Skip to content

Paris Agreement Capital Transition Assessment

COMPANY REPORTS TERMS OF SERVICE

By Dan Slanger

27 November 2019

THIS IS A BINDING AGREEMENT between Asso 2° Investing Initiative (2°ii, we, us) and any person or entity (User, you) who accesses the Site. 2Dii is registered in France with association number 789 179 363 and has its registered office at 97 rue La Fayette, 75010 Paris, France.

These Terms of Service (together with the documents referred to in them) set out the terms and conditions on which you may access and use the Services. You should read these Terms of Service carefully and understand them before using the Services. By using any of the Services, you confirm that you accept, and will abide by, these Terms of Service. If you do not agree to these Terms of Service, you must not use the Services.

  1. DEFINITIONS

In these Terms of Service:

2C Scenario(s) is defined in the PACTA Methodology Statement.

CCSA means Company Climate Scenario Analysis, our limited ‘point in time’ estimate of the alignment between a company’s revealed business plans (which may be limited to a certain business segment) for a specified five-year time period, versus the economic trends embodied in the International Energy Agency’s scenarios to assess the company’s alignment with climate transition pathways, as updated by us from time to time.

Company Report means a report prepared by us which summarises our CCSA in relation to a specific company and which is available to view and download as part of the Services.

Confidential Information of a disclosing party means:

  • information that is by its nature confidential;
  • information that is designated by the disclosing party as confidential; and
  • information the receiving party knows, or ought to know, is confidential,

and includes our proprietary tools and methodologies but excludes information which is or becomes generally available to the public (other than as a result of a breach of these Terms of Service), is independently developed by the recipient, or is required by law to be disclosed.

Intellectual Property Rights means all intellectual property and proprietary rights (whether registered or unregistered), including:

  • business or domain names;
  • trade or service marks;
  • any right to have information (including Confidential Information) kept confidential; and
  • patents, patent applications, drawings, discoveries, inventions, improvements, trade secrets, technical data, formulae, computer programs, data bases, know–how, logos, designs, design rights, copyright and similar industrial or intellectual property rights.

ISP means an internet service provider.

Modelling Outputs means any results, reports, data, materials or outputs of any kind generated by us through the application of the PACTA Modelling Tool to your Portfolio Data Inputs and does not include the Company Reports.

PACTA is an acronym for ‘Paris Agreement Capital Transition Assessment’.

PACTA Methodology Statement means the document titled [PACTA Methodology Document]located at {www.transitionmonitor.com/company-reports/} which specifies a number of key data sets, variables, assumptions and limitations that are applied by the PACTA Model, as updated by us from time to time.

PACTA Model means a model that generates a limited ‘point in time’ estimate of the relative alignment of the Revealed Plans of Scope Securities versus the economic trends embodied in the 2C Scenario(s), as updated by us from time to time.

Permitted Uses is defined in section 3.

Revealed Plans is defined in the Methodology Statement – PACTA.

Scope Securities is defined in the Methodology Statement – PACTA.

Services means the services and content we provide via the Site, including access to the PACTA Modelling Tool and associated Modelling Outputs, the Company Reports, and other reports and results, as more fully described in section 3.

Site means the website located at https://pacta.rmi.org.

Third Party Data means any data or other information of any kind (whether historical, current or forward-looking in nature) that has not been produced, generated or published by us. This includes, without limitation, the third party datasets referred to in the Methodology Statement – PACTA and Methodology Statement – Company Reports.

User means any person who accesses or uses the Services.

  1. SERVICES
    • Company Reports We may, in our sole discretion, prepare and publish Company Reports on the Site from time to time. You acknowledge and agree that:
      • Limitations and assumptions. The CCSA does not purport to analyse all risks, opportunities or issues associated with climate change that may be relevant to the subject company. Such issues may include (for example) physical or ecological impacts that may be caused by, or to, the assets and operations of the company, and any climate-related litigation exposures. The CCSA utilises publicly-available information, and proprietary third party data obtained under licence, which 2°ii believes in good faith to be reliable. However, 2°ii makes no representation or warranty (express or implied) as to the completeness, accuracy or currency of such information or data, nor to the completeness, accuracy or currency of the information in the Company Reports
      • No forecast or prediction: The CCSA does not purport to generate, nor do Company Reports contain or comprise, forecasts or predictions. 2°ii neither makes nor implies any representation regarding the likelihood, risk or expectation of any future matter. In particular, 2°ii does not make any representation that by making the changes to the company’s revealed plans identified in a Company Report, the company would be in compliance with any Sustainable Development Goals or the long-term warming goals of the Paris Agreement or achieve any stated climate targets. To the extent that any statements made or information contained in a Company Report might be considered forward-looking in nature, they are subject to risks, variables and uncertainties that could cause actual results to differ materially. You are cautioned not to place any reliance on any such forward-looking statements, which reflect our assumptions and methodology as applied to third party data and the company’s revealed business plans only as of the date of modelling or such earlier date as indicated in the Company Report. It is likely that the third party data, the company’s revealed plans, and the IEA scenarios will change in some way during the five-year time horizon, and our assumptions and methodology may also evolve and change during this time. 2°ii is not obliged to revise, or to publicly release any revisions to, a Company Report or to notify you if the data, revealed plans, assumptions or methodology change or become inaccurate.
      • No financial advice: The information contained in the Company Reports is general in nature. It does not comprise, constitute or provide personal, specific or individual recommendations or advice, of any kind. In particular, it does not comprise, constitute or provide, nor should it be relied upon as, investment or financial advice, a credit rating, an advertisement, an invitation, a confirmation, an offer, a solicitation, an inducement or a recommendation, to buy or sell any security or other financial, credit or lending product, to engage in any investment strategy or activity, nor an offer of any financial service. The Company Reports do not purport to quantify, and 2°ii makes no representation in relation to, the performance, strategy, prospects, creditworthiness or risk associated with the company or any investment therein, nor the achievability of any stated climate targets (of the company, the defined market, an investor’s portfolio or otherwise). The Company Reports are made available with the understanding and expectation that each user will, with due care and diligence, conduct its own investigations and evaluations, and seek its own professional advice, in considering the subject company’s financial performance, strategies, prospects or risks, and the suitability of any investment therein for purchase, holding or sale within their portfolio.
      • IEA Scenarios: The choice of any scenario should not be taken as any endorsement of it, nor any statement as to the accuracy or completeness of its methodologies or assumptions, nor as a general preference for it over any other economic scenario. 2°ii may carry out the CCSA using other economic scenarios. Users must form their own view as to the decarbonisation or economic scenarios, trajectories and models that are most appropriate to their circumstances. No explicit or implicit assumption is made in relation to the current or future alignment of the scenarios with the Paris Agreement or the climate-related policies of any government at international, national or sub-national level.
      • TCFD and other climate-related financial reporting: The CCSA and the Company Reports may provide underlying data for climate-related financial reporting, including initiatives undertaken with regard to the Recommendations of G20 Financial Stability Board’s Taskforce on Climate-Related Financial Disclosures (TCFD). However, its use in isolation does not purport to provide ‘TCFD compliance’ or compliance with any other reporting requirements, and any data used should be subject to appropriate processes of verification and assurance.
    • Our obligations
      • Accessing the Site. Our Site is made available free of charge on the terms and conditions set out in these Terms of Service. However, you are responsible for making all arrangements necessary for you to have access to our Site.
      • Site availability. The Site and any content on it, may not always be available for your use. Access to our Site is permitted on a temporary basis and we may suspend, withdraw, discontinue or change all or any part of our Site without notice or liability. We will not be liable to you if for any reasons our Site is unavailable at any time or for any period. We do not warrant the validity and accuracy of information on the Site, third party websites linked to in the Site, or that the Site will be kept up-to-date. You acknowledge that the Site is provided to you over the internet and relies on unrelated third parties such as Site hosting and telecommunications providers, the activities of which are outside of our control. We will take reasonable steps to ensure that the Site, the Services, and any information it holds on you, are kept secure. However, due to the nature of the internet, we do not represent or warrant to you that:
        • your use of the Site and/ or the Services will be uninterrupted, timely, secure or free from error at all times, nor that it will provide specific results from your use of the Site; and
        • any information obtained or downloaded by you as a result of your use of the Site or the Services (including via third party website links) will be accurate, reliable or free of viruses or contamination or destructive features.
      • Your obligations. You acknowledge and agree that:
        • to use and access the Services, you must have access to an account for the provision of ISP services with an ISP.

Your ISP (and not us) is responsible for the provision of ISP services pursuant to any agreement between you and that ISP in respect of those services. You are responsible, and are solely liable, for any account charges or other costs incurred in relation to the ISP services, including the use of the Services using the ISP services.

  • compliance: you must comply with our reasonable directions in relation to your access to or use of the Services. In addition, you must use the Services in good faith, and must at all times comply with these Terms of Service and all applicable laws, statutes and regulations in all jurisdictions that relate to your access to or use of the Site and the Services (including all applicable privacy laws).
  • no reliance: You must not make any decision relating to the purchase, holding or sale of any security in reliance on the information contained in the Modelling Outputs. You undertake that you will, with due care, conduct your own investigation and evaluation of each security under consideration for purchase, holding or sale.
  1. RESTRICTIONS ON USE
    • Restrictions. You must not, without our prior written permission:
      • use the Services for any purpose other than as permitted by these Terms of Service;
      • remove or tamper with any copyright notices on the Site or the Services;
      • disassemble, decompile, modify, reverse engineer, reproduce, store in a database or retrieval system, distribute or create derivative works or functionally equivalent software to, the Services (or part thereof) (except to the extent permitted by any applicable law which is incapable of exclusion by agreement between the parties); or
      • incorporate the Services in any product to be made available commercially (unless we expressly agree otherwise with you).
    • Disruption. You must not, directly or indirectly, introduce or permit the introduction of, any virus, worm, trojan or other malicious code into the Site or the Services, or in any other manner whatsoever corrupt, degrade or disrupt the Site or the Services. You must not attempt to gain unauthorised access to our Site, the server on which our Site is stored or any server, computer or database connected to our Site. You must not attack our Site via a denial-of-service attack or a distributed denial-of service attack. By breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990. We will report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use our Site and the Services will cease immediately.
    • Unlawful, unauthorised or dangerous use. You must not (nor permit a third party to) submit any data or information to the Site or the Services, nor otherwise use the Site or the Services:
      • to engage in any activity which breaches any law, infringes a third party’s rights, or in a manner which interferes with the rights of any other person;
      • to inappropriately use or infringe our Intellectual Property Rights (including trade marks and copyright) or the Intellectual Property Rights of any third party;
      • in any way that is defamatory, obscene, misleading or deceptive or otherwise illegal; or
      • in any way that constitutes misuse, or resale or other commercial use, of the Services or any associated materials.
    • Misuse of Services. Without limiting section 4.3, you must not use the Site or the Services for any purpose other than as described under these Terms of Service.
  2. INTELLECTUAL PROPERTY RIGHTS, CONFIDENTIALITY AND PRIVACY
    • Site and Services. All rights, title and interest (including all Intellectual Property Rights) in the Site and the Services vest absolutely in us (and/or our third party licensors). The only rights you have in respect of the Site and the Services are those granted to you under these Terms of Service.
    • Confidential Information. Neither party may disclose to any third party, without the prior written consent of the other party, any Confidential Information received from the other party for the purposes of providing or receiving the Services. This section 4 does not prevent us from exercising the licence granted under section 5.3.
    • Permitted disclosure. Nothing in sections 5.3 or 5.4 limits our ability to disclose that we have supplied Services to you.
    • Privacy. Our privacy policy relating to information collected by us may be accessed by following the link labelled ‘Privacy Policy’ on the Site, and forms part of these Terms of Service.
  3. LIABILITY
    • No warranty. The Site, and all Services provided or made available through the Site, are made available to you on an ‘as is’ basis, and to the maximum extent permitted by law, we exclude all conditions, warranties, representations or other terms, whether express or implied, which may apply to the Site and the Services.
    • Exclusion of liability (non-consumers). To the extent that a User is not using the Site and the Services as a consumer for the purposes of the Consumer Rights Act 2015, we exclude liability for all direct, indirect or consequential liabilities, losses, damages, costs and expenses (including, without limitation, loss of profits, sales, business or revenue, business interruption, loss of anticipated savings, loss of business opportunity, damage to goodwill or reputation, loss of data, or loss of use of data), and whether arising in contract, tort (including negligence), for breach of statutory duty or otherwise, suffered or incurred by any person:
      • in connection with or in any way relating to the Site or the Services, including:
        • in connection with the use of, or reliance on, the Company Reports;
        • in connection with any disruption to or unavailability or failure of the Site or Services or interference with or damage to computer systems or other electronic devices;
        • in connection with errors, omissions or inaccuracies contained in any information published on the Site or supplied by us to you via email or otherwise;
        • as a result of any fraudulent use, misuse or misappropriation of your User Account; or
        • as a result of any act committed by another person in connection with your (or another User’s) use of the Site or the Services;
      • arising from any circumstance beyond our control; or
      • otherwise under or in connection with these Terms of Service.
    • Indemnity (non-consumers). Subject to section 6.2 and to the extent that a User is not using the Site and the Services as a consumer for the purposes of the Consumer Rights Act 2015, you hold safe and indemnify us (and all of our subsidiaries, employees, officers, agents and associated entities) against all loss, actions, proceedings, cost and expenses (including legal fees), claims and damages (Damages) arising directly or indirectly out of or in connection with:
      • your access to or use of the Site or the Services;
      • a breach of by you of these Terms of Service;
      • any negligent or fraudulent act, error or omission by you;
      • the use of your User Account by you or any third party;
      • the publication or transmission of any information that you provide to us (including any Damages sustained or incurred by us in connection with complaints or claims relating to any such information); or
      • any claim by a third party against us relating to your use of the Site or Services (or use by any person who accesses the Site or Services using your User Account).
    • Exclusion of liability (consumers). To the extent that a User is using our Site and Services as a consumer for the purposes of the Consumer Rights Act 2015, we will not be liable to any such User for any loss or damage, whether in contract, tort (including negligence), breach of statutory duty, or otherwise, even if foreseeable, arising under or in connection with use of, or inability to use, the Site or the Services, or use of or reliance on any content displayed on the Site or made available via the Services. In particular, we offer the Services to consumers for domestic and private use only. If you use the Services for any commercial or business purpose at any time, then the exclusion of liability under section 6.2 will apply.
    • Exception. Nothing in these Terms of Service excludes or limits our liability for death or personal injury arising from our negligence, or our fraud or fraudulent misrepresentation, or any liability that cannot be excluded or limited by law.
  4. TERMINATION
    • Termination for breach. Where you have breached any provision of these Terms of Service, and without prejudice to any other rights or remedies, we may by written notice immediately terminate these Terms of Service or the provision of any Services, without any liability to you.
    • Consequence of termination. On termination of these Terms of Service for any reason, you will no longer have access to the Company Reports
    • Survival. Section 6, this section 7, and section 8, survive termination of these Terms of Service.
  5. GENERAL
    • Assignment. You may not assign your rights under these Terms of Service, or attempt or purport to do so, without our prior written consent (which may be given or withheld in our absolute discretion).
    • Force majeure. Neither party will be liable to the other for any failure to fulfil, or delay in fulfilling, its obligations caused by circumstances outside of its reasonable control (including illness of our consultants).
    • Governing law. These Terms of Service are governed by and interpreted in accordance with the laws of England and Wales, and all parties submit to the exclusive jurisdiction of the courts of England and Wales.
    • Severability. If any provision, or part of a provision, of these Terms of Service is found to be illegal or unenforceable it will be severed from the agreement, and the remainder of these Terms of Service will be construed as if that provision or part did not form part of these Terms of Service. The previous sentence will not apply if the provision or part to be severed constitutes a material and fundamental element of the agreement between the parties.
    • Variation. We reserve the right to revise and amend the Terms of Service in our discretion, as follows:
      • if we consider that the change is likely to benefit you or have a neutral or minor detrimental impact on you, we may make any changes immediately without notifying you except by publishing the amended Terms of Service (as applicable) on the Site;

Your continued use of the Site after an amendment will mean that you agree to that amendment. You must stop using the Site if you do not agree to an amendment.

  • Entire agreement. These Terms of Service are the entire agreement between the parties on its subject matter and supersede any previous arrangements, agreements, representations, understandings or statements (whether verbally, in writing or in another format).
  • Third party rights. 2°ii, and their respective officers, employees and agents may enforce any term of this agreement which purports to confer a benefit on that person, but no other person who is not a Party has any right under the Contracts (Rights of Third Parties) Act 1999 to enforce or to enjoy the benefit of any term of this agreement.