Terms & Conditions
Last updated: November 2022
1. Who Can Use the Services
1.1. You may access and use the Content and Services only if you are 18 years of age, are not a person barred from receiving services under the laws of the applicable jurisdiction, and agree to form a binding agreement with Textile Exchange.
1.2. If you are accepting these Terms and using the Content and Services on behalf of a company, organization, government, or other legal entity, you represent and warrant that you are authorized to do so and have the authority to bind such entity to these Terms, in which case the words “user”, “you” and “your” as used in the Terms shall refer to such entity.
2. Using the Services
2.1. By using or accessing our Content and Services, you agree to be bound by these Terms.
2.2. Changes to the Services. Our Services evolve constantly. As such, the Services may change from time to time, at our discretion. We may stop (permanently or temporarily) providing the Services or any features within the Services. We also retain the right to create limits on use and storage at our sole discretion at any time. We may also remove or refuse to distribute any Content on the Services, limit distribution or visibility of any Content on the Services, suspend or terminate users, refuse, or cancel payments, and reclaim accounts without liability to you.
2.3. Your account. You may need to create an account to use some of our Services.
2.4. You may not use – as the account name – the name of another person or entity that is not lawfully available for use or a name that is subject to any rights of another person or entity other than you without appropriate authorization. You may also not use any name that is offensive, vulgar, or obscene.
2.5. You are responsible for safeguarding your account, so use a strong password and limit its use to this account. You accept that we cannot and will not be liable for any loss or damage arising from your failure to comply with the above. You will notify us as soon as possible upon becoming aware of any breach or unauthorized use of your account.
2.7. Payment. Should you provide payment for any of the Services, you represent and warrant that the information you provide is accurate, you are authorized to use the payment method provided, and you will notify us of any changes to the payment information. We reserve the right to use third-party payment services to process your payment.
2.8. Your license to use the Services. Textile Exchange gives you a personal, worldwide, royalty-free, non-assignable, and non-exclusive license to use the Services and Content in the manner permitted by these Terms. The Services and Content are protected by copyright, trademark, and other laws in the United States and other countries. Our trademarks and trade dress shall not be used in connection with any product or service without the prior written consent of Textile Exchange.
2.9. Termination. You may end your legal agreement with Textile Exchange at any time by discontinuing your use of the Services. We may suspend or terminate your account or cease providing you with all or part of the Services at any time, without prior notice or liability, for any or no reason, including but not limited too if we reasonably believe:
1. You have violated these Terms.
2. You create risk or possible legal exposure for us.
3. Your account should be terminated due to unlawful conduct.
4. Your account should be terminated due to prolonged inactivity.
5. Our provision of the Services or Content to you is no longer commercially viable.
In all such cases, all provisions in these Terms shall terminate, except without limitation provisions on privacy and content, disclaimer of warranties, limitations of liability, and Indemnification.
3. Content Associated with Services
3.1. Your Content. You retain the rights to any content you submit, post, upload, or display in connection with the Services. By submitting your content to us:
(b) You warrant that the content you provide is voluntary, accurate, reliable, and complete for its purpose, and if required, you will provide updates to the content.
(c) You accept that any guidance and support provided by Textile Exchange for your submission of content are informational only, to be accepted voluntarily and on your own judgment.
(d) You accept that, in selected Services, Textile Exchange may carry out desktop reviews and validations on the accuracy and completeness of your content. You may be contacted to provide clarification and confirmation of your content. You accept that these reviews are not formal independent verification of your content unless expressly contracted as such. 3.2. Our Content. Save for all user content, all other contents associated with the Services remain the exclusive property of Textile Exchange and its licensors. Our Content is protected by copyright, trademark, and other laws in the United States and other countries. Our trademarks and trade dress shall not be used in connection with any product or service without the prior written consent of Textile Exchange. Textile Exchange shall have and retains all right, title, and interest in and to all
Services and Content, including patents, copyrights, trade secrets and other intellectual property and proprietary rights associated with the Services and Content.
3.3. Third-party content. Some of the Services give you access to Content that is operated by third parties, such as social media, certification bodies, partner organizations, sponsors, references, etc. The use of these websites and services is subject to the terms and policies of those third parties. Textile Exchange does not own or control these third parties, and we assume no responsibility for your use of the contents and services provided by these parties.
4. Rules of Conduct
To maintain a safe and secure environment for everyone, the following rules of conduct are applicable to all who use or access our Services and Content:
4.1. Comply with applicable laws and regulations.
4.2. Do not create a false identity or misrepresent your identity, create an account for anyone other than yourself, or use or attempt to use another’s account.
4.3. Do not use the Services for any purpose that is fraudulent, tortious, or unlawful.
4.4. Safeguard the security of the Content and Services.
4.5. Do not override any security feature or bypass or circumvent any access controls or use limits of the Services or Content.
4.6. Do not introduce viruses, trojan horses, worms, or other malicious material or code to the Services or Content.
4.7. Respect the privacy rights of others.
4.8. Do not record, process, or mine information about users, nor reveal confidential or personal information of users.
4.9. Respect the intellectual property rights of others.
4.10. Do not copy, use, disclose or distribute any Content from the Services, whether directly or through third parties.
4.11. Do not access, retrieve, or index any portion of the Content or Services for the purpose of constructing or populating a database or other reference.
4.12. Do not engage in framing, mirroring, or otherwise simulating the appearance of the function of the Content or Services.
4.13. Do not use any robots, spiders, or other automatic devices, processes, or means to access, retrieve, scrape, or compile any or all portions of the Content or Services.
4.14. Do not imply or state that you are affiliated with or endorsed by Textile Exchange without our express consent.
4.15. If you have express consent to use our Content, do attribute copyright, trademark, and proprietary rights to Textile Exchange and its licensors.
4.16. Support the safe and enjoyable use of the Services
4.17. Do not use any device, software, or routine that interferes with the proper working of the Services.
4.18. Do not use the Services in any manner that could damage, disable, overburden, or interfere with other’s enjoyment of the Services.
5. Disclaimers and Limitations on Liability
5.1. Disclaimer of warranties. The Services and Content are provided on an “as is” and “as available” basis. We disclaim all conditions, representations, and warranties not expressly set out in these Terms to the fullest extent permitted by law. Textile Exchange makes no warranty or representation and disclaims all responsibility and liability for:
5.2. Limitation of liability. By using the Services or Content, you agree, to the extent permitted by law, that Textile Exchange and its licensee and licensors, and their directors, employees, service providers, partners, or suppliers, shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from:
5.3. Indemnification. By using the Services or Content, you agree, to the extent permitted by law, to indemnify and hold harmless Textile Exchange and its licensee and licensors, and their directors, employees, service providers, partners, or suppliers, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees), resulting from or arising out of:
5. Disclaimers and Limitations on Liability
- The completeness, accuracy, availability, timeliness, security, or reliability of the Services or any Content. We are constantly updating our resources, products, and service offerings on our Services, so we may experience delays in updating information in our Content and Services and in our advertising. Information found in our Content and Services may contain errors or inaccuracies and may not be complete or current, including being mispriced, described inaccurately, or unavailable, and we cannot guarantee the accuracy or completeness of any information in our Content and Services. We therefore reserve the right to change or update the information to correct errors, inaccuracies, or omissions at any time without prior notice.
- Any harm to your computer system, loss of data, or other harm that results from your access to or use of the Services or any Content.
- The deletion of, or the failure to store or to transmit, any Content and other communications maintained by the Services.
- 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 Textile Exchange in our Content or through the Services will create any warranty or representation not expressly made herein.
- Your access to or use of or inability to access or use our Services or Content.
- Any conduct or content of other users or any third party on our Services.
- Unauthorized access, use, or alteration of your content in connection with the Services, even if we have been advised of the possibility of such damages.
- Your access to or use of the Content and Services, even if recommended, made available, or approved by Textile Exchange.
- Your content, including infringement claims related to your content.
- Your breach of these Terms or any applicable law or regulation.
- Your negligence or willful misconduct.
6. Other Provisions
6.1. Changes to these Terms. We reserve the right, at our sole discretion, to modify or replace these Terms from time to time. When changes are made, the most current version of the Terms bearing the last updated date will be available on our websites. By continuing to access or use the Content and Services after any revisions become effective, you agree to be bound by the revised Terms.
6.2. Governing law. These Terms shall be governed and construed in accordance with the laws of Texas, United States, without regard to its conflict of law provisions. Our failure to enforce any right or provision of these Terms will not be considered a waiver of those rights. If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect. These Terms constitute the entire agreement between us regarding our Content and Services and supersede and replace any prior agreements we might have had between us regarding our Content and Services.
If you have any questions about these Terms, please contact us at Assurance@TextileExchange.org