These Terms of Use (the "Terms") apply to your use of Atlas Verified, or any other services, along with any associated software applications and websites, offered by Atlas Verified, Inc. (all together, "Services"). These Terms form an agreement between you and Atlas Verified, Inc., a South Carolina corporation ("Atlas"), and they include Atlas's Service Terms and important provisions for resolving disputes through arbitration. By using the Services, you agree to these Terms. These Terms are effective as of the first date that you use the Services and will continue for as long as you use or access the Services.
Registration and access
License Grant
Atlas hereby grants to you a non-exclusive and non-transferable worldwide license to use the Services according to the provisions contained herein and subject to payment of applicable license fees. You are not permitted to lease, rent, distribute or sublicense the Services or any rights therein. Further, no license is granted to you in the human readable code of the Services (source code). Except as provided below, these Terms does not grant you any rights to patents, copyrights, trade secrets, trademarks, or any other rights in the Services.
You agree that you have no license, right, power or authority to make any modifications to or unauthorized copies of the Services. You may not remove or alter any trademark, logo, copyright or other proprietary notices, legends, symbols or labels in the Services. You may not release the results of any performance or functional evaluation of the Services without Atlas's written consent. You represent and warrant that you are at least eighteen (18) years of age.
Registration
You must provide accurate and complete information to register for an account to use Atlas Services. You may not share your account credentials or make your account available to anyone else and are responsible for all activities that occur under your account. You agree to immediately notify Atlas of any unauthorized use of any account or login and password issued to you or any other breach of security known to you. Atlas shall have no liability for any loss or damage arising from your failure to comply with the terms set forth in this Section.
Using Atlas Services
What You Can Do
Subject to your compliance with these Terms, you may access and use Atlas Services. In using Atlas Services, you must comply with all applicable laws as well any other documentation, guidelines, or policies Atlas makes available to you.
What You Cannot Do
You may not use the Services for any illegal, harmful, or abusive activity. For example, you may not:
- Use Atlas Services in a way that infringes, misappropriates or violates anyone's rights.
- Modify, copy, lease, sell or distribute any Atlas Services.
- Attempt to or assist anyone to reverse engineer, decompile or discover the source code or underlying components of Atlas Services, including models, algorithms, or systems.
- Automatically or programmatically extract data or Output (defined below).
- Interfere with or disrupt Atlas Services, including circumvent any rate limits or restrictions or bypass any protective measures or safety mitigations placed on Atlas Services.
- Use Output to develop services that compete with Atlas.
Software
Atlas Services may allow you to download software, such as mobile applications, which may update automatically to ensure you're using the latest version. Atlas Services may include open-source software that is governed by its own licenses.
Third Party Services
Atlas Services may include third party software, products, or services ("Third Party Services") and some parts of Atlas Services may include output from those services ("Third Party Output"). Third Party Services and Third Party Output are subject to their own terms, and Atlas is not responsible for them.
Feedback
You agree that Atlas may use your feedback without restriction or compensation to you.
Content
Your Content
You may provide input to the Services ("Input"), and receive output from the Services based on the Input ("Output"). Input and Output are collectively "Content." You are responsible for Content, including ensuring that it does not violate any applicable law or these Terms. You represent and warrant that you have all rights, licenses, and permissions needed to provide Input to Atlas Services.
Ownership of Content
As between you and Atlas, and to the extent permitted by applicable law, you retain your ownership rights in Input. Output is generated through use of publicly available sources, and therefore, ownership of such Output may not be assigned by Atlas to any third-party.
Atlas Use of Content
Atlas may use Content to provide, maintain, develop, and improve its Services, comply with applicable law, enforce Atlas terms and policies, and keep Atlas Services safe.
Accuracy
Output is generated from your Input prompts and publicly available information and third-party sources. Output is not produced internally by Atlas or its Services. While Atlas is constantly working on improving the Services, it cannot guarantee that Output is accurate, or will be the correct response to your Input. Therefore, Atlas disclaims any responsibility or liability that may arise from your use of the Services, or the Output generated by the Services.
Content Waiver
You acknowledge that use of the Services, like with any cloud-based software, necessarily involves the transmission of Content over networks that Atlas does not own, operate or control. You agree that Atlas shall not be held responsible for any Content that is lost, altered, intercepted, or stored across such networks. Atlas cannot guarantee that security procedures will be error-free, that transmissions of Content will always be secure, or that unauthorized third-parties will never be able to defeat security measures implemented by Atlas or by third-party service providers. You acknowledge and agree that Atlas shall not be liable for delays, interruptions, service failures or other problems inherent in the use of cloud-based software, internet and electronic communications, or other systems outside of Atlas's reasonable control. Any statutory warranties or rights granted to you shall be limited to the shortest time period permitted by law, and as narrowly as permissible.
No Reliance On Content
Output may not always be accurate. You should not rely on Output from the Services as being entirely accurate, a primary source of information, the correct response to your Input, or as a substitute for professional advice. You must evaluate Output for accuracy and appropriateness for your use case, including using human review as appropriate, before using or sharing Output from the Services. You should not use Output to make important financial, personal, or health decisions without verifying the Output with third party sources or professional advice.
The Services may provide incomplete, incorrect, or offensive Output that does not represent Atlas's views. If Output references any third party products or services, that does not mean the third party endorses or is affiliated with Atlas or that Atlas endorses or is affiliated with that third party product or service. You release, waive, and hold Atlas harmless from any claim that may arise from your use of Output generated by the Services.
Atlas IP Rights
Atlas and its affiliates and licensors own all rights, title, and interest in and to the Services. You may not use Atlas's name and logo except with Atlas's written permission.
Termination and Suspension
You are free to stop using the Services at any time. Atlas reserves the right to suspend or terminate your access to the Services or delete your account for any reason or no reason.
Discontinuation of Services
Atlas may decide to discontinue its Services at any time for any reason or no reason.
Disclaimer of warranties
ATLAS SERVICES ARE PROVIDED "AS IS." EXCEPT TO THE EXTENT PROHIBITED BY LAW, ATLAS AND ITS AFFILIATES AND LICENSORS MAKE NO WARRANTIES (EXPRESS, IMPLIED, STATUTORY OR OTHERWISE) WITH RESPECT TO THE SERVICES, AND DISCLAIM ALL WARRANTIES INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, NON-INFRINGEMENT, QUIET ENJOYMENT, AND ANY WARRANTIES ARISING OUT OF ANY COURSE OF DEALING OR TRADE USAGE. ATLAS DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ACCURATE OR ERROR FREE, OR THAT ANY CONTENT WILL BE SECURE OR NOT LOST OR ALTERED.
YOU ACCEPT AND AGREE THAT ANY USE OF OUTPUTS FROM ATLAS SERVICES IS AT YOUR SOLE RISK AND YOU WILL NOT RELY ON OUTPUT AS A SOLE SOURCE OF TRUTH OR FACTUAL INFORMATION, OR AS A SUBSTITUTE FOR PROFESSIONAL ADVICE.
Limitation of liability
NEITHER ATLAS NOR ANY OF ITS AFFILIATES OR LICENSORS WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, OR DATA OR OTHER LOSSES, EVEN IF ATLAS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ATLAS'S AGGREGATE LIABILITY UNDER THESE TERMS WILL NOT EXCEED THE GREATER OF THE AMOUNT YOU PAID FOR THE SERVICE THAT GAVE RISE TO THE CLAIM DURING THE 12 MONTHS BEFORE THE LIABILITY AROSE OR ONE HUNDRED DOLLARS ($100). THE LIMITATIONS IN THIS SECTION APPLY TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. ATLAS'S AFFILIATES, SUPPLIERS, LICENSORS, AND DISTRIBUTORS ARE INTENDED THIRD PARTY BENEFICIARIES OF THIS SECTION.
Indemnity
You will indemnify and hold harmless Atlas, its affiliates, and its personnel, from and against any costs, losses, liabilities, and expenses (including attorneys' fees) from third party claims arising out of or relating to your use of the Services and Content or any violation of these Terms.
Dispute resolution
YOU AND ATLAS AGREE TO THE FOLLOWING MANDATORY ARBITRATION AND CLASS ACTION WAIVER PROVISIONS:
Mandatory Arbitration
You and Atlas agree to resolve any claims arising out of or relating to these Terms or the Services, regardless of when the claim arose, even if it was before these Terms existed (a "Dispute"), through final and binding arbitration.
Informal Dispute Resolution
Atlas would like to understand and try to address your concerns prior to formal legal action. Before either of the parties files a claim against the other, each agrees to try to resolve the Dispute informally. You agree to do so by sending Atlas notice at [email protected]. Atlas will do so by sending you notice to the email address associated with your account. If Atlas is unable to resolve a Dispute within 60 days, either of the parties has the right to initiate arbitration. The parties also agree to attend an individual settlement conference if either party requests one during this time. Any statute of limitations will be tolled during this informal resolution process.
Arbitration Forum
If Atlas is unable to resolve the Dispute, either of the parties may commence arbitration with American Arbitration Association ("AAA") under its Commercial Arbitration Rules. The activities described in these Terms involve interstate commerce and the Federal Arbitration Act will govern the interpretation and enforcement of these arbitration terms and any arbitration.
Arbitration Procedures
The arbitration will be conducted by video conference if possible, but if the arbitrator determines a hearing should be conducted in person, the location will be in Greenville, South Carolina. The arbitration will be conducted by a sole arbitrator. The arbitrator will have exclusive authority to resolve any Dispute. Any settlement offer amounts will not be disclosed to the arbitrator by either party until after the arbitrator determines the final award, if any. The arbitrator has the authority to grant motions dispositive of all or part of any Dispute.
Exceptions
This section does not require informal dispute resolution or arbitration of injunctive or other equitable relief to stop unauthorized use or abuse of the Services or intellectual property infringement or misappropriation.
Severability
If any part of these arbitration terms is found to be illegal or unenforceable, the remainder will remain in effect.
General Terms
Assignment
You may not assign or transfer any rights or obligations under these Terms and any attempt to do so will be void. Atlas may assign its rights or obligations under these Terms to any affiliate, subsidiary, or successor in interest of any business associated with the Services.
Changes to Terms or Services
Atlas is continuously working to develop and improve the Services. Atlas may update these Terms or the Services accordingly from time to time. For example, Atlas may make changes to these Terms or the Services due to:
- Changes to the law or regulatory requirements.
- Security or safety reasons.
- Circumstances beyond Atlas's reasonable control.
- Changes Atlas makes in the usual course of developing the Services.
- To adapt to new technologies.
All changes will be effective as soon as they are posted. If you do not agree to the changes, you must stop using the Services.
No Waiver
Atlas's failure to enforce a provision is not a waiver of its right to do so later. Except as provided in the dispute resolution section above, if any portion of these Terms is determined to be invalid or unenforceable, that portion will be enforced to the maximum extent permissible and it will not affect the enforceability of any other terms.
Trade Controls
You must comply with all applicable trade laws, including sanctions and export control laws. The Services may not be used in or for the benefit of, or exported or re-exported to (a) any U.S. embargoed country or territory or (b) any individual or entity with whom dealings are prohibited or restricted under applicable trade laws. The Services may not be used for any end use prohibited by applicable trade laws, and your Input may not include material or information that requires a government license for release or export.
Entire Agreement
These Terms contain the entire agreement between you and Atlas regarding the Services and, other than any Service-specific terms, supersedes any prior or contemporaneous agreements between you and Atlas.
Governing Law
South Carolina law will govern these Terms except for its conflicts of laws principles. Except as provided in the dispute resolution section above, all claims arising out of or relating to these Terms will be brought exclusively in the federal or state courts of Greenville, South Carolina.