TERMS OF USE

Welcome to the California Green Business Network (“CAGBN”). CAGBN is a nonprofit organization that oversees programs operated by Chambers of Commerce, cities and counties throughout California. Working with small to medium-sized businesses to grow a vibrant and healthy green economy and led by a coalition of cities and counties, we contribute to more livable communities with healthier environments, while also conserving resources and saving money. These “Terms of Use” cover your activities on GreenBusinessCA.org and greenbiztracker.org (the “Website”). These Terms of Use, along with our Privacy Policy [https://greenbusinessca.org/privacy-policy/] constitute a binding agreement (the “Agreement”) between you and CAGBN. This Agreement applies to anyone (referred to as “users”, “user”, “you”, or “your”, as applicable) who uses the Website or accesses features available on the Website through third-party websites or platforms, including social media sites.

By accessing or using the Website, you acknowledge that you have read, understand, and agree to its terms. If you do not agree, then please do not use the Website.

MODIFICATIONS:

CAGBN may modify or add to this Agreement at any time, for any reason (“Updated Terms”). The Updated Terms shall be included in a revised version of this Agreement accessible through the Website. CAGBN may provide notice of significant changes to this Agreement as required by law. The Updated Terms will be effective at the time they are posted, or at a later date if specified in the Updated Terms or if required by law. The Updated Terms will apply to your use of the Website from that point forward.

Your use of the Website after posting of any Updated Terms establishes your acceptance and agreement to those changes. If you do not agree to be bound by the Updated Terms, you must stop using the Website.

GENERAL CONDITIONS:

CAGBN has discretion in enforcing these Terms of Use. We may terminate or suspend your use of our Website or disable your account at any time for any reason, with or without notice. Upon such termination, we may delete your account, passwords and information and prevent you from further access to the Website. You agree that we will have no liability to you for termination of your account or for blocking your access to our Website. Content on the Website may include inaccuracies or false information. Thus, CAGBN makes no representations, warranties, or guarantees relating to the quality, suitability, truth, accuracy, or completeness of any content contained or related to the Website.

ELIGIBILITY:

CAGBN Eligibility for Green Business Certification

The California Green Business Network (CAGBN) leads the state and nation in working with small to medium-sized businesses to create a vibrant green economy. In order to ensure the impact and credibility of its certification program, which is conducted in collaboration with local Green Business Programs, CAGBN must establish certain standards for certification eligibility. This policy, developed with the CAGBN’s Performance Standards Committee, which consists of small business sustainability experts from local governments, nonprofits, utilities, and beyond, describes CAGBN’s current guidelines for eligibility.

Below are the eligibility requirements for businesses to become Certified as Green Businesses in the State of California.

There may be businesses that enroll in the Green Business Program that are deemed ineligible for Certification. The California Green Business Network (CAGBN) and/or a locally supported Green Business Program may determine if a business is ineligible based on these guidelines. If ineligible for certification, the business can use the CAGBN checklist as a roadmap toward sustainability, but will not be eligible for recognition.

Eligible Businesses:

(1) The local Green Business program shall develop certification standards that are at least as restrictive as these baseline standards developed by the CAGBN Performance Standards Committee.

(2) (A) The local program may certify a business as a California Green Business upon verifying that the business is a small- to medium-sized business or a business that the local program has resources to assist and determining, based on an onsite evaluation pursuant to paragraph (3), that the business complies with the standards developed pursuant to paragraph (1). The local program may not have adequate resources to assist an extremely large business and therefore may deem them ineligible.

(B) In the case of a chain, franchise, or other business with multiple locations, the local program shall certify the locations of that business on an individual basis, and upon determining eligibility for an individual location/operation.

(C) Certification shall be subject to renewal after a period of not more than four years.

(3) (A) The local program shall periodically conduct onsite evaluations of certified California green businesses to ensure compliance with the standards developed pursuant to paragraph (1). At a minimum, the local program shall conduct these onsite evaluations before awarding or renewing certification.

(B) A business that is out of compliance with local environmental regulatory law is ineligible for certification.

(4) If a business’s certification lapses or is revoked, the local program shall ensure that all signs of certification are removed from the business’s previously certified premises.

Ineligible Businesses:

(1) The local program shall not certify any of the following:

(A) A business that manufactures toxic or hazardous materials.

(B) A business that produces substantial quantities of hazardous waste as a byproduct, uses substantial quantities of toxic materials, emits substantial amounts of pollution in the course of doing business, destroys substantial amounts of natural resources, and/or operates in a manner that demonstrates a consistent and significant negative impact on the environment and/or society, as determined by the CAGBN Performance Standards Committee.

(C) CAGBN recognizes business operations that meet set performance standards. CAGBN does not recognize or qualify i) Manufactured products, ii) Professional qualifications or iii) Quality of service.

(F) Any additional category or aspect of business that the local program, consistent with the purposes of this section, may choose to exempt from certification.

(G) A business that creates social inequities.

If there is a question of eligibility/ineligibility of a business, the CAGBN Performance Standards Committee will discuss and make the determination and make recommendations to the CAGBN Board of Directors.

PROHIBITED USES:

You shall not:

● Access or try to access non-public areas of the Website, CAGBN computer systems, or the technical delivery systems employed by CAGBN for its Website;

● Use any robot, spider, site search/retrieval application(s), or other automated/manual device, process, or means to scrape any portion of the Website or any content from CAGBN;

● Reverse engineer any aspect of the Website or do anything that might discover source code or bypass or circumvent measures employed to prevent or limit access to any area, Content, or code of the Website;

● Gather and use user information for any purpose outside of this Agreement, including but not limited to, spam, chain letters, pyramid schemes, or any other form of unwanted solicitation;

● Transmit any worms or viruses or any code of a destructive nature;

● Remove, obscure or modify any copyright, trademark or other proprietary rights notices, marks or labels contained on or within the Website, falsify or delete any author attributions, legal notices or other labels of the origin or source of the material;

● Transport, export or re-export (directly or indirectly) into any country forbidden to receive the Website by any U.S. or other export laws or accompanying regulations or otherwise violate such laws or regulations, that may be amended from time to time;

● Use the Website for any illegal or unauthorized purpose or engage in, encourage, or promote any illegal activity or any other activity that violates this Agreement or any laws in your jurisdiction.

● You may not add sensitive data to your account that is subject to U.S. federal regulations which includes, without limitation, medical records, health-related records, human resources-related data, student records.

ACCESSING THE WEBSITE; USER ACCOUNTS:

We provide access to our Website to the following groups of users:

• Visitors: are people who want to explore the Website and the services we provide. No login is required for visitors. Visitors can: (i) view and access all publicly available features and functionality on the Site or offered in connection with Site, including by making donations; (ii) apply to become a Green Business (defined below) in order to participate in services offered through the Site; (iii) subscribe to our communications, alerts and other notifications; and (iv) contact us.

• Green Businesses: are users who have registered their business as a member of CAGBN’s network to access certain services offered by CAGBN or its affiliates and areas and features of the Website available only to Green Businesses. For more information regarding registration as a Green Business, see below.

GREEN BUSINESS REGISTRATION & MEMBERSHIP PROGRAM:

By participating in CAGBN’s Green Business membership program, you will be able to access products and services offered through the Website available only to registered Green Businesses, including the ability to create a Company Profile. When you sign up to become a Green Business, you create a CAGBN user account. All your activities on the Website as a Green Business are tied to your account. When setting up your account, you must provide accurate and complete information, including a valid email address. You have complete responsibility for your account and everything that happens on your account, including any harm or damage (to us or anyone else) caused by someone using your account without your permission. This means you need to be careful with your password. You may not transfer your account to someone else or use someone else’s account without their permission. Inform us immediately upon learning that someone else may be using your account without your permission by contacting us through the contact information in this Agreement.

In connection with establishing an account, you may be asked to submit certain information about yourself or the organization you are certifying as a Green Business (“Registration Information”). You agree that: (1) all Registration Information you provide will be true and complete; and (2) you will maintain and promptly update your Registration Information to keep it accurate and current. You are required to keep Registration Information accurate and current. You shall notify us if you learn of any unauthorized access or use of your accounts or passwords.

You promise to update the information you have provided to CAGBN in the event of any changes to your contact information. Specifically with respect to your contact information, CAGBN may deliver notices to you at the most recent email address provided by you, and those notices will be considered valid even if you no longer maintain the email account or receive mail at that address.

Membership Renewal and Cancellation:

Your membership begins as of the first date on which you have access to products, services, or portions of the Website available only to Green Businesses, and continues until it expires, is cancelled, or terminated as set out in these Terms of Use. Either CAGBN or you may cancel your membership upon 30 days’ written notice. CAGBN may also cancel your membership immediately if you breach this Agreement or any other policy of CAGBN. The rights, duties and obligations of the parties that by their nature continue and survive will survive any expiration or termination.

Membership Renewal and Cancellation:

CAGBN or its local affiliates may, in their discretion, charge fees for participation in membership programs offered by CAGBN or its affiliates. Any fees will be charged pursuant to a separate agreement entered into prior to your membership.

END USER LICENSES:

Your License to the Website:

Subject to your compliance with this Agreement, CAGBN will permit you to access and use the Website solely for lawful purposes and only in accordance with the terms of this Agreement and any other agreement you may have entered into with CAGBN

Your License to the Content:

Unless otherwise noted on the Website, all content, data, or other information provided through the Website made by CAGBN (collectively “Content”) is owned by CAGBN. By accepting this Agreement, CAGBN grants to you a non-exclusive, non-transferable, and revocable license to use the Website and Content only for the purposes for which CAGBN has provided the Website to you (“Website License”). You may not, in whole or in part, copy, modify, delete, add to, remove, publish, transmit, augment, transfer, create derivative works, sell, or participate in the sale or transfer of the Website, or in any other way exploit any of the Content, software, products, or services contained on the Website without the prior written consent from CAGBN.

Your License to CAGBN:

If you provide any data to CAGBN in connection with your use of the Website, including, without limitation, Registration Information, or any other information related to your registration as a Green Business (collectively, “User Information”), you

• Grant CAGBN an irrevocable, non-exclusive, royalty-free, perpetual, worldwide, assignable, sublicensable, transferable license to use, modify, compile, prepare derivative works of, publish, display, or allow for the display, by CAGBN or any other third party, any User Information relating to your account or the organization which you have registered as a Green Business in connection with your account, including, but not limited to: your organization’s name, company logo, location, industry sector, business data including number of employees and square footage, and environmental outcome data.

• Grant CAGBN an irrevocable, non-exclusive, royalty-free, perpetual, worldwide, assignable, sublicensable, transferable license to use, modify, compile, prepare derivative works of, publish, distribute and sublicense: (i) all aspects of your User Information; and (ii) any information related to the environmental practices, outcomes, or impacts of your Green Business, whether collected by us or third parties, provided such User Information is published or otherwise transmitted to third parties in an anonymized format or with your prior consent to the use of your identifying information, and you irrevocably waive, and cause to be waived, against CAGBN and its affiliates and related parties any claims and assertions of any moral rights contained in such User Information;

• Warrant and represent that you own the rights to your User Information or are otherwise authorized to post, distribute, display, perform, transmit, or otherwise distribute it.

DATA COLLECTION AND USE

Acknowledgement of Our Privacy Policy

You expressly consent to the use and disclosure of personally identifiable information and other data and information as described in our Privacy Policy. Notwithstanding anything in the Privacy Policy, CAGBN shall have the right to collect, extract, compile, synthesize, and analyze non-personally identifiable data or information (data or information that does not identify an entity or natural person as the source) resulting from your access to and use of the Website. To the extent any such data or information is collected or generated by CAGBN, the data and information will be solely owned by CAGBN and may be used by CAGBN for any lawful business purpose without a duty of accounting to you.

Personal Data

If you are providing data to us that is not personal to you, you agree that you have either provided the owner of such personal data notice or received permission from the owner of such Personal Data, as required by applicable law, for us to: (a) use or disclose the data in accordance with our Privacy Policy; (b) provide the data to third parties; and (c) otherwise use and disclose the data in accordance with this Agreement

Data Compilations and Aggregation

You give CAGBN permission to combine identifiable and non-identifiable information you enter or upload to the Website with that of other users of the Website and/or other services offered by CAGBN. For example, this means that CAGBN may use your and other users’ non-identifiable, aggregated data to improve the Website or to design promotions and provide ways for you to compare business practices with other users.

Communications Required by Law

CAGBN may be required by law to send you communications about the Website or third-party products. You agree that CAGBN may send these communications to you via email or by posting them on our Website

Your Rights as a United States Resident

CAGBN offers you choices regarding the collection, use, and sharing of your information, and CAGBN will respect the choices you make. Please note that if you decide not to provide CAGBN with any information requested, you may not be able to access some or all of the features of the Website.

In applicable jurisdictions, you may have the right to request that CAGBN delete data collected from you. CAGBN will comply with such requests in a reasonable time as required by law. However, to the extent allowed in the jurisdiction, CAGBN may still retain some or all of your data in order to: (a) comply with state and federal law; (b) to prevent or assist in the prosecution of criminal or illegal conduct; (c) diagnose, debug, or otherwise repair problems related to our Website; and (d) whenever necessary to protect or ensure the privacy of your data.

TERMINATION

CAGBN reserves the right to investigate, terminate, change, suspend, or discontinue the Website at its sole discretion, including without limitation, the availability of any feature, database, or content, or your access to all or any part of the Website at any time, with or without cause, with or without notice, effective immediately, which may result in the forfeiture and destruction of all information associated with your use of the Website and related content. Any obligations and liabilities made by you prior to termination of this Agreement shall be strictly enforced.

LINKS TO OTHER WEBSITES

The Website may contain links to third-party web sites or services that are not owned or controlled by CAGBN. CAGBN has no control over, and assumes no responsibility for, the content, privacy policies, or practices of any third-party web sites or services. You acknowledge and agree that CAGBN 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 the use of or reliance on any such content, goods or services available on or through any such web sites or services. We suggest you read the terms and conditions and privacy policies of any third-party web sites or services that you visit.

WARRANTIES AND DISCLAIMERS

You represent and warrant that:

● You have read and understood these Terms of Use and the Privacy Policy and agree to be bound by their terms;

● You have the legal right and authority to enter into this Agreement on behalf of yourself and any organization or entity you represent;

● You have the legal right and authority to perform your obligations under this Agreement and to grant the rights and licenses described in this Agreement.

THE WEBSITE IS PROVIDED “AS IS” AND “AS AVAILABLE”, AND CAGBN EXPRESSLY DISCLAIMS, AND YOU DISCLAIM ANY RELIANCE ON, ANY AND ALL WARRANTIES AND REPRESENTATIONS OF ANY KIND WITH REGARD TO THE SUBJECT MATTER OF THIS AGREEMENT, WHETHER EXPRESS, IMPLIED OR STATUTORY, INCLUDING, WITHOUT LIMITATION, ANY WARRANTIES OF FITNESS FOR A PARTICULAR PURPOSE, MERCHANTABILITY, TITLE OR NON-INFRINGEMENT. NO ORAL OR WRITTEN INFORMATION OR ADVICE GIVEN BY CAGBN WILL INCREASE THE SCOPE OF, OR CREATE ANY NEW WARRANTIES IN ADDITION TO, THE WARRANTIES EXPRESSLY SET FORTH IN THIS SECTION.

LIMITATION ON LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, EXCEPT FOR LIABILITY FOR ANY AMOUNTS PAID OR PAYABLE TO THIRD PARTIES UNDER INDEMNIFICATION OBLIGATIONS, CAGBN SHALL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES, HOWEVER CAUSED, UNDER ANY THEORY OF LIABILITY, WHETHER IN CONTRACT, STRICT LIABILITY OR TORT (INCLUDING NEGLIGENCE OR OTHERWISE), ARISING IN CONNECTION WITH OR OUT OF THE USE OF THE WEBSITE, CONTENT, OR SERVICES, EVEN IF CAGBN HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES, INCLUDING WITHOUT LIMITATION, ANY LOSS OF SUBMISSIONS, OPPORTUNITY, REVENUES OR PROFITS, BUSINESS INTERRUPTION, OR PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES.

INDEMNIFICATION

You agree to defend, indemnify, and hold harmless CAGBN, its respective officers, directors, agents, employees, contractors, and volunteers from and against any actions, claims, lawsuits, and causes of action, whether or not involving a third party, (collectively “Claims”), and all damages, awards, penalties, liabilities, costs, and expenses, including reasonable attorney’s fees, arising out of this Agreement or your use of the Website or services offered by CAGBN. These Claims may relate to, but are not limited to: (a) any User Information submitted by you in connection with the Website, or any use of the Website in violation of this Agreement; (b) fraud you commit or your intentional misconduct or gross negligence; or (c) your violation of any applicable law or rights of a third-party. CAGBN may select and retain counsel to represent it at your own expense. You shall promptly notify CAGBN of any claim or intended suit against CAGBN.

DISPUTE RESOLUTION

For any and all disputes you may have with CAGBN, you agree to first contact CAGBN and attempt to resolve the dispute informally. In the unlikely event that you and CAGBN are unable to resolve the dispute within 60 days, you and CAGBN each agree to resolve any Claim (excluding claims for injunctive or other equitable relief) in connection with the Website, including breach or alleged breach of this Agreement by binding arbitration

Unless you and CAGBN mutually decide otherwise, arbitration will be conducted in Santa Cruz, CA. Each party will be responsible for paying its own equally proportionate share of any filing, administrative, and arbitrator fees. The award rendered by the arbitrator shall include costs of arbitration, reasonable attorneys’ fees, and reasonable costs for experts and other witnesses, and any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Nothing in this section shall prevent either party from seeking injunctive or equitable relief from the courts for matters related to intellectual property rights or unauthorized access to the Website.

TO THE EXTENT PERMITTED BY LAW, ALL CLAIMS MUST BE BROUGHT IN THE PARTIES’ INsectionIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING, AND, UNLESS THE PARTIES AGREE OTHERWISE, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS. YOU AGREE THAT, BY ENTERING INTO THESE TERMS, YOU AND CAGBN ARE EACH WAIVING THE RIGHT TO A TRIAL BY JURY OR TO PARTICIPATE IN A CLASS ACTION.

SEVERABILITY

If any portion of this Agreement is held invalid or unenforceable, it will be so held to the minimum extent required by law, and all other terms will remain valid and enforceable. Upon such determination that any term is invalid, illegal, or incapable of being enforced, CAGBN shall modify this Agreement to affect its original intent as closely as possible, to the fullest extent permitted by applicable law.

GOVERNING LAW

This Agreement is governed by the laws of the State of California, without regard to any conflict of laws, rules, or principles. CAGBN’s failure to enforce any right or provision of this Agreement shall not be considered a waiver of those rights.

INTELLECTUAL PROPERTY

All trademarks, service marks, logos, and copyrights included on the Website ("Intellectual Property") are the property of CAGBN or third parties. You may not use such Intellectual Property without the express, prior written consent of CAGBN or the applicable third party. All contents of Website are: Copyright © 2021 California Green Business Network. All rights reserved

CAGBN has in place certain legally mandated procedures regarding allegations of copyright infringement occurring on the Site. If you have evidence, know, or have a good faith belief that your rights or the rights of a third party have been violated and you want us to delete, edit, or disable the material in question, you must provide us with information necessary to evaluate your claim. For this notice to be effective, you must provide it to our designated agent at:

California Green Business Network
Attn: Legal
info@greenbusinessca.org

NO GUARANTEE

User acknowledges, understands, and agrees that CAGBN does not guarantee or warrant that it will find, locate, or discover all of user's threats, vulnerabilities, malware, and malicious software, and users and their affiliates shall not hold CAGBN responsible for such failures

UNITED STATES USE ONLY

The Site is controlled and operated by CAGBN from its offices in the State of California. CAGBN makes no representation that any of the materials or the services to which you have been given access are available or appropriate for use in locations outside of the United States. Your use of or access to the Website should not be construed as CAGBN’s purposefully availing itself of the benefits or privilege of doing business in any state or jurisdiction other than California.

QUESTIONS AND CONTACT INFORMATION

Please contact CAGBN if you have any questions about this Agreement at:

California Green Business Network

info@greenbusinessca.org

ENTIRE AGREEMENT

This Agreement is the complete and exclusive agreement between you and CAGBN regarding your access to and use of the Website. This Agreement supersedes any prior agreement or proposal, oral or written, and any other communications between you and CAGBN relating to your use of the Website. In the event of any conflict between the terms of any such agreement and this Agreement, then the terms of this Agreement shall control.