TERMS OF USE

Last Updated: 2/12/24

Introduction

Thank you for visiting Climate Responsible. The Following Terms of Use (“Terms”) are entered into by and between you and Climate Responsible (“Climate Responsible,” “we,” or “us”). The following Terms govern your use of climateresponsible.org (the “Site”) and any other website that links to these Terms.

Please read these Terms carefully before you use our Site. By using our Site, you accept and agree to be bound and abide by these Terms. If you do not agree to these Terms, you must not access or use our Site.

Changes to the Terms

We may revise and update these Terms from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of the Site thereafter. However, any changes to the dispute resolution provisions set out in the Governing Law and Jurisdiction section will not apply to any disputes for which the parties have actual notice on or before the date the change is posted on the Site.

Your continued use of the Site following the posting of revised Terms of use means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on you.

Third-Party Materials

The Site may provide links to other websites or resources. We not endorse and are not responsible for any third-party content, advertising, products, services, or other materials on or available through such sites or resources. Third-party websites are subject to different terms and conditions of use, which you are responsible for reviewing.

Accessing the Site

We reserve the right to withdraw or amend our Site, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Site are unavailable at any time or for any period. From time to time, we may restrict access to some or all parts of the Site we offer.

You are responsible for making all arrangements necessary for you to have access to the Site, and for ensuring that all persons who access the Site through your internet connection are aware of these Terms and comply with them.

To access the Site or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Site that all the information you provide on the Site is correct, current, and complete.

You agree that all information you provide to register on our Site or otherwise, including, but not limited to, through the use of any interactive features on the Site, is governed by our Privacy Notice, and you acknowledge to all actions we take with respect to your information consistent with our Privacy Notice.

Accessing the Services

You may browse the Site without registering, but some features or functionality may not be accessible unless you register. In registering for the Site, you agree to: (i) provide true, accurate, current, and complete information about yourself as prompted by the Site’s registration form; and (ii) maintain and promptly update the information to keep it true, accurate, current, and complete. If you provide any information that is untrue, inaccurate, not current, or incomplete, or we reasonably suspect that you have done so, we may suspend or terminate your account.

Account Security

In the event the Site lets you create an account, you are fully responsible for all activities that occur under your account. You may not share your account or password with anyone. You agree to notify us immediately of any unauthorized use of your account or password or any other similar breach of security. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information.

You are solely responsible for any data, usage, and other charges assessed by mobile, cable, internet, or other communications services providers for your access to and use of the Services.

The Site is licensed, not sold, to you, and all rights granted to you under these Terms are subject to your compliance with the Terms. Without limiting our other rights or remedies under these Terms, you agree we have the right to limit and/or disable your access to the Site if you violate any provision of these Terms or your use of the Site would cause a risk of harm to others.

Feedback

We welcome suggestions, comments, and other feedback on the Site (“Feedback”) from all of its customers. If you provide us with Feedback, you agree that: (i) we are not subject to any confidentiality obligations with respect to the Feedback; (ii) the Feedback is not confidential or proprietary information belonging to you or any third-party and you have all of the necessary rights to disclose the Feedback to us; (c) we may freely use Feedback without any restrictions; and (d) you are not entitled to receive any compensation or reimbursement of any kind for Feedback.

Prohibited Uses

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

• 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 US or other countries).

• For the purpose of exploiting, harming, or attempting to exploit or harm anyone 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 the provisions included in these Terms.

• To transmit, or procure the sending of, repetitive, irrelevant, “spammy”, or otherwise consisting of low-quality and distasteful advertising or promotional material.

• To impersonate or attempt to impersonate Climate Response, a Climate Responsible employee, another user, or any other person or entity (including, without limitation, by using email addresses or screen names associated with any of the foregoing).

• To engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Site, or which, as determined by us, may harm Climate Responsible or users of the Site, or expose them to liability.

Additionally, you agree not to:

• Use the Site in any manner that could disable, overburden, damage, or impair the Site or interfere with any other party’s use of the Site.

• Use any robot, spider, or other automatic device, process, or means to access the Site for any purpose, including monitoring or copying any of the material on the Site.

• Use any manual process to monitor or copy any of the material on the Site, or for any other purpose not expressly authorized in these Terms, without our prior written consent.

• Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.

• Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Site, the server on which the Site are stored, or any server, computer, or database connected to the Site.

• Attack the Site via a denial-of-service attack or a distributed denial-of-service attack.

• Otherwise attempt to interfere with the proper working of the Site.

Monitoring and Enforcement

We have the right to:

• Take appropriate legal action, including without limitation, referral to law enforcement, for any illegal or unauthorized use of the Site.

• Terminate or suspend your access to all or part of the Site for any or no reason, including without limitation, any violation of these Terms.

Without limiting the foregoing, we have the right to cooperate fully with any law enforcement authorities or court order requesting or directing us to disclose the identity or other information of anyone posting any materials on or through the Sites.

You waive and hold harmless Climate Responsible from any claims resulting from any action taken by Climate Responsible during, or taken as a consequence of, investigations by either Climate Responsible or law enforcement authorities.

Reliance on Information Posted

The information presented on or through the Site is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Sites, or by anyone who may be informed of any of its contents.

The Site may include content provided by third parties, including materials provided by other users, bloggers, and third-party licensors, syndicators, aggregators, and/or reporting services. All statements and/or opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by Climate Response, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of Climate Responsible. We are not responsible, or liable to you or any third party, for the content or accuracy of any materials provided by any third parties.

Trademarks

Climate Response, and all related names, logos, product and service names, designs, and slogans are trademarks of Climate Responsible or its affiliates or licensors. You must not use such marks without the prior written permission of Climate Responsible. All other names, logos, product and service names, designs, and slogans on the Site are the trademarks of their respective owners.

Intellectual Property Rights

The Site and its contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) and our Site are owned by Climate Response, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws.

You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Site. You must not access or use for any commercial purposes any part of the Site we provide. You must not modify copies of any materials from these Site or delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from the Site.

If you copy, modify, download, or otherwise use or provide any other person with access to any part of the Site in breach of the Term, your right to use the Site will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Site or any content on the Site is transferred to you, and all rights not expressly granted are reserved by Climate Responsible. Any use of the Site not expressly permitted by these Terms is a breach of these Terms and may violate copyright, trademark, and other laws.

Geographic Restrictions

We make no claims that the Site are accessible or appropriate outside of the United States. Access to the Site may not be legal by certain persons or in certain countries. If you access the Site from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

Disclaimer of Warranties

You understand that we cannot and do not guarantee or warrant that files available for downloading from the internet, the Site will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our Site for any reconstruction of any lost data. To the fullest extent provided by law, we will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses, or other technologically harmful material that may infect your computer equipment, computer programs, data, or other proprietary material due to your use of the Site or items obtained through the Site or to your downloading of any material posted on them, or on any site linked to them.

Your use of the Site is at your own risk. The Site or items obtained through the Site are provided on an “as is” and “as available” basis, without any warranties of any kind, either express or implied. Neither Climate Responsible nor any person associated with Climate Responsible makes any warranty or representation with respect to the completeness, security, reliability, quality, accuracy, or availability of the Site. Without limiting the foregoing, neither Climate Responsible nor anyone associated with Climate Responsible represent or warrants that Climate Responsible or items obtained through the Site will be accurate, reliable, error-free, or uninterrupted, that defects will be corrected, that our Site or the server that makes them available are free of viruses or other harmful components, or that the Site will otherwise meet your needs or expectations.

To the fullest extent provided by law, Climate Responsible hereby disclaims all warranties of any kind, whether express or implied, statutory, or otherwise, including but not limited to any warranties of merchantability, non-infringement, and fitness for particular purpose. The foregoing does not affect any warranties that cannot be excluded or limited under applicable law.

Limitation on Liability

To the fullest extent provided by law, in no event will Climate Responsible its affiliates, or their licensors, service providers, employees, agents, officers, or directors be liable for damages of any kind, under any legal theory, arising out of or in connection with your use, or inability to use, the Site, any websites linked to them, any content on the Site or such other websites or applications, including any direct, indirect, special, incidental, consequential, or punitive damages, including those arising from the loss of data or a data breach, loss of revenue, loss of profits, loss of business or anticipated savings, loss of use, loss of goodwill, loss of data, and whether caused by tort (including negligence), breach of contract, or otherwise, even if foreseeable. 507426324.1

THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Indemnification

You agree to defend, indemnify, and hold harmless Climate Response, its licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys’ fees) arising out of or relating to your violation of these Terms or your use of the Site other than as expressly authorized in these Terms, or your use of any information obtained from the Site.

Governing Law and Jurisdiction

All matters relating to the Site and these Terms, and any dispute or claims arising therefrom or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance with the internal laws of the state of Washington without giving effect to any choice or conflict of law provision or rule (whether of the state of Washington or any other jurisdiction).

Any legal suit, action, or proceeding arising out of, or related to, these Terms or the Site shall be instituted exclusively in the federal courts of the United States or the courts of the state of Washington, although we retain the right to bring any suit, action, or proceeding against you for breach of these Terms in your country of residence or any other relevant country. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

Waiver and Severability

No waiver by Climate Responsible of any term or condition set out in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Climate Responsible to assert a right or provision under these Terms shall not constitute a waiver of such right or provision.

If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect.

Entire Agreement

These Terms and our Privacy Notice constitute the sole and entire agreement between you and Climate Responsible regarding the Site, and supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Site.

Contact Us

If you have any questions please email us at: hello@climateresponsible.org.