Terms and Conditions

Introduction

Welcome to NoteUtopia.com ("NoteUtopia"), a service provided by Utopian World, LLC, a California Company. NoteUtopia.com is a website where students can contribute independently-created works (hereinafter, “Content”) for use by other students.  By using this website, you the User (hereinafter, “User” or “Publisher” or “Member”) are agreeing to the following terms and conditions (hereinafter, "User Agreement" or "Agreement"). Before User becomes a member of NoteUtopia, User must read and accept all of the terms and conditions in this Agreement. User may, at times, be required to acknowledge User acceptance of the terms and conditions contained in this Agreement while using the NoteUtopia.com website and after User’s initial registration as a member.

This Agreement is effective as of August 1, 2010. NoteUtopia reserves the right to change the terms and conditions of this Agreement at any time and for any reason. Should NoteUtopia alter the terms and conditions of the Agreement in any way, NoteUtopia will give existing users of the website 30-days' advanced notice of the changes by posting the changes on the website. The changes will be effective as to new members at the time of registration.

PLEASE READ CAREFULLY THE FOLLOWING TERMS OF USE. BY REGISTERING FOR AND/OR ACCESSING, BROWSING, OR USING THE NOTEUTOPIA SITE, USER ACKNOWLEDGES THAT USER HAS READ, UNDERSTOOD, AND AGREES TO BE BOUND BY THE FOLLOWING TERMS AND CONDITIONS, INCLUDING ANY ADDITIONAL GUIDELINES AND FUTURE MODIFICATIONS (COLLECTIVELY, THE "TERMS"). IF AT ANY TIME USER DOES NOT AGREE TO THESE TERMS, THEN PLEASE IMMEDIATELY TERMINATE USER USE OF THE NOTEUTOPIA SERVICES.

IF USER IS USING OR OPENING AN ACCOUNT WITH NOTEUTOPIA ON BEHALF OF ANOTHER COMPANY, ENTITY, OR ORGANIZATION (COLLECTIVELY, A "SUBSCRIBING ORGANIZATION"), THEN USER REPRESENTS AND WARRANTS THAT USER: (I) IS AN AUTHORIZED REPRESENTATIVE OF THAT SUBSCRIBING ENTITY WITH THE AUTHORITY TO BIND SUCH ENTITY TO THESE TERMS; (II) HAS READ THE FOREGOING TERMS; (III) UNDERSTANDS THESE TERMS, (IV) AGREES TO THESE TERMS ON BEHALF OF SUCH SUBSCRIBING ORGANIZATION, AND (V) WILL DIRECT ANY PERSONNEL OR OTHER REPRESENTATIVE OF THE SUBSCRIBING ORGANIZATION TO NOTEUTOPI’S TERMS PRIOR TO THEIR USE OF NOTEUTOPIA.COM.

Use of the Website

Definition of "Class Notes"
The use of the term "Class Notes" or "Class Note" in this website is defined as an original work created for a class, in which the creator owns the copyright.

While using the website, User is prohibited from and will not:

  1. Post Content or items in inappropriate categories or areas on the website.
  2. Violate any laws, our policies, or third party rights, including, without limitation, any material, non-public information about companies without the authorization to do so.
  3. Use the website if User is not able to form legally binding contracts, are under the age of 13, or are temporarily or indefinitely suspended from our website.
  4. Fail to deliver payment for items purchased by User.
  5. Manipulate the price of any item not posted by User, or interfere with other user's listings.
  6. Circumvent or manipulate our fee structure, the billing process, or fees owed to NoteUtopia.
  7. Post false, inaccurate, misleading, defamatory, or libelous Content (including personal information).
  8. Take any action that may undermine the feedback or ratings systems (such as displaying, importing or exporting feedback information off of the website or for using it for purposes unrelated to NoteUtopia).
  9. Transfer User NoteUtopia account (including feedback) and User ID to another party without our express written consent.
  10. Distribute or post spam, chain letters, or pyramid schemes.
  11. Distribute viruses or any other technologies that may harm the NoteUtopia.com website, or the interests or property of users of the NoteUtopia.com website.
  12. Copy, modify, or distribute Content from the website or NoteUtopia's copyrights and trademarks, except as otherwise provided in this agreement.
  13. Harvest or otherwise collect information about users, including email addresses.
  14. Post anyone's identification documents or sensitive financial information on NoteUtopia.
  15. Bully, intimidate, or harass any user.
  16. Post Content that is hateful, threatening, pornographic, or that contains nudity or graphic or gratuitous violence.
  17. Develop or operate a third party application without our express written consent.
  18. Develop or operate a third party application containing, or advertising or otherwise marketing alcohol-related or other mature Content without appropriate age-based restrictions.
  19. Offer any contest, giveaway, or sweepstakes ("promotion") on NoteUtopia without our prior written consent. If we consent, User takes full responsibility for the promotion.
  20. Use NoteUtopia to do anything unlawful, misleading, malicious, or discriminatory.
  21. Facilitate, encourage, or enable any violations of this Statement.

The information and materials provided through this service are intended to educate and inform. With the exception of information and materials already in the public domain or not eligible for copyright protection, all materials provided through this service are protected by copyright. It is the obligation of the user to abide by applicable copyright laws.

Registration Obligations

In order to use the NoteUtopia Service, User agrees to: (a) provide true, accurate, current and complete information about User as prompted by the NoteUtopia Service registration form (such information being the Registration Data) and (b) maintain and promptly update the Registration Data to keep it true, accurate, current and complete.  By using the NoteUtopia Service, User represents and warrants that (a) User is 13 years of age or older; and (b) User’s use of the NoteUtopia Service does not violate any applicable law or regulation.  Registration Data and other information about User are subject to our Privacy Policy – for more information, see our full Privacy Policy

Non-Commercial Use

NoteUtopia Services are for personal use only and not for any commercial purpose.  Illegal and/or unauthorized use of the NoteUtopia Services, including collecting information about Users by any means in order to send unsolicited email and/or unauthorized framing of, or linking to NoteUtopia, is prohibited. 

Users agree not to use or launch any automated system, including, without limitation, “robots,” “spiders,” “offline readers,” etc., that accesses NoteUtopia and/or the NoteUtopia Services in a manner that sends more request messages to its servers in a given period of time than a human can reasonably produce in the same period by using a conventional on-line web browser.  However, NoteUtopia does allow operators of public search engines to use spiders to copy materials from NoteUtopia for the sole purpose of creating publicly available searchable indices of the materials, but prohibits the creation of archives of such materials.  Users agree not to collect any personally identifiable information, including account names, from NoteUtopia.

Passwords

User will create an account with a password and username/alias during the NoteUtopia Service registration process.  User is responsible for maintaining the confidentiality of the password and account, and is solely responsible for all activities that occur under User password or account.  Passwords must be kept secret.  Participants are prohibited from using the account, username or password of any other user at any time or disclosing their password to anybody else.  Please notify NoteUtopia immediately of any actual or suspected unauthorized use of accounts and/or passwords.  Each individual is alone responsible for any and all use of his/her account. NoteUtopia will not be liable for any loss or damage arising from User failure to comply with the provisions of this paragraph.  User agrees not to use the account, username, or password of another Member at any time or to disclose User password to any third party. 

Class Reps

NoteUtopia Class Reps are achieving individuals selected from a large application pool.  Those selected are expected to create high quality documents, upload in a timely fashion, and help out other students however they are able.

Users that enroll as a Class Rep will be subject to the following terms and conditions.

1.    Class Rep agrees to upload at least one study material for each day class is held for the class they are assigned as a Class Rep.  Study materials for each day’s class must be uploaded no later one week (7 days) from the class date.

2.    Class Rep agrees to upload at least one comprehensive study guide for each class exam at least 3 days prior to each class exam.  Exam dates are usually found on the class syllabus.

3.    Class Rep agrees to notify their fellow classmates of their uploads.  To achieve this requirement, it is suggested that Class Rep follow the “Promote Your Notes” guidelines found here.

4.    Class Rep will not charge more than $3 for any uploaded study guide.

5.    Class Rep will earn a flat monetary reward for enrolling as a Class Rep.  This reward scale is defined below:

a.    Rep 2 classes = $100 + doc sales

b.    Rep 3 classes = $140 + doc sales

c.    Rep 4 classes = $180 + doc sales

d.    Rep 5 classes = $220 + doc sales

e.    Rep 6 classes = $260 + $40 “large load” bonus = $300 + doc sales

6.    Class Rep’s “doc sales” will be subject to the terms of our fee schedule as described in the “Fees and Services” section of this Agreement.

7.    Class Rep will receive their monetary reward paid out in two installments.  Class Rep will receive exactly half of the monetary reward at the mid-point of the school’s semester.  Class Rep will receive the balance of monetary reward at the end of the school semester, thus completing the full reward payment

8.    Class Rep will be paid through their provided PayPal email address within 30 days of payment due date.

9.    Class Rep will receive document sale (doc sales) revenue as any other NoteUtopia member as described in this Agreement.

10. If Class Rep status is terminated, as described in this Agreement, Class Rep will only receive payment up to the termination date.  For example, if Class Rep status is terminated at the mid-point of the school semester, Class Rep will only receive half of the initial monetary reward and nothing further.  It is solely in the discretion of NoteUtopia if Class Rep will receive any rewards beyond termination date.

11. Conclusion of school semester for which Class Rep was enrolled will signal the end of Class Rep status effective immediately.  NoteUtopia and Class Rep will not have any obligations to each other from that point forward.

12. Gaining Class Rep enrollment once does not guarantee future enrollment.

13. Class Rep may be invited to continue to be a Class Rep for subsequent school semester(s) at the election of NoteUtopia.

Any violation or reasonably suspected violation of the above terms can result in the termination of a User’s “Class Rep” status, and can result in the termination of the User’s NoteUtopia account.

Abuse of the Website

NoteUtopia endeavors to keep the website working properly and users of the website safe. Please report problems, offensive Content, and policy violations to us.

We work to insure that listed items do not infringe upon the copyright, trademark, proprietary or other rights of third parties. If User believes that User rights have been violated, please notify us and we will investigate.

Without limiting other remedies, we may limit, suspend, or terminate our service and user accounts, prohibit access to our website, delay or remove hosted Content, and take technical and legal steps to keep users from accessing the website if we think that they are creating problems, possible legal liabilities, acting inconsistently with the letter or spirit of our policies, or for any other reason we see fit. We also reserve the right to cancel unconfirmed accounts or accounts that have been inactive for more than 30 days.

NoteUtopia reserves the right to delete any Content which according to its sole discretionary judgment breaches these Terms, is not up to quality standards or which may be offensive, illegal or violate the rights of or harm or threaten the safety of any person or legal entity.  NoteUtopia is not responsible for monitoring the NoteUtopia Services for inappropriate Content or conduct.  NoteUtopia assumes no responsibility for Content, no obligation to modify or remove inappropriate Content and no responsibility for the conduct of any user submitting such Content.

Users alone are responsible for the Content they post on or through any NoteUtopia services, for any material or information transmitted to other Users and for their interactions with other Users.  NoteUtopia does not endorse or control anybody’s posted Content.  Content is not reviewed by NoteUtopia before posting and does not reflect NoteUtopia’s opinions or policies.

NoteUtopia's Privacy Policy ("Privacy Policy") is hereby incorporated into this Agreement. The Privacy Policy applies only to NoteUtopia's own conduct and services. NoteUtopia is not liable for infringement of privacy rights by any third party, including without limitation (i) any NoteUtopia user or customer or (ii) any customer or operator of any website linked to the Website.

Content License

When User gives NoteUtopia Content, User grants NoteUtopia a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sub-licensable (through multiple tiers) right to exercise the copyright, publicity, and database rights (but no other rights) User has in the Content, in any media known now or in the future.  User acknowledges that NoteUtopia will use, modify, publicly perform, publicly display, reproduce and distribute all or part of such Content on and through the NoteUtopia Services and through NoteUtopia and its affiliated entities, other off-line services and products and to charge for access to, and/or use of, Content.  Although NoteUtopia will not modify or edit any Content, it does reserve the right to change Content, in whole or in part, change the format, sizing, and any other display specifications of the Content as NoteUtopia sees fit, which shall be determined in NoteUtopia’s sole discretion.

When User deletes Content, it is deleted in a manner similar to emptying the recycle bin on a computer. User understands that removed Content may persist in backup copies for a indeterminable period of time (but will not be available to others).

We always appreciate User feedback or other suggestions about NoteUtopia, but User understands that we may use such feedback or suggestions in any manner we see fit without any obligation to compensate User for them.

Trademarks

All trademarks, logos, trade dress, product names, service names, and service marks on the NoteUtopia Service are either trademarks or registered trademarks of NoteUtopia and/or its parent company, or its licensors and may not be copied, imitated, or used, in whole or in part, without the prior written permission of NoteUtopia and/or its parent company.  

Fees and Services

Joining NoteUtopia and posting Content on the website is free. We do charge fees for using other services, including fees for the sale of Content. When User lists an item or uses a service that has a fee, User has an opportunity to review and accept the fees that User will be charged based on our Fee Schedule, which we may change from time to time. Changes to that Policy are effective after we provide User with at least 14-days' notice by posting the changes on the website. We may choose to temporarily change the fees for our services for new services, and such changes are effective when we post the new service on the website.

Unless otherwise stated, all fees are quoted in U.S. Dollars. User is responsible for paying all fees and applicable taxes associated with the website in a timely manner with a valid payment method. If for any reason User payment method fails or User account is past due, we may collect fees owed using other collection measures. This includes charging other payment methods on file with us, retaining collection agencies and legal counsel.

Tax Matters.  User is solely responsible for determination and payment of any U.S. federal, state, local or foreign taxes including, but not limited to, any sales or use taxes, required to be collected or paid in connection with the transactions contemplated by this Agreement and User shall indemnify NoteUtopia against any and all such Taxes.  NoteUtopia shall be entitled to deduct and withhold from any payments pursuant to this Agreement in such amounts as may be required to be deducted or withheld there from pursuant to any provision of U.S. federal, state, local or foreign tax law or any applicable legal requirement.  To the extent such amounts are so deducted or withheld, such amounts shall be treated for all purposes under this Agreement as having been paid to the person to whom such amounts would otherwise have been paid.

By accepting the terms and conditions of this Agreement, User agrees to be bound by the terms of our fee schedule. Our fee schedule is simple: for every document User uploads and is subsequently sold, User will receive sixty percent of the closing value. We mail checks or facilitate PayPal to our users when a withdrawal is requested.  Withdrawal processing can take up to 30 days from withdrawal request.  The remaining forty percent of the sales price is a service fee paid to NoteUtopia.com to offset the costs of creating and maintaining the website, and to pay relevant transaction fees.

The closing value is defined as the final price paid for the purchase of Content. This is determined on a per transaction basis.

NoteUtopia.com does not accept returns. NoteUtopia acts as an intermediary for Users to exchange documents; therefore we cannot accept any returns for any reason. If User has a problem with a document User purchased on the NoteUtopia.com website, please contact NoteUtopia.com and we will do our best to resolve the User issue, but unfortunately we do not have the ability to accept returns or issue refunds, reimbursements, or credits. By accepting the terms and conditions of this Agreement, User agrees to be bound by our no return policy.

Withdrawal of funds from User account requires a balance of no less than $15 USD.  To raise balance of account, user can pre-pay account by credit card.

Users In California, United States

The following provisions apply to users in California of the United States:

     1. User will comply with California Education Code sections 66450 - 66452.  User will read these codes at this link, here.
     2. If applicable, User will comply with section 41301 of Title 5, California Code of Regulations, which is the student Conduct Code that governs all students at all 23       CSU campuses.  User will read this section at this link, here.

Any violation of the above California codes is a violation of this Agreement, and can result in the termination of your NoteUtopia.com Account, as well as any other applicable penalties enforced by the State of California.

Users Outside the United States

The following provisions apply to users outside the United States:

  1. User consents to having User personal data transferred to and processed in the United States.
  2. If User is located in a country embargoed by the United States, or are on the U.S. Treasury Department's list of Specially Designated Nationals User will not engage in commercial activities on NoteUtopia, such as advertising.

Release

If User has a dispute with one or more users, User releases NoteUtopia and its parent company (and their officers, directors, agents, subsidiaries, joint ventures and employees) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. If User is a California resident, User waives California Civil Code section 1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his or her favor at the time of executing the release, which if known by him or her must have materially affected his or her settlement with the debtor."

Indemnity

User will indemnify and hold NoteUtopia and its parent company (and their officers, directors, agents, subsidiaries, joint ventures and employees) harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of User breach of this Agreement, or User violation of any law or the rights of a third party.

No Agency

No agency, partnership, joint venture, employee-employer or franchiser-franchisee relationship is intended or created by this Agreement.

No Warranties; Disclaimer

BY OFFERING OUR SERVICES, NOTEUTOPIA NEITHER REPRESENTS ITSELF TO BE NOR SERVES AS ANY ACADEMIC ADVISOR, ACADEMIC ASSISTANT OR OTHER LIKE CAPACITY. AVAILABILITY OR USE OF THE SERVICES AND MATERIALS IS NOT INTENDED TO CREATE, AND DOES NOT CREATE, ANY KIND OF PROFESSIONAL ACADEMIC RELATIONSHIP.

MATERIAL POSTED THROUGH THE SERVICE MAY NOT BE SUFFICIENT TO ADDRESS ANY SPECIFIC ACADEMIC QUESTION, ISSUE, PROBLEM, OR DISPUTE, AND USER SHOULD NOT RELY ON ANY SUCH MATERIAL.

MATERIAL POSTED THROUGH THE SERVICE IS NOT PROVIDED WITH ANY GUARANTEE, WARRANTY, OR REPRESENTATION AS TO ITS ACCURACY, COMPLETENESS, REVELANCE OR SUITABILITY FOR ANY PARTICULAR USE, INCLUDING WITHOUT LIMITATION FOR ANY ACADEMIC QUESTION, ISSUE, PROBLEM, OR DISPUTE.

NOTEUTOPIA DOES NOT REVIEW PROFILES OR CONTENT BEFORE POSTING, AND NOTEUTOPIA IS NOT RESPONSIBLE FOR THE ACCURACY, COMPLETENESS, UTILITY OR REVELENCE OF ANY SUCH MATERIAL;

NOTEUTOPIA DOES NOT CHECK OR CONFIRM THE CLAIMS, STATEMENTS, REPRESENTATIONS, OR OTHER EXPRESSIONS OF ANY USER OR OTHER PERSON OR ENTITY POSTING MATERIAL, INCLUDING WITHOUT LIMITATION PROFILES, AND NOTEUTOPIA IS NOT RESPONSIBLE FOR ANY MISLEADING CLAIMS OR MISREPRESENTATIONS BY ANY SUCH USER;

NOTEUTOPIA IS NOT A REFERRAL SERVICE AND DOES NOT ENDORSE OR RECOMMEND ANY USER, STUDENT OR OTHER CONTENT PROVIDER, AND NOTEUTOPIA IS NOT RESPONSIBLE OR LIABLE FOR THE OUTCOME OF ANY ADVICE OR ASSISTANCE PROVIDED BY ANY USER OR ENTITY LISTED BY THE SERVICE OR FOR ANY SUCH PERSON'S OR ENTITY'S FAILURE TO PROVIDE ADVICE OR ASSISTANCE.

NOTEUTOPIA IS NOT LIABLE TO USERS FOR THE ACTIONS OF ANY OTHER NOTEUTOPIA USER OR WEBSITE VISITOR, INCLUDING WITHOUT LIMITATION ANY SUCH THIRD PARTY'S INFRINGEMENT OF INTELLECTUAL PROPERTY OR PRIVACY RIGHTS.

uSER AccessES third-party sites at User’S own risk. NoteUtopia takes no responsibility for third party advertisements which are posted on NoteUtopia or through the NoteUtopia Services, nor does it take any responsibility for the goods or services provided by its advertisers. 

NoteUtopia is not responsible for the conduct, whether online or offline, of any user of the NoteUtopia Services.  NoteUtopia assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any communication.  NoteUtopia is not responsible for any problems or technical malfunction of any telephone network or lines, computer online systems, servers or providers, computer equipment, software, or failure of any email due to technical problems or traffic congestion on the Internet or on any of the NoteUtopia Services or combination thereof, including any injury or damage to any person’s computer related to or resulting from participation or downloading materials in connection with the NoteUtopia Services. 

Under no circumstances shall NoteUtopia be responsible for any loss or damage resulting from use of the NoteUtopia Services, attendance at a NoteUtopia event, from any Content posted on or through the NoteUtopia Services (including, without limitation, from any use of or reliance on any such Content) or from the conduct of any Users of the NoteUtopia Services, whether online or offline.  The NoteUtopia Services are provided “AS-IS” and as available and NoteUtopia expressly disclaims any warranty of fitness for a particular purpose or non-infringement.  NoteUtopia cannot guarantee and does not promise that the NoteUtopia Services will always be available and neither can it guarantee or promise any specific results from use of the NoteUtopia Services and in particular does not promise that Users’ educational examINATIONS or course work grades will improve thereby.  tHE DECISION TO DOWNLOAD AND PAY FOR ANY CONTENT IS SOLELY WITHIN THE DISCRETION OF THE USER BASED ON THE USER’S ASSESSMENT OF ALL CIRCUMSTANCES.

Limitation of Liability and Damages

UNDER NO CIRCUMSTANCES, INCLUDING, BUT NOT LIMITED TO, NEGLIGENCE, WILL NOTEUTOPIA OR ITS AFFILIATES, CONTRACTORS, EMPLOYEES, AGENTS, OR THIRD-PARTY PARTNERS, LICENSORS, OR SUPPLIERS BE LIABLE FOR ANY DIRECT, SPECIAL, INDIRECT, INCIDENTAL, CONSEQUENTIAL, PUNITIVE, RELIANCE, OR EXEMPLARY DAMAGES (INCLUDING WITHOUT LIMITATION DAMAGES ARISING FROM ANY UNSUCCESSFUL COURT ACTION OR LEGAL DISPUTE, LOST BUSINESS, LOST REVENUES, OR LOSS OF ANTICIPATED PROFITS) ARISING OUT OF OR RELATING TO THESE TERMS OR THAT RESULT FROM USER USE OR USER INABILITY TO USE THE DOCUMENTS AND MATERIALS ON THE NOTEUTOPIA SERVICES OR ANY REFERENCE SITES, OR ANY OTHER INTERACTIONS WITH NOTEUTOPIA, EVEN IF NOTEUTOPIA OR A NOTEUTOPIA AUTHORIZED REPRESENTATIVE HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY OR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION OR EXCLUSION MAY NOT APPLY TO USER. IN SUCH CASES, NOTEUTOPIA'S LIABILITY WILL BE LIMITED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW.

IN NO EVENT WILL NOTEUTOPIA’S OR ITS AFFILIATES’, CONTRACTORS’, EMPLOYEES’, AGENTS’, OR THIRD-PARTY PARTNERS’, LICENSORS’, OR SUPPLIERS’ TOTAL LIABILITY TO USER FOR ALL DAMAGES, LOSSES, AND CAUSES OF ACTION ARISING OUT OF OR RELATING TO THESE TERMS OR USER USE OF THE NOTEUTOPIA SERVICES OR ANY REFERENCE SITES, INCLUDING WITHOUT LIMITATION USER INTERACTIONS WITH ANY CONTENT OR WITH OTHER NOTEUTOPIA SERVICE USERS, (WHETHER IN CONTRACT, TORT INCLUDING NEGLIGENCE, WARRANTY, OR OTHERWISE), EXCEED THE AMOUNT PAID BY USER, IF ANY, FOR ACCESSING THE NOTEUTOPIA SERVICES DURING THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE DAY THE ACT OR OMISSION OCCURRED THAT GAVE RISE TO USER CLAIM OR ONE HUNDRED DOLLARS, WHICHEVER IS GREATER.

THESE LIMITATIONS OF LIABILITY ALSO APPLY WITH RESPECT TO DAMAGES INCURRED BY USER BY REASON OF ANY PRODUCTS OR SERVICES SOLD OR PROVIDED ON ANY REFERENCE SITES OR OTHERWISE BY THIRD PARTIES OTHER THAN NOTEUTOPIA AND RECEIVED THROUGH OR ADVERTISED ON THE NOTEUTOPIA SERVICES OR RECEIVED THROUGH ANY REFERENCE SITES.

USER ACKNOWLEDGES AND AGREES THAT NOTEUTOPIA HAS OFFERED ITS CONTENT, PRODUCTS AND SERVICES, SET ITS PRICES, AND ENTERED INTO THESE TERMS IN RELIANCE UPON THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN, THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN USER AND NOTEUTOPIA, AND THAT THE WARRANTY DISCLAIMERS AND THE LIMITATIONS OF LIABILITY SET FORTH HEREIN FORM AN ESSENTIAL BASIS OF THE BARGAIN BETWEEN USER AND NOTEUTOPIA.

APPLICABLE LAWS DO NOT ALLOW LIMITATIONS ON IMPLIED WARRANTIES OR THE EXCLUSION OR LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS APPLY TO USER, SOME OR ALL OF THE ABOVE DISCLAIMERS, EXCLUSIONS, OR LIMITATIONS MAY NOT APPLY TO USER, AND USER MIGHT HAVE ADDITIONAL RIGHTS.

REGARDLESS OF THE PREVIOUS LIMITATIONS ON LIABILITY, IF WE ARE FOUND TO BE LIABLE, OUR LIABILITY TO USER OR TO ANY THIRD PARTY IS LIMITED TO THE GREATER OF (a) THE TOTAL FEES USER PAID TO US IN THE 12 MONTHS PRIOR TO THE ACTION GIVING RISE TO THE LIABILITY, OR (b) $100.

Access and Interference

Additionally, User agrees that User will not:

  1. Take any action that imposes or may impose (in our sole discretion) an unreasonable or disproportionately large load on our infrastructure.
  2. Copy, reproduce, modify, create derivative works from, distribute, or publicly display any Content from the website, except as provided by this agreement, without the prior expressed written permission of NoteUtopia and the appropriate third party, as applicable.
  3. Interfere or attempt to interfere with the proper working of the website or any activities conducted on the website; or
  4. Bypass measures we may use to prevent or restrict access to the website.

Dispute Resolution

If a dispute arises between User and NoteUtopia, our goal is to provide User with a neutral and cost effective means of resolving the dispute quickly. Accordingly, User and NoteUtopia agree that we will resolve any claim or controversy at law or equity that arises out of this Agreement or our services in accordance with one of the subsections below or as we and User otherwise agree in writing. Before resorting to these alternatives, we strongly encourage User to first contact us directly to seek a resolution by contacting us in writing. We will consider reasonable requests to resolve the dispute through alternative dispute resolution procedures, such as mediation or arbitration, as alternatives to litigation. Failure to contact NoteUtopia in writing to resolve the claim shall be considered an Improperly Filed Claim.

Improperly Filed Claims. All claims User brings against NoteUtopia must be resolved in accordance with this Resolution of Disputes Section. All claims filed or brought contrary to the Dispute Resolution Section shall be considered improperly filed. Should User file a claim contrary to the Dispute Resolution Section, NoteUtopia may recover to the fullest extent permitted by applicable law, provided that NoteUtopia has notified User in writing of the improperly filed claim, and User has failed to promptly withdraw the claim.

Law and Forum for Disputes. This Agreement shall be governed in all respects by the laws of the State of California and shall be treated the same as an agreement entered into and to be performed entirely within California between California residents, without regard to conflict of law provisions. User agrees that any claim or dispute User may have against NoteUtopia must be resolved by a court located in San Francisco County, California, except as otherwise agreed to by the parties. User agrees to submit to the personal jurisdiction of the courts located within San Francisco County, California for the purpose of litigating all such claims or disputes.

Digital Millennium Copyright Act

It is NoteUtopia's policy to respond to notices of alleged copyright infringement that comply with the Digital Millennium Copyright Act. NoteUtopia will promptly terminate without notice any User's access to the NoteUtopia Services if that User is determined by NoteUtopia to be a "repeat infringer." A repeat infringer is a User who has been notified by NoteUtopia of infringing activity violations more than twice and/or who has had a User Content or any other user-submitted Content or documents removed from the NoteUtopia Services more than twice.

If User is a copyright owner or an agent thereof, and User believes that any Content hosted on the NoteUtopia Service infringes User’s copyrights, then User may submit a notification pursuant to the Digital Millennium Copyright Act ("DMCA") by providing NoteUtopia's Designated Copyright Agent with the following information in writing:

(i) An electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;

(ii) Identification of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works on the NoteUtopia Services are covered by a single notification, a representative list of such works on the NoteUtopia Services;

(iii) 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 NoteUtopia to locate the material;

(iv) Information reasonably sufficient to permit NoteUtopia to contact the complaining party, such as an address, telephone number, and, if available, an electronic mail address at which the complaining party may be contacted;

(v) A statement that the complaining party has 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 (for example, "I am under the good faith belief that the use of the copyrighted Content that is identified herein is not authorized by the copyright owner, its agent, or the law.") as well as the basis of that good faith belief; and

(vi) A statement that the information in the notification is accurate, and under penalty of perjury, that the complaining party is authorized to act on behalf of the owner of an exclusive right that is allegedly infringed (for example, "I swear, under penalty of perjury, that the information in this notification is accurate and that I am the copyright owner, or authorized to act on behalf of the copyright owner, of the copyright(s) that is allegedly infringed by the aforementioned Content.").

NoteUtopia's Designated Copyright Agent to receive notifications of claimed infringement can be reached by email at copyright@NoteUtopia.com. For clarity, only DMCA notices should go to the NoteUtopia Designated Copyright Agent. Any other feedback, comments, requests for technical support or other communications should be directed to NoteUtopia customer service through contact@NoteUtopia.com. User acknowledges that if User fails to comply with all of the requirements of this section, User’s DMCA notice may not be valid.

Please note that under Section 512(f) of the DMCA, any person who knowingly materially misrepresents that material or activity is infringing may be subject to liability.

General Provisions and Disclosures

If any provision of Agreement is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall be enforced. In our sole discretion, we may assign this Agreement. Headings are for reference purposes only and do not limit the scope or extent of such section. Our failure to act in response to a breach by User or others does not waive our right to act with respect to subsequent or similar breaches. We do not guarantee we will take action against all breaches of this Agreement.

We may amend this Agreement at any time by posting the amended terms on the NoteUtopia website. Except as stated elsewhere, all amended terms shall automatically be effective 30 days after they are initially posted. This Agreement may not be otherwise amended except in a writing signed by User and NoteUtopia. This Agreement sets forth the entire understanding and agreement between us with respect to the subject matter hereof. The following Sections survive any termination of this Agreement: Fees and Services (with respect to fees owed for our services), Release, Content License, Liability, Indemnity and Resolution of Disputes.

Severability. If any provision of these Terms or Conditions is held to be unlawful, void, or for any reason unenforceable, then that provision will be limited or eliminated from these Terms to the minimum extent necessary and will not affect the validity and enforceability of any remaining provisions.

Waiver. The failure of NoteUtopia to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by NoteUtopia.

Force Majeure.  NoteUtopia will make every effort to keep NoteUtopia operational. However, certain technical difficulties and other factors outside of its control may, from time to time, result in temporary service interruptions.  Users agree not to hold NoteUtopia liable for any of the consequences of such interruptions.

Entire Agreement. This is the entire agreement between User and NoteUtopia relating to the subject matter herein and will not be modified except in a writing, signed by both parties, or by a change to these Terms or Conditions made by NoteUtopia as set forth in Section 4 above.

Assignment. These Terms and Conditions, and any rights and licenses granted hereunder, may not be transferred or assigned by User, but may be assigned by NoteUtopia without restriction.

Material.  NoteUtopia contains material provided by NoteUtopia, excluding the Content of other Users (“NoteUtopia Material”).  NoteUtopia Material is protected by intellectual property and other laws, and NoteUtopia owns and retains all rights in the NoteUtopia Material and the NoteUtopia Services.  NoteUtopia grants users a limited, personal, revocable, non-transferable license to reproduce and display the NoteUtopia Material (excluding any software code) solely for personal educational use. NoteUtopia also contains Content of other Users and other third parties. Except for Content posted by Users, users agree not to copy, modify, translate, publish, broadcast, transmit, distribute, perform, display or sell any Content appearing on or through the NoteUtopia Services other than by downloading and printing for personal educational research use alone.

© 2010 NoteUtopia