Terms of Use

Effective Date

These terms are effective as of October 25, 2023.

THESE TERMS OF USE ARE BETWEEN YOU AND OTTO BREMER TRUST (“OBT”) AND GOVERN YOUR USE OF THE SERVICES.

If you have any questions about this site or these Terms of Use, please contact us:

Otto Bremer Trust
30 E. 7th St. Ste. 2900, St. Paul, MN 55101
651-227-8036
news@ottobremer.org

Your Acceptance of These Terms

These Terms of Use (“Terms”) apply to all users of our online “Services”, which include our application portal, our corporate websites at ottobremer.org, and other websites we operate where these Terms are posted (“Sites”).

These Terms of Use apply to all users of these Services. By using these Services you agree to comply with and be bound by these Terms of Use. Please do not access or use these Services if you do not agree to these terms.

By entering into these Terms, you represent and warrant to OBT that you: (a) have the authority to request access to, access, and use the Services on your behalf or on behalf of an OBT member you represent; and (b) are 18 years of age or older. OBT reserves the right to terminate your access in the event you violate these Terms or any Services Agreement, or when we deem appropriate, in our sole discretion.

Your Acceptance of Our Privacy Policy

By agreeing to these Terms of Use, you acknowledge our Privacy Policy. Before using our Service, please carefully review our Privacy Policy. All information provided to us as a result of your use of these Services will be handled in accordance with our Privacy Policy. To the extent there are inconsistencies between these Terms and our Privacy Policy, the Privacy Policy shall control.

Your Consent to Other Agreements

When you sign up to use a special feature of our Services, you may be asked to agree to special terms governing your use of the special feature. In such cases, you may be asked to expressly consent to the special terms, for example, by checking a box or clicking on a button marked “I agree.” This type of agreement is known as a “click-through” agreement. If any of the terms of the click-through agreement are different from the terms of these Terms of Use, the terms of the click-through agreement will supplement or amend these Terms of Use, but only with respect to the matters governed by the “click-through agreement.”

Ownership of the Services and their Content

These Services, including all their content, are protected under applicable intellectual property and other laws, including without limitation the laws of the United States and other countries. All content and intellectual property rights therein are the property of OBT or its licensors and is protected pursuant to applicable copyright and trademark laws.

You do not acquire ownership rights to any such content viewed through the Services. Except as otherwise provided herein, none of this content may be used, copied, reproduced, distributed, republished, downloaded, modified, displayed, posted, or transmitted in any form or by any means, including, but not limited to, electronic, mechanical, photocopying, recording, or otherwise, without our express prior written permission.

Permission is hereby granted to lawfully access and use the Services and to display, download, or print portions of the Services on a temporary basis and for your personal, educational, and/or noncommercial use only, provided that you (1) do not modify the content; (2) retain any and all copyright and other proprietary notices contained in the content; and (3) do not copy or post the content on any network computer or broadcast the content in any media.

Feedback

As between you and OBT, the feedback you provide to us through the Services will be and remain our exclusive property. Your submission of feedback will constitute an assignment to us of all worldwide rights, title, and interests in your feedback, including all copyrights and other intellectual property rights in your feedback. We will be entitled to reduce to practice, exploit, make, use, copy, disclose, display, or perform publicly, distribute, improve, and modify any feedback you submit for any purpose whatsoever, without restriction and without compensating you in any way. For this reason, we ask that you not send us any feedback that you do not wish to assign to us.

Marks

The OBT name and logo, all product and service names, all graphics, all button icons, and all trademarks, service marks, and logos appearing within the Services, unless otherwise noted, are trademarks (whether registered or not), service marks, and/or trade dress of OBT (the “OBT Marks”). All other trademarks, product names, company names, logos, service marks, and/or trade dress mentioned, displayed, cited, or otherwise indicated within the Services (“Third-Party Marks”) are the property of their respective owners. You are not authorized to display or use the OBT Marks or any Third-Party Marks in any manner without our prior written permission. You are not authorized to display or use trademarks, product names, company names, logos, service marks, and/or trade dress of other owners featured within the Services without the prior written permission of such owners. The use or misuse of the OBT Marks or other Third-Party Marks, product names, company names, logos, service marks, and/or trade dress or any other materials contained herein, except as permitted herein, is expressly prohibited.

Account Information

In consideration of your use of the Services, you agree that to the extent you provide personal information to OBT, it will be true, accurate, current, and complete and that you will update all personal information as necessary.

When you create an account on our Service, you understand and agree that this account username and password are specific to you or your business and should not be used by anyone else outside of your business. You are responsible for maintaining the confidentiality of your username and password and are fully responsible for all activities that occur under your username and password by you or by anyone else using your username and password, whether or not authorized by you. You agree to change your password immediately if you believe your password may have been compromised or used without authorization. You also agree to immediately inform us of any apparent breaches of security such as loss, theft, or unauthorized disclosure or use of your username or password by contacting us using the information provided above. Until we are so notified, you will remain liable for any unauthorized use of your account.

You agree to use the Services in a manner consistent with any and all applicable rules and regulations. You agree not to upload or transmit through the Services any computer viruses, trojan horses, worms, or anything else designed to interfere with, interrupt, or disrupt the normal operating procedures of a computer. Any unauthorized modification, tampering, or change of any information, or any interference with the availability of or access to the Services, is strictly prohibited. We reserve all rights and remedies available to us.

Export of Data

The Services may allow you the ability to export data from your account. In the event you export data from the Services, you assume all liability and risk arising from any transmission or misuse of such data. All exports from the Services are performed at your own risk.

Prohibited Uses

You may use the Services only for lawful purposes and in accordance with these Terms. You agree not to use the Services:

• In any way that violates any applicable federal, state, local, or international law or regulation;
• For exploiting, harming, or attempting to exploit or harm minors in any way by exposing them to inappropriate content, asking for personally identifiable information, or otherwise;
• To send, knowingly receive, upload, download, use, or re-use any material that does not comply with these Terms;
• To transmit, or procure the sending of, any advertising or promotional material, including any “junk mail,” “chain letter,” “spam,” or any other similar solicitation;
• To impersonate or attempt to impersonate OBT, any Company Parties, another user, or any other person or entity (including, without limitation, by using email addresses associated with any of the foregoing);
• To gain access to any account other than the account you have explicit permission from the owner of the account to access;
• To collect or store personal data about other users of the Services or solicit personal information from any individual without proper rights or consent of the individual;
• To infringe any patent, trademark, trade secret, copyright, right of publicity or privacy, or other right of any party, or distribute any content you do not have a right to make available under any law or under contractual or fiduciary relationships;
• To disrupt or interfere with the security or use of the Services or any websites or content linked to them;
• To store or transmit code, files, scripts, agents, or programs intended to do harm, including, for example, viruses, worms, time bombs, or Trojan horses;
• To attempt to obtain unauthorized access to the Services or portions thereof that are restricted from general access;
• In connection with any meta tags or any other “hidden text” utilizing the OBT name, trademarks, or product names, or those of any Company Parties;
• To transmit any sexually explicit material; or
• To engage in any other conduct, including threats, discrimination, or harassment, that restricts or inhibits anyone’s use or enjoyment of the Services, or which, as determined by us, may harm OBT or any Company Parties, or expose them to liability.

Further, without our written consent, you may not:

• Reproduce, duplicate, copy, sell, resell, create derivative works, or exploit for any non-permitted commercial purpose any content or any use of or access to the Services;
• Use any high-volume, automated, or electronic means (including, without limitation, robots, spiders, scripts, or other automated devices) to access the Services or monitor or copy our web pages or the content contained thereon;
• Deep link to the Services for any purpose; or frame the Services, place pop-up windows over any content, or otherwise affect the display of the Services;
• Access the Services in order to build a competitive service or to benchmark with a non-OBT service; or
• Reverse engineer the Services (to the extent such restriction is permitted by law).

DISCLAIMERS

TO THE FULLEST EXTENT PERMITTED BY LAW, OBT, ITS AFFILIATES, MEMBERS, OWNERS, THEIR SERVICE PROVIDERS AND LICENSORS, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, DELEGATES, OR AGENTS (COLLECTIVELY, THE “COMPANY PARTIES”) MAKE NO REPRESENTATIONS OR WARRANTIES WITH RESPECT TO THE SERVICES OR ANY CONTENT, OR ANY PRODUCT OR SERVICE AVAILABLE ON OR PROMOTED THROUGH THE SERVICES, AND THE COMPANY PARTIES HEREBY DISCLAIM ANY AND ALL REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, ARISING BY STATUTE, CUSTOM, COURSE OF DEALING, COURSE OF PERFORMANCE OR IN ANY OTHER WAY, WITH RESPECT TO THE SERVICES, ANY CONTENT, AND ANY PRODUCTS OR SERVICES AVAILABLE OR PROMOTED THROUGH THE SERVICES. THE SERVICES AND ANY CONTENT ARE PROVIDED ON AN “AS IS,” “AS AVAILABLE” BASIS, WITHOUT REPRESENTATIONS OR WARRANTIES OF ANY KIND. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE COMPANY PARTIES SPECIFICALLY DISCLAIM ALL REPRESENTATIONS AND WARRANTIES (A) OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, AND FITNESS FOR A PARTICULAR PURPOSE; (B) RELATING TO THE SECURITY OF THE SERVICES; (C) THAT THE CONTENT OF THE SERVICES IS ACCURATE, COMPLETE OR CURRENT; OR (D) THAT THE SERVICES WILL OPERATE SECURELY OR WITHOUT INTERRUPTION OR ERROR.

THE COMPANY PARTIES DO NOT REPRESENT OR WARRANT THAT THE SERVICES, ANY SERVERS, OR ANY TRANSMISSIONS SENT FROM US OR THROUGH THE SERVICES WILL BE FREE OF ANY HARMFUL COMPONENTS (INCLUDING VIRUSES).

OBT DOES NOT ENDORSE AND IS NOT RESPONSIBLE FOR STATEMENTS, ADVICE, AND OPINIONS MADE BY ANYONE OTHER THAN AUTHORIZED OBT SPOKESPERSONS. THE COMPANY PARTIES MAKE NO REPRESENTATIONS OR WARRANTIES AGAINST THE POSSIBILITY OF DELETION, MIS-DELIVERY, OR FAILURE TO STORE COMMUNICATIONS, PERSONALIZED SETTINGS, OR OTHER DATA. THE COMPANY PARTIES ARE NOT RESPONSIBLE FOR ANY OTHER LOSS OR DAMAGE OF ANY KIND YOU CLAIM WAS INCURRED AS A RESULT OF THE USE OF ANY SERVICES. UNDER NO CIRCUMSTANCES, WILL ANY OF THE COMPANY PARTIES BE LIABLE TO YOU OR TO ANY PERSON OR ENTITY CLAIMING THROUGH YOU FOR ANY LOSS, INJURY, LIABILITY, OR DAMAGES ARISING OUT OF OR IN CONNECTION WITH YOUR ACCESS TO, USE OF, INABILITY TO USE, OR RELIANCE ON ANY OF OUR SERVICES OR ANY CONTENT, PRODUCT, OR SERVICE PROVIDED TO YOU THROUGH OR IN CONNECTION WITH ANY OF OUR SERVICES.

APPLICABLE LAW MAY NOT ALLOW THE LIMITATION OF CERTAIN WARRANTIES, SO ALL OR PART OF THIS DISCLAIMER OF WARRANTIES MAY NOT APPLY TO YOU.

LIMITATION OF LIABILITY

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAWS THE COMPANY PARTIES EXCLUDE AND DISCLAIM LIABILITY FOR ANY LOSSES AND EXPENSES OF WHATEVER NATURE AND HOWSOEVER ARISING INCLUDING, WITHOUT LIMITATION, ANY DIRECT, INDIRECT, GENERAL, SPECIAL, PUNITIVE, INCIDENTAL OR CONSEQUENTIAL DAMAGES; LOSS OF USE; LOSS OF DATA; LOSS CAUSED BY A VIRUS; LOSS OF INCOME OR PROFIT; LOSS OF OR DAMAGE TO PROPERTY; CLAIMS OF THIRD PARTIES; OR OTHER LOSSES OF ANY KIND OR CHARACTER, EVEN IF THE COMPANY PARTIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR LOSSES, ARISING OUT OF OR IN CONNECTION WITH THE USE OF THE SERVICES. YOU ASSUME TOTAL RESPONSIBILITY FOR ESTABLISHING SUCH PROCEDURES FOR DATA BACKUP AND VIRUS CHECKING AS YOU CONSIDER NECESSARY. THIS LIMITATION OF LIABILITY APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, OR ANY OTHER BASIS.

IF ANY PART OF THIS LIMITATION OF LIABILITY IS FOUND TO BE INVALID, ILLEGAL, OR UNENFORCEABLE FOR ANY REASON, THE AGGREGATE LIABILITY OF THE COMPANY PARTIES TO YOU OR ANY PERSON OR ENTITY CLAIMING THROUGH YOU FOR LIABILITIES THAT OTHERWISE WOULD HAVE BEEN LIMITED SHALL NOT EXCEED ONE HUNDRED DOLLARS ($100.00).

SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR CERTAIN DAMAGES. ACCORDINGLY, SOME OF THE ABOVE LIMITATIONS OF LIABILITY MAY NOT APPLY TO YOU.

Links to Third-Party Websites

The Services may include links to other websites operated by third parties. Because we have no control over third-party websites, we are not responsible for the availability of those websites and do not endorse and are not responsible or liable for any content, advertising, services, products, or other materials on or available from such websites. The Company Parties shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with the use of or reliance on any content, advertising, services, products, or other materials on or available from such websites. These Terms do not apply to your use of other third-party websites; your use of such websites is subject to the terms and policies of the owner of such websites.

Modification and Discontinuation

We (on behalf of OBT and our licensors) reserve the right at any time and from time to time to modify, edit, delete, suspend, or discontinue, temporarily or permanently, the Services (or any portion thereof) and/or the information, materials, products, and/or services available through the Services (or any part thereof) with or without notice. You agree that we shall not be liable to you or to any third party for any such modification, editing, deletion, suspension, or discontinuance of the Services.

Our failure at any time to require performance of any provision of these Terms or to exercise any right provided for herein will not be deemed a waiver of such provision or such right. All waivers must be in writing. Unless the written waiver contains an express statement to the contrary, no waiver by or any breach of any provision of these Terms or of any right provided for herein will be construed as a waiver of any continuing or succeeding breach of such provision, a waiver of the provision itself, or a waiver of any right under these Terms.

If any provision of these Terms is held by a court of competent jurisdiction to be contrary to law, such provision will be changed and interpreted so as to best accomplish the objectives of the original provision to the fullest extent allowed by law, and the remaining provisions of these Terms will remain in full force and effect.

Governing Law, Jurisdiction, and Venue

These Terms of Use will be governed under the laws of the State of Minnesota without regard to its conflicts of law provisions. All actions or proceedings commenced by you and arising out of or relating to these Terms of Use will be venued exclusively in state or federal court in Ramsey County, Minnesota. You hereby irrevocably consent and submit to the personal jurisdiction of said courts for all such purposes. However, we retain the right to bring legal proceedings in any jurisdiction where we believe that infringement of these Terms of Use is taking place or originating.

Indemnity

You agree to indemnify and hold the Company Parties harmless from any loss, liability, claim, or demand, including reasonable attorneys’ fees, made by any third party due to or arising out of your use of the Services in violation of these Terms and/or arising from a breach of these Terms and/or any breach of your representations and warranties set forth above and/or if any material that you post using the Services causes us to be liable to another. We reserve the right to defend any such claim, and you agree to provide us with such reasonable cooperation and information as we may request.

These Terms May Change

These Terms are current as of the effective date set forth above. OBT reserves the right to change these Terms from time to time consistent with applicable laws and principles. These changes will be effective as of the date we post the revised version on the Services or provide notice to you of the revised version. Your continued use of the Services after we have posted or provided the revised Terms constitutes your agreement to be bound by the revised Terms. If at any time you choose not to accept these Terms, you should not use the Services.

Electronic Signature

You agree to the use of electronic documents and records in connection with these Terms and all future documents and records in connection with the Services—including this electronic signature and disclosure notice and any electronic signature process in the Application Portal—and that this use satisfies any requirement that OBT provides you these documents and their content in writing. If you do not agree, do not enter into these Terms. You have the right to receive a paper copy of all documents and records if and to the extent required under applicable law. You may (a) obtain a paper copy of any document or record (free of charge), (b) withdraw your consent to the use of electronic documents and records, or (c) update your contact information through your Application Portal account. To receive or access electronic documents and records, you must have the following equipment and software: (1) a device that is capable of accessing the Internet, (2) a compatible Internet browser, and (3) software that permits you to receive and access Portable Document Format or “PDF” files, such as Adobe Acrobat Reader 8.0 or higher. To retain documents and records, your device must have the ability to download and store PDF files. Your access to this page verifies that your system and device meet the above receipt, access, and retention requirements.

Entire Agreement

These Terms, together with any click-through agreements applicable to you, contain the entire understanding and agreement between you and OBT with respect to the Services and supersede all previous communications, negotiations, and agreements, whether oral, written, or electronic, between you and OBT with respect to the Services and your use of the Services.

Other Terms

Third-party beneficiary. You acknowledge that OBT’s licensors may be intended beneficiaries of these Terms of Use and may bring any action to enforce these Terms of Use.

Assignment. These Terms of Use will be binding upon each party hereto and its successors and permitted assigns. These Terms of Use are not assignable or transferable by you without the prior written consent of OBT. You agree that these Terms of Use and any other agreements referenced herein may be assigned by us, in our sole discretion, to a third party, including (without limitation) in the event of a merger or acquisition, or other corporate transaction.

Limitation. 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 Platform or relating to these Terms of Use must be filed within one (1) year after such claim or cause of action arose or be forever barred.

No Relationship. No agency, partnership, joint venture, or employee-employer relationship is intended or created by these Terms of Use.

Force Majeure. OBT will not be liable for any failure or deficiency in the performance or availability of the Platform by reason of the occurrence of any event beyond our reasonable control, including, without limitation, a labor disturbance, an Internet outage, interruption of service, communication outage, failure by a service provider to OBT, fire, terrorism, natural disaster, pandemic, act of God, or war.