Terms of Use

Last Revised October 2024
The following terms and conditions (these “Terms”) apply to your use of Digital Green Foundation’s (“Company”, “we” or “us”) website, www.digitalgreen.org, including any relevant subdomains (the “Website”), the artificial intelligence-powered chatbot assistant, “FarmerChat” (the “Chatbot”) and any related mobile applications (the “Apps”), including the “FarmerChat Partners” App (the “Partners App”).  The Website, the Chatbot, the Apps and any content, tools, features and functionality offered on or through the Chatbot and the Apps are collectively referred to as the “Services.”  We may make the Chatbot available on third-party social media applications or platforms, but your use of such third-party social media applications or platforms for any use other than with our Chatbot is not considered part of our Services.  These Terms govern your access to and use of the Services.  Please read these Terms carefully, as they include important information about your legal rights. By accessing and/or using the Services, you are agreeing to these Terms. If you do not understand or agree to these Terms, please do not use the Services. For purposes of these Terms, “you” and “your” means you as the user of the Services. If you use the Services on behalf of a company or other entity then “you” includes you and that entity, and you represent and warrant that (a) you are an authorized representative of the entity with the authority to bind the entity to these Terms, and (b) you agree to these Terms on the entity’s behalf. SECTION 8 CONTAINS AN ARBITRATION CLAUSE AND CLASS ACTION WAIVER. BY AGREEING TO THESE TERMS, YOU AGREE (A) TO RESOLVE ALL DISPUTES (WITH LIMITED EXCEPTION) RELATED TO THE COMPANY’S SERVICES AND/OR PRODUCTS THROUGH BINDING INDIVIDUAL ARBITRATION, WHICH MEANS THAT YOU WAIVE ANY RIGHT TO HAVE THOSE DISPUTES DECIDED BY A JUDGE OR JURY, AND (B) TO WAIVE YOUR RIGHT TO PARTICIPATE IN CLASS ACTIONS, CLASS ARBITRATIONS, OR REPRESENTATIVE ACTIONS, AS SET FORTH BELOW. YOU HAVE THE RIGHT TO OPT-OUT OF THE ARBITRATION CLAUSE AND THE CLASS ACTION WAIVER AS EXPLAINED IN SECTION 8.

1. The Services and Who May Use the Services

1.1 User Input and User Output

    • Certain of the Services use generative artificial intelligence tools and functionalities to answer your farming-related questions and provide related information and feedback. As a part of the Services, you can submit questions, prompts and other information, content or materials (“User Input”) into the Services, and the Services will use artificial intelligence technologies to generate responses based on your User Input (“User Output”). You can only use User Output for your legitimate business purposes. 
    • You may not direct the Services to generate any User Output in violation of any applicable intellectual property right, contractual restriction or other law. By submitting any User Input through the Services, you represent and warrant that you have, or have obtained, all rights, licenses, consents, permissions, power and/or authority necessary to submit and use (and allow us to use) such User Input in connection with the Services. You represent and warrant that your submission of a User Input in connection with your use of the Services, including to generate User Output, will not breach any law or any third party’s terms and conditions associated with such User Input. 
    • You grant us a nonexclusive, royalty-free, transferable, sub-licensable, worldwide, perpetual and irrevocable license to access, use, host, cache, store, reproduce, transmit, display, publish, distribute, and modify any User Input and User Output as needed to provide, develop and improve upon our products and services, including the Services, and to otherwise permit access to or disclose your User Input or User Output to third parties as needed to accomplish the foregoing or as necessary to comply with our legal obligations.

1.2 Partners App. The Services include our Partners App, which allows you, if you are a farmer user, to input certain information about your farming practices and creates a profile based on such information. Such profiles and information can be accessed and viewed by farmer producer organizations and other similar organizations for their legitimate business purposes in accordance with these Terms.

1.3 Eligibility. You must be 18 years of age or older to use the Services. By using the Services, you represent and warrant that you meet these requirements.

2. Location of Our Privacy Policy

2.1 Privacy Policy. Our Privacy Policy describes how we handle the information you provide to us when you use the Services. For an explanation of our privacy practices, please visit our Privacy Policy located at https://digitalgreen.org/privacy-policy/

3. Rights We Grant You

3.1 Right to Use Services. We hereby permit you to use the Services for your legitimate business purposes only, provided that you comply with these Terms in connection with all such use.  If any software, content or other materials owned or controlled by us are distributed to you as part of your use of the Services, we hereby grant you, a personal, non-assignable, non-sublicensable, non-transferrable, and non-exclusive right and license to access and display such software, content and materials provided to you as part of the Services (and right to download a single copy of the Apps onto your applicable equipment or device), in each case for the sole purpose of enabling you to use the Services as permitted by these Terms. Your access and use of the Services 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 the Service or other actions that Company, in its sole discretion, may elect to take.

3.2 Restrictions On Your Use of the Services. You may not do any of the following in connection with your use of the Services, unless applicable laws or regulations prohibit these restrictions or you have our written permission to do so:

    • download, modify, copy, distribute, transmit, display, perform, reproduce, duplicate, publish, license, create derivative works from, or offer for sale any information contained on, or obtained from or through, the Services, except for temporary files that are automatically cached by your web browser for display purposes, or as otherwise expressly permitted in these Terms;
    • duplicate, decompile, reverse engineer, disassemble or decode the Services (including any underlying idea or algorithm), or attempt to do any of the same;
    • use, reproduce or remove any copyright, trademark, service mark, trade name, slogan, logo, image, or other proprietary notation displayed on or through the Services;
    • use automation software (bots), hacks, modifications (mods) or any other unauthorized third-party software designed to modify the Services;
    • exploit the Services for any commercial purpose, including without limitation communicating or facilitating any commercial advertisement or solicitation; 
    • access or use the Services in any manner that could disable, overburden, damage, disrupt or impair the Services or interfere with any other party’s access to or use of the Services or use any device, software or routine that causes the same;
    • attempt to gain unauthorized access to, interfere with, damage or disrupt the Services, or the computer systems or networks connected to the Services;
    • circumvent, remove, alter, deactivate, degrade or thwart any technological measure or content protections of the Services;
    • use any robot, spider, crawlers, scraper, or other automatic device, process, software or queries that intercepts, “mines,” scrapes, extracts, or otherwise accesses the Services to monitor, extract, copy or collect information or data from or through the Services, or engage in any manual process to do the same; 
    • introduce any viruses, trojan horses, worms, logic bombs or other materials that are malicious or technologically harmful into our systems;
    • submit, transmit, display, perform, post or store any content that is unlawful, defamatory, obscene, excessively violent, pornographic, invasive of privacy or publicity rights, harassing, abusive, hateful or cruel, or otherwise use the Services in a manner that is obscene, excessively violent, harassing, hateful, cruel, abusive, pornographic or inciting, organizing, promoting or facilitating violence or criminal or harmful activities;
    • violate any applicable local, state, national or international law or regulation in connection with your access to or use of the Services;  or
    • access or use the Services in any way not expressly permitted by these Terms. 

3.3 Use of the Apps.  You are responsible for providing the mobile device, wireless service plan, software, Internet connections and/or other equipment or services that you need to download, install and use the Apps.  We do not guarantee that the Apps can be accessed and used on any particular device or with any particular service plan.  We do not guarantee that the Apps or will be available in any particular geographic location. As part of the Services and to update you regarding the status of deliveries, you may receive push notifications, local client notifications, text messages, picture messages, alerts, emails or other types of messages directly sent to you in connection with the Apps (“Push Messages”). You acknowledge that, when you use the Apps, your wireless service provider may charge you fees for data, text messaging and/or other wireless access, including in connection with Push Messages. You have control over the Push Messages settings, and can opt in or out of these Push Messages through the Services or through your mobile device’s operating system (with the possible exception of infrequent, important service announcements and administrative messages). Please check with your wireless service provider to determine what fees apply to your access to and use of the Apps, including your receipt of Push Messages from the Company. You are solely responsible for any fee, cost or expense that you incur to download, install and/or use the Apps on your mobile device, including for your receipt of Push Messages from the Company.

4. Ownership and Content

4.1 Ownership of the Services. The Services, including their “look and feel” (e.g., text, graphics, images, logos), proprietary content, information and other materials, are protected under copyright, trademark and other intellectual property laws. You agree that the Company and/or its licensors own all right, title and interest in and to the Services (including any and all intellectual property rights therein) and you agree not to take any action(s) inconsistent with such ownership interests.  We and our licensors reserve all rights in connection with the Services and its content, including, without limitation, the exclusive right to create derivative works. 

4.2 Ownership of Trademarks. The Company’s name, logos, trademarks and all related names, logos, product and service names, designs and slogans are trademarks of the Company or its affiliates or licensors.  Other names, logos, product and service names, designs and slogans that appear on the Services are the property of their respective owners, who may or may not be affiliated with, connected to, or sponsored by us.  

4.3 Ownership of Feedback. We welcome feedback, comments and suggestions for improvements to the Services (“Feedback”). You acknowledge and expressly agree that any contribution of Feedback does not and will not give or grant you any right, title or interest in the Services or in any such Feedback. All Feedback becomes the sole and exclusive property of the Company, and the Company may use and disclose Feedback in any manner and for any purpose whatsoever without further notice or compensation to you and without retention by you of any proprietary or other right or claim. You hereby assign to the Company any and all right, title and interest (including, but not limited to, any patent, copyright, trade secret, trademark, show-how, know-how, moral rights and any and all other intellectual property right) that you may have in and to any and all Feedback. 

5. Donations

5.1 The Website may permit you to make a donation. When you make a donation, you authorize our third-party payment processors to charge your applicable payment method for the amount of such donation. You acknowledge and agree that all information you provide with regard to a payment on the Website, including, without limitation, credit card, PayPal, bank account or other payment information, is accurate, current and complete. You represent and warrant that you have the legal right to use the credit card you provide to our payment processor. Unless otherwise noted, all currency references are in U.S. Dollars. All fees and charges are payable in accordance with the payment terms in effect at the time the fee or the charge becomes payable. The Company does not view or store your credit card or other payment information. To learn more about our credit card processing vendors and their respective privacy and other policies which apply when you make a payment through their services, please review the policies on their sites.

5.2 All donations to the Company will be used to benefit our mission to create a world where farmers use technology and data to build prosperous communities. Donations are tax-deductible in full or in part to the extent allowed by law and are processed in U.S. Dollars. The Company is a U.S. nonprofit, tax-exempt charitable organization under Section 501(c)(3) of the U.S. Internal Revenue Code.

6. Third-Party Services and Materials

6.1 Use of Third-Party Materials in the Services. Certain Services may display, include or make available content, data, information, applications, materials, products, or services from third parties (“Third-Party Materials”) or provide links to or integrations with certain third-party websites, service providers or vendors. Third-Party Materials include the open source software or other third-party software, such as third-party large language models, that are included in the artificial intelligence and machine learning models you access or use through the Services. We do not warrant or endorse and do not assume and will not have any liability or responsibility to you or any other person for any third-party services, Third-Party Materials or third-party websites, or for any other materials, products, or services of third parties. Third-Party Materials and links to other websites are provided solely as a convenience to you. You acknowledge that the Services may be made available via a third-party platform and that the Company shall have no liability or responsibility to you for any acts or omissions of any third-party platform we may use from time to time. 

7. Disclaimers, Limitations of Liability and Indemnification

7.1 Disclaimers 

    • Your access to and use of the Services are at your own risk. You understand and agree that the Services are provided to you on an “AS IS” and “AS AVAILABLE” basis. Without limiting the foregoing, to the maximum extent permitted under applicable law, the Company, its parents, affiliates, related companies, officers, directors, employees, agents, representatives, partners and licensors (the “Company Entities”) disclaim all warranties and conditions, whether express or implied, of merchantability, fitness for a particular purpose or non-infringement. The Company Entities make no warranty or representation and disclaim all responsibility and liability for: (a) the completeness, accuracy, availability, timeliness, security or reliability of the Services, including any User Output; (b) the infringement of the rights of any third party in your use of any User Output; (c) any harm to your computer system, loss of data, or other harm that results from your access to or use of the Services; (d) the operation or compatibility with any other application or any particular system or device; and (e) whether the Services will meet your requirements or be available on an uninterrupted, secure or error-free basis. No advice or information, whether oral or written, obtained from the Company Entities or through the Services, will create any warranty or representation not expressly made herein.
    • Although we try to ensure the accuracy of the User Output from our Services, we make no promise or guarantee that the Services are error-free.  You acknowledge that the Services may generate User Output containing incorrect, biased, or incomplete information. You should not rely on the Services or any User Output for advice of any kind, including medical, legal, investment, financial or other professional advice. Any User Output is not a substitute for advice from a qualified professional. You acknowledge that due to the nature of generative artificial intelligence tools, other users of the Services may create and use their own User Output that is similar or the same as your User Output, such as because the same or similar User Input was provided, and you agree that such other users can use their own individually created User Output for their own internal business purposes.
    • The Company Entities take no responsibility and assume no liability for any content that you, another user, or a third party creates, uploads, posts, sends, receives, or stores on or through our Services, including any User Output. 
    • You understand and agree that you may be exposed to content that might be offensive, illegal, misleading, or otherwise inappropriate, none of which the Company Entities will be responsible for.

7.2 Limitations of Liability. To the extent not prohibited by law, you agree that in no event will the Company Entities be liable (a) for damages of any kind, including indirect special, exemplary, incidental, consequential or punitive damages (including, but not limited to, procurement of substitute goods or services, loss of use, data or profits, business interruption or any other damages or losses, arising out of or related to your use or inability to use the Services), however caused and under any theory of liability, whether under these Terms or otherwise arising in any way in connection with the Services (including any User Output) or these Terms and whether in contract, strict liability or tort (including negligence or otherwise) even if the Company Entities have been advised of the possibility of such damage, or (b) for any other claim, demand or damages whatsoever resulting from or arising out of or in connection with these Terms, User Output or the delivery, use or performance of the Services or User Output.  Some jurisdictions do not allow the exclusion or limitation of incidental or consequential damages, so the above exclusion or limitation may not apply to you. The Company Entities’ total liability to you for any damages finally awarded shall not exceed the amount of One Hundred Dollars ($100.00). The foregoing limitations will apply even if the above stated remedy fails of its essential purpose. 

7.3 Indemnification. By entering into these Terms and accessing or using the Services, you agree that you shall defend, indemnify and hold the Company Entities harmless from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys’ fees and costs) incurred by the Company Entities arising out of or in connection with: (a) your violation or breach of any term of these Terms or any applicable law or regulation; (b) your violation of any rights of any third party; (c) your misuse of the Services; (d) any User Input or your use of any User Output; or (e) your negligence or willful misconduct. If you are obligated to indemnify any Company Entity hereunder, then you agree that Company (or, at its discretion, the applicable Company Entity) will have the right, in its sole discretion, to control any action or proceeding and to determine whether Company wishes to settle, and if so, on what terms, and you agree to fully cooperate with Company in the defense or settlement of such claim.

8. Arbitration

8.1 PLEASE READ THIS SECTION CAREFULLY – IT MAY SIGNIFICANTLY AFFECT YOUR LEGAL RIGHTS, INCLUDING YOUR RIGHT TO FILE A LAWSUIT IN COURT AND TO HAVE A JURY HEAR YOUR CLAIMS. IT CONTAINS PROCEDURES FOR MANDATORY BINDING ARBITRATION.

8.2 Informal Process First.  You and the Company agree that in the event of any dispute, either party will first contact the other party and make a good faith sustained effort to resolve the dispute before resorting to more formal means of resolution, including without limitation, any court action, after first allowing the receiving party 30 days in which to respond.  Both you and the Company agree that this dispute resolution procedure is a condition precedent which must be satisfied before initiating any arbitration against the other party.

8.3 Arbitration Agreement and Class Action Waiver.  After the informal dispute resolution process, any remaining dispute, controversy, or claim (collectively, “Claim”) relating in any way to the Company’s Services and/or products, including the Services, and any use or access or lack of access thereto, will be resolved by arbitration, including threshold questions of arbitrability of the Claim. You and the Company agree that any Claim will be settled by final and binding arbitration, using the English language, administered by JAMS under its Comprehensive Arbitration Rules and Procedures (the “JAMS Rules”) then in effect (those rules are deemed to be incorporated by reference into this section, and as of the date of these Terms) and payment of all filing, administration and arbitrator costs and expenses will be subject to the JAMS Schedule of Fees.  Because your contract with the Company, these Terms, and this Arbitration Agreement concern interstate commerce, the Federal Arbitration Act (“FAA”) governs the arbitrability of all disputes. However, the arbitrator will apply applicable substantive law consistent with the FAA and the applicable statute of limitations or condition precedent to suit. Arbitration will be handled by a sole arbitrator in accordance with the JAMS Rules. Judgment on the arbitration award may be entered in any court that has jurisdiction. Any arbitration under these Terms will take place on an individual basis – class arbitrations and class actions are not permitted. You understand that by agreeing to these Terms, you and the Company are each waiving the right to trial by jury or to participate in a class action or class arbitration. Notwithstanding the foregoing, you and the Company agree that any intellectual property-related disputes will be resolved in a court of proper jurisdiction. 

8.4 Opt-Out. You have the right to opt-out and not be bound by the arbitration provisions set forth in these Terms by sending written notice of your decision to opt-out through the Chatbot or to terms@digitalgreen.com. The notice must be sent to the Company within 30 days of your first registering to use the Services or agreeing to these Terms; otherwise, you shall be bound to arbitrate disputes in accordance with these Terms. If you opt-out of these arbitration provisions, the Company also will not be bound by them.

9. Additional Provisions

9.1 Updating These Terms. We may modify these Terms from time to time in which case we will update the “Last Revised” date at the top of these Terms.  If we make changes that are material, we will use reasonable efforts to attempt to notify you, such as by e-mail and/or by placing a prominent notice on the first page of the Services. However, it is your sole responsibility to review these Terms from time to time to view any such changes.  The updated Terms will be effective as of the time of posting, or such later date as may be specified in the updated Terms. Your continued access or use of the Services after the modifications have become effective will be deemed your acceptance of the modified Terms.  

9.2 Termination of License. If you breach any of the provisions of these Terms, all licenses granted by the Company will terminate automatically. All sections which by their nature should survive the termination of these Terms shall continue in full force and effect subsequent to and notwithstanding any termination of these Terms by the Company or you. Termination will not limit any of the Company’s other rights or remedies at law or in equity. 

9.3 Injunctive Relief. You agree that a breach of these Terms will cause irreparable injury to the Company for which monetary damages would not be an adequate remedy and the Company shall be entitled to equitable relief in addition to any remedies it may have hereunder or at law without a bond, other security or proof of damages.

9.4 Force Majeure. We will not be liable or responsible to you, nor be deemed to have defaulted under or breached these Terms, for any failure or delay in fulfilling or performing any of our obligations under these Terms or in providing the Services, when and to the extent such failure or delay is caused by or results from any events beyond the Company’s ability to control, including acts of God, flood, fire, earthquake, epidemics, pandemics, tsunami, explosion, war, invasion, hostilities (whether war is declared or not), terrorist threats or acts, riot or other civil unrest, government order, law, or action, embargoes or blockades, strikes, labor stoppages or slowdowns or other industrial disturbances, shortage of adequate or suitable Internet connectivity, telecommunication breakdown or shortage of adequate power or electricity, and other similar events beyond our control.

9.5 Miscellaneous. If any provision of these Terms shall be unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions. These Terms and the licenses granted hereunder may be assigned by the Company but may not be assigned by you without the prior express written consent of the Company. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default. The section headings used herein are for reference only and shall not be read to have any legal effect. These Terms are governed by the laws of the State of California, without regard to conflict of laws rules, and the proper venue for any disputes arising out of or relating to any of the same will be the arbitration venue set forth in Section 8, or if arbitration does not apply, then the state and federal courts located in San Francisco County, California. 

9.6 How to Contact Us.  You may contact us regarding the Services or these Terms by e-mail at terms@digitalgreen.org.