Merchant Commander Online (the "Application") is owned and operated by U.S. Bank National Association ("U.S. Bank") and is provided to the Customer under the terms and conditions of this Application's Terms and Conditions Agreement ("Ts and Cs") which incorporates by reference any operating rules or policies that may be published by U.S. Bank. "Customer" means the entity that has signed the U.S. Bank Fleet Card Agreement or U.S. Bank Fleet Card Program Application and Agreement (or other legal document approved by U.S. Bank). The Ts and Cs, as it may hereafter be modified without notice comprises the entire agreement between Customer and U.S. Bank and supersedes all prior agreements between the parties regarding the subject matter contained herein. By logging on to the Application and selecting "I Accept", you are indicating Customer agrees to be bound by all of the terms and conditions of the Ts and Cs and that you have the authority to so agree on behalf of Customer.
In consideration for access to the Application, Customer agrees to: provide and maintain all information about Customer required by the Application so that the information is current, complete, and accurate. All information requested upon original sign up shall be referred to as registration data ("Registration Data"). Customer grants U.S. Bank the right to disclose to third parties certain Registration Data about Customer in the aggregate; however, such disclosures will exclude Customer's name, mailing address, e-mail address, account and phone number, unless: (1) Customer expressly directs U.S. Bank, or any other person Customer may specifically designate, to disclose such information or (2) U.S. Bank is required to disclose such information by any applicable law or legal process.
If any information provided by Customer is inaccurate, U.S. Bank may terminate without advance notice Customer's rights to use the Application.
U.S. Bank will provide Customer with a capability to send and receive electronic data ("Data") via the internet and on U.S. Bank's own system. Customer must: (1) provide all equipment necessary to establish a connection to the World Wide Web, including a computer and modem compatible with the Application, and (2) provide for its own access to the World Wide Web and pay any telephone service fees associated with such access to the Application.
U.S. Bank may change the terms and conditions of the Ts and Cs from time to time without notice to Customer. U.S. Bank will indicate the date of last revision of Ts and Cs on the screen accompanying the "I Accept" option. If Customer agrees to be bound by the changes, you must again select "I Accept". If you do not select "I Accept", you must terminate your use of the Application at that time. Customer's continued use of the Application constitutes an affirmative agreement by Customer to abide and be bound by the Ts and Cs and its modifications.
U.S. Bank may modify or discontinue the Application without notice to Customer. U.S. Bank has no liability to Customer or any third party should U.S. Bank exercise its right to modify or discontinue the Application.
When U.S. Bank authorizes Customer to use the Application, you will receive a user identification and a password. You and Customer shall maintain the confidentiality of your user identification and the password. Furthermore, you are responsible for all activities occurring under your account. Customer shall immediately notify U.S. Bank of any unauthorized use of Customer's account or any other breach of security known to Customer.
Customer expressly agrees that use of the Application is at Customer's sole risk. The Application is provided on an "As Is" and "As Available" basis. U.S. Bank expressly disclaims all warranties of any kind, whether express or implied, including, but not limited to the implied warranties of merchantability, fitness for a particular purpose and non-infringement. U.S. Bank makes no warranty that the Application will meet your requirements, or that the Application will be uninterrupted, timely, secure, or error free; nor does U.S. Bank make any warranty as to the results that may be obtained from the use of the Application or as to the accuracy or reliability of any information obtained through the Application or that defects in the software will be corrected. Information is obtained through the use of the Application at Customer's own risk and Customer is responsible for any damage to Customer's computer system or loss of data that results from access to the Application. No advice or information, whether oral or written, obtained by Customer from U.S. Bank regarding the Application shall create any warranty not expressly made herein. Some jurisdictions do not allow the exclusion of certain warranties, so some of the above exclusions may not apply to you.
U.S. Bank is not liable for any direct, indirect, incidental, special or consequential damages resulting from the use or the inability to use the Application or from unauthorized access to or alteration of Customer's transmissions or data, including but not limited to damages for loss of profits, use, data or other intangible, even if U.S. Bank has been advised of the possibility of such damages. Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages so some of the above limitations may not apply to you.
Customer's right to use the Application is exclusive to Customer. Use of the Application by any entity for a non-business purpose voids the Ts and Cs. Customer agrees not to resell or make any commercial use of the Application without the written consent of U.S. Bank.
U.S. Bank may, at its sole discretion, without notice, terminate or suspend Customer's access to the Application at any time for any reason. Customer agrees: (1) not to use the Application for illegal purposes; (2) not to interfere or disrupt networks connected to the Application; (3) not to attempt to gain unauthorized access to other computer systems; (4) not to interfere with another Customer's use and enjoyment of the Application; (5) to comply with all regulations, policies and procedures of networks connected to the Application.
Customer is solely responsible for all consequences arising from use of the Application by Customer, or permitted use by Customer's parents, subsidiaries, affiliates, officers, employees or agents. Customer agrees to indemnify and hold U.S. Bank, its parents, subsidiaries, affiliates, officers and employees, harmless from any claim or demand, including reasonable attorneys' fees, made by any third party due to or arising out of any use of the Application in violation of this Ts and Cs or infringement of any intellectual property or other right of any person or entity by Customer or its parents, subsidiaries, affiliates, officers, employees, agents, or other user of the Application using Customer's computer.
Either Customer or U.S. Bank may terminate Customer's access to the Application with or without cause at any time, by a written notice to the other party. U.S. Bank is not liable to Customer or any third party for termination of the Application. Should Customer object to any terms and conditions of the Ts and Cs or any subsequent modifications thereto or become dissatisfied with the Application in any way, Customer's only recourse is to immediately: (1) discontinue use of the Application; (2) terminate the Application relationship; and (3) notify U.S. Bank of termination. Upon termination of Customer's access to the Application, Customer's right to use the Application immediately ceases and U.S. Bank has no further obligations hereunder.
All notices to U.S. Bank by Customer must be in writing and made either via express or conventional mail at the following address:
P.O. Box 13050
Overland Park, KS 66282-3050
U.S. Bank may broadcast notices or messages through the Application to inform Customer of changes to the Ts and Cs, the Application, or other matters of importance and such broadcasts constitute notice to Customer. U.S. Bank may also elect, at its sole discretion to provide any notice, message or information to Customer concerning the Application in writing via express or conventional mail.
Content, including but not limited to text, software, music, sound, photographs, video, graphics or other material contained in information presented to Customer by the Application ("Content") is protected by copyrights, trademarks, service marks, patents or other proprietary rights and laws and Customer is only permitted to use this Content as expressly authorized by the Ts and Cs. Customer may not copy, reproduce, distribute, or create derivative works from this Content without express authorization to do so either by the Application or U.S. Bank.
The Ts and Cs shall be governed by and construed in accordance with the laws of the state of Minnesota, excluding its conflict of law provisions. Customer and U.S. Bank agree to submit to the exclusive jurisdiction of the courts of the State of Minnesota. If any provision(s) of the Ts and Cs is held by a court of competent jurisdiction to be contrary to law, then such provision(s) shall be construed, as nearly as possible, to reflect the intentions of the parties with the other provisions remaining in full force and effect. U.S. Bank's failure to exercise or enforce any right or provision of the Ts and Cs shall not constitute a waiver of such right or provision unless acknowledged and agreed to by U.S. Bank in writing. Any cause of action arising out of the Application must commence within one (1) year after the cause of action arose; otherwise, such cause of action is permanently barred. The section titles in the Ts and Cs are provided solely for the convenience of the parties and have no legal or contractual significance.