Terms of Use for the Digital ID Platform

Overview
1.1. The use of or access to the Digital ID Platform relies on services/data provided by ConnectID Pty Ltd or its Related Bodies Corporate (the “ConnectID Operator”) and Trinsic Technologies, Inc (“Trinsic”).
1.2. Accordingly, the End User acknowledges that:
a) Part A contains terms required by the ConnectID Operator; and
b) Part B contains terms required by Trinsic,
and both parts form part of these Additional Terms.
1.3. The End User acknowledges these terms may be updated from time to time as required by the ConnectID Operator and/or Trinsic.

PART A – ConnectID Terms of Use
The ConnectID Terms of Use are divided in two sections: (1) Section 1 – General ConnectID Terms which applies to all End Users; and (2) Section 2 – Additional Representative Terms which only apply to those End userse to whom GBG provides the ConnectID services as a Representative under the ConnectID Rules.

Section 1 – General ConnectID Terms
This Section 1 applies to all End Users/Customers.

1. Use and Access
1.1. The End User must access and use the Digital ID Platform for its own internal business purposes in accordance with these terms and the Agreement and solely for the purposes of identity verification.
1.2. When using the Digital ID Platform, the End User must comply with all applicable Laws.
1.3. The End User must not seek to circumvent or disable any controls in the Digital ID Platform.
1.4. Any and each Digital Identity Transaction will only be provided if the Identity Owner gives express consent. The Identity Owner is required to have a digital account enabled with a Data Provider within the ConnectID Network and have had their identity details (such as name, telephone number, email and date of birth) verified with the Data Provider within the prior 5 years and meet certain minimum age requirements set out by the relevant identity provider.
1.5. The End User acknowledges and agrees that, to the extent permitted by Law, GBG or the ConnectID Operator provide no warranties, representations, guarantees or conditions and excludes all liability in connection with:
a) the accuracy, currency, timeliness, validity, completeness or suitability of the Digital ID Platform, GBG’s services, or any Identity Data for any purpose, including with respect to compliance with any regulatory requirements, such as any “know your customer”, AML/CTF Act or similar requirements;
b) the availability of Digital ID Platform or access to it, nor that the Digital ID Platform or such access will be uninterrupted or error free;
c) any Transactions (including fraudulent Transactions), Identity Data or verifications or assertions as to a person’s identity or attributes, including with respect to quality, accuracy, currency, timeliness, validity or completeness.
1.6. The End User must not:
a) use the Digital ID Platform in breach of any applicable Laws or for any purpose that is unlawful or that would give rise to any civil or criminal liability for GBG, the ConnectID Operator or any other third party;
b) charge any fees from the Identity Owner to perform a Digital Identity Transaction via the ConnectID services.
c) use the Digital ID Platform or associated documentation in any manner that adversely impacts or limits:
i the stability, security, reliability, performance or integrity of our systems or the systems of the ConnectID Operator or the Digital ID Platform, or any data Processed or transferred using the Digital ID Platform;
ii the ability of third-parties to use or integrate with the Digital ID Platform; or
iii GBG’s interests or reputation or the interests or reputation of the ConnectID Operator;
d) except as permitted by Law, copy, cache, reproduce, seek to reverse engineer or decompile any part of the Digital ID Platform, or modify or create derivative works based on all or any part of the Digital ID Platform;
e) rent, lease, sell, assign, sub-licence, deliver or otherwise distribute the Digital ID Platform or any platform documentation to any other person except as expressly permitted by the ConnectID Rules, or otherwise use the Digital ID Platform or any platform documentation to provide any form of bureau, aggregator or similar services without the prior written consent of the ConnectID Operator;
f) provide the Digital ID Platform to a third party or permit any third party to have access to the Digital ID Platform or platform documentation, other than as permitted under these terms;
g) remove, alter or obscure any identification, copyright, trademark or other proprietary notices, labels or marks (if any) contained in any materials relating to the Digital ID Platform, including the platform documentation;
h) send infringing or unlawful material using the Digital ID Platform or any sensitive data;
i) attempt to gain unauthorised access to the Digital ID Platform or any data Processed or transferred using the Digital ID Platform;
j) use the Digital ID Platform to propagate any virus, worms, malicious code, Trojan horses, or other programming routine intended to damage any system or data;
k) do anything that would prejudice the ConnectID Operator’s existing right, title, or interest in the Digital ID Platform;
l) use the Digital ID Platform for the purposes of evaluation, benchmarking or other comparative analysis; or
m) use the Digital ID Platform or any platform documentation for any purpose other than as permitted under these terms and the Agreement, including to copy, replicate, produce, create, develop or duplicate some or all of the Digital ID Platform or any platform documentation in another form, product or service, without our prior written consent.
1.7. GBG and the ConnectID Operator do not accept any liability whatsoever, now or in the future, in respect of any reliance placed on the accuracy of the information, irrespective of how and what the purpose of the information is used for by the End User.
1.8. The End User acknowledges and agrees that the ConnectID Operator may make changes to and update the Digital ID Platform from time to time.

2. Maintenance
2.1. The ConnectID Operator may, at any time and without notice, modify and suspend the operation of, or access to the Digital ID Platform, or any part thereof, for any reason or interrupt the operation of the Digital ID Platform or any part thereof, as necessary to perform maintenance, error correction or upgrades or to respond to or manage security risks. GBG will endeavour to communicate to End Users any planned maintenance in advance.
2.2. Neither GBG nor the ConnectID Operator will be liable if, for any reason, the Digital ID Platform is not available at any time or for any period of time.

3. Audit
3.1. GBG may audit, access and inspect (Audit) the performance of the End User’s obligations or exercise of rights under these Additional Terms for the purpose of verifying whether the End User is complying with these Additional Terms or to enable GBG, any of its Related Bodies Corporate, the ConnectID Operator or any other relevant ConnectID participant to comply with applicable Law, the TDIF requirements (if applicable), the ConnectID Requirements, the Network Documentation, or any request, direction, audit, review, investigation or information request from the ConnectID Operator or a supervisory authority.

4. Intellectual Property
4.1. The End User acknowledges and agrees that title to and ownership of all rights (including all Intellectual Property rights) in and to the Digital ID Platform and associated documentation, including all modifications, improvements or derivative works with respect to the same, will at all times remain with the ConnectID Operator.

5. Privacy and data
5.1. When accessing, collecting, using, disclosing, processing, transferring and/or otherwise handling (together Processing) Personal Information in connection with the Digital ID Platform or any Transaction, GBG and the ConnectID Operator will comply with applicable data privacy laws.
5.2. The End User:
a) acknowledges the ConnectID Privacy Policy and agrees to the ConnectID Operator’s Processing of Personal Information as contemplated by the ConnectID Privacy Policy and these Additional Terms; and
b) must ensure, and warrant and represent to GBG and the ConnectID Operator, that the End User has made all necessary disclosures and obtained all relevant consents and approvals, including under Privacy Laws, to provide Personal Information to GBG and the ConnectID Operator and for GBG and the ConnectID Operator to process that Personal Information as contemplated by these Additional Terms.
5.3. The End User warrants to GBG and the ConnectID Operator that the End User complies with all applicable privacy laws including:
a) publish and maintain a public-facing privacy policy that complies with the requirements of the Privacy Act which expressly covers matters related to the End User’s participation in the Digital ID Platform and Transactions; and
b) nominate a designated person or role who will act as the primary contact point for any privacy or data related matter, including in respect of any Security Incidents, in connection with the Digital ID Platform (Privacy Officer) and notify the Network Operator of the relevant contact details. The Privacy Officer must have appropriate skills, experience and background to perform the role.
5.4. The End User must notify GBG without undue delay if there is a change in the contact details of its nominated Privacy Officer.
5.5. If the End User becomes aware that a Security Incident has occurred, the End User must (except to the extent prohibited by applicable Law):
a) promptly (and in any case within 24 hours) notify GBG;
b) without undue delay provide GBG or the ConnectID Operator with all information related to the Security Incident as reasonably required by GBG or the ConnectID Operator;
c) conduct an expeditious investigation and assessment of the nature, extent and cause of the Security Incident.
d) promptly take all reasonable steps to stop and mitigate any potential or further loss, interference or harm that may arise in connection with the Security Incident and remediate any weakness, failure or vulnerability in the End User’s information technology environment or associated operational procedures to prevent any similar incident from occurring.
e) provide reasonable assistance to GBG or the ConnectID Operator as required to mitigate the impact of the Security Incident.

6. Indemnity
6.1. The End User will indemnify GBG and the ConnectID Operator (and keep GBG and the ConnectID Operator indemnified), their related bodies corporate and personnel (each an Indemnified Person) in respect of any loss or damage suffered by or claim made against the Indemnified Person as a result of or in connection with:
a) any breach of the End User’s obligations under clauses 1.6a), 1.6d), 1.6f), 1.6h) and 1.6m), 4 (Intellectual Property) and 5 (Privacy and data) and the End User’s confidentiality obligations under these Additional Terms and the Agreement; and
b) any fraudulent or unlawful acts or omissions, or wilful misconduct, by the End User or its personnel;
provided that the End User’s liability under this clause 6 will be reduced proportionally to the extent the loss or damage is caused or contributed to by any breach or negligent act or omission of an Indemnified Person.

7. Suspension
7.1. GBG and the ConnectID Operator may suspend the services for a specified or indefinite time if:
a) the End User breaches any provision of these terms and that breach is not remedied to the satisfaction of GBG or the ConnectID Operator within such period as GBG or the ConnectID Operator may determine in writing acting reasonably;
b) the End User breaches its obligations under these terms and the GBG Go agreement relating to security, confidentiality or privacy;
c) the End User becomes subject to an Insolvency Event;
d) GBG or the ConnectID Operator are directed or requested by any supervisory authority;
e) the End User is subject of a material Security Incident;
7.2. Further, services may be suspended for a specified or indefinite time if GBG or the ConnectID Operator reasonably determine that suspension is necessary to:
a) comply with the ConnectID Requirements;
b) protect the security, integrity or operation of the ConnectID Network; or
c) manage legal, regulatory, fraud or security risks.

8. Termination
8.1. The End User acknowledges that GBG relies on the ConnectID Operator to provide the services under these terms. Therefore, the End User acknowledges and agrees that, in addition to GBG’s rights in the Agreement, GBG can terminate these terms if, for any reason, GBG’s agreement with the ConnectID Operator is terminated.
8.2. Upon termination, for any reason, the End User must immediately cease to use the ConnectID services.

9. ConnectID Minimum Customer General Terms
9.1. The End User acknowledges that the Identity Owners will be required to agree to the ConnectID Minimum Customer General Terms before GBG can proceed with the Digital Identity Transaction.

10. Definitions

Agreement means the agreement between the End User and GBG under which these Additional Terms apply and form part.
ConnectID Requirements means the ConnectID Rules, procedures, specifications and other requirements imposed by the ConnectID Operator from time to time.
Customer/End User means GBG’s customer named in the Agreement.
Data Providers means participants of the Digital ID Platform responsible for supplying Identity Data.
Digital ID Platform means the digital identity platform operated by the ConnectID Operator.
Digital Identity Transaction means a transaction performed using the Digital ID Platform.
Identity Data means:
a) an item of information or data associated with an Identity Owner (such as name, telephone number, date of birth, credit score or qualifications); and
b) any verification or assertion of a person’s identity.
Identity Owner means an individual about whom Identity Data relates, and who is Your customer or potential customer.
Insolvency Event means an event that occurs in respect of a person if:
a) it is (or states that it is) an insolvent under administration or insolvent (each as defined in the Corporations Act);
b) it has had a Controller (as defined in the Corporations Act) appointed, or is in liquidation, in provisional liquidation, under administration or wound up or has had a Receiver (as defined in the Corporations Act) appointed to any part of its property;
c) it is subject to any arrangement, assignment, moratorium or composition, protected from creditors under any statute, or dissolved (in each case, other than to carry out a reconstruction or amalgamation while solvent on terms approved by the Network Operator);
d) an application or order has been made, resolution passed, proposal put forward, or any other action taken, in each case in connection with that person, which is preparatory to or could result in any of a), b) or c) above;
e) it is taken (under section 459F(1) of the Corporations Act) to have failed to comply with a statutory demand;
f) it is the subject of an event described in section 459C(2)(b) or section 585 of the Corporations Act (or it makes a statement from which the Network Operator reasonably deduces it is so subject);
g) it is otherwise unable to pay its debts when they fall due; or
h) something having a substantially similar effect to a) to g) happens in connection with that person under the law of any jurisdiction.
Intellectual Property includes all industrial and intellectual property rights of any kind including copyright (including rights in computer software), trade mark, service mark, design, patent, trade secret, semi-conductor or circuit layout rights, trade, business, domain or company names, moral rights, rights in confidential information, know how or other proprietary rights (whether or not any of these are registered and including any application for registration) and all rights or forms of protection of a similar nature or having equivalent or similar effect to any of these which may subsist anywhere in the world.
Laws means:
a) common law and equity;
b) any legislation, statute, law, by-law, ordinance, rules, or subordinate legislation;
c) mandatory or statutory codes of practice, standards, guidelines, principles and requirements, licences, permit, authorisation, accreditation or associated conditions; and
d) writs, orders, injunctions and judgments.
Personal Information means any “Personal Information” or “Sensitive Information” (as such terms are defined in the Privacy Act) or similar terms under any Privacy Law which is received from any source in relation to or as a result of the performance of rights or obligations under these terms, and in all cases is deemed to include all Attributes and any Identity Data transferred in connection with the Digital ID Platform.
Privacy Act means the Privacy Act 1988 (Cth).
Privacy Law means all legislation, principles, industry codes, guidelines and policies relating to the collection, use, disclosure, storage, protection or granting of access rights to Personal Information, including the Privacy Act and any applicable state or territory privacy laws.
Security Incident means any actual:
a) breach of Your confidentiality, privacy or security obligations under these terms and the greenID agreement;
b) unauthorised, accidental or unlawful access to, use, disclosure or modification of, or loss of or damage to, any Personal Information or Identity Data transferred in connection with the Digital ID Platform; or
c) unauthorised access to or use of the Digital ID Platform or any of Our interfacing systems or any compromise to the stability, security, reliability, performance or integrity of the Digital ID Platform, or such interfacing systems,
and includes an eligible data breach or any other actual or suspected data or security incident or event that is notified or required to be notified (by the ConnectID Operator or Us) to any supervisory authority in connection with the Digital ID Platform or that may compromise the stability, security, reliability, performance or integrity of the Digital ID Platform.
Transaction means the exchange of Identity Data associated with an Identity Owner between Us and the Data Providers via the Digital ID Platform.
Trusted Digital Identity Framework or TDIF means the Australian Government’s accreditation framework for digital identity services, including the policy and framework documents, requirements and associated legislation underpinning or relating to that framework.

Section 2 – Additional Representative Terms
This Section 2 only applies where GBG acts as a Representative on behalf of Customers under the ConnectID Rules.
1. Eligibility
1.1. The End User represents and warrants on a continuing basis that it:
a) is incorporated or established in Australia and holds all required registrations and authorisations;
b) has a bona fide need to collect and use Identity Data for purposes reasonably necessary for its functions or activities; and
c) continues to satisfy any eligibility requirements or conditions notified by GBG from time to time.
The End User must promptly notify GBG if it ceases, or is likely to cease, satisfying any eligibility requirement or condition relevant to its participation in the Representative Arrangement.

2. Representative Indemnity
2.1. The End User indemnifies GBG and its related bodies corporate, officers, employees and contractors against any loss, liability, claim, damage, cost or expense incurred by them arising from or in connection with:
a) the End User's breach of these Additional Representative Terms;
b) the End User's failure to comply with any ConnectID Requirements notified by GBG;
c) any act or omission of the End User that causes GBG to breach its obligations under the ConnectID Network Documentation;
d) any suspension, investigation, compliance action or remedial action imposed on GBG by ConnectID as a result of the End User's acts or omissions;
e) any claim brought by or on behalf of the End User against ConnectID, a ConnectID participant or a Data Provider; and
f) any fraud, unlawful conduct, wilful misconduct, security incident or privacy breach caused by the End User.
The End User's liability under this clause will be reduced proportionately to the extent that the relevant loss was caused by the negligence, fraud or wilful misconduct of GBG.

3. Information and Cooperation
3.1. The End User must promptly provide any information, records, documents, certifications and assistance reasonably requested by GBG in connection with:
a) ConnectID onboarding and certification;
b) compliance with ConnectID requirements;
c) any audit, review, investigation or enquiry conducted by GBG, ConnectID or a regulator;
d) any Security Incident, fraud investigation or dispute connected with ConnectID; and
e) any matter that GBG reasonably considers necessary to enable it to comply with its obligations as a Representative.

4. Suspension
4.1. GBG may immediately suspend the End User's participation in a Representative Arrangement if:
a) ConnectID requires or requests GBG to do so;
b) GBG reasonably considers the End User no longer satisfies eligibility requirements;
c) the End User fails to comply with ConnectID requirements;
d) the End User's conduct exposes, or is reasonably likely to expose, GBG to compliance, regulatory, security or reputational risk; or
e) GBG reasonably believes suspension is necessary to comply with its obligations under the ConnectID Rules.
4.2. The End User acknowledges and agrees that ConnectID may take action that affects GBG’s ability to provide services under a Representative Arrangement, including by revoking, suspending or terminating GBG’s approval to act as a Representative, suspending or terminating the relevant Representative Arrangement, imposing additional conditions or reporting requirements, or taking other action it considers reasonably necessary or desirable. The End User must comply with, and provide all information, assistance and cooperation reasonably required by GBG in connection with, any such action or any related request, condition, investigation, audit, review or remediation activity.

5. Termination
5.1. GBG may immediately terminate the Representative Arrangement if:
a) ConnectID requires or directs GBG to do so;
b) the End User ceases to satisfy any eligibility requirements;
c) the End User fails to comply with ConnectID requirements;
d) GBG reasonably considers that continued participation by the End User may cause GBG to breach its obligations under the ConnectID Rules;
e) GBG’s approval to act as a Representative is revoked, suspended or terminated, or the relevant Representative Arrangement is suspended or terminated by ConnectID; or
f) the End User's participation creates material compliance, regulatory, security, fraud or reputational risk for GBG.

6. ConnectID Minimum Terms
6.1. The End User acknowledges and agrees that:
a) where GBG provides ConnectID services to the End User as a Representative under the ConnectID Rules, the End User must comply with the ConnectID Minimum Customer Additional Representative Terms (which may be amended from time to time as required by ConnectID);
b) the ConnectID Minimum Customer Additional Representative Terms are incorporated into and form part of these Additional Terms;
c) the End User must ensure that its Identity Owners are presented with and agree to the ConnectID Minimum Customer Additional Representative Terms for Identity Owners (which may be amended from time to time as required by ConnectID) before the End User requests or receives any ConnectID services through GBG.

PART B – Trinsic Terms of Use
The Supplier Data used to provide this Dataset is provided by GBG’s Supplier, Trinsic Technologies, Inc. GBG is obliged under the terms of its agreement with its Supplier to ensure that all End Users agree to comply with the following licensing provisions:

1. DEFINITIONS
1.1. In these Additional Terms, the following definitions shall apply, in addition to the definitions set out in the Agreement:
“Customer User Data” means any data, including where relevant any personal data, relating to an End User that is (a) provided by the Data Subject to Customer, or (b) collected, accessed, or otherwise obtained by GBG on behalf of an End User and processed solely in accordance with the terms of the Agreement.

2. USE OF THE DATASET
2.1. End User shall not:
a) reproduce, display, download, modify, create derivative works of or redistribute the Services;
b) attempt to reverse engineer, decompile, disassemble or access the source code for the Services or any component thereof;
c) execute unauthorized automated tests or load balancing against the Supplier Data, Dataset or Services;
d) introduce to the Services any unauthorized data, malware, viruses, Trojan horses, spyware, worms, or other malicious or harmful code, or any data that infringes, misappropriates, or otherwise violates the intellectual property rights or other rights of any third party;
e) use the Supplier Data or any component thereof, in the operation of a service bureau to support or process any content, data, or information of any party other than End User;
f) sell, transfer, sublicense, assign, or otherwise permit any party, other than the then-currently Authorised Users, to access the Supplier Data and/or Services;
g) access or use the Supplier Data and/or Services to deliberately create a competing product or service; or
h) use the Supplier Data and/or Services for any purpose that is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive, promotes racism, bigotry, hatred, or physical harm of any kind, or is otherwise objectionable.
2.2. The End User acknowledges and agrees that GBG may immediately suspend End User’s access and use of the Supplier Data if GBG has reasonable evidence that cause it, in good faith, to believe the End User has violated clause 2.1 above. GBG will cooperate and work with the End User to restore access in a timely manner once any suspected breach has been cured, unless such breach gives rise for GBG to terminate pursuant to the terms of the Agreement.

3. INFORMATION REQUESTS
3.1. GBG and/or the Supplier may receive requests, or be contractually required by government entities, regulatory authorities, or the ID Provider, to provide or obtain information about the End User and/or Data Subjects as a condition of the use of the Services. The End User authorizes GBG and its Supplier to provide Customer Data to such authorities (or their designated representatives) in response to such requests and, if the requested information is not already in GBG’s or its Supplier’s possession, Customer will promptly provide all necessary information to GBG for this purpose.

4. USE OF ID PROVIDER MARKS
4.1. The End User is granted a limited, non-exclusive, royalty-free license to use the marks of ConnectID Pty Ltd (“ID Provider”), subject to any communicated limitations, conditions, usage guidelines, or approval procedures, for the purpose of: (i) indicating to actual and prospective customers that End User is authorized to make available the Supplier Data, (ii) identifying the ID Provider as an offered verification method within End User’s services. End User acknowledges that the right to use the ID Provider’s mark is not guaranteed and that any licence to use an ID Provider mark granted hereunder may be revoked at any time at the sole discretion of GBG, the Supplier or ID Provider. End User agrees not to alter, obscure, or misuse ID Provider marks or use them in a way that could cause confusion, diminish their distinctiveness, or imply that End User is an exclusive provider or partner of the ID Provider. 

5. SERVICE LEVELS
5.1. The End User acknowledges and accepts that any downtime or performance degradation caused by the ID Provider is beyond GBG's reasonable control and shall be considered an exception to the availability of the Services.

6. DATA PROTECTION AND COMPLIANCE WITH RELEVANT LAWS
6.1. The End User shall inform the Data Subject that their data shall be transferred to the Supplier in the United States as part of this Service.