Terms of Service

Effective Date: August 7, 2026

Last Updated: August 7, 2026

These Terms of Service (“Terms”) govern your access to and use of the website located at www.blackhills.ai (the “Site”) and the services, software, tools, and platforms offered by Black Hills IP, LLC d/b/a Black Hills AI and/or Black Hills IP Renewals, LLC d/b/a Black Hills Renewals (individually and collectively, as applicable, “Black Hills,” “we,” “us,” or “our”), including our intellectual property docketing, paralegal support, proofreading, analytics, and renewals services, and our software products including Otto IP™ and the Otto HUB™ platform (collectively, the “Services”). Depending on the Services you use, these Terms constitute an agreement between you and one or both of the foregoing entities.

By accessing the Site, creating an account, executing a service agreement or order form that references these Terms, or otherwise using the Services, you (“you” or “Client”) agree to be bound by these Terms. If you are entering into these Terms on behalf of a law firm, corporation, or other legal entity, you represent that you have the authority to bind that entity, and “you” refers to that entity. If you do not agree to these Terms, do not access or use the Site or Services.

Relationship to Executed Agreements. These Terms are intended primarily for visitors to the Site and for any use of the Services not governed by a separately executed written agreement. If you are a current client of Black Hills, your use of the Services is governed by your Master Services Agreement or other executed written agreement with Black Hills (each, an “Executed Agreement”), and that Executed Agreement supersedes and replaces these Terms to the extent of any conflict or as otherwise provided in that Executed Agreement.

1. Description of Services

Black Hills provides technology-enabled intellectual property (“IP”) administrative and legal support services, including but not limited to:

Docketing Services. Automated and paralegal-supported patent and trademark docketing, including data extraction, deadline calculation, and entry into IP management systems.
Paralegal Support Services. IP administrative support services, including document preparation, citation and reference entry, and prosecution support.
Proofreading Services. Patent proofreading and quality review services.
Renewals and Annuities. Domestic and international patent and trademark renewal and annuity payment management.
Analytics and Data Services. IP portfolio analytics, data retrieval, and reporting.
Software Tools. Access to proprietary software, including Otto IP™, Otto HUB™, and related AI-assisted tools and APIs.

The specific Services provided to you, along with pricing, service levels, and any additional terms, will be set forth in one or more Executed Agreements, statements of work, or order forms between you and Black Hills. In the event of a conflict between these Terms and an Executed Agreement, the Executed Agreement controls.

2. Not a Law Firm; No Legal Advice

Black Hills is not a law firm and does not provide legal advice, legal opinions, or legal representation. No attorney-client relationship is created between you and Black Hills through your use of the Site or Services, notwithstanding that certain of our personnel or founders may be licensed attorneys.

The Services are administrative, technical, and support services provided under the direction and supervision of you and/or your licensed legal counsel. You remain solely responsible for all legal decisions, filings, deadlines, and strategies relating to your or your clients’ intellectual property, including the review and verification of all output, data, deadlines, and documents generated or processed through the Services.

3. Eligibility

The Services are intended for use by businesses, law firms, and legal professionals. You must be at least 18 years of age and capable of forming a binding contract to use the Services. The Services are not directed to consumers or individuals acting in a personal capacity.

International Access. The Site and Services are operated from, and directed to users in, the United States. If you access or use the Site or Services from outside the United States, you do so on your own initiative and are responsible for compliance with the laws of your jurisdiction, to the extent those laws apply. Nothing in these Terms is intended to override any rights you may have under mandatory local law that cannot be waived by agreement.

4. Accounts and Access

To access certain Services, you may be required to register for an account. You agree to:

Provide accurate, current, and complete information during registration and keep it updated;
Maintain the confidentiality of your account credentials;
Restrict access to your account to your authorized personnel; and
Notify us promptly at support@blackhills.ai (or, for renewals and annuities matters, annuities@blackhillsiprenewals.com) of any unauthorized use of your account or other security breach.

You are responsible for all activities that occur under your account. We may suspend or terminate accounts that violate these Terms or that we reasonably believe pose a security risk.

5. Your Responsibilities

You acknowledge and agree that the accuracy and timeliness of the Services depend on the information you provide. You are responsible for:

Providing complete, accurate, and timely information, documents, instructions, and data necessary for us to perform the Services;
Reviewing all deliverables, docket entries, deadline calculations, renewal instructions, and other output for accuracy before relying on them;
Making all final decisions regarding whether to pay, abandon, renew, or otherwise act on any IP asset, and communicating those decisions to us within any applicable deadlines;
Ensuring that your use of the Services complies with applicable law, court and patent office rules, and your professional and ethical obligations, including those owed to your own clients; and
Obtaining any consents required from your clients or third parties for us to receive and process their information in connection with the Services.

6. Fees and Payment

Fees, payment terms, invoicing, and related financial terms for the Services are as set forth in the applicable Executed Agreement between you and Black Hills. Unless otherwise stated in an Executed Agreement:

Fees are exclusive of taxes, government fees, official fees, annuity payments, and third-party charges, which are your responsibility;
For renewals and annuity services, you must fund official fees and provide payment instructions by the deadlines we communicate; we are not responsible for lapses resulting from late funding or late instructions; and
We may suspend Services for accounts with overdue balances after reasonable notice.

7. Intellectual Property Rights

Our IP. The Site, the Services, and all software, technology, automation engines, AI models, documentation, templates, and content provided by Black Hills, including Otto IP™ and Otto HUB™, and all associated intellectual property rights, are and remain the exclusive property of Black Hills and its licensors. Subject to these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, revocable license to access and use the Services for your internal business purposes during the applicable service term.

Your IP and Client Materials. As between the parties, you retain all rights in the documents, data, patent and trademark materials, and other content you or your clients provide to us (“Client Materials”). You grant us a limited license to use, process, reproduce, and store Client Materials solely as necessary to provide the Services, comply with law, and maintain records as required.

Deliverables. Upon full payment, and except for our pre-existing IP and tools embedded within them, deliverables prepared specifically for you under an Executed Agreement are assigned to or licensed to you as specified in that Executed Agreement.

Feedback. If you provide suggestions or feedback about the Services, we may use them without restriction or obligation to you.

8. Confidentiality and Data Protection

We understand the sensitivity of IP-related information. Each party agrees to protect the other party’s non-public, confidential information with at least the same degree of care it uses for its own confidential information, and no less than reasonable care, and to use such information only as necessary to perform under or receive the benefit of these Terms. Confidentiality obligations do not apply to information that is publicly available, independently developed, rightfully received from a third party, or required to be disclosed by law (with notice to the disclosing party where legally permitted).

Data handling. Our Services are designed with a zero-retention approach with respect to AI model training: Client Materials are not used to train our AI models. Services are performed by U.S.-based personnel. Additional data protection terms, including any data processing addendum, may be set forth in your Executed Agreement. Our collection and use of personal information through the Site is described in our Privacy Policy, available at https://blackhills.ai/privacy-policy/, which is incorporated into these Terms by reference.

9. AI-Assisted Services Disclosure

Certain Services incorporate automation and artificial intelligence technologies, including generative AI. Our systems combine deterministic rule engines with AI-based processing and are designed for high accuracy; however, no generative AI system is infallible, and output produced by generative AI may contain errors, omissions, or inaccuracies. You are responsible for reviewing and verifying all Generative AI outputs before relying on them for any legal filing, deadline, payment, or business decision. Nothing generated by our software constitutes legal advice.

Deadline-Critical Output. Because certain Services involve statutory and office-imposed deadlines (including docket dates, renewal and annuity due dates, and other calendar-critical determinations), AI-assisted or AI-generated deadline calculations, docket entries, and renewal recommendations are not final until reviewed and confirmed by you or by our personnel in accordance with the applicable Executed Agreement. Black Hills does not guarantee that AI-assisted deadline calculations are error-free, and you remain solely responsible for independently confirming any deadline before it lapses.

10. Acceptable Use

You agree not to, and not to permit any third party to:

Use the Services in violation of any applicable law or regulation, including export control laws;
Reverse engineer, decompile, disassemble, or attempt to derive the source code, models, or underlying structure of our software or Services, except to the extent permitted by law;
Copy, resell, sublicense, or provide the Services to third parties on a service-bureau basis without our written consent;
Use the Services to develop a competing product or service;
Interfere with or disrupt the integrity or performance of the Site or Services, or attempt to gain unauthorized access to any systems or data;
Upload malicious code or use automated means (scraping, bots) to access the Site except through documented APIs we make available to you; or
Remove or obscure any proprietary notices on the Site or in the Services.

11. Third-Party Services and Systems

The Services may integrate or interoperate with third-party IP management systems, government patent and trademark office systems, and other third-party services. We are not responsible for the availability, accuracy, or performance of third-party systems, including government databases and filing systems, or for errors originating from data contained in them. Your use of third-party services is governed by the terms of those third parties.

12. Disclaimers

EXCEPT AS EXPRESSLY SET FORTH IN AN EXECUTED AGREEMENT, THE SITE AND SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY LAW, BLACK HILLS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, NON-INFRINGEMENT, AND ANY WARRANTIES ARISING FROM COURSE OF DEALING OR USAGE OF TRADE. WE DO NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR COMPLETELY SECURE, OR THAT ALL DEADLINES, DOCKET ENTRIES, OR DATA WILL BE ACCURATE OR COMPLETE. YOU ASSUME RESPONSIBILITY FOR FINAL REVIEW AND VERIFICATION OF ALL OUTPUT.

13. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW: (A) IN NO EVENT WILL BLACK HILLS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR FOR LOST PROFITS, LOST REVENUE, LOSS OF DATA, LOSS OF GOODWILL, OR THE LOSS, LAPSE, ABANDONMENT, OR INVALIDITY OF ANY INTELLECTUAL PROPERTY RIGHT, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES; AND (B) BLACK HILLS’ TOTAL AGGREGATE LIABILITY ARISING OUT OF OR RELATING TO THESE TERMS OR THE SERVICES WILL NOT EXCEED THE FEES PAID BY YOU TO BLACK HILLS FOR THE SERVICES GIVING RISE TO THE CLAIM DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO LIABILITY.

THE LIMITATIONS IN THIS SECTION APPLY REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE) AND EVEN IF A LIMITED REMEDY FAILS OF ITS ESSENTIAL PURPOSE. SOME JURISDICTIONS DO NOT ALLOW CERTAIN LIMITATIONS, SO SOME OF THE ABOVE MAY NOT APPLY TO YOU. NOTHING IN THESE TERMS LIMITS LIABILITY THAT CANNOT BE LIMITED UNDER APPLICABLE LAW.

14. Indemnification

You agree to defend, indemnify, and hold harmless Black Hills and its officers, directors, employees, and agents from and against any third-party claims, damages, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or related to: (a) your Client Materials, including any claim that they infringe or misappropriate third-party rights; (b) your breach of these Terms or violation of applicable law; (c) your instructions to us, or your failure to provide timely and accurate instructions or information; or (d) disputes between you and your own clients relating to the Services.

15. Term; Suspension; Termination

These Terms apply for as long as you access the Site or use the Services. Service terms, renewal, and termination rights for paid Services are set forth in the applicable Executed Agreement. We may suspend or terminate your access to the Site or Services if you materially breach these Terms and fail to cure within thirty (30) days of notice (or immediately for breaches incapable of cure, non-payment, or security risks).

Upon termination: (a) your license to use the Services ends; (b) you remain responsible for fees accrued through the effective date of termination; and (c) we will cooperate in good faith on an orderly transition of docketing data and pending renewals, subject to payment of applicable transition fees. Sections that by their nature should survive termination (including Sections 2, 7, 8, 12–14, and 16–18) will survive.

16. Governing Law and Dispute Resolution

Governing Law. These Terms are governed by the laws of the State of Minnesota, without regard to its conflict-of-laws principles.

Binding Arbitration. Except as provided below, any dispute, claim, or controversy arising out of or relating to these Terms, the Site, or the Services, including the breach, termination, enforcement, interpretation, or validity thereof and the arbitrability of any dispute (each, a “Dispute”), will be resolved exclusively by final and binding arbitration administered by the American Arbitration Association (“AAA”) under its Commercial Arbitration Rules then in effect. The arbitration will be conducted by a single arbitrator, seated in Minneapolis, Minnesota, and conducted in English. Judgment on the arbitration award may be entered in any court of competent jurisdiction. Each party will bear its own attorneys’ fees and costs, and the parties will share the arbitrator’s and administrative fees of arbitration as allocated under the AAA rules, except as otherwise awarded by the arbitrator or required by law.

Exceptions. Either party may (a) bring an individual claim in small claims court if it qualifies, and (b) seek temporary or preliminary injunctive or other equitable relief in a court of competent jurisdiction to protect its intellectual property or confidential information, without waiving its right to arbitrate. For any Dispute not subject to arbitration, the parties consent to the exclusive jurisdiction and venue of the state and federal courts located in Hennepin County, Minnesota.

Waivers. TO THE EXTENT PERMITTED BY LAW, EACH PARTY WAIVES THE RIGHT TO A TRIAL BY JURY, AND ALL DISPUTES MUST BE BROUGHT IN THE PARTY’S INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE PROCEEDING. The arbitrator may not consolidate more than one party’s claims or preside over any form of class or representative proceeding. Any claim must be brought within one (1) year after the cause of action accrues, unless a longer period is required by law.

17. Changes to the Services and These Terms

We may modify the Site and Services from time to time, including to improve functionality and security. We may update these Terms by posting a revised version on the Site with an updated “Last Updated” date, and revised Terms are effective upon posting. Material changes will be communicated by reasonable means, such as email or a notice on the Site. Your continued use of the Site or Services after the effective date of revised Terms constitutes acceptance of the changes. Changes do not apply retroactively to Executed Agreements except as agreed in writing.

18. General Provisions

Entire Agreement. In the absence of a separately Executed Agreement between the parties, these Terms, together with the Privacy Policy, constitute the entire agreement between you and Black Hills regarding the Site and Services and supersede all prior or contemporaneous understandings on that subject. Where the parties have entered into an Executed Agreement, that Executed Agreement governs and controls in accordance with its terms.
Assignment. You may not assign these Terms without our prior written consent; we may assign these Terms in connection with a merger, acquisition, or sale of assets.
Severability. If any provision is held unenforceable, the remaining provisions remain in full force and effect.
No Waiver. Failure to enforce any provision is not a waiver of the right to enforce it later.
Force Majeure. Neither party is liable for delays or failures caused by events beyond its reasonable control, including government system outages, natural disasters, or acts of government; provided that payment obligations are not excused. If a force majeure event prevents us from timely completing a docketing, renewal, annuity, or other deadline-related task, we will use commercially reasonable efforts to notify you as soon as practicable and to complete the task promptly once the event ends, but we are not liable for any resulting lapse, abandonment, or missed deadline to the extent caused by the force majeure event; you remain responsible for taking any independent action necessary to protect a deadline affected by such an event.
Independent Contractors. The parties are independent contractors; nothing in these Terms creates a partnership, joint venture, or agency relationship.
Notices. Legal notices to Black Hills must be sent to Black Hills AI, 121 South 8th Street, Suite 1500, Minneapolis, MN 55402, and support@blackhills.ai (or, for renewals and annuities matters, annuities@blackhillsiprenewals.com). Notices to you may be sent to the email or address associated with your account or Executed Agreement.
Export Compliance. Each party will comply with applicable U.S. export control laws in connection with the Services.

19. Contact Us

Questions about these Terms may be directed to:

Black Hills IP, LLC d/b/a Black Hills AI

Black Hills IP Renewals, LLC d/b/a Black Hills Renewals

121 South 8th Street, Suite 1500

Minneapolis, MN 55402

Email: support@blackhills.ai

Renewals/Annuities: annuities@blackhillsiprenewals.com