Last modified: Sept 25, 2018
YOU AGREE TO THE ARBITRATION AGREEMENT AND CLASS ACTION WAIVER DESCRIBED IN SEC.18 (DISPUTE RESOLUTION) TO RESOLVE ANY DISPUTES WITH OUTLINX (EXCEPT FOR MATTERS THAT MAY BE TAKEN TO SMALL CLAIMS COURT).
2. USE OF THE OUTLINX SERVICE - ACCEPTING OUR TERMS
Age. You must be 13 years old to use our Services. Persons under the age of 13, or any higher minimum age in the jurisdiction where that person resides, are not permitted to access or use the Outlinx Service unless their parent has consented in accordance with applicable law.
Our Terms and Policies. You must use our Services according to our Terms and posted policies. If we disable your account for a violation of our Terms, you will not create another account without our permission.
Keeping Your Account Secure. You are responsible for keeping your device and your Outlinx account safe and secure, and you must notify us promptly of any unauthorized use or security breach of your account or our Services.
3. OUTLINX FEATURES
How it works. Outlinx consists of a mobile application, decorative labels (“Outlinx Labels”), and our website (collectively, “The System” or “System”). The System allows Users who have downloaded the mobile App to scan Outlinx Labels, using the camera in their mobile phone, in order to store and retrieve user-generated notes, images, and comments (collectively, “User Content” or “Content”). Each Outlinx Label contains a unique URL embedded in the QR Code pattern that uniquely identifies each Outlinx Label from others. Please be aware that ALL User Content linked to a label is fully viewable by ANY User that satisfies these 2 conditions; 1) they have the app installed on their mobile phone, and 2) they are within physical distance to scan the Outlinx Label. See our How Outlinx Works page for more details www.outlinx.app/how-outlinx-works
“Outlinx Content” includes any photos, images, graphics, video, audio, data, text, music, comments, software, works of authorship of any kind, and other information, content, or other materials that are posted, generated, provided, or otherwise made available through the Outlinx Service.
4. CREATING AN ACCOUNT
Full use of the Outlinx Service requires that you create an account by providing us with information such as your full name and a valid email address, as well as a strong password. You can also sign up for an account using a third party service like Google or Facebook. You are responsible for all activity that occurs in association with your account. Outlinx is not liable for any loss or damages caused by your failure to maintain the confidentiality of your account credentials. Please contact firstname.lastname@example.org if you discover or suspect any security breach related to the Outlinx Service or your account.
5. NECESSARY EQUIPMENT
In order to use the Outlinx Service you need both (i) a supported mobile phone (currently only available for iPhone) with Internet access and (ii) access to or ownership or one or more Outlinx Labels. The maintenance and security of this equipment may influence the performance of the Outlinx Service and it is your responsibility to ensure the equipment’s functionality.
6. USER CONDUCT & CONTENT
Legal and Acceptable Use. You must access and use our Services only for legal, authorized, and acceptable purposes. You will not use (or assist others in using) our Services in ways that: (i) violate, misappropriate, or infringe the rights of Outlinx, our users, or others, including privacy, publicity, intellectual property, or other proprietary rights; (ii) are illegal, obscene, defamatory, threatening, intimidating, harassing, hateful, racially, or ethnically offensive, or instigate or encourage conduct that would be illegal, or otherwise inappropriate, including promoting violent crimes; (iii) involve publishing falsehoods, misrepresentations, or misleading statements; (iv) impersonate someone; (v) involve sending illegal or impermissible communications such as bulk messaging, auto-messaging, auto-dialing, and the like; or (vi) involve any non-personal use of our Services unless otherwise authorized by us.
Harm to Outlinx or Our Users. You must not (or assist others to) access, use, copy, adapt, modify, prepare derivative works based upon, distribute, license, sublicense, transfer, display, perform, or otherwise exploit our Services in impermissible or unauthorized manners, or in ways that burden, impair, or harm us, our Services, systems, our users, or others, including that you must not directly or through automated means: (i) reverse engineer, alter, modify, create derivative works from, decompile, or extract code from our Services; (ii) send, store, or transmit viruses or other harmful computer code through or onto our Services; (iii) gain or attempt to gain unauthorized access to our Services or systems; (iv) interfere with or disrupt the integrity or performance of our Services; (v) create accounts for our Services through unauthorized or automated means; (vi) collect the information of or about our users in any impermissible or unauthorized manner; (vii) sell, resell, rent, or charge for our Services; or (viii) distribute or make our Services available over a network where they could be used by multiple devices at the same time.
Content. When you add content or information to the Service, Please be aware that ALL User Content linked to a label is fully viewable by ANY User that satisfies these 2 conditions; (i) they have the app installed on their mobile phone, and (ii) they are within physical distance to scan the Outlinx Label. There is nothing in our software that allows you to restrict access to other users, but you do have control over who can view your Content with your choice of label placement. Outlinx provides Users with no way to access Content linked to a Label they have never physically scanned. You understand and agree that any liability, loss or damage that occurs as a result of the use of any User Content that you make available or access through your use of the Service is solely your responsibility. Outlinx is not responsible for any public display or misuse of your User Content.
Outlinx may, in its sole discretion, alter, remove, or refuse to display any of Your Content, and may forbid you from posting, uploading, storing, sharing, sending, or displaying Your Content to and via the Outlinx Service.
7. FEEDBACK AND SUBMISSIONS POLICY
If you decide to submit any ideas, suggestions, documents and/or proposals relating to the Outlinx Service (or other products or services) to Outlinx through email@example.com or through any other channel or mechanism (collectively, “Contributions”), you acknowledge and agree that: (i) your Contributions do not contain confidential or proprietary information; (ii) Outlinx is not under any obligation of confidentiality, express or implied, with respect to the Contributions; (iii) Outlinx shall be entitled to use or disclose (or choose not to use or disclose) such Contributions for any purpose, in any way; (iv) Outlinx may have something similar to the Contributions already under consideration or in development; (v) your Contributions automatically become the property of Outlinx without any obligation of Outlinx to you; and (vi) you are not entitled to any accounting, compensation or reimbursement of any kind from Outlinx under any circumstances.
8. THIRD-PARTY SERVICES
9. CHANGES TO THE OUTLINX SERVICE
We retain the right, in our sole discretion, to implement new elements as part of and/or ancillary to the Service, including changes that may affect the previous mode of operation of the Service or Outlinx App. We expect that any such modifications will enhance the overall Service, but it is possible that you may not agree with us. We also reserve the right to establish limits to the nature or size of storage available to you, the number of transmissions, the ability to send or receive email messages, the nature or size of any index or library information, the nature of, or your continued ability to access or distribute, your Content and other data, and impose other limitations at any time, with or without notice.
Outlinx may change or discontinue, temporarily or permanently, any feature or component of the Outlinx Service at any time without notice. Outlinx is not liable to you or to any third party for any modification, suspension, or discontinuance of any feature or component of the Outlinx Service.
In connection with any modification of the Service, Outlinx may ask you to download software updates on your devices from time to time with the intention of improving, enhancing, repairing and/or further developing the Service. Outlinx will endeavor to provide you with the option of whether or not to install the update; however, in certain circumstances (e.g., security risks), Outlinx may require you to install the update to continue accessing the Service. In all cases, you agree to permit Outlinx to deliver these updates to you (and you to receive them) as part of your use of the Service.
We reserve the right to suspend or deactivate your account or your access to certain aspects or all of the Outlinx Service, or to terminate these Terms, at our sole discretion, at any time and without notice or liability to you. Upon any such suspension, deactivation, or termination, we may delete or remove Your Content and other information related to your account. You may close your account at any time by emailing firstname.lastname@example.org. Upon any termination of these Terms or suspension, termination, or discontinuation of the Outlinx Service or your account, the following provisions of these Terms will survive any termination of your relationship with Outlinx: “LICENSES AND RIGHTS,” “DISCLAIMERS,” “LIMITATION OF LIABILITY,” “INDEMNITY,” “DISPUTE RESOLUTION,” “OUR ENFORCEMENT RIGHTS,” and “GENERAL TERMS.”
11. LICENSES AND RIGHTS
Your Rights. Outlinx does not claim ownership of the information that you submit for your Outlinx account or through our Services. You must have the necessary rights to such information that you submit for your Outlinx account or through our Services and the right to grant the rights and licenses in our Terms.
Outlinx’s Rights. We own all copyrights, trademarks, domains, logos, trade dress, trade secrets, patents, and other intellectual property rights associated with our Services. You may not use our copyrights, trademarks, domains, logos, trade dress, patents, and other intellectual property rights unless you have the express permission of Outlinx.
Outlinx’s License to You. We grant you a limited, revocable, non-exclusive, non-sub-licensable, and non-transferable license to use our Services, subject to and in accordance with our Terms. This license is for the sole purpose of enabling you to use our Services, in the manner permitted by our Terms. No licenses or rights are granted to you by implication or otherwise, except for the licenses and rights expressly granted to you.
12. OUR ENFORCEMENT RIGHTS
Monitoring Access. We are not obligated to monitor access or use of the Outlinx Service, Outlinx Content, or Your Content or to review or edit any Outlinx Content or your content, but we have the right to do so for the purpose of operating the Outlinx Service, to ensure compliance with these Terms, and to comply with applicable law or other legal requirements. We may consult with and disclose unlawful conduct to law enforcement authorities and, pursuant to valid legal process, we may cooperate with law enforcement authorities to prosecute users who violate the law.
Removing & Disabling Access. We reserve the right (but are not required) to remove or disable access to the Outlinx Service, any Outlinx Content, or Your Content at any time and without notice, and at our sole discretion, if we determine that the Outlinx Content, Your Content, or your use of the Outlinx Service is objectionable or in violation of these Terms (as described in SEC. 2 USE OF THE OUTLINX SERVICE). We have the right to investigate violations of these Terms and any conduct that affects the Outlinx Service, and in response may take any action we may deem appropriate.
13. USER CONSENT TO RECEIVE COMMUNICATIONS IN ELECTRONIC FORM
We may also use your email address, to send you other messages, including information about the Company and special offers. You may opt out of such email by sending an email to email@example.com. Opting out may prevent you from receiving messages regarding the Company or special offers.
14. DMCA/COPYRIGHT POLICY
Outlinx respects the intellectual property of others and expects its users to do the same. It is Outlinx’s policy, in appropriate circumstances and at our discretion, to disable or terminate the accounts of users who repeatedly infringe the rights of copyright holders.
YOU USE OUR SERVICES AT YOUR OWN RISK AND SUBJECT TO THE FOLLOWING DISCLAIMERS. WE ARE PROVIDING OUR SERVICES ON AN “AS IS” BASIS WITHOUT ANY EXPRESS OR IMPLIED WARRANTIES, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND FREEDOM FROM COMPUTER VIRUS OR OTHER HARMFUL CODE. WE DO NOT WARRANT THAT ANY INFORMATION PROVIDED BY US IS ACCURATE, COMPLETE, OR USEFUL, THAT OUR SERVICES WILL BE OPERATIONAL, ERROR FREE, SECURE, OR SAFE, OR THAT OUR SERVICES WILL FUNCTION WITHOUT DISRUPTIONS, DELAYS, OR IMPERFECTIONS. WE DO NOT CONTROL, AND ARE NOT RESPONSIBLE FOR, CONTROLLING HOW OR WHEN OUR USERS USE OUR SERVICES OR THE FEATURES, SERVICES, AND INTERFACES OUR SERVICES PROVIDE. WE ARE NOT RESPONSIBLE FOR AND ARE NOT OBLIGATED TO CONTROL THE ACTIONS OR INFORMATION (INCLUDING CONTENT) OF OUR USERS OR OTHERS.
THIRD PARTIES. YOU RELEASE US, OUR SUBSIDIARIES, AFFILIATES, AND OUR AND THEIR DIRECTORS, OFFICERS, EMPLOYEES, PARTNERS, AND AGENTS (TOGETHER, THE “OUTLINX PARTIES”) FROM ANY CLAIM, COMPLAINT, CAUSE OF ACTION, CONTROVERSY, OR DISPUTE (TOGETHER, “CLAIM”) AND DAMAGES, KNOWN AND UNKNOWN, RELATING TO, ARISING OUT OF, OR IN ANY WAY CONNECTED WITH ANY SUCH CLAIM YOU HAVE AGAINST ANY THIRD PARTIES. YOU WAIVE ANY RIGHTS YOU MAY HAVE UNDER CALIFORNIA CIVIL CODE §1542, OR ANY OTHER SIMILAR APPLICABLE STATUTE OR LAW OF ANY OTHER JURISDICTION, WHICH SAYS THAT: 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.
16. LIMITATION OF LIABILITY
NEITHER OUTLINX, ITS SUPPLIERS, OR LICENSORS, NOR ANY OTHER PARTY INVOLVED IN CREATING, PRODUCING, OR DELIVERING THE OUTLINX SERVICE WILL BE LIABLE FOR ANY INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOSS OF DATA OR GOODWILL, SERVICE INTERRUPTION, COMPUTER DAMAGE, OR SYSTEM FAILURE OR THE COST OF SUBSTITUTE SERVICES ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE OUTLINX SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), PRODUCT LIABILITY, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT OUTLINX HAS BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, EVEN IF A LIMITED REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE.
IN NO EVENT WILL OUTLINX’S TOTAL LIABILITY ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OR FROM THE USE OF OR INABILITY TO USE THE OUTLINX SERVICE EXCEED THE AMOUNTS YOU HAVE PAID TO OUTLINX FOR USE OF THE OUTLINX SERVICE OR ONE HUNDRED DOLLARS ($100), IF YOU HAVE NOT HAD ANY PAYMENT OBLIGATIONS TO OUTLINX, AS APPLICABLE.
THE EXCLUSIONS AND LIMITATIONS OF DAMAGES SET FORTH ABOVE ARE FUNDAMENTAL ELEMENTS OF THE BASIS OF THE BARGAIN BETWEEN OUTLINX AND YOU.
SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
You will indemnify and hold harmless Outlinx or its officers, directors, employees, affiliates, agents, licensors, and contractors from and against any claims, suits, actions, demands, disputes, allegations, or investigations brought by any third party, governmental authority, or industry body, and all liabilities, damages, losses, costs, and expenses, including without limitation reasonable attorneys’ fees, arising out of or in any way connected with (i) your access to or use of the Outlinx Service, (ii) Your Content, (iii) your breach or alleged breach of any warranties made by you hereunder or your violation of any other provision of these Terms, or (iv) your violation of any law or the rights of a third-party. We reserve the right to assume control of the defense of any third-party claim that is subject to indemnification by you, in which event you will cooperate with us in asserting any available defenses.
18. DISPUTE RESOLUTION
PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH US AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.
By your access of and use of the Website or Service you hereby specifically acknowledge, agree and consent that you waive your right to a trial, by jury or otherwise, and that you agree that any suit, action, proceeding, dispute, controversy or claim (“Dispute”) arising out of or relating to this Agreement or any of the transactions contemplated herein or related to the Website or Service (including without limitation, statutory, equitable or tort claims) will be dealt with in accordance with the following procedures. All parties shall first attempt to negotiate all Disputes informally for at least thirty (30) days before initiating any arbitration. Such informal negotiations shall commence following the receipt of a notice in writing by one of the parties sent to the other. Outlinx will email you a copy to the email address you have provided to us.
The parties agree that any arbitration shall be limited to the Dispute between you and Outlinx individually. To the full extent permitted by law, (i) no arbitration shall be joined with any other; (ii) there is no right or authority for any Dispute to be arbitrated on a class-action basis or to utilize class action procedures; and (iii) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons.
Communications made through the Service’s e-mail and messaging system, will not constitute legal notice to the Company or any of its officers, employees, agents or representatives in any situation where notice to the Company is required by contract or any law or regulation.
19. JURISDICTION AND CHOICE OF LAW
To the extent not covered by the Dispute Resolution provisions above, any disputes between you and Outlinx shall be subject to the exclusive jurisdiction and venue of the courts located in San Francisco, California and shall be governed by, and will be construed under, the law of the United States of America and the law of the State of California, without regard to choice of law principles. The application of the United Nations Convention on Contracts for the International Sale of Goods is expressly excluded. You agree that if you choose to access www.outlinx.app or the Outlinx App from outside of the United States, other laws may apply and those laws shall affect this Agreement only to the extent required by such jurisdiction. In such a case, this Agreement shall be interpreted to give maximum effect to the terms and conditions hereof.
20. TERMINATION OF AGREEMENT AND SURVIVABILITY OF TERMS
22. TERMS OF SALE AND RETURNS AND WARRANTY
Outlinx’s Terms of Sale and Returns and Warranty Policies apply to purchases made from Outlinx. The Terms of Sale are incorporated into and made a part of these Terms. All orders placed are subject to Outlinx’s acceptance. We may accept, decline, or place limits on your order for any reason.
23. CONTESTS AND GIVEAWAYS
Additional terms and conditions may apply to surveys, contests, giveaways, and other promotions sponsored by Outlinx or its partners. It is your responsibility to carefully review those terms and conditions.
24. COMPLETE AGREEMENT
25. GENERAL TERMS
Except as otherwise stated herein, these Terms constitute the entire and exclusive understanding and agreement between Outlinx and you regarding the Outlinx Service, and these Terms supersede and replace any and all prior oral or written understandings or agreements between Outlinx and you regarding the Outlinx Service and Outlinx Content.
If for any reason a court of competent jurisdiction finds any provision of these Terms invalid or unenforceable, that provision will be enforced to the maximum extent permissible and the other provisions of these Terms will remain in full force and effect.
You may not assign, delegate, or transfer these Terms, by operation of law or otherwise, without Outlinx’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null. Outlinx may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors, and permitted assigns.
Any notices or other communications provided by Outlinx under these Terms, including those regarding modifications to these Terms, will be given: (i) via email or (ii) by posting to the Outlinx Service. For notices made by e-mail, the date of receipt on the message will be deemed the date on which such notice is transmitted.
Outlinx’s failure to enforce any right or provision of these Terms will not be considered a waiver of such right or provision. The waiver of any such right or provision will be effective only if in writing and signed by a duly authorized representative of Outlinx. Except as expressly set forth in these Terms, the exercise by either party of any of its remedies under these Terms will be without prejudice to its other remedies under these Terms or otherwise.
26. ADDITIONAL TERMS MAY APPLY
Additional terms may apply to certain products or services. In the event that there is a conflict between these Terms and any additional terms, the additional terms will control.
You may contact us at firstname.lastname@example.org or at our mailing address below.
Outlinx (Yap Lab LLC)
Attn: Legal (Terms of Service)
809 Laurel Street. #1427
San Carlos, CA 94070