Terms of Service Agreement

1. License and No Conveyance: The Website is only for personal use by Viewer, and may not be copied without written consent from BAIP. If Viewer downloads or otherwise accesses our Website, Viewer’s use of our Website is subject to the terms of this agreement. Nothing contained in this agreement may be construed to convey to Viewer any interest, title, or license in the Website or any of its content..
2. The information provided in the Website does not replace legal advice from the appropriate licensed professional. The information provided is for educational purposes only to help inventors learn background information or prepare a draft PPA before consulting a practitioner. VIEWER’S USE OF THE Website AND/OR BAIP’S WEBSITE IS AT VIEWER’S SOLE RISK. The Website is provided on an "AS IS" and “AS AVAILABLE” basis. BAIP EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT except the money back guarantee in item 9.
3. Limitation of Liability, Indemnification: TO THE FURTHEST EXTENT PERMITTED UNDER 35 U.S.C. §§1-376 AND ALL RELATED REGULATIONS (THE "PATENT ACT") AND ALL OTHER APPLICABLE LAWS, IN NO EVENT WILL EITHER PARTY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES OR LOST PROFITS ARISING OUT OF OR IN CONNECTION WITH THIS AGREEMENT, EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. Some jurisdictions do not allow limitation or exclusion of incidental or consequential damages, so the above limitation or exclusion may not apply to VIEWER in all circumstances. TO THE FURTHEST EXTENT PERMITTED UNDER THE PATENT ACT AND ALL OTHER APPLICABLE LAWS, IN NO EVENT SHALL EITHER PARTY'S TOTAL LIABILITY FOR ANY DAMAGES, DIRECT OR INDIRECT, IN CONNECTION WITH THE PATENT SERVICES OR ANY OTHER SERVICES RENDERED BY ONE PARTY TO ANOTHER EXCEED THE GREATER OF (A) THE AMOUNT PAID HEREUNDER DURING THE SIX MONTH PERIOD PRIOR TO THE CAUSE OF ACTION ACCRUING OR (B) $50,000, WHETHER SUCH LIABILITY ARISES FROM ANY CLAIM BASED UPON CONTRACT, WARRANTY, TORT OR OTHERWISE.
   ALL SERVICES, RELATED WORK PRODUCT, AND INFORMATION PROVIDED BY BAIP TO VIEWER OF ANY KIND, INCLUDING, WITHOUT LIMITATION, THIS WEBSITE, OUR "PPA KIT", IS PROVIDED "AS IS" AND BAIP EXPRESSLY DISCLAIMS ANY EXPRESS, IMPLIED OR STATUTORY WARRANTIES AND CONDITIONS (INCLUDING THOSE BY THIRD PARTIES), INCLUDING ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT, AS WELL AS ANY WARRANTIES THAT ANY SOFTWARE OR THE SERVICES WILL BE FREE OF INTERRUPTIONS, VIRUSES OR ERRORS OF ANY KIND. Some jurisdictions do not allow limitations on how long an implied warranty or condition lasts, so the above limitation may not apply to you.
   VIEWER agrees to be solely responsible for any damages caused by corruption, or viruses, and etcetera contained within the electronic files of this website. Moreover, while diligent effort has been made to make sure that the information on this Website is accurate as of the date of its original publication, VIEWER should be aware that patent fees, laws, rules, and USPTO procedures frequently change. VIEWER should validate that all information VIEWER uses is accurate and agrees to hold BAIP harmless for any damages arising out of or related to this website.
   To the furthest extent permitted Except for patent prosecution related matters performed before the USPTO under the Patent Act37 C.F.R. §10.78, VIEWER expressly understands and agrees to indemnify and hold BAIP, and its agents, employees, successors and assigns, harmless from any expense, injury, loss or damage incurred in connection with any legal action arising out of or related to:: (a) the use or the inability to use this website or BAIP service(s) or BAIP work product(s); (b) the actions or inactions by third party service provider(s) that BAIP reasonably relies upon (e.g., without limitation, online payment service(s), web hosting, USPTO, contractors, and the US postal service); (c) the failure to meet a patent bar date or any other kind of deadline if VIEWER has not given BAIP sufficient written notice as set forth herein; (d) BAIP providing filing services on behalf of VIEWER, whereby BAIP acts as VIEWER's proxy but solely files with a patent office, or treaty organization, material substantially produced, or authored, by VIEWER (and not BAIP), even if BAIP has reviewed or revised the material; or (e) any claim by the USPTO and/or VIEWER against any agent, employee or contractor of BAIP).

4. The quality of an issued patent depends on some factors controlled by Viewer. Such factors include a prior-art search, and the ability of the Viewer to "teach," in a patent application, invention disclosure, and/or directly to a patent practitioner, how to make and use the invention and its differences from the prior art. There can be a vast difference between the quality of a "minimal cost" PPA and a well-prepared regular patent application; e.g., because claims are not prepared in a PPA, as opposed to regular patent applications, the scope and strength of Viewer’s future patent protection could be compromised. BAIP makes no promises or guarantees to Viewer about the outcome of Viewer's matter except as described in item 9. However, if Viewer follows the step-by-step instructions in the PPA kit, and follows BAIP’s feedback, if any, Viewer’s PPA is extremely likely to satisfy minimum legal requirements. “Minimum” means that at least Viewer’s exact invention may be legally claimed under 35 USC §112 (1) in the corresponding utility application.
5. The Website may provide references to third parties and/or links to other World Wide Web sites or resources. Because BAIP has no control over such entities and/or sites and resources, Viewer acknowledges and agrees that BAIP is not responsible for the availability of such external sites or resources, and does not endorse and is not responsible or liable for any Content, advertising, products, services, or other materials on or available from such their parties, sites or resources. Viewer further acknowledges and agrees that BAIP will not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such Content, goods or services available on or through any such third party, site or resource.
6. NOTICE: Notices to Viewer may be made via either email or regular mail. BAIP may also provide notices of general matters by sending email, or by posting material on http://www.bayareaip.com. Notices by Viewer to BAIP must be given by calling: 1-415-515-3005; LEGAL NOTICES must be given by letter delivered by first class US mail to Bay Area IP, P.O. Box 210459, San Francisco CA, 94121-0459.
7. COSTS- PATENT APPLICATION SERVICES: VIEWER will also be billed for any costs, charges and expenses incurred during the rendition of the Patent Services on behalf of VIEWER. Such costs, charges, and expenses include, but are not limited to, USPTO fees, search fees, foreign associate fees, formal drawing preparation, telephone calls, telex, facsimile, photocopying, postage, filing fees, parking fees and travel. These costs, charges, and expenses advanced on VIEWER's behalf are billed to VIEWER at cost plus 5%. If VIEWER so desires, the 5% overhead charge can be eliminated by prepaying for such expenses, whereby any unused amount shall be refunded upon completion of filing by BAIP. Notwithstanding the foregoing, USPTO and other filing fees must be paid prior to filing the patent application and/or prosecution work product by BAIP.
   BILLS; PROMPT PAYMENT: Except as stated in this Agreement and unless otherwise stated by BAIP in writing, full payment of BAIP bills is due when BAIP presents VIEWER with a draft work product performed under this Agreement (by way of example, and not limitation, a patent application specification, an office action response, prepared drawings, an opinion or analysis, etc.). All bills must be paid prior to BAIP finalizing the draft work product or delivering the final work product to VIEWER or any filing thereof with the USPTO. The parties agree that any bill(s) not paid within fifteen (15) days of being due constitutes a material breach of this Agreement, whereby VIEWER acknowledges (a) a 9.5% late fee will be charged to all outstanding VIEWER balances, (b) a 1.5 percent per month interest rate shall automatically begin to accrue and be due, and (c) BAIP shall have the right to discontinue all Patent Services and/or withdraw from representing VIEWER as a viewer of BAIP. BAIP will not withdraw its representation without providing a notice of BAIP's intention. Such notice shall be delivered by BAIP verbally, by email, or by mailing a certified letter to VIEWER's last known address. BAIP shall impose a $50 charge on any returned check. Moreover, if bills are not paid within thirty (30) days of being due, VIEWER acknowledges and agrees that VIEWER is obligated to assign or otherwise vest ownership in and to BAIP of any property (including but not limited to all technical data, inventions, patents, and patent applications) involved in the engagement and VIEWER waives any right to any future compensation (including, but not limited to, royalty payments) from BAIP. If to enforce the foregoing non-payment provision BAIP is unable for any reason to secure VIEWER's signature to any document required to file, prosecute, register or memorialize the assignment of any right under this Agreement, VIEWER hereby irrevocably designates and appoints BAIP and BAIP's duly authorized officers and agents as VIEWER's agents and attorneys-in-fact to act for and on VIEWER's behalf and instead of VIEWER to take all lawfully permitted acts to further the filing, prosecution, registration, memorialization of assignment, issuance and enforcement of rights under such VIEWER Innovations, all with the same legal force and effect as if executed by VIEWER. The foregoing is deemed a power coupled with an interest and is irrevocable.
   INITIAL RETAINER: As with all new viewer relationships, BAIP requests a retainer payment to begin work on the Patent Services to VIEWER under this Agreement. The retainer payment is to retain our services for work on VIEWER's matter and/or professional consultation. Based upon the Patent Services VIEWER wishes to procure, which Patent Services fees and costs are quoted in writing by BAIP, BAIP requests that an initial, non-refundable, retainer payment be made to BAIP that is at least equal to the retainer amount requested in said written cost quote. Generally, upon engagement, BAIP will set up VIEWER's case, review any disclosures (including cited prior-art), and keep adequate time available in BAIP's docket to perform the Patent Services requested by VIEWER. VIEWER and BAIP acknowledge that said retainer payment retains BAIP to work on VIEWER's procured service(s) for a period of two months after the retainer payment is received by BAIP. During this two-month period, VIEWER must provide all requested information to BAIP; otherwise, said written quote for Patent Services related to said retainer shall expire, and additional retainer payments and/or reasonable fee increases may be required by BAIP in its sole discretion. Moreover, VIEWER understands that any time BAIP keeps available while waiting on VIEWER to provide information requested by BAIP is billable time that shall be billed against the retainer. Hence, to avoid surcharges, VIEWER is encouraged to promptly provide requested information and avoid long delays.
   ADDITIONAL RETAINERS; FEE SUPPLEMENTS: BAIP may require VIEWER to deposit additional funds based on the anticipated cost of future fees and expenses if the initial prepayment amount is exhausted. VIEWER agrees to send BAIP the requested amounts within ten (10) days of BAIP's request. Failure to advance such funds on a timely basis shall absolve BAIP of any responsibility for advancing any costs on VIEWER's behalf. Any VIEWER cost prepayments which are not utilized by BAIP in performing the Patent Services are fully refundable to VIEWER upon request.
   PRE-CONDITION TO COMMENCEMENT OF SERVICES: VIEWER and BAIP acknowledge that BAIP will not begin to render Patent Services until VIEWER executes this Agreement by signing/dating the signature page, initialing/dating all pages, and submits a hardcopy thereof to BAIP together with the required retainer, which retainer must be honored by BAIP's bank. After any filing with the USPTO, or any other patent office, of any work product under this Agreement, by BAIP or VIEWER or any third party, VIEWER acknowledges that BAIP will not perform and/or bill for any further services to VIEWER including, but not limited to, prosecuting VIEWER's filing, preparing/filing a patent application, and responding on VIEWER's behalf to any correspondence from the USPTO, without at least receiving the following: a properly executed, then current, hardcopy version of BAIP's service agreement; and the requested additional retainer; and, the prior payment of any outstanding bills due to BAIP by VIEWER
   Necessary Time Deadlines; Disclosure by VIEWER; VIEWER Responsibility:
   Unless otherwise agreed upon in writing, BAIP will have no obligation to meet any due date (including, without limitation, bar dates, office action response dates, priority filing dates, PPA expiration date, prosecution response deadline, and/or patent application filing dates) imposed by VIEWER, the USPTO or any other governmental body unless BAIP has all information reasonably necessary to meet such due dates (including receipt of all applicable payments) at least 60 days prior to any such due date. In particular, VIEWER and BAIP acknowledge that VIEWER must both engage BAIP under this agreement and provided all information reasonably necessary for BAIP's work to begin, both at least 60 days prior to any deadline or due date.
   VIEWER shall disclose in writing to BAIP prior to VIEWER's execution of this Agreement and again upon engagement all applicable pending patent bar date(s) or any other kind of patent related filing deadlines. BAIP and VIEWER acknowledge that VIEWER is solely and ultimately responsible and liable for establishing and/or verifying all required future actions, and the timing thereof, required to preserve and/or establish VIEWER's intellectual property rights, including, but not limited to, U.S., or International, or other filing deadlines and/or requirements.
   Furthermore, except to the extent prohibited by any applicable law, BAIP and VIEWER further acknowledge that if any work product produced under this Agreement, directly or indirectly, in whole or in part, is filed by VIEWER with the USPTO, or any other patent office, VIEWER shall be completely and solely responsible and liable for timely and properly satisfying any and all requirements set forth by applicable patent law, including, without limitation, meeting all applicable current or future filing deadlines; making all required fee payments; and satisfying all other filing requirements that are directly, or indirectly, related to the filed work product.
8. COSTS- NON-PATENT APPLICATION SERVICES: Fees for non-patent application services (e.g., patent search, opinions, etc.) do not include any other related costs (e.g., courier, copying, etc.). There are no additional fees if all communications are done electronically. VIEWER agrees to prepay for any work or product ordered, and that all orders are irrevocable and nonrefundable, and that failure to pay within 15 days of when promised shall be deemed a breach and accept judgment on the basis of that breach; 9.5% plus APR shall be charged on all fees over 15 days late. BAIP maintains no obligation to perform additional work once the work ordered has been completed; BAIP shall impose a $40 returned check charge.
   
9. We do not anticipate having any disagreements with VIEWER about the quality, cost or appropriateness of our services, but if any concerns about these matters arise, please notify us immediately. The parties agree to endeavor to resolve any disagreements in a fair and amicable manner. If, for some reason, the parties are not able to resolve any disputes raised by VIEWER, then the parties acknowledge that BAIP and VIEWER will first attempt to litigate all disputes for which the USPTO has jurisdiction dispute before the USPTO in accordance with the relevant provisions of the Patent Act35 U.S.C. § 31 and 37 C.F.R. Part 10, whereby the Commissioner of Patents may order that BAIP pay full or partial restitution to VIEWER based on the merits of the case. BAIP and VIEWER acknowledge that the Commissioner of Patents' judgment on the dispute may be entered in any court that has jurisdiction over the matter and VIEWER will be estopped from bringing any additional claims arising out of or related to the dispute against BAIP. Should the USPTO venue or judgment be found to be unenforceable as a matter of law, or if BAIP is the initiator a claim that results in a dispute, BAIP and VIEWER acknowledge to, in good faith, settle the dispute through mediation in San Francisco, California conducted by a mediator to be mutually selected. The parties will share the costs of the mediator equally. Each party will cooperate fully and fairly with the mediator and will attempt to reach a mutually satisfactory compromise to the dispute. If the dispute is not resolved within thirty (30) days after it is referred to the mediator, then BAIP and VIEWER may initiate an arbitration wherein all disputes, claims, or controversies arising out of or relating to this Agreement, or any other agreement executed and delivered pursuant to this Agreement, or the negotiation, breach, validity, termination or performance hereof and thereof or the transactions contemplated hereby and thereby, that are not resolved by mutual agreement shall be resolved solely and exclusively by binding arbitration to be conducted before the American Arbitration Association (the "AAA") or its successor. Judgment on the arbitration award may be entered in any court that has jurisdiction over the matter. Costs of arbitration, including lawyers' fees, will be paid by Viewer.
10. Hold Harmless, BAIP PERSONNEL: To the furthest extent permitted under the Patent Act and any other applicable law, VIEWER agrees to hold all BAIP employees, agents, officers, managers, and consultants (the "BAIP Personnel") harmless from and against any claims or damages arising out of or related to this Agreement initiated by VIEWER and further agrees not to initiate any legal proceeding of any kind or nature against any BAIP Personnel, as individuals. Notwithstanding the foregoing, VIEWER may initiate any legal proceeding for which VIEWER has standing against BAIP. The parties agree that for purposes of this Section 10, BAIP Personnel are third party beneficiaries to this Agreement.
11. Termination of BAIP's Representation: Either VIEWER or BAIP may terminate BAIP's representation of VIEWER at any time for any reason upon written notice to the other party. At the time BAIP's representation of VIEWER concludes, all unpaid fees and costs for Patent Services rendered become due and payable. If, at the time of termination, VIEWER does not request the return of its files or their transfer to another firm, BAIP will retain VIEWER's files for a period of one (1) month, after which BAIP may have the files destroyed. Upon conclusion of BAIP's representation, BAIP is no longer responsible for taking any further action (including, but not limited to, responding to USPTO Office Actions or filing of patent applications or attending to payment of maintenance or annuity fees) on VIEWER's behalf. VIEWER also acknowledges and agrees that if BAIP's representation is concluded, that BAIP may withdraw as VIEWER's representative in any of VIEWER's matters, or administrative proceeding, or other matters before the USPTO or any other governing body (such as, without limitation, WIPO for PCT), and to substitute VIEWER in said matter or proceeding as VIEWER's own attorney.
    All permitted remedies contained in this Agreement shall not be deemed to be exclusive remedies for any breach of this Agreement, but shall be in addition to all other remedies available at law or in equity. The definitions and notices contained in this Agreement and the rights and obligations contained in sections "Costs", "Termination", "Limitation of Liability", Necessary Time Deadlines, "Dispute Resolution", Hold Harmless", and "Controlling Law" will survive any termination or expiration of this Agreement.
    
12. The validity, interpretation, and performance of this Agreement will be controlled and construed under the laws of the State of Nevada. Venue in any action in law or equity arising from the terms of this Agreement shall be the court of appropriate jurisdiction nearest to Reno and within Nevada. Any and all clauses, or parts of this Agreement found by a court of law to be unenforceable shall not affect the enforceability of the rest of this Agreement.