These Terms govern your use of "OneID", the identity service we provide which lets people ("Users") prove who they are online, simply and securely, by connecting to their bank via Open Banking and giving their consent to us sharing personal data held by their bank with you.
BY CLICKING THE "I AGREE" BUTTON, COMPLETING THE REGISTRATION PROCESS OR USING ONEID, YOU CONFIRM THAT YOU: (i) HAVE REVIEWED AND ACCEPT THESE TERMS; AND (ii) ARE AUTHORISED TO ACT ON BEHALF OF THE OWNER OF THE ACCOUNT YOU HAVE JUST OPENED WITH US, AND TO BIND THEM TO THESE TERMS.
In consideration of the foregoing, the parties agree as follows:
DIN has its registered office at 29 Wood Street, Stratford-Upon-Avon, England, CV37 6JG and is registered with Companies House under number 11800511. We are a registered ‘Account Information Service Provider’ (AISP) with the Financial Conduct Authority (firm reference number 928911).
As part of setting up your OneID account we have to undertake some background checks on you in accordance with our regulatory obligations and our “know your customer” practices. Whilst we are doing this, your OneID account will be limited to five (5) Transactions per day. "Transactions" are requests made by Users through OneID which involves OneID accessing personal data regarding that User ("User Data"), typically from their bank or a credit reference agency (collectively, "Identity Provider(s)"), and forwarding it to you.
Once we have completed our checks, we will update your OneID dashboard and also email you to confirm the results. Assuming you have passed, the Transaction limit on your OneID account will be lifted and you will be able to use OneID normally. If we need further information from you in order to make our decision, we will contact you and the Transaction limit will remain in place.
If you fail our checks for any reason, we will notify you by email to the contact address you have provided and our notification will also serve as our notice of immediate termination both of the contract between us created by these Terms and your right to use OneID.
Each time that you use OneID, you must do so in accordance with these Terms and subject to the provisions of our Privacy Notice.
We encourage you to frequently review these Terms and the Privacy Notice as they are both subject to change. Every time we change them, we will notify you by email to the contact address you have provided . You are under no obligation to use OneID and you can always stop using the service at any time if you disagree with any changes we make.
Please also see our FAQ pages for more information on OneID.
In relation to OneID, each party: (i) must comply with its own obligations under law; and (ii) may refrain from doing anything which would, or might (in its reasonable opinion) be contrary to any laws/regulations (including, in the case of DIN, those laws/regulations to which it is subject and those laws/regulations that otherwise impact upon any or all of DIN’s operations, OneID or any other OneID user(s)/participant(s)).
in each case for the purpose of making OneID directly available to Users through your eCommerce site for the Permitted Uses and promoting the same in a reasonable and responsible manner. No other or wider rights or licences are granted to you and all other rights are reserved.
Any use of the Brand other than as stated above is strictly subject to our prior written approval. All goodwill arising from use of the Brand and our other names and trademarks shall enure to us automatically upon creation.
7.1 For the purposes of these Terms, “Confidential Information” means all information designated as confidential or otherwise of a confidential nature which a party (the “Disclosing Party”) provides to the other party (the “Receiving Party”), but excluding any information that: (a) is or becomes publicly available, except by breach of these Terms; (b) is disclosed to the Receiving Party by a third party without restriction and the Receiving Party reasonably believes the third party is legally entitled to disclose such information on that basis; (c) was known to the Receiving Party without restriction prior to its receipt from the Disclosing Party; (d) is disclosed with the Disclosing Party’s prior written consent; and/or (e) is independently developed by the Receiving Party without reference to the Disclosing Party’s confidential information.
7.2 Each party as a Receiving Party undertakes that:
7.3 Each party may disclose Confidential Information to the extent required to do so by law or regulation or the rules of any stock exchange save that, in such circumstances, that party will (except to the extent prohibited by law) promptly inform the other party and will: (i) co-operate with that other party contesting the requirement and/or seeking a protective or other appropriate remedy; and (ii) use all reasonable endeavours to minimise the extent of the disclosure and ensure that any information which it is required to disclose is held in confidence by the person/entity to whom it is disclosed.
7.4 Subject always to compliance with the other provisions of this clause 7, each party may retain copies of the other party’s Confidential Information to the extent reasonably necessary for its accounting, record keeping, legal and regulatory purposes.
8. Data Protection
8.1 In relation to OneID each party acts as an independent data controller of the User Data it processes for the purposes of applicable data protection legislation ("DP Law").
8.2 In this clause 8, “User Data” includes not just the personal data which we obtain from Identity Providers and disclose to you through OneID with a User’s consent, but also any other data shared between the parties relating to Users which is regarded as personal data under DP Law, such as the tokens we create and share with you to help protect User’ privacy.
8.3 We are the data controller of User Data where it is used by us in relation to OneID. You acknowledge that we will acquire User Data from an Identity Provider (and that the Identity Provider acts as an independent Controller of User Data prior to the disclosure of the same) and you act as an independent Controller of User Data on receipt of the same via OneID.
8.4 Each party must: (i) comply with its respective obligations under all DP Laws and make due notification(s) to any relevant regulator; and (ii) implement and maintain such technical and organisational measures as are required to enable User Data to be processed in compliance with DP Law.
8.5 Each party is responsible for its own compliance with DP Law and neither party relies on the other in this respect save that each party will (both during and after the termination of the contractual relationship formed by these Terms):
9. Warranties and Disclaimers
9.1 Each party represents, warrants, and undertakes to the other party that: (i) it has obtained, and shall maintain, all consents, rights and approvals necessary to perform its obligations and grant rights and licences under these Terms; (ii) it has in entering into and performing these Terms complied, and shall continue to comply, with, all laws to which it is subject; and (iii) it has and shall maintain full capacity, power and authority to enter into and perform these Terms.
9.2 Except as expressly and specifically provided in these Terms: (i) OneID is provided "as is" and "as available" without warranty of any kind; and (ii) all warranties, representations, conditions and all other terms of any kind whatsoever implied by statute or common law are, to the fullest extent permitted by applicable law, excluded from these Terms.
9.3 Whilst we operate OneID using a reasonable level of skill and care and we hope that you will enjoy using it, we cannot and do not promise that OneID or the information, content or materials displayed on it are accurate, sufficient, uninterrupted or error-free. DIN does not warrant, represent or undertake that OneID will be fit for any particular purpose or requirement; or satisfy any legal or regulatory requirement binding upon you or your commercial or other needs.
9.4 We rely upon the User Data held with by Identity Providers being accurate and up to date. We do not check User Data for accuracy, legality or otherwise and you acknowledge and agree that we are not able to, and do not, guarantee the validity or accuracy or any User Data provided through OneID, nor are we responsible for the actions of Users. It is a User’s responsibility to check that their User Data is accurate and up to date, and you must contact the User in the first instance to correct it if there are any errors or if there are other issues regarding a User’s acts or omissions.
9.5 DIN does not make any commitments in relation to OneID about specific functions being maintained, reliability or availability, nor do we guarantee to continue to make OneID available in any particular form. We do not guarantee the availability of any particular Identity Provider(s) on OneID as these may change from time to time. We have no obligation to resume the provision of OneID if it is suspended or stopped for you or any other user(s).
9.6 OneID has not been developed to meet your particular circumstances. It is your responsibility to ensure that it meets your needs.
10. Duration of our relationship
10.1 Our contract with you in respect of OneID commences when you click to agree to these Terms and it continues until whichever is the earlier of: (i) you notifying us that you wish to terminate the contract by sending us an email to email@example.com; (ii) you deleting or disabling the App; and (iii) us giving you notice of termination by email to the contact address you have provided.
10.2 Termination of the contract will be without prejudice to the parties’ accrued rights and remedies including in respect of the circumstances giving rise to termination and Transaction fees accrued up to the effective date of termination.
10.3 The provisions of clauses 6, 7, 8, 12 and 13 of these Terms will survive termination.
10.4 On termination of the contract for any reason:
11. Transaction fees
We do not charge you a membership or subscription fee, but we do charge you a fee per Transaction. The fee initially applicable to your use of OneID was confirmed as part of your OneID registration process and can be seen in your e-commerce platform provider’s admin section or in the OneID management console.
Accrued fees will be collected on our behalf either by the eCommerce platform(s) through which you access OneID or we will collect our fees directly ourselves. That said, you acknowledge and agree that we may nevertheless seek payment of accrued fees directly from you where they remain owing.
We reserve the right to change our fees from time to time by giving you not less than 30 days’ prior notice. We will give you this notice either by email to the contact email address you have provided or by posting details on our website. You are under no obligation to use OneID (or the App) and you can always stop using the service at any time if you disagree with any changes we make to our fees.
12.1 Nothing in these Terms (other than clause 12.2 in the case of (e) below) will exclude or limit a party’s liability: (a) for death or personal injury resulting from the negligence of that party, or (b) in respect of any fraud or any statements made fraudulently by or on behalf of that party, or (c) to the extent to which it is otherwise prohibited from being excluded or limited by law, or (d) in respect of Transaction fees; or (e) in respect of the indemnities given hereunder.
12.2 To the fullest extent permitted by law, neither party shall be liable whether in tort (including for negligence or breach of statutory duty), contract, misrepresentation, restitution or otherwise for any special, indirect or consequential loss, costs, damages, charges or expenses however arising under or in connection with these Terms.
12.3 Subject to clauses 12.1 and 12.2, our total aggregate liability to you for all loss suffered or liability incurred by you arising from or in connection with these Terms or otherwise in relation to OneID, whether in contract, tort (including negligence), equity, for breach of statutory duty or otherwise, and whether or not reasonably foreseeable or within the reasonable contemplation of the parties, arising in any calendar month will be limited to a sum equivalent to the Transaction fees paid by you in that calendar month.
13.1 Each party (the "Indemnifying Party") shall indemnify the other party (the "Indemnified Party") from and against any final judgment by a court of competent jurisdiction, including reasonable legal fees, that any service, item or material provided by the Indemnifying Party under these Terms infringes the intellectual property rights of a third party. This indemnity shall not apply: (a) the extent that any infringement could have been avoided by use of an updated version of the affected material provided by the Indemnifying Party; and (b) any User Data relayed/received by DIN.
Where DIN is the Indemnifying Party it may at its sole option and expense: (i) procure for you the right to continue to use the affected item; (ii) replace or modify the affected item with a functionally equivalent item; or (iii) terminate these Terms with immediate effect.
13.2 You shall indemnify us from and against any losses, costs, expenses (including legal fees), liabilities, claims or counterclaims, damages, and disputes which are or will be suffered or incurred by us that arise out of or in connection with your relationship with a User (including where it relates to the provision of goods or services to a User or use of User Data provided by us to you via OneID).
13.3 You shall reimburse us for any costs and expenses (including legal fees) which are or will be suffered or incurred by us arising out of or in connection with any investigations into Transactions which involve: suspected unauthorised, fraudulent or criminal activity by you or on your behalf or facilitated through your use of OneID; or, a breach of these Terms by you.
14. Monitoring, assistance and stats
14.1 To ensure the proper operation of OneID, we may at any time: (a) on reasonable notice (unless we consider that immediate action is required) audit or investigate your use of OneID and/or compliance with these Terms; and/or (b) monitor your use of OneID.
14.2 If any audit/investigation or monitoring is undertaken by us, or a complaint or claim is raised with us by a User, Identity Provider or regulator, related to your access or use of OneID then you must timely provide all information and support reasonably requested by us regarding the investigation and resolution of that matter.
14.3 Except as provided for by applicable law(s), you agree that nothing in these Terms will prevent or limit us from creating, using, disclosing and exploiting aggregated data and information of any sort relating to and/or resulting from any use of OneID which is aggregated and either anonymous or de-personalised.
15. Dispute Resolution
If a dispute arises between you and us under or in connection with these Terms, either party may notify the other in writing giving reasonable detail of the alleged dispute. Following a party's receipt of such notice, persons of sufficient seniority (as designated by each party) will negotiate in good faith in an attempt to amicably resolve the dispute within 14 days of the date of the notice. This clause will not prevent either party from seeking special/injunctive relief or commencing or continuing court proceedings or from exercising its rights under these Terms including any suspension or termination rights.
16. Circumstances beyond a party’s control
Except for payment obligations, neither party shall be liable to the other party for any delay or failure to perform any obligation under these Terms where the delay or failure arises as a result of circumstances beyond that party’s reasonable control.
17. Third-Party Sites and Links
OneID may contain links to third-party websites, apps or other technology, such as those of Identity Providers and eCommerce platforms ("Third-party Sites"). Third-party Sites are not under our control, and we are not responsible for and do not endorse their content, practices or privacy notices (if any). You need to make your own judgement on any Third-party Sites, including the purchase and use of any products, services or technology accessible through them.
18 . General
18.1 Either party may subcontract any of its obligations under these Terms but will remain liable for all subcontracted obligations and its subcontractors' acts or omissions in performance of the same. Other than that, neither party may transfer or assign these Terms or any of its rights and obligations under these Terms without the other party's prior written consent (not to be unreasonably withheld, qualified or delayed) except that either party may assign/novate these Terms in their entirety to a successor in interest that is of good financial standing and has sufficient operational capability to carry out its obligations under these Terms without requiring such consent but on advance written notice in the event of a reorganisation, merger, consolidation or sale of all or substantially all of its assets or business. The other party agrees to enter into such documentation as may be necessary to effect any such assignment/novation.
18.2 No delay or failure to exercise a right under these Terms prevents the exercise of that or any other right on that or any other occasion.
18.3 Each provision of these Terms operates separately. If any court or competent authority decides that any of them are unlawful or unenforceable, the remaining provisions will remain in full force and effect.
18.4 The parties are independent contracting parties. Nothing in these Terms is intended to make either of them a joint venturer, partner, agent or fiduciary of the other nor grant any rights to, and these Terms are not intended to operate for the benefit of, third parties.
18.5 These Terms contain the entire understanding of the parties about the subject matter referred to in these Terms to the exclusion of all previous agreements, understandings, correspondence or commitments between the parties or any third parties purporting to represent them. Subject to clause 12.1(b), you acknowledge that in entering into these Terms you have not relied on any representations made by us or any other entity, whether oral or written, that are not contained in these Terms.
18.6 These Terms may only be varied as provided for herein and you may not seek unilaterally to impose new, additional or altered payment terms upon us (whether through purchase orders or otherwise), and you agree that any attempt to do so shall be void and of no effect.
18.7 In interpreting these Terms: (a) any reference to “includes”, “including” or derivatives of them means “including but not limited to”; (b) the singular includes the plural and vice versa; (c) a reference to a statute or statutory provision is a reference to it as amended or re-enacted and includes any subordinate legislation made under that statute or statutory provision, as amended or re-enacted; and (d) reference to writing or written includes email.
18.8 These Terms, their subject matter and formation, are governed by English law. The parties agree that the courts of England and Wales will have exclusive jurisdiction.