Part A - Certificate Policy
The Certificate Policy must be read in conjunction with Part B - Certification Authority Service Agreement.
The Certificate Policy is the principal statement of policy governing the permitted uses and Validity Period of Digital Certificates.
The Certification Authority Service Agreement is a statement of the terms and conditions for the provision of digital certificate services.
The use of a Digital Certificate constitutes the acceptance by the Subscriber of the terms and conditions in the Certification Authority Service Agreement.
- Certificates – Permitted Uses
- Purpose and Parameters of Digital Certificate Use
This Certificate policy is only intended to be referred to by those who propose to subscribe or have subscribed to use Digital Certificates in relation to the Fire Service Property Levy Express System.- any relevant Victorian Councils may be a Subscriber
- solely for use by Subscribers to:
- authenticate themselves to SRO;
- confidentially access SRO systems;
- digitally sign messages to SRO; and
- communicate with SRO
and are not to be used for any other purpose.
SRO expressly disclaims all unauthorised use, and any liability arising out of such unauthorised use and/or use of Digital Certificates for any purpose other than those set out in this Certificate Policy.
- Relying Party
The party relying on the Digital Certificate is SRO.
- Purpose and Parameters of Digital Certificate Use
- Validity Period
The Validity Period of a Digital Certificate issued under this Certificate Policy is two (2) years.
Part B - Certification Authority Service Agreement
This Agreement is made the 20th day May 2013
Between:
The user of the Certificate ("Subscriber")
And:
State Revenue Office, being an agency of the Department of Treasury and Finance, for and behalf of the State of Victoria ('SRO')
Whereas:
- SRO provides a digital signature certification service;
- specifically, pursuant to the service, SRO provides a range of services related to the identification of senders of electronic messages;
- the Subscriber wishes to avail itself of the service, subject to the terms of this Agreement; and
- the use of the Digital Certificate constitutes the Subscriber's acceptance to comply with the terms of this agreement and Part A - Certificate Policy.
It is hereby agreed as follows.
1. Definitions
In this Agreement, unless the contrary intention appears:
"Digital Certificate" means a computer based record which:
- identifies the Subscriber and identity of the remote computer;
- contains the Subscriber's Public Key;
- identifies the operational period of the Certificate;
- contains a serial number for the Certificate; and
- identifies the issuing Certification Authority.
"Certificate Policy'' means the statement appended to and incorporated within this Agreement which elaborates upon the respective obligations of the Parties;
"Certificate Revocation List" means a list to be created and maintained by SRO pursuant to this Agreement, being a collection of electronic data containing information regarding suspended or revoked Certificates;
"Certification Authority" means SRO or any other entity which issues Digital Certificates;
"Commencement Date" means the 20 May 2013;
"Confidential Information" means the confidential information of a Party which relates to the subject matter of this Agreement and includes:
- identification or log-in information, whether or not in current use;
- any information relevant to the security of a Private Key;
- the terms upon which the Services are offered pursuant to this Agreement;
"Digital Signature" means the transformation of an electronic record by one person using a Private Key and Public Key so that another person having the transformed record and the corresponding Public Key can accurately determine that:
- the transformation was created using the Private Key that corresponds to the signer's Public Key; and
- the message has been altered since the transformation was made;
"Force Majeure" means a circumstance beyond the reasonable control of the Parties which results in a Party being unable to observe or perform on time an obligation under his Agreement. Such circumstances shall include but shall not be limited to:
- acts of God, lightning strikes, earthquakes, floods, storms, explosions, fires and any natural disaster; and
- acts of war, acts of public enemies, terrorism, riots, civil commotion, malicious damage, sabotage (including any adverse effects of computer related malfunctions or disruptions) and revolution;
"Initial Term" means a period of two (2) years;
"Intellectual Property Rights" means copyright, trade mark, design, patent, semiconductor or circuit layout rights;
"Key Pair" means a Private Key and its mathematically related Public Key, whereby the Public Key can certify a Digital Signature which the Private Key creates;
"Private Key" means a mathematical key used to create a Digital Signature and/or to decrypt messages or files encrypted with the corresponding Public Key;
"Public Key" means a mathematical key that can be made publicly available and which is used to verify the Digital Signature created with its corresponding Private Key and/or to encrypt messages or files which can then be de-crypted using the corresponding Private Key;
"Service" means:
- receiving and processing an application for a Certificate;
- issuing a Certificate;
- providing Certificate status information in response to authorised inquiries; and
- revoking a Certificate upon an authenticated request by the Subscriber or upon such other grounds as SRO determines to be appropriate;
more particularly as set out in the Certificate Policy Statement.
"SRO" means the Certification Authority and includes any entity approved by SRO to carry out the Service or part of the Service;
"SRO systems" means Web Services and the Fire Services Property Levy Express System used for Remittance Returns, Annual Returns and Annual Reconciliation returns.
2. Interpretation
In this Agreement, unless the contrary intention appears:
- the clause headings are for convenient reference only and have no effect in limiting or extending the language of the provisions to which they refer;
- a cross reference to a clause number is a reference to its subclauses;
- words in the singular number include the plural and vice versa;
- words importing a gender include any other gender;
- a reference to a person includes a partnership and a body, whether corporate or otherwise;
- a reference to a clause is a reference to a clause or subclause of this Agreement;
- a reference to a subclause is a reference to a subclause of the clause in which that reference is made;
- where a word or phrase is given a particular meaning, other parts of speech and grammatical forms of that word or phrase have corresponding meanings;
- a reference to a Schedule includes a reference to any part of that Schedule which is not physically annexed to this Agreement but which is incorporated by reference;
- the recitals of this Agreement do not form part of the Agreement
- monetary references are references to Australian currency.
3. Term of Agreement
- The Service shall be provided by SRO to the Subscriber from the Commencement Date for the Initial Term.
- Subject to subclause 3.3, this Agreement may be renewed for a subsequent term of up to the duration to the Initial Term.
- Renewal of this Agreement pursuant to subclause 3.2 is subject to the consent of SRO, which consent shall not be unreasonably withheld.
4. Provision of Service
- SRO shall provide the Subscriber with the Service by such means as SRO determines, subject to compliance by the Subscriber with this Agreement, including the Certificate Policy.
- SRO shall use reasonable endeavours to inform the Subscriber as soon as practicable if the Service is unavailable for access by the Subscriber due to maintenance. Subject to the foregoing, SRO shall provide the Service on a continuous basis.
- SRO shall provide the Subscriber with all identification and log-in information required for connection to the Service.
- SRO may, at its discretion, retain and assess any data or information concerning the Subscriber's use of the Service.
- SRO may establish domains for information compilation including, but not limited to:
- a repository for storing and retrieving Certificates or other information relevant to the Certificates; and
- the Certificate Revocation List.
- The Subscriber shall provide SRO with a copy of the Subscriber's Key Pair.
- The operational period of a Certificate begins upon issue of a new digital certificate and is valid for a period of 2 years from the issue date.
5. Access to the Service
- To the extent specified by SRO, the Subscriber shall be required to provide the telephone line, modem, computer, hardware, software and all other equipment required to access the Service.
- The Subscriber is responsible for maintaining the secrecy and confidentiality of all identification and log-in information required by the Subscriber to access the Service in accordance with this Agreement.
- Subject to subclause 5.4, SRO will erase the Subscriber's identification or log-in information within seven (7) days of:
- the termination of this Agreement;
- receipt of a written request to do so from the Subscriber; or
- expiry of this Agreement
- SRO reserves the right to retain the Subscriber's identification and logging information to the extent necessary to protect the ongoing integrity of the Service.
6. Security of information
- The Subscriber is responsible for maintaining the security of its Private Key for preventing its disclosure to any person not authorised to create the Subscriber's Digital Signature. The Subscriber must notify the SRO immediately it suspects its Private Key has been compromised by email to valuations@sro.vic.gov.au or phone to 13 21 61.
- The Subscriber agrees not to disclose to any other individual person, corporation, entity or organization, except a contracted Information Technology Provider any identification or log-in information, whether in use or not, or any other Confidential Information relating to the Service or the SRO.
7. Use of the Service
- The Subscriber agrees to comply with the Certificate Policy and all directions issued by SRO pertaining to the access and use of the Service.
- The Subscriber warrants that in accessing and using the Service:
- it will only use software which it is legally entitled to use; and
- such use will not represent a breach of the Intellectual Property Rights of a third party.
- The Subscriber will prepare and maintain sufficient back-up files and data storage capacity for the Subscriber's data including electronic messages.
- The Subscriber acknowledges that use of the Service and any Certificates issued by SRO is limited exclusively to the facilitation of electric commerce amongst the Subscriber and Co-Subscribers.
- SRO has no responsibility, other than the provision of the installation guide, to provide training in the use of the Service.
8. Suspension and Revocation
- SRO may, without incurring liability to the Subscriber, suspend as relevant the Certificate as soon as possible after a request for suspension or revocation as relevant, by a person duly authorised to act for the Subscriber.
- SRO shall revoke the Certificate at the request of the Subscriber if SRO has confirmed that the person requesting revocation is:
- the Subscriber; or
- an agent of the Subscriber with sufficient authority to request the revocation.
- SRO may, without incurring liability to the Subscriber, suspend or revoke a Certificate, regardless of whether the Subscriber makes such a request under subclause 1, if the SRO confirms that:
- a material fact represented in the Certificate is false;
- a material prerequisite to the issuing of the Certificate has not been satisfied; or
- for any reason the Service has been compromised in a manner materially affecting the reliability of the Certificate.
- SRO may immediately, without notice and without incurring liability to the Subscriber, withdraw the Subscriber's access to the Service if:
- the Subscriber misuses the Service or fails to comply with the Subscriber's obligations as to the use of and access to the Service as specified in this Agreement; or
- this Agreement is terminated for any reason.
- SRO shall maintain a Certificate Revocation List and shall use reasonable endeavours to ensure the accuracy and currency of the Certificate Revocation List but does not warrant that it will be free from error.
9. Confidentiality
- A Party shall not, without the prior written approval of the other Party, disclose the other Party's Confidential Information.
- A Party shall not be in breach of subclause 1 in circumstances where it is legally compelled to disclose the other Party's Confidential Information.
- Each Party shall take all reasonable steps to ensure that its employees and agents, and any sub-contractors do not make public or disclose the other Party's Confidential Information.
- This clause shall survive the termination of this Agreement.
10. Implied Terms
- Subject to subclause 2, any condition or warranty which would otherwise be implied in this Agreement is hereby excluded.
- Where legislation implies in this Agreement any condition or warranty, and that legislation avoids or prohibits provisions in a contract excluding or modifying the application of/or exercise of/or liability under such condition or warranty, the condition or warranty shall be deemed to be included in this Agreement. However, the liability of SRO for any breach of such condition or warranty shall be limited at the option of SRO, to where the breach relates to services, the supplying of the services again;
11. Liability of SRO
- SRO shall be under no liability to the Subscriber in respect of any loss or damage (including consequential loss or damage) which may be suffered or incurred or which may arise directly or indirectly in respect of goods or services supplied pursuant to this Agreement or in respect of a failure or omission on the part of SRO to comply with its obligations under this Agreement.
- Subject to subclause 3, the Subscriber warrants that it has not relied on any representation made by SRO which has not been stated expressly in this Agreement or upon any descriptions, illustrations or specifications contained in any document including catalogues or publicity material produced by SRO.
- The Subscriber acknowledges that to the extent SRO has made any representation which is not otherwise expressly stated in this Agreement, the Subscriber has been provided with an opportunity to independently verify the accuracy of that representation.
- The Subscriber shall at all times indemnify and hold harmless SRO and its officers, employees and agents ("those indemnified") from and against any loss (including reasonable legal costs and expenses) or liability reasonably incurred or suffered by any of those indemnified arising from any proceedings against those indemnified where such loss or liability was caused by:
- a breach by the Subscriber of its obligations under this Agreement; or
- any wilful, unlawful or negligent act or omission of the Subscriber; or
- the issuing of a Certificate on the basis of a misrepresentation by the Subscriber or incorrect information by the Subscriber.
12. Termination
- Without limiting the generality of any other clause in this Agreement, SRO may terminate this Agreement immediately by notice in writing if the Subscriber is in breach of any term of this Agreement and such breach is not remedied within fourteen (14) days written notice.
- If notice is given to the Subscriber pursuant to subclause 1, SRO may, in addition to terminating the Agreement:
- be regarded as discharged from any further obligations under this Agreement; and
- pursue any additional or alternative remedies provided by law.
- Upon termination of this agreement, any Certificates issued to the Subscriber are immediately voided.
13. Force Majeure
- Neither Party shall be liable for any delay or failure to perform its obligations pursuant to this Agreement if such delay is due to Force Majeure.
- If a delay or failure of a Party to perform its obligations is caused or anticipated due to Force Majeure, the performance of that Party's obligations will be suspended.
- If a delay or failure by a Party to perform its obligations due to Force Majeure exceeds sixty (60) days, either Party may immediately terminate the Agreement on providing notice in writing to the other Party.
14. Entire Agreement
This Agreement constitutes the entire agreement between the Parties and supersedes all prior representations, agreements, statements and understandings, whether verbal or in writing.
15. Assignment and Novation
- The benefit of this Agreement shall not be assigned by the Subscriber without SRO's written consent.
- SRO may consent to the assignment or novation of this Agreement by the Subscriber subject to such conditions as it chooses to impose.
16. Waiver
- No term of this Agreement shall be deemed to be waived except by notice in writing signed by each Party.
- A waiver made by SRO pursuant by subclause 1 will not prejudice its rights in respect of any subsequent breach of the Agreement by the Subscriber.
- Subject to subclause 1, any failure by SRO to enforce any clause of this Agreement, or any forbearance, delay or indulgence granted by SRO to the Subscriber, will not be construed as a waiver of SRO's rights under this Agreement.
17. Variation
- The provisions of the Agreement, shall not be varied, except by agreement in writing signed by the Parties.
- If either Party wishes to vary the Agreement, the proposing Party shall submit a copy of the proposed variations to the other Party. The receiving Party shall advise the proposing Party within four (4) normal working days, or such other period as is agreed by the other Party ("the receiving Party"), of receipt of the variations either:
- that the receiving Party accepts the variations; or
- that the receiving Party rejects the variations.
- If the receiving Party accepts the variations, the Agreement shall be deemed to incorporate the accepted variations from the date upon which the receiving Party notifies the proposing Party that it accepts the variations.
- If the receiving Party rejects the proposed variations, each Party shall perform the Agreement in accordance with the unvaried Agreement.
18. Disputes
- Any dispute arising in connection with this Agreement which cannot be settled by negotiation between the Parties or their representatives shall be submitted to arbitration in accordance with the Rules for the Conduct of Commercial Arbitrations for the time being of the Institute of Arbitrators Australia. During such arbitration, both Parties may be legally represented.
- Prior to referring a matter to arbitration pursuant to subclause 1, the Parties shall:
- formally refer the dispute to their respective Managers for consideration;
- if the respective Managers are unable to resolve the dispute after five (5) days (or such other period as is agreed between the Parties) from the date of referral, refer the dispute to the respective chief executive officers of each Party; and
- in good faith explore the prospect of mediation.
- Nothing in this clause shall prevent a Party from seeking urgent equitable relief before an appropriate court.
19. Severability
If any provision of this Agreement is held invalid, unenforceable or illegal for any reason, the Agreement shall remain otherwise in full force apart from such provisions which shall deemed deleted.
20. SRO's Rights
Any express statement of the right of SRO under this Agreement is without prejudice to any other right of SRO expressly stated in this Agreement or existing at law.
21. Survival of Agreement
- Subject to any provision to the contrary, this Agreement shall ensure to the benefit of and be binding upon the Parties and their successors, trustees, permitted assigns or receivers but shall not ensure of the benefit of any other persons.
- The covenants, conditions and provisions of this Agreement which are capable of having effect after the expiration of the Agreement shall remain in full force and effect following the expiration of the Agreement.
22. Governing Law
This Agreement will be governed by and construed according to the law applicable in Victoria.
23. Notices
- Notices under this agreement may be delivered by hand or by mail addressed to the Manager, Fire Service Levy at Level 2, 121 Exhibition Street, Melbourne VIC 3000.
- Notice will be deemed given:
- in the case of hand delivery, upon written acknowledgment of receipt by an officer or other duly authorised employee, agent or representative of the receiving Party;
- in the case of posting, 7 days after despatch;
- in the case of facsimile, upon receipt of transmission if received on a business day or otherwise at the commencement of the first business day following transmission.