Terms & Conditions

1. Introduction & Acceptance

Welcome to DigiRoad. These Terms and Conditions ("Terms," "Agreement") govern your access to and use of the services, platforms, applications, and content provided by DigiRoad Inc. ("DigiRoad," "we," "our," or "us"), including the eCampus student experience platform, DigiRoad Connect API infrastructure, UniPay payment rails, and all associated digital tools and integrations.

These Terms should be read alongside our Privacy Policy, which explains how we handle personal data. In the event of any conflict between these Terms and a separately executed institutional agreement, the institutional agreement will take precedence with respect to the specific matters it governs.

Our services are continually evolving. We reserve the right to modify these Terms at any time in accordance with Section 16. Your continued use of our services following any such modification constitutes acceptance of the updated Terms.

2. Company Information

These Terms are entered into between you and:

3. Scope of Services

These Terms apply to all DigiRoad products and services, including but not limited to:

• eCampus — The unified student digital experience platform, including student portals, timetabling, notifications, assessments, institutional messaging, and access to student services.
• DigiRoad Connect — The API infrastructure layer enabling institutions to integrate DigiRoad's services with their existing systems including student information systems (SIS), identity providers, and third-party platforms.
• UniPay — Cross-border student payment infrastructure for tuition fees, accommodation payments, and institutional financial transactions.
• Virtual Student Credentials — Digital identity and credentialing solutions, including virtual student ID cards and NFC/Bluetooth-enabled campus access.
• Mobile Applications — All iOS and Android applications published by DigiRoad Inc.
• Web Portals & Dashboards — Student-facing and administrator-facing web applications.
• API Access — Programmatic access to DigiRoad services via authenticated API keys or OAuth tokens.
• Communication & Notification Services — In-app messaging, push notifications, transactional emails, and institutional communication tools.

DigiRoad reserves the right to modify, suspend, or discontinue any service or feature at any time with reasonable notice. We will endeavour to provide institutional partners with at least 30 days' advance notice of material service changes.

4. Eligibility & Account Registration

4.1 Eligibility Requirements

To use DigiRoad services, you must meet the following eligibility criteria:

• You must be at least 16 years of age. Users under 16 may only access DigiRoad services with the explicit authorisation of a participating institution, which must have obtained appropriate parental or guardian consent.
• You must be affiliated with a participating institution as a student, academic staff member, or administrative staff member; or you must be expressly authorised by DigiRoad Inc. to access the service (e.g., as a developer partner or institutional client).
• You must have the legal capacity to enter into a binding contract in your jurisdiction.
• You must not have been previously suspended or terminated from DigiRoad services for a violation of these Terms or any applicable law.

4.2 Account Registration

To access most DigiRoad services, you will need to create an account. You agree to:

• Provide accurate, current, and complete information during registration;
• Maintain and promptly update your account information to keep it accurate and current;
• Keep your login credentials confidential and not share your account with any third party;
• Notify DigiRoad immediately at legal@digiroad.co if you become aware of any unauthorised use of your account;
• Accept responsibility for all activities that occur under your account, whether or not authorised by you.

4.3 Institutional Accounts

Where an institution subscribes to DigiRoad services, individual user accounts may be provisioned and managed by the institution as the account owner. In such cases, the institution is responsible for ensuring that its users comply with these Terms and any supplementary terms contained in the institutional service agreement.

5. User Responsibilities

As a user of DigiRoad services, you are responsible for the following:

5.1 Accurate Information

You must provide truthful and accurate information when registering for an account, submitting forms, or interacting with DigiRoad services. Providing false information — including misrepresenting your institutional affiliation, identity, or student status — is a material breach of these Terms and may result in immediate account termination and potential referral to your institution or relevant authorities.

5.2 Account Security

You are responsible for maintaining the security of your account credentials. You should use a strong, unique password and enable multi-factor authentication where available. DigiRoad will never ask you for your password via email or any unsolicited channel. If you suspect your account has been compromised, contact us immediately at legal@digiroad.co.

5.3 Compliance with Institutional Policies

Your use of DigiRoad services must comply with the policies, codes of conduct, and regulations of your affiliated institution. Where your institution has provided supplementary terms or usage restrictions, those apply in addition to these Terms.

5.4 Lawful Use

You must use DigiRoad services only for lawful purposes. You must not use our platforms to engage in any activity that is unlawful, harmful, fraudulent, abusive, harassing, defamatory, or that infringes the rights of any third party.

5.5 Device & Access Responsibility

You are responsible for ensuring that any device you use to access DigiRoad services meets minimum security requirements, including keeping operating systems and browsers up to date. DigiRoad is not liable for security incidents arising from vulnerabilities on your own devices.

6. Acceptable Use Policy

The following activities are strictly prohibited on DigiRoad platforms. Violations may result in immediate account suspension, termination, and/or legal action:

6.1 Technical Misuse

• Reverse Engineering: You may not attempt to reverse engineer, decompile, disassemble, or otherwise derive source code from any DigiRoad software or platform.
• Scraping & Automated Access: You may not use automated tools, bots, scripts, crawlers, or scrapers to access, collect, or extract data from DigiRoad platforms without prior written authorisation.
• Unauthorised Access: You may not attempt to gain unauthorised access to any DigiRoad system, server, database, account, or network component. This includes attempting to circumvent authentication mechanisms, exploit security vulnerabilities, or access data belonging to other users.
• Service Interference: You may not take any action that imposes an unreasonable or disproportionately large load on DigiRoad's infrastructure, or that otherwise disrupts or degrades the performance of our services for other users.
• Malicious Software: You may not upload, transmit, or introduce any virus, malware, ransomware, spyware, or other malicious code into any DigiRoad system.

6.2 Fraudulent & Abusive Activity

• Fraudulent Transactions: You may not use UniPay or any payment feature to initiate fraudulent transactions, conduct money laundering, circumvent financial regulations, or facilitate unauthorised fund transfers.
• Impersonation: You may not impersonate any person or entity, including DigiRoad employees, institutional staff, or other students.
• Misuse of Credentials: You may not use virtual student credentials issued through DigiRoad for any purpose other than institutional access and identification. Falsifying or transferring credentials to another person is prohibited.
• Academic Misconduct: You may not use DigiRoad platforms to facilitate or engage in academic dishonesty, plagiarism, or any other conduct that violates your institution's academic integrity policy.

6.3 Content Standards

• You may not post, transmit, or share content that is unlawful, threatening, abusive, harassing, defamatory, obscene, or that violates any applicable law or regulation.
• You may not infringe the intellectual property rights of DigiRoad or any third party through content you submit or share via our platforms.

7. Intellectual Property

7.1 DigiRoad's Intellectual Property

All content, software, technology, trade marks, service marks, logos, designs, interfaces, documentation, and other materials available through DigiRoad platforms are the exclusive property of DigiRoad Inc. or its licensors, and are protected by applicable intellectual property laws including copyright, patent, trade mark, and trade secret law.

The DigiRoad name, logo, and all related marks are registered or unregistered trade marks of DigiRoad Inc. You may not use these marks without the prior written consent of DigiRoad.

7.2 Licence to Users

Subject to your compliance with these Terms, DigiRoad grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to access and use DigiRoad services for your personal, non-commercial, institutional use only. This licence does not include any right to:

• Resell, redistribute, or commercially exploit any part of DigiRoad's services or content;
• Copy, modify, adapt, translate, or create derivative works based on DigiRoad software;
• Remove or alter any proprietary notices or labels on DigiRoad's software or content;
• Use DigiRoad's intellectual property for any purpose not expressly permitted by these Terms.

7.3 User-Submitted Content

To the extent that you submit content to DigiRoad platforms (such as profile information, feedback, or support communications), you grant DigiRoad a worldwide, royalty-free, non-exclusive licence to use, store, reproduce, and display such content solely for the purposes of providing and improving the service. You retain all ownership rights in content you submit.

7.4 Institutional Content

Content provided by your institution through DigiRoad platforms (such as course materials, timetables, and institutional communications) remains the intellectual property of that institution. DigiRoad acts only as a technology conduit and does not claim ownership of institutional content.

8. Payments & Transactions

8.1 Payment Processing

Payments made through DigiRoad platforms — including tuition payments, accommodation fees, and institutional charges processed via UniPay — are handled by third-party payment processors, including Stripe and institutional payment systems. By making a payment through DigiRoad, you agree to the terms and privacy policies of the applicable payment processor.

DigiRoad does not store your full card details or bank account numbers. All payment card data is tokenised and processed within the payment processor's PCI DSS-compliant environment.

8.2 Transaction Accuracy

You are responsible for ensuring that payment details, recipient information, and transaction amounts are accurate before confirming any transaction. DigiRoad is not liable for losses arising from incorrect payment details submitted by the user.

8.3 Payment Processor Errors

DigiRoad is not liable for errors, delays, or failures caused by third-party payment processors. Any dispute arising from a payment transaction should first be addressed with the payment processor directly. DigiRoad will provide reasonable assistance in facilitating the resolution of payment disputes where possible.

8.4 Refund Policy

Refund policies for payments made through DigiRoad are primarily governed by the terms of your institution. Institutional fees, tuition payments, and accommodation charges are subject to your institution's refund and withdrawal policies. DigiRoad does not independently issue refunds for institutionally governed payments. For platform subscription fees applicable to institutional contracts, refunds are governed by the relevant institutional service agreement.

8.5 Currency & Cross-Border Transactions

UniPay supports multi-currency and cross-border payment transactions. Exchange rates are determined at the time of transaction based on rates provided by our payment processing partners. DigiRoad is not responsible for currency fluctuations or foreign exchange losses. Transaction fees applicable to cross-border payments will be disclosed at checkout.

8.6 Taxes

You are responsible for any taxes, duties, or levies applicable to transactions you initiate through DigiRoad platforms, including any withholding taxes applicable to international payments. DigiRoad will provide transaction documentation to assist with institutional and personal tax compliance where applicable.

9. Third-Party Services & Integrations

DigiRoad integrates with a range of third-party technology providers to deliver our services. Your use of DigiRoad platforms may involve your data being processed by these providers, each of whom operates under their own terms and privacy policies.

DigiRoad is not responsible for the terms, practices, or availability of third-party services. By using DigiRoad platforms, you acknowledge that your data may be processed by these providers. Links to their respective privacy policies are available upon request at legal@digiroad.co.

DigiRoad platforms may also contain links to external third-party websites. These links are provided for convenience only. DigiRoad does not endorse and is not responsible for the content, privacy practices, or terms of any linked third-party website.

10. Privacy & Data

Your privacy is important to us. The collection, use, storage, and disclosure of personal data in connection with your use of DigiRoad services is governed by our Privacy Policy, which is incorporated into these Terms by reference.

By using DigiRoad services, you consent to the data practices described in the Privacy Policy. We encourage you to read it carefully to understand your rights and how your information is handled.

Where DigiRoad processes personal data on behalf of an institution, such processing is also governed by the Data Processing Agreement (DPA) executed between DigiRoad and that institution. In the event of any conflict between these Terms and a DPA, the DPA will govern with respect to data processing matters.

11. Disclaimers

11.1 "As Is" Service

DigiRoad services are provided on an "as is" and "as available" basis, without warranty of any kind, either express or implied. To the fullest extent permitted by applicable law, DigiRoad disclaims all warranties, including but not limited to implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement.

11.2 Availability & Uptime

DigiRoad does not guarantee uninterrupted, error-free, or continuous availability of its services. Scheduled maintenance windows, technical failures, third-party outages, and force majeure events may cause temporary disruptions. Where DigiRoad has committed to a specific uptime SLA in an institutional service agreement, those contractual commitments will apply. DigiRoad will endeavour to notify institutional partners of planned downtime in advance.

11.3 Institutional Data Accuracy

DigiRoad is not responsible for the accuracy, completeness, or currency of data provided by or on behalf of your institution, including timetables, assessment schedules, fee amounts, course information, or contact details. DigiRoad acts as a technology conduit and is not liable for errors in institutional data that is displayed or processed through our platforms.

11.4 Third-Party Content & Services

DigiRoad makes no warranties regarding any third-party services, products, or content accessed through or linked from our platforms. Your use of third-party services is at your own risk and subject to the terms of those providers.

11.5 Security

While DigiRoad implements industry-standard security measures, no system can guarantee absolute security. DigiRoad does not warrant that its platforms are entirely free from security vulnerabilities or that any data breach will not occur.

12. Limitation of Liability

To the fullest extent permitted by applicable law:

• DigiRoad Inc., its officers, directors, employees, shareholders, agents, and licensors shall not be liable for any indirect, incidental, special, consequential, punitive, or exemplary damages, including but not limited to loss of profits, loss of revenue, loss of data, loss of goodwill, business interruption, or cost of substitute services, arising out of or in connection with your use of DigiRoad services, even if DigiRoad has been advised of the possibility of such damages.
• DigiRoad's total cumulative liability to you for all claims arising out of or relating to these Terms or the use of DigiRoad services shall not exceed the greater of: (a) the amount you paid to DigiRoad in the 12 months preceding the claim; or (b) one hundred US dollars (USD $100).
• These limitations apply regardless of the form of action — whether in contract, tort (including negligence), strict liability, or otherwise.

Nothing in these Terms limits or excludes liability that cannot be limited or excluded under applicable law, including liability for death or personal injury caused by negligence, or for fraud or fraudulent misrepresentation.

13. Indemnification

You agree to defend, indemnify, and hold harmless DigiRoad Inc. and its officers, directors, employees, agents, licensors, and service providers from and against any and all claims, liabilities, damages, judgments, awards, losses, costs, expenses, and fees (including reasonable legal fees) arising out of or relating to:

• Your violation of these Terms or any applicable law or regulation;
• Your use or misuse of DigiRoad services, including any data you submit, store, or transmit through our platforms;
• Your infringement of any intellectual property or other rights of any third party;
• Your violation of the acceptable use provisions in Section 6;
• Any claim by an institution or third party arising from your conduct while using DigiRoad services.

DigiRoad reserves the right, at its own expense, to assume the exclusive defence and control of any matter otherwise subject to indemnification by you, in which event you will cooperate with DigiRoad in asserting any available defences.

14. Account Suspension & Termination

14.1 Termination by You

You may close your account and terminate your use of DigiRoad services at any time by contacting us at legal@digiroad.co. Where your account is managed by your institution, account closure must be coordinated with your institution's IT or student services team.

14.2 Suspension or Termination by DigiRoad

DigiRoad reserves the right to suspend, restrict, or terminate your access to any or all services, with or without notice, in the following circumstances:

• Policy Violations: Breach of these Terms, the Acceptable Use Policy (Section 6), or any supplementary terms applicable to your use;
• Institutional Request: At the request of your affiliated institution, such as upon graduation, withdrawal, or disciplinary action;
• Security Concerns: Where we have reasonable grounds to believe your account has been compromised, is being used fraudulently, or poses a security risk to other users or our systems;
• Legal Obligation: Where required by law, court order, or regulatory authority;
• Non-Payment: Where applicable subscription or service fees remain unpaid following a grace period.

14.3 Effect of Termination

Upon termination of your account:

• Your access to DigiRoad services will be revoked immediately or at the agreed transition date;
• Any data associated with your account will be handled in accordance with our data retention policies as described in the Privacy Policy;
• Provisions of these Terms that by their nature should survive termination — including intellectual property rights, disclaimers, limitations of liability, and indemnification — will continue to apply.

15. Governing Law & Dispute Resolution

15.1 Governing Law

These Terms and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of the jurisdiction of DigiRoad Inc.'s formal registration, to be confirmed and updated as the company formalises its corporate structure. Until such time, the parties agree that disputes will be governed by the laws of a mutually agreed jurisdiction or as specified in an applicable institutional service agreement.

15.2 Dispute Resolution

We encourage users to contact us directly to resolve any disputes informally in the first instance. Please email legal@digiroad.co with a description of the issue and we will endeavour to resolve it within 30 days.

Where informal resolution is not achieved, disputes may be referred to:

• Mediation: The parties may agree to non-binding mediation before a mutually agreed mediator;
• Arbitration: Binding arbitration under the rules of a mutually agreed arbitration body, conducted in the agreed jurisdiction;
• Courts: Litigation in the courts of the governing jurisdiction, where arbitration is not agreed or applicable.

Institutional clients with a separately executed service agreement should refer to the dispute resolution clause contained therein, which will take precedence over this section.

15.3 No Class Actions

To the extent permitted by applicable law, all claims must be brought in an individual capacity and not as a plaintiff or class member in any purported class or representative action. You waive any right to bring or participate in any class action against DigiRoad.

16. Updates to These Terms

DigiRoad reserves the right to modify these Terms at any time to reflect changes in our services, legal requirements, or business practices. We are committed to providing clear notice of any material changes.

When we make significant changes to these Terms, we will:

• Send a notification to the email address associated with your account;
• Display a prominent notice within the DigiRoad platform or application upon your next login;
• Update the "Last updated" date at the top of this document.

Your continued access to or use of DigiRoad services after the effective date of any updated Terms constitutes your acceptance of those updated Terms. If you do not agree to the changes, you must stop using the affected services and may request account closure.

We recommend reviewing these Terms periodically. Previous versions are available upon request at legal@digiroad.co.

17. Contact Us

If you have any questions about these Terms, wish to report a violation, or need assistance with your account or a legal matter, please contact DigiRoad through the following channels:

These Terms are also supported by our Privacy Policy, which explains in detail how DigiRoad collects, uses, and protects your personal data.