Sovrin Network Transaction Addendum

1      Sovrin Network Requirements

1.1    The use of the Sovrin Network, including its use in conjunction with the Evernym Services to create, issue and verify Digital Credentials, is governed by the Sovrin Governance Framework as approved and revised from time to time by the Sovrin Board of Trustees (the “Sovrin Governance Framework”). Under the current Sovrin Governance Framework, a Sovrin Network user that wishes to write a transaction to the Sovrin Network (a “Transaction Author”) must (1) enter into a Transaction Author Agreement (“TAA”) with the Sovrin Foundation as a precondition to doing so, and (2) pay the applicable network write fee (with certain limited exceptions).

1.2    The Sovrin Governance Framework further requires that every transaction must also be digitally signed by an entity approved by the Sovrin Foundation to endorse transactions and who is responsible for ensuring payment of the applicable write fees (a “Transaction Endorser”), a process known as “Endorsement.” Transactions lacking the necessary Endorsement will not be processed as valid Sovrin Network transactions by Sovrin Network node operators (known as “Stewards”). Accordingly, unless Customer is approved as a Transaction Endorser or there is a change in the Sovrin Network Governance Framework, Sovrin Network transactions authored by Customer or Authorized Users require Endorsement as a precondition to being submitted to the Sovrin Network.

1.3    Stewards may function as Transaction Endorsers upon entering into a Transaction Endorser agreement with the Sovrin Foundation. Other parties may apply to the Sovrin Foundation to be approved as a Transaction Endorser. Evernym is Steward and has entered into a Transaction Endorser Agreement and, accordingly, can function as a Transaction Endorser.

2      Applicability of Addendum

2.1    Customer May Use Evernym as a Transaction Endorser at Customer’s Option. At its option, Customer may use Evernym as a Transaction Endorser for its and Authorized Users’ Sovrin Network transactions, but there is no requirement that Customer do so. If Customer is engaging in authorized Resale, at Customer’s option and written direction, Evernym shall serve as Transaction Endorser for Customer’s Resale Customers and their Authorized Users. For the avoidance of doubt, Customer is free to use any third party Transaction Endorser of its choosing and/or to seek approval to function as a Transaction Endorser itself.

2.2    Applicability. This Addendum applies to all Customer and Authorized User Sovrin Network transactions for which Evernym functions as Transaction Endorser. Transactions that do not require a Transaction Endorser, if any, and transactions Endorsed by a Transaction Endorser other than Evernym are not covered by this Addendum.

3      Evernym Authorization to Enter Into TAA on Customer’s Behalf.

3.1    Customer acknowledges that in order to write transactions to the Sovrin Network, Customer must agree to the then-current TAA (current version found at (https://sovrin.org/wp-content/uploads/Transaction-Author-Agreement-V2.pdf). Where Evernym is acting as Customer’s Transaction Endorser or otherwise submitting transactions to the Sovrin Network at Customer’s request, Customer authorizes Evernym to accept the then-current TAA on behalf of Customer if and when necessary to comply with Sovrin Network requirements. This authorization applies only to transactions submitted by Evernym on behalf of Customer and may be rescinded by Customer at any time through written notification to Evernym.

4      Transaction Endorsement

4.1    Endorsement Requirements. Evernym will only Endorse Customer transactions if the following requirements (the “Endorsement Requirements”) are met:

4.1.1.    Customer must have entered into a TAA (including a TAA accepted on Customer’s behalf pursuant to Section 3 above), be in compliance with all of the requirements of that agreement, and otherwise have all necessary rights and permissions to submit the subject transaction to the Sovrin Network.
4.1.2.    The transaction is a valid Sovrin Network transaction that complies with the Sovrin Governance Framework, the terms of Customer’s TAA, and all other applicable requirements and policies governing Sovrin Network transactions.
4.1.3.    The transaction does not violate any applicable law nor contain data or information that infringes or misappropriates the intellectual property rights of any third party;
4.1.4.    Customer must provide Evernym with a properly formatted Sovrin Network transaction that is complete and ready to be submitted to the Sovrin Network.
4.1.5.    The transaction must not contain Personal Data (as that term is defined in the Sovrin Governance Framework) unless and until the Sovrin Governance Framework is revised to allow the submission of such transactions to the Sovrin Network. Thereafter, Customer transactions must not contain Impermissible Personal Data (as that term is defined in the Sovrin Governance Framework). With respect to any transaction containing Permissible Personal Data (as that term is defined in the Sovrin Governance Framework), Customer must (1) comply with the GDPR and other data privacy laws to the extent they are applicable and (2) have a proper express written consent from the data subject authorizing the submission of the transaction and its permanent recordation on the Sovrin Ledger.

4.2    Transaction Submission. Following Endorsement, Evernym shall submit the Endorsed transaction to the Sovrin Network on Customer’s behalf, unless Customer and Evernym agree otherwise in writing.

4.3    Customer Responsibility and Covenants, Representations and Warranties.

4.3.1.    It is Customer’s sole responsibility to ensure that all transactions sent by Customer to Evernym for Endorsement meet the Endorsement Requirements. Evernym shall have no duty hereunder to independently confirm that a transaction meets the Endorsement Requirements.
4.3.2.    Submission of a transaction to Evernym for Endorsement shall constitute Customer’s representation, warranty, and covenant that the transaction meets the Endorsement Requirements.

4.4    Evernym Responsibility.

4.4.1.    Subject to Customer meeting the Endorsement Requirements, Evernym shall use reasonable commercial efforts to Endorse the transactions sent by Customer to Evernym for Endorsement and to promptly submit the transaction to the Sovrin Network.
4.4.2.    The foregoing notwithstanding, Evernym shall have no obligation to Endorse any transaction that it believes (1) violates or could violate the Endorsement Requirements or any applicable requirement set forth in the Sovrin Governance Framework or any other requirements and policies governing Sovrin Network transactions, (2) violates or could violate any applicable law, or (3) will or could cause harm to the Sovrin Network, Evernym, another Sovrin Network participant, or any other third party.
4.4.3.    Evernym may exercise any or all of the rights afforded to it by its Transaction Endorser Agreement, Customer’s TAA, and/or the Sovrin Governance Framework.

4.5    Liability and Indemnification.

4.5.1.    Customer is solely liable for any failure of a transaction to meet the Endorsement Requirements. Evernym and shall have no liability to Customer, any Sovrin Network participant, or any third party for any failure of a transaction to meet the Endorsement Requirements or for Evernym’s Endorsement of, or failure to endorse, a transaction.
4.5.2.    Customer understands and agrees that the failure to comply with the Endorsement Requirements constitutes a material breach of the Agreement. Notwithstanding any limitations of liability set forth in this Agreement, Customer agrees that it shall indemnify Evernym pursuant to the full extent of any and all costs and damages Evernym incurs as a result of its obligation to indemnify the Sovrin Foundation for claims arising from its Endorsement or (non-Endorsement) of a transaction pursuant to Evernym’s Transaction Endorser Agreement.