Last updated: October 20, 2020
These Terms and Conditions as updated from time to time ("Terms", "Terms and Conditions") govern use of Sustainable Brands’ website at www.sustainablebrands.com and all subdomains thereof, the Brands For Good website at www.sbbrandsforgood.com and all subdomains thereof, the SB Brand Transformation Roadmap Self Assessment Tool at www.sbroadmap.com and all subdomains thereof, and related third-party services operated by, under license by, or used by Sustainable Brands ("us", "we", or "our"), (collectively, the "Service") .
By accessing or using the Service you agree to be bound by these Terms. If you disagree with any part of the Terms then you do not have permission to access the Service.
1.1 When you create an account with the Service (“Account”), you guarantee that you are 18 years of age, or the age of majority in your province, territory or country. Individuals under the age of 18, or applicable age of majority, may utilize the Service only with the involvement of a parent or legal guardian, under such person’s account and otherwise subject to these Terms (“You”). You guarantee that the information you provide us is accurate, complete, and current at all times. Inaccurate, incomplete, or obsolete information may result in the immediate termination of Your Account on the Service.
1.2 You are responsible for maintaining the confidentiality of the credentials, including passwords, associated with your Account. You agree to accept responsibility for any and all activities or actions that occur under Your Account and/or password, whether Your password is with our Service or a third-party service. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of Your Account.
1.3 You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than You, without appropriate authorization. You may not use as a username any name that is offensive, vulgar or obscene. You may not use another person’s email address in conjunction with the Service and we reserve the right to verify Your identity via email.
1.4 We reserve the right to refuse service, terminate Accounts, remove or edit Content, or cancel orders at our sole discretion.
2.1 Portions of the Service allow You to post, link, store, share and otherwise make available certain information, text, graphics, videos, or other information or material ("Content"). You are responsible for the Content that You post on or through the Service, including its legality, confidentiality, reliability, and appropriateness. By posting Content on or through the Service, You represent and warrant that: (i) the Content is Yours (You own it) and/or You have the right to use it and the right to grant us the rights and license as provided in these Terms, and (ii) that the posting of Your Content on or through the Service does not violate the privacy rights, publicity rights, copyrights, contract rights or any other rights of any person or entity. We reserve the right to terminate the Account of anyone found to be violating these representations and warranties infringing on a copyright. You retain any and all of Your rights to any Content You submit, post or display on or through the Service and You are responsible for protecting those rights. We take no responsibility and assume no liability for Content You or any third party posts on or through the Service on Your behalf. We have the right but not the obligation to monitor and edit all Content provided by users.
2.2 Other than Your Content, any information, text, graphics, videos, or other material found on or through this Service (“Our Content”) are the property of Sustainable Brands or are used with permission. You may not distribute, modify, transmit, reuse, download, repost, copy, or use Our Content, whether in whole or in part, without express advance written permission from us. The Service, its features and functionality, Our Content, and any data anonymously derived from Content provided by users, are and will remain the exclusive property of Sustainable Brands and its licensors. The Service is protected by copyright, trademark, and other laws of both the United States and foreign countries. Our trademarks and trade dress may not be used in connection with any product or service without the prior written consent of Sustainable Brands.
2.3 We are constantly updating product and service offerings on the Service. We may experience delays in updating information on the Service and in our advertising on other websites. The information found on the Service may contain errors or inaccuracies and may not be complete or current. Products or services may be mispriced, described inaccurately, or unavailable on the Service and we cannot guarantee the accuracy or completeness of any information found on the Service. We therefore reserve the right to change or update information and to correct errors, inaccuracies, or omissions at any time without prior notice.
3.1 Purchases. If You wish to purchase any product or service made available through the Service ("Purchase"), You may be asked to supply certain information relevant to Your Purchase including, without limitation, Your credit card number, the expiration date of Your credit card, Your billing address, and Your shipping information. You represent and warrant that: (i) You have the legal right to use any credit card(s) or other payment method(s) in connection with any Purchase (“Payment Method”); and that (ii) the information You supply to us is true, correct and complete.
3.2 Subscription Plans. Some products and services offered under the Service are billed on a subscription basis ("Subscription(s)"). The prices, features, options, and duration (“Subscription Term”) of a Subscription depend on the plan (“Subscription Plan”) selected by You. We do not guarantee that Your particular Subscription Plan will be offered indefinitely.
3.3 Changes to Subscription Plans. We reserve the right to change the prices, features, or options included in a particular Subscription Plan at any time as we may determine in our sole and absolute discretion, without notice, provided that such changes shall not take effect until Your next applicable Subscription Term. Your continued use of the Service after these price changes come into effect constitutes Your agreement to pay the modified Subscription fee amount.
3.4 Taxes. All Purchase fees, including Subscriptions, are exclusive of all taxes, and You must pay any applicable sales, use, VAT, GST, excise, withholding, or similar taxes or levies, whether domestic or foreign, other than taxes based on the income of Sustainable Brands (“Taxes”). You will not deduct any applicable taxes from the payments to us, except as required by law. If such deduction is required by law, Customer will increase the amount payable as necessary so that after making all required deductions and withholdings, Sustainable Brands receives and retains (free from any such liabilities) an amount equal to the amount it would have received had no such deductions or withholdings been made.
3.5 Authorization for Billing. By signing up for a Subscription Plan, You authorize us and third party partners to charge Your Payment Method on a recurring and periodic basis (e.g. monthly, quarterly, or yearly depending on Your Subscription Plan)(“Billing Cycle”), with or without an invoice, for the applicable Subscription charges, any usage or overage charges, and any and all applicable Taxes and fees. Such authorization is effective until the end of all of your Subscription Terms have lapsed.
3.6 Auto-renewals and Trials. AT THE END OF EACH SUBSCRIPTION TERM, IF YOUR SUBSCRIPTION IS SET TO AUTO-RENEWAL OR IS IN A TRIAL PERIOD AND YOU HAVE PROVIDED A PAYMENT METHOD TO US FOR THE SUBSCRIPTION, WE MAY CHARGE YOUR PAYMENT METHOD AUTOMATICALLY AT THE END OF THE TRIAL OR FOR THE RENEWAL, UNLESS YOU CANCEL YOUR AUTO-RENEWAL PRIOR TO THE END OF THE SUBSCRIPTION TERM.
3.8 Electronic Invoices. Should automatic billing fail to occur for any reason, Sustainable Brands and/or its third party partners may issue an electronic invoice indicating that You must proceed manually, within a certain deadline date, with the full payment corresponding to the billing period as indicated on the invoice.
3.9 No Refunds. Subscription and usage or overage fees (and any other fees associated with the services, including higher subscription fees for upgrades) are non-refundable and non-creditable, except where required by law. Subscriptions may be cancelled, and such cancellations take effect at the end of Your then-current Subscription Term (for example, if You are on a paid annual Subscription Plan the cancellation will take effect the following year). Once Your cancellation is effective, You will be downgraded to a free plan and will lose Subscription features and functionality. If You don’t pay for Your Subscription(s) on time, we reserve the right to suspend Your Account or remove subscription features.
3.10 Term. These Subscription and Payment Terms are effective until all Subscription Terms for the Subscriptions have expired or are terminated as expressly permitted herein.
3.11 Payment and Renewals. You agree to pay applicable fees for the entire Subscription Term. You cannot cancel or terminate a Subscription Term. If no Subscription Term start date is specified on the applicable order form, Your Subscription starts when You first obtain access to the applicable Sustainable Brands Service. Each Subscription Term will automatically renew for additional successive periods equal to the initial Subscription Term (e.g. if You have an annual plan then the Subscription will renew for an additional 12 month term) unless: (i) otherwise stated on the applicable order form; (ii) we update the terms of Your Subscription Plan; or (iii) You or we cancel Your Subscription auto-renewal using Your online Account management page before the end of the then-current Subscription Term. Pricing for any Subscription Term renewal, new order form, or order form changes will be based on the Subscription Term’s then-applicable rates.
4.1 Suspension of Service. We may suspend Your access to Your Subscription(s) if: (i) Your account is overdue; or (ii) You have exceeded Your Subscription allocations / service limits. We may also suspend Your access to Your Subscription(s) if we determine that: (a) You have breached any portion of these Terms, or (b) suspension is necessary to prevent harm or liability to other customers or third parties, or to preserve the security, stability, availability or integrity of the Service. We will have no liability for taking action as permitted above. For the avoidance of doubt, You will remain responsible for payment of fees during any suspension period under this Section 4.1. However, unless these Terms have been terminated, We will cooperate with You to promptly restore access to Your Subscription(s) once we verify that You have resolved the condition requiring suspension.
4.2 We may terminate or suspend Your Account and bar access to the Service immediately, without prior notice or liability, under our sole discretion, for any reason whatsoever and without limitation, including but not limited to a breach of the Terms.
4.3 If You wish to terminate Your Account, remove auto-renew from any Subscriptions You may have and simply discontinue using the Service.
4.4 All provisions of the Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity and limitations of liability.
4.5 Effect of Termination. Upon any expiration or termination of these Terms or an order form: (i) Your rights to use the Service terminate and You must promptly: (a) stop use of the Service; (b) delete (or, at Sustainable Brands’s request, return) any and all copies of any Sustainable Brands code, documentation, passwords or access codes, and any other Sustainable Brands Confidential Information in Customer’s possession, custody, or control; and (ii) Your right to access any of Your Content in the Service will cease and we may delete Your Content at any time after 30 days from the date of termination.
5.1 You agree to defend, indemnify and hold harmless Sustainable Brands and its licensees and licensors, and their directors, officers, employees, contractors, partners, agents, suppliers, or affiliates, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees), indirect, incidental, special, consequential or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from (i) Your access to or use of or inability to access or use the Service or any Subscriptions, by You or any person using Your Account and password; (ii) any conduct or content of any third party on the Service; (iii) any content obtained from the Service; (iv) a breach of these terms or; (v) Content posted on the Service; or (vi) unauthorized access, use or alteration of Your transmissions or Content.
6.1 Limitation of Liability. UNDER NO CIRCUMSTANCES SHALL WE BE LIABLE FOR ANY DIRECT, INDIRECT, PUNITIVE, INCIDENTAL, SPECIAL, OR CONSEQUENTIAL DAMAGES THAT RESULT FROM THE USE OF, OR INABILITY TO USE, THE SERVICE. THIS LIMITATION APPLIES WHETHER THE ALLEGED LIABILITY IS BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), STRICT LIABILITY OR ANY OTHER BASIS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, OUR LIABILITY IN SUCH JURISDICTIONS SHALL BE LIMITED TO THE EXTENT PERMITTED BY LAW.
6.2 Disclaimers. YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. THE SERVICE IS PROVIDED WITHOUT WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT OR COURSE OF PERFORMANCE. SUSTAINABLE BRANDS ITS SUBSIDIARIES, AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT A) THE SERVICE WILL FUNCTION UNINTERRUPTED, SECURE OR AVAILABLE AT ANY PARTICULAR TIME OR LOCATION; B) ANY ERRORS OR DEFECTS WILL BE CORRECTED; C) THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS; OR D) THE RESULTS OF USING THE SERVICE WILL MEET YOUR REQUIREMENTS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, SO THE LIMITATIONS ABOVE MAY NOT APPLY TO YOU.
7.1 Governing Law. These Terms shall be governed and construed in accordance with the laws of the State of California, United States, without regard to its conflict of law provisions.
7.2 Survival. Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect. These Terms constitute the entire agreement between us regarding our Service, and supersede and replace any prior agreements we might have had between us regarding the Service.
7.3 Changes to Terms and Assignment. We reserve the right, at our sole discretion, to modify or replace these Terms at any time. Such revisions shall be effective immediately. What constitutes a material change will be determined at our sole discretion. We may assign our agreement with you to any affiliated company or to any entity that succeeds to all or substantially all of our business or assets related to the Service or applicable Subscription(s). By continuing to access or use our Service after any revisions become effective, You agree to be bound by the revised terms. If You do not agree to the new terms, You are no longer authorized to use the Service.
If You have any questions about these Terms, please contact us at firstname.lastname@example.org