1. CONTRACTUAL RELATIONSHIP
OF THE APPLICATION, WEBSITES, CONTENT, PRODUCTS, AND SERVICES (“SERVICES”). BY
ACCESSING OR USING THE SERVICES, YOU ARE ACCEPTING THIS AGREEMENT (ON BEHALF OF
YOURSELF OR THE ENTITY ON WHOSE BEHALF YOU ARE ACCESSING OR USING THE SITE OR
SERVICES, AS APPLICABLE) AND YOU REPRESENT AND WARRANT THAT YOU HAVE THE RIGHT,
AUTHORITY, AND CAPACITY TO ENTER INTO THIS AGREEMENT. YOU MAY NOT ACCESS OR USE
THE SERVICES OR ACCEPT THIS AGREEMENT IF (A) YOU ARE NOT AT LEAST 18 YEARS OLD, (B) IF
ACCESSING OR USING THE SITE OR SERVICES ON BEHALF OF AN ENTITY, YOU DO NOT HAVE THE
AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF SUCH ENTITY, AND (C) YOU DO
NOT AGREE WITH ALL OF THE PROVISIONS OF THIS AGREEMENT.
PLEASE READ THESE TERMS CAREFULLY, AS THEY CONSTITUTE A LEGAL AGREEMENT. IN THESE
TERMS, THE WORDS "INCLUDING" AND "INCLUDE" MEAN "INCLUDING, BUT NOT LIMITED TO."
Certain features of the Services or Site, including certain programs and products provided through the Site, may be
subject to additional guidelines, terms, or rules, which will be posted on the Services or Site in connection with such
features, Services, programs, and products. All such additional terms, guidelines, and rules are hereby incorporated
by reference into this Agreement.
Supplemental terms may apply to certain Services, such as policies for a particular event, program, activity or
promotion, and such supplemental terms will be disclosed to you in separate disclosures. Supplemental terms are in
addition to, and shall be deemed a part of, the Terms for the purposes of the applicable Service(s). Supplemental
terms shall prevail over these Terms in the event of a conflict with respect to the applicable Services.
BAAAM DELIVERY may amend the Terms from time to time. Amendments will be effective upon BAAAM
DELIVERY's posting of such updated Terms at this location or in the amended policies or supplemental terms on
the applicable Service(s). Your continued access or use of the Services after such posting confirms your consent to
be bound by the Terms, as amended. If BAAAM DELIVERY changes these Terms after the date you first agreed to
the Terms (or to any subsequent changes to these Terms), you may reject any such change by providing BAAAM
DELIVERY written notice of such rejection within 30 days of the date such change became effective, as indicated in
the "Effective" date above. This written notice must be provided either (a) by mail or hand delivery to our registered
agent for service of process or (b) by email from the email address associated with your Account. In order to be
effective, the notice must include your full name and clearly indicate your intent to reject changes to these Terms.
By rejecting changes, you are agreeing that you will continue to be bound by the provisions of these Terms as of the
date you first agreed to the Terms (or to any subsequent changes to these Terms).
2. DISPUTE RESOLUTION
This Agreement shall be governed by the laws of the State of Nevada, United States of America, without giving
effect to any conflict of laws principles that may require the application of the law of another jurisdiction. Any
action or proceeding relating to a claim or controversy at law or equity that arises out of or relates to this and falls
outside of the below stated Arbitration Terms must be brought in a federal or state court located in Clark County and
each party irrevocably submits to the exclusive jurisdiction and venue of any such court in any such action or
proceeding, unless such Claim is submitted to arbitration as set forth in Section 11.2(c).
If a dispute arises between you and BAAAM DELIVERY, our goal is to learn about and address your concerns. You
agree that, before instituting any arbitration, you will notify us about any dispute you have with BAAAM
DELIVERY regarding our Services by contacting BAAAM DELIVERY. If you and BAAAM DELIVERY are
unable to resolve any such dispute within a reasonable time (not to exceed thirty (30) days), then either party may
submit such controversy or dispute to binding arbitration.
By agreeing to the Terms, you agree that you are required to resolve any claim that you may have against BAAAM
DELIVERY on an individual basis in arbitration, as set forth in this Arbitration Agreement. This will preclude you
from bringing any class, collective, or representative action against BAAAM DELIVERY, and also preclude you
from participating in or recovering relief under any current or future class, collective, consolidated, or representative
action brought against BAAAM DELIVERY by someone else.
You and BAAAM DELIVERY agree that any dispute, claim or controversy arising out of or relating to (a) these
Terms or the existence, breach, termination, enforcement, interpretation or validity thereof, or (b) your access to or
use of the Services at any time, whether before or after the date you agreed to the Terms, will be settled by binding
arbitration between you and BAAAM DELIVERY, and not in a court of law.
You acknowledge and agree that you and BAAAM DELIVERY are each waiving the right to a trial by jury or to
participate as a plaintiff or class member in any purported class action or representative proceeding. Unless both you
and BAAAM DELIVERY otherwise agree in writing, any arbitration will be conducted only on an individual basis
and not in a class, collective, consolidated, or representative proceeding. However, you and BAAAM DELIVERY
each retain the right to bring an individual action in small claims court and the right to seek injunctive or other
equitable relief in a court of competent jurisdiction to prevent the actual or threatened infringement,
misappropriation or violation of a party's copyrights, trademarks, trade secrets, patents or other intellectual property
The arbitration will be administered by the American Arbitration Association ("AAA") in accordance with the
AAA’s Consumer Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes (the "AAA
Rules") then in effect, except as modified by this Arbitration Agreement. The AAA Rules are available at
www.adr.org/arb_med or by calling the AAA at 1-800-778-7879.
The parties agree that the arbitrator (“Arbitrator”), and not any federal, state, or local court or agency, shall have
exclusive authority to resolve any disputes relating to the interpretation, applicability, enforceability or formation of
this Arbitration Agreement, including any claim that all or any part of this Arbitration Agreement is void or
voidable. The Arbitrator shall also be responsible for determining all threshold arbitrability issues, including issues
relating to whether the Terms are unconscionable or illusory and any defense to arbitration, including waiver, delay,
laches, or estoppel.
Notwithstanding any choice of law or other provision in the Terms, the parties agree and acknowledge that this
Arbitration Agreement evidences a transaction involving interstate commerce and that the Federal Arbitration Act, 9
U.S.C. § 1 et seq. (“FAA”), will govern its interpretation and enforcement and proceedings pursuant thereto. It is the
intent of the parties that the FAA and AAA Rules shall preempt all state laws to the fullest extent permitted by law.
If the FAA and AAA Rules are found to not apply to any issue that arises under this Arbitration Agreement or the
enforcement thereof, then that issue shall be resolved under the laws of the state of Nevada.
Unless you and BAAAM DELIVERY otherwise agree, the arbitration will be conducted in the county where you
reside. If your claim does not exceed $10,000, then the arbitration will be conducted solely on the basis of
documents you and BAAAM DELIVERY submit to the Arbitrator, unless you request a hearing or the Arbitrator
determines that a hearing is necessary. If your claim exceeds $10,000, your right to a hearing will be determined by
the AAA Rules. Subject to the AAA Rules, the Arbitrator will have the discretion to direct a reasonable exchange of
information by the parties, consistent with the expedited nature of the arbitration.
Your responsibility to pay any AAA filing, administrative and arbitrator fees will be solely as set forth in the AAA
Rules. However, if your claim for damages does not exceed $2,500, BAAAM DELIVERY will pay all such fees,
unless the Arbitrator finds that either the substance of your claim or the relief sought in your Demand for Arbitration
was frivolous or was brought for an improper purpose (as measured by the standards set forth in Federal Rule of
Civil Procedure 11(b)).
3. TERM AND TERMINATION.
This Agreement shall commence on the Effective Date and, unless earlier terminated as provided below, shall
continue for a period of one (1) year from the Effective Date (“Initial Term”) and shall automatically renew for
successive one (1) year periods. Either party may terminate this Agreement in the event of a material breach by the
other party if the breach is not cured by the other party within five (5) days’ notice thereof by the non-breaching
party. Either party may terminate this Agreement in its entirety at any time without cause by giving seven (7) days’
prior written notice of termination to the other party.
4. THE SERVICES
The Services comprise connecting food truck and restaurant owners and users through mobile applications
("Application"), which enable users to order food to be delivered from the food truck or restaurant owner to the
user’s desired location. YOU ACKNOWLEDGE THAT YOUR ABILITY TO PREPARE THE FOOD AND
PROVIDE THE FOOD TO THE USER THROUGH THE THIRD-PARTY DOES NOT ESTABLISH BAAAM
DELIVERY AS THE PREPARER OF THE FOOD.
BAAAM DELIVERY IS NOT RESPONSIBLE FOR ANY ILLNESSES, DISEASES, OR SICKNESSES, WHICH
ARE THE RESULT OF IMPROPER STORAGE, IMPROPER COOKING TECHNIQUES, OR UNSAFE FOOD
The Services may be made available or accessed in connection with Third Party Services and content (including
policies may apply to your use of such Third Party Services and content. BAAAM DELIVERY does not endorse
such Third Party Services and content and in no event shall BAAAM DELIVERY be responsible or liable for any
products or services of such Third Party.
In order to use most aspects of the Services, you must register for and maintain an active personal user Services
account ("Account"). You must be at least 18 years of age, or the age of legal majority in your jurisdiction (if
different than 18), to obtain an Account, unless a specific Service permits otherwise. Account registration requires
you to submit to BAAAM DELIVERY certain personal information, such as your name, address, mobile phone
number and age, as well as at least one valid payment method supported by BAAAM DELIVERY. You agree to
maintain accurate, complete, and up-to-date information in your Account. Your failure to maintain accurate,
complete, and up-to-date Account information, including having an invalid or expired payment method on file, may
result in your inability to access or use the Services. You are responsible for all activity that occurs under your
Account, and you agree to maintain the security and secrecy of your Account username and password at all times.
Unless otherwise permitted by BAAAM DELIVERY in writing, you may only possess one Account. You may not
assign or otherwise transfer your Account to any other person or entity. You agree to comply with all applicable
laws when accessing or using the Services, and you may only access or use the Services for lawful purposes (e.g., no
transport of unlawful or hazardous materials). You may not in your access or use of the Services cause nuisance,
annoyance, inconvenience, or property damage, whether to the Third-Party Provider or any other party. In certain
instances, you may be asked to provide proof of identity or other method of identity verification to access or use the
Services, and you agree that you may be denied access to or use of the Services if you refuse to provide proof of
identity or other method of identity verification.
You agree that BAAAM DELIVERY may contact you by telephone or text messages (including by an automatic
telephone dialing system) at any of the phone numbers provided by you or on your behalf in connection with a
BAAAM DELIVERY account, including for marketing purposes.
BAAAM DELIVERY may, permit you from time to time to submit, upload, publish or otherwise make available to
BAAAM DELIVERY textual, audio, and/or visual content and information, including commentary and feedback
related to the services and BAAAM DELIVERY may use your company’s name, logo(s), textual, audio, and/or
visual content and information in connection with your company in and/or with marketing and advertising
campaigns ("Content"). Any Content provided by you remains your property. However, by agreeing to this
agreement and/or providing Content to BAAAM DELIVERY you grant BAAAM DELIVERY a worldwide,
perpetual, irrevocable, transferable, royalty-free license, with the right to sublicense, to use, copy, modify, create
derivative works of, distribute, publicly display, publicly perform, and otherwise exploit in any manner such Content
in all formats and distribution channels now known or hereafter devised (including in connection with the Services
and BAAAM DELIVERY's business and on third-party sites and services), without further notice to or consent from
you, and without the requirement of payment to you or any other person or entity.
You agree to not provide Content that is defamatory, libelous, hateful, violent, obscene, pornographic, unlawful, or
otherwise offensive, as determined by BAAAM DELIVERY in its sole discretion, whether or not such material may
be protected by law. BAAAM DELIVERY may, but shall not be obligated to, review, monitor, or remove Content,
at BAAAM DELIVERY's sole discretion and at any time and for any reason, without notice to you.
You are responsible for obtaining the data network access necessary to use the Services. Your mobile network's data
and messaging rates and fees may apply if you access or use the Services from your device. You are responsible for
acquiring and updating compatible hardware or devices necessary to access and use the Services and Applications
and any updates thereto. BAAAM DELIVERY does not guarantee that the Services, or any portion thereof, will
function on any particular hardware or devices. In addition, the Services may be subject to malfunctions and delays
inherent in the use of the Internet and electronic communications.
You understand that use of the Services may result in charges to you for the Services rendered ("Charges").
BAAAM DELIVERY will place Charges on the use of the Services. Charges will be inclusive of applicable taxes
where required by law. Charges may include other applicable fees, tolls, and/or surcharges including a booking fee,
monthly/annual subscription fee, municipal tolls, airport surcharges or processing fees for split payments. BAAAM
DELIVERY places a Subscription fee of $20.00 Monthly or $160.00 Annually “subject to change”. BAAAM
DELIVERY also places a commission rate of 5% on all Services rendered through the Applications which results in
a successful delivery of the food to the User.
6. Disclaimers; Limitation of Liability; Indemnity.
THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE." BAAAM DELIVERY DISCLAIMS ALL
REPRESENTATIONS AND WARRANTIES, EXPRESS, IMPLIED, OR STATUTORY, NOT EXPRESSLY SET
OUT IN THESE TERMS, INCLUDING THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS
FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. IN ADDITION, BAAAM DELIVERY MAKES
NO REPRESENTATION, WARRANTY, OR GUARANTEE REGARDING THE RELIABILITY, TIMELINESS,
QUALITY, SUITABILITY, OR AVAILABILITY OF THE SERVICES OR ANY SERVICES OR GOODS
REQUESTED THROUGH THE USE OF THE SERVICES, OR THAT THE SERVICES WILL BE
UNINTERRUPTED OR ERROR-FREE. BAAAM DELIVERY DOES NOT GUARANTEE THE QUALITY,
SUITABILITY, SAFETY OR ABILITY OF THIRD PARTY PROVIDERS. YOU AGREE THAT THE ENTIRE
RISK ARISING OUT OF YOUR USE OF THE SERVICES, AND ANY SERVICE OR GOOD REQUESTED IN
CONNECTION THEREWITH, REMAINS SOLELY WITH YOU, TO THE MAXIMUM EXTENT PERMITTED
UNDER APPLICABLE LAW.
BAAAM DELIVERY SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY,
PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOST DATA, PERSONAL
INJURY, OR PROPERTY DAMAGE RELATED TO, IN CONNECTION WITH, OR OTHERWISE RESULTING
FROM ANY USE OF THE SERVICES, REGARDLESS OF THE NEGLIGENCE (EITHER ACTIVE,
AFFIRMATIVE, SOLE, OR CONCURRENT) OF BAAAM DELIVERY, EVEN IF BAAAM DELIVERY HAS
BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
BAAAM DELIVERY SHALL NOT BE LIABLE FOR ANY DAMAGES, LIABILITY OR LOSSES ARISING
OUT OF: (i) YOUR USE OF OR RELIANCE ON THE SERVICES OR YOUR INABILITY TO ACCESS OR
USE THE SERVICES; OR (ii) ANY TRANSACTION OR RELATIONSHIP BETWEEN YOU AND ANY
THIRD PARTY PROVIDER, EVEN IF BAAAM DELIVERY HAS BEEN ADVISED OF THE POSSIBILITY OF
SUCH DAMAGES. BAAAM DELIVERY SHALL NOT BE LIABLE FOR DELAY OR FAILURE IN
PERFORMANCE RESULTING FROM CAUSES BEYOND BAAAM DELIVERY'S REASONABLE
CONTROL. YOU ACKNOWLEDGE THAT THIRD PARTY PROVIDERS PROVIDING TRANSPORTATION
SERVICES REQUESTED THROUGH SOME REQUEST PRODUCTS MAY OFFER RIDESHARING OR
PEER-TO-PEER TRANSPORTATION SERVICES AND MAY NOT BE PROFESSIONALLY LICENSED OR
THE SERVICES MAY BE USED BY YOU TO REQUEST AND SCHEDULE TRANSPORTATION, GOODS,
OR LOGISTICS SERVICES WITH THIRD PARTY PROVIDERS, BUT YOU AGREE THAT BAAAM
DELIVERY HAS NO RESPONSIBILITY OR LIABILITY TO YOU RELATED TO ANY TRANSPORTATION,
GOODS OR LOGISTICS SERVICES PROVIDED TO YOU BY THIRD PARTY PROVIDERS OTHER THAN
AS EXPRESSLY SET FORTH IN THESE TERMS.
THE LIMITATIONS AND DISCLAIMER IN THIS SECTION DO NOT PURPORT TO LIMIT LIABILITY OR
ALTER YOUR RIGHTS AS A CONSUMER THAT CANNOT BE EXCLUDED UNDER APPLICABLE LAW.
BECAUSE SOME STATES OR JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF OR THE
LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, IN SUCH STATES OR
JURISDICTIONS, BAAAM DELIVERY’S LIABILITY SHALL BE LIMITED TO THE EXTENT PERMITTED
BY LAW. THIS PROVISION SHALL HAVE NO EFFECT ON BAAAM DELIVERY’S CHOICE OF LAW
PROVISION SET FORTH BELOW.
You agree to indemnify and hold BAAAM DELIVERY and its affiliates and their officers, directors, employees,
and agents harmless from any and all claims, demands, losses, liabilities, and expenses (including attorneys' fees),
arising out of or in connection with: (i) your use of the Services or services or goods obtained through your use of
the Services; (ii) your breach or violation of any of these Terms; (iii) BAAAM DELIVERY's use of your Content;
or (iv) your violation of the rights of any Third Party, including Third Party Providers.
7. OTHER PROVISIONS
You may not assign these Terms without BAAAM DELIVERY's prior written approval. BAAAM DELIVERY may
assign these Terms without your consent to: (i) a subsidiary or affiliate; (ii) an acquirer of BAAAM DELIVERY's
equity, business or assets; or (iii) a successor by merger. Any purported assignment in violation of this section shall
be void. No joint venture, partnership, employment, or agency relationship exists between you, BAAAM
DELIVERY or any Third Party Provider as a result of this Agreement or use of the Services. If any provision of
these Terms is held to be invalid or unenforceable, such provision shall be struck and the remaining provisions shall
be enforced to the fullest extent under law. BAAAM DELIVERY's failure to enforce any right or provision in these
Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to by BAAAM
DELIVERY in writing. This provision shall not affect the Severability and Survivability section of the Arbitration
Agreement of these Terms.
This Agreement constitutes the entire agreement between you and us regarding the use of the Site and Services. Our
failure to exercise or enforce any right or provision of this Agreement shall not operate as a waiver of such right or
provision. The section titles in this Agreement are for convenience only and have no legal or contractual effect. The
word "including" means "including without limitation." If any provision of this Agreement is, for any reason, held to
be invalid or unenforceable, the other provisions of this Agreement will be unimpaired and the invalid or
unenforceable provision will be deemed modified so that it is valid and enforceable to the maximum extent
permitted by law. This Agreement, and your rights and obligations herein, may not be assigned, subcontracted,
delegated, or otherwise transferred by you without BAAAM DELIVERY’s prior written consent, and any attempted
assignment, subcontract, delegation, or transfer in violation of the foregoing will be null and void. BAAAM
DELIVERY may freely assign, subcontract, and delegate its rights and obligations under this Agreement. The terms
of this Agreement shall be binding upon assignees.
The provisions of this Agreement are intended solely for the benefit of you and BAAAM DELIVERY and its
suppliers and shall create no rights or obligations enforceable by any third party unless such beneficiaries are
expressly set forth herein.
BAAAM DELIVERY reserves the right, at any time, to modify, suspend, or discontinue the Site or Services or any
part thereof with or without notice. You agree that BAAAM DELIVERY will not be liable to you or to any third
party for any modification, suspension, or discontinuance of the Site or Services or any part thereof.
You will comply with the terms of this Agreement, our policies and all applicable laws and regulations. You will be
solely responsible for the use of the Site and Services. You will adopt and maintain reasonable and appropriate
security precautions for your Account to prevent its disclosure or use by unauthorized persons.
You acknowledge that all of the intellectual property rights, including copyrights, patents, trademarks, and trade
secrets, in the Site and Services are owned by BAAAM DELIVERY or BAAAM DELIVERY's suppliers. The
provision of the Site, Services, and/or Software, does not transfer to you or any third party any rights, title, or
interest in or to such intellectual property rights. BAAAM DELIVERY and its suppliers reserve all rights not
granted in this Agreement. If you provide BAAAM DELIVERY any feedback or suggestions regarding the Site,
Services, and/or Software, or any element or component thereof ("Feedback"), you hereby irrevocably and
unconditionally assign to BAAAM DELIVERY all worldwide right, title, and interest in the Feedback and agree
that BAAAM DELIVERY shall have the right to use such Feedback and related information in any manner it deems
appropriate without any further obligation to you. You agree that Feedback is BAAAM DELIVERY's confidential
If any portion of this Agreement is found to be unenforceable or unlawful for any reason, (1) the unenforceable or
unlawful provision shall be severed from these Terms; and (2) severance of the unenforceable or unlawful provision
shall have no impact whatsoever on the remainder of the Agreement.