User Terms of Service

User Terms of Service

Welcome to Otem ID, digital identity verification offered by Otem. (“Otem”,  “our”,we” or “us”). This page explains the terms by which you may use our web and/or mobile software and services, which allow our business partners (“Customers”) to vet and verify the identities and credentials of individuals (collectively, the “Service”). By accessing or using the Service, you signify that you have read, understood, and agree to be bound by this User Terms of Service(the “User Terms of Service”) and to the collection and use of your information as set forth in the Otem Privacy Policy, whether or not you are a registered user of our Service. Otem reserves the right to make unilateral modifications to these terms and will provide notice of these changes as described below. These User Terms of Service applies to all visitors, users, and others who access and/or use the Service (“Users”).

For purposes of clarity, these User Terms of Service apply to your use of the Service. In addition to these User Terms of Service, if you use our website (the “Site”), then you must also read, understand, and agree to the Website Terms of Use, which shall govern your use of the Site.

Please read these User Terms of Service carefully to ensure that you understand each provision. These User Terms of Service contains a mandatory individual arbitration and class action/jury trial waiver provision that requires the use of arbitration on an individual basis to resolve disputes, rather than jury trials or class actions.

1. USE OF OUR SERVICE
A. Eligibility

This is a contract between you and Otem. You must read and agree to these terms before using the Service. If you do not agree, you may not use the Service. You may use the Service only if you can form a binding contract with Otem, and only in compliance with these User Terms of Service and all applicable local, state, national, and international laws, rules and regulations. Any use or access to the Service by anyone under 13 is strictly prohibited and in violation of these User Terms of Service. The Service is not available to any Users previously removed from the Service by Otem.

B. What is the Service?

The Service is a technology offering that makes it easier for our Customers to vet and verify information about individuals like you and to detect and deter any fraud or misuse. The Service allows our Customers to leverage the results of such vetting and verification (the “Verification Results”).

C. How Does the Service Work?

One of our Customers will direct you to use our Service to help vet and verify you online. We will let you know that we are working with them and require you to agree to these User Terms of Service in order to submit your information to us. After we vet and verify the information you submit to us, we will share that information back to our Customer.

The Service allows us to help our Customers more easily interact with individuals like you, but it does not change anything else about your relationship with the applicable Customer. You are ultimately responsible for your interactions with our Customers. Your provision of services to or for such Customer, or for third-parties via our Customers’ platforms,  are governed by separate terms and conditions between you and such Customer, to which we are not a party.

D. Service Rules

You agree not to engage in any of the following prohibited activities: 

  1. copying, distributing, or disclosing any part of the Service in any medium, including without limitation by any automated or non-automated “scraping”; 

  2. using any automated system, including without limitation “robots,” “spiders,” “offline readers,” etc., to access the Service in a manner that sends more request messages to the Otem servers than a human can reasonably produce in the same period of time by using a conventional on-line web browser;

  3. attempting to interfere with, compromise the system integrity or security or decipher any transmissions to or from the servers running the Service; 

  4. taking any action that imposes, or may impose at our sole discretion an unreasonable or disproportionately large load on our infrastructure; 

  5. providing or uploading invalid data through the Service; 

  6. collecting or harvesting any personally identifiable information from the Service; 

  7. using the Service for any commercial solicitation purposes; 

  8. impersonating another person or otherwise misrepresenting your affiliation with a person or entity, conducting fraud, hiding or attempting to hide your identity; 

  9. interfering with the proper working of the Service; 

  10. accessing any content on the Service through any technology or means other than those provided or authorised by the Service; or 

  11. bypassing the measures we may use to prevent or restrict access to the Service, including without limitation features that prevent or restrict use or copying of any content or enforce limitations on use of the Service or the content therein.

We may, without prior notice, change the Service; stop providing the Service or features of the Service, to you or to Users generally; or create usage limits for the Service. We may permanently or temporarily terminate or suspend your access to the Service without notice and liability for any reason, including if in our sole determination you violate any provision of these User Terms of Service, or for no reason. Upon termination for any reason or no reason, you continue to be bound by these User Terms of Service.

You may sign up to or agree to receive a one-time on-demand notification from us via text message or telephone call for authentication purposes. Standard message and data rates apply.

2. PROPRIETARY RIGHTS

The Service and all materials therein or transferred thereby, including, without limitation, software, images, text, graphics, illustrations, logos, patents, trademarks, service marks, copyrights, photographs, audio, videos, and music (the “Otem Content”), and all intellectual property rights related thereto, are the exclusive property of Otem and its licensors. Except as explicitly provided herein, nothing in these User Terms of Service shall be deemed to create a license in or under any such intellectual property rights, and you agree not to sell, license, rent, modify, distribute, copy, reproduce, transmit, publicly display, publicly perform, publish, adapt, edit or create derivative works from any Otem Content. Use of the Otem Content for any purpose not expressly permitted by these User Terms of Service is strictly prohibited.

You may choose to or we may invite you to submit comments or ideas about the Service, including without limitation about how to improve the Service or our products (“Ideas”). By submitting any Idea, you agree that your disclosure is gratuitous, unsolicited and without restriction and will not place Otem under any fiduciary or other obligation, and that we are free to use the Idea without any additional compensation to you, and/or to disclose the Idea on a non-confidential basis or otherwise to anyone. You further acknowledge that, by acceptance of your submission, Otem does not waive any rights to use similar or related ideas previously known to Otem, or developed by its employees, or obtained from sources other than you.

3. PRIVACY AND SECURITY

We care about the privacy of our Users. You understand that by using the Services you consent to the collection, use and disclosure of your personally identifiable information and aggregate data as set forth in our Privacy Policy, and to have your personally identifiable information collected, used, transferred to and processed in the United Kingdom.

Otem uses commercially reasonable physical, managerial, and technical safeguards to preserve the integrity and security of your personal information and implement your privacy settings. However, we cannot guarantee that unauthorised third parties will never be able to defeat our security measures or use your personal information for improper purposes. You should always use caution before sharing your sensitive personal information online.

The Service is controlled and operated from facilities in the United Kingdom. Otem makes no representations that the Service is appropriate or available for use in other locations. Those who access or use the Service from other jurisdictions do so at their own volition and are entirely responsible for compliance with all applicable United Kingdom and local laws and regulations, including but not limited to export and import regulations. You may not use the Service if you are a resident of a country embargoed by the United Kingdom, or are a foreign person or entity blocked or denied by the United Kingdom government. Unless otherwise explicitly stated, all materials found on the Service are solely directed to individuals, companies, or other entities located in the United Kingdom.

4. THIRD-PARTY LINKS AND INFORMATION

The Service may contain links to third-party materials that are not owned or controlled by Otem. We do not endorse or assume any responsibility for any such third-party sites, information, materials, products, or services. If you access a third-party website or service from the Service on or through any third-party website or service, you do so at your own risk, and you understand that these User Terms of Service and Otem’s Privacy Policy do not apply to your use of such sites. You expressly relieve Otem from any and all liability arising from your use of any third-party website, service, or content. Additionally, your dealings with or participation in promotions of advertisers found on the Service, including payment and delivery of goods, and any other terms (such as warranties) are solely between you and such advertisers. You agree that Otem shall not be responsible for any loss or damage of any sort relating to your dealings with such advertisers.

5. INDEMNITY

You agree to defend, indemnify and hold harmless Otem and its subsidiaries, agents, licensors, managers, and other affiliated companies, and their employees, contractors, agents, officers and directors, from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to attorney’s fees) arising from: 

  1. your use of and access to the Service, including any data or content transmitted or received by you; 

  2. your violation of any term of these User Terms of Service, including without limitation your breach of any of the representations and warranties above; 

  3. your violation of any third-party right, including without limitation any right of privacy or intellectual property rights; 

  4. your violation of any applicable law, rule or regulation; 

  5. your Otem Credentials or any other content that is submitted by you including without limitation misleading, false, or inaccurate information; 

  6. your wilful misconduct; or 

  7. any other party’s access and use of the Service with your unique username, password or other appropriate security code.

6. NO WARRANTY

The Service is provided on an “as is” and “as available” basis. Use of the Service is at your own risk. To the maximum extent permitted by applicable law, the Service is provided without warranties of any kind, whether express or implied, including, but not limited to, implied warranties of merchantability, fitness for a particular purpose, or non-infringement. No advice or information, whether oral or written, obtained by you from Otem or through the Service will create any warranty not expressly stated herein. Without limiting the foregoing, Otem, its subsidiaries, its affiliates, and its licensors do not warrant that the content is accurate, reliable or correct; that the Service will meet your requirements; that the Service will be available at any particular time or location, uninterrupted or secure; that any defects or errors will be corrected; or that the Service is free of viruses or other harmful components. Any content downloaded or otherwise obtained through the use of the Service is downloaded at your own risk and you will be solely responsible for any damage to your computer system or mobile device or loss of data that results from such download or your use of the Service.

Otem does not warrant, endorse, guarantee, or assume responsibility for any product or site advertised or offered by a third party through the Service or any hyperlinked website or site, and Otem will not be a party to or in any way monitor any transaction between you and third-party providers of products or services.

Some countries, states and other jurisdictions do not allow the exclusion and limitations of certain implied warranties, so the above exclusions may not apply to you. These User Terms of Service gives you specific legal rights, and you may also have other rights which vary from country to country. The disclaimers and exclusions under these User Terms of Service will not apply to the extent prohibited by applicable law.

7. LIMITATION OF LIABILITY

To the maximum extent permitted by applicable law, in no event shall Otem, its affiliates, agents, directors, employees, suppliers or licensors be liable for any indirect, punitive, incidental, special, consequential or exemplary damages, including without limitation damages for loss of profits, goodwill, use, data or other intangible losses, arising out of or relating to the use of, or inability to use, this Service. Under no circumstances will Otem be responsible for any damage, loss or injury resulting from hacking, tampering or other unauthorised access or use of the Service or the information contained therein.

To the maximum extent permitted by applicable law, Otem assumes no liability or responsibility for;

  1. any errors, mistakes, or inaccuracies of content; 

  2. any personal injury or property damage, of any nature whatsoever, resulting from your access to or use of our site; 

  3. any unauthorised access to or use of our secure servers and/or any and all personal information stored therein; 

  4. any interruption or cessation of transmission to or from the Service; 

  5. any bugs, viruses, trojan horses, or the like that may be transmitted to or through our site by any third party; 

  6. any errors or omissions in any content or for any loss or damage incurred as a result of the use of any content posted, emailed, transmitted, or otherwise made available through the Service; and/or 

  7. the defamatory, offensive, or illegal conduct of any third party. In no event shall Otem, its affiliates, agents, directors, employees, suppliers, or licensors be liable to you for any claims, proceedings, liabilities, obligations, damages, losses or costs in an amount exceeding the amount you paid to Otem. 

This limitation of liability section applies whether the alleged liability is based on contract, tort, negligence, strict liability, or any other basis, even if Otem has been advised of the possibility of such damage. The foregoing limitation of liability shall apply to the fullest extent permitted by law in the applicable jurisdiction.

8. LAW AND JURISDICTION, DISPUTES, ESCALATION

Law and jurisdiction

The user terms of service shall be governed by and interpreted according to the law of England and Wales and disputes arising under the user terms of service (including non-contractual disputes or claims) shall be subject to the exclusive jurisdiction of the English and Welsh courts. 

Disputes

Dispute Procedure. The Parties shall resolve any dispute, controversy or claim arising out of or relating to this Agreement, or the breach, termination or invalidity hereof (each, a “Dispute”), under the provisions of Section 17.2 of the Terms and Conditions. The procedures set forth in Sections 17.2 of the Terms and Conditions shall be the exclusive mechanism for resolving any Dispute that may arise from time to time.

Escalation

Escalation. The Parties shall first attempt in good faith to resolve any Dispute by negotiation and consultation between themselves. In the event that such Dispute is not resolved on an informal basis within 14 days after one Party provides notice to the other Party of such Dispute , either Party may, by written notice to the other Party , refer such dispute to the Chief Operating Officer (or equivalent) of each Party (or their nominee designated in a written notice to the other Party).

9. GENERAL

A. Assignment. These User Terms of Service, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by Otem without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.

B. Notification Procedures and Changes to these User Terms of Service. Otem may provide notifications, whether such notifications are required by law or are for marketing or other business related purposes, to you via email notice, written or hard copy notice, or through posting of such notice on our website, as determined by Otem in our sole discretion. Otem reserves the right to determine the form and means of providing notifications to our Users, provided that you may opt out of certain means of notification as described in these User Terms of Service. Otem is not responsible for any automatic filtering you or your network provider may apply to email notifications we send to the email address you provide us. Otem may, in its sole discretion, modify or update these User Terms of Service from time to time, and so you should review this page periodically. When we change these User Terms of Service in a material manner, we will update the ‘last modified’ date at the top of this page and notify you that material changes have been made to these User Terms of Service. Your continued use of the Service after any such change constitutes your acceptance of the new User Terms of Service. If you do not agree to any of these terms or any future User Terms of Service, do not use or access (or continue to access) the Service.

C. Entire Agreement/Severability. These User Terms of Service, together with any amendments and any additional agreements you may enter into with Otem in connection with the Service, shall constitute the entire agreement between you and Otem concerning the Service. If any provision of these User Terms of Service is deemed invalid by a court of competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these User Terms of Service, which shall remain in full force and effect.

D. No Waiver. No waiver of any term of these User Terms of Service shall be deemed a further or continuing waiver of such term or any other term, and Otem’s failure to assert any right or provision under these User Terms of Service shall not constitute a waiver of such right or provision.

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