Terms of service

THE FOLLOWING TERMS OF USE (“AGREEMENT”) ARE A LEGAL AGREEMENT BETWEEN YOU (“You”) AND CITEASE, INC. (“CITEASE,” “TOPI,” “WE,” “US,” OR “OUR”) WHICH GOVERNS YOUR USE OF OUR MOBILE APPLICATION (THE “MOBILE APPLICATION”). PLEASE READ THIS AGREEMENT CAREFULLY AND IN ITS ENTIRETY BEFORE PROCEEDING TO USING THE MOBILE APPLICATION AND RELATED SERVICES.

You can accept this Agreement and the terms of our Privacy Policy, which are incorporated by reference into this Agreement by:

1. clicking to accept or agree to this Agreement, where this option is made available to you by Citease when downloading our application on your mobile device or in the user interface for any service offered on the Mobile Application; or
2. by actually using the Mobile Application and related services, such as accessing, browsing, using, communicating through, and/or making submissions via the Mobile Application. In this case, you agree that Citease will treat your use of the Mobile Application as acceptance of this Agreement from that point forward.

If you do not agree to the terms of this Agreement, do not use the Mobile Application. If you are unsure of your rights under this Agreement, please contact us at contact@topi.com.

You may not use the services accessible through the Mobile Application and may not accept the Agreement if (a) you are not of legal age to form a binding contract with Citease, or (b) you are a person who has been banned from using this Mobile Application or is barred from receiving the services under the laws of the United States or the country in which you are resident or from which you are otherwise using the services available through our Mobile Application.

We reserve the right to change this Agreement from time to time at our sole discretion, and your rights under this Agreement will be subject to the most current version of this Agreement posted on this page at the time of your use. Please review this Agreement from time to time as you use the Mobile Application, as it may be amended without sending individual notices to users. Any changes to this Agreement will be effective immediately upon the posting of the revised Agreement on the wwww.topi.com website. If you do not agree with this Agreement or revised terms of the Agreement, do not use any of the services available through this Mobile Application.

Access to Services on Mobile Application

In order for You to explore, engage and connect via the Mobile Application, you may create a nickname. We will assign a user ID for You when you log in for the first time. If any of your connection information changes, you can update it by contacting us at support@topi.com.

If you use this Mobile Application and obtain a registered user ID from us, you are responsible for restricting access to your computer or mobile device, and you agree to accept responsibility for all activities that occur under your account.

PROPRIETARY RIGHTS

All materials available through the Mobile Application, including, without limitation, names, logos, trademarks, service marks, trade names, images, text, columns, graphics, photographs, illustrations, artwork, software, clips and other elements making up the Mobile Application (collectively, “Content”) are protected by copyrights, trademarks and other intellectual property rights owned and controlled by us or by other parties that have licensed or otherwise provided their material to us. The Content is protected by law, including, but not limited to, United States Trademark and Copyright Laws, international treaties and conventions, and other intellectual- property laws. Further, the Mobile Application is also copyrighted as a collective work under the United States and other international copyright laws, and the selection, coordination, arrangement and enhancement of such content are protected by copyright.

All rights not expressly granted to you in this Agreement are reserved to Citease and its business partners and affiliates, if any, or the party that may otherwise be credited on the Mobile Application as the provider of such materials or Content.

You acknowledge that you do not acquire any ownership rights by using, downloading or printing copyrighted material as permitted by this Agreement. You may not add, delete, distort, use, copy, reproduce, republish, upload, post, transmit distribute or modify the Content in any way, in whole or in part, including in advertising or publicity pertaining to distribution of materials on the Mobile Application, without the express, prior written consent of Citease. Any unauthorized attempt to do any of the foregoing without such consent is strictly prohibited.

In addition to Citease’s services, materials available through the Mobile Application may be materials provided by third parties who license such materials to us. Such third parties’ companies and product or service names are trademarks or service marks of theirs. All other marks are trademarks or service marks of Citease, Inc.

REGULATORY COMPLAINTS AND INFRINGEMENT

We will cooperate with any law enforcement authorities and comply with any judicial order requesting or directing us to disclose the identity of anyone accessing, transacting, registering, and/or otherwise using the Mobile Application in violation of any applicable federal, state, or local laws.

Citease respects the intellectual property rights of others and expects users of the Mobile Application to do the same. We will respond to notices of alleged copyright infringement that comply with applicable law and are properly provided to us. If you believe that certain parts of the content on our Mobile Application constitute an infringement of your copyright, you should notify us promptly and in accordance with the procedures described below. We will process claims of alleged infringement and will take appropriate action as required by the Digital Millennium Copyright Act (“DMCA”) when the following is sent to us at the address set forth below:

1. a physical or electronic signature of the copyright owner or a person authorized to act on their behalf;
2. identification of the copyrighted work claimed to have been infringed;
3. identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material;
4. your contact information, including your address, telephone number, and an email address;
5. a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
6. a statement, made under penalty of perjury, that the information in the notification is accurate and that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.

Such DMCA claim should be sent to us at contact@topi.com.

DISCLAIMER OF WARRANTIES AND LIMITATION OF LIABILITY

THE MOBILE APPLICATION AND ALL INFORMATION CONTAINED THEREIN ARE PROVIDED BY CITEASE ON AN "AS IS" AND "AS AVAILABLE" BASIS. CITEASE MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION AND AVAILABILITY OF THIS MOBILE APPLICATION OR THE INFORMATION, CONTENT, MATERIALS, OR PRODUCTS PRESENTED VIA THE MOBILE APPLICATION. YOU EXPRESSLY AGREE THAT YOUR USE OF THIS MOBILE APPLICATION IS AT YOUR SOLE RISK. TO THE FULL EXTENT PERMISSIBLE BY APPLICABLE LAW, CITEASE DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE. CITEASE DOES NOT WARRANT THAT THE MOBILE APPLICATION, ITS SERVERS, OR E-MAIL SENT FROM OUR WEBSITE OR THROUGH THE MOBILE APPLICATION ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR ERRORS.

CITEASE WILL NOT BE LIABLE FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOOD-WILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (i) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE MOBILE APPLICATION AND RELATED SERVICES; (ii) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY VIA THE MOBILE APPLICATION, INCLUDING WITHOUT LIMITATION, ANY DEFAMATORY, OFFENSIVE OR ILLEGAL CONDUCT OF OTHER USERS OR THIRD PARTIES; (iii) ANY CONTENT OBTAINED THROUGH THE MOBILE APPLICATION; AND (iv) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE) OR ANY OTHER LEGAL THEORY, WHETHER OR NOT CITEASE HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATIONS OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE MAY NOT APPLY TO YOU. If any of the above limitations do not apply to the extent applicable law may not allow the limitation or exclusion of liability for incidental or consequential damages, Citease’s total liability for all losses, damages and causes of action in contract, tort (including without limitation, negligence), or otherwise will be capped at $500.

GENERAL

This Agreement constitutes the entire agreement of the parties with respect to the subject matter hereof and supersedes all previous written or oral agreements between the parties with respect to such subject matter. A printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. This agreement shall be construed in accordance with the laws of the State of New York without regard to its conflict of laws rules, and shall be resolved individually, without resort to any form of class action. The parties expressly disclaim the application of the United Nations Convention on Contracts for the International Sale of Goods.

The parties irrevocably consent to submit to the jurisdiction of state and Federal courts, as applicable, of the State of New York located in New York County, New York on matters arising out of this Agreement. Notwithstanding this, You agree that Citease will still be allowed to apply for injunctive relief in any jurisdiction. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. If any provision of this Agreement is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties’ intentions as reflected in the provision, and the other provisions of this Agreement remain in full force and effect. If any part of this Agreement is found by any court to be invalid, illegal or unenforceable, that part shall be discounted and the rest of this Agreement shall continue to be valid and enforceable to the fullest extent permitted by law.

This Agreement cannot be altered or modified in any way without the prior written consent of Citease.

If You are acting as an agent for a principal (including on behalf of your employer), You and the principal, jointly and severally, assume all of your obligations set forth in this Agreement.

Where Citease has provided you with a translation of the English language version of this Agreement, you agree that the translation is provided for your convenience only and that the English language version of the Agreement will govern your relationship with Citease. In case of contradiction between the terms contained in the English language version and any translated version of this Agreement, the English language version will apply, including for interpretation purposes.

Last Updated: May 5, 2012