Policies & Agreements

1. Additional Definitions 

The following additional definitions apply to this Addendum:

1.1 “Authorized Persons” means Customer, Motive, Amazon, and each of their independent contractors and agents/contractors/vendors that may need to access the Biometric Data to provide the Services, including the Biometric Services.

1.2. “Biometric Data” means data generated by automatic measurements of an individual’s biological characteristics that are used to identify a specific individual.  Biometric Data may include, for example, a scan of face or hand geometry, a retina or iris scan, fingerprint, or voiceprint.

1.3. “Biometric Laws” means all applicable federal, state, and local laws and regulations that govern, restrict, and/or prohibit the collection, capture, purchase, receipt, possession, disclosure, dissemination, use, storage, sale, lease, trade, transmission, retention, protection, and processing of Biometric Data, including without limitation the Illinois Biometric Information Privacy Act, 740 ILCS 14/1 et seq.

1.4. “Biometric Services” means Motive’s provision of the Services using technology that implicates, involves, or uses Biometric Data.

1.5. “Biometric User” means Customer’s End Users, employees, and/or independent contractors who are requested or required by Customer to use Biometric Services, as well as any other person who uses the Biometric Services or is present in a vehicle while the Biometric Services are in use.

2. Additional Terms Governing Biometric Data

Because the Biometric Laws may apply to Customer’s use of Biometric Services, to the extent that Customer elects to use Biometric Services as part of the Services, Customer agrees to comply with any and all applicable Biometric Laws and with the terms below provided that, to the extent there is a conflict between the terms below and the Biometric Laws, Customer will comply with the Biometric Laws.  In the event Customer is unwilling to comply with the Biometric Laws and the terms below relating to Biometric Services, Customer must cease all use of the Biometric Services, although Customer will be able to continue to use the Services that do not involve Biometric Services.  The following terms and conditions apply to all Biometric Services:

2.1 Biometric User Notice and Consent

Customer will provide clear and conspicuous notice and obtain and retain appropriate consents and/or releases from each Biometric User related to their Biometric Data as required by the Biometric Laws.  Customer shall certify to Motive (as may from time to time be required by Motive) that such notices have been provided and/or such consents/releases have been obtained.  Each such notice and/or consent/release shall, at a minimum, insofar as Authorized Persons are collecting, capturing, or otherwise obtaining Biometric Users’ Biometric Data:

2.1.1. Notify each Biometric User in writing that their Biometric Data is being collected, captured, or otherwise obtained,

2.1.2. Notify each Biometric User in writing of the purposes for which their Biometric Data is being collected, captured, or otherwise obtained and the length of time for which their Biometric Data is stored (which in no event shall exceed the time the Biometric Laws permit such storage); and

2.1.3. Via a document signed by each Biometric User or the Biometric User’s authorized representative, authorize the Authorized Persons to collect, store, use share, disclose, or redisclose such the Biometric User’s Biometric Data, amongst and between the Authorized Persons, in order to provide the Services (including the Biometric Services) and for such other purposes as may be authorized by the applicable Biometric User.

An example of a notice Customer may choose to use as a starting point for drafting such consent, after consulting with its counsel regarding the Biometric Laws, can be found at https://helpcenter.gomotive.com/hc/en-us/articles/21774770295581-Sample-Biometric-Data-Notice-and-Consent-Form-for-Motive-Face-Match-Feature.

2.2 Biometric Information Policy

Customer will implement, distribute, make available to the public, and adhere to (to the extent required by law) a written document establishing Customer’s policy with regard to collection, capture, purchase, receipt, possession, disclosure, dissemination, use, storage, sale, lease, trade, transmission, retention, protection, and processing of Biometric Data.  Such policy will include a retention schedule that complies with the applicable Biometric Laws along with guidelines for permanently destroying Biometric Data. 

Motive’s Biometric Information Policy can be found at https://gomotive.com/legal/biometric-data-collection-policy/

2.3 Storage and Sharing of Biometric Data 

Customer agrees that it insofar as it comes into possession of Biometric Data via the Biometric Services, it shall use a reasonable standard of care consistent with the Biometric Laws to store, transmit, and protect such Biometric Data.  Such storage, transmission, and protection shall, at minimum, be performed in a manner that is the same as or more protective than the manner in which Customer stores, transmits and protects other confidential and sensitive information.  Customer shall not share the Biometric Data collected under this Agreement with any party except insofar as such sharing is authorized by the Biometric Laws or this Addendum.

2.4 Retention and Purging of Biometric Data

To ensure that Biometric Data is retained and purged in accordance with the Biometric Laws, Customer will provide timely notification to Motive of the termination of the employment/cessation of work (or the satisfaction of the purpose for which Biometric Data was collected if the Biometric Data is needed for a shorter or longer time than the termination of employment/cessation of work) with respect to any given Biometric User. 

3. Third-Party Beneficiaries

Notwithstanding anything to the contrary in the Agreement, Customer agrees that the Authorized Persons and their respective successors and assigns are third-party beneficiaries of this Addendum and will be entitled to enforce the same against Customer and are entitled to indemnification under Additional Indemnification (Section 5) for any breach of this Addendum.

4. Additional Termination Provisions for Biometric Services

If Motive determines that Customer has failed to comply with any potentially applicable laws and regulations applicable to the Biometric Services, including without limitation the Biometric Laws, Motive may, in its sole discretion, immediately suspend or terminate Customer’s use of the Biometric Services.

5. Additional Indemnification

Customer shall indemnify, defend, and hold harmless the Authorized Persons, and their respective affiliates and their respective officers, directors, shareholders, employees and agents from and against any and all third-party claims, causes of action, liability, damage or loss (including, without limitation, reasonable attorneys’ fees and court costs) arising out of or related to Customer’s failure to comply with its obligations under this Addendum.