Terms of Service

Homebaked LLC (“Homebaked Nearby,” “we”, “us”, or “our”) makes certain content available and/or provides its services (described below) to you through the Homebaked Nearby website (the "Site") and through any of its mobile applications, technology platform, and related services (collectively, such services, including any new features and applications, and the Site, the "Service"), subject to the following Terms of Service (as amended from time to time, the "Terms of Service"). These Terms of Service form a legally binding agreement ("the Agreement") between you and Homebaked Nearby, its parents, subsidiaries, representatives, affiliates, officers, and directors governing your use of the Service. We reserve the right, at our sole discretion, to change or modify portions of these Terms of Service at any time. If we do this, we will post the changes on this page and will indicate on this page the date these terms were last revised. Any such changes will become effective immediately upon your acceptance of the modified Agreement. Your continued use of the Service after the date any such changes become effective constitutes your acceptance of the new Terms of Service. Unless material changes are made to the arbitration provisions herein, you agree that modification of this Agreement does not create a renewed opportunity to opt out of arbitration. If you do not agree to abide by these or any future Terms of Service, do not use or access (or continue to use or access) the Service.

PLEASE READ THESE TERMS OF SERVICE CAREFULLY, AS THEY CONTAIN AN AGREEMENT TO ARBITRATE AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS. THE AGREEMENT TO ARBITRATE REQUIRES (WITH LIMITED EXCEPTION) THAT YOU SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL INDIVIDUAL ARBITRATION, AND FURTHER (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST HOMEBAKED NEARBY ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS, AND (3) YOU MAY NOT HAVE ANY CLAIMS YOU HAVE AGAINST US RESOLVED BY A JURY OR IN A COURT OF LAW. BY ACKNOWLEDGING THE TERMS OF SERVICE AND/OR USING THE HOMEBAKED NEARBY SITE, YOU EXPRESSLY ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTAND AND AGREE WITHOUT LIMITATION OR QUALIFICATION, TO BE BOUND BY THIS AGREEMENT AND YOU ACCEPT ALL OF ITS TERMS.

In addition, when using certain services, you will be subject to any additional terms applicable to such services that may be posted on the Service from time to time, including, without limitation, the Privacy Policy located at https://homebakednearby.com/privacy-policy. All such terms are hereby incorporated by reference into and subject to these Terms of Service.

DESCRIPTION OF SERVICE

The Service is a technology platform that provides an online marketplace which enables connections between cottage food operators who wish to list, offer, sell, and deliver cottage food products ("Baked Good(s)") to customers who browse, purchase, and pickup Baked Goods. Users who purchase and may pickup Baked Goods through the Service are "Customer(s)," and users who list, prepare, sell and may deliver Baked Goods through the Service are "Seller(s)." A user may be both a Customer and Seller. All purchases are made directly (and any contract for purchase and sale is) between the Customer and Seller.

Homebaked Nearby offers a marketplace—it is not itself a Seller and is not storing, preparing, packaging, selling, picking up or delivering any Baked Goods. The Service includes enabling users to connect with each other and related services, but we are not a party to any purchase or sales transaction. To encourage return use of the Service, Homebaked Nearby may also help facilitate the resolution of disputes between Customers and Sellers, but Homebaked Nearby has no control over and does not guarantee (a) the existence, quality, safety, authenticity, or legality of Baked Goods offered or sold on the Service; (b) the truth or accuracy of a Seller's content or listings on the Service; (c) the ability of a Seller to sell Baked Goods through the Service and deliver Baked Goods within required delivery windows; (d) the ability of the Customer to pickup Baked Goods within the required pickup windows; (e) the ability of Customers to pay for Baked Goods purchased through the Service; or (f) that a Customer or Seller will actually complete a transaction, effectuate trouble-free delivery and pickup, or return a Baked Good through the Service.

Sellers are independent business owners and independent contractors to Customers and not employees, partners, representatives, agents, joint venturers, or franchisees of Homebaked Nearby. Homebaked Nearby does not store, prepare, cook, bake, package, pickup or deliver food and does not employ people to store, prepare, cook, bake, package, pickup or deliver food.

Each Seller is solely responsible for complying with all applicable laws, rules, regulations, ordinances, and standards, including but not limited to those pertaining to the preparation, sale, marketing, packaging, handling, pickup and delivery of all Baked Goods ordered through Homebaked Nearby, and updating details and prices relating to the Baked Goods offered. Each Seller is solely liable for the quality, safety, and freshness of its products, and Homebaked Nearby does not verify the credentials, representations, products, services, or prices offered by any Sellers, and does not guarantee the quality of the product or services, or that Sellers or Baked Goods comply with applicable laws. Homebaked Nearby will not be liable or responsible for any Baked Goods provided by Sellers that are a cause of injury or that do not meet your expectations in any manner.

Depending on the jurisdiction, Homebaked Nearby may enter into agreements with third party independent contractors (each a "Courier") to provide delivery services under certain circumstances if desirable by individual Sellers or Customers. If a Seller or Customer chooses to use a Courier to deliver a Baked Good, Homebaked Nearby is not offering such delivery services and has no responsibility or liability for the actions or inactions of any Courier. Homebaked Nearby will not be liable or responsible for any delivery services provided by a Courier or any errors or misrepresentations made by them. Couriers are required to comply with all applicable laws, rules and regulations.

ACCESS TO THE SERVICE

You may be required to register with Homebaked Nearby in order to access and use certain features of the Service. If you choose to register for the Service, you agree to provide and maintain true, accurate, current and complete information about yourself as prompted by the Service's registration form. Registration data and certain other information about you are governed by our Privacy Policy located at https://homebakednearby.com/privacy-policy. The Service is available only to individuals who can form legally binding contracts under applicable law. Without limiting the foregoing, the Service is not available to minors (people under the age of majority in their state or province of residence) or to temporarily or permanently suspended users of the Service (both Customers and Sellers). If you do not qualify, please do not use the Service. Additionally, Homebaked Nearby reserves the right to refuse access to, or use of the Service to, anyone who breaches these Terms of Service or for the reasons related to the safety of the Homebaked Nearby Community including Homebaked Nearby Users, employees, or prospective Users. Except as expressly authorized otherwise by Homebaked Nearby, you are only authorized to create and use one account for the Service and are prohibited from using alter egos or other disguised identities when using the Service.

You are responsible for maintaining the confidentiality of your password and account, if any, and are fully responsible for any and all activities that occur under your password or account. You agree to (a) immediately notify Homebaked Nearby of any unauthorized use of your password or account or any other breach of security, and (b) ensure that you exit from your account at the end of each session when accessing the Service. Homebaked Nearby will not be liable for any loss or damage arising from your failure to comply with this Section.

Homebaked Nearby reserves the right to modify or discontinue, temporarily or permanently, the Service (or any part thereof) with or without notice. You agree that Homebaked Nearby shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service. You acknowledge that Homebaked Nearby may establish general practices and limits concerning use of the Service. You agree that Homebaked Nearby has no responsibility or liability for the deletion or failure to store any data or other content maintained or transmitted by the Service. You acknowledge that Homebaked Nearby reserves the right to terminate accounts that are inactive for an extended period of time. You further acknowledge that Homebaked Nearby reserves the right to change these general practices and limits at any time, in its sole discretion, with or without notice.

The Service may include certain services that are available via a mobile device, including (i) the ability to upload content (including Baked Good options or Seller or Customer information) to the Service via a mobile device, (ii) the ability to browse the Service and the Site from a mobile device and (iii) the ability to access certain features through an application downloaded and installed on a mobile device (collectively, the "Mobile Services''). To the extent you access the Service through a mobile device, your wireless service carrier's standard charges, data rates and other fees may apply. In addition, downloading, installing, or using certain Mobile Services may be prohibited or restricted by your carrier, and not all Mobile Services may work with all carriers or devices. In the event you change or deactivate your mobile telephone number, you agree to promptly update your Homebaked Nearby account information to ensure that your messages are not sent to the person that acquires your old number. You acknowledge and agree that your use of the Service must be in accordance with the usage rules established by your mobile device platform or service provider.

By registering for and using the Service, including the Mobile Services, and providing your contact information, you are consenting to be contacted by Homebaked Nearby for marketing and/or transactional purposes by telephone, text message (which may be automated), email, fax, or other means. By using the Mobile Services, you also agree that Homebaked Nearby may communicate with you by any electronic means to your mobile device and that certain information about your usage of the Mobile Services may be communicated to us. In the event you no longer want to receive communications from Homebaked Nearby, you agree to notify Homebaked Nearby directly at support@homebakednearby.com (Subject line: “REMOVE FROM EMAIL”). To be effective, the notification must contain the following information • name of the Customer or Seller • email address associated with the Services. You may opt-out of text messages by texting STOP in response to any text message you receive from us and for calls, you may instruct the caller that you are opting out during any call you receive from us. If you unsubscribe from our marketing lists, you will no longer receive marketing communications, but we may still contact you, including by text message, regarding management of your account, other administrative matters and to respond to your requests. To stop receiving emails regarding administrative matters, you will need to deactivate your account.

CONDITIONS OF USE; ACCEPTABLE USE

You are solely responsible for all descriptions, pictures, listings, information, data, text, music, sound, graphics, video, messages, or other materials ("content") that you upload, post, publish, or display (hereinafter, "upload") or email or otherwise send via the Service. You are also solely responsible for the manner in which you access and use the Service. Homebaked Nearby reserves the right to investigate and take appropriate legal action against anyone who, in Homebaked Nearby's sole discretion, violates this provision, including without limitation, removing offending content from the Service, suspending or terminating the account of such violators, and reporting you to the law enforcement authorities. The following are examples of the kind of content and/or use of the Service that is illegal and/or prohibited by Homebaked Nearby. You agree not to use the Service to: a) sell, post or otherwise transmit any content or information that (i) is unlawful, harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another‘s privacy, hateful, or otherwise objectionable; (ii) you do not have a right to sell or transmit under law or under contractual or fiduciary relationships; (iii) poses or creates a privacy or security risk to any person; (iv) infringes any intellectual property or other proprietary rights of any party; (v) constitutes unsolicited, unauthorized, or misleading advertising, promotional materials, commercial activities and/or sales, "junk mail," "spam," "contests," "sweepstakes," or any other form of solicitation; (vi) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; or (vii) in the sole judgment of Homebaked Nearby, is objectionable or which restricts or inhibits any other person from using or enjoying the Service, or which may expose Homebaked Nearby or its users to any harm or liability of any type; b) impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity; c) solicit personal information from anyone under the age of 18; d) harvest or collect email addresses or other contact information of other users from the Service or the Site by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications; e) advertise or offer to sell or buy any goods or services other than Baked Goods intended to be prepared, sold and purchased through the Service; f) use the Service to request, make or accept a Baked Good independent of the Service, to circumvent any fees or Taxes that would otherwise apply to such transaction; g) interfere with or disrupt the Service or servers or networks connected to the Service, or disobey any requirements, procedures, policies or regulations of networks connected to the Service; h) violate any applicable local, state, national or international law, or any regulations having the force of law; i) engage in any activities that violate the Telephone Consumer Protection Act, 47 U.S.C. § 227 et seq. and its regulations at 47 C.F.R. § 64.1200; the Do-Not-Call Implementation Act, 15 U.S.C. § 6101 et seq.; or any similar anti-spam, data protection, or privacy legislation in any jurisdiction; j) further or promote any criminal activity or enterprise or provide instructional information about illegal activities; or k) obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through the Service.

Ingredients and Allergens: For any Baked Good and related content posted using the Service, a Seller is required to truthfully and accurately respond to a Customer’s inquiry regarding ingredients contained in the Seller’s Baked Good(s). The Seller is required to provide a comprehensive list of allergens contained in or otherwise used to prepare any Baked Goods, including any known allergens also found in the shared kitchen of the primary residence of the cottage food operation. Homebaked Nearby is not responsible for the accuracy of the information and labeling of Baked Goods delivered to or picked up by Customers.

CUSTOMERS SHOULD BE ADVISED THAT BAKED GOODS MAY BE PREPARED IN COTTAGE FOOD OPERATIONS USING THE SAME UTENSILS, EQUIPMENT, AND FOOD STORAGE AREAS THAT ARE USED TO PREPARE BAKED GOODS AND OTHER FOODS CONTAINING ALLERGENS, EVEN IF THE ALLERGEN IS MARKED AS BEING ABSENT FROM THE FOOD. SUBMITTING AN ORDER WITH A DIETARY REQUEST IS PERMITTED; HOWEVER, IT SHOULD BE REGARDED AS A PREFERENCE AND NOT DUE TO A FOOD ALLERGY. YOU SHOULD NOT USE THIS SERVICE IF YOU HAVE FOOD ALLERGIES. HOMEBAKED NEARBY SHALL NOT BE LIABLE FOR ANY ILLNESS, HEALTH PROBLEM, OR OTHER DAMAGES THAT MAY RESULT FROM ANY ORDER OR CONSUMPTION OF ANY BAKED GOODS AND RELATED ITEMS PURCHASED THROUGH THE SERVICE.

Seller and Customer Insurance: Homebaked Nearby maintains insurance for its own business operations, but it does not maintain insurance for the actions of Sellers or Customers. If you are a Seller, Homebaked Nearby recommends that you obtain appropriate insurance to cover the operation of your cottage food operation and the preparation and delivery of Baked Goods. If you are a Customer, Homebaked Nearby recommends that you obtain appropriate insurance, including, but not limited to event insurance, to cover the pickup and storage of Baked Goods. Please review any respective insurance policy carefully, and in particular make sure that you are familiar with and understand any exclusions to, and any deductibles that may apply for, such insurance policy, including, but not limited to, whether or not your insurance policy will cover the actions or inactions of Sellers, Customers, or any third-party service.

Customer Reviews/Recommendation Guidelines: To the extent you are a Customer, Homebaked Nearby may allow you to upload content and leave reviews regarding your purchase of Baked Goods. Homebaked Nearby may accept, reject or remove reviews and any associated content in its sole discretion. Homebaked Nearby has absolutely no obligation to screen or to delete recommendations or associated content, even if anyone considers recommendations objectionable or inaccurate. Those Customers posting reviews should comply with the following criteria: (1) reviewers should have firsthand experience with the person/entity being reviewed; (2) reviews and uploaded content should not contain: offensive language, profanity, or abusive, racist, or hate language; discriminatory references based on religion, race, gender, national origin, age, marital status, sexual orientation or disability; or references to illegal activity; (3) reviewers should not be affiliated with competitors if posting negative reviews; (4) reviewers should not make any conclusions as to the legality of conduct; and (5) reviewers may not post any false statements or organize a campaign encouraging others to post reviews, whether positive or negative. Recommendations are not endorsed by Homebaked Nearby, and do not represent the views of Homebaked Nearby or of any affiliate or partner of Homebaked Nearby. Homebaked Nearby does not assume liability for any recommendation or for any claims, liabilities or losses resulting from any review. Any review you post will be considered User Content (as defined below).

Marketplace Risk: Homebaked Nearby is not affiliated with or endorsed by any Seller, retail food facility, or other food service made available through the Service. Beyond its capacity as a marketplace and technology platform, Homebaked Nearby is not a party to or involved in any transaction between Customers and Sellers, and does not act as a Customer, Seller (or affiliate for a Customer or Seller) or broker with respect to any transactions. There are risks that you assume when dealing with other users (including those who may be acting under false pretenses) and all of these risks are borne by you, and not Homebaked Nearby. We encourage you to use the various functionalities of the Service (e.g., Seller profiles, baked good options, cottage food laws in your state and/or jurisdiction, and user recommendations) to help evaluate the user with whom you are dealing.

Sellers as Independent Business Owners / Independent Contractors: Users of the Service acting in the capacity of a Seller do so in their personal capacity as an independent business and independent contractor and seller of goods and not as an employee of Homebaked Nearby. As a Seller, you agree that: (i) you are an independent business owner and not an employee of Homebaked Nearby; (ii) you shall be solely responsible for determining the means and manner of the work performed to create the goods you sell through the Marketplace; (iii) these Terms of Service do not create an association, joint venture, partnership, franchise, or employer/employee relationship between you and Homebaked Nearby, or you and a Customer; (iv) you will not represent yourself as an employee or agent of Homebaked Nearby to any Customer; (v) you will not be entitled to any of the benefits that Homebaked Nearby may make available to its employees, such as vacation pay, sick leave, and insurance programs, including group health insurance or retirement benefits; and (vi) you are not eligible to recover contributor's compensation benefits in the event of injury. As a Seller, you will not engage a Customer in any way that may jeopardize your status as an independent business.

Homebaked Nearby does not control the behavior of users of the Service, or the information or User Content (defined below) provided by other users. As a result, Homebaked Nearby does not guarantee or endorse the legality, authenticity, quality, or safety of any Baked Goods offered or sold, the truth or accuracy of any listings, or the ability of Sellers to sell Baked Goods or of Customers to buy Baked Goods. We cannot assure that all transactions will be completed. Additionally, Homebaked Nearby does not guarantee the ability or intent of users to fulfill their obligations in any transactions. Homebaked Nearby reserves the right to delay the completion of any transaction for a reasonable period of time for purposes of fraud detection and otherwise protecting Homebaked Nearby and its Users from illegal or wrongful activities or other violations of these Terms of Services. When interacting with other Users, you should exercise caution and common sense to protect your personal safety, data, and property, just as you would when interacting with other persons whom you do not know. Homebaked Nearby will not be liable for any false or misleading statements made by Users of the Homebaked Nearby Platform.

Special Notice for International Use; Export Controls: Software (defined below) available in connection with the Service and the transmission of applicable data, if any, is subject to United States export controls. No Software may be downloaded from the Service or otherwise exported or re-exported in violation of U.S. export laws. Downloading or using the Software is at your sole risk. Recognizing the global nature of the Internet, you agree to comply with all local rules and laws regarding your use of the Service, including as it concerns online conduct and acceptable content.

Commercial Use: Unless otherwise expressly authorized herein or in the Service, you agree not to display, distribute, license, perform, publish, reproduce, duplicate, copy, create derivative works from, modify, sell, resell, exploit, transfer or upload for any commercial purposes, any portion of the Service, use of the Service, or access to the Service.

USER REPRESENTATIONS AND WARRANTIES

All Users represent and warrant that: •You are at least of the legally required age in the jurisdiction in which you reside and are otherwise capable of entering into binding contracts. •You have the right, authority and capacity to enter into this Agreement and to abide by the terms and conditions of this Agreement, and that you will so abide. •You have read, understand and agree to be bound by these Terms of Service and the Privacy Policy. •You will respect the privacy (including without limitation private, family and home life) and data protection rights of Users with whom you communicate through the Homebaked Nearby Marketplace. •You will fulfill the commitments you make to other Users, communicate clearly and respectfully, provide or accept Baked Goods at the agreed time and only utilize the third party payment service provider specified or approved by the Company to make or receive payment through the Homebaked Nearby Marketplace. •You will act professionally and responsibly in your interactions with other Users. •You will use your real legal name, business name (if applicable), and an up-to-date photo on your profile. •You will use your real address for pickup and delivery preferences. •You will not wholesale the Baked Goods purchased through the Homebaked Nearby Marketplace. •When using or accessing the Homebaked Nearby Marketplace, including when storing, preparing, packaging, delivering, providing or receiving Baked Goods, you will act in accordance with all applicable local, state and federal laws and regulations and in good faith. •You do not have any motivation, status, or interest that the Company may reasonably wish to know about in connection with the Homebaked Nearby Marketplace, including without limitation, if you are using or will or intend to use the Homebaked Nearby Marketplace for any journalistic, academic, investigative, or unlawful purpose. •You will maintain a valid driver’s license and applicable insurance in the state in which you reside if you pickup or deliver Baked Goods. You have read and understand that the estimated drive time provided is for reference purposes only and may not accurately reflect the actual time required to deliver or pickup Baked Goods. •You acknowledge that Baked Goods are delicate items and require careful handling and proper storage to prevent damage. External factors such as weather, temperature, humidity, and prolonged exposure without adequate refrigeration can affect the integrity of certain Baked Goods. Sellers may not be responsible for any damage occurring after an order is received. It is the Customer’s responsibility to arrange for caterers or servers to properly handle cake cutting, serving, and the removal of any internal support systems. Customers must remember to handle Baked Goods with care when storing and transporting. Cakes are recommended to be delivered due to damage that may result during transportation. •You acknowledge that Sellers cannot promise an exact match to any inspirational images provided, as each order is handmade and colors may vary. •You acknowledge that Baked Goods may not cross state lines, and you agree to ensure compliance with this restriction. Homebaked Nearby is not liable for any inaccurate addresses provided by Customers and Sellers. •You acknowledge and agree that as a Customer, it is your sole responsibility to inform the recipient (or end consumer) about the scheduled delivery of any Baked Goods purchased through the Homebaked Nearby Marketplace. Furthermore, Customers are required to ensure that the recipient is available at the designated delivery time and date to accept the Baked Goods. •You acknowledge that you are purchasing Baked Goods from Sellers operating under cottage food laws and these Sellers may or may not be inspected by state or local health authorities. •You agree that orders will be automatically marked as received 14 days after the scheduled pickup or delivery date. Hence, Customers and Sellers are advised not to delay their delivery and pickup dates and times. Homebaked Nearby shall not be held liable for orders marked received 14 days after the scheduled pickup or delivery date.

Sellers additionally represent and warrant that:

•When selling through the Homebaked Nearby Marketplace you are operating as a sole proprietor, partnership, limited liability company, limited partnership, corporation or other business entity. •If you are engaged in an independently established business selling goods similar to the goods you sell to Customers through the Homebaked Nearby Marketplace, you will maintain independent customers. •You have the unrestricted right to earn income in the jurisdiction in which you will be selling food. •You have any and all insurance required to operate your cottage food operation and connect with Customers to sell your Baked Goods through the Marketplace. •You will honor your commitments to other Users of the Marketplace, including by fulfilling product orders on time and as agreed upon with your Customer and providing timely, high-quality food to your Customers. •You agree that we may (but are not required to) obtain information about you, and you agree to provide any further necessary authorizations to facilitate our access to such records during the term of the Agreement. •You will pay all applicable federal, state and local taxes based on income earned for your sale of Baked Goods (note, the platform will collect and remit taxes for the sale of Baked Goods where applicable). •You agree that Homebaked Nearby, at its sole discretion, may approve or deny your request to become a Seller. We shall not be liable for any damages or losses resulting from that decision. •You have not received any complaints, claims, or lawsuits from any customers or authorities regarding your cottage food operation. •All Baked Goods sold through Homebaked Nearby are hereby guaranteed, as of the date of each pickup or delivery, to not be adulterated or misbranded within the meaning of the Federal Food, Drug and Cosmetic Act, as amended, (called the “Federal Acts”) or within the meaning of any state or local food law, the adulteration and misbranding provisions of which are not the same as those found in the Federal Acts. •You agree that you will complete a minimum of four orders per calendar month when not in vacation mode. •You agree to not serve additional eating utensils with the Baked Goods. •Any cakes made under Baked Goods shall be well-constructed with proper internal supports, such as dowels or cake boards between layers, to prevent sagging or collapsing. These support systems should be sturdy and properly aligned. Boxes, supports, and careful handling shall be utilized when transporting cakes to prevent damage or shifting during delivery. •You agree that by adding images to your shop, you confirm that these images represent your own work, and you exclusively own the rights to the images. Furthermore, you affirm that you have the right to display and post those images on the Site. •You agree not to market your Baked Goods in a false or misleading manner, including but not limited to not making false representations or claims about the health or nutritional value of your Baked Goods. •You will accurately provide all required allergen and label information to the customer prior to accepting payment. You understand you may message the Customer prior to order confirmation. •You agree that it is your responsibility to ensure the correct time zone is used when creating your default schedule on the platform. •You will photograph Baked Goods at or directly before handing them over to the recipient or Customer for verification. •If selling assorted dessert boxes as a Baked Good, you agree to include a minimum of one of the following items: marshmallows, cake pops, cakesicles, candy, cake push-pops, rice krispy treats with a stick, fudge, or chocolate confections. •For deliveries with a gift message, you will include a neatly written note with the order. All orders should include nice packaging.

FOOD SAFETY GUIDELINES

Sellers additionally represent and warrant that:

•You have the legal right and authority to sell your cottage food products. •You will maintain all essential and valid certifications, permits, registrations, licenses, and/or authorizations regarding your cottage food operation. •You will comply with all federal, state, and local laws, regulations and guidelines regarding your cottage food operation. •You will maintain a valid food handler or food protection manager certification from an American National Standards Institute (ANSI)/Conference for Food Protection-accredited certifier or an equivalent certification approved by your state or local health regulatory authority. If your state or local health regulatory authority do not mandate food handler or food protection manager certifications, you agree to maintain either a valid food handler or food protection manager certification from any ANSI National Accreditation Board (ANAB) accredited program to sell your cottage food products through the Homebaked Nearby Marketplace. •You agree that water used during the preparation of cottage food products will meet potable drinking water standards within the jurisdiction that you reside. •You agree that any person with a contagious illness will refrain from work in the home kitchen area of the cottage food operation. •You will maintain the cottage food operation free of rodents and insects. •You will not allow any pets in the home kitchen while preparing or packaging cottage food products. •You will use hair restraints to prevent the contamination of food. •You will wash your hands thoroughly and wear gloves as required before any food preparation or packaging to prevent contamination or allergen cross-contact. •You will disclose all ingredients and allergens of your cottage food products accurately and truthfully, per federal, state and local laws. •You will comply with federal, state, and local regulations to avoid allergen cross-contact and undeclared allergens in human food production. You may message the Customer specific label information prior to them paying for the order. •You agree not to donate, redistribute, reuse, or resell any Baked Goods that were in the possession of the Customer and returned to you.

AMENDMENTS AND VIOLATIONS TO THESE FOOD SAFETY GUIDELINES

Amendments and Violations; Sellers: Sellers understand that these guidelines may be revised by Homebaked Nearby, from time to time, in its sole discretion. Sellers that fail to abide by the Terms of Service may result in no longer being able to sell Baked Goods through the Homebaked Nearby Marketplace and/or termination of their account as a Seller on Homebaked Nearby. In the event that there is an allegation or belief that a Seller may have breached the Terms of Service, the Seller agrees to cooperate fully and promptly in any investigation conducted by Homebaked Nearby.

PURCHASE AND SALE TRANSACTIONS

Registering for the Service is free; however, Homebaked Nearby charges certain fees for various transactions effected through the Service. Unless otherwise stated, all fees are quoted in U.S. dollars.

Booking Fee Policy; Delivery Costs; Taxes; Customers and Sellers: All orders made and processed through Homebaked Nearby may be subject to a booking fee at the then current rates, in addition to any delivery costs and applicable Taxes associated with the purchase and sale of Baked Goods through the Service. The booking fee, delivery costs, and Taxes attributable to the sale of Baked Goods are not included in the listed or minimum quoted prices for any Baked Goods sold by Sellers through the Service, but will be displayed to Customers before payment of any purchase.

Platform Fee Policy; Customers and Sellers: Sellers on Homebaked Nearby enjoy flexibility to set their own prices, referred to as “My Price,” for both fixed-priced and quoted-priced Baked Goods, as well as delivery costs. Fixed-priced Baked Goods have set prices for specific quantities that remain constant, while quoted-price Baked Goods and delivery costs require Sellers to enter their “My Price” at the time an order request is received. Sellers are able to enter their “My Price” for minimum quoted-prices for customer reference. Sellers can adjust their “My Price” at any time for both fixed-price and minimum quoted-price Baked Goods, but these changes only apply to future requests. All orders placed and processed through Homebaked Nearby may be subject to a varying platform fee. This platform fee is subject to change and may vary for each Baked Good and delivery charge. The platform fee is added in addition to all Seller’s “My Price” amounts and will be presented to the Customer as either the listed price or quoted price for each Baked Good and delivery charge. Sellers can view all listed prices as the “Customer’s Price” when entering fixed-price or quoted-price Baked Goods and delivery charges. By entering prices for “My Price,” Sellers agree to have the “Customer’s Price” displayed as the listed or quoted price for the Baked Goods or delivery costs. It is expressly understood and agreed that Sellers will not receive compensation for the platform fee associated with the listed or quoted price for any Baked Goods or delivery charges listed through the Service.

Payment; Sellers: Sellers acknowledge their total payment for “My Price” Baked Goods and delivery charges will be split into two payouts: one upon order confirmation and the other upon order completion, contingent on the Customer paying for the order. Order completion will be initiated 48 hours after the order is marked as delivered or picked up. Sellers agree that Homebaked Nearby is not responsible for the duration it takes for them to receive payment, as it is dependent on the type of credit card used, a Seller’s bank, and the accuracy of information provided by a Seller for their Stripe account.

Cancellation and Refund Policy; Customers and Sellers: Customers are unable to cancel orders once they have been paid and confirmed. Homebaked Nearby does not offer refunds for missed pickup or delivery times, nor for dissatisfaction with personal preferences such as flavor, color, taste, texture, or design. Additionally, refunds will not be granted for damages occurring to baked goods after they have been received. Sellers may request to cancel an order up to 20 days before the scheduled order date. However, the approval of cancellation requests is at the discretion of Homebaked Nearby. If a cancellation request is approved, Sellers acknowledge that they will forfeit the remaining payout at the completion of the order and may be required to refund the initial payout received at the time of order confirmation. If the cancellation request is denied, Sellers are obligated to fulfill the order as agreed.

In the event of issues with the order, Customers must take specific steps for returns or refunds. For incorrect items, Customers are responsible for returning at least 75% of the intact and unconsumed Baked Goods to the Seller within 24 hours of receiving them for assessment before initiating a refund request through the "Help with Order" link. Sellers may communicate directly with customers to arrange a future discount on a custom quoted order as an alternative to issuing a refund. Homebaked Nearby is not involved in or responsible for any discounts provided. For missing items, Customers must notify the Seller within 24 hours to attempt resolution before seeking a refund. Refund requests must be submitted within 24 hours of order receipt or within 24 hours after the scheduled pickup or delivery date and time. These requests should be made through the "Help with Order" link provided in the customer's email notification when the order was received or, if the entire order is missing, by email to support@homebakednearby.com (Subject line: “Missing Item - Refund”), including full name, email address, phone number, transaction ID, missing Baked Goods with quantities, and a detailed reason for the refund. Emailed refund requests will not be processed without this information.

Homebaked Nearby retains the exclusive right to cancel orders and determine the reimbursable amount to Customers and the remaining payout amount to Sellers if a request is received and meets the requirements. Homebaked Nearby will contact the Seller by email in an attempt to verify the refund request. The Sellers must respond to the request within 24 hours. Sellers may be held liable for initial payouts at order confirmation if Baked Goods are missing or refund costs exceed the second payout amount at order completion. Customers acknowledge that requesting a refund may result in the cancellation of their order and could lead to the inability to leave a Seller recommendation.

Taxes; Customer and Seller Responsibility: Baked Goods purchased by and delivered to Customers in locations in the U.S. may be subject to applicable state or local sales or use tax, privilege tax or similar transaction-based taxes required in the food services industry of a particular location ("Taxes"). The amount of Taxes is based on a number of factors, including but not limited to a Customer's designated delivery address, and/or the location of the Seller. Sellers will receive details including the purchase date, their total payment, the type of Baked Goods, and itemized prices per quantity for each order. Sellers are responsible for using this information to maintain their own records. The platform will collect and remit applicable taxes on the sale of Baked Goods and delivery. Sellers are responsible for paying their own taxes imposed or measured by such Seller’s net income, net profits, income, profits, and/or revenues associated with the sale of any Baked Goods through the Service.

STRIPE; Customers and Sellers: Homebaked Nearby uses the third party platform, STRIPE, to process credit and debit card transactions for your Homebaked Nearby account. By using Homebaked Nearby, agreeing to Homebaked Nearby’s Terms of Service, and offering or purchasing Services, you also agree to be bound by STRIPE’s Services Agreement, located at (https://stripe.com/legal/ssa). You expressly understand and agree that STRIPE handles all payments or monetary transactions that occur through your use of the Website, applicable Mobile Applications, or Services. You expressly understand and agree that Homebaked Nearby shall not be liable for any payments or monetary transactions that occur through your use of the Website, applicable Mobile Applications or Services. You also agree that Homebaked Nearby shall not be liable for any issues regarding any monetary transactions between you and any other third party, including STRIPE. You are responsible for all transactions (one-time, recurring, and refunds) processed through the Service and/or STRIPE. Homebaked Nearby is not liable for loss or damage from errant or invalid transactions processed with your STRIPE account. This includes transactions that were not processed due to a network communication error, or any other reason. If you process a transaction, it is your responsibility to verify that the transaction was successfully processed. You understand and agree to not hold Homebaked Nearby liable for any adverse effects to your STRIPE account and/or your Homebaked Nearby account as result of any actions or inactions on the part of STRIPE. You must not process stolen credit cards, or unauthorized credit cards through STRIPE and/or your Homebaked Nearby account.

Fee Modifications; Customers and Sellers: We reserve the right to change or discontinue, temporarily or permanently, some or all of the fees for Service, including service fees and varying platform fees. Any change will be effective upon posting of a revised Fee Policy unless a different notice period is required by law. Your continued use of the Service after the fee change becomes effective constitutes your agreement to pay the changed amount.

Promotions; Credits: Homebaked Nearby may from time to time offer Users certain promotions, incentives or credits ("Promotions") towards the purchase of Baked Goods and/or fees associated with use of the platform, and Users may use such Promotions in accordance with their terms. Depending on the type of Promotion used, it may reduce the amount of taxes that apply to a Customer's order. The application of the Promotion will be reflected at the time of checkout and on the receipt of purchase. Promotions are personal to the User that they are sent to and may not be shared or redeemed with anyone else unless it is explicitly permitted by the terms of that Promotion.

MEDIA RELEASE, LICENSING AND INTELLECTUAL PROPERTY RIGHTS

Media Release

You understand that Homebaked Nearby may use photographs, video, voice recordings, and/or biographical information of or about you, your Baked Goods, and/or baking techniques on Homebaked Nearby's website and other advertising and marketing materials. Such photographs, videos, and recordings may be provided by you to Homebaked Nearby or taken/recorded by persons working for Homebaked Nearby. You irrevocably permit, authorize, grant, and license Homebaked Nearby and its affiliates, successors, and assigns, and their respective licensees, advertising agencies, and promotion agencies, and the employees, officers, directors, and agents of each and all of them ("Authorized Persons"), the rights to use your name, image, likeness, voice, professional and personal biographical information, and other personal characteristics, and all materials created by or on behalf of Homebaked Nearby that incorporate any of the foregoing ("Materials"), in any medium or format and on any platform for purposes of advertising, public relations, publicity, and promotion of Homebaked Nearby and its affiliates and their businesses, products, and services, without further consent from or compensation to me (all of the foregoing rights are hereinafter referred to as "Publicity Rights"). Homebaked Nearby shall be the exclusive owner of all intellectual property rights, including copyright, in the Materials. You hereby irrevocably transfer, assign, and otherwise convey to Homebaked Nearby my entire right, title, and interest, if any, in and to the Materials and all copyrights and other intellectual property rights in the Materials. You acknowledge and agree that you have no right to review or approve Materials before they are used by Homebaked Nearby and that Homebaked Nearby has no liability to you for any editing or alteration of the Materials.

To the fullest extent permitted by applicable law, you hereby irrevocably waive all legal and equitable rights relating to all liabilities, claims, demands, actions, suits, damages, and expenses (collectively, "Claims") arising directly or indirectly from the Authorized Persons' exercise of their Publicity Rights under this Agreement or the production, exhibition, exploitation, advertising, promotion, or other use of the Materials. Whether resulting in whole or in part from the negligence of Homebaked Nearby or any other person and you hereby covenant not to make or bring any such Claim against any Authorized Persons and forever release and discharge the Authorized Persons from liability under such Claims.

Licensing and Intellectual Property Rights.

Service Content, Software and Trademarks: You acknowledge and agree that the Service may contain content or features ("Service Content") that are protected by copyright, patent, trademark, trade secret or other proprietary rights and laws. Except as expressly authorized by Homebaked Nearby, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute or create derivative works based on the Service or the Service Content, in whole or in part, except that the foregoing does not apply to your own User Content (as defined below) that you legally upload to the Service. In connection with your use of the Service you will not engage in or use any data mining, robots, scraping or similar data gathering or extraction methods. If you are blocked by Homebaked Nearby from accessing the Service (including by blocking your IP address), you agree not to implement any measures to circumvent such blocking (e.g., by masking your IP address or using a proxy IP address). Any use of the Service or the Service Content other than as specifically authorized herein is strictly prohibited. The technology and software underlying the Service or distributed in connection therewith are the property of Homebaked Nearby, our affiliates and our partners (the "Software"). You agree not to copy, modify, create a derivative work of, reverse engineer, reverse assemble or otherwise attempt to discover any source code, sell, assign, sublicense, or otherwise transfer any right in the Software. Any rights not expressly granted herein are reserved by Homebaked Nearby.

The name "Homebaked Nearby" is undergoing the registration and approval process as a trademark, hereinafter referred to as "Homebaked Nearby Trademarks." Other Homebaked Nearby, 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 Homebaked Nearby. 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 Homebaked Nearby Trademarks displayed on the Service, without our prior written permission in each instance. All goodwill generated from the use of Homebaked Nearby Trademarks will insure to our exclusive benefit.

Third Party Material: Under no circumstances will Homebaked Nearby be liable in any way for any content or materials of any third parties (including users), 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 Homebaked Nearby does not pre-screen content, but that Homebaked Nearby 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, Homebaked Nearby and its designees will have the right to remove any content that violates these Terms of Service or is deemed by Homebaked Nearby, 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.

User Content Transmitted Through the Service: With respect to the content or other materials you upload through the Service or share with other users or recipients (collectively, "User Content"), you represent and warrant that you own all right, title and interest in and to such User Content, including, without limitation, all copyrights and rights of publicity contained therein. By uploading any User Content, you hereby grant and will grant Homebaked Nearby and its affiliated companies a nonexclusive, worldwide, royalty free, fully paid up, transferable, sublicensable, perpetual, irrevocable license to copy, display, upload, perform, distribute, store, modify and otherwise use your User Content in connection with the operation of the Service or the promotion, advertising or marketing thereof, in any form, medium or technology now known or later developed.

You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information about the Service ("Submissions"), provided by you to Homebaked Nearby are non-confidential and non-proprietary, and Homebaked Nearby will be entitled to the unrestricted use and dissemination of these Submissions for any purpose, commercial or otherwise, without acknowledgment or compensation to you.

You acknowledge and agree that Homebaked Nearby may preserve content and may also disclose content if required to do so by law or in the good faith belief that such preservation or disclosure is reasonably necessary to: (a) comply with legal process, applicable laws or government requests; (b) enforce these Terms of Service; (c) respond to claims that any content violates the rights of third parties; or (d) protect the rights, property, or personal safety of Homebaked Nearby, its users and the public. You understand that the technical processing and transmission of the Service, including your content, may involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices.

Copyright Complaints: Homebaked Nearby respects the intellectual property of others, and we ask our users to do the same. If you believe that your work has been copied in a way that constitutes copyright infringement, or that your intellectual property rights have been otherwise violated, you should notify Homebaked Nearby of your infringement claim in accordance with the procedure set forth below.

Homebaked Nearby will process and investigate notices of alleged infringement and will take appropriate actions under the Digital Millennium Copyright Act ("DMCA") and other applicable intellectual property laws with respect to any alleged or actual infringement. A notification of claimed copyright infringement should be emailed to Homebaked Nearby at support@homebakednearby.com (Subject line: "DMCA Takedown Request"). To be effective, the notification must contain the following information: • an electronic or physical signature of the person authorized to act on behalf of the owner of the copyright or other intellectual property interest; • a description of the copyrighted work or other intellectual property that you claim has been infringed; • a description of where the material that you claim is infringing is located on the Service, with enough detail that we may find it on the Service; • your address, telephone number, and email address; • a statement by you that you have a good faith belief that the disputed use is not authorized by the copyright or intellectual property owner, its agent, or the law; • a statement by you, made under penalty of perjury, that the above information in your Notice is accurate and that you are the copyright or intellectual property owner or authorized to act on the copyright or intellectual property owner's behalf.

Counter-Notice: If you believe that your User Content was removed (or to which access was disabled) is not infringing, or that you have the authorization from the copyright owner, the copyright owner's agent, or pursuant to the law, to upload and use the content in your User Content, you may send an emailed counter-notice containing the following information to Homebaked Nearby at support@homebakednearby.com: • your physical or electronic signature; • identification of the content that has been removed or to which access has been disabled and the location at which the content appeared before it was removed or disabled; • a statement that you have a good faith belief that the content was removed or disabled as a result of mistake or a misidentification of the content; and • your name, address, telephone number, and email address, a statement that you consent to the jurisdiction of the district courts located within Travis County, Texas and a statement that you will accept service of process from the person who provided notification of the alleged infringement. If a counter-notice is received by Homebaked Nearby, Homebaked Nearby will send a copy of the counter-notice to the original complaining party informing that person that it may replace the removed content or cease disabling it in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member or user, the removed content may be replaced, or access to it restored, in 10 to 14 business days or more after receipt of the counter-notice, at our sole discretion.

Repeat Infringer Policy: In accordance with the DMCA and other applicable law, Homebaked Nearby has adopted a policy of terminating, in appropriate circumstances and at Homebaked Nearby's sole discretion, users who are deemed to be repeat infringers. Homebaked Nearby may also at its sole discretion limit access to the Service and/or terminate the users who infringe any intellectual property rights of others, whether or not there is any repeat infringement.

THIRD PARTY WEBSITES

The Service may provide, or third parties may provide, links or other access to other sites and resources on the Internet. Homebaked Nearby has no control over such sites and resources and Homebaked Nearby is not responsible for and does not endorse such sites and resources. You further acknowledge and agree that Homebaked Nearby 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 content, events, goods or services available on or through any such site or resource. Any dealings you have with third parties found while using the Service are between you and the third party, and you agree that Homebaked Nearby is not liable for any loss or claim that you may have against any such third party.

Social Networking; Other Third Parties: From time to time, we may allow you to register for the Service using third party services and otherwise enable various third party services (e.g., delivery if permitted) to be directly integrated into your Homebaked Nearby experience. By directly integrating these services into the Service, we make your online experiences richer, easier and more personalized. To take advantage of these features, we may ask you to register for or log into such services on the websites of their respective providers. By enabling third party services within the Service, you are allowing us to pass your log-in information to these service providers for this purpose. For more information about the implications of activating these third party services and Homebaked Nearby's use, storage and disclosure of information related to you and your use of such services within the Service (including your friend lists and the like), please see our Privacy Policy located at https://homebakednearby.com/privacy-policy. However, please remember that the manner in which third party services use, store and disclose your information is governed solely by the policies of such third parties, and Homebaked Nearby shall have no liability or responsibility for the privacy practices or other actions of any third party site or service that may be enabled within the Service.

In addition, Homebaked Nearby is not responsible for the accuracy, availability or reliability of any information, content, goods, data, opinions, advice or statements made available in connection with third party services. As such, Homebaked Nearby is not liable for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such third party service. Homebaked Nearby enables these features merely as a convenience and the inclusion of such features does not imply an endorsement or recommendation.

Indemnification and Release

You agree to release, indemnify and hold Homebaked Nearby and its affiliates and their officers, employees, directors and agents (collectively, "Indemnitees") harmless from any and all losses, damages, expenses, including reasonable attorneys' fees, rights, claims, actions of any kind and injury (including death) arising out of or relating to your use of the Service, any User Content, your connection to the Service, your breach of these Terms of Service including but not limited to the representation and warranties contained herein or your violation of any rights of another. Notwithstanding the foregoing, you will have no obligation to indemnify or hold harmless any Indemnitee from or against any liability, losses, damages or expenses incurred as a result of any action of such Indemnitee. If you are a California resident, you waive California Civil Code Section 1542, which says: "A general release does not extend to claims which the creditor does not know or suspect to exist in his favor at the time of executing the release, which if known by him must have materially affected his settlement with the debtor." If you are a resident of another jurisdiction, you waive any comparable statute or doctrine.

Disclaimer of Warranties

YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. HOMEBAKED NEARBY EXPRESSLY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. HOMEBAKED NEARBY MAKES NO WARRANTY THAT (I) THE SERVICE WILL MEET YOUR REQUIREMENTS, (II) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (III) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, OR (IV) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS.

Limitation of Liability

YOU EXPRESSLY UNDERSTAND AND AGREE THAT HOMEBAKED NEARBY WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY DAMAGES, OR DAMAGES FOR LOSS OF PROFITS INCLUDING BUT NOT LIMITED TO, DAMAGES FOR LOSS OF GOODWILL, USE, DATA OR OTHER INTANGIBLE LOSSES (EVEN IF HOMEBAKED NEARBY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES), WHETHER BASED ON CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE, RESULTING FROM: (I) THE USE OR THE INABILITY TO USE THE SERVICE; (II) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS AND SERVICES RESULTING FROM ANY GOODS, DATA, INFORMATION OR SERVICES PURCHASED OR OBTAINED OR MESSAGES RECEIVED OR TRANSACTIONS ENTERED INTO THROUGH OR FROM THE SERVICE; (III) UNAUTHORIZED ACCESS TO OR ALTERATION OF YOUR TRANSMISSIONS OR DATA; (IV) STATEMENTS OR CONDUCT OF ANY THIRD PARTY ON THE SERVICE; OR (V) ANY OTHER MATTER RELATING TO THE SERVICE. IN NO EVENT WILL HOMEBAKED NEARBY'S TOTAL LIABILITY TO YOU FOR ALL DAMAGES, LOSSES OR CAUSES OF ACTION EXCEED THE AMOUNT YOU HAVE PAID HOMEBAKED NEARBY IN THE LAST SIX (6) MONTHS, OR, IF GREATER, ONE HUNDRED DOLLARS ($100).

SOME JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OR EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR INCIDENTAL OR CONSEQUENTIAL DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS SET FORTH ABOVE MAY NOT APPLY TO YOU OR BE ENFORCEABLE WITH RESPECT TO YOU. IF YOU ARE DISSATISFIED WITH ANY PORTION OF THE SERVICE OR WITH THESE TERMS OF SERVICE, YOUR SOLE AND EXCLUSIVE REMEDY IS TO DISCONTINUE USE OF THE SERVICE.

IF YOU ARE A USER FROM NEW JERSEY, THE FOREGOING SECTIONS TITLED "DISCLAIMER OF WARRANTIES" AND "LIMITATION OF LIABILITY" ARE INTENDED TO BE ONLY AS BROAD AS IS PERMITTED UNDER THE LAWS OF THE STATE OF NEW JERSEY. IF ANY PORTION OF THESE SECTIONS IS HELD TO BE INVALID UNDER THE LAWS OF THE STATE OF NEW JERSEY, THE INVALIDITY OF SUCH PORTION SHALL NOT AFFECT THE VALIDITY OF THE REMAINING PORTIONS OF THE APPLICABLE SECTIONS.

DISPUTES RESOLUTION BY BINDING ARBITRATION

a. Agreement to Arbitrate

This Dispute Resolution by Binding Arbitration section is referred to in this Terms of Service as the "Arbitration Agreement." You agree that any and all disputes or claims that have arisen or may arise between you and Homebaked Nearby, whether arising out of or relating to this Terms of Service (including any alleged breach thereof), the Services, any advertising, any aspect of the relationship or transactions between us, shall be resolved exclusively through final and binding arbitration, rather than a court, in accordance with the terms of this Arbitration Agreement, except that you may assert individual claims in small claims court, if your claims qualify. Further, this Arbitration Agreement does not preclude you from bringing issues to the attention of federal, state, or local agencies, and such agencies, if the law allows, seek relief against us on your behalf. You agree that, by entering into this Terms of Service, you and Homebaked Nearby are each waiving the right to a trial by jury or to participate in a class action. Your rights will be determined by a neutral arbitrator, not a judge or jury. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement.

b. Prohibition of Class and Representative Actions and Non-Individualized Relief

YOU AND HOMEBAKED NEARBY AGREE THAT EACH OF US MAY BRING CLAIMS AGAINST THE OTHER ONLY ON AN INDIVIDUAL BASIS AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE ACTION OR PROCEEDING. UNLESS BOTH YOU AND Homebaked Nearby AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE OR JOIN MORE THAN ONE PERSON'S OR PARTY'S CLAIMS AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A CONSOLIDATED, REPRESENTATIVE, OR CLASS PROCEEDING. ALSO, THE ARBITRATOR MAY AWARD RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ONLY IN FAVOR OF THE INDIVIDUAL PARTY SEEKING RELIEF AND ONLY TO THE EXTENT NECESSARY TO PROVIDE RELIEF NECESSITATED BY THAT PARTY'S INDIVIDUAL CLAIM(S), EXCEPT THAT YOU MAY PURSUE A CLAIM FOR AND THE ARBITRATOR MAY AWARD PUBLIC INJUNCTIVE RELIEF UNDER APPLICABLE LAW TO THE EXTENT REQUIRED FOR THE ENFORCEABILITY OF THIS PROVISION.

c. Representative PAGA Waiver

Notwithstanding any other provision of this Agreement or the Arbitration Agreement, to the fullest extent permitted by law: (1) you and Homebaked Nearby agree not to bring a representative action on behalf of others under the Private Attorneys General Act of 2004 (“PAGA”), California Labor Code § 2698 et seq., in any court or in arbitration, and (2) for any claim brought on a private attorney general basis, including under the California PAGA, both you and Homebaked Nearby agree that any such dispute shall be resolved in arbitration on an individual basis only (i.e., to resolve whether you have personally been aggrieved or subject to any violations of law), and that such an action may not be used to resolve the claims or rights of other individuals in a single or collective proceeding (i.e., to resolve whether other individuals have been aggrieved or subject to any violations of law) (collectively, “representative PAGA Waiver”). Notwithstanding any other provision of this Agreement, the Arbitration Agreement or the AAA Rules, disputes regarding the scope, applicability, enforceability, revocability or validity of this representative PAGA Waiver may be resolved only by a civil court of competent jurisdiction and not by an arbitrator. If any provision of this representative PAGA Waiver is found to be unenforceable or unlawful for any reason: (i) the unenforceable provision shall be severed from this Agreement; (ii) severance of the unenforceable provision shall have no impact whatsoever on the Arbitration Agreement or the requirement that any remaining Claims be arbitrated on an individual basis pursuant to the Arbitration Agreement; and (iii) any such representative PAGA or other representative private attorneys general act claims must be litigated in a civil court of competent jurisdiction and not in arbitration. To the extent that there are any Claims to be litigated in a civil court of competent jurisdiction because a civil court of competent jurisdiction determines that the representative PAGA Waiver is unenforceable with respect to those Claims, the Parties agree that litigation of those Claims shall be stayed pending the outcome of any individual Claims in arbitration.

d. Pre-Arbitration Dispute Resolution

Homebaked Nearby is always interested in resolving disputes amicably and efficiently, and most customer concerns can be resolved quickly and to the Customer's satisfaction by first messaging the Seller and then emailing customer support at support@homebakednearby.com. If such efforts prove unsuccessful, a party who intends to seek arbitration must first send to the other, by certified mail, a written Notice of Dispute ("Notice"). The Notice to Homebaked Nearby should be emailed to support@homebakednearby.com (Subject line: NOTICE OF DISPUTE) with the attached Notice. The Notice must (i) describe the nature and basis of the claim or dispute and (ii) set forth the specific relief sought. If Homebaked Nearby and you do not resolve the claim within sixty (60) calendar days after the Notice is received, you or Homebaked Nearby may commence an arbitration proceeding. During the arbitration, the amount of any settlement offer made by Homebaked Nearby or you shall not be disclosed to the arbitrator until after the arbitrator determines the amount, if any, to which you or Homebaked Nearby is entitled.

e. Arbitration Procedures

Arbitration will be conducted by a neutral arbitrator in accordance with the American Arbitration Association's ("AAA") rules and procedures, including the AAA's Consumer Arbitration Rules (collectively, the "AAA Rules"), as modified by this Arbitration Agreement. For information on the AAA, please visit its website, http://www.adr.org. Information about the AAA Rules and fees for consumer disputes can be found at the AAA's consumer arbitration page, http://www.adr.org/consumer_arbitration. If there is any inconsistency between any term of the AAA Rules and any term of this Arbitration Agreement, the applicable terms of this Arbitration Agreement will control unless the arbitrator determines that the application of the inconsistent Arbitration Agreement terms would not result in a fundamentally fair arbitration. The arbitrator must also follow the provisions of these Terms of Service as a court would. All issues are for the arbitrator to decide, including, but not limited to, issues relating to the scope, enforceability, and arbitrability of this Arbitration Agreement. Although arbitration proceedings are usually simpler and more streamlined than trials and other judicial proceedings, the arbitrator awards the same damages and relief on an individual basis that a court awards to an individual under the Terms of Service and applicable law. Decisions by the arbitrator are enforceable in court and may be overturned by a court only for very limited reasons.

Unless Homebaked Nearby and you agree otherwise, any arbitration hearings will take place in a reasonably convenient location for both parties with due consideration of their ability to travel and other pertinent circumstances. If the parties are unable to agree on a location, the determination shall be made by AAA. If your claim is for $75,000 or less, Homebaked Nearby agrees that you may choose whether the arbitration will be conducted solely on the basis of documents submitted to the arbitrator, through a telephonic hearing, or by an in-person hearing as established by the AAA Rules. If your claim exceeds $75,000, the right to a hearing will be determined by the AAA Rules. Regardless of the manner in which the arbitration is conducted, the arbitrator shall issue a reasoned written decision sufficient to explain the essential findings and conclusions on which the award is based.

f. Costs of Arbitration

Payment of all filing, administration, and arbitrator fees (collectively, the "Arbitration Fees") will be governed by the AAA Rules, unless otherwise provided in this Arbitration Agreement.

If the relief sought has a value that Homebaked Nearby, at its sole discretion, deems reasonable, Homebaked Nearby may pay all Arbitration Fees upon your request. If the value of the relief sought exceeds Homebaked Nearby’ s threshold, and you can demonstrate to the arbitrator that you are economically unable to cover your portion of the Arbitration Fees, or if the arbitrator determines, for any reason, that you should not be obliged to pay these fees, Homebaked Nearby, at its sole discretion, may cover your portion of such fees. Moreover, if you convince the arbitrator that the costs of arbitration would be excessively burdensome in comparison to litigation costs, Homebaked Nearby may pay a portion of the Arbitration Fees deemed necessary by the arbitrator to avoid making the arbitration cost-prohibitive. Any payment of attorney’s fees will adhere to the AAA rules.

g. Confidentiality

All aspects of the arbitration proceeding, and any ruling, decision, or award by the arbitrator, will be strictly confidential for the benefit of all parties. h. Severability

If a court or the arbitrator decides that any term or provision of this Arbitration Agreement (other than the subsection (b) titled "Prohibition of Class and Representative Actions and Non-Individualized Relief" above) is invalid or unenforceable, the parties agree to replace such term or provision with a term or provision that is valid and enforceable and that comes closest to expressing the intention of the invalid or unenforceable term or provision, and this Arbitration Agreement shall be enforceable as so modified. If a court or the arbitrator decides that any of the provisions of subsection (b) above titled "Prohibition of Class and Representative Actions and Non-Individualized Relief" are invalid or unenforceable, then the entirety of this Arbitration Agreement shall be null and void, unless such provisions are deemed to be invalid or unenforceable solely with respect to claims for public injunctive relief. The remainder of the Terms of Service will continue to apply.

i. Future Changes to Arbitration Agreement

Notwithstanding any provision in this Terms of Service to the contrary, Homebaked Nearby agrees that if it makes any future change to this Arbitration Agreement (other than a change to the Notice Email) while you are a user of the Services, you may reject any such change by sending Homebaked Nearby notice within thirty (30) calendar days of the change to the Notice Email provided above. By rejecting any future change, you are agreeing that you will arbitrate any dispute between us in accordance with the language of this Arbitration Agreement as of the date you first accepted these Terms of Service (or accepted any subsequent changes to these Terms of Service).

TERMINATION

You agree that Homebaked Nearby, may suspend or terminate your account (or any part thereof) or use of the Service and remove and discard any content within the Service, for breach of the Terms of Service, for lack of use or if Homebaked Nearby believes that you have violated or acted inconsistently with the letter or spirit of these Terms of Service. Any suspected fraudulent, abusive or illegal activity that may be grounds for termination of your use of Service, may be referred to appropriate law enforcement authorities. Homebaked Nearby may also in its sole discretion and at any time discontinue providing the Service, or any part thereof, with or without notice. You agree that any termination of your access to the Service under any provision of this Terms of Service may be affected without prior notice, and acknowledge and agree that Homebaked Nearby may immediately deactivate or delete your account and all related information and files in your account and/or bar any further access to such files or the Service. Further, you agree that Homebaked Nearby will not be liable to you or any third party for any termination of your access to the Service. You may deactivate your account if you have no pending requests or confirmed orders. You can request your account deactivation by sending an email to support@homebakednearby.com (Subject line: “DEACTIVATE ACCOUNT”). To be effective, the notification must contain the following information • name of the Customer or Seller • email address associated with the Services.

USER DISPUTES

You agree that you are solely responsible for your interactions with any other user in connection with the Service and Homebaked Nearby will have no liability or responsibility with respect thereto. Homebaked Nearby reserves the right, but has no obligation, to become involved in any way with disputes between you and any other user of the Service.

CONFIDENTIAL INFORMATION

You acknowledge that Confidential Information (as defined below) is a valuable, special and unique asset of Homebaked Nearby and agree that you will not, for the lifetime of your account on Homebaked Nearby plus 10 years thereafter, disclose, transfer, or use (or seek to induce others to disclose, transfer or use) any Confidential Information for any purpose other than use of the Homebaked Nearby Marketplace in accordance with these Terms of Service. You shall use best efforts to protect Confidential Information from unauthorized disclosure, transfer or use. You shall promptly notify Homebaked Nearby in writing of any circumstances that may constitute unauthorized disclosure, transfer, or use of Confidential Information. You shall return all originals and any copies of any and all materials containing Confidential Information to Homebaked Nearby promptly upon deactivation of your User account or termination of this Agreement for any reason whatsoever. The term “Confidential Information” shall mean any and all of Homebaked Nearby’s trade secrets, confidential and proprietary information, and all other information and data of Homebaked Nearby that is not generally known to the public or other third parties who could derive value, economic or otherwise, from its use or disclosure. Confidential Information shall be deemed to include Seller information, Customer information, photographs on the Homebaked Nearby website, technical data, know-how, research, product plans, products, services, customers, markets, software, developments, inventions, processes, formulas, technology, designs, drawings, engineering, hardware configuration information, marketing, finances, strategic and other Proprietary Materials and confidential information relating to Homebaked Nearby or Homebaked Nearby’s business, operations or properties, including information about Homebaked Nearby’s staff, Users or partners, or other business information disclosed or obtained directly or indirectly in writing, orally or by drawings or observation.

GENERAL

These Terms of Service constitute the entire agreement between you and Homebaked Nearby and govern your use of the Service, superseding any prior agreements between you and Homebaked Nearby with respect to the Service. You also may be subject to additional terms and conditions that may apply when you use affiliate or third party services, third party content or third party software. These Terms of Service will be governed by the laws of the State of Texas without regard to its conflict of law provisions. With respect to any disputes or claims not subject to arbitration, as set forth above, you and Homebaked Nearby agree to submit to the personal and exclusive jurisdiction of the state and federal courts located within Travis County, Texas. The failure of Homebaked Nearby to exercise or enforce any right or provision of these Terms of Service will not constitute a waiver of such right or provision. If any provision of these Terms of Service is found by a court of competent jurisdiction to be invalid, the parties nevertheless agree that the court should endeavor to give effect to the parties' intentions as reflected in the provision, and the other provisions of these Terms of Service remain in full force and effect. You agree that regardless of any statute or law to the contrary, any claim or cause of action arising out of or related to use of the Service or these Terms of Service must be filed within one (1) year after such claim or cause of action arose or be forever barred. A printed version of this agreement and of any notice given in electronic form will be admissible in judicial or administrative proceedings based upon or relating to this agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. You may not assign this Terms of Service without the prior written consent of Homebaked Nearby, but Homebaked Nearby may assign or transfer this Terms of Service, in whole or in part, without restriction. The section titles in these Terms of Service are for convenience only and have no legal or contractual effect. Notices to you may be made via either email or regular mail. The Service may also provide notices to you of changes to these Terms of Service or other matters by displaying notices or links to notices generally on the Service.

YOUR PRIVACY

At Homebaked Nearby, we respect the privacy of our users. For details, please see our Privacy Policy at https://homebakednearby.com/privacy-policy. By using the Service, you consent to our collection and use of personal data as outlined therein.

NOTICE FOR CALIFORNIA USERS

Under California Civil Code Section 1789.3, users of the Service from California are entitled to the following specific consumer rights notice: The Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs may be contacted in writing at 1625 North Market Blvd., Suite N 112, Sacramento, CA 95834, or by telephone at (916) 445-1254 or (800) 952-5210. You may contact Homebaked Nearby at support@homebakednearby.com.

CONTACT US: If you have any questions about our Terms of Service or to report any violations, please feel free to contact us at support@homebakednearby.com. We may require specific information from you to help us verify your identity and process your request. If we are unable to verify your identity, we may deny your request.