Terms of Use

Last Updated: November 21, 2024

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These Terms of Use (the “Terms”) govern your use of products, website(s), and resources provided by Terraformation, Inc. (“Terraformation”, “we”, “our”, and “us”), including our website at https://terraformation.com, its subsites (such as https://academy.terraformation.com), and all other sites owned or controlled by us which link to these Terms (including the Content as defined below), and any updates and changes to the foregoing (collectively, the “Site(s)”). Use of our mobile application known as Terraware is subject to our End User License Agreement.

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The information presented through the Site(s) is designed for educational purposes only. The use of information provided through the Site(s) is solely at your own risk.

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IMPORTANT DISPUTE RESOLUTION TERMS: THESE TERMS REQUIRE RESOLUTION OF ANY DISPUTE BETWEEN YOU AND TERRAFORMATION ON AN INDIVIDUAL BASIS AND INCLUDE A CLASS ACTION WAIVER. PLEASE SEE SECTION 12 BELOW FOR MORE INFORMATION.

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By clicking to accept this Agreement, by clicking the option to accept or agree to the Terms provided as a banner to our visitors, you represent and warrant that you are of legal age to form a binding contract with Terraformation, and you accept and agree to be bound and abide by these Terms and our Privacy Policy, found at https://terraformation.com/privacy, incorporated herein by reference. If you do not agree to these Terms or our Privacy Policy, then you may not access or use the Site(s).

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1. Changes to the Terms. We reserve the right to change, modify, update, or discontinue the Site(s) (in whole or in part), or to modify these Terms, without notice, and you agree that we will not be liable to you for any such change, modification, or discontinuation. Modifications that we make are effective on the date indicated, or if no date is indicated, then immediately upon posting. Notwithstanding the foregoing, you are responsible for reading these Terms whenever you access the Site(s). By continuing to use the Site(s) after the Terms have been amended, you agree to abide by such amendments.

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2. Use of the Site(s).

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a. License to the Site(s). The Site(s) provide you with access to information, reports, newsletters, data, course evaluations and course content, and other materials (“Content”) owned or controlled by us or our third-party providers. The Content and Site(s) are protected by federal, state, and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. Subject to the limitations below, we grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Site(s) and the Content for educational or informational purposes. We reserve all rights and licenses to the Site(s) and Content not expressly granted to you in these Terms.

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b. Use Restrictions. You are prohibited from: (1) reverse engineering, disassembling, decompiling, decoding, or adapting the Site(s) or Content; (2) compiling, downloading, reproducing, duplicating, or copying, any portion of the Site(s) or Content, or otherwise making the Site(s) or the Content available to third parties without our permission (including by mirroring or framing the Content or Site(s)); (3) interfering with or disrupting the integrity or performance of the Site(s), such as by uploading harmful code, by using any robot, spider, or other programmatic or similar automatic device to obtain information from the Site(s), or by violating procedures, policies or regulations of networks connected to the Site(s); (4) using the Site(s) or Content in any manner or for any purpose that infringes, misappropriates, or otherwise violates any third party’s intellectual property or other rights, or that is in violation of applicable law; or (5) accessing or using the Site(s) or Content in an unauthorized manner.

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We will not be liable if for any reason all or any part of the Site(s) or Content is unavailable at any time or for any period. Additionally, from time to time, we may restrict user access, including registered user access, to some parts or all of the Site(s) and Content.

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3. Acceleration Application. If you submit an application for our Terraformation Forester Accelerator Program (“Program”), you agree to the following:

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a. From time to time, Terraformation may post or otherwise make generally available eligibility criteria to participate in the Program. The form and applicability of such criteria will be determined by Terraformation at its sole discretion. To be considered for the Program, you must meet the minimums specified in any such eligibility criteria. Applications for the Program may be submitted electronically using the forms designated on the Sites, and will be considered on a rolling basis, unless otherwise specified by Terraformation. Terraformation may, but has no obligation to, select applicants to participate in the Program.

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b. By applying for the Program, you grant us a non-exclusive, worldwide, sublicensable, royalty-free license to use the information, materials, and data in your application (collectively, “User Content”) for purposes of evaluating and, where applicable, enabling your participation in the Program without the requirement of any permission from or payment to you or to any other party. Except as specified herein, you retain all rights to your User Content. You agree to provide Terraformation with additional User Content regarding your organization or application as Terraformation determines to be necessary for purposes of evaluating your application.

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c. You are solely responsible for the User Content you submit, and assume all risks and liability related to it. You will bear all costs of and incidental to the preparation of your application and, where applicable, your participation in the evaluation process. You acknowledge and agree that your application will not contain any false or misleading claims, statements or other representations. Terraformation will have no liability to you for any loss or damages arising in connection with the Program.

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d. Terraformation reserves the right at any time and for any reason, without notice to you, to (i) modify the selection process for the Program and the contents of the Program, including by amending the application form or evaluation criteria; (ii) suspend, amend or cease to proceed with the Program or selection process; (iii) terminate participation in the selection process or in the Program; and (iv) take such other action that we at our discretion deem appropriate.

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e. Your participation in the Program may be subject to additional terms set forth in a project development agreement, addendum, and/or other agreement(s) mutually executed and effected by and between Terraformation and you (“Supplemental Terms”). If this Agreement is inconsistent with the Supplemental Terms, the Supplemental Terms shall control.

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4. Feedback. Any comments, suggestions, or ideas about the Site(s) or Content that you choose to provide to us (collectively, “Feedback”) will be treated as non-proprietary and non-confidential to you. Notwithstanding the preceding section, you agree that we have the right to use any Feedback that you submit in any manner as we see fit (including for commercial, publicity, trade, promotional, or advertising purposes) and in all media now known or hereafter devised, without notice, restriction, or compensation to you.

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5. Promotional E-mails. To receive our newsletters and other promotional e-mails, you will be required to provide us with your contact information, which may include your full name and e-mail address. You can unsubscribe at any time by using the “unsubscribe” link provided at the bottom of any e-mail, or contacting us directly at privacy@terraformation.com.

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Please note that even if you opt out of receiving our newsletters or promotional e-mails, you may still receive relationship e-mails from us, including responses to e-mails that you sent to us prior to opting out, notices of updates or changes to our policies and procedures, or other messages relating to your use of the Site(s) or Content.

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6. Termination. We can terminate or suspend your use of or access to the Site(s) at any time and for any reason. Upon termination, all rights, licenses, and authorizations granted herein will immediately terminate. We also reserve the right to take steps to ensure the security of the Site(s) as we deem advisable, which includes the right to restrict or suspend your access to the Site(s) at any time and for any reason.

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7. Privacy and Security. By accessing or using our Site(s), you consent to the collection and use of your personal information as described in our Privacy Policy. We use reasonable security measures that are designed to protect user data from loss, disclosure, misuse, and destruction. Please be aware, however, that no data security measures can guarantee that the Site(s) are free of threats or other vulnerabilities. We will not be liable in any manner in the event of data loss, data corruption, or data destruction. You use the Site(s) and transmit information to us at your own risk.

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8. Your Responsibilities, Representations, and Warranties. You are responsible for making all arrangements necessary for you to access the Site(s) and ensuring that persons who access the Site(s) through your internet connection are aware of and comply with these Terms. To access the Site(s) or its resources, you may be asked to provide certain registration details or other information. It is a condition of your use of the Site(s) that all the information you provide to the Site(s) is correct, current, and complete.

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You agree that all information you provide to register with this Site(s) or otherwise (including, but not limited to, through the use of any interactive features on the Site(s)) is governed by our Privacy Policy. You represent and warrant (i) that you have all rights, permissions, and consents necessary: (a) to submit all of your User Content to the Site(s); and (b) to grant us the limited rights to process your User Content as set forth herein, and (ii) your use of the Site(s) and Content complies with these Terms and with all applicable laws, including laws governing third-party proprietary rights.

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9. Disclaimers. WE PROVIDE OUR SITE(S), INCLUDING ALL CONTENT, TO YOU ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW, TERRAFORMATION DISCLAIMS ALL WARRANTIES, WHETHER IMPLIED, STATUTORY, OR OTHERWISE, WITH RESPECT TO THE SITE(S) AND CONTENT, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT, AS WELL AS WARRANTIES THAT ARISE OUT OF COURSE OF DEALING, COURSE OF PERFORMANCE, USAGE, OR TRADE PRACTICE. WE PROVIDE NO WARRANTIES AND MAKE NO REPRESENTATIONS THAT THE SITE(S) WILL MEET YOUR REQUIREMENTS, OPERATE IN A MANNER THAT IS TIMELY, CONTINUOUS, OR WITHOUT INTERRUPTION, BE COMPATIBLE WITH YOUR SYSTEMS OR DEVICES, BE FREE OF INFECTION OR VIRUSES, WORMS, TROJAN HORSES, OR OTHER HARMFUL CODE THAT MANIFESTS CONTAMINATING OR DESTRUCTIVE PROPERTIES, WORK WITH ANY OTHER SOFTWARE, APPLICATIONS, SYSTEMS, OR SITE(S), OPERATE WITHOUT INTERRUPTION, MEET ANY PERFORMANCE OR RELIABILITY STANDARDS, BE ERROR-FREE.

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ADDITIONALLY, WE DO NOT REPRESENT OR WARRANT THAT ERRORS OR DEFECTS IN THE SITE(S) OR CONTENT CAN OR WILL BE CORRECTED, OR THAT INFORMATION PROVIDED VIA THE SITE(S) OR CONTENT WILL BE EFFECTIVE, ACCURATE, COMPLETE, USEFUL, OR RELIABLE.ANY RELIANCE YOU PLACE ON SUCH INFORMATION IS STRICTLY AT YOUR OWN RISK.  IN NO EVENT WILL WE BE LIABLE TO YOU FOR THE ACTIONS OF ANY THIRD PARTIES WITH REGARD TO THE SITE(S) OR CONTENT THAT WE PROVIDE. THE SITE(S) MAY INCLUDE CONTENT PROVIDED BY THIRD PARTIES, INCLUDING MATERIALS PROVIDED BY OTHER USERS AND THIRD-PARTY LICENSORS. ALL STATEMENTS AND/OR OPINIONS EXPRESSED IN THESE MATERIALS, OTHER THAN THE CONTENT, ARE SOLELY THE OPINIONS AND THE RESPONSIBILITY OF THE PERSON OR ENTITY PROVIDING THOSE MATERIALS. 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.

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10. Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL TERRAFORMATION OR OUR EMPLOYEES, OFFICERS, REPRESENTATIVES, SERVICE PROVIDERS, SUPPLIERS, LICENSORS, OR AGENTS ( “TERRAFORMATION PARTIES”) BE LIABLE TO YOU FOR ANY INDIRECT, CONSEQUENTIAL, PUNITIVE, EXEMPLARY, INCIDENTAL, OR SPECIAL DAMAGES, INCLUDING, WITHOUT LIMITATION, PERSONAL INJURY, PROPERTY DAMAGE, LOST PROFITS, COST OF SUBSTITUTE GOODS OR SITE(S), LOSS OF DATA, LOSS OF GOODWILL, BUSINESS INTERRUPTION, COMPUTER FAILURE OR MALFUNCTION, WHETHER IN AN ACTION IN CONTRACT, TORT, OR OTHERWISE, ARISING OUT OF OR RELATED TO THESE TERMS, THE SITE(S), OR THE CONTENT. THE TERRAFORMATION PARTIES’ AGGREGATE LIABILITY FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS, THE SITE(S), AND THE CONTENT WILL NOT EXCEED THE GREATER OF $100.00 OR THE AMOUNT YOU HAVE PAID US IN THE PRECEDING 12 MONTHS.

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You acknowledge that this limitation of liability is an essential term between you and us with respect to our provision of the Site(s) and Content to you, and we would be unable to provide the Site(s) and Content to you without this limitation.

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11. Indemnification. You agree to indemnify, hold harmless and, at our option, defend the Terraformation Parties from and against all damages, claims, demands, liabilities, losses, costs, and expenses, including reasonable attorneys’ fees, in connection with or arising out of your violation of these Terms, your use of any Site(s) or Content, any User Content created or otherwise provided by you, or your violation of any law or the rights of any third party. We reserve the right to assume the defense and control of any matter subject to your indemnification, and you may not settle any matter subject to indemnification without our written consent. These obligations will survive any termination of these Terms.

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12. CLASS ACTION WAIVER. YOU AND TERRAFORMATION EACH AGREE THAT BY ENTERING INTO THESE TERMS, EACH PARTY WAIVES ITS RIGHT TO PARTICIPATE IN A CLASS ACTION, PRIVATE ATTORNEY GENERAL ACTION OR OTHER REPRESENTATIVE ACTION AGAINST THE OTHER IN A COURT OR IN ARBITRATION. FURTHER, YOU AND TERRAFORMATION EACH AGREE THAT EACH MAY BRING DISPUTES AGAINST THE OTHER ONLY IN THEIR INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.

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13. Geographic Restrictions. Terraformation is based in the United States. We make no claims that the Site(s) or any of its Content is accessible or appropriate outside of the United States. Access to the Site(s) and Content may not be legal by certain persons or in certain countries. If you access the Site(s) or Content from outside the United States, you do so on your own initiative and are responsible for compliance with local laws.

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14. Notices. Any notices or other communications provided by Terraformation under these Terms will be given: (i) via email; or (ii) by posting to the Site. For notices made by email, the date of receipt will be deemed the date on which such notice is confirmed as received by Terraformation. If you have any questions about these Terms, the Site(s), or the Content, please contact Terraformation:

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Terraformation Inc.
1441 Kapiolani Boulevard, Suite 1114
PMB 15777
Honolulu, Hawaii 96814-4406, USA
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info@terraformation.com

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15. Miscellaneous. No waiver by us of any term or condition set out in these Terms shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure by us to assert a right or provision under these Terms shall not constitute a waiver of such right or provision. If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions will continue in full effect. These Terms and any action related thereto will be governed by the Federal Arbitration Act, federal arbitration law, and the laws of the State of California, without regard to its conflict of laws provisions. The exclusive jurisdiction for all disputes between you and Terraformation will be the state and federal courts located in the county of San Francisco, California, and you and Terraformation each waive any objection to jurisdiction and venue in such courts. and to venue in such courts. Even after your rights under these Terms are terminated, all provisions of these Terms which by their nature should survive, will survive.

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These Terms (as amended from time to time) constitute the entire agreement between you and us regarding the Site(s) and Content, and supersede any prior agreement or understanding, arrangements, undertaking, or proposal, written or oral, in relation to the subject hereof. You may not assign or transfer these Terms, by operation of law or otherwise, without Terraformation’s prior written consent. Any attempt by you to assign or transfer these Terms, without such consent, will be null. Terraformation may freely assign or transfer these Terms without restriction. Subject to the foregoing, these Terms will bind and inure to the benefit of the parties, their successors and permitted assigns.

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