Last updated 27.10.2023

Please read these Terms and Conditions (these “Terms” or “Terms and Conditions”) carefully before using the https://business.yourfootprint.co platform (the “Platform” / the “Services”) operated by Footprint Intelligence (haftungsbeschränkt) (“us”, “we”, “our” or “Footprint Intelligence”). 

Your access to and use of the Service is conditioned upon your acceptance of and compliance with these Terms. These Terms apply to all visitors, users and others who wish to access or use the Service. 

By accessing or using the Service, you agree to be bound by and comply with these Terms. If you disagree with any part of these Terms, then you do not have permission to access or use the Service. Any other rules or guidelines posted on the Service are hereby incorporated by reference into these Terms. 

Section 1 - Intellectual Property and Use of the Service 

The Service and all content, features and functionality provided on the Service, including, but not limited to, the text, graphics, layout, logos, video, audio and software, are and will remain the exclusive property of Footprint and its licensors. The Service is protected by copyright, trademark and other laws of Germany. As a user of the Service, we grant you a limited, nontransferable, nonsublicensable, nonexclusive and revocable license to access and use the Service solely as permitted by these Terms. Except for this limited license, we do not grant you any other rights or licenses with respect to the Service, and such rights and licenses are expressly reserved to us and our licensors. 

Use of the Service is solely for your personal use and/or the internal use of the entity on behalf of which you are accessing and using the Service. You may display or print copies of the content of the Service for such personal and/or internal use. You must retain any proprietary and copyright notices on such copies. You may not reproduce, duplicate, copy, broadcast, transmit, distribute, modify, publish, publicly perform, reuse, sell, trade, display or exploit any of the contents of the Service for any public or commercial purpose except with our prior written consent or the consent of the owners of the materials. You may not create derivative works of any of the contents of the Service, reverse engineer any of the contents of the Service or frame or otherwise use the contents in any other website. Except as expressly authorized by us or the applicable licensor, you agree not to modify, rent, lease, loan, sell, trade, distribute, transmit, broadcast, publicly perform or create derivative works based on the Service, content on the Service or the Service’s software, in whole or in part. You also agree not to use modified versions of the Service’s software, including, but not limited to, for the purpose of obtaining unauthorized access to the Service. You agree not to access the Service by any means other than through the interface that is provided by us for use in accessing the Service. We may revoke the license granted in this Section at any time, with or without notice and with or without cause. 

While using the Service, and unless expressly authorized by us or required by specific applicable law, you agree that you will not do the following: 

• Violate any laws, third-party rights or these Terms and Conditions; 

• Transmit any unlawful, threatening, libelous, defamatory, obscene, indecent, inflammatory or profane material or any material that could constitute or encourage conduct that would be considered a criminal offense, give rise to civil liability or otherwise violate any law; 

• Manipulate or interfere, or attempt to manipulate or interfere, with the Service, the proper working of the Service, the content on the Service or any activities conducted on the Service; 

• Circumvent, manipulate or otherwise attempt to breach any security features or authentication measures we may use to prevent or restrict access to the Service or portions thereof; 

• Upload or distribute any virus, Trojan horse, time bomb or other malicious code or technologies that may damage, interfere with or harm, or attempt to damage, interfere with or harm, the Service, the operation of the Service or the interests or property of its users; 

• Use any robot, spider, scraper or other automated means to access or monitor the Service for any purpose; 

• Use or access the Service in any way that we determine adversely affects the performance or function of the Service or any other computer systems or networks used by us; 

• Take any action that imposes or may impose, in our sole discretion, an unreasonable or disproportionately large load on our infrastructure; 

• Use the Service to send altered, deceptive or false source-identifying information; or 

• Violate any of our or any third party’s copyrights, trademarks or other proprietary rights. 

You are responsible for obtaining access to the Service, and such access may involve third-party fees, such as internet service provider or airtime charges. You are responsible for those fees. In addition, you must provide and are responsible for all equipment necessary to access the Service. 

You acknowledge and agree that we may access, preserve and disclose communications if required to do so by law or in the good faith belief that such access, preservation or disclosure is reasonably necessary to (i) comply with legal process; (ii) enforce these Terms; (iii) respond to any claims that any communication or content violates the rights of third parties; (iv) respond to your requests for customer service or (v) protect the rights, property or personal safety of Footprint, the Service’s users or the public. 

You agree that all of Footprint’s trademarks, trade names, service marks, other logos, brand features and product and service names are the property of Footprint (the “Marks”). The Marks may not be used or displayed in any manner (including, but not limited to, in connection with any product or service) without the prior written consent of Footprint. Any third-party trademarks, trade names, service marks, other logos, brand features and product and service names used or referenced by us are and shall be the sole property of such third parties, and, unless expressly provided otherwise, such use or reference shall not indicate any sponsorship or endorsement of or affiliation with such third party. 

Section 2 - Conduct on the Service 

You agree not to use the Service to (i) upload, transmit or otherwise make available any content that is unlawful, harmful, threatening, abusive, harassing, tortious, defamatory, vulgar, obscene, libelous, invasive of another’s privacy, hateful or racially, ethnically or otherwise objectionable; (ii) impersonate any individual or entity, including, but not limited to, a Footprint official, or falsely state or otherwise misrepresent your affiliation with any individual or entity; (iii) manipulate identifiers in order to disguise the origin of any content transmitted to the Service; (iv) upload, transmit or otherwise make available any content that you do not have a right to make available under any law or under contractual or fiduciary relationships (such as inside, proprietary or confidential information learned or disclosed as part of employment relationships or under nondisclosure agreements); (v) upload, transmit or otherwise make available any content that infringes any patent, trademark, trade secret, copyright or other proprietary rights of any party; and/or (vi) interfere with or disrupt the Service or servers or networks connected to the Service or disobey any requirements, procedures, policies or regulations of networks connected to the Service. 

Section 3 - Use of Logos 

Footprint may identify you a customer of Footprint and use your name and logo in any of its advertising or marketing materials (including its website or any press release or statement) solely in connection with such identification. You can retract the foregoing permission by submitting a written request via email to support@footprint-intelligence.com. 

Section 4 - Accounts 

As a condition to using certain features of the Service, you will be required to create an account (an “Account”), which Account will include a username and password. If you create an Account, you agree to provide true, accurate, complete and updated registration information and maintain and promptly update your registration information to keep it true, accurate, complete and updated. If you provide information that is untrue, inaccurate, incomplete or not current, or we have reasonable grounds to suspect that such information is untrue, inaccurate, incomplete or not current, we have the right to suspend or terminate your Account and refuse any and all current or future use of related features of the Service. 

You are responsible for maintaining the confidentiality of your Account username and password and for the security of your Account. You are also fully responsible for all activities that occur under your Account. You agree to notify us immediately of any actual or suspected loss, theft or unauthorized use of your Account username or password. We will not be liable for any loss or damage arising from your failure to comply with this Section. 

You acknowledge and agree that we may access, preserve and disclose your Account information if required to do so by law or in the good faith belief that such access, preservation or disclosure is reasonably necessary to (i) comply with legal process; (ii) enforce these Terms; (iii) respond to any claims that any communication or content violates the rights of third parties; (iv) respond to your requests for customer service or (v) protect the rights, property or personal safety of Footprint, the Service’s users or the public. 

If you have registered and created an Account on the Service, and you no longer wish to maintain such Account, you may contact us at the following email address to request termination and deletion of your Account: support@footprint-intelligence.com. 

Section 5 - Purchases 

All purchases of any products or services made available through the Service (“Purchases”) shall be governed by our terms of sale for such Purchases, which are hereby incorporated into these Terms. 

The Service may employ the use of third-party services for the purpose of facilitating payment and the completion of Purchases. By submitting your information, you grant us the right to provide the information to these third parties. 

If the merchant payment lapses, and Footprint doesn’t receive carbon offset funds, we are not liable or responsible to purchase offsets on customers’ behalf. 

Section 6 - Availability, Errors and Inaccuracies 

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. 

Section 7 - Third-Party Content and Links to Other Websites 

Portions of the content and information provided on the Service may have been compiled from or posted by third-party sources. Our Service may also contain links to third-party websites or services that are not owned or controlled by Footprint. 

Footprint has no control over, and assumes no responsibility for, the content, privacy policies or practices of any third-party content, websites or services. We do not warrant the offerings of any third parties or their websites. Further, we do not warrant the accuracy, timeliness or appropriateness for any particular purpose of any third-party content or content on an outside website. Inclusion on the Service of any third party, third-party content or link to an outside website does not constitute any endorsement by Footprint of the third party, any third-party content included on the Service, the third-party website or any of the content, products or services provided by a third party on any linked websites. 

You acknowledge and agree that Footprint 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 third-party content, goods or services available on or through any such third-party websites or services. 

We strongly advise you to read the terms and conditions and privacy policies of any third-party websites or services that you use or visit. 

Section 8 - Termination 

We may terminate or suspend public access to the Service or parts thereof at any time, without prior notice or liability, in our sole discretion, for any reason whatsoever. Further, we may terminate or suspend your access to the Service or parts thereof at any time, without prior notice or liability, under our sole discretion, for any reason whatsoever and without limitation, including, without limitation, a breach of these Terms. 

Upon termination of your access to the Service or any part thereof, your right to use or access the Service, or such relevant part of the Service, will immediately cease. Termination of your access to the Service or any part thereof shall not relieve you of any obligations arising or accruing prior to such termination or limit any liability that you may otherwise have to us or any third party. You agree that we shall not be liable to you or any third party for any termination of your access to the Service or any part thereof pursuant to this Section. 

All provisions of these Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity provisions and limitations of liability. 

Section 9 - Claims of Copyright Infringement 

If you believe that the Service contains material which infringes upon your copyrighted work, or your intellectual property rights have been otherwise violated, please notify us by submitting the following information to the Service’s designated copyright agent: 

• A physical or electronic signature of the person authorized to act on behalf of the copyright owner; 

• A description of the copyrighted work that you claim has been infringed upon; 

• A description of the location on the Service of the work that you claim infringes the copyrighted work; 

• Your contact information, including your address, telephone number and email address; 

• A statement that you have a good faith belief that the use of the alleged infringing material is not authorized by the copyright owner, its agent or the law; and 

• A statement by you, made under penalty of perjury, that the information submitted above is accurate and that you are either the copyright owner or authorized to act on the copyright owner’s behalf. 

Submit the information above to the following designated copyright agent: support@footprint-intelligence.com. 

Section 10 - Indemnification 

You agree to defend, indemnify and hold harmless Footprint, its affiliates and licensors, and their respective employees, contractors, agents, shareholders, members, officers, managers, partners and directors (the “Indemnified Parties”) from and against any and all claims, damages, obligations, losses, liabilities, suits, settlements, judgments, costs, debts and expenses (including, but not limited to, attorneys’ fees) (“Claims”) resulting from or arising out of (i) your use, misuse or access of the Service, (ii) your breach of these Terms, (iii) your violation of any law or the rights of a third party or (iv) content you submit, transmit or otherwise make available through the Service. The Indemnified Parties shall be entitled to participate in the defense of any such Claim without waiving or reducing any of your obligations under this Section. You shall also indemnify the Indemnified Parties for any expenses incurred in enforcing this Section. 

Section 11 - Our Rights 

We reserve the right to modify, including but not limited to adding or removing features, discontinue or terminate the Service or any part thereof, or terminate your Footprint Account or your access to the Service, for any reason without notice at any time. We shall not be liable to you or to any third party for any modification, discontinuance or termination of the Service or any part thereof, or the termination of your Footprint Account or your access to the Service. 

We reserve the right to refuse the Service to anyone for any reason at any time. 

A breach or violation of any provision of the Footprints Terms of Service, as determined in our sole discretion, may result in an immediate termination of your access to the Service. Without limiting any other remedies that we have, we may suspend or terminate your access to the Service if we suspect that you have engaged in fraudulent activity in connection with the Service. 

Verbal or written abuse of any kind (including threats of abuse or retribution) of any Footprint employee, member, or officer will result in immediate termination. 

We reserve the right, but are not obligated, to limit the availability of the Service, or products or services made available via the Service, to any person, geographic region or jurisdiction. We may exercise this right on a case-by-case basis. 

We reserve the right to provide our Service to your competitors and make no promise of exclusivity in any particular market segment. You further acknowledge and agree that Footprint’s employees and contractors may also use the Service and that they may compete with you, although they may not use your confidential information in doing so.  

Section 12 - Limitation of Liability 

You expressly understand and agree that under no circumstances shall we be liable to you on account of your use or misuse of and reliance on the Service or content contained on the Service. Such limitation of liability shall apply to prevent recovery of direct, indirect, incidental, special, consequential, exemplary and punitive damages (even if we have been advised of the possibility of such damages or if such damages could have been foreseen). Such limitation of liability shall apply whether the damages arise from (i) use or misuse of or reliance on the Service or content contained on the Service, (ii) the interruption, suspension or termination thereof, (iii) any conduct or content of any third party on the Service and (iv) unauthorized access, use or alteration of your transmissions or content, whether based on warranty, contract, tort (including, without limitation, negligence) or any other legal theory and even if a remedy set forth herein is found to have failed of its essential purpose. To the fullest extent permitted by law, we shall not be liable for any loss of money, profits, revenue, data, use, goodwill, reputation or other intangible losses arising out of your use of the Service. 

Section 13 - Disclaimer 

Your use of the Service is at your own risk. The Service and the content included on the Service are provided on an “AS IS” and “AS AVAILABLE” basis. The Service is provided without warranties of any kind, and we expressly exclude, and you expressly waive, all express, implied or statutory warranties, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, non-infringement or course of performance, to the fullest extent permitted by law. 

Footprint, its affiliates and its licensors do not warrant that (i) the Service will function uninterrupted, secure or available at any particular time or location; (ii) any errors or defects will be corrected; (iii) the Service is free of viruses or other harmful components; or (iv) the results of using the Service will meet your requirements. No advice or information, whether oral or written, obtained by you from us or through or from the Service shall create any warranty not expressly stated in these Terms. 

Section 14 - Exclusions 

Some jurisdictions do not allow the exclusion of certain warranties or the exclusion or limitation of liability, so the limitations above may not apply to you or may be limited in their applicability to you. 

Section 15 - Governing Law 

These conditions are governed by and interpreted following the laws of Germany, and the use of the United Nations Convention of Contracts for the International Sale of Goods is expressly excluded. If your habitual residence is in the EU, and you are a consumer, you additionally possess the protection provided to you by obligatory provisions of the law of your country of residence. Footprint and yourself both agree to submit to the non-exclusive jurisdiction of the courts of Bavaria, Germany, which means that you may make a claim to defend your consumer protection rights in regards to these Conditions of Use in Germany, or in the EU country in which you reside. 

Section 16 - Miscellaneous Provisions 

We reserve the right, without limiting any other remedies available to us, to take appropriate legal action for any illegal or unauthorized use of the Service. No claim shall be brought against Footprint more than one (1) year after the earliest of (i) your last use of the Service, (ii) the date the claim arises or (iii) the termination of these Terms. The foregoing time period shall not operate to extend any applicable statute of limitations on such claim. Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights or provisions. We do not guarantee that we will take action against all breaches of these Terms. 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. Except as expressly provided otherwise herein, these Terms, as modified from time to time, constitute the entire agreement between you and Footprint regarding the Service and supersede and replace any prior agreements, understandings, representations or communications, written or oral, between you and Footprint regarding the Service, including any prior version of these Terms. These Terms are not assignable, transferable or sublicensable by you, except with our prior written consent. We may assign these Terms, in whole or in part, at any time, in our sole discretion, without your consent. No agency, partnership, joint venture, employer-employee or franchisor-franchisee relationship is intended or created by these Terms. You do not have any authority of any kind to bind Footprint or the Service in any respect whatsoever. 

Section 17 - Changes to the Service 

We retain the right to change the form and functionality of the Service with or without notice to you. We also retain the right to create limits on and related to use of the Service in our sole discretion at any time with or without notice. We may change, suspend or discontinue any parts of or the entire Service at any time, including the availability of any product, service, feature or content. You agree that we shall not be liable to you or to any third party for any modification, suspension or discontinuance of the Service or any part thereof. Unless explicitly stated otherwise, any modifications to the current Service shall be subject to these Terms. 

Section 18 - Changes to These Terms 

We reserve the right, at our sole discretion, to modify or replace these Terms at any time by posting the updated Terms on the Service. All amended terms shall automatically be effective after they are initially posted on the Service. If a revision is material, we may provide notice of such revision 30 days prior to any new terms taking effect; provided, however, that what constitutes a material change will be determined at our sole discretion. These Terms may not be otherwise amended except in a writing signed by you and an authorized representative of Footprint. 

Please review these Terms from time to time to ensure that you are aware of any changes. You are responsible for reviewing and becoming familiar with any modifications to these 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. 

Section 19 - Carbon Calculation & Climate Project Purchases 

Footprint is obligated to purchase the quantity of carbon credits required to offset the calculated estimate of carbon emissions, which is available to each customer on their product section (depending on the merchant’s products and selection in the distance in the onboarding and product section) and any third party payment processing fee(s).  

The cost to offset the carbon emissions may vary according to fluctuations in the price of carbon credits. The calculation method provides an emission estimate only and should not be relied upon as an accurate record of the actual emissions. We accept no liability if the calculation of the carbon emissions inaccurately reflects the actual carbon emissions attributable to your products. 

We reserve the right to purchase credits at a date later than the date of the carbon offset collection due to delays in collection from the customer and bulk availability of carbon credits. Footprint is not required to purchase carbon credits from the project solicited and can choose to purchase carbon credits from other verified projects for any reason at the discretion of the Footprint team. For example, if the specific project solicited is fully subscribed and funded at the time of carbon offset purchase, but the Footprint plugin and/or website does not reflect that, Footprint will buy carbon offsets on behalf of the customer for a project with a similar cost and environmental impact-profile based on the discretion of the Footprint team. Shipping and product emissions are strictly estimates based on publicly available research and information. Items without available research are calculated based on Footprint’s best estimate of the item’s name, price and weight. All emissions calculations are subject to change. Footprint retires carbon credits in bulk on behalf of its customers and therefore does not attribute specific credit purchases to any individual customer(s). 

Section 20 - Data 

By using our Services, you agree to our Privacy Policy, which is incorporated into and forms part of these Terms of Service. You should be aware that your data may be transferred, processed and stored outside of your country (including, if you are located in the European Union, outside of the European Union), and that your data may be subject to disclosure as required by applicable law. 

Section 21 - Limitations Of Liability 

In no event will we or our directors, employees, or agents be liable to you or any third party for any direct, indirect, consequential, exemplary, incidental, special, or punitive damages, including lost profit, lost revenue, loss of data, or other damages arising from your use of the site, even if we have been advised of the possibility of such damages. Notwithstanding anything to the contrary contained herein, our liability to you for any cause whatsoever and regardless of the form of the action, will at all times be limited to the amount paid, if any, by you to us during the one (1) month period prior to any cause of action arising. Certain us state laws and international laws do not allow limitations on implied warranties or the exclusion or limitation of certain damages. If these laws apply to you, some or all of the above disclaimers or limitations may not apply to you, and you may have additional rights. 

Section 22 - Dispute Resolution 

Informal Negotiations 

To expedite resolution and control the cost of any dispute, controversy, or claim related to these Terms of Use (each "Dispute" and collectively, the “Disputes”) brought by either you or us (individually, a “Party” and collectively, the “Parties”), the Parties agree to first attempt to negotiate any Dispute (except those Disputes expressly provided below) informally for at least thirty (30) days before initiating arbitration. Such informal negotiations commence upon written notice from one Party to the other Party. 

Binding Arbitration 

Any dispute arising from the relationships between the Parties to this contract shall be determined by one arbitrator who will be chosen in accordance with the Arbitration and Internal Rules of the European Court of Arbitration being part of the European Centre of Arbitration having its seat in Strasbourg, and which are in force at the time the application for arbitration is filed, and of which adoption of this clause constitutes acceptance. The seat of arbitration shall be Munich, Germany. The language of the proceedings shall be English and German. Applicable rules of substantive law shall be the law of Germany. 

Restrictions 

The Parties agree that any arbitration shall be limited to the Dispute between the Parties individually. To the full extent permitted by law, (a) no arbitration shall be joined with any other proceeding; (b) there is no right or authority for any Dispute to be arbitrated on a class-action basis or to utilize class action procedures; and (c) there is no right or authority for any Dispute to be brought in a purported representative capacity on behalf of the general public or any other persons. 

Exceptions to Informal Negotiations and Arbitration 

The Parties agree that the following Disputes are not subject to the above provisions concerning informal negotiations and binding arbitration: (a) any Disputes seeking to enforce or protect, or concerning the validity of, any of the intellectual property rights of a Party; (b) any Dispute related to, or arising from, allegations of theft, piracy, invasion of privacy, or unauthorized use; and (c) any claim for injunctive relief. If this provision is found to be illegal or unenforceable, then neither Party will elect to arbitrate any Dispute falling within that portion of this provision found to be illegal or unenforceable and such Dispute shall be decided by a court of competent jurisdiction within the courts listed for jurisdiction above, and the Parties agree to submit to the personal jurisdiction of that court. 

Section 21 - Agreement to Terms  

By creating an Footprint account, installing our ecommerce app, and/or utilizing our services, you hereby indicate that have read and agree to these Terms of Service and the Privacy Policy. 

Contact us 

If you have any questions about these Terms, please contact us at support@footprint-intelligence.com