1. General provisions and definitions
These Terms and Conditions, also referred to as the Terms and Conditions, apply to all Service Orders unless otherwise agreed in writing.
The User accepts these Terms and Conditions by clicking the box indicating that he/she has read and understood their contents or has otherwise agreed to them in writing.
You must read and accept these Terms and Conditions before you can create an Account to access the Platform and use the Services. If you do not accept these Terms and Conditions, you will not be able to access the Platform or use the Services.
Account means the account created by you to access our Platform and Services.
Contract means a legally binding agreement between you and us - Green Wedge P.S.A. (simple joint-stock company) with its registered office in Bydgoszcz, Poland, entered in the Register of Entrepreneurs in the District Court in Bydgoszcz, XIII Economic Division of the National Court Register under registration Id (KRS) 0001046414 having tax Id (NIP) 5543014859 and statistical Id (REGON) 525831418 with a share capital of PLN 5,000, which consists of each Order placed by you, our Privacy Policy and these Terms.
Fees means the fees charged for the provision of the Services, payable either on a one-off basis or on a subscription basis, as set out in the Order.
Intellectual Property Rights means patents, invention rights, copyright and related rights, moral rights, trademarks, trade names and domain names, rights of publicity, design rights, computer software rights, database rights and data rights, rights to use and protect the confidentiality of information (including know-how and trade secrets) and all other intellectual property rights, confidential information (including know-how and trade secrets), in each case both registered and unregistered.
Order means an order placed by you on the Platform specifying the Services to be provided by us in accordance with these Terms.
Results means any reports, data, information, works or materials obtained by you as a result of your use of the Platform and/or Services.
Payment providers means approved third party payment providers, including but not limited to the provider of the imoje service, which is provided by ING Bank Śląski SA., ul. Sokolska 34, 40-086 Katowice, entered in the Register of Entrepreneurs in the District Court of Katowice - Wschód, 8th Commercial Division of the National Court Register under the KRS number 0000005459, share capital in the amount of PLN 130,100,000.00 paid in full, NIP: 634-013-54-75, REGON: 271514909 which we use to process payments from Users.
The services mean a subscription to tree planting plans and individual purchases of plantings, which will then be used to restore forest ecosystems in collaboration with local partners on the ground.
Terms means these terms and conditions for the provision of the Services through the Platform.
User means the organisation or individual directly using the Services under this Agreement.
User Content means any commercial or proprietary data that is uploaded or otherwise transmitted to the Platform directly by the User.
2. User account
When creating an Account, the User must enter certain information when asked to do so.
When creating an Account on behalf of an organisation, you must be authorised to do so and must provide the organisation's address and email address in order to receive our invoice.
If you discover unauthorised access to your account, please notify us immediately.
If you are an individual registering an Account, you must be at least 18 years of age.
You must provide accurate data about yourself or your organisation when creating an Account and must not use false data.
You acknowledge that if your Account is an organisation account, none of the consumer rights contained in these Terms will apply to you.
3. Orders, Charges, User obligations
The Services available for purchase are identified on the Platform. Once you have selected a Service, follow the on-screen instructions to place an Order on the Platform.
Orders can only be placed using the method specified on the Platform.
Our ordering process allows Users to check and correct any errors before sending us the Order. Please check your Order carefully before confirming it. You are responsible for ensuring that your Order is complete and accurate.
Once an Order has been submitted, we will automatically notify you via the Platform and/or email of its acceptance.
If for any reason we are unable to provide the Services, we will inform you via the Platform and/or email and we will not complete the Order.
A detailed description of the Services is available on the Platform.
If our performance of our obligations under this Agreement is prevented or delayed by any act or omission of you, your agents, subcontractors, consultants or employees, we shall be entitled to suspend the Services.
We shall not be liable for any costs, charges or losses incurred by you which arise directly or indirectly from such prevention or delay.
In return for our provision of the Services, you must pay the Fees set out in the Order.
All Fees are paid by the User to us via the Payment Provider. For details on how the Payment Provider may use your personal information, please refer to the relevant privacy policies.
For non-consumer customers, we allow payment directly to our bank account.
For all Users, we may suspend access to the Services until payment is made in full.
4. Right of withdrawal
This clause shall only apply to Users who are consumers and traders making purchases for business purposes but not of a professional nature for the purchaser.
You have 14 days from the date of confirmation of the Order to change your mind and cancel the Order.
To cancel an Order, please do so from within the application or by emailing info@greenwedge.eco. To help us process your cancellation faster, please include the date of your Order, the Service you purchased and your name in the email you send to us.
You will receive a refund of any Fees paid as soon as possible and no later than 14 days from the date on which you have informed us that you wish to cancel the Order. Refunds will be made using the same payment method used when placing the Order.
5. Intellectual property rights
All Intellectual Property Rights in the Platform, Services and Products (where applicable) shall belong to and remain the property of Green Wedge (or automatically become its property upon creation). Nothing in this Agreement grants you or any other person any rights to any Intellectual Property Rights in the Platform or Services.
Subject to your timely payment of Fees and your compliance with this Agreement, we hereby grant you a non-exclusive, non-transferable licence, without the right to sub-licence, to access and use the Platform for the sole purpose of receiving our Services during the term of the Agreement.
To the extent that your use of the Platform results in any modifications, adaptations, developments or any derivative works of the Platform or the Services ("Enhancements"), all intellectual property rights in such Enhancements shall immediately pass to and become our property.
The User's right to use the Platform is personal and the User may not transfer this right to others. Unless expressly permitted by us, you agree not to copy or attempt to copy the Platform, not to transfer, sell or otherwise make the Platform available to others, not to alter, edit, modify or attempt to alter, edit or modify the Platform in any way, and not to access Platform code not expressly published by us for general use.
The use of the Platform in accordance with this Agreement does not infringe any Intellectual Property Right of any third party.
Through the Platform, Users may have access to external resources provided by third parties. Users acknowledge and agree that we have no control over such resources and therefore are not responsible for their content or availability. The terms and conditions applicable to any resources provided by third parties, including the terms and conditions applicable to any grant of rights to the content, shall be derived from the terms and conditions of each such third party or, in the absence thereof, from applicable law.
6. Personal data
We will only use your personal information in accordance with our Privacy Policy. Our Privacy Policy describes how we handle the information you provide to us when you use our Platform. You understand that by using our Platform, you consent to the collection and use of your personal information in accordance with the Privacy Policy.
For details on how the Payment Provider may use your personal data, please refer to its privacy policy.
7. Responsibility
We do not guarantee that:
- your use of the Services will be uninterrupted or error-free,
- Services or any other information obtained by the User through the Platform will meet the User's requirements.
We shall not be liable for any damage caused by errors or omissions in any information or data provided to us by third parties or obtained from third parties.
8. Service complaint
This clause shall only apply to Users who are consumers and traders making purchases for business purposes but not of a professional nature for the purchaser.
In the event that the User discovers a defect in the Service, the User shall notify Green Wedge as soon as the defect is discovered, via an email sent to info@greenwedge.eco.
Due to the specific nature of the Services provided by Green Wedge, within the scope of his or her entitlements, the User may demand the rectification of a defect or an appropriate reduction in the Fees. In the event of a material defect, the User will be entitled to withdraw from the Contract.
Green Wedge is obliged to respond to the User's complaint immediately upon receipt, by means of an email sent to the User's address from which the complaint was made.
9. Amendments to these Terms and Conditions
We may amend these Terms and Conditions from time to time.
We may be required to change these Terms without prior notice to you:
- to reflect changes in laws and regulatory requirements that apply to the Platform and Services, where such changes require us to amend the Terms in a way that does not allow us to give you reasonable advance notice; and
- to address an unforeseen and imminent threat to defend Green Wedge or Users against fraud, malware, spam, data breaches or other cyber security threats.
We may also make other changes to any part of the Terms, of which we will give you reasonable notice by posting a notice on our Platform or sending you an email.
You should check our Terms and Conditions to keep up to date with any changes that may affect you.
You will need to accept the changes to the updated Terms and Conditions in order to continue to use our Platform and Services.
10. Termination of the Agreement
This Agreement shall commence on the date your Account is created and shall continue until terminated by us or you in accordance with the provisions of this clause.
Without prejudice to any other rights or remedies we may have, we may suspend the provision of the Services, suspend access to your Account or terminate this Agreement with immediate effect by giving you written notice:
- if we decide to terminate the Platform or Service,
- if you commit a material breach of any of the terms and conditions of this Agreement and (if such breach is capable of remedy) fail to remedy such breach within 30 days of receiving written notice of the breach,
- if the User fails to pay any amount due under the Contract by the due date;
We may also terminate our agreement with you at any time without giving any reason, subject to a thirty day notice period.
Users can close their Account and stop using the Services at any time by going to their profile page on the Platform, selecting the settings tab and clicking on the "Close Account" button.
Upon termination or expiry of this Agreement for any reason, you shall promptly pay us all outstanding unpaid Fees.
11. Miscellaneous provisions
Assignment. Neither party may assign, sub-contract, sub-license or otherwise transfer any of its rights or obligations under the Contract without the prior written consent of the other party.
Force Majeure. For the purposes of this Agreement, "Force Majeure Event" means any circumstance beyond the control of a party, including, flood, storm, drought, earthquake or other natural disaster, epidemic or pandemic, terrorist attack, civil war, riot or civil commotion, war, threat of war or preparation for war, imposition of sanctions, embargoes or severance of diplomatic relations, nuclear, chemical or biological contamination, any law or any action taken by a government or public authority, including but not limited to the imposition of travel restrictions and health warnings, fire, explosion or accident. We shall not be liable for any failure to perform our obligations under this Agreement due to a Force Majeure Event which directly or indirectly delays or prevents the timely performance of our obligations under this Agreement. The dates or deadlines on which we are obliged to perform under this Agreement will automatically be postponed to the extent that we are delayed or prevented from doing so for such reasons. If a Force Majeure Event prevents, hinders or delays our performance of our obligations for a continuous period of more than 30 days, we may terminate this Agreement by written notice to you.
Severability Clause. If any provision or part provision of the Contract is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part thereof shall be deemed deleted. Any modification or deletion of a provision or part provision under this clause shall not affect the validity and enforceability of the remainder of the Contract.
Entire Agreement. This Agreement constitutes the entire agreement between the parties and supersedes and extinguishes all prior agreements, promises, assurances, warranties, representations and understandings, whether written or oral, relating to the subject matter hereof.
Notifications. Any notices or other communications given to the User in connection with the Agreement shall be in documentary form and shall be sent by email to the User's address provided when the Account was created.
Governing law and jurisdiction. The Agreement shall be governed by Polish law.