Terms of service
Our Terms of Service (Terms) describe your rights and responsibilities when using our software application which supports businesses to track, measure and manage their environmental, social and governance performance (Service). If you create a subscription to use our Service then these Terms govern your access and use of our Service. These Terms (or, if applicable, your written agreement with us together form a binding Contract between you and us. ‘How Sustainability', ‘How’ 'we', 'us', 'our' refers to How Sustainability Pty Ltd (ACN 657 170 986). Please read these Terms and our Privacy Policy carefully before using our Service.
How Sustainability reserves the right to revise and update these Terms, the Service or Privacy Policy at any time we wish by making any changes immediately. By using our Service after being notified of a change to these Terms will mean you understand and accept those changes.
1 Privacy policy
Please review our Privacy Policy for more information on how we collect and use your information relating to the use of our Service. You can access our Privacy Policy at: https://howsustainability.com.au/privacy
2 Direct communication
We will send you communication related to Service features, updates, downtime, as well as opportunities to be part of new features and anything else related to the general activity of your account. You may request to be removed from our mailing list if you wish to not receive such communication.
3 Your account
You agree to keep your username and password safe and not share it with others. You accept that we are not responsible or liable for the activity that takes place on your account. You agree to take all reasonable efforts to avoid unauthorised access to your account, either with or without your knowledge. You agree to not use a false email address, pretend to be someone other than yourself, or otherwise mislead us or a third party.
You also agree not to use free-form fields in any of How Sustainability’s systems or services to store personal data (unless it’s a field explicitly asking for personal data - like a first name or a last name), such as credit card details, tax identifiers or bank account details.
You agree that in the event your account is comprised by a third party, we are not liable and you indemnify us for all damages, losses, claims and expenses suffered or incurred as a result of the third party accessing your account.
4 Accuracy of information
We are not responsible if information made available in the Service is not accurate, complete or current. Information we provide is general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete, or more timely sources of information. Any reliance on the information we provide is not our responsibility.
How Sustainability does not provide any kind of professional advice. We may provide you with information which can be utilised when running a business, however this is simply information and is not in any way a substitute for professional advice and should not be seen as a substitute for engaging professional advisers. You are responsible for complying with the laws and other requirements that apply to your business and you should obtain separate professional advice where required.
You agree to completely release us and indemnify us from all liability resulting from your use of information and tools provided by us in your business.
5 Payment and Subscription
You may subscribe for access to the Service (Subscription) by paying a monthly Subscription fee based on your Subscription type. The commercial terms of your Subscription such as the subscription fee, subscription type, payment periods and invoicing details will be detailed within the pricing plan (Pricing Plan) and will form part of these Terms.
We may change the Subscription fees by giving you 30 days’ notice. Any changes to the Subscription fees will be uploaded on the pricing page on our website (located at howsustainability.com.au ) (Website) and communicated to you by email.
We may offer trial access to the How Sustainability Platform at our discretion which will automatically convert to a paid Subscription at the end of an agreed trial period.
Should you find any inconsistencies in your billing information, please contact us and we will work with you to rectify any incorrect billing as soon as possible. How Sustainability staff are available 5 days a week for support should you have any issues or questions.
6 Taxes
To the extent that any such taxes or duties are payable by us, you must pay to us the amount of such taxes or duties in addition to any fees owed under these Terms. Notwithstanding the foregoing, if you have obtained an exemption from relevant taxes or duties as of the time such taxes or duties are levied or assessed, you may provide us with such exemption information, and we will use reasonable efforts to provide you with invoices designed to enable you to obtain a refund or credit from the relevant revenue authority if such a refund or credit is available.
7 Renewal of your Subscription
Except as otherwise specified in your Subscription, unless you or we cancel your Subscription before the expiration of your current Subscription term, your Subscription will automatically renew for another Subscription term equal to your existing term.
8 Cancellation of your Subscription
If you wish to terminate your Subscription, you must terminate by providing 30 days written notice to us. Other means of terminating are not accepted. All of your uploaded data will be permanently deleted or anonymised 90 days after your Subscription has been Terminated after which your Data will not be recoverable. You are not entitled to a refund if you terminate. Failure to pay when your payments are due can cause your Subscription to be terminated.
9 Ownership, Licences and Site Access
You acknowledge that:
all rights, title and interest in the Intellectual Property, anywhere in the world, belong to us or our licensors;
all rights in relation to the Intellectual Property are licensed (not sold) to you;
you hold no proprietary rights, title or interest in the Intellectual Property, other than the right to use such property in accordance with these Terms; and nothing contained in these Terms shall be construed as an assignment or transfer of the Intellectual Property to you.
We grant you a limited, royalty-free, non-exclusive, non-transferrable, non-sublicensable, revocable, licence to use the Intellectual Property to access our Website or the Service during the term of the Subscription. You acknowledge and understand that you are solely responsible for your use of the Intellectual Property, the Website and the Service in this regard (including any other party’s use of your account).
How Sustainability does not own the data you upload into our Service (your Data). You grant us a royalty-free, non-exclusive, non-transferrable, non-sublicensable, revocable licence to store and add your Data to our backups in accordance with these Terms and our Privacy Policy.
When you use our Service, we may create anonymised statistical data from your Data and usage of our Service, including through aggregation. Once anonymised, we may use it for our own purposes, such as to provide and improve our services, to develop new services or product offerings, to identify business trends, and for other uses we communicate to you.
Where there has been unauthorised access to personal data that you have entered our Service, and we become aware of that unauthorised access, we will let you know and, where possible, give you information about what has happened. Depending on your situation you should decide whether the unauthorised access must be reported to the contact and/or a relevant authority. We think you are best placed to make this decision, because you will have the most knowledge about the personal data you have entered in our Services.
You agree to not act in a manner that is abusive or disrespectful to a How Sustainability employee, partner, or other How Sustainability customer. We will not tolerate any abuse or bullying of our employees in any situation and that includes interaction with our support teams.
You acknowledge and understand that all rights, title and interest in any Feedback shall irrevocably vest in and be the sole and exclusive property of How Sustainability on and from the provision of that Feedback to us. You further acknowledge and understand that all Feedback will be treated as non-confidential and will not be deemed to be Personal Information (as defined in the Privacy Act 1988(Cth)) unless you indicate otherwise, and we shall be able to use and exploit the Feedback at our sole and exclusive discretion (including in sales and marketing activities, and for other commercial purposes).
You warrant and represent that, you hold all rights, title and interest in the Feedback, and your communication to us (and our use) of the Feedback does not (and will not) violate or infringe the rights of any other parties.
You irrevocably and unconditionally consent to (and warrant that your employees, agents, and contractors irrevocably and unconditionally consent to) all uses, acts or omissions by or on behalf of How Sustainability, its assigns, licensees, or successors in title or any of its authorised persons of, or in relation to, the Feedback, including any uses, acts or omissions which would otherwise breach any of your (and/or your employees’, agents’, or contractors’) moral rights (as defined in Part IX of the Copyright Act1968 (Cth)).
You acknowledge and agree that you must only use, copy, distribute or modify any template or standard form documents made available through the Services (including policies and procedures templates and reporting) for your internal business purposes, and that you will obtain your own professional advice before using them.
You acknowledge and agree that you are responsible for controlling which users can access your account and each user’s level of access. We do not accept responsibility or liability for access to or use of your data by any of your users, or use of your subscriber login details and for so long as a user is connected to your account you and that user are jointly responsible and liable for that user’s compliance with this clause.
You undertake and agree that you will not (and will not allow any person using your account to), without our prior written consent:
undermine the security or integrity of our computing systems or networks.
rent, lease, sublicence, loan, sell or use for commercial purposes, the Intellectual Property, Website and/or Service;
modify, adapt, translate, reverse-engineer, decompile, disassemble, or make derivative uses of, the Intellectual Property, Website and/or Service;
copy, imitate, mirror, reproduce, distribute, disseminate, publish, download, display, perform, post or transmit any Intellectual Property in any form or by any means;
use the Intellectual Property, Website and/or Service in a way that may (or does) damage, disable, overburden, interfere with, or adversely affect the functionality of the Intellectual Property, Website and/or Service (including by imposing an unreasonably large load on our systems or wilfully tampering with the security of the Service or with other customer accounts);
use any data mining, bots, spiders, automated tools or similar data gathering and extraction methods, directly or indirectly, on the Website, or collect any information from the Website or Service;
use the Intellectual Property, Website and/or Service in a way that may (or does) bring our business, the Website or Service into disrepute;
use the Intellectual Property unlawfully, in an inappropriate way or in a manner inconsistent with these Terms;
infringe our rights (or the rights of any third parties) in relation to the Intellectual Property;
bypass or avoid our security features or measures which have been implemented on the Website or in connection with the Service (or attempt to do the same); and
apply to register, or challenge the validity of, the Intellectual Property.
In these Terms:
Feedback means any notes, messages, ideas, comments, concepts, feedback, suggestions, recommendations, or any other like content (in any form whatsoever) which you provide to us through our Website, Service, in email or chat correspondence, or through any other means whatsoever, which relate to the functionality, operations or features of the Service, and any intellectual property rights associated with, or subsisting within, the same; and
Intellectual Property means all present and future industrial and intellectual property rights relating to the Website, templates, Service and/or us, including, without limitation:
inventions, patents, copyright, trade business, company or domain names, rights in relation to registered designs, registered and unregistered trade marks, source code, know how, trade secrets and the right to have confidential information kept confidential, and any and all other rights to intellectual property which may subsist anywhere in the world; and
any application for or right to apply for registration of any of those rights.
10 Matter you may submit to us
From time to time, the Website and Service may make available online chat facilities, comment areas, and other similar communications facilities (Website Content Facilities).
You acknowledge and understand that:
any words, images, videos, sounds, music, posts, notes, messages, ideas, suggestions, or other material of any kind which you submit to us while accessing the Website, the Website Content Facilities or the Service (Website Content), must not harass, slander, malign, libel, defame, threaten, or otherwise violate any rights of any third-parties and must not include any misleading, deceiving, fraudulent, profanity, obscene, indecent, vulgar, pornographic, defamatory, offensive or unlawful material;
any Website Content must not be self-promotional, must not contain spam or unwanted commercial content intended to drive traffic to third party websites and must not include unlawful acts such as phishing or spoofing;
any Website Content must not include, malware, worms or viruses or other harmful, disruptive or destructive files or code, script or other software;
you grant us an unlimited, non-exclusive, transferrable, worldwide, sublicensable, perpetual, irrevocable, royalty-free licence to use, copy, modify, transmit, sell, create derivative works from, distribute, in whole or in part, at any time, and in any manner, for any commercial and/or non-commercial purpose whatsoever, the Website Content;
we are free to use any ideas, concepts, know-how, or techniques relating to the Website Content for any commercial and/or non-commercial purposes;
we have no obligation to monitor the Website Content Facilities or the Website Content (nor are we responsible for the form of the Website Content);
we reserve the right, at all times, and in our sole and absolute discretion, to edit, refuse to post or to remove any information or materials, in whole or in part relating to the Website Content or the Website Content Facilities, or to disclose any information deemed by us necessary to satisfy any applicable law, regulation, legal process or governmental request;
communications to or with the Website Content Facilities are not private communications, therefore others may read your communications without your knowledge. You should always use caution when providing any personal information about yourself and other persons, including children;
we do not control or endorse the Website Content, and we specifically disclaim any liability with regard to same (together with any actions resulting from your engagement with the Website Content Facilities);
the moderators, forum managers or hosts of the Website Content Facilities (if any), are not authorised company spokespersons, and their views do not necessarily reflect our views; and
any communication or material you transmit to the Website by electronic mail or otherwise, including any data, questions, comments and suggestions, are and will be treated as, non-confidential and non-proprietary, except where otherwise stated in the Privacy Policy.
You warrant and represent that:
you hold all rights, title and interest in the Website Content;
you have the right to make the Website Content available on the Website Content Facilities;
your submission of the Website Content to us does not (and will not) violate or infringe the rights of any third-parties; and
our use of the Website Content:
does not violate these Terms; and
will not violate or infringe the rights of any third-parties.
11 Termination
Unless otherwise stated in these Terms:
you may terminate the Subscription if we breach these Terms and do not remedy that breach within 30 days of receiving notice of the breach; and
we may immediately terminate your Subscription and/or restrict your use of and access to the Service if:
you breach a term of these Terms and do not remedy within 14 days after receiving notice of the breach;
you breach a term of these Terms which is not capable of remedy;
you fail to pay the Subscription fee; or
you or your business become insolvent, your business goes into liquidation or has a receiver or manager appointed over any of its assets, you become insolvent or make any arrangement with your creditors, or become subject to any similar insolvency event in any jurisdiction.
You will not be entitled to any refund if we terminate the agreement in accordance with these Terms.
12 Website and Service updates
Although we try to make the Website and Service available all the time, we may be required to perform unscheduled maintenance on our Service which may require a period of downtime. Where possible, we attempt to minimise any such downtime. Where planned maintenance is being undertaken, we will attempt to give you as much notice as possible, however due to the nature of software, cannot guarantee it. If unexpected outages occur, we make no guarantee as to the recovery time. Whatever the cause of any downtime, access issues or data loss, your only recourse is to discontinue using the Service. You are responsible for maintaining copies of any data you enter into our Service using our data export feature.
If you would like a copy of your data please send an email request to better@howsustainability.com.au.
13 Indemnity
You agree to defend, indemnify and hold harmless How Sustainability, our officers, directors, employees, agents, subcontractors, licensors, and suppliers, from and against all claims, actions, demands, liabilities and settlements arising in connection with your use of our Website and/or Service or your breach of any of these Terms.
14 Limitation of Liability
You acknowledge and understand that:
the Website and Service is provided on an “as is”, “as available” basis;
the Website and Service have not been developed to meet your individual requirements, and it is therefore your responsibility to ensure that they meet your requirements and/or needs;
the use of this Website and/or the Service is entirely at your own risk;
we assume no duty of care to you or any other party who relies on anything provided for by us through the Website and Service;
we cannot guarantee that our security procedures will be error-free, that transmissions of your Data will always be secure or that unauthorised third parties will never be able to defeat our security measures or those of our third-party service providers;
we rely on all warranties and undertakings provided by you under these Terms;
the Service may be subject to delays and errors as a result of transferring data over communication networks; and
we are not obliged to confirm or check the accuracy, legitimacy or efficacy of the personal information or other materials you provide to us in connection with your use of the Website and/or Service.
Except to the extent that liability may not lawfully be excluded, we will not be under any liability to you (or any of your officers, agents or employees, if any) for:
any loss of profit or anticipated profit, loss of data, loss of use, damage to goodwill, or loss due to delay, or any direct or indirect loss or damage (including, without limitation, consequential loss or damage) however caused (including, without limitation, due to breach of contract, negligence or breach of statute) which may be suffered or incurred by you or which may arise from or in connection with your use of this Website or the Service, or your use of or reliance upon any of the information or the Intellectual Property provided through the Website or Service, or otherwise provided by us to you; or
any losses, costs, expenses and damages (including legal costs and disbursements) sustained or incurred, whether directly or indirectly or consequentially or in any other way, arising in connection with:
death, personal injury or property damage resulting directly or indirectly from your use of the Website or the Service; and/or
any failure or delay due to matters beyond our reasonable control.
Where the law implies a warranty into these Terms, which may not be lawfully excluded, our liability for breach of such a warranty shall be limited to, in the case of the Service, the total amount paid by you to us for the Service.
You agree that this Website is provided free of charge. We shall not be liable to you or any person for any loss or damage of any kind which may arise from the use of this Website. We may from time to time, publish links to other third-party websites on this Website. Contents, hyperlinks or information held on other sites is not our responsibility. We shall not be held liable for any information held on websites which may have links to or from this Website, and which are not maintained and controlled by us. We do not endorse any material on those websites and do not provide any warranty, or assume any responsibility regarding the quality, accuracy, source, merchantability, fitness for purpose or any other aspect of material on those websites, nor do we warrant that material on other websites does not infringe the intellectual property rights of any other person. Our aggregate liability to you for any other losses resulting from use of the Website is limited to the nominal amount of $AUD1.
15 confidentiality
Each party must keep confidential any information obtained while using our Services or otherwise obtained from us in the course of the negotiations for or performance of these Terms, as well as the contents of these Terms, the subject matter of these Terms and details of the Subscription provided for in it, where that information is or can reasonably be considered to be confidential to the other party (Confidential Information).
Each party must not use or disclose the Confidential Information for any purpose other than that which the information was disclosed, unless providing to their legal advisers or regulatory authorities if required by law.
16 notices
Any notice you send to How Sustainability must be sent to legal@howsustainability.com. Any notices we send to you will be sent to the email address you’ve provided us through your subscription.
A notice of other communication is deemed given if:
personally delivered, upon delivery;
sent by email, at the time of delivery; and
mailed to an address in Australia, 2 business days after the date of posting (whether received or not).
17 Applicable Law
These Terms and any separate agreements whereby we provide you with the Service will be governed by and construed under the laws of South Australia.
18 Variation
These Terms can only be amended or varied by How Sustainability, at its own discretion, and may not be amended or varied in any other manner. Changes will not apply retrospectively and, if we make changes, we will attempt to let you know. You can keep track of changes to our Terms by referring to the version and the date last updated at the top of the Terms. Generally, we endeavour to provide you with 30 days’ notice of material changes before they become effective, unless we need to make immediate changes for reasons we don’t have control over. When we notify you, we may do it by email or by posting a notice through our Service or Website. If a change isn’t material, we may not notify you. If you find a modified term unacceptable, you may terminate your subscription by giving the standard advance notice to How Sustainability
19 dispute resolution
Before commencing litigation in respect of any dispute relating to these Terms, the parties must attempt to resolve the dispute in accordance with the process set out in this clause.
The process for attempting to resolve disputes will be:
a party claiming that a dispute has arisen, must give written notice to the other parties to the dispute specifying the nature of the dispute;
following receipt of the notice under clause 19(b)(i), the parties to the dispute must seek to resolve the dispute by consultation between How Sustainability and you;
if the dispute is not settled within seven (7) days of service of the notice or any other period agreed to in writing by the parties, it must be referred to senior management of the parties who must negotiate reasonably and in good faith and attempt to resolve the dispute;
if senior management fail to resolve the dispute within fourteen (14) days, the parties agree to refer the dispute to a mediator to be mutually agreed, or in default of agreement within five (5) days of either party requesting the other to agree to a mediator, to be appointed by the President for the time being of the Law Society of South Australia;
if the parties cannot resolve the dispute within 28 days of appointment of a mediator, each party is free to commence legal proceedings to resolve the dispute; and
despite the existence of a dispute, the parties must continue to perform their respective obligations under these Terms
20 Assignment
How Sustainability may assign or transfer its rights or obligations under these Terms at its own discretion. You are unable to assign or transfer any of your rights in these Terms without our prior written permission.
21 Severance
If any part of these Terms is prohibited, invalid, or unenforceable in any jurisdiction, that provision will, as to that jurisdiction, be ineffective to the extent of the prohibition, invalidity or unenforceability without invalidating the remaining provisions of these Terms or effecting the validity or enforceability of that provision in any other jurisdiction.
22 Contact us
If you have any questions, please feel free to contact us at:
Address: 123 Greenhill Road, Unley, South Australia, 5061
Email: better@howsustainability.com.au
