Terms & Conditions

BDI365 Platform

Effective Date: October 31, 2025

1. Acceptance of Terms

Welcome to BDI365 (the "Platform"), operated by JMI Strategic Marketing & Communications ("we," "our," or "us"). These Terms & Conditions ("Terms") govern your access to and use of the Platform, including all content, features, and services offered. By accessing or using the Platform, you agree to be bound by these Terms and our Privacy Policy. If you do not agree with these Terms, you may not access or use the Platform.

2. Eligibility

The Platform is intended for business-to-business use and is designed for professionals aged 18 years or older. By using the Platform, you represent and warrant that you are at least 18 years of age and have the legal capacity to enter into these Terms. If you are accessing the Platform on behalf of an organization, you represent and warrant that you have the authority to bind that organization to these Terms.

3. Account Registration

3.1 Account Creation

To access certain features of the Platform, you must create an account. You agree to provide accurate, current, and complete information during the registration process and to update such information to keep it accurate, current, and complete. You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account.

3.2 Account Security

You agree to notify us immediately of any unauthorized use of your account or any other breach of security. We will not be liable for any loss or damage arising from your failure to comply with this security obligation.

4. Platform Access and Use

4.1 License Grant

Subject to your compliance with these Terms, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Platform for your personal or internal business purposes. This license does not include any right to resell, redistribute, or create derivative works from the Platform or its content.

4.2 Prohibited Uses

You agree not to:

•       Use the Platform for any illegal or unauthorized purpose

•       Violate any applicable laws, regulations, or third-party rights

•       Attempt to gain unauthorized access to the Platform, other user accounts, or computer systems

•       Interfere with or disrupt the Platform or servers or networks connected to the Platform

•       Upload or transmit viruses, malware, or other malicious code

•       Harass, abuse, or harm other users

•       Impersonate any person or entity or misrepresent your affiliation with any person or entity

•       Collect or harvest personal information about other users without their consent

•       Use automated systems (bots, scrapers, etc.) to access the Platform without our written permission

•       Share your account credentials with others or allow others to access your account

5. Content Ownership and Licensing

5.1 Platform Content

All content on the Platform, including but not limited to text, graphics, logos, videos, audio files, software, and other materials (collectively, "Platform Content"), is owned by us or our licensors and is protected by intellectual property laws. You may not copy, reproduce, distribute, modify, or create derivative works from Platform Content without our express written permission.

5.2 User-Generated Content

When you submit, post, or upload content to the Platform (including comments, forum posts, submissions, and other materials) ("User Content"), you retain ownership of your User Content. However, you grant us a worldwide, non-exclusive, royalty-free, transferable, sublicensable license to use, reproduce, distribute, modify, adapt, publicly display, publicly perform, and otherwise exploit your User Content for the purposes of operating, promoting, and improving the Platform, and for marketing, promotional, and educational purposes.

5.3 Content Representations

By submitting User Content, you represent and warrant that:

•       You own or have the necessary rights to use and authorize us to use your User Content

•       Your User Content does not infringe or violate any third-party rights

•       Your User Content does not contain any defamatory, obscene, or unlawful material

•       Your User Content complies with all applicable laws and regulations

5.4 Testimonials and Success Stories

We may use testimonials, success stories, and other User Content in our marketing materials, including on our website, in promotional emails, on social media, and in other marketing channels. By submitting User Content, you consent to such use.

6. Membership, Pricing, and Payment

6.1 Membership Tiers

The Platform offers various membership tiers with different features and pricing. Membership details, including features and pricing, are available on the Platform. We reserve the right to modify membership tiers, features, and pricing at any time.

6.2 Free Trial Period

New users may be eligible for a 30-day free trial period. During the trial period, you will have access to specified features at no charge. At the end of the trial period, your membership will automatically convert to a paid subscription unless you cancel before the trial period ends. No charges will be made during the free trial period.

6.3 Payment and Billing

By providing payment information, you authorize us (or our payment processor, Stripe) to charge the applicable fees for your membership or purchases. Fees are due and payable in advance on a monthly or annual basis, as selected during checkout. You are responsible for providing accurate and current payment information.

6.4 Refund Policy

All sales are final after the 30-day free trial period ends. Once your paid subscription begins, no refunds will be provided for any reason, including unused portions of your membership term. You may cancel your subscription at any time, but you will not receive a refund for the current billing period.

6.5 Subscription Cancellation

You may cancel your subscription at any time through your account settings or by contacting us. Cancellations will take effect at the end of your current billing period. You will retain access to the Platform until the end of the paid period.

7. Corporate and Institutional Licensing

7.1 Corporate Accounts

Organizations may purchase corporate or institutional licenses that allow multiple employees or members to access the Platform. Corporate licenses are subject to separate terms and pricing.

7.2 Corporate License Terms

Corporate licenses may include:

•       Invoicing options for payment

•       Ability to add or remove employee seats

•       License transfer when employees leave the organization

•       Annual commitment periods

•       Volume discount structures based on number of seats

Corporate licenses are subject to the same refund policy as individual memberships. Contact us for specific corporate licensing terms and pricing.

8. Beta and Founding Member Programs

From time to time, we may offer beta or founding member programs with special pricing or features. Participation in these programs may be subject to additional terms and conditions, which will be provided to participants. Special pricing for beta or founding members is subject to change upon renewal.

9. Intellectual Property Rights

The Platform and all Platform Content are protected by copyright, trademark, and other intellectual property laws. "BDI365," "Big Dipper Innovation," and related marks, logos, and designs are trademarks of JMI Strategic Marketing & Communications. You may not use our trademarks without our prior written permission.

10. Third-Party Links and Services

The Platform may contain links to third-party websites or services that are not owned or controlled by us. We have no control over and assume no responsibility for the content, privacy policies, or practices of any third-party websites or services. You acknowledge and agree that we shall not be responsible or liable for any damage or loss caused by your use of any third-party content, goods, or services.

11. Disclaimers and Limitations of Liability

11.1 Disclaimer of Warranties

THE PLATFORM AND ALL CONTENT, FEATURES, AND SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, SECURE, OR ERROR-FREE, OR THAT ANY DEFECTS WILL BE CORRECTED.

11.2 Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, IN NO EVENT SHALL WE, OUR AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OF THE PLATFORM, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE PLATFORM SHALL NOT EXCEED THE AMOUNT YOU PAID TO US IN THE TWELVE (12) MONTHS PRECEDING THE CLAIM, OR ONE HUNDRED DOLLARS ($100), WHICHEVER IS GREATER.

12. Indemnification

You agree to indemnify, defend, and hold harmless us, our affiliates, and our respective officers, directors, employees, agents, and licensors from and against any and all claims, damages, obligations, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising from: (a) your use of the Platform; (b) your User Content; (c) your violation of these Terms; or (d) your violation of any third-party rights.

13. Termination

13.1 Termination by You

You may terminate your account at any time by canceling your subscription or contacting us. Upon termination, you will lose access to the Platform and any content associated with your account.

13.2 Termination by Us

We reserve the right to suspend or terminate your account and access to the Platform at any time, with or without notice, for any reason, including if we believe you have violated these Terms or engaged in conduct that is harmful to us, other users, or third parties. Upon termination by us, you will not be entitled to any refund of fees paid.

13.3 Effect of Termination

Upon termination, all licenses and rights granted to you under these Terms will immediately cease, and you must stop all use of the Platform. Sections of these Terms that by their nature should survive termination shall survive, including but not limited to ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

14. Dispute Resolution and Governing Law

14.1 Governing Law

These Terms and any disputes arising out of or related to these Terms or the Platform shall be governed by and construed in accordance with the laws of the Commonwealth of Virginia, without regard to its conflict of law provisions.

14.2 Dispute Resolution

Any dispute, controversy, or claim arising out of or relating to these Terms or the Platform shall be resolved through good-faith negotiations. If the dispute cannot be resolved through negotiation, you agree to submit to the exclusive jurisdiction of the state and federal courts located in Richmond, Virginia.

15. Modifications to Terms

We reserve the right to modify these Terms at any time. If we make material changes, we will notify you by posting the updated Terms on the Platform and updating the "Effective Date" at the top of this document. Your continued use of the Platform after the effective date of the updated Terms constitutes your acceptance of the changes. If you do not agree with the updated Terms, you must stop using the Platform and cancel your account.

16. Miscellaneous

16.1 Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and us regarding your use of the Platform and supersede all prior agreements and understandings.

16.2 Severability

If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall remain in full force and effect.

16.3 Waiver

No waiver of any term or condition of these Terms shall be deemed a further or continuing waiver of such term or condition or any other term or condition.

16.4 Assignment

You may not assign or transfer these Terms or your rights and obligations under these Terms without our prior written consent. We may assign or transfer these Terms at any time without restriction.

16.5 Force Majeure

We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including but not limited to acts of God, war, terrorism, strikes, natural disasters, or failures of third-party services.

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By using the BDI365 Platform, you acknowledge that you have read, understood, and agree to be bound by these Terms & Conditions.

Privacy Policy

BDI365 Platform

Effective Date: October 31, 2025

1. Introduction

Welcome to BDI365 ("we," "our," or "us"). BDI365 is operated by JMI Strategic Marketing & Communications. This Privacy Policy explains how we collect, use, disclose, and protect your personal information when you use our digital platform, including our website, content library, community features, and related services (collectively, the "Platform").

By accessing or using the Platform, you agree to the terms of this Privacy Policy. If you do not agree with our practices, please do not use the Platform.

2. Information We Collect

2.1 Information You Provide

We collect information that you voluntarily provide when you:

•       Create an account (name, email address, password)

•       Complete your profile (job title, company, location, professional information)

•       Subscribe to membership tiers or purchase courses

•       Submit content, participate in forums, or post comments

•       Respond to surveys or provide feedback

•       Contact our support team

2.2 Payment Information

Payment processing is handled by our third-party payment processor, Stripe. We do not store your complete credit card information. Stripe collects and processes payment data according to its own privacy policy.

2.3 Automatically Collected Information

When you use the Platform, we automatically collect certain information, including:

•       Usage data (pages viewed, features accessed, time spent on the Platform)

•       Device information (IP address, browser type, operating system, device identifiers)

•       Log data (access times, error logs, referral URLs)

•       Cookies and similar tracking technologies (see Section 2.4)

2.4 Cookies and Tracking Technologies

We use cookies and similar technologies to enhance your experience, analyze usage patterns, and deliver personalized content. Types of cookies we use include:

•       Essential cookies (required for Platform functionality)

•       Analytics cookies (to understand how you use the Platform)

•       Preference cookies (to remember your settings)

•       Marketing cookies (to deliver relevant content and advertisements)

2.5 AI Chatbot Interactions

When you interact with our AI-powered chatbot companion (powered by Voiceflow and similar technologies), we collect and store conversation data. This information may be used to improve the chatbot's functionality, train our AI models, and enhance your user experience. Conversation data is treated with the same privacy protections as other personal information.

3. How We Use Your Information

We use the information we collect for the following purposes:

•       To provide, maintain, and improve the Platform and our services

•       To create and manage your account

•       To process transactions and send transaction-related communications

•       To personalize your experience and deliver relevant content

•       To communicate with you about Platform updates, newsletters, and promotional materials

•       To facilitate community engagement and networking opportunities

•       To analyze Platform usage and trends

•       To train and improve our AI models and chatbot functionality

•       To respond to your inquiries and provide customer support

•       To detect, prevent, and address technical issues, fraud, or security concerns

•       To comply with legal obligations and enforce our Terms & Conditions

4. How We Share Your Information

We may share your information in the following circumstances:

4.1 Service Providers

We work with third-party service providers who perform services on our behalf, including:

•       Squarespace (website hosting and infrastructure)

•       Stripe (payment processing)

•       YouTube (video hosting and streaming)

•       Mailchimp (email marketing and communications)

•       Voiceflow (AI chatbot services)

•       Analytics providers (to understand Platform usage)

4.2 Marketing and Promotional Use

We may use user-generated content, testimonials, and success stories for marketing, promotional, and educational purposes. When you submit content to the Platform, you grant us permission to use your submissions in our marketing materials.

4.3 Business Transfers

If we are involved in a merger, acquisition, sale of assets, or bankruptcy, your information may be transferred as part of that transaction. We will notify you via email and/or prominent notice on the Platform of any change in ownership or use of your personal information.

4.4 Legal Requirements

We may disclose your information if required to do so by law or in response to valid requests by public authorities (e.g., a court or government agency), or to protect our rights, property, or safety, or that of our users or the public.

4.5 With Your Consent

We may share your information for other purposes with your explicit consent.

5. Data Security

We implement reasonable administrative, technical, and physical security measures to protect your personal information from unauthorized access, disclosure, alteration, and destruction. However, no internet transmission or electronic storage method is 100% secure. While we strive to protect your information, we cannot guarantee its absolute security.

6. Your Rights and Choices

6.1 Account Information

You may access, update, or delete your account information at any time by logging into your account settings. If you need assistance, please contact us at the email address provided in Section 11.

6.2 Marketing Communications

You may opt out of receiving promotional emails by following the unsubscribe instructions in those emails or by adjusting your communication preferences in your account settings. Please note that even if you opt out of promotional communications, we may still send you transactional or administrative messages.

6.3 Cookies

Most web browsers are set to accept cookies by default. You can adjust your browser settings to refuse cookies or alert you when cookies are being sent. However, some features of the Platform may not function properly without cookies.

6.4 California Residents

If you are a California resident, you have additional rights under the California Consumer Privacy Act (CCPA), including:

•       The right to know what personal information we collect, use, disclose, and sell

•       The right to request deletion of your personal information

•       The right to opt out of the sale of your personal information (we do not sell personal information)

•       The right to non-discrimination for exercising your CCPA rights

To exercise these rights, please contact us using the information in Section 11.

7. Children's Privacy

The Platform is intended for users who are 18 years of age or older. We do not knowingly collect personal information from individuals under 18. If we become aware that we have inadvertently collected information from a child under 18, we will take steps to delete that information as soon as possible. If you believe we have collected information from a child under 18, please contact us immediately.

8. International Data Transfers

The Platform is primarily targeted to users in the United States. If you access the Platform from outside the United States, your information may be transferred to, stored, and processed in the United States or other countries where our service providers operate. By using the Platform, you consent to the transfer of your information to countries that may have different data protection laws than your country of residence.

9. Data Retention

We retain your personal information for as long as necessary to fulfill the purposes outlined in this Privacy Policy, unless a longer retention period is required or permitted by law. When we no longer need your information, we will securely delete or anonymize it.

10. Changes to This Privacy Policy

We may update this Privacy Policy from time to time to reflect changes in our practices or legal requirements. We will notify you of any material changes by posting the updated Privacy Policy on the Platform and updating the "Effective Date" at the top of this document. Your continued use of the Platform after such changes constitutes your acceptance of the updated Privacy Policy.

11. Contact Us

If you have any questions, concerns, or requests regarding this Privacy Policy or our privacy practices, please contact us at:

BDI365 / JMI Strategic Marketing & Communications

Email: [INSERT EMAIL ADDRESS]

Address: 7 East 2nd Street, Suite A, Richmond, VA 23224