These Terms of Service ("Terms") govern your access to and use of the website located at https://www.bpfenterpr.shop (the "Site") operated by BPF Enterprise LLC ("BPF Enterprise," "we," "us," or "our"), and form the baseline terms under which we may enter into management services engagements with clients. By accessing the Site or engaging us for Services, you agree to these Terms on behalf of yourself and, where applicable, the organization you represent.
These Terms are a baseline. Any specific management services engagement is governed by a separate written agreement (an "Engagement Agreement") that, with respect to that engagement, controls over these Terms to the extent of any conflict. Where no Engagement Agreement is in place, these Terms apply to the use of the Site and any preliminary discussions, but do not by themselves create a services relationship.
If you do not agree with these Terms, you should not use the Site or engage us for Services. If you are entering into these Terms on behalf of an organization, you represent that you have authority to bind that organization.
"Client" means the organization that has signed an Engagement Agreement with BPF Enterprise for the provision of Services.
"Services" means the management services BPF Enterprise provides, including administrative management, business management, executive management, hotel and motel management, industrial management, medical office management, office administration, facilities support services, government base facilities operation support, and contract or fee-based operation of correctional facilities, jails, and prisons.
"Engagement Agreement" means the written agreement, statement of work, or contract that defines the scope, fees, service levels, and terms of a specific Services engagement.
"Managed Function" means a specific operational function that BPF Enterprise manages on behalf of a Client under an Engagement Agreement.
"Site" means the BPF Enterprise LLC website at https://www.bpfenterpr.shop.
"You" means the individual or organization accessing the Site or engaging BPF Enterprise for Services.
The Site is provided for informational purposes and to facilitate inquiries about our Services. You may use the Site for lawful purposes only. You agree not to:
We may modify, suspend, or discontinue any part of the Site at any time without notice. We do not guarantee that the Site will be uninterrupted or error-free. The Site is provided on an "as is" basis subject to the disclaimers in Section 12.
BPF Enterprise LLC provides management services across a range of disciplines. Our Services are management services — we manage operational functions on behalf of Clients. Except where an Engagement Agreement expressly provides for the complete operation of a Client's business (for example, certain contract-operated facility engagements), our Services are delivered on the basis that the Client retains authority over its core business and BPF Enterprise manages the agreed functions.
The specific Services to be delivered, the Managed Functions involved, the service levels, the reporting cadence, and the responsibilities of each party are set out in the applicable Engagement Agreement. These Terms do not commit BPF Enterprise to deliver any specific Service; that commitment arises only from a signed Engagement Agreement.
Descriptions of Services on the Site are general and informational. They do not constitute an offer to provide any particular Service on any particular term, and BPF Enterprise reserves the right to modify its service offerings without prior notice.
Each engagement begins with a discovery and scoping process. The scope of Services, the Managed Functions, the service levels, the fees, the term, and the responsibilities of each party are documented in an Engagement Agreement before work begins. BPF Enterprise will not perform work outside the scope of an Engagement Agreement without the Client's prior written agreement, which may take the form of a change order or amendment.
Where a Client requests additional functions during an engagement, those functions will be added through a documented change to the Engagement Agreement, including any adjustment to fees and service levels. Work performed before a change is documented is performed at the Client's request but is subject to confirmation through the change process.
BPF Enterprise manages functions using documented standard operating procedures. The procedures applicable to a given engagement are made available to the Client as provided in the Engagement Agreement.
To enable BPF Enterprise to deliver Services effectively, Clients are responsible for:
Where a Client's failure to meet these responsibilities materially affects BPF Enterprise's ability to deliver Services, BPF Enterprise will notify the Client and the parties will agree on adjustments. BPF Enterprise is not responsible for delays or failures caused by a Client's failure to meet its responsibilities.
Fees for Services are set out in the applicable Engagement Agreement. Unless otherwise agreed, fees are invoiced on the schedule specified in the Engagement Agreement and are payable within the stated payment terms. Disputed invoices must be raised in writing within the period specified in the Engagement Agreement; undisputed amounts remain payable on schedule.
Unless the Engagement Agreement provides otherwise, expenses reasonably incurred in delivering Services — such as travel to a client site — are billed at cost with supporting documentation. BPF Enterprise will not incur material expenses without the Client's prior approval.
Late payments may accrue interest at the rate specified in the Engagement Agreement or, if none is specified, at the maximum rate permitted by applicable law. BPF Enterprise may suspend performance of Services for non-payment after providing notice, subject to the terms of the Engagement Agreement.
The Site, its content, and the BPF Enterprise name and logos are owned by BPF Enterprise LLC and protected by intellectual property laws. You may view and use the Site for your own informational purposes but you may not reproduce, redistribute, or create derivative works from the Site's content without our prior written consent.
Standard operating procedures, templates, methodologies, and tools developed by BPF Enterprise for general use across engagements remain the property of BPF Enterprise. Engagement-specific documentation created for a Client is governed by the intellectual property terms of the Engagement Agreement, which typically provides that Client-specific records are the Client's property while BPF Enterprise's underlying methodologies remain ours.
Information and materials a Client provides to BPF Enterprise for use in an engagement remain the property of the Client, subject to any rights BPF Enterprise needs to perform the Services under the Engagement Agreement.
BPF Enterprise holds information shared by Clients and prospective Clients in confidence and uses it only for the purposes of the relevant engagement or inquiry. Specific confidentiality obligations, including the handling of regulated operational data, are set out in the Engagement Agreement and may be supplemented by separate confidentiality or non-disclosure agreements.
Confidential information does not include information that is or becomes publicly available through no breach by the receiving party, was independently developed without use of confidential information, or was rightfully received from a third party without restriction. Confidentiality obligations survive the end of an engagement for the period stated in the Engagement Agreement.
Where BPF Enterprise is required by law to disclose confidential information, it will, where legally permitted, provide notice to the affected Client before disclosure and limit the disclosure to what is legally required.
BPF Enterprise conducts its Services in accordance with applicable law and the regulatory frameworks relevant to each sector. Where a Client operates in a regulated environment, the Engagement Agreement will address the allocation of regulatory responsibilities between the Client and BPF Enterprise.
For medical office management engagements, the Client practice typically remains the covered entity under HIPAA, and BPF Enterprise acts as a business associate under a business associate agreement. For facilities and contract-operated environments, regulatory and contractual obligations are allocated in the Engagement Agreement and the underlying contract with the relevant authority.
BPF Enterprise maintains workforce training and procedures appropriate to the sectors it serves, but Clients remain responsible for their own regulatory compliance except to the extent an Engagement Agreement expressly assigns a compliance responsibility to BPF Enterprise.
For engagements involving government base facilities, military base support, or the contract or fee-based operation of correctional facilities, jails, or prisons, BPF Enterprise's obligations are governed by the underlying contract with the relevant authority in addition to the Engagement Agreement. Where the two conflict, the underlying contract with the authority controls for the regulated aspects of the engagement.
Such engagements carry obligations that may exceed general commercial terms, including restrictions on personnel, access, information handling, and subcontracting. BPF Enterprise will adhere to those restrictions and will not subcontract regulated functions without the authorization required by the underlying contract.
Compliance with the underlying contract is a material condition of these engagements. A breach of the underlying contract by a Client or by BPF Enterprise may give rise to remedies under that contract in addition to any remedies under the Engagement Agreement or these Terms.
BPF Enterprise warrants that it will perform the Services set out in an Engagement Agreement with the care and skill expected of a professional management services provider, in accordance with the service levels stated in that agreement. This warranty is the Client's sole and exclusive remedy for a failure to meet those service levels, subject to the terms of the Engagement Agreement.
Except as expressly stated in an Engagement Agreement, BPF Enterprise disclaims all other warranties, whether express or implied, including implied warranties of merchantability, fitness for a particular purpose, and non-infringement. The Site is provided on an "as is" and "as available" basis, and BPF Enterprise does not warrant that the Site will be uninterrupted, error-free, or free of harmful components.
BPF Enterprise does not warrant specific business outcomes from its management Services, as outcomes depend on factors outside the Managed Functions, including decisions and circumstances that remain within the Client's authority.
To the maximum extent permitted by applicable law, BPF Enterprise's aggregate liability arising out of or relating to an engagement, whether in contract, tort, or otherwise, is limited to the amount set out in the applicable Engagement Agreement. If no amount is specified, liability is limited to the fees paid by the Client for the Services giving rise to the claim during the twelve months preceding the event giving rise to liability.
In no event will BPF Enterprise be liable for indirect, incidental, special, consequential, or punitive damages, or for lost profits, lost revenue, or loss of business opportunity, arising out of or relating to the Services or the Site, whether or not BPF Enterprise has been advised of the possibility of such damages.
The limitations in this section do not apply to liability that cannot be limited under applicable law, to liabilities arising from a party's breach of confidentiality or intellectual property obligations where the Engagement Agreement so provides, or to liabilities allocated to BPF Enterprise under a regulated facilities contract where that contract specifies different terms.
To the extent permitted by applicable law and subject to the Engagement Agreement, each party will indemnify the other for third-party claims arising from its own misconduct or breach of its obligations under the Engagement Agreement or these Terms. The specific scope, procedures, and limits of indemnification are set out in the Engagement Agreement.
For regulated facilities engagements, indemnification is governed by the underlying contract with the relevant authority, which may allocate risk differently from a standard commercial engagement. BPF Enterprise will not accept indemnification obligations that conflict with the underlying contract without the Client's written agreement.
An engagement begins on the start date in the Engagement Agreement and continues for the term stated there, subject to earlier termination as provided in the Engagement Agreement or these Terms. Either party may terminate an engagement for the other party's material breach that is not cured within the cure period stated in the Engagement Agreement.
BPF Enterprise may suspend or terminate an engagement immediately if a Client's conduct creates a legal, regulatory, or safety risk that cannot be mitigated, or if a Client fails to pay undisputed amounts after notice and the expiration of any cure period.
Upon termination, BPF Enterprise will transition the Managed Functions in accordance with the transition provisions of the Engagement Agreement, return or destroy Client information as the agreement provides, and be paid for Services performed and expenses incurred up to the effective date of termination. Provisions of these Terms and the Engagement Agreement that by their nature survive termination — including confidentiality, intellectual property, limitation of liability, and dispute resolution — continue in effect.
These Terms and any engagement are governed by the laws of the State of Arizona, United States, without regard to its conflict of laws principles, unless the Engagement Agreement or an underlying regulated facilities contract specifies a different governing law.
The parties will attempt in good faith to resolve any dispute through discussion and, if needed, informal negotiation between senior representatives. If a dispute is not resolved within a reasonable period, it will be resolved by binding arbitration or litigation in the venue specified in the Engagement Agreement. If no venue is specified, disputes will be resolved in the state or federal courts located in Arizona.
For regulated facilities engagements, dispute resolution is governed by the underlying contract with the relevant authority, which may require different procedures or venues.
Entire agreement. For an engagement, the Engagement Agreement and these Terms constitute the entire agreement between the parties regarding the Services and supersede prior discussions. The Engagement Agreement controls over these Terms in case of conflict.
Amendments. BPF Enterprise may amend these Terms from time to time by posting updated Terms on the Site with a revised effective date. Amendments to an Engagement Agreement require written agreement of both parties.
Assignment. A Client may not assign an Engagement Agreement without BPF Enterprise's prior written consent. BPF Enterprise may assign an engagement in connection with a merger, acquisition, or reorganization, subject to applicable confidentiality obligations.
Notices. Notices under an engagement will be given as provided in the Engagement Agreement. General notices regarding the Site may be posted on the Site or sent to the contact information you provide.
Severability. If any provision of these Terms is found unenforceable, the remaining provisions remain in effect and the unenforceable provision will be modified to the minimum extent necessary to make it enforceable.
No waiver. Failure by either party to enforce a right does not constitute a waiver of that right or any other right.
Relationship. BPF Enterprise is an independent contractor. Nothing in these Terms creates a partnership, joint venture, or agency relationship between the parties, except as necessary for BPF Enterprise to perform the Managed Functions on the Client's behalf under the Engagement Agreement.
If you have questions about these Terms, please contact us:
BPF Enterprise LLC
10700 N 85TH AVE
PEORIA, AZ 85345
United States
Email: support@bpfenterpr.shop
Phone: +1 985 585 1671