Terms and Conditions

These Terms and Conditions (the Terms) govern your access to and use of the websites, products, tools, and services provided by Entity Atlas (together, the Services). By accessing or using the Services, or by accepting these Terms in any other manner, you agree to be bound by them. If you do not agree, you must not use the Services.

In these Terms, Entity Atlas, we, us, and our refer to Entity Atlas together with its affiliates, parent companies, subsidiaries, related entities, and trading names operating in the jurisdictions in which we provide the Services. If you use the Services on behalf of an organisation, you represent that you are authorised to bind that organisation, and you refers to that organisation.

• Account means the account you register to access the Services.
• Content means any data, documents, text, or materials made available through the Services.
• Deliverables means documents, templates, frameworks, models, and outputs produced through the Services.
• User means any individual authorised to access the Services under your Account.

You must be at least eighteen years of age and capable of forming a binding contract to use the Services. You agree to provide accurate, current, and complete information when registering and to keep it up to date.

You are responsible for maintaining the confidentiality of your credentials and for all activity that occurs under your Account. You must notify us promptly of any unauthorised use. We may suspend or terminate access where we reasonably believe your Account has been compromised or used in breach of these Terms.

Entity Atlas provides software, tools, templates, and informational resources to help organisations design and document cross-border company structures, transfer pricing frameworks, and related compliance materials. We may add, modify, or discontinue features from time to time to improve the Services.

We provide the Services with reasonable skill and care. We do not warrant that the Services will be uninterrupted, error-free, or that they will meet every requirement specific to your circumstances.

The Services, including all Deliverables, calculators, estimates, and informational content, are provided for general informational purposes only. They do not constitute legal, tax, accounting, financial, or other professional advice, and they are not a substitute for advice from a qualified professional licensed in the relevant jurisdiction.

No advisory, fiduciary, attorney-client, or other professional relationship is created by your use of the Services. You are solely responsible for evaluating the suitability of any output for your circumstances and for obtaining independent professional advice before acting. Please review our Legal Disclaimer for further detail.

You agree not to, and not to permit any User or third party to:

• Use the Services for any unlawful, fraudulent, or unauthorised purpose.
• Resell, sublicense, rent, lease, or otherwise commercially exploit the Services or Deliverables except as expressly permitted.
• Copy, reproduce, distribute, or create derivative works from our models, frameworks, templates, or other proprietary materials without authorisation.
• Reverse engineer, decompile, or attempt to derive the source code or underlying structure of the Services, except to the extent permitted by law.
• Access the Services to build or train a competing product, model, or service.
• Introduce malware, interfere with the integrity or performance of the Services, or attempt to gain unauthorised access to any system or data.
• Misrepresent your identity or affiliation, or use the Services in a way that infringes the rights of others.

Certain Services are provided on a paid or subscription basis. You agree to pay all applicable fees as described at the point of purchase. Unless stated otherwise, fees are exclusive of taxes, and you are responsible for any applicable taxes, duties, or levies.

Subscriptions renew automatically for successive periods unless cancelled before the renewal date. Except where required by law, fees are non-refundable. We may change our fees on reasonable notice, with changes taking effect at the start of your next billing period.

Subject to your compliance with these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, non-sublicensable licence to use the Deliverables produced through the Services for your own internal business purposes within your group.

This licence does not transfer ownership of any underlying models, frameworks, methodologies, templates, or software, all of which remain the exclusive property of Entity Atlas. The licence is conditional and may be revoked if these Terms are breached. Further detail is set out in our Intellectual Property Rights notice.

All intellectual property rights in and to the Services, including the models, frameworks, methodologies, templates, software, text, design, and brand, are owned by or licensed to Entity Atlas and are protected by applicable laws. Except for the limited licence expressly granted in these Terms, no rights are granted to you. Unauthorised use, copying, reselling, or distribution is strictly prohibited and may result in legal action. See our Intellectual Property Rights notice for full terms.

The Services may integrate with or rely on third-party products and services, including e-signature, payment, and hosting providers. Your use of those services may be subject to separate terms imposed by the relevant provider. We are not responsible for third-party services and do not warrant their availability or performance.

Each party may have access to confidential information of the other. Each party agrees to protect the other party's confidential information using at least the same standard of care it uses for its own confidential information, and not to use or disclose it except as necessary to perform under these Terms or as required by law.

To the maximum extent permitted by law, the Services and Deliverables are provided on an as available and as is basis, without warranties of any kind, whether express, implied, or statutory, including any implied warranties of merchantability, fitness for a particular purpose, accuracy, and non-infringement. We do not warrant that the Services will be error-free, secure, or uninterrupted.

To the maximum extent permitted by law, Entity Atlas and its affiliates will not be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits, revenue, data, goodwill, or business opportunity, arising out of or in connection with your use of the Services, even if advised of the possibility of such damages.

To the maximum extent permitted by law, our total aggregate liability arising out of or relating to these Terms or the Services will not exceed the amounts you paid to us for the Services in the twelve months preceding the event giving rise to the claim. Nothing in these Terms excludes liability that cannot be excluded under applicable law.

You agree to indemnify and hold harmless Entity Atlas and its affiliates, and their respective officers, directors, employees, and agents, from and against any claims, liabilities, damages, losses, and expenses, including reasonable legal fees, arising out of or connected with your use of the Services, your Content, or your breach of these Terms or applicable law.

These Terms remain in effect while you use the Services. You may stop using the Services at any time. We may suspend or terminate your access if you breach these Terms, fail to pay applicable fees, or where required by law. On termination, your right to use the Services and any Deliverables licence ends, and provisions that by their nature should survive will continue to apply.

These Terms and any dispute arising out of or in connection with them are governed by the laws applicable in the jurisdiction of the Entity Atlas entity that provides the Services to you, without regard to conflict of law principles. The parties submit to the exclusive jurisdiction of the competent courts of that jurisdiction, unless otherwise required by mandatory local law. Before commencing formal proceedings, the parties will seek to resolve any dispute in good faith.

We may update these Terms from time to time. When we do, we will revise the date shown above and, where the changes are material, take reasonable steps to notify you. Your continued use of the Services after an update takes effect constitutes acceptance of the revised Terms.

These Terms, together with any documents they reference, constitute the entire agreement between you and Entity Atlas regarding the Services. If any provision is found to be unenforceable, the remaining provisions will continue in full force. Our failure to enforce a right is not a waiver of it.

You may not assign or transfer these Terms without our prior written consent. We may assign them to an affiliate or in connection with a corporate transaction. Neither party is liable for failure to perform due to events beyond its reasonable control. Notices to us should be sent to contact@entityatlas.io.