Terms of Use

These Terms of Use, including the associated DMCA Policy and other applicable policies published on our website, www.topoutlines.com, and related websites (collectively, the “Terms of Use”) set out the policies, rules, and conditions that govern your use of our website(s) and the services provided thereby (collectively, the “Site”), regardless of how you access the Site (e.g., directly through the Site, or through any third-party website that links to the Site), and regardless of whether you are a registered user or a guest. The Site is owned and operated by Top Outlines LLC and its affiliates (collectively, “Top Outlines,” “we,” or “us”), and these Terms of Use constitute an agreement between you and Top Outlines relating to your use of the Site.

BY USING THE SITE, YOU AGREE TO THE TERMS OF USE. IF YOU DO NOT AGREE TO THE TERMS OF USE, YOU ARE NOT AUTHORIZED TO ACCESS OR USE TOPOUTLINES.COM OR THE SITE AND YOU MUST CEASE ALL SUCH USE IMMEDIATELY.

Description of the Site

Top Outlines provides a variety of services through the Site designed to improve overall academic experience and performance for Site users. Such services include, without limitation, a marketplace for class lecture notes, study guides, outlines.

Account Registration and Termination

Top Outlines is available only to individuals age 13 and over. If you are between the ages of 13 and 18, you must review these Terms of Use with your parent or guardian to confirm that you and your parent or guardian understand and agree to the Terms of Use.

You may only have and use one account on the Site. A parent or guardian may create an account for the benefit of a minor, but otherwise you may not create an account for anyone unless expressly authorized by Top Outlines. All information you provide to create an account must be accurate and complete, and you may not impersonate any other person or use a name that is not your own.

When you set up an account, you must also choose a password. You are solely responsible for maintaining the confidentiality of your password, and for any and all use of your account. Except as otherwise specifically noted, all financial transactions on or through the Site will be processed in U.S. dollars.

You agree to notify Top Outlines immediately if you suspect any unauthorized use of your account or access to your password. Top Outlines has the right to suspend or terminate your account for any reason, at our sole discretion.

Privacy

Our policies and practices regarding our users’ privacy and personal information are detailed in the Top Outlines Privacy Policy [Content to Be Provided Soon] which is a key component of our Terms of Use and is incorporated herein by reference.

Proprietary Rights

The Site is owned and operated by Top Outlines. Unless otherwise specified, all materials appearing on the Site, including the text, site design, logos, graphics, icons, etc., as well as the selection, assembly and arrangement thereof, are the sole property of Top Outlines and, if applicable, its licensors. You may only use the Site for your own personal use. You agree not to view, copy, or procure content or information from the Site by automated means (such as scripts, bots, spiders, crawlers, or scrapers) unless formally authorized by Top Outlines under separate written agreement. No materials from the Site, or any portion thereof, may be copied, reproduced, modified, republished, uploaded, posted, transmitted, or distributed in any form or by any means without Top Outlines’ prior written permission. All rights not expressly granted herein are reserved. Any unauthorized use of the materials appearing on the Site may violate copyright, trademark, and other applicable laws, and could result in criminal or civil penalties.

User Content

When you submit, post, upload, embed, display, communicate, link to, email or otherwise distribute or publish (collectively, “submit”) any outline, class or lecture notes, problems, suggestions, ideas, solutions, questions, answers, comments, testimonials, feedbacks, messages, images, texts, or other materials (collectively, “User Content”) to the Site, any Top Outlines employee or contractor, you grant Top Outlines and our affiliates, licensees, distributors, agents, representatives and other entities or individuals authorized by Top Outlines a non-exclusive, worldwide, perpetual, unlimited, irrevocable, royalty-free, fully sub-licensable (even through multiple tiers) and fully transferable right to exercise any and all copyright, trademark, publicity, and database rights you have in such User Content, in any media known now or in the future, and to make, use, reproduce, copy, display, publish, exhibit, distribute, modify, sell, offer for sale, create derivative works based upon, and otherwise use, such User Content.

You are solely responsible for the User Content you submit through or in connection with the Site, and any material or information that you transmit to other users and for your interactions with other users. You represent and warrant that (a) you own the User Content submitted by you on, through or in connection with the Site, or otherwise have the right to grant the license set forth in this section, and (b) the posting of your User Content on, through or in connection with the Site does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person or entity. Top Outlines will not modify or edit the substance of any User Content, but it reserves the right to remove and prohibit any content that violates this Terms and Conditions, and it may also change the format, sizing, and any other display specifications of the User Content as it sees fit.

In creating study related User Content, students must respect any intellectual property rights that others may have in User Content. All User Content posted on the Site must be independently created and transformative. It cannot be a transcript or recording of another’s independent efforts, nor can it copy from materials purchased from or created by others.

Schools may have their own policies that place restrictions on a student’s ability to make commercial use of study materials, even otherwise lawful materials that the student has independently created. You are responsible for becoming familiar with such policies and abiding by them, and discontinuing the use of the Site if such use is contrary to your school policy or the instruction of your professor.

Top Outlines is not required to host, display, or distribute, and may remove at any time, any User Content. We may, but are not obligated to, review User Content prior to posting it on or distributing it or permitting distribution through the Site. We reserve the right to prohibit any User Content from being distributed and we may remove User Content from the Site at any time for any reason.

Top Outlines may provide a marketplace to facilitate the sale of certain copies of User Content through the Site. In all cases, your entitlement to use the marketplace for such sales is subject to your adherence to the Terms of Use. Any violation of the Terms of Use will forfeit your right to use the marketplace and compensation otherwise available in connection with sales facilitated through the Site. In addition, you will reimburse Top Outlines for any funds disbursed to you but “earned” by a material violation of the Terms of Use. (For example, if you submit User Content that is not yours, you may not earn, or keep, any funds from the improper sale of such User Content through the Site.)

Transactions and Payments

If you make a purchase on the Site, unless otherwise noted, all charges are due in full upon checkout. All payments are facilitated by PayPal and services charges and transaction fees (together, “Transaction Fees”) may apply.

If you sell User Content through the Site, unless otherwise specified on the Site: (a) Top Outlines will pay you seventy percent (70%) of the price charged to purchasers, (b) Top Outlines is permitted to offer discounts on the User Content that may reduce the purchase price, and (c) payments to Users will be made to the Users’ PayPal account.

Acceptable Use

Top Outlines may terminate the responsible user accounts, or report activities to law enforcement authorities as appropriate, for violation of the Terms of Use.

In connection with the Site, you may not:

  • solicit or reveal passwords or other personal information from others,
  • bully, intimidate, threaten, defame or harass another person,
  • circumvent or modify any security technology or software that is part of the Site,
  • advertise to, or solicit, any user to buy or sell any products or services (except as instructed through an authorized marketplace that may be part of the Site),
  • engage in criminal or tortious activity, including, but not limited to, child pornography, fraud, trafficking in obscene material, drug dealing, gambling, harassment, defamation, stalking, spamming, spimming, sending of viruses or other harmful files, copyright infringement, patent infringement, or theft of trade secrets,
  • modify, copy, distribute, download, scrape or transmit in any form or by any means, in whole or in part, any User Content,
  • interrupt, destroy or limit the functionality of any computer software or hardware, or otherwise engage in or permit the unauthorized use of or access to a computer or a computer network,
  • cover or obscure the banner advertisements and/or safety features (e.g., report abuse button) on your personal profile page, or any Site page,
  • interfere with, disrupt, or create an undue burden on the Site or the connected networks or services,
  • display an unauthorized commercial advertisement on your profile, or accept payment or anything of value from a third person in exchange for your performing any commercial activity through the unauthorized or impermissible use of the Site,
  • use the Site in a manner inconsistent with any applicable law, or
  • post any User Content that is patently offensive or promotes or otherwise incites racism, bigotry, hatred or physical harm of any kind against any group or individual.

Site and Terms Modifications

Top Outlines reserves the right, in our sole discretion, to make changes to the Site at any time. Any description of the Site provided by Top Outlines is not a representation that the Site and related services are working or will always work in that manner, as Top Outlines is continuously updating the Site.

As Top Outlines continues to improve the services, products and the features we provide, these Terms are subject to change. We will post significant changes to these Terms here and/or other formats for you to review. If we change these Terms, we will notify you. Your continued use of the Site after such notification constitutes consent to the updated Terms.

Reporting Infringement

Top Outlines respects the intellectual property rights of others and takes the protection of copyrights and other intellectual property seriously. If you believe your work has been infringed through the Site, please notify us by e-mail or by first class mail as detailed below, and provide the following information:

  • Your contact information, including name, address, telephone number, and e-mail address
  • A description of the copyrighted work you claim has been infringed (including, e.g., the title, ISBN and other identifying information)
  • A reasonably specific description of where the allegedly infringing material is located on the Site (including, e.g., the URL)
  • A statement by you that you have a good-faith belief that the allegedly infringing material is not authorized by the copyright owner, its agent, or the law
  • Your electronic or physical signature
  • A statement by you, made under penalty of perjury, that the information in your notice is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf

When we become aware that a piece of copyrighted content has been posted improperly on the Site, we take the following actions:

  • Promptly remove the infringing material.
  • Send a message to the user posting the material informing them of the takedown and providing them with links to educate them on the importance of following copyright rules and warning them about future action for continued failure to comply.
  • Should a review of the user’s account reveal that there have been prior postings of infringing material, we will take further action including the removal of that user’s ability to use Top Outlines and possible reporting to that user’s Academic Integrity Office.

Under the federal Digital Millennium Copyright Act (“DMCA”), the alleged infringer may submit a counter notice. Once we receive a valid counter notice, we’ll provide a copy of the notice to the rights owner and inform them that the content may be reinstated after 10 business days if they don’t inform us that they have filed an action seeking a court order to restrain you from relisting.

Please be aware that if you knowingly misrepresent that material is or is not infringing, you may be subject to civil penalties. Such penalties may include monetary damages, court costs, and attorneys’ fees incurred by Top Outlines or others as a result of your misrepresentation. You agree we may provide your notice to the provider of the allegedly infringing material.

In compliance with the DMCA, Top Outlines has appointed an agent to receive notification of claimed infringement from a copyright owner. Send any infringement-related allegations to:

Top Outlines LLC, John Philip Shealy Walter, Esq.Marcell Felipe Attorneys,1001 Brickell Bray Drive, Suite 1504, Miami, Florida 33131, Email: support@topoutlines.com, Phone: 305.381.8500

Disclaimer of Warranties

Top Outlines is not responsible for the User Content, accuracy or opinions expressed in such User Content posted or provided by third parties on the Site. Inclusion of any linked website or service on the Site does not imply approval or endorsement of the linked website or service by Top Outlines. In addition, Top Outlines is not responsible for any damage, injury or loss caused by users of the Site or by any of the equipment or programming associated with or utilized in the Site or any linked services. Posts and linked services created and posted by users on, though or in connection with the Site may contain links to other websites or services. Under no circumstances will Top Outlines be responsible for any loss or damage, including, without limitation, personal injury or death, resulting from use of the Site or Linked Services, online or offline.

THE SITE IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS AND WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, TOP OUTLINES SPECIFICALLY DISCLAIMS ANY AND ALL EXPRESS, IMPLIED OR STATUTORY WARRANTIES, INCLUDING THE IMPLIED WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, OF MERCHANTABILITY AND OF NON-INFRINGEMENT. WITHOUT LIMITING THE FOREGOING, TOP OUTLINES SPECIFICALLY DOES NOT WARRANT THAT THE SITE WILL BE ERROR-FREE, THAT DEFECTS WILL BE CORRECTED OR THAT THE SITE OR THE SERVER, NETWORK OR OTHER SOFTWARE AND EQUIPMENT THAT POWER THE SITE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. TOPOUTLINES DOES NOT MAKE ANY REPRESENTATIONS OR WARRANTIES REGARDING THE USER CONTENT, OR REGARDING THE RESULTS OF THE USE OF THE SITE IN TERMS OF THEIR CORRECTNESS, ACCURACY, OR RELIABILITY, UNLESS OTHERWISE SPECIFICALLY SET OUT ON THE SITE.

Limitations of Liability

IN NO EVENT WILL TOP OUTLINES (INCLUDING AFFILIATES, SUBSIDIARIES, AND ALL OF THEIR DIRECTORS, OFFICERS, EMPLOYEES, REPRESENTATIVES AND AGENTS) BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES WHATSOEVER, WHETHER ARISING IN CONTRACT OR TORT (INCLUDING NEGLIGENCE), OR RELATED TO THE USE OF, OR INABILITY TO USE, THE SITE, EVEN IF TOP OUTLINES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU AGREE THAT THE ENTIRE LIABILITY OF TOP OUTLINES (INCLUDING ITS AFFILIATES, SUBSIDIARIES, AND ALL OF THEIR DIRECTORS, OFFICERS, EMPLOYEES, REPRESENTATIVES AND AGENTS) UNDER THESE TERMS OF USE OR OTHERWISE IN CONNECTION WITH THE SITE SHALL NOT EXCEED, IN THE AGGREGATE, THE AMOUNTS PAID BY YOU TO TOP OUTLINES IN THE PAST SIX MONTHS, OR $250, WHICHEVER IS GREATER. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU AND YOU MAY HAVE ADDITIONAL RIGHTS. IN THAT CASE, TOP OUTLINES’ LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. THE EXCLUSIONS AND LIMITATIONS OF LIABILITY IN THESE TERMS OF USE WILL APPLY NOTWITHSTANDING ANY FAILURE OF ESSENTIAL PURPOSE OF ANY LIMITED REMEDY.

Indemnity

You agree to defend, indemnify and hold harmless Top Outlines, its subsidiaries and affiliates (including their respective owners, directors, officers, employees, agents, representatives and agents) from and against any and all loss, liability, claims and demands (including, without limitation, reasonable attorneys’ fees, costs and expenses) arising out of, or relating to: (i) any violation by you of the Terms of Use, or (ii) any breach of any of your representations or warranties in the Terms of Use.

Agreement to Arbitrate

This Section is referred to in these Terms of Use as the “Arbitration Agreement.” Unless you opt out in accordance with the opt-out procedures set forth below, you agree that any and all disputes or claims that have arisen or may arise between you and Top Outlines, whether relating to these Terms of Use (including any alleged breach thereof), the Services, the Site, or otherwise, shall be resolved exclusively through final and binding arbitration, rather than a court in accordance with the terms of this Arbitration Agreement, except you may assert individual claims in small claims court, if your claims qualify. Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.

YOU AND TOP OUTLINES AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND TOP OUTLINES AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON’S OR PARTY’S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY’S INDIVIDUAL CLAIM(S). ANY RELIEF AWARDED CANNOT AFFECT OTHER TOP OUTLINES USERS.

Arbitration will be conducted by a single neutral arbitrator in accordance with the American Arbitration Association’s (“AAA”) rules and procedures, including the AAA’s Supplementary Procedures for Consumer-Related Disputes (collectively, the “AAA Rules”), as modified by this Arbitration Agreement. For information on the AAA, please visit its website, www.adr.org. Information about the AAA Rules and fees for consumer disputes can be found at the AAA’s consumer arbitration page, www.adr.org/consumer_arbitration. If there is any inconsistency between the AAA Rules and this Arbitration Agreement, the terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. The arbitrator must also follow the provisions of these Terms of Use as a court would, including without limitation, the limitation of liability provisions. Although arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings, the arbitrator can award the same damages and relief on an individual basis that a court can award to an individual under the Terms of Use and applicable law. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons.

To commence an arbitration against Top Outlines, you must complete a short form, submit it to the AAA, and send a copy to:

Top Outlines LLC, John Philip Shealy Walter, Esq.Marcell Felipe Attorneys,1001 Brickell Bray Drive, Suite 1504, Miami, Florida 33131, Email: support@topoutlines.com, Phone: 305.381.8500

For more information, see the AAA’s claim filing page,www.adr.org/fileacase. You may represent yourself in the arbitration or be represented by an attorney or another representative. Once we receive your arbitration claim, we may assert any counterclaims we may have against you.

The arbitration shall be held in the county in which you reside or at another mutually agreed location. If the value of the relief sought is $10,000 or less you or Top Outlines may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on you and Top Outlines subject only to the arbitrator’s discretion to require an in-person hearing if the circumstances warrant. Attendance at any in-person hearing may be made by telephone by you and/or Top Outlines, unless the arbitrator requires otherwise.

The arbitrator will decide the substance of all claims in accordance with the laws of the state of Florida, including recognized principles of equity, and will honor all claims of privilege recognized by law. The arbitrator shall not be bound by rulings in prior arbitrations involving different Top Outlines users, but is bound by rulings in prior arbitrations involving the same Top Outlines user to the extent required by applicable law.

Payment of all filing, administration, and arbitrator fees (collectively, the “Arbitration Fees”) will be governed by the AAA Rules, unless otherwise provided in this Agreement to Arbitrate. If you demonstrate to the arbitrator that you are economically unable to pay your portion of the Arbitration Fees or if the arbitrator otherwise determines for any reason that you should not be required to pay your portion of the Arbitration Fees, Top Outlines will pay your portion of such fees. In addition, if you demonstrate to the arbitrator that the costs of arbitration will be prohibitive as compared to the costs of litigation, Top Outlines will pay as much of the Arbitration Fees as the arbitrator deems necessary to prevent the arbitration from being cost-prohibitive. Each party will be responsible for all other fees it incurs in connection with the arbitration, including without limitation, all attorneys’ fees and costs. In the event the arbitrator determines the claim(s) you assert in the arbitration to be frivolous, you agree to reimburse Top Outlines for all fees associated with the arbitration paid by Top Outlines on your behalf that you otherwise would be obligated to pay under the AAA Rules.

All aspects of the arbitration proceeding, and any ruling, decision or award by the arbitrator, will be strictly confidential.

If a court decides that any term or provision of this Arbitration Agreement other than the second paragraph of this section (the “waiver language,” in all capital letters) is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement shall be enforceable as so modified. If a court decides that any of the provisions of the waiver language is invalid or unenforceable, then the entirety of this Arbitration Agreement shall be null and void. The remainder of the Terms of Use will continue to apply in any case.

You can choose to reject this Arbitration Agreement by mailing us a written opt-out notice (the “Opt-Out Notice”) in accordance with the terms of this Section. The Opt-Out Notice must be postmarked no later than 45 days after the date you accept these Terms of Use for the first time by registering with, or using, the Site. You must mail the Opt-Out Notice to:

Top Outlines LLC, John Philip Shealy Walter, Esq. Marcell Felipe Attorneys,1001 Brickell Bray Drive, Suite 1504, Miami, Florida 33131.

The Opt-Out Notice must state that you do not agree to the Arbitration Agreement and must include your name, address, phone number, and the email address used to log in to your Top Outlines account. You must sign the Opt-Out Notice for it to be effective. This procedure is the only way you can opt out of the Arbitration Agreement. If you opt out of the Arbitration Agreement, all other terms of these Terms of Use will continue to apply. Opting out of the Arbitration Agreement has no effect on any previous, other, or future arbitration agreements that you may have with us.

Notwithstanding any provision in these Terms of Use to the contrary, you and we agree that if we make any change to this Arbitration Agreement (other than a change to any notice address or website link provided herein) in the future, that change shall not apply to any claim that was filed in a legal proceeding against Top Outlines prior to the effective date of the change. Moreover, if we seek to terminate this Arbitration Agreement from these Terms of Use, such termination shall not be effective until 30 days after the version of these Terms of Use not containing the Arbitration Agreement is posted to the Site, and shall not be effective as to any claim that was filed in a legal proceeding against Top Outlines prior to the effective date of removal.

Governing Law and Jurisdiction

These Terms of Use, and any dispute between you and Top Outlines, shall be governed by the laws of the state of Florida without regard to principles of conflicts of law, provided that the Federal Arbitration Act shall govern the interpretation and enforcement of the Arbitration Agreement. Unless you and we agree otherwise, in the event that the Arbitration Agreement is found not to apply to you or to a particular claim or dispute, either as a result of your decision to opt out of the Arbitration Agreement or as a result of a decision by the arbitrator or a court order, you agree that any claim or dispute that has arisen or may arise between you and Top Outlines must be resolved exclusively by a state or federal court located in Miami-Dade County Florida. You and Top Outlines agree to submit to the personal jurisdiction of the courts located within the Miami-Dade County Florida for the purpose of litigating all such claims or disputes.

Survival of Terms

The provisions of the following sections will survive any expiration or termination of your relationship with Top Outlines or use of the Site: (Account Registration and Termination), (Privacy), (Proprietary Rights), (User Content), (Transactions and Payments), (Reporting Infringement), (Disclaimer of Warranties), (Limitations of Liability), (Indemnity), (Agreement to Arbitrate), and (Governing Law and Jurisdiction).

How to Contact Us

Top Outlines LLC, John Philip Shealy Walter, Esq. Marcell Felipe Attorneys,1001 Brickell Bray Drive, Suite 1504, Miami, Florida 33131, Email: support@topoutlines.com, Phone: 305.381.8500

Last revision date: September 5, 2016