Effective Date: September 23, 2020
Overview and Agreement
Please read the Terms carefully before using our Service. By accessing or using any part of the Website or otherwise using our Service, you agree to be bound by the Terms. If you do not agree to all of the Terms, then you may not access the Website or use the Service.
THE SECTION BELOW ENTITLED “DISPUTE RESOLUTION” CONTAINS AN ARBITRATION CLAUSE THAT REQUIRES MOST DISPUTES BETWEEN US TO BE RESOLVED THROUGH BINDING AND FINAL ARBITRATION INSTEAD OF IN COURT. SEE THE SECTION ENTITLED “DISPUTE RESOLUTION” FOR MORE INFORMATION REGARDING THIS ARBITRATION CLAUSE, AND HOW TO OPT OUT.
Whom these terms apply to.
The Terms apply to all users of the Website and of the Service, including without limitation users who are browsers, vendors, customers, merchants, and/or contributors of content.
Changes to Service or Terms.
Any new features or tools that are added to the Service shall also be subject to the Terms. You can review the most current version of the Terms at any time on this page. As explained more fully below, we reserve the right to update, change, or replace any part of the Terms by posting updates and/or changes to Website. It is your responsibility to check this page periodically for changes. Your continued use of the Service following the posting of any changes constitutes acceptance of those changes.
Creating an account and providing certain personal information.
Before making any purchase in connection with the Service, you may need to create an online account, either by way our registration process or through a third party service such as Google, or you may provide us certain personal information via other means such as webforms or telephone. If you register by way of a third party service, personal information you provided to that third party, such as your name, email address and other information your account and privacy settings on that service allow us to access, will be used to create your account with us. You are solely responsible for your account information and any data that you provide to us or via the Service (“Account Data”), and agree that you own or have the necessary rights, permissions and consents to all of your Account Data and that use of the Account Data does not infringe, misappropriate or violate any third party’s intellectual property rights, or rights of publicity or privacy, or result in the violation of any applicable laws, rules or regulations. You will own all of your Account Data. You agree to grant us a worldwide, non-exclusive license to access, use, export, process, copy, distribute, perform and display the Account Data in accordance the Terms including to provide, maintain and support the Service, to prevent or respond to security issues, to provide support or respond to technical issues, as required by law, as permitted by the Terms and as permitted by your instructions.
You are responsible for safeguarding any online account login credentials. You are also responsible for all of the activity within your online account, whether or not you authorized that activity. We will not be responsible for any damages, losses or liability if credentials or any account is not kept confidential by you, or information provided by an unauthorized third party logging into and accessing the Service. You should immediately notify us of any unauthorized access to or use of your online account. We may review activity in connection with the Service for compliance purposes, but we have no obligation to do so. We aren't responsible for the content of any Account Data or the way you or your users use the Service to transmit, store or process any Account Data. If we believe, however, that there is a violation of the Terms, we may suspend or block the Service or take any steps that we determine necessary, including with respect to Account Data, if we believe there is or may be a violation of any laws, rules or regulations or a risk of harm to us, the Service, other users or any third party.
By accessing or using the Service, you consent to the use of your Account Data to contact you via email, text message (SMS) or other electronic means in connection with the provision of the Service. Standard text or data charges may apply to communications.
By registering for an account, you agree that such registration constitutes your electronic signature, and you consent to electronic provision of all disclosures and notices from Better Place including those required by law. You also agree that your electronic consent will have the same legal effect as a physical signature.
You agree that we can provide notices regarding the Service to you through our Website or through the Service (including your account), or by mailing notice to the email address identified in your account. Notices may include notifications about your account, changes to the Service, or other information we are required to provide to you. You also agree that electronic delivery of a notice has the same legal effect as if we provided you with a physical copy. We will consider a notice to have been received by you within 24 hours of the time a notice is either posted to our Website or emailed to you.
You also authorize us to provide notices to you via text (SMS) message to allow us to verify your control over your account and to provide you with notices about your account and/or Purchases. Standard text or data charges may apply to such notices. Where offered, you may disable text message notifications by responding to any such message with “STOP”, or by following instructions provided in the message. However, by disabling text messaging, you may be disabling important features of the Service and you therefore assume any risk of such disablement.
Purchases consummated offline.
We may consummate or facilitate offline the purchase of a product or service offered or advertised on our Website or through our Service–for example, by executing a “Pre-purchase Agreement” or by taking payment other than through our Website. These Terms apply likewise to such purchases made and services provided, whether or not the Terms are explicitly incorporated or referenced.
Representations you make.
You represent and warrant that:
- You will only upload and use only Account Data which you own or to which you have obtained all required rights, waivers, permissions and consents and in accordance with all applicable laws, rule and regulations;
- You will prevent unauthorized access to or use of the Service and keep passwords and all other login information to your account secure and confidential;
- You have the legal right to use any credit card(s) or other payment method(s) in connection with any Purchase or any Payment Card;
- The information you supply in connection with any Purchase to us is true, correct, and complete;
- At the time you make any Purchase, you are at least the age of majority in your state or province of residence, or you are the age of majority in your state or province of residence and you have given us your consent to allow any of your minor dependents to use the Service; and
- You are not making a Purchase for any illegal or unauthorized purpose, and your Purchase does not violate any laws and all applicable laws, rules or regulations.
We reserve the right to:
- Refuse, limit, or cancel your Purchase at any time for any reason, including but not limited to product or service availability, errors in the description or price of the product or service, error in your order, or any other reason;
- Refuse, limit, or cancel your Purchase if fraud or an unauthorized or illegal transaction is suspected;
- Limit Purchases to certain persons, geographic regions, or jurisdictions, consistent with applicable laws;
- Change prices or product or service characteristics or descriptions, or discontinue any product or service at any time; and
- Change the products or services to be provided by Better Place as part of an already-made Purchase, provided that we first offer you a refund of the Purchase price before any material change takes effect.
Any offer for any product or service made on the Website or through the Service is void where prohibited.
In using the Service, you agree not to:
- Post any information that is abusive, threatening, obscene, defamatory, libelous, or racially, sexually, religiously, or otherwise objectionable and offensive;
- Use the Service for any unlawful purpose or for the promotion of illegal activities;
- Attempt to, or harass, abuse, or harm another person or group;
- Provide us with false or inaccurate information;
- Interfere or attempt to interfere with the proper functioning of the Service;
- Attempt to reverse engineer, decompile, disable, disassemble, modify, copy, translate, or disrupt the features, functionality, integrity, or performance of the Service, or sublicense, resell or time share the Service;
- Make any automated use of the system, or take any action that we deem to impose or to potentially impose an unreasonable or disproportionately large load on our servers or network infrastructure;
- Bypass any robot exclusion headers or other measures we take to restrict access to the Service or use any software, technology, or device to scrape, spider, or crawl the Service or harvest or manipulate data;
- Publish or link to malicious content intended to damage or disrupt another user’s browser or computer;
- Upload to, or transmit from, the Service any data, file, software, or link that contains or redirects to a worm, virus, Trojan horse or other harmful code or a technology that unlawfully accesses or downloads content or information stored within the Service;
- Submit content that is copyrighted or subject to third-party proprietary rights, including privacy, publicity, trade secret, etc., unless you are the owner of such rights or have the appropriate permission from their rightful owner to specifically submit such content; Impersonate any person or entity or misrepresent your affiliation with any person or entity;
- Probe, scan, or test the vulnerability of any of our systems or networks, breach any security or authentication measures, or attempt to gain unauthorized access to the Service, systems or networks including to circumvent any software, security protections or monitoring of the Service;
- Initiate a denial-of-service attack or a distributed denial-of-service attack, or otherwise attempt to interfere with the proper working of the Service;
- Access or use the Service in order to build a similar or competitive product or service; or
- Authorize, permit, enable, induce or encourage any third party to do any of the above.
You hereby affirm we have the right to determine whether any information or data you post, upload, link to, or otherwise make available on the Website or through the Service, including Account Data (collectively, your “User Content”) is appropriate and comply with the Terms, remove any and/or all of your User Content, and terminate your access to our Service with or without notice.
You understand and agree that any liability, loss, or damage that occurs as a result of the use of any User Content that you make available or access through your use of the Service is solely your responsibility. Better Place is not responsible for any public display or misuse of your User Content. Better Place does not, and cannot, pre-screen or monitor all User Content. However, at our discretion, we, or technology we employ, may monitor and/or record your interactions with the Service.
If you are eligible to participate in our referral program, you agree to the referral program terms and conditions provided to you.
Online Content Disclaimer Opinions, advice, statements, offers, or other information or content made available through the Service, but not directly by Better Place, are those of their respective authors, and should not necessarily be relied upon. Such authors are solely responsible for such content. Better Place does not guarantee the accuracy, completeness, or usefulness of any information on the Service, and neither does Better Place adopt nor endorse, nor is it responsible for, the accuracy or reliability of any opinion, advice, or statement made by parties other than Better Place. Better Place takes no responsibility and assumes no liability for any User Content that you or any other user or third party posts or sends on the Website or through the Service.
In no circumstances will Better Place be responsible for any loss or damage resulting from anyone’s reliance on information or other content posted on the Website or through the Service, or transmitted to users. Though Better Place strives to enforce the Terms, you may be exposed to User Content that is inaccurate or objectionable. Better Place reserves the right, but has no obligation, to monitor the materials posted in the public areas of the service or to limit or deny a user’s access to the Service or take other appropriate action if a user violates the Terms or engages in any activity that violates the rights of any person or entity or that we deem unlawful, offensive, abusive, harmful, or malicious. Better Place shall have the right to remove any such material that, in its sole opinion, violates, or is alleged to violate, the law or this agreement or which might be offensive, or that might violate the rights, harm, or threaten the safety of users or others. Unauthorized use may result in criminal and/or civil prosecution under Federal, State, local, and/or other law. If you become aware of misuse of our Service, please contact us at [email protected]
We welcome your feedback. If you provide recommendations, suggestions, improvements or other feedback regarding the Website or Service (collectively, “Feedback”), you agree that we will have a license and royalty-fee free, worldwide perpetual and irrevocable right to use and incorporate such Feedback into the Service or other products or services without restriction and without any obligation or compensation to you or any third party.
We both acknowledge that during the course of the transactions contemplated by the Terms, one of the parties (the “Disclosing Party”) may find it necessary or appropriate to share Confidential Information (as defined below) with the other Party (the “Receiving Party”). The Receiving Party will: (i) not use the Disclosing Party’s Confidential Information except for the exercise of its rights or performance of its obligations hereunder; (ii) not disclose such Confidential Information to any third party, other than its employees and consultants who have a “need to know” for the receiving party to exercise its rights or perform its obligations hereunder; and (iii) use at least reasonable measures to protect the confidentiality of such Confidential Information. If the Receiving Party is required by law to make any disclosure of such Confidential Information, the Receiving Party will first give written notice of such requirement to the Disclosing Party, and will permit the Disclosing Party to intervene in any relevant proceedings to protect its interests in the Confidential Information, and provide full cooperation to the Disclosing Party in seeking to obtain such protection. Information will not be deemed Confidential Information hereunder if such information: (1) is known or becomes known (independently of disclosure by the Disclosing Party) to the Receiving Party prior to receipt from the Disclosing Party from a source other than one having an obligation of confidentiality to the Disclosing Party; (2) becomes publicly known, except through a breach hereof by the Receiving Party; or (3) is independently developed by the Receiving Party without any use of or reference to the Disclosing Party’s Confidential Information. “Confidential Information” means any information provided by one party to the other and concerning such Disclosing Party’s business or operations including, but not limited to, all tangible, intangible, visual, electronic, now existing or future information such as: (a) trade secrets; (b) financial information, including pricing; (c) technical information, including research, development, procedures, algorithms, data, designs, code, and knowhow; (d) business information, including operations, planning, marketing interests, and products; and (e) all other information which would, due to the nature of the information disclosed or the circumstances surrounding such disclosure, appear to a reasonable person to be confidential or proprietary.
Copyright Complaints and Copyright Agent
Termination of repeat infringer access. Better Place respects the intellectual property rights of others and requests that the users do the same. Pursuant to 17 U.S.C. § 512(i), Better Place has adopted and implemented a policy that provides for the termination in appropriate circumstances of users of the Service who are repeat infringers. Better Place may terminate access for participants or users who are found repeatedly to provide or post protected third-party content without necessary rights and permissions.
DMCA take-down notices.
If you are a copyright owner or an agent thereof and believe, in good faith, that any materials provided on the Service infringe your copyrights, you may submit a notification pursuant to the Digital Millennium Copyright Act (see 17 U.S.C § 512) (“DMCA”) by sending the following information in writing to Better Place’s designated copyright agent at [email protected]:
- The date of your notification;
- A physical or electronic signature of a person authorized to act on behalf of the owner of an exclusive right that is allegedly infringed;
- A description of the copyrighted work claimed to have been infringed, or, if multiple copyrighted works at a single online site are covered by a single notification, a representative list of such works at that site;
- A description of the material that is claimed to be infringing or to be the subject of infringing activity and information sufficient to enable us to locate such work;
- Information reasonably sufficient to permit the service provider to contact you, such as an address, telephone number, and/or email address;
- A statement that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and
- A statement that the information in the notification is accurate, and under penalty of perjury, that you are authorized to act on behalf of the owner of an exclusive right that is allegedly infringed.
If you believe that your User Content that has been removed from the Service is not infringing, or that you have the authorization from the copyright owner, the copyright owner’s agent, or pursuant to the law, to post and use the content in your User Content, you may send a counter-notice containing the following information to our copyright agent using the contact information set forth above:
- Your physical or electronic signature;
- A description of the content that has been removed and the location at which the content appeared before it was removed;
- A statement that you have a good faith belief that the content was removed as a result of mistake or a misidentification of the content; and
- Your name, address, telephone number, and email address; a statement that you consent to the jurisdiction of the federal court in California; and a statement that you will accept service of process from the person who provided notification of the alleged infringement.
If a counter-notice is received by Better Place’s copyright agent, Better Place may send a copy of the counter-notice to the original complaining party informing such person that it may reinstate the removed content in 10 business days. Unless the copyright owner files an action seeking a court order against the content provider, member, or user, the removed content may (in Better Place’s discretion) be reinstated on the Website in 10 to 14 business days or more after receipt of the counter-notice.
By posting any User Content on the Website or through the Service, you expressly grant, and you represent and warrant that you have a right to grant, to Better Place, a royalty-free, sub-licensable, transferable, perpetual, irrevocable, non-exclusive, worldwide license to use, reproduce, modify, publish, list information regarding, edit, translate, distribute, publicly perform, publicly display, and make derivative works of all such User Content and your name, voice, and/or likeness as contained in your User Content, if applicable, in whole or in part, and in any form, media, or technology, whether now known or hereafter developed, for use in connection with the Service.
Availability, Errors, Inaccuracies, and Omissions
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 through 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. We are not responsible if information made available on the Website or through the Service is not accurate, complete or current. The material on the Website and available through the Service is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete, or more timely sources of information. Any reliance on the material on the Website or available through the Service is at your own risk.
The Website and/or Service may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. We reserve the right to modify the contents of the Website and/or Service at any time, but we have no obligation to update any information on the Website or available through the Service. You agree that it is your responsibility to monitor changes to our site.
The Service and its original content, features, and functionality are and will remain the exclusive property of Better Place 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 Better Place. We reserve all rights that are not expressly granted to you under these Terms.
Links to Other Websites Our Service may contain links to third-party websites or services that are not owned or controlled by Better Place. Better Place has no control over, and assumes no responsibility for the content, privacy policies, or practices of any third-party websites or services. We do not warrant the offerings of any of these entities/individuals or their websites. You acknowledge and agree that Better Place shall not be responsible or liable, directly or indirectly, for any damage or loss caused or alleged to be caused by or in connection with use of or reliance on any such content, goods, or services available on or through any such third-party web sites or services.
We strongly advise you to read the terms and conditions and privacy policies of any third-party websites or services that you visit.
YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK, AND 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, TITLE, SECURITY, ACCURACY, NON-INFRINGEMENT, OR COURSE OF PERFORMANCE.
BETTER PLACE, ITS SUBSIDIARIES, AFFILIATES, AND ITS LICENSORS DO NOT WARRANT THAT (A) THE SERVICE WILL FUNCTION UNINTERRUPTED, SECURE, ERROR-FREE, DEFECT-FREE, 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. BETTER PLACE IS NOT OBLIGATED TO PROVIDE ANY MAINTENANCE, TECHNICAL, OR OTHER SUPPORT FOR THE SERVICES.
YOU ASSUME FULL RESPONSIBILITY AND RISK OF LOSS RESULTING FROM YOUR DOWNLOADING AND/OR USE OF FILES, INFORMATION, CONTENT, OR OTHER MATERIAL OBTAINED FROM THE WEBSITE OR THE SERVICE.
WE MAY PROVIDE YOU WITH ACCESS TO THIRD-PARTY TOOLS THAT WE NEITHER MONITOR NOR HAVE ANY CONTROL OVER NOR INPUT ON. YOU ACKNOWLEDGE AND AGREE THAT WE PROVIDE ACCESS TO SUCH TOOLS ”AS IS” AND “AS AVAILABLE” WITHOUT ANY WARRANTIES, REPRESENTATIONS, OR CONDITIONS OF ANY KIND AND WITHOUT ANY ENDORSEMENT. WE SHALL HAVE NO LIABILITY WHATSOEVER ARISING FROM OR RELATING TO YOUR USE OF OPTIONAL THIRD-PARTY TOOLS.
ANY USE BY YOU OF OPTIONAL TOOLS OFFERED THROUGH THE WEBSITE OR SERVICE IS ENTIRELY AT YOUR OWN RISK AND DISCRETION AND YOU SHOULD ENSURE THAT YOU ARE FAMILIAR WITH AND APPROVE OF THE TERMS ON WHICH TOOLS ARE PROVIDED BY THE RELEVANT THIRD-PARTY PROVIDER(S). WE MAY ALSO, IN THE FUTURE, OFFER NEW SERVICES AND/OR FEATURES THROUGH THE WEBSITE OR SERVICE (INCLUDING, THE RELEASE OF NEW TOOLS AND RESOURCES). SUCH NEW FEATURES AND/OR SERVICES SHALL ALSO BE SUBJECT TO THESE TERMS OF SERVICE.
Limitation of Liability TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL BETTER PLACE, NOR ITS DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, OR AFFILIATES, BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING WITHOUT LIMITATION, LOSS OF PROFITS, DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM (A) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE THE SERVICE; (B) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICE; (C) ANY CONTENT OBTAINED FROM THE SERVICE; (D) THE USE, DISCLOSURE, OR DISPLAY OF YOUR USER CONTENT; (E) THE SERVICE GENERALLY OR THE SOFTWARE OR SYSTEMT THAT MAKE THE SERVICE AVAILABLE; (F) UNAUTHORIZED ACCESS, USE, OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT; AND/OR (G) ANY OTHER INTERACTIONS WITH BETTER PLACE OR ANY OTHER USER OF THE SERVICE, WHETHER BASED ON WARRANTY, CONTRACT, TORT (INCLUDING NEGLIGENCE), OR ANY OTHER LEGAL THEORY, WHETHER OR NOT WE HAVE BEEN INFORMED OF THE POSSIBILITY OF SUCH DAMAGE, AND EVEN IF A REMEDY SET FORTH HEREIN IS FOUND TO HAVE FAILED OF ITS ESSENTIAL PURPOSE, AND IN NO EVENT SHALL BETTER PLACE, NOR ITS DIRECTORS, EMPLOYEES, PARTNERS, AGENTS, SUPPLIERS, OR AFFILIATES, BE LIABLE IN THE AGGREGATE TO YOU OR ANY THIRD PARTY IN CONNECTION WITH THE TERMS, USE OF THE SERVICE OR ANY PURCHASE OF THE SERVICE IN EXCESS OF $1,000. IF YOU ARE A CALIFORNIA RESIDENT, YOU HAVE READ AND UNDERSTAND, AND EXPRESSLY WAIVE KNOWINGLY AND INTELLIGENTLY, THE BENEFITS OF CALIFORNIA CIVIL CODE § 1542, WHICH SAYS, “A GENERAL RELEASE DOES NOT EXTEND TO CLAIMS WHICH THE CREDITOR DOES NOT KNOW OR SUSPECT TO EXIST IN HIS FAVOR AT THE TIME OF EXECUTING THE RELEASE, WHICH IF KNOWN BY HIM MUST HAVE MATERIALLY AFFECTED HIS SETTLEMENT WITH THE DEBTOR.
Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the limitations above may not apply to you.
Please read the following arbitration agreement in this Section (“Arbitration Agreement”) carefully. It requires you to arbitrate disputes with Better Place and limits the manner in which you can seek relief from us. Applicability of Arbitration Agreement. You agree that any dispute between you and us relating in any way to the Service, any products or services purchased, or the Terms, will be resolved by binding arbitration, rather than in court, except that (1) you may assert claims in small claims court if your claims qualify; and (2) you or Better Place may seek equitable relief in court for infringement or other misuse of intellectual property rights (such as trademarks, trade dress, domain names, trade secrets, copyrights, and patents). This Arbitration Agreement shall apply, without limitation, to all claims that arose or were asserted before the effective date of these Terms or any prior version of these Terms.
Arbitration Rules and Forum. The Federal Arbitration Act governs the interpretation and enforcement of this Arbitration Agreement. To begin an arbitration proceeding, you must send a letter requesting arbitration and describing your claim to Better Place Forests, Co., 3717 Buchanan St., Suite 400, San Francisco, CA 94123, Attn: Legal. The arbitration will be conducted by JAMS, an established alternative dispute resolution provider. Disputes involving claims and counterclaims with an amount in controversy under $250,000, not inclusive of attorneys’ fees and interest, shall be subject to JAMS’ most current version of the Streamlined Arbitration Rules and procedures available at http://www.jamsadr.com/rules-streamlined-arbitration/; all other claims shall be subject to JAMS’s most current version of the Comprehensive Arbitration Rules and Procedures, available at http://www.jamsadr.com/rules-comprehensive-arbitration/. JAMS’s rules are also available at www.jamsadr.comor by calling JAMS at 800-352-5267. If JAMS is not available to arbitrate, the parties will select an alternative arbitral forum. If the arbitrator finds that you cannot afford to pay JAMS’s filing, administrative, hearing and/or other fees and you cannot obtain a waiver from JAMS, Better Place will pay them for you. In addition, Better Place will reimburse all such JAMS’ filing, administrative, hearing and/or other fees for claims with an amount in controversy totaling less than $10,000 unless the arbitrator determines the claims are frivolous.
You may choose to have the arbitration conducted by telephone, based on written submissions, or in person in the county where you live or at another mutually agreed location. Any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.
Authority of Arbitrator. The arbitrator shall have exclusive authority to resolve any dispute related to the interpretation, applicability, enforceability or formation of this Arbitration Agreement including, but not limited to any claim that all or any part of this Arbitration Agreement is void or voidable. The arbitrator will decide the rights and liabilities, if any, of you and Better Place. The arbitration proceeding will not be consolidated with any other matters or joined with any other proceedings or parties. The arbitrator shall have the authority to grant motions dispositive of all or part of any claim or dispute. The arbitrator shall have the authority to award monetary damages and to grant any non-monetary remedy or relief available to an individual under applicable law, the arbitral forum’s rules, and these Terms (including the Arbitration Agreement). The arbitrator shall issue a written award and statement of decision describing the essential findings and conclusions on which any award (or decision not to render an award) is based, including the calculation of any damages awarded. The arbitrator shall follow the applicable law. The arbitrator has the same authority to award relief on an individual basis that a judge in a court of law would have. The award of the arbitrator is final and binding upon you and us.
Waiver of Jury Trial.
YOU AND BETTER PLACE HEREBY WAIVE ANY CONSTITUTIONAL AND STATUTORY RIGHTS TO SUE IN COURT (OTHER THAN SMALL CLAIMS COURT AS PERMITTED HEREIN) AND HAVE A TRIAL IN FRONT OF A JUDGE OR A JURY. You and Better Place are instead electing that all covered claims and disputes shall be resolved by arbitration under this Arbitration Agreement, except as specified in subsection A above. An arbitrator can award on an individual basis the same damages and relief as a court and must follow these Terms as a court would. However, there is no judge or jury in arbitration, and court review of an arbitration award is subject to very limited review.
Waiver of Class or Other Non-Individualized Relief.
ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THIS ARBITRATION AGREEMENT MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A CLASS OR COLLECTIVE BASIS, ONLY INDIVIDUAL RELIEF IS AVAILABLE FOR CLAIMS COVERED BY THIS ARBITRATION AGREEMENT, AND CLAIMS OF MORE THAN ONE USER CANNOT BE ARBITRATED OR CONSOLIDATED WITH THOSE OF ANY OTHER USER. If a decision is issued stating that applicable law precludes enforcement of any of this subsection’s limitations as to a given claim for relief, then the claim must be severed from the arbitration and brought into the State or Federal Courts located in the State of California. All other claims shall be arbitrated.
30-Day Right to Opt Out. You have the right to opt out of the provisions of this Arbitration Agreement by sending a timely written notice of your decision to opt out to the following address: Better Place Forests, Co., 3717 Buchanan St., Suite 400, San Francisco, CA 94123, Attn: Legal or email to [email protected], within 30 days after first becoming subject to this Arbitration Agreement. Your notice must include your name and address and a clear statement that you want to opt out of this Arbitration Agreement. If you opt out of this Arbitration Agreement, all other parts of these Terms will continue to apply to you. Opting out of this Arbitration Agreement has no effect on any other arbitration agreements that you may currently have with us, or may enter into in the future with us.
Except as provided in subsection E, if any part or parts of this Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed and the remainder of the Arbitration Agreement shall continue in full force and effect.
Survival of Agreement.
This Arbitration Agreement will survive the termination or expiration of the Terms or your relationship with Better Place.
Notwithstanding any provision in these Terms to the contrary, we agree that if Better Place makes any future material change to this Arbitration Agreement, you may reject that change within thirty (30) days of such change becoming effective by writing Better Place at the following address: Better Place Forests, Co., 3717 Buchanan St., Suite 400, San Francisco, CA 94123, Attn: Legal.
These Terms and your use of the Website and the Service are governed by the laws of the State of California, and the federal laws of the United States of America applicable therein, without regard to conflict of law provisions.
Forum for disputes.
Subject to subsections E and G of the Arbitration Agreement, if any part of these Terms is held invalid or unenforceable, that portion of the Terms will be construed consistent with applicable law. The remaining portions will remain in full force and effect.
Any failure on the part of Better Place to enforce any provision of these Terms will not be considered a waiver of our right to enforce such provision.
Consent to electronic communications.
For contractual purposes, you (1) consent to receive communications from Better Place in an electronic form via the email address you have submitted; and (2) agree that all Terms of Service, agreements, notices, disclosures, and other communications that Better Place provides to you electronically satisfy any legal requirement that such communications would satisfy if it were in writing. The foregoing does not affect your non-waivable rights.
Our rights under the Terms will survive any termination of the Terms.
Time-bar on claims.
You agree that any cause of action related to or arising out of your relationship with Better Place must commence within ONE year after the cause of action accrues. Otherwise, such cause of action is permanently barred.
Any ambiguities in the interpretation of these Terms shall not be construed against Better Place.
No Third Party Beneficiary.
No person or entity other than the parties hereto will be entitled to any of the benefits of these Terms or be deemed to acquire any rights hereunder.
The Service may be subject to export laws and regulations of the United States and other jurisdictions. You represent that you are not named on any U.S. government denied-party list. You shall not use the Service in violation of any U.S. export law or regulation.
Neither party shall be liable under the Terms by reason of any failure or delay in the performance of its obligations hereunder on account of strikes, shortages, riots, insurrection, fires, flood, storm, explosions, acts of God, war, governmental action, labor conditions, earthquakes, material shortages, pandemic, or any other cause beyond the reasonable control of such party; provided, that: (i) the party affected by such force majeure event, as soon as reasonably practicable after obtaining knowledge of the occurrence of such event, gives the other prompt notice describing the event; (ii) the suspension of or extension of time for performance is of no greater scope and of no longer duration than is required by the force majeure event; and (iii) the party affected by such force majeure event uses all reasonable efforts to mitigate or remedy its inability to perform as soon as reasonably possible.
If, in our sole judgment, you fail, or we suspect that you have failed, to comply with any term or provision of the Terms, we may terminate this agreement at any time without notice, and you will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny you access to our Service (or any part thereof).
Changes We reserve the right, at our sole discretion, to modify or replace the Terms at any time. If a revision is material, we may, but are not obligated to, provide notice prior to any new terms taking effect. What constitutes a material change will be determined at our sole discretion.
It is your sole responsibility to check the Website from time to time to view any such changes in the Terms. 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. Any changes to the Terms (other than as set forth in this “Changes” section) or waiver of Better Place’s rights hereunder shall not be valid or effective except in a written agreement bearing the physical signature of an officer of Better Place. No purported waiver or modification of this agreement by Better Place via telephonic or email communications.
You may not provide to any person or export or re-export or allow the export or re-export of the Service or any software or anything related thereto or any direct product thereof (collectively “Controlled Subject Matter”), in violation of any restrictions, laws or regulations of the United States Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, or any other United States or foreign agency or authority. Without limiting the foregoing, you acknowledge and agree that the Controlled Subject Matter will not be used or transferred or otherwise exported or re-exported to countries as to which the United States maintains an embargo (collectively, “Embargoed Countries”), or to or by a national or resident thereof, or any person or entity on the U.S. Department of Treasury’s List of Specially Designated Nationals or the U.S. Department of Commerce’s Table of Denial Orders (collectively, “Designated Nationals”). The lists of Embargoed Countries and Designated Nationals are subject to change without notice. Use of the Service is representation and warranty that the user is not located in, under the control of, or a national or resident of an Embargoed Country or Designated National. The Controlled Subject Matter may use or include encryption technology that is subject to licensing requirements under the U.S. Export Administration Regulations. As defined in FAR section 2.101, any software and documentation provided by Modern Treasury are “commercial items” and according to DFAR section 252.227-7014(a)(1) and (5) are deemed to be “commercial computer software” and “commercial computer software documentation.” Consistent with DFAR section 227.7202 and FAR section 12.212, any use modification, reproduction, release, performance, display, or disclosure of such commercial software or commercial software documentation by the U.S. Government will be governed solely by the Terms and will be prohibited except to the extent expressly permitted by these Terms.
The Service is intended for users located within the United States. We make no representation that the Service is appropriate or available for use outside of the United States. Access to the Service from countries or territories or by individuals where such access is illegal is strictly prohibited.
Notice to California Residents
If you are a California resident, under California Civil Code Section 1789.3, you may contact the Complaint Assistance Unit of the Division of Consumer Services of the California Department of Consumer Affairs in writing at 1625 N. Market Blvd., Suite S-202, Sacramento, California 95834, or by telephone at (800) 952-5210 in order to resolve a complaint regarding the Service or to receive further information regarding use of the Service.
YOU ACKNOWLEDGE THAT YOU HAVE READ THESE TERMS OF SERVICE, UNDERSTAND THEM, AND WILL BE BOUND BY THEM.
If you have any questions about these Terms, please contact us at [email protected]etterplaceforests.com.