Terms of use
Welcome to Basil! We provide a platform that connects pre-revenue startups to students and recent graduates.
These Terms of Use govern your use of Basil, a platform owned by Getbasil LLC (“Basil,” “Company,” “We,” “Our”), which includes our website and all related widgets, tools, data, software, and other content or functionality provided by us (the “Platform”).
This document, together with our Privacy Policy and any other terms specifically referred to therein, constitute a legally binding agreement (the “Agreement”) between you and the Company in relation to your use of our Platform.
Acceptance of Terms of Use
Please read these Terms of Use and our Privacy Policy carefully. These Terms of Use, together with our Privacy Policy and other terms specifically referred to therein, constitute a legally binding agreement (this “Agreement” or “Terms of Use”) made between you, whether personally or on behalf of an entity, and the Company, concerning your access to and use of the Platform. BY ACCESSING, VISITING, BROWSING, USING, OR ATTEMPTING TO INTERACT WITH OR USE ANY PART OF THE PLATFORM, YOU AGREE THAT YOU HAVE READ, UNDERSTAND, AND AGREE TO BE BOUND BY THESE TERMS OF USE AND OUR PRIVACY POLICY. IF YOU DO NOT AGREE TO BE BOUND BY THESE TERMS OF USE OR THE PRIVACY POLICY, DO NOT ACCESS OR USE ANY PART OF THE PLATFORM.
Eligibility
The Platform is intended only for access and use by individuals at least eighteen (18) years old. If you are not at least eighteen (18) years old, you are prohibited from using the Website.
Changes to Terms of Use
We reserve the right to change, alter, replace or otherwise modify (collectively “Changes”) this Agreement at any time. The date of last modification is stated in this Agreement.
When we make any updates to this Agreement, we will highlight this fact on the website. In addition, if you register an account and this Agreement subsequently changed in any material respect (for example, for security, legal, or regulatory reasons), we will notify you by sending an email to the email address that you have provided to us. You will have no obligation to continue using the Platform following any such notification, but if you do not terminate your account as described in the Termination section below, your continued use will constitute your acceptance of the revised Agreement.
Accessing the Platform and Account Security
We reserve the right to withdraw or amend the Platform, and any service or material we provide on the Platform, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Platform is unavailable at any time or for any period. From time to time, we may restrict access to some parts of the Platform, or the entire Platform, to users, including registered users.
To post or apply for a position or correspond with other users on the Platform, you must create an account. All of the information you provide on the Platform must be correct, current, and complete. All information you provide to register with the Platform or otherwise is governed by our Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy. We reserve the right to disable or terminate any account for any reason in our sole discretion.
You are solely responsible for maintaining the confidentiality of your account information, as well as any and all activities that occur under your account. You should immediately notify us of any unauthorized use of your account and any other such security breach. We will not be liable for any loss that may occur as a result of someone else using your account or password, with or without your knowledge. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.
We have the right to disable any username, password or other identifier, whether chosen by you or provided by us, at any time in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use.
Startup Account
Startups must create an account on the Platform to post open positions and correspond with students and/or new graduates. Once the account is created, Startups can provide additional information to complete their account, post projects, and be connected with candidates.
Basil also collects details about Startups including but not limited to information about their business and names of founders. You may also provide details of your services including rates, social media account, website links, and contact information.
You agree to provide accurate, current, and complete information during the registration or request submission process and at all other times when you use the Platform, and to update information to keep it accurate, current, and complete. You are solely responsible for safeguarding your Basil password. You are solely responsible for all activity that occurs on your account, and you will notify Basil immediately of any unauthorized use. Basil is not liable for any losses by any party caused by an unauthorized use of your account. Notwithstanding the foregoing, you may be liable for the losses of Basil or others due to such unauthorized use.
If the Startup wishes to use an account that has been deleted from the Platform, they will be required to newly register with the Platform.
Hiring from the Platform
Startups can hire candidates to fill open positions as either interns who are students currently enrolled in an educational institution or independent contractors or employees who are recent graduates from an educational institution.
If a Startup uses Basil to hire a student or recent graduate, the Startup is solely responsible for all interviews, background checks, and other screening of potential applicants found on Basil. BASIL DOES NOT VERIFY, SCREEN, OR OTHERWISE CHECK THE ACCURACY OF EVERY STUDENT OR RECENT GRADUATE. Startups use the Platform at their own risk, and Basil is not responsible for any damages or liabilities caused by candidates listed on the Platform.
Employers are responsible for all internship agreements (including sign off on any educational credit requirements), independent contractor agreements, employment agreements, taxes, insurance, payroll, and other matters related to directly hiring students and/or recent graduates. All agreements are between Startup and the student or recent graduate, and Basil shall not be a party to or otherwise responsible for any agreements between Startup and students and/or recent graduates hired directly by Startup.
It is Startup’s and the student and/or recent graduate’s responsibility to vet each other before doing business with each other. Ultimately, Basil only acts as an online marketplace that connects students and recent graduates with Startups. We expressly disclaim liability for any dispute between a student or recent graduate and Startup as a result of being connected through Basil.
Student or Recent Graduate Account
Students and recent graduates (“Candidates”) must create an account on the Platform to correspond with Startups, apply for internships or temporary job openings, and accept positions. Once the account is created, Candidates can provide additional information to complete their account, apply to be an intern, independent contractor, or employee of a Startup, or otherwise use the Platform’s functionalities for Candidates.
You can message with Startups and apply for positions through the Platform, but all interviews, screening, background checks, internship agreements, independent contractor agreements, employment agreements, and other employment matters are strictly between you and the Startup.
It is your responsibility to research any position that you apply for to ensure that it is accurate and the right fit for you. You use the Platform at your own risk, and Basil is not responsible or liable for any damages or harm resulting from your use of the Platform to find an internship, independent contractor, or permanent position.
You agree to provide accurate, current, and complete information during the registration or request submission process and at all other times when you use the Platform, and to update information to keep it accurate, current, and complete. You are solely responsible for safeguarding your Basil password. You are solely responsible for all activity that occurs on your account, and you will notify Basil immediately of any unauthorized use. Basil is not liable for any losses by any party caused by an unauthorized use of your account. Notwithstanding the foregoing, you may be liable for the losses of Basil or others due to such unauthorized use.
If the Candidate wishes to use an account that has been deleted from the Platform, they will be required to newly register with the Platform.
It is the Candidate’s and Startup’s responsibility to vet each other before doing business with each other. Ultimately, Basil only acts as an online marketplace that connects students and recent graduates with Startups. We expressly disclaim liability for any dispute between a student or recent graduate and Startup as a result of being connected through Basil.
Your Use of the Platform
Subject to your strict compliance with these Terms of Use, the Company grants you a limited, personal, non-exclusive, revocable, non-assignable, and non-transferable right and license to use the Platform.
The license is conditional upon your strict compliance with these Terms of Use including, without limitation, the following:
(i) You must not copy, rip or capture, or attempt to copy, rip or capture, any Content from the Platform or any part of the Platform, other than by means of download or sharing in circumstances where we have elected to permit downloads and sharing of the relevant Content.
(ii) You must not employ scraping or similar techniques to aggregate, repurpose, republish or otherwise make use of any Content.
(iii) You must not alter or remove, attempt to alter or remove, any trademark, copyright or other proprietary or legal notices contained in, or appearing on, the Platform or any Content appearing on the Platform (other than your Content).
(iv) You must not, and must not permit any third party to, copy or adapt the object code of the Platform or, or reverse engineer, reverse assemble, decompile, modify or attempt to discover any source or object code of any part of the Platform, or circumvent or attempt to circumvent or copy any copy protection mechanism or access any rights management information pertaining to Content other than your Content.
(v) You must not commit or engage in, or encourage, induce, solicit or promote, any conduct that would constitute a criminal offence, give rise to civil liability or otherwise violate any law or regulation.
(vi) You must not deliberately impersonate any person or entity or otherwise misrepresent your affiliation with a person or entity, for example, by registering an account in the name of another person or company or sending messages or making comments using the name of another person.
You agree to comply with the above conditions and acknowledge and agree that Basil has the right, in its sole discretion, to terminate your account or take such other action as we see fit if you breach any of the above conditions or any of the other terms of these Terms of Use. This may include taking court action and/or reporting offending users to the relevant authorities.
Intellectual Property Rights
The Platform and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.
All related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. All other names, logos, product and service names, designs, and slogans on the Platform are the trademarks of their respective owners.
These Terms of Use permit you to use the Platform for your personal use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Platform, except as follows:
- Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
- You may store files that are automatically cached by your Web browser for display enhancement purposes.
- If we provide desktop, mobile, or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, non-commercial use, provided you agree to be bound by our end user license agreement for such applications.
You must not:
- Modify copies of any materials from the Platform.
- Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from the Platform.
You must not access or use for any commercial purposes any part of the Platform or materials available through the Website.
If you wish to make any use of material on the Platform other than that set out in this section, please address your request to: lindsay@getbasil.co.
If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Platform in breach of the Terms of Use, your right to use the Platform will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Platform or any content on the Platform is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the Services not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark, and other laws.
Copyright Infringement and the Digital Millennium Copyright Act (DMCA) Safe Harbor
We take the intellectual property rights of others seriously and require that users of Basil do the same. The Digital Millennium Copyright Act (DMCA) established a process for addressing claims of copyright infringement that we have implemented for our Services. If you own a copyright or have authority to act on behalf of a copyright owner and want to report a claim that a third party is infringing that material on or through Basil, please send a notice to our copyright agent that includes all of the items below and we will expeditiously take appropriate action:
1. A description of the copyrighted work that you claim is being infringed;
2. A description of the material you claim is infringing and that you want removed or access to which you want disabled and the URL or other location of that material;
3. Your address, telephone number, and email address;
4. The following statement: “I have a good faith belief that the use of the copyrighted material I am complaining of is not authorized by the copyright owner, its agent, or the law (e.g., as a fair use)”;
5. The following statement: “The information in this notice is accurate and, under penalty of perjury, I am the owner, or authorized to act on behalf of the owner, of the copyright or of an exclusive right that is allegedly infringed”; and
6. An electronic or physical signature of the owner of the copyright or a person authorized to act on the owner's behalf.
Our designated copyright agent to receive such claims can be reached at lindsay@getbasil.co.
We may, in appropriate circumstances, disable or terminate the accounts of users who may be repeat infringers.
This process does not limit our ability to pursue any other remedies we may have to address suspected infringement.
Disputes Between Candidates and Startups
Basil will NOT be responsible for any mediation, arbitration, facilitation between Candidate and Startup.
You acknowledge and agree that Basil is under no obligation to become involved in or impose resolution in any dispute between or among Users or any third party. Basil will not accept any financial responsibility nor pay any kind of legal fee to any party.
Basil will not be responsible for any interaction between Candidates and Startups once they have been connected. Basil will not be responsible in disputes between Candidates and Startups related to unsatisfactory performance, any and all economic or bodily harm including but not limited to physical or emotional injury of any kind. Also Basil will NOT be responsible for Users dissatisfaction, injury, complaints, security, fraud, unhealthy environment, in-appropriate behavior, facility, instruments, environment, travel, use of drugs, sexual assaults, violations, transportation, medicine, emergency, death, fights, fire, smoke, water, natural calamities, weapons, bodily harm, chemicals, weather, any unforeseen events etc.
Disclaimer
THE PLATFORM, INCLUDING, WITHOUT LIMITATION, THE WEBSITE AND ALL CONTENT AND SERVICES ACCESSED THROUGH OR VIA THE WEBSITE OR OTHERWISE, ARE PROVIDED “AS IS,” “AS AVAILABLE,” AND “WITH ALL FAULTS.”
YOU AGREE AND ACKNOWLEDGE THAT YOU ASSUME FULL, EXCLUSIVE, AND SOLE RESPONSIBILITY FOR THE USE OF AND RELIANCE ON THE PLATFORM, AND YOU FURTHER AGREE AND ACKNOWLEDGE THAT YOUR USE OF OR RELIANCE ON THE PLATFORM IS MADE ENTIRELY AT YOUR OWN RISK. YOU FURTHER ACKNOWLEDGE THAT IT IS YOUR RESPONSIBILITY TO COMPLY WITH ALL APPLICABLE LAWS WHILE USING THE PLATFORM.
WHILE THE COMPANY USES REASONABLE ENDEAVORS TO CORRECT ANY ERRORS OR OMISSIONS IN THE PLATFORM AS SOON AS PRACTICABLE ONCE THEY HAVE BEEN BROUGHT TO THE COMPANY’S ATTENTION, THE COMPANY MAKES NO PROMISES, GUARANTEES, REPRESENTATIONS, OR WARRANTIES OF ANY KIND WHATSOEVER (EXPRESS OR IMPLIED) REGARDING THE PLATFORM, OR ANY PART OR PARTS THEREOF, ANY CONTENT, OR ANY LINKED SERVICES OR OTHER EXTERNAL SERVICES. THE COMPANY DOES NOT WARRANT THAT YOUR USE OF THE PLATFORM WILL BE ACCURATE OR RELIABLE, UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICES OR ANY PART OR PARTS THEREOF, THE CONTENT, OR THE SERVERS ON WHICH THE SERVICES OPERATES ARE OR WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. THE COMPANY DOES NOT WARRANT THAT ANY TRANSMISSION OF CONTENT UPLOADED TO THE PLATFORM WILL BE SECURE OR THAT ANY ELEMENTS OF THE SERVICES DESIGNED TO PREVENT UNAUTHORIZED ACCESS, SHARING OR DOWNLOAD OF CONTENT WILL BE EFFECTIVE IN ANY AND ALL CASES, AND DOES NOT WARRANT THAT YOUR USE OF THE SERVICES IS LAWFUL IN ANY PARTICULAR JURISDICTION.
THE COMPANY AND ITS SUBSIDIARIES, AFFILIATES, SUCCESSORS, AND ASSIGNS, AND THEIR RESPECTIVE EMPLOYEES, AGENTS, DIRECTORS, OFFICERS AND SHAREHOLDERS, SPECIFICALLY DISCLAIM ALL OF THE FOREGOING WARRANTIES AND ANY OTHER WARRANTIES NOT EXPRESSLY SET OUT HEREIN TO THE FULLEST EXTENT PERMITTED BY LAW, INCLUDING WITHOUT LIMITATION ANY EXPRESS OR IMPLIED WARRANTIES REGARDING NON-INFRINGEMENT, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE.
WHERE THE LAW OF ANY JURISDICTION LIMITS OR PROHIBITS THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES AS SET OUT ABOVE, THE ABOVE DISCLAIMERS SHALL NOT APPLY TO THE EXTENT THAT THE LAW OF SUCH JURISDICTION APPLIES TO THIS AGREEMENT.
YOUR USE OF THE PLATFORM, SERVICES OR COLLECTIVE CONTENT SHALL BE SOLELY AT YOUR OWN RISK. YOU ACKNOWLEDGE AND AGREE THAT BASIL DOES NOT HAVE AN OBLIGATION, BUT RESERVES THE RIGHT FOR ANY REASON, TO (A) MONITOR OR REVIEW USER CONTENT; OR (B) CONDUCT IDENTITY VERIFICATION, BACKGROUND OR REGISTERED SEX OFFENDER CHECKS ON ANY MEMBER, INCLUDING BUT NOT LIMITED TO SERVICE MEMBERS AND CUSTOMER MEMBERS. THE PLATFORM IS PROVIDED "AS IS," WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, BASIL AND ITS AFFILIATES AND SUBSIDIARIES, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES AND AGENTS EXPLICITLY DISCLAIM ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT OR NON-INFRINGEMENT; ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR USAGE OF OR IN TRADE; ANY WARRANTIES, REPRESENTATIONS, OR GUARANTEES IN CONNECTION WITH THIS PLATFORM OR THE SERVICES OFFERED ON OR THROUGH THIS PLATFORM; AND ANY WARRANTIES RELATING TO THE QUALITY, SUITABILITY, TRUTH, ACCURACY OR COMPLETENESS OF ANY INFORMATION OR MATERIAL CONTAINED OR PRESENTED ON THIS PLATFORM, INCLUDING WITHOUT LIMITATION ALL COLLECTIVE CONTENT. BASIL MAKES NO WARRANTY THAT THE PLATFORM WILL MEET YOUR REQUIREMENTS OR BE AVAILABLE ON AN UNINTERRUPTED, SECURE, OR ERROR-FREE BASIS. BASIL ASSUMES NO RESPONSIBILITY, AND SHALL NOT BE LIABLE FOR ANY DAMAGES TO YOUR COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS OR USE OF THE PLATFORM. BASIL SHALL NOT BE LIABLE FOR ANY DEFAMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY, OR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF ANY DATA, INFORMATION, MATERIALS, SUBSTANCE, OR COLLECTIVE CONTENT POSTED, TRANSMITTED, OR MADE AVAILABLE VIA THE PLATFORM. BASIL SHALL NOT BE LIABLE FOR ANY SECURITY BREACH, CREDIT CARD FRAUD, IDENTITY THEFT, CREDIT/DEBIT CARD THEFT, LICENSE MISUSE, IMAGE/CONTENT MISUSE FOR USER. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM BASIL OR THROUGH THE PLATFORM, WILL CREATE ANY WARRANTY NOT EXPRESSLY MADE HEREIN.
YOU ARE SOLELY RESPONSIBLE FOR ALL OF YOUR COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE PLATFORM AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE PLATFORM. YOU UNDERSTAND THAT BASIL DOES NOT MAKE ANY ATTEMPT TO VERIFY THE STATEMENTS OF USERS OF THE PLATFORM. BASIL MAKES NO REPRESENTATIONS OR WARRANTIES AS TO THE CONDUCT OF USERS OF THE PLATFORM OR THEIR COMPATIBILITY WITH ANY CURRENT OR FUTURE USERS OF THE PLATFORM. YOU AGREE TO TAKE REASONABLE PRECAUTIONS IN ALL COMMUNICATIONS AND INTERACTIONS WITH OTHER USERS OF THE PLATFORM AND WITH OTHER PERSONS WITH WHOM YOU COMMUNICATE OR INTERACT AS A RESULT OF YOUR USE OF THE PLATFORM. BASIL EXPLICITLY DISCLAIMS ALL LIABILITY FOR ANY ACT OR OMISSION OF ANY USERS OR THIRD PARTIES. BASIL WILL NOT BE RESPONSIBLE FOR ANY INTERACTIONS BETWEEN EACH OTHER OUTSIDE OF THIS PLATFORM. BASIL WILL NOT TAKE ANY RESPONSIBILITY FOR ANY OUTCOME AS A RESULT OF MEETING/INTERACTING OUTSIDE OF THIS BASIL PLATFORM.
Limitation of Liability
THE COMPANY’S AND ITS SUBSIDIARIES, AFFILIATES, SUCCESSORS, AND ASSIGNS, AND THEIR RESPECTIVE EMPLOYEES, AGENTS, DIRECTORS, OFFICERS AND SHAREHOLDERS, LIABILITY TO YOU IS LIMITED. TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL THE COMPANY BE LIABLE FOR DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO, DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, LOST PROFITS, LOST DATA, LOSS OF GOODWILL OR BUSINESS REPUTATION, ANY COST TO PROCURE SUBSTITUTE GOODS OR SERVICES, OR ANY INTANGIBLE LOSS, REGARDLESS OF THE FORESEEABILITY OF THOSE DAMAGES) ARISING OUT OF OR IN CONNECTION WITH YOUR USE OF THE PLATFORM, OR ANY OTHER SERVICES PROVIDED TO YOU BY THE COMPANY.
This limitation shall apply regardless of whether the damages arise out of breach of contract, tort, any form of error, or breakdown in the function of the service, or any other legal theory or form of action.
ALTHOUGHT NOT AN EXHAUSTIVE LIST AND WITHOUT LIMITING THE FOREGOING, THE COMPANY AND ITS SUBSIDIARIES, AFFILIATES, SUCCESSORS, AND ASSIGNS, AND THEIR RESPECTIVE EMPLOYEES, AGENTS, DIRECTORS, OFFICERS AND SHAREHOLDERS, SHALL HAVE NO LIABILITY FOR:
ANY LOSS OR DAMAGE ARISING FROM:
(A) YOUR RELIANCE ON THE CONTENT OF THE PLATFORM, INCLUDING WITHOUT LIMITATION, CONTENT ORIGINATING FROM THIRD PARTIES, OR FROM ANY COMMUNICATION WITH THE PLATFORM;
(B) YOUR INABILITY TO ACCESS OR USE THE PLATFORM OR ANY PART OR PARTS THEREOF, INCLUDING DELETION OR CORRUPTION OF, OR FAILURE TO STORE, ANY CONTENT AND OTHER DATA MAINTAINED OR TRANSMITTED BY OR THROUGH YOUR USE OF THE PLATFORM, OR YOUR ABILITY TO ACCESS ANY CONTENT OR ANY EXTERNAL SERVICES VIA THE SERVICES;
(C) ANY CHANGES THAT THE COMPANY MAY MAKE TO THE PLATFORM OR ANY PART THEREOF, OR ANY TEMPORARY OR PERMANENT SUSPENSION OR CESSATION OF ACCESS TO THE PLATFORM OR ANY CONTENT IN OR FROM ANY OR ALL TERRITORIES;
(D) ANY ACTION TAKEN AGAINST YOU BY THIRD PARTY RIGHTSHOLDERS WITH RESPECT TO ANY ALLEGED INFRINGEMENT OF SUCH THIRD PARTY’S RIGHTS RELATING TO YOUR CONTENT OR YOUR USE OF THE PLATFORM, OR ANY ACTION TAKEN AS PART OF AN INVESTIGATION BY THE COMPANY OR ANY RELEVANT LAW ENFORCEMENT AUTHORITY REGARDING YOUR USE OF THE SERVICES;
(E) ANY ERRORS OR OMISSIONS IN THE SERVICES’S TECHNICAL OPERATION, OR FROM ANY INACCURACY OR DEFECT IN ANY CONTENT OR ANY INFORMATION RELATING TO CONTENT;
(F) YOUR FAILURE TO PROVIDE THE COMPANY WITH ACCURATE OR COMPLETE INFORMATION, OR YOUR FAILURE TO KEEP YOUR ACCOUNT LOGIN INFORMATION SUITABLY CONFIDENTIAL;
(G) ANY LOSS OR DAMAGE TO ANY COMPUTER HARDWARE OR SOFTWARE, ANY LOSS OF DATA, OR ANY LOSS OR DAMAGE FROM ANY SECURITY BREACH;
(H) ANY LOSS OF PROFITS, INCLUDING THOSE CAUSED BY YOUR RELIANCE ON THE SERVICES, OR ANY LOSS YOU SUFFER WHETHER OR NOT IT IS FORESEEABLE.
(I) ANY PRODUCTS THAT ARE DAMAGED OR LOST IN TRANSIT. REPLACEMENT PRODUCTS WILL NOT BE PROVIDED IF DELIVERY TRACKING SERVICES INDICATE THAT THE PACKAGE WAS DELIVERED.
ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR RELATED TO YOUR USE OF THE PLATFORM MUST BE NOTIFIED TO THE COMPANY AS SOON AS POSSIBLE.
APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATIONS OR EXCLUSIONS MAY NOT APPLY TO YOU. IN SUCH CASES, YOU ACKNOWLEDGE AND AGREE THAT SUCH LIMITATIONS AND EXCLUSIONS REFLECT A REASONABLE AND FAIR ALLOCATION OF RISK BETWEEN YOU AND THE COMPANY AND ARE FUNDAMENTAL ELEMENTS OF THE BARGAIN BETWEEN YOU AND THE COMPANY, AND THAT THE COMPANY’S LIABILITY WILL BE LIMITED ENTIRELY, TO THE MAXIMUM EXTENT PERMITTED BY LAW.
Indemnification
You hereby agree to indemnify, defend, release and hold harmless the Company, its successors, assigns, affiliates, agents, directors, officers, employees, subsidiaries and shareholders from and against any and all claims, liabilities, obligations, damages, losses, expenses, and costs, including without limitation reasonable attorneys' fees and accounting fees resulting from:
(i) any violation by you of these Terms of Use
(ii) any activity related to your account, be it by you or by any other person accessing your account with or without your consent.
(iii) Your User content
(iv) the request or receipt or offer or provision of projects by you, including but not limited to any injuries, losses, or damages (compensatory, direct, incidental, consequential or otherwise) of any kind arising in connection with such project.
If you are a California resident, you waive California Civil Code Section 1542, which provides:
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.
If you are not a California resident, you waive your rights under any statute similar to Section 1542 that governs your rights in the jurisdiction of your residence.
Data Protection, Privacy, and Cookies
All personal data that you provide to us in connection with your use of the Platform is collected, stored, used, and disclosed by the Company in accordance with our Privacy Policy, which is in compliance with California and European Union Privacy Law. Users accessing the Website from outside the United States do so at their own risk. In addition, in common with most websites, we use cookies, location data, and other user information to help us understand how people are using the Services, so that we can continue to improve the service we offer. The Privacy Policy, as may be updated by the Company from time to time in accordance with its terms, is hereby incorporated into these Terms of Use, and you hereby agree to the collection, use and disclose practices set forth therein.
Changes to the Platform, Accounts, and Pricing
The Company reserves the right at any time and for any reason to suspend, discontinue, terminate or cease providing access to the Services or any part thereof, temporarily or permanently, and whether in its entirety or with respect to individual territories only. In the case of any temporary or permanent suspension, discontinuation, termination or cessation of access, we shall use its reasonable endeavors to notify registered users of such decision in advance.
You hereby agree that the Company and its subsidiaries, affiliates, successors, assigns, employees, agents, directors, officers, and shareholders shall not be liable to you or to any third party for any changes or modifications to the Website, and/or any Services that we may wish to make from time to time, or for any decision to suspend, discontinue or terminate the Website, the Services or any part or parts thereof, or your possibility to use or access the same from or within any territory or territories.
We may change the features of any type of account, may withdraw or, or introduce new features, products or types of account at any time and for any reason, and may change the prices charged for any of its Platform from time to time. In the event of any increase in the price or material reduction in the features of your Account, such change(s) will be communicated to you. We will provide notifications of the proposed changes by email to the then current email address that we have on record. You will have no obligation to continue using the Platform following any such notification, but if you do not terminate your account, your continued use of your account will constitute your acceptance of the changes to your account.
You may terminate this Agreement at any time by deleting your account and thereafter by ceasing to use the Platform. If you terminate this Agreement you no longer have access to any of your account information, including any Content you sent or received.
The Company may suspend your access to the Platform and/or terminate this Agreement at any time. We may, in our discretion, with or without cause, with or without prior notice and at any time, decide to limit, block, suspend, deactivate or cancel your Basil Account in whole or in part. If we exercise our discretion under these Terms to do so, any or all of the following can occur with or without prior notice or explanation to you: (a) your Account will be deactivated or suspended, your password will be disabled, and you will not be able to access the Platform, or receive assistance from Basil support teams; and (b) if appropriate in our sole discretion, we may communicate to other users that your Account has been terminated, and why it has been terminated. You may cancel your use of the Platform and/or terminate your Account at any time by deleting your account." Account cannot be revived again for use.
No Agency Relationship
These Terms of Use and your use of the Platform do not create, and shall not be construed as creating, any relationship, partnership, joint venture, employer-employee, agency, or franchisor-franchisee relationship in any way and of any kind between the parties hereto. Your use of the Platform is intended for your enjoyment and benefit and the provision of the Platform to you (subject to your compliance with these Terms) constitutes the sole and sufficient consideration.
Assignment to Third Parties
The Company may assign its rights and (where permissible by law) its obligations under this Agreement, in whole or in part, to any third party at any time without notice including without limitation, to any person or entity acquiring all or substantially all of the assets or business of the Company. You may not assign this Agreement or the rights and duties hereunder, in whole or in part, to any third party without the prior written consent of the Company.
Severability
Should one or more provisions of these Terms of Use be found to be unlawful, void or unenforceable, such provision(s) shall be deemed severable and will not affect the validity and/or enforceability of the remaining provisions of the Terms of Use, which will remain in full force and effect.
Entire Agreement
These Terms of Use, together with the Privacy Policy, constitute the entire agreement between you and the Company with respect to your use of the Services and supersede any prior agreement between you and the Company. Any modifications to this Agreement must be made in writing.
Third Party Rights
These Terms of Use are not intended to give rights to anyone except you and the Company. This does not affect our right to transfer our rights or obligations to a third party.
General
Force Majeure: Other than payment obligations, neither Basiol nor you shall be liable to the other for any delay or failure in performance under the Terms arising out of a cause beyond its control and without its fault or negligence. Such causes may include but are not limited to fires, floods, earthquakes, strikes, unavailability of necessary utilities, blackouts, acts of God, acts of declared or undeclared war, acts of regulatory agencies, or national disasters.
No Third-Party Beneficiaries: You agree that, except as otherwise expressly provided in these Terms, there shall be no third-party beneficiaries to these Terms.
Contacting You and E-SIGN Consent: You agree that Basil may provide you with notices, including those regarding changes to the Terms, by email, regular mail, or postings on the Platform. On every occasion by signing in Basil, you agree to the present/current terms and conditions and privacy policy. With your consent, Basil may also contact you by telephone or through text messages. If you have agreed to receive text messages or telephone calls from Basil, you also consent to the use of an electronic record to document your agreement. You may withdraw your consent to the use of the electronic record by sending an email to lindsay@getbasil.co with "Revoke Electronic Consent" in the subject line. To view and retain a copy of this disclosure or any information regarding your enrollment in this program, you will need (a) a device (such as a computer or mobile phone) with a web browser and Internet access; and (b) either a printer or storage space on such device. For a free paper copy, or to update our records of your contact information, send an email to lindsay@getbasil.co with contact information and the address for delivery.
Entire Agreement: These Terms, together with the Privacy Policy and any other legal notices or additional terms and conditions or policies published by Basil on the Platform, shall constitute the entire agreement between you and Basil concerning the Platform. Except as explicitly stated herein, if any provision of the Terms is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of the Terms, which shall remain in full force and effect.
Waiver: No waiver of any provision of this Terms shall be deemed a further or continuing waiver of such term or any other term, and Basil’s failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.
Statute of Limitations: You agree that regardless of any statute or law to the contrary, any claim arising out of or related to the Platform or the Services offered therein must commence within 6 Months after the cause of action accrues. Otherwise, such cause of action is permanently barred.
Applicable Law and Jurisdiction
These Terms of Use shall be construed in accordance with and governed by the laws of the United States and the State of California, without reference to their rules regarding conflicts of law.
ANY DISPUTE, CLAIM OR CONTROVERSY ARISING OUT OF OR RELATING TO THIS AGREEMENT OR THE BREACH, TERMINATION, ENFORCEMENT, INTERPRETATION OR VALIDITY THEREOF, INCLUDING THE DETERMINATION OF THE SCOPE OR APPLICABILITY OF THIS AGREEMENT TO ARBITRATE, SHALL BE DETERMINED BY ARBITRATION IN SAN MATEO, CALIFORNIA BEFORE ARBITRATOR(S). THE ARBITRATION SHALL BE ADMINISTERED BY JAMS PURSUANT TO ITS COMPREHENSIVE ARBITRATION RULES AND PROCEDURES AND IN ACCORDANCE WITH THE EXPEDITED PROCEDURES IN THOSE RULES OR PURSUANT TO JAMS’ STREAMLINED ARBITRATION RULES AND PROCEDURES. JUDGMENT ON THE AWARD MAY BE ENTERED IN ANY COURT HAVING JURISDICTION. THIS CLAUSE SHALL NOT PRECLUDE PARTIES FROM SEEKING PROVISIONAL REMEDIES IN AID OF ARBITRATION FROM A COURT OF APPROPRIATE JURISDICTION.
Contact Information
More information about Basil is available by contacting lindsay@getbasil.co.
ACKNOWLEDGEMENT
BY USING OR REGISTERING WITH THE PLATFORM, YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF USE AND AGREE TO BE BOUND BY THEM.
Last Updated: March 5, 2024