Regulatory Overview

OODLZ must comply with the applicable regulatory regimes. The OODLZ Cashback business is subject to a range of legal and industry compliance requirements including consumer disclosure and protection laws, privacy laws, and data security laws. In particular, OODLZ is subject to the following applicable laws:

• Competition and consumer Laws: the core competition law provisions that may apply to OODLZ are aimed at preserving and promoting competition in the marketplace by prohibiting or regulating certain conduct, such as: engaging in cartel conduct, anti-competitive agreements, collective boycotts, or anti-competitive mergers.

• Consumer Law: OODLZ prohibits misleading or deceptive conduct, unconscionable conduct, and unfair contract terms; and contains statutory consumer guarantee provisions that apply to the extent that OODLZ supplies goods or services to a consumer as defined by its Countries Consumer Laws.

• Secret commission Laws: OODLZ may be required to disclose the receipt of commissions from suppliers whenever it provides any advice intended to induce or influence a customer into entering a contract with one of its suppliers.

• Privacy Act: with limited exceptions, Privacy Acts around the world imposes restrictions on the manner in which OODLZ may collect, use and disclose personal information. In very broad terms, OODLZ can only collect personal information that is reasonably necessary for its activities and may only use and disclose it for the purposes for which it was collected or a related secondary purpose that would be reasonably expected, or otherwise with the consent of the individual. Specific restrictions apply to the use of personal information for marketing purposes, however these do not apply where the Spam Act does. Greater restrictions are imposed on certain types of sensitive information, however, except for limited staff-related information that is handled by all business generally, OODLZ does not normally collect sensitive information.

• Spam Act: the Spam Act restricts the sending of certain types of commercial electronic messages, primarily email and SMS, on an unsolicited basis. These types of messages can, however, be sent with the consent of the individual, which may be express or implied. The Spam Act imposes a range of related obligations, including in relation to the provision of unsubscribe facilities.

• Financial services regulation: an entity that carries on a financial services business in most countries must hold a financial services licence (FSL) or be entitled to rely on an exemption from this requirement. Relevantly, financial services include:

(1) providing financial product advice; and (2) dealing in financial products.

– Financial product advice: financial product advice is a recommendation or statement of opinion intended to influence persons to make decisions about a financial product or could reasonably be regarded as being intended to have such an influence. Although OODLZ lists financial service providers on its website, it limits this to factual information only and does not promote or suggest that a customer should acquire any financial products. Therefore, this is not financial product advice and OODLZ is not required to hold an FSL for this activity.

– Dealing in financial products: financial products include interests in managed investment schemes (MISs) and operating such a scheme requires the operator to hold an FSL. Although the OODLZ platform may constitute an MIS, OODLZ currently relies on local country loyalty scheme exceptions that makes loyalty schemes except from requiring an MIS licence. E.G. In Australia, ASIC Instrument (Non-cash payment facilities) 2016/211 (Relief Instrument). The Relief Instrument exempts loyalty schemes from MIS registration requirements and declares that they are not financial products. As the OODLZ platform is a loyalty scheme, OODLZ is not required to hold an FSL as it relies on the Relief Instrument. However, if the Relief Instrument is repealed or OODLZ varies its services, this may trigger the requirement for OODLZ to hold an FSL.

– Anti-Money Laundering and Counter-Terrorism Financing (AML/CTF): an entity that provides ‘designated services’ with a geographical connection to Australia, New Zealand, Canada, USA and UK is a ‘reporting entity’ under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth) (AML/CTF Act) and must enrol with the local domestic AML/CTF authority. OODLZ is currenlty in the process of enrolling in all operating Country AML/CTF programs as a reporting entity.