Terms of Service

These Terms govern your use of the Sustainly platform. By creating an account or purchasing a report, you agree to them.

I. Provider

Sustainly s.r.o., ID (IČO): 21802106, VAT ID (DIČ): CZ21802106, registered office at Dlouhá 3403/2b, 702 00 Ostrava, Czech Republic, registered in the Commercial Register maintained by the Regional Court in Ostrava, file no. C 96563 ("Sustainly", "we", "us"). Contact: info@sustainly.tech

II. Eligibility and Scope

Sustainly provides a business-to-business platform. By using the service you represent that you are acting on behalf of a legal entity or in the course of your business, and that you are authorised to bind that entity. Our services are not offered to consumers, and consumer protection provisions of Czech law do not apply to this relationship.

Services provided. The platform supports ESG reporting, corporate and product carbon footprint calculation, and climate risk assessment. Any service not expressly described in your order or on our website is outside the scope of these Terms.

III. Accounts

You are responsible for the confidentiality of your access credentials and for all activity under your account. You must notify us without undue delay at info@sustainly.tech if you become aware of unauthorised access. You must ensure that anyone you permit to use your account complies with these Terms.

IV. Payment Terms (Pay-As-You-Go)

Fees. Services are charged as a one-time fee per report or calculation, at the price stated at the time of purchase.

Invoicing. Invoices are issued upon purchase and are payable within 14 days of issue unless otherwise agreed in writing. The final report is released once payment has been received; where we release a report before payment, the invoice remains due on its original due date.

Currency and VAT. Prices are stated exclusive of VAT, which is added at the applicable statutory rate. Where the reverse charge mechanism applies to a cross-border supply within the EU, the invoice will be issued accordingly.

Late payment. Overdue amounts bear statutory default interest under Czech law. We may suspend access to unpaid deliverables and to the platform until payment is made.

Refunds. Because each report is generated to order from your data, fees are non-refundable once the report has been generated, except where the service is materially defective and we are unable to remedy the defect.

V. Your Data and Your Responsibilities

Input accuracy. You are solely responsible for the accuracy, completeness and lawfulness of all data you provide. Sustainly does not audit, verify or independently confirm the raw data uploaded. Outputs reflect the inputs received.

Lawful basis and employee data. You warrant that you have a lawful basis under applicable data protection law for any personal data contained in material you upload, and that you have provided any notices and obtained any consents required. You must not upload special categories of personal data within the meaning of Art. 9 GDPR — including data revealing health, trade union membership, racial or ethnic origin, religious or philosophical beliefs, political opinions, sex life or sexual orientation, or biometric or genetic data — nor data relating to criminal convictions or offences. Where you upload payroll or HR records, you must remove or redact such data first. We have no obligation to screen uploads for such content.

Third-party data. You warrant that you hold the rights necessary to upload any supplier, customer or third-party data and to permit us to process it as contemplated by these Terms.

VI. Nature of the Outputs

Methodology. Calculations are performed in accordance with the relevant internationally recognised standards and use emission factors drawn from internationally recognised databases. Emission factors are inherently estimates, are periodically revised by their publishers, and carry uncertainty ranges; results are therefore best estimates rather than measured values, and results generated at different times may differ where underlying factors have been updated.

AI-assisted processing. Parts of the platform use artificial intelligence to extract, classify and structure information from the documents you upload. Outputs are AI-assisted and should be reviewed by you before being relied on, published, or submitted to any third party.

Not assurance or professional advice. Reports and calculations produced by the platform are not an audit, not a limited or reasonable assurance engagement, and do not constitute legal, tax, accounting, financial or regulatory advice. They are not a substitute for verification by an accredited third party where such verification is required. You remain responsible for determining whether a report satisfies any regulatory, contractual or lender requirement applicable to you, and for obtaining independent professional advice where appropriate.

Third-party acceptance. Sustainly is not responsible if a report is questioned, rejected or treated as insufficient by any third party, including banks, investors, auditors, customers or regulators.

VII. Acceptable Use

You must not:

• use the platform in breach of applicable law or third-party rights;
• upload malicious code, or attempt to gain unauthorised access to the platform or to other users' data;
• reverse engineer, decompile, or attempt to derive our methodologies, models or source code, except to the extent such restriction is unenforceable under mandatory law;
• resell, sublicense or make the platform available to third parties as a service, or use it on behalf of an undisclosed third party, without our prior written consent;
• use automated means to extract data from the platform beyond any documented API; or
• misrepresent the nature or provenance of outputs, including by presenting them as audited or independently assured.

We may suspend access immediately where we reasonably believe this section has been breached or where continued access presents a security risk.

VIII. Intellectual Property

Your data. You retain full ownership of all raw data and files you upload.

Your reports. We grant you a perpetual, worldwide, non-exclusive licence to use, reproduce and share the reports generated for you, including with regulators, lenders, auditors and business partners.

Our IP. We retain ownership of the platform software, calculation methodologies, report templates, models and proprietary algorithms, and of any improvements to them. Nothing in these Terms transfers any such rights to you.

Feedback. If you give us suggestions or feedback about the platform, we may use them without restriction or obligation to you.

Aggregated data. You grant us a non-exclusive right to use data derived from your use of the platform in aggregated and anonymised form for benchmarking, industry reporting and service improvement, provided that neither you nor any individual can be identified or singled out from the result.

IX. Confidentiality

Each party will keep the other's confidential information in confidence, use it only for the purposes of these Terms, and disclose it only to personnel and advisers bound by equivalent obligations. This does not apply to information that is public through no breach, was already lawfully known, is independently developed, or must be disclosed by law or court order — in which case the disclosing party will, where lawfully permitted, give prior notice. These obligations survive termination for 5 years, and indefinitely for trade secrets.

Your uploaded business data is your confidential information.

X. Data Protection

Where we process personal data on your behalf, we do so as processor under our Data Processing Addendum, which is incorporated into these Terms by reference and applies automatically without separate signature. Our processing as controller is described in our Privacy Policy.

XI. Availability and Support

We aim to keep the platform available but do not warrant uninterrupted or error-free operation. We may carry out scheduled maintenance, and will give advance notice where reasonably practicable. Support is provided by email during Czech business days. Where a separate service level agreement has been signed, it prevails over this section.

XII. Term, Suspension and Termination

These Terms apply from account creation until the account is closed. Either party may close the account at any time on notice; closure does not affect invoices already issued or reports already delivered.

We may suspend or terminate access with immediate effect for material breach, non-payment more than 30 days overdue, or unlawful use. Where the breach is remediable, we will give you a reasonable opportunity to remedy it first.

On termination, you may export your data and generated reports for 30 days. After that, we delete or return your data in accordance with the Data Processing Addendum. Sections VIII, IX, XIII, XIV and XV survive termination.

XIII. Warranties and Limitation of Liability

Service warranty. We will provide the service with reasonable care and skill. Except as expressly stated in these Terms, the platform is provided on an "as is" basis and we exclude all other warranties to the extent permitted by law, including any implied warranty of fitness for a particular purpose.

Exclusion of indirect loss. To the maximum extent permitted by Czech law, and given that this is a business-to-business relationship, Sustainly is not liable for indirect, incidental or consequential damage, nor for lost profit, lost revenue, lost business opportunity, loss of goodwill, or regulatory fines or penalties imposed on you.

Cap. Our total aggregate liability arising out of or in connection with these Terms, whether in contract, tort or otherwise, is limited to the total fees you paid to us in the 12 months preceding the event giving rise to the claim.

What cannot be limited. Nothing in these Terms limits or excludes liability that cannot be limited or excluded under mandatory Czech law, including liability for damage caused intentionally or by gross negligence, and liability for harm to a person's natural rights.

Notification period. Any claim must be notified to us in writing within 6 months of the date you became aware, or ought reasonably to have become aware, of the circumstances giving rise to it.

The parties acknowledge that the fees reflect this allocation of risk.

XIV. Force Majeure

Neither party is liable for failure to perform caused by circumstances beyond its reasonable control, including natural disasters, war, civil unrest, epidemic, strike, failure of public telecommunications or power networks, or failure of an infrastructure provider. Payment obligations already accrued are not excused.

XV. General

Amendments. We may amend these Terms. Material changes take effect 30 days after notice by email or in-app notification. If you do not accept a change, your remedy is to stop using the platform and close your account before it takes effect; continued use after that date constitutes acceptance.

Subcontracting. We may use subcontractors to perform our obligations and remain responsible for their performance.

Assignment. You may not assign these Terms without our written consent. We may assign them to a successor in connection with a merger, reorganisation or sale of substantially all assets, on notice to you.

Severability. If any provision is held invalid or unenforceable, it is to be replaced by a valid provision that comes closest to its commercial purpose, and the remaining provisions continue in force.

No waiver. Failure to enforce any provision is not a waiver of the right to enforce it later.

Entire agreement. These Terms, together with the Data Processing Addendum, the Privacy Policy and any signed order form, constitute the entire agreement between the parties on this subject and supersede prior discussions. Where an individually negotiated written agreement conflicts with these Terms, that agreement prevails. Your general terms of purchase do not apply, even where referenced in your order documents.

Language. Where these Terms are published in more than one language, the Czech version prevails in the event of a discrepancy.

XVI. Governing Law and Jurisdiction

These Terms are governed by the laws of the Czech Republic, excluding its conflict of law rules and excluding the UN Convention on Contracts for the International Sale of Goods. The parties will attempt to resolve any dispute amicably. Failing that, the courts of the Czech Republic have exclusive jurisdiction, with local jurisdiction determined by the registered office of Sustainly s.r.o.