Terms and conditions

HSCTUTE OPS CO PTY LTD (ACN 157 892 969) (Atomi) provides this website, www.getatomi.com (Site), to you subject to these terms and conditions of use (Terms). You agree and acknowledge that any access by you of, and/or anyone accessing the Site with you (You) will constitute an express agreement by you to comply with the Terms. Ignorance by you of the existence of the Terms does not constitute a waiver of any provisions contained in the Terms, and if you choose not to accept the Terms, you are not to continue accessing the Site. The terms constitute the entirety of the terms and conditions of use with respect to the site unless otherwise expressly allowed for in writing by Atomi.

Atomi reserves the right to vary any of the Terms, or any other policy or guideline of the Site, at any time and in its sole discretion and without notice to you. Unless otherwise specified in writing by Atomi, any changes or modifications to the Terms will be effective immediately upon publication on the Site. You hereby agree to review the Terms and any other policies and guidelines contained in the Site periodically to be aware of any variations to the Terms, and furthermore, you acknowledge that any use by you of the Site constitutes an agreement by you to use the Site pursuant to the Terms as amended or varied from time to time. If you do not agree to any amended terms, you must stop using the Site.

Entering the Site will constitute your acceptance of these Terms and Conditions. If you do not agree to abide by these terms, please do not enter the Site.

Privacy policy

Please refer to Atomi's Privacy Policy for information on how Atomi collects, uses and discloses personally identifiable information from its users.

Ownership and copyright

Except as otherwise expressly indicated by Atomi in writing, the Site, and all information, messages data, software, photographs, graphs, videos, typefaces, graphics, music, sounds, and other material and other content contained in the Site, including, without limitation, the Atomi logo and all designs, text, graphics, pictures, information, data, software, sound files, other files and the selection and arrangement thereof (collectively, the Content) are the property of Atomi or its Related Entities (as defined in the Corporations Act (Cth) 2001) or licensors and are protected by Australian and international copyright laws. The Site and all Content are copyrighted - (C) 2012 HSCTUTE OPS CO PTY LTD All Rights Reserved.

Trademarks

Atomi, the logo and all other product or service names or slogans displayed on the Site are registered and/or common law trademarks of Atomi and/or its related entities, suppliers or licensors and may not be copied, imitated or used in a same or deceptively similar fashion, in whole or in part, without the prior written permission of Atomi or the applicable trademark owner. In addition, the look and feel of the Site, including all page headers, custom graphics, button icons and scripts, is the service mark, trademark and/or trade dress of Atomi and may not be copied, imitated or used, in a same or deceptively similar fashion, in whole or in part, without the prior written permission of Atomi. All other trademarks, registered trademarks, product names and company names or logos mentioned in the Site are the property of their respective owners. Reference to any products, services, processes or other information by trade name, trademark, manufacturer, supplier, or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by Atomi.

Limited licence

Atomi grants you a non-exclusive licence, expressly limited only to access and use of the Site, strictly in accordance with the Site’s available usage options, and to view, copy and print portions of the Content as provided for in the Site. Nothing in the Site, the Content or the Terms is intended to grant you the right to sublicense the licence to anyone or any entity. The license is granted solely in accordance with the Terms, and you agree and acknowledge the following: (i) you may only view, copy and print portions of the Site Content for your own informational, personal and non-commercial use; (ii) you may not modify or otherwise make derivative uses of the Site or the Content, or any portion thereof; (iii) any displays or printouts of Site Content must be marked "(c) 2012, HSCTUTE OPS CO PTY LTD All rights reserved."; (iv) you may not remove or modify any copyright, trademark, or other proprietary notices that have been placed in the Content; (v) you may not use any data mining, robots or similar data gathering or extraction methods with respect to the Site; (vi) you may not use the Site or the Content other than for its intended purpose; and (vii) you may not reproduce, prepare derivative works from, distribute or display the Site or any Content (except for page caching), except as provided herein. Except as expressly permitted above, any use of any portion of the Site or Content without the prior written permission of Atomi is strictly prohibited and will terminate the licence granted in these Terms.

Any such unauthorised use by you of the Site may also violate applicable country laws, including without limitation copyright and trademark laws and applicable communications regulations and statutes. Unless explicitly stated herein, nothing in these Terms may be construed as conferring any licence to you with respect to intellectual property rights. This license is revocable at any time.

You represent and warrant that your use of the Site and the Content will be consistent with this licence and will not infringe or violate the rights of any other party or breach any contract or legal duty to any other parties, or violate any applicable law. You expressly agree to indemnify Atomi against any liability to any person arising out of your use of Content not in accordance with these Terms.

To request permission for uses of Content not included in the foregoing licence, you may contact Atomi by mail to:

Site Administrator
HSCTUTE OPS CO PTY LTD
C2.15, 22-36 Mountain Street
Ultimo, NSW, 2007
Australia

Or by email at: support@getatomi.com

Hyperlinks

You are granted a limited, non-exclusive right to create a text hyperlink to the Site for non-commercial purposes, provided such link does not portray Atomi or any of its products or services in a false, misleading, derogatory or otherwise defamatory manner and provided further that the linking site does not contain any adult or illegal material or any material that is offensive, harassing or otherwise objectionable. This limited right may be revoked at any time. You may not use an Atomi logo or other proprietary graphic of Atomi to link to the Site without the express written permission of Atomi. Further, you may not use, frame or utilise framing techniques to enclose any Atomi-owned trademark, logo or other proprietary information, including the images found at the Site, the content of any text or the layout/design of any page or form contained on a page on the Site without Atomi's express written consent. Except as noted above, you are not conveyed any right or licence or under any patent, trademark, copyright or proprietary right of Atomi or any third party. Nothing contained on the Site may be construed as granting any license or right to use any patent, trademark, copyright or other proprietary right of Atomi or any third party without the prior written permission of Atomi or such other party that may own such patent, trademark, copyright or other proprietary right(s).

The Site may contain links to third-party Web sites (Third Party Sites) and third-party content (Third Party Content) as a service to those interested in this information. You use links to Third Party Sites and any Third Party Content therein at your own risk. Atomi does not monitor or have any control over and makes no claim or representation regarding Third Party Content or Third-Party Sites. Atomi provides these links only as a convenience, and a link to a Third Party Site or Third Party Content does not imply Atomi's endorsement, adoption or sponsorship of, or affiliation with, such Third Party Site or Third Party Content. Atomi accepts no responsibility for reviewing changes or updates to, or the quality, content, policies, nature or reliability of, Third Party Content, Third Party Sites, or Web sites linking to the Site. When you leave the Site, our terms and policies no longer govern. You should review applicable terms and policies, including privacy and data gathering practices, of any Third Party Site and should make whatever investigation you feel necessary or appropriate before proceeding with any transaction with any third party.

Use of the forums and other interactive areas

The Site may contain forums in which you or third parties may post reviews of products or other content, messages, materials or other items on the Site (Interactive Areas). If Atomi provides such Interactive Areas, you are solely responsible for your use of such Interactive Areas and use them at your own risk. By using any Interactive Areas, you expressly agree not to post, upload to, transmit, distribute, store, create or otherwise publish through the Site any of the following:

1. Any message, data, information, text, music, sound, photos, graphics, code or other Content that is unlawful, libellous, defamatory, obscene, pornographic, indecent, lewd, suggestive, harassing, threatening, invasive of privacy or publicity rights, abusive, inflammatory, fraudulent or otherwise objectionable;
2. Content that would constitute, encourage or provide instructions for a criminal offence, violate the rights of any party, or that would otherwise create liability or violate any local, state, national or international law, including, without limitation, the regulations of the U.S. Securities and Exchange Commission or any rules of a securities exchange such as the New York Stock Exchange, the Australian Stock Exchange or the NASDAQ;
3. Content that may infringe any patent, trademark, trade secret, copyright or other intellectual or proprietary right of any party;
4. Content that impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity;
5. Unsolicited promotions, political campaigning, advertising or solicitations;
6. Private information of any third party, including, without limitation, addresses, phone numbers, email addresses, Social Security numbers and credit card numbers;
7. Viruses, corrupted data or other harmful, disruptive or destructive files;
8. Content that is unrelated to the topic of the Interactive Area(s) in which such Content is posted; or
9. Content that, in the sole judgment of Atomi, is objectionable or which restricts or inhibits any other person from using or enjoying the Interactive Areas or the Site, or which may expose Atomi or its affiliates or its users to any harm or liability of any type.

Atomi takes no responsibility and assumes no liability for any Content posted, stored or uploaded by you or any third party or for any loss or damage thereto, nor is Atomi liable for any mistakes, defamation, slander, libel, omissions, falsehoods, obscenity, pornography or profanity you may encounter. As a provider of interactive services, Atomi is not liable for any statements, representations or Content provided by its users in any public forum, personal home page or other Interactive Area. Although Atomi has no obligation to screen, edit or monitor any of the Content posted to or distributed through any Interactive Area, Atomi reserves the right, and has absolute discretion, to remove, screen or edit without notice any Content posted or stored on the Site at any time and for any reason, and you are solely responsible for creating backup copies of and replacing any Content you post or store on the Site at your sole cost and expense.

Any use of the Interactive Areas or other portions of the Site in violation of the foregoing violates these Terms may result in, among other things, termination or suspension of your rights to use the Interactive Areas and/or the Site. In order to cooperate with legitimate governmental requests, subpoenas or court orders, to protect Atomi's systems and customers, or to ensure the integrity and operation of Atomi's business and systems, Atomi may access and disclose any information it considers necessary or appropriate including, without limitation, user profile information (i.e. name, email address, etc.), IP addressing and traffic information, usage history, and posted Content. Atomi's right to disclose any such information shall govern over any terms of Atomi's Privacy Policy.

Rights to user content

By posting or distributing Content to or through the Site, unless we indicate otherwise, you (a) grant Atomi and its affiliates a nonexclusive, royalty-free, perpetual, transferable, irrevocable and fully sublicensable right to use, reproduce, modify, adapt, translate, distribute, publish, create derivative works from and publicly display and perform such Content throughout the world in any media, now known or hereafter devised; (b) grant Atomi and its affiliates and sublicensees the right to use the name that you submit in connection with such Content, if they choose; and (c) represent and warrant that (i) you own and control all of the rights to the Content that you post or otherwise distribute, or you otherwise have the lawful right to post and distribute such Content to or through the Site; (ii) such Content is accurate and not misleading; and (iii) use and posting or other transmission of such Content does not violate these Site Terms and will not violate any rights of or cause injury to any person or entity. You further grant Atomi the right to pursue at law any person or entity that violates your or Atomi's rights in the Content by a breach of these Site Terms.

You further grant Atomi the right to pursue at law any person or entity that violates your or Atomi's rights in the Content by a breach of these Site Terms.

Content submitted by users will be considered non-confidential, and Atomi is under no obligation to treat such Content as proprietary information. Without limiting the foregoing, Atomi reserves the right to use the Content as it deems appropriate, including, without limitation, deleting, editing, modifying, rejecting, or refusing to post it. Atomi is under no obligation to offer you any payment for Content that you submit or the opportunity to edit, delete or otherwise modify Content once the Content has been submitted to the Site. Atomi shall have no duty to attribute authorship of Content to you and shall not be obligated to enforce any form of attribution by third parties.

If it is determined that you retain moral rights (including rights of attribution or integrity) in the Content, you hereby declare that (a) you do not require that any personally identifying information be used in connection with the Content, or any derivative works of or upgrades or updates thereto; (b) you have no objection to the publication, use, modification, deletion and exploitation of the Content by Atomi or its licensees, successors and assigns; (c) you forever waive and agree not to claim or assert any entitlement to any and all moral rights of an author in any of the Content; and (d) you forever release Atomi, and its licensees, successors and assigns, from any claims that you could otherwise assert against Atomi by virtue of any such moral rights.

Advertisements and promotions

Atomi may run advertisements and promotions from third parties on the Site. Your business dealings or correspondence with, or participation in promotions of, advertisers other than Atomi, and any terms, conditions, warranties or representations associated with such dealings, are solely between you and such third party. Atomi is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or as the result of the presence of third-party advertisers on the Site.

Copyright complaint policy

Infringement notification:

If you believe in good faith that materials hosted by us infringe your copyright, please provide the written information requested below. The procedure outlined below is exclusively for notifying Atomi that your copyrighted material has been infringed.

Please provide the following information in the following format (including section numbers):

1. A clear identification of the copyrighted work you claim was infringed.
2. A clear identification of the material you claim is infringing the copyrighted work and information that will allow us to locate that material on the Website, such as a link to the infringing material.
3. Your contact information so that we can reply to your complaint, preferably including an email address and telephone number
4. Include the following statement: "I have a good faith belief that the material that is claimed as copyright infringement is not authorised by the copyright owner, its agent, or the law."
5. Include the following statement: "I swear, under penalty of perjury, that the information in the notification is accurate and I am the copyright owner or am authorised to act on behalf of the owner, of an exclusive right that is allegedly infringed."
6. The notice must be signed by the person authorised to act on behalf of the owner of an exclusive right that is allegedly infringed.

Notices of claims of copyright infringement on this website should be emailed or mailed to:

‍
Legal Director
HSCTUTE OPS CO PTY LTD
C2.15, 22-36 Mountain Street
Ultimo, NSW, 2007
Australia

support@getatomi.com

We suggest that you consult your legal advisor before filing a notice or counter-notice. Also, please note that you may be liable for damages (including costs and legal fees) if you make a false claim of copyright infringement.

We will review and address all notices that comply with the requirements above.

Repeat infringer policy

In accordance with the Digital Millennium Copyright Act (DMCA) and other applicable law, Atomi has adopted a policy of terminating, in appropriate circumstances and at Atomi's sole discretion, subscribers or account holders who are deemed to be repeat infringers. Atomi may also, at its sole discretion, limit access to the Site and/or terminate the accounts of any users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.

Registration data and account security

You agree to:

1. Provide accurate, current and complete information about you as may be prompted by any registration forms on the Site (Registration Data). You are exempt from the requirement to provide an accurate first name and last name in the Registration Details if you are a student associated with an Atomi school account that is subject to a signed Sales Agreement unless:
   (a) You are associated with one or more additional Atomi accounts that are not subject to a signed Sales Agreement with Atomi.
   (b) You are associated with any Atomi account in which you are or have been, a billing contact.
2. Maintain the security of your password;
3. Maintain and promptly update the Registration Data and any other information you provide to Atomi and to keep it accurate, current and complete; and
4. Accept all risks of unauthorised access to the Registration Data and any other information you provide to Atomi.

Warranty disclaimer

EXCEPT AS EXPRESSLY PROVIDED TO THE CONTRARY IN WRITING BY ATOMI, THE SITE, THE MATERIALS CONTAINED THEREIN AND THE SERVICES PROVIDED ON OR IN CONNECTION THEREWITH (SERVICES) ARE PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. ATOMI EXPRESSLY DISCLAIMS ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NONINFRINGEMENT AS TO THE SERVICES, INFORMATION, CONTENT AND MATERIALS ON THE SITE. ATOMI DOES NOT REPRESENT OR WARRANT THAT MATERIALS IN THE SITE OR THE SERVICES ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE, AND EXPRESSLY DISCLAIMS ANY WARRANTY OR REPRESENTATION AS TO THE ACCURACY OR PROPRIETARY CHARACTER OF THE SITE, THE SITE CONTENT OR ANY PORTION THEREOF.

ATOMI IS NOT RESPONSIBLE FOR TYPOGRAPHICAL ERRORS OR OMISSIONS RELATING TO PRICING, TEXT OR IMAGERY. WHILE ATOMI ATTEMPTS TO MAKE YOUR ACCESS TO AND USE OF THE SITE AND THE SERVICES SAFE, ATOMI CANNOT AND DOES NOT REPRESENT OR WARRANT THAT THE SITE OR ITS SERVER(S) ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; THEREFORE, YOU SHOULD USE INDUSTRY-RECOGNIZED SOFTWARE TO DETECT AND DISINFECT VIRUSES FROM ANY DOWNLOAD OR USE OF THE SITE.

Limitation of liability

YOU WAIVE AND COVENANT NOT TO ASSERT ANY CLAIMS OR ALLEGATIONS OF ANY NATURE WHATSOEVER AGAINST ATOMI, ITS AFFILIATES, OR THEIR RESPECTIVE DIRECTORS, OFFICERS, EMPLOYEES OR AGENTS ARISING OUT OF OR IN ANY WAY RELATING TO YOUR USE OF THE SITE, THE SERVICES, THE CONTENT OR THE MATERIALS CONTAINED IN OR ACCESSIBLE THROUGH THE SITE, INCLUDING, WITHOUT LIMITATION, ANY CLAIMS OR ALLEGATIONS RELATING TO THE ALLEGED INFRINGEMENT OF PROPRIETARY RIGHTS, ALLEGED INACCURACY OF SITE CONTENT, OR ALLEGATIONS THAT ATOMI HAS OR SHOULD INDEMNIFY, DEFEND OR HOLD HARMLESS YOU OR ANY THIRD PARTY FROM ANY CLAIM OR ALLEGATION ARISING FROM YOUR USE OR OTHER EXPLOITATION OF THE SITE. YOU USE THE SITE AT YOUR OWN RISK.

WITHOUT LIMITATION OF THE FOREGOING, NEITHER ATOMI NOR ANY PARTIES PROVIDING SITE CONTENT SHALL BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT OR CONSEQUENTIAL DAMAGES, OR ANY OTHER DAMAGES OF ANY KIND, INCLUDING BUT NOT LIMITED TO LOSS OF USE, LOSS OF PROFITS OR LOSS OF DATA, WHETHER IN AN ACTION IN CONTRACT, TORT (INCLUDING BUT NOT LIMITED TO NEGLIGENCE) OR OTHERWISE, ARISING OUT OF OR IN ANY WAY CONNECTED WITH THE USE OF THE SITE, THE SERVICES, THE CONTENT OR THE MATERIALS CONTAINED IN OR ACCESSIBLE THROUGH THE SITE, INCLUDING WITHOUT LIMITATION ANY DAMAGES CAUSED BY OR RESULTING FROM YOUR RELIANCE ON ANY SITE CONTENT OR OTHER INFORMATION OBTAINED FROM ATOMI OR ACCESSIBLE VIA THE SITE, OR THAT RESULT FROM MISTAKES, ERRORS, OMISSIONS, INTERRUPTIONS, DELETION OF FILES OR EMAIL, DEFECTS, VIRUSES, DELAYS IN OPERATION OR TRANSMISSION OR ANY FAILURE OF PERFORMANCE, WHETHER OR NOT RESULTING FROM ACTS OF GOD, COMMUNICATIONS FAILURE, THEFT, DESTRUCTION OR UNAUTHORIZED ACCESS TO ATOMI'S RECORDS, PROGRAMS OR SERVICES.

IN NO EVENT SHALL THE AGGREGATE LIABILITY OF ATOMI, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE, WHETHER ACTIVE, PASSIVE OR IMPUTED), PRODUCT LIABILITY, STRICT LIABILITY OR OTHER THEORY, ARISING OUT OF OR RELATING TO THE USE OF THE SITE EXCEED ANY COMPENSATION YOU PAY, IF ANY, TO ATOMI FOR ACCESS TO OR USE OF THE SITE.

BECAUSE SOME STATES/JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

Applicable law and venue

The Site (excluding Third Party Sites) is controlled by HSCTUTE OPS CO PTY LTD and operated by HSCTUTE OPS CO PTY LTD from its offices in and around Sydney, Australia. While Atomi has made no effort to publish the Site elsewhere, the Site is accessible in all states of Australia and in other countries. You and Atomi both benefit from establishing a predictable legal environment in regard to the Site. Therefore, you and Atomi explicitly agree that all disputes, claims or other matters arising from or relating to your use of the Site will be governed by the laws of New South Wales, Australia, without regard to its conflicts of law principles. You agree that all claims you may have against HSCTUTE OPS CO PTY LTD arising from or relating to the Site will be heard and resolved in a court of competent subject matter jurisdiction located in New South Wales, Australia. You consent to the personal jurisdiction of such courts over you, stipulate to the fairness and convenience of proceeding in such courts, and covenant not to assert any objection to proceeding in such courts. If you choose to access the Site from locations other than in New South Wales, Australia, you will be responsible for compliance with all local laws of such other jurisdiction.

Termination or modification of licence and site offerings

Notwithstanding any provision of these Site Terms, Atomi reserves the right, without notice and in its sole discretion, without any notice or liability to you, to (a) terminate your license to use the Site, or any portion thereof; (b) block or prevent your future access to and use of all or any portion of the Site, Site Content or Services; (c) change, suspend or discontinue any aspect of the Site, Content or Services; and (d) impose limits on the Site, Site Content or Services.

Severability

If any provision of these Site Terms shall be deemed unlawful, void, or for any reason unenforceable, then that provision shall be deemed severable from these Site Terms and shall not affect the validity and enforceability of any remaining provisions.

Questions and comments

If you have any questions regarding these Site Terms or your use of the Site, please submit them to us using the email address support@getatomi.com.

Notices

You agree that we have the right to send you certain information in connection with the Site. We may send you this and any other information in electronic form to the e-mail address you specified when you created an account through the Site or with any subdivisions of the Site such as Community, etc. You may have the right to withdraw this consent under applicable law, but if you do, we may cancel your rights to the Site. Notices provided to you via e-mail will be deemed given and received on the transmission date of the e-mail. As long as you access and use the Site, you agree that you will have, or have access to, the necessary software and hardware to receive such notices. If you do not consent to receive any notices electronically, you agree to stop using or accessing the Site.

Membership

Atomi offers its services to its members. Membership is a privilege, not an entitlement, and Atomi may change its services and suspend, terminate or restrict your membership at any time if it believes that this is reasonably justified within the terms of this Agreement or any of its Policies or terms outlined in the Subscription Agreement. In the event that Atomi changes its services, suspends, terminates or restricts your membership in the circumstances outlined above or in this Agreement, you may not be able to access our services temporarily or permanently, and you are prohibited from applying for a new account.

Our services are only available to, and may only be used by, legal entities (in the case of suppliers, only corporate entities with an ABN) who can form legally binding contracts under applicable law.

Furthermore, in the event that an account is created under the name of a corporate entity, the authorised agent of such corporate entity, listed in the account details, hereby enters into this Agreement as personal guarantor. As personal guarantor, the authorised agent is personally liable with respect to the Terms.

Your membership is not transferable. Your Atomi account (including feedback and associated member UserID) may not be dealt with in any way. In particular, you must not allow others to use them and must not transfer or sell them to another party. While you are a member, you must maintain control of your account. You are responsible for what occurs on that account and must report any unauthorised use of your account or UserID to us.

Fees and services

Joining (creating an Atomi account) is subject to payment of the Subscription Fee outlined in the Atomi Subscription Agreement. The Services provided by Atomi are outlined in clause 3 of the Subscription Agreement, and any breach of the Subscription Agreement will constitute a breach of our Terms and Conditions.