Terms of Use

Effective Date: January 23, 2020

Welcome to the Social License Platform website (http://www.sociallicenseplatform.com/) referred to herein as the (“Site”) and any other related services accessed or obtained via the Site (“SLP”), coordinated by the Rural Development Institute, doing business as Landesa (“Landesa”) (“we,” “us,” or “our”). SLP connects companies and investors (“Business” or “Businesses”) and experts, including but not limited to, consulting firms, nonprofit organizations, civil society organizations, community based organizations, academics, and independent consultants (“Service Provider” or “Service Providers”) to facilitate responsible land based investments and projects. These Terms of Use (“Terms”) govern the relationship between you, a user of the Site and/or the legal entity on whose behalf you are using the Site (“you” or “your”), and us regarding use of the Site, including all related webpages and downloadable materials, information, photos, or other documentation (“Content”) that appears on the Site and any other documents, services or products created through or as a result of your use of the Site (“Products”). Your access to the Site is conditioned upon your acceptance of these Terms: https://www.sociallicenseplatform.com/about/terms-of-use/, and any additional terms that may be provided or presented to you when you use certain features of the Site, all of which are incorporated into these Terms by this reference. Please review these Terms carefully. IF YOU DO NOT AGREE WITH THESE TERMS, YOU SHOULD NOT ACCESS OR USE THE SITE.

If you have any questions about these Terms, please contact us at: info@sociallicenseplatform.com.

1. Account Registration

The Site is made available to you in order to allow you to learn more about responsible land-based investment and supply chains based on land use to protect and respect the rights of affected communities. You may access, browse, or use the portions of the Site without creating an account. In order for you to connect or to be connected with Businesses or Service Providers, you will be required to register an account as a Business, Service Provider, or both through the Site and create a profile (the “Account”). If you create an Account, you agree that we may attribute all use of your Account to you. You agree to provide current, complete, and accurate Account information when you register for an Account. You agree to keep your log-in information confidential and not authorize any third party to use it or your Account. You agree to notify us immediately at info@sociallicenseplatform.com if you suspect any unauthorized use of your Account or any other breach of security. Depending on your account type or other criteria, your Account may not have full access to all features or functionality available through the Site. You agree not to attempt to access any (if any) restricted features or functionality. You hereby agree to immediately notify us if you become aware of or believe there is, or may have been, any unauthorized use of your Account or any breach of security. Please contact us if you wish to deactivate your Account. You may contact us at: info@sociallicenseplatform.com.

2. Changes to these Terms

We reserve the right to change these Terms at any time, in our sole discretion, upon notice to you. We may give notice by posting updated Terms on the Site, sending you an e-mail, or by any other reasonable means. You should periodically review these Terms for changes. We reserve the right to discontinue your access to any part of the Site, including to your Account. You can review the most current Terms at any time at: https://www.sociallicenseplatform.com/about/terms-of-use/.

3. Links to Other Websites

The Site contains links to information and other websites (“Linked Sites”) that we think may be of interest to you. We do not endorse or sponsor any Linked Sites, and we have no control over and are not liable or responsible for the content of Linked Sites. Remember that when you link to or share content on another website, that other website is governed by their own terms of use and privacy policy, which you should read and understand. Access to and use of any Linked Sites is solely at your own risk.

4. SLP Content

We and our licensors retain full and complete title to all information and materials provided on or through or submitted to the Site, including the Content and any artwork, graphics, text, video and audio clips, trademarks, logos and other content (collectively, “SLP Content”). All trademarks not owned by us that appear in the Site are the property of their respective owners.

Except for content that is in the public domain or unless we provide you with written authorization to do so, you may not:

Incorporate any SLP Content into any other work (such as your own website) or use SLP Content in any public or commercial manner;
Copy, modify, reproduce, adapt, reverse engineer, distribute, frame, republish, upload, display, post, transmit, transfer, license or sell SLP Content in any form or by any means;
Change any of the notices about copyright, trademarks or other intellectual property rights that may be part of the SLP Content; or
‘Deep link’ to any of the Site (i.e., link to any page other than the home page).

WE DO NOT GUARANTEE THE ACCURACY, COMPLETENESS, OR USEFULNESS OF ANY INFORMATION ON THE SITE OR ENDORSE THE ACCURACY OR RELIABILITY OF ANY OPINION, ADVICE, OR STATEMENT MADE BY ANY THIRD PARTY. All statements of fact and expressions of opinion contained in this site are the sole responsibility of the author. References to specific nonprofit, private, or government entities are not an endorsement.

4.1 Restrictions on the Use of SLP Content

You agree that you will not (and you agree not to encourage or allow any third party to):

Copy, modify, translate, adapt or otherwise create derivative works or improvements (whether or not patentable) of any part of the Site;
Decompile, reverse engineer, disassemble or decode the Site or otherwise attempt to derive or gain access to the source code of any part of the Site (unless applicable laws specifically prohibit such restriction);
Use any robot, spider, site search/retrieval application, or other automated device, process or means to access, retrieve, scrape or index any portion of the Site;
Distribute, rent, sublicense, lease, lend, sell, resell, assign, transfer, transmit, stream, broadcast or otherwise make available or exploit any features or functionality of the Site including through time-sharing, use of service bureau or by otherwise making the Site available on a network on which it is accessible by more than one device at any time; or
Reformat or frame any portion of the web pages that are part of the Site without SLP’s written consent.

5. Your Content

If you have registered for an Account, some parts of the Site may ask you or enable you to submit various forms, applications, materials, or work product, to us in connection with using the Site. Some of these forms, applications, or materials may be provided to you by us based on whether you registered for an Account as a Business or a Service Provider. You acknowledge that you are solely responsible for all content that is uploaded, posted, e-mailed, transmitted, shared, or otherwise disseminated by you while using, or in connection with, the Site and your Account (“Your Content”). We do not claim ownership of Your Content. However, you grant to us and our affiliates, Businesses, and Service Providers a worldwide, royalty-free, transferrable, sublicensable, non-exclusive, perpetual, irrevocable license under all of your intellectual property rights to use Your Content for any and all purposes related to your operation of the Site.

5.1 Personally Identifiable Information within Your Content

To the extent any of Your Content contains personally identifiable information, as defined within the SLP’s Privacy Policy “SLP Privacy Policy”, its use by us shall be governed in accordance with the SLP Privacy Policy.

5.2 SLP Control of Your Content

We are under no obligation to enable the transmission of Your Content through the Site and may, in its discretion, edit, block, refuse to post, or remove Your Content at any time.

5.3 Power to Grant Rights

You represent and warrant that you have the rights necessary to grant the rights in this Section 5 and that Your Content does not infringe our rights or those of any third party or violate any applicable agreement, applicable policy or any applicable law. If we suspect violations of the foregoing, we may institute legal action and cooperate with law enforcement authorities in bringing legal proceedings against violators.

6. Submissions

We may from time to time offer areas in the Site where you and other users can share suggestions, ideas or other information or materials (collectively, “Submissions”). You are the owner of and are responsible for your Submissions.

By submitting a Submission, you represent and warrant that:

Your Submission is true and accurate;
You own or otherwise control all of the rights to your Submission, including copyrights and trademarks, necessary to meet your obligations to us under these Terms;
Your Submission is not defamatory, libelous, hateful, violent, obscene, pornographic, unlawful or otherwise offensive or unlawful; and
Your Submission does not violate the privacy, publicity, intellectual property or other rights of any other person or entity.

You acknowledge and agree that we have the right (but not the obligation) to monitor Submissions and to alter, remove or refuse to post or allowing posting of any Submission. WE TAKE NO RESPONSIBILITY AND ASSUME NO LIABILITY FOR ANY SUBMISSION, INCLUDING LOSS OR DAMAGE RESULTING FROM YOUR RELIANCE ON INFORMATION OR OTHER CONTENT IN SUBMISSIONS.

By sharing your Submissions, you grant us and our affiliates a worldwide, perpetual, irrevocable, transferrable, royalty-free license (with the right to sublicense) to use, copy, modify, create derivative works of, distribute, publicly display, publicly perform and otherwise use your Submission in all formats and distribution channels now known or hereafter devised (including on third-party sites and services) to provide, expand or promote the Site without further notice to or consent from you. Under no circumstances are you entitled to payment for your Submissions. All Submissions are deemed non-confidential and non-proprietary. We encourage you not to disclose any personal, confidential, or business sensitive information in your Submissions because other people may see and use the personal, confidential, or business sensitive information in your Submissions.

7. Using the Site

7.1 Age of Eligibility

You must be the age of legal majority or older in your place of residence to use the Site. By registering for an Account, you certify that you are the age of legal majority in your place of residence. In addition to these Terms, please review the SLP Privacy Policy, which can be viewed at https://www.sociallicenseplatform.com/privacy-policy/. The SLP Privacy Policy describes how we collect and handle any information gathered from users of the Site. You acknowledge and agree that by accessing, browsing, or using the Site, you expressly consent to the collection, use, storage, and disclosure of your information, including personal information, in accordance with the SLP Privacy Policy.

7.2 Accessing the Site

You are responsible for the software, hardware and internet service needed to access and use the Site. If you access and use the Site on your smartphone, tablet or other mobile device (“Mobile Device”), you are solely responsible for any and all data and other fees related to use of the Site through your Mobile Device.

7.3 Restrictions on Your Use of Site

You may use the Site for lawful purposes only, consistent with purpose of the Site to provide information regarding responsible investment in land and supply chains based on land use and to facilitate working relationships between users of the SLP, typically Businesses and Service Providers. You agree that you will not (and you agree not to encourage or allow any third party to):

Breach, test, circumvent (or attempt to breach, test or circumvent) any security, copy protection or rights management feature in the Site or otherwise attempt to gain unauthorized access to the Site, SLP’s computer systems or networks;
Remove, alter or obscure any copyright, trademark or other intellectual property or proprietary notices contained in the Site.

7.4 Social License Platform Principles of Conduct for Businesses and Service Providers

You agree to comply with SLP’s Social License Platform Principles of Conduct for Businesses and Service Providers available here: https://www.sociallicenseplatform.com/principles-of-conduct/.

8. Site Availability and Support

We do not guarantee availability of the Site at all times of the day. We may from time to time perform upgrades, updates or otherwise make the Site unavailable. To the maximum extent authorized under applicable law, we reserve the right to change, remove, delete, restrict, block access to, or stop providing any or all of the Site at any time and without notice. We have no obligation to provide access to or support for the Site.

9. Termination

You may terminate your Account or your use of the Site at any time. We reserve the right to terminate your Account and these Terms and to suspend or terminate the Site or your access thereto at any time with or without prior notice. Sections 5, 6, 7, 9, 10, 11, 12, 13, 15, and 16 of these Terms will survive termination.

10. DISCLAIMER OF WARRANTIES

THE SITE AND ALL CONTENT, MATERIALS OR PRODUCTS YOU DOWNLOAD OR OBTAIN FROM THE SITE IS ACCESSED AT YOUR OWN RISK, AND YOU WILL BE SOLELY RESPONSIBLE FOR ANY DAMAGE OR LOSS THAT RESULTS THEREFROM. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE SITE, INCLUDING ALL TEXT, GRAPHICS, LOGOS, AUDIO AND VIDEO CLIPS, PHOTOGRAPHS, PRODUCTS AND OTHER CONTENT IS PROVIDED “AS IS,” “WITH ALL FAULTS,” AND “AS AVAILABLE,” AND THE ENTIRE RISK OF USE AND PERFORMANCE REMAINS WITH YOU. WE DO NOT MAKE ANY REPRESENTATIONS, WARRANTIES, OR CONDITIONS, EXPRESS, IMPLIED, OR STATUTORY, AND HEREBY DISCLAIM ANY AND ALL WARRANTIES WITH RESPECT TO THE SITE OR PRODUCTS. IN PARTICULAR, WE MAKE NO REPRESENTATION OR WARRANTY THAT THE SITE, CONTENT, OR PRODUCTS: (A) WILL MEET YOUR NEEDS OR EXPECTATIONS; (B) WILL BE AVAILABLE OR PROVIDED ON AN UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE BASIS; (C) WILL BE ACCURATE, COMPLETE, OR RELIABLE, OR (D) WILL BE FREE FROM VIRUSES, WORMS, OR OTHER HARMFUL OR MALICIOUS COMPONENTS. NOR DO WE WARRANT THAT ANY DEFECTS OR ERRORS ON THE SITE, PRODUCTS OR CONTENT WILL BE CORRECTED. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF IMPLIED WARRANTIES WHICH MEANS THAT SOME OR ALL OF THE ABOVE EXCLUSIONS MAY NOT APPLY TO YOU.

WE ARE NOT PROVIDING LEGAL, TAX OR ACCOUNTING ADVICE AND YOU SHOULD NOT RELY ON ANY INFORMATION WE PROVIDE WITHOUT CONSULTING AN ATTORNEY, ACCOUNTANT OR TAX ADVISOR, AS APPLICABLE. IN NO EVENT WILL WE BE LIABLE FOR THE TRUTH, ACCURACY, OR COMPLETENESS OF ANY INFORMATION, PRODUCTS OR CONTENT ON THE SITE. TO THE FULLEST EXTENT PERMISSIBLE BY LAW, WE SHALL NOT BE LIABLE FOR USE OF THE SITE, CONTENT, OR PRODUCTS UNDER ANY CIRCUMSTANCES. WE DO NOT ASSUME ANY LIABILITY RELATING TO DELAYS OR INTERRUPTIONS ATTRIBUTABLE TO THIRD PARTY FAILURES BEYOND OUR CONTROL. ANY ORAL OR WRITTEN ADVICE PROVIDED BY US OR OUR AUTHORIZED AGENTS DOES NOT AND WILL NOT CREATE ANY WARRANTY.

11. LIMITATION OF LIABILITY AND EXCLUSION OF CERTAIN DAMAGES

YOU FURTHER WAIVE AND AGREE NOT TO ASSERT AGAINST US ANY INCIDENTAL, SPECIAL, CONSEQUENTIAL OR INDIRECT DAMAGES, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OR CORRUPTION OF DATA OR PROGRAMS, SITE INTERRUPTIONS AND PROCUREMENT OF SUBSTITUTE SERVICES, EVEN IF WE KNOW OR HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, IN EACH CASE, ARISING OUT OF OR RELATING TO THE USE OR INABILITY TO USE THE SITE OR PRODUCTS OR TO THE CONDUCT OF YOU OR ANY OTHER REGISTERED USER IN CONNECTION WITH THE USE OF THE SITE OR PRODUCTS. ANY CLAIMS FOR DIRECT DAMAGES AGAINST US ARE LIMITED TO THE AMOUNT OF $500 IN THE AGGREGATE FOR EACH CLAIMANT.

The foregoing disclaimer of liability will not apply to the extent prohibited by applicable law in the jurisdiction of your place of residence. You acknowledge and agree that the above limitations of liability together with the other provisions in this Agreement that limit liability are essential terms and that we would not be willing to grant you the rights set forth in this Agreement but for your agreement to the above limitations of liability.

12. Indemnification

You hereby agree to defend, indemnify, and hold SLP and Landesa, their directors, officers, employees, agents, partners, and licensors harmless from any third party claims or demands, including reasonable attorneys’ fees, relating to, arising from, or allegedly arising from (a) your use of the Site or Content; (b) any violation by you of these Terms; or (c) your violation of any other party’s rights or applicable law.

13. Notices

We may give you all required notices (including legal process) by any lawful method, including by posting notices on the Site or by sending notice to any e-mail address you provide to us. You agree to send notices to us by e-mailing them to the following address: info@sociallicenseplatform.com.

14. Digital Millennium Copyright Act Copyright Notice and Takedown Policy

If you believe that your work has been made available on the Site in a way that constitutes copyright infringement, please provide our copyright compliance officer with the following information: (1) physical or electronic signature of a person authorized to act on behalf of the copyright owner; (2) description of the copyrighted work you claim has been infringed, or, if multiple copyrighted works are covered by a single notification, a representative list of such works; (3) a description of the material that you claim is infringing and where that material be accessed on the Site; (4) your contact information including address, telephone number and e-mail address; (5) a statement that you have a good faith belief the accused usage is infringing; and (6) a statement by you under penalty of perjury that the information in the notice is accurate and that you are duly authorized to act on behalf of the copyright owner. Our copyright compliance officer may be reached as follows:

Leonard Rolfes Jr.
Chief Operating Officer, Copyright Agent
Landesa
1424 Fourth Ave., Suite 300
Seattle, WA 98101 USA
206.528.5880
Copyrightagent@landesa.org

Please note that under Section 512(f) of the Digital Millennium Copyright Act (“DMCA”), any person who knowingly materially misrepresents that material is infringing may be subject to liability. If you are unsure whether material on the Site is infringing, we suggest that you contact an attorney prior to sending notice.

15. Governing Law

These Terms are governed by the laws of the State of New York, without reference to its conflict of laws provisions. We both agree to the exclusive jurisdiction of the state and federal courts located in King County, Washington for any action regarding enforcement of these Terms or related to these Terms, the Site or the SLP.

16. Third Party Beneficiaries

The Munden Project Limited (“TMP”) is implementing the Site with us and is entitled to enforce certain or all of the provisions of these Terms, as may be agreed by us and TMP.

17. General

If any provision of these Terms is determined by a court of competent jurisdiction to be illegal, invalid, or unenforceable, the remaining provisions of these Terms will remain in full force and effect. Accordingly, if any provision is deemed unenforceable, where possible, it will be modified to the extent necessary to make it enforceable, which may include its deletion. Section titles are only for convenience and have no legal or contractual significance. Any list of examples following “including” or “e.g.,” is illustrative and not exhaustive, unless qualified by terms like “only” or “solely.” We may assign these Terms, in whole or in part, at any time, with or without notice to you. You may not assign, transfer, or sublicense your rights, if any, in your Account, to the Site, or under these Terms. If, at any time, we fail to respond to a breach of these Terms by you or others, that failure will not waive SLP’s right to act with respect to subsequent or similar breaches. A waiver will only be binding on us if it is in writing and signed by SLP. These Terms (including any additional terms and any incorporated terms or policies) constitute the entire agreement between you and us with respect to your Account and the Site. You warrant that, in entering these Terms, you have not relied on or will have any right or remedy based upon any statement, representation, warranty, or assurance other than those expressly stated in these Terms. The preceding sentence will not limit or exclude any liability that cannot be limited or excluded under applicable law. Except as provided in Section 16 above (third party beneficiaries), no one other than you and us, or our successors and permitted assigns, will have any right to enforce any of these Terms.

18. Comments and Questions

If you have a question about the Site, please contact us via e-mail at info@sociallicenseplatform.com.