Updated April 21, 2021
Thank you for your interest in Switchboard! Below we’ve outlined the Terms of Service (the “Agreement”) between you and us, Atlas Guide, Inc. (“Atlas” or “the Company”). This Agreement is a legally binding contract regarding your use of any of the Company’s services, including our website, mobile application and VoIP phone services (“Switchboard” or the “Service”), where “you” or “your” means any individual as well as any entity, company, university or organization (“Organization”).
The Service. Switchboard provides you with a mobile phone number, voice calling, speech recognition, NLP and contact management, among other features, through mobile applications that can be downloaded through Apple App Store or Google Play Store as well as a web application. We offer a paid subscription plan that provides users with a phone number and voice calling, among other features, for which you may be required to pay fees (“Subscription Plan”).
Eligibility. You must be at least 13 years old to use the Service. By agreeing to these Terms, you represent and warrant to us that: (a) you are at least 13 years old; (b) you have not previously been suspended or removed from the Service; and (c) your registration and your use of the Service is in compliance with any and all applicable laws and regulations. If you are an Organization, the individual accepting these Terms on your behalf represents and warrants that they have authority to bind you to these Terms and you agree to be bound by these Terms.
Accurate Information. You must provide up-to-date and complete contact and billing information as required by the Company or its third party payment processor. You agree that the Company may rely on the accuracy of this information and that the Company has no liability to you or any third party for damages or claims relating to inaccurate information provided by you to the Company.
Telephony Providers. The Company uses third-parties for telephony services in various countries (the “Providers”). You acknowledge the independent vendor relationship between the Company and Providers and that the Company has no supervision, control, direction over, or can guarantee anything on behalf of the Providers. The Company will make every reasonable effort to arrange for the fulfillment of the Service and resolve any issues with Providers. You agree to accept Services “as-is”, taken at your own discretion and risk, without holding the Company responsible for availability, quality, timeliness or any other aspect of the service.
Accounts and Registration. The Service may require you to register for an account to use most features. Account registration may require information about you including your name, email address, phone number, or other contact information. You may delegate access to individual users (“Authorized Users”) to use the Service under your Organization account, provided these Authorized Users register their own accounts under their contact information. You agree to keep all contact information accurate and up-to-date at all times and that you have the right to provide us such information. You are responsible for maintaining a secure account including regularly changing your password, and you accept all responsibility for all activities that occur under your account and organization.
Authorized Usage. The Service is provided to you as an individual or Organization. Your mobile phone number is provided on the understanding that it and related services are personal to you, and the Company is not responsible or liable in any way for any use of the Service by any party using your account or mobile number. You are responsible for identifying and approving access for any Authorized Users within your Organization with appropriate access controls and security measures and for all activities that occur under your Authorized Users’s usernames, passwords, mobile phone numbers or accounts as a result of use of the Service.Authorized Users. If you received access to the Service from your Organization, you acknowledge and agree that your access to the Service is subject to the agreement between the Company and your Organization, and that the Service may be terminated at any time.
Provision of Service. The Company reserves the right to change, suspend or terminate the Service that it offers at any time, including availability or access to any feature, account or promotion offered by the Company. The Company will provide advance notice of any changes, suspensions or terminations of service when feasible, but you acknowledge the Company’s right change, suspend or terminate the Service without such advance notice.
General Payment Terms. Certain features of the Service may require you to pay fees. Before you pay any fees, you will have the opportunity to review and accept the fees that you will be charged. All fees are in U.S. Dollars and are non-refundable.
Price. Atlas reserves the right to determine pricing for the Service. Atlas will make reasonable efforts to keep pricing information published on the website up to date. We encourage you to check our website periodically for current pricing information. Atlas may change the fees for any feature of the Service, including additional fees or charges, if Atlas gives you advance notice of changes before they apply. Atlas, at its sole discretion, may make promotional offers with different features and different pricing to any of Atlas’s customers. These promotional offers, unless made to you, will not apply to your offer or these Terms.Authorization. You authorize Atlas and its third party payment processors to charge all sums for the orders that you make and any level of Service you select as described in these Terms or published by Atlas, including all applicable taxes, to the payment method specified in your account. If you pay any fees with a credit card, Atlas or its third party payment processors may seek pre-authorization of your credit card account prior to your purchase to verify that the credit card is valid and has the necessary funds or credit available to cover your purchase. At its discretion Atlas may allow an organization to purchase the Service by issuing an invoice for payment that must be settled within 30 days of issuance.
Subscription Service. The Service may include automatically recurring payments for periodic charges (“Subscription Service”). If you activate a Subscription Service, you authorize Atlas or its third party payment processors or Apple or Google if you subscribed directly through the mobile application to periodically charge, on a going-forward basis and until cancellation of either the recurring payments or your account, all accrued sums on or before the payment due date for the accrued sums, including all accrued sums for your Authorized Users. The “Subscription Billing Date” is the date when you purchase your first subscription to the Service. Your account will be charged automatically on the Subscription Billing Date all applicable fees and taxes for the next subscription period, which may be one month or one year depending on the selection you make on your account (such period, the “Initial Subscription Period”). At the end of the Initial Subscription Period, your subscription will automatically renew for a period equal to the Initial Subscription Period (such renewal period, the “Renewal Subscription Period”), unless you cancel your subscription or we terminate it. If you may add additional users to Teams accounts throughout the Subscription Period you will be charged a pro-rata fee for the time remaining to the renewal period. If you disable users to Teams or do not allocate users to a purchased Team user seat you will earn a corresponding pro-rata credit for the unused portion of the Subscription Period that may be applied to your fee for the subsequent Renewal Subscription Period. You must cancel your subscription before it renews in order to avoid billing of the next periodic Subscription Fee to your account. Atlas or its third party payment processor will bill the periodic Subscription Fee to the payment method you provide to us during registration (or to a different payment method if you change your payment information). You may cancel the Subscription Service in the settings page for your account at Atlas if you signed up directly via our website, or through settings in the Apple App Store, or Google Play Store if you subscribed directly in the mobile application or contacting us at: firstname.lastname@example.org
Delinquent Accounts. Atlas may suspend or terminate access to the Service, including fee-based portions of the Service, for any account for which any sums are due but unpaid. Without limiting the generality of the foregoing, if you have been provided access to the Service (including certain features thereof) via your Organization and your Organization has not paid all sums due, we may suspend or terminate your access to the Service. In addition to the amount due for the Service, a delinquent account may be charged with fees or charges that are incidental to any chargeback or collection of any the unpaid amount, including collection fees.
Limited License. Subject to your complete and ongoing compliance with these Terms, Atlas grants you, solely for your personal, non-commercial use, a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to: (a) install and use one object code copy of any mobile application associated with the Service obtained from a legitimate marketplace on a mobile device that you own or control; and (b) access and use the Service.License Restrictions. Except and solely to the extent such a restriction is impermissible under applicable law, you may not: (a) reproduce, distribute, publicly display, or publicly perform the Service; (b) make modifications to the Service; (c) interfere with or circumvent any feature of the Service, including any security or access control mechanism; (d) access or use the Service in violation of any usage restrictions or other limitations associated with the level of Service you (or your Organization) have selected to access and purchased, if applicable. If you are prohibited under applicable law from using the Service, you may not use it.
Feedback. If you choose to provide input and suggestions regarding problems with or proposed modifications or improvements to the Service (“Feedback”), then you hereby grant Atlas an unrestricted, perpetual, irrevocable, non-exclusive, fully-paid, royalty-free right to exploit the Feedback in any manner and for any purpose, including to improve the Service and create other products and services.Ownership. The Service is owned and operated by Atlas. The visual interfaces, graphics, design, compilation, information, data, computer code (including source code or object code), products, software, services, and all other elements of the Service (“Materials”) provided by Atlas are protected by intellectual property and other laws. All Materials included in the Service are the property of Atlas or its third party licensors. Except as expressly authorized by Atlas, you may not make use of the Materials. Atlas reserves all rights to the Materials not granted expressly in these Terms.
Third Party Services and Linked Websites. Atlas may provide tools through the Service that enable you to export information, including User Content, to third party services, including through features that may allow you to link your account on Atlas with an account on the third party service, such as Twitter or Facebook, or through our implementation of third party buttons (such as “like” or “share” buttons). By using one of these tools, you agree that Atlas may transfer that information to the applicable third party service. Third party services are not under Atlas’s control, and, to the fullest extent permitted by law, Atlas is not responsible for any third party service’s use of your exported information. The Service may also contain links to third party websites. Linked websites are not under Atlas’s control, and Atlas is not responsible for their content.
User Content. Certain features of the Service may permit users to upload content to the Service (including by syncing your account with Third Party Accounts as further described in Section 9.1), including voice recordings, audio recordings, data, text, photographs, and other types of works (“User Content”), and to otherwise publish User Content on the Service. To the extent you desire to use the Service in connection with materials or information located on your Zoom, Dropbox, or other third-party accounts (collectively, “Third Party Accounts”), you hereby grant Atlas permission to access the Third Party Accounts in connection with Atlas’s provision of the Service. As between you and Atlas, you retain any copyright and other proprietary rights that you may hold in the User Content that you post to the Service.
Audio Recordings. The Service may provide a feature that allows you to record individual conversations, phone calls, and/or upload recorded conversations. The laws regarding the notice and notification requirements of such recorded conversations vary by location. You acknowledge and agree that you are solely responsible for providing any notices to, and obtaining consent from, individuals in connection with any recordings as required under applicable law.
Limited License Grant to Atlas. You retain all ownership rights to the User Content processed using the service. You grant Atlas a worldwide, non-exclusive, royalty-free, fully paid right and license (with the right to sublicense) to host, store, transfer, and process your User Content, in whole or in part. You may delete User Content from their account where it may be stored in a separate trash folder provided with the service for a specified period unless they choose to delete it from the trash folder. Once it has been permanently deleted from the user account either by direct action by the user or on expiration of the specified retention period in the trash folder, no record of the User Content is retained and the User Content cannot be recreated by the service.License Grant to Users. By providing User Content to or via the Service to other users of the Service, you grant those users a non-exclusive license to access, use, modify, and distribute that User Content as permitted by these Terms and the functionality of the Service.
Access to User Content and Results. Atlas may permit you to share certain User Content or the results of processing User Content with other users of the Service, share User Content or the results of processing User Content outside of the Service, or even make certain User Content or the results of processing User Content public for all (even non-Service users) to view. You acknowledge and agree that, although Atlas may provide certain features intended to allow you to restrict access of some User Content you create from others, Atlas does not guarantee that such User Content or any results of processing User Content will never be accessible by others. To the fullest extent permitted by law, Atlas is not responsible for the use of any User Content or results of processing User Content by users or non-users of the Service or any third parties.User Content Representations and Warranties. Atlas disclaims any and all liability in connection with User Content. You are solely responsible for your User Content and the consequences of providing User Content via the Service. By providing User Content via the Service, you affirm, represent, and warrant that: you are the creator and owner of the User Content, or have the necessary licenses, rights, consents, and permissions to authorize Atlas and users of the Service to use and distribute your User Content as necessary to exercise the licenses granted by you in this Section, in the manner contemplated by Atlas, the Service, and these Terms; your User Content, and the use of your User Content as contemplated by these Terms, does not and will not: (i) infringe, violate, or misappropriate any third party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) slander, defame, libel, or invade the right of privacy, publicity or other property rights of any other person; or (iii) cause Atlas to violate any law or regulation; and your User Content could not be deemed by a reasonable person to be objectionable, profane, indecent, pornographic, harassing, threatening, embarrassing, hateful, or otherwise inappropriate.
User Content Disclaimer. We are under no obligation to edit or control User Content that you or other users post or publish, and will not be in any way responsible or liable for User Content. Atlas may, however, at any time and without prior notice, screen, remove, edit, or block any User Content that in our sole judgment violates these Terms or is otherwise objectionable. You understand that when using the Service you will be exposed to User Content from a variety of sources and acknowledge that User Content may be inaccurate, offensive, indecent, or objectionable. You agree to waive, and do waive, any legal or equitable right or remedy you have or may have against Atlas with respect to User Content. If notified by a user or content owner that User Content allegedly does not conform to these Terms, we may investigate the allegation and determine in our sole discretion whether to remove the User Content, which we reserve the right to do at any time and without notice. For clarity, Atlas does not permit copyright-infringing activities on the Service.
Monitoring Content. Atlas does not control and does not have any obligation to monitor: (a) User Content; (b) any content made available by third parties; or (c) the use of the Service by its users. Atlas is not responsible for the use of any User Content by users or any third parties. You acknowledge and agree that Atlas reserves the right to, and may from time to time, monitor any and all information transmitted or received through the Service for operational and other purposes. If at any time Atlas chooses to monitor the content, Atlas still assumes no responsibility or liability for content or any loss or damage incurred as a result of the use of content.
Machine Learning. Atlas shall have the right to process data and other information relating to the provision, use and performance of various aspects of the Service and related systems and technologies (“Usage Data”). The Service may be implemented using machine learning systems with features and implementations designed to generate statistics, calibrate data models, and improve algorithms in the course of processing User Content and Usage Data (“Machine Learning”). Nothing in these Terms prohibits Company from using such Machine Learning for testing, tuning, optimizing, validating, or otherwise enhancing the analytics, models, or algorithms underlying the Service. Nothing in these Terms gives you any rights in or to any part of the Service or the Machine Learning generated by Company or the Machine Learning generated in the course of providing the Service.
Text Messaging. Atlas and those acting on our behalf may send you text (SMS) messages at the phone number you provide us. These messages may be used for two factor authentication. Standard data and message rates may apply whenever you send or receive such messages, as specified by your carrier and Atlas is not responsible for these charges.
Push Notifications. When you install our app on your mobile device, you agree to receive push notifications, which are messages an app sends you on your mobile device when the app is not on. You can turn off notifications by visiting your mobile device’s “settings” page.
Email. We may send you emails in the course of delivering the service to notify when User Content has been processed, shared with you or for other operational purposes. We may also send emails concerning our products and services, as well as those of third parties. You may opt out of promotional emails by following the unsubscribe instructions in the promotional email itself.
Prohibited Conduct. BY USING THE SERVICE YOU AGREE NOT TO:use the Service for any illegal purpose or in violation of any local, state, national, or international law; use the Service or any portion thereof for the direct or indirect benefit of any third parties; use the Service in connection with any direct or indirect commercial purposes, including in connection with any paid transcription workflow or as a value-added component of a commercial product or service; harass, threaten, demean, embarrass, or otherwise harm any other user of the Service; violate, or encourage others to violate, any right of a third party (including by act or omission), including by infringing or misappropriating any third party intellectual property or proprietary right; interfere with security-related features of the Service, including by: (i) disabling or circumventing features that prevent or limit use or copying of any content; or (ii) reverse engineering or otherwise attempting to discover the source code of any portion of the Service except to the extent that the activity is expressly permitted by applicable law; interfere with the operation of the Service or any user’s enjoyment of the Service, including by: (i) uploading or otherwise disseminating any virus, adware, spyware, worm, or other malicious code; (ii) making any unsolicited offer or advertisement to another user of the Service; (iii) collecting personal information about another user or third party without consent; or (iv) interfering with or disrupting any network, equipment, or server connected to or used to provide the Service; perform any fraudulent activity including impersonating any person or entity, claiming a false affiliation, accessing any other Service account without permission, or falsifying your age or date of birth; sell or otherwise transfer the access granted under these Terms or any Materials (as defined in Section 6) or any right or ability to view, access, or use any Materials; or attempt to do any of the acts described in this Section 11 or assist or permit any person in engaging in any of the acts described in this Section 11.
Digital Millennium Copyright Act. We comply with the provisions of the Digital Millennium Copyright Act applicable to Internet service providers (17 U.S.C. §512, as amended). If you have an intellectual property rights-related complaint about material posted on the Service, you may contact our Designated Agent at the following address: Atlas Guide, Inc., ATTN: Legal Department (Copyright Notification), 1615 Cordova Street, Los Angeles, CA 90007. Email: email@example.com
Any notice alleging that materials hosted by or distributed through the Service infringe intellectual property rights must include the following information:an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other right being infringed; a description of the copyrighted work or other intellectual property that you claim has been infringed; a description of the material that you claim is infringing and where it is located on the Service; your address, telephone number, and email address; a statement by you that you have a good faith belief that the use of the materials on the Service of which you are complaining is not authorized by the copyright owner, its agent, or the law; and a statement by you that the above information in your notice is accurate and that, under penalty of perjury, you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner’s behalf.
Repeat Infringers. Atlas will promptly terminate the accounts of users that are determined by Atlas to be repeat infringers.
Modification of these Terms. We reserve the right to change these Terms on a going-forward basis at any time. Please check these Terms periodically for changes. If a change to these Terms materially modifies your rights or obligations, we may require that you accept the modified Terms in order to continue to use the Service. Material modifications are effective upon your acceptance of the modified Terms. Immaterial modifications are effective upon publication. Except as expressly permitted in this Section 13, these Terms may be amended only by a written agreement signed by authorized representatives of the parties to these Terms. Disputes arising under these Terms will be resolved in accordance with the version of these Terms that was in effect at the time the dispute arose.
Term and Termination. These Terms are effective beginning when you accept the Terms or first download, install, access, or use the Service, and ending when terminated. If you violate any provision of these Terms, your authorization to access the Service and these Terms automatically terminate. In addition, Atlas may, at its sole discretion, terminate these Terms or your account on the Service, or suspend or terminate your access to the Service, at any time for any reason or no reason, with or without notice. You may terminate your account and these Terms at any time by contacting customer service at firstname.lastname@example.org.
Effect of Termination. Upon termination of these Terms: (a) your license rights will terminate and you must immediately cease all use of the Service; (b) you will no longer be authorized to access your account or the Service; (c) you must pay Atlas any unpaid amount that was due prior to termination; and (d) all payment obligations accrued prior to termination will survive.
Modification of the Service. Atlas reserves the right to modify or discontinue the Service at any time (including by limiting or discontinuing certain features of the Service), temporarily or permanently, without notice to you. Atlas will have no liability for any change to the Service or any suspension or termination of your access to or use of the Service.
Indemnity. To the fullest extent permitted by law, you are responsible for your use of the Service, and you will defend and indemnify Atlas and its officers, directors, employees, consultants, affiliates, subsidiaries and agents (together, the “Atlas Entities”) from and against every claim brought by a third party, and any related liability, damage, loss, and expense, including reasonable attorneys’ fees and costs, arising out of or connected with: (a) your unauthorized use of, or misuse of, the Service; (b) your violation of any portion of these Terms, any representation, warranty, or agreement referenced in these Terms, or any applicable law or regulation; (c) your violation of any third party right, including any intellectual property right or publicity, confidentiality, other property, or privacy right; (d) the nature of content of Data processed by the Service; or (e) any dispute or issue between you and any third party. We reserve the right, at our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by you (without limiting your indemnification obligations with respect to that matter), and in that case, you agree to cooperate with our defense of those claims.
Disclaimers; No Warranties. THE SERVICE AND ALL MATERIALS AND CONTENT AND TRANSCRIPTIONS AVAILABLE THROUGH THE SERVICE ARE PROVIDED “AS IS” AND ON AN “AS AVAILABLE” BASIS. Atlas DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, RELATING TO THE SERVICE AND ALL MATERIALS AND CONTENT AND TRANSCRIPTIONS AVAILABLE THROUGH THE SERVICE, INCLUDING: (A) ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, QUIET ENJOYMENT, OR NON-INFRINGEMENT; AND (B) ANY WARRANTY ARISING OUT OF COURSE OF DEALING, USAGE, OR TRADE. Atlas DOES NOT WARRANT THAT THE SERVICE OR ANY PORTION OF THE SERVICE (OR YOUR ACCESS THERETO), OR ANY DATA, MATERIALS OR CONTENT OFFERED THROUGH OR PROCESSED BY THE SERVICE, WILL BE UNINTERRUPTED, SECURE, OR FREE OF ERRORS, VIRUSES, OR OTHER HARMFUL COMPONENTS, AND Atlas DOES NOT WARRANT THAT ANY OF THOSE ISSUES WILL BE CORRECTED. Atlas IS NOT RESPONSIBLE FOR THE FAILURE TO STORE OR MAINTAIN ANY USER DATA, CONTENT OR TRANSCRIPTIONS, USER COMMUNICATIONS, ACCOUNT INFORMATION, OR PERSONAL SETTINGS. Atlas MAKES NO WARRANTY ABOUT THE COMPLETENESS OR ACCURACY OF THE TRANSCRIPTION.
NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE SERVICE OR Atlas ENTITIES OR ANY MATERIALS OR CONTENT AVAILABLE THROUGH THE SERVICE WILL CREATE ANY WARRANTY REGARDING ANY OF THE Atlas ENTITIES OR THE SERVICE THAT IS NOT EXPRESSLY STATED IN THESE TERMS. WE ARE NOT RESPONSIBLE FOR ANY DAMAGE THAT MAY RESULT FROM THE SERVICE AND YOUR DEALING WITH ANY OTHER SERVICE USER. YOU UNDERSTAND AND AGREE THAT YOU USE ANY PORTION OF THE SERVICE AT YOUR OWN DISCRETION AND RISK, AND THAT WE ARE NOT RESPONSIBLE FOR ANY DAMAGE TO YOUR PROPERTY (INCLUDING YOUR COMPUTER SYSTEM OR MOBILE DEVICE USED IN CONNECTION WITH THE SERVICE) OR ANY LOSS OF, USE OR DISCLOSURE OF DATA, INCLUDING USER CONTENT.THE LIMITATIONS, EXCLUSIONS AND DISCLAIMERS IN THIS SECTION APPLY TO THE FULLEST EXTENT PERMITTED BY LAW. Atlas does not disclaim any warranty or other right that Atlas is prohibited from disclaiming under applicable law.
Limitation of Liability. TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL THE Atlas ENTITIES BE LIABLE TO YOU FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, OR ANY OTHER INTANGIBLE LOSS) ARISING OUT OF OR RELATING TO YOUR ACCESS TO OR USE OF, OR YOUR INABILITY TO ACCESS OR USE, THE SERVICE OR ANY MATERIALS OR CONTENT ON THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STATUTE, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT ANY Atlas ENTITY HAS BEEN INFORMED OF THE POSSIBILITY OF DAMAGE.EXCEPT AS PROVIDED IN SECTION 19.5 AND TO THE FULLEST EXTENT PERMITTED BY LAW, THE AGGREGATE LIABILITY OF THE Atlas ENTITIES TO YOU FOR ALL CLAIMS ARISING OUT OF OR RELATING TO THE USE OF OR ANY INABILITY TO USE ANY PORTION OF THE SERVICE OR OTHERWISE UNDER THESE TERMS, WHETHER IN CONTRACT, TORT, OR OTHERWISE, IS LIMITED TO THE GREATER OF: (A) THE AMOUNT YOU HAVE PAID TO Atlas FOR ACCESS TO AND USE OF THE SERVICE IN THE 12 MONTHS PRIOR TO THE EVENT OR CIRCUMSTANCE GIVING RISE TO CLAIM; OR (B) $100.EACH PROVISION OF THESE TERMS THAT PROVIDES FOR A LIMITATION OF LIABILITY, DISCLAIMER OF WARRANTIES, OR EXCLUSION OF DAMAGES IS INTENDED TO AND DOES ALLOCATE THE RISKS BETWEEN THE PARTIES UNDER THESE TERMS. THIS ALLOCATION IS AN ESSENTIAL ELEMENT OF THE BASIS OF THE BARGAIN BETWEEN THE PARTIES. EACH OF THESE PROVISIONS IS SEVERABLE AND INDEPENDENT OF ALL OTHER PROVISIONS OF THESE TERMS. THE LIMITATIONS IN THIS SECTION 17 WILL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.
Compliance. You are solely responsible (a) for Data as entered into, supplied, accessed, or used by you and (b) for complying with any privacy and data protection laws and regulations applicable to Data or your use of the Service. You represent and warrant that you have obtained and will maintain all rights, consents, and authorizations required to grant Atlas the rights and licenses set forth in Section 18 and to enable Atlas to exercise its rights under the same without violation or infringement of the rights of any third party.Information Security. Atlas will employ commercially reasonable security measures that are designed to protect Data in its possession or control against unlawful or unauthorized access, use, alteration, or disclosure.Dispute Resolution and Arbitration. In the interest of resolving disputes between you and Atlas in the most expedient and cost effective manner, and you and Atlas agree that every dispute arising in connection with these Terms will be resolved by binding arbitration. Arbitration is less formal than a lawsuit in court. Arbitration uses a neutral arbitrator instead of a judge or jury, may allow for more limited discovery than in court, and can be subject to very limited review by courts. Arbitrators can award the same damages and relief that a court can award. This agreement to arbitrate disputes includes all claims arising out of or relating to any aspect of these Terms, whether based in contract, tort, statute, fraud, misrepresentation, or any other legal theory, and regardless of whether a claim arises during or after the termination of these Terms. YOU UNDERSTAND AND AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND Atlas ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.
Exceptions. Despite the provisions of Section 19.1, nothing in these Terms will be deemed to waive, preclude, or otherwise limit the right of either party to: (a) bring an individual action in small claims court; (b) pursue an enforcement action through the applicable federal, state, or local agency if that action is available; (c) seek injunctive relief in a court of law in aid of arbitration; or (d) to file suit in a court of law to address an intellectual property infringement claim.Opt-Out. If you do not wish to resolve disputes by binding arbitration, you may opt out of the provisions of this Section 19 within 30 days after the date that you agree to these Terms by sending a letter to Atlas, Inc., Attention: Legal Department -Arbitration Opt-Out, 1615 Cordova Street, Los Angeles, CA 90007 that specifies: your full legal name, the email address associated with your account on the Service, and a statement that you wish to opt out of arbitration (“Opt-Out Notice”). Once Atlas receives your Opt-Out Notice, this section will be void and any action arising out of these Terms will be resolved as set forth in this agreement. The remaining provisions of these Terms will not be affected by your Opt-Out Notice.
Arbitrator. Any arbitration between you and Atlas will be settled under the Federal Arbitration Act and administered by the American Arbitration Association (“AAA”) under its Consumer Arbitration Rules (collectively, “AAA Rules”) as modified by these Terms. The AAA Rules and filing forms are available online at www.adr.org, by calling the AAA at 1-800-778-7879, or by contacting Atlas. The arbitrator has exclusive authority to resolve any dispute relating to the interpretation, applicability, or enforceability of this binding arbitration agreement.Notice of Arbitration; Process. A party who intends to seek arbitration must first send a written notice of the dispute to the other party by certified U.S. Mail or by Federal Express (signature required) or, only if that other party has not provided a current physical address, then by electronic mail (“Notice of Arbitration”). Atlas’s address for Notice is: Atlas Guide, Inc., 1615 Cordova Street, Los Angeles, CA 90007. The Notice of Arbitration must: (a) describe the nature and basis of the claim or dispute; and (b) set forth the specific relief sought (“Demand”). The parties will make good faith efforts to resolve the claim directly, but if the parties do not reach an agreement to do so within 30 days after the Notice of Arbitration is received, you or Atlas may commence an arbitration proceeding. All arbitration proceedings between the parties will be confidential unless otherwise agreed by the parties in writing. During the arbitration, the amount of any settlement offer made by you or Atlas must not be disclosed to the arbitrator until after the arbitrator makes a final decision and award, if any. If the arbitrator awards you an amount higher than the last written settlement amount offered by Atlas in settlement of the dispute prior to the award, Atlas will pay to you the higher of: (i) the amount awarded by the arbitrator; or (ii) $10,000.
Fees. If you commence arbitration in accordance with these Terms, Atlas will reimburse you for your payment of the filing fee, unless your claim is for more than $10,000, in which case the payment of any fees will be decided by the AAA Rules. Any arbitration hearing will take place at a location to be agreed upon in Santa Clara County, California, but if the claim is for $10,000 or less, you may choose whether the arbitration will be conducted: (a) solely on the basis of documents submitted to the arbitrator; (b) through a non-appearance based telephone hearing; or (c) by an in-person hearing as established by the AAA Rules in the county (or parish) of your billing address. If the arbitrator finds that either the substance of your claim or the relief sought in the Demand is frivolous or brought for an improper purpose (as measured by the standards set forth in Federal Rule of Civil Procedure 11(b), then the payment of all fees will be governed by the AAA Rules. In that case, you agree to reimburse Atlas for all monies previously disbursed by it that are otherwise your obligation to pay under the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator must issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the decision and award, if any, are based. The arbitrator may make rulings and resolve disputes as to the payment and reimbursement of fees or expenses at any time during the proceeding and upon request from either party made within 14 days of the arbitrator’s ruling on the merits.No Class Actions. YOU AND Atlas AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. Further, unless both you and Atlas agree otherwise, the arbitrator may not consolidate more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.Modifications to this Arbitration Provision. If Atlas makes any future change to this arbitration provision, other than a change to Atlas’s address for Notice of Arbitration, you may reject the change by sending us written notice within 30 days of the change to Atlas’s address for Notice of Arbitration, in which case your account with Atlas will be immediately terminated and this arbitration provision, as in effect immediately prior to the changes you rejected will survive.
Contact Information. The Service is offered by Atlas Guide, Inc., located at 1615 Cordova Street, Los Angeles, CA 90007 You may contact us by sending correspondence to that address or by emailing us at email@example.com.Notice to California Residents. If you are a California resident, under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210 in order to resolve a complaint regarding the Service or to receive further information regarding use of the Service.
No Support. We are under no obligation to provide support for the Service. In instances where we may offer support, the support will be subject to published policies.
Notice Regarding Apple. This Section 67 only applies to the extent you are using our mobile application on an iOS device. You acknowledge that these Terms are between you and Atlas only not with Apple Inc. (“Apple”), and Apple is not responsible for the Service or the content thereof. Apple has no obligation to furnish any maintenance and support services with respect to the Service. If the Service fails to conform to any applicable warranty, you may notify Apple and Apple will refund any applicable purchase price for the mobile application to you; and, to the maximum extent permitted by applicable law, Apple has no other warranty obligation with respect to the Service. Apple is not responsible for addressing any claims by you or any third party relating to the Service or your possession and/or use of the Service, including: (a) product liability claims; (b) any claim that the Service fails to conform to any applicable legal or regulatory requirement; or (c) claims arising under consumer protection or similar legislation. Apple is not responsible for the investigation, defense, settlement and discharge of any third party claim that the Service and/or your possession and use of the Service infringe a third party’s intellectual property rights. You agree to comply with any applicable third party terms when using the Service. Apple and Apple’s subsidiaries are third party beneficiaries of these Terms, and upon your acceptance of these Terms, Apple will have the right (and will be deemed to have accepted the right) to enforce these Terms against you as a third party beneficiary of these Terms. You hereby represent and warrant that: (i) you are not located in a country that is subject to a U.S. Government embargo, or that has been designated by the U.S. Government as a “terrorist supporting” country; and (ii) you are not listed on any U.S. Government list of prohibited or restricted parties.