End User Terms & Conditions

ILLION OPEN DATA SOLUTIONS END USER TERMS

Last Update: June 2021

 

This End User Agreement (Agreement) is a legal agreement between illion (“illion”, “we” or “us”) and the End User of our Services (“End User” “you”, “your”). You are bound by this Agreement from the date you click "I Accept" “I Agree” or any other similar form for acceptance including when you access or use your Service Provider’s application or service. If you do not agree to this End User Agreement, you should not accept this End User Agreement and stop accessing or using your Service Provider’s application or service. If you agree to these terms on behalf of an entity, including but not limited to a company or other organisation, you represent and warrant that you have the power and authority to: enter into this Agreement; bind such entity; and act on behalf of the entity. Terms of this Agreement may be amended from time to time in accordance with clause 8.1.

This Agreement does not apply to the services that illion provides to Service Providers, those services are covered by a separate agreement between illion and Service Provider.

  1. DEFINITIONS
    1. Account Information – means and includes personal information such as:
      • account name/s;
      • addresses;
      • account details;
      • account balances;
      • credit limits;
      • transaction details; or
      • details of benefits / grants or subsidies provided to you
    2. Credentials means your account login and password.
    3. End User means an individual who wishes to share their Account Information with their Service Provider using Services provided by illion.
    4. illion means illion Open Data Solutions Pty Ltd ACN 166 277 845 (an illion company) and also (a) illion Australia Pty Ltd (ABN 95 006 399 677) where you are accessing the Services via a ".com.au" Website, or (b) illion New Zealand Marketing Services Limited (Co. No. 6398759) where you are accessing the Services via a ".co.nz" Website.
    5. Online Account means and includes your account held with a bank, credit union, financial services provider or any on-line portal (such as MyGov or reward platform) in Australia and/or New Zealand.
    6. Privacy Policy means illion’s Privacy Policy (as amended from time to time) available on our website.
    7. Services means and includes, services that we provide to the Service Provider such as:
      • account verification (i.e. to supply the name an account is held in to show ownership);
      • income and expense information;
      • transaction categorisation; and/or
      • a score based on transaction information.
    8. Service Provider means and includes any third party nominated by you who is sent the Account Information on your behalf subject to the Authorisation provided by you in accordance with this Agreement.
  2. ABOUT THE SERVICES
    1. This Agreement only applies when
      • you authorise us to automatically retrieve your Account Information from your Online Account; and
      • we supply the Account Information to a Service Provider in accordance with your authorisation (Authorisation).
    2. Our Services are accessible via our Website (http://www.Bankstatements.com.au, and illion.com.au in Australia and http://www.Bankstatements.co.nz and illion.co.nz in New Zealand) or through an Application Programming Interface (“API”) specifically created for this purpose in conjunction with your Service Provider.
    3. In order to provide the Services, we require your consent which is obtained when you provide your Credentials, accept the terms of this Agreement and request your Account Information to be supplied to your Service provider.
    4. Depending upon the terms of the agreement between you and your Service Provider you may access our Services either Manually (by you uploading a PDF copy of your account statements for processing by us) on our Website or Automatically (by you providing access to your Account Information via a secure API created for this purpose) in accordance with your authorisation as outlined in clause 2.5
    5. Where the Services are accessed Automatically you understand and agree that:
      • the Authorisation that you provide to the Service Provider can either be for:
        • a single use – which allows us to complete a one-time retrieval of your Account Information using your Credentials to provide the Services. Your Account Information is encrypted and passed on to the Service Provider and subsequently discarded once no longer required, your Credentials are never retained.; or
        • an ongoing use – this requires us to retain and use your Credentials to access your Account Information on an ongoing basis to provide the Services to your Service Provider.
      • Credentials are encrypted and only accessed when allowing the Account Information to be retrieved and passed to your Service Provider in accordance with your agreement with your Service Provider and this Agreement.
    6. By agreeing to the terms of this Agreement, you authorise us to:
      • (a) access the Account Information from your Online Account, on your behalf using your Credentials (and you appoint us as your agents for that limited purpose);
      • (b) use your Account Information to provide the Services; and
      • (c) transmit the Account Information to the Service Provider as per the Authorisations provided by you.
    7. While we have set out how we use your personal information in our Privacy Policy we note that we use your depersonalised information in aggregation for:
      • developing and refining transaction classifications; and
      • for building and supply of commercial insights for publication and supplying to our commercial partners; This information does not allow any party to identify you.
    8. You understand and acknowledge that your Authorisation:
      • under clause 2.5(a)(i) for single use will lapse as soon the Services are delivered to the Service Provider;
      • under clause 2.5(a)(ii) for ongoing access will allow the Services to continue to be provided until:
        • you change your Credentials, this will prevent the Service Provider from being able to access your Account Information (unless you reinstate the Agreement including supplying your new Credentials); or
        • you terminate your agreement with your Service Provider.
    9. We will not charge you for our Services although you may be charged by your Service Provider in accordance with the terms which you agree with them
  3. TERM & ELIGIBILITY
    1. Your Service Provider’s access to the Services continues until you cancel, or the Services are suspended or terminated in accordance with clause 8.
    2. To be eligible to use our Services you must be 18 years of age or older.
    3. You must register for the Service in your personal capacity, and not on behalf of any other person (except where you register on behalf of a company, in which case you warrant you are the authorised to do so).
  4. LICENCE
    1. We grant you a non-exclusive, non-transferable, non-sublicensable, royalty-free, limited licence to access and use the Services (via the Website and or API as the case may be) for your personal use for the purpose set out in, and in in accordance with the terms of this Agreement.
    2. You must not:
      • cause or permit the reverse engineering, modification, disassembly or decompilation of the Services or any software forming part of it;
      • copy, distribute, transmit, display, reproduce, publish, sub-license, create derivative works from, transfer, or sell or re-sell the Services or any information, software, products, or services obtained from or through the Website;
      • manipulate the Services in a manner that would lead to inaccurate, misleading or discriminating presentation of information being displayed;
      • do anything that compromises the security and/or stability of the Services, or interferes with or inhibits any other user of the Services;
      • use the Services to send unsolicited email messages;
      • attempt to or tamper with, hinder or modify the Services or attempt to or knowingly transmit viruses, malicious or harmful code or other disabling features to the Services or via the Services;
      • use our Services in any way that competes with our business.
    3. You must not use the Services for any activities, or to post or transmit any material, that:
      • would cause you or us to breach any law, regulation, rule, code or other legal obligation (including any privacy law or intellectual property right);
      • defames, harasses, threatens, menaces, offends or restricts any person;
      • is or could reasonably be considered to be obscene, inappropriate, defamatory, disparaging, indecent, seditious, offensive, pornographic, threatening, abusive, liable to incite racial hatred, discriminatory, blasphemous, in breach of confidence or in breach of privacy;
      • would bring us, or the Services, into disrepute;
      • impersonates any person or entity or otherwise misrepresents your affiliation with a person or entity, including us.
    4. We reserve the right to monitor your use of the Services.
  5. ACCOUNT INFORMATION & WARRANTIES
    1. It is your responsibility to ensure that your Service Provider holds correct Account Information.
    2. We do not check the accuracy of the Account Information retrieved from your Online Account and rely on you and your account provider ensuring that your Account Information is accurate.
    3. You represent and warrant that: (a) you possess the legal authority to provide all relevant Account Information to us (e.g. you must be a/the relevant account holder and you have the permission of any joint or other account holders); (b) you will at all times comply with all relevant laws and regulations; and (c) causing your Account Information to be provided to your Service Provider is not misleading.
    4. if you authorise a Third Party Provider (third party supplying goods or services to you other than Service Provider) to use our Services, you acknowledge and understand that we will provide the Third Party Providers with access to your Account Information. We are not responsible for the use of your Account Information by your Service Provider or any Third-Party Providers.
  6. INTELLECTUAL PROPERTY RIGHTS
    1. Our Services contains intellectual property which is owned by or licensed to us and is protected by Australian, New Zealand and international laws, including but not limited to the trademarks, trade names, software, content, design, images, graphics, layout, appearance, layout and look of our Services.
    2. You agree that, as between you and us, we own all intellectual property rights in the Services, and that nothing in these End User Terms constitutes a transfer to you of any intellectual property rights.
  7. PRIVACY
    1. We will collect, use and disclose any personal information in accordance with our privacy policy available here, and in accordance with the Privacy Act 1988 (Cth) in Australia and the Privacy Act 1993 (NZ) and any other applicable privacy laws, including any determination, code or guideline issued under those laws in the relevant territory (Privacy Laws).
    2. You must ensure that your disclosure of User Information to us complies with all relevant Privacy Laws.
  8. TERMINATION & SUSPENSION
    1. Without limiting any other rights under these End User Terms, a party may terminate this agreement by written notice if the other party breaches any provision of these End User Terms and fails to remedy the breach within 20 days' written notice.
    2. We reserve the right to deny or suspend your access to the Services at any time, for any reason whatsoever (including any breach of these End User Terms), at our absolute discretion. Where it is possible for us to contact you directly, we will notify you of any suspension or termination and the reasons for it.
    3. On termination or expiry of this agreement: (a) each licence granted by us in respect of the Services also terminates; (b) you must immediately cease using the Services and delete copies of our Confidential Information; and (c) we will delete your User Information, except to the extent we're required by law to retain it, or have the right to retain it under any rights granted to us through our Privacy Policy.
  9. CHANGES AND MODIFICATIONS
    1. We may amend the End User Terms from time to time in our sole discretion by publishing an updated version of the End User Terms on the Website. You should check the End User Terms regularly, prior to using the Website, to ensure you are aware of any changes, and only proceed to use the Website if you accept the new End User Terms. Your continued use of our Services following any amendments indicates that you accept the amendments.
    2. We reserve the right to change or discontinue, temporarily or permanently, any Services at any time without notice, and without liability to you. If we cancel any Service (where such cancellation is not due to your acts or omissions or breach of the End User Terms) we will endeavour to provide you 1 week's notice.
  10. LINKS
    1. Our Services may contain links to websites owned by third parties. We do not control, recommend, endorse, sponsor or approve third party websites, including any information, products or services mentioned on those third party websites, and are not liable in any way for your access to those links.
  11. DISCLAIMER & LIABILITY
    1. While we use reasonable efforts to provide the Services in accordance with their stated description, you acknowledge the following (to the extent permitted by law and subject to clause 11.2):
      • The Services are provided strictly on an "as is" and "as available" basis;
      • We exclude all liability to you for any:
        • inaccuracy, incompleteness, or inappropriateness of the Services;
        • delay or unavailability of the Services, or the Services being out-of- date;
        • data loss or corruption, or any viruses or other harmful components associated with Services; and
        • use of the Services by you, including any decisions made or outcomes based on the Services
      • We are not liable to you (whether in contract, tort, negligence or otherwise) for any loss of profit, revenue, anticipated savings, goodwill, reputation or opportunity, or any other indirect or special loss or damage; and
      • To the extent we have any liability to you in relation to the Services or under these End User Terms (other than for our fraud, breach of clause 6 (Privacy) or under the indemnity in clause 12.2 ), our liability is limited to resupply of the Services or payment of the cost of having the Services supplied again.
    2. You acknowledge that the Services may assist you in dealing with Institutions, but we are not providing you with any legal, taxation, financial or other advice about the suitability or appropriateness of any service and we express no opinion on any service or Institution.
  12. IMPLIED WARRANTIES
    1. To the maximum extent permitted by law, and subject to clause 11.2, any representation, warranty, condition, guarantee or undertaking that would be implied into these End User Terms by legislation or otherwise is excluded.
    2. Nothing in these End User Terms excludes, restricts or modifies any consumer guarantee, right or remedy conferred on you by Consumer Law or any other applicable law that cannot be excluded, restricted or modified ('Non-Excludable Obligation'). However to the fullest extent permitted by law, our liability for a breach of a Non-Excludable Obligation is limited, at our option, to the cost of supplying the Services again or payment of the cost of having the Services supplied again.
    3. For the purposes of the above, 'Consumer Law' means (a) in Australia, as set out in Schedule 2 of the Competition and Consumer Act 2010 (Cth); and (b) in New Zealand, as set out in the Fair Trading Act 1986 (NZ) and the Consumer Guarantees Act 1993 (NZ).
  13. INDEMNITY
    1. You indemnify us from any Third Party Claims against us which arise due to your breach of the End User Terms.
    2. We indemnify you from any Third Party Claims against you which arise due to our Services infringing a third party's intellectual property rights (other than due to your User Information, or any acts or omissions by you). If our Services are alleged to infringe a third party's intellectual property rights, we may, at our sole option and expense, elect to modify or replace the Services so they are non- infringing, or cancel supply of the Services and terminate this agreement. To the extent permitted by law, this clause states our sole liability, and your sole remedy, with respect to our Services infringing a third party's intellectual property rights.
    3. Each party's liability under an indemnity is reduced to the extent that liability was caused or contributed by the other, and an indemnified party must: (i) promptly give written notice to the indemnifying party of the Third Party Claim; and (ii) allow the indemnifying party to conduct the defence and settlement of that claim (provided the indemnified party is not detrimentally impacted.
    4. For the purposes of this clause 'Third Party Claim' means any claim, suit, action or demand by a third party, and will include any directly related liability, cost, damage or expense (including a fine or penalty imposed by a regulator).
  14. CONFIDENTIALITY
    1. Each party must (unless expressly agreed otherwise): (a) use Confidential Information only for the purposes of the Services including in the case illion, disclosure to the relevant illion Customer; and (b) keep confidential all Confidential Information and only disclose Confidential Information of the other party to its Personnel who need to know for the purposes of providing the services.
    2. The confidentiality obligations in clause 13.1 do not apply to information that: (a) is or becomes legally in the public domain at the time of disclosure without a breach of clause 13.1; (b) is legally obtained from a third party; (c) was in already in the possession of a party at the time of disclosure without any associated obligation of confidentiality; (d) has been independently developed by a party; or (e) is required to be disclosed by law or the rules of a stock exchange.
    3. For the purposes of this clause, 'Confidential Information' means all information that could be reasonably regarded in the circumstances as confidential and not part of the public domain, including, without limitation, information relating to the terms of this agreement or a party's business affairs.
  15. FORCE MAJEURE
    1. Neither party shall be liable for non-performance or delays caused by an external event beyond the reasonable control of a party, including, without limitation, acts of war, terrorism, cyber or data security attack, civil commotion, epidemic, natural disasters, blockades, embargoes, strikes and lockouts, any other acts of god or act of any government or governmental agency (Force Majeure Event). If the Force Majeure Event continues for a period of 60 days or more, the party not relying on the Force Majeure Event may terminate the affected agreement.
  16. NOTICES
    1. You agree that any notices or other communications may be provided to you electronically via a notice on the Website, or via the email you have provided as part of the registration process. You may send notifications to us in relation to your use of the System via odssupport@illion.com.au.
  17. GENERAL
    1. (Assignment) A party must not assign or novate this agreement, except with the prior written permission of the other party (not to be unreasonably withheld). However we may assign our rights or novate this agreement to any of our group companies or in connection with a merger or consolidation involving us or the sale of substantially all of our assets.
    2. (Severability) If any part of these terms is illegal or unenforceable, it will be severed from these terms and the remaining terms will continue in full force and effect.
    3. (Delay) No delay or failure by either party to exercise a right under these terms prevents the exercise of that right or any other right on that or any other occasion.
    4. (Survival) Any provision of these End User Terms which is by its nature a continuing obligation will survive termination of these End User Terms (eg clause 10 (Disclaimer & Liability) clause 11 (Implied Terms) and clause 12 (Indemnity)).
    5. (Laws) These End User Terms are governed by the laws of Victoria, Australia (when you are accessing Services via a ".com.au" Website), and the laws of New Zealand (when you are accessing the Services via a ".co.nz" Website).