Updated: November 26, 2025
The following Terms of Use are entered into by and between you and Bluprint Holdings LLC (“Bluprint,” “we,” or “us”).
The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, the “Terms”), govern your access to and use of our website https://bluprintuniversity.com/ (the “Site”), our mobile application (the “App”) and our related services, (together with the Site and App, the “Services”), whether as a guest or a registered user.
Please read the Terms carefully before you start to use the Services. By using the Services or by clicking to accept or agree to the Terms when this option is made available to you, you accept and agree to be bound and abide by these Terms and our Privacy Policy, incorporated herein by reference. If you do not want to agree to these Term including the agreements incorporated by reference herein, you must not access or use the Services.
If you are an individual and you access or use our Services on behalf of a company, organization, principal, or other entity, such as your employer (each, together with its affiliates, an “Organization”), then: (i) these Terms are an agreement between us and you and us and that Organization; (ii) you represent and warrant that you have the authority to bind that Organization to these Terms (and if you do not have the authority, you may not access or use our Services); (iii) your acceptance of these Terms will bind such Organization to these Terms; (iv) your individual right to access and use our Services may be suspended or terminated (and ownership and administration of your account may be transferred) if you cease to be associated with, or cease to use an email address associated with, owned by, or provisioned by, that Organization; (v) we may disclose information regarding you and your use of the Services, included Your Content (defined below), to such Organization or to appropriate individuals associated with that Organization; and (vi) the terms “you” and “your,” as used in these Terms, refer to both you and such Organization.
This Services are offered and available to users who are 13 years of age or older. By using the Services, you represent and warrant that you are of legal age to form a binding contract with Bluprint and meet all of the foregoing eligibility requirements. If you do not meet all of these requirements, you must not access or use the Services.
We reserve the right to change or modify these Terms at any time and in our sole discretion. If we make changes to these Terms, we will provide notice of such changes, such as by updating the “Last Updated” date at the beginning of these Terms. By continuing to use the Services at any point after such update, you confirm your acceptance of the revised Terms and all of the terms incorporated therein by reference. You should review these Terms frequently to ensure that you understand the terms and conditions that apply when you access or use the Services. If you do not agree to the revised Terms, you may not access or use the Services.
In order to use certain features, you will need to register for an account (“Account”). By registering for an Account, you (a “Registered User”) agree to provide accurate, current, and complete Account information, and to maintain and promptly update your Account information as necessary. By creating an Account, you (and on behalf of your Organization, as applicable) represent and warrant that you have all requisite capacity, power, and authority to enter into, and perform your obligations under these Terms and the terms of our third party providers, including without limitation Squarespace (https://www.squarespace.com/terms-of-service).
If you sign up for our Services using an email address associated with, owned by, or provisioned by an Organization, or if an Organization pays fees due in connection with your access to or use of our Services (or reimburses you for payment of such fees), then we may deem you, in our sole discretion, to be accessing and using our Services on behalf of that Organization. You represent and warrant that all information that you provide to us regarding any Organization on whose behalf you use our Services, including information identifying other users associated with such Organization or email domains owned by such Organization, is and all times will be truthful, accurate, and complete, and that you will immediately notify us should any such information change or no longer be truthful, accurate, or complete.
If you are an Organization on whose behalf an individual user is accessing or using our Services as described above, then you are responsible for the acts and omissions of all such individual users, and for ensuring that all such individual users, and for ensuring that all such individual users comply with these Terms.
Bluprint may review submitted Account registrations, and reserves the right to deny any individual an Account based on any reason or for no reason. Users may be required to go through a third party verification process with Squarespace and/or Stripe to be a verified Account on the Services.
You are responsible for the security of your Account. You accept all risks of unauthorized access to your Account and the information you provide. You agree to immediately notify us if you discover or otherwise suspect any breaches of security related to your Account or the Services, including unauthorized use of your password.
We may require you to provide additional information and documents at the request of any competent authority or in order to help us comply with applicable law, regulation, or policy.
We reserve the right to modify the content and information offered, change the price of all or portions of the Services, and make other changes to the Services that we deem appropriate at any time.
Information and content on our Services is for educational and entertainment purposes only and is based on the opinions of Unspeakable and Bluprint’s management, employees, and service providers. Accordingly, the information and content should not be relied upon as fact. We do not make any guarantees as to the accuracy of any information provided or the result of taking a particular action based on the information provided through the Services.
You acknowledge and agree that the Services may contain content or features (“Service Content”) that are protected by copyright, patent, trademark, trade secret or other proprietary rights and laws. The Bluprint name and logos are trademarks and service marks of Bluprint (collectively the “Bluprint Trademarks”). Other Bluprint, product, and service names and logos used and displayed via the Service may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to Bluprint. Nothing in this Terms of Service or the Service should be construed as granting, by implication, estoppel, or otherwise, any license or right to use any of Bluprint Trademarks displayed on the Service, without our prior written permission in each instance. All goodwill generated from the use of Bluprint Trademarks will inure to our exclusive benefit. UNDER NO CIRCUMSTANCES ARE YOU PERMITTED TO SCREEN RECORD, DISTRIBUTE, MAKE DERIVATIVE WORKS FROM, OR OTHERWISE USE OR EXPLOIT THE SERVICE CONTENT OR BLUPRINT TRADEMARKS.
We respect the intellectual property of others and ask that our users do the same. We respond to notices of alleged copyright infringement and terminate accounts of repeat infringers according to the process set out in the U.S. Digital Millennium Copyright Act. If You believe that your work has been copied or used on the Website in a way that constitutes copyright infringement, please send the following information to our Copyright Agent at help@bluprintuniversity.com:
For clarity, only copyright infringement notices should go to our Copyright Agent. You acknowledge that if you fail to comply with the requirements of the section, your notice may not be valid.
Bluprint may at its discretion, suspend or terminate the access of and take other action against users, subscribers, registrants, and account holders who infringe upon the intellectual property rights of others.
Under no circumstances will Bluprint be liable in any way for any content or materials of any third parties, including, but not limited to, for any errors or omissions in any content, or for any loss or damage of any kind incurred as a result of the use of any such content. You acknowledge that Bluprint does not pre-screen content, but that Bluprint and its designees will have the right (but not the obligation) in their sole discretion to refuse or remove any content that is available via the Service. Without limiting the foregoing, Bluprint and its designees will have the right to remove any content that violates these Terms of Service or is deemed by Bluprint, in its sole discretion, to be otherwise objectionable. You agree that you must evaluate, and bear all risks associated with, the use of any content, including any reliance on the accuracy, completeness, or usefulness of such content.
Please refer to our Privacy Policy for information about how we collect, use and share your personal information. By submitting your personal information through the Services, you expressly consent to the collection, use, and disclosure of personal information in accordance with the Privacy Policy.
By creating an Account, you consent to receive electronic communications from us (e.g., via email, SMS text, or by posting notices to the Services). These communications may include notices about your Account (e.g., password changes and other transactional information) and are part of your existing relationship with us. You agree that any notices, agreements, disclosures or other communications that we send to you electronically will satisfy any legal communication requirements, including, but not limited to, that such communications be in writing. You should maintain copies of electronic communications from us by printing a paper copy or saving an electronic copy. We have no obligation to store for your later use or access any such electronic communications that we make to you. We may also send you promotional communications via email and/or SMS text, including, but not limited to, newsletters, special offers, surveys and other news and information we think will be of interest to you. You may opt out of receiving these communications at any time by following the unsubscribe instructions provided therein.
To the extent the Services or any portion thereof is made available for a fee, you will be required to select a payment plan and provide us with your payment information. We reserve the right to change our prices at any time. Your continued use of the Services after the price change becomes effective constitutes your agreement to pay the changed amount. You shall be responsible for all taxes associated with the Services.
We offer plans that you may sign up for that allow you to use certain aspects of our Services, either for free or for a fee (each a “Subscription Plan”). Our free version limits the number of items you can create and may have limitations on the tools you can use. We may change Subscription Plans, in our sole discretion, including by offering new services for additional fees or by adding or amending fees and charges for existing Subscription Plan. Any change to a Subscription Plan’s pricing or payment terms will be effective in the billing cycle following such notice of changes. Notice will be provided to you in accordance with these Terms.
If you elect to sign up for a paid Subscription Plan, you agree to the pricing and payment terms specified at checkout or as otherwise posted or communicated to you in writing. You agree to provide us with a current, valid, accepted payment method (your “Payment Method”). When you initiate a purchase, you authorize Bluprint to provide your payment information to third parties so we can complete the transaction. You are responsible for all applicable taxes and other fees, such as wire transfer fees, credit card processing fees, and foreign transaction fees.
We currently use Stripe as our third-party service provider for payment services, and by using our Services you agree to be bound by Stripe’s Services Agreement, currently available at https://stripe.com/us/legal. If your payment is not successfully settled for any reason, you remain responsible for any amounts not remitted to us, and you authorize us or our third-party service provider to continue to charge your Payment Method, without further notice, until such time as your payment is settled. All payments for transactions are non-refundable and non-transferable except as expressly provided in these Terms.
For any paid Subscription Plan, you agree that we may automatically charge your Payment Method for so long as your Account remains active. Subscription Plans may be offered for a set subscription period (each such period, a “Subscription Term”).
Your subscription continues until canceled by you or we terminate your access to or use of our Services in accordance with these Terms. Unless and until canceled by you, all Subscription Plans will automatically renew for renewal terms equal in length to the original Subscription Term, at the applicable price as of the renewal date. If you do not want a Subscription Plan to renew, you must cancel it before the end of the Subscription Term via the Account Settings page on your Account. If you purchase a Subscription Plan, we (or our third-party service provider) will automatically charge you on regular intervals (year, month, week), as applicable, on the anniversary of the commencement of your subscription, using the payment information you have provided, until you cancel your subscription. By agreeing to these Terms and electing to purchase a Subscription Plan, you acknowledge that your Subscription Plan has recurring payment features and you accept responsibility for all recurring payment obligations prior to cancellation of your subscription by you or us.
If we cancel or terminate your Subscription Plan, except in the event of your breach of these Terms or failure to pay fees when due, we will grant you a prorated refund for the remaining unused portion of your Subscription Term. If you cancel or terminate your Subscription Plan, your right to use our Services will continue until the end of your then-current Subscription Term and then terminate without further charges. Notwithstanding the foregoing, if you live in certain jurisdictions and cancel your Subscription Plan within fourteen (14) days of purchase, you will be eligible for a refund of any payments made for the canceled Subscription Term, and, if you request such a refund, your right to use our Services will terminate immediately upon cancellation of your subscription. Subject to the preceding sentence, if you cancel or terminate your Subscription Plan, unless required by law, YOU WILL NOT RECEIVE A REFUND OF ANY PORTION OF ANY FEES PAID FOR THE THEN-CURRENT SUBSCRIPTION TERM AT THE TIME OF CANCELLATION.
From time to time we may offer credits as a result of a promotion or referral program or a Subscription Plan downgrade. Any credits that may accrue to your Account will expire one year following their accrual, or upon expiration or termination of your Account, whichever is earlier. Credits have no currency or exchange value, and are not transferable or refundable.
You are hereby granted a limited, revocable, nonexclusive, nontransferable, nonassignable, non-sublicensable, “as-is” license to access and use the Services and related content for your own personal, non-commercial use; provided, however, that such license is subject to the Terms and does not include any right to (i) sell, resell, or use commercially the Services, (ii) distribute, publicly perform, or publicly display any content, (iii) modify or otherwise make any derivative uses of the Services, or any portion thereof, (iv) use any data mining, robots, or similar data gathering or extraction methods, (v) download (other than page caching) any portion of the Services, except as expressly permitted by us, and (vi) use the Services other than for their intended purposes. This license is subject to your compliance with these Terms of Use.
The Services may offer an interactive, generative AI chatbot (the “Chatbot”) to provide information and support related solely to our Services.
“Input” means information, data, materials, text, prompts, images, works, code, or other content that is input, entered, posted, uploaded, submitted, transferred, or otherwise transmitted by or on behalf of you to the Chatbot.
“Output” means information, data, materials, text, images, code, works, or other content generated by or otherwise output from the Chatbot in response to an Input.
You are solely responsible for (i) evaluating (including by human review) Output for accuracy, completeness, and other factors relevant to your use before using, distributing, or relying on the Output and (ii) your decisions, actions, and omissions in reliance or based on the Output.
You may use the Chatbot only for lawful purposes and in accordance with these Terms. You are responsible for all Input and for your use of the Output. You agree not to:
You represent and warrant that you have all required ownership and licenses to your Input. You will not knowingly use content that is offensive to a reasonable person as part of your Input.
All rights, title, and interest in and to the Chatbot, including software, models, algorithms, interfaces, content, and branding, are owned by us or our licensors and are protected by intellectual property and other laws. Subject to your compliance with these Terms, we grant you a limited, revocable, non-exclusive, non-transferable license to access and use the Chatbot for its intended purpose.
As between you and us, you retain ownership of your Input, and—solely to the extent permitted by applicable law—you own your Output. You acknowledge that due to the nature of generative AI, Outputs may be similar or identical to those generated for other users and are not guaranteed to be unique. You grant us a worldwide, non-exclusive, royalty-free license to use your Input and Output to provide and maintain the Chatbot, ensure security and integrity, comply with law, and otherwise as described in our Privacy Policy. We will not use your Input or Output to train our underlying models except as permitted by our Privacy Policy or with your consent, where applicable.
You represent and warrant that you have all necessary rights to provide your Input and that your Input (and your use of Output) will not infringe or violate any law or third-party rights. If Output incorporates or resembles third-party content, you are responsible for obtaining any permissions required for your intended use.
The Chatbot is provided “as is” and “as available” and is experimental in nature. We do not represent or warrant that any Output will be accurate, complete, current, reliable, fit for a particular purpose, free of harmful content, or error-free. Outputs may contain errors, omissions, hallucinations, or biases. Your use of the Chatbot and any Output is at your sole risk. You understand that the Chatbot’s purpose is to provide limited advice about our Services. It is not intended to provide information unrelated to our Services.
The Chatbot does not provide professional advice. Without limitation, Outputs are not medical, health, legal, financial, or other professional advice and are not a substitute for consultation with a qualified professional. Never disregard or delay seeking professional advice because of Output.
As between us and you, you (or your licensors) will own any and all information, data, and other content, in any form or medium, that is collected, downloaded, or otherwise received, directly or indirectly, from you (or on your behalf) by or through our Services (“Your Content”). If you are an individual using our Services on behalf of an Organization, we may assume, in our sole discretion, that all of Your Content belongs to that Organization. Notwithstanding the foregoing, you acknowledge and agree that we may retain, take possession of, delete, or deny you access to Your Content if we believe, in our sole discretion, that some or all of Your Content, or your use of our Services, violates these Terms.
You (on behalf of your Organization, if applicable, and your other licensors) grant, and you represent and warrant that you have all rights necessary to grant, us an irrevocable, transferable, sublicensable, fully paid, royalty-free, and worldwide right and license to access, use, copy, store, modify, and display Your Content solely: (i) to provide, maintain, improve, or optimize use of our Services; (ii) to perform such other actions as authorized by you in connection with your use of our Services; (iii) where necessary (in our sole discretion) to ensure the stability and security of our Services and our systems; and (iv) for any other purpose consistent with our Privacy Policy.
If you are an individual using our Services on behalf of an Organization and are collaborating with other employees or other individuals who have access to Your Content under your Account, or if you share Your Content with other individuals within or outside of such Organization, then Your Content that you make available to such other individuals (as well as other information, such as the names and contact information of other individuals who have access to your team workspace(s) or Your Content within our Services) will be visible, accessible, and, depending on their designated level of access, editable by such individuals.
You can remove Your Content from your Account by deleting it. However, in certain instances, some of Your Content may not be completely removed. We are not responsible or liable for the removal or deletion of any of Your Content, or any failure to remove or delete such content.
In connection with Your Content, you represent and warrant that: (x) you have all necessary rights, licenses, and consents to provide, receive, access, and/or use Your Content and any other content you provide, receive, access, and/or use through or in connection with our Services; and (y) Your Content and our use thereof as contemplated by these Terms and our Services will not violate any law or infringe any rights of any third party, including any intellectual property rights and privacy rights.
We take no responsibility and assume no liability for Your Content. You shall be solely responsible for Your Content and the consequences of posting it, publishing it, sharing it, or otherwise making it available on our Services. You shall be solely responsible and indemnify us for Your Content. We require that all users maintain a friendly and professional community. To report a violation of our Terms of Use, user misconduct, or other issue, please contact our Customer Support team at help@bluprintuniversity.com.
We may make the App available to access our Services via a compatible mobile device. You may incur mobile data charges from your wireless provider in connection with your use of the App, and you agree that you are solely responsible for any such charges. We grant you a non-exclusive, non-transferable, revocable license to use a compiled code of the App for your Account on one or more mobile devices owned or leased solely by you, solely in accordance with these Terms. You acknowledge that we may, from time to time, issue upgraded versions of the App and may automatically upgrade the version of the App that you are using on your mobile device. You consent to such automatic upgrading on your mobile device and agree that these Terms will apply to all such upgrades. Any third-party code that may be incorporated into the App is covered by the applicable open source or third-party license EULA, if any, authorizing use of such code. The foregoing license is not a sale of the App or any copy thereof. We or our third-party partners or supplier retain all right, title, and interest in the App (and any copy thereof).
If you acquire the App from any third-party app store: (i) you acknowledge that these Terms are between you and us only, and not with such third party; (ii) your use of such App must comply with such third party’s then-current app store terms and conditions; (iii) such third party is only a provider of the app store where you obtained the App; (iv) we, and not such third party, are solely responsible for the App; (v) such third party has no obligation or liability to you with respect to such App or these Terms; and (vi) you acknowledge and agree that such third party is a third-party beneficiary to these Terms as it relates to such App.
The Services may include hyperlinks to other websites or resources (collectively, the “External Sites”), which are provided solely as a convenience to our Registered Users. We have no control over any External Sites. You acknowledge and agree that we are not responsible for the availability of any External Sites, and that we do not endorse any advertising, products, or other materials on or made available from or through any External Sites. Furthermore, you acknowledge and agree that we are not liable for any loss or damage which may be incurred as a result of the availability or unavailability of the External Sites, or as a result of any reliance placed by you upon the completeness, accuracy or existence of any advertising, products or other materials on, or made available from, any External Sites.
You may not attempt or cause to attempt to gain unauthorized access to any portion or feature of the Services, or any other systems or networks connected to the Services, by hacking, password “cracking,” or any other illegitimate means. You may not breach or cause to breach the security or authentication measures on the Services, or any other systems or networks connected to the Services, or otherwise attempt to interfere with the proper functioning of the Services. You will not falsify your identity or impersonate another person, engage in conduct that limits the use and enjoyment of the Services, or any part thereof, by other users in any way, in each case as determined by us in our sole and absolute discretion.
In addition, you agree not to and will not assist another to:
You may terminate these Terms at any time by cancelling your Account and discontinuing your access to and use of the Services. If you use the Services after cancelling your Account, you will be deemed to have agreed to the Services.
You agree that we, in our sole discretion, and for any or no reason, may terminate these Terms and suspend and/or terminate your Account(s) on the Services without prior notice. You agree that any suspension or termination of your access to the Services may be without prior notice, and that we will not be liable to you or to any third party for any such suspension or termination.
If we terminate these Terms or suspend or terminate your access to or use of the Services due to your breach of these Terms or any suspected fraudulent, abusive, or illegal activity (including, without limitation, if you engage in any of the Prohibited Uses), then termination of these Terms will be in addition to any other remedies we may have at law or in equity.
Upon any termination or expiration of these Terms, whether by you or us, you may no longer have access to information that you have posted on the Services or that is related to your Account, and you acknowledge that we will have no obligation to maintain any such information in our databases or to forward any such information to you or to any third party.
We operate the Services from the United States of America. If you choose to access the Services from outside the United States of America, you are responsible for complying with applicable local laws.
THE SERVICES, CONTENT CONTAINED THEREIN, AND ITEMS LISTED THEREIN ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT WARRANTIES OR CONDITIONS OF ANY KIND, EITHER EXPRESS OR IMPLIED. WE (AND OUR SUPPLIERS) MAKE NO WARRANTY THAT THE SERVICES: (A) WILL MEET YOUR REQUIREMENTS; (B) WILL BE AVAILABLE ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; OR (C) WILL BE ACCURATE, RELIABLE, COMPLETE, LEGAL, OR SAFE. WE DISCLAIM ALL OTHER WARRANTIES OR CONDITIONS, EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, IMPLIED WARRANTIES OR CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT AS TO THE SERVICES OR ANY CONTENT CONTAINED THEREIN. WE DO NOT REPRESENT OR WARRANT THAT CONTENT ON THE SERVICES IS ACCURATE, COMPLETE, RELIABLE, CURRENT, OR ERROR-FREE. WE WILL NOT BE LIABLE FOR ANY LOSS OF ANY KIND FROM ANY ACTION TAKEN OR TAKEN IN RELIANCE ON MATERIAL OR INFORMATION, CONTAINED ON THE SERVICES. WHILE WE ATTEMPT TO MAKE YOUR ACCESS TO AND USE OF THE SERVICES AND CONTENT SAFE, WE CANNOT AND DO NOT REPRESENT OR WARRANT THAT THE SERVICES, CONTENT, OR ANY ITEMS LISTED ON OUR SERVICES OR OUR SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE CANNOT GUARANTEE THE SECURITY OF ANY DATA THAT YOU DISCLOSE ONLINE. YOU ACCEPT THE INHERENT SECURITY RISKS OF PROVIDING INFORMATION AND DEALING ONLINE OVER THE INTERNET AND WILL NOT HOLD US RESPONSIBLE FOR ANY BREACH OF SECURITY UNLESS IT IS DUE TO OUR GROSS NEGLIGENCE.
TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT WILL WE BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOST PROFIT OR ANY INDIRECT, CONSEQUENTIAL, EXEMPLARY, INCIDENTAL, SPECIAL OR PUNITIVE DAMAGES ARISING FROM THESE TERMS, THE SERVICES, ANY ITEMS, OR FOR ANY DAMAGES RELATED TO LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, OR LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. ACCESS TO, AND USE OF, THE SERVICES IS UNDERTAKEN BY YOU AT YOUR OWN DISCRETION AND RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE TO YOUR COMPUTER SYSTEM OR MOBILE DEVICE OR LOSS OF DATA RESULTING THEREFROM.
NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED HEREIN, IN NO EVENT SHALL OUR MAXIMUM AGGREGATE LIABILITY ARISING OUT OF OR IN ANY WAY RELATED TO THESE TERMS, YOUR ACCESS TO AND USE OF THE SERVICES, CONTENT (INCLUDING YOUR CONTENT), OR ANY ITEMS, PURCHASED, OR SOLD THROUGH THE SERVICES EXCEED THE GREATER OF (A) $100 OR (B) THE AMOUNT PAID TO US BY YOU FOR THE SERVICES THAT IS THE SUBJECT OF THE CLAIM.
Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above limitation or exclusion may not apply to you.
To the fullest extent permitted by applicable law, you agree to indemnify, defend, and hold harmless Bluprint from and against all actual or alleged third-party claims, damages, awards, judgments, losses, liabilities, obligations, penalties, interest, fees, expenses (including, without limitation, attorneys’ fees and expenses) and costs (including, without limitation, court costs, costs of settlement, and costs of or associated with pursuing indemnification and insurance), of every kind and nature whatsoever arising out of or related to these Terms or your use of the Services, whether known or unknown, foreseen or unforeseen, matured or unmatured, or suspected or unsuspected, in law or equity, whether in tort, contract or otherwise (collectively, “Claims”), including, but not limited to, damages to property or personal injury, that are caused by, arise out of or are related to (a) your use or misuse of the Services or User Content; (b) any feedback you provide; (c) your violation of these Terms; (d) your violation of the rights of any third party, including another Registered User; (e) any breach or non-performance of any covenant or agreement made by you; (f) your User Content; (g) any off-chain benefits (including the furnishing, or any failure to furnish, or any acts or omissions of or attributable to you or any third party in respect of the same). You agree to promptly notify Bluprint of any third-party Claims and cooperate with Bluprint in defending such Claims. You further agree that Bluprint shall have control of the defense or settlement of any third-party Claims. THIS INDEMNITY IS IN ADDITION TO, AND NOT IN LIEU OF, ANY OTHER INDEMNITIES SET FORTH IN A SEPARATE WRITTEN AGREEMENT BETWEEN YOU AND BLUPRINT.
PLEASE READ THE FOLLOWING SECTION CAREFULLY BECAUSE IT REQUIRES YOU TO ARBITRATE CERTAIN DISPUTES AND CLAIMS WITH THE COMPANY AND LIMITS THE MANNER IN WHICH YOU CAN SEEK RELIEF FROM US.
These Terms of Use, including all matters of construction, validity, and performance, and all disputes arising out of or connected with the Terms of Use, the Site, and the Services (each a “Dispute,” collectively, the “Disputes”), shall, in all respects, be governed by and construed in accordance with the laws of the State of Texas without regard to any principles of conflict of laws, except that the arbitration clause herein shall be governed by the Federal Arbitration Act. Any Dispute shall be settled by mediation under the Commercial Mediation procedures of the American Arbitration Association (the “AAA”), except that if mediation of a Dispute is not successful within two (2) months of appointment of a mediator, such Dispute shall be settled by individual arbitration under the Commercial Arbitration Rules of the AAA. The place of mediation or arbitration shall be the AAA office nearest to Agency’s principal place of business in Texas. The language of the mediation or arbitration shall be English. The arbitrator shall be an expert an attorney with experience in the field of intellectual property and advertising law. Notwithstanding this arbitration provision, any Dispute not resolved through arbitration that is less than $10,000 USD and qualifies for treatment on a non-jury basis in a small claims court of in Texas may be resolved in such small claims court on an individual basis at the election of either party. All Disputes shall be mediated, arbitrated, or litigated on an individual basis. You irrevocably waive any right it may otherwise have to proceed on a class or collective basis. Further, you irrevocably waive all right to trial by jury as well as any argument or claim of improper venue or forum non conveniens. The foregoing provisions shall not limit the right of Bluprint to collect payments due or payable, or prevent either party from commencing any action or proceeding to compel arbitration, obtaining injunctive relief pending the appointment of an arbitrator, or obtaining execution of any award rendered in any such action or proceeding, or in any other manner provided venue for all such proceedings shall be in the state or federal courts within Texas. The parties shall bear their own expenses, except that parties shall equally share the expenses of any mediator or arbitrator (except for the required non-refundable filing fees which shall be paid solely by the party asserting the Dispute). The prevailing party in any arbitration may seek from the arbitrator an award of the party’s reasonable outside attorneys’ fees and costs incurred. Judgment on any the award rendered by any arbitrator may be entered in any court having jurisdiction thereof.
These Terms, any applicable supplemental terms, and our Privacy Policy constitute the entire legal agreement between you and us and will be deemed to be the final and integrated agreement between you and us, and govern your access to and use of the Services, and completely replace any prior or contemporaneous agreements between you and us related to your access to or use of the Services, whether oral or written.
Except as otherwise provided herein, these Terms are intended solely for the benefit of Bluprint and you and are not intended to confer third-party beneficiary rights upon any other person or entity.
Your relationship to Bluprint is that of an independent contractor, and neither party is an agent or partner of the other.
The language in these Terms will be interpreted as to its fair meaning, and not strictly for or against any party.
Should any part of these Terms be held invalid, illegal, void or unenforceable, that portion will be deemed severed from these Terms and will not affect the validity or enforceability of the remaining provisions of these Terms.
Our failure or delay to exercise or enforce any right or provision of these Terms will not constitute or be deemed a waiver of future exercise or enforcement of such right or provision. The waiver of any right or provision of these Terms will be effective only if in writing and signed for and on behalf of us by a duly authorized representative.
All matters arising out of or relating to these Terms will be governed by and construed in accordance with the laws of the State of Texas and the federal laws of the United States of America applicable therein without giving effect to any choice or conflict of law provision or rule.
Subject to the above, any legal action or proceeding arising under these Terms will be brought exclusively in the State of Texas, Harris County and we and you irrevocably consent to the personal jurisdiction and venue there.
We may provide you with any notices (including, without limitation those regarding changes to these Terms) by email or postings on the Services. By providing us with your email address, you consent to our using the email address to send you any notices. Notices sent by email will be effective when we send the email, and notices we provide by posting will be effective upon posting. It is your responsibility to keep your email address current.
You may not assign any of your rights or obligations under these Terms, whether by operation of law or otherwise, without our prior written consent. We may assign our rights and obligations under these Terms in our sole discretion to an affiliate or in connection with an acquisition, sale or merger. These Terms shall be binding upon and inure to the benefit of the applicable parties and their successors and permitted assigns.