Terms of service

This Terms of Service Agreement ("Agreement") is a legal agreement between you as an individual or entity ("You" or "Customer") and Intelloop s.a.r.l located at 410, Boulevard Zerktouni, Hamad, N°1- Casablanca-Morocco 20040, Trade Register: 585917, Tax Id: 53800712, ICE: 003298628000019 ("Company", "we", "us" or "our"), a Morocco-based management consultancy specializing in industrial Projects launch, Maintenance and Reliability, governing your use of the Atlas CMMS software and services (the "Software").

BY ACCEPTING THIS AGREEMENT OR BY ACCESSING OR USING THE SOFTWARE, YOU AGREE TO BE BOUND BY THE TERMS OF THIS AGREEMENT. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY TO THIS AGREEMENT.

Atlas CMMS is a solution developed and provided by Intelloop s.a.r.l as part of its ADDAPTIVE Tech services, which guide companies through digital transformation in maintenance and reliability. The Software is offered as a service that may be deployed through self-hosted, cloud-based, or hybrid models.

Company grants you a limited, non-exclusive, non-transferable right to access and use the Software for a period of 15 days from acceptance of this Agreement (the "Trial Period") solely for the purpose of internally evaluating the suitability of the Software for your business needs.

You may not use the Software for any production or commercial purposes during the Trial Period.

Upon expiration of the Trial Period:

• You will receive email notifications at 7 days, 3 days, and 1 day before expiration
• Your access to the Software will terminate automatically unless you purchase a paid subscription
• Your data will be retained for 30 days after trial expiration
• You can convert to a paid subscription at any time during this period
• If you do not purchase a paid subscription within 30 days of the end of the Trial Period, all of your data in the Software may be permanently deleted
• If you choose not to convert, you may export your data in standard formats before the 30-day retention period ends

Following the Trial Period, we offer several subscription models:

• Self-Hosted: Deploy Atlas CMMS on your own servers with complete control over your data and environment
• Cloud-Based: Let us handle the hosting, updates, and maintenance while you focus on your core operations
• Hybrid: Combine self-hosted core components with cloud-based services for a tailored solution

Subscription fees are based on the selected deployment model and number of users. Current pricing is available at https://www.atlas-cmms.com/pricing.

All subscription fees are payable in advance and non-refundable. You agree to provide accurate billing information and authorize us to charge your payment method for all subscriptions.

Subscriptions automatically renew for the same term unless cancelled at least 30 days before the renewal date.

We commit to:

• 99.9% uptime calculated on a monthly basis for cloud-based deployments
• Scheduled maintenance during off-peak hours with 48-hour advance notice
• Immediate notification of unplanned downtime via email and status page

We provide technical support as specified in your subscription plan. Standard support includes email support during business hours with a 24-hour response time.

You agree to use the Software only for lawful purposes and in compliance with this Agreement. Except as expressly permitted, you shall not, and shall not permit any third party to:

a. Copy, modify, adapt, translate or otherwise create derivative works of the Software;
b. Reverse engineer, decompile, disassemble or otherwise attempt to discover the source code or underlying ideas or algorithms of the Software;
c. Rent, lease, distribute, sell, sublicense, assign or otherwise transfer rights to the Software;
d. Remove any proprietary notices from the Software;
e. Use the Software for the purpose of building a competitive product or service or copying its features or user interface;
f. Use the Software to send spam, or otherwise engage in unlawful or tortious activities;
g. Interfere with or disrupt the integrity or performance of the Software;
h. Attempt to gain unauthorized access to the Software or related systems or networks;
i. Introduce any viruses, Trojan horses, worms, logic bombs or other material which is malicious or harmful;
j. Permit direct or indirect access to or use of the Software in any manner that circumvents contractual usage limitations.

The Software, Atlas CMMS Logo, and all worldwide intellectual property rights therein are the exclusive property of Company. Intelloop s.a.r.l owns all intellectual property rights to Atlas CMMS, including its codebase, design, and documentation, except for open source components which are governed by their respective licenses. While Atlas CMMS is open source, your use is subject to the terms of this Agreement.

Company grants you a limited, non-exclusive, non-transferable license to use the Software during the subscription term solely for your internal business purposes.

The Software includes certain open source components, which are subject to their respective open source licenses. A list of these components and their licenses is available at https://github.com/Grashjs/cmms

You retain ownership of any content you upload to the Software. You grant Company a non-exclusive, royalty-free license to use, reproduce, modify, and display such content solely for the purpose of providing and improving the Software.

"Confidential Information" means all non-public information disclosed by either party to the other, whether orally or in writing, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.

Each party agrees to:

• Maintain the confidentiality of the other party's Confidential Information
• Use the same degree of care to protect the confidentiality of the other party's Confidential Information that it uses to protect its own Confidential Information, but in no event less than reasonable care
• Not disclose such Confidential Information to any third party, except as required by law or as necessary to fulfill the purposes of this Agreement

Confidential Information does not include information that:

• Is or becomes generally known to the public without breach of this Agreement
• Was known to the receiving party prior to its disclosure by the disclosing party
• Is received from a third party without breach of any obligation owed to the disclosing party
• Was independently developed by the receiving party without use of the disclosing party's Confidential Information

Company shall handle any personal data collected from users in accordance with its Privacy Policy available at https://www.atlas-cmms.com/privacy

Company shall implement appropriate technical and organizational measures to protect user data, including:

• AES-256 encryption for all data at rest
• TLS 1.3 encryption for all data in transit
• Regular security audits and penetration testing

In the event of a data breach affecting your data, we will notify you within 72 hours of discovery and take appropriate measures to mitigate the impact.

Company warrants that the Software will perform materially in accordance with the documentation during the subscription term.

EXCEPT AS EXPRESSLY PROVIDED HEREIN, THE SOFTWARE IS PROVIDED "AS IS" AND "AS AVAILABLE." COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.

THE SOFTWARE MAY BE SUBJECT TO LIMITATIONS, DELAYS, AND OTHER PROBLEMS INHERENT IN THE USE OF THE INTERNET AND ELECTRONIC COMMUNICATIONS. COMPANY IS NOT RESPONSIBLE FOR ANY DELAYS, DELIVERY FAILURES, OR OTHER DAMAGE RESULTING FROM SUCH PROBLEMS.

IN NO EVENT SHALL COMPANY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR DAMAGES FOR LOSS OF PROFITS, REVENUE, DATA OR USE, INCURRED BY YOU OR ANY THIRD PARTY, WHETHER IN CONTRACT, TORT OR OTHERWISE, EVEN IF COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

COMPANY'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THIS AGREEMENT SHALL NOT EXCEED THE AMOUNT PAID BY YOU FOR THE SOFTWARE DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE LIABILITY.

THE LIMITATIONS OF LIABILITY IN THIS SECTION SHALL APPLY EVEN IF ANY LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

You agree to indemnify and hold Company harmless from any claim, demand, loss, liability, damage or expense (including reasonable attorneys' fees) arising out of your use of the Software or violation of this Agreement.

Company agrees to defend you against any claim by a third party alleging that the Software infringes any intellectual property right, and to indemnify you for any damages finally awarded against you in connection with such claim, provided that you promptly notify Company of the claim, allow Company to control the defense, and cooperate with Company in the defense.

This Agreement commences on the date you first accept it and continues until all subscriptions hereunder have expired or been terminated.

Either party may terminate this Agreement for cause if the other party materially breaches this Agreement and fails to cure such breach within thirty (30) days after receiving written notice of the breach.

Upon termination or expiration of this Agreement:

• All licenses granted hereunder will immediately terminate
• You must cease all use of the Software
• You must pay all outstanding fees
• Company will make your data available for export for a period of 30 days, after which it may be deleted

Sections 7, 8, 11, 12, 13.3, 13.4, and 14 shall survive termination or expiration of this Agreement.

Company reserves the right to modify or discontinue the Software at any time. For material changes, we will provide at least 90 days' notice via email and in-app notification.

Company may update this Agreement from time to time. We will notify you of material changes at least 30 days before they become effective via email and in-app notification. Your continued use of the Software after the effective date constitutes acceptance of the modified terms. If you do not agree to the changes, you must stop using the Software and may terminate your account, subject to the terms of this Agreement.

This Agreement shall be governed by the laws of Morocco without regard to its conflict of law principles.

Any disputes arising out of or relating to this Agreement shall be resolved through binding arbitration in $Casablanca-Morocco 20040,administered by the Moroccan Arbitration Center under its Commercial Arbitration Rules. The arbitration panel shall consist of one arbitrator selected in accordance with these rules. The arbitration must be commenced within one year after the dispute arises. Nothing in this section prevents either party from seeking injunctive relief in a court of competent jurisdiction.

Neither party shall be liable for any delay or failure to perform its obligations under this Agreement due to causes beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, riots, civil unrest, government action, strikes, lockouts, labor disputes, fire, explosion, or power outages.

You may not assign or transfer this Agreement or any rights or obligations hereunder without the prior written consent of Company. Company may freely assign this Agreement. Any attempted assignment in violation of this section shall be void.

If any provision of this Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall remain in full force and effect.

The failure of Company to exercise or enforce any right or provision of this Agreement shall not constitute a waiver of such right or provision.

This Agreement, together with the Privacy Policy and any other documents referenced herein, constitutes the entire agreement between the parties and supersedes all prior communications and agreements. It may only be amended as provided in Section 14.2.

Any notices required under this Agreement shall be provided to users by email or through the Software interface. Users shall send any notices to Company at contact@atlas-cmms.com.

If you have any questions about this Agreement, please contact us at:

By using the Atlas CMMS software, you acknowledge that you have read, understood and agree to be bound by this Agreement.