Terms of Service | Net Atelier

1. Definitions

"Service" means the Net Atelier platform, including all web applications, APIs, and related services provided by Net Atelier Inc., a corporation incorporated under the laws of the Province of Ontario, Canada ("we", "us", "our", "Net Atelier").

"Customer" means the individual or entity that creates an account and subscribes to the Service ("you", "your").

"User" means any individual authorized by the Customer to access the Service under the Customer's account.

"Customer Data" means all data, content, specifications, designs, files, and materials uploaded to or created within the Service by the Customer or its Users.

"Subscription" means the plan selected by the Customer, as described on our pricing page, together with any additional features or capacity purchased.

"Personal Information" has the meaning given under the Personal Information Protection and Electronic Documents Act (PIPEDA) and applicable provincial privacy legislation, or, for US residents, the meaning given under applicable state privacy laws including the California Consumer Privacy Act (CCPA/CPRA).

"Data Processing Addendum" or "DPA" means the data processing terms available at net-atelier.com/legal/dpa, which form part of these Terms when you process Personal Information through the Service.

2. Agreement to Terms

By creating an account, accessing, or using the Service, you agree to be bound by these Terms. If you are entering into these Terms on behalf of a company or other legal entity, you represent that you have the authority to bind that entity.

If you do not agree to these Terms, do not create an account or use the Service.

These Terms constitute a legally binding agreement between you and Net Atelier Inc. They are entered into electronically via clickwrap acceptance during account registration.

3. Account Terms

To use the Service, you must:

Be at least 18 years of age (or the age of majority in your jurisdiction)
Provide accurate, complete registration information
Maintain the security of your account credentials
Promptly notify us of any unauthorized access at security@net-atelier.com

You are responsible for all activity under your account, including actions by Users you invite. One person or entity may not maintain more than one free trial account.

We reserve the right to suspend accounts that violate these Terms or that we reasonably believe pose a security risk. We will provide notice before suspension except where immediate action is required to protect the Service or other customers.

4. Acceptable Use

You agree not to use the Service to:

Violate any applicable Canadian, US, or international law or regulation
Infringe the intellectual property rights of any third party
Upload malicious code, viruses, or harmful content
Attempt to gain unauthorized access to any part of the Service or its infrastructure
Interfere with the Service's performance or other customers' use
Resell, sublicense, or redistribute access to the Service without our written consent
Use the Service to store or transmit content that is defamatory, obscene, or unlawful
Use the Service in any manner that could damage, disable, or impair the Service
Use automated means (bots, scrapers) to access the Service without written permission

We may investigate violations and may remove content or suspend access at our discretion, with notice to you where practicable.

5. Subscription, Billing & Auto-Renewal

Subscriptions are billed in advance on a monthly or annual basis, depending on the plan selected. All fees are quoted in US dollars unless otherwise specified.

Billing terms:

Annual subscriptions are billed as a single payment at the start of each billing year
Monthly subscriptions are billed on the same calendar day each month
Upgrades take effect immediately; the prorated difference is charged to your payment method
Downgrades take effect at the start of the next billing period

Auto-renewal disclosure (important — please read carefully):

Your Subscription will automatically renew at the end of each billing period (monthly or annually) at the then-current rate, unless you cancel before the renewal date. For annual Subscriptions, we will send a reminder email at least 30 days before your renewal date. You authorize us to charge your payment method on file for each renewal period.

You may cancel auto-renewal at any time through your account settings at net-atelier.com/settings/billing. Cancellation takes effect at the end of your current billing period — you retain access until then.

Refund policy:

Monthly Subscriptions: no refund for the current billing period upon cancellation
Annual Subscriptions: you may request a pro-rated refund within the first 30 days of a new annual billing period by contacting billing@net-atelier.com
Refunds required by applicable law (including applicable Canadian consumer protection legislation) will be honoured regardless of this policy

We may change pricing with 30 days' written notice via email. Price changes apply at the start of your next billing period. If you do not agree with a price change, you may cancel before it takes effect. Price changes will not apply mid-term for annual Subscriptions.

6. Free Trials

Free trials are available for new customers. During your trial, you have access to the features described on our pricing page.

At the end of the trial period, your account will convert to a paid Subscription at the plan and price disclosed at the start of your trial, unless you cancel before the trial ends. We will send you a reminder email at least 3 days before the trial expires and before any charge is applied. No charge will be made without advance notice.

You may cancel your free trial at any time through your account settings. If you cancel, your data remains accessible for export for 30 days.

7. Your Data & Content

You retain all rights to your Customer Data. We do not claim ownership of your designs, specifications, client information, or any content you upload or create.

We use Customer Data only to provide and improve the Service. Specifically:

We will not sell, share, or disclose your Customer Data to third parties except as required to operate the Service (e.g., cloud hosting providers bound by data processing agreements) or as required by law
We will not use your Customer Data to train machine learning models without your explicit opt-in consent
We will not access your Customer Data except to provide support you request, to maintain the Service, or to comply with legal obligations. All such access is logged.
Your Customer Data is logically isolated from other customers — no cross-firm data sharing, ever

You are responsible for maintaining backups of your Customer Data. We provide data export tools to facilitate this. Upon termination of your account, we will make your Customer Data available for export for 30 days, after which it will be permanently deleted within 90 days, including from backups.

8. Privacy & Data Protection

Your use of the Service is subject to our Privacy Policy at net-atelier.com/privacy, which describes how we collect, use, and protect Personal Information in compliance with PIPEDA, Quebec Law 25, the CCPA/CPRA, and other applicable privacy laws.

Where you use the Service to process Personal Information of your own clients or end users, you act as the data controller and Net Atelier acts as the data processor. The Data Processing Addendum (DPA) at net-atelier.com/legal/dpa governs this relationship and forms part of these Terms.

We maintain a list of sub-processors at net-atelier.com/legal/sub-processors and will notify you at least 30 days before adding a new sub-processor.

9. Intellectual Property

The Service — including its design, code, features, documentation, and branding — is and remains the property of Net Atelier Inc. These Terms do not grant you any rights to our intellectual property except the limited, non-exclusive, non-transferable, revocable right to use the Service under your active Subscription.

You may not copy, modify, reverse-engineer, decompile, disassemble, or create derivative works of the Service or any part of it.

Any feedback, suggestions, or feature requests you provide may be used by us without restriction or obligation to you. You grant us a non-exclusive, perpetual, irrevocable, royalty-free licence to use such feedback.

10. Copyright (DMCA) Policy

We respect intellectual property rights. If you believe content on the Service infringes your copyright, you may submit a notice under the United States Digital Millennium Copyright Act (DMCA) or the Canadian Copyright Act to our designated agent:

Your notice must include:

Identification of the copyrighted work claimed to be infringed
Identification of the allegedly infringing material and its location on the Service
Your contact information (name, address, email, phone)
A statement that you have a good-faith belief that the use is not authorized
A statement, under penalty of perjury, that your notice is accurate and that you are the copyright owner or authorized to act on their behalf
Your physical or electronic signature

We will respond to valid notices promptly. We may remove or disable access to allegedly infringing content. Repeat infringers may have their accounts terminated.

Counter-notification: if you believe content was removed in error, you may submit a counter-notification with the information required under the DMCA. We will forward it to the original complainant and restore access within 10–14 business days unless the complainant files a court action.

11. Confidentiality

Each party agrees to protect the other's confidential information with the same degree of care it uses for its own confidential information, but no less than reasonable care.

Confidential information includes: Customer Data, pricing terms, business plans, security documentation, and any information marked as confidential or that a reasonable person would understand to be confidential.

Confidential information does not include information that: (a) is or becomes publicly available without breach, (b) was known to the receiving party before disclosure, (c) is independently developed without reference to the other party's information, or (d) is required to be disclosed by law — in which case the disclosing party will provide notice where legally permitted.

12. Service Availability & SLA

We use commercially reasonable efforts to maintain high availability of the Service. Our current uptime status is available at status.net-atelier.com.

Scheduled maintenance: we will provide reasonable advance notice of scheduled maintenance via email or in-app notification. We will use commercially reasonable efforts to schedule maintenance outside of peak North American business hours (6 AM – 9 PM ET).

The Service is hosted on Microsoft Azure and Google Cloud Platform infrastructure. While we strive for continuous availability, we do not guarantee uninterrupted access.

13. Warranties & Disclaimers

We warrant that the Service will perform materially in accordance with its documentation during your Subscription term. If the Service does not conform, your sole remedy is for us to correct the non-conformity or, if we cannot do so within 30 days, to terminate your Subscription and provide a pro-rated refund.

EXCEPT AS EXPRESSLY SET FORTH ABOVE, THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE." TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE DISCLAIM ALL OTHER WARRANTIES, EXPRESS OR IMPLIED, INCLUDING IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

We do not warrant that the Service will be uninterrupted, error-free, or free of harmful components. We do not warrant the results obtainable from the Service.

These disclaimers apply to the maximum extent permitted by the laws of Ontario, Canada, and applicable US state laws. Some jurisdictions do not allow the exclusion of implied warranties — in such cases, the above exclusions apply to the maximum extent permitted.

14. Limitation of Liability

To the maximum extent permitted by applicable law:

Our total aggregate liability under these Terms shall not exceed the fees you paid to Net Atelier in the 12 months immediately preceding the event giving rise to the claim
We shall not be liable for indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, business, goodwill, or anticipated savings
We shall not be liable for any damages arising from your use of third-party integrations or services accessed through the Service
We shall not be liable for any unauthorized access to or alteration of your data caused by factors outside our reasonable control

These limitations apply regardless of the theory of liability (contract, tort, negligence, strict liability, or otherwise) and even if we have been advised of the possibility of such damages.

Exceptions: the limitations in this section do not apply to (a) either party's indemnification obligations, (b) either party's breach of confidentiality, (c) your breach of Section 9 (Intellectual Property), or (d) liability that cannot be limited by applicable law.

Some provinces and states do not allow the exclusion or limitation of certain damages. In such cases, our liability shall be limited to the maximum extent permitted by law.

15. Indemnification

You agree to indemnify and hold Net Atelier, its officers, directors, employees, and agents harmless from any claims, damages, losses, liabilities, and expenses (including reasonable legal fees) arising from:

Your use of the Service in violation of these Terms
Your Customer Data, including claims that it infringes third-party rights
Your end clients' use of deliverables created using the Service
Your violation of any applicable law or third-party rights

Net Atelier agrees to indemnify you against claims that the Service itself infringes a third party's intellectual property rights, provided that you promptly notify us, grant us control of the defense, and cooperate as reasonably requested.

We will promptly notify you of any claim subject to your indemnification. You may not settle any claim without our prior written consent if the settlement imposes obligations on us.

16. Termination

Termination by you:

You may cancel your Subscription at any time through your account settings at net-atelier.com/settings/billing
Cancellation takes effect at the end of your current billing period
You retain access to the Service until the end of your paid period

Termination by us:

We may terminate your account if you materially breach these Terms and fail to cure the breach within 14 days of written notice
We may terminate your account immediately, without notice, if required by law, if your use poses a security risk to the Service or other customers, or if you engage in illegal activity through the Service

Effect of termination:

Your access to the Service ceases at the end of your billing period (your cancellation) or immediately (our termination for cause)
Your Customer Data remains available for export for 30 days after termination
After 30 days, Customer Data will be permanently deleted within 90 days
Any outstanding fees become immediately due
Sections 7 through 15 and 17 through 21 survive termination

17. Force Majeure

Neither party shall be liable for any failure or delay in performance due to causes beyond its reasonable control, including but not limited to: natural disasters, pandemic, war, terrorism, government action, labour disputes, internet or telecommunications failures, power outages, cyberattacks, or failures of third-party service providers.

The affected party must notify the other party promptly and use commercially reasonable efforts to mitigate the impact. If the force majeure event continues for more than 60 days, either party may terminate the affected Subscription without penalty.

18. Dispute Resolution & Arbitration

Governing law: these Terms are governed by and construed in accordance with the laws of the Province of Ontario, Canada, and the federal laws of Canada applicable therein, without regard to conflict-of-laws principles.

Informal resolution: before initiating formal proceedings, both parties agree to attempt to resolve any dispute through good-faith negotiation for a period of 30 days, beginning with written notice describing the dispute.

Arbitration: if negotiation fails, any dispute arising from or relating to these Terms shall be resolved by binding arbitration administered by the ADR Institute of Canada under its Arbitration Rules. The seat of arbitration shall be Toronto, Ontario. The language of arbitration shall be English. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

Class action waiver: to the maximum extent permitted by applicable law, you agree that any dispute resolution proceedings will be conducted on an individual basis and not as a class, consolidated, or representative action. If this class action waiver is found unenforceable in your jurisdiction, this entire arbitration section shall be void and disputes shall proceed in the courts of Ontario, Canada.

Injunctive relief: nothing in this section prevents either party from seeking injunctive or other equitable relief in any court of competent jurisdiction to prevent irreparable harm.

Privacy law carve-out: notwithstanding the governing law clause above, privacy-related obligations shall be governed by the privacy laws applicable to the data subject's jurisdiction (e.g., PIPEDA for Canadian residents, CCPA/CPRA for California residents, Quebec Law 25 for Quebec residents).

Small claims exception: either party may bring a claim in small claims court in the jurisdiction where it is eligible, provided the claim falls within the court's jurisdictional limits.

19. Electronic Communications (CASL)

By creating an account, you consent to receive transactional electronic messages from Net Atelier related to your account, billing, security, and service updates. These messages are necessary to provide the Service and are exempt from consent requirements under Canada's Anti-Spam Legislation (CASL) as they relate to an existing business relationship.

With your separate express consent (obtained during registration or through your account settings), we may send you commercial electronic messages including product updates, feature announcements, and educational content. Each commercial message will:

Clearly identify Net Atelier Inc. as the sender
Include our contact information (mailing address, email, website)
Include a functioning unsubscribe mechanism that processes requests within 10 business days

You may withdraw consent for commercial messages at any time by clicking the unsubscribe link in any email or updating your preferences at net-atelier.com/settings/notifications. Withdrawal of consent does not affect transactional messages.

For US recipients, our commercial messages also comply with the CAN-SPAM Act.

20. Accessibility

We are committed to making the Service accessible to all users. We design and develop the Service to conform with the Web Content Accessibility Guidelines (WCAG) 2.1 Level AA.

If you encounter an accessibility barrier or need the Service in an alternative format, please contact us at accessibility@net-atelier.com. We welcome feedback and are committed to continuous improvement.

This commitment is consistent with the Accessibility for Ontarians with Disabilities Act (AODA), the Americans with Disabilities Act (ADA), and applicable accessibility legislation.

21. General Provisions

Entire agreement: these Terms, together with the Privacy Policy, DPA, and any Order Form, constitute the entire agreement between you and Net Atelier regarding the Service.

Severability: if any provision of these Terms is found to be unenforceable, the remaining provisions remain in full force and effect.

Assignment: you may not assign or transfer these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of substantially all of our assets, provided the assignee agrees to be bound by these Terms.

Waiver: our failure to enforce any right or provision of these Terms does not constitute a waiver of that right or provision.

Notices: we will send notices to the email address associated with your account. You are responsible for keeping your email address current. Notices to us should be sent to legal@net-atelier.com.

Relationship of the parties: nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between you and Net Atelier.

Third-party services: the Service may integrate with third-party services. Your use of those services is governed by their own terms and policies. We are not responsible for third-party services.

Export compliance: you agree to comply with all applicable export and sanctions laws, including those of Canada and the United States.

Language: these Terms are drafted in English. In the event of a conflict between the English version and any translation, the English version prevails. For Quebec residents: les parties ont expressément demandé que ces conditions soient rédigées en anglais. (The parties have expressly requested that these Terms be drafted in English.)

22. Changes to Terms

We may update these Terms from time to time. We will notify you of material changes at least 30 days before they take effect, via email and in-app notification.

Your continued use of the Service after the effective date of updated Terms constitutes acceptance. If you do not agree with the changes, you may cancel your Subscription before the changes take effect, and the previous Terms will apply for the remainder of your current billing period.

We maintain a version history of these Terms. Previous versions are available upon request or at net-atelier.com/legal/terms/archive.

23. Contact

For questions about these Terms:

Net Atelier Inc.
Toronto, Ontario, Canada
Email: legal@net-atelier.com
Website: net-atelier.com

For general support: hello@net-atelier.com
For privacy inquiries: privacy@net-atelier.com
For security concerns: security@net-atelier.com
For copyright notices: copyright@net-atelier.com
For accessibility: accessibility@net-atelier.com