You
and the Site agree that we may access, store, process, and use any information and
personal
data that you provide following the terms of the Privacy Policy and your choices
(including
settings).
By
submitting suggestions or other feedback regarding the Site, you agree that we can use
and
share such feedback for any purpose without compensation to you.
We
do not assert any ownership over your Contributions. You retain full ownership of all of
your Contributions and any intellectual property rights or other proprietary rights
associated with your Contributions. We are not liable for any statements or
representations
in your Contributions provided by you in any area on the Site. You are solely
responsible
for your Contributions to the Site and you expressly agree to exonerate us from any and
all
responsibility and to refrain from any legal action against us regarding your
Contributions.
You
acknowledge and agree that any questions, comments, suggestions, ideas, feedback, or
other information regarding the Site ("Submissions") provided by you to us are
non-confidential and shall become our sole property. We shall own exclusive rights,
including all intellectual property rights, and shall be entitled to the
unrestricted
use and dissemination of these Submissions for any lawful purpose, commercial or
otherwise, without acknowledgment or compensation to you. You hereby waive all moral
rights to any such Submissions, and you hereby warrant that any such Submissions are
original with you or that you have the right to submit such Submissions. You agree
there
shall be no recourse against us for any alleged or actual infringement or
misappropriation of any proprietary right in your Submissions.
12. U.S.
GOVERNMENT RIGHTS
Our
services are “commercial items” as defined in Federal Acquisition Regulation
(“FAR”)
2.101. If our services are acquired by or on behalf of any agency not within the
Department of Defense (“DOD”), our services are subject to the terms of these
Terms of Service
in accordance with FAR 12.212
(for
computer software) and FAR 12.211 (for technical data). If our services are
acquired
by or on behalf of any agency within the Department of Defense, our services are
subject to the terms of these
Terms of Service
in accordance with Defense
Federal
Acquisition Regulation (“DFARS”) 227.7202-
3.
In addition, DFARS 252.227-7015
applies to technical data acquired by the DOD. This U.S. Government Rights
clause is
in lieu of, and supersedes, any other FAR, DFARS, or other clause or provision
that
addresses government rights in computer software or technical data under these
Terms of Service
.
We
reserve the right, but not the obligation, to: (1) monitor the Site for violations
of
these
Terms of Service
; (2) take appropriate legal action
against anyone who, in our sole discretion, violates the law or these
Terms of Service
, including without
limitation, reporting such user to law enforcement authorities; (3) in our sole
discretion and without limitation, refuse, restrict access to, limit the
availability of, or disable (to the extent technologically feasible) any of
your Contributions or any portion thereof; (4) in our sole discretion and
without limitation, notice, or liability, to remove from the Site or otherwise
disable all files and content that are excessive in size or are in any way
burdensome to our systems; and (5) otherwise manage the Site in a manner
designed to protect our rights and property and to facilitate the proper
functioning of the Site.
We
care about data privacy and security. Please review our Privacy Policy:
https://bakesmart.com/privacy
. By using the Site, you agree to be bound by our Privacy
Policy,
which is incorporated into these
Terms of Service
. Please be advised the
Site
is hosted in the United States
. If you access the Site from any
other
region of the world with laws or other requirements governing personal
data
collection, use, or disclosure that differ from applicable laws in
the
United
States
, then through your continued use of the Site,
you
are transferring your data to
the
United
States
, and you agree to have your data transferred to and processed in
the
United
States
.
These
Terms of Service
shall remain in full force and
effect
while you use the Site. WITHOUT LIMITING ANY OTHER PROVISION OF THESE
TERMS OF SERVICE
, WE RESERVE THE RIGHT TO, IN OUR
SOLE
DISCRETION AND WITHOUT NOTICE OR LIABILITY, DENY ACCESS TO AND USE OF THE SITE
(INCLUDING BLOCKING CERTAIN IP ADDRESSES), TO ANY PERSON FOR ANY REASON OR FOR NO
REASON, INCLUDING WITHOUT LIMITATION FOR BREACH OF ANY REPRESENTATION, WARRANTY, OR
COVENANT CONTAINED IN THESE
TERMS OF SERVICE
OR OF ANY APPLICABLE LAW OR
REGULATION.
WE MAY TERMINATE YOUR USE OR PARTICIPATION IN THE SITE OR DELETE
YOUR
ACCOUNT AND
ANY CONTENT OR INFORMATION THAT YOU POSTED AT ANY TIME, WITHOUT WARNING, IN
OUR
SOLE DISCRETION.
If we
terminate
or suspend your account for any reason, you are prohibited from registering and
creating a new account under your name, a fake or borrowed name, or the name of
any third party, even if you may be acting on behalf of the third party. In
addition to terminating or suspending your account, we reserve the right to
take appropriate legal action, including without limitation pursuing civil,
criminal, and injunctive redress.
16. MODIFICATIONS AND
INTERRUPTIONS
We
reserve the right to change, modify, or remove the contents of the Site at any time
or
for any reason at our sole discretion without notice. However, we have no obligation
to
update any information on our Site. We also reserve the right to modify or
discontinue
all or part of the Site without notice at any time. We will not be liable to you or
any
third party for any modification, price change, suspension, or discontinuance of the
Site.
We
cannot guarantee the Site will be available at all times. We may experience
hardware,
software, or other problems or need to perform maintenance related to the Site,
resulting in interruptions, delays, or errors. We reserve the right to change,
revise,
update, suspend, discontinue, or otherwise modify the Site at any time or for any
reason
without notice to you. You agree that we have no liability whatsoever for any loss,
damage, or inconvenience caused by your inability to access or use the Site during
any
downtime or discontinuance of the Site. Nothing in these
Terms of Service
will be construed to obligate us to
maintain and support the Site or to supply any corrections, updates, or releases in
connection therewith.
These
Terms of Service
and your use of the Site are
governed
by and construed in accordance with the laws of
the State
of
Indiana
applicable
to agreements made and to be entirely performed within
the State of
Indiana
, without regard to its conflict of law principles.
To expedite resolution and
control the cost of any dispute, controversy, or claim related to these
Terms of Service
(each "Dispute" and collectively, the
“Disputes”) brought by either you or us (individually, a “Party” and collectively, the
“Parties”), the Parties agree to first attempt to negotiate any Dispute (except those
Disputes expressly provided below) informally for at least thirty (30)
days before initiating arbitration. Such informal negotiations commence upon
written
notice from one Party to the other Party.
If
the Parties are unable to resolve a
Dispute
through informal negotiations, the Dispute (except those Disputes expressly excluded below) will be
finally and exclusively resolved by binding arbitration. YOU UNDERSTAND THAT WITHOUT THIS PROVISION,
YOU
WOULD HAVE THE RIGHT TO SUE IN COURT AND HAVE A JURY TRIAL. The arbitration shall be commenced and
conducted under the Commercial Arbitration Rules of the American Arbitration Association ("AAA")
and,
where appropriate, the AAA’s Supplementary Procedures for Consumer Related Disputes ("AAA Consumer
Rules"), both of which are available at the AAA website www.adr.org. Your arbitration fees and your share of arbitrator
compensation shall be governed by the AAA Consumer Rules and, where appropriate, limited by the AAA
Consumer Rules.
The
arbitration may be conducted in person, through the submission of documents, by phone, or
online. The arbitrator will make a decision in writing, but need not provide a statement of
reasons unless requested by either Party. The arbitrator must follow applicable law, and any
award may be challenged if the arbitrator fails to do so. Except where otherwise required by
the
applicable AAA rules or applicable law, the arbitration will take place in
Marion,
Indiana
. Except as otherwise provided herein, the Parties may litigate in court to compel arbitration,
stay
proceedings pending arbitration, or to confirm, modify, vacate, or enter judgment on the award entered
by
the arbitrator.
If for any reason, a Dispute
proceeds in court rather than arbitration, the Dispute shall be commenced or prosecuted in the state and federal courts
located in
Marion,
Indiana
, and the Parties hereby consent to, and waive all defenses of lack of personal
jurisdiction, and forum non conveniens with respect to venue and jurisdiction in such
state and federal courts
. Application of the United Nations Convention on Contracts for the International Sale of
Goods
and the Uniform Computer Information Transaction Act (UCITA) are excluded from these
Terms of Service
.
In no
event shall any Dispute brought by either Party related in any way to the Site be commenced more
than one (1) years after the cause of action arose. If this provision is found to be illegal or
unenforceable, then neither Party will elect to arbitrate any Dispute falling within that
portion of
this provision found to be illegal or unenforceable and such Dispute shall be decided by a court
of
competent jurisdiction within the courts listed for jurisdiction above, and the Parties agree to
submit to the personal jurisdiction of that court.
Restrictions
The Parties agree that any arbitration shall be limited to the Dispute
between
the Parties individually. To the full extent permitted by law, (a) no arbitration shall be joined with
any
other proceeding; (b) there is no right or authority for any Dispute to be arbitrated on a class-action
basis or to utilize class action procedures; and (c) 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.
Exceptions to Informal
Negotiations and Arbitration
The Parties agree that the following Disputes are not subject to
the
above provisions concerning informal negotiations and binding arbitration: (a) any Disputes seeking to
enforce or protect, or concerning the validity of, any of the intellectual property rights of a Party;
(b)
any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy, or
unauthorized
use; and (c) any claim for injunctive relief. If this provision is found to be illegal or unenforceable,
then neither Party will elect to arbitrate any Dispute falling within that portion of this provision
found
to be illegal or unenforceable and such Dispute shall be decided by a court of competent jurisdiction
within
the courts listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction
of
that court.
19. CORRECTIONS
There may be information on the Site that contains typographical errors,
inaccuracies, or omissions, including descriptions, pricing, availability, and various other
information. We
reserve the right to correct any errors, inaccuracies, or omissions and to change or update the
information
on the Site at any time, without prior notice.
20. DISCLAIMER
THE SITE IS PROVIDED ON AN AS-IS AND AS-AVAILABLE BASIS. YOU AGREE THAT YOUR
USE
OF THE SITE AND OUR SERVICES WILL BE AT YOUR SOLE RISK. TO THE FULLEST EXTENT PERMITTED BY LAW, WE
DISCLAIM
ALL WARRANTIES, EXPRESS OR IMPLIED, IN CONNECTION WITH THE SITE AND YOUR USE THEREOF, INCLUDING, WITHOUT
LIMITATION, THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND
NON-INFRINGEMENT. WE MAKE NO WARRANTIES OR REPRESENTATIONS ABOUT THE ACCURACY OR COMPLETENESS OF THE
SITE’S
CONTENT OR THE CONTENT OF ANY WEBSITES LINKED TO THE SITE AND WE WILL ASSUME NO LIABILITY OR
RESPONSIBILITY
FOR ANY (1) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT AND MATERIALS, (2) PERSONAL INJURY OR PROPERTY
DAMAGE, OF ANY NATURE WHATSOEVER, RESULTING FROM YOUR ACCESS TO AND USE OF THE SITE, (3) ANY
UNAUTHORIZED
ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL
INFORMATION
STORED THEREIN, (4) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM THE SITE, (5) ANY BUGS,
VIRUSES, TROJAN HORSES, OR THE LIKE WHICH MAY BE TRANSMITTED TO OR THROUGH THE SITE BY ANY THIRD PARTY,
AND/OR (6) ANY ERRORS OR OMISSIONS IN ANY CONTENT AND MATERIALS OR FOR ANY LOSS OR DAMAGE OF ANY KIND
INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, TRANSMITTED, OR OTHERWISE MADE AVAILABLE VIA THE
SITE. WE DO NOT WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCT OR SERVICE
ADVERTISED
OR OFFERED BY A THIRD PARTY THROUGH THE SITE, ANY HYPERLINKED WEBSITE, OR ANY WEBSITE OR MOBILE
APPLICATION
FEATURED IN ANY BANNER OR OTHER ADVERTISING, AND WE WILL NOT BE A PARTY TO OR IN ANY WAY BE RESPONSIBLE
FOR
MONITORING ANY TRANSACTION BETWEEN YOU AND ANY THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES. AS WITH
THE
PURCHASE OF A PRODUCT OR SERVICE THROUGH ANY MEDIUM OR IN ANY ENVIRONMENT, YOU SHOULD USE YOUR BEST
JUDGMENT
AND EXERCISE CAUTION WHERE APPROPRIATE.
21. LIMITATIONS OF LIABILITY
IN NO EVENT
WILL
WE OR OUR DIRECTORS, EMPLOYEES, OR AGENTS BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT,
INDIRECT,
CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL, OR PUNITIVE DAMAGES, INCLUDING LOST PROFIT, LOST
REVENUE,
LOSS OF DATA, OR OTHER DAMAGES ARISING FROM YOUR USE OF THE SITE, EVEN IF WE HAVE BEEN ADVISED OF
THE
POSSIBILITY OF SUCH DAMAGES.
NOTWITHSTANDING
ANYTHING TO THE CONTRARY CONTAINED HEREIN, OUR LIABILITY TO YOU
FOR
ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE
LIMITED TO
THE AMOUNT PAID,
IF ANY, BY YOU TO US
DURING THE SIX (6)
MONTH
PERIOD PRIOR TO ANY CAUSE OF ACTION ARISING
.
CERTAIN US STATE LAWS
AND
INTERNATIONAL LAWS DO NOT ALLOW LIMITATIONS
ON
IMPLIED WARRANTIES OR THE EXCLUSION OR
LIMITATION OF CERTAIN DAMAGES. IF THESE LAWS
APPLY TO YOU, SOME OR ALL OF THE ABOVE
DISCLAIMERS OR LIMITATIONS MAY NOT APPLY TO
YOU,
AND YOU MAY HAVE ADDITIONAL RIGHTS.
22. INDEMNIFICATION
You agree to defend, indemnify, and hold us harmless, including our
subsidiaries,
affiliates, and all of our respective officers, agents, partners, and employees, from and against any
loss,
damage, liability, claim, or demand, including reasonable attorneys’ fees and expenses, made by any
third
party due to or arising out of:
(1) use of the Site; (2) breach of these
Terms of Service
; (3) any breach of your representations and warranties
set
forth in these
Terms of Service
; (4) your violation of the rights of a third party,
including but not limited to intellectual property rights; or (5) any overt harmful act toward any other
user of the Site with whom you connected via the Site. Notwithstanding the foregoing, we reserve the
right,
at your expense, to assume the exclusive defense and control of any matter for which you are required to
indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use
reasonable efforts to notify you of any such claim, action, or proceeding which is subject to this
indemnification upon becoming aware of it.
23. USER DATA
We will maintain certain data that you transmit to the Site for the purpose
of
managing the performance of the Site, as well as data relating to your use of the Site. Although we
perform
regular routine backups of data, you are solely responsible for all data that you transmit or that
relates
to any activity you have undertaken using the Site. You agree that we shall have no liability to you for
any
loss or corruption of any such data, and you hereby waive any right of action against us arising from
any
such loss or corruption of such data.
24. ELECTRONIC COMMUNICATIONS, TRANSACTIONS, AND
SIGNATURES
Visiting the Site, sending us
emails,
and completing online forms constitute electronic communications. You consent to receive electronic
communications, and you agree that all agreements, notices, disclosures, and other communications we
provide to you electronically, via email and on the Site, satisfy any legal requirement that such
communication be in writing. YOU HEREBY AGREE TO THE USE OF ELECTRONIC SIGNATURES, CONTRACTS,
ORDERS,
AND OTHER RECORDS, AND TO ELECTRONIC DELIVERY OF NOTICES, POLICIES, AND RECORDS OF TRANSACTIONS
INITIATED OR COMPLETED BY US OR VIA THE SITE. You hereby waive any rights or requirements under any
statutes, regulations, rules, ordinances, or other laws in any jurisdiction which require an
original
signature or delivery or retention of non-electronic records, or to payments or the granting of
credits
by any means other than electronic means.
25. CALIFORNIA USERS AND RESIDENTS
If any complaint with us is not satisfactorily resolved, you can contact the
Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer
Affairs in writing at 1625 North Market Blvd., Suite N 112, Sacramento, California 95834 or by telephone
at
(800) 952-5210 or (916) 445-1254.
26. MISCELLANEOUS
These
Terms of Service
and any policies or operating rules posted by us on the
Site or in respect to the Site constitute the entire agreement and understanding between you and us. Our
failure to exercise or enforce any right or provision of these
Terms of Service
shall not operate as a waiver of such right or
provision.
These
Terms of Service
operate to the fullest extent permissible by law. We
may
assign any or all of our rights and obligations to others at any time. We shall not be responsible or
liable
for any loss, damage, delay, or failure to act caused by any cause beyond our reasonable control. If any
provision or part of a provision of these
Terms of Service
is determined to be unlawful, void, or unenforceable,
that
provision or part of the provision is deemed severable from these
Terms of Service
and does not affect the validity and enforceability of
any
remaining provisions. There is no joint venture, partnership, employment or agency relationship created
between you and us as a result of these
Terms of Service
or use of the Site. You agree that these
Terms of Service
will not be construed against us by virtue of having
drafted them. You hereby waive any and all defenses you may have based on the electronic form of these
Terms of Service
and the lack of signing by the parties hereto to
execute
these
Terms of Service
.
27. CONTACT US
In order to
resolve a complaint regarding the Site or to receive further information regarding use of the Site,
please contact us at:
Blue Sun Ventures Ltd.
125 W South Street
#2343
Indianapolis
, IN
46206
United States
Phone: 317-426-0001