BSGTech LLC

Terms of Service

Effective Date: December 9, 2025

Outline

  1. Introduction, Contact Information
  2. Your ConsentBinding Agreement
  3. Scope of this Policy; Additions and Changes
  4. Rules of Conduct for Site Users; Other Terms of Use
  5. User Content; Copyright Infringement Claims
  6. Registration (All Sites)
  7. Confidentiality of Information
  8. Ownership of Intellectual Property and Proprietary Rights
  9. Liability Provisions, Dispute Resolution
  10. Subscriptions, Payments and Charges
  11. General Provisions
  12. Mandatory Arbitration and Class Action Waiver
  13. Terminology and Definitions

SECTION 1. INTRODUCTION, CONTACT INFORMATION

Welcome, and thank you for visiting BSGTech.com (our “Website”) and/or for accessing or using one or more of our Services or our Service Platform (collectively with the Website, our “Sites”). The Sites are operated by the Business Solutions Group, LLC dba BSGTech (hereafter, “BSGTech”).

About us: BSGTech provides a wide variety of managed IT services to our customers (which are typically businesses), including, without limitation, remote management of IT infrastructure and systems, network monitoring, IT maintenance, cybersecurity, video monitoring, and help desk support (collectively, “Services”). We provide many of our services via our proprietary service platform (“Service Platform”) which includes certain software, application hosting and data center assets. 

You can contact us at the following: 

support@bsgtech.com

800 E. Business Center Dr., Mt. Prospect, Illinois 60056

(866) 546-1004

SECTION 2. BINDING AGREEMENT

These Terms of Service (“Terms”) are designed to help you understand the Services that we provide, and the terms and conditions (and obligations) which apply to you as you use our Sites.

Please understand the following:

  • These Terms Apply to You: To use the Sites and the Service Platform, you are required to comply at all times with the terms herein and in our Privacy Policy (see bsgtech.com/privacy-policy/). As such, please review these Terms and the terms of our Privacy Policy, and please do so carefully. If you have any concerns or questions, please contact us (our contact information is above).
  • These Terms are a binding contract. By accessing or using any of the features or services on the Sites you are accepting these Terms and the terms of our Privacy Policy, and you are agreeing that you will be legally bound hereby and thereby.
  • If you Register for or Represent an Entity: If you are registering or using an account on behalf of a company, entity, or organization (a “Corporate Entity”), then you represent and warrant that you are an authorized representative of that Corporate Entity with the authority to bind such organization to these Terms; and you agree to be bound by these Terms on behalf of such Corporate Entity.

IF YOU DO NOT AGREE TO ANY OF THE PROVISIONS IN THESE TERMS OR IN OUR PRIVACY POLICY, OR IF YOU DON’T AGREE TO ANY CHANGES THAT WE MAY MAKE TO THESE TERMS OR OUR PRIVACY POLICY, THEN PLEASE STOP ACCESSING AND/OR USING THE SITES AND SERVICES IN ANY WAY.

SECTION 3. SCOPE OF THIS POLICY; ADDITIONS AND CHANGES

These Terms apply to and govern:

(a) all of the features of our Sites.

(b) all Third-Party applications or services which are accessed via our Sites or our Service Platform.

(c) all of our Services.

Our Privacy Policy (bsgtech.com/privacy-policy/) explains how we manage personal and non-personal information and/or data that are collected or generated by your use of the Sites, or that you add to and use with the Sites (e.g., information which you store on our servers). Your use of the Sites may also be subject to other terms and conditions that are found on the Sites themselves, such as: notices, business terms, policies, charges, registration requirements, etc.

We may make changes to these Terms from time to time (including the Privacy Policy), and in such event the changes will be posted on the Sites. You are responsible for checking the Sites for such changes. If you continue to access the Sites and/or use any of the features or services of the Sites after changes are made to the Terms, you will be bound by the Terms as then amended. If you choose not to accept the Terms as amended, then you also agree to immediately stop accessing and/or using the Sites.

SECTION 4. RULES OF CONDUCT FOR SITE USERS

(a) Rules of Conduct

Generally, you promise and agree that you:

(a) will not to use the Sites for any purpose that is prohibited by these Terms;

(b) will use the Sites in a manner that complies with all laws and export restrictions at all times; and

(c) will use the Sites only as they are designed and intended to be used (and if you have any questions about our intentions with regard to the Sites you agree to contact us for clarification).

More specifically, you agree that you will not:

  • Transmit, upload, distribute or disseminate any unlawful, defamatory, harassing, abusive, offensive, fraudulent, infringing, obscene, or otherwise objectionable content in any way (as determined in our sole discretion);
  • Intentionally or recklessly distribute viruses, worms, trojan horses, or any other malicious code or items of a destructive, deceptive or invasive nature;
  • Impersonate another person or company, or otherwise misrepresent yourself or your company/entity in any way;
  • Upload, transmit or otherwise use a third party’s intellectual property or other proprietary information in or on the Sites without the express permission from the appropriate third party (owner, licensor, etc.);
  • Use the Sites to violate the privacy, publicity, or similar legal rights of others; and/or use the Sites to harass, defame, libel or otherwise harm others;
  • Attempt to gain unauthorized access to the Services or the Sites (or any part of the Sites to which access is restricted or limited in any way) or other accounts; and/or take any action to subvert security or access-restriction measures that are incorporated into the Sites;
  • Directly or indirectly: (i) copy, decipher, decompile, disassemble, reverse engineer or otherwise attempt to derive any source code or underlying ideas or algorithms of any part of the Sites or the Services, except to the limited extent applicable laws may specifically prohibit or limit such restriction; (ii) modify, translate, or otherwise create derivative works of any part of the Sites or Services; or (iii) copy or otherwise transfer or misappropriate any of our content, third party content, intellectual property rights, or features of the Sites or Services;
  • Remove or modify any of our logos; or any copyright, trademark, or other proprietary rights notices contained in or on the Site; or
  • Take any other action that is detrimental to the best interests of our company, the Sites, Site users, or the public, in our sole opinion.
  • Breach the terms of our Privacy Policy, or any agreement between you and BSGTech, or between you and any third party supplier of BSGTech.
  • Rent, lease, loan, trade, sell/re-sell or otherwise monetize the Services, Sites or related data or access to the same, without BSGTech’s express consent.

(b) Age and Eligibility/Use Limitations

You must be 18 years of age or older to use the Sites. You may not use the Sites if you have been barred from doing so or are otherwise barred from using the Sites under the laws (including treaties) of the US or of any other nation or jurisdiction.

(c) Links, Third Party Products and Service Partners

  • Links and Third-Party Sites. Our Sites may contain links to third-party websites or other third-party resources which are accessed via the Internet (e.g., social media services, secure third-party applications, collectively, “Third Party Sites”), and in addition, Third Party Sites may contain links to our Sites. When you access Third Party Sites you do so at your own risk. Third Party Sites are not under our control, we have no obligation to (and do not) review or monitor Third Party Sites, and you acknowledge and agree that we are not responsible or liable for the content, functions, accuracy, legality, appropriateness or any other aspect of such Third-Party Sites. The inclusion of any link to a Third-Party Site on the Sites does not imply any endorsement of that Third Party Site by us or any association with its operators. Your access and use of Third-Party Sites is solely at your own risk.
  • Third-Party Service Partners. We may, from time to time, contract with third parties to provide various administrative or data processing services to us (e.g. payment processing services, network monitoring, application hosting, virus detection, etc.) in connection with the Sites or the service we provide. Such third-party partners will be referred to hereafter as “Service Partners”. You are responsible for ensuring that you comply with the terms of service (or equivalent agreement) of each such Service Partner, and you will indemnify, defend, and hold us harmless from any breach of such agreement.

(d) Notices, Contact Information

By providing us with contact information you consent to receive reasonable communications from us electronically relating to the services and your account. Such communications may include, but will not be limited to, legally required disclosures, changes to the Sites, or other administrative information (collectively, “Service Notices“).

Our Privacy Policy addresses marketing and other kinds of communications. As described in the Privacy Policy, you can withdraw your consent to receive marketing communications at any time by contacting us as set forth in the Privacy Policy.

  • Notice to Us: You can contact us at the information set forth at the beginning of these Terms.
  • Notice to You: If you have registered with the Sites and we need to contact you directly for any reason, we will do so via the email address that you provided during the registration process. Such notice will be deemed given 24 hours after email is sent, unless the sending party is notified that the email address is invalid.

SECTION 5. SITE CONTENT; COPYRIGHT INFRINGEMENT OR MISUSE CLAIMS

(a) Right to Remove Content from the Sites

We reserve the right to remove, edit or modify any functionality, content or other materials on the Sites (whether our content or user content) or Services, at any time, temporarily or permanently, without notice to you or other users, for any reason in our sole discretion if we believe in good faith that such action is in the best interests of the Sites/Services or the public (including, but not limited to, upon receipt of claims or allegations of illegal behavior from third parties or authorities relating to such content or functionality, or if we are concerned that you may have violated these Terms).

(b) Digital Millennium Copyright Act (“DMCA”)

If you are a copyright owner, or an agent thereof, and you believe that certain content hosted on the Sites infringes on your copyright interests, you may submit a notice thereof pursuant to the Digital Millennium Copyright Act (“DMCA”) to us by providing us with the information listed below. Following receipt of a full and complete notice, we will take whatever action(s) we deem appropriate (in our sole discretion), which may include removing the subject material from the Site.

To provide full notice to us please provide the following, in writing:

  • Please identify the owner of the copyright that is alleged to be infringed, and please provide a name and physical or electronic signature of the copyright owner or of a person authorized to act on behalf of such owner;
  • Please identify the copyrighted work that you claim has been infringed (images, screenshots, etc. may be acceptable, in conjunction with a written description or web link, as may be applicable), a clear description of the location on the Sites of the allegedly infringing material, and a clear description of how you believe that your copyrighted material has been infringed;
  • Please provide us with adequate contact information so that we will be able to contact you regarding your notice;
  • Please provide a written statement to the effect that you have a good faith belief that the use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
  • Please provide a written statement to the effect that the information in your notification is accurate, and that, under penalty of perjury, you are the owner or are authorized to act on behalf of the owner of the right that is allegedly infringed.

Notice under this section should be delivered to the contact information included at the beginning of these Terms.

SECTION 6. REGISTRATION (ALL SITES)

The Sites may allow or require you to register for various purposes. If so, you must complete the applicable registration form and provide the information required therein. We will manage all information that you provide to us in accordance with the terms of our Privacy Policy.

(a) Registration Information

You agree that the registration information that you provide to us at registration and at all other times will be true, accurate, current, and complete. You agree to accept responsibility for all activities that occur under your account. When you register, you will be asked to create a password. You are solely responsible for maintaining the confidentiality of your account information and your password, and for restricting access to your computer(s) and other equipment. You agree that we may take steps to verify the accuracy of the information you provide.

(b) Termination of Registration

You agree that we may freeze or terminate your registration and your access to all or any part(s) of the Sites at any time, with or without notice, and with immediate effect, if we believe such action(s) are in the best interests of the Sites or the public, as determined in our sole discretion.

If your account is terminated for any reason, by you or by us, then you agree that all of the provisions of these Terms which by their nature should survive termination, shall survive termination, including, without limitation, IP ownership provisions, warranty disclaimers, indemnity and limitations of liability.

SECTION 7. CONFIDENTIALITY OF INFORMATION

The confidential information of BSGTech will include, without limitation, all BSGTech owned elements and content on the Sites (but excluding user content), and all non-public business, technical or financial information relating to BSGTech’s business operations, business methods, proprietary materials, and/or technology assets (hereafter the “Confidential Company Information”). 

(a) Confidentiality Obligations of Users

The Confidential Company Information is or includes the valuable property of BSGTech, and accordingly, as a material part of your obligations under these Terms, you expressly agree that you will: (i) protect Confidential Company Information with the same degree of care that you use to protect your own confidential information, but in no event less than a reasonable degree of care, (ii) hold all Confidential Company Information in strict confidence, (iii) that you will not use, sell, copy, transfer reproduce, or divulge Confidential Company Information to any third party, and (iv) that you will not use Confidential Company Information for any purpose whatsoever other than as expressly authorized by these Terms.

(b) Exceptions

Notwithstanding anything to the contrary contained herein, the terms of Section 7(a) above will not apply to any information that you can document: (i) is generally available to the public through no action of yours, (ii) was in your possession or known by your prior to receipt from the BSGTech, (iii) was rightfully disclosed to you without restriction by a third party, or (iv) was independently developed by you without use of any Confidential Information of BSGTech.

(c) Compelled Disclosure

Notwithstanding the terms of Section 7(a) above, an individual or a User may disclose Confidential Information to the extent necessary to comply with a court order or applicable law; provided, however that the individual or entity who/which intends to disclose confidential information first delivers reasonable advance notice of such disclosure to BSGTech.

SECTION 8. OWNERSHIP OF INTELLECTUAL PROPERTY AND PROPRIETARY RIGHTS

(a) We Retain Ownership of the Sites, our Property and our Content

The Sites and Service Platform contain content and proprietary materials that were created and/or are owned by us or by our partners. Such content is protected under the laws of the United States and other countries, by international conventions, and by other relevant intellectual property and proprietary rights laws. Such laws and protections may include copyright, trademark, service mark, patent, trade secret and/or trade dress protections, and/or other proprietary rights. You must abide by and maintain all copyright, trademark and other proprietary rights notices, information, and restrictions contained in any content accessed through the Sites. And to be clear, except for those rights expressly granted to you by these Terms, we retain all rights in the Sites, the Service Platform and our content, and all derivatives thereof, whenever created; and collectively, these materials are referred to in these Terms as, “BSGTech Property”.

(b) We Grant You a Limited License to Use the Sites

Subject to your compliance with these Terms, we grant to you a limited, non-exclusive, non-sublicensable and non-transferable license to use the Sites, Service Platform and the Services and our content solely for authorized use in conjunction with your use of the Sites.

(c) Feedback and Future Development

If you provide us with any suggestions or feedback (including but not limited to suggestions for improvements to the Sites, hereafter “Feedback”), you hereby grant us a fully paid, royalty-free, perpetual, irrevocable, nonexclusive license to use and/or exploit such Feedback in any way, including but not limited to by incorporating such Feedback into the Sites.

(d) De-identified or Aggregated Information

We may aggregate and anonymize information you provide to us, or which we collect as described in this policy, in such a way as to ensure it will no longer be identifiable to you. This aggregated/anonymized data may be used for statistical, analytic, and administrative purposes, including analyzing our website traffic and trends, tailoring our Services, or conducting product analysis. We may use or share anonymized or aggregated data at our discretion, in accordance with applicable laws.

SECTION 9. LIABILITY PROVISIONS, DISPUTE RESOLUTION, LAW AND VENUE

(a) Warranties and Representations by Us

We make the Sites available to you – and to the public in general – on a limited basis. You agree that we have no special relationship with, or fiduciary duty to, you.

THE SITES ARE PROVIDED “AS IS” AND “AS AVAILABLE” AND, EXCEPT AS SET FORTH ABOVE, THE SITES ARE PROVIDED WITHOUT ANY WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, THE IMPLIED WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND/OR ANY WARRANTIES IMPLIED BY ANY COURSE OF PERFORMANCE OR USAGE OF TRADE, ALL OF WHICH ARE EXPRESSLY DISCLAIMED.

SOME STATES MAY NOT ALLOW LIMITATIONS ON CERTAIN WARRANTIES OR ON HOW LONG AN IMPLIED WARRANTY MAY LAST, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU OR MAY BE LIMITED BY ACTION OF LAW. IN SUCH EVENT, YOU AGREE THAT OUR LIABILITY WILL BE THE LOWEST LIABILITY ALLOWABLE UNDER SUCH APPLICABLE LAW.

Electronic Communications Privacy Act Notice (18 USC 2701-2711): WE MAKE NO GUARANTY OF CONFIDENTIALITY OR PRIVACY OF ANY COMMUNICATION OR INFORMATION TRANSMITTED ON THE SITES OR ANY WEBSITE LINKED TO THE SITE. We will not be liable for the privacy of email addresses, registration and identification information, disk space, communications, confidential or trade-secret information, or any other user content stored on our equipment, transmitted over networks accessed by the Site, or otherwise connected with your use of the Site.

(b) Indemnification by You

You agree to defend, indemnify, and hold harmless BSGTech, our affiliates and each of our employees, agents, members, partners, contractors, directors, suppliers and representatives, from all liabilities, claims, and expenses, including reasonable attorneys’ fees, that arise from or relate to your violation of any of these Terms.

(c) Limitation of Liability: Website Visitors

IN NO EVENT SHALL WE, NOR OUR DIRECTORS, MEMBERS, SHAREHOLDERS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SITES: (I) FOR ANY LOST PROFITS, DATA LOSS, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, OR FOR SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING); (II) FOR ANY DAMAGES OF ANY KIND CAUSED BY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION); (III) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) ONE-HUNDRED U.S. DOLLARS ($100.00) IN ANY CIRCUMSTANCE.

THE LIMITATIONS ON OUR LIABILITY TO YOU AS SET FORTH ABOVE SHALL APPLY TO THE MAXIMUM AMOUNT PERMITTED UNDER APPLICABLE LAW WHETHER OR NOT WE HAVE BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.

(d) Limitation of Liability: Registered Site Users

Unless otherwise expressly agreed in writing by BSGTech, IN NO EVENT SHALL WE, NOR OUR DIRECTORS, MEMBERS, SHAREHOLDERS, EMPLOYEES, AGENTS, PARTNERS, SUPPLIERS OR CONTENT PROVIDERS, BE LIABLE UNDER CONTRACT, TORT, STRICT LIABILITY, NEGLIGENCE OR ANY OTHER LEGAL OR EQUITABLE THEORY WITH RESPECT TO THE SITES: (I) FOR ANY LOST PROFITS, DATA LOSS, OR SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, OR FOR SUBSTITUTE GOODS OR SERVICES (HOWEVER ARISING); (II) FOR ANY DAMAGES OF ANY KIND CAUSED BY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE (REGARDLESS OF THE SOURCE OF ORIGINATION); (III) FOR ANY DIRECT DAMAGES IN EXCESS OF (IN THE AGGREGATE) THE LESSER OF:  (A) the Fees (excluding taxes and any pass-through amounts) paid to US under the applicable Sales Order OR PURCHASE ORDER in the twelve (12) month period preceding the first act or omission giving rise to liability, OR (B) THE SUM OF $10,000.00 (TEN THOUSAND DOLLARS).  

THE LIMITATIONS ON OUR LIABILITY TO YOU AS SET FORTH ABOVE SHALL APPLY TO THE MAXIMUM AMOUNT PERMITTED UNDER APPLICABLE LAW WHETHER OR NOT WE HAVE BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THE POSSIBILITY OF ANY SUCH LOSSES ARISING.

THE DISCLAIMERS OF WARRANTY AND LIMITATIONS OF LIABILITY SPECIFIED IN THESE TERMS ARE A MATERIAL ELEMENT OF THESE TERMS, AND THEY ARE A MATERIAL INDUCEMENT FOR BSGTECH TO ENTER INTO THIS AGREEMENT AND PROVIDE SERVICES.

(e) Limitation of Liability: Service Issues

We cannot (and do not) guarantee that the Sites will be available at all times, or that all of the features and functions of the Sites will be available at all times. We may experience hardware or software problems, third-party service interruptions, communications service interruptions, or other service interruptions which are beyond our control, or we may need to perform maintenance related to the Sites (collectively, “Service Issues”), resulting in interruptions, delays, or service errors. You agree that we will have no liability whatsoever for any loss, damage, or inconvenience caused by your inability to access or use the Site(s) due to any such Service Issue(s).

(f) Statute of Limitations

UNLESS OTHERWISE SPECIFICALLY PROVIDED IN THESE TERMS, YOU AND WE AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO THESE TERMS OR THE SITES MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.

(g) Choice of Law and Venue

These Terms shall be governed in all respects by the laws of the State of Illinois, without regard to such state’s conflict of law provisions. You agree that any claim or dispute you may have against Us must be resolved by a court located in Cook county, Illinois except as otherwise agreed by the parties or as described in the Arbitration Agreement paragraph above. You agree to submit to the personal jurisdiction of the courts located within Cook county, IL for the purpose of litigating any such claims or disputes.

(h) Force Majeure

We will not be liable for any failure or delay in fulfilling the terms of any service engagement for Services due to fire, strike, war, civil unrest, terrorist action, government regulations, pandemic, service interruption by a Service Partner, a third-party telecommunications or technology infrastructure service unavailability, act of Nature, or other events which are unavoidable and beyond our reasonable control (each, a “Force Majeure Event“).

SECTION 10. SUBSCRIPTIONS, PAYMENTS AND CHARGES

(a) Services and Fees, Generally

If you elect to purchase Services from us, then (a) you acknowledge that Services are offered as a license or SaaS service commitment, not as a sale or assignment of any rights in the Sites or BSGTech Property, and (b) the date upon which you complete your registration on the Site(s) or on which your account is activated by us and we receive an initial payment from you (whichever is later) will be the effective date (the “Effective Date“) of your purchase. 

(b) Service Subscriptions, License, Term

If you purchase a subscription or other time-based service, then the date on which your service period begins will be the Effective Date and the date on which your service period ends will be last day of the subscription period or the last day of services, as indicated on the Sites or other documentation. Following the end of any service period, you agree that we may provide you notice that your subscription period has expired, and that you should download any content generated by you in conjunction with your use of the Sites. Thereafter we may terminate all applicable services, and we may delete your account(s) and all account-related information. Unless otherwise agreed, following termination, we will have no obligation to archive, retrieve or transmit any account-related information to you.

(c) Payment Processing

The Sites may allow or require you to make certain payments in conjunction with your use of the Sites and/or to purchase services. In connection therewith: We have contracted with third party service provider(s) to process credit card payments and/or to process other kinds of payments. The only payment methods accepted by the Sites are those specifically listed and described on the Sites. We do not have access to credit card numbers or other information; our access to such information is limited to information that confirms payment status and related account information.

(d) Your Agreement re Payment Processing

If you use a credit card to make a payment on the Sites, you understand and specifically agree that we (and/or our third-party service provider, as applicable) may process charges for the transactions initiated by you in accordance with the fees and rates set forth on the Sites.

(e) Additional Obligations/Restrictions

You will indemnify, defend, and hold us harmless from any breach by you of any credit or debit card processing and/or issuing agreement, and any breach by you of any agreement with an alternative payment service provider (e.g., PayPal).

You may not share accounts, and you may not create multiple user accounts or multiple user connections to the Sites in order to evade an obligation to pay service fees or other charges.

If for any reason your payments are late, such payments may bear interest at the rate of 1.5% per month (or the highest rate permitted by law, if less) until paid. All charges are exclusive of taxes. If your payments are late, we reserve the right to suspend or cancel your transactions and related Site privileges. And you are responsible for paying reasonable expenses and attorney’s fees that we incur collecting late payments from you.

You are responsible for paying all taxes and government charges applicable to payments you make in conjunction with the Site. To the fullest extent permitted by law, and notwithstanding anything to the contrary in these Terms, you waive all claims relating to Site-related charges unless claimed within 60 days after the due date of the charge (this does not affect your credit card issuer rights).

You acknowledge and agree that credit card information, other payment service information, and/or related billing and payment information that you provide may be shared by us with third party service providers such as payment processors and/or credit agencies, solely for the purposes of checking credit, processing payments and otherwise servicing your account. You agree that we may convey such information as we have access to in response to valid legal process (such as subpoenas and court orders), or to establish or exercise our legal rights. We will not be liable for any use or disclosure of such information by such third parties.

SECTION 11. GENERAL PROVISIONS

(a) Integration and Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that these Terms will otherwise remain in full force and effect and enforceable. The failure of either party to exercise in any respect any right provided for herein shall not be deemed a waiver of any further rights hereunder.

(b) Additional Terms

We shall not be liable for any failure to perform our obligations hereunder where such failure results from any cause beyond our reasonable control, including, without limitation, mechanical, electronic or communications failure or degradation (including ‘line-noise’ interference). The Terms are personal to you and are not assignable, transferable or sublicensable by you except with our prior written consent. We may change, modify, discontinue or remove any features or functionalities of the Sites at any time, in our sole discretion, without notice. We may assign, transfer or delegate any of our rights and obligations hereunder without your consent. No agency, partnership, joint venture, or employment relationship is created as a result of these Terms and neither party has any authority of any kind to bind the other in any respect. In any action or proceeding to enforce rights under the Terms, the prevailing party will be entitled to recover costs and attorneys’ fees. All notices under these Terms will be in writing and will be deemed to have been duly given: (a) when received (if personally delivered) or sent by certified or registered mail, return receipt requested; (b) when receipt is electronically confirmed, if transmitted by facsimile or e-mail; or (c) the day after it is sent, if sent for next day delivery by recognized overnight delivery service. No action by any third party or any statement by any person other than our chief executive or managing partner shall operate to amend these Terms. To the extent there is an inconsistency between the Terms of Service and other terms or policies, these Terms of Service shall govern. The heading references herein are for convenience purposes only, do not constitute a part of these Terms, and will not be deemed to limit or affect any of the provisions hereof.

SECTION 12. DISPUTE RESOLUTION, ARBITRATION

(a) Initial Dispute Resolution (IDR) Conference

You and BSGTech recognize that, from time to time, a Dispute (as defined above) may arise between you and BSGTech. Accordingly, you and BSGTech agree that before either party commences arbitration against the other party, the Parties will make a good faith effort to meet (telephonically or via videoconference) to attempt to resolve any Dispute informally (each such meeting an “IDR Conference“). Either party can request an IDR Conference; and if you are represented by counsel, your counsel may participate in the IDR Conference, but you agree that you will also participate personally in the IDR conference. 

(b) Mandatory Arbitration

If the informal dispute resolution procedures set forth above do not resolve a Dispute, then you agree as follows: 

You (whether an individual or representative of AN ENTITY) and BSGTech agree that any CONTROVERSY, CLAIM OR DISPUTE OF ANY NATURE WHICH MAY ARISE BETWEEN YOU, ON THE ONE HAND, AND BSGTECH AND/OR ITS RELATED PARTIES ON THE OTHER HAND, INCLUDING BUT NOT LIMITED TO any action or proceeding: (I) TO enforce or challenge anY OF the terms and conditions in the Terms, (II) based IN ANY WAY on the Services PROVIDED BY BSGTECH or a purported breach of the Terms of service by BSGTech, and/or (III) based on any claim relating to the enforceability of the terms of this Section 12(b), WHETHER SUCH CLAIM IS BASED ON STATUTORY, CONTRACT, TORT, COMMON LAW OR OTHER LEGAL BASIS (hereafter “DISPUTE”), shall be referred to final and binding arbitration.

Any arbitration proceeding will be governed by the rules, procedures, and protocols of the American Arbitration Association and by the U.S. Federal Arbitration Act. The parties hereto expressly waive their rights, if any, to have any such matters heard by a court, jury, or administrative agency whether federal or state, except as expressly provided below. 

SECTION 13. TERMINOLOGY AND DEFINITIONS

In these Terms the following capitalized words will have the meanings assigned below. Other words will also be defined in other sections of these Terms.

The terms “we,” “us,” “our,” “ours” and equivalent terms refer to BSGTech, and all of our employees, officers, directors, agents and investors, as well as our parent and associated companies.

The terms “you,” “your,” “yours,” and equivalent terms refer in each case to the individual (whether acting individually or representing a corporate entity) who accesses or uses the Sites or any of the features of the Sites and has thereby accepted these Terms.