FSC Trace (formerly Blockchain) Terms and Conditions

For the purpose of these Terms and Conditions, specific terms and abbreviations are used which shall have the meaning as defined below:
1.1.    ‘API’ means FSC GD’s Application Programming Interface. 
1.2.    ‘Approved’ is the result of a validation if compliant with the User’s FSC Certification or FSC License.
1.3.    ‘ASI’ means ASI Assurance Services International GmbH. 
1.4.    ‘Certification Body’ or ‘CB’ means a legal entity accredited against the FSC certification scheme by and based on the decision of ASI, and which performs conformity assessment services as defined in document FSC-STD-20-001 Document | FSC Connect and in the relevant certification agreement. 
1.5.    ‘Certificate Holder’ or ‘CH’ refers to a person or legal entity with FSC Certification. 
1.6.    ‘FSC AC’ is a company with its registered office in Calle Margarita Maza de Juárez # 436, Col. Centro, 68000 Oaxaca, Mexico. FSC AC is an international not-for-profit membership organization established to promote environmentally appropriate, socially beneficial, economically viable and overall sustainable management of the world’s forests. 
1.7.    ‘FSC GD’ or ‘FSC’ is the Forest Stewardship Global Development GmbH with limited liability wholly owned by FSC AC and constituted according to German Law: Bonn HRB 15990. FSC GD is operating the FSC Connect Portal.
1.8.    ‘FSC Group’ stands for FSC AC and all of its subsidiaries.
1.9.    ‘FSC Trace’ means FSC Trace Application. 
1.10.    ‘Information Leakage’ means when any confidential information is revealed to unauthorized Third Parties and when User discovers he/she/it has access to confidential information which he/she/it should not be authorized to access according to these Terms and Conditions.
1.11.    ‘License Holder’ means a person or an entity holding a valid FSC license. 
1.12.    ‘Matching’ means the process of Transaction Data of a License Holder or Certificate Holder being compared for matching with sales or purchases made by their Trading Partners. The Transaction Data used for the process of matching is sales document ID, transaction type, quantity, unit of measurement and FSC claim. When Trading Partners enter matching data an immutable record of the match is created. 
1.13.    ‘Unmatched’ means that the counter-party to a transaction initiated by the originating party has not yet confirmed and therefore agreed the details of the transaction. Unmatched transactions are highlighted for the attention of the User.
1.14.    ‘Personal Data Breach’ means a breach of security leading to the accidental or unlawful destruction, loss, alteration, unauthorized disclosure of, or access to, personal data transmitted, stored, or otherwise processed according to Article 4 (12) GDPR.
1.15.    ‘Terms and Conditions’ stands for these Terms and Conditions including all appendixes. All such documents form an integral part of the contract in relation to the use of FSC Trace . 
1.16.    ‘Third Party’ or ‘Third Parties’ refer to a party or to parties which is or are not explicitly named in these Terms and Conditions and are not party to any contract to which these Terms and Conditions apply. 
1.17.    ‘Transaction Data’ means data which is required by the FSC normative framework related to the FSC sales or purchases of a License Holder or a Certificate Holder, such as: sales document ID, transaction date, Trading Partner’s license code, product type, quantity, unit of measure, FSC claim or percentage claim. It can also include optional data such as HS codes and Geospatial co-ordinates and other meta data that the License Holder or Certificate Holder may wish to record.
1.18.    ‘User’ means an individual that has successfully signed up to FSC Trace, and holds a valid account therein, and is himself/herself or works for an entity that is a License Holder or Certificate Holder. Users are required to register for an FSC Connect account which will provide access to FSC Trace. Where the License Holder or Certificate Holder is not itself the User, references to the term “User” in these Terms and Conditions also comprise the License Holder and/or Certificate Holder for and on behalf of which the respective User acts.  
1.19.    ‘Primary Contact’ means an individual who is a User and has been recorded as the primary contact on the FSC Certificate by their certification body. For FSC Trace the Primary Contact can advise FSC of additional User accounts required by submission of a request for access to FSC Trace from their FSC Connect User Management application.
1.20.    ‘Trading Partner’ are the organisations the License Holder or Certificate Holder trades with, either buying or selling materials.
1.21.    ‘Partner Types’ identifies Trading Partner type (customer or supplier) and their relationship in the supply chain (direct/indirect). 
1.22.    ‘Inventory Details’ the process whereby the User of FSC Trace self declares the volume of an organisations stock holding/s. 
1.23.    ‘Data Sharing’ the process and rules by which a Blockchain user can share information and data about their FSC traded materials.
1.24.    ‘Counterparty’ identifies the entities involved in transactions (purchase or sale) of FSC traded materials.
1.25.    ‘Blockchain Status’ displays information on whether an organisation is registered/unregistered for FSC Trace.
1.26.    ‘Products’ defines the FSC traded materials an organisation is certified to trade.
1.27.    ‘FSC Certification Requirements’ mean all requirements that must be met by a FSC Certificate Holder in order to qualify for, obtain and maintain FSC Certification. The Certification Requirements are revised according to FSC-PRO-01-001 Document | FSC Connect and include all documents (e.g., Policies, Standards, Directives, Advice Notes, Guidance Documents, Interpretations, and any other documentation developed by the FSC Group) that are necessary for operating the FSC Certification Scheme. 
1.28.    ‘Sandbox’ a test mode where Users can trial the end-to-end functionality of FSC Trace without affecting their live data.
1.29.    ‘Termination’ means that the User’s FSC Trace account shall be deactivated and rendered inaccessible to the User. Termination may be at the request of the License Holder or the Certificate Holder or the User as a result of a change of the FSC certification status to ‘Terminated’. All data previously submitted to FSC Trace will be retained according to the FSC retention periods specified. 
1.30.    ‘API Service’ refers to the set of application programming interfaces (APIs) provided by (Azure Services) that enable authorized Users or systems to access, interact with, or integrate specific functionalities, data, or services offered by the software. Use of the API Service is subject to compliance with applicable documentation, usage limits, authentication requirements, and any restrictions outlined in this agreement. The API Service may be updated, modified, or discontinued at the sole discretion of the provider, with or without prior notice.
1.31.    ‘EU TRACES NT’ (Trade Control and Expert System – New Technology) is a third-party system provided by the European Union. It is the European Commission’s official digital platform for submitting Due Diligence Statements (DDS) under the EU Deforestation Regulation - (EU) 2023/1115 (EUDR). It serves as the central registry and compliance gateway for operators and traders dealing with commodities linked to deforestation. The User understands that they may choose to transmit data and information related to FSC traded materials submitted in FSC Trace to EU TRACES NT. The User’s explicit consent will be obtained before any such data is shared with this third-party system. By providing such consent, the User acknowledges that the data will be transmitted to and processed within EU TRACES NT, which operates outside the control of FSC.  There are two different TRACES NT environments used for different purposes. The "Acceptance" environment is a test environment where users can practice and familiarise themselves with the system before using it in a live production setting. "Production", on the other hand, is the live system where real data is submitted and certificates have legal validity. For data protection reasons, there is no automatic data transfer between the different environments. Moreover, access to one of the environments doesn’t give you automatic access to the other. Interu is currently only connected to the "Acceptance" TRACES NT environment for testing purposes and until such time that the EUDR comes into effect.
 

2.1.    FSC Trace is available to License Holders or Certificate Holders when an FSC license is in place and the Certificate Holder’s Certification Body or the License Holder’s trademark service provider has confirmed the contact details of the registered primary contact.
2.2.    Access to FSC Trace and functions therein are determined by the status of a License Holder’s FSC Promotional License Agreement or a Certificate Holder’s License Agreement. More information regarding certification status can be found at https://connect.fsc.org/. FSC Trace is a web-based interface accessible via the FSC Connect platform https://connect.fsc.org/ and the FSC Trace API. 
2.3.    The purpose of FSC Trace is to provide License Holders and Certificate Holders with a digitised service to capture, store, and share data and information related to their FSC traded materials. Users can trial the application using a demo system known as ‘Sandbox Mode’ as well as upload data and information into FSC Trace via the web-based interface (UI), via a Microsoft Excel spreadsheet for bulk uploads or an API.
2.4.    For added security, all Transaction Data is encrypted and hashed before storing into the Kaleido Blockchain database. Encryption is done using an anonymized unique key. The System generates a unique key for every License Holder or Certificate Holder and stores it in Azure keyvault. During encryption and decryption, the system reads the key from Azure keyvault and performs the encryption/decryption operation. Transaction Data is encrypted on receipt and the non-blockchain database is enabled using Azure Cosmos's integrated encryption. With this system, Azure manages an encryption key and encrypts data for storage as it is uploaded. 
2.5.    Transaction Data checking is an automated process that checks an organisation’s FSC certification and establishes whether a trade is within the scope and validity of their certification. 
2.6.    Matched transactions occur where the counterparty to a transaction initiated by an originating party has confirmed and therefore agreed the details of the transaction. Matched transactions are recorded in the FSC Trace Blockchain database.  
2.7.    Users can attach legality and supporting information or documentation to their transactions.
2.8.    Users have access to privacy enabled sharing where they can manage access, set a range of sharing permissions and onwardly share data and information with others. 
2.9.    All Transaction Data and other data entered into FSC Trace may be processed for FSC system integrity investigations and may be shared with ASI and respective CBs.
2.10.    All Transaction Data and other data entered into FSC Trace will be retained for a period of ten (10) years after the relationship between FSC and User has ended. Should the Transaction Data be relevant for any anticipated, ongoing or finalized integrity investigation by FSC, ASI or CB, FSC reserves the right to retain it for a period of twenty (20) years.
2.11.    Users of FSC Trace can input the license or certificate code of their Trading Partners and invite them to join FSC Trace. A list of Trading Partners and details of their trading information is then displayed when the User logs in and views Trading Partners.
2.12.    Users of FSC Trace are required to input their starting inventory in compliance with the FSC Certification requirements. 
2.13.    Submittal and storage of geolocation data identifying the area of harvest can be uploaded with data sharing and permissions controlled by the User.
2.14.    Users may choose to use the system to share their data with any third-party individual or system. FSC shall not be liable for data inaccuracy, errors or omissions in relation to the data submitted or any disruption, delay, data loss or other issues arising from the use or unavailability of third-party systems.
2.15.    For testing and evaluation purposes, FSC may provide a beta version of FSC Trace. The User acknowledges and agrees that beta version may contain bugs, errors, or incomplete features and that the User uses the beta version at its own risk. FSC may at any time discontinue, modify, or replace the beta version without prior notice. 
 

3.1.    Access to FSC Trace is only possible with a valid User login which can be obtained when an organization’s primary contact has been recorded on the FSC Certification database by their Certification Body or trademark service provider and the License Holder or Certificate Holder has been invited by FSC to register for an FSC Connect account at https://connect.fsc.org/. The User shall be responsible for providing accurate, complete and up-to-date login information during or after the registration to FSC Trace. If the User's login information is incorrect or requires updates, the User may contact the support team at connect@fsc.org for assistance. 
3.2.    FSC grants to the User a royalty-free, non-transferable, non-sublicensable, and non-exclusive right for one (1) individual person to use FSC Trace, limited to the term of and governed solely by the contract formed through acceptance of these Terms and Conditions, solely for the purpose of documenting Transaction Data in accordance with these Terms and Conditions, and subject to limitations set forth herein. 
3.3.    Notwithstanding clause 3.2, for the open source software components of FSC Trace listed in the Annex to these Terms and Conditions, the respective applicable open source software license terms shall apply exclusively. With regard to the aforementioned open source components, FSC does not grant the User any usage rights, but the User acquires the usage rights granted in the applicable open source software license terms directly from the licensors of the respective open source software component.
3.4.    FSC reserves the right to withdraw the right to use set forth in Section 3.2, block the License Holder’s, Certificate Holder’s and User’s access to FSC Trace, and/or deny a User’s registration at any time. 
3.5.    Primary contact Users of a FSC Trace account may add, amend, and delete Users to their FSC Trace account.
3.6.    These Terms and Conditions apply between FSC and (i) the License Holder and/or Certificate Holder, and (ii) the User (unless identical to (i)). They enter into effect upon registration of the User to FSC Trace. FSC may amend these Terms and Conditions from time to time by providing at least thirty (30) days' prior written notice to the User via email. Such amendments shall be deemed accepted by the License Holder and/or Certificate Holder for and on behalf of which the User acts, and the User itself, if no objection in text form is received by FSC within six (6) weeks after the notification. In the notification, FSC shall state its reasons for the amendment of these Terms and Conditions and inform the User about the consequences of objecting and not objecting to the amendment. If a timely objection is made, the existing Terms and Conditions shall continue to apply, but FSC may terminate the User's access to FSC Trace with six (6) weeks’ notice.
 

4.1.    FSC Trace is provided ‘as-is’. To the maximum extent permitted by applicable law, FSC disclaims all warranties, express or implied, including, but not limited to, any implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. FSC does not warrant that FSC Trace will meet the User’s requirements or that the operation of FSC Trace will be uninterrupted or error-free.  
4.2.    FSC shall be liable only up to the amount of damages as typically foreseeable at the time of entering into any contract to which these Terms and Conditions apply in respect of damages caused by a slightly negligent breach of a material contractual obligation (i.e. a contractual duty the fulfilment of which is essential for the proper execution of the contract, the breach of which endangers the purpose of the contract and on the fulfilment of which the User regularly relies). FSC shall not be liable for damages caused by a slightly negligent breach of a non-material contractual obligation. 
4.3.    The limitation of liability as set forth in clause 4.2 shall not apply to any mandatory statutory liability (specifically under the German Product Liability Act), liability for assuming a specific guarantee or liability for damages caused by wilful misconduct or gross negligence, or any kind of wilfully or negligently caused personal injuries.
4.4.    Regardless of the legal grounds giving rise to liability, FSC shall not be liable for indirect and/or consequential damages, including, but not limited to, loss of profit and loss of interest, unless one or more requirements of clause 4.3 are fulfilled.
4.5.    Any potential further reaching statutory limitation of FSC’s liability (in particular under Section 599 of the German Civil Code) shall remain unaffected.
4.6.    Notwithstanding clause 6, FSC may stop the operation of FSC Trace immediately due to the urgent circumstances (including but not limited to a security threat, technical failure, or legal requirement). 
4.7.    Users acknowledge that, due to the nature of the internet and computer systems, temporary interruptions or disruptions of FSC Trace may occur, and FSC does not assume an obligation to ensure uninterrupted availability in such cases.
4.8.    In all cases, FSC reserves the right, but shall have no obligation, to monitor, remove or edit any material uploaded by Users, including but not limited to material that is inappropriate, offensive, or otherwise objectionable, for any or no reason. FSC may take these actions without prior notification to Users or any Third Party. 
4.9.    Although FSC takes reasonable endeavors to keep FSC Trace free from viruses, spammers, data loss, DoS, or phishing attacks, FSC does not warrant that it is free of such threats. The User acknowledges that, for its own protection, it should take all appropriate security measures and utilize effective security measures before using FSC Trace.
4.10.    FSC aims to provide a high-availability service and intends to make all reasonable efforts to ensure that FSC Trace is accessible. While the systems are designed to minimize downtime, FSC does not warrant uninterrupted or error-free operation and may need to perform maintenance, upgrades, or emergency repairs. Users acknowledge that unavailability may occur and agree that FSC shall not be held liable for any damages or losses arising from periods of unavailability, whether long or short.
4.11.    FSC shall neither be obliged to update FSC Trace nor provide any support or training. 
4.12.    A limitation period of one (1) year applies regarding potential claims by a User in relation to defects in FSC Trace. Sentence 1 does not apply if one or more requirements of clause 4.3 are fulfilled. 
4.13.    The User shall indemnify and hold FSC harmless from and against any Third-Party claims alleging that use of FSC Trace is not in line with these Terms and Conditions and/or when User infringes any right of any Third Party, and shall compensate FSC and its directors, officers, employees or subcontracting parties for any financial losses, claims, property damage, personal injuries and expenses, including attorney fees, incurred by or in connection with any such Third-Party claims, unless such claim is not due to the User’s fault.
4.14.    It is the responsibility and obligation of the User to upload correct and truthful data and information in line with the FSC Certification and License Holder requirements. Should the User intentionally or otherwise enter incorrect or false information or data into the FSC Trace Beta Application, FSC is not liable for the data upload or results of the automated checks. FSC shall only be liable from the date it receives knowledge of the upload of false data. Therefore, upon notification to connect@fsc.org of relevant violations, FSC will investigate and where necessary will terminate the User’s access in accordance with Section 1.25.  FSC may remove such content immediately. 
 

5.1.    The User shall make use of FSC Trace in good faith and in accordance with these Terms and Conditions. In particular and without limitation to the generality of the foregoing, the User shall, free of charge, report to FSC on functionality and errors and suggest improvements. The User shall report to FSC any case of Personal Data Breach or Information Leakage related to FSC Trace. In case the User deliberately does not report such Personal Data Breach or Information Leakage, the User undertakes to pay a contractual penalty in the amount of EUR 2,000.00 to FSC for each case of culpable violation of this obligation. Any further rights of FSC, including the right to claim damages, shall remain unaffected, provided, however, that the contractual penalty shall be credited against potential claims of FSC for damages resulting from the breach.   
5.2.    With respect to any use of FSC Trace, the User guarantees that: (i) he has all necessary rights to submit the data/materials to FSC Trace and to grant FSC the licenses set forth herein; (ii) FSC will not need to obtain licenses from any Third Party or pay royalties to any Third Party with respect to use of the submitted data/material; (iii) the submitted data/materials do not infringe any Third Party rights, including intellectual property rights and data protection/privacy rights; (iv) the submitted data/materials do not violate applicable laws.
5.3.    The User agrees that he will not upload any data/material comprising, featuring or otherwise including any infringing, illegal, or inappropriate material, including but not limited to data/materials which: (i) contain any pornographic, obscene, offensive, defamatory, or otherwise unlawful or immoral content; (ii) exploit minors; (iii) depict unlawful or violent acts; (iv) depict animal cruelty or violence towards animals; (v) promote fraudulent schemes or gives rise to a claim of deceptive advertising or unfair competition; or (vi) violates any law, statute, or regulation.
5.4.    With the limitations set in the privacy statement or otherwise explicitly mentioned in these Terms and Conditions, the User grants to FSC an unlimited, worldwide, non-exclusive, sub-licensable, royalty-free, perpetual, transferable and irrevocable license to use any uploaded data/material in any manner now or in the future known; exemptions required by law remain unaffected. These rights in particular include commercial use, the right to make the uploaded data/material publicly available, to copy, to distribute, to modify, translate or otherwise amend the data/material and to transfer or sublicense the rights to Third Parties. 
5.5.    To the extent allowable under applicable local laws and copyright conventions, User also waives and/or agrees not to assert against FSC any moral rights that User may have in the material.
5.6.    In relation to any feedback, suggestions, and reports provided to FSC, including, but not limited to any suggestions, improvements, problem descriptions and any other information related to FSC Trace or any part thereof (collectively: “Feedback”), the User hereby transfers any intellectual property rights to FSC. If and to the extent a transfer of intellectual property rights is not possible under applicable law, the User hereby grants to FSC the perpetual, transferable, sub-licensable, worldwide and royalty-free right to use and exploit such Feedback in any manner now or in the future known, including, without limitation, the right to reproduce, distribute and publicly reproduce the Feedback, including the right to make the Feedback available to the public, to translate, edit, arrange or otherwise rework the Feedback and to reproduce, use and exploit, in any manner, the results thus obtained.

Either Party may terminate the account on FSC Trace and the contract to which these Terms and Conditions apply subject to two (2) weeks' notice in text form. The FSC e-mail address for providing the notice is connect@fsc.org.
Either Party’s statutory right to terminate for cause shall remain unaffected.

The User is obligated to comply with all applicable data protection laws and regulations, including but not limited to the General Data Protection Regulation (GDPR) and the Federal Data Protection Act (Bundesdatenschutzgesetz).

8.1.    Should any provision of these Terms and Conditions be or become invalid or unenforceable or should these Terms and Conditions contain an omission, then the legal effect of the other provisions shall not be affected thereby. 
8.2.    The invalid or unenforceable provision shall be deemed to be substituted by a suitable and equitable provisions which, to the extent legally permissible, comes as close as possible to the economic intent and purpose of the invalid or unenforceable provision. In case of an omission, a suitable and equitable provision shall be deemed to have been agreed upon which reflects what the Parties, in the light of the economic intent and purpose of these Terms and Conditions, would have agreed upon, if they had considered the matter. 
8.3.    These Terms and Conditions - and all disputes relating to or in connection with these Terms and Conditions and a contract to which these Terms and Conditions apply - shall be governed by the laws of Germany excluding the United Nations Convention on Contracts for the International Sales of Goods (CISG).
8.4.    The exclusive place of jurisdiction shall be Bonn, Germany.
8.5.    Considering the international nature of the FSC Group and the purpose and scope of FSC Trace, the Parties have chosen the English language for these Terms and Conditions. Notwithstanding the foresaid, in case of usage of technical or legal terms in German language the Parties agree that these shall have the meaning under and shall be interpreted exclusively in accordance with German law and language; the English translation of terms shall be for ease of reference only.
8.6.    Notwithstanding Section 354a German Commercial Code (HGB), the User is not authorized to assign claims against FSC in whole or in part to a Third Party without the prior consent of FSC. The User shall have no right of set-off or retention unless the claim is undisputed or has been recognized by declaratory judgement.