Terms and conditions

GENERAL TERMS AND CONDITIONS

Identity and contact details of the professional

Treedom s.r.l., with registered office in Florence, Italy, viale Augusto Righi 66, 50137 Tel - Fax +39 055 050 3228, info@treedom.net Registered in the Register of Companies of Florence, C.F. and P.I. 06054770489

Treedom S.r.l. is a company that offers innovative solutions aimed at fostering environmental protection by promoting the planting of trees in agroforestry projects in different countries around the world, the planting of trees is also done through the involvement of Third Sector Entities (e.g. NGOs), other types of Associations. (Hereinafter also 'Treedom')

The so called "General Terms and Conditions" referred to in this Agreement set out the terms, in clear and easy to understand language, and conditions to be applied to the purchase of services through the Treedom website (www.treedom.net). The User is obliged to read the Terms of Sale carefully before placing an online order. The user who proceeds to purchase a service on this platform declares to have read and fully accept the following terms and conditions. When placing an order through the Website, the User declares that he/she unconditionally accepts the conditions and terms specified below. The use of the Site is subject to the "Site Terms of Use", which can be freely consulted in the Section - "Site Privacy Policy". These Conditions of Sale, together with the order confirmation, represent the contract for the provision of services between Treedom and the Customer. No other conditions or terms shall apply unless expressly agreed between the parties. These Terms and Conditions of Sale are also published on the website www.treedom.net in order to allow them to be known, stored and reproduced by the Customer. These premises form an integral and substantial part of the Online Sales Contract between the Customer and the Supplier.

Article 1 - Definitions

The following General Terms and Conditions shall be understood to mean:

Contract" means the contract for the purchase and sale of services concluded between Treedom and the Customer within the framework of a distance selling system by means of telematic tools, organised by Treedom.
"Customer" or "User" shall mean the Consumer or the natural or legal person who purchases the service as part of his or her professional or entrepreneurial activity and who has access to the Site (as defined below) by means of the registration procedure and creation of an account as provided for in Article 3 below.
Supplier', where indicated, means the company Treedom, identified above, which acts within the framework of its business activity and offers the services via the website www.treedom.net.
a 'one-shot' contract/purchase means the purchase of a single performance service by the User; a 'subscription' contract/purchase means the purchase of a continuous performance service.
"Techniques of distance communication" means any means that, without the simultaneous physical presence of Treedom and the Customer/User, may be used for the conclusion of the contract between the said parties.
platform' means the website owned by Treedom;
community' means all natural or legal persons registered on the platform;
services' means the services, set out in Articles 5, 6, 7, 8 of these general terms and conditions, which Treedom undertakes to provide at the Customer's request.

Article 2 - Object

These General Terms and Conditions govern the purchases made by the User on the web platform owned by Treedom, www.treedom.net., together with the particular conditions that may govern the services offered.
In the event of any inconsistency between the provisions of the Contract, the Annexes, if any, and the General Conditions, the content of the latter shall prevail, except where the Parties have agreed, in the Contract or the Annexes, if any, to an express derogation from the General Conditions.
With the acceptance of the Contract, the User purchases at a distance by telematic means and for a monetary consideration, exclusively the service of planting one or more trees within the agro-forestry projects promoted by Treedom, and any services indicated in the special conditions, which Treedom undertakes to provide in the manner detailed for each service. The services are indicated and offered for sale on the website www.treedom.net (catalogue).
The possible nullity of certain provisions of these General Terms and Conditions does not imply their total nullity. In this case, the Parties shall agree in good faith on new, similar provisions in order to maintain the negotiating balance of the Contract.

Article 3. Registration on the Site and exclusive method of contract conclusion

In order to be able to purchase the services offered, the user must necessarily be registered in the Treedom community www.treedom.net. The creation of an account is free of charge and requires acceptance of the 'Terms of use of the site' (available online via the appropriate link in the footer of the site itself). In order to create an account by registering on the Site, the User must fill in the form on the Site, which will indicate the entry of compulsory and, possibly, optional data. If the User has already created an account, he may access the services offered by the Site and, in particular, purchase services via the Site, by entering his authentication credentials in the login form. The registered User guarantees that the information provided during the registration process is complete, correct and true. The User agrees to indemnify and hold the Provider harmless from any damages, compensation obligations and/or penalties arising from or in any way related to the User's violation of the rules on registration to the Site or the storage of Registration Credentials. The User is, therefore, solely responsible for access to the Site by means of his or her Registration Credentials and is directly liable for any damage or harm caused to the Provider or third parties by improper use, loss, misappropriation by others or failure to maintain proper secrecy of his or her Registration Credentials. All transactions carried out using the Registration Credentials shall be deemed to have been carried out by the User to whom they relate.

Article 4 - Conclusion and effectiveness of the contract

The contract is concluded by the exact completion of the purchase form and the consent to the purchase manifested through the user's account as stated in Article 3.
By sending the form/order form, the Customer acknowledges and declares that he/she has read all the indications provided to him/her during the purchase procedure, as well aś the additional information contained in the Site relating to Privacy and to fully and unconditionally accept these Terms of Sale, as well as the particular conditions of sale relating to the specific service requested.
The contract is concluded and effective when Treedom receives the order from the User. Treedom then sends a confirmation e-mail or displays a web page confirming and summarizing the order.

Article 5 - Obligations of the Client

The Customer undertakes to make payment of the full price for the purchase of the services requested in the manner and within the timeframe indicated on the special web page www.treedom.com and in Article 6 below.
The customer undertakes to provide Treedom with all information necessary for the proper and adequate performance of the services.
The Customer undertakes to perform the activities that may be indicated as its responsibility in the Special Conditions or in the Annexes, if any, where provided for therein, and to comply with the provisions of Article 6 below.

Article 6 - Economic Conditions

For the performance of the services required under the Contract, the Customer shall pay Treedom the amounts indicated in total at the end of the purchase session. All sales prices of the services presented and indicated on the www.treedom.net/catalogo website are in euros, pounds sterling and dollars. The sales prices mentioned in the preceding paragraph are inclusive of VAT and any other taxes. Each service offered on the Site is accompanied by an information sheet illustrating its main features (the 'Service Sheet').
Payment may be made either monthly or annually in a lump sum at the time of online purchase in the manner and timing indicated on the appropriate web page www.treedom.net. The following payment methods are allowed: Visa Mastercard Maestro American Express (only currency EUR) Diners Discover JCB UnionPay ApplePay GooglePay Paypal (under consideration) SEPA
At the same time that the order confirmation and summary e-mail is sent, the amount corresponding to the service(s) purchased will be charged to the Customer. If, for any reason whatsoever, the debiting of the amounts due by the Buyer does not take place, the sale process is automatically cancelled.
Treedom shall issuè the purchase invoice for the service(s) in accordance with the law, and the courtesy copy shall be available on the purchaser's personal page. For the issuance of the receipt, the information provided by the User will be used. No changes to the data shall be possible after the receipt (or invoice if requested) has been issued.
The User may also request the header and related billing of the services covered by this Agreement from third parties. This right shall only apply in the event that the Customer acts as an agent (also without representation.
The services covered by this contract will not be invoiced to third parties in any other manner than as set out in the preceding paragraph.

Article 7 - Planting Service

The planting service is carried out by Treedom on its own or with the help of third parties, within projects included on the Treedom platform, as they meet the principles and operational and quality criteria required.
Unless otherwise expressly agreed, the planting service shall generally be performed within 18 months from the conclusion of the Contract. The above term may be subject to change depending on the conditions and seasonal cycles of the project areas.
If the User does not choose a particular tree species available online, the tree species to be planted shall be at the complete discretion of Treedom, which shall therefore have the right to identify the tree species and the country of planting at its own discretion on the basis of the Projects carried out from time to time.
If, due to force majeure, certain tree species are not available at the time of planting the Customer agrees that Treedom performs the planting service in the manner provided for in section 7.3.
The provisions of Section 7.3 shall also apply in the event that transplantation is not possible in the country chosen by the User due to, but not limited to, the following 5.A. supervening impossibility of operating in the indicated country (or countries) due to climatic, ecological, political or social adversities, pandemics, or operational difficulties in the proper management and maintenance of the project; 5.B. supervening impossibility of operating, under safe conditions, in the countries in which it is possible to plant the species possibly requested; 5.C. failure of the species to take root in the nursery or high probability that the species, once transplanted, will not take root; 5.D. sudden difficulty in procuring the agricultural raw materials or unexpected and unforeseeable increase in the costs of planting and managing the tree species caused by events extraneous to the relationship between the Parties that do not permit the implementation of any conditions chosen by the User.
In the assumptions referred to in the preceding paragraphs, the Customer agrees as of now that the planting service is carried out in different countries and/or with different tree species than requested by the Customer. In this case, Treedom will plant a quantity of trees not less than that requested by the Customer and, in any case, with a total CO2 storage capacity not less than that estimated in relation to the planting service originally requested.
If the change in the preceding paragraphs leads to an increase in the costs of the services offered, Treedom shall make price adjustments with reference to plantings after the year of stipulation, subject to prior notification of the subscribers.
The planting will be carried out with the involvement of third parties (such as, by way of example but not limited to, NGOs and other Associations), taking into account, in any case, the fact that this activity must in any case take place in compliance with the times and limits dictated by the availability of the trees, the seasonality and the natural and social events that affect the individual country where the Project is carried out. In this regard, the Client acknowledges and accepts that the planting of trees may take place at later times than the provisions of art. 7.2 above as it is subject to variations depending on local climatic, environmental and logistic conditions and the seasonal cycles of the project areas.
Treedom undertakes with the utmost diligence to implement and transmit to third parties (such as, by way of example and not limited to, NGOs and other Associations), involved in the planting of the trees, the agronomic methods and good agro-forestry practices to maximize the survival of the trees planted and virtually owned by the Customer. This commitment includes, but is not limited to, training activities, on-site and remote agronomic training, site visit, remote and on-site monitoring, manual control and approval of each and every photo of the trees virtually in the Client's name. Good agronomic practices also generally include extra nursery production and extra tree planting to compensate for any failures.

Article 8 - "Virtual header" service of trees and CO2

The service of "virtual header" of trees enables the Customer to obtain, on the Treedom platform, a direct link with the planted trees, so that the connection between the Customer and each tree planted in his/her name is visible.
The service of "virtual naming" of trees enables the Customer to obtain, on the Page uploaded to the Platform, the virtual attribution to him/herself of the trees covered by this contract, it being understood, however, that the ownership of the trees remains with the third parties/entities that have carried out the planting, in accordance with the regulations applicable in the territory in which the trees are planted.
In order to enable Treedom to carry out the above-mentioned "virtual header", by concluding the Contract the Customer authorises Treedom to create a page dedicated to him within the platform.
The collection and publication on the Platform and/or the Page by Treedom of the information and material communicated by the Customer with reference to its sustainability policies, including logos and "Information", may include by Treedom and only for the purposes expressly provided for in this Agreement and, in particular, only for the purposes: 4.A.of the creation of the Customer's Personal Page within the Platform,
4.B.the inclusion and annotation of the Customer in Treedom 's customer list, consenting as of now to the Customer's use of his/her information; 4.C. for internal purposes by Treedom; 4.D.for the fulfilment of legal obligations or dictated by any applicable legislation.
The information and material provided by the Customer for the purpose of creating the Personal Page, in addition to that provided when using the various services offered by Treedom, constitutes public information, meaning information that is always publicly available, as well as information that, although concealable, the Customer decides to make public on the Platform.
By making your information public, it will be visible and viewable if someone searches on Treedom or public search engines. For example, publicly available information will include: company name and/or brand; tree ID; logo, if transmitted; number of trees planted and/or redeemed; amount of CO2 calculated and/or absorbed; amount of CO2 available for further absorption; text messages about trees.
By purchasing the service, the Customer who is the "virtual owner" of a tree is also the "virtual owner" of the amount of kg of CO2 that, based on a conservative estimate, that tree will absorb in a given time interval.
Treedom undertakes as of now to keep the Platform active for the entire duration of the Contract and after the conclusion thereof unless the Customer requests its deactivation and off-line by sending a Pec to the e-mail address info@treedom.net.

Article 9 - "Virtual gift" service of trees in the name of the customer

If the Customer decides to make use of the service indicated in this article, Treedom may carry out in favour of the Customer the "virtual gift" service, which allows the Customer, for each tree virtually registered to him/her, to "transfer" it by assigning it, again virtually, to a third party (e.g. consumer or customer, the possibility of giving trees to another business account being excluded).
On the Customer's Page, the chosen tree will be planted in the name of the Customer and "virtually given" to a third party who will only benefit from the services provided in relation to that tree upon his or her registration on the Platform, accepting that his or her profile will become public.
The "virtual" allocation can take place by means of the actions proposed on the platform and within the customer profile in the gift trees section.
Treedom shall not be liable for any failure to use the allocation service due to inactivity on the part of the customer, nor for any misuse of it by third parties who may have received it directly or indirectly from the customer.

Article 10 - The Customer Page on the Platform

Treedom will create, within the Platform, a specific page/profile dedicated to the Customer (so-called "Customer Page").
The Customer Page will be created following the Customer's registration on the Treedom page. The aforementioned Page will contain general information relating to the name, trademark and/or sign of the Customer as well as, subject to possible approval of the material by Treedom, further information concerning, for example, the initiatives carried out by the Customer.
Within the Customer Page there will be further sub-sections where the various projects to which the Customer has adhered, the plantings carried out, photographs of the trees virtually in the Customer's name, stories about the country where each Project is carried out, botanical species and curiosities, people, social impact, etc. will be published.
The Page may be, on the basis of the timing defined independently by Treedom, enriched, by way of example and not exhaustively, with additional information such as: introductory video on Treedom experience; coordinates of the nursery; photographs of the nursery; coordinates of the planting of the tree(s); one-off photograph of the tree(s) after planting;

Article 11 - Duration

The Contract shall have a duration in accordance with the option chosen by the User on the basis of the types of contracts offered by Treedom.
In the case of a "subscription" contract, it shall run from the date of its signature.
In the case of a "One Shot" contract, this shall run from the date of signing of the contract for the duration specified in the contract.
At the end of the effectiveness of the Contract and/or in case of non-renewal of the same, all obligations provided for by Treedom shall cease and, in particular, the Customer may no longer use the trees virtually registered to him through this Contract for new and future own promotion, communication, marketing campaigns, being limited only to indicate, on its website and/or on the corporate documents, that it has supported in the past the Projects carried out by Treedom.

Article 12 - Express termination clause

In the event of non-performance of the obligations under this Contract, both Parties shall be entitled, pursuant to Art. 1456 of the Civil Code, to terminate the contract. This possibility shall occur: A) in the event of non-performance of the cargo obligations specified in the Contract and in Arts. 4 and 5 of these General Terms and Conditions, B) if the Customer sends or communicates information, of whatever nature and in whatever form, that is untrue and/or subject to confidentiality obligations, C) if the other Party is subject to insolvency, bankruptcy or other insolvency proceedings.
In any event, pursuant to Art. 1456, para. 2, of the Civil Code, such termination shall occur as of right when the party concerned declares to the other party, by written notice to be sent by registered letter with return receipt or PEC, that it intends to avail itself of the termination clause referred to in this Article.

Article 13 - Respect for rights relating to working conditions

The Parties mutually acknowledge their respective compliance with labour law, guaranteeing to apply, with respect to their employees, all binding laws, provisions and collective agreements in the field of social security and labour under Italian, European and international law.
The Parties also guarantee that they are in compliance with all obligations deriving from current legislative, contractual and regulatory provisions on employment and social security and assistance in respect of their employees, assuming all related charges, expressly including those relating to the payment of salaries due, indemnities, social security, insurance and tax payments and deductions, the payment of administrative sanctions and anything else provided for by current legislation in relation to the said employment relationships or their termination. With reference to third parties (such as, but not limited to, NGOs and other Associations), involved in the planting activities covered by this Contract, Treedom guarantees that the above mentioned organisations operate in compliance with the Treedom Code of Ethics present on the Platform.

Article 14 - Use of the logo and data provided by the Customer

By signing this Contract, the Customer agrees to be included in Treedom's customer list. With the Customer's written permission, Treedom may include the Customer's logo and/or trademark in its business portfolio.
The Customer acknowledges and agrees that, through the publication of Information and content on the Platform, these will become public and, in any case, accessible to all those who navigate on the Platform or to Treedom. As a result, nothing can be imputed and/or contested to Treedom for the mere fact of having provided for the publication of logos, content and Information in execution of this Agreement, being excluded any liability of Treedom in this regard.
The customer agrees as of now to use the trademark, logo and any other material in which reference is made to Treedom, including but not limited to: advertising, promotional posters, multimedia content, social content and media, exclusively downloadable from the Treedom website.ultimedia, social and media content, exclusively downloadable from Treedom website. Treedom reserves the right to verify the correct use in accordance with the relevant user manual received by the Customer and in such a way as to safeguard the name, image and corporate decorum of Treedom, its social purpose and the protection of the environment, without prejudice to the obligation, in default, to compensate the damage caused.

Article 15 - Compatibility of the platform with the User's browser

The Customer acknowledges that the Platform will be made accessible to him/her through the following browsers and operating systems, which the Customer declares to have:

Chrome 87 and higher;
Firefox 88 and higher;
Opera75 and above;
Safari 13.1 and higher;
Safari Mobile 13.4 and higher;
Android Chrome 91 and higher;
Android Firefox 89 and higher.

Article 16 - Information guarantees and complaints

For information and clarifications on the conditions of the service, as well as for any complaints, the Customer may contact us at +39 055 050 3228 from Monday to Friday, from 9:30 a.m. to 1:30 p.m. (GMT+1) or write to us at info@treedom.net. Treedom shall only be liable, apart from what is provided for in point _ above, due to force majeure, for the interruption, suspension or non-conformity of the service provided with respect to the characteristics illustrated at the time of the proposal on the website. For the purposes of the following points, the User shall report the interruption, suspension or lack of conformity to the Supplier. The report is not necessary if the Supplier has acknowledged the existence of the problem. The User retains, in any case, the right to request termination of the contract and to act for compensation for any damages suffered, provided that he has reported the defect within the legal time limits. Should the suspension, interruption or non-conformity of the service provided exist, the User may request, alternatively and free of charge, under the conditions set out below, the reinstatement of the service purchased or the provision of an equivalent service, a reduction in the purchase price or the termination of this contract, unless the request is objectively impossible to fulfil or is excessively onerous for the Supplier in relation to the value of the service provided. Any complaint/request must be made in writing, telematically to the e-mail address or certified e-mail address treedom@pec.it or by registered mail with return receipt to the following address viale Augusto Righi, n. 66, Firenze (FI), cap. 50137 to the Supplier, which shall indicate its willingness to carry out the request, or the reasons preventing it from doing so. In the same communication, if the Supplier has accepted the user's request, it shall indicate the manner and timeframe for restoring the service or activating the equivalent service, or the price reduction applied. If restoration of the service or its replacement with an equivalent one is impossible or excessively expensive, or if the Supplier has not restored the service or replaced it with an equivalent one within the period referred to in the preceding paragraph, the Purchaser may, at its option, demand a reasonable reduction in the price or, if all legal requirements are met, terminate the contract.

Article 17 - Right of Withdrawal

All Users, both Consumers and those who are not assimilated to Consumer, shall in any case have the right to withdraw from the contract entered into, without any penaltỳ and without specifying the reason, within the term of 14 (fourteen) calendar days (the so-called "Withdrawal Period"), starting from the day of the conclusion of this contract. This is without prejudice to the User's right of withdrawal in cases where he has consented to early performance of the contract. In such cases, the Purchaser shall pay the Supplier a sum of an amount proportional to the service provided up to the time at which the exercise of the right of withdrawal was made known. To exercise the right of withdrawal, the User may use the option made available to him in his profile. The only costs payable by the Purchaser for the exercise of the right of withdrawal under this paragraph and thereafter are the direct costs of returning to the Supplier any capital goods supplied with the service.

Article 18 - Supplier's Liability

The supplier accepts no liability for disruptions in service due to force majeure if it fails to execute the order within the contractually agreed time or is unable to provide the service in whole or in part as promised. Please also refer to Section 7 regarding the planting service.
The Supplier shall not be liable to the Customer, except in the case of wilful misconduct or gross negligence, for disservices or malfunctions related to the use of the Internet beyond its control.
The Supplier shall also not be liable for any damages, losses and costs suffered by the Customer as a result of the non-performance of the contract for reasons not attributable to him, without prejudice to the Customer's right to a full refund of the price paid and any ancillary charges incurred.
The Supplier assumes no liability in the event of any fraudulent and unlawful use that may be made by third parties, of credit cards and other means of payment, when paying for the services purchased, if it proves that it has taken all possible precautions based on the best knowledge and experience at the time and on ordinary diligence, in full compliance with the regulations in force at the time of purchase.

Article 19 - Assignment of Contract

The Parties may not assign these General Terms and Conditions and/or the Contract in whole or in part to third parties unless agreed in writing.

Article 20 - Intellectual Property Rights

All content, in whatever format, published on the Site, including the web pages, graphics, tools, fonts and design of the website, etc., are protected by copyright and any other intellectual property rights belonging to the Supplier and any other rights holders. Reproduction, in whole or in part, in any form whatsoever, of the Site and its content is prohibited without the express written consent of the Supplier. The Supplier has the exclusive right to authorise or prohibit the direct or indirect, temporary or permanent reproduction, in any way or form, in whole or in part, of the Site and its contents. The Supplier's trademark, as well as all figurative and non-figurative trademarks and more generally all other trademarks, illustrations, images and logos present, whether registered or not, are and remain the exclusive property of the Supplier.

Article 21 - Confidentiality and Privacy Clause

With the exception of what is agreed with regard to the use of information for the creation of the page on the Platform and the activities of execution of this Contract, the Parties agree to treat as confidential any data and information acquired in connection with the execution of this Contract, including, but not limited to, information related to the Contract, financial, technology and business information of the Parties, as well as, all information relating to intellectual property rights, industrial applications or other nature, protected by patent, trade secret or other legal protection, which appears to be confidential or is expressly qualified as confidential by the Parties (the "Confidential Information"). Such information shall therefore be treated by the Parties in a confidential manner, solely for the purpose of the performance of the Contract and shall not be disclosed to third parties without the instructions and written consent of the other Party. The obligations set forth in this Article shall remain in force for a period of 5 (five) years after termination of the Contract, for whatever cause, except for Confidential Information that may be considered or is expressly indicated by a Party as a trade secret within the meaning of Directive (EU) 2016/943 and its national implementing acts and measures, in respect of which the obligations set forth in this Article shall be deemed to apply in perpetuity. Users' data are processed by Treedom in accordance with the provisions of by Regulation (EU) 2016/679 (GDPR). The User declares having read the information pursuant to Articles 13 and 14 of Regulation (EU) 2016/679 (GDPR) available at www.treedom.com. The User's personal, corporate and fiscal data, acquired directly or indirectly by Treedom, will be collected and processed in paper, computer or telematic form, exclusively to allow the execution of purchase orders. The data will be kept for a period of time not exceeding that necessary for the purposes for which they were collected and subsequently processed. For all matters not expressly provided for herein, reference is made to the aforementioned information notice, which the Customer declares to have received, examined and understood. The User may, at any time, exercise the rights set out in Articles 15 to 22 of the Regulation, to be understood as fully recalled herein, and lodge a complaint with the Data Protection Authority (www.garanteprivacy.it).

Article 22 - Amendments

Treedom reserves the right to change the Services offered, the policies and these Terms and Conditions at any time to offer new products or services or to comply with legal and regulatory requirements. You will be subject to the policies and terms of the Terms from time to time in effect at the time you use Treedom's Services. If any provision of these Conditions is held invalid, void or for any reason unenforceable, such condition shall not affect the validity and enforceability of the other provisions. These conditions will be updated periodically. It is the Customer's responsibility to always refer to the latest version published on the site.
Treedom's failure to exercise or enforce any right conferred by these General Terms and Conditions shall not be deemed a waiver of such right, nor shall it result in the forfeiture of any action.

Article 23 - Applicable Law and Jurisdiction Competent

For anything not expressly provided for in this contract, the provisions of Italian law shall apply.
The Court of Florence shall have exclusive jurisdiction over any dispute concerning the Contract and/or its execution and/or interpretation and/or termination.

Vexatious Clauses

I hereby declare that I have read the above clauses and conditions in full, and in particular those set out in points 5 (Obligations of the Customer), 7 (Planting service), 11 (Duration, with particular reference to automatic renewal of the contract); 12 (Express termination clause) 14 (Use of the Customer's logo and data), 16 (Guarantees, information and assistance); 18 (Supplier's responsibility), 21 (Confidentiality), 22 (Amendments to the contract), 23 (Applicable law and competent court), the clauses of which - re-read and approved - are accepted by the Customer for all consequential purposes, and in particular pursuant to and in accordance with arts. 1341 and 1342 of the Italian Civil Code.