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Terms and Conditions of Use

Last updated: February 1, 2025

1. Introduction

These Terms and Conditions ("Terms") govern access to and use of the RouteX platform ("Service"), developed and maintained by ATSC Group LLC ("ATSC", "we", "our"). By subscribing to or accessing the Service, the customer ("Customer", "you", or "your") agrees to comply with and be bound by these Terms.

2. License and Usage Rights

Through payment of applicable monthly subscription fees, the Customer obtains a non-exclusive, non-transferable, non-sublicensable, and revocable license to access and use the RouteX platform during the subscription period. The Service is provided under a software as a service (SaaS) model and is available remotely via internet access. No ownership rights or access to source code are granted.

3. Intellectual Property

The RouteX platform, including its underlying source code, architecture, features, user interface, and documentation, as well as all derivative works, improvements, and modifications, are and will remain the exclusive property of ATSC.

The Customer shall not copy, modify, reverse engineer, distribute, sublicense, resell, create derivative works, or otherwise exploit the Service, in whole or in part, except as expressly permitted in these Terms.

To the extent that the Customer or its users provide suggestions, feedback, or request custom features or integrations, all intellectual property rights arising from such contribution, including resulting deliverables ("Deliverables"), are automatically and irrevocably assigned to ATSC without additional compensation. ATSC grants the Customer a limited, term-based license to access and use such Deliverables solely within the RouteX platform during the active subscription period.

4. Custom Development and Customer-Specific Features

ATSC may, upon request, develop certain custom features, modules, or configurations for the Customer ("Custom Development"). Unless otherwise agreed in writing, all Custom Development:

  • Will remain the sole and exclusive property of ATSC;
  • Will be licensed—not sold—to the Customer for use only while the subscription is active;
  • Will be available exclusively to the requesting Customer and not to third parties, unless otherwise agreed;
  • Will automatically terminate upon cancellation or expiration of the Customer's subscription.

ATSC reserves the right to reuse non-customer-specific components of any Custom Development in other parts of the platform.

5. Resale, Referral, and Sublicensing

The Customer is not authorized to resell, sublicense, white-label, or provide third-party access to the RouteX platform unless:

  • A Partner or Reseller Agreement is executed separately and in writing with ATSC; and
  • Such resale is subject to the terms of these Terms and any applicable Partner agreement.

Any unauthorized resale, sublicensing, or commercialization of the Service constitutes a material breach of these Terms.

6. Hosting and Availability

The RouteX platform is hosted on cloud infrastructure managed and maintained by ATSC. We strive to ensure high availability, security, and performance through regular backups, monitoring, and maintenance. No specific uptime guarantees are offered unless covered in a separate Service Level Agreement (SLA).

7. Support and Maintenance

ATSC provides technical support during standard business hours through designated communication channels. Base support includes corrective and evolutionary maintenance. Services exceeding this scope (e.g., custom development, priority support, on-site services) will be billed separately, upon approval.

8. Confidentiality

Each party commits to protect the other's confidential and proprietary information, including business practices, source code, configurations, and customer data. ATSC will not access, disclose, or use customer data, except when necessary for system operation, maintenance, or support.

9. Data Protection and Security

Customer data will be processed and stored in accordance with applicable data protection regulations. When required by law, a separate Data Processing Agreement (DPA) may apply. ATSC employs commercially reasonable administrative, physical, and technical security measures to protect customer data.

10. Platform Modifications and Updates

ATSC may periodically update or enhance the RouteX platform as part of its roadmap. Such updates will not remove or disable existing Custom Developments without prior notice and coordination. Customers may opt in or out of new modules at their discretion, unless otherwise agreed.

11. Fees and Payment

The Customer agrees to pay the monthly subscription and any applicable service or development fees as invoiced. Failure to pay may result in service suspension or termination. Fees are non-refundable unless otherwise stated.

12. Service Termination

The Customer may terminate the subscription with at least 30 days' written notice. Upon termination, all access to the platform and any associated Custom Development will be revoked. Customer data will be deleted unless a backup is requested before termination. ATSC may terminate or suspend access for violation of these Terms or applicable law.

13. Warranties and Disclaimers

The RouteX platform is provided "as is" and "as available", without warranties of any kind, express or implied, including but not limited to warranties of merchantability, fitness for a particular purpose, or non-infringement. ATSC does not guarantee uninterrupted or error-free performance.

14. Limitation of Liability

To the maximum extent permitted by law, ATSC's total liability for any claim related to the Service shall not exceed the total subscription fees paid by the Customer in the twelve (12) months preceding the claim. ATSC shall not be liable for indirect, incidental, special, or consequential damages.

15. Governing Law and Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the State of Florida, United States, without regard to conflict of law principles. Any dispute arising under or in connection with these Terms shall be resolved exclusively through binding arbitration in Miami, Florida, in English, in accordance with the rules of the American Arbitration Association (AAA).

16. Modifications to the Terms

ATSC reserves the right to update or modify these Terms at any time. Customers will be notified of changes through the RouteX platform or by email. Continued use of the platform after changes take effect constitutes acceptance of the new Terms.

17. Miscellaneous

  • These Terms constitute the entire agreement between the parties regarding the RouteX platform.
  • The Customer may not assign or transfer these Terms without ATSC's prior written consent.
  • Failure to enforce a provision shall not be deemed a waiver.
  • If any provision is found unenforceable, the remaining terms shall remain in full force.
  • Neither party shall be liable for non-performance due to force majeure events beyond their reasonable control.
  • ATSC reserves the right to update or modify these Terms at any time.