1. DEFINITIONS AND INTERPRETATION
“Additional Services” means services which are not directly covered by the Agreement and may be subject to Additional Terms as set out at Schedule 3.4.
“Annexure” means a document which is annexed or attached to these Product Terms and is identified as an annexure, attachment or schedule, and may include any addendum, amendment, appendix, file attachment, variation or URL/hyperlink.
“Annual Commitment” where selected on the Order Form, means a commitment by the Customer to pay to GBG Charges that are equal to or greater than the sum specified on the Order Form during each contractual year of the Initial Term.
“Basic Information” means the User's name, address and date of birth (and any changes or updates thereof).
“Batch Service” means the processing and enhancement of Input Materials by GBG and the delivery of Results to the Customer by data file.
“Compliance Requirements” means applicable laws regarding anti-bribery, anti-corruption, modern slavery or human trafficking.
“Consequential Losses” means any loss or damage which is indirect, consequential, special, exemplary or incidental, any loss of profits, revenue, anticipated saving or business opportunity, damage to goodwill or loss of data, however caused or arising.
“Conventional Databases” means the databases maintained and aggregated by the Service Providers.
“Current Version” means the latest Version or Versions of the Service as set out on the Product Page.
“Databases” means the Conventional Databases, the Websites and the DVS.
“Dealings” means you advising the Users of the terms and restrictions on use of the Product and Services as set out in the Agreement.
“Discontinued Version” means a Version or Versions (or elements or parts thereof) of the Service that that will be retired as part of GBG’s ongoing product lifecycle management programme.
“Documentation” means any manuals including release notes, reference guides, specifications or other documents relating to the Product provided to you by us.
“DVS” means the Document Verification Service.
“Excluded Information” means Confidential Information:
“Global Lawful Purpose” means the verification of an individual's identity, age and address information for lawful purposes of identity verification, fraud prevention and enforcement of laws designed to prevent money laundering but does not include determining a consumer's eligibility for credit or insurance for personal, family or household purposes, employment or a government license or benefit.
“Helpdesk” means the helpdesk facility provided by GBG to handle enquiries and administration for the Service.
“Initial Price” means the Charges for the use of the Datasets provided as part of the Service during the fixed Initial Term of this Agreement, as agreed between the Parties and set out within the Order Form. Where the Initial Price listed on the Order Form is lower than the Standard Price listed, the Initial Price will be considered to be Preferential Pricing.
“Insolvency Event” in relation to a party (insolvent party) means:
“NZIICS” means the New Zealand Identity Information Confirmation service.
“PII” means Personal Identifying Information and has the same meaning as set out in the Privacy Act 1988.
“Product” means the greenID product, an online system that assists in verifying the identity of subjects by comparing claimed identity information against database sources that are accessed through direct licence, licensed copy, publically available websites, the DVS, or the NZIICS.
“Product Page” means the dedicated webpage that includes relevant information about the Service, Standard Support Services, Professional Services and Helpdesk.
“Professional Services” means the professional services as indicated on the Order Form and provided in accordance with the terms set out on the Product Page as updated from time to time.
“Renewal Term” means the automatic renewal of the Agreement at the conclusion of the Initial Term and subsequently on the anniversary date of the Commencement Date for the period set out in the Agreement as the Initial Term, subject to any variations agreed between the parties.
“Schedule” has the same meaning as Annexure.
“Service” means the Product (detailed in the Order Form) provided to the Customer as detailed in the Order Form together with the Standard Support Services and Professional Services as described on the Product Page together with any other ancillary services provided by GBG to the Customer pursuant to this Agreement.
“Standard Price” means GBG’s standard Charges for the use of Datasets provided as part of the Service as set out in the Order Form and updated by GBG from time to time.
“Standard Support Services” means the standard support services as indicated on the Order Form and provided in accordance with the terms set out on the Product Page as updated from time to time
“System Administrator” means the individual(s) named as such on the Order Form or their replacement(s) as notified to GBG by the Customer who will be familiar with the use of the Service and be the first point of contact for all Permitted Users of the Service.
“Transaction” means a single search, click, check or any other means of obtaining Results, as outlined within the Order Form.
“Update” means any improvements, updates, variations, modifications, alterations, additions, error connections, bug-fixes, enhancements, functional changes or other changes to the Service that do not constitute an Upgrade.
“Upgrade” means a new release of the Service that constitutes a significant change, for example, a release of the Service that introduces new features and/or additional functionality. An upgrade can also refer to a product change that requires the Customer to migrate to a new or alternative GBG product that has the same general function and purpose but enhanced or upgraded features.
“User Profile” means, where relevant to the delivery of the Service, the specific configuration of the Service and Datasets created for the Customer as detailed on the Order Form.
"Verification Subject” means the individual that is the subject of the identity verification process.
“We/Us/Our” means GBG or, where applicable, a GBG Group Company.
“You/Your” means the Customer and any users.