> For the complete documentation index, see [llms.txt](https://docs.toolkit.equs.ai/llms.txt). Markdown versions of documentation pages are available by appending `.md` to page URLs; this page is available as [Markdown](https://docs.toolkit.equs.ai/standards/legal/terms.md). # Terms of Service Terms of Service for the EQUS Developer Toolkit Private Beta (Managed SaaS). Version 1.1, 16 October 2026. {% file src="/files/4gf9IODMWywAHuipTVVg" %} Executed PDF. {% endfile %} ### 1. Subject Matter and Scope **1.1** The “EQUS Developer Toolkit” (the “Platform”) is a SaaS service for managing digital identities. The Platform enables organizations (“Issuers”) to issue digital credentials based on attributes of their end customers (“Holders”) at the Holders’ request. The credentials are stored locally in a digital wallet on the Holder’s device and can be verified by the Issuer or other participating organizations (“Verifiers”) via a cryptographic verification when Holder requests it. **1.2** These Terms of Service (the “ToS”) apply to the provision of the Platform by EQUS, Inc. (“EQUS”) to the Customer named in the Order Form as an Issuer and Verifier (the “Customer”; EQUS and the Customer, individually, also a “Party,” and collectively, the “Parties”). These ToS are entered into between EQUS and Customer, do not govern the Customer’s relationship with the Holder, and do not apply to the relationship between different Issuers and Verifiers. **1.3** The Platform is currently in the “Private Beta” version and is made available to the Customer free of charge for a 90-day trial period. **1.4** The Contract between the Parties governing the provision of the Platform (the “Contract”) consists of the following components in descending order of precedence: * (i) The data processing agreement governing the Parties’ responsibilities under data protection law (the “DPA”), * (ii) the service description, outlining the technical and functional scope of the Platform and related services (the “Service Description”), * (iii) the order form as filled out by the Customer, containing contractual details (the “Order Form”), * (iv) these Terms of Service. **1.5** EQUS objects to the inclusion of the Customer’s general terms and conditions. They shall not become part of the Contract even if the Customer refers to them during the conclusion of the contract and EQUS does not expressly object to them. ### 2. Conclusion of the Contract and Provision of the Platform **2.1** EQUS makes the Platform available exclusively to business entities according to applicable law. Consumers as defined in applicable law or individual natural persons are excluded from use. **2.2** The Contract is duly executed or concluded when the Customer submits the Order Form provided by EQUS to EQUS and agrees to these ToS and the DPA (Offer), and EQUS subsequently confirms acceptance of the Contract to the Customer (the “Order Confirmation”). The content governing the Order Form is determined solely by the Order Confirmation. **2.3** After receipt of the Order Confirmation and as of the effective date specified in the Order Form (the “Effective Date”), EQUS shall make the Platform available to the Customer as a multi- tenant SaaS service within an IT infrastructure operated by EQUS for the duration of the Contract Term. Access is provided via a web-based interface after the Customer’s tenant has been provisioned; a local installation at the Customer’s site is not required. **2.4** If the Customer has also ordered the Embedded User Interface (“UI”) in the Order Form, EQUS will make the current version of the UI available to the Customer via a public URL on NPM for the duration of the Contract Term. **2.5** EQUS will provide the Customer with individual user accounts, one per person, each with a designated user-ID for access to the Platform. An individual user account may be assigned to only one email address at a time, and each email address may be assigned to only one Authorized User. “Authorized Users” in this context are limited to (1) all employees of the Customer and (2) employees of the Customer’s service providers and affiliated companies of the Customer including all companies under the Corporate Control of Customer or of the entity controlling the Customer (“Affiliated Companies”). “Corporate Control” means that the controlling entity can, directly or indirectly, issue instructions to management – whether based on corporate law, contractual provisions, or other authority – or appoint management. **2.6** If and to the extent that a transaction limit is specified in the Order Form (“Transaction Limit”), the Customer is entitled to only a corresponding number of completed Transactions during the period specified therein. A “Transaction” describes: (a) the process of credential issuance, which is completed upon the credential being released to the Holder's wallet; (b) the process of verifying a credential, which is completed upon the Customer receiving the verification result; or (c) the process of updating the credential status list, for example, revoking or suspending a credential. ### 3. Service Levels and Availability **3.1** EQUS provides the Platform in accordance with the terms of this Contract. Public statements, such as promotional claims made by EQUS, subcontractors, suppliers, or third Parties, do not constitute part of the contractually agreed-upon characteristics of the Platform. **3.2** EQUS uses open-source software components for the Platform. EQUS shall inform the Customer of any obligations on the Customer in relation to such open-source software components - in particular, obligations to share or disclose information regarding the Customer’s own developments, in a timely manner. If necessary, EQUS shall inform the Customer of the open-source components used and their respective license terms. **3.3** During the free of charge Private Beta phase, the Platform is provided without service level commitments. EQUS intends to make the Platform available 24 (twenty-four) hours a day, seven (7) days a week and will make reasonable efforts to do so, but availability, performance and uninterrupted operation are not warranted. **3.4** If a Service Fee is agreed upon in the Order Form, the following applies: Unless specific service levels are specified in the Order Form, the Platform is generally available to the Customer 24 (twenty-four) hours a day, seven (7) days a week. The internet access point of the data center hosting the Customer's tenant shall be the basis for measuring the required availability. Scheduled and regular maintenance work (“Regular Maintenance”) and unscheduled updates required to maintain and ensure the Platform’s functionality (“Critical Updates”) are considered periods of availability. The following maintenance windows apply: | Window | Timing | | ------------------- | ------------------------------------------------------------------------------------------------------------------------------------------------------------------- | | Regular Maintenance | Outside business hours in the hosting region of the Customer's tenant, with at least 48 hours' notice via the Platform’s user interface (operator portal) or email. | | Critical Updates | At any time, with notice as soon as reasonably practicable. | **3.5** Beyond the general warranty, the Customer is not entitled to any support services unless otherwise agreed upon in the Order Form. ### 4. Term and Termination **4.1** The Contract is entered into for the contract term specified in the Order Form (the “Contract Term”) unless either Party terminates for cause no less than 30 (thirty) days after providing the other Party written notice regarding such other Party’s material breach of the Contract. If no fixed term is specified in the Order Form, the Contract Term shall be deemed to be indefinite until a Party terminates in accordance with these ToS. **4.2** The Contract Term begins on the Effective Date. If no such Effective Date is separately specified in the Order Form, the date of the Order Confirmation shall be deemed the Effective Date. **4.3** If the Contract is entered into for an indefinite period, either Party may terminate the Contract with 30 (thirty) days’ advance written notice. If a minimum Contract Term is specified in the Order Form, this provision applies after the minimum term has expired. The right to terminate for cause remains unaffected in all cases. **4.4** Notices of termination must be in text form to be effective. **4.5** Upon termination of the Contract, EQUS undertakes to make available to the Customer all Customer Content, as defined below, and data that EQUS has processed on the Customer’s behalf via download link for 30 (thirty) days after termination date. After that period EQUS has no obligation to retain such content and data and can irrevocably delete such content from EQUS’ own infrastructure, except for the purposes set forth in Section 4.6. **4.6** Credentials issued by the Customer and held in Holders' wallets remain valid after termination unless revoked by Customer. Within 30 (thirty) days of termination, the Customer shall instruct EQUS in text form to (a) archive, (b) deactivate, or (c) erase its issuer identity (“Issuer DID”). After that period EQUS deletes the Customer's issuance records under Section 4.5 and individual credentials can no longer be revoked by Customer. If the Customer gives no instruction, option (a) is deemed to be instructed by default. * **(a) Archive:** EQUS freezes the Customer's Issuer DID document and status list in their final state and continues to publish them, without further updates, until the last credential issued by the Customer has expired. Credentials continue to verify until expiration. * **(b) Deactivate:** EQUS sets all status list entries for credentials issued by the Customer to revoked and marks the Issuer DID as deactivated. Credentials will be rejected by any Verifier that checks credential status, and Verifiers that check issuer status will additionally see that the Issuer has been deactivated. EQUS does not control the acceptance policies of third-party Verifiers. * **(c) Erase:** EQUS is entitled to delete the Customer's Issuer DID document and status list from its infrastructure. Credentials issued by the Customer can no longer be verified. The Customer acknowledges that this is irreversible, that copies of the Issuer DID document previously retrieved by third parties are outside EQUS' control, and that it is the Customer's responsibility to inform affected Holders beforehand. **4.7** The Customer agrees to immediately return all EQUS-Content, as defined below, in particular any software in its possession, to EQUS upon termination of the Contract and to irrevocably delete it from its own infrastructure, provided that this obligation does not apply to thirdparty or open-source components licensed to the Customer under licenses that allow the Customer to continue to use such content under the terms of such licenses. ### 5. Service Fees **5.1** The Customer shall pay EQUS the service fee specified in the Order Form, if any (the “Service Fee”). **5.2** Prices are generally net prices, plus any applicable taxes. **5.3** The Service Fee is due upon issuance of the invoice and must be paid in full within 14 (fourteen) days. Unless otherwise agreed, EQUS will invoice the fee for the month before on a monthly basis. ### 6. Granting of Usage Rights **6.1** EQUS and, where applicable, its licensors reserve all copyrights, rights of use, and other intellectual property rights to the Platform, in particular to texts, illustrations, designs, graphics, layouts, images, and photos, including the Platform itself (“EQUS-Content”). **6.2** EQUS expressly reserves the right to reproduce EQUS-Content or parts thereof for text and data mining purposes, and such reproduction by the Customer or third Parties is not permitted. **6.3** EQUS grants the Customer a simple, non-transferable, and non-sublicensable right to use the Platform for its own business purposes, limited in duration to the Contract Term and in accordance with the intended use of the Platform by Authorized Users. In particular, any use of the Platform in connection with the development of competing products, as well as the provision of the Platform to third Parties, is prohibited. **6.4** To the extent that EQUS gains access to the Customer’s content (“Customer Content”) for the purpose of providing the Platform in accordance with its intended use and the terms of the Contract, the Customer grants EQUS, for the duration of the Contract Term, all rights to such Customer Content that are necessary for the provision of the Platform in accordance with its intended use and the terms of the Contract. ### 7. Warranty and Indemnification by the Customer The Customer warrants that EQUS’ use of the Customer Content in connection with the performance of the Contract does not infringe any third-party rights or violate any applicable laws, in particular data protection laws, confidentiality requirements, or intellectual property rights. If EQUS is held liable by a third party due to a legal infringement resulting from the contractual use of the Customer Content or from the Customer’s use of the Platform in breach of the Contract, the Customer shall indemnify EQUS against such claims at its own expense and upon EQUS’ first request. This also includes the necessary and reasonable costs of legal defense. Any further claims by EQUS remain unaffected. ### 8. Responsibilities and Obligations to Cooperate of the Customer **8.1** It is the Customer’s responsibility to provide suitable Internet access and to meet any other system requirements for the Platform specified in the Service Description. **8.2** The Customer must regularly check the contact address provided in the Order Form for incoming correspondence and must notify EQUS in writing immediately in the event of any updates to the contact information. **8.3** The Customer must ensure that access to and data entry on the Platform are restricted to Authorized Users only. **8.4** The Customer may not make the Platform accessible to third parties. The Customer shall keep any access data for the Platform confidential and must protect it from unauthorized access by third parties. In the event of loss or disclosure of the access data, the Customer must notify EQUS immediately in writing about the date and time of loss as well as the actual data categories lost. **8.5** The Platform is intended exclusively for the purposes specified in Section 1.1 and in the Service Description. Use by the Customer for any other purposes is prohibited. **8.6** The Platform is in no way intended to serve as a data archive for Customer Content. It is the Customer’s responsibility to archive their data and Customer Content outside the Platform. EQUS may rely on the Customer to maintain appropriate data backups and other reasonable recovery measures to safeguard their data. **8.7** The Customer must ensure that Customer Content does not cause any damage to the Platform or its operation, such as through viruses, worms or any malware. Furthermore, the Customer shall enter Customer Content only in accordance with any operating or user manuals or other instructions from EQUS (if available). **8.8** If EQUS is notified of Customer Content or discovers Customer Content that violates these ToS or other legal provisions, EQUS is entitled, but not contractually obligated, to delete such content in whole or in part. In addition, EQUS is entitled to suspend or delete the respective user account, either permanently or temporarily. EQUS will always take into account the respective mutual interests in the case in question before suspending or deleting a user account, either permanently or temporarily. The Customer has the right to utilize EQUS’ internal complaint management process by contacting EQUS at . **8.9** The Customer is solely responsible for complying with the legal provisions to which they are subject in the context of using the Platform. In particular, they must refrain from any action that is prohibited under data protection law and ensure that their employees, representatives, agents, and other vicarious agents also comply with the aforementioned obligations. **8.10** Upon execution or conclusion of the Contract pursuant to Section 2.2, the Customer confirms that it is a business entity within the meaning of Section 2.1 of these ToS. ### 9. EQUS’ Warranty and Liability **9.1** To the extent permitted by applicable law and for as long as the Platform is provided free of charge, EQUS warrants and is liable only for defects or damages caused by EQUS’ willful misconduct or gross negligence. For the avoidance of any doubt, with respect to any Customer inside of the United States and subject to the laws of the United States and the State of Delaware as set forth in Section 12.2, below, the Platform is intended for evaluation purposes only and not for production use, is provided “AS IS” and without warranties of any kind, whether express, implied, or otherwise, and the Platform is excluded from any service level agreement, uptime commitment, or support obligation. **9.2** In any case, with respect to any Customer outside of the United States and subject to German law in accordance with Section 12.2, below, EQUS’ strict liability under Section 536a German Civil Code (“BGB”) is excluded. The Customer may exercise the right to a rent reduction due to a defect only to the extent that the right to reduction or the underlying defect has been legally established. The declaration of reduction must be in writing. The Customer’s right to subsequently reclaim any overpayment remains unaffected by this provision. **9.3** With respect to any Customer outside of the United States, if a Service Fee has been agreed upon, EQUS shall be liable without limitation for damages in accordance with statutory provisions in cases of willful misconduct or gross negligence, as well as for damages resulting from injury to life, limb, or health, within the scope of any warranty expressly assumed elsewhere, and, where applicable in accordance with Section 12.2, below, under the German Product Liability Act (“ProdHaftG”). This is notwithstanding the rules according to Section 9.4 with regard to Customers inside of the United States and subject to the laws of the United States and the State of Delaware as set forth in Section 12.2. **9.4** WITH RESPECT TO ANY CUSTOMER INSIDE OF THE UNITED STATES AND SUBJECT TO THE LAWS OF THE UNITED STATES AND THE STATE OF DELAWARE AS SET FORTH IN SECTION 12.2, BELOW, SUCH CUSTOMER ACKNOWLEDGES AND AGREES THAT EQUS SHALL HAVE NO LIABILITY FOR ANY HARM OR DAMAGE THAT ARISES OUT OF OR IN CONNECTION WITH THE PLATFORM OR CUSTOMER’S USE OF THE PLATFORM, TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, EQUS SHALL HAVE NO LIABILITY TO CUSTOMER FOR ANY LOSS OF PROFITS, SALES, BUSINESS, DATA, OR OTHER INCIDENTAL, CONSEQUENTIAL, SPECIAL, OR INDIRECT LOSS OR DAMAGE OF ANY KIND OR NATURE, INCLUDING EXEMPLARY AND PUNITIVE DAMAGES, RESULTING FROM OR ARISING OUT OF THIS CONTRACT, INCLUDING ANY USE OF THE PLATFORM, EVEN IF EQUS HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. **9.5** With respect to any Customer outside of the United States and subject to German law in accordance with Section 12.2, below, if a Service Fee has been agreed upon, EQUS shall also be liable in cases of ordinary negligence for damages resulting from a breach of a material contractual obligation, the fulfillment of which is essential for the proper performance of the Contract and on the observance of which the Customer regularly relies and is entitled to rely (“Cardinal Obligation”); however, liability shall be limited in amount to the damages that were reasonably foreseeable at the time the Contract was concluded and that are typical for this type of contract. In particular, indirect, incidental, special, or consequential damages are compensable only to the extent that they are typically to be expected when the contractual services are used as intended. **9.6** In all other respects, liability is excluded regardless of the legal basis to the extent permitted by applicable law. **9.7** These liability provisions apply mutatis mutandis to the liability of EQUS’ employees, representatives, officers, and agents. **9.8** If EQUS is wholly or partially prevented from providing the Platform due to an event of force majeure, EQUS’ performance obligations shall be suspended for the duration of the event, plus a reasonable restart period. “Force majeure” is an event external to the business, caused by external forces of nature or other extraordinary environmental events, or by the actions of third parties, which is unforeseeable according to human judgment and experience, cannot be prevented or rendered harmless through the use of commercially reasonable efforts, and which cannot be accepted as a matter of course due to its frequency, e.g., mobilization, war, pandemics, or similar events beyond EQUS’ control, as well as official or judicial orders or measures in connection with such events. ### 10. Confidentiality **10.1** The Parties shall treat as confidential all Confidential Information that they receive or otherwise obtain in the course of their cooperation under this Contract. “Confidential Information” of a Party consists of information relating to competitively sensitive know-how, information designated as confidential, or information that is otherwise recognizable as confidential based on an objective recipient’s perspective, as well as trade and business secrets. The provisions of this Contract are also considered Confidential Information. **10.2** The Parties: * a) shall use Confidential Information solely for the purposes of this Contract, * b) shall grant access to Confidential Information only to persons who require such access for this purpose and who have entered into similar confidentiality obligations, * c) shall not disclose Confidential Information to third-parties, and * d) protect Confidential Information from unauthorized access or use by third parties. **10.3** No confidentiality obligation applies to information that * a) was already known to the receiving Party or in its possession prior to receiving such information from the other Party; * b) is publicly available or becomes publicly available without any wrongful act on the part of the receiving Party; * c) was developed by the receiving Party independently of the Confidential Information received from the other Party. **10.4** The confidentiality obligations set forth in Sections 10.1 and 10.2 shall not apply if and to the extent that the disclosure of Confidential Information is required by mandatory statutory provisions or by an order of a court or regulatory authority, provided that the receiving Party has promptly notified the other Party in writing of such obligation. **10.5** The Party providing Confidential Information remains the lawful owner or holder of such information. All documents received, as well as all copies of Confidential Information, must be returned or destroyed immediately upon termination of the Contract. **10.6** For each instance of a willful breach of this section, the breaching Party agrees to pay a reasonable contractual penalty, which shall be determined by the other Party in its reasonable discretion and, in the event of a dispute, reviewed by the competent court. Also, in the event of a breach or threatened breach of a Party's obligations under this Section 10, the non-breaching Party will be entitled, in addition to other available remedies, to appropriate injunctive or equitable relief, without the necessity of posting bond or other security. **10.7** This section 10 shall remain in effect for a period of five (5) years following the termination of the Contract. ### 11. Data Protection **11.1** The Parties agree to comply with applicable data protection and privacy laws, including without limitation, the EU General Data Protection Regulation (“GDPR”). **11.2** To the extent that the engagement of EQUS gives rise to a data processing relationship within the meaning of Article 28 of the GDPR or other applicable law requiring additional contractual commitments related to the processing or protection of personal data, the Parties shall enter into a separate agreement regarding data processing, which shall form an integral part of this Contract and shall take precedence over all other contractual provisions between the Parties. ### 12. Final Provisions **12.1** The Customer is entitled to set off claims and to assert a right of retention only to the extent that the counterclaim relied upon for such set-off or retention is (i) legally established, (ii) undisputed, or (iii) in the event of litigation, ready for decision at the time of the last oral hearing, or (iv) acknowledged by EQUS. **12.2** If Customer has its registered seat outside of the United States, then the laws of the Federal Republic of Germany shall apply exclusively to the performance and interpretation of this Contract, as well as to all rights, claims, and obligations arising from or in connection with this Contract. If Customer has its registered seat in the United States, then the laws of the United States and the State of Delaware shall apply to the performance and interpretation of this Contract, as well as to all rights, claims, and obligations arising from or in connection with this Contract. The application of the United Nations Convention on Contracts for the International Sale of Goods (CISG) is excluded. **12.3** If the Customer is a merchant, a legal entity under applicable public law, or a special fund under public law, and is outside of the United States, then the exclusive place of jurisdiction for all disputes arising from or in connection with this Contract shall be Munich. This place of jurisdiction shall also apply if the Customer does not have a general place of jurisdiction within Germany, relocates his domicile or habitual residence outside Germany after the conclusion of the contract, or if his domicile or habitual residence is unknown at the time the action is filed. Notwithstanding the foregoing, Customers in the United States irrevocably agree that any disputes between the Parties in relation to this Contract shall be litigated in the courts located in the State of Delaware. **12.4** This Contract constitutes the entire agreement between the Parties with regard to its subject matter. There are no oral or other side agreements to this Contract. Any amendments or additions to this Contract must be made in a writing signed by both Parties. This also applies to the waiver of this written form requirement. **12.5** Should any provision of this Contract be or become invalid or unenforceable, or should a loophole in the Contract be discovered, this shall not affect the validity of the remaining provisions of this Contract. The Parties agree that this provision regarding continued validity does not merely constitute a reversal of the burden of proof, but rather that the Contract is not partially void even without the invalid provision. In such a case, the Parties undertake to replace the invalid or unenforceable provision with a valid and enforceable provision that most closely approximates the economic purpose of the invalid or unenforceable provision, or to fill a gap in the contract with a provision that they would have agreed upon in accordance with their economic intentions had they considered this matter requiring regulation. --- # Agent Instructions This documentation is published with GitBook. GitBook is the documentation platform designed so that both humans and AI agents can read, navigate, and reason over technical content effectively. Learn more at gitbook.com. ## Querying This Documentation If you need additional information that is not directly available in this page, you can query the documentation by asking a question. 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