The PROMISE Act program provides grant funding to support disadvantaged small businesses in certain neighborhoods in Minnesota. The PROMISE Act program is overseen by the Minnesota Department of Employment and Economic Development and, in the Twin Cities, is administered by Neighborhood Development Center Inc., a Minnesota nonprofit corporation (“NDC,” “we,” and “us”). You can find more information on the PROMISE Act program here.
These Terms of Service (“Terms”) are by and between you and NDC and govern your access and use of the PROMISE Act program grant application portal, made available by NDC to applicants and prospective applicants in connection with the PROMISE Act program (the “Services”). “You” and similar terms means you, as an individual, as well as any organization, business, or entity on whose behalf you are accessing or using the Services (“Organization”). By accessing or using the Services, and entering into these Terms, you represent and warrant that you are authorized to enter into these Terms on behalf of yourself and such Organization.
By: (i) accessing or using the Services, including accessing our grant application portal or engaging in the pre-application questionnaire, application, identity verification process, or (ii) otherwise clicking on the “I Agree,” “Submit,” “Sign Up,” or similar button or check box when prompted, you accept and agree to be bound and abide by these Terms. You also agree to bind the Organization on whose behalf you are accessing or using the Services. If you do not want to agree to these Terms, you must not access or use the Services.
THESE TERMS CONTAIN A CLASS ACTION WAIVER AND WAIVER OF JURY TRIAL; PLEASE REVIEW THESE TERMS CAREFULLY.
You understand that we reserve the right to change or amend these Terms from time to time. Except as otherwise required by law, all changes shall be immediately effective upon their posting to the Services. You acknowledge and agree that your continued access and use of the Services following such changes shall be deemed acceptance by you of any new or amended provisions of these Terms.
1. PRIVACY POLICY. Your access and use of the Services, including your creation of an account with NDC, is subject to the PROMISE Act Program Privacy Policy. Please carefully review this Privacy Policy. You agree that the collection, use, and disclosure of your information is governed by the PROMISE Act Program Privacy Policy, and you consent to all actions we take with respect to your information consistent with our Privacy Policy.
2. APPLICATION PROCESS. You are hereby authorized and permitted to use the Services, solely in compliance with these Terms, for the purposes of submitting a grant application to NDC for consideration (including the pre-application questionnaire and identity verification process, the “Application”). You represent and warrant that all information contained in or submitted in connection with your Application is true, accurate, complete, and up-to-date. You hereby acknowledge and agree that your Application is subject to the terms (including eligibility requirements) included in the Services materials (e.g., the pre-application questionnaire). In submitting an Application, you grant NDC and our affiliates, licensors, and service providers, and each of their and our respective licensees, successors, and assigns, a non-exclusive, sublicensable, transferable, perpetual, worldwide, royalty-free license to use, display, access, view, store, and/or download the information and data associated with your Application, and post or forward such information or data to others, for the purpose of providing you the Services, exercising our rights or obligations under these Terms, or any other use described in our Privacy Policy.
3. PUBLIC ACCESS. You hereby acknowledge and agree that the data and information associated with your Application may (and following competition of the evaluation process, will) be public, with the exception of trade secret data as defined and classified in Minn. Stat. § 13.37. For more information about data classification relating to grants, please refer to Minn. Stat. § 13.599.
4. NO GUARANTEES. NDC makes no guarantees or warranties regarding the Services or the success of your Application. YOU ARE NOT GUARANTEED ANY GRANT OR AWARD, EVEN IF YOU SUBMIT AN APPLICATION THAT MEETS ALL OF THE REQUIREMENTS FOR ELIGIBILITY.
5. SUITABLE USE. By accessing or using the Services, you represent and warrant that you are 18 years of age or older and otherwise meet all of the requirements contained herein to enter into these Terms. If you do not meet all of these requirements, you must not access or use the Services.
6. CREATING AN ACCOUNT. In order to access the Services, you may be required to create an account with NDC that may include choosing an account name and setting a password. When you do so, the information you provide NDC must be accurate, complete and up-to-date. When registering with NDC, you shall not impersonate anyone else, choose names that are offensive, or violate anyone’s rights. If you do not follow these rules, we may terminate and remove your account. Depending on the level of permissions assigned to your user account, you may not have access to or be able to view or use all of the functions or features of the Services.
7. ACCOUNT SECURITY. You acknowledge and agree that you are responsible for all the activity on your account, and for keeping your account credentials secure and confidential. If you have reason to believe that someone has accessed or used your account without your permission, you must immediately change your password and report the incident to NDC using the “Contact Us” details below. You will be held liable for losses incurred by NDC, or any other user of the Services, due to someone else using your NDC password or account. You shall not use anyone else’s NDC password or account at any time. NDC cannot and will not be liable for any loss or damage arising from your failure to comply with these obligations.
8. ACCESSING THE SERVICES. From time to time, we may restrict users’ access to some parts of the Services or the entire Services. NDC makes no guarantees regarding uptime, availability, or access to the Services. We may block, limit or terminate your access to the Services if: (a) you violate these Terms; (b) you violate any applicable law, rule, or regulation relating to your use of the Services; (c) you engage in any conduct which we, in our sole discretion, believe is offensive, defamatory, or otherwise harmful to us or others; or (d) you breach any other agreement with us or any other person. We reserve the right to refer your information (including personal information) to law enforcement in our sole discretion.
9. PROHIBITED USES AND CONDUCT. You may use the Services only for lawful purposes and in accordance with these Terms. You agree not to, and will not permit any third party to: (a) use any robot, spider, or other automatic device, process, or means to access the Services for any purpose, including monitoring, scraping, or copying any of the material on the Services; (b) use any manual process to monitor or copy any of the material on the Services, or for any other purpose not expressly authorized in these Terms, without our prior written consent; (c) introduce to the Services or any NDC system any viruses, Trojan horses, worms, malware, ransomware, logic bombs, or other material that is malicious or technologically harmful; or (d) attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Services, any NDC accounts, the servers on which the Services is hosted or stored, or any server, computer, or database connected to the Services. You agree not to use the Services: (i) in any way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the export of data or software to and from the U.S. or other countries); (ii) for the purpose of exploiting, harming, or attempting to exploit or harm any person in any way by exposing them to inappropriate content, facilitating harassment, or otherwise; (iii) to send, knowingly receive, upload, download, use, or re-use any material that does not comply with the content standards contained in these Terms or published in connection with the Services; (iv) to impersonate or attempt to impersonate NDC, an NDC employee, another user, or any other person or entity; or (v) to engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Services, or which, as determined by us, may harm NDC or users of the Services, or expose them to liability.
10. INTELLECTUAL PROPERTY. You acknowledge that, as between you and NDC, NDC owns all right, title, and interest, including all intellectual property rights, in and to the Services, including all software, hardware, firmware, and derivatives of the same, and, with respect to third-party data or information, the applicable third-party owns all right, title, and interest, including all intellectual property rights, in and to the third-party data, name, image, and likeness, and trademarks. NDC’s names and logos and all related product and service names, design marks, and slogans, including NEIGHBORHOOD DEVELOPMENT CENTER™, are the trademarks or service marks of NDC. All rights are reserved. You are not authorized to use any NDC name or mark in any advertisement, publicity or in any other commercial manner without prior written consent of NDC. All other trademarks, trade dress, images, photographs, and other works appearing in connection with the Services are the property of their respective owners. The entire contents and design of the Services are protected by U.S. and international copyright law.
11. FEEDBACK. NDC may solicit your feedback regarding your experience accessing or using the Services. The comments, information, and details you submit to us through surveys, reviews, or other forums regarding your experience accessing or using the Services, including without limitation any suggestions or recommendations regarding the Services’ features or functionality, including any improvements (“Feedback”) may be used by NDC without any obligation, limitation, attribution, or compensation to any party. You hereby assign to NDC all right, title, and interest, including intellectual property rights, in and to any ideas, inventions, know-how, concepts, techniques, or other concepts contained in the Feedback.
12. THIRD-PARTY SITES AND LINKS. NDC makes reasonable efforts to determine that other websites owned or operated by third parties accessible via the Services (collectively, “Third-Party Websites”) are active and appropriate at the time the links to such Third-Party Websites are placed in the Services. NDC does not endorse or warrant, and is not responsible or liable for, any such Third-Party Website or the content thereon. Please review the applicable third party’s terms and conditions and privacy policy when interacting with or using any Third-Party Website.
13. CONSENT TO DOING BUSINESS ELECTRONICALLY. You hereby agree that we may deliver all notices, disclosures, documents, reviews, analyses, or other materials, and any and all other documents, information, and communication concerning you or NDC by means of email or by posting in the Services or by other means of electronic communication. Considering NDC operates principally on the internet, by accessing the Services, you hereby consent to transact business electronically and to receive electronically all disclosures, documents, communications, notices, contracts, and agreements arising from or relating in any way to your or our rights, obligations, or services under these Terms or any other agreement between you and NDC.
14. INDEMNIFICATION. You agree to defend, indemnify and hold harmless NDC and its affiliates, and each of their directors, officers, employees, and agents from and against all losses, expenses, damages, and costs, including reasonable attorneys’ fees, resulting from your breach or violation of any representations, warranties, covenants, obligations, or other provisions set forth in these Terms, your breach of applicable laws in connection with your use of the Services, your failure to fulfill any obligations relating to your use of the Services, or your account, incurred by you or any other person using your account, including, but not limited to, any failure on your part to provide or update full and complete information in connection with your Application. We reserve the right, but not the obligation, to take over the exclusive defense and control of any claim for which we are entitled to indemnification under these Terms. In such event, you hereby agree to cooperate and help us in asserting any defenses to such claims.
15. ADDITIONAL DISCLAIMERS. THE SERVICES ARE PROVIDED “AS-IS,” WITHOUT ANY WARRANTY AND NDC EXPRESSLY DISCLAIMS ALL WARRANTIES AND CONDITIONS OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTIES AND CONDITIONS OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE OR NON-INFRINGEMENT, OR ANY WARRANTY THAT THE SERVICES ARE ACCURATE, ADEQUATE, OR FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.
16. LIMITATION OF LIABILITY. IN NO EVENT WILL NDC OR ITS AFFILIATES BE LIABLE UNDER OR IN CONNECTION WITH THESE TERMS UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE, FOR ANY: (i) CONSEQUENTIAL, INCIDENTAL, INDIRECT, EXEMPLARY, SPECIAL, ENHANCED, OR PUNITIVE DAMAGES; (ii) INCREASED COSTS, DIMINUTION IN VALUE OR LOST BUSINESS, PRODUCTION, REVENUES, OR PROFITS; (iii) LOSS OF GOODWILL OR REPUTATION; (iv) USE, INABILITY TO USE, LOSS, INTERRUPTION, DELAY OR RECOVERY OF ANY DATA, OR BREACH OF DATA OR SYSTEM SECURITY; (v) COST OF REPLACEMENT GOODS OR SERVICES; OR (vi) DAMAGE OR INJURY TO PERSON OR PROPERTY, IN EACH CASE REGARDLESS OF WHETHER NDC WAS ADVISED OF THE POSSIBILITY OF SUCH LOSSES OR DAMAGES OR SUCH LOSSES OR DAMAGES WERE OTHERWISE FORESEEABLE. IN NO EVENT WILL NDC’S OR ITS AFFILIATES’ AGGREGATE LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE SERVICES UNDER ANY LEGAL OR EQUITABLE THEORY, INCLUDING BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY, AND OTHERWISE EXCEED ONE-HUNDRED DOLLARS ($100).
17. GOVERNING LAW. These Terms shall be construed and governed in accordance with the laws of the State of Minnesota, without giving effect to any choice or any conflicts of law provisions or rules. Any action relating to these Terms shall be brought in the federal or state courts located in the City of Minneapolis, State of Minnesota. You hereby agree to personal jurisdiction and submit to venue by such courts, and waive any jurisdictional, venue, or inconvenient forum objections to such courts.
18. CLASS ACTION WAIVER; WAIVER OF JURY TRIAL.
THE PARTIES AGREE THAT ANY CLAIMS WILL BE ADJUDICATED ON AN INDIVIDUAL BASIS, AND EACH WAIVES THE RIGHT TO PARTICIPATE IN A CLASS, COLLECTIVE, PAGA, OR OTHER JOINT ACTION WITH RESPECT TO THE CLAIMS.
EACH OF THE PARTIES HERETO HEREBY IRREVOCABLY WAIVES ANY AND ALL RIGHT TO TRIAL BY JURY IN ANY LEGAL PROCEEDING ARISING OUT OF OR RELATED TO THESE TERMS OR THE TRANSACTIONS CONTEMPLATED HEREBY.
19. GEOGRAPHIC LOCATION. NDC is based in the United States and our offering of the Services is not intended to subject us to any laws in any jurisdiction outside of the United States. Be aware that access of the Services may result in the transfer of your information to servers located in the United States. If you access the Services from outside of the United States, you consent to all such transfers. You also do so on your own initiative and are responsible for compliance with local laws. We make no claims that the Services or any of its content complies with any laws outside of the United States.
20. MISCELLANEOUS. These Terms and the Privacy Policy constitute the sole and entire agreement between you and NDC regarding the Services and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, regarding the Services. In addition to these Terms, you may enter into other agreements with us that will govern your use of the Services. If there is any contradiction or conflict between these Terms and another agreement you enter into with us applicable to the Services, the other agreement shall take precedence in relation to the specific aspects of the Services governed by such agreement. If any part, term, or provision of these Terms is held to be illegal, in conflict with any law, or otherwise invalid, the remaining portion or portions shall be considered severable and not be affected, and the rights and obligations of the parties shall be construed and enforced as if these Terms did not contain the particular part, term, or provision held to be illegal or invalid. The provisions of these Terms shall survive any expiration or termination of these Terms or completion of any services hereunder to the extent necessary or appropriate to carry out the intent of such provisions. We may assign our rights and obligations under these Terms, including in connection with a merger, acquisition, sale of assets or equity, or by operation of law. You may not assign rights and obligations under these Terms, including in connection with a merger, acquisition, sale of assets or equity, or by operation of law, without our prior written consent. The failure by us to enforce any right or provision of these Terms will not prevent us from enforcing such right or provision in the future.
21. CONTACT US.
If you have questions regarding these Terms or the Services, please contact us at:
