Terms & Conditions

Last updated: November 6, 2024

PLEASE READ THESE TERMS OF USE CAREFULLY. BY ACCESSING OR USING ASTRA'S WEBSITES, MOBILE APPLICATIONS, AI TECHNOLOGY, OR OTHER PRODUCTS AND SERVICES THAT HAVE LINKED TO THESE TERMS, YOU AGREE TO BE BOUND BY THESE TERMS AND ALL TERMS INCORPORATED BY REFERENCE. IF YOU DO NOT AGREE TO ALL OF THESE TERMS, DO NOT USE OUR SERVICES.

1. Definitions

1.1. "Affiliate" means any entity that directly or indirectly controls, is controlled by, or is under common control with the subject entity. "Control," for purposes of this definition, means direct or indirect ownership or control of more than 50% of the voting interests of the subject entity.

1.2. "Agreement" means this Service Agreement, including the Order Form, the DPA, and other relevant schedules and appendices attached to the Service Agreement.

1.3. "AI Model" means any artificial intelligence or machine learning model, algorithm, or system developed or used by Astra to provide the Services, including but not limited to document authentication models, facial recognition models, and fraud detection models.

1.4. "Astra" means Astra and its Affiliates providing the Services under this Agreement.

1.5. "Customer" means the entity identified above and those of its Affiliates that have entered into Order Forms for the purchase of the Service under this Agreement.

1.6. "Customer Data" means the content and data that the Customer or an End User makes available to Astra through the Service, including identity documents, biometric data, and verification information.

1.7. "Documentation" means Astra's online user guides, API documentation, integration guides, and other technical documentation currently accessible through Astra's developer portal.

1.8. "DPA" means the Data Processing Addendum, which is hereby incorporated into the Agreement by reference, available on Astra's website.

1.9. "End User" means an individual whose identity is being verified through the Services, including but not limited to customers, employees, or users of the Customer's services.

1.10. "Order Form" means an ordering document, including online purchases, which specify the Service to be provided, and which is entered into by Customer (or its Affiliate) and Astra (or its Affiliate).

1.11. "Platform" means Astra's AI-powered digital identity verification system, including all software, APIs, tools, and interfaces used to provide the Services.

1.12. "Service" means Astra's identity verification and compliance services, including AI-powered verification, fraud prevention, document authentication, biometric verification, and all other services described in the Order Form.

1.13. "Service Fee" means the amount payable by the Customer for the Verification Fees, or any other fees, as set out in the Order Form.

1.14. "Service Period" means the period starting from the start date designated on the Order Form.

1.15. "Sub-processor" means any third-party service provider that processes personal data on behalf of Astra in the provision of the Services, as listed in Astra's Sub-processor Page.

1.16. "Third Party Services" means either (a) a third-party service provider identified as a sub-processor in Astra's sub-processor list, or (b) external data sources or verification services used in conjunction with the Services.

1.17. "Verification" means any single identity verification request processed through the Service, including document verification, biometric matching, or other identity checks.

1.18. "Verification Fee" means the amount payable for each Verification submitted by the Customer for processing through the Service.

1.19. "Virus" means any software, code, file or program which is designed to prevent, impair or otherwise adversely affect the operation of any computer software, hardware, network, telecommunications service, equipment, or any other service or device.

1.20. "Training Data" means anonymized and aggregated data derived from the use of the Services that may be used to improve and train Astra's AI Models.

2. Service Packages

Standard Package

  • Basic identity verification features
  • Standard API access
  • Basic support services

Enterprise Package

  • Advanced identity verification features
  • Premium API access
  • Priority support
  • Custom integration options
  • Enhanced compliance tools

Custom Solutions

  • Tailored to specific business needs
  • Custom AI model optimization
  • Dedicated support team
  • Bespoke compliance solutions

3. Data Processing and Privacy

Data Collection

  • Identity document images
  • Facial biometric data
  • Personal information from identity documents
  • Device and transaction information
  • IP addresses and geolocation data
  • Additional verification data as required

Data Processing Principles

  • Processing is conducted in accordance with applicable data protection laws
  • Data is processed solely for identity verification and compliance purposes
  • Appropriate technical and organizational security measures are implemented
  • Data retention periods are clearly defined and enforced
  • Data is removed entirely from our systems when requested
  • Sub-processors are carefully selected and monitored

Data Protection Obligations

  • Process data only for specified purposes
  • Implement appropriate security measures
  • Notify of data breaches within 72 hours
  • Assist customers with data subject requests
  • Maintain records of processing activities
  • Conduct regular security assessments

4. AI Technology and Automated Processing

AI Systems

  • Our Services utilize advanced artificial intelligence for identity verification
  • AI models are regularly trained and updated
  • Human oversight is maintained where required
  • Accuracy and bias monitoring is continuously performed

Automated Decisions

  • Alternative verification methods are available when required
  • Appeal processes are available for automated decisions
  • Regular accuracy assessments are conducted

5. Service Levels and Support

Service Availability

  • Astra commits to maintaining a Service availability of 99.9% during each calendar month, excluding Scheduled Maintenance.
  • Availability is calculated as: (Total Minutes in Month - Downtime Minutes) / Total Minutes in Month x 100.
  • Downtime means the Service is unable to process identity verifications or respond to API requests.

Support Services

  • Technical Support Hours based on issue severity
  • Support Channels including email, support portal, emergency phone line (Enterprise customers), and in-app chat support.
  • Documentation and Resources provided, including integration guides, sample code, and best practices.

AI System Performance

  • Verification Speed: 95% of verification requests processed within 30 seconds, 99% within 60 seconds.
  • AI Model Accuracy: Minimum 98% accuracy for document authenticity verification and 99% for facial matching.

Service Credits

  • Availability Credits provided if Astra fails to meet the Availability Commitment.
  • Credit Request and Application procedure: Credits must be requested within 30 days of the incident.

Platform Updates

  • Regular updates with security patches, minor updates, and major platform updates.
  • Update Notifications: 30 days' notice for major updates, 7 days for minor updates, and immediate for security patches.

Incident Response

  • Incident Classification (Critical, High, Medium, Low) with respective communication protocols and status updates.
  • Post-incident reports provided for major issues.

6. Fees and Payment

Service Fee

  • Customer will pay all Service Fees specified in Order Forms.
  • Payment obligations are non-cancelable and non-refundable.

Excessive Usage

  • If the Customer exceeds the limits for identity verification requests, Astra will bill for additional Verification Fees.
  • Includes exceeded limits for identity verifications, document authentications, biometric verifications, etc.

Invoicing, Payment, and Taxes

  • Astra will bill Customer through invoices sent via email to the billing contact.
  • Service Fees will be invoiced annually in advance and payable within 30 days of invoice receipt.

Non-payment

  • If Customer fails to pay the Service Fee within 30 days, Astra may suspend or restrict access to the Service.

Service Tiers and Usage

  • Different service tiers may have different usage limits, features, and pricing.
  • Upgrading or downgrading tiers will result in billing adjustments.

AI Processing Fees

  • Certain advanced AI-powered features may incur additional processing fees based on complexity and computational requirements.

Future Functionality

  • Purchases are not contingent on future functionality or features, including future AI capabilities or verification methods.

Volume Discounts

  • Volume-based discounts are contingent upon maintaining specified verification volumes.

7. Intellectual Property

Ownership of the Service

  • Astra reserves all rights, title, and interest in the Services, including AI models, algorithms, software, and APIs.

Limited License to the Service

  • Astra grants Customer a non-exclusive, non-transferable license to access and use the Service for the term of the Agreement.

Limited License to Customer Data

  • Customer grants Astra a license to access and use Customer Data for specified purposes, including service improvement and compliance.

AI Model Improvements

  • Service AI models may be improved using anonymized data derived from Customer's use of the Service.

Suggestions

  • Customer grants Astra a license to use any feedback or suggestions provided for service improvements.

Reservation of Rights

  • No rights or licenses are granted except as expressly set forth in the Agreement.

8. Liability and Indemnification

Astra Indemnification

  • Astra will defend Customer against third-party claims alleging infringement of intellectual property rights or data protection violations.

AI-Related Claims

  • Indemnification obligations extend to AI-related claims such as alleged bias or discrimination and AI privacy violations.

Indemnification Procedure

  • The indemnified party must notify the indemnifying party, grant exclusive defense control, and assist as requested.

Mitigation Measures

  • Astra may modify the Services or obtain licenses to avoid or resolve claims.

Exclusive Remedy

  • This section provides the sole remedy for claims described within.

9. Term and Termination

Renewal

  • Order Forms will automatically renew for additional terms unless non-renewal is specified at least 30 days prior.

Price Protection for Automatic Renewal

  • Pricing for auto-renewed services will be the same as the preceding term, with limited increase options.

Suspension by Astra

  • Astra may suspend access if the Customer is in material breach or engaged in prohibited behavior.

Termination for Cause

  • Either party may terminate for cause following specified notification periods.

Effects of Termination

  • Upon termination, Astra will securely delete or return Customer Data, remove data from AI training, and assist with transition requests as needed.

AI Model and Data Handling Post-Termination

  • Customer's data will be removed from ongoing AI training, and any custom models will be archived.

10. Governing Law

  • These Terms are governed by the laws specified in the contractual agreement, and disputes are subject to the specified jurisdiction.

11. Contact Information

  • For questions about these Terms or our Services:
  • Email: info@astraprotocol.com
  • Website: www.astraprotocol.com

12. Changes to Terms

  • Astra reserves the right to modify these Terms at any time, with notice of material changes provided through the Services or by updating the 'Last Updated' date.
  • Continued use of Services constitutes acceptance of modified Terms.

Contact Information

For questions about these Terms or our Services:

  • Email: info@astraprotocol.com
  • Website: www.astraprotocol.com
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