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      Australian Tourism Online Marketplace Terms of Use

      Last Updated: 10 January 2024

       

      These Terms (and the documents, policies and standards referred to within them) form a binding legal agreement between you and the Australian Tourism Online Marketplace (Atom) that governs your right to use the platform, websites, applications, APIs and other offerings from Atom (collectively the Atom Platform).

      The documents referred to within these Terms include but are not limited to our:

      • Privacy Policy
      • Supplier Eligibility Criteria
      • Atom Supplier Guidelines
      • Distribution Licence Agreement
      • Atom Distributor Guidelines
      • Content Policy
      • Inclusion Policy

      When used in these Terms, Atom, we, us, or our refers to Australian Tourism Online Marketplace Pty Ltd ACN 21 096 876 783 of Level 8, 515 St Pauls Terrace, Fortitude Valley QLD 4006 Australia.

      The Atom Platform offers an online site that enables users (Members) to create, publish, offer, search for services.

      Members who create and offer services are Suppliers and Members who publish and search for, or use the services are Distributors.

      Suppliers offer accommodations (Accommodations), activities, tours and events (Experiences), and a variety of travel and other services (collectively, Tourism Services). The content of each Supplier service offering creates a Profile).

      You must register an account to access and use many features of the Atom Platform and must keep your account information accurate. As the provider of the Atom Platform, Atom does not own, control, offer or manage any Tourism Services.

      Atom is not a party to the contracts entered into directly between Suppliers and consumers, nor is Atom a real estate agent, broker, travel agency or insurer.

      Atom is not acting as an agent in any capacity for any Member.

      The agreements entered under these Terms do not create any partnership, joint venture or agency relationship between the parties.

       

      Members may not enter into any agreements or incur any liabilities on behalf of Atom without Atom’s prior written consent and may not represent to any person that it has any authority to do so.

      If you are a Supplier, you are responsible for understanding and complying with all laws, rules, regulations and contracts with third parties that apply to your Tourism Services.

      If you are a Distributor, you are responsible for understanding and complying with all laws, rules, regulations and contracts with third parties that apply to your distribution activities.

      The Supplier Terms (which covers clauses 1 to 14 in the Supplier Terms below) are binding on Suppliers. The General Terms (which covers clauses 1 to 6 in the General Terms section below) and Distribution Terms (which covers clauses 1 to 11 in the Distribution Terms below) are binding on Distributors and on Suppliers.

       

       

      Table of Contents

      General Terms

      1. STO means the State Tourism Organisations namely,
        1. Tourism and Events Queensland (TEQ) ABN 77 745 152 359,
        2. Destination New South Wales (DNSW) ABN 52 890 768 976,
        3. Visit Canberra (VC) ABN 72 397 293 490,
        4. Visit Victoria Ltd (VVIC) ABN 18 381 772 530,
        5. Tourism Tasmania (TTAS) ABN 58 800 480 938,
        6. South Australia Tourism Commission (SATC) ABN 80 485 623 691,
        7. Tourism Western Australia (TWA) ABN 95 468 665 668, and
        8. Tourism Northern Territory (TNT) ABN 17 435 764 236.
      2. These Terms
        1. By registering an Atom account, You agree to comply with and be legally bound by these Terms.
        2. You acknowledge and agree that these Terms constitute a legally binding agreement between You and Us.
        3. If you do not agree to these Terms, You have no right to obtain information from or otherwise continue using the Atom Platform.
        4. Please also read carefully our Privacy Policy at http://www.atomco.com/privacy.
      3. Changing these Terms
        1. We may change or otherwise modify these Terms in the future in accordance with this clause. You understand and agree that Your continued access or use of the Atom Platform after such change signifies Your acceptance of the updated or modified Terms.
        2. We will note the date that revisions were last made to these Terms on the first page of these Terms, and any revisions will take effect upon posting.
        3. We will notify You of material changes to these Terms by either sending a notice to the email address provided to us at registration or by placing a notice on the Atom Platform.
        4. Be sure to return to this page periodically to review the most current version of these Terms.
      4. Compliance with laws

      It’s important for you to understand your local laws if you are offering Tourism Services in Australia. We provide a platform and marketplace, but we don’t provide legal advice.

      1. You agree to observe and comply with all laws relevant to your business type that are applicable to your state or territory of operation. Laws of operation vary from state to state (and territory to territory) and may require licences and permits to operate lawfully. Without limiting the above, You understand and agree that You are solely responsible for compliance with any and all laws, rules, regulations, and tax obligations that may apply to Your use of the Atom Platform.
      2. You agree to seek clarification around all business regulations from local, state and territory authorities.
      3. You agree to hold up to date public liability and necessary insurances.
      4. You agree to all safety requirements for lawful operation.
      5. You agree to do a risk assessment for your business.
      6. You agree to abiding to local laws when you are operating in a different state or territory.
      7. You agree to provide a high level of customer service to all users, visitors and consumers interacting with your services.
      1. Registration process – User and Organisation
        1. As from the time of registration, the Organisation referred to in the registration process (being a Member) is bound by these Terms. The User enters this agreement for and on behalf of the Organisation. The User represents and warrants that they are authorised to enter this agreement on behalf of the Organisation. The reference in this provision to the User is a reference to the human being that completes the registration process. The registration process includes opening a User account as the first step in the registration process. In this respect, we refer to the “create user” – “user information page” in the registration process.
        2. As from the time of registration, the User is bound by these Terms in his/her own right. That is separate to, and in addition to the agreement between Atom and the Organisation referred to in clause 5.a.
        3. This provision applies where the Organisation already has an account with Atom and is already bound by these Terms by reason of a different and earlier user entering a content supply agreement at an earlier point in time (a Pre-Existing Agreement). If at the time the User accepts these Terms, the situation is that Organisation is already bound by these Terms through a Pre-Existing Agreement, then:
          • the Organisation will not be entering a second agreement as a result of the User account opening and acceptance process, and
          • the User confirms and affirms the Pre-Existing Agreement on behalf of the Organisation.
        4. Governing law

      The agreements entered pursuant these Terms are governed by the laws of Queensland, and each party irrevocably submits to the non-exclusive jurisdiction of the courts of Queensland.

      1. Force Majeure Event

      A party shall not be deemed in breach of these Terms if that party’s performance of its obligations herein is prevented by a Force Majeure event. Force Majeure Event means: 

      1. any act of God;
      2. any outbreak or escalation of hostilities (whether or not war has been declared) or any other unlawful act against public order or authority;
      3. any industrial dispute;
      4. any governmental restraint;
      5. unavailability or shortage (not caused by a party) of essential equipment, lack of communication, breakage of facilities or machinery and electricity supply failure;
      6. any shut down, interruption to or corruption of the internet and the server; or
      7. any other event which is not within the reasonable control of the parties.

       

       

      Supplier Terms

      These Terms are relevant if You are supplying Content. As part of the process of your registration as a user, you must read and agree to these Terms.

      1. The Atom Platform and your Content
        1. The Atom Platform allows You to tell Us about the tourism business or experience that you represent. This requires you to submit content including text, contact details, graphics, video/audio, photographs, images, multimedia, and linked information including websites, booking channels and social media pages (Content) to publish on the Atom Platform.
        2. We make this Content available for publication by Us and by Atom Distributors.
        3. The term You refers to you in your personal capacity and separately includes the business that you represent (this being a tourism business organisation that has registered with Us). The terms Your and Yourself pertains to You. For clarity, the term You refers to an includes the Organisation referred to in the registration process (being a Member).
        4. The term Distributor refers to a business that registers for access and is supplied content by way of licence by Atom or a State Tourism Organisation (STO) that publishes the supplied content.
        5. Your submission of Content is collectively known as a Profile or Profiles.
      2. Eligibility
        1. The Atom Platform is intended solely for tourism business operators, their employees and other authorised representatives that operate a tourism business in Australia and its territories.
        2. You must provide a direct service or experience to the leisure tourist or the business tourist. Where you coordinate Events, You are eligible to submit Business Event information.
      3. Supplier Eligibility Guidelines
        1. The Supplier Eligibility Guidelines (atdw.com.au/operator_guidelines) outline our eligibility requirements and standards for Suppliers.
        2. You must comply with the Supplier Eligibility Guidelines and any noncompliance of any provision of the Supplier Eligibility Guidelines constitutes a breach of these Terms.
      4. Licence to Us to list, distribute and modify Content
        1. You license Us and permit Us (as well as any third party designated or approved by Us) to list, publish, copy, edit, modify, translate, distribute, adapt, use, store, host and further distribute and transmit (by whatever means) the Content as We think fit.
        2. This license is granted by You on a non-exclusive, perpetual, worldwide, sub-licensable, transferable and royalty free basis.
        3. Our rights in relation to the Content include, but are not limited to, the right to:
          • list, share and use Your Content across all STO web activities (and any other form of media), publications, databases, kiosks and other marketing activities,
          • distribute Your Content to Distributors,
          • create derivative works of your Content, and
          • list, share and use Your Content in the Australian Tourism Online Marketplace data base and the data base of any Atom Distributor (including the website of Atom).
        4. Our intellectual property rights
          1. You acknowledge that we have intellectual property rights separate to any intellectual property rights that you may have relating to your Content.
          2. Our intellectual property rights include:
            • the design and structure of your Profile,
            • images and sounds which are added to your Content as part of your Profile, and
            • all data created or collected by us in connection with our services, including in connection with your Content and your Profile.

      We retain all intellectual property rights in relation to that content and that you must obtain our written consent if you wish to use our content.

      1. Content distribution - Acknowledgements by You
        1. Your Content may be listed or republished on the database or website of an Atom Distributor and other third parties.
        2. You consent to receiving communications from Us and from Distributors, including communications regarding their website developments, optional premium profile opportunities, general marketing and updates.
        3. Neither any STO nor the Atom shall be responsible for any republication, modification or editing of your Content by any Distributor or other third party.
        4. Furthermore, You fully release Atom and each STO (including all directors, employees and agents thereof) in relation to all claims and actions that You may have in this regard and You waive all rights You may have in relation to Your content being republished, modified, edited or in any other way used by Us and any third party, including where You object to such actions or usage.
      2. Your Content
        1. You warrant that the Content
          • is true and accurate,
          • is not fraudulent, false, misleading or deceptive, and
          • is not is defamatory, obscene, pornographic, vulgar or offensive.
        2. You agree that You will not submit any Profile with false or misleading price information or submit any Profile with a price that You do not firmly intend to honour.
        3. You must not upload, publish, submit or transmit any Content that:
          • you do not own or have the necessary rights to use;
          • infringes, misappropriates or violates someone else's rights, including their intellectual property rights such as a third party's patent, copyright, trademark, trade secret, moral rights, or rights of publicity or privacy;
          • violates, or encourages any conduct that would violate, any applicable law or regulation or would give rise to civil liability or promotes discrimination, bigotry, racism, hatred, harassment or harm against any individual or group;
          • is violent or threatening or promotes violence or actions that are threatening or harmful to any other person or animal, or
          • promotes illegal, harmful, dangerous activities or substances.
        4. Your Content and third party intellectual property rights
          1. You warrant to Us and agree:
            • that the Content does not in any way contravene or infringe any third party’s rights (ie any person or entity), including without limitation, their intellectual property, privacy, publicity or contractual rights, and
            • that where any third party approval for use of the Content is required, such approval has been obtained and the Content does not breach any conditions attached to such approval.
          2. Your use of the Atom Platform
            1. In connection with Your use of the Atom Platform You may not and you agree that You will not:
              • violate any laws or regulation, or any order of a court, including, without limitation, zoning restrictions and tax regulations;
              • use manual or automated software, devices, scripts, robots, backdoors or other means or processes to access, scrape, crawl or spider any web pages or other services contained in the Atom Platform or Content;
              • interfere with or damage Our Platform, including, without limitation, through the use of viruses, cancel bots, Trojan horses, harmful code, flood pings, denial-of-service attacks, backdoors, packet or IP spoofing, forged routing or electronic mail address information or similar methods or technology;
              • access or use Our Platform to use, expose, or allow to be used or exposed, any of Our Content:
                • that is not publicly displayed by Us in its search results pages or profile pages;
                • in any way that is inconsistent with Our Privacy Policy or Terms of Use; or
                • in any way that otherwise violates the privacy rights or any other rights of Our users or any other third party;
              • use the Atom Platform, for any commercial or other purposes that are not expressly permitted by these Terms;
              • copy, store or otherwise access or use any information contained on the Atom Platform for purposes not expressly permitted by these Terms;
              • use the Atom Platform in connection with the distribution of unsolicited commercial email (spam) or advertisements not expressly permitted by these Terms;
              • register for more than one Account or register for an Account on behalf of an individual other than Yourself, and
              • impersonate any person or entity, or falsify or otherwise misrepresent Yourself or Your affiliation with any person or entity.
            2. Inform Us of Content changes
              1. You agree to promptly inform and advise Us of any update, amendment or modification required to the Content so that the Content is accurate and complete at all times. You shall do this by updating Your Profile on the Atom Platform.
            3. Additional Content
              1. You agree that the provision of additional Content by You (or any update, modification or amendment of existing Content) is on the basis set out in these Terms.
            4. STO and Atom's right to remove or suspend Content/ Profiles
              1. You agree that We are entitled to remove or suspend from the Atom Platform all or any part of the Content and/or the Profile immediately and without notice in Our absolute discretion.
              2. Without limiting the above, this right may be exercised if in Our view You have breached any of these Terms.
            5. Indemnity
              1. You agree to indemnify and hold harmless Atom and each STO against any claim, liability, proceedings, fines, damages and costs of any kind or nature whatsoever which may be made or accrue against any of Us as a result of:
                • any error or omission in the Content supplied or arising from any profile of the Content,
                • any breach by you of these Terms including, or
                • the Content contravening or infringing any third party’s rights (ie any person or entity), including without limitation, their intellectual property, privacy, publicity or contractual rights.
              2. This indemnity continues to operate after removal of your profile.
            6. Separate arrangements between the Supplier and State or Territory Tourism Organisation (STO)

       

      1. You may be required to enter a Contractual arrangement between yourself and the STO of your state or territory (Separate STO Contract). You may be required to pay a fee to the STO as part of that Separate STO Contract.
      2. The Separate STO Contract is a separate legal relationship to your legal relationship with Atom under these Terms and will not involve Atom as a contacting party. The fee payable to the STO under the Separate STO Contract will not be received or paid to Atom.
      3. Please be aware that other tourism membership databases may ask for a fee to list. These organisations are not affiliated with Atom or the STOs. The Atom Platform is the official database for the STOs of Australia.

       

       

      Distribution Terms

      These terms are relevant if you are publishing Content from the Atom Platform. As part of the process of your registration as a user, you must read and agree to these Terms.

      Atom Content can only be distributed and published by Licenced Atom Distributors. To become a licensed Distributor You must enter into a Distribution subscription and agree the full Distribution Licence Agreement terms here: atomco.com/distribution-licence-agreement (Distribution Licence Agreement). The Distribution Licence Agreement is separate to these Terms and to the extent that there is any conflict between these Terms and the Distribution Licence Agreement, the Distribution Licence Agreement prevails.

      Any Distribution, publication and use of Atom Content or contact with Atom Members is strictly prohibited without a valid Distribution Licence Agreement.

      References to the terms Database, Support Material, Business Purposes, Fees, Term (i.e. the duration of the licence), Confidential information each have the meaning that is defined in the Distribution Licence Agreement. Atom is the owner of all right, title and interest (including copyright and trademarks) in the Database and the Platform.

       

      1. Grant of Licence
      2. Atom grants to the Distributor a limited, revocable, non-transferable, and non-sublicensable non-exclusive, royalty-free licence to use the Database for the Distributor’s Business Purposes only and strictly in accordance with these Terms using the Atom Distribution API (Atom Real Time API access, XML and JSON downloads) for the Term.
      3. Atom grants to the Distributor access for to use the Database on a single Distributor website. Should the Distributor require multiple API’s keys, each key would be subject to the agreement set out in these Terms and would attract additional fees.
      4. Nothing in these Terms constitutes a grant by Atom to the Distributor of:
        • any proprietary interest in the Database, the Content or the Support Material;
        • any right to use the Database, the Content or the Support Material for any commercial purpose, other than that permitted by these Terms; or
        • any right to modify or edit content with the Database other than for legitimate sorting by category for the Business Purposes of the Distributor.
      5. Minimum specifications

      The Distributor acknowledges and agrees that the hardware and software environment in which the Database is accessed, operates within, or exceeds the minimum specifications for the Database as outlined in the Atom Distributor Guidelines.

      1. Distributor obligations

      The Distributor:

      • may use the Information only for Business Purposes provided that such use does not bring any of the enterprises, businesses or facilities referred to in the Database into disrepute in any way whatsoever;
      • may use the Information only for the publication of those categories and regions permitted per the Distributor’s purchased subscription plan;
      • must not provide any information obtained from the Database for any purpose not in connection with the Business Purposes,
      • must comply with the Privacy Act 1988 (Commonwealth) and the Spam Act 2003 (Commonwealth), and
      • is not entitled to send unsolicited commercial electronic messages (as that term is defined in the Spam Act 2003) to any email address or mobile phone number for any individual or business listed in the Database.

      The Distributor agrees to all the following:

      1. Prior to the Distributor’s channels going live with access to Atom Content, Atom requires access to the Distributor’s site to perform a set of tests to:
        • Check that integration is performing optimally
        • Check that the setup will not cause excessive load on the system
        • Identify points that might be improved
        • Ensure compliance with the following Atom analytics tracking requirements
      • Web beacons to each Atom profile page
      • Image URL tracking
      • Contact and Booking URL tracking
      1. In addition to paragraph (i), the Distributor must, if requested by Atom, provide to Atom such other form of statistics or other information, as is reasonably acceptable to both the Distributor and Atom.
      2. If the Distributor is NOT using the Real-time Method of Downloading Content from the Database, then the Distributor must accept to and comply with a scheduled download time (with frequency of no less than once a week) as reasonably requested by Atom and must adhere to this schedule. The Distributor acknowledges that a purpose of this provision is to prevent the disruption of the businesses of other distributors of the Database.
      3. Data sharing and access

      The Distributor must permit representatives of Atom to have access to and take extracts from all data or other Records relating to:

      • Atom Content (including the use and performance of the Content), and
      • any other information as determined by Atom in its discretion.
      1. No contact by Distributor
      2. Contact with Atom Members is not provided with Distribution access. Except as permitted under these Terms, the Distributor must not make contact with any Member.
      3. Should a Distributor wish to contact any business, person or entity listed in the Database by email for marketing purposes (or any other purpose where marketing is involved), a proposal request including the email and audience MUST be first approved by Atom. In this respect the text of the proposed email communication MUST be forwarded to Atom before being sent to any email address listed in the Database. Atom will promptly consider the text of the proposed email and has absolute discretion in deciding whether or not to approve the proposed email. If the proposed email is approved by Atom, Atom will provide written confirmation to the Distributor.
      4. Support

      Atom will use its best endeavours to provide the following Support for the Database to the Distributor for the Term:

      1. Set up of access to the system and related software that provides the Licensee with access to the Database and the Information, known as the Atom Distribution API.
      2. Upgrades to the Atom Distribution API.
      3. Provision of technical support documentation at initial installation of the Atom Distribution API and relating to the operation of the Database.
      4. Limited telephone support during any Business Day.
      5. Content access and Support fee

      The Fees are dependent on the package selected. The Fees are payable by the Distributor to Atom for the provision of content access and support, for the term of the Distribution Licence Agreement on an annual basis.

      1. No Modifications
      2. The Distributor will not without the prior written consent of Atom (and then only in a manner approved by Atom in Atom’s sole discretion):
      • modify, alter, adapt, disassemble, reverse engineer, decompile or amend the Database, the Content or any other information within the Database in any way other than for legitimate sorting by category for the Business Purposes of the Distributor;
      • present the Distributor’s name and/or logo on the Content in a way that suggests an endorsement, joint venture, partnership and/or other association with Atom and/or any shareholder of Atom and/or any Supplier;
      • present the logo of Atom and/or of any shareholder of Atom on their Website or application or other forms of communication, and
      • present information about the business of Atom and/or about any shareholder of Atom on their Website or application or other forms of communication.
      1. Notwithstanding clause 8. a., the Distributor may edit, modify, alter and adapt any Content obtained by the Distributor from the Database for legitimate sorting by category for the Business Purposes PROVIDED EXPRESSLY THAT the said Content is not rendered inaccurate or misleading or sorted in a manner which is prejudicial to any particular site in any way whatsoever.
      2. Clause 8.a.(ii) does not prohibit the Distributor from acknowledging Atom as the source of the information obtained from the Database.
      3. Warranties and Limitations
      4. Atom
      • Atom represents and warrants to the Distributor that it has used its best endeavours to secure the rights to licence the distribution of the Content and that to the knowledge and belief of Atom, use of the Content in accordance with these Terms will not infringe the rights of any person or company.
      • Atom does not represent and does not warrant to the Distributor that the Database will provide any function for which it is not specifically designed.
      • Atom does not represent and does not warrant to the Distributor that the Database will provide any minimal level of performance.
      • Atom does not represent and does not warrant to the Distributor that the Database will be virus free or free of performance anomalies. Atom will use its reasonable endeavours to implement adequate virus protection and cyber security measures.
      1. Distributor

      The Distributor represents, warrants and undertakes to Atom that:

      • where necessary, it has obtained authorisations from government and other agencies and authorities to distribute the Database and will, throughout the Term, continue to have any necessary authorisations to distribute the Database;
      • It will not market, produce, promote a database on Australian Tourism in competition with the Database, or use the Content in any form or for any purpose other than as envisaged in these Terms;
      • it will take reasonable steps to refresh and update any Content as and when made available to the Distributor by Atom, but no less frequently than once a week;
      • it will not sub-licence the Licence; and
      • it will not hyperlink or otherwise connect the Database or any part of the Database to any site which is in direct or indirect competition with the Database or any part of the Database or any content provider within the Database.
      1. Distributor’s Acknowledgement

      The Distributor acknowledges and agrees that:

      • it will not, as a result of entering into these Terms, acquire any rights in the Database, its source code or object code other than the non exclusive right to distribute expressly granted to the Distributor herein;
      • use of the Database may be interrupted by failure of phone or internet services which are beyond Atom’s control; and
      • Atom is the owner of the Database, Intellectual property embedded in the database, Atom logos or trademarks and copyright, whether registered or not.
      1. Confidentiality
      2. Confidential Information

      The Distributor acknowledges that the Distributor, its employees or agents, may be given access to Confidential Information of Atom in the course of negotiating or performing the agreement that is the subject of these Terms.

      1. No Disclosure

      The Distributor will keep the Confidential Information confidential and will ensure that its employees and agents keep the Confidential Information confidential and neither will disclose it to any third party or use it otherwise than:

      • for the purposes of these Terms;
      • as authorised in writing by Atom;
      • as required by any law, judicial body or governmental agency; or 
      • a way of disclosure to that party’s professional advisors that have agreed to keep the Confidential Information confidential.
      1. No Unauthorised Copying

      The Distributor will not copy any document, content or data containing confidential information except as strictly necessary to perform these Terms.

      1. Removal of Materials

      Upon termination of the agreement under these Terms, the Distributor must within thirty (30) days of the date of termination remove ALL published and/or stored Atom content from its website(s), mobile applications, local databases and other digital channels. The Distributor must also: Certify in writing to Atom that the above actions have been taken. Cease representation as being an Atom distributor.

      1. Employees and others

      The Distributor will ensure that its employees, agents, contractors and other persons to whom they have given access to the Confidential Information will comply with this Clause 11 (and the Distributor agrees to be responsible for and liable to Atom for any breach by such employees, agents, contractors and other persons).

      1. API key
      • In addition to clauses 11. a. to e, the Distributor agrees not to disclose or provide the API Key supplied to the Distributor (and any other information in connection with the Distributor’s access to the Database) other than to its employees that need to know this information.
      • The Distributor and/or their developer are prohibited from sharing, copying, or using the provided API key for any purposes beyond the scope of the single domain registered with Atom. The API key must remain confidential and may not be used, disclosed, or distributed to any other domain, individual, or entity outside of the specified registered domain.