Smart Packaging Initiative Tool
Last updated: November 12, 2018
The SPI Tool is a tool which allows users to evaluate the environmental impacts of their toy packaging, evaluate impacts and potential cost reductions through selection of alternate packaging materials and/or designs, and determine where their packaging ranks relative to other industry producers of products in the same broad product category. The Toy Association offered version of the SPI Tool is available only to Toy Association member companies.
The SPI Tool can build product score and provide information about the product, including but not limited to material and design to derive a final design score. This information is referred to as "Design Data". The information and score remain internal to the User’s company but contributes to an aggregated industry benchmark of design scores for each product category.
TERMS APPLICABLE TO ALL USERS
Upon acceptance of these terms, You may use your Association website user name and password to access the SPI Tool; users within the Association member companies who do not yet have a user name and password may obtain one by contacting firstname.lastname@example.org.
You are responsible for maintaining the confidentiality of your password and user name. You agree to notify the Association at email@example.com immediately of any unauthorized use of an Association user account (Account) under your control. You may be held liable for any losses incurred by the Association due to someone else's use of an Association user account under your control.
By accessing, submitting to, downloading, and/or using the SPI Tool, you acknowledge that you have read and understand these Terms and agree to be bound by and abide by these Terms.
All information and data entered by Users, whether user registration data, materials, Design Data or other types of data is "User Data".
Grant of License to the Association in User Data submitted by SPI Tool Users
You hereby grant the Association a non-exclusive, unlimited, irrevocable, worldwide, perpetual, royalty-free, sub-licensable, and transferable license to aggregate, analyze, use and reproduce, and prepare derivative works of the User Data in order to provide the SPI Tool and related Association tools and services and to improve the SPI Tool and related versions of the SPI Tool. The Association expressly reserves the right to sub-license anonymized User Data to third parties at the Association's discretion for performance of research and analysis on all User Data, including fully aggregated or partial data sets.
Unless otherwise specified, you waive all rights to claim that the Association infringed on your proprietary rights, intellectual property rights, rights of privacy and publicity, moral rights, and rights of attribution in connection with use of your User Data. You represent and warrant that you have all necessary rights and licenses to grant us the license set forth above. User Data sub-licensed by the Association will not include any references to User name, product name or any data that can be used to specifically identify a User or product.
Grant of License by the Association to SPI Tool Users
Subject to the restrictions on use set forth herein, the Association hereby grants you a limited, non-exclusive, non-assignable, non-transferable license (the "Limited License") to: (i) access and use the SPI Tool. The Association reserves the right to charge license or other fees to SPI Tool Users. Any violation of these Terms shall immediately and automatically terminate the Limited License granted herein without notice to you. Upon termination of this Limited License, you agree to immediately cease using the SPI Tool . Except for the Limited License, you acknowledge that you have no right, title or interest in or to this Site or the SPI Tool.
ADDITIONAL TERMS APPLICABLE TO ALL USERS
Communication of SPI Tool Scores
You are not authorized to use the SPI Tool score to make general environmental claims about materials such as "green", "environmentally-friendly", "least impact," or "environmentally-responsible". The Association does not verify any results Users calculate using the SPI Tool and therefore the SPI Tool cannot be referenced in any such claims about product or environmental performance.
Confidentiality and Security
The Association agrees to use the User Data only as provided in these Terms. In addition, the Association may disclose User Data and Design Data to, and authorize use of such User Data and Design Data consistent with these Terms by, contractors and service providers who will use User Data consistent with the permitted uses described in these Terms. The Association will protect the User Data and Design Data from unauthorized use, access, or disclosure in the same manner as the Association protects its own confidential or proprietary information of a similar nature, and with no less than the greater of reasonable care and industry-standard care.
Third Party Data
If you submit or otherwise incorporate information regarding any third party ("Third Party Data") in your Design Data, you will obtain their consent before doing so. You are responsible for your submission of Third Party Data. You agree that you will not submit any third party's sensitive financial information, intellectual property, information that the Third Party treats as confidential or proprietary information, and/or any other information that the Third Party may consider to be a trade secret without permission from the Third Party.
Our Proprietary Rights
Between you and the Association, the Association shall have and retain all right, title and interest in and to the SPI Tool and the scores, including without limitation to all rights in the patents, copyrights, trade secrets and other intellectual property and proprietary rights therein. Except for the licenses provided hereunder, you do not acquire any right, title or interest in or to the SPI Tool or the Results. You are prohibited from using the SPI Tool mark and other graphics, logos, trademarks and copyrights of the Association without the prior written consent of the Association.
Restrictions on Use
We encourage your use of the SPI Tool and for you to submit User Data and Design Data through the SPI Tool, but the Association imposes certain rules of conduct and restrictions on your permissible use:
- You may not access, retrieve or index any portion of the SPI Tool for purposes of constructing or populating a database or other reference.
- Unless otherwise stated, you may not sell, modify, reproduce, display, distribute, or otherwise use the SPI Tool in any way for any commercial purpose.
- You may not introduce viruses, trojan horses, worms, or other malicious material or code.
- You may not use any robots, spiders or other automatic devices, processes or means to access, retrieve, scrape or compile any portion of the SPI Tool.
- You may not use any device, software or routine that interferes with the proper working of the SPI Tool.
- You may not attempt to gain unauthorized access to, interfere with, damage or disrupt any parts of the SPI Tool, the server on which the SPI Tool is stored, or any server, computer or database connected to the SPI Tool.
- You may not remove, circumvent, disable, damage or otherwise interfere with any security-related features of the SPI Tool or features that enforce limitations on its use.
- You may not solicit login and password information or access an account belonging to someone else.
- You will not alter, modify, create derivative works of, decompile or otherwise attempt to extract source code from us unless we give you express written permission.
- At all times when accessing, downloading, and using the SPI Tool, you will act in compliance with all federal, state, and local laws, regulations and ordinances and you may not use the SPI Tool for any illegal purpose.
- You may not directly or indirectly attack the SPI Tool via a denial-of-service attack or a distributed denial-of-service attack or otherwise attempt to interfere with the proper working of the SPI Tool.
Special Provisions Applicable to Users Outside the United States
We strive to create a global community with consistent standards for everyone, but we also strive to respect local laws. The following provisions apply to Users of the SPI Tool outside the United States: (i) you consent to having your personal data transferred to and processed in the United States; and (ii) if you are located in a country embargoed by the United States, or are on the U.S. Treasury Department's list of Specially Designated Nationals you will not engage in commercial activities through the SPI Tool.
Changes to these Terms
The Association reserves the right, from time to time, in its sole discretion, to revise, modify, or update these Terms at any time.
When changes are made, the Association will make a new copy of the Terms available in the SPI Tool. We will also update the "Last Updated" date at the top of the Terms. If we make changes we believe are material, and you are a registered User, we will also endeavor to send an email to you at the last email address you provided to us pursuant to the Terms. Any changes to the Terms will be effective thirty (30) days after posting notice of such changes for existing Users, provided that any material changes shall be effective for Users who have an Account with us upon the earlier of thirty (30) days after posting notice of such changes or thirty (30) days after dispatch of an email notice of such changes to SPI Tool Users. The Association may require you to provide consent to the updated Terms in a specified manner before further use of the SPI Tool and/or any other services available therein is permitted. If you do not agree to any change(s) after receiving notice of such change(s), you shall stop using the SPI Tool and related services. Otherwise, your continued use of the SPI Tool and related services constitutes your acceptance of such changes. PLEASE REGULARLY CHECK THE WEBSITE TO VIEW THE CURRENT TERMS.
Disclaimer of Warranties
You acknowledge and agree that the disclaimers and limits set forth in these Terms reflect the reasonable and fair allocation of risk between you and the Association and are an essential basis of this contract between you and the Association. Your use of the SPI Tool and the information you obtain through the SPI Tool is at your own risk.
NEITHER THE ASSOCIATION NOR THE DEVELOPER OF THE SPI TOOL, NOR ANY OF THEIR AFFILIATES, VENDORS OR LICENSORS (THE “SPI TOOL PARTIES”), MAKES ANY REPRESENTATIONS, WARRANTIES OR GUARANTEES, WHETHER EXPRESS, IMPLIED, OR STATUTORY, ABOUT THE QUALITY, ACCURACY, RELIABILITY, AVAILABILITY, COMPREHENSIVENESS, ADEQUACY, COMPLETENESS, SECURITY OR TIMELINESS OF THE SPI TOOL OR ANY CONTENT, OR THAT THE SPI TOOL OR ANY CONTENT OR ANY SERVICES OR INFORMATION OBTAINED THROUGH THE USE OF THE SPI TOOL WILL BE ERROR-FREE OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE SPI TOOL OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS OR THAT THE SPI TOOL OR ANY SERVICES OR INFORMATION OBTAINED THROUGH THE SPI Tool WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. THE SPI TOOL PARTIES HAVE NO LIABILITY FOR ANY ERRORS, MISTAKES, INACCURACIES OR OMISSIONS IN THE SPI TOOL OR ANY CONTENT THEREIN, WHETHER PROVIDED BY THE SPI TOOL PARTIES, THEIR VENDORS OR LICENSORS OR ANY OTHER PERSON OR ENTITY. THE SPI TOOL IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS WITHOUT ANY WARRANTIES OF ANY KIND. TO THE FULLEST EXTENT PERMITTED BY LAW, THE SPI Tool PARTIES DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO THE WARRANTIES OF TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.
Limitation of Liability
You agree to defend, indemnify, and hold harmless the SPI Tool Parties and their respective officers, directors, members, managers, employees, consultants, agents, and representatives, (collectively, the "Indemnified Parties"), from any and all claims, liability, damages, losses, suits, expenses, and/or costs (including reasonable attorneys' fees) (collectively, "Claims") suffered by you arising from or relating to (i) your access or use of the SPI Tool, (ii) your violation of these Terms, (iii) your violation of any applicable law or regulation, including violation of federal and state antitrust statutes, rules or regulations, (iv) your anti-competitive practices, or (v) your Content. You should not use SPI Tool results, answers, or scores as a sole or contributing factor in making business decisions regarding any supply chain partners, and you agree to defend, indemnify, and hold harmless the Indemnified Parties from third-party Claims arising from your business decisions directly or indirectly or wholly or partly based on SPI Tool results, answers and scores. The Association will endeavor to notify you promptly of any such Claim and will provide you with reasonable assistance, at your expense, in defending any such Claim.
These Terms and your use of the SPI Tool shall be construed in accordance with and governed by the laws of the United States and the State of New York, without regard to their rules regarding conflicts of law. You irrevocably consent to the exclusive jurisdiction and venue of the state or federal courts in New York, New York, USA for all disputes arising out of or related to the use of the SPI Tool, or these Terms, and you hereby submit to the personal jurisdiction of such courts. The Association and you agree that the Uniform Computer Information Transaction Act (UCITA), or any version of UCITA adopted by any state, including New York, will not govern or be used to interpret these Terms. The United Nations Convention on Contracts for the International Sale of Goods (UNCCISG) does not apply to these Terms.
These Terms constitute the entire agreement between the Association and you regarding your access and use of the SPI Tool and supersedes any prior agreements between you and the Association concerning these matters. If any of these Terms is found to be inconsistent with applicable law, void, or unenforceable for any reason, the remaining portions (and any partially-enforceable provisions) shall not be affected thereby and shall remain valid and enforceable to the maximum possible extent. The Association’s failure to enforce any of these Terms will not be deemed a waiver of such term or any other terms herein or a consent to any subsequent breach of the same or another term.
You may not assign or transfer your rights and obligations under these Terms without the prior written consent of the Association. The Association may assign or transfer its rights and obligations under these Terms at any time and without notifying you. Any of the Terms that are, by their nature, intended to survive termination shall survive termination. Section titles are for convenience only and have no legal effect. The Indemnified Parties are third-party beneficiaries to these Terms.
English Language Controls
These Terms were written in English (US). To the extent any translated version of these Terms conflicts with the English version, the English version shall govern and control.