TERMS OF SERVICE

Date: 26/02/2021

OVERVIEW

This website (carbonclick.com) is operated by CarbonClick Limited (“the Site”).

Throughout these Terms of Service, the terms “we”, “us”, “our” and “CarbonClick” refer to CarbonClick Limited and any reference to “you”, “your” or “the user” refers to you. CarbonClick offers this Site, including all information, tools and services available from this Site to you, the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated here.

By visiting our Site and/ or purchasing a product or service from us, you engage in our “Service” or “Services” and agree to be bound by the following terms and conditions (“Terms of Service”, “Terms”), including those additional terms and conditions and policies referenced herein and/or available by hyperlink. These Terms of Service apply to all users of the Site, including without limitation users who are browsers, vendors, customers, merchants, and to everyone who engages our Services. By accessing or using any part of the Site, or by engaging our Services, you agree to be bound by these Terms of Service.

Any new features or tools which are added to our products and services shall also be subject to these Terms of Service. We may amend these Terms from time to time by posting the revised version on the Site, and the effective date of any amendment will be the date the amended Terms are posted to the Site. If you continue to use our Site, or continue to engage our Services following the effective date of an amendment to these Terms, then you will be deemed to have accepted the amendment. If you do not accept any amendment to these Terms you may no longer use the Site from the effective date of that amendment. These Terms were last updated on the date at the top of this document.

  1. SECTION 1 – GENERAL CONDITIONS
    • By agreeing to these Terms of Service, you represent that you are at least the age of majority in your state or province of residence, or that 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 this Site.
    • Where your access and use is on behalf of another person (e.g. a company), you confirm that you are authorised to, and do in fact, agree to these Terms of Service on that person’s behalf and that, by agreeing to these Terms of Service on that person’s behalf, that person is bound by these Terms of Service. In such event, and, in such event, “you” and “your” will refer and apply to that company or other legal entity in addition to you. If you do not agree to all the terms and conditions in these Terms, then you may not access the Site or engage the Services.
    • You must immediately notify us if you become aware of any such breach or violation, by sending an email to [email protected]
    • We reserve the right to refuse access to the Services to anyone for any reason at any time.
    • The headings used in these Terms are included for convenience only and will not limit or otherwise affect these Terms.

 

  1. SECTION 2 – ACCURACY, COMPLETENESS AND TIMELINESS OF INFORMATION
    • We will use our best endeavours to ensure high transparency and high quality offsets. However, we do not warrant that the quality of any products, services, information, or other material purchased or obtained by you will meet your expectations, or that any errors in the Service will be corrected.
    • We do not warrant that the information made available to you on this Site or through other means is accurate, complete or current. The material on this Site 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 this Site is at your own risk.
    • This Site 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 this Site at any time, but we have no obligation to update any information on our Site. You agree that it is your responsibility to monitor changes to our Site.
  1. SECTION 3 – MODIFICATIONS TO THE SERVICE AND PRICES
    • We may change, suspend, discontinue, or restrict access to, the Site or access to the Services without notice or liability.
    • Prices for our Services are subject to change without notice. We reserve the right at any time to modify or discontinue the Service (or any part or content thereof) without notice at any time. We shall not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of the Service.
    • We reserve the right to limit the sales or quantities of our Services to any person, geographic region or jurisdiction.
    • We have made every effort to display as accurately as possible the details of the Services that appear in our store. These Services may have limited quantities, and in such instances, alternative products that are of the same quality and benefit, according to our best judgement, may be provided to you instead.
    • We determine the date in which we purchase products from our suppliers to fulfil the order you purchased through our store. Our product purchase and carbon offset retirement dates may be influenced by market conditions, aggregated fund value, product availability, supplier agreements and other conditions not explicitly expressed. While we endeavour to always purchase stock in advance and clearly advertise which projects are being supported, we appreciate there could be factors beyond our control such as registration of projects to a registry and the retirement process. In the event we have a demand spike whereby all offsets for existing projects are sold prior to new inventory being made available in our system (being assessed, audited, purchased, and retired on the relevant registry), the purchase will be placed on back order and offsets from the same equivalent value and quality of projects will be sourced (subject to passing our strict audit and external review processes) to replace this stock.
    • Upon redirection of the offset funds to the replacement projects, a receipt upon fulfilment of the order will be produced and distributed by email, and the offset registered into the relevant “My CarbonClick” account.
    • We will purchase products to fulfil your order no later than the end of the fiscal month following the month in which your order is purchased through our store.
    • If you have a monthly planet saving subscription with us, we will make reasonable endeavours to advise you in advance that the cost of the Service is changing, if a Service is being discontinued, or if an alternative product will be substituted for any reason, using the contact information you have provided us.
  1. SECTION 4 – YOUR CUSTOMER ACCOUNT, ACCURACY OF INFORMATION
    • To complete a purchase of products or Services from us, you may need to create a “My CarbonClick” account with us. Only one account is permitted per person or legal entity.
    • All account activity, the relationship with you and data pertaining to the operation of your account, is owned by us to the extent permissible under applicable law and our Privacy Policy.
    • You warrant that all information provided to us in your dealings with us (including when setting up an account), is true, current and complete. You must promptly update that information as required so that the information remains true, current and complete, so that we can complete your transactions and contact you as needed.
    • If we need to contact you in relation to your account or in relation to a purchase, we may do so by email or by posting a notice on the Site. You agree that this satisfies all legal requirements in relation to written communications.
    • We reserve the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that we make a change to or cancel an order, we will do so in accordance with clause 3 above, and may attempt to notify you by contacting the e-mail and/or billing address/phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors.
  1. SECTION 5 – OPTIONAL TOOLS
    • As part of the Services, we may provide you with access to third-party tools over which we neither monitor nor have any control nor input.
    • 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 third-party tools.
    • Any use by you of tools offered through the Site 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 Site (including, the release of new tools and resources). Such new features and/or services shall also be subject to these Terms of Service.
  1. SECTION 6 – INTELLECTUAL PROPERTY
    • In these Terms, “Intellectual Property Rights” means any trade marks, patents, designs, service marks, trade names, copyrights, know how, company names, trade secrets, domain names, internet IP or URL addresses, rights in confidential information, any associated goodwill, and any other intellectual property rights, whether registered or unregistered, and including all applications, existing anywhere in the world.
    • We (and our licensors) own all proprietary and Intellectual Property Rights in the Site (including all information, data, text, graphics, artwork, photographs, logos, icons, sound recordings, videos and look and feel), and all underlying systems including any network, system, software, data or material that underlies or is connected to the Site. Except for the licence granted in clause 7.5, We do not grant you any license, express or implied, to any of our Intellectual Property Rights or that of our licensors.
    • You agree not to reverse engineer, decompile, distribute, license, sell, resell, exploit, transfer, disassemble, copy, alter, modify, or create derivative works of our Intellectual Property Rights or Services or otherwise use our Services in any way that violates the use restrictions contained in these Terms of Service, without express written permission by us. You further acknowledge and agree that any information regarding the design, “look and feel”, specifications, components, functionality or operation and payment terms and pricing (if applicable) of our Services is considered our confidential and proprietary information (collectively “Confidential Information”).
    • Subject to the conditions stated in clause 6.5 below, we grant you a licence to use the CarbonClick logo, brand and the name “CarbonClick” (“CarbonClick Brand”) and to establish a link to our Site to refer to us, and to publicly state that you are working with us, or are using our Services, during the term of these Terms.
    • All use of the CarbonClick Brand must comply with our Brand Guidelines and all applicable laws at all times. You agree that any goodwill resulting from your use of the CarbonClick Brand as contemplated in these Terms shall inure to the benefit of us. You shall not use the CarbonClick Brand in any manner that may dilute, diminish, or otherwise damage our reputation, or the rights and goodwill in any of our trade marks. The CarbonClick Brand may not be used in connection with any product or service, including as part of a domain name, in any manner that is likely to cause confusion as to the origins of the services. Any questions about this license can be directed to [email protected]
    • We reserve the right to terminate this licence at any time for any reason, including but not limited to a breach of the conditions set out in clause 6.5, breach of these Terms, or if we believe that our reputation is likely to be damaged by our continued association with you. This licence will automatically terminate if these Terms of Service are terminated for any reason.
    • You retain all right, title and interest in and to all graphics, images, files, data and other information transmitted by you to CarbonClick in connection with your use of our Services.
    • You hereby grant to us a permanent, worldwide, royalty-free, non- exclusive license to use:
      • data generated as a result of your use of our Services solely for purposes of maintaining and improving our Services; and
      • non-identifiable, anonymous, aggregated data regarding your use of our Services compiled by us;
      • your corporate and/or trade name, for purposes of marketing our products and services to third parties.
  1. SECTION 7 – THIRD-PARTY LINKS
    • Certain content, products and services available via our Service may include materials from third-parties. Third-party links on this Site may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third-parties.
    • We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third-party’s policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party.
  1. SECTION 8 – USER GENERATED COMMENTS, FEEDBACK AND OTHER SUBMISSIONS
    • When you transmit, upload, post, email or otherwise make available data, text, software, music, sounds, photographs, images, graphics, designs, artwork, messages, comments, feedback or other materials created or sourced by you (“User Content”) to CarbonClick and/or on CarbonClick.com or any other website, internet site or application (including mobile device applications) that is owned, operated, controlled or sponsored by CarbonClick, you agree and acknowledge the following:
      • The User Content must not violate any law, contain any commercial messages, or comparisons or solicitations for products or services, be offensive, defamatory, sexually explicit, violent, vulgar, derogatory of any ethnicity , race, gender, religion, profession or age group, promote any political agenda, promote alcohol, drugs, tobacco, firearms/weapons, promote, include or refer to activities that may be harmful or illegal, and/or any other content that is considered inappropriate or unsuitable as determined by us at its sole discretion.
      • You warrant that the User Content is your original work and/or that you own the intellectual property rights in the User Content, and that the User Content does not infringe on any copyright, trade mark or other intellectual property rights of any other person or organization. You waive your moral rights in relation to the User Content and you will not assert such rights against Icebreaker, its sub-licensees or assigns.
      • If the User Content incorporates personal information, including the identity or image of any individual, you confirm that the individual concerned has consented to the use of the image and personal information.
      • We may, with or without any notice to you, at its sole discretion and for any reason, remove, modify or block access to any User Content.
      • You grant Us a non-exclusive, perpetual, worldwide, irrevocable, royalty free, transferrable and sub-licensable right to use, modify, edit and display the User Content, including copyright in the User Content, in any media known now or in the future.
      • We makes no representations or warranties as the accuracy, reliability, lawfulness or completeness of any User Content, and takes no responsibility for the use of or reliance on, any User Content by you or any third party.
  1. SECTION 9 – PERSONAL INFORMATION
    • Any information you provide us will be dealt with in accordance with our Privacy Policy. Your personal information including but not limited to your name, email address and phone number provided to us when you successfully engage the Services shall be used solely for the purpose of contacting you to provide you with the latest information and updates pertaining to the Services. We will not contact you for any other marketing and/or promotional purposes unless you have explicitly previously provided your consent.
  1. SECTION 10. – PROHIBITED USES
    • In addition to other prohibitions as set forth in the Terms of Service, you are prohibited from using the Site or its content:
      • for any unlawful purpose;
      • to solicit others to perform or participate in any unlawful acts;
      • to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances;
      • to infringe upon or violate our Intellectual Property Rights or the Intellectual Property Rights of others;
      • to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability;
      • to submit false or misleading information;
      • to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet;
      • to collect or track the personal information of others;
      • to spam, phish, pharm, pretext, spider, crawl, or scrape;
      • for any obscene or immoral purpose; or
      • to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet. We reserve the right to terminate your use of the Service or any related website for violating any of the prohibited uses.
  1. SECTION 11 – DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY
    • We do not guarantee, represent or warrant that your use of our Service will be uninterrupted, timely, secure or error-free. We do not warrant that the results that may be obtained from the use of the Service will be accurate or reliable.
    • You agree that from time to time we may remove the Service for indefinite periods of time or cancel the Service at any time, without notice to you. You expressly agree that your use of, or inability to use, the Service is at your sole risk. The Service and all products and services delivered to you through the Service are (except as expressly stated by us) provided ‘as is’ and ‘as available’ for your use, without any representation, warranties or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement.
    • To the extent permitted by law, we and our licensors have no liability or responsibility to you or any other person for any loss in connection with:
      • the Site being unavailable (in whole or in part) or performing slowly;
      • any error in, or omission from, any information made available through the Site;
      • any exposure to viruses or other forms of interference which may damage your computer system or expose you to fraud when you access or use the Site. To avoid doubt, you are responsible for ensuring the process by which you access and use the Site protects you from this; and
      • any website linked from the Site. Any link on the Site to other websites does not imply any endorsement, approval or recommendation of, or responsibility for, those websites or their contents, operations, products or operators.
    • We make no representation or warranty that the Site is appropriate or available for use in all countries or that the content satisfies the laws of all countries. You are responsible for ensuring that your access to and use of the Site is not illegal or prohibited, and for your own compliance with applicable local laws. Except to the extent permitted by law, nothing in these Terms has the effect of contracting out of the New Zealand Consumer Guarantees Act 1993 or any other consumer protection law that cannot be excluded. To the extent our liability cannot be excluded but can be limited, our liability is limited to NZD100.
    • To the maximum extent permitted by law and only to the extent previous paragraphs in these Terms do not apply, our total liability to you under or in connection with these Terms, or in connection with the Site, or your access and use of (or inability to access or use) the Site, must not exceed NZD100.

 

  1. SECTION 12 – INDEMNIFICATION
    • You agree to indemnify, defend and hold harmless CarbonClick and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, including reasonable legal fees, made by any third-party due to or arising out of your breach of these Terms of Service or the documents they incorporate by reference, or your violation of any law or the rights of a third-party.
  1. SECTION 13 – SEVERABILITY
    • If any part or provision of these Terms is or becomes illegal, unenforceable, or invalid, that part or provision is deemed to be modified to the extent required to remedy the illegality, unenforceability or invalidity. If a modification is not possible, the part or provision must be treated for all purposes as severed from these Terms. The remainder of these Terms will be binding on you.

 

  1. SECTION 14 – TERMINATION
    • The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes. These Terms of Service are effective unless and until terminated by either you or us. You may terminate these Terms of Service at any time by notifying us that you no longer wish to use our Services, or when you cease using our Site.
    • If in our sole judgement you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Service, we also 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 Services (or any part thereof).

 

  1. SECTION 17 – ENTIRE AGREEMENT
    • The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision. These Terms of Service and any policies or operating rules posted by us on this Site or in respect to the Service constitutes the entire agreement and understanding between you and us and govern your use of the Service and supersede and cancel anything discussed, exchanged or agreed prior to you agreeing to these Terms (including, but not limited to, any prior versions of the Terms of Service).

 

  1. SECTION 16 – GOVERNING LAW
    • These Terms of Service and any separate agreements whereby we provide you Services shall be governed by and must be interpreted in accordance with the laws of New Zealand.
    • Each party submits to the non-exclusive jurisdiction of the Courts of New Zealand in relation to any dispute connected with these Terms of Service or the Site.

 

  1. SECTION 17 – CONTACT INFORMATION

 

  1. REFUND POLICY
    • Our highest priority is to save the planet. The second most important priority is your satisfaction. We provide a 7 day cooling off period with every purchase. If you would like to cancel your order within this period, then please contact us at [email protected], explaining the reason for the refund request/cancellation request. We may offer you the choice of a 100% refund or a replacement of the item you have an issue with.
    • Our returns policy does not affect your statutory rights.
    • For Shopify merchants using the CarbonClick plugin, your customers orders that are cancelled or refunded will automatically get reversed on your next CarbonClick invoice.