Trinsic Technologies Inc. Terms of Service

TRINSIC TECHNOLOGIES, INC. SERVICE AGREEMENT 

Last modified October 31, 2023

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Welcome to the Service Agreement for Trinsic Technologies, Inc. (“Trinsic”). Regardless of what brought you here, we hope you find what you’re looking for. We’ve done our best to make our terms reasonable, complete, readable, and understandable, but you may still have additional questions or clarifications. If so, feel free to contact us using one of the methods below:

Email us at: legal@trinsic.id

Snail mail at: Trinsic Technologies, Inc. 2261 Market Street #4395 San Francisco, CA 94114  (Attn: Legal)

By way of introduction, Trinsic is a high-technology company building solutions to increase trust online. Our mission is to make the world’s products and services more accessible to all. Our primary business is building libraries, infrastructure, and tools that developers and organizations use to create, share, and manage authentic data. Learn more about us at our website: www.trinsic.id

This is our Service Agreement. As a courtesy to you, on the left side, we’ve done our best to summarize the legalese into a “plain English” format. However, the language on the right are the terms of the legally binding contract and the “plain English” is only provided as a courtesy to understand the general contents of the binding contract. You’re responsible for reading and understanding the legal contract.   

In addition to Customer’s Order Form, this “Service Agreement”  includes the terms provided in this document and our Service Level Agreement (“SLA”) (collectively the “Documents”). This Service Agreement  outlines the platform and services we’re agreeing to provide and the duties, obligations, rights, and conditions for its use. For more information on what information we collect from you, how we use it, and to whom we disclose it, please review our Privacy Policy (“PP”).  Your ability to use the platform may be conditioned upon your acknowledgement that you have read the PP.

This Service Agreement constitutes a binding agreement between you and Company governing your use of the Trinsic Platform Services (defined below) or the Trinsic-Enabled Services (defined below).  Your access to and use of the Platform and/or services is subject to the Service Agreement and all applicable laws and Trinsic reserves the right to terminate your access to the Platform and/or services if you violate this Service Agreement.  By executing an Order Form, subscribing to a service, or otherwise accessing and using the Platform, you agree to the Service Agreement.  If you do not agree to the terms of the Service Agreement, then you may not use the Platform or receive our services.  The Service Agreement may be changed by us from time to time without notice to you and the governing version will be posted on the Platform.  Please review the posted terms on a regular basis as your use of the Platform will be governed by the then-current Service Agreement.

 

TRINSIC PLATFORM BUSINESS TERMS

 

Plain English

Legally-Binding Contract

 

Trinsic provides a platform which gathers all the layers of ToIP into one online dashboard, using APIs as access points. The Trinsic Platform allows you to craft your customers’ experience and it is your responsibility to clearly explain how your services intersect and relate with Trinsic’s Platform and/or services.

Trinsic Platform Services. Trinsic provides the “proof of anything” platform, aligning all layers of the Trust over IP (“ToIP”) stack into a single platform-as-a-service through the Trinsic application programing interfaces (the “Trinsic API”), and related technical, business and support services, each as may be modified or updated (together, the “Trinsic Platform Services”).   The Trinsic Platform Services allows you to manage your experience and the experience of your downstream customers and end users (collectively “End Users”) on your platform, website, and/or application (collectively,  “Your Application”) and open and manage End User Trinsic accounts (“Customer Accounts”) (together, your “Trinsic-Enabled Services”). The parties may enter into one or more order forms wherein you have requested Trinsic to provide certain Trinsic-Enabled Services in exchange for the fees set forth in the order form (each, collectively an “Order Form”).  However, in many cases, you may subscribe to or otherwise access the Trinsic-Enabled Services through the Services registration process and in this case, you agree to pay fees in accordance with the rates listed at www.trinsic.id/pricing unless otherwise set forth in an order form or order confirmation between the parties.  The products and/or services that you provide through Your Applications, including through the Trinsic-Enabled Services, shall be referred to herein as “Your Services.” You are obligated and required under this Service Agreement to clearly identify to your End Users the nature of Your Services, the Trinsic-Enabled Services, and Trinsic’s role in the provision of Your Services.

 

You may adjust the number of validations or wallets that you have ordered on an Order Form on a quarterly basis in writing; however, changes in projected units may change the per-unit fee charged by Trinsic

Adjusting the Number of Validations or Wallets in an Order Form. If you utilized an Order Form to subscribe to certain Trinsic-Enabled Services, you may adjust the number of validations or wallets provided under the Order Form on a calendar quarterly basis by providing Trinsic written notice within thirty (30) days prior to the end of the then-current quarter. Any changes in projected unit will result in a change in the total monthly or annual fees, and because Trinsic sets the per-unit fees based upon volume tiers, your per-unit fee may increase or decrease as a result of your requested adjustments.

You may not exceed 1,000,000 end-users unless you have another agreement with Trinsic.

Service Capacity Limits. Usage of the Trinsic Platform shall be limited to 1,000,000 End User wallets, unless otherwise agreed to the parties in writing.

 

We’ll do our best to make sure our service is always available. If we experience downtime, we’ll credit you in proportion to the downtime.

Service Level Commitment. Company shall take commercially reasonable efforts to ensure that Downtime of the Platform is less than 0.1% per month (the “Service Level Commitment”). We will use commercially reasonable efforts to make the Platform available to you at least 99.9% of the time. “Downtime,” means the Platform being unavailable for use as measured in continuous 5-minute increments, and Downtime may occur despite our best efforts. Should the Platform be available less than 99.9% of the time, Company agrees to credit you an amount equal to 5% of total monthly service fees for every 0.1% of downtime below the 99.9% level, with a maximum monthly credit of 25% per month.

 

We provide you the opportunity to obtain enhanced support for an additional fee.

Enhanced Support.  If you utilized an Order Form to subscribe to certain Trinsic-Enabled Services and you elect to pay for premium support in an Order Form, we will provide you enhanced support which will include private and dedicated video-conference or slack support up to one-hour per week. Each one (1) hour of enhanced support per week shall expire at the end of each week.

We expect you to pay for the service we provide you. We’ll either automatically charge your payment method or invoice you. If payment is exceedingly late, we may revoke platform access.

Payment Terms. Trinsic will automatically bill your payment method on file based on the pricing you agreed to through the Platform registration or in an Order Form. If we’ve agreed to invoice you, we will invoice you promptly when payment is due. We extend thirty (30) day payment terms on invoices. If you believe you were invoiced incorrectly, you must contact us within ten (10) business days. Unpaid fees are subject to a financing charge of 1.5% per month (or the maximum rate allowed by Applicable Law if lower than 1.5%) on any outstanding balance and Trinsic reserves the right to suspend your services in the event of your non-payment of fees.  In any event, you agree that all payments made by you to Trinsic are non-refundable unless otherwise expressly  provided in this Agreement.  You agree to reimburse Trinsic for all costs and expenses related to collection of any amounts invoiced to you that are past due.  Payment exceeding 30 days past due may result in termination of your Platform access. Unless the parties agree otherwise, all payments shall be made via Stripe.  Payment inquiries should be directed to billing@trinsic.id.

If you ask Trinsic to upgrade decentralized identifiers (DIDs), then such services are not included in the platform fees and will be separately billed to you, and you agree to pay the invoice fees for such services.

Upgrading Decentralized Identifiers (DIDs).  You may request that Trinsic upgrade decentralized identifiers (DIDs) to a ledger. Any and all costs associated with upgrading decentralized identifiers (DIDs) to a ledger are excluded from the platform fees and will be performed under a separate Order Form and charged separately.  DID upgrade costs are payable monthly upon your receipt of Trinsic’s invoice for such services. More information on DID upgrade fees can be found here.

 

USING THE TRINSIC PLATFORM SERVICES

 

Plain English

Legally-Binding Contract

 

Trinsic’s Platform Services are designed for B2B use. You must open an account and comply with the Service Agreement. Failure to follow them could result in your account being limited, suspended, or terminated.

Trinsic Account. In order to use the Trinsic Platform Services, you must, open and maintain a Trinsic account governed by the Documents, which may be updated from time to time. Your use of the Trinsic Platform Services may be limited if your Trinsic account is suspended, restricted, or otherwise terminated for violations of this Service Agreement.  Upon creating an account, Trinsic grants you a limited, non-exclusive, non-transferrable license to access and use the Trinsic Platform Services pursuant to the terms of this Service Agreement.

 

You need to ensure basic security protocols, such as passwords, security codes, and account credentials are safeguarded and not used by unauthorized persons. If you think any of your security protocols have been breached, you need to contact Trinsic right away.

Securing Your Account.  You are solely responsible for maintaining the security of your Trinsic account and credentials by implementing and maintaining commercially reasonable security and control protocols, such as API Credentials as defined below, passwords, verifiable credentials, cryptographic proofs, and security codes (“Account Credentials”). You are solely responsible for guaranteeing that any of your employees, contractors, and agents comply with any and all security requirements set out in this Service Agreement, as may be applicable. You are responsible for any and all activity conducted using your Account Credentials, regardless of whether you authorized such activity or not.  You are required to notify Trinsic if you have reason to believe that your Account Credentials have been compromised.

 

In order to use our Platform, you need to provide us with information about your business. Providing us with this information is required before an account will be approved by us. You need to make sure that info about your business is accurate and up to date. We may terminate your account if you fail to follow this requirement.

Required Information. When you register for an account, we will require certain information about your business, including but not limited to: business name, address, phone number, email address, tax identification number, website address, business model, and any supporting documentation that we deem necessary in our reasonable discretion (such as copies of government-issued identification, licensing information, proof of financial condition, business policies, and any other business or identification documentation we deem necessary). You represent and warrant that any information that you provide to us about your business is accurate and complete and that you will keep this information up to date at all times. Failure to do so may result in termination of this Service Agreement by Trinsic

 

You must maintain your eligibility for the Trinsic Platform services, and we may suspend or terminate service to any business that is no longer eligible.

Periodic Review of Business Operations. Trinsic reserves the right to request, and you agree to provide, information about your business, operations, funds flows, and/or integration with the Trinsic Platform Services. Reevaluation of your eligibility for the Trinsic Platform Services may be done at any time. Trinsic may immediately suspend or terminate any of the Trinsic Platform Services in the event that Trinsic reasonably determines, based on any of the review processes described in this Service Agreement, that you have become ineligible for any of the Trinsic Platform Services.

 

If you use Trinsic Services to place credentials in a third-party wallet, you agree to comply with any terms governing the use of the third-party wallet and take full responsibility for any violations of your obligations under such terms.

Use of Services with Third-Party Wallets. In the event that you use the Services to issue credentials and place those credentials into third-party wallets (including Apple or Google wallets) (“Third-party Wallets”), you agree that you shall fully comply with any and all terms, conditions and agreements governing the use of the Third-party Wallet.  You agree that Trinsic shall have no liability for, and you shall fully indemnify Trinsic for, your failure to comply with any and all terms, conditions and agreements governing the use of a Third-party Wallet.

You may not use our services to do bad things. That includes using our services to create fake identities for nefarious purposes.

Forbidden Activities. You agree not to use the Services to collect, upload, transmit, display, or distribute any content or to take any action that: (i) violates any third-party right, including any copyright, trademark, patent, trade secret, moral right, privacy right, right of publicity, or any other intellectual property or proprietary right; (ii) is unlawful, harassing, abusive, tortious, threatening, harmful, invasive of another’s privacy, vulgar, defamatory, false, intentionally misleading, trade libelous, pornographic, obscene, patently offensive, promotes racism, bigotry, hatred, or physical harm of any kind against any group or individual or is otherwise objectionable; (iii) is harmful to minors in any way; (iv) is in violation of any law, regulation, or obligations or restrictions imposed by any third party; (v) attempts to bypass or break any security mechanism on any of the Services which could pose a security or service risk to Company or its customers; (vi) attempts to reverse-engineer the Services in order to find limitations, vulnerabilities, or steal Company IP including trade secrets, and copyrighted works; (vii) launches or facilitates, whether intentionally or unintentionally, a denial of service attack on any of the Services or any other activity that adversely impacts the availability, reliability, or stability of the Services; (viii) transmits any material or data that contains viruses, Trojan horses, spyware, works, or any other malicious or harmful program; (ix) engages in any unsolicited advertising, marketing, or other activities prohibited by Applicable Law or regulation covering anti-spam, data protection, or privacy legislation in any relevant jurisdiction; (x) attempts to solicit information from individuals without their explicit consent or under false pretenses; (xi) creates false identities, DIDs, credentials, or any other attempt to use the Services for nefarious purposes.  You may not access or use the Platform Services for the purposes of creating a competing product or service.

 

You agree to follow all laws and regulations. You agree to follow this Service Agreement. Finally, you agree to follow all requirements we give you for integration purposes.

Compliance.  You represent and warrant that you will only use the Trinsic Platform Services for legal and legitimate purposes and that you will at all times operate your business in compliance with: (a) all applicable federal, state, and local laws, rules, regulations, and guidance of any and all countries in which you operate, including, without limitation, those governing payment services, consumer protections, privacy, and data security (collectively, “Applicable Law”); (b) this Service Agreement; and (c) any and all Trinsic Integration Requirements.

 

We won’t be left holding your bag. If you or your customers do something through our platform, you will be solely financially responsible for it.

Obligations and Liability for End User Activity. You are solely responsible for any and all activity initiated using the Trinsic Platform Services by you, your agents, contractors, or End Users, including, without limitation, any fraudulent activity. It is your responsibility to ensure your End Users are complying with the Service Agreement . To the extent End User data is stored by you, you are responsible for securing such data against security risks and breaches. Trinsic reserves the right to restrict, suspend your access to the Trinsic Platform Services and may even terminate this Service Agreement if we determine that the activity of you, your agents, contractors, or End Users poses an unacceptable risk to Trinsic or other Trinsic customers.

 

We can limit how and with whom you engage on our platform, but we will let you know in writing before we impose limitations.

Limitations.  Trinsic reserves the right, in its sole discretion, to limit the types of transactions allowed on its platform, including, but not limited to, the number of transactions you process over a period of time, the aggregate dollar value of one or more transactions, or industries with which you can do business on the Trinsic Platform Services. We will notify you about these limitations in writing prior to them being imposed. Nothing in this provision will be deemed to limit Trinsic’s right to decline any transaction that you submit in accordance with Trinsic’s other rights under this Service Agreement.

 

We will not be responsible for any taxes connected to the sale of your goods and services via our platform. You are responsible for all your own taxes. From time to time, we may be required by the IRS to provide them with reports about your selling activity. You agree to cooperate with our reporting requirements. If we ever have to pay taxes on your behalf, you agree to take full responsibility and agree to pay us for anything we may pay on your behalf.

Responsibility for Taxes.  Trinsic is not responsible for the payment of any taxes, duties, levies, or tariffs related to the sale of Your Services or any related goods and services through Your Application. You acknowledge that you are solely responsible for paying and collecting any applicable taxes, duties, levies, or tariffs imposed with respect to the sale of Your Services and the sale of any goods or services through Your Application. 

 

Order Forms will include initial term lengths.  If you register for a subscription directly through the Trinsic Platform, the term will start the day you enroll and can be terminated at any time by you. Trinsic has the right to terminate your subscription or services if you break the rules or terms of this Agreement.

Term.  (A) If you utilized an Order Form to subscribe to certain Trinsic-Enabled Services, the Initial Term of this Service Agreement shall begin on the Effective Date of the Order Form. Unless other terms are negotiated in writing prior, upon expiration of the Initial Term the Order Form will automatically renew and continue to be renewed consistent with initial Order Form (each such renewal a “Renewal Term”) on a rolling basis unless a Party provides written notice to the other Party not less than thirty (30) days prior to the expiration of the then-current Term that it does not intend to renew this Agreement, in which event the Agreement will expire at the end of the then-current Term. The Initial Term, together with all Renewal Terms, will be considered the “Term” of this Agreement.


(B) If you use the Platform’s registration or subscription features to access and use the Platform, then the term of this Service Agreement shall start on the day you register with or first access the Platform and continue until the Service Agreement is terminated by you or Trinsic in accordance with the terms of the Service Agreement.

 

Both you and Trinsic can terminate and Order Form by giving notice at least 30 days prior to the Order Form renewing, and this Service Agreement will also terminate if there are no other active Order Forms.

 

Termination.  Unless otherwise expressly agreed to in writing by the parties, either party may terminate this Service Agreement (and any Order Forms if applicable) by giving written notice at least thirty (30) days prior to the conclusion of the then-current term.  Unless specifically negotiated in writing, requests for termination of services does not release you from any payment obligations through the then current-term’s end date. 

We reserve the right to terminate this at any time if you fail to pay what you owe, violate any of our agreements, policies or terms of use, or pose a risk to our platform.

Termination for Cause. Trinsic reserves the right to terminate an Order Form and/or this Service Agreement in its sole discretion for you (x) failing to pay any fees or any other amounts owed under an Order Form or this Service Agreement within thirty (30) days of receiving notice from Trinsic that payment is owed; (y) violating this Service Agreement or any other applicable Trinsic policy; or (z) using the Trinsic Platform Services or Trinsic-Enabled Services in a manner that poses unacceptable risk, including but not limited to financial or data security risk, to Trinsic and/or its third-party partners as determined in Trinsic’s sole discretion.

If the parties agree to a trial period, you can terminate the Order Form and the Service Agreement at any time during the Trial Period.

Termination of a Trial Period. If the parties agree to a trial period in an Order Form, this Service Agreement can be terminated by you any time during the term of the trial period.  The term of the trial period shall be defined in the Order Form. 

If the Service Agreement is terminated, you agree to immediately stop using the platform for any new transactions, work with us to finalize any pending transactions, give End Users their money back and stop using any of our trademarks. All of your obligations to pay under this Service Agreement will continue to be enforceable even after termination.

Effect of Termination.  Once termination is effective you agree to: (a) immediately cease using the Trinsic Platform Services in any way to accept any new transactions and (b) remove any Trinsic Marks, as defined in this Service Agreement from Your Application(s). You expressly acknowledge and agree that all of your obligations to pay any fees, fines, or other amounts under this Service Agreement, and to appropriately disburse any Customer Account funds, shall survive the termination of this Service Agreement.  The Parties agree that their confidentiality obligations, indemnification obligations, intellectual property ownership, and limitation of liability sections of this Agreement shall survive the termination of this Service Agreement.

 

 

INTEGRATION AND END USER EXPERIENCE REQUIREMENTS

 

Plain English

Legally-Binding Contract

 

In order to access our APIs, you will need access credentials, which we will provide to you. You must not share them with any unauthorized parties. If you do, we may immediately terminate access to our APIs.

API Security.  Trinsic requires strict security protocols be followed in accessing the Trinsic API. As a result, Trinsic will provide you with authorization secrets which are required to interact with the API (“API Credentials”). The API Credentials are the sole property of Trinsic and must be kept confidential at all times. You agree to implement and maintain commercially reasonable security and control of your API Credentials. You may not sell, transfer, assign, sublicense, or disclose the API Credentials to any third party, other than to your third-party service providers who need such information in order to perform services for you, if applicable, provided that such service providers are subject to adequate confidentiality obligations. Trinsic may immediately revoke the API Credentials if you breach this Service Agreement. Notwithstanding the foregoing, from time to time, Trinsic Tech Support may request your API Credentials to assist you in resolving a technical support issue. Providing API Credentials to Trinsic Tech Support Services will not cause a breach of this Service Agreement.

 

You must require your End Users to sign an agreement with you that ensures that they are abiding by the same obligations and terms of service which you required to abide by. You must have protocols in place to enforce these rules. If you suspect or learn that an End User is violating laws, engaging in any deceptive or fraudulent activity or is otherwise violating the terms of this Service Agreement, you must notify us immediately.

Agreements with End Users.  You are required to have a written agreement with End Users (“Your Terms”) before you can provide the Trinsic-Enabled Services to them.  Your Terms must be presented to your End Users via online disclosure, accepted electronically, or via a written agreement and be accepted in an auditable manner that complies with federal electronic signature laws as applicable. Your Terms must allow you to comply with all requirements of this Service Agreement and must incorporate Trinsic’s Privacy Policy, including having these terms and policies made applicable by reference in your terms with End Users. Trinsic has no liability to End Users for any of Your Services, including anything that may be sold through Your Application. If Your Application allows End Users to buy or sell goods or services, you must have a refund policy and comply with that policy. You are responsible for enforcing End Users’ compliance with Your Terms. You are required to take commercially reasonable steps to prevent End User activities on the Trinsic-Enabled Services from violating any Applicable Law or the Trinsic Terms. You must immediately notify Trinsic if you suspect or identify any illegal, fraudulent, deceptive, or otherwise suspicious activity associated with an End User’s use of any Trinsic-Enabled Services.

 

You are required to record the End User’s approval to allow Trinsic to act as your payment service provider. Before you do something for you End Users, such as gathering personal data, sharing that data with Trinsic, using that data for a purpose you haven’t told them about, you must get their consent in writing. If they revoke consent, you must get their written consent again.

End Users Authorization and Express Consent.  Prior to allowing End User’s personal information to be transferred, you must capture the End User’s authorization. Each End User must provide you with their express consent before you can conduct any activity for and/or on behalf of the End User in connection with the Trinsic-Enabled Services, including but not limited to: (a) collecting any End User personal data; (b) sharing End User personal data with Trinsic for the purpose of enabling the Trinsic-Enabled Services, including the provisioning and support of a Customer Account, if applicable, (c) using any End User personal data for a purpose not previously disclosed or for which the End User has withdrawn consent; or (d) conducting any activity for which the End User has not given you express consent or for which the End User has withdrawn consent.

 

You are responsible for notifying End Users in connection with their use of the platform. Trinsic will not initiate any notifications to End Users.

Notifying End Users.  You are solely responsible for sending all necessary notifications to End Users related to their use of the Trinsic-Enabled Services, including Customer Account and payment activity notifications, as applicable. Required Customer Account activity notifications include, but are not limited to, all notifications as may be required by state and federal laws.

 

You are responsible for disclosing various things to End Users in connection with their use of the platform.

Required Disclosures to End Users.  You are required to provide clear and easily understood disclosures to End Users regarding their use of the Trinsic-Enabled Services, including, but not limited to (a) any and all information that may be retained by You; (b) any risks of using your application; (c) the payment amount(s), payment schedule, and any relevant payment terms relating to any payment to you; and (d) your cancellation and refund policies.

You are required to handle customer support for your customers. You are also required to have a customer support policy and make it available to customers.

Customer Support.  Trinsic is not responsible for any customer support to End Users. You are solely responsible for providing customer support for Your Services to End Users and, if applicable, for any goods or services that are sold via Your Application. You are required to have and clearly disclose your customer support policy and publish your customer support contact information in an easily accessible manner within any Application through which you offer Your Services.

 

We are not responsible for End User Disputes. You are responsible for all End User Disputes, but we may opt to assist you with it in our sole discretion. Whether we try to help or not, you must provide us with any information we request relating to the dispute.

Dispute Resolution.  Trinsic is not responsible for resolving and bears no liability for any dispute with an End User that may be communicated to us relating to Your Services (“End User Disputes”). You are solely responsible for resolving all End User Disputes related to Your Services. You must provide Trinsic with any and all requested information regarding the status of an End User Dispute. Trinsic has the right but no obligation to provide support to an End User that contacts Trinsic regarding an End User Dispute, and in such event, you must provide Trinsic with any information Trinsic reasonably requests for the purposes of assisting the End User.

 

You are required to provide correct information about your customers. It is your responsibility to ensure that it is accurate.

End User Data.  You must provide accurate and complete End User data as required or requested by Trinsic for the purpose of providing you the Trinsic Platform Services. Trinsic may require additional information to enable the Trinsic-Enabled Services for an End User and you agree to provide such information. You must use commercially reasonable efforts to verify that any End User data that you provide to Trinsic is accurate and complete.

 

We can refuse, limit or terminate your customer’s access to the platform if we decide their activities are too risky to the platform or other users. If we do, we will provide you with notice if not otherwise prohibited by applicable laws.

Risk Management.  Trinsic reserves the right to decline, restrict, or otherwise limit any transaction and/or the ability of an End User to use the Trinsic-Enabled Services in accordance with Trinsic’s risk management policies. You are responsible for verifying the identity and legitimacy of your End Users, their activities, and their transactions using commercially reasonable methods. Trinsic, may, at its option, restrict, suspend or terminate an End User at any time if it decides an End User’s use of Trinsic-Enabled Services violate the Trinsic Terms, any other applicable Trinsic agreement or policy, or any Applicable Laws, or if it determines that End User’s activities pose an unacceptable risk to Trinsic or its users. We also reserve the right to restrict, suspend or terminate an End User if you do not provide Trinsic with all End User information as required or requested by Trinsic or for any other reason Trinsic may deem appropriate. If Trinsic suspends, restricts or terminates an End User, Trinsic will try to provide timely notice to you, however, notice may happen after the suspension, restriction, or termination has occurred. Trinsic may contact any End User for Trinsic’s fraud investigation and/or risk management purposes. If Trinsic contacts an End User for such purposes, Trinsic will notify you to the extent permissible under Applicable Law.

 

You will work to ensure that no one creates an unauthorized account. End Users must be at least 16 years old.

End User Accounts.  Depending on your use of the Trinsic-Enabled Services, your End Users may be required to open a Customer Account. To the extent these End Users are individuals, they must be 16 years old or older. You agree that you will not open or attempt to open a Customer Account for any End User that does not meet these criteria and that you will use appropriate measures, technical, operational, and otherwise, to prevent unauthorized creation of a Customer Account.

 

Sometimes your End Users will need to create a Trinsic Customer Account to use Your Application. You are responsible for making sure that they create a Trinsic Customer Account, accept our Terms of Service and any of our policies. You must take and keep a record of End User’s acceptance. Furthermore, must notify End Users about changes to our Terms, policies, about any service outages, any announcements about our services or anything else you must disclose by law.

Further Disclosures to Certain End Users.  When opening up a Customer Account, you must provide such End Users with notification about their account activity and must provide notice of your customer support and dispute resolution policies. You are required to obtain and keep a record of End User’s acceptance of Your Terms, which should comply with the Service Agreement in an auditable manner and in compliance with federal electronic signatures law prior to providing a Customer Account and any related Trinsic-Enabled Services to that End User. You must also agree to promptly notify End Users about changes in our Terms, policies, any service outages, or other announcements about the Trinsic-Enabled Services or any disclosures required by Applicable Law.

 

Before you can terminate your End User’s Customer Account, you must make sure that funds in their account are transferred as outlined in Your Terms of Service. Trinsic may ask you to terminate End User accounts in its discretion and you will be required to comply. End Users are permitted to terminate your access to their Trinsic Customer Account.

Termination of End User Customer Accounts.  For all End Users who must create a Customer Account, before you can terminate your relationship with these End Users, you must ensure that any funds held in their Trinsic Customer Account are handled or disbursed in accordance with Your Terms and that funds are transferred in a timely manner. Trinsic may require you to terminate a Customer Account if Trinsic deems the Customer Account to be inactive or dormant, or for any other reason Trinsic deems necessary. You agree to notify Trinsic immediately if you receive a request from a Customer to close their Customer Account.  You understand that an End User may terminate your access to their Customer Account at any time upon notice to Trinsic.

 

You are required to publish and follow a privacy policy. Your Privacy Policy must be easy to find and must be published on your website and any application your customers interact with.

Your Privacy Policy.  You are required to publish and comply with a privacy policy that is clearly displayed and easily accessible from every Application from which Your Services are required to make your privacy policy available on both the website and within any application. Your privacy policy must comply with Applicable Law and clearly explain what data you collect, how you will use it, how and with whom you will share it, and how you will store it.

 

You must get your End Users’ written consent to store and use their data. You must abide by the written agreement. You cannot sell or otherwise transfer any data collected from End Users to a third-party.

Use of End User Data.  It is your sole obligation to obtain End Users’ express consent to store and use their data for the purposes of providing Your Services, including the Trinsic-Enabled Services. You are not permitted to sell, transfer, sublicense, and/or assign any interest in any data that you access or receive via the Trinsic APIs and the Trinsic Platform Services. You are solely responsible for your use of any End User data.

 

You are responsible for securing data in your possession and control and Trinsic is responsible for data in its possession and control and to maintain accepted protocols for data security. Trinsic may terminate your access to the platform if your application fails to adequately protect End User data.

Securing End User Data.  Each party is solely responsible for securing all data in its possession or control and for its compliance with Applicable Law in connection with its data handling and management practices. Each party must implement and maintain commercially reasonable data security controls to protect and secure data from unauthorized use, access, or disclosure. Upon request from Trinsic, you must provide Trinsic with any evidence to demonstrate you are complying with this requirement. Trinsic reserves the right, in its sole discretion, to terminate use of the Trinsic Platform Services if it determines that you or Your Application pose an unacceptable security risk to Trinsic, its platform, or its users.

 

Trinsic implements and maintains commercially reasonable data security measures designed to protect Trinsic’s systems and data storage repositories.

Security Measures.  Trinsic implements and maintains commercially reasonable data security measures designed to protect Trinsic’s systems and data storage repositories storing Trinsic and customer data.  Measures include but are not limited to (i) storing all Confidential Information and Personal Information behind a firewall, and (ii) encrypting data at rest and in transit.

You can report any security issues to Trinsic by emailing them to us.

Reporting of Security Issues.  If you become aware of any security issues or vulnerabilities on Trinsic systems, you may report issues to security@trinsic.id.

We’ll store your data for up to seven (7) years from the termination of your services

Data Retention.  Trinsic will retain your data for up to seven (7) years from the termination of services

Trinsic may require you to provide us with documents, reports, data and any other information to make sure you are complying with the terms of this Service Agreement. You agree to cooperate by providing the requested documents to us within 30 days and remedying issues within 15 days.

Right to Audit.  Trinsic reserves the right to audit, inspect or otherwise track your compliance with this Service Agreement. You are required to provide Trinsic or a third-party auditor with any and all information requested, including, but not limited to documents, records, reports, or other data, information, or materials compiled, maintained, or otherwise available to the extent related to your compliance with this Service Agreement and not prohibited from disclosure by Applicable Law within thirty (30) days. Failure to cooperate with any such audit attempt is grounds for termination. If any non-compliance is found by the auditors, you agree to immediately take appropriate actions to remedy the situation within fifteen (15) days, or otherwise as the parties may agree.

 

Generally, the parties must keep information received from the other confidential unless it is clearly public information already. You must apply reasonable protocols for protecting Confidential Information, at least the same measures you apply in relation to any of your own confidential information. That being said, you are permitted to make any disclosures required by law or court order as long as you give us enough notice to seek court protective orders.

Confidential Information.  For the purposes of this Service Agreement “Confidential Information” shall mean any information disclosed to the other that is not already publicly available. Specifically, on the part of Trinsic, information relating to Trinsic’s intellectual property, copyrights, trademarks, patents, trade secrets, software, inventions, ideas, compilations, formulas, plans, patterns, processes, programs, tools, techniques, mechanisms, compounds, devices, employees, contractors, vendors or any disclosure that relates to the business or affairs of Trinsic, its affiliates, clients or suppliers and is confidential or proprietary to, about or created by Trinsic, its affiliates, clients, or suppliers. The parties should maintain Confidential Information in a commercially acceptable manner and take reasonable precautions to protect said information, including, without limitation, the same precautions they employ with respect to its own confidential materials. Notwithstanding the foregoing, each party may make disclosures required by law or court order provided they use diligent reasonable efforts to limit disclosure and has allowed the other party to seek a protective order.

 

This Service Agreement grants you a limited, non-exclusive license that cannot be transferred in any way, to integrate our platform with Your Application, but it can be terminated if you share your credentials or breach this Service Agreement.

 

API-License.  You are granted a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access, use, and integrate the Trinsic Platform Services with Your Application in accordance with this Service Agreement (“API License”). We reserve the right to immediately revoke or terminate this API License if you share your API Credentials with any third party (other than third party service providers who need such information in order to perform services for you) or if you breach this Service Agreement.

 

We can use each other’s trademarks to identify the other as a partner. You are not permitted to misstate the nature of our relationship. Trinsic can terminate this license at any time by giving notice to you.

Trademarks.  Each party grants the other party a limited, non-exclusive, non-transferable, non-sublicensable, revocable license for the term of this Service Agreement to use and display the other party’s trade names, trademarks, logos, and domain names (“Marks”) for you to identify Trinsic as a provider of the Trinsic Platform Services and for Trinsic to identify you as a user of the Trinsic Platform Services. You may only use Trinsic’s Marks in accordance with any usage guidelines communicated to you by Trinsic and this Service Agreement. You may not misstate or incorrectly describe the nature of the relationship between you and Trinsic and the services provided by each party. Trinsic may revoke your ability to use the Trinsic Marks in its sole discretion upon notice to you. If you would like to opt-out of this license, please contact info@trinsic.id for more information on how to revoke your consent.

 

We will retain any and all intellectual property rights to our APIs, our Platform, or any and all of our intellectual property rights. You agree not to copy, transfer or reverse engineer our IP or allow another to do so.

Intellectual Property Ownership.  Trinsic is the exclusive owner of and retains all right, title and interest to the Trinsic Platform Services, the Trinsic APIs, the Trinsic platform and all modifications, enhancements, upgrades and updates thereto, the Trinsic Marks, and any and all intellectual property rights therein and thereto (collectively, the “Trinsic IP”). There are no implied licenses under this Service Agreement. You will not acquire any rights in the foregoing and you will not copy, transmit, transfer, modify or create derivative works, reverse engineer, reverse compile, reverse assemble or otherwise determine or derive source code of the Trinsic IP, nor permit or authorize any third party to do any of the same.

 

We welcome feedback. When you share that feedback with us, it becomes our property, and we can do what we like with it. 

Feedback.  You may voluntarily provide suggestions or ideas for improvements or modifications to the Trinsic Platform Services (“Feedback”). Nothing in this Service Agreement will prohibit Trinsic from using, profiting from, disclosing, publishing, or otherwise exploiting any Feedback, nor create any obligation to compensate you for the provision of Feedback. Trinsic shall also own any and all intellectual property rights provided in any feedback from you or any End Users.

 

If you think that your copyrights are being infringed on the Platform, please provide Trinsic the required information and it will review use of the work at issue.

Copyright Complaints. Trinsic respects the intellectual property of others. If you believe that your work has been used in a way that constitutes copyright infringement, please provide Trinsic’s copyright agent with the following information.

·       An electronic or physical signature of the person authorized to act on behalf of the owner of the copyright interest;

·       Description of the copyrighted work that you claim has been infringed;

·       The location on the Site of the material that you claim is infringing;

·       Your address, telephone number and e-mail address;

·       A statement that your claim of infringement is based on a good faith belief; and

·       A statement made under penalty of perjury that the information you have provided is accurate and that you are the copyright owner or authorized to act on the copyright owner’s behalf.

 

Trinsic’s agent for notice of claims of copyright infringement on the Platform can be reached as follows: legal@trinsic.id

 

 

GENERAL LEGAL TERMS

 

Plain English

Legally-Binding Contract

 

You will defend and pay our costs, attorney fees as well as any damages, settlements or penalties and fines related to any claims against you in connection with this Service Agreement.

Indemnification.  You agree to defend and indemnify Trinsic, its officers, directors, agents, employees, and suppliers from any third-party claims, actions, proceedings, and suits and related liabilities, damages, settlements, penalties, fines, costs, or expenses (including reasonable attorneys’ fees and other litigation expenses) arising from your violation or breach of this Service Agreement, your negligence or misconduct, your violation of Applicable Law, or from any claim arising from your acts or omissions of you or your End Users related to this Service Agreement.

 

If our services somehow violate someone else’s IP rights, we will deal with the legal battle, not you. 

We will defend, indemnify, and hold you harmless from and against all claims, demands, actions, suits, discovery demands, including, without limitation, third party subpoenas, government investigations or enforcement actions brought or threatened against you by a third party and any damages, liabilities, losses, settlements, judgments, costs and expenses (including reasonable attorney’s fees and costs) related thereto alleging the provision of the Services as permitted hereunder infringes or misappropriates a third party copyright, trade secret, or patent (“Infringement Claim”). 

If we think our services somehow might violate someone else’s IP rights, we will try to get you the right to continue using our services. Otherwise, we might have to terminate these terms and give you a refund of any unused, pre-paid fees. 

If your use of the Services has become, or in our opinion is likely to become, the subject of any Infringement Claim, we may at our option and expense: (a) procure for you the right to continue using the Services as set forth herein; (b) modify the Services to make them non-infringing; or (c) if the foregoing options are not reasonably practicable, terminate these Terms and refund you any unused pre-paid fees.  

Our indemnification obligation and this Section represents your sole and  exclusive remedies for any Claim by a third party alleging that the use of the Services as permitted hereunder infringes or misappropriates a third-party copyright, trade secret, trademark or patent. 

Basically, the platform is sold as is and as has been demonstrated. We are not promising the platform will function specifically to suit your needs other than what we have advertised to the public. We will not be responsible for any losses that you may incur as a result of the platform operating as you may have hoped. There are many types of damages you will not be entitled to as a result of this limited warranty section. Review it carefully. The maximum recovery under this agreement shall be limited to amount paid to us over the prior six months leading up to a claim.

 

We will make changes to our platform from time to time. We cannot guarantee that subsequent versions will function the same as prior versions and we will not be liable in that event.

 

You recognize that cryptography is an advancing field, and that somebody could find an exploit – and we’re not responsible if that happens.

 

 

Limited Warranty.  Trinsic warrants the Trinsic-Enabled Services will be provided in conformance with the terms of this Service Agreement and Trinsic does not make any other warranties, whether expressed or implied, whether regarding the performance of the Trinsic-Enabled Services or any other services provided under this Service Agreement.

 

EXCEPT AS EXPRESSLY PROVIDED HEREIN, TRINSIC DISCLAIMS ANY AND ALL WARRANTIES, WHETHER EXPRESS OR IMPLIED, AND DOES NOT WARRANT THAT THE TRINSIC-ENABLED SERVICES WILL MEET YOUR REQUIREMENTS FOR A PARTICULAR PURPOSE OR THAT OPERATION OF THE TRINSIC-ENABLED SERVICES WILL BE UNINTERRUPTED OR THAT IT WILL BE ERROR FREE. EXCEPT AS EXPRESSLY PROVIDED OTHERWISE HEREIN, THE TRINSIC-ENABLED SERVICES ARE PROVIDED “AS IS” AND TRINSIC IS NOT RESPONSIBLE FOR ASSUMED FEATURES OR FUNCTIONS NOT DIRECTLY OBSERVED BY YOU DURING PRE-SALE PLATFORM DEMONSTRATIONS. TRINSIC AGREES THAT YOU HAVE NOT WARRANTED RECOVERING ANY DATA OR OTHER INFORMATION CONTAINED IN YOUR DESIGNATED SYSTEM. FUNCTIONS, FEATURES, SERVICES, CONTENT, AND VARIOUS DATA PERFORMED OR PROVIDED IN CONNECTION WITH THE USE OF THE TRINSIC-RELATED SERVICES MAY DIFFER FROM THE COMMERCIAL VERSION OF THE TRINSIC-ENABLED SERVICES OR FROM ANY SUBSEQUENT VERSIONS OF THE SAME. TRINSIC MAKES NO PROMISES OR ASSURANCES REGARDING FEATURES, FUNCTIONS, SERVICES, CONTENT, OR DATA IN ANY SUBSEQUENTLY RELEASED PRODUCTS.

 

YOU ACKNOWLEDGE AND AGREE THAT CRYPTOGRAPHY IS A PROGRESSING FIELD. ADVANCES IN CODE CRACKING OR TECHNICAL ADVANCES SUCH AS THE DEVELOPMENT OF QUANTUM COMPUTERS MAY PRESENT RISKS TO THE CRYPTOGRAPHIC SYSTEMS IN THE SERVICES, WHICH COULD RESULT IN THE THEFT OR LOSS OF YOUR CRYPTOGRAPHIC PROPERTY. TO THE EXTENT POSSIBLE, TRINSIC WILL USE COMMERCIALLY REASONABLE MEASURES TO UPDATE THE SERVICES TO ACCOUNT FOR ANY ADVANCES IN CRYPTOGRAPHY AND TO INCORPORATE ADDITIONAL SECURITY MEASURES BUT DOES NOT GUARANTEE OR OTHERWISE REPRESENT AND/OR WARRANT SECURITY OF THE SERVICES. BY USING THE SERVICES, YOU ACKNOWLEDGE THESE INHERENT RISKS. 

 

We cannot be held liable for most types of damages that could arise under this Service Agreement. This is a broad waiver and limitation of liability.

 

 

Parts of our platform are still in a beta stage, and we are relying on you to provide us with feedback so that we can improve our platform. The system will likely have “bugs” that need to be worked out, some of which could cause problems in your own system. Your continued use given this notice means you know and understand the risks and should prompt you to take extra precautions to preserve your data.

 

If there is a problem that results in a loss or damages, we will not be liable for such loss or damage.

 

We will not be responsible for any losses or damages resulting from customer account credentials being compromised.

 

We won’t be responsible for any violations of state, federal or international law. You must ensure the platform is operating legally for your purposes.

 

 

You are responsible for your own costs and expenses related to claims or liabilities associated with your or your End User’s use of the platform.

Limitation of Liability.  TO THE MAXIMUM EXTENT PERMITTED BY LAW, TRINSIC WILL NOT BE LIABLE FOR ANY CONSEQUENTIAL OR INDIRECT DAMAGES OF ANY KIND (INCLUDING WITHOUT LIMITATION, ANY INDIRECT, SPECIAL, INCIDENTAL OR CONSEQUENTIAL DAMAGES, LOST PROFITS, LOST DATA, LOSS OF BUSINESS, ANTICIPATORY PROFITS, OR OTHER INTANGIBLE LOSSES REGARDLESS OF THE FORESEEABILITY OF THOSE DAMAGES) CAUSED OR ALLEGED TO BE CAUSED BY THE TRINSIC-ENABLED SERVICES, TRINSIIC PLATFORM, THIRD-PARTY AFFILIATE SERVICES OR SOFTWARE, ANY DOCUMENTATION, OR ANY OTHER INFORMATION, MATERIALS, OR SERVICES PROVIDED TO YOU, END USERS OR OTHERS IN CONNECTION WITH USE OF THE TRINSIC-ENABLED SERVICES. IN NO EVENT WILL TRINSIC’S AGGREGATE LIABILITY UNDER THIS AGREEMENT EXCEED THE FEES PAID BY CUSTOMER TO TRINSIC IN THE SIX (6) MONTHS DIRECTLY PRECEDING THE EVENT GIVING RISE TO SUCH CLAIM.  THIS LIMITATION OF LIABILITY APPLIES REGARDLESS OF WHETHER THE DAMAGES ARISE OUT OF BREACH OF CONTRACT, TORT, OR ANY OTHER LEGAL THEORY OR FORM OF ACTION.

 

 

CUSTOMER ACKNOWLEDGES THAT THE TRINSIC-ENABLED SERVICES AND SOFTWARE ARE CURRENTLY STILL UNDER DEVELOPMENT AND TESTING BY TRINSIC. WE DESIRE TO OBTAIN INPUT FROM YOU TO ASSIST US IN ITS ONGOING DEVELOPMENT OF THE TRINSIC-ENABLED SERVICES AND RELATED THIRD-PARTY SOFTWARE. ACCORDINGLY, THE PARTIES ACKNOWLEDGE THAT THE PROGRAMS LIKELY CONTAIN “BUGS” AND OTHER ERRORS THAT COULD ADVERSELY AFFECT THE USE OR PERFORMANCE OF THE TRINISC-ENABLED SERVICES AND THIRD-PARTY SOFTWARE; AND CUSTOMER SHOULD TAKE EXTRA CARE IN PRESERVING ITS PRE-EXISTING DATA ON CUSTOMER’S EQUIPMENT IN ORDER TO AVOID ANY LOSS OF DATA AS A RESULT OF USING THE PRODUCT AND SOFTWARE.

 

 

NOTWITHSTANDING THE FOREGOING, IN NO EVENT WILL TRINSIC  BE LIABLE FOR ANY LOSS, DAMAGES, COSTS, OR EXPENSES INCURRED BY YOU, END USERS, OR OTHER THIRD-PARTIES DUE TO (A) THE USE OF ANY ACCOUNT AND THE CORRESPONDING PASSWORD BEING USED BY OTHERS, REGARDLESS OF THE EXISTENCE OF WILLFUL FAULT; AND (B) THE CUSTOMER BUILDING A PRODUCT OR USING THE SERVICES IN A MANNER THAT IS OUTSIDE THE SCOPE OF THE TERMS OF THIS AGREEMENT OR THAT EXCEEDS THE ALLOWABLE USAGE UNDER THIS AGREEMENT.

 

NOTWITHSTANDING THE FOREGOING, TRINSIC WILL NOT BE RESPONSIBLE FOR ANY VIOLATION OF APPLICABLE LAW ON THE PART OF YOU OR YOUR END USERS, AND YOU SHALL INDEMNIFY AND HOLD TRINSIC HARMLESS FROM AND AGAINST ANY AND ALL CLAIMS, DAMAGES, LOSSES, COSTS, OR EXPENSES INCURRED BY TRINSIC AS A RESULT OF ANY SUCH VIOLATION.

 

YOU SHALL DISPOSE AND RESOLVE, BY YOUR OWN RESPONSIBILITY AND EXPENSE, ANY INQUIRIES, CLAIMS, LIABILITIES, LOSSES, DAMAGES, COSTS, OR EXPENSES FROM OTHERS OR REQUESTS, QUESTIONS, OR CLAIMS AGAINST OTHERS RELATED TO OR ARISING OUT OF THE USE OF THE TRINSIC-ENABLED SERVICES, INCLUDING BUT NOT LIMITED TO YOUR AND END USERS’ USE OF THE TRINSIC-ENABLED SERVICES. YOU SHALL INDEMNIFY AND HOLD TRINSIC HARMLESS FROM AND AGAINST ANY AND ALL SUCH INQUIRIES, CLAIMS, LIABILITIES, LOSSES, DAMAGES, COSTS, OR EXPENSES.

 

You cannot assign your rights or obligations under this Service Agreement without our written approval.

Assignment.  The rights and obligations of the parties under this Service Agreement may not be assigned, transferred, pledged or otherwise encumbered without the prior written consent from the other party in its sole discretion. Provided, Trinsic may assign this Service Agreement without your consent pursuant to any merger, acquisition, corporate restructuring or reorganization, or any sale of all or substantially all of Trinsic’s assets or stock.  Subject to the foregoing, this Service Agreement shall be binding upon and inure to the benefit of the parties hereto and their respective heirs, legal and personal representatives, successors and permitted assigns. Any such assignment by You shall not alter any of the terms or conditions of the Platform Agreement. In the event that any assignment occurs, you will provide written notice of said assignment to the Trinsic.

 

We are not responsible for any state or local taxes.

 

Taxes.  You are responsible for paying all state and local taxes.

 

If something beyond our control prevents us from performing our obligations under this Service Agreement, they will be suspended until such time as we are able to perform and we will not be in breach as a result.

Force Majeure.  Trinsic is not responsible for any failure to perform its obligations under this Service Agreement during any period in which such performance is delayed by circumstances beyond its reasonable control, including, but not limited to, weather, fire, flood, earthquake, war, embargo, strike, riot, civil unrest, acts of terrorism, pandemic, failure or interruption of public or private infrastructure, or the intervention of any government entity. In the event of such a failure, Trinsic’s obligations will be suspended until Trinsic is able to perform.

 

Notices must be sent by email.

Notices. All notices to Trinsic must be sent by email to info@trisnic.id. 

 

This Service Agreement shall be interpreted under the laws of Delaware. If you bring a claim against us, you waive your right to a trial by jury.

 

Governing Law.  This Service Agreement shall be governed by the laws of the State of Delaware without regard to any choice-of-law provisions. You waive right to a jury trial in any judicial proceeding involving any claim relating to or arising under this Service Agreement.

This is the whole agreement between you and Trinsic and it can only be modified by a separate, written agreement that specifically references how and in what manner it supersedes this Service Agreement. Just because Trinsic fails to act according to its obligations in this Service Agreement, doesn’t mean it has waived those rights.

Entire Service Agreement, Modification, Waiver.  This Service Agreement and Documents constitutes the entire agreement between the parties with respect to the subject matter addressed herein and supersedes all prior communications, agreements or understandings, written or oral, between the parties. No waiver of any rights or obligations under this Service Agreement or of any objection to any act or omission connected therewith shall be claimed or implied by any party or be deemed to constitute a consent to the continuation of any such act or omission, unless in writing signed by the party against whom enforcement of such waiver or consent is sought. No remedy or election hereunder shall be deemed exclusive but shall be deemed cumulative with all other remedies at law or in equity whenever possible.

 

If something in this contract is legally unenforceable, it does not make the whole agreement unenforceable. We will just cut out that portion and enforce the rest.

 

Severability.  The provisions of this Service Agreement are severable, and if any provision of this Service Agreement is determined to be invalid or unenforceable under any controlling law, such invalidity or non-enforceability shall not in any way affect the validity or enforceability of the remaining provisions of this Service Agreement.

 

Even though these terms don’t establish a special legal relationship between our organizations, we view all our users, partners, and customers as special.

Independent Contractors.  You and Trinsic are independent contractors in the performance of each and every part of this Service Agreement. Nothing in this Service Agreement is intended to create or shall be construed as creating an employer-employee relationship or a partnership, agency, joint venture, or franchise. You and Trinsic will be solely responsible for all of our respective employees and agents and our respective labor costs and expenses arising in connection with our respective employees and agents. You and Trinsic will also be solely responsible for any and all claims, liabilities or damages or debts of any type that may arise on account of each of our respective activities, or those of each of our respective employees or agents, in the performance of these Terms. Neither you nor Trinsic has the authority to commit the other of us in any way and will not attempt to do so or imply that it has the right to do so.

 

 

IDENTITY VERIFICATION SERVICES

 

Plain English

Legally-Binding Contract

 

Trinsic offers a proprietary identify verification services as an additional service as part of the Platform Services.  These specific terms govern the use of theses identity verification services in addition to the remainder of the Service Agreement.

Additional Identity Verification Services. You may choose to add the Trinsic Connect reusable identity verification services (the “Trinsic Connect Services”) to the Platform Services.  By adding the Trinsic Connect Services to an Order Form or otherwise signing up for the Trinsic Connect Services through the Services registration process, you agree to be bound by these identity verification service terms (“Identity Verification Terms”) in addition to the Service Agreement.  To the extent there is conflict between these Identity Verification Terms and the Service Agreement, these Identity Verification Terms shall control.

 

You are only permitted to use the Trinsic Connect Services for certain and limited uses.

Permitted Uses.  You may use the Trinsic Connect Services for limited purposes.  Namely, you may only use the Trinsic Connect Services to: (a) verify the identity of End Users solely to the extent necessary to satisfy your compliance obligations under applicable law; (b) to prevent fraud or misuse when End Users use Your Services; and (c) to improve the safety of Your Services.

You will not use any personal information you learn through the Trinsic Connect Services for any other purpose, and you may not share such information with any third party.

Restrictions on Use.  You may not disclose any of the End User personal information you learn from an End User solely through their use of the Trinsic Connect Services or use such End User personal information for any other purpose.   You may not use the Trinsic Connect Services or data you collect or receive through the use thereof for any purpose that would violate any applicable law.

In certain circumstances, you will need to provide alternative identity validation services.

Providing Alternative Verification Methods. If the use of Trinsic Connect Services is not allowed by law, you must provide an alternative identity verification method for End Users.  Some End Users may not want to use The Trinsic Connect Services or use their biometric data to verify their identity, and if so, you must provide an alternative identity verification method for End Users.

 

Trinsic does not provide any representations or warranties that (a) the Trinsic Connect Services regarding compliance with laws, (b) the Trinsic Connect Services will detect or prevent all fraudulent activities or (c) the Trinsic Connect Services will correctly verify the identify a particular End User.

 

You are responsible for ensuring that the implementation and use of the Trinsic Connect Services complies with the laws governing Your Services.

Warranties and DisclaimersTRINSIC DOES NOT REPRESENT OR WARRANT THAT THE TRINSIC CONNECT SERVICES COMPLY WITH APPLICABLE LAW IN EVERY JURISDICTION, AND YOU AGREE THAT YOU ARE SOLELY RESPONSIBLE TO VERIFY THAT THE USE OF THE TRINSIC CONNECT SERVICES COMPLIES WITH ALL APPLICABLE LAWS GOVERNING THE PROVISION OF YOUR SERVICES TO END USERS AND IS SUFFICIENT TO COMPLY WITH ANY DUE DILIGENCE OR OTHER REQUIREMENTS UNDER APPLICABLE LAW.

 

TRINSIC DOES NOT REPRESENT OR WARRANT THAT THE TRINSIC CONNECT SERVICES WILL DETECT OR PREVENT ALL FRAUDULENT ACTIVITIES OR CORRECTLY VERIFY THE IDENTITY OF ANY INDIVIDUAL.  TRINSIC SHALL HAVE NO LIABILITY RESULTING FROM THE TRINSIC CONNECT SERVICES FAILING TO CORRECTLY VERIFY THE IDENTITY OF ANY INDIVIDUAL OR PREVENT ANY FRAUDULENT ACTIVITIES.

 

You are responsible for providing your End Users a privacy policy that addresses the collection and use of personal information for your use in the Trinsic Connect Services and for compliance with wall laws related to the contents of the privacy policy.

 

If Trinsic has access to any End User personal information related to the Trinsic Connect Services, such information will be subject to Trinsic’s privacy policy, and your privacy policy should not conflict with Trinsic’s privacy policy.

Privacy Matters.  Your Privacy Policy must address the collection and use of the personal information that is used by the Trinsic Connect Services.  Your use of any personal information that is used by the Trinsic Connect Services is limited solely for the purpose of validating an End User’s identity and for no other reasons. If Trinsic has access to any End User identity verification personal information, then the collection and use of that End User personal information shall be governed by Trinsic’s Privacy Policy.  Unless otherwise agreed to in writing by the parties, you will be responsible for obtaining any necessary consents from End Users regarding your implementation and use of the Trinsic Connect Services.

 

 

AGREEMENT TO ARBITRATE

Plain English 

Legally-Binding Contract  

Please reach out to us with any issues before making things messy with a legal battle. 

Before bringing a formal legal case, please first try contacting our support team to resolve things that way first.  

If we truly can’t help you after reaching out to us, then we both agree to go to binding arbitration in New York. That’s where a professional arbitrator will decide the outcome rather than a judge or jury. 

If a dispute cannot be resolved through our support team, you or any of your affiliates on one hand and Trinsic and any of our affiliates on the other hand, all agree to resolve any dispute relating to these Terms or in relation to the Services by binding arbitration in New York, NY, or in another location that we have both agreed to.  

 

This applies to all claims under any legal theory unless the claim fits in one of the exceptions below. This also applies even after you have stopped using the Services. If we have a dispute about whether this agreement to arbitrate can be enforced or applies to our dispute, we all agree that the arbitrator will decide that, too.  

 

Pursuant to this Section, you understand that you and your affiliates and Trinsic and its affiliates are giving up the right to have a judge and/or jury resolve any controversy or claim arising out of or relating to this Service Agreement. 

Now that we’ve established we’ll use arbitration instead of courts, there are some exceptions like IP disputes and breaking of our acceptable use policy. 

If the case is a small claim, we don’t have to arbitrate that. 

You and your affiliates on one hand, and Trinsic and its affiliates on the other hand, agree that we will go to court to resolve disputes relating to: (i) your, your affiliates’, our or our affiliates’ intellectual property (e.g., trademarks, trade dress, domain names, trade secrets, copyrights or patents); or (ii) your violation of our Acceptable Use Policy.  

 

Also, any of us can bring a claim in small claims court either in New York, NY, or the county where you live, or some other place we both agree on, if it qualifies to be brought in that court. In addition, if any of us brings a claim in court that should be arbitrated or any of us refuses to arbitrate a claim that should be arbitrated, the other of us can ask a court to force us to go to arbitration to resolve the claim (i.e., compel arbitration). Any of us may also ask a court to halt a court proceeding while an arbitration proceeding is ongoing. 

We both agree not to bring a class action suit against the other. If this isn’t enforceable for some reason, this whole section will go away. 

Class Action Waiver: Both you and your affiliates, on one hand, and Trinsic and its affiliates on the other hand, agree that any claims or controversies between us must be brought against each other on an individual basis only. That means neither you and your affiliates on one hand nor Trinsic and its affiliates on the other hand can bring a claim as a plaintiff or class member in a class action, consolidated action, or representative action. The arbitrator cannot combine more than one person’s or entity’s claims into a single case, and cannot preside over any consolidated, class or representative proceeding (unless we agree otherwise). And, the arbitrator’s decision or award in one person’s or entity’s case can only impact the person or entity that brought the claim, not other Trinsic customers, and cannot be used to decide other disputes with other customers.