Co-Benefits Terms and Conditions

Website Terms of Use


A. APPLICATION OF TERMS

  1. If you do not agree to these Terms, you are not authorised to access and use the Website, and you must immediately stop doing so.
  2. These Terms apply to your use of the Website.  By accessing and using the Website:
    1. you agree to these Terms; and
    2. 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 on that person’s behalf and that, by agreeing to these Terms on that person’s behalf, that person is bound by these Terms.

B. CHANGES
  1. We may change these Terms at any time by updating them on the Website.  Unless stated otherwise, any change takes effect immediately.  You are responsible for ensuring you are familiar with the latest Terms.  By continuing to access and use the Website, you agree to be bound by the changed Terms.
  2. We may change, suspend, discontinue, or restrict access to, the Website without notice or liability.
  3. These Terms were last updated on 1 September 2020.

C. DEFINITIONS
  1. In these Terms:
    1. including and similar words do not imply any limit;
    2. Loss includes loss of profits, savings, revenue or data, and any other claim, damage, loss, liability and cost, including legal costs on a solicitor and own client basis;
    3. personal information means information about an identifiable, living person;
    4. Terms means these terms and conditions titled Co-Benefits Website Terms of Use;
    5. Underlying System means any network, system, software, data or material that underlies or is connected to the Website;
    6. User ID means a unique name and/or password allocated to you to allow you to access certain parts of the Website;
    7. We, us or our means The Cobenefits Organisation Ltd;
    8. Website means www.thecobenefits.org;
    9. You means you or, if clause A.2.II applies, both you and the other person on whose behalf you are acting.

D. YOUR OBLIGATIONS
  1. You must provide true, current and complete information in your dealings with us (including when setting up an account), and must promptly update that information as required so that the information remains true, current and complete.
  2. If you are given a User ID, you must keep your User ID secure and:
    1. not permit any other person to use your User ID, including not disclosing or providing it to any other person; and
    2. immediately notify us if you become aware of any disclosure or unauthorised use of your User ID, by sending an email to hello@thecobenefits.org.
  3. You must obtain our written permission to establish a link to our Website.  If you wish to do so, email your request to hello@thecobenefits.org.
  4. You indemnify us against all Loss we suffer or incur as a direct or indirect result of your failure to comply with these Terms, including any failure of a person who accesses and uses our Website by using your User ID.
  5. You must:
    1. not act in a way, or use or introduce anything (including any virus, worm, Trojan horse, timebomb, keystroke logger, spyware or other similar feature) that in any way compromises, or may compromise, the Website or any Underlying System, or otherwise attempt to damage or interfere with the Website or any Underlying System; and
    2. unless with our agreement, access the Website via standard web browsers only and not by any other method.  Other methods include scraping, deep-linking, harvesting, data mining, use of a robot or spider, automation, or any similar data gathering, extraction or monitoring method.

E. INTELLECTUAL PROPERTY
  1. We and our licensors own all proprietary and intellectual property rights in the Website (including all information, data, text, graphics, artwork, photographs, logos, icons, sound recordings, videos and look and feel), and the Underlying Systems.

F. DISCLAIMERS
  1. We make no representation or warranty that the Website 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 Website is not illegal or prohibited, and for your own compliance with applicable local laws.
  2. 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:
    1. the Website being unavailable (in whole or in part) or performing slowly;
    2. any error in, or omission from, any information made available through the Website;
    3. 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 Website.  To avoid doubt, you are responsible for ensuring the process by which you access and use the Website protects you from this; and
    4. any site linked from the Website.  Any link on the Website to other sites does not imply any endorsement, approval or recommendation of, or responsibility for, those sites or their contents, operations, products or operators.

G. LIABILITY
  1. 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.
  2. To the maximum extent permitted by law and only to the extent clauses G.1 and G.3 of these Terms do not apply, our total liability to you under or in connection with these Terms, or in connection with the Website, or your access and use of (or inability to access or use) the Website, must not exceed NZD100.
  3. To the maximum extent permitted by law:
    1. you access and use the Website at your own risk; and
    2. we are not liable or responsible to you or any other person for any Loss under or in connection with these Terms, the Website, or your access and use of (or inability to access or use) the Website.  This exclusion applies regardless of whether our liability or responsibility arises in contract, tort (including negligence), equity, breach of statutory duty, or otherwise.

H. PRIVACY POLICY
  1. You are not required to provide personal information to us, although in some cases if you choose not to do so then we will be unable to make certain sections of the Website available to you.  For example, we may need to have your contact information in order to provide you with updates from our Website.
  2. When you provide personal information to us, we will comply with the New Zealand Privacy Act 1993 and the Co-Benefits Privacy Policy available on the Website and as may be updated from time to time.

I. SUSPENSION AND TERMINATION
  1. Without prejudice to any other right or remedy available to us, if we consider that you have breached these Terms or we otherwise consider it appropriate, we may immediately, and without notice, suspend or terminate your access to the Website (or any part of it).
  2. On suspension or termination, you must immediately cease using the Website and must not attempt to gain further access.

J. GENERAL
  1. If we need to contact you, we may do so by email or by posting a notice on the Website.  You agree that this satisfies all legal requirements in relation to written communications.
  2. These Terms, and any dispute relating to these Terms or the Website, are 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 or the Website.
  3. For us to waive a right under these Terms, the waiver must be in writing.
  4. Clauses which, by their nature, are intended to survive termination of these Terms, including clauses D.4, E, F, G, H and J, continue in force.
  5. 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.
  6. These Terms set out everything agreed by the parties relating to your use of the Website and supersede and cancel anything discussed, exchanged or agreed prior to you agreeing to these Terms.  The parties have not relied on any representation, warranty or agreement relating to the Website that is not expressly set out in the Terms, and no such representation, warranty or agreement has any effect from the date you agreed to these Terms.


Subscription Terms and Conditions


A. APPLICATION OF TERMS
  1. By signing up to a Subscription, you agree to be bound by these Terms.
  2. These Terms apply in addition to the Website Terms of Use found on our Website as may be updated from time to time. In the event of any inconsistency between these Terms and the Website Terms of Use, these Terms take priority.

B. CHANGES
  1. We may change these Terms at any time by updating them on the Website.  Unless stated otherwise, any change takes effect immediately.  You are responsible for ensuring you are familiar with the latest Terms.  By continuing your Subscription, you agree to be bound by the changed Terms.
  2. These Terms were last updated on 1 September 2020.

C. DEFINITIONS
  1. In these Terms:
    1. including and similar words do not imply any limit;
    2. Loss includes loss of profits, savings, revenue or data, and any other claim, damage, loss, liability and cost, including legal costs on a solicitor and own client basis;
    3. personal information means information about an identifiable, living Person;
    4. Service Fee means the amount you have agreed to pay in addition to the Subscription Fee and referred to on the Website as the Keep-Our-Lights-On Fee;
    5. Subscription means an agreement to pay the Subscription Fee to us in accordance with these Terms;
    6. Subscription Fee means the amount you have agreed to pay for the Subscription;
    7. Terms means these terms and conditions titled Co-Benefits Subscription Terms and Conditions;
    8. Underlying System means any network, system, software, data or material that underlies or is connected to the Website;
    9. User ID means a unique name and/or password allocated to you to allow you to access certain parts of the Website;
    10. We, us or our means The Cobenefits Organisation Ltd;
    11. Website means www.thecobenefits.org;
    12. You means you;

D. YOUR ACCOUNT
  1. You must provide true, current and complete information in your dealings with us (including when signing up for a Subscription), and must promptly update that information as required so that the information remains true, current and complete. If we need to contact you, we may do so by email or by posting a notice on the website. You agree that this satisfies all legal requirements concerning written communications
  2. If you are given a User ID, you must keep your User ID secure and:
    1. not permit any other person to use your User ID, including not disclosing or providing it to any other person; and
    2. immediately notify us if you become aware of any disclosure or unauthorised use of your User ID, by sending an email to hello@thecobenefits.org. You indemnify us against all Loss we suffer or incur as a direct or indirect result of your failure to comply with these Terms, including any failure of a person who accesses and uses our Website by using your User ID.

E. YOUR SUBSCRIPTION / CARBON CREDITS
  1. We will combine all the Subscription Fees we have received from our subscribers in a given period and will use that total amount less regulatory and payment fees (i.e. tax and credit card fees to purchase carbon credits from third party suppliers for that period. We will endeavour to make such purchases on an at least monthly basis.
  2. All carbon credits are purchased in our name on behalf of all the subscribers in our collective and ownership of them is not at any time transferred to you individually nor to any other individual subscriber. Once purchased, the carbon credits are cancelled in the relevant external public registry and the carbon credits cannot be further traded or surrendered to another third-party.
  3. Once we have completed a purchase using your Subscription Fee, a receipt and the details of your purchase will be available to be viewed by logging in to your account on the Website.
  4. The availability of carbon credits, the projects selling them, and the markets trading them are all influenced by market conditions beyond our control. Because of this, we cannot guarantee that your Subscription Fee will be used to support a specific project and the projects we purchase carbon credits from are subject to change at any time without notice at our sole discretion.
  5. Given the market conditions set out in clause E.4, we also cannot guarantee how many carbon credits your Subscription Fee will purchase or how much carbon you will have offset in any given period. All descriptions of pricing and calculations based thereon are subject to change at any time without notice at our sole discretion.
  6. We may change, suspend or cancel a Subscription or any other service (or part thereof) at any time without notice or liability to you or any third party. We may limit the sales of our services to any person, geographic region or jurisdiction at any time in our sole discretion.

F. PAYMENT
  1. By signing up to a Subscription, you agree to pay the Subscription Fee and the Service Fee at the then-current rate set out on our Website. You accept responsibility for all recurring charges of the Subscription Fee and of the Service Fee until you cancel your Subscription. 
  2. Once you have signed up to a Subscription, we will automatically process your Subscription Fee and the Service Fee. We will continue to automatically process the Subscription Fee and the Service Fee every month until you cancel your subscription.
  3. If we do not receive payment from your credit card provider or if your credit card expires or is rejected, you agree to pay all amounts due upon demand. Following any such non-payment, we may require you to provide a second valid credit card before continuing your Subscription. You authorise us to charge outstanding fees and other amounts due us against any credit card you have on file with us. If a payment remains outstanding for more than 30 days, we reserve the right to take all steps necessary to collect amounts due from you, including but not limited to legal action and/or using third party collection agencies (in which case you may additionally be liable for any recovery fees charged by the agency).
  4. You are solely responsible for any fees charged to your credit card by the issuer, bank, or financial institution including membership, overdraft, insufficient funds and over the credit fees.
  5. You agree to notify us about any billing problems or discrepancies within 90 days after they first appear on your credit card statement. If you do not bring them to our attention within 90 days, you agree that you waive your rights to dispute such problems or discrepancies.
  6. We may modify the Service Fee at any time without notice by updating it on our Website. By continuing your Subscription, you agree to be bound by the changed Service Fee. We shall not be liable to you for any modification and you may cancel your Subscription as your sole remedy.

G. CANCELLATION AND REFUNDS
  1. You may cancel your Subscription at any time by logging into your account on the Website and by following the cancellation procedures under ‘Cancel my subscription’. Please allow us up to 5 business days to process your cancellation request. If you do not receive a cancellation confirmation within this time, or if you need help cancelling your Subscription, please contact us on hello@thecobenefits.org.
  2. When you cancel your Subscription, it will generally be effective at the end of your current billing month. Upon cancellation being effective, these Terms will cease to apply to you.
  3. If you cancel your Subscription within the second half of your billing month, you may have already been billed for the next month of your Subscription. In that case, your cancellation will be effective as of the end of your next billing month. If you would like a refund for the Subscription Fee and the Service Fee of that next billing month, please email hello@thecobenefits.org. Note that the Subscription Fee and the Service Fee for the current billing month are non-refundable subject to clause G.4.
  4. Any Subscription Fee and Service Fee paid are non-refundable other than as set out in clause G.3 or at law. This clause G does not affect your statutory rights.
  5. We may cancel a Subscription at any time in our sole discretion.

H. INTELLECTUAL PROPERTY AND COPYRIGHT
  1. We and our licensors own all proprietary and intellectual property rights in the Website (including all information, data, text, graphics, artwork, photographs, logos, icons, sound recordings, videos and look and feel), and the Underlying Systems. We do not grant you any license, express or implied to any of our proprietary and intellectual property rights or that of our licensors.
  2. You acknowledge and agree to not attempt to copy, modify, duplicate, create derivative works from, frame, mirror, republish, download, display, transmit, or distribute all or any portion of the Website or the Underlying Systems.

I. WARRANTIES AND DISCLAIMERS
  1. To the extent permitted by law, all products and services delivered to you in connection with these Terms 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, fitness for a particular purpose, title, and non-infringement.
  2. To the extent permitted by law, we do not warrant the accuracy, correctness, reliability or completeness of any information, formulae, or calculation made available to you through our Website, via email, via our social media channels or otherwise. You acknowledge that any statement of impact we give you or that is stated on our Website is for informational purposes only and assumptions used and graphs generated are for illustration purposes only and are subject to change depending on a variety of factors.
  3. We reserve the right to modify the contents of any information we provide you through our Website, via email, via social media or otherwise, including without limitation the right to correct any errors, inaccuracies or omissions in such information, at any time without notice at our sole discretion. We do not guarantee that any error will be corrected except as required by law.
  4. Linking to a third-party site does not imply any endorsement, approval or recommendation of, or responsibility for, those sites or their contents, operations, products or operators. 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.

J. LIABILITY
  1. To the maximum extent permitted by law:
    1. you sign up to a Subscription, access and use the Website at your own risk; and
    2. we are not liable or responsible to you or any other person for any Loss under or in connection with these Terms, including without limitation in connection with your Subscription, the Website (including your access and use of (or inability to access or use) the Website), any error or omission in any information being made available to you, or any exposure to viruses or other forms of interference which may damage your computer system or expose you to fraud. This exclusion applies regardless of whether our liability or responsibility arises in contract, tort (including negligence), equity, breach of statutory duty, or otherwise.
  2. 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.
  3. To the maximum extent permitted by law and only to the extent clauses J.1 and J.2 of these Terms do not apply, our total liability to you under or in connection with these Terms must not exceed NZD100.

K. PRIVACY POLICY
  1. When you provide personal information to us, we will comply with the New Zealand Privacy Act 1993 and the Co-Benefits Privacy Policy available on the Website and as may be updated from time to time.

L. GENERAL
  1. These Terms, and any dispute relating to these Terms or the Website, are 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 or the Website.
  2. For us to waive a right under these Terms, the waiver must be in writing.
  3. Clauses which, by their nature, are intended to survive termination of these Terms, including clauses H, I, J, K and L continue in force.
  4. 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.
  5. These Terms set out everything agreed by the parties relating to your Subscription and supersede and cancel anything discussed, exchanged or agreed prior to you agreeing to these Terms.  The parties have not relied on any representation, warranty or agreement that is not expressly set out in the Terms, and no such representation, warranty or agreement has any effect from the date you agreed to these Terms.

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