Effective Date: April 10, 2026
Last Updated: September 13, 2026

These Terms & Conditions govern the provision of services by Atypical Motions Publishing Inc. (“AMPINC,” “we,” “us,” or “our”) to clients, customers, organizations, partners, contributors, and other parties engaging AMPINC for professional services, research, publishing, creative, educational, digital, facilitation, or related activities.

By requesting, purchasing, accepting, or using AMPINC services, you (“Client,” “you,” or “your”) acknowledge that you have read, understood, and agreed to these Terms & Conditions.

If AMPINC and the Client enter into a separate written agreement, statement of work, proposal, purchase order, or other contractual document, that document will govern where its terms expressly conflict with these Terms & Conditions.

1. About AMPINC

Atypical Motions Publishing Inc. is an independent research and multimedia publishing company based in Toronto, Canada.

AMPINC works across research, culture, design, initiatives, and related areas involving human and digital systems, trust, technology, governance, communication, resilience, and human wellbeing.

The specific services provided to a Client will depend on the scope agreed upon between AMPINC and the Client.

2. Services

AMPINC may provide services including, but not limited to:

• Independent research and analysis;

• Research and publication development;

• Writing, editing, and content development;

• Multimedia and cultural projects;

• Facilitation and workshops;

• Communication and educational initiatives;

• Digital and accessibility-related projects;

• Research-related engagements;

• Creative and media-related services; and

• Other services agreed upon in writing.

The exact scope, deliverables, timelines, responsibilities, fees, and conditions of a particular engagement may be established through a proposal, statement of work, service agreement, invoice, order confirmation, or other written communication accepted by both parties.

AMPINC does not guarantee that a particular outcome, business result, publication outcome, funding result, investment return, regulatory outcome, or other result will be achieved unless expressly agreed to in writing.

3. Client Responsibilities

The Client agrees to:

• Provide accurate and complete information reasonably required to perform the services;

• Provide required materials, approvals, decisions, access, and feedback within agreed timelines;

• Ensure that information supplied to AMPINC may lawfully be provided and used for the agreed purpose;

• Identify any applicable confidentiality, contractual, regulatory, ethical, or security requirements;

• Review deliverables within a reasonable period;

• Promptly communicate material changes to the project;

• Pay applicable fees in accordance with the agreed payment terms; and

• Cooperate reasonably with AMPINC throughout the engagement.

AMPINC will not be responsible for delays, additional costs, or inability to perform resulting from inaccurate, incomplete, unavailable, or substantially delayed Client information, approvals, materials, access, or instructions.

4. Proposals and Statements of Work

Where applicable, AMPINC may provide the Client with a proposal or statement of work describing the services.

A proposal or statement of work may specify:

• Scope of services;

• Deliverables;

• Project milestones;

• Timelines;

• Fees;

• Payment terms;

• Client responsibilities;

• Assumptions;

• Expenses;

• Intellectual property arrangements;

• Confidentiality requirements; and

• Other engagement-specific conditions.

Once accepted by the Client and AMPINC, the applicable proposal or statement of work forms part of the agreement between the parties.

5. Fees and Payment

The Client agrees to pay AMPINC the fees specified in the applicable proposal, statement of work, invoice, or other written agreement.

Unless otherwise agreed:

• Invoices are payable within [15/30] days of the invoice date;

• Applicable taxes will be charged in accordance with applicable law;

• Third-party expenses or project-related expenses may be charged where previously approved or contemplated in the engagement;

• Additional services outside the agreed scope may be subject to additional fees; and

• AMPINC may suspend services where undisputed amounts remain unpaid after reasonable notice.

The Client is responsible for applicable taxes, duties, transaction charges, or other governmental charges associated with the purchase of services, except taxes imposed directly on AMPINC's income.

6. Deposits and Prepayments

Where a deposit or advance payment is required, AMPINC will communicate the amount and applicable conditions before the engagement begins.

A deposit may be applied toward the agreed services and may be non-refundable where AMPINC has already committed resources, incurred costs, commenced work, or reserved project capacity, subject to applicable law and the terms of the engagement.

7. Changes to Scope

A Client may request changes to an agreed scope of work.

AMPINC will assess whether the requested change affects:

• Fees;

• Deliverables;

• Timelines;

• Resources;

• Third-party costs;

• Project dependencies; or

• Other engagement conditions.

AMPINC may require written approval of the revised scope before proceeding with material additional work.

AMPINC is not required to perform material work outside the agreed scope without an agreed adjustment to the applicable terms.

8. Timelines and Delays

AMPINC will make reasonable efforts to meet agreed project timelines.

Timelines may be affected by:

• Client delays;

• Delayed approvals;

• Changes to scope;

• Third-party dependencies;

• Availability of information or resources;

• Technical problems;

• Regulatory requirements;

• Events outside AMPINC's reasonable control; or

• Other circumstances affecting project delivery.

Where a material delay occurs, AMPINC will communicate the issue to the Client and, where reasonably possible, provide an updated timeline.

9. Intellectual Property

Unless otherwise agreed in writing, AMPINC retains ownership of its pre-existing intellectual property, methodologies, frameworks, research approaches, templates, systems, tools, concepts, know-how, processes, materials, and other intellectual property developed independently of the Client engagement.

Client-owned materials provided to AMPINC remain the property of the Client or the applicable rights holder.

Ownership of specific deliverables created for the Client will be determined by the applicable proposal, statement of work, or written agreement.

Unless otherwise agreed, payment of all applicable fees does not automatically transfer ownership of AMPINC's pre-existing intellectual property.

10. Client Materials and Rights

The Client represents that it has the necessary rights, permissions, licences, and authority to provide materials, information, data, content, trademarks, images, documents, or other materials to AMPINC for the purposes of the engagement.

The Client grants AMPINC the limited right to use such materials as reasonably necessary to perform the agreed services.

The Client remains responsible for ensuring that materials it provides do not knowingly infringe the rights of another person or organization.

11. AMPINC Materials

Unless expressly transferred in writing, AMPINC retains ownership of its original:

• Research methodologies;

• Frameworks;

• Templates;

• Processes;

• Models;

• Tools;

• Concepts;

• Written materials;

• Designs;

• Systems;

• Know-how; and

• Other intellectual property.

The Client may use final deliverables for the purposes agreed upon in the applicable engagement.

The Client may not reproduce, resell, sublicense, distribute, commercially exploit, or represent AMPINC's proprietary materials as its own except where expressly permitted in writing.

12. Research and Independent Analysis

Where AMPINC provides independent research, analysis, commentary, or related services, the Client acknowledges that such work may involve professional judgment, interpretation, publicly available information, Client-provided information, research sources, interviews, datasets, or other materials.

Research findings and recommendations are provided for the purposes specified in the engagement.

Unless expressly agreed otherwise, AMPINC does not provide legal, accounting, investment, medical, clinical, regulatory, engineering, or other regulated professional advice.

The Client remains responsible for determining how it uses research findings or recommendations and for obtaining specialized professional advice where appropriate.

13. Artificial Intelligence and Third-Party Technology

AMPINC may use third-party technology, software, cloud platforms, automation tools, artificial intelligence systems, research databases, communication platforms, or other digital services in connection with an engagement where appropriate.

AMPINC will consider confidentiality, security, privacy, intellectual-property, and other relevant risks when selecting or using such technologies.

AMPINC will not knowingly submit Client confidential information to an external AI or technology service where doing so would violate an applicable confidentiality obligation, contractual restriction, or other requirement.

Where a Client has specific restrictions concerning AI, automated processing, data residency, third-party platforms, or technology use, the Client should communicate those requirements to AMPINC before the engagement begins.

14. Confidentiality

Each party may receive confidential information belonging to the other party in connection with an engagement.

Confidential information may include:

• Business information;

• Research information;

• Financial information;

• Personal information;

• Technical information;

• Security information;

• Intellectual property;

• Unpublished materials;

• Strategic information;

• Commercial information; and

• Other information reasonably understood to be confidential.

Each party agrees to use reasonable measures to protect confidential information and to use it only for legitimate purposes connected to the engagement.

Confidentiality obligations do not generally apply to information that:

• Is publicly available through no breach of the agreement;

• Was lawfully known before disclosure;

• Is independently developed without use of the confidential information;

• Is lawfully received from another source without confidentiality restrictions; or

• Must be disclosed by law, court order, or regulatory requirement.

15. Personal Information and Privacy

AMPINC may collect, use, disclose, store, and otherwise process personal information in connection with its services.

AMPINC's handling of personal information is described in the AMPINC Privacy Notice.

Clients are responsible for ensuring that any personal information they provide to AMPINC may lawfully be disclosed for the applicable purpose.

Where an engagement involves personal or sensitive information, AMPINC may establish additional privacy, security, data-processing, confidentiality, or contractual requirements.

16. Information Security

AMPINC maintains reasonable administrative, technical, physical, and organizational safeguards designed to protect information and systems against unauthorized access, use, disclosure, alteration, loss, destruction, or disruption.

AMPINC's information-security practices are described in its AMPINC Information Security & Cybersecurity Policy.

Where an engagement involves heightened security requirements, AMPINC and the Client may agree to additional security controls or contractual requirements.

17. Third-Party Services

AMPINC may rely on third-party providers to support the delivery of services, including hosting, cloud storage, communications, payment processing, website infrastructure, software, research platforms, analytics, scheduling, or other services.

AMPINC will seek to use reputable providers and appropriate safeguards based on the nature and risk of the service.

AMPINC remains responsible for its own contractual obligations to the Client but is not responsible for independent failures of third-party services outside AMPINC's reasonable control.

18. Publication and Publicity

Unless otherwise agreed in writing, AMPINC will not publicly disclose confidential Client information.

Where a project is intended for publication, public presentation, media distribution, research dissemination, or other public use, the applicable publication rights and approval process will be established as part of the engagement.

AMPINC will not use the Client's name, logo, trademarks, testimonials, project details, or other identifying information for promotional purposes without appropriate authorization, except where the information is already publicly available and its use is otherwise lawful.

19. Deliverables and Acceptance

Where deliverables are specified, AMPINC will provide them in the format and within the scope agreed upon.

The Client is responsible for reviewing deliverables and identifying material issues within 10 business days of delivery unless a different period is specified in the applicable agreement.

Where no material issue is identified within that period, the deliverable may be considered accepted.

This provision does not limit the Client's rights concerning latent defects, statutory rights, or other rights that cannot lawfully be excluded.

20. Corrections and Revisions

Where revisions are included within the agreed scope, AMPINC will make reasonable corrections or revisions consistent with the agreed project objectives.

Requests that materially change the original direction, scope, deliverables, or requirements may constitute additional work and may be subject to additional fees.

21. Cancellation and Termination

Either party may request termination of an engagement in accordance with the applicable agreement.

AMPINC may terminate or suspend an engagement where:

• The Client materially breaches the agreement;

• Required payments remain unpaid;

• Continued performance would create a significant legal, ethical, security, or reputational risk;

• The Client requests unlawful or inappropriate activity;

• The Client materially misrepresents information;

• Continued performance becomes impracticable; or

• Another legitimate basis for termination exists under the applicable agreement or law.

Upon termination, the Client remains responsible for fees and approved expenses incurred up to the effective termination date, subject to the terms of the engagement and applicable law.

22. Refunds

Refund eligibility will depend on the nature of the service, the applicable agreement, work already performed, third-party costs, and applicable consumer-protection law.

Where a service has not yet commenced, AMPINC may provide a refund in accordance with the applicable cancellation terms.

Where work has commenced, AMPINC may retain amounts reasonably attributable to services performed, committed resources, approved expenses, or non-refundable third-party costs, subject to applicable law.

23. Suspension of Services

AMPINC may temporarily suspend services where reasonably necessary to:

• Protect information or systems;

• Address a security incident;

• Prevent unlawful activity;

• Address non-payment;

• Respond to a material Client breach;

• Address technical or operational circumstances; or

• Protect AMPINC, its personnel, Clients, partners, or third parties.

AMPINC will make reasonable efforts to communicate material service suspensions where doing so is appropriate and does not create additional security, legal, or operational risk.

24. Representations and Warranties

AMPINC will perform services with reasonable care and skill consistent with the nature of the engagement.

Except where expressly stated in writing or required by applicable law, AMPINC does not warrant that:

• Services will be uninterrupted;

• Deliverables will be error-free;

• Results will meet a particular commercial objective;

• Third-party platforms will remain available;

• Research findings will remain current indefinitely; or

• A particular outcome will be achieved.

The Client acknowledges that research, creative, strategic, technological, and other professional services may involve uncertainty and professional judgment.

25. Limitation of Liability

To the maximum extent permitted by applicable law, AMPINC will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, including loss of profits, revenue, business opportunities, anticipated savings, goodwill, or data arising from an engagement.

To the maximum extent permitted by applicable law, AMPINC's aggregate liability arising from a particular engagement will not exceed the fees paid or payable to AMPINC for the applicable services during the six months preceding the event giving rise to the claim.

Nothing in these Terms is intended to exclude or limit liability that cannot lawfully be excluded or limited under applicable law.

26. Indemnification

To the extent permitted by applicable law, the Client agrees to indemnify and hold AMPINC harmless from claims, losses, damages, liabilities, costs, and reasonable expenses arising from:

• Materials supplied by the Client that infringe the rights of another party;

• The Client's unlawful use of AMPINC deliverables;

• The Client's breach of these Terms;

• The Client's violation of applicable law; or

• Unauthorized representations made by the Client concerning AMPINC's services or deliverables.

This provision does not apply to the extent that a claim results from AMPINC's own negligence, wilful misconduct, or other conduct for which AMPINC is legally responsible.

27. Force Majeure

AMPINC will not be responsible for delay or failure to perform caused by circumstances beyond its reasonable control.

Such circumstances may include:

• Natural disasters;

• Public emergencies;

• Cybersecurity incidents;

• Internet or telecommunications failures;

• Major technology failures;

• Government action;

• War or civil unrest;

• Labour disruptions;

• Widespread service outages;

• Epidemics or pandemics; or

• Other circumstances that could not reasonably have been prevented or controlled.

AMPINC will make reasonable efforts to resume affected services when circumstances permit.

28. Compliance With Laws

Each party is responsible for complying with laws applicable to its activities.

AMPINC may refuse or discontinue services where fulfilling a Client request would reasonably appear to require unlawful conduct or create significant legal, ethical, security, privacy, or regulatory concerns.

Where services cross international borders, the parties may be required to comply with applicable laws in multiple jurisdictions.

29. Ethical and Responsible Engagement

AMPINC seeks to conduct its activities in a manner consistent with principles of human dignity, responsible technology, trust, transparency, accessibility, sustainability, and respect for applicable rights.

AMPINC may decline work that it reasonably believes would involve:

• Fraud;

• Abuse;

• Discrimination;

• Deliberate deception;

• Unlawful surveillance;

• Malicious cybersecurity activity;

• Unauthorized access to systems;

• Misuse of personal information;

• Intellectual-property infringement;

• Significant harm to individuals or communities; or

• Other unlawful or seriously unethical conduct.

30. Accessibility

AMPINC seeks to provide services and communications in an accessible and inclusive manner.

Where accessibility requirements are important to an engagement, the Client should communicate those requirements before work begins so that they can be incorporated into the project scope where reasonably possible.

31. International Services

AMPINC may provide services to Clients located in Canada or other jurisdictions.

International engagements may involve cross-border communications, payments, technology platforms, information transfers, or third-party service providers.

Clients are responsible for identifying jurisdiction-specific requirements that apply to their own operations and for communicating relevant contractual or regulatory requirements to AMPINC.

32. No Employment, Partnership, or Agency

Unless expressly agreed in writing, the provision of services by AMPINC does not create an employment relationship, partnership, joint venture, fiduciary relationship, or agency relationship between AMPINC and the Client.

Neither party may represent that it has authority to bind the other party without express authorization.

33. Independent Professional Judgment

AMPINC may exercise independent professional judgment in performing its services.

The Client may provide objectives, requirements, constraints, and feedback; however, AMPINC may identify risks, limitations, inconsistencies, or other considerations that affect the proposed work.

Where appropriate, AMPINC may recommend an alternative approach where doing so is reasonably necessary to meet the objectives of the engagement.

34. Dispute Resolution

The parties will first attempt to resolve disputes through good-faith communication and negotiation.

Where a dispute cannot be resolved informally, the parties may pursue mediation or another appropriate dispute-resolution process before commencing litigation, where permitted by applicable law and agreed upon by the parties.

35. Governing Law

Unless otherwise agreed in writing, these Terms & Conditions will be governed by the laws of the Province of Ontario and the applicable laws of Canada.

The parties submit to the applicable courts of Ontario for disputes arising from these Terms, subject to any mandatory rights or jurisdictional requirements that cannot legally be excluded.

36. Severability

If any provision of these Terms is determined to be invalid, unlawful, or unenforceable, that provision will be interpreted or limited to the minimum extent necessary, and the remaining provisions will continue to apply to the extent permitted by law.

37. No Waiver

A failure by AMPINC to enforce any provision of these Terms does not constitute a waiver of its right to enforce that provision or any other provision in the future.

38. Entire Agreement

These Terms, together with any applicable proposal, statement of work, service agreement, order confirmation, invoice, and other written agreement expressly incorporated into the engagement, constitute the agreement between AMPINC and the Client concerning the applicable services.

Where a specific written agreement conflicts with these Terms, the specific written agreement will govern to the extent of the conflict.

39. Amendments

AMPINC may update these Terms from time to time to reflect changes in its services, business practices, technology, legal requirements, or operational environment.

For an existing Client engagement, material changes will not automatically alter previously agreed contractual terms unless permitted by the applicable agreement or agreed upon by the parties.

The version applicable to a new engagement will be the version in effect when the engagement is accepted unless otherwise agreed in writing.

40. Contact

Questions regarding these Terms & Conditions may be directed to:

Atypical Motions Publishing Inc. (AMPINC)
375 University Avenue, Suite 3213, Toronto, Ontario, M5G 2J5

Email: atypicalmotions@gmail.com
Phone: +1 437 374 4761

Website: atypicalmotions.com