This Agreement sets forth the terms and conditions that apply to your access and use of the Green Per Square Foot network of websites (“GreenPSF”), owned and operated by GreenPoint Partners (“GPP”), a Delaware limited liability company.
- 1. Accepting the Terms
- By using the information, tools, software, features and functionality including content, updates and new releases located at GreenPSF.com or its affiliated websites (together the “Service”), you agree to be bound by this Agreement, whether you are a “Visitor” (which means that you simply browse the websites) or you are a “Member” (which means that you have registered by creating an account). The term “you” or “User” refers to a Visitor or a Member. The term “we” refers to GPP. If you wish to become a Member, communicate with other Members and make use of the Service, you must read this Agreement and indicate your acceptance during the Registration process.
You may not use the Service and you may not accept this Agreement if you are not of a legal age to form a binding contract with GPP.
If you accept this Agreement, you represent that you have the capacity to be bound by it or if you are acting on behalf of a company or entity that you have the authority to bind such entity. Before you continue, you should print or save a local copy of this Agreement for your records.
- 2. Privacy and your Personal and Property Information
- 3. Description of the Service
- The Service is an energy and sustainability information management system that allows Members to consolidate and track consumption, building systems, corporate sustainability, and related commercial real estate data at GreenPSF.com or its affiliated websites. Based on such information, the Service may also present information relating to third party products or services (“Offers”).
The Service is provided to you by GPP and is meant as a guide to assist you in organizing and managing energy and sustainability information. It is not intended to nor should it be relied upon by Member and any other party to provide engineering, operations, legal, tax or financial advice.
- 4. Account Information from Third Party Sites
- With the Service, Members may direct GPP to retrieve their own information maintained online by third-party suppliers or information services providers with which they have customer relationships, maintain accounts or engage in transactions (“Account Information”). GPP makes no effort to review the Account Information for any purpose, including but not limited to accuracy, legality or non-infringement. GPP is not responsible for the products and services offered by or may be found upon third-party sites.
GPP cannot always foresee or anticipate technical or other difficulties or which may result in failure to obtain data or loss of data, personalization settings or other service interruptions. GPP cannot assume responsibility for the timeliness, accuracy, deletion, non-delivery or failure to store any user data, communications or personalization settings.
- 5. GreenPSF Offers and Third-Party Links
- Some parts of the Service are supported by sponsored links from advertisers and display GreenPSF Offers that may be custom matched to you based on information stored in the Service, queries made through the Service or other information. We will always disclose when a particular GPP Offer is sponsored.
In connection with GreenPSF Offers, the Service will provide links to other web sites belonging to GPP advertisers and other third parties. GPP does not endorse, warrant or guarantee the products or services available through Offers (or any other third-party products or services advertised on or linked from our site), whether or not sponsored, and GPP is not responsible for the activities or policies of those websites. GPP does not guarantee that the products, services, or terms offered by any particular advertiser or other third party within GreenPSF are actually the terms that may be offered to you if you pursue the offer, or that they are the best terms or lowest rates available in the market.
- 6. Your Registration Information
- You agree and understand that you are responsible for maintaining the confidentiality of your account login, which allows you to access the Service. Your username, email address, and password, together with any mobile number or other contact information you pro vide form your “Registration Information.”
By providing us with your e-mail address, you agree to receive all required notices electronically, to that e-mail address. It is your responsibility to update or change that address, as appropriate. Notices will be provided in HTML (or, if your system does not support HTML, in plain-text) in the text of the e-mail or through a link to the appropriate page on our site, accessible through any standard, commercially available internet browser.
If you become aware of any unauthorized use of your Registration Information, you agree to notify GPP immediately at the email address: firstname.lastname@example.org.
- 7. Your Use of the Service
- Your right to access and use GreenPSF and the Service is personal to you and your company and is not transferable by it to any other person or entity. You are only entitled to access and use GreenPSF for lawful purposes.
Accurate records enable GPP to provide the Service to you. You may not willfully misrepresent your property, energy, or related data. In order for the Service to function effectively, you must also keep your data up to date and accurate. If you do not do this, the accuracy and effectiveness of the Service to you will be affected.
Your access and use of GreenPSF may be interrupted from time to time for any of several reasons, including, without limitation, the malfunction of equipment, periodic updating, maintenance or repair of GreenPSF or other actions that GPP, in its sole discretion, may elect to take.
You agree that GPP may use your feedback, suggestions, or ideas in any way, including in future modifications of the Service, other products or services, advertising or marketing materials. You grant GPP a perpetual, worldwide, fully transferable, sublicensable, irrevocable, fully paid-up, royalty free license to use the feedback you provide to GPP in any way. GPP will not sell, publish or share your feedback in a way that could identify you without your explicit permission.
- 8. Use With Your Mobile Device
- Use of these Service may be available through a compatible mobile device, Internet and/or network access and may require software. You agree that you are solely responsible for these requirements, including any applicable changes, updates and fees as well as the terms of your agreement with your mobile device and telecommunications provider. GREENPOINT PARTNERS LLC MAKES NO WARRANTIES OR REPRESENTATIONS OF ANY KIND, EXPRESS, STATUTORY OR IMPLIED AS TO: (i) THE AVAILABILITY OF TELECOMMUNICATION SERVICES FROM YOUR PROVIDER AND ACCESS TO THE SERVICES AT ANY TIME OR FROM ANY LOCATION; (ii) ANY LOSS, DAMAGE, OR OTHER SECURITY INTRUSION OF THE TELECOMMUNICATION SERVICES; AND (iii) ANY DISCLOSURE OF INFORMATION TO THIRD PARTIES OR FAILURE TO TRANSMIT ANY DATA, COMMUNICATIONS OR SETTINGS CONNECTED WITH THE SERVICES.
- 9. Service Alerts
- GPP may from time to time provide automatic alerts and voluntary account-related alerts.
Automatic alerts may be sent to you following certain changes made online to your GPP account, such as a change in your Registration Information.
Voluntary account alerts may be turned on by default as part of the Service. They may then be customized, deactivated or reactivated by you. These alerts allow you to choose alert messages for your accounts. GPP may add new alerts from time to time, or cease to provide certain alerts at any time upon its sole discretion. Each alert has different options available, and you may be asked to select from among these options upon activation of your alerts service.
Electronic alerts will be sent to the email address you have provided as your primary email address for GreenPSF. If your email address or your mobile device’s email address changes, you are responsible for informing us of that change.
Alerts are not encrypted, we will never include your passcode. However, alerts may include your GreenPSF Login ID and some information about your accounts. Anyone with access to your email will be able to view the content of these alerts. At any time you may disable future alerts.
- 10. Rights You Grant to Us
- By submitting information and other content to GPP through GreenPSF, you are licensing that content to GPP for the purpose of providing the Service. By submitting this content to GPP, you represent that you are entitled to submit it to GPP for use for this purpose, without any obligation by GPP to pay any fees or other limitations.
You grant GPP and its assigns a non-exclusive, unrestricted, perpetual royalty free license to adapt, use, process, manipulate, collate, analyze and make other use of such data, provided however that any such use will be done on a basis preserving the complete anonymity of the property and the ownership thereof.
Should GPP reasonably suspect that any material information supplied is untrue, inaccurate, not current, or incomplete, GPP has the right to suspend or terminate your access to GreenPSF and all data thereon, and may restore access to the Service and any data thereon, in GPP’s sole and absolute discretion, after any and all defaults have been cured to GPP’s satisfaction.
- 11. GPP’s Intellectual Property Rights
- The contents of GreenPSF, including its “look and feel” (e.g., text, graphics, images, logos and button icons), photographs, editorial content, notices, software (including HTML-based computer programs) and other material are protected under both United States and other applicable copyright, trademark and other laws. The contents of GreenPSF belong or are licensed to GPP or its software or content suppliers. GPP grants you the right to view and use GreenPSF subject to these terms.
- 12. Access and Interference
- You agree that you will not:
- Use any robot, spider, scraper, deep link or other similar automated data gathering or extraction tools, program, algorithm or methodology to access, acquire, copy or monitor GreenPSF, without GPP’s express written consent, which may be withheld in GPP’s sole discretion;
- Use or attempt to use any engine, software, tool, agent, or other device or mechanism (including without limitation browsers, spiders, robots, avatars or intelligent agents) to navigate or search GreenPSF, other than the search engines and search agents available through the Service and other than generally available third-party web browsers (such as Microsoft Explorer);
- Post or transmit any file which contains viruses, worms, Trojan horses or any other contaminating or destructive features, or that otherwise interfere with the proper working of GreenPSF or the Service; or
- Attempt to decipher, decompile, disassemble, or reverse-engineer any of the software comprising or in any way making up a part of GreenPSF or the Service.
- 13. Rules for Posting
- As part of the Service, GPP allows Members to post content on bulletin boards, blogs, and at various other publicly available locations on GreenPSF. These forums may be hosted by GPP or by one of our third party service providers on GPP’s behalf. You agree in posting content to follow certain rules.
- You are responsible for all content you submit to GreenPSF.
- By submitting content, you represent that you have all necessary rights and hereby grant us a perpetual, worldwide, non-exclusive, royalty-free, sublicenseable and transferable license to use, reproduce, distribute, prepare derivative works of, modify, display, and perform all or any portion of the content in connection with GreenPSF and our business, including without limitation for promoting and redistributing part or all of the site (and derivative works thereof) in any media formats and through any media channels. You also hereby grant each User a non-exclusive license to access your posted content through GreenPSF, and to use, reproduce, distribute, prepare derivative works of, display and perform such content as permitted through the functionality of GreenPSF and under this Agreement.
- You may not post or transmit any message which is libelous or defamatory, or which discloses private or personal matters concerning any person. You may not post or transmit any message, data, image or program that is indecent, obscene, pornographic, harassing, threatening, abusive, hateful, racially or ethnically offensive; that encourages conduct that would be considered a criminal offense, give rise to civil liability or violate any law; or that is otherwise inappropriate.
- You may not post or transmit any message, data, image or program that would violate the property rights of others, including unauthorized copyrighted text, images or programs, trade secrets or other confidential proprietary information, and trademarks or service marks used in an infringing fashion.
- You may not interfere with other Users’ use of the Service, including, without limitation, disrupting the normal flow of dialogue in an interactive area of GreenPSF, deleting or revising any content posted by another person or entity, or taking any action that imposes a disproportionate burden on the Service infrastructure or that negatively affects the availability of the Service to others.
- Except where expressly permitted, you may not post or transmit charity requests; petitions for signatures; franchises, distributorship, sales representative agency arrangements, or other business opportunities (including offers of employment or contracting arrangements); club memberships; chain letters; or letters relating to pyramid schemes. You may not post or transmit any advertising, promotional materials or any other solicitation of other users to use goods or services except in those areas (e.g., a classified bulletin board) that are designated for such purpose.
- You agree that any employment or other relationship you form or attempt to form with an employer, employee, or contractor whom you contact through areas of GreenPSF that may be designated for that purpose is between you and that employer, employee, or contractor alone, and not with us.
- You may not copy or use personal identifying or business contact information about other Users without their permission. Unsolicited e-mails, mailings, telephone calls, or other communications to individuals or companies whose contact details you obtain through the Service are prohibited.
- You agree that we may use any feedback, suggestions, or ideas you post in any way, including in future modifications of the Service, other products or services, advertising or marketing materials.
- You grant us a perpetual, worldwide, fully transferable, sublicensable, non-revocable, fully paid-up, royalty free license to use the feedback you provide to us in any way.
- 14. Social Media Sites
- 15. Disclaimer of Representations and Warranties
- THE CONTENT AND ALL SERVICES AND PRODUCTS ASSOCIATED WITH GREENPSF OR PROVIDED THROUGH THE SERVICE (WHETHER OR NOT SPONSORED) ARE PROVIDED TO YOU ON AN “AS-IS” AND “AS AVAILABLE” BASIS. GPP MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE CONTENT OR OPERATION OF GREENPSF OR OF THE SERVICE. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK.
GPP MAKES NO REPRESENTATIONS, WARRANTIES OR GUARANTEES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, RELIABILITY OR COMPLETENESS OF THE CONTENT ON GREENPSF OR OF THE SERVICE (WHETHER OR NOT SPONSORED), AND EXPRESSLY DISCLAIMS ANY WARRANTIES OF NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. GPP MAKES NO REPRESENTATION, WARRANTY OR GUARANTEE THAT THE CONTENT THAT MAY BE AVAILABLE THROUGH THE SERVICE IS FREE OF INFECTION FROM ANY VIRUSES OR OTHER CODE OR COMPUTER PROGRAMMING ROUTINES THAT CONTAIN CONTAMINATING OR DESTRUCTIVE PROPERTIES OR THAT ARE INTENDED TO DAMAGE, SURREPTITOUSLY INTERCEPT OR EXPROPRIATE ANY SYSTEM, DATA OR PERSONAL INFORMATION.
- 16. Alert Disclaimer
- You understand and agree that any alerts provided to you through the Service may be delayed or prevented by a variety of factors. GPP does its best to provide alerts in a timely manner with accurate information. However, we neither guarantee the delivery nor the accuracy of the content of any alert. You also agree that GPP shall not be liable for any delays, failure to deliver, or misdirected delivery of any alert; for any errors in the content of an alert; or for any actions taken or not taken by you or any third party in reliance on an alert.
- 17. Limitations on GPP’s Liability
- GPP SHALL IN NO EVENT BE RESPONSIBLE OR LIABLE TO YOU OR TO ANY THIRD PARTY, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, LIQUIDATED OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFIT, REVENUE OR BUSINESS, ARISING IN WHOLE OR IN PART FROM YOUR ACCESS TO GREENPSF, YOUR USE OF THE SERVICE OR THIS AGREEMENT, EVEN IF GPP HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, GPP’S LIABILITY TO YOU FOR ANY CAUSE WHATEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO $500.00 (FIVE HUNDRED UNITED STATES DOLLARS).
- 18. Your Indemnification of GPP
- You shall defend, indemnify and hold harmless GPP and its officers, managers, and employees, from and against all claims and expenses, including but not limited to attorneys fees, in whole or in part arising out of or attributable to any breach of this Agreement by you.
- 19. Ending your relationship with GPP
- This Agreement will continue to apply until terminated by either you or GPP as set out below. If you want to terminate your legal agreement with GPP, you may do so by closing your account for the Service.
GPP may at any time, terminate this legal agreement with you:
- If you have breached any provision of this Agreement (or have acted in a manner which clearly shows that you do not intend to, or are unable to comply with the provisions of this Agreement);
- If GPP in its sole discretion believes it is required to do so by law (for example, where the provision of the Service to you is, or becomes, unlawful); or
- Immediately upon notice, to the e-mail address provided by you as part of your Registration Information.
- 20. Modifications
- GPP may modify this Agreement from time to time. Any and all changes to this Agreement will be posted on GreenPSF. In addition, the Agreement will always indicate the date it was last revised. You are deemed to accept and agree to be bound by any changes to the Agreement when you use the Service after those changes are posted except as otherwise noted herein or as may be indicated in such posting.
- 21. Governing Law and Forum for Disputes
- This Agreement, and your relationship with GPP under this Agreement, shall be governed by the laws of the State of Illinois without regard to its conflict or choice of laws provisions. Any dispute with GPP, or its officers, managers, employees, agents or affiliates, arising under or in relation to this Agreement shall be resolved exclusively through any court cited in the County of Cook, Illinois, except with respect to imminent harm requiring temporary or preliminary injunctive relief in which case GPP may seek such relief in any court with jurisdiction over the parties. You understand that, in return for agreement to this provision, GPP is able to offer the Service at the terms designated, without charge to you, and that your assent to this provision is an indispensable consideration to this Agreement.
You also acknowledge and understand that, with respect to any dispute with GPP, its officers, directors, employees, agents or affiliates, arising out of or relating to your use of the Service or this Agreement:
YOU ARE GIVING UP YOUR RIGHT TO HAVE A TRIAL BY JURY; and
YOU ARE GIVING UP YOUR RIGHT TO SERVE AS A REPRESENTATIVE, AS A PRIVATE ATTORNEY GENERAL, OR IN ANY OTHER REPRESENTATIVE CAPACITY, OR TO PARTICIPATE AS A MEMBER OF A CLASS OF CLAIMANTS, IN ANY LAWSUIT INVOLVING ANY SUCH DISPUTE.
- 22. Miscellaneous
- If any portion of this Agreement is deemed unlawful, void or unenforceable by any arbitrator or court of competent jurisdiction, this Agreement as a whole shall not be deemed unlawful, void or unenforceable, but only that portion of this Agreement that is unlawful, void or unenforceable shall be stricken from this Agreement.
You agree that if GPP does not exercise or enforce any legal right or remedy which is contained in the Agreement (or which GPP has the benefit of under any applicable law), this will not be taken to be a formal waiver of GPP’s rights and that those rights or remedies will still be available to GPP.
All covenants, agreements, representations and warranties made in this Agreement shall survive your acceptance of this Agreement and the termination of this Agreement.
This Agreement represents the entire understanding and agreement between you and GPP regarding the subject matter of the same, and supersedes all other previous agreements.