The Top Lister - Terms of Use

Terms of Use

The terms and conditions below (the “terms”) are what govern your use of The Top Lister website on the Internet and World Wide Web. These terms are a legal contract between you and Thetoplister.com (“we” or “us”.) They govern your access to, and your use of our website, which (as you know) is located at Thetoplister.com (the “site”). These terms also govern your use of any services and products we provide on the site. If you do not agree with any of these terms, please do not access or otherwise use this site and/or our services and products.

Your use of this site, services and/or products on this site means that you agree to abide by each of the terms below. Thetoplister.com may make changes to the services and products offered on this site, at any time and without notice, and Thetoplister.com can change these terms at any time without notice by posting updated terms of use here on the site.

If you continue to use the site after such changes have been posted, it means that you agree to the new terms, even if you have not reviewed the changes. Therefore you really should check the terms of use posted here periodically for updates and changes.

General Use

Thetoplister.com provides content, services and products throughout this site. All information, documents, products and services, including content, trademarks, logos, graphics and images (which are grouped together under the term “Materials”) are the copyrighted work of Thetoplister.com or The Top Lister licensors and/or contributors.

Thetoplister.com grants you a limited, personal, non-exclusive and non-transferable license to use the Materials solely for your personal use or internal business use. You agree that you will only use this site and the Materials for lawful uses. You agree that you have no right to modify, edit, copy, reproduce, create derivative works of, alter, enhance or in any way exploit any of the Materials provided by Thetoplister.com in any manner. Your limited license terminates automatically, without notice to you, if you breach any of these terms.

Upon termination of your limited license, you agree to immediately destroy any downloaded or printed Materials. Except as stated herein, you acknowledge that you have no right, title or interest in or to the site or any Materials on any legal basis. You are prohibited from taking any action to circumvent or attempt to circumvent the security and access control provisions of the site. Such prohibited conduct includes, but is not limited to, any efforts to:

(a) log into an account with a password not assigned to you;

(b) access personally identifiable information not intended for you;

(d) impersonate any other user of the site and/or the products and services, forge any of the header information in any posting, or tamper with the TCP/IP packet header;

(e) modify, reverse engineer, disassemble, decompile or otherwise attempt or allow others to attempt to discover the underlying software code for the site and/or the products and services; or

(f) overwhelm or disable the site or the products and services or interfere with the access and use of the site and/or the services by any other user.

If Thetoplister.com becomes aware of any of the aforementioned activities on your part, we may investigate and take action. When appropriate, we may work with law enforcement to investigate and prosecute offenders. Your continued use of the Site and/or the products and services is expressly conditioned on your compliance with the prohibitions, obligations and restrictions just stated. Without limiting the foregoing, you acknowledge that Thetoplister.com prohibits and you agree not to:

• Take any action that imposes an unreasonable or disproportionately large burden on the site’s infrastructure;

• Intentionally expose the site and/or any products or services provided on Thetoplister.com to a computer virus or any other program or code that is intended to disrupt or disable the operations of the site and/or our products or services;

• Frame or link to the site or any of the content or information available from the site, unless Thetoplister.com expressly consents to such linking and/or framing;

• Use any spider, robot or other program, code or device to copy, retrieve or index any portion of the Thetoplister.com site;

• Harvest or otherwise collect information about other users for any purpose other than expressly permitted herein;

• Post any false or inaccurate Submissions (defined below) or information on any part of the site;

• Use the products and/or services and/or the site to violate any applicable law or regulation, including, without limitation, the infringement of any copyright, trademark, trade secret or other intellectual property rights, or violate the privacy or rights of any other person;

• Post any Submission or information that is discriminatory, hateful, obscene, vulgar, abusive, defamatory, sexually-orientated, threatening, or otherwise objectionable;

• Include any hyperlinks or any misleading, irrelevant and/or hidden code or keywords in any Submissions posted by you;

• Harass, stalk, or otherwise subject any other user of the site and/or products and services to inappropriate or unwanted contact;

• Make any additions, changes, alterations and/or deletions to any Submissions posted by any user without the express written authorization of such other user;;

• Thetoplister.com reserves the right to terminate our relationship with you under these terms and prohibit your access to the site and/or products or services or to edit, remove or close any Submission or thread for any reason.

The foregoing list of prohibitions is not intended to be complete or exclusive.

You acknowledge and agree that there is the chance that you may be exposed to content that may be offensive or objectionable to you. You hereby acknowledge and agree that all submissions submitted by you or any other user express the views of the author, and Thetoplister.com will not be held responsible for or liable for the content in such submissions.

Your access to the site and Services is undertaken at your own risk and Thetoplister.com is not responsible for any offensive or otherwise objectionable materials that may be posted by any third party.

In addition, the foregoing prohibitions do not impose on Thetoplister.com any obligation to monitor or remove any Submissions or other information or communication submitted by you or any other user.

Submissions

Subject to the terms and conditions of the Thetoplister.com Privacy Policy, when you submit data and/or post communications on the site (collectively “Submissions”), you grant to Thetoplister.com and The Top Lister, an irrevocable, perpetual, royalty-free, worldwide right (including moral right) and license to use, reproduce, display, distribute, modify and create derivative works of Submissions, in whole or in part, and to incorporate Submissions into other works in any media and utilizing any technology now known or later developed. You warrant that you have all rights, and no third party has retained any such rights, (including moral rights) in and to Submissions you may post to the site.

Links to Third Party Sites

The Thetoplister.com site may be linked to other sites that are not owned, operated, or managed by The Top Lister We provide these links to you only as a convenience, and Thetoplister.com is not responsible for the content or links displayed on these third party sites.

Third Party Content

Some information and content may be provided by third parties to Thetoplister.com (“Third Party Content”). The Third Party Content is the copyrighted work of the creator/licensor, Thetoplister.com, and The Top Lister.

You agree that you will only display the Third Party Content on your personal computer for your personal or internal business use. You acknowledge and agree that you have no right to download, cache, reproduce, modify, display (except as set forth in this paragraph), alter, edit, manipulate or enhance any of the Third Party Content in any manner.

Thetoplister.com disclaims all express, implied and statutory warranties and conditions with regard to third party content. This includes, but is not limited to, all implied warranties of merchantability, fitness for a particular purpose and non-infringement.

Unauthorized Activities

Unauthorized use of any Materials or Third Party Content contained on this site may violate certain regulations and laws. You shall indemnify and hold Thetoplister.com and its officers, directors, employees, affiliates, agents, licensors, and business partners harmless from and against any and all damages, costs, expenses, and liabilities, including attorneys’ fees, that Thetoplister.com or any other indemnified party suffers in relation to, arising from, or for the purpose of avoiding any claim or demand from a third party in the event that your use of the site or the use of the site by any person using your user name and/or password violates any applicable law or regulation, or the rights of any third party.

Copyright Notice

All information, data, and screens appearing on Thetoplister.com, including web pages, documents, site design, text, graphics, logos, images and icons, and the selection and arrangement thereof, are the sole property of Thetoplister.com and The Top Lister unless otherwise specified.

All rights not expressly granted herein are reserved worldwide. Any reproduction, distribution, modification, retransmission, or publication of any copyrighted material on the site is strictly prohibited without the express written consent of the copyright holder, except as otherwise required by applicable law.

Disclaimer of Warranties

Your use of this site, the Materials and/or the products and services is at your own risk. You assume all risks of using this site, the Materials and/or the products and services. Thetoplister.com does not warrant the accuracy or timeliness of the materials or the Third Party Content contained on this Site. Neither the Materials nor the Third Party Content have been verified or authenticated in whole or in part by Thetoplister.com, and they may not be current or may include inaccuracies or typographical errors.

Thetoplister.com shall have no liability for Materials and/or Third Party Content that is not current or for any errors or omissions in the Materials and/or the Third Party Content, whether provided by Thetoplister.com or our licensors. Thetoplister.com does not guarantee that you will achieve any economic return or benefit from the use of the Materials.

Thetoplister.com, for itself and its licensors, makes no express, implied or statutory representations, warranties, or guarantees in connection with the site, the products and services or any Materials or Third Party Content, relating to the quality, suitability, truth, accuracy, currency or completeness of any information or material contained on the site. This includes, without limitation, the Materials and the Third Party Content.

Thetoplister.com disclaims and excludes any and all implied warranties, including any implied warranty of merchantability, fitness for a particular purpose, or non-infringement of third party rights. Unless otherwise explicitly stated, to the maximum extent permitted by applicable law, the site, the products and services, the Materials, Third Party Content, and any information or material contained on the site is provided to you on an “as is,” “as available” and “where is” basis with no warranty of any kind.

THIS AGREEMENT CONTAINS ARBITRATION AND CLASS ACTION WAIVER PROVISIONS THAT WAIVE YOUR RIGHT TO A COURT HEARING, RIGHT TO A JURY TRIAL, AND RIGHT TO PARTICIPATE IN A CLASS ACTION. ARBITRATION IS MANDATORY AND IS THE EXCLUSIVE REMEDY FOR ANY AND ALL DISPUTES UNLESS SPECIFIED BELOW.

Limitation of Liability

EXCEPT WHERE OTHERWISE INAPPLICABLE OR PROHIBITED BY LAW, IN NO EVENT SHALL THE TOP LISTER OR ANY OF ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, INDEPENDENT CONTRACTORS, TELECOMMUNICATIONS PROVIDERS, AND/OR AGENTS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL, PUNITIVE, OR ANY OTHER DAMAGES, FEES, COSTS OR CLAIMS ARISING FROM OR RELATED TO THIS AGREEMENT, THE PRIVACY POLICY, THE SERVICES OR PRODUCTS, YOUR OR A THIRDPARTY’S USE OR ATTEMPTED USE OF THE WEBSITE OR ANY SOFTWARE, SERVICE, OR PRODUCT, REGARDLESS OF WHETHER THE TOP LISTER HAS HAD NOTICE OF THE POSSIBILITY OF SUCH DAMAGES, FEES, COSTS, OR CLAIMS.

THIS INCLUDES, WITHOUT LIMITATION, ANY LOSS OF USE, LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, COST OF PROCUREMENT OF SUBSTITUTE SERVICES OR PRODUCTS, OR ANY OTHER INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, OR OTHER DAMAGES. THIS APPLIES REGARDLESS OF THE MANNER IN WHICH DAMAGES ARE ALLEGEDLY CAUSED, AND ON ANY THEORY OF LIABILITY, WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), WARRANTY, OR OTHERWISE.

IN NO EVENT SHALL THE TOP LISTER’S LIABILITY TO YOU OR YOUR BUSINESS EXCEED THE AMOUNT OF THREE (3) TIMES THE PAYMENTS PAID BY YOU TO THE TOP LISTER FOR THE MONTH PRECEDING THE DATE IN WHICH THE FACTS GIVING RISE TO A CLAIM AGAINST THE TOP LISTER OCCURRED OR TWO-THOUSAND DOLLARS ($2,000), WHICHEVER IS GREATER.

Dispute Resolution By Mandatory Binding Arbitration And Class Action Waiver

PLEASE READ THIS ARBITRATION PROVISION CAREFULLY TO UNDERSTAND YOUR AND YOUR BUSINESS’ RIGHTS. EXCEPT WHERE PROHIBITED BY LAW, YOU AND YOUR BUSINESS AGREE THAT ANY CLAIM THAT YOU OR YOUR BUSINESS MAY HAVE IN THE FUTURE MUST BE RESOLVED THROUGH FINAL AND BINDING CONFIDENTIAL ARBITRATION. YOU ACKNOWLEDGE AND AGREE THAT YOU AND YOUR BUSINESS ARE WAIVING THE RIGHT TO A TRIAL BY JURY.

THE RIGHTS THAT YOU AND YOUR BUSINESS WOULD HAVE IF YOU WENT TO COURT, SUCH AS DISCOVERY OR THE RIGHT TO APPEAL, MAY BE MORE LIMITED OR MAY NOT EXIST. YOU AGREE THAT YOU AND YOUR BUSINESS MAY ONLY BRING A CLAIM IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF (LEAD OR OTHERWISE) OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. YOU FURTHER AGREE THAT THE ARBITRATOR MAY NOT CONSOLIDATE PROCEEDINGS OR CLAIMS OR OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING.

THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. HOWEVER, AN ARBITRATOR CAN AWARD ON AN INDIVIDUAL BASIS THE SAME DAMAGES AND RELIEF AS A COURT (INCLUDING INJUNCTIVE AND DECLARATORY RELIEF OR STATUTORY DAMAGES) AND MUST FOLLOW THESE TERMS AS A COURT WOULD.

If you have a complaint, dispute, or controversy, you agree to first contact us at yohan@thetoplister.com to attempt to resolve the dispute or controversy informally. Any controversy or claim arising out of or related to the use of the Website, any product, service, or software, these Terms, the Privacy Policy, any affiliate agreement, or your relationship with us that cannot be resolved through such informal process or through negotiation within 120 days shall be resolved by binding, confidential arbitration administered by the American Arbitration Association (“AAA”), and judgment on the award rendered may be entered in any court having jurisdiction thereof. We agree that any claim we may have against you or your business will also be subject to this arbitration provision, except as provided in Sections 20 and 21 below. The arbitration will be conducted by a single neutral arbitrator in the English language in Mississauga, Ontario, unless we both agree to conduct the arbitration by telephone or written submissions. The arbitrator shall be selected by agreement of the parties or, if the parties cannot agree, chosen in accordance with Rules of the AAA. The arbitration will be conducted in accordance with the provisions of the AAA’s Commercial Arbitration Rules and Procedures, in effect at the time of submission of the demand for arbitration. The AAA’s Rules are available at www.adr.org or by calling 1-800-778-7879. The arbitrator shall have the exclusive and sole authority to resolve any dispute relating to the interpretation, construction, validity, applicability, or enforceability of these Terms and Conditions of Use and Sale, the Privacy Policy, this arbitration provision, and any other terms incorporated by reference into these Terms and Conditions of Use and Sale. The arbitrator shall have the exclusive and sole authority to determine whether any dispute is arbitrable.