Version: 1.1 November 17, 2017
1. Changes to these Terms
2. The BAC Service
The Service and Content are protected by copyrights, trademarks, service marks, or other intellectual property rights that are owned by BAC or its licensors. BAC respects the intellectual property rights of others and asks that you do the same. Any unauthorized use of Content or any other aspect of the Service, or any portion thereof, will constitute a violation of copyright or other intellectual property rights, and BAC reserves the right to fully prosecute such violations and enforce its rights to the fullest extent of the law, including seeking both civil and criminal penalties. Except as expressly provided herein, BAC does not grant you any other express or implied right or license in or to the Service or Content and all right, title, and interest that BAC has in the Service and Content are retained by BAC, including the right to modify, discontinue, or temporarily suspend any or all of the Service at any time, with or without notice.
Violation of this Agreement in any manner automatically terminates the license granted to you herein and obligates you to cease all use of the Service and Content. It is understood that BAC is relying on its relationships with its licensors and that any damages in relation to such relationships, such as, but not limited to, the repudiation of BAC’s license agreements with such licensors, caused by a violation of the Terms by you (the “Damages”), will result in serious losses to BAC. You acknowledge that the amount of those losses is and will be difficult to determine. It is agreed, therefore, that upon occurrence of the Damages, you shall pay to BAC, as liquidated damages to compensate for such losses, USD 100.000 (One hundred thousand US Dollars). The Damages here liquidated shall not affect such other rights and remedies as BAC may have under the Terms and under applicable law.
3. User Accounts
A. Account Creation
You are required or permitted to create user accounts (each an “Account”) in order to access or use the Service or part of it. If you open an Account or otherwise access the Service on behalf of a company, organization, or other entity (a “Business User”), then you represent and warrant that you have the authority to also bind the Business User to these Terms, and hereby do so, and both you and the Business User will be responsible for any breach of this Agreement. You acknowledge and agree that you have no ownership or other proprietary interest in any Account. You agree that all of the details you provide in connection with your Account are about yourself or an applicable Business User and not about another individual or entity (whether real or fictitious), and that such details will be maintained by you as correct, current, and complete.
B. Investigations, Suspensions, and Termination
You agree that BAC has the right, in our sole discretion, to investigate any actual or suspected violation of these Terms and to suspend or terminate your Account and refuse you access to your Account, the Service, or the Content (or any portion thereof) for any reason, including if BAC believes the information you provide is not correct, current, or complete, or that you have otherwise violated this Agreement or any applicable law. You agree that BAC may report your conduct, activity, or identity to its licensors, law enforcement or other appropriate authorities, take appropriate legal action against you, respond to subpoenas or other requests for information regarding your Account or use of the Service, or otherwise take action to protect our rights and the rights of any third party. BY ACCEPTING THESE TERMS, YOU WAIVE ANY CLAIMS RESULTING, DIRECTLY OR INDIRECTLY, FROM ANY ACTION TAKEN BY BAC DURING OR AS A RESULT OF THESE INVESTIGATIONS.
C. Account Security
You may not use anyone else’s Account at any time and you may not allow anyone else to use your Account at any time. You are responsible for all activity occurring under your Account, including all activities or transactions conducted through the use of your Account. You are responsible for maintaining the confidentiality of your Account username and password, and agree not to disclose your username and password to anyone. You agree not to transfer, resell, or otherwise convey your Account or the right to use your Account to anyone. You agree that BAC will not be liable for any loss you may incur as a result of someone else using your Account, either with or without your knowledge. You also agree that any information you provide is offered at your own risk, and that BAC cannot guarantee its protection from unauthorized access. If you have reason to believe that your Account is no longer secure, you must: (i) promptly change your password; and (ii) immediately notify us of the problem. BAC may require you to change your Account username and password.
4. Third-Party Services
5. Code of Conduct
In using the Service you agree not to:
6. Unsolicited Submissions and Feedback
Please be aware that BAC does not accept unsolicited submissions of concepts, creative ideas, suggestions, stories, scripts, or other potential creative content (“Unsolicited Submissions”). This is to avoid the possibility of future misunderstanding when projects developed by BAC staff or representatives might seem to others to be similar to their submitted concepts, creative ideas, suggestions, stories, scripts, or other potential creative content. Therefore, please do not send BAC any Unsolicited Submissions. In the event you do send us an Unsolicited Submission, you understand and agree that your Unsolicited Submission does not create any fiduciary relationship between you and BAC and that we are under no obligation to refrain from using the Unsolicited Submission (in whole or in part), to keep it confidential, or to compensate you for our use of it.
7. Disclaimer of Warranties
YOUR USE OF THE SERVICE IS AT YOUR OWN RISK. THE SERVICE IS PROVIDED "AS IS” AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, BAC DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. BAC DOES NOT WARRANT THAT THE SERVICE WILL BE AVAILABLE, UNINTERRUPTED, SECURE, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICE OR THE SERVERS THAT MAKE THE SERVICE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. BAC DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE OR THE RESULTS OF THE USE OF THE SERVICE, INFORMATION, SOFTWARE, CONTENT, OR OTHER MATERIALS AVAILABLE THROUGH THE SERVICE OR ANY WEBSITE, APP, PLATFORM, OR SERVICE LINKED TO THE SERVICE, WHETHER IN TERMS OF THEIR CORRECTNESS, ACCURACY, VALIDITY, PROPRIETY, RELIABILITY, LEGALITY, SECURITY, OR OTHERWISE. BAC MAKES NO WARRANTIES THAT YOUR USE OF THE SERVICE, INFORMATION, SOFTWARE, CONTENT, OR OTHER MATERIALS AVAILABLE THROUGH THE SERVICE OR ANY WEBSITE, APP, OR SERVICE LINKED TO FROM THE SERVICE WILL NOT INFRINGE THE RIGHTS OF OTHERS; AND BAC ASSUMES NO LIABILITY OR RESPONSIBILITY FOR ERRORS OR OMISSIONS IN SUCH SERVICES, INFORMATION, SOFTWARE, CONTENT, OR OTHER MATERIALS AVAILABLE THROUGH THE SERVICE OR ANY OTHER WEBSITE, APP, PLATFORM OR SERVICE LINKED TO THE SERVICE. IF APPLICABLE LAW DOES NOT ALLOW THE EXCLUSION OF SOME OR ALL OF THE ABOVE IMPLIED WARRANTIES TO APPLY TO YOU, THE ABOVE EXCLUSIONS WILL APPLY TO YOU ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW.
8. Limitation of Liability
BAC DOES NOT ACCEPT ANY LIABILITY FOR ANY LOSS OR DAMAGE (DIRECT, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY, OR OTHERWISE) ARISING FROM YOUR USE OR INABILITY TO USE THE SERVICE. IN NO EVENT WILL BAC’S AGGREGATE LIABILITY TO YOU IN CONNECTION WITH THE SERVICE OR THESE TERMS EXCEED THE GREATER OF THE AMOUNT (IF ANY) PAID BY YOU TO BAC IN THE SIX MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM OR $100. THE EXCLUSIONS AND LIMITATIONS IN THIS SECTION APPLY TO ALL ACTIONS, WHETHER FOR BREACH OF CONTRACT, TORTIOUS BEHAVIOR, NEGLIGENCE, OR UNDER ANY OTHER CAUSE OF ACTION, REGARDLESS OF THE BASIS UPON WHICH LIABILITY IS CLAIMED AND EVEN IF BAC HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE. IF APPLICABLE LAW DOES NOT ALLOW ALL OR ANY PART OF THE ABOVE LIMITATION OF LIABILITY TO APPLY TO YOU, THE LIMITATIONS WILL APPLY TO YOU ONLY TO THE EXTENT PERMITTED BY APPLICABLE LAW.
You agree to indemnify and hold harmless BAC and its directors, officers, shareholders, parents, subsidiaries, affiliates, partners, agents, and licensors (collectively, the "Indemnified Parties") from and against all losses, expenses, damages and costs, including reasonable attorney fees and costs, resulting from: (i) your breach of any of the representations, warranties, and agreements made hereunder; (ii) your use of the Service; (iii) any use of your Account in violation of this Agreement or your failure to fulfill any obligations incurred through the use of your Account by you or a third party; or (iv) your willful misconduct.
10. Dispute Resolution
A. Applicable Law and Venue
11. General Terms
A. No Waiver
No failure or delay by BAC in exercising its rights under this Agreement will constitute a waiver of those rights, nor will any partial assertion of any such rights preclude further assertion of the same.
If any provision of this Agreement is held unlawful, void, or for any reason unenforceable, then that provision will be deemed severable from this Agreement and will not affect the validity and enforceability of any remaining provisions.
C. Entire Agreement
IF YOU DO NOT AGREE TO BE LEGALLY BOUND BY ALL OF THE FOREGOING TERMS, PLEASE DO NOT ACCESS OR USE THE SERVICE.