Terms of Service

These terms govern your use of The Baker Project's free tools and resources for exploring employee ownership.

Agreement to Terms

By creating an account and using The Baker Project's platform, you agree to be bound by these Terms of Service ("Terms") and our Privacy Policy. If you do not agree to these Terms, you may not use our services.

The Baker Project is a nonprofit initiative providing free educational tools and resources about employee ownership, with a focus on Employee Stock Ownership Plans (ESOPs). Our mission is to democratize access to information that has traditionally required expensive consulting engagements.

Last Updated: February 2025

Important Disclaimers

  • Not Financial or Legal Advice: The tools and information provided are for educational purposes only. Always consult qualified professionals before making financial or legal decisions.
  • No Guarantees: Results from the calculator are estimates and should not be relied upon as precise valuations or predictions.
  • Nonprofit Service: The Baker Project operates as a nonprofit and provides these tools free of charge. We are not a consulting firm or advisory service.

Eligibility

You must meet the following requirements to use our services:

  • Be at least 18 years of age
  • Have the legal capacity to enter into binding agreements in your jurisdiction
  • Provide accurate and complete registration information
  • Maintain the security of your account credentials

If you are using The Baker Project on behalf of a company or organization, you represent that you have the authority to bind that entity to these Terms.

Account Terms

Account Registration

When creating an account, you agree to:

  • Provide accurate, current, and complete information
  • Maintain and promptly update your account information as needed
  • Maintain the security of your password and account
  • Notify us immediately of any unauthorized use of your account
  • Accept responsibility for all activities under your account

Account Security

You are responsible for maintaining the confidentiality of your login credentials. If you believe your account has been compromised, you must immediately change your password and notify us at security@bakerproject.org.

Account Termination

You may delete your account at any time through your account settings. We may suspend or terminate your account if you:

  • Violate these Terms of Service
  • Engage in fraudulent or illegal activities
  • Abuse or misuse our services
  • Have been inactive for an extended period (we will notify you first)

Acceptable Use

Permitted Uses

You may use The Baker Project to:

  • Explore and learn about employee ownership and ESOPs
  • Run financial scenarios using the Illustrative Modeler
  • Save and export your calculator results for personal use
  • Access educational resources and guidance about ESOP transactions
  • Share results with professional advisors (attorneys, accountants, ESOP consultants) for your own transaction

Prohibited Uses

You may not:

  • Use the tools to provide consulting or advisory services to others for compensation
  • Reverse engineer, copy, or redistribute our calculators or proprietary tools
  • Scrape, crawl, or systematically extract data from the platform
  • Interfere with or disrupt the platform's operation or security
  • Attempt to gain unauthorized access to other users' accounts or data
  • Use the platform for any illegal purpose or in violation of any laws
  • Submit false, misleading, or fraudulent information
  • Impersonate any person or entity or misrepresent your affiliation
  • Harass, abuse, or harm other users or the platform administrators

Tools and Accuracy

Modeler Disclaimers

The ESOP Illustrative Modeler and other tools are provided for educational and planning purposes only. They are not a substitute for professional valuation, legal advice, or financial consulting.

Not Financial Advice

The Baker Project does not provide financial, legal, tax, or investment advice. The calculator results, educational content, and guidance are informational resources only. You should:

  • Consult with qualified ESOP advisors before proceeding with any transaction
  • Obtain an independent business valuation from a certified appraiser
  • Engage legal counsel experienced in ESOP transactions
  • Work with accountants familiar with ESOP tax implications

Accuracy and Estimates

Modeler results are estimates based on the inputs you provide and simplified financial models. Actual outcomes may differ significantly due to:

  • Variations in business valuation methodologies
  • Changes in tax laws and regulations
  • Financing terms and market conditions
  • Company-specific factors not captured in the model
  • Ongoing operational and market changes

Professional Feasibility Studies

Our calculator is a preliminary tool designed to help you understand basic ESOP economics before investing in a formal feasibility study (typically $30,000-$50,000). It is not a replacement for such studies, which include:

  • Independent business valuations
  • Detailed transaction structure modeling
  • Legal and regulatory compliance review
  • Company-specific debt capacity analysis
  • Employee communication planning

Intellectual Property

Our Content and Tools

The Baker Project owns or licenses all intellectual property rights in the platform, including:

  • Modeler algorithms and financial models
  • Website design, layout, and user interface
  • Educational content, guides, and resources
  • The Baker Project name, logo, and branding

These materials are protected by copyright, trademark, and other intellectual property laws. You may not copy, modify, distribute, sell, or create derivative works from our content without written permission.

Your Content

You retain ownership of any financial data, saved scenarios, and other content you create using our tools. By saving content to your account, you grant us a limited license to store and display that content for the purpose of providing our services to you.

Permitted Personal Use

You may:

  • Use calculator results for your own company's ESOP exploration
  • Export and share results with your professional advisors
  • Print or save educational content for personal reference
  • Link to The Baker Project from your website or materials

You may not use our tools or content to provide commercial services, create competing products, or redistribute our materials without permission.

Limitation of Liability

To the fullest extent permitted by law, The Baker Project, its directors, officers, employees, volunteers, and partners shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, or other intangible losses resulting from:

  • Your use or inability to use our services
  • Any reliance on calculator results or content provided on the platform
  • Errors, inaccuracies, or omissions in calculator results or content
  • Unauthorized access to your account or data
  • Any business or financial decisions made based on information from our platform

Nonprofit Status

The Baker Project is a nonprofit initiative providing free educational tools. We make no warranties about the suitability of our tools for any particular purpose, and we are not responsible for any losses or damages resulting from your use of our services.

Maximum Liability

In jurisdictions that do not allow the exclusion or limitation of liability for consequential or incidental damages, our liability shall be limited to the maximum extent permitted by law. In no event shall our total liability to you exceed $100 or the amount you paid to use our services (which is $0 for free accounts).

Indemnification

You agree to indemnify, defend, and hold harmless The Baker Project, its directors, officers, employees, volunteers, and partners from any claims, liabilities, damages, losses, costs, or expenses (including reasonable attorneys' fees) arising out of or related to:

  • Your use or misuse of our services
  • Your violation of these Terms of Service
  • Your violation of any rights of another party
  • Any business or financial decisions you make based on information from our platform
  • Any content you submit or make available through the platform

Service Availability

We strive to maintain high availability of The Baker Project platform, but we do not guarantee uninterrupted access. The platform may be unavailable due to:

  • Scheduled maintenance and updates
  • Technical difficulties or outages
  • Events beyond our reasonable control

We reserve the right to modify, suspend, or discontinue any aspect of the platform at any time without notice. As a free nonprofit service, we cannot guarantee the long-term availability of any particular tool or feature.

Termination

By You

You may terminate your account at any time by deleting it through your account settings. Upon deletion, your personal data will be removed in accordance with our Privacy Policy.

By Us

We may suspend or terminate your account immediately, without prior notice, if you:

  • Breach any provision of these Terms
  • Engage in conduct that harms The Baker Project or other users
  • Use the platform for illegal or fraudulent purposes
  • Fail to comply with our requests or policies

Effect of Termination

Upon termination, your right to use the platform immediately ceases. Sections of these Terms that by their nature should survive termination shall survive, including intellectual property provisions, disclaimers, indemnification, and limitations of liability.

Changes to Terms

We reserve the right to modify these Terms at any time. If we make material changes, we will notify you by:

  • Updating the "Last Updated" date at the top of these Terms
  • Sending an email notification to your registered email address
  • Displaying a prominent notice on the platform

Your continued use of The Baker Project after changes take effect constitutes acceptance of the revised Terms. If you do not agree to the new Terms, you must stop using our services and may delete your account.

Governing Law

These Terms shall be governed by and construed in accordance with the laws of the United States and the state where The Baker Project is organized, without regard to its conflict of law provisions.

You agree to submit to the personal and exclusive jurisdiction of the courts located within that jurisdiction for the resolution of any disputes arising from or related to these Terms or your use of our services.

Dispute Resolution

Informal Resolution

Before filing any formal claim, you agree to first contact us at legal@bakerproject.org to attempt to resolve the issue informally. We will work in good faith to resolve disputes amicably.

No Class Actions

You agree to resolve any disputes with us on an individual basis and not as part of any class or representative action.

General Provisions

Entire Agreement

These Terms, together with our Privacy Policy, constitute the entire agreement between you and The Baker Project regarding your use of our services.

Severability

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

Waiver

Our failure to enforce any right or provision of these Terms shall not be considered a waiver of those rights.

Assignment

You may not assign or transfer these Terms or your account without our prior written consent. We may assign these Terms without restriction.

Contact Information

If you have questions or concerns about these Terms of Service, please contact us:

The Baker Project Legal Team

Email: legal@bakerproject.org

We will respond to all inquiries within 30 days.

Ready to explore employee ownership? Start with the ESOP Illustrative Modeler or learn more in our Resources section.