Terms and Conditions

1. About these Terms

These Terms are an agreement between you and Retrader Pty Ltd (ABN 123 456 789), trading as InvestPass ("InvestPass", "we", "us", "our"). They apply whenever you visit our website, create an account, send a verification, view a result or otherwise use the InvestPass platform.

By ticking the box at sign up, clicking to accept, or simply using the Platform, you agree to these Terms. If you do not agree, please do not use InvestPass.

If you use InvestPass on behalf of a business, you confirm you are authorised to bind that business, and "you" means that business together with every person who uses the Platform under its account.

These Terms work alongside our Privacy Policy, Data Processing page and Pricing page. If there is any conflict, these Terms apply unless we have signed a separate written agreement with you, in which case that agreement applies.

2. What InvestPass does

InvestPass is workflow software. It helps you enter client details, send secure verification links by SMS or email, track progress and receive check results and reports in one place.

InvestPass is a tool to support your own processes. It does not make decisions for you. It does not decide whether you should accept, reject or keep a client, and it does not assess your risk for you.

We may add, change or remove features over time. Where a change materially reduces what you have already paid for, we will let you know and, where fair, offer a credit or refund for the affected Checks.

3. Key words we use

• Account: your InvestPass business account, including every user login linked to it.
• Authorised User: a person you allow to use your Account, such as a staff member.
• Platform: the InvestPass website, dashboard, client verification links, reports and related services.
• Client: a person or entity you ask to complete a verification through the Platform.
• Check: a single identity, entity, beneficial owner, document or screening check run through the Platform.
• Personr: Personr Pty Ltd, our identity verification partner.
• Outputs: results, reports, statuses, audit trails and records produced by the Platform.
• Your Data: information you or your Clients provide through the Platform, other than Outputs.
• Business Day: a day other than a Saturday, Sunday or public holiday in New South Wales.

4. Who can sign up

To open an Account you must be at least 18, run a genuine business in Australia and have a valid Australian Business Number. We may ask for proof of your business, and we may decline an application at our discretion.

You must give us accurate, current and complete information when you sign up and keep it up to date, including your business name, contact details and billing details.

You are responsible for your Authorised Users. You must make sure they follow these Terms, and anything they do in your Account is treated as done by you.

5. Keeping your login safe

Keep your login details confidential. Each Authorised User should have their own login, and logins must not be shared.

Use a strong password and turn on any extra security we offer, such as two step sign in. Remove access promptly for anyone who leaves your business or no longer needs it.

Tell us straight away if you suspect someone has accessed your Account without permission. We may suspend access while we look into it. You are responsible for activity under your Account until you tell us of a problem.

6. How checks work with Personr

Checks are performed by Personr. When you send a verification, your Client receives a secure link and completes the Check directly with Personr. Your Client may be asked to agree to Personr's own terms and privacy policy.

Identity documents, selfies and similar images are captured and held by Personr. InvestPass receives results, statuses and reference numbers rather than keeping copies of identity documents.

Results depend on the data sources available to Personr at the time, such as government document services, company registers and screening lists. They may occasionally be incomplete, delayed, out of date or inaccurate.

A result is not a guarantee about a person or entity. You must review every result, and follow up where a Check shows Requires review, Unable to verify or any other issue before relying on it.

7. Sending links to your clients

Before you send a verification, you must make sure you have a lawful reason to verify the Client and that the Client has been told why their information is being collected. Where the law requires consent, you must obtain it.

You are responsible for entering the correct mobile number and email address. We are not responsible if a link reaches the wrong person because incorrect details were entered.

Verification links expire after the period shown in the Platform. You can resend an expired link, which may count as a new Check.

If a Client refuses, abandons or fails to finish a verification, the Check may be marked as expired or incomplete. What you do next is your decision.

8. Other services we rely on

The Platform relies on third party providers, including Personr, SMS and email delivery services, cloud hosting and payment processors.

We choose these providers carefully but do not control them. We are not responsible for outages, delays, errors or changes caused by those providers, although we will work with them to resolve issues that affect you.

If a provider stops offering a service we rely on, we may replace it with a similar provider or change the affected feature.

9. Things you must not do

You must not, and must not allow anyone else to:

• run Checks on a person or entity without a lawful reason and any consent required by law;
• use the Platform to screen people for employment, tenancy, credit or insurance decisions unless you are legally allowed to do so;
• use the Platform for fraud, harassment, stalking, surveillance or any unlawful purpose;
• enter false information, or impersonate another person or business;
• send links that are misleading, or pressure a Client into completing a Check;
• attempt to access another customer's data, or test, probe, copy, reverse engineer or disrupt the Platform or its systems;
• use bots, scrapers or automated tools on the Platform except through an integration we have approved;
• upload viruses or harmful code;
• resell, sublicense or share access to the Platform without our written agreement.

10. Your own AML/CTF duties

You remain solely responsible for meeting any obligations you have under the Anti Money Laundering and Counter Terrorism Financing Act 2006 (Cth), its rules and any other law that applies to you.

This includes your AML/CTF program, risk assessments, customer due diligence decisions, enhanced due diligence, ongoing monitoring, staff training and record keeping.

Using InvestPass does not by itself satisfy those obligations, and you should not assume that a standard package of Checks is enough for every Client or situation.

11. We don't give legal advice

Nothing on the Platform, in our website, guides, emails or support conversations is legal, financial, tax or compliance advice.

InvestPass is not endorsed, approved or accredited by AUSTRAC or any other regulator. You should get your own professional advice about your obligations.

12. Regulator reporting stays with you

InvestPass does not lodge reports, enrol or register with AUSTRAC, or communicate with any regulator on your behalf.

Any suspicious matter reports, threshold transaction reports or other regulatory reporting are your responsibility. You must not use the Platform to tip off a Client about a report you have made or plan to make.

If a regulator, court or law enforcement agency asks us for information about your Account, we may provide it where the law requires, and where allowed we will let you know.

13. Paying for checks

Checks are charged per use at the prices shown on our Pricing page at the time the Check is sent, unless we agree otherwise in writing. There is no monthly subscription.

A Check is treated as started once the verification link has been sent to the Client. Fees are payable at that point or as shown at checkout. All prices are in Australian dollars and include GST where applicable. We will issue a tax invoice for each payment.

You authorise us and our payment processor to charge your saved payment method for Checks you send. If a payment fails, we may pause new Checks until it is resolved.

Fees are generally not refundable once a Check has started, including where the Client does not complete it. We will refund or credit a Check where it fails because of a fault on our side, or where the law requires.

If you think you have been charged incorrectly, tell us within 30 days of the charge and we will look into it in good faith.

We may change our prices by giving at least 14 days notice on our website or by email. Changes do not affect Checks already sent.

14. Keeping records

We keep verification records, Outputs and audit trails for the period described on our Data Processing page, so you can download reports when needed.

The law may require you to keep records for longer than we do. You are responsible for downloading and keeping your own copies for as long as the law requires.

When a retention period ends, we may delete or de identify the records without further notice.

15. Your data and privacy

You own Your Data. When you enter a Client's personal information, you are responsible for having the right to collect and share it, and for telling the Client how it will be used.

We handle personal information in line with the Privacy Act 1988 (Cth) and our Privacy Policy. We only use Your Data to provide, secure, support and improve the Platform, and to meet our own legal obligations. We do not sell personal information.

We may use de identified and aggregated data, which cannot reasonably identify anyone, to understand how the Platform is used and to improve it.

If we become aware of a data breach affecting Your Data, we will let you know without undue delay and work with you on any notices required under the Notifiable Data Breaches scheme.

You must tell us promptly if you become aware of any misuse of the Platform or any breach involving Client information.

16. Keeping information private

Each party will keep the other's confidential information private, protect it with reasonable care, and use it only for the purpose of these Terms.

This does not apply to information that is already public, was lawfully known before it was shared, or must be disclosed by law. If disclosure is required by law, the disclosing party will give notice where allowed.

17. Who owns what

We and our licensors own the Platform, its software, design, branding and all related intellectual property. Nothing in these Terms transfers that ownership to you.

You give us a non exclusive licence to use Your Data only as needed to provide the Platform and meet our obligations. You may use Outputs for your own internal business purposes.

If you send us feedback or suggestions, we may use them freely without owing you anything.

18. What we can't promise

To the extent permitted by law, the Platform is provided "as is" and "as available".

We aim to keep the Platform running smoothly, but we do not promise that it will be uninterrupted or error free, that every message will be delivered, or that any Check will identify every risk, fraud or false document.

We may carry out planned maintenance, and will try to give notice where it is likely to affect you.

19. Your consumer rights

Nothing in these Terms excludes, restricts or changes any right or remedy you have under the Australian Consumer Law that cannot lawfully be excluded.

Where our liability for a failure to comply with a consumer guarantee can be limited, it is limited, at our choice, to supplying the service again or paying the cost of having it supplied again.

20. Limits on our liability

To the extent permitted by law, we are not liable for any indirect or consequential loss, loss of profit, revenue, data or opportunity, or for any fines or penalties imposed on you by a regulator.

We are not liable for any decision you make based on an Output, for the acts or omissions of Personr or other third party providers, or for anything a Client does or fails to do.

Our total liability to you for all claims in any 12 month period is limited to the fees you paid us for Checks in that period.

21. Covering our losses

You agree to cover us for any claims, losses, costs (including reasonable legal costs) and liabilities arising from:

• your breach of these Terms or of any law;
• your misuse of the Platform, or misuse by your Authorised Users;
• Checks you run without a lawful basis or any consent required by law;
• incorrect information you or your Authorised Users enter.

22. Events outside our control

We are not responsible for delays or failures caused by events outside our reasonable control, such as outages of third party services, internet or power failures, cyber attacks, natural disasters, pandemics, industrial action or government action.

We will take reasonable steps to limit the effect of the event and resume normal service as soon as we can.

23. Closing or pausing an account

You can close your Account at any time through the Platform or by contacting us. Before closing, download any reports you need.

We may suspend or close your Account, with notice where reasonable, if you breach these Terms, if fees are unpaid, if we are required to by law, or to protect the Platform, other users or Clients. Where the breach can be fixed, we will usually give you a chance to fix it first.

After closure, your access to the dashboard ends. We will keep records for the retention periods on our Data Processing page and then delete or de identify them. Fees for Checks already started remain payable.

Sections that by their nature should continue, such as payment, confidentiality, liability and covering our losses, continue after your Account closes.

24. Updates to these Terms

We may update these Terms from time to time, for example to reflect new features, changes in the law or changes to our providers.

We will post the updated version on this page with a new date. For material changes, we will give you at least 14 days notice by email or in the Platform.

If you do not agree with a change, you can close your Account before it takes effect. Continuing to use InvestPass after that date means you accept the updated Terms.

25. How we contact each other

We may send notices to the email address on your Account, or show them in the Platform. A notice sent by email is treated as received on the next Business Day.

You can send notices to us using the details on our Contact page. Complaints are handled as set out on our Complaints page.

26. Sorting out disagreements

If a dispute arises, the party raising it will give the other written details. Both parties will then try in good faith to resolve it within 20 Business Days before starting court proceedings, except where urgent relief is needed.

These Terms are governed by the laws of New South Wales, Australia, and both parties submit to the courts of that state.

27. Other legal details

If any part of these Terms is unenforceable, it is read down or removed and the rest still applies. A failure or delay in enforcing a right is not a waiver of it.

You may not transfer your rights or obligations under these Terms without our written consent. We may transfer ours to a related company or to a buyer of our business, and will let you know if we do.

These Terms, together with the documents they refer to, are the entire agreement between us about the Platform.

28. Get in touch

Retrader Pty Ltd (ABN 123 456 789) trading as InvestPass. Questions about these Terms can be sent through our Contact page.