End User License Agreement
PLEASE READ THIS END USER LICENSE AGREEMENT (THIS “EULA”) CAREFULLY BEFORE CONTINUING WITH USE OF THIS PROGRAMME.
This EULA is a legal agreement between you (the “Licensee”) and Anthesis (UK) UK Ltd (“Anthesis”) in connection with the Licensee’s license (the “Software License”) to use the Footprint Reporter software product (the “Software Product”) on the terms and conditions contained in the Software Product and under this EULA.
The Software Product may include associated software components, media, printed materials, third party certifications, and “online” or electronic documentation. By installing, copying, or otherwise using the Software Product, you agree to be bound by the terms of this EULA. If you do not agree to the terms of this EULA, do not install or use the Software Product.
The Software Product is protected by copyright and trademark laws and related international treaties, as well as, other intellectual property laws and treaties. The Software Product is licensed, not sold.
“CO2e” means the base reference for the determination of global warming potential of Greenhouse Gases in units of carbon dioxide determined in accordance with the methodologies, procedures, formulae, assumptions and information selected by Anthesis.
“Carbon Instrument” means evidence of either (a) a unique identification of Emissions Reduction verified and issued to a Third Party Standard in accordance with the methodologies and procedures set out in the rules that govern such Third Party Standard or (b) Emission Rights.
“Emission Rights” means any right, interest, credit, entitlement, benefit or allowance to emit (present or future) GHG Emissions that may be created under any regulatory or legal regime.
“Emissions Reduction” means the removal, limitation, reduction, destruction, avoidance, sequestration or mitigation of GHG Emissions.
“Emissions Reduction Project” means any activity or project that does, or is expected to, result in the issuance of a Carbon Instrument.
“GHG Emissions” means emissions of Greenhouse Gases measured in CO2e.
“Greenhouse Gases” or “GHGs” means the six gases listed in Annex A to the protocol to the United Nations Framework Convention on Climate Change (“UNFCCC”) adopted in New York on May 9, 1992 at the Third Conference of the Parties to the UNFCCC in Kyoto, Japan on December 11, 1997, as amended from time to time.
“Retire”, “Retired” or “Retirement” means that in connection with a Carbon Instrument, the action taken by Anthesis or its designee to document that such Carbon Instrument has been removed from commercial circulation (a) on their respective books and records and (b) on the third party registry maintained for the Third Party Standard applicable to such Carbon Instrument.
“tCO2e” means a quantity of metric tonnes of CO2e.
“Third Party Standard” means an Emissions Reduction quality standard governed by an independent organization including but not limited to the Clean Development Mechanism, Joint Implementation, the Verified Carbon Standard and the Gold Standard.
USE OF SOFTWARE PRODUCT
As the Licensee, you have the right to use the Software Product for a twelve (12) month period (together with any renewals thereof, the “Software License Term”) succeeding acceptance of this EULA (the “Service Commencement Date”) in consideration of the amount paid in the Software Product for the Software License (the “Software License Fee”). Unless you elect to cancel the Software License during the Software License Term, then upon the last day of the Software License Term (a) this EULA shall automatically renew, on a rolling basis, (b) Anthesis shall initiate a charge to your credit card on file in your account in the Software Product for the amount of the Software License Fee, and (c) the Software License Term shall be extended for an additional period of twelve (12) months.
At any time, in their respective sole and absolute discretion, Anthesis may change the Software License Fee and/or Carbon Instrument project type(s) together with any applicable fee per tCO2e for Carbon Instruments. Changes shall be incorporated into the Software Product (as applicable) and applied to you, if ever, solely on a prospective basis. Anthesis will provide you notification (which may, in Anthesis’s sole and absolute discretion, be provided electronically by notification during your use of the Software, email, or otherwise) of any change to the Software License Fee then applicable to you, provided that, Anthesis will not change such Software License Fee within forty-five (45) days of the then current expiration date of the Software License Term.
Anthesis will Retire, or cause its designee to Retire, all Carbon Instruments purchased by you as soon as commercially practicable following your payment in full. The Software License, the Logo License(s), and Anthesis’s Retirement of any Carbon Instruments on your behalf are each expressly subject to Anthesis’s receipt from you of the applicable fees paid in full. There shall be no refunds for any amounts paid hereunder including without limitation the Software License Fee and any amounts paid for the Carbon Instruments.
All Software License Fees and fees payable for Carbon Instruments, if applicable, are exclusive of any applicable taxes, including without limitation, sales, use, value-added, and withholding taxes, which shall be added at the rate and in the manner prescribed by law, from time to time and shall be payable by you.
Without prejudice to any other rights, Anthesis may terminate this EULA if you fail to comply with the terms and conditions set forth hereunder.
Footprint Reporter is a trademark of Anthesis. All rights, title and interest in the Software Product belong to and shall remain vested in Anthesis, as applicable. You acquire no rights in the Software Product except where expressly granted in this EULA.
You have no right to access the Software Product in source code form or in unlocked coding or with comments.
You shall not (a) attempt to duplicate, modify or distribute any portion of the Software Product; or (b) attempt to reverse compile, disassemble, reverse engineer or otherwise reduce to human perceivable form any of the Software Product, except as may be allowed by any applicable law which is incapable of exclusion by agreement between the parties; or (c) use the Software Product to provide services to third parties; or (d) transfer, temporarily or permanently, any of your rights under this agreement; or (e) attempt to obtain, or assist others in obtaining, access to the Software Product, other than as provided in this EULA. Unauthorized use may subject you to severe civil and criminal penalties.
Except as expressly stated herein, this EULA does not grant you any rights to, or in, patents, copyrights, database rights, trade secrets, trade names, trademarks (whether registered or unregistered), or any other rights or licences in respect of the Software Product.
All rights, title and interest in your organisation’s data that you enter into the Software Product (“Input Data”) belongs to and shall remain vested in you. It is your responsibility to keep copies of your Input Data and to take copies of any data generated from your Input Data through your use of the Software Product (“Output Data”).
You hereby grant to Anthesis a perpetual, transferable, irrevocable licence to store, manipulate, transmit, copy, display, sub-license or otherwise utilise your Input Data and any Output Data in anonymised form for any purpose not restricted to the performance of this EULA, including but not limited to providing industry and sector based benchmarking of carbon emissions to third parties.
You acknowledge that continued use of the Software Product by you shall constitute acceptance of the quality of the data captured and/or calculation output via the Software Product.
WARRANTY AND LIABILITY
Anthesis warrants that it shall provide the Software Product in accordance with generally accepted applicable industry standards. The sole remedy for breach of the aforementioned warranty shall be reperformance of the particular service giving rise to the breach.
THE SOFTWARE PRODUCT IS PROVIDED “AS IS”, WITHOUT WARRANTY OF ANY KIND. ANTHESIS, AND/OR ITS SUPPLIERS HEREBY DISCLAIM ALL WARRANTIES AND CONDITIONS WITH REGARD TO THE SOFTWARE PRODUCT, WHETHER EXPRESS OR IMPLIED, WRITTEN OR ORAL, INCLUDING WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON INFRINGEMENT, ARISING FROM A COURSE OF DEALING, OR THAT THE SOFTWARE PRODUCT WILL NOT CONTAIN TECHNICAL INACCURACIES AND BE ERROR FREE.
IN NO EVENT SHALL ANTHESIS AND/OR ITS SUPPLIERS BE LIABLE FOR ANY SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, PUNITIVE, MULTIPLE OR OTHER INDIRECT DAMAGES OR ANY DAMAGES WHATSOEVER RESULTING FROM LOSS OF USE, DATA OR PROFIT ARISING OUT OF OR IN CONNECTION WITH THE USE OR PERFORMANCE OF THE SOFTWARE PRODUCT.
No party excludes or limits liability to the other party for death or personal injury or fraud or any breach of any obligations implied by Section 12 of the Sale of Goods Act 1979 or Section 2 of the Supply of Goods and Services Act 1982 of the United Kingdom.
Anthesis and/or its suppliers may make improvements and/or changes in the products and/or the programs described herein at any time.
The Footprint Reporter domain, the Software Product, and any associated services may use software and technology that may be subject to United States export controls administered by the U.S. Department of Commerce, the United States Department of Treasury Office of Foreign Assets Control, and other U.S. agencies and the export control regulations of the European Union. The European Union and the United States also maintain a list of countries which are subject to trade embargoes (“Embargoed Countries”) and lists of nationals or residents 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 (“Designated Nationals”). The lists of Embargoed Countries and Designated Nationals are subject to change without notice. By using the Software Product, you represent and warrant that you are not located in, under the control of, or a national or resident of an Embargoed Country or a Designated National. You agree to comply strictly with all U.S. and European Union export laws and assume sole responsibility for obtaining licenses to export or re-export as may be required. You also warrant that you will not use the Software Product for any purposes prohibited by law.
ASSIGNMENT, COMMUNICATIONS, GOVERNING LAW, AND DISPUTE RESOLUTIONYou shall not be entitled to assign this EULA or any rights hereunder. Any assignment made in violation of this provision shall be wholly void and invalid, the assignee shall acquire no rights whatsoever, and Anthesis shall not recognize, nor shall it be required to recognize, the assignment. Anthesis shall be entitled to sub-contract any of its and their obligations and to assign any of its and their rights under this EULA without requiring consent. Please contact Anthesis at the address set forth in the Software Product if you have any legal issues, questions or problems with this service. The governing law of this EULA shall be that of England and Wales excluding: (i) its conflicts of laws principles; and (ii) the United Nations Convention on Contracts for the International Sale of Goods. In the event of a dispute arising out of or relating to this EULA, including any questions regarding its existence, validity or termination, the dispute shall be referred to and finally resolved by arbitration in accordance with the UNCITRAL Arbitration Rules. The appointing authority shall be the London Court of International Arbitration and the number of arbitrators shall be one (1). The arbitrator shall have background and experience relevant to the transaction formalized in this EULA. The arbitration shall be a confidential proceeding, closed to the general public, and will take place in London, England. The language to be used in the arbitral proceedings shall be English. The decision rendered by the arbitrator will be binding upon the parties.
Anthesis is committed to protecting your privacy. The following privacy statement describes our practice with respect to the collection and use of your personally identifiable information (personal information) on this website. By using this website, you consent to the terms of our privacy statement and to Anthesis's processing of personal information for the purposes stated below.
Collection of Your Personal Information
Anthesis may require you to provide us with personal information if you would like to participate in some activities available on, or benefit from services offered on, this website. We endeavor to limit our requests for personal information to information we believe is minimally necessary to achieve our stated collection purposes. Personal information collected on this website is often limited to e-mail address, name and organisation but may include additional information when needed to provide a service you requested. For example, if you choose a service or transaction that requires payment, such as making a purchase on a Anthesis website, we will request personal information necessary for billing and/or shipping such as name, address, telephone number and credit card number. Also, in order to improve our services and the quality of the website, Anthesis offers you the opportunity to ask questions, provide suggestions and contributions by completing a contact form which collects personal information such as name and e-mail address. Please note that any comments or materials sent to us, including feedback data, such as questions, comments, suggestions and any other responses are deemed to be non-confidential. We have no obligation with respect to such responses, and Anthesis shall be free to use, reproduce, distribute and publicly display such comments and materials without reference to you personally. Anthesis is also free to use any ideas, concepts, know-how or techniques contained in such responses for any purpose whatsoever.
Use of Personal Information Collected
Anthesis uses your personal information collected on this website primarily for the following purposes:
- To deliver services, such as newsletters, events, training or software you request or purchase.
- To alert you to product updates, special offers, updated information and other new services from Anthesis or to forward promotional materials, if you so request.
- To ensure our website is relevant to your needs.
- To help us create and publish content most relevant to you.
- To allow you access to limited-entry areas of our website as appropriate.
- To contact you in response to sign up forms.
If you choose to provide us with your personal information on this website, we may transfer that information to Anthesis affiliates and subsidiaries or to Anthesis's third party service providers, across borders, and from your country or jurisdiction to other countries or jurisdictions around the world and by using this website, you consent to any such transfer of personal information outside of your country or jurisdiction. Anthesis occasionally hires third parties to provide certain services available on our website or made available on our behalf. We will only provide those third party providers the personal information they need to deliver their services, and they are prohibited from using that information for any other purpose. Anthesis may disclose your personal information if required to do so by law or in the good faith belief that such action is necessary in order to conform to the requirements of law or comply with legal process served on this website, protect and defend the rights or property of Anthesis and its family of websites or act in urgent circumstances to protect the personal safety of Anthesis employees, users of Anthesis products or services, or members of the public. Anthesis reserves the right to transfer personal information to third parties as part of any corporate reorganization process including, but not limited, mergers, acquisitions, and sales of all or substantially all of our assets. Anthesis does not otherwise use, sell, rent, share or otherwise disclose your personal information to any third parties.
Use of Non-Personal Information Collected
Anthesis uses non-personal information such as analytical data on website use to explore and develop marketing strategy and to determine how you found about us, your interests regarding our products and services and how to further improve this website based upon user data. We may share such non-personal data with third parties.
Anthesis provides you the opportunity on our newsletters and other electronic communications to exercise an opt-out choice if you do not want to receive emails from us or updates regarding new services and products offered on this website or if you do not want us to share your personal information with third parties. The opt-out choice may be exercised at the points where personal information is collected by un-ticking the appropriate box. If you do not have exercised the opt-out option at the point where personal information is collected you may also do it by contacting us at mail. We will process your unsubscribe as soon as possible, but please be aware that in some circumstances you may receive a few more messages until the unsubscribe is processed.
Cookies and Other Tracking Technologies
Third Party Links
This statement applies solely to information collected on this website. This website contains links to other sites. Please be aware that we may have no control or influence over the privacy practices of such other websites. We encourage you to read such other websites' privacy statement in order to understand whether and how they process data about your visit to their site.
Changes to This Privacy Statement
With effect for the future, Anthesis reserves the right to change this privacy statement from time to time. When we do, we will also revise the “last update” date at the bottom of this privacy statement.
Anthesis endeavors to take reasonable and appropriate steps to protect your personal information from unauthorized access or disclosure. However, we do not warrant or represent that your personal information is completely safe from hackers and other security threats. If you have any questions about the security on this site, you can send an email to mail.
Enforcement of This Privacy Statement
If you have comments or questions with respect to this statement, please contact us at firstname.lastname@example.org or by postal mail to:The Footprint Reporter Team,
The Future Centre,
9 Newtec Place,
Oxford OX4 1RE.
The results presented in Footprint Reporter represent an estimate of the basic carbon footprint of your site(s)/organisation, covering major greenhouse gas emissions sources for which data were provided. Emissions have been quantified based on the data provided. Although every effort has been made to provide accurate conversion factors, no guarantee can be made as to the accuracy or completeness of the calculations and no verification of the source data has been undertaken. This estimated basic carbon footprint is compatible with, but not fully compliant with, the requirements of ISO14064-1 or with the GHG Protocol for Corporate Emissions Reporting developed by WRI and WBSCD. A full ISO14064-1 report requires other company and operational information to be provided. The results obtained using Footprint Reporter should not, explicitly or implicitly, be represented as such or as an endorsement by Anthesis of your organisation or its activities.