THE GOVERNMENT OF MANITOBA - DIGITAL WALLET APPLICATION
END USER LICENSE AGREEMENT


This End User License Agreement ("EULA") is a legal agreement between you, as the end user of the MB Wallet Application ("You" or "you"), and His Majesty the King in Right of the Province of Manitoba (the "Province"). This EULA sets out the terms and conditions that apply to you when you download and use the MB Wallet Application ("MB Wallet"). MB Wallet allows you to store your digital credentials, which are proof of qualification, affiliation, competence, or clearance issued by the Province or third-party issuers that you can present to another party who needs to verify those credentials. You may access MB Wallet on either the Google Play Store or the Apple App Store. Some of the terms that follow reference Google or Apple, as applicable, and such references will apply only to the extent that you have accessed and downloaded MB Wallet to your mobile device through that particular platform. By downloading the MB Wallet Application, and in consideration of the use of MB Wallet, you agree to the following.

  1. Parties. The parties to this EULA are you and the Province (collectively, the "Parties"). The Parties acknowledge that: (a) this EULA is concluded between the Parties only, and not with Apple Inc. ("Apple") or Google LLC ("Google"); and (b) the Province, not Apple nor Google, is solely responsible for MB Wallet.
  2. Ability to Accept EULA. To accept the terms and conditions of this EULA and to download or use MB Wallet, you must be, and you represent and warrant that you are: (a) at least sixteen (16) years of age; or (b) if you are under 16, your parent or guardian may accept this EULA on your behalf, in which case your parent or guardian is responsible for your use of MB Wallet. If you have not met these requirements, you must not access or use MB Wallet.
  3. Device Protection. You are responsible for the security of any device you use in connection with MB Wallet, including without limitation for using appropriate device protection (e.g., a complex password/passcode or biometric information) and for keeping your device protection confidential, as well as for using appropriate security protections (e.g., using up to date anti-virus/anti-spyware software and up to date operating system version (currently iOS 12 or later, or Android 11 or later), limiting password attempts and setting the device to lock after a short period of inactivity) in connection with your device.
  4. Access to Application. You must not allow any other individual or entity to access or use MB Wallet on your behalf.
  5. Application Ownership. MB Wallet, including without limitation trademarks, trade names, logos, domain names, images, graphics, graphical user interface elements and designs, in any form or medium whatsoever, are owned by the Province or its licensors and are protected by copyright, patent, trademark and other laws protecting intellectual property rights.
  6. Ownership. Digital credentials are owned by the party identified in the agreement between the issuer and the holder concerning the credential. Any other information and works stored, made available, displayed or transmitted by you in connection with MB Wallet, including any information relating to credentials you have verified (collectively, "Content") are, between the Province and you, owned by you and are protected by copyright, patent, trademark and other laws protecting intellectual property rights. Subject to this EULA, you grant the Province a limited license to access, use, process, copy, distribute, perform, and display your Content (including reformatting and modification for display) solely to the extent necessary to provide MB Wallet to you. You are solely responsible for the accuracy, content and legality of your Content and you represent and warrant that you have all necessary intellectual property rights to grant the Province this limited license to use your Content. The Province has no obligation to monitor your Content.
  7. Third Party Beneficiary. The Parties acknowledge and agree that: (a) Apple and Google, and their respective subsidiaries, are third party beneficiaries of this EULA; and (b) upon your acceptance of the terms and conditions of the EULA, Apple and Google will have the right (and will be deemed to have accepted the right) to enforce the EULA against you as a third-party beneficiary thereof.
  8. License. The Province hereby grants to you a non-exclusive, royalty-free, non-transferable and, subject to section 9 of this EULA, limited license to perform, use and display MB Wallet on either Google or Apple branded products, provided that usage on any Apple branded products must be products that you either own or control and as permitted by the Usage Rules set forth in the Apple Media Services Terms and Conditions located at https://www.apple.com/legal/internet-services/itunes/us/terms.html (or such other URL as Apple may designate) (the "App Store Terms"), as may be modified by Apple from time to time (the "Licence"). Except as provided in the App Store Terms (which does permit Licensed Applications to be accessed, acquired, and used by other accounts associated with the purchaser via Family Sharing or volume purchasing), you may not distribute or make MB Wallet available over a network where it could be used by multiple devices at the same time. If you sell your Apple branded product to a third party, you must first remove MB Wallet from that Apple branded product. For greater certainty, you may not: (a) transfer, redistribute or sublicense MB Wallet; or (b) copy (except as permitted by this Licence and the Usage Rules), reverse-engineer, disassemble, attempt to derive the source code of, modify, or create derivative works of MB Wallet, any updates, upgrades or any part of MB Wallet (except as and only to the extent that any foregoing restriction is prohibited by applicable law or to the extent as may be permitted by the licensing terms governing use of any open-sourced components included with MB Wallet).
  9. Termination. The Licence will terminate automatically in the event that you fail to comply with any of the terms and conditions of this EULA or if any of your representations or warranties are or become inaccurate or untruthful. The Province also reserves the right to terminate this Licence for any reason, in its sole discretion. In the event of termination of this License you must: (a) immediately stop using MB Wallet; and (b) delete or destroy all copies of MB Wallet in your possession or under your control.
  10. Acceptable Use. You must not take any action in connection with your use of MB Wallet that would jeopardize the security, integrity or availability of MB Wallet, including, without limitation: (a) using the Licensed Application for any unlawful or inappropriate purpose;(b) tampering with any portion of MB Wallet; (c) using MB Wallet to transmit any virus or other harmful or destructive computer code, files or programs or to conduct hacking or intrusion activities; (d) attempting to circumvent or subvert any security measure associated with MB Wallet; (e) taking any action that might reasonably be construed as likely to adversely affect other users of MB Wallet; or (f) removing or altering any proprietary symbol or notice, including any copyright notice, trademark or logo, displayed in connection with MB Wallet.
  11. Maintenance and Support. The Parties acknowledge that: (a) the Province may, in its sole discretion, provide maintenance and support of MB Wallet, including troubleshooting, updates and modifications (the "Support Services"); (b) the Province is solely responsible for the provision of Support Services, if any; and (c) neither Apple nor Google have any obligations whatsoever to furnish any maintenance and support services with respect to MB Wallet. All questions respecting the Support Services, and all general inquiries respecting MB Wallet, should be directed to: digcred@gov.mb.ca.
  12. Disclaimer of Warranty. MB WALLET IS PROVIDED TO YOU "AS IS" AND THE PROVINCE DISCLAIMS ALL REPRESENTATIONS, WARRANTIES, CONDITIONS, OBLIGATIONS AND LIABILITIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, IN RELATION TO MB WALLET, INCLUDING WITHOUT LIMITATION IMPLIED WARRANTIES WITH RESPECT TO MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. Without limiting the general nature of the previous sentence, the Province does not represent or warrant that: (a) MB Wallet will be available; (b) the Content will be secure in all scenarios; (c) your use of MB Wallet will be timely, uninterrupted or error free; (d) any errors in MB Wallet will be corrected; or (e) MB Wallet will meet your expectations and requirements. The Parties acknowledge that Apple and Google have no warranty obligation whatsoever with respect to MB Wallet.
  13. Limitation of Liability. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, UNDER NO CIRCUMSTANCES WILL THE PROVINCE BE LIABLE TO ANY PERSON OR ENTITY FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL OR OTHER LOSS, CLAIM, INJURY OR DAMAGE, WHETHER FORESEEABLE OR UNFORESEEABLE (INCLUDING WITHOUT LIMITATION CLAIMS FOR DAMAGES FOR LOSS OF PROFITS OR BUSINESS OPPORTUNITIES, USE OR MISUSE OF, OR INABILITY TO USE, MB WALLET, INTERRUPTIONS, DELETION OR CORRUPTION OF FILES, LOSS OF PROGRAMS OR INFORMATION, ERRORS, DEFECTS OR DELAYS) ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR USE OF MB WALLET AND WHETHER BASED ON CONTRACT, TORT, STRICT LIABILITY OR ANY OTHER LEGAL THEORY. THE PREVIOUS SENTENCE WILL APPLY EVEN IF THE PROVINCE HAS BEEN SPECIFICALLY ADVISED OF THE POSSIBILITY OF ANY SUCH LOSS, CLAIM, INJURY OR DAMAGE. The Parties acknowledge that Apple and Google are not responsible for: (a) addressing any claims by you or any third party of any nature whatsoever relating to MB Wallet; or (b) your possession and/or use of MB Wallet.
  14. Intellectual Property Claims. MB Wallet is owned by the Province or used by the Province under license. The Parties acknowledge that, in the event of any third-party claim that MB Wallet or your possession or use of MB Wallet infringes that third party's intellectual property rights, the Province, and not Apple nor Google, is solely responsible for the investigation, defence, settlement and discharge of any such claim. In the event of any such claim, the Province reserves the right to replace any portion of MB Wallet that allegedly infringes a third party's intellectual property rights.
  15. Indemnification. You agree to indemnify, defend and hold harmless the Province and all of its respective servants, employees and agents from and against all claims, demands, obligations, losses, liabilities, costs or debt, and expenses (including but not limited to reasonable legal fees) arising from or related to: (a) your use of MB Wallet (b) your Content; or (c) your violation of any provision of this EULA.
    16. 16 Privacy. The MB Wallet App Privacy Policy (the "Privacy Policy") is incorporated by reference into and forms part of this EULA and can be found here: [link to be inserted].
  16. Third Party Web Sites. You acknowledge that: (a) MB Wallet may include links to third party web sites; (b) when you link to a third party web site, you may be subject to the terms of use and the privacy policy, if any, of that third party web site; and (c) the Province does not endorse the content of any third party web sites and is not responsible for the terms of use, privacy policies, practices or content of any third party web site.
  17. Third Party Terms of Agreement. You may require the use of third-party services in order to use MB Wallet (including wireless data services), and you agree to comply with any applicable third-party terms of service that apply to you when using MB Wallet.
  18. Legal Compliance. You represent and warrant that: (a) you are not located in a region that is subject to a U.S. or Canadian government embargo, or that has been designated by the U.S. or Canadian government as a "terrorist supporting" region; and (b) you are not listed on any U.S. or Canadian government list of prohibited or restricted parties.
  19. Changes to Licensed Application and/or Terms. The Province may at any time, in its sole discretion: (a) discontinue MB Wallet; or (b) make changes to MB Wallet or this EULA, including the Privacy Policy. Users should periodically review the MB Wallet site on either the Google Play Store or the Apple App Store to review any updates to this EULA. By continuing to use MB Wallet, you will be conclusively deemed to have accepted any such changes.
  20. General. This EULA and, as applicable, including the additional terms referenced in the App Store Terms, are the entire agreement between you and the Province with respect to the subject matter of this EULA. The headings in this EULA are inserted for convenience only and will not be used in interpreting or construing any provision of this EULA. If any provision of this EULA is invalid, illegal or unenforceable, that provision will be severed from this EULA and all other provisions will remain in full force and effect. This EULA will be governed by and construed in accordance with the laws of the province of Manitoba and the applicable laws of Canada. By downloading the MB Wallet Application or using the MB Wallet, you consent to the exclusive jurisdiction and venue of the courts of the province of Manitoba, sitting in Winnipeg, for the hearing of any dispute arising from or related to this EULA and its subject matter.