Terms of Service

Sustain 6 | Effective Date: April 12, 2022 (v. 1.2)

Welcome to Sustain 6! Our mission is to accelerate sustainable transformation by empowering all employees to be climate leaders. When you visit, view, use, or access our website Sustain6.com and any applicable subdomains thereof, or any applications, mobile applications, functionalities, content, materials, or other online services including but not limited to discussion boards, provided by Sustain 6 (collectively, the “Platform”), whether as a guest or a registered user, you’re agreeing to the following terms and conditions, so please take a few minutes to read over the Terms of Use below.


INTRODUCTION


Please read these Terms of Service (“Terms”, “Terms of Service” or this “Agreement”) carefully before accessing the Platform at http://www.sustain6.com (the “Service”) operated by Sustain 6, Inc. (“us”, “we”, or “our”). This Agreement sets forth the legally binding terms governing access to and use of the Service. Your (“you”, “your” or “user”) access to and use of the Service is conditioned upon your acceptance of and compliance with this Agreement. This Agreement applies 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 these Terms. If you disagree with any part of the Terms, you do not have permission to access the Service. In addition, by accessing or using the Service, you represent and warrant that you have the right, authority, and capacity to enter into this Agreement and to abide by the terms and conditions of this Agreement, and that you will so abide. In such a case, “you”, “your” and “user” shall refer to that entity.

This Agreement can be found at https://sustain6.com/terms, and serves as a supplement to Sustain 6’s other policies, including but not limited to its Privacy Policy.


PRIVACY POLICY


In connection with your access to or use of the Services, we may obtain information from or about you. We will use your information in accordance with our Privacy Policy, which describes our privacy practices as well as choices you may have with respect to the collection and processing of some of your information. Please take a moment to review our Privacy Policy. The Privacy Policy is incorporated into this Agreement and forms part of the Agreement.


PLATFORM ACCESS AND ACCOUNT REGISTRATION


To access the Platform, you may be asked to provide certain information to help us create and maintain a Sustain 6 account for you. As such, it is a condition of your use of the Platform that all information you provide is correct, current, and complete. You agree that all information you provide is governed by our Privacy Policy and you consent to all actions we take with respect to your information consistent with our Privacy Policy.

Except as expressly provided herein, you may not transfer your account to any other person and you may not use anyone else’s account at any time. In cases where you have nevertheless authorized or registered another person to use your account or Plan, or where you have acted negligently in safeguarding your account as set forth above, you agree you are fully responsible for (i) the acts and omissions of such person accessing the Platform via your account, (ii) controlling the person’s access to and use of the Platform, and (iii) the consequences of any use or misuse by such person(s).


USE OF SERVICE


(a) Use License

We grant you a revocable, non-exclusive, non-sublicensable and non-transferable license to use the Service and Sustain 6 Content solely for the purposes of promoting sustainability related actions and communications. When you create an Account with us, you represent and warrant that you are at least 16 years of age and authorized to use the service by your employer.We reserve the right to refuse service, terminate accounts, remove content, or edit content at our sole discretion.


(b) Accounts

In order to use the Service, you must create a password-protected account (“Account”). Creating an Account requires you to provide your e-mail, name and a password. Your e-mail may not contain a name or trademark that is subject to any rights of another person or entity other than you, without appropriate authorization. You may not use an e-mail that is offensive, vulgar, or obscene.


You are the sole authorized user of your Account, and you are responsible for keeping your Account safe and secure from unauthorized access. You accept responsibility for any and all activities or actions that occur under your Account. You must notify us immediately upon becoming aware of any breach of security or unauthorized use of your Account. Sustain 6 is not liable for any losses or harm that may be incurred by you or a third party that is due to unauthorized use of your Account.


In addition, you represent and warrant that the information you provide us with respect to your Account is accurate, complete, and current at all times. Inaccurate, incomplete, or obsolete information may result in the immediate termination of your Account. You are responsible for maintaining the confidentiality of your Account and password, including but not limited to the restriction of access to your computer and/or Account.


You hereby grant, subject to the Privacy Policy, Sustain 6 a non-exclusive, worldwide, perpetual, irrevocable, royalty-free, sublicensable (through multiple tiers) right to use your information, in order to perform and improve upon the Service.


(c) Restrictions

You represent and warrant that your actions and the information you provide, whether such information is provided via the Service, a telephone call, e-mail, or other communication (a) do not infringe, violate, or misappropriate any third party’s copyright, patent, trademark, trade secret, or other proprietary right or rights of publicity or privacy; (b) will not violate any law, statute, ordinance, or regulation (including without limitation those governing export control, consumer protection, unfair competition, anti-discrimination, or false advertising); (c) will not be defamatory, libelous, unlawfully threatening, or unlawfully harassing; (d) will not be obscene or contain child pornography or be harmful to minors; (e) will not contain any viruses, Trojan Horses, worms, time bombs, cancelbots, or other computer programming routines that are intended to damage, detrimentally interfere with, surreptitiously intercept or expropriate any system, data, or personal information; and (f) will not create liability for us or cause us to lose (in whole or in part) the services of our ISPs or other partners or suppliers.


In addition, you agree to refrain from engaging in the following types of behavior: (a) copyright or trademark infringement; (b) hacking; (c) privacy or confidentiality violations; (d) interfering with, interrupting, destroying, or limiting the functionality of the Service (including attempts to do any of the aforementioned); (e) harassment or stalking; (f) impersonating any person or entity; or (g) encouraging anyone to engage in any of the aforementioned behaviors.

The foregoing is not an exhaustive list of the types of conduct that are prohibited while you are using the Service. We reserve the right to take action as we deem necessary against any behavior we believe, in our sole discretion, violates this Agreement.


NEITHER SUSTAIN 6 NOR ANY OF OUR OWNERS, EMPLOYEES, CONTRACTORS, AGENTS, OFFICERS, DIRECTORS, AND LEGAL REPRESENTATIVES ARE RESPONSIBLE FOR THE ACTS OR OMISSIONS, WHETHER ONLINE OR OFFLINE, OF ANY USER OF THE SERVICE, AND YOU HEREBY RELEASE SUSTAIN 6 AND OUR OWNERS, EMPLOYEES, CONTRACTORS, AGENTS, OFFICERS, DIRECTORS, AND LEGAL REPRESENTATIVES FROM ANY LIABILITY, CLAIM, INJURY, LOSS, OR DAMAGE INCURRED BY YOU OR A THIRD PARTY ARISING OUT OF OR RESULTING FROM AN IMPROPER INVITATION THAT WAS SENT BY YOU OR ANOTHER USER.


(e) Sustain 6 Content

From time to time, we may publish or make available to you content (including without limitation, articles, texts, guides, documents, data, images, interactive features, software, graphics, forms and videos) that we believe will help you in making sustainability based decisions. Sustain 6 Content is protected by copyright, trademark, and other proprietary domestic and international laws. Sustain 6 exclusively owns all right, title, and interest in and to the  Sustain 6 Content.


(g) The Service

The Service includes a technology platform that allows individuals to engage in sustainability related activities. You agree not to hold  Sustain 6 liable for any losses or damages that may be incurred by you or a third party as a result of your use of the Service. 


(h) Availability of the Service
We reserve the right to make changes to the offerings and functionality of the Service without prior notice to you. We may also limit, restrict, or remove the features offered on the Service. In our sole discretion, we may limit, suspend, or terminate Accounts if they violate this Agreement. We also reserve the right to deny access to the Service to anyone for any reason.


PAYMENTS


In order to use our Service, Sustain 6 charges a fee (“Fee”). The Fee for your account may be covered by an employer or by a third-party. In the event the Fee is covered by your employer or a third-party, the terms of such payment will be governed by a separate agreement entered into between Sustain 6 and your employer/third-party.


INTELLECTUAL PROPERTY


The Service, its content, features, functionality, text, graphics, editorial content, data, formatting, graphs, designs, HTML, look and feel, photographs, music, sounds, images, software, videos, designs, typefaces, Sustain 6Content, and other content features and functionality (collectively “Proprietary Material”) that you see or read on the Service is exclusively owned by us or our licensors. Proprietary Material is protected by copyright, trademark, and other laws of both the United States and foreign countries. Proprietary Material may not be used in connection with any product or service without the prior written consent of Sustain 6. Our service and trademarks, including without limitation, the name “Sustain 6” and our logos, are service marks owned by us. You may not copy or use any of these marks, logos, or trade names without our prior written consent.


THIRD PARTIES


Our Service may recommend, coordinate services with and/or contain links to third party websites or services that are not owned, operated, or controlled by Sustain 6 (“Third Parties”). We do not have any control over, and assume no responsibility for, the content, privacy policies, offerings, actions, omissions or practices of any such Third Parties, and you access and use them at your own risk.

WE DO NOT WARRANT AND DISCLAIM ALL WARRANTIES WITH RESPECT TO THE OFFERINGS OF ANY THIRD PARTIES OR THE OWNERS AND OPERATORS OF SUCH THIRD PARTIES. YOU ACKNOWLEDGE AND AGREE THAT Sustain 6 SHALL NOT BE RESPONSIBLE OR LIABLE, DIRECTLY OR INDIRECTLY, FOR ANY DAMAGE OR LOSS CAUSED OR ALLEGED TO BE CAUSED BY OR IN CONNECTION WITH USE OF OR RELIANCE ON ANY SUCH CONTENT, GOODS, OR SERVICES AVAILABLE ON OR THROUGH ANY SUCH THIRD PARTIES. WE STRONGLY ADVISE YOU TO READ THE TERMS AND CONDITIONS AND PRIVACY POLICIES OF ANY THIRD PARTY THAT YOU USE OR VISIT AND YOU DO SO AT YOUR OWN RISK.


USER CONTENT


(a). The Platform may provide you with the ability to upload, post, submit, publish, or transmit information to the Platform, other users, or to third parties (“User Content”).


(i). Unless otherwise noted, all User Content you submit to the Platform, to third parties, or that is otherwise made available to Sustain 6 will be considered confidential and proprietary and will be made available only to individuals or third parties that you authorize to access it via the Platform, API, or other means of transmission.


(ii). To the extent that you provide any User Content, you represent and warrant that (a) you have all necessary rights, licenses and/or clearances to provide such User Content as provided above, such User Content is accurate and reasonably complete, (c) as between you and Sustain 6, you are responsible for the payment of third-party fees, if any, related to the provision and use of such User Content, (d) such User Content does not and will not infringe or misappropriate any third-party rights or constitute a fraudulent statement or misrepresentation or unfair business practices, (e) you are responsible for any User Content you upload or provide to the Platform and for complying with applicable laws relating thereto, including export control regulations, and (f) you agree to comply with all applicable rules regarding online conduct and acceptable content we may post on the Platform from time to time, including those set forth in Section 10 below.


(iii). User Content that is submitted within certain areas of the Platform, such publicly-available channels, message boards, or blog posts, will be considered non-confidential and non-proprietary, and by so doing, you hereby grant us and our affiliates and service providers, and each other and our respective licensees, successors, and assigns the right to use, reproduce, modify, perform, display, distribute, and otherwise disclose to third parties any such material. Sustain 6 takes no responsibility and assumes no liability for any User Content that you or any other user or third-party posts or submits.  You understand, acknowledge and agree that you may be exposed to User Content that is inaccurate, objectionable, inappropriate for children or otherwise unsuited to your purpose and you agree that Sustain 6 shall not be liable for any damages you allege to incur from User Content.  Any use of or reliance on User Content or other information available within the publicly available channels, message boards or blog posts is solely at your own risk.  Sustain 6 does not guarantee the completeness, truthfulness, accuracy or reliability of any User Content or communications made available through the publicly available channels, message boards or blog posts.


(b). Monitoring and Enforcement. We have the right to:


(i). remove or refuse to post any User Content for any or no reason in our sole discretion;


(ii). take any action with respect to any User Content that we deem necessary or appropriate in our sole discretion, including if we believe that such User Content violates these Terms, infringes any intellectual property right or other right of any person or entity, threatens the personal safety of users of the Platform or the public, or could create risk or liability for Sustain 6 or others;


(iii). disclose your identity or other information about you to any third party who claims that material posted by you violates their rights, including their intellectual property rights or their right to privacy;


(iv). take appropriate legal action, including without limitation referral to law enforcement for any illegal or unauthorized use of the Platform; and


(v). terminate or suspend your access to all or part of the Platform for any violation of these Terms.


(c). Notwithstanding anything to the contrary, we have no obligation to review any User Content or materials before they are posted on the Platform, and we cannot ensure prompt removal of objectionable material after it has been posted. Accordingly, we assume no liability for any action or inaction regarding transmissions, communications, or content provided by any user or third party, and we have no liability or responsibility to anyone for performance or nonperformance of the activities described in this Section.


FEEDBACK


We welcome and encourage you to provide feedback, comments, and suggestions for improvements to the Platform. You acknowledge and agree that any and all feedback provided by way of the Platform or otherwise will be the sole and exclusive property of Sustain 6, and you hereby irrevocably assign to Sustain 6 and agree to irrevocably assign to Sustain 6 all of your right, title, and interest in and to all feedback, including without limitation all worldwide patent rights, copyright rights, trade secret rights, and other proprietary or intellectual property rights therein. At our request and expense, you will execute documents and take such further acts as we may reasonably request to assist Sustain 6 to acquire, perfect, and maintain its intellectual property rights and other legal protections for the feedback.


Sustain 6 “DOs” and “DON’Ts”


As a condition of using the Platform, you agree to adhere and abide to the following DOs and DON’Ts.


(a). DOs (User Obligations). You acknowledge and agree that you will:


(i). comply with all applicable federal, state, local, or international law or regulations (including without limitation any laws regarding copyright, intellectual property, privacy and personal identity, or the export of data or software to and from the U.S. or other countries);


(ii). provide true and accurate information to us and keep it updated;


(iii). only post or otherwise provide information that you are comfortable sharing;


(iv). use all portions on the Platform in a respectful manner; and


(v). exit from your account at the end of each session or use of the Platform.


(b). DON’Ts (Prohibited Conduct). You acknowledge and agree that you will not:


(i). reproduce, redistribute, transmit, assign, sell, broadcast, rent, share, lend, modify, adapt, edit, create derivative works of, license, capture, download, save, upload, print, or otherwise transfer or retain information or content available on the Platform other than with regard to Authorized Downloadable Materials, subject to the limited permissions set forth herein;


(ii). manually or systematically harvest, scrape, collect or otherwise extract information or data contained on the Platform, other than permitted use of Authorized Downloadable Materials or temporary storage of video materials for offline viewing (if permitted by your Plan).


(iii). permit or provide others access to the Platform;


(iv). impersonate or attempt to impersonate Sustain 6, a Sustain 6 employee, another user, or any other person or entity (including without limitation by using e-mail addresses or account information associated with any of the foregoing) or provide incorrect or knowingly false information;


(v). remove or modify any copyright, trademark, legal notices, or other proprietary notations from the Proprietary Materials or any other content available on the Platform;


(vi). violate or attempt to violate the Platform’s security mechanisms, attempt to gain unauthorized access to the Platform or assist others to do so, or otherwise breach the security of the Platform or corrupt the Platform in any way;


(vii). co-brand or frame the Platform or establish a link in such a way as to suggest any form or association, approval, or endorsement on our part, without the prior express written permission of an authorized representative of Sustain 6;


(viii). use any portion of the Platform to aid in transmitting, or procure the sending of, any advertising or promotional material, including any “junk mail”, “chain letter”, or “spam” or any other similar solicitation;


(ix). post to any portion of the Platform any inappropriate, offensive,violent, threatening, racist, hateful, sexist, pornographic, false, misleading, infringing, defamatory, or libelous content or otherwise engage in conduct that results in the targeted or systematic harassment, bullying or shaming of others  including the promotion or encouragement of suicide or self-harm;


(x). use the Platform or its contents (including User Content) to recruit, solicit, or contact in any form other users or potential users for employment or contracting for a business not affiliated with us without the prior express written permission of an authorized representative of Sustain 6;


(xi). use or attempt to use the Platform to store or transmit software viruses, worms, time bombs, Trojan horses, or any other computer code, files, or programs designed to interrupt, destroy, or limit the functionality of any computer software, hardware, or telecommunications equipment or that are designed to collect or harvest personally identifiable information or other data;


(xii). use the Platform for the promotion or publicizing of any criminal or illegal activity;


(xiii). engage in any conduct that restricts or inhibits anyone’s use or enjoyment of the Platform, or which, as determined by us, may harm us or users of the Platform or expose them to liability; and/or


(xiv). use the Platform in any manner that could disable, overburden, damage, or impair the Platform, interfere with any other party’s use of the Platform (including their ability to engage in real time activities through the Platform), or otherwise attempt to interfere with the proper working of the Platform.


(c). Restricted Use of Platform. We reserve the right to monitor use of the Platform and to suspend, revoke, deny, disable, or terminate your access or the access of any of your users if you or they violate any provisions of these Terms (including, but not limited to the DOs and DON’Ts above) or if your or their usage behavior exceeds reasonable limits, as determined in our sole discretion.


(d). Export Controls. The Platform and its features are subject to United States export controls. No Platform content or materials may be downloaded or exported (i) into (or to a resident of) Cuba, Sudan, North Korea, Iran, Syria, the Crimea region of the Ukraine or any other country subject to an applicable embargo or other trade restriction by any government regulatory agency having jurisdiction, or (ii) by or to any person or entity on the United States Treasury Department’s list of Specially Designated Nationals (SDN) or the United States Commerce Department’s Consolidated Screening List (CSL). By accessing or using the Platform, you represent and warrant that you are not located in, under the control of, or a national or resident of any such country or on any such list. Although the Platform may be accessible worldwide, we make no representation that the Platform is appropriate or available for use in locations outside the United States, and accessing the Platform from territories where its contents or materials are illegal, is prohibited. Those who choose to access the Platform from other locations do so at their own initiative and are responsible for compliance with local laws. Any offer for any product, service, and/or information made in connection with the Platform is void where prohibited.


REPRESENTATION, WARRANTIES, AND COVENANTS


(a). Your Representations and Warranties. You represent and warrant that:


(i). You are over the age of 16 as all portions of the Platform are intended for only individuals over 16. If you are under 16 years of age, you may not register for an account or otherwise use the Platform;


(ii). You are not a person barred from accessing or using the Platform under the laws of any applicable jurisdictions;


(iii). You are authorized to accept these terms on behalf of the company, organization, government, or any other legal entity that you represent;


(iv). All information that you provide to the Platform is complete and accurate in all respects; and


(v). You are solely responsible for all service, telephony, data charges, and other fees and costs associated with your access to and use of the Platform, including without limitation maintaining all internet, browser software and extensions, computer hardware, telephone, and other equipment required for such access.


(b). Authority. You and Sustain 6 each represent, warrant, and covenant that it has the full power and authority to: (i) enter into an agreement subject to these Terms; (ii) perform its obligations hereunder, and that its performance hereunder does not conflict with, limit, or be contrary to any other agreement; (iii) and that by so doing, it does not violate any applicable laws or any contractual relationship.


(c). Sustain 6 Intellectual Property. We represent, warrant, and covenant that: (i) we have and will have all rights, titles, licenses, intellectual property, permissions and approvals necessary in connection with our performance under these Terms to grant you rights granted hereunder; and (ii) neither the Platform (including the Proprietary Materials), nor the provision or utilization thereof as contemplated under these Terms, will infringe, violate, trespass or in any manner contravene or breach or constitute the unauthorized use or misappropriation of any intellectual property of any third party.


(d). Reliance and Functionality. Sustain 6 does not warrant that the content or functions of the Platform will meet your requirements or that the operation of the Platform will be uninterrupted or error free. The content and materials presented on or through the Platform is made available solely for general information purposes. We do not warrant the accuracy, completeness, or usefulness of this information. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from or related to any reliance placed on our materials by you, your users, or any other visitor to the Platform, or by anyone who may be informed of any of its contents. The Platform may include content provided by third parties, including materials provided by other users, bloggers, or third-party licensors, syndicators, aggregators, and reporting services. All statements and opinions expressed in these materials, and all articles and responses to questions and other content, other than the content provided by Sustain 6, are solely the opinions and the responsibility of the person or entity providing those materials. These materials do not necessarily reflect the opinion of Sustain 6. We are not responsible or liable to you or any third party, for the content or accuracy of any materials provided by any third parties, and use of any services provided by third parties is subject to their policies and at your own risk.


(e). Availability of Platform. You recognize that the traffic of data through the Internet may cause delays during your use of or access to the Platform, and accordingly, you agree not to hold us liable for delays that are ordinary in the course of Internet use. You further acknowledge and accept that the Platform may not be available on a continual 24-hour basis due to such delays, delays caused by our upgrading, modification, or standard maintenance of the Platform, or any other delays outside of our control.


(f). Non-Sustain 6 Products. If you install or enable Non-Sustain 6 Products for use with Platform, you acknowledge that providers of those Non-Sustain 6 Products may have access to User Content in connection with the interoperation of the Platform. Sustain 6 will not be responsible for any use, disclosure, modification, or deletion of User Content while accessed or transmitted through such Non-Sustain 6 Products.


TERMINATION; CANCELLATION POLICY


(a). Sustain 6’s Rights of Termination. You agree that we may suspend or deactivate your account or terminate your Plan if we believe that you have (a) breached these Terms; (b) infringed the intellectual property rights of a third party; (c) posted, uploaded or transmitted unauthorized User Content; or (d) violated or acted inconsistently with these Terms, our Privacy Policy, or any other applicable policies. You agree that any such suspension, deactivation or termination for the foregoing reasons may be effected without prior notice to you and that Sustain 6 will not be liable to you or any third party for any deactivation of your account or termination of your Plan.


(b). Customer’s Rights of Termination.


(i). For Cause. Either the business that purchased the Plan or Sustain 6 may terminate the Plan or any Sales Order prior to its expiration if the other party breaches these Terms and fails to cure said breach within thirty (30) days after receipt of written notice thereof. Except for instances arising from Sustain 6’s uncured breach, all fees or charges related to your Plan are non-refundable and all unpaid fees are due and payable immediately upon termination.


(ii). For Convenience. Unless otherwise specifically stated in terms specific to other products or Plans you purchase, a Plan may be terminated for convenience by sending written notice to Sustain 6 at least thirty (30) days prior to the expiration of the then-current Term; however, in the event of any termination for convenience all fees paid are completely non-refundable and any fees unpaid at the time of such termination for convenience shall remain due and payable. For avoidance of doubt, in the event that the Sales Order is for a multiple year Term, any termination under this section will only be permitted at the end of that Term. With respect to any Term still in effect as of the date of such termination for convenience, and upon your request, your Plan will remain active to the end of your then-current Term to the extent your fee(s) have been paid; provided that these Terms will continue in effect and govern such Term until its expiration or earlier termination for cause. All termination requests made pursuant to this Section 12(b)(ii) must be emailed to info@Sustain 6.com no later than thirty (30) days in advance of the then-current Term.


(iii). No Refunds. Refunds will not be given if you cancel your Plan or delete your account prior to the end of your Term.


(c). You acknowledge and agree that Sustain 6 may retain and store your information on Sustain 6’s systems for archival purposes notwithstanding any termination or cancellation of your account or Plan, subject to applicable laws.


INDEMNIFICATION


(a). Indemnification. You agree to defend, indemnify and hold harmless Sustain 6, its directors, employees, licensors, independent contractors, providers, subsidiaries, and affiliates, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors and assigns from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses or fees (including reasonable attorneys’ fees) (hereinafter, “Claims”) arising out of or relating to : (i) your violation of these Terms; (ii) any information you post to the Platform; (iii) any use by you of the Platform’s material, content, services, or products other than as expressly authorized in these Terms; or (iv) your use of any information obtained from the Platform.


(b). Indemnification Procedure. You agree to cooperate as fully as reasonably required in the defense of any Claims, including asserting any available defenses. We reserve the right, at our own expense, to assume the exclusive defense and control of any Claims or matter otherwise subject to indemnification by you and you may not in any event settle any Claims without our prior written consent.


NO WARRANTY; LIMITATIONS ON LIABILITY


(a). No Warranty. EXCEPT FOR THOSE WARRANTIES OUTLINED HEREIN, THE PLATFORM IS PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTY OF ANY KIND, WHETHER EXPRESSED OR IMPLIED. NEITHER Sustain 6 NOR ANY PERSON OR ENTITY ASSOCIATED WITH Sustain 6 MAKES ANY PROMISE, WARRANTY, OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY OR AVAILABILITY OF THE PLATFORM. WITHOUT LIMITING THE FOREGOING, NEITHER Sustain 6 NOR ANY PERSON OR ENTITY ASSOCIATED WITH Sustain 6 PROMISES, REPRESENTS OR WARRANTS THAT THE PLATFORM OR CONTENT OBTAINED THROUGH THE PLATFORM OR ANY PORTION THEREOF WILL BE ACCURATE, RELIABLE, ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE PLATFORM OR THE SERVER THAT MAKES THEM AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SITE OR ITS CONTENT OR MATERIALS WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. Sustain 6 HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON- INFRINGEMENT, AND FITNESS FOR A PARTICULAR PURPOSE.


(b). Limitation on Liability. IN NO EVENT WILL Sustain 6, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE TO YOU, ANY OF YOUR USERS, OR ANY THIRD PARTY WITH RESPECT TO THE PLATFORM OR THE SUBJECT MATTER OF THESE TERMS UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY, OR OTHER LEGAL OR EQUITABLE THEORY, EVEN IF FORESEEABLE, FOR: (i) ANY AMOUNT IN THE AGGREGATE IN EXCESS OF THE GREATER OF THE AMOUNT YOU HAVE PAID TO Sustain 6 FOR USE OF THE PLATFORM IN THE THREE (3) MONTHS IMMEDIATELY PRIOR TO SUCH LIABILITY ARISING; (ii) FOR ANY SPECIAL, INDIRECT, INCIDENTAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES OF ANY KIND WHATSOEVER, INCLUDING WITHOUT LIMITATION LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS, LOSS OF ANTICIPATED SAVINGS, LOSS OF USE, OR LOSS OF GOODWILL; (iii) USER CONTENT OR DATA LOSS OR COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; (iv) FOR ANY MATTER BEYOND OUR REASONABLE CONTROL; OR (v) FOR ANY ACTIONS OF, OR SERVICES PROVIDED BY, THIRD-PARTY SERVICE PROVIDERS OR INDEPENDENT CONTRACTORS (INCLUDING MENTORS) PROVIDING SERVICES ON BEHALF OF Sustain 6 OR VIA THE PLATFORM.


THE FOREGOING DOES NOT AFFECT ANY LIABILITY WHICH CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.


CHANGES TO TERMS OR THE PLATFORM


(a). Changes to these Terms. We reserve the right to change or modify these Terms, our Privacy Policy, or any terms they incorporate by reference in our sole discretion and at any time. Any such change or modification will be effective immediately upon posting to the Platform; however, any changes to Section 17(c) (Governing Law and Jurisdiction) will not apply to any disputes for which the parties have actual notice on or prior to the date the change is posted on the Platform. We will take reasonable steps to notify you of any changes or modifications, but you agree to review the Platform periodically to be aware of any changes or modifications. Notwithstanding anything to the contrary, your continued use of the Platform and any other Sustain 6-provided services will be deemed your conclusive acceptance of all such changed or modified terms and conditions.


(b). Changes to the Platform. Sustain 6 may at any time, without notice or liability, change or eliminate any content or feature of the Platform or any portion thereof, or restrict the use of any portion of the Platform. Your only right with respect to any dissatisfaction with any service-related change or elimination is to cease use of the Platform. We will not be liable if for any reason all or any part of the Platform is unavailable at any time or for any reason.


GENERAL


(a). Non-Waiver. Failure by Sustain 6 to enforce any provision(s) of these Terms will not be construed as a waiver of any provision or right.


(b). Severability. If any provision of these Terms is found to be illegal, void, or unenforceable, then that provision will be deemed severable from these Terms and will not affect the validity and enforceability of any remaining provisions of these Terms.


(c). Governing Law and Jurisdiction. These Terms, and all claims or causes of action (whether in contract, tort, or statute) that may be based upon, arise out of, or relate to these Terms, or the negotiation, execution, or performance under these Terms (including any claim or cause of action based upon, arising out of, or related to any representation or warranty made in or in connection with these Terms or as an inducement to agree to these Terms), are governed by and will be construed and enforced in accordance with the laws of the State of Delaware, including its statute of limitations, without reference to (i) any conflicts of law principles that would apply the substantive laws of another jurisdiction to the parties’ rights or duties, (ii) the United Nations Convention on Contracts for the International Sale of Goods, or (iii) other international laws. Any action or other judicial proceeding for the enforcement of these Terms or any of its provisions shall be instituted only in the courts of the State of Delaware.


(d). Compliance with Legal Requests. Without limiting the foregoing, we have the right to fully cooperate with any valid legal process from a law enforcement authority with jurisdiction that requests or directs us to disclose customer data or other information on the Platform. YOU WAIVE AND HOLD HARMLESS US AND OUR AFFILIATES, LICENSEES, AND SERVICE PROVIDERS FROM ANY CLAIMS RESULTING FROM ANY ACTION TAKEN BY US OR ANY OF THE FOREGOING PARTIES DURING OR AS A RESULT OF ITS INVESTIGATIONS AND FROM ANY ACTIONS TAKEN AS A CONSEQUENCE OF INVESTIGATIONS BY EITHER US, SUCH PARTIES, OR LAW ENFORCEMENT AUTHORITIES.


(e). Compliance with Applicable Laws. Sustain 6 agrees to comply with all applicable laws and regulations, including the General Data Protection Regulation 2016/679 and the California Consumer Privacy Act, with respect to the use and disclosure of your personal information. In performing its obligations under the Agreement, Sustain 6 shall, and shall require that each of its subcontractors, suppliers and other participants in its supply chain, comply with all applicable modern slavery laws, regulations, rules and codes including, but not limited to, the Modern Slavery Act 2015 and the Modern Slavery Act 2018 (collectively, the “Acts”). Sustain 6 has and shall maintain throughout the Term of this Agreement, its own policies and procedures to ensure its compliance with these Acts.


(f). Your Marks. You agree that we may identify you as a customer of Sustain 6 on Sustain 6’s websites and in other marketing materials. Sustain 6 may display your trademarks, service marks, and/or logos in Sustain 6 marketing materials or on our Platform in order to identify you as a customer. The foregoing shall be deemed a worldwide, non-exclusive, and irrevocable license to use your name, trademarks, service marks, and logos for this purpose during the Term. You also agree to be referenced in press releases and case studies prepared by Sustain 6. Such license and consent will terminate at the end of your Term.


(g). Dispute Resolution. Should any dispute arise with regard to these Terms, the parties agree to first work in good faith to resolve such dispute, and neither party may commence any action with regard to such dispute until thirty (30) days have passed from the time such party has provided written notice to the other party of the nature of such dispute, provided that nothing herein will prevent us from seeking injunctive relief in the event of your actual or threatened breach of any terms of these Terms.


(h). Notice. Any notice which may be required to be given under these Terms, will be given: (i) by Sustain 6 to you via e-mail to the e-mail address you maintain in your account settings or by notifying you electronically by displaying the notice in the Platform; (ii) by you to us in any commercially reasonable manner, including certified mail, return receipt requested, e-mail, or any other customary means of communication at the applicable mailing address set forth below, as may be updated from time to time. Any notice given otherwise than in accordance with this Section will be deemed ineffective.


Sustain 6, Inc

226 23rd Street

Del Mar, CA 92014

Attn: Legal Counsel