1.1 These terms and conditions shall govern (i) your use of our website; and (ii) (if appropriate) the terms under which the Company supplies its goods and services.
1.2 By using our website, you accept these terms and conditions in full; accordingly, if you disagree with these terms and conditions or any part of these terms and conditions, you must not use our website.
1.3 If you register with our website, submit any material to our website or use any of our website services, we will ask you to expressly agree to these terms and conditions.
1.4 You must be at least 18 years of age to use our website; by using our website or agreeing to these terms and conditions, you warrant and represent to us that you are at least 18 years of age.
2.1 This document was created using a template from SEQ Legal (http://www.seqlegal.com).
3. Copyright notice
3.1 Copyright (c) 2016 Batan Limited
3.2 Subject to the express provisions of these terms and conditions:
(a) we, together with our licensors, own and control all the copyright and other intellectual property rights in our website and the material on our website; and
(b) all the copyright and other intellectual property rights in our website and the material on our website are reserved.
4. Business of the Company
4.1 The business of the Company is the creation and sale of digital, synthetic, composite greenhouse gas emissions offsets (“batans”), and the development and maintenance of a decentralized ledger which accounts for the distribution and transfers of batans. Batans are created by the company by purchasing and canceling emissions permits or reduction certificates from recognized exchanges and schemes, and subsequently cancelling them or retiring them, so that each unit of batan represents the removal of one tonne of emissions from the atmosphere or the prevention of one tonne of new emissions. The company also provide tools (such as emissions calculators) to allow customers to estimate their emissions, and software to keep track of their batans.
[BRIEF DESCRIPTION INCLUDING THE TERMS BELOW]
4.2 CO2 calculations
The Company’s emissions calculator is based on what we believe is the best information available which we shall review from time to time. If this information changes, the Company holds no liability to retro-actively adjust any transactions, or any other liability. Calculations are based on information provided by customers which we combine with information from sources that we believe are reliable. Whilst every effort has been made to ensure the accuracy of data presented, the Company makes no representation or warranty express or implied, as to the completeness, accuracy, adequacy, quality or fitness of the information for any particular purpose or use and all such representations or warranties are expressly excluded to the fullest extent that such representations or warranties may be excluded by law.
4.3 “batan” units of account
“batan” units of account represent tonnes of cancelled and retired emissions certificates. For each amount of batan units purchased by a customer, the Company shall purchase and cancel or permanently retire an equivalent amount of emissions reductions certificates and carbon offsets from recognized exchanges and offsetting schemes in such a manner that in aggregate, the purchased batans will be “backed” by an equivalent amount of certificates. Over time the Company shall endeavor to procure certificates in such a manner that its aggregate purchases broadly reflect an approximation of the global market for such certificates. For illustration, if the EU ETS represents one third of global emissions reductions in a given year, the Company will purchase approximately one third of its certificates from EU ETS during this same period. While the Company shall seek appropriate expertise and advice in procuring and composing its portfolio of certificates, and every reasonable effort has been made to ensure the integrity and validity of the purchased certificates, the Company makes no representation or warranty express or implied, as to the validity and integrity of the purchased certificates, and that the portfolio of certificatesion is a reasonable representation of the global market for such certificates.
4.4 The Company will, subject to these terms and conditions, only use consideration paid to it for Batans for the generation and/or acquisition of Verified Emission Reductions under the Verified Carbon Standard (“VCUs”) or the Gold Standard (“GS VERs”). The verification of VCUs and GS VERs is carried out by independent UN accredited auditors, such as [TUV, SGS and DNV GIVE FULL NAMES]. The generated and/or acquired emission rights will be retired by the Company through an independent registry (such as Markit or APX GIVE FULL NAMES) and thus will be withdrawn permanently and irrevocably from the market for emission rights.
4.5 by using this website, you understand and acknowledge that batan’s:
(a) are not an investment tool;
(b) are for carbon offsetting purposes only;
(c) have no resale value; and
(d) have no secondary market.
5. Formation of Contract
The Contract is concluded by the customer purchasing a batan from the Company for the price set, and communicated to the customer, for the said bBatan by the Company at that time (“Consideration”). Upon receipt of the Consideration, the Company shall retire such VCUs and GS VERsEmissions Allowances and Emissions Reduction Units [as relate to 1 tonne of avoided greenhouse gas emissions], so that they are permanently withdrawn from the market. The VCUs and GS VERsEmissions Allowances and Reduction Units are taken from a project portfolio defined by the Company. More information on the current valid portfolio can be found on the website.
Once the Consideration is received by the Company the customer will receive one batan into their batan wallet. The customer will not receive title to the VCUs or GS VERsAllowances or Reduction units. achieved by any emission reduction projects. The retirement of the relevant VCUs and GS VERsallowances and reduction units is usually achieved within 60 working days.
7. Maturity and Payment
7.1 The customer understands that by entering into the Contract, they are sending a purchase order to the Company and that the customer’s credit or debit card will be charged the Consideration.
7.2 Upon receipt of payment, the Company undertakes to offset the CO2 emissions specified and subject to these terms and conditions.
All amounts payable under the Contract are inclusive of VAT.
9. Licence to use website
9.1 You may:
(a) view pages from our website in a web browser;
(b) download pages from our website for caching in a web browser;
(c) print pages from our website;
(d) stream audio and video files from our website; and
(e) use our website services by means of a web browser,
subject to the other provisions of these terms and conditions.
9.2 Except as expressly permitted by Section 9.1 or the other provisions of these terms and conditions, you must not download any material from our website or save any such material to your computer.
9.3 You may only use our website for your own personal and business purposes, and you must not use our website for any other purposes.
9.4 Except as expressly permitted by these terms and conditions, you must not edit or otherwise modify any material on our website.
9.5 Unless you own or control the relevant rights in the material, you must not:
(a) republish material from our website (including republication on another website);
(b) sell, rent or sub-license material from our website;
(c) show any material from our website in public;
(d) exploit material from our website for a commercial purpose; or
(e) redistribute material from our website.
9.6 Notwithstanding Section 5.5, you may redistribute our newsletter in print and electronic form to any person.
9.7 We reserve the right to restrict access to areas of our website, or indeed our whole website, at our discretion; you must not circumvent or bypass, or attempt to circumvent or bypass, any access restriction measures on our website.
10. Acceptable use
10.1 You must not:
(a) use our website in any way or take any action that causes, or may cause, damage to the website or impairment of the performance, availability or accessibility of the website;
(b) use our website in any way that is unlawful, illegal, fraudulent or harmful, or in connection with any unlawful, illegal, fraudulent or harmful purpose or activity;
(c) use our website to copy, store, host, transmit, send, use, publish or distribute any material which consists of (or is linked to) any spyware, computer virus, Trojan horse, worm, keystroke logger, rootkit or other malicious computer software;
(d) conduct any systematic or automated data collection activities (including without limitation scraping, data mining, data extraction and data harvesting) on or in relation to our website without our express written consent;
(e) access or otherwise interact with our website using any robot, spider or other automated means, except for the purpose of search engine indexing;
(f) violate the directives set out in the robots.txt file for our website; or
(g) use data collected from our website for any direct marketing activity (including without limitation email marketing, SMS marketing, telemarketing and direct mailing).
10.2 You must not use data collected from our website to contact individuals, companies or other persons or entities.
10.3 You must ensure that all the information you supply to us through our website, or in relation to our website, is true, accurate, current, complete and non-misleading.
11. Registration and accounts
11.1 To be eligible for an individual account on our website under this Section 11, you must be at least 18 years of age.
11.2 You may register for an account with our website by completing and submitting the account registration form on our website, and clicking on the verification link in the email that the website will send to you.
11.3 You must not allow any other person to use your account to access the website.
11.4 You must notify us in writing immediately if you become aware of any unauthorised use of your account.
11.5 You must not use any other person’s account to access the website, unless you have that person’s express permission to do so.
12. User login details
12.1 If you register for an account with our website, you will be asked to choose a user ID and password.
12.2 Your user ID must not be liable to mislead and must comply with the content rules set out in Section 15; you must not use your account or user ID for or in connection with the impersonation of any person.
12.3 You must keep your password confidential.
12.4 You must notify us in writing immediately if you become aware of any disclosure of your password.
12.5 You are responsible for any activity on our website arising out of any failure to keep your password confidential, and may be held liable for any losses arising out of such a failure.
13. Cancellation and suspension of account
13.1 We may:
(a) suspend your account;
(b) cancel your account; and/or
at any time in our sole discretion without notice or explanation.
13.2 You may cancel your account on our website using your account control panel on the website.
14. Limited warranties
14.1 We do not warrant or represent:
(a) the completeness or accuracy of the information published on our website;
(b) that the material on the website is up to date; or
(c) that the website or any service on the website will remain available.
14.2 We reserve the right to discontinue or alter any or all of our website services, and to stop publishing our website, at any time in our sole discretion without notice or explanation; and save to the extent expressly provided otherwise in these terms and conditions, you will not be entitled to any compensation or other payment upon the discontinuance or alteration of any website services, or if we stop publishing the website.
14.3 To the maximum extent permitted by applicable law and subject to Section 11.1, we exclude all representations and warranties relating to the subject matter of these terms and conditions, our website and the use of our website.
15. Limitations and exclusions of liability
15.1 Nothing in these terms and conditions will:
(a) limit or exclude any liability for death or personal injury resulting from negligence;
(b) limit or exclude any liability for fraud or fraudulent misrepresentation;
(c) limit any liabilities in any way that is not permitted under applicable law; or
(d) exclude any liabilities that may not be excluded under applicable law.
15.2 The limitations and exclusions of liability set out in this Section 11 and elsewhere in these terms and conditions:
(a) are subject to Section 11.1; and
(b) govern all liabilities arising under these terms and conditions or relating to the subject matter of these terms and conditions, including liabilities arising in contract, in tort (including negligence) and for breach of statutory duty, except to the extent expressly provided otherwise in these terms and conditions.
15.3 To the extent that our website and the information and services on our website are provided free of charge, we will not be liable for any loss or damage of any nature.
15.4 We will not be liable to you in respect of any losses arising out of any event or events beyond our reasonable control.
15.5 We will not be liable to you in respect of any business losses, including (without limitation) loss of or damage to profits, income, revenue, use, production, anticipated savings, business, contracts, commercial opportunities or goodwill.
15.6 We will not be liable to you in respect of any loss or corruption of any data, database or software.
15.7 We will not be liable to you in respect of any special, indirect or consequential loss or damage.
15.8 You accept that we have an interest in limiting the personal liability of our officers and employees and, having regard to that interest, you acknowledge that we are a limited liability entity; you agree that you will not bring any claim personally against our officers or employees in respect of any losses you suffer in connection with the website or these terms and conditions (this will not, of course, limit or exclude the liability of the limited liability entity itself for the acts and omissions of our officers and employees).
16. Breaches of these terms and conditions
16.1 Without prejudice to our other rights under these terms and conditions, if you breach these terms and conditions in any way, or if we reasonably suspect that you have breached these terms and conditions in any way, we may:
(a) send you one or more formal warnings;
(b) temporarily suspend your access to our website;
(c) permanently prohibit you from accessing our website;
(d) block computers using your IP address from accessing our website;
(e) contact any or all of your internet service providers and request that they block your access to our website;
(f) commence legal action against you, whether for breach of contract or otherwise; and/or
(g) suspend or delete your account on our website.
16.2 Where we suspend or prohibit or block your access to our website or a part of our website, you must not take any action to circumvent such suspension or prohibition or blocking (including without limitation creating and/or using a different account).
17.1 The necessary data for the transaction shall be stored in strict compliance with applicable legal requirements and solely for concluding the order. All personal data is kept confidential. The Company is authorised to disclose the personal data for purposes of credit checking and payment monitoring.
17.2 In case the customer is using the option to register as a user, he agrees that the Company stores his data for subsequent orders.
18.1 Except as set out in these terms and conditions, no variation of the Contract, including the introduction of any additional terms and conditions, shall be effective unless it is agreed in writing and signed by the Company.
18.2 We may revise these terms and conditions from time to time.
18.3 The revised terms and conditions shall apply to the use of our website from the date of publication of the revised terms and conditions on the website, and you hereby waive any right you may otherwise have to be notified of, or to consent to, revisions of these terms and conditions
18.4 If you have given your express agreement to these terms and conditions, we will ask for your express agreement to any revision of these terms and conditions; and if you do not give your express agreement to the revised terms and conditions within such period as we may specify, we will disable or delete your account on the website, and you must stop using the website.
19.1 You hereby agree that we may assign, transfer, sub-contract or otherwise deal with our rights and/or obligations under these terms and conditions.
19.2 You may not without our prior written consent assign, transfer, sub-contract or otherwise deal with any of your rights and/or obligations under these terms and conditions.
20.1 If a provision of these terms and conditions is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions will continue in effect.
20.2 If any unlawful and/or unenforceable provision of these terms and conditions would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect.
21. Third party rights
21.1 A contract under these terms and conditions is for our benefit and your benefit, and is not intended to benefit or be enforceable by any third party.
21.2 The exercise of the parties’ rights under a contract under these terms and conditions is not subject to the consent of any third party.
22. Entire agreement
Subject to Section 18.2, these terms and conditions, together with our privacy and cookies policy, shall constitute the entire agreement between you and us in relation to your use of our website and shall supersede all previous agreements between you and us in relation to your use of our website.
23. Law and jurisdiction
23.1 These terms and conditions shall be governed by and construed in accordance with English law.
23.2 Any disputes relating to these terms and conditions shall be subject to the exclusive jurisdiction of the courts of England.
24. Our details
24.1 This website is owned and operated by Batan Limited
24.2 We are registered in England and Wales under registration number 09086728 and our registered office is at 95 Aldwych, London WC2B 4JF.
24.3 You can contact us:
(a) using our website contact form; or
(b) by email, using the email address published on our website from time to time.