Last Revision Date: 1 July 2023, Effective Date: 1 July 2023
MyPass® Terms of use
DEFINITIONS
Definitions and interpretation
Associates has the meaning given to that term in the Australia Corporations Act 2001.
Business Partner means either an Employer, End User or Institution who has accepted the General Terms of Use and the applicable Specific Terms of Use and who may be affiliated with You on the Platform for the purposes of using the Services.
Compliance Documents means documents or images provided by a User or authorised Third-party which are uploaded as part of the Service including (but not limited to) qualifications, tickets, licences, certificates, medical test results, inductions, proof of work rights (passports/visas), identity documents, proof of business registration (eg ABN / NZBN / RUT), job history, accreditations, insurances, health & safety management plans, HR/IR management plans and questionnaires.
Content means the resource requests, skills matrices, tags, notes, projects, certificate libraries, notifications and messaging that is generated by Us or the Users of the Service.
Confidential Information of a party refers to information that the party has designated as confidential or that would be reasonably considered confidential. This includes, but it is not limited to, information regarding the party's Intellectual Property Rights, organisational structure, financial position, personnel, policies, and business strategies. Nonetheless, it expressly excludes Compliance Documents provided by You for the primary purpose of utilising the Service.
Communication Facilities means the part of the Service which allows you to communicate with Us and other Users via in-app messaging, online chat and other electronic messaging and notice services.
Document Validation means the part of the Service where Compliance Documents are reviewed and validated against the information provided by the User.
Employer means a person or organisation who employs or engages Personnel, and who has accepted the Employer Terms of Use.
End User means an asset owner, facility owner, operator, organisation or site who engages an Employer to supply Personnel and has accepted the End User Terms of Use.
Force Majeure means any event caused by occurrences beyond a party’s reasonable control, including acts of God, fire or flood, war, terrorism, pandemic, governmental regulations, policies or actions enacted or taken subsequent to execution of these General Terms of Use, or any labour, telecommunications or other utility shortage, outage or curtailment.
GST means the tax imposed or assessed by the Australian GST Act and its related legislation and includes any similar or substitute impost introduced in the future
GST Act means the Australian ‘A New Tax System’ (Goods and Services Tax) Act 1999.
Indemnified Parties has the meaning given to it in the ‘Indemnity’ clause of the General Terms of Use.
Institution means a registered training organisation, licencing authority, government ministry, immigration department, medical facility, industry association or educational facility who issues Compliance Documents and has accepted the Institution Terms of Use.
Information Security the state of being protected against the unauthorised use of information, especially electronic data, and the measures taken to achieve this.
Intellectual Property Rights means all intellectual property rights including current and future registered and unregistered rights in respect of copyright, designs, trademarks, know-how, goodwill, right in get-up, media, Confidential Information, patents, inventions and discoveries and all other similar or equivalent rights (including moral rights) or forms of protection which subsist or will subsist, now or in the future, in any media now known or hereinafter invented, in any part of the world and resulting from intellectual activity in the industrial, scientific, literary or artistic fields.
ISO 27001 is the international standard focused on information security, published by the International Organization for Standardization (ISO), in partnership with the International Electrotechnical Commission (IEC). Both are leading international organizations that develop international standards. The basic goal of ISO 27001 is to protect confidentiality, integrity, and availability.
Organisation Passport refers to the profile of an End-user, Employer or Institution which includes contact information, proof of business registration, organisation logo, profile picture, service classification(s), job history, licences, accreditations, qualifications, business registration number (ABN/NZBN/RUT), insurances, health and safety management plans, HR or IR management plans, questionnaires and other Compliance Documents.
Personal Information means information or an opinion about an identified individual or an individual who is reasonably identifiable.
Person or Personnel refers to an individual who has registered for the Skills Passport Service in order to be engaged by a Business Partner, or an individual that a Business Partner registers for the Service as Personnel or otherwise nominates to Us as being associated with that Business Partner through volunteering, employment, contract or any other arrangement, and who has accepted the Personnel Terms of Use.
Platform means the software environment and surrounding ecosystem of resources that allow you to utilise the Service.
Primary Source Verification is the process we use to verify Personnel Compliance Documents directly with an issuing Institution or Registered Training Organisation.
Related Bodies Corporate means an affiliate, which includes parent, sister, and subsidiary companies or organisations.
Resource Pool means a group of Personnel who have accepted an invitation from a Business Partner for the purposes of utilising the Service.
Sensitive Information means information or an opinion about an individual’s racial or ethnic origin, political opinions or associations, religious or philosophical beliefs, trade union membership or associations, sexual orientation or practices, criminal record, health or genetic information, and some aspects of biometric information.
Service means the service provided by us that includes allowing you access to the MyPass Platform, and as may be further defined in an applicable Specific Terms of Use.
Service Fee means the fees due and payable as set forth in the General Terms of Use and/or as posted on the Service.
Specific Terms of Use means collectively the Employer Terms of Use, End User Terms of Use, Personnel Terms of Use, and Institution Terms of Use.
Terms of Use means the agreement between you and us for your access and use of the Service, which comprises the General Terms of Use and our Acceptable Use Policy (as published on the Website), your registration details, and any applicable Specific Terms of Use.
Third Party means any individual, entity, or organisation that is not a Party to this agreement. It refers to any person or entity, other than the Parties specifically named in this agreement.
Third-party Integrated Services means other websites and information systems operated by Third Parties that the MyPass Platform integrates with, either as a part of the Service Fee or for additional fees, and where data is either passed from those systems to the Service or as a data pass-through mechanism to the information system(s) of authorised Business Partners.
User means a person who uses the Service either as Personnel or on behalf of an Employer, End-User or Institution and who has accepted the General Terms of Use and the applicable Specific Terms of Use.
We and Us means MyPass Australia Pty Ltd (ABN: 72 620 029 147), MyPass LLC, MyPass Inc, its Associates, and its Related Bodies Corporate.
Website means the MyPass website whose home page is currently accessible via URL www.mypassglobal.com and includes all related web pages, sub-pages and URLs such as www.mypass.com.au
Skills Passport refers to the professional profile of Personnel which includes contact information, date of birth, gender, proof of work rights, profile picture, job classification(s), Compliance Documents, inductions, verification of competency, employment history, referees, emergency contact, medical test results, licences, accreditations, qualifications, unique student identifier (USI), education history, unique employee number, tags, unique system numbers and skills.
Youor Your generally means the User of the Service (including the user’s Employer, End User, or Institution, if applicable) and the Services and as more specifically defined in the Specific Terms of Use.
In the interpretation of the Terms of Use, the following provisions apply unless the context otherwise requires:
the singular includes the plural and vice versa;
a reference to any legislation includes any statutory modification or re-enactment of, and any subordinate legislation issued under, that legislation or legislative provision;
a reference to an individual or person includes a corporation, partnership, joint venture, association, authority, trust, state or government and vice versa;
a reference to any gender includes all genders;
a reference to a recital, clause, schedule, annexure or exhibit is to a recital, clause, schedule, annexure or exhibit of or to the Terms of Use;
a reference to any party to the Terms of Use or any other document or arrangement includes that party’s executors, administrators, substitutes, successors, and permitted assigns;
a reference to dollars or $ means the lawful currency of Australia;
where an expression is defined, another part of speech or grammatical form of that expression has a corresponding meaning; and headings are for ease of reference only and do not affect interpretation;
a rule of construction does not apply to the disadvantage of a party because the party was responsible for the preparation of the Terms of Use, or any part of it; and unless expressly stated to be otherwise, the meaning of general words is not limited by specific examples introduced by “including”, “for example” or similar inclusive expressions.
GENERAL TERMS OF USE
Acceptance of the Terms of Use
We provide the Service subject to the Terms of Use. Before you use the Service, it is important that you read, understand, and agree to the Terms of Use.
In using the Service, clicking a box to agree to the Terms of Use, or registering to use the Service, you agree to be bound by the most current version of the Terms of Use published on the Website. If you do not accept the Terms of Use, you must refrain from using the Service.
You may not accept the Terms of Use if you are not of legal age or capacity to form a binding contract with us.
You should print or save a local copy of the Terms of Use for your records.
When you accept the terms of use on behalf of an employer, end user, or institution, you represent and warrant that you are authorised to do so by suchentity by which you are employed or retained and for whose benefit you are using the service. references herein to “you” and “your” shall mean “you and/or your employer, end user and your institution.
If you are a person using the Skills Passport as Personnel, you agree to the terms in the Personnel Terms of Use available below.
If you are an Employer, you agree to the terms in the Employer Terms of Use available below.
If you are an Institution, you agree to the terms in the Institution Terms of Use available below.
If you are an End User, you agree to the terms in the End User Terms of Use available below.
In the event that you have executed a separate Master Services Agreement (MSA), these terms and conditions shall be deemed to be incorporated into and form an integral part of the MSA. However, in the event of any conflict or inconsistency between these terms and conditions and the provisions of the MSA, the terms and conditions set forth in the MSA shall prevail and take precedence over these terms, to the extent of such conflict or inconsistency.
Variations
We reserve the right to amend the Terms of Use from time to time. Amendments will be effective immediately upon notification on the Website, native applications or via email. Your continued use of the Website will represent an agreement by you to be bound by the Terms of Use as amended.
Registration
In order for us to provide certain functions of the Service to You or to access certain content available on the Service (“Content”), You must complete your registration details as described on the Service and agree to the applicable Specific Terms of Use and the MyPass Global Privacy Policy.
At the time of registration, you must, at a minimum, nominate a username and password.
You agree to:
keep your username and password confidential and not disclose it to any other person;
not permit anyone to use the Service who is not authorised;
ensure that your registration details are true and correct at all times and must notify us of any change to your registration details as originally supplied; and
immediately notify us of any unauthorised use of your account or password or any other breach of security.
Right to use the Service
The Service is licenced, not sold, to you. Subject to your continued compliance with the terms and conditions of the General Terms of Use, referred in this document, and any relevant Specific Terms of Use, we hereby grant you a limited non-exclusive, non-transferable, non-sublicensable, revocable right to access and use the Service, including any associated content (hereinafter referred to as “Content”) solely in accordance with the provisions set forth in the Terms of Use, for the duration of the agreed-upon Term, strictly for lawful internal purposes within your business, not for redistribution, and for no other purpose, except as strictly permitted.
Privacy
We collect, store, and transmit Personal and Sensitive Information submitted to us by You, Your Personnel or a Business Partner in connection with Your use of the Services. We collect all such data in accordance with our Privacy Policy.
Your use of the Service is subject to you having read, understood and agreed to our Privacy Policy.
Where You provide any Personal Information, Sensitive Information or other information regarding your organisation, Your Personnel or other third parties (including by uploading the information to the Service), you acknowledge that You are solely responsible for obtaining, and warrant that you have collected, all consents and permission from and provided all notices to the relevant Personnel or other third parties as required under any applicable law in order for us to be able to collect, hold, use, disclose and store that Personal Information or Sensitive Information as contemplated in each Specific Term of Use.
Involvement among Users
You acknowledge and agree that with respect to all interactions among Users of the Service:
we do not have any involvement in the contractual engagement process between you and any other Users;
we only act as an intermediary and will never act as an employer.
you are responsible for carrying out your own due diligence about other Users, and forming your own judgment about such other Users;
we are not responsible for the terms of any agreement between you and other Users;
we assume no responsibility for any act or omission of another User; and
we are not responsible for resolving any dispute between you and other Users.
Information disclaimer
We do not independently verify the Content provided by third parties, including information provided by any Personnel or other User, except when we can undertake a Primary Source Verification of Compliance Documents.
We make no representation or warranty regarding the accuracy, truthfulness, usefulness, reliability or integrity of any information that has not expressly originated from Us.
You must evaluate, and bear all risks associated with the use of information provided, including your reliance on the accuracy, completeness, or usefulness of it.
We will not assume any liability for information that goes beyond publicly available Compliance Document look up websites.
We explicitly state that we are not legally obligated to obtain parental consent for users under 18 years of age. The responsibility for ensuring that users under 18 comply with any applicable laws or obtain necessary parental consent rests solely with the users and their parents or legal guardians.
We shall not be held liable for any use of the Service by users under 18 without appropriate parental consent.
Document Validation Service
We offer a document validation service (“Document Validation Service”) designed to check the Compliance Documents provided by Personnel, End Users or Employers for the purposes of using the Service. Where we have a direct relationship with the Institution we will verify information with the third-party that originated the Compliance Document (“Primary Source Verification”) or by using publicly available information available on Compliance Document look up websites.
Where it is not possible to verify the Compliance Document at the third-party source, because the source of the Compliance Document cannot be independently validated by a regulated authority and has no publicly available records, We will review the data contained in the Compliance Document against the data contained in the Personnel’s Skills Passport. This data includes name, date of birth, student number and other information contained in the Compliance Document.
Where there is a mismatch in the data, or the information is out of date or expired, We will reject the Compliance Document and request an alternative from the Personnel. The Personnel may or may not comply with the request.
We do not independently verify the information provided by third parties.
While we endeavour to identify any potential misinformation or omissions, we are not responsible for false or misleading information provided by Personnel or a Business Partner.
Service Level Agreement
We will use reasonable efforts to make the Service accessible at least 99.5% of the time during each calendar year during the current Subscription Term, excluding Scheduled Downtime (“Uptime Commitment”).
We may make changes to the Platform from time to time (“Scheduled Downtime”). Notice of Scheduled Downtime will be provided at least 48 hours in advance of the intended downtime, where such notice is practicable. The Scheduled Downtime notice will be posted to the Service. We endeavour to conduct such Scheduled Downtime outside of Australian business hours, but we cannot guarantee that your use of the Service will not be interrupted.
Our Uptime Commitment does not apply to any unavailability, suspension or termination of the Service, or any other Service performance issues:
Caused by factors outside of our reasonable control including any Force Majeure event or internet access or related problems beyond the demarcation point of the Service;
That are a result of an outage / service disruption by our Internet Provider or Data Warehouse;
That result from any voluntary actions or inactions by You or a third party engaged by You;
That result from Your equipment, software or other technology (other than third party equipment that forms a part of the Service);
Arising from your suspension or termination of the Service in accordance with this agreement.
You agree that we will not be liable for any damages that may arise from any such interruption, suspension, or alteration pursuant to this clause. In the case of unscheduled downtime, we will endeavour to restore full access to the Service in accordance with our Service Commitment for Incident Management.
Third-party Integrated Services
Where a Third-Party Integrated Service is used by You, ongoing maintenance and support for this Service will be provided up to the MyPass Global API end-point. Beyond that all maintenance and support services become the responsibility of the Third Party Integrated Service.
Where you have licensed to use the Third Party Integrated Service as part of the Service provided by Us, you agree to their Terms of Use. Our Third Party Service Terms are listed here - Clui, Cru and Stripe.
Where you have used Your API Keys to create an integration to a Third Party Service with Us, we may charge you additional Support Fees as required. These fees will be communicated to You at the time that the Support is provided.
Data Use and Storage
The data provided under this agreement shall only be used for the purposes explicitly specified in this agreement and shall not be used for any other unrelated purposes. This refers specifically to the data contained in the Skills Passport referred in Section 1 (“Definitions and Interpretations”).
The Skills Passport has the following characteristics:
Each Skills Passport is owned and controlled by the relevant Person who retains ownership of all data provided under this agreement and shall own all rights, titles and interests and shall have sole responsibility for the legality, reliability, integrity, accuracy and quality of the information provided, with the only exception where its Content is the Confidential Information of a Business Partner. For the avoidance of doubt, any data, documentation, or other information contained in a Person’s Skills Passport (including Compliance Documents but excluding your Content and Your internal training attainments) remains the sole property of the relevant Individual.
Access rights to Skills Passports are determined by the relevant Personnel or their Employer, and accordingly, You will only have access to a Skills Passport during the period of time for which authorisation has been granted by the relevant Personnel or their Employer.
Any certifications or accreditations that are issued to Personnel by an Employer or End User shall form part of the Skills Passport but may only be available to the specific Employer or End User. Nevertheless, all certifications that form part of the industry library of certifications are owned by the respective Personnel.
You have the right to access the Skills Passports to which you are granted authorised access as part of the Service, including:
Making copies of the data contained in the Skills Passport;
Extracting data contained in the Skills Passport and transforming, processing, copying, reformatting, compiling or otherwise manipulating that data;
Generating reports from the Service;
Retaining point-in-time archival records data of Skills Passports relating to the period of time during which You had authorised access to those Skills Passports.
Replicating and/or printing the QR codes of each Skills Passport.
You do not acquire any proprietary or Intellectual Property Rights in any Skills Passport other than the rights and licenses granted under this agreement in relation to Skills Passports.
We shall process all the Individual´s data in compliance with all applicable data protection laws and regulations and shall implement and maintain appropriate technical and organizational security measures to protect the Individual’s data against unauthorized access, disclosure, alteration, or destruction.
We shall adhere to industry best practices and employ security measures, including but not limited to encryption, access controls, firewalls, and regular security audits, to ensure the confidentiality, integrity, and availability of the Individual’s data.
Your data may be shared with Business Partners for the purpose of providing the Service, which includes the possibility of Personnel being affiliated to more than one Employer. Personnel can remove their affiliation with any Business Partner on the Platform if they choose to no longer share their Skills Passport with them. Personnel who are not a part of an Employer’s Resource Pool cannot be searched for by that Employer within the MyPass Platform.
We may store and process the Skills Passport data in accordance with the terms of this agreement, including third party data centres or cloud service providers, provided that adequate security measures are in place. Therefore, we may use a third-party to store some elements of the Skills Passport, specifically Compliance Documents. You consent to Us storing this data in a secure third-party system and agree to their Terms.
We shall implement and maintain appropriate technical and organisational security measures to safeguard Your data.
We may retain the referred data for as long as necessary to fulfill the purposes of this agreement, or as required by applicable laws or regulatory obligations.
We store information in Australia but may access and/or process that information in jurisdictions outside of Australia for the purposes of providing the Services to You.
Security of information
We adhere to industry best practices and comply with applicable laws and regulations regarding information security.
We maintain an Information Security Management System (ISMS) that has been ISO 27001 certified and complies with similar internationally recognised information security management standard.
We take technical, security and organisational measures in accordance with privacy laws in Australia against unauthorised or unlawful access of the Personal Information or its accidental loss, modification, misuse, interference, destruction or damage.
We maintain comprehensive security policies and procedures and we ensure that all Personal Information stored is not accessible by any other third party, except for third parties required to access the information in order to provide the Service.
Where we are required to transmit Personal and Sensitive Information to a third party, we do so via standard and established secure and encrypted protocols. The encryption methods are in accordance with industry standards and best practices to ensure confidentiality and integrity of the data.
We conduct web service penetration tests on Our database that stores any Personal Information by an independent CREST accredited third party at least annually. Where vulnerabilities are detected, we will endeavour to implement required fixes within a reasonable timeframe.
Where any data breach (including potential or anticipated breaches) of Personal Information occurs, We will investigate and remedy the breach as soon as possible and notify You in a timely manner. We will provide all reasonable assistance to You regarding any obligation You have to report any infringements or anticipated infringements to any relevant authority.
We use SSL (Secure Sockets Layer) as the security technology for establishing an encrypted link between our server (server) and your browser. We protect information we transmit and receive, but we do not warrant and cannot assure the security of any information which you transmit to us
Copyright
Copyright contained in the Service (including text, content, graphics, logos, icons and software) is owned or licenced by us and shall remain to our exclusive property.
Other than for the purposes of, and subject to the conditions prescribed under applicable copyright laws which apply in your location, and except as expressly authorised by the Terms of Use, you may not in any form or by any means without our prior written approval:
adapt, reproduce, distribute, print, display, perform, publish or create derivative works from any part of the Service; or
commercialise any Content, goods or services obtained from any part of the Service.
Trademarks
If any of our trademarks are displayed on the Service, they may not be used without our prior written approval.
The Service may also display other names and logos that are trademarks of other third parties. You must not use those trademarks without our prior written approval or the prior written approval of the relevant third party owner.
When you use the Service, We may seek permission to list your organisation as a MyPass Business Partner, or to list your organisation’s logo on our website, or any marketing presentations / collateral. Before we do this, we will seek your permission to do so.
Intellectual Property Rights
Except where expressly stated otherwise, all ideas, concepts, know-how, data processing, data compilations, databases, source code, object code, software, documentation, trademarks, trade secrets, copyrights, inventions subsisting in the Service, our Confidential Information, and any information and materials related to the foregoing, and all associated Intellectual Property Rights (“Our Property”), are and will remain the sole property of ours or our licensors, and no rights, title, or interest are granted to you or any third party under this Agreement with respect to Our Property therein other than as expressly set forth in the Terms of Use.
Other than as expressly permitted in the Terms of Use, nothing in the Terms of Use shall be construed to transfer any right, title, or interest to you of Our Property. You disclaim all rights to Our Property, other than those rights granted in the Terms of Use, and will assert no claim (copyright, patent, or otherwise) to their use, development, and/or production. You may not access, use, resell, sell, licence, sub-licence, distribute, make available, rent, or lease Our Property or any Intellectual Property Rights therein for any purpose, except as expressly authorised by the Terms of Use.
You agree to protect Our Property and take all reasonable measures to prevent any unauthorised use, reproduction, distribution, or disclosure.
You agree to notify us promptly of any infringement, or suspected or threatened infringement, of the Intellectual Property Rights in the Service and cooperate with Us in any related enforcement actions.
For the avoidance of doubt, any data, documentation, or other information contained in a Person’s Skills Passport (including Compliance Documents but excluding your Content and Your internal training attainments) remains the sole property of the relevant Individual.
Confidentiality
For the purposes of this Agreement, “confidential information” refers to all information exchanged between the Parties that does not typically belong to the public domain and which at the time of its disclosure is identified as or could be reasonably understood as private or confidential by the receiving Party. Confidential information may be disclosed by either Party either verbally, in writing, visually, electronically or in any other manner, and must include all materials and information that one Party provides to the other under this Agreement, or those to which the Party has been granted access under this Agreement. For the purposes of this Agreement, confidential information will be all information provided to the End User or Employer, as appropriate, or to which the latter has been granted access in regard with or related to the Agreement.
Each party must not without the written consent of the other:
use any Confidential Information of the other party, except in performing its obligations under the Terms of Use; or
disclose any Confidential Information of the other party to any person except to those who need to know in order to provide the Service and who agree to be bound by similar obligations of confidentiality.
This clause does not apply where:
disclosure is required by law;
the Confidential Information is in the public domain through no fault or action of the recipient, its employees, or subcontractors; and
the Confidential Information was received by the recipient on a non-confidential basis from a third party who is not prohibited from disclosing it.
Each Party must ensure that any Confidential Information of the other Party is used solely for the purpose of performing this Agreement
These obligations of confidentiality survive termination of the Terms of Use.
Payment and Fees
When you purchase access to the Service from us, you will pay either the monthly, quarterly or annual subscription fee in advance and then be granted access to the Service. Subscription fees are based on the number of Personnel in your Resource Pool(s).
Payments made during your use of the Service are made using third-party applications and services not owned, operated, or otherwise controlled by Us. You acknowledge and agree that We will not be liable for any losses or damage rising from the operations of third-party payment applications and services. You further acknowledge and warrant that you have read, understood and agree to be bound by the terms and conditions of the applicable third-party payment applications and services you choose to use as a payment method for Our Service.
You acknowledge and agree that where a request for the payment of the Subscription Fee is returned or denied, for whatever reason, by your financial institution or is unpaid by you for any other reason, then we may suspend or cancel your access to the Services.
By using our Services, you agree to pay subscription fees based on available pricing plans. You agree that:
exceeding your current plan’s Personnel limit (tier) will require you to update your Subscription and acknowledge the new Service Fees.
merchant fees will apply in addition to the available pricing plans on credit and debit card payments, as well as on online payment services.
your subscription will automatically renew at the end of the subscription period for another Subscription Term of a period equal to Your initial Subscription term. Your card will be automatically charged unless you have cancelled your subscription.
cancelling your subscription will prevent future payments. Access to the MyPass system will continue for the remainder of the existing subscription period. Access to additional Tiers will be restricted until an active subscription is in place.
Your personnel (tier) limit includes all and any Personnel in your Resource Pools, regardless of the system activity of given Personnel. You can manage the Personnel in your Resource Pool before adjusting your subscription.
no refund will be given on cancellation or reduction in usage of the current subscription.
we reserve the right to update, amend, add, remove or replace available pricing plans, terminology, and functionality in the MyPass system.
If you fail to pay us any amount payable under the General Terms of Use when due, then we may suspend providing the Service to you, and may charge a reactivation fee for the suspended Service.
MyPass reserves the right to increase the Service Fees in line with the increases to the Australian Consumer Price Index (CPI) on an annual basis and as We deem commercially appropriate. The increase shall be communicated in writing, providing 30 days’ notice of the increase. The increase will only become effective during the next subscription period after the notice has been given.
Tax
Unless otherwise provided in the Terms of Use or in a separate agreement executed by you and us, the Service Fee and other fees we charge do not include any taxes or duties (including, without limitation, sales, use, value-added, goods and services tax (GST), withholding taxes and duties or any other applicable) and related fees, and you are responsible for paying all taxes, duties, and related fees arising from your purchases hereunder, excluding taxes based on our net income, employees, or property. If we have the legal obligation to pay or collect taxes, duties, or related fees for which you are responsible, the appropriate amount of such taxes, duties, and related fees shall be invoiced to and paid by you, unless you provide a valid tax exemption certificate authorised by the appropriate taxing authority.
If you are in Australia, Canada or New Zealand, all consideration provided for any taxable goods or services supplied under the Terms of Use is exclusive of GST unless the contrary is expressly stated by us in writing. You will be responsible for paying any and all GST. The amount of that consideration must be increased by an additional amount equal to the GST on that taxable supply. The party who has to pay the additional amount must pay it at the same time as the consideration in respect of that taxable supply that becomes due.
If you are in Chile, all consideration provided for any taxable goods or services supplied under the Terms of Use is exclusive of Value Added Tax (VAT). If the service is used in Chile, and the beneficiary of the service is also a VAT taxpayer, in that case, it is the latter who must issue a purchase invoice to us, responsible for withholding, declaring and paying the tax.
If you are in another country outside of Australia, you will be responsible for paying all taxes relevant to the purchase of our Service and comply with tax obligations. This includes any government, state or other taxes imposed by the jurisdiction within which you operate.
If at any time an adjustment is made or required to be made between a party and the relevant taxing authority on account of any amount paid as GST, VAT or other, according to the applicable legislation, under the Terms of Use:
a corresponding adjustment must be made;
adjustment notes must be issued; and
any payment must be made, between you and us as may be necessary to give effect to the adjustment.
In general, the parties undertake to comply with their legal and tax obligations, in accordance with the regulations applicable to them according to their jurisdiction.
Term
Your agreement with us commences on the date you successfully commence the Service and remains in force until terminated by either party in accordance with clause 20 (“Suspension and termination”).
Suspension and termination
We reserve the right to immediately suspend or terminate our provision of the Service to you, or access to the Service at any time in our sole discretion if:
you breach the Terms of Use; or
we determine that you have breached the Terms of Use or any relevant law, or you have engaged in any conduct that is in breach of our Acceptable Use Policy.
In addition, and without prejudice to any other rights or remedies, either party may terminate the Terms of Use as follows:
By providing 30 days written notice to the other party, unless the subscription has not been renewed, in which case the service shall be deemed to have been terminated.
Immediately upon giving written notice to the other party, if the other party becomes or threatens to become subject to any form of insolvency administration.
Effect of termination
Termination does not affect any accrued rights or liabilities of either you or us nor does it affect any provision which is expressly or by implication intended to operate after termination.
On termination:
We may immediately stop providing the Service to you; and
you will immediately cease all use of the Service and You must immediately pay any and all outstanding invoices or any charges or fees or charges incurred as a result of your access and use of the Service before the date of termination.
Termination of this agreement shall not relieve either party of any obligations or liabilities accrued prior to the effective date of termination.
Removal of Skills Passport:
You may request the removal of your Skills Passport from the platform by notifying us in writing. We will make reasonable efforts to promptly remove your Skills Passport from the platform, excluding any information that we are legally obligated to retain.
Notwithstanding your request for removal, we may need to retain certain information associated with your Skills Passport to fulfill our legal or regulatory obligations, or as required by your Employer or their End User. Such information may include but is not limited to the role you performed or any data necessary for local legal or compliance purposes.
Retention of information:
We shall retain and protect any information associated with your Skills Passport in accordance with applicable data protection laws and regulations. We will take reasonable measures to ensure the security and confidentiality of the retained information.
We shall not retain any information beyond what is necessary to meet our legal or regulatory obligations or as required by your Employer or their End User.
Any retained information will continue to be subject to the terms and conditions of this agreement and our privacy policy.
User licence to us
By accessing and submitting any information or other material to us (including inputting data or engaging in any other form of communication) and for the purposes of providing the Service, you grant to us a perpetual, royalty-free, non-exclusive, irrevocable, unrestricted, worldwide licence to do the following in respect of the information or material:
use the data provided or generated by you on the platform for the purpose of complying with our obligations under, and to permit you to comply with all of your obligations under, the Terms of Use;
use, copy, redistribute, edit, adapt, transmit, publish or display such information for the purpose of providing the Service.
Sublicense to any third parties the unrestricted right to exercise any of the rights granted in 23.a)ii) for the purpose of You using the Service only.
You unconditionally and irrevocably consent to all acts and omissions by us, or people authorised by us, which would otherwise amount to an infringement of your moral rights in that information or other material.
At our request and expense, you will execute and deliver to us such instruments and take such other actions as may be required to give full legal effect to this grant of licence and consent.
To the extent any moral rights are not transferable or assignable, you hereby waive and agree never to assert any and all moral rights, or to support, maintain or permit any action based on any moral rights that you may have in or with respect to any information or materials you post to or through the Service.
Limitation of liability for Breach of Terms, Conditions and Warranties
Nothing in these terms of use is or should be interpreted as an attempt to modify, limit or exclude terms, warranties or guarantees which are imposed by statute and which cannot be modified, limited or excluded.
We exclude to the fullest extent permitted by law all other terms, conditions, warranties and guarantees which might be implied in the terms of use.
Our liability for any breach of terms, conditions, and warranties, to the extent that such terms, conditions, and warranties are implied and required by law in certain jurisdictions, shall be limited to one of the remedies described below at our own discretion, provided that the breach relates to the provision of services that are not typically acquired for personal, domestic, or household use or consumption, and it is fair and reasonable to apply such limitation:
Provide the services again, ensuring compliance with terms, conditions and warranties; or
Refund the total amount of service paid to us within the past 12 months.
To the fullest extent permitted by law and except as otherwise expressly stated in the terms of use, our liability to you for a breach of, or omission under, these end-user terms of use, and for negligence or other tort, and for breach of statutory duty, and for breach of warranty during each calendar month while you have access to the service is limited in aggregate to the total amount of the past 12 months’ service fees paid to us.
To the fullest extent permitted by law, you agree you are not relying on any representation, warranty or other provision made by us or on our behalf which is not expressly stated in the terms of use.
To the fullest extent permitted by law and except as otherwise expressly provided in this clause 23:
we do not accept responsibility for any loss or damage, however, caused (including through negligence), which you may directly or indirectly suffer in connection with your use of the service or any linked website, nor do we accept any responsibility for any loss arising out of your use of or reliance on any Content; and
without limiting clause 23(e), we are not liable for any direct, indirect, incidental, special and/or consequential damage, loss, claim, expense or loss of profits, economic loss, business interruption, loss of goodwill, loss of profits, loss of savings on overheads or any loss of data which result from any use or access, or any inability to use or access, or misuse by you or any other party, of the service or otherwise in connection with any content, even if we have been advised of the possibility of such damages or loss.
Nothing in the terms of use is intended to exclude or limit any condition, warranty, right, or liability in a manner that is not permissible under applicable law. In some circumstances, some jurisdictions may not permit the exclusion of certain warranties or conditions, the exclusion of incidental or consequential damages, or the limitation or exclusion of liability for loss or damage caused by negligence, breach of contract, or breach of implied terms. Accordingly, only the above limitations which are lawful in the applicable jurisdiction as to your use of the service will apply to such use. With respect to any limitations which are not lawful as stated, we and our third-party providers’ liability will be limited to the maximum extent permitted by applicable law, and we will be liable only for any culpable breach of material contractual obligations (cardinal obligations). Cardinal obligations are contractual obligations that must be fulfilled to permit proper execution of this agreement and terms of use and may regularly be relied upon by you. In the event liability cannot be fully waived under applicable law and any liability on the part of us due a slightly negligent breach of cardinal obligations or slight misconduct on the part of simple vicarious agents, our liability will be limited to typically foreseeable damages. This will not affect any mandatory statutory liability. Some jurisdictions do not allow the limitation of liability for death and personal injury in some situations, so such limitations and exclusions in clause 23(f)(ii) may not apply to you.
Subject to this clause 23, the liability of a party for loss or damage sustained by the other party will be reduced proportionately to the extent that:
such loss or damage has been caused by the other party’s failure to comply with its obligations and responsibilities under these terms of use; or
the negligence of the other party has contributed to such loss or damage, regardless of whether a claim is made by the other party.
If the laws in your country state that there is a guarantee in relation to the service, and our liability for failing to comply with that guarantee cannot be excluded but may be limited, our liability for such failure is limited exclusively to repairing the service and you may discontinue using the service.
Warranties
Each party represents and warrants to the other that:
it has the power and authority to enter into and perform its obligations under the Terms of Use;
it has taken all necessary steps, including any corporate action necessary if it is a corporation, to authorise its entry into and performance of all of its obligations under the Terms of Use and to carry out the transactions contemplated by it.
We hereby provide the following representations and warranties to you:
We have the expertise, experience and resources necessary to fulfill our obligations under this agreement in a professional and competent manner.
The services provided under this agreement will be performed by personnel who are appropriately qualified, trained and experienced in their respective fields.
We warrant that the Services will be fit for the specific purposes we have expressly represented to you, taking into account the information and requirements provided by you in relation to the Services.
General disclaimers
Whilst we have taken all commercially practicable steps to protect the information and documentation contained within the platform, you acknowledge that we cannot guarantee that third parties will not unlawfully access our or our third-party service providers’ infrastructures, platforms, service, websites, and/or content;
We will not be responsible or liable for any such unauthorised third-party access, or for any associated unavailability, dissemination, or deletion, destruction, damage, or other loss of any content.
Whilst we have taken every precaution to ensure that our service is compliant with cybersecurity standards, You acknowledge that the use of the service is at your own risk, and that we make no guarantee or representation regarding the security or invulnerability of the service against cyber threats.
Whilst we have a process to prioritise and correct bugs, defects or errors in relation to the service, to the fullest extent permitted by applicable law, we and our third-party providers are not liable for, and shall have no obligation to enhance any aspect of the service. Also, downloading information from the service is at your own risk, and we and our third-party providers are not responsible and shall not be liable for any damage to any computing device in connection with such use, or any loss of data that may result, or for actions taken or decisions made based on such use.
To the fullest extent permitted by applicable law, the service is provided to you on an “as is” and “as available” basis and without representation or warranty of any kind, whether express, implied, statutory or otherwise. To the fullest extent permitted by applicable law, neither us nor our third-party providers make any warranty regarding non-infringement, the accuracy or completeness of any content or that the service is error-free, current, complete, will meet your requirements, will be available more than 99.5% of the time (in a given calendar year), or are compatible with any particular device, software, or platform. To the maximum extent permitted by law, we and our third-party providers expressly disclaim all warranties and conditions of any kind, including the implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. no information (oral or written) obtained by you from us or through the service shall create any warranty not expressly stated in the Terms of Use.
Indemnity
To the fullest extent permitted by applicable law, you agree to indemnify us and our officers, directors, employees and agents (“indemnified parties”) on a full indemnity basis for all losses, costs , damages and liabilities (whether direct or indirect), whether monetary or capable of being converted into money, suffered by any of the indemnified parties, as a result of, or caused or contributed to by, any act or omission by you in connection with:
your use of the service, including your reliance on any information or materials obtained through the service;
any other use of the service by a third party using your account; or
your breach of the terms of use.
The indemnification under this clause shall include, but not limited to, any claims, demands, actions, suits or proceedings brought by third parties alleging any violation of their rights or any harm, damage or injury caused by your acts or omissions in connection with the service.
Your indemnification obligations shall survive the termination or expiration of this agreement.
DMCA copyright notifications
If you believe that your Content has been copied in a way that constitutes copyright infringement, or your intellectual property rights have been otherwise violated, please provide our designated agent a written notification of claimed infringement containing the following information:
a physical or electronic signature of the owner of or a person authorised to act on behalf of the owner of an exclusive right that is allegedly infringed;
identification of the copyrighted work(s) claimed to have been infringed;
a description of where the material that you claim is infringing is located on the Service (for example, by providing URL(s));
information reasonably sufficient to permit us to contact you, such as your address, telephone number, and, if available, an electronic mail address at which you may be contacted;
a statement by you that you have a good faith belief that the disputed use is not authorised by the copyright owner, its agent, or the law; and
a statement by you that the above information in your notice is accurate and that, under penalty of perjury, you are the owner of or are authorised to act on behalf of the owner of an exclusive right that is allegedly infringed.
We will process your notification in compliance with the applicable provisions of the DMCA. Our designated agent to receive notifications of claimed infringement under the DMCA is: MyPass Australia Pty Ltd Attn: Copyright Agent L32, 152 St. Georges Terrace Perth, WA 6000 Australia enquiries@mypassglobal.com
Force Majeure
Except for any payment obligations, neither You nor Us are liable for any delay or failure to perform any of its obligations under the Terms of Use to the extent that the delay or failure is caused by reason of Force Majeure, referred to events that are characterized by their extraordinary nature, such as natural disasters, acts of God, war, terrorism, strikes, riots, governmental actions and other similar occurrences.
Assignment
You must not assign the Terms of Use or otherwise transfer for the benefit of the Terms of Use or a right or remedy under it without our prior written consent.
We may novate, assign or transfer part or all of our rights and obligations under the Terms of Use to any third party and you consent to the novation, assignment, or transfer.
Notices
Notices must be in writing and given in the English language. Notices may be delivered to a party by hand or by email to that party’s address shown below or to the alternate address notified to the party giving the notice.
Our address for delivery of a notice is MyPass Australia Pty Ltd (ABN:72 620 029 147), c/- email: enquiries@mypassglobal.com.
Your address for delivery of a notice is the address provided by you during the registration process.
A notice will be taken to be duly given and received:
if delivered by hand, when delivered;
if delivered by email, when the recipient party confirms, by non-automated email, receipt of the notice.
Dispute resolution
In the event of a dispute, the parties agree to submit to the following procedure:
Negotiation and Communication: The parties involved in the dispute should attempt to resolve the matter amicably through direct negotiation and open communication. This can involve discussing the issue, exchanging relevant information, and exploring potential solutions. All communications must be addressed to enquiries@mypassglobal.com.
Escalation to Management: If the initial negotiation does not result in a satisfactory resolution, the dispute can be escalated to the next level of management. Each party may involve management representatives with decision-making authority on behalf of their respective organizations.
Mediation: If the dispute cannot be resolved, the parties may agree to participate in mediation. A neutral third party, the mediator, will help the parties reach a solution that is mutually acceptable. The mediator facilitates constructive dialogue and negotiation between the parties without imposing a decision.
Arbitration: If mediation fails or if the parties desire a more formal procedure, they can agree to arbitrate the dispute by binding arbitration under the Australian Centre for International Commercial Arbitration (ACICA) Rules, which Rules are deemed to be incorporated by reference into this clause. The number of arbitrators shall be one. The language to be used in the arbitral proceedings shall be English.
Enforcement of Decision: Once a decision has been reached through mediation or arbitration, the parties are obligated to adhere to the terms enumerated in the resolution. As directed by the decision, this may involve taking actions such as making payments, implementing adjustments, or ceasing certain activities.
Other considerations.
No Class Actions. You and we may bring claims against the other only in your or our individual capacity and not as a plaintiff, class member, or private attorney general in any purported class or representative proceeding. Further, an arbitrator or court may not consolidate proceedings of more than one person’s claims, and may not otherwise preside over any form of a representative or class proceeding.
No Jury Trial. You understand and agree that, by entering into these terms, you and we are each waiving the right to a trial by jury, to the fullest extent permitted under applicable law.
Timing of Claims. Notwithstanding any other rights you or we may have under law or equity, any cause of action arising out of or related to the Terms of Use or the Service, excluding a claim for indemnification, must commence within one year after the cause of action accrues. Otherwise, the cause of action is permanently barred.
General information
The Terms of Use constitute the entire understanding between you and us and supersede all previous and contemporaneous communications, representations, or agreements with respect to your access and use of the Service. The Terms of Use also supersede any prior agreements between you and us in respect of your use of the Service. You may also be subject to additional terms and conditions that may apply when you use particular services available on or through the Service.
The Terms of Use and the relationship between you and us are governed by the laws in force in New South Wales, Australia. You agree to submit to the personal and non-exclusive jurisdiction of the courts in New South Wales, Australia.
Headings in the Terms of Use are for convenience only and do not affect interpretation.
No failure or delay of either you or us in exercising any right, power, or privilege under the Terms of Use operates as a waiver or any such right, power of privilege.
If any provision of the Terms of Use is found by a court of competent jurisdiction to be invalid, then the provision is deemed deleted but the court should try to give effect to the parties’ intentions as reflected in the provision. The other provisions of the Terms of Use are to remain in full force and effect.
There is no agency, joint venture, employee-employer or franchisor-franchisee relationship between you and us.
Your rights and obligations under the Terms of Use are personal and may not be assigned or dealt with in any way without our approval, which we may withhold in our absolute discretion.
You must do everything reasonably required by us to give full effect to the Terms of Use.
Where anything requires our consent or approval, that consent or approval may be given conditionally or withheld by us as we decide.
The terms that expressly or by their nature create continuing obligations, including without limitation, terms defining the parties’ obligations for payments, indemnification, confidentiality, intellectual property, applicable law and dispute resolution provisions, shall survive expiration or termination of this Agreement. Termination shall not relieve either Party from liability for breach of this Agreement.
There are no third-party beneficiaries to the Terms of Use.
Service Usage Guidelines: By using the Service, you accept and agree to comply with the following acceptable use policies:
Access
You must ensure that your access to the Service is not illegal or prohibited by laws that apply to you.
Access to the Service may be terminated by us at any time in our sole discretion without notice to you if you breach the General Terms, the Specific Terms or the Acceptable Use Policy.
You are solely responsible for selecting and providing access to authorised Users under your account by way of registering them for the Service and for any use of the Service by your account (even by unauthorised users).
You are solely responsible for selecting the appropriate User permissions of your Users that provide view, edit, delete and download permissions in regard to the Personal and Sensitive Information provided to You by Personnel or other Users in their use of the Service.
You will select, supervise, monitor, and train the authorised users who use the Service under your account to ensure the proper use of the Service, compliance with the General and Specific Terms of Use and the Acceptable Use Policy, and the security of the information maintained in the Service. You acknowledge and agree that we are not responsible for the selection, supervision, monitoring, or training of your authorised users.
You are solely responsible for terminating access to the Service for Users who are no longer authorised to use the Service in connection with your Business Partner’s account.
Content
Refers to all Content provided by Us or by others in good faith. You accept that the Content provided by Us is general information and is not in the nature of advice. We have derived the Content from sources, which we believe to be accurate and up to date as at the date of publication.
We are under no obligation to monitor, edit, or control Content that You or other Users post to the Service, and will not be in any way responsible or liable for such Content or failure to review or act upon such Content. We may, however, at any time and without prior notice, screen, remove, edit, or block any Content posted by You or other Users that in our sole judgment violates the Terms of Use or is otherwise objectionable. We make no representation about the accuracy, completeness or usefulness of the Content or its fitness for any particular purposes, nor do we undertake to keep the Content up to date. This applies to Content provided by Us and to Content provided by other Users.
Where the Content provided by others contains opinions or judgements of third parties, we do not purport to endorse those opinions or judgements, nor the accuracy or reliability of them.
You must evaluate, and bear all risks associated with the use of Content, whether provided by us or by others, including your reliance on the accuracy, completeness, or usefulness of it. By using the Service you agree that we (our related corporations and the officers, employees and agents of each) are not responsible for:
the accuracy or otherwise of the Content displayed or omitted from the Service;
any person’s reliance on Content available or omitted from the Service;
any loss in connection with the use of the Service.
You should make your own enquiries and seek independent advice from relevant industry professionals before acting or relying on any Content.
Your general obligations
You may only use the Service in accordance with the Terms of Use, any directions given by us (acting reasonably), and with all local and foreign laws and regulations applicable to you, and for lawful purposes.
You must not, nor cause or permit any other person to:
use the Service in a manner or for a purpose which is improper, immoral or fraudulent, which infringes any person’s rights (including Intellectual Property Rights), violates the Terms of Use, or which restricts or interferes with the provision of the Service by us to any other user;
alter, modify, adapt or copy the whole or any part of the Service;
reproduce, duplicate, sell, exploit, decompile, dissemble, reverse engineer, enhance, alter or otherwise interfere with the whole or any part of the Service;
remove or obscure any copyright, trademark or other proprietary notice on the Service;
enter into any transaction relating to access or use of the Service with a party other than us, without our prior written consent;
attempt to disable or circumvent any security or other technological measure designed to protect the Service or users;
attempt to gain unauthorised access to the Service, computer systems or networks connected to the Service, through hacking, password mining or any other means; or
use the Service for any purpose or activity of an illegal, fraudulent, obscene, offensive, personally offensive or defamatory nature or use any mechanism, device, software or script to affect the proper functioning of the Service.
You must make your own precautions to ensure that the process which you use for accessing the Service does not expose you to the risk of viruses, malicious computer code or other forms of interference which may damage your own computer system.
You are solely responsible for retaining/maintaining/storing and backing up (electronically and/or with hard copies) any information or materials that you wish to preserve. We are not responsible for any unauthorised access to, use of or alteration of your information by any of Your Users.
The User must not upload documents containing macros and We take no responsibility for any loss or disruption to the file because of uploading a document that contains a macro.
Our Information Security Management System (ISMS) is certified to the ISO 27001 standard, with commercially reasonable controls in place to reduce the risk of external cyber threats. Whilst we take practical steps to limit Your risk and we make efforts to mitigate the likelihood of this happening, we do not accept responsibility for any interference or damage to your own computer system which arises in connection with your use of the Service or any linked website.
At all times you must:
ensure that your conduct does not bring any discredit on Us or cause any nuisance or disruption to Us or our Business Partners;
immediately notify us if you become aware of any malfunction of the Service or any breach of the Terms of Use.
Restricted Use
You are authorised to reproduce any Content available on or accessible from the Service for non-commercial use only. “Non-commercial use” means you are not allowed to publish or sell any part of the Content.
You must not, without our prior written approval, on-sell Content obtained from the Service.
You may not modify, copy, reproduce, republish, upload, post, transit or distribute in any way any material from the Service including code and software. You must not use the Service for any purpose that is unlawful or prohibited by the Terms of Use.
You may not use data mining, robots, screen scraping, or similar data gathering or extraction tools on the Service for establishing, maintaining, advancing, or reproducing information contained on the Service on your own website or in any other publication, except with our prior written consent.
Communication with us and others
The Service contains communication facilities which allow you to communicate with Us and other Users via in-app messaging, online chat and may contain other electronic messaging and notice services (“Communication Facilities”).
You acknowledge that Communication Facilities should not be considered reviewed, screened, or approved by us.
When using the Communication Facilities or the Service, you must not, and you must not authorise, aid, abet, encourage, or incite any other person, to post or transmit any information, image, text or other material of any kind whatsoever:
that is not original material in which you own copyright or Intellectual Property Rights, unless you are authorised by the copyright or Intellectual Property Rights owner to post or transmit that material on the Service;
that violates or infringes upon the rights of any other person (including Intellectual Property Rights);
that contains Personal Information of any other person, such as phone numbers, postal or email addresses;
that is unlawful, threatening, abusive, defamatory, obscene, vulgar, profane or indecent or that is sexual or pornographic in nature;
that vilifies, insults or humiliates any person on the basis of race, religion, ethnicity, gender, age, sexual orientation or any physical or mental disability;
that contains a virus or other harmful component;
that advertises or promotes any goods or services, websites, competitions, or schemes or otherwise for commercial purposes; or
that is knowingly incorrect, misleading, or deceptive.
In addition, you must not excessively use the Communications Facilities in a manner which may hinder or prevent us from providing services to any other persons or which may threaten the integrity or use by any person of the Service.
Responsibility for the Content of material posted on the Service rests solely with the person who posts it. Where that Content contains opinions or judgements of third parties, we do not purport to endorse those opinions or judgements, nor the accuracy or reliability of them.
PERSONNEL TERMS OF USE
These Personnel Terms of Use apply in addition to and do not replace the General Terms of Use.
Definitions and interpretation
Service means the MyPass service which is the service provided by us via the Website and mobile applications that allows you access to the Service to upload and have verified your Skills Passport and Compliance Documents; authenticate your Identity, and to share your Skills Passport with your Employer(s), the end consumer of your Employer’s service, or with a Business Partner’s software system including compliance / mobilisation / onboarding / site-access portals; and to communicate with a Business Partner through the Service; and the Employer resourcing service provided by us that allows you access to the Service for you to review, and apply for roles provided by Your connected Employer(s); and the Document Validation & Primary Source Verification services, which are the processes we use to validate your Compliance Documentation with an Institution.
You means the person who registered on the Service as a Person (known as Personnel) in accordance with the process in the Personnel Terms of use.
Registration
Where a Business Partner invites you as one of their Personnel, we will collect some identification, contact and other Personal Information about you from that Business Partner, such as email and date of birth, and you consent to us collecting such Personal Information. However, you may need to complete your registration (including by providing additional information to us) before we can provide the Service to you.
MyPass process
As Personnel, you can either register directly on the Service or be invited to use the Service by a Business Partner.
You acknowledge that after you create your Skills Passport, or once it is created on your behalf by a Business Partner:
your Skills Passport will be visible only to the Business Partner(s) who invited you, or whom you have connected with, and the End User of your Employer’s services;
our team will review your Skills Passport and validate any Compliance documentation that you have uploaded;
where possible our personnel will verify your Compliance Documents at the source of issue and may contact the relevant Institution in order to do so and You give Us your consent to do so;
if errors or omissions are identified while verifying Your information, Identity documents and Compliance Documents uploaded by you, we will notify you;
We may reject your Identity document or Compliance Document if it is not a clean, clear or legitimate representation of the document; and
Your verification status will remain pending until we can complete the verification process to our satisfaction.
You acknowledge and consent to the following:
If you accept an invitation from a Business Partner to join their Resource Pool, then they will be able to see your Skills Passport including your nominated physical address, classifications, calendar events, employment history, view and download your Compliance Documents including Identity documents, and communicate with you.
You consent to Business Partners disclosing your Personal Information, Sensitive Information and your Compliance Documents to us, and Institutions for the purpose of Document Validation or Primary Source Verification and to ensure the integrity of information relating to you.
Your Employer may allow the End Users of their service to view your Skills Passport including your nominated physical address, classifications, calendar events relating to that Business Partner (assignments), employment history, next of kin, and give them the ability to view and download your Compliance Documents including Identity Documents. This includes the transfer of certain mandatory information & Compliance Documents to the End User’s designated software system (or database) for the purposes of: approval/selection for roles, mobilisation, site-access, logistics, permits or other related activities.
Business Partners that you have connected with will also be able to upload and verify Compliance Documents on your behalf, and view and update your personal details within your Skills Passport.
You give the Institution who issued you your Compliance Documents permission to view a restricted version of your MyPass profile within their MyPass portal; and
Where you provide Identity documents, You provide Us your consent to use a third-party to verify the identity documents provided.
Employer resourcing service
Your Employer(s) may choose to assign you roles, offer you jobs or placements through the Service. You may use your Skills Passport to apply for those jobs / assignments you are interested in pursuing. Please note you will only be offered roles / assignments from the Employer(s) that you have given permission to be connected to you in MyPass. You cannot search for prospective Employers through the Service.
Your Employer(s) may, on receipt of an application made by you, or because the Employer has reviewed your Skills Passport, contact you through the Service about a particular role or job opportunity. After being contacted by an Employer, you can communicate with the Employer via the Website.
When you apply for a role, Your Employer may access your contact information from your Skills Passport and use this information to contact you. In applying for a role, you consent to the Employer having access to this information.
If, at any time after an Employer indicates its preliminary acceptance of your application, either you or the Employer decide not to pursue an arrangement with each other, then either you or the Employer (as applicable) may terminate your application through the Service.
There is no charge to you for us providing this Service to you. If after communicating with an Employer, you and the Employer enter an employment arrangement with each other, you are responsible for liaising directly with the Employer in relation to the negotiation of the terms of such an arrangement. We are only intermediaries and in no case employers. Therefore, we are not responsible for the assignment of you to positions, and we are not a party to the employment contract subscribed between you and your Employer.
Internal Use
A Business Partner may elect to use a more limited version of the Service, under which the Service is used for the internal record keeping and management purposes of the Business Partner but does not utilise information sharing, matching or other similar functionality (“Internal Use Version”). If a Business Partner uses the Internal Use Version, the Personal Information that we collect, hold and use regarding you will be provided to us by the Business Partner, and you may not be able to log into or use the Service.
Acknowledgements
You acknowledge that while you will have access to potential engagements, we do not guarantee that you will be engaged by a Business Partner and you will not hold us liable for any loss you may suffer in such circumstances.
You acknowledge and you are aware that your Employer can freely choose the candidate of his choice, even if the successful candidate shares the same or similar characteristics as you.
You acknowledge that while you will have access to training courses published by Institutions, we do not guarantee that you will be successful with your training, and you will not hold us liable for any loss you may suffer in such circumstances.
You acknowledge and understand that we are under no legal obligation to obtain parental consent for users under 18 years of age in accordance with applicable laws and regulations.
You acknowledge that the responsibility for ensuring that users under 18 comply with any applicable laws or obtain necessary parental consent rests solely with the users and their parents or legal guardians.
You acknowledge we shall not be held liable for any use of the Service by users under 18 without appropriate parental consent, and you waive any claims or demands related thereto.
Variation
We reserve the right to modify, amend, or revise this terms and conditions at any time and at our sole discretion. Upon posting the revised terms and conditions on our website or notifying you through the Service, any modifications to the terms and conditions will become effective.
By continuing to use the Service after the updated terms and conditions have been posted or communicated, you acknowledge and agree to be bound by them. It is your responsibility to periodically evaluate the terms and conditions to remain informed of any modifications.
If you disagree with the modified terms and conditions, your only recourse is to terminate this agreement and stop using the Service. Continued use of the Service following the implementation of any modifications constitutes consent of the revised terms and conditions.
Additionally, we may add new features, functionalities, or services to the Service that are subject to additional terms and conditions. By utilising these new features, functionalities, or services, you agree to be bound by any additional terms and conditions that may be applicable.
Cancellation
If you decide to cancel or terminate your Skills Passport and no longer wish to maintain it, you may contact support@mypassglobal.com to request the removal.
Upon receiving a cancellation request, we will make reasonable efforts to remove your Skills Passport and associate personal information from our systems, subject to the following:
We may need to retain certain information, such as the role performed by you, to fulfill legal or regulatory obligations imposed by your Employer or their End User.
We will retain the minimum amount of information necessary to comply with legal or regulatory requirements and will handle such retained information in accordance with applicable privacy laws and the terms of the privacy policy.
You acknowledge and agree that we shall not be liable for any consequences or claims arising from the retention of information as required by law or regulatory obligations.
EMPLOYER TERMS OF USE
These Employer Terms of Use apply in addition to and do not replace the General Terms of Use.
Definitions and Interpretation
Service means the MyPass service which is the service provided by Us via the Website that allows you access to manage your Organisation Passport and sharing of Compliance Documents (including the process for your Organisation to become pre-qualified to deliver your services), manage Your Resource Pool(s) and their Skills Passports; invite Personnel to the Service, search for your Personnel, access their Skills Passports, manage their Compliance Documents, communicate with them and/or facilitate their access to a work site; enable you to share a portion or all of your Resource Pool(s) with your affiliated Business Partners; check compliance of Resource Pool(s) with your compliance matrices; access the Employer resourcing service provided by us that allows you to set-up job roles and invite Personnel to apply; and the Document Validation service or the Primary Source Verification service provided by an Institution.
You and Your means the Employer who registers on the Service as an Employer in accordance with the processes in the Employer Terms of Use.
MyPass process
As an Employer, you are authorised to use the Service to:
Upload, view and download your business Compliance Documents to your Organisation Passport for the purposes of sharing them with other Business Partners with whom you are affiliated with.
Complete surveys or questionnaires as part of an organisation pre-qualification process.
Create Skills Passports for your employees whom you warrant that you have already obtained all consents necessary in order for us to be able to collect and store that Personal Information and create their Skills Passport.
Invite your Personnel to your Resource Pool. If Your employees who already have a Skills Passport, accept your invitation to join your Resource Pool, then you will be able to view their Skills Passport; update, view and download their Compliance Documents; and communicate with them.
Set-up one or more skills matrices in order to determine the compliance of a Resource Pool(s) in relation to that skills matrix.
View and download compliance reports for your own Personnel, or Personnel shared with you by one of your affiliated Business Partners. Therefore, you agree to handle all downloaded personal identifiable information (PII) in strict compliance with our Privacy Policy and applicable data protection laws.
You may be given access to personal information (including calendar information) of Personnel who are shared with you by affiliated Business Partners who provide a service to you. However, you shall maintain the confidentiality and security of the personal information received and use it solely for the purpose of fulfilling the intended service as agreed upon between you and the affiliated Business Partner.
Where You share Your Resource Pools with Your affiliated Business Partners, You warrant that you have obtained all consents necessary from your Personnel to do so.
You shall implement appropriate security measures to protect the confidentiality, integrity, availability of the downloaded PII.
Employer resourcing process
As an Employer, you are invited to use the Service to:
Create projects and job roles in order to match to one or more Personnel from your Resource Pool or a Resource Pool from one of your affiliated Business Partners; and
Create job links in order to engage one or more Personnel from your Resource Pool(s) or via external websites; and
Post job application links on external websites or your own company website.
Personnel can be invited to apply, through the Service, for roles that you create. You cannot search for, or invite to apply, Personnel within MyPass who are not already part of your Resource Pools.
If Personnel apply for a role that you advertise, you will have an opportunity to review their Skills Passport, and either:
reject the application;
communicate with the relevant Personnel;
confirm the Personnel to the role.
When you confirm the Personnel to the role, they are added to your Resource Pool. Additional fees may apply, depending on your subscription limit.
If at any time after you offer the Personnel a role and either you or the Personnel decide not to pursue an arrangement with each other, then either you or the Personnel (as applicable) may terminate the application through the Service and You can remove them from Your Resource Pool.
If after communicating with the Personnel, either in relation to an externally advertised role or following a search of your Resource Pools, you and the Personnel would like to enter into an employment arrangement with each other, you are responsible for liaising directly with the relevant Personnel in relation to the negotiation of the terms of such an arrangement.
Resource requests and job application links
If you create a resource request or job application link within the Service you must ensure that the role includes:
Full and accurate information about the particular role(s),
The number of Personnel required;
Any particular skills, qualifications, accreditations or licenses required for the role;
All statutory or regulatory obligations required of a role in the jurisdiction in which the role is to be performed.
Organisation Passport
As a Business Partner, you are invited to use the Service to:
Enter, modify, delete or view Your business information and Compliance Documents within Your Organisation Passport
Connect with Business Partners who have invited you to connect with them through the Service
Upload Compliance documents to Your Organisation Passport.
Share details of Your Organisation Passport with affiliated Business Partners
Communicate with Business Partners who you are affiliated with
Complete surveys and questionnaires as part of the pre-qualification process
Only certain electronic document formats are eligible for upload including PDF, Microsoft Word and Microsoft Excel. A maximum size of 5Mb is allowed.
Organisation Passport disclaimer
We take no responsibility for the accuracy, legitimacy or completeness of Compliance Documents uploaded, or the content or business details shared or uploaded by a User to an Organisation Passport for the purposes of conducting an Organisation pre-qualification.
The Organisation Passport and Organisation pre-qualification service provides the ability for Business Partners to connect and share documents. We are not responsible for any legal implications or consequences that may result from the sharing of Compliance Documents between affiliated Business Partners. We do not warrant or represent the completeness, accuracy or reliability of the information contained herein.
We do not endorse any document shared or uploaded, nor do we endorse the Business Partners in the sharing.
We do not take responsibility for the actions or policies of other Business Partners with whom Your Users connect with.
We are not liable for any damages, losses, or expenses that result from the connections made between Business Partners using the Organisation Passport or Organisation pre-qualification service including but not limited to loss of data or breach of privacy.
We do not guarantee that the Business Partners which Your Users connect with are compliant to any regulations, laws or policies, including but not limited to Human Resources, Health Safety & Environment, Environment Social & Governance, Your policies, or insurance requirements.
By using the Organisation Passport, you acknowledge and agree to these disclaimers and limitations of liability
Personnel suitability disclaimer
You can use the Skills Matrices within the Service to determine certification, training and licencing requirements for roles that are assigned to Personnel, or resource requests made to your affiliated Business Partners
We make no representation or warranty that any Personnel you engage for a particular role:
are appropriately experienced, skilled and qualified for the performance of that role;
hold all licences, qualifications, accreditations and certificates required to perform that role or to operate any vehicles or equipment in the performance of that role; or
has the mental or physical capacity to undertake that role.
END USER TERMS OF USE
These End User Terms of Use apply in addition to and do not replace the General Terms of Use.
Definitions and Interpretation
Definitions
Service means the MyPass service which is the service provided by us via the Website that allows you to manage your Organisation Passport, pre-qualify Organisations, share Skills Matrices, share Compliance Documents, share Resource Pool(s), view your affiliated Business Partner’s Resource Pools and their Personnel’s Skills Passports, invite Personnel to the Service, search for Personnel within a Resource Pool, manage the Compliance Documents of Your Personnel, communicate with them and/or facilitate their access to a work site; share a portion or all of your Resource Pool with Your affiliated Business Partners; check compliance of a Resource Pool(s) in relation to your compliance matrices; the Employer resourcing service provided by us that allows you to set-up job roles and invite your workers to apply; and the Document Validation or the Primary Source Verification service.
You and Your means the End User who registers on the Service as an End User in accordance with the processes in the End User Terms of Use.
Interpretation: In accordance with “General Terms of Use” clause 1 j), in the event that you have executed a separate Master Services Agreement (MSA), these terms and conditions shall be deemed to be incorporated into and form an integral part of the MSA. However, in the event of any conflict or inconsistency between these terms and conditions and the provisions of the MSA, the terms and conditions set forth in the MSA shall prevail and take precedence over these terms, to the extent of such conflict or inconsistency.
MyPass process
As an End User, you are authorised to use the Service to:
Upload, view and download your business Compliance Documents to your Organisation Passport for the purposes of sharing them with other Business Partners with whom you are affiliated with.
You can also receive Compliance Documents, completed surveys or questionnaires as part of the organisation pre-qualification process.
Create Skills Passports for your employees whom you warrant that you have already obtained all consents necessary in order for us to be able to collect and store that Personal Information and create their Skills Passport.
Invite your Personnel to your Resource Pool. If Your employees who already have a Skills Passport, accept your invitation to join your Resource Pool, then you will be able to view their Skills Passport; update, view and download their Compliance Documents; and communicate with them.
Set-up one or more skills matrices in order to determine the compliance of a Resource Pool(s) in relation to that skills matrix.
View and download compliance reports for your own Personnel, or Personnel shared with you by one of your affiliated Business Partners. Therefore, you agree to handle all downloaded personal identifiable information (PII) in strict compliance with our Privacy Policy and applicable data protection laws.
You may be given access to personal information (including calendar information) of Personnel who are shared with you by affiliated Business Partners who provide a service to you. However, you shall maintain the confidentiality and security of the personal information received and use it solely for the purpose of fulfilling the intended service as agreed upon between you and the affiliated Business Partner.
Where You share Your Resource Pools with Your affiliated Business Partners, You warrant that you have obtained all consents necessary from your Personnel to do so.
You shall implement appropriate security measures to protect the confidentiality, integrity, availability of the downloaded PII.
End User resourcing and matching process
As an End User, you are invited to use the Service to:
Create job roles and job application links in order to match one or more Personnel from your Resource Pool. Your Personnel are invited to apply, through the Service, for roles that you create.;
Create resource requests for affiliated Business Partners in order to seek the services of one or more Personnel
You will have an opportunity to review the Skills Passport of the Personnel who have applied or been matched to Your role(s), and either:
reject the application;
communicate with the Personnel; or
offer or confirm the Personnel for the role.
When you confirm Personnel for the role, they are added to your Resource Pool for that relevant resource request. Additional fees may apply.
If, at any time after you offer the Personnel a role and either you, your Business Partner or the Personnel decide not to pursue an arrangement with each other, then either you, your Business Partner, or the Personnel (as applicable) may terminate the application through the Service.
If after communicating with the Personnel, either in relation to an advertised role or following a general search, you and the Personnel would like to enter into a contractual arrangement with each other, you are responsible for liaising directly with the Personnel in relation to the negotiation of the terms of such an arrangement.
Resource requests and job roles
If you create a resource request for your affiliated Business Partners or a job application link within the Service, you must ensure that the role includes:
Full and accurate information about the particular role(s),
The number of Personnel required;
Any particular skills, qualifications, accreditations or licenses required for the role;
all statutory or regulatory obligations required of a job advertisement in the jurisdiction in which the role is to be performed.
Personnel suitability disclaimer
You can use the Skills Matrices within the Service to determine certification, training and licencing requirements for roles that are assigned to Personnel, or resource requests made to your affiliated Business Partners
We make no representation or warranty that any Personnel you engage for a particular role:
are appropriately experienced, skilled and qualified for the performance of that role;
hold all licences, qualifications, accreditations and certificates required to perform that role or to operate any vehicles or equipment in the performance of that role; or
has the mental or physical capacity to undertake that role.
Organisation Passport
As a Business Partner, you are invited to use the Service to:
Enter, modify, delete or view Your business information and Compliance Documents within Your Organisation Passport
Connect with your Business Partners who you have invited to connect with you through the Service
Upload Compliance Documents to Your Organisation Passport, or request your affiliated Business Partners to upload Compliance Documents to their Organisation Passport
Share details of Your Organisation Passport with affiliated Business Partners, and/or receive Organisation Passports shared with you by your affiliated Business Partners.
Communicate with Business Partners who you are affiliated with
Send surveys and questionnaires as part of an Organisation pre-qualification process
Only certain electronic document formats are eligible for upload including PDF, Microsoft Word and Microsoft Excel. A maximum size of 5Mb is allowed.
Organisation Passport disclaimer
We take no responsibility for the accuracy, legitimacy or completeness of Compliance documents uploaded, or the content or business details shared or uploaded by a User to an Organisation Passport for the purposes of conducting an Organisation pre-qualification.
The Organisation Passport and Organisation pre-qualification service provides the ability for Business Partners to connect and share documents. We are not responsible for any legal implications or consequences that may result from the sharing of Compliance Documents between affiliated Business Partners. We do not warrant or represent the completeness, accuracy or reliability of the information contained herein.
We do not endorse any document shared or uploaded, nor do we endorse the Business Partners in the sharing.
We do not take responsibility for the actions or policies of other Business Partners with whom Your Users connect with.
We are not liable for any damages, losses, or expenses that result from the connections made between Business Partners using the Organisation Passport or Organisation pre-qualification service including but not limited to loss of data or breach of privacy.
We do not guarantee that the Business Partners which Your Users connect with are compliant to any regulations, laws or policies, including but not limited to Human Resources, Health Safety & Environment, Environment Social & Governance, Your policies, or insurance requirements.
By using the Organisation Passport, you acknowledge and agree to these disclaimers and limitations of liability
INSTITUTION TERMS OF USE
These Institution Terms of Use apply in addition to and do not replace the General Terms of Use.
Definitions and Interpretation
Service means the MyPass service which is the service provided by us via the Website that allows you to manage your Resource Pool and their Skills Passports; and to Invite Personnel to the Service, searching for Personnel, and accessing their Skills Passports applicable to managing their Compliance Documents, communicating with them and/or facilitating their access to a training site or work site; and to enable you to share a portion or all of your Resource Pool with another Business Partner via the Website; and the Employer resourcing service provided by us that allows you to set-up job roles and invite Personnel to apply; and the Document Validation and Primary Source Verification service.
You or Your means the Institution who registers on the Service as an Institution in accordance with the processes in the Institution Terms of Use.
MyPass process
As an Institution, you are authorised to use the Service to:
invite your Personnel to your Resource Pool;
Create Skills Passports for those Personnel whom you warrant that have already obtained all consents necessary in order for us to be able to collect and store their Personal Information and create their Skills Passport
View the information contained in the Skills Passport of Your Personnel including Personal Information and Compliance Documents. Personnel who accept your invitation to join your Resource Pool, will enable you to view their MyPass Skills Passport; update, view and download their Compliance Documents; and communicate with them.
You may be given access to the Skills Passports of Personnel who are members of another Business Partner’s Resource Pool for the purposes of synchronising training information. These Personnel will not necessarily be in your Resource Pool but will be visible to you where we deem this information sharing as necessary for the provision of the Service. This includes for the purpose of synchronising or uploading training documents and information into the Skills Passports of those Personnel.
As an Institution, you:
will be able to view, edit and download Your Personnel’s Compliance Documents, and communicate with them; and
acknowledge that Personnel may, at their sole discretion, consent to and withdraw such consent at any time to be a member of your Resource Pool or receive training course information.
Personnel suitability disclaimer
We make no representation or warranty that any Personnel you offer training to:
has the pre-requisite experience, skills and qualifications for the training course;
holds all licences, qualifications, accreditations and certificates required to enroll or to operate any vehicles or equipment in the performance of that training; and
has the mental or physical capacity to undertake that role.
