disclosure of your information, including your Personal Information, according to the Privacy Policy. You represent and warrant to Atomic Reach that you are at least 18 years of age and that you have the full, unrestricted right and authority and have been fully authorized to provide to Atomic Reach any and all Registration Data (including any Personal Information) for the purposes of these Terms of Use and that Atomic Reach is authorized and permitted to use such data as and to the extent provided in these Terms of Use.

If you are between the ages of 13 and 17, you represent that your legal guardian has reviewed and agreed to these Terms of Use and has the full, unrestricted right and authority and has been fully authorized to provide to Atomic Reach any and all Registration Data (including any Personal Information) for the purposes of these Terms of Use and that Atomic Reach is authorized and permitted to use such data as and to the extent provided in these Terms of Use.

  1. Use of Cookies

You agree that Atomic Reach has the right to monitor and review your use of the Services from time to time, and to use “cookies”, “log files”, “web analytics software” and your “browsing data” in accordance with the Privacy Policy.

  1. Subscription Fees and Charges

Your use of the Services may be subject to subscription charges based on a tiered user model, with varying levels of functionality offered to individual and business customers at different rates. Each additional Author Account will also be subject to additional fees.

For pricing, please visit http://www.atomicreach.com/pricing/.

  1. Support

Atomic Reach may in its discretion and subject to the limitations of these Terms of Use (or as may be posted on the Website from time to time), provide you with troubleshooting support concerning your use of the Website and any Services.

  1. Website and Services Provided “AS IS”

YOU UNDERSTAND AND AGREE THAT THE WEBSITE, THE SERVICES, ANY ATOMIC REACH CONTENT AND OTHER INFORMATION, DATA AND MATERIALS AVAILABLE ON THE WEBSITE OR PROVIDED AS PART OF THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND, EXCEPT TO THE EXTENT EXPRESSLY PROVIDED FOR HEREIN AND PERMITTED UNDER APPLICABLE LAW, ATOMIC REACH EXPRESSLY DISCLAIMS ALL REPRESENTATIONS OR WARRANTIES OR CONDITIONS OF ANY KIND OR NATURE WHATSOEVER, WHETHER EXPRESS OR IMPLIED, AND WHETHER ARISING BY STATUTE OR OTHERWISE IN LAW, FROM A COURSE OF DEALING OR USAGE OF TRADE, AND INCLUDING WITHOUT LIMITATION, ANY IMPLIED WARRANTIES OR CONDITIONS, ANY CONDITION OR WARRANTY OF MERCHANTABILITY, TITLE OR NON-INFRINGEMENT OF THIRD PARTIES RIGHTS AND ANY CONDITION OR WARRANTY OF FITNESS FOR A PARTICULAR PURPOSE.

ANY ACTIONS TAKEN, OR FAILURES TO ACT, IN RELIANCE ON ANY ATOMIC REACH CONTENT (OR OTHERWISE ON THE SERVICES) BY YOU OR ANY OTHER PERSON IS YOUR SOLE RESPONSIBILITY AND LIABILITY. ATOMIC REACH SPECIFICALLY MAKES NO REPRESENTATIONS OR WARRANTIES THAT THE WEBSITE OR ANY OF THE SERVICES  (INCLUDING THE PROVISION OF ANY ATOMIC REACH CONTENT) WILL BE ACCURATE, RELIABLE, COMPATIBLE WITH YOUR COMPUTER, OR COMPLETE OR WILL BE PROVIDED ON AN UNINTERRUPTED, TIMELY, SECURE OR ERROR-FREE BASIS OR THAT ANY ERRORS CAN OR WILL BE CORRECTED OR THAT ANY SERVICES, ATOMIC REACH CONTENT, DATA OR THE RESULTS DERIVED THEREFROM WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS OR THAT THE WEBSITE AND ITS SERVERS ARE FREE OF COMPUTER VIRUSES AND OTHER HARMFUL ELEMENTS.

YOU ACKNOWLEDGE THAT ATOMIC REACH DOES NOT CONTROL IN ANY RESPECT ANY INFORMATION, PRODUCTS, OR SERVICES OFFERED BY THIRD PARTIES ON OR THROUGH THE WEBSITE. EXCEPT AS OTHERWISE AGREED IN WRITING, ATOMIC REACH AND ITS AFFILIATES ASSUME NO RESPONSIBILITY FOR AND MAKE NO WARRANTY OR REPRESENTATION AS TO THE ACCURACY, CURRENCY, COMPLETENESS, RELIABILITY OR USEFULNESS OF CONTENT OR PRODUCTS DISTRIBUTED OR MADE AVAILABLE BY THIRD PARTIES THROUGH THE WEBSITE.

IF YOU ARE DISSATISFIED WITH THE WEBSITE, THE SERVICES OR WITH ANY OF THE TERMS, CONDITIONS, GUIDELINES, PRACTICES OR POLICIES OF ATOMIC REACH IN OPERATING THE WEBSITE AND IN PROVIDING THE SERVICES YOU AGREE THAT YOUR SOLE AND EXCLUSIVE REMEDY SHALL BE TO DISCONTINUE USING THE WEBSITE AND SERVICES.

  1. Limitation of Liability

CONSUMER PROTECTION LAWS IN QUÉBEC PROHIBIT ANY STIPULATION THAT WOULD RELIEVE A MERCHANT FROM THE CONSEQUENCES OF HIS OR HER OWN ACTION. IF YOU ARE A QUÉBEC CONSUMER, THIS SECTION 16 DOES NOT APPLY TO THE EXTENT THAT IT WOULD RELIEVE ATOMIC REACH OR ITS REPRESENTATIVE(S) OF LIABILITY FOR ANY ACTION OF ATOMIC REACH.

UNDER NO CIRCUMSTANCES SHALL ATOMIC REACH, BE LIABLE TO YOU, OR TO ANY OTHER PARTY, FOR ANY LOSSES, COSTS OR DAMAGES OF ANY KIND OR NATURE WHATSOEVER THAT ARE SUFFERED OR INCURRED IN ANY CONNECTION WITH THE USE OF (OR THE INABILITY TO USE) THE WEBSITE, SERVICES, OR ANY ATOMIC REACH CONTENT OR THIRD PARTY CONTENT  (REGARDLESS OF THE FORM OF ACTION OR THEORY OF LIABILITY, INCLUDING FOR BREACH OF CONTRACT, TORT, NEGLIGENCE, EQUITY, STRICT LIABILITY, BY STATUTE OR OTHERWISE AND REGARDLESS OF THE OCCURRENCE OF A FUNDAMENTAL BREACH OR FAILURE OF ESSENTIAL PURPOSE) THAT EXCEEDS, IN THE AGGREGATE, THE AMOUNTS THAT YOU HAVE PAID ATOMIC REACH IN RESPECT OF THE SERVICES IN THE 30 DAY PERIOD THAT IMMEDIATELY PRECEEDED THE DATE OF YOUR CLAIM.

IN NO EVENT WHATSOEVER SHALL ANY OF ATOMIC REACH, ITS DIRECTORS, OFFICERS, EMPLOYEES, SHAREHOLDERS, AFFILIATES, AGENTS AND THIRD PARTY CONTRACTORS, SUPPLIERS AND LICENSORS (COLLECTIVELY THE “COMPANY PARTIES”) BE LIABLE FOR ANY SPECIAL, EXEMPLARY, PUNITIVE, CONSEQUENTIAL, INCIDENTAL OR INDIRECT DAMAGES OF ANY KIND OR NATURE WHATSOEVER THAT ARE SUFFERED OR INCURRED IN ANY CONNECTION WITH THE USE OF WEBSITE OR THE PROVISION OF THE SERVICES (INCLUDING IN ANY CONNECTION WITH THE TRANSMISSION OR DOWNLOADING OR STORAGE OF ANY DATA OR SUBMISSIONS TO OR FROM THE WEBSITE OR THE USE OF, OR RELIANCE ON, ANY ATOMIC REACH CONTENT OR OTHER INFORMATION OR DATA CONTAINED ON OR PROVIDED THROUGH THE WEBSITE OR SERVICES, OR LOSS OF OR DAMAGE TO FILES OR DATA OR ANY COSTS OF RECOVERING OR REPRODUCING ANY FILES OR DATA OR LOSS OF USE OR LACK OF AVAILABILITY OF SERVICES OR ANY BUSINESS INTERRUPTION OR LOSS OF REVENUE OR PROFIT OR ANY OTHER ECONOMIC LOSS WHATSOEVER) HOWEVER CAUSED AND REGARDLESS OF THE FORM OR CAUSE OF ACTION AND WHETHER OR NOT FORESEEABLE, EVEN IF THE COMPANY PARTIES OR ANY OF THEM HAS BEEN INFORMED IN ADVANCE OR OUGHT REASONABLY TO HAVE KNOWN OF THE POTENTIAL FOR SUCH DAMAGES.

THE ENTIRE RISK AS TO THE RESULTS AND PERFORMANCE AND USE OF THE WEBSITE, SERVICES AND ANY PROVIDED SUPPORT IS ASSUMED BY YOU. YOU ACKNOWLEDGE SERVICES ARE PROVIDED OVER THE INTERNET AND THAT THE INTERNET IS NOT A SECURE MEDIUM AND PRIVACY AND CONFIDENTIALITY CANNOT BE GUARANTEED.

Atomic Reach shall not be liable for any failure to perform its obligations hereunder where the failure results from any cause beyond Atomic Reach’s reasonable control, including, without limitation, mechanical, electronic, or communications failure or degradation.

The terms and conditions of these Terms of Use that limit liability reflect an informed voluntary allocation of risk; such allocation represents a material part of these Terms of Use. You agree that the limitations of liabilities set out in these Terms of Use are fair and reasonable in the circumstances.

  1. Indemnity

Except if you reside in Québec, you agree to defend, indemnify, and hold harmless the Company Parties from and against any claims, actions, demands, losses, liabilities, damages, costs and expenses suffered by such persons, including without limitation, reasonable legal and accounting fees, alleging or resulting, directly or indirectly, from your: (a) breach of these Terms of Use; (b) access to the Website or use of the Services; and (c) provision of User Content, Registration Data or other disclosure to Atomic Reach of any other information or data and the use of same by Atomic Reach or other Company Party as contemplated hereunder.

  1. Trade-marks

All product, brand and company names and logos and trade-marks displayed on the Website or used in connection with the Services are the trade-marks of Atomic Reach (or its suppliers, partner businesses or third party licensors). Any use of any of the marks appearing on the Website or in connection with the Services without the express written consent of Atomic Reach or the owner of the mark, as appropriate, is strictly prohibited.

  1. Links

Atomic Reach provides links on the Website to other websites or resources, including those operated by parties other than Atomic Reach. These links are provided for your convenience and Atomic Reach is not responsible for the availability of such websites or resources and does not endorse or accept responsibility for the content of such external websites or resources and has no responsibility for or control over the terms of use or privacy policy (if any) of the operators of the external websites or resources. Your access and viewing of any third party websites or resources is conducted at your own risk. You are strongly advised to check the terms of use and the privacy policies of these external websites or resources before making use of them.  You acknowledge that Atomic Reach may remove any link to an external website or to resources at any time for any reason whatsoever.

  1. Jurisdiction

CONSUMER PROTECTION LAWS IN QUÉBEC PROHIBIT ANY STIPULATION OF A LAW OTHER THAN THE LAWS OF QUÉBEC AND THE FEDERAL LAWS OF CANADA. IF YOU ARE A QUÉBEC CONSUMER, THE FOLLOWING PARAGRAPH DOES NOT APPLY.

The Services are administered by Atomic Reach from a site that is located in Ontario, Canada. You acknowledge and agree that your use of the Website and all of the communications, transmissions and transactions associated with the Website and the provision of the Services shall be deemed to have occurred in the Province of Ontario, Canada. You agree that these Terms of Use shall be exclusively governed by, construed and interpreted in accordance with the laws of the Province of Ontario, Canada and that federal laws of Canada applicable therein and that the law of the Province of Ontario is the proper law. You irrevocably attorn to the exclusive jurisdiction of the Courts of the Province of Ontario in respect of all matters and disputes arising hereunder.

You expressly agree that, in the event that there is a dispute under these Terms of Use and such dispute is to be resolved in a court of law, such dispute shall not be resolved by jury trial and you hereby waive any right to trial by jury.

  1. Waiver

No delay or omission by Atomic Reach to exercise any right or power it has under these Terms of Use or to object to the failure of any covenant of you to be performed in a timely and complete manner, shall impair any such right or power or be construed as a waiver of any succeeding breach or any other covenant. Any waivers by Atomic Reach must be in writing and signed by an authorized representative of Atomic Reach.

  1. Entire Agreement

These Terms of Use, together with any applicable Service Terms, constitute the entire agreement between you and Atomic Reach as it relates to the access to, and use of, the Services and the subject matter of these Terms of Use and supersede all prior or contemporaneous agreements, negotiations, representations and proposals, written or oral between Atomic Reach and you.

  1. Interpretation

In these Terms of Use: (a) words denoting the singular include the plural and vice versa; (b) all usage of the word “including” means “including, without limitation,” throughout these Terms of Use; (c) all dollar amounts are expressed in Canadian currency unless expressly provided otherwise; (d) the division of these Terms of Use into separate sections, subsections and the insertion of headings is for convenience only and shall not affect the construction or interpretation of these Terms of Use; (e) words or abbreviations which have well-known or trade meanings are used herein in accordance with their recognized meanings; and (f) you and Atomic Reach agree that these Terms of Use shall not be construed in favour of or against any party by reason of the extent to which any party or its professional advisors participated in the preparation of these Terms of Use.

  1. Severability

If any provision of these Terms of Use is held by a court of competent jurisdiction to be invalid or unenforceable in any respect, then the remaining provisions of these Terms of Use, or the application of such provisions to persons or circumstances other than those as to which it is invalid or unenforceable shall not be affected thereby, and each such provision of these Terms of Use shall be valid and enforceable to the extent permitted by law.

  1. Electronic Documents

This electronic document, and all other electronic documents referred to or incorporated herein, will be: (a) deemed for all purposes to be a “writing” or “in writing”, and to comply with all statutory, contractual, and other legal requirements for a writing; and (b) legally enforceable as a signed agreement. A printed version of these Terms of Use and any notice given in electronic form shall be admissible in judicial proceedings or administrative proceedings based upon or relating to these Terms of Use to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form.

  1. Conformance with Law

In addition to complying with these Terms of Use, you agree to use the Services for lawful purposes only and in a manner consistent with all applicable local, national or international laws and regulations, including all privacy and personal information laws. The Services shall not be used where, and to any extent, such use is prohibited by law. Your use of the Services from any location is subject to your compliance with all applicable laws and regulations that may be applicable to you. You agree, and confirm, that your use of the Services is in full compliance with the laws of the jurisdiction(s) to which you are subject, and that you are not prohibited from using the Services due to any restriction whatsoever and that you have obtained all necessary consents and approvals required or reasonably necessary.

  1. Contact / Notices

If you have any questions about the Terms of Use, or need to provide notice to, or communicate with, Atomic Reach under the Term of Use, please contact Atomic Reach by clicking Contact Us or by delivery in person, by courier or by the mail, to Atomic Reach at 129 Spadina Avenue, Suite 301, Toronto, Ontario, M5V 2L3, Canada. Atomic Reach may provide notices or communications to you through the Services and you agree that such notices shall constitute notice to you whether or not you actually access the notice.

  1. Assignment

These Terms of Use are personal to you, and are not assignable, transferable, or sublicensable by you except with Atomic Reach’s prior written consent. Atomic Reach may assign, transfer, or delegate any of its rights and obligations hereunder without your consent.


Terms of Service last updated: December 1st, 2014