• Landlord Services Service Agreement

    The undersigned, (herein referred to as End User) petitions Landlord Services, LLC for the use of its services upon the basis outlined in this contract. If accepted by Landlord Services as a member, End User agrees that the following shall constitute a service contract between the End User and Landlord Services.

    In order to obtain confidential consumer information, the undersigned (Your Business Name as the End User) and Landlord Services, LLC (Reseller) enter into the following agreement:

  • General Provisions

    1. End user is either a Rental Property Owner or Rental Property Manager and has a permissible purpose for obtaining consumer reports in accordance with the Federal Fair Credit Reporting Act (15 USC 168lb et seq.) including without limitation, all amendments thereto (“FCRA”). The end user certifies their permissible purpose is for a legitimate business need in connection with a business transaction that is initiated by the consumer, including but not limited to tenant screening.

    2. End User certifies that End User shall use the consumer reports: (a) solely for the End Users certified use and solely for the End User’s exclusive one-time use. End User shall not request, obtain or use consumer reports for any other purpose including, but not limited to, for the purpose of selling, leasing, renting or otherwise providing information obtained under this Agreement to any other party, whether alone, in conjunction with End User’s own data, or otherwise in any service which is derived from the consumer reports. The consumer reports shall be requested by, and disclosed by End user only to End User’s designated and authorized employees having a need to know and only to the extent necessary to enable End User to use the Consumer Reports in accordance with this Agreement. End User shall ensure that such designated and authorized employees shall not attempt to obtain any Consumer Reports on themselves, associates, or any other person except in the exercise of their official duties.

    3. THE FCRA PROVIDES THAT ANY PERSON WHO KNOWINGLY AND WILLFULLY OBTAINS INFORMATION ON A CONSUMER FROM A CONSUMER REPORTING AGENCY UNDER FALSE PRETENSES SHALL BE FINED UNDER TITLE 18 OF THE UNITED STATES CODE OR IMPRISONED NOT MORE THAN TWO YEARS, OR BOTH.

    4. End User will use the Consumer Report only for a 1-time use, hold the report in strict confidence and not disclose it to any third parties, provided that End User may, but is not required to; disclose the report to the subject of the report only in connection with an adverse action based on the report. Moreover, unless otherwise explicitly authorized in an agreement between Reseller and its End User for scores obtained from Trans Union or Equifax, or as explicitly otherwise authorized in advance and in writing by Trans Union or Equifax through Reseller, End User shall not disclose to consumers or any third party, any or all such scores provided under such agreement, unless clearly required by law.

    5. With just cause, such as violation of the terms of the End user’s contract or a legal requirement, delinquency in payment, or a material change in existing legal requirements that adversely affects the End User’s agreement, Reseller may, upon its election, discontinue serving the End User and cancel the agreement immediately.

    6. End User will request Scores only for End User’s exclusive use. End User may store Scores solely for End User’s own use in furtherance of End User’s original purpose for obtaining the Scores. End User shall not use the Scores for model development or model calibration and shall not reverse engineer the Score. All Scores provided hereunder will be held in strict confidence and may never be sold, licensed, copied, reused, disclosed, reproduced, revealed or made accessible, in whole or in part, to any person except (I) to those employees of End User with a need to know and in the course of their employment; (II) to those third party processing agents and other contractors of End User who have executed an agreement that limits the use of the Scores by the third party to the use permitted to End User and contains the prohibitions set forth herein regarding model development, model calibration and reverse engineering and confidentiality; (III) when accompanied by the corresponding reason codes, to the consumer who is the subject of the Score; (IV) to government regulatory agencies: or (v) as required by law.

    7. End User agrees to obtain written permission from the prospective applicant prior to obtaining a consumer report on that person and agrees to maintain copies of all written authorizations for a minimum of 6 years from the date of inquiry. Authorizations will be kept whether the applicant is accepted or denied. Service Agreement Page 1 of 3

    8. End User agrees to comply with all the provisions of the Fair Credit Reporting Act and all other applicable statutes (Local, State and Federal). End User acknowledges receipt of the form “Notice to Users of Consumer Reports: Obligations under the FCRA” and End User agrees to abide by said obligations. End User agrees that it shall defend, indemnify and hold Landlord Services, LLC, and its directors and all third party providers used, harmless from any and all claims, liability, costs or damages whatsoever arising out of or related to End User’s failure to comply with the requirements of the FCRA or related to the accuracy or use of the services or data provided under this agreement.

    9. End User agrees to provide an adverse action notice to consumer when adverse action is taken based in whole or in part on information contained in a consumer report.

    10. End User will maintain adequate security with reference to computer access and use of access codes, security passwords, consumer data and remote computer access capabilities to prevent unauthorized use and ensure confidentiality. End User will maintain anti-virus and firewall protection on the device being used to request credit reports. End user agrees to never release their access codes to any other person, pre-install electronically “remembered” account identifications or passwords and will store all credit reports obtained in a locked area when not being used. End User will properly dispose of confidential data and credit reports obtained by shredding.

    11. End User will not disclose consumer information to any other person. In case the disclosure of such information leads to any claim or litigation, End User agrees to defend and hold Landlord Services, LLC, it’s consumer information suppliers and/or any of its affiliates, their employees and agents, harmless on account of any expense or damages arising out of end users or end user’s employees or agent’s breach of any of the terms herein or violation of any law applicable hereto. In no event will Landlord Services, LLC or its suppliers be held liable for any incidental or consequential damages, however arising. End user shall indemnify, defend and hold Landlord Services, LLC and its suppliers harmless from and against any and all costs and liabilities, including reasonable attorney’s fees, which may be asserted against Landlord Services, LLC based upon the improper use by end user of information furnished to end user. End User waives any and all claim or claims against Landlord Services, LLC or its suppliers out of or related to the accuracy of the Consumer Report, databases and records.

    12. Landlord Services, LLC shall not be liable in any manner whatsoever for any loss or injury to End User resulting from the obtaining or furnishing of consumer information supplied by its providers, third party services or any other source. Landlord Services does not guarantee the accuracy of such information, information being based upon reports obtained from sources considered by the Credit Bureaus, and all other sources, to be reliable. Under no circumstances whatsoever will Landlord Services, LLC be liable to End User for any damages, including but not limited to, any direct, indirect, incidental, exemplary or consequential damages, lost profits, or any other claims of End User or any third-parties, even if Landlord Services, LLC is expressly advised of such damages. End User assumes all risks associated with the use of the supplied information.

  • General Conditions

    1. End User certifies that it will request consumer reports pursuant to procedures prescribed by Landlord Services, LLC for the permissible purpose certified in this service application, and will use the reports obtained for no other reason. Landlord Services, LLC agrees to provide the named End User with a current Credit Report, Criminal Report or Eviction Report furnished by a third party, on specified subjects, for a fee upon request. End User agrees to pay upon receipt of billing for any processing fee and all reports or information requested by the End User, according to the schedule of charges now or subsequently established by Landlord Services.

    2. End User agrees to pay within 30 days of billing for all services rendered (including no record responses) by Landlord Services, LLC. Landlord Services, LLC reserves the right to have the End User pre-pay. If collection efforts are required, End User shall pay all costs of collection including reasonable attorney’s fees and costs. Statements unpaid after 30 Days may be assessed a late fee of $15.00. Continued non-payment may result in the accrual of interest to the account at a rate of 12% per year.

    3. Landlord Services, LLC agrees to supply the End User with a basic criminal or eviction search provided by private databases provided by a third party. These databases may not represent 100% coverage of all criminal and eviction records in all jurisdictions and/or sources. Coverage details available upon request. Landlord Services, LLC cannot vouch for the accuracy of the findings or records of the search as it has no control over the records. End user understands and agrees that Landlord Services, LLC may only provide criminal and eviction search results and records dating back up to 10 years from the date of the inquiry. End User also understands that any records found under the same name that do not also have a matching date of birth and/or middle initial may not be returned to the End User. Landlord Services, LLC is not responsible for any action taken by the End User or consumer based on the information from the criminal or eviction background check. End User should use extreme caution when interpreting the results of a criminal and/or eviction background search for any type of personal verification.

    4. Landlord Services, LLC agrees to provide the End User with a current Credit Report, Criminal Report and/or Eviction report furnished by a third party, on specified subjects, for a fee upon request. End User agrees to pay upon receipt of billing for any processing fee and all reports or information requested by the End User, according to the schedule of charges now or subsequently established by Landlord Services, LLC.

    5. Landlord Services, LLC cannot offer legal advice on how to use the information returned from the credit, criminal and/or eviction background check. Landlord Services, LLC is not responsible for any action taken by the End User based on the information from the credit, criminal and/or eviction background check. End User should use extreme caution when interpreting the results of a background search for any type of personal verification.

    6. End User agrees to pay Landlord Services, LLC a set up fee for service prior to account being activated.

    7. I, the undersigned (End User) confirm that all information stated above and in the attached documents, is true and correct to the best of my knowledge. In addition, I accept and agree to the terms and conditions of the Service agreement, which I have completed and included with this application form. I understand that Landlord Services, LLC may deny providing service until such time as this Application for Service and Service Agreement have been fully completed and approved by Landlord Services, LLC. The End User specifically authorizes Landlord Services, LLC to obtain a personal credit report on the End User.

  • Screening Service Agreement

    THIS SCREEENING SERVICE AGREEMENT is made as of the (“Effective Date”), by and between Simpliverified, LLC., a Utah limited liability company with a mailing address at 12441 South 900 East, Suite 220 Draper UT, 84020 (“Simpliverified”) and the party identified below (“Client”).

    WHEREAS, Simpliverified is a leading provider of background screening and related services; and

    WHEREAS, Client desires Simpliverified to provide certain screening and related services pursuant to the terms and conditions set forth in this Agreement.

    In consideration of the mutual promises contained in this Agreement, Client and Simpliverified agree as follows:

    1. Nature and Scope of Services. This Agreement and the attached Statements of Work and/or Appendices (each an “SOW” or “Appendix,” as applicable), each fully incorporated herein, together comprise the complete agreement between the parties (the “Agreement”). Simpliverified shall provide the services described in this Agreement, and as applicable in each SOW, pursuant to the terms and conditions specified in this Agreement and the applicable SOW (the “Services”). In general, in the event of a conflict between the Agreement and any SOW or Appendix, the Agreement shall govern; provided however, that with respect to any express specifications and additional terms concerning the Services covered by an SOW, such terms in the SOW shall supersede conflicting terms in this Agreement or any prior SOW pertaining to the same Services.

    2. Term. The Effective Date of this Agreement is specified above. The Term of the Agreement will begin on the earlier of the Effective Date or the date the first Services are provided and end twelve months thereafter (the “Initial Term”). Following the Initial Term, the Agreement will renew for successive twelve (12) month terms (each, a “Renewal Term”) until such time as either Party provides the other Party with written notice of termination as provided below, or as otherwise specified in an SOW. For purposes of this Agreement, the “Term” means and includes the Initial Term and any Renewal Term. This agreement shall automatically terminate as of the earlier to occur of the following: (1) the date on which Simpliverified is no longer legally permitted to provide the Services under this Agreement; or (2) the date Client becomes insolvent, or bankrupt, are subject to liquidation, receivership, or conservatorship. In the event that only a portion of the Services are determined to be legally impermissible only such services shall be ceased and the Agreement shall otherwise remain in full force and effect. Notwithstanding anything to the contrary in this Agreement, and except as provided in any SOW, the parties may mutually agree in writing to terminate this Agreement at any time upon advanced written notice of at least 30 days.

    3. Screening Services to be provided by Simpliverified. Upon request and relying upon Client’s representations that it has a legitimate purpose for information, Simpliverified will provide consumer reports and/or investigative consumer reports including criminal background checks, verification’s and other information to the Client when available. Simpliverified will only furnish a report for a permissible purpose under the Fair Credit Reporting Act, 15 U.S.C. § 1681 et seq. (“FCRA”) and no other purpose. Client understands and agrees that neither Simpliverified nor any of its employees are legal counsel and cannot provide legal advice. Client should work with counsel to develop an employment screening program specific to its needs and to ensure that Client’s policies and procedures related to the use of information it receives from Simpliverified in the course of providing the Services is in compliance with applicable state and federal laws, in particular with regard to taking adverse action against a consumer based on a consumer report.

    4. End User Certification.

    A. Client represents that it is an existing business with a legitimate need for verification and reports offered by Simpliverified. Client specifically represents that reports will only be obtained for its own use and it is the end user of the reports. It will not further distribute, sell, give or trade such information with any third party. Client will request reports for solely the following permissible purposes listed below and if reports are generally requested for employment purposes the Client will advise if a report is requested for another purpose.

    B. Client acknowledges receipt by applicants, employees, contractors and volunteers (collectively “consumers” hereunder) all notices required by the FCRA including the Notice to Users of Consumer Reports, Obligations of Users under the FCRA, A summary of Your Rights Under the Fair Credit Reporting Act, and Remedying the Effects of identity Theft, and any other notices and consents that may be required by applicable law in order to perform the Services.

    C. Client represents that prior to requesting a consumer report or investigative consumer report for employment purposes (including contractors and volunteers), it will ensure that:

    i. A clear and conspicuous disclosure has been made in writing or electronic consent to the consumer prior to the request, in a document that consists of only the disclosure, that a consumer report will be obtained for employment purposes; and

    ii.The consumer has authorized in writing or electronic consent the procurement of the report by the Client.

    D. Further, Client will additionally ensure that prior to requesting of an investigative consumer report for employment purposes:

    i. A clear and conspicuous disclosure will be made in writing or electronic consent to the consumer prior to the report being procured or caused to be procured, in a document that consists of only the disclosure and the disclosure set forth in C.i)above, that an investigative consumer report including information as to the consumer’s character, general reputation, personal characteristics and/or standard of living will be obtained for employment purposes; and

    ii. Such disclosure contains a statement advising the consumer of his/her right to request a complete and accurate statement regarding the nature and scope of the requested investigative consumer report and his/her right to request a copy of A summary of Your Rights Under the Fair Credit Reporting Act.

    E. Additionally to the extent Client requests any reports covered by the California Investigative Consumer Reporting Agencies Act which require consent from the consumer, Client also affirms that:

    i. the stand-alone disclosure provided to the consumer states Simpliverified name, mailing address, website address, and toll-free telephone number;

    ii. such disclosure indicates that the report will include information on the consumer’s character, general reputation, personal characteristics, and mode of living;

    iii. such disclosure indicate the nature and scope of the investigation to be performed;

    iv. such disclosure advises the consumer of his/her right to inspect Simpliverified’s files about the subject by providing proper identification and Simpliverified will provide the subject with trained personnel and explanation of any codes to help understand those files; and

    v. such disclosure contains a box that the consumer may check to request a copy of the report and if the consumer checks that box, a copy of the report will be sent to the consumer within three business days after Client receives the report.

    F. In using a report for employment purposes, before taking any adverse action based in whole or in part on the report, the Client shall provide to the consumer to whom the report relates:

    i. A copy of the report;

    ii. A copy of the Summary of Consumer Rights and any applicable state summary of rights; and

    iii. Provide the individual with a reasonable opportunity of time to correct any erroneous information contained in the report (and provide Simpliverified’s name and contact information) and if the individual is ultimately disqualified an Adverse Action letter.

    G. Client confirms that it will not use the information contained in a report in violation of any applicable federal, state or local equal employment opportunity or other law, rule, regulation, code or guideline.

    H. Client confirms that it will follow the requirements of the Driver Privacy Protection Act (“DPPA”) and the various state laws implementing the DPPA in regard to motor vehicle reports.

    I. Client represents that prior to requesting a report for residential screening purposes, it will:

    i. disclosure to the individual who is the subject of the report that a consumer report, as applicable, an investigative consumer report, may be obtained;

    ii. provide to the individual a summary of the individual’s rights under the (“FCRA”);

    iii. Not utilize any information in violation of any federal, state or local equal housing law or regulation; and

    iv. Provide an adverse action letter and any other information required by applicable law

    J. Client will maintain documentation showing compliance with these certifications for a period of six (6) years or during the employment, tenancy, etc. Of the subject, whichever is longer.

    K. Client also confirms that information obtained through a Social Security Number trace will not be used directly to disqualify applicants from employment or employees from continued employment or for an adverse action related to a potential or actual resident. In addition, to the extent credit information, including credit worthiness or payment history information, is requested, Client confirms such requests are in accordance with applicable state law.

    L. Client acknowledges receipt of Section 2480e of the Vermont Fair Credit Reporting statute and certifies that it will comply with all applicable provisions of such Act including but not limited to ordering any employment related information regarding a Vermont resident only after obtaining the consent of the consumer.

    5. Confidential Information and Personal Information.Confidential Information. Each party acknowledges that it and its officers, employees, independent contractors, agents or subcontractors may, in the course of the Agreement, be exposed to or acquire information that is proprietary or confidential to the other party. For purposes of this Agreement, “Confidential Information” shall include: any information relating to a party’s products, research, development, trade secrets, processes, procedures, formulas, business practices, pricing, business plans, strategies, budgets, customer and vendor relationships, financial information and other similar business information of a confidential nature. The term “Confidential information” shall not include information that is (a) known to the receiving party prior to disclosure by the disclosing party or its personnel; (b) publicly available through no act or omission of the receiving party; or (c) lawfully received by the receiving party from a third party (other than the disclosing party’s former or current personnel) that is not under any confidentiality obligation to the disclosing party. Each party agrees to use Confidential Information received from the other party pursuant this Agreement solely in connection with the performances of such party’s obligations under this Agreement. Each party agrees to use reasonable measures, no less stringent than those measures used by the party to protect its own confidential and proprietary information, to protect the Confidential Information of the other party from disclosure to any third party. Unless authorized to do so in writing by the other party, neither party, nor any third party acting on either’s behalf, will for any reason use or disclose to any person any of the other party’s Confidential Information. The term “person” as used in this Section shall be interpreted to include, without limitation, any individual, partnership, corporation or other entity. Nothing in this Agreement shall be construed as granting any rights to the receiving party, by license or otherwise , to any of the disclosing party’s Confidential Information, except as expressly stated in this Agreement. In the event that a party is required to disclose Confidential Information to a court or governmental agency or pursuant to any other applicable law, such party shall, to the extent practicable prior to such disclosure, and as soon as practicable and by the best available means, notify the other party to allow it an adequate opportunity to object to the disclosure order or to take another actions to preserve the confidentiality of the information. Prior to any disclosure pursuant to this Section, a party required to disclose Confidential Information shall cooperate with the party claiming confidentiality of the information in such party’s reasonable efforts to limit the disclosure by means of a protective order or a request for confidential treatment. Personal Information. Simpliverified acknowledges that, in the course of performing Services, Simpliverified may receive personal information concerning consumers. Simpliverified will implement reasonable safeguards to protect personal information belonging to the consumers in accordance with the guidelines outlined in Appendix A. In addition, Client agrees to maintain and implement reasonable safeguards substantially similar to those in Appendix A including, without limitation (i) allowing only those employees who need such information to perform their job duties to have access to the same, and (ii) disposing of any such information when it no longer has a legitimate need for such information by cross shredding, burning or electronic destruction as required by federal or state, whichever is more stringent.

    6. Waiver and Release. Client acknowledges that Simpliverified relies totally on the information furnished by others. Simpliverified also relies on the information contained in the records of various governmental agencies for other reports. Simpliverified is not responsible for inaccurate or false information received from others and sent to Client. Client agrees to assert no claim and waives liability against Simpliverified for any inaccurate or false information included in any report unless Simpliverified had actual knowledge of the error and failed to correct it if it had the legal ability to alter such information.

    7. Warranties. Simpliverified represents and warrants to the Customer:

    A. Simpliverified is a legal entity duly organized and existing, and is in good standing under the laws of the jurisdiction of its organization.

    B. The Services to be provided by Simpliverified hereunder will be performed in a professional, competent, and workmanlike manner.

    C. Simpliverified has and will maintain during the Term any professional licenses, registrations, and permits necessary for provision of the Services at Simpliverified’s sole cost and expense.

    D. The Services, and their use as contemplated by this Agreement, do not and shall not violate or infringe the copyright, trademark, patent, trade secret, privacy, publicity or reputational rights of any third party.

    E. Simpliverified is an independent contractor and not an employee or agent of Client. EXCEPT AS SPECIFICALLY SET FORTH IN THIS AGREEMENT, SIMPLIVERIFIED SPECIFICALLY DISCLAIMS ANY AND ALL WARRANTIES, CONDITIONS, RESPRESENTATIONS, EXPRESS OR IMPLIED, ARISING BY LAW OR CUSTOM OR OTHERWISE, WITH RESPECT TO THE SERVICES, INCLUDING ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. NEITHER PARTY MAKES ANY WARRANTY HEREUNDER TO ANY THIRD PARTY ON BEHALF OF THE OTHER PARTY.

    8. Each party (“Indemnifying Party”) agrees to indemnify, defend and hold harmless the other, their affiliates, the present and former officers, members, shareholders, directors, employees, representatives, attorneys, and agents of any of these, and their successors and assigns (each, an “Indemnified Party”) from and against any and all losses, liabilities, demands, claims, suits, costs, penalties, fines, damages and expenses (including reasonable attorneys’ fees and costs of investigation and litigation)(collectively, “Claims and Losses”) incurred by the Indemnified Party as the result of (i) any claim by a third party arising out of the Indemnifying Party’s gross negligence or willful misconduct, and (ii) in the event Simpliverified is the Indemnified Party, Client’s breach of the End User Certification in Section 4 hereof;provided, however, that the Indemnifying Party shall not be required to reimburse the Indemnified Party for such amounts to the extent the court rendering the judgment or the agency making the award determines that the liability underlying the judgment or award (and attorneys’ fees or penalties with respect thereto) was caused by the negligence, breach, fraud or criminal conduct of the Indemnified Party. The Indemnified Party shall promptly notify the Indemnifying Party of any potential claim covered by this indemnity, cooperate with the Indemnifying Party in the investigation and defense of the same, and allow the Indemnifying Party to control the negotiation, litigation and settlement of the claim. The Indemnifying Party’s undertaking to defend, indemnify and hold harmless shall be limited to the extent that any delay by the Indemnified Party in giving notice to adversely affects the defense of, or ability to settle, such losses, liabilities, claims, damages or expenses. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY SHALL BE LIABLE FOR ANY SPECIAL, INDIRECT, PUNITIVE OR CONSEQUENTIAL DAMAGES OF THE OTHER PARTY OR ANY THIRD PART, OR FOR LOSS OF BUSINESS, PROFITS, BUSINESS INTERRUPTION, OR LOSS OF DATA, REGARDLESS OF WHETHER SUCH PARTY RECEIVES NOTICE OF THE POTENTIAL FOR SUCH DAMAGES. NOTWITHSTANDING ANY PROVISION OF THIS PARAGRAPH, THIS AGREEMENT, AND EXCEPT AS EXPRESSLY SET FORTH IN ANY APPLICABLE SOW ENTERED INTO PURSUANT TO THIS AGREEMENT, IN NO EVENT (OTHER THAN A PARTY’S GROSS NEGLIGENCE OR WILLFUL MISCONDUCT) SHALL EITHER PARTY’S AGGREGATE LIABILITY FOR ANY CLAIMS, ACTIONS, FEES, COSTS, MITIGATION-RELATED OR OTHER EXPENSES, PENALITIES OR SIMILAR AMOUNTS RELATING TO OR ARISING HEREUNDER REGARDLESS OF THE FORM OF ACTION (INCLUDING, WITHOUT LIMITATION, CONTRACT, TORT, PRODUCTS LIABILITY, STRICT LIABILITY, COMPLIANCE REVIEW OR SIMILAR INQUIRY), EXCEED ONE YEAR OF FEES PAID HEREUNDER FOR THE SERVICES PROVIDED.

    9. Miscellaneous Provisions

    A. This Agreement constitutes the entire understanding between the parties and supersedes all previous discussions, agreements, negotiations and representations. This Agreement may only be modified in writing signed by both parties; however, subsequent representations by Client to show compliance with existing or future laws are effective when signed by Client and become a part of this Agreement.

    B. This Agreement may be executed in two or more counterparts, each of which shall be deemed an original, but all of which together shall constitute one and the same Agreement. The parties may deliver signed copies of this Agreement via facsimile or as a PDF via email, and such copies shall be deemed originals. Communication by electronic mail shall not be construed as an effective amendment to the Agreement unless accompanied by a manually signed attachment.

    C. This Agreement is intended to be subject to, and in compliance with, all applicable state and federal statutes and regulations. Insofar as this Agreement or any provision may subsequently be determined to be at variance or not in compliance with any such statute or regulation, it will be considered to be amended or modified to the extent necessary to make it comply, and Simpliverified and Client hereby consent and agree to any such amendment or modification. Further, the invalidity or unenforceability of any one provision shall not affect the validity or enforceability of the other provisions.

    D. No term or condition of this Agreement shall be deemed waived, and no breach shall be deemed excused, unless such waiver or excuse is in writing an dis executed by the party from whom such waiver or excuse is claimed. No such waiver shall be deemed a waiver of any preceding or succeeding breach or right in the same or in any other provision hereof.

    E. Section numbers and headings are used for convenience and are not to be construed as limitations of the substance of any provision.

    F. This agreement shall be governed by and construed in accordance with the laws of the Commonwealth of Pennsylvania without regard for its conflicts of law provisions. Each party irrevocably agrees that any legal action, suit or proceeding brought by it in any way arising out of this Agreement must be brought solely and exclusively in state or federal courts located in the Commonwealth of Pennsylvania, and each party irrevocably submits to the sole and exclusive jurisdiction of these courts in person, generally and unconditionally with respect to any action, suit or proceeding brought by it or against it by the other party.

    G. With the exception of a party’s obligation to make payments properly due to the other party, neither party shall be deemed in default or otherwise liable under this Agreement for any cessation, interruption or delay in the performance of its obligations hereunder due to causes beyond its reasonable control, including, but not limited to, natural disaster, act of God, labor controversy, civil disturbance, disruption of the public markets, war or armed conflict, or the inability to obtain sufficient materials or services required in the conduct of its business, including Internet access, or any change in or the adoption of any law, judgment or decree.

    H. Neither this Agreement nor any right or obligation arising hereunder may be assigned (voluntarily, by operation of law, or otherwise), in whole or in part, by either party without the prior written consent of the other party, such consent not to be unreasonably withheld; provided, however, that either party shall have the right, upon written notice to the other party, to assign this Agreement to any person or entity that acquires all or substantially all such party’s business or assets or any entity controls, is controlled by, or is under common control with party. This Agreement shall be binding upon, and inure to the benefit of, the parties and their respective successors and permitted assigns.

    I. Nothing express or implied in this Agreement is intended to confer, nor shall anything herein confer, upon any person other than parties and their respective successors or assigns, any rights, remedies or obligations whatsoever.

    J. All notices provided for herein shall be sent by confirmed facsimile, or guaranteed overnight mail, with tracing capability, or by first class United States mail, with postage prepaid, addressed to the other party at their respective addresses set forth above or such other addresses as either party may designate in writing to the other from time to time for such purposes. All notices provided for herein shall be deemed given or made when received.

  • Fair Credit Reporting Act

    The Fair Credit Reporting Act (FCRA), 15 U.S.C. 1681-1681y, requires that this notice be provided to inform users of consumer reports of their legal obligations. State law may impose additional requirements. The text of the FCRA is set forth in full at the Consumer Financial Protection Bureau's Website at www.consumerfinance.gov/learnmore. At the end of this document is a list of United States Code citations for the FCRA. Other information about user duties is also available at the Bureau's Web site. Users must consult the relevant provisions of the FCRA for details about their obligations under the FCRA.

    The first section of this summary sets forth the responsibilities imposed by the FCRA on all users of consumer reports. The subsequent sections discuss the duties of users of reports that contain specific types of information, or that are used for certain purposes, and the legal consequences of violations. If you are a furnisher of information to a consumer reporting agency (CRA), you have additional obligations and will receive a separate notice from the CRA describing your duties as a furnisher.

    I. OBLIGATIONS OF ALL USERS OF CONSUMER REPORTS

    A. Users Must Have a Permissible Purpose

    Congress has limited the use of consumer reports to protect consumers' privacy. All users must have a permissible purpose under the FCRA to obtain a consumer report. Section 604 contains a list of the permissible purposes under the law. These are:

    • As ordered by a court or a federal grand jury subpoena. Section 604(a)(1)
    • As instructed by the consumer in writing. Section 604(a)(2)
    • For the extension of credit as a result of an application from a consumer, or the review or collection of a consumer's account. Section 604(a)(3)(A)
    • For employment purposes, including hiring and promotion decisions, where the consumer has given written permission. Sections 604(a)(3)(B) and 604(b)
    • For the underwriting of insurance as a result of an application from a consumer. Section 604(a)(3)(C)
    • When there is a legitimate business need, in connection with a business transaction that is initiated by the consumer. Section 604(a)(3)(F)(i)
    • To review a consumer's account to determine whether the consumer continues to meet the terms of the account. Section 604(a)(3)(F)(ii)
    • To determine a consumer's eligibility for a license or other benefit granted by a governmental instrumentality required by law to consider an applicant's financial responsibility or status. Section 604(a)(3)(D)
    • For use by a potential investor or servicer, or current insurer, in a valuation or assessment of the credit or prepayment risks associated with an existing credit obligation. Section 604(a)(3)(E)
    • For use by state and local officials in connection with the determination of child support payments, or modifications and enforcement thereof. Sections 604(a)(4) and 604(a)(5)

    In addition, creditors and insurers may obtain certain consumer report information for the purpose of making "prescreened" unsolicited offers of credit or insurance. Section 604(c). The particular obligations of users of "prescreened" information are described in Section VII below.

    B. Users Must Provide Certifications

    Section 604(f) prohibits any person from obtaining a consumer report from a consumer reporting agency (CRA) unless the person has certified to the CRA the permissible purpose(s) for which the report is being obtained and certifies that the report will not be used for any other purpose.

    C. Users Must Notify Consumers When Adverse Actions Are Taken

    The term "adverse action" is defined very broadly by Section 603. "Adverse actions" include all business, credit, and employment actions affecting consumers that can be considered to have a negative impact as defined by Section 603(k) of the FCRA – such as denying or canceling credit or insurance, or denying employment or promotion. No adverse action occurs in a credit transaction where the creditor makes a counteroffer that is accepted by the consumer.

    1. Adverse Actions Based on Information Obtained From a CRA

    If a user takes any type of adverse action as defined by the FCRA that is based at least in part on information contained in a consumer report, Section 615(a) requires the user to notify the consumer. The notification may be done in writing, orally, or by electronic means. It must include the following:

    • The name, address, and telephone number of the CRA (including a toll-free telephone number, if it is a nationwide CRA) that provided the report.
    • A statement that the CRA did not make the adverse decision and is not able to explain why the decision was made.
    • A statement setting forth the consumer's right to obtain a free disclosure of the consumer's file from the CRA if the consumer makes a request within 60 days.


    A statement setting forth the consumer's right to dispute directly with the CRA the accuracy or completeness of any information provided by the CRA.

    2. Adverse Actions Based on Information Obtained From Third Parties Who Are Not Consumer Reporting Agencies

    If a person denies (or increases the charge for) credit for personal, family, or household purposes based either wholly or partly upon information from a person other than a CRA, and the information is the type of consumer information covered by the FCRA, Section 615(b)(1) requires that the user clearly and accurately disclose to the consumer his or her right to be told the nature of the information that was relied upon if the consumer makes a written request within 60 days of notification. The user must provide the disclosure within a reasonable period of time following the consumer's written request.

    3. Adverse Actions Based on Information Obtained From Affiliates

    If a person takes an adverse action involving insurance, employment, or a credit transaction initiated by the consumer, based on information of the type covered by the FCRA, and this information was obtained from an entity affiliated with the user of the information by common ownership or control, Section 615(b)(2) requires the user to notify the consumer of the adverse action. The notice must inform the consumer that he or she may obtain a disclosure of the nature of the information relied upon by making a written request within 60 days of receiving the adverse action notice. If the consumer makes such a request, the user must disclose the nature of the information not later than 30 days after receiving the request. If consumer report information is shared among affiliates and then used for an adverse action, the user must make an adverse action disclosure as set forth in I.C.1 above.

    D. Users Have Obligations When Fraud and Active Duty Military Alerts are in Files

    When a consumer has placed a fraud alert, including one relating to identity theft, or an active duty military alert with a nationwide consumer reporting agency as defined in Section 603(p) and resellers, Section 605A(h) imposes limitations on users of reports obtained from the consumer reporting agency in certain circumstances, including the establishment of a new credit plan and the issuance of additional credit cards. For initial fraud alerts and active duty alerts, the user must have reasonable policies and procedures in place to form a belief that the user knows the identity of the applicant or contact the consumer at a telephone number specified by the consumer; in the case of extended fraud alerts, the user must contact the consumer in accordance with the contact information provided in the consumer's alert.

    E. Users Have Obligations When Notified of an Address Discrepancy

    Section 605(h) requires nationwide CRAs, as defined in Section 603(p), to notify users that request reports when the address for a consumer provided by the user in requesting the report is substantially different from the addresses in the consumer's file. When this occurs, users must comply with regulations specifying the procedures to be followed, which will be issued by the Consumer Financial Protection Bureau and the banking and credit union regulators. The Consumer Financial Protection Bureau's regulations will be available at www.consumerfinance.gov/learnmore.

    F. Users Have Obligations When Disposing of Records

    Section 628 requires that all users of consumer report information have in place procedures to properly dispose of records containing this information. The Consumer Financial Protection Bureau, the Securities and Exchange Commission, and the banking and credit union regulators have issued regulations covering disposal. The Consumer Financial Protection Bureau's regulations may be found at www.consumerfinance.gov/learnmore.

    LIABILITY FOR VIOLATIONS OF THE FCRA

    Failure to comply with the FCRA can result in state government or federal government enforcement actions, as well as private lawsuits. Sections 616, 617, and 621. In addition, any person who knowingly and willfully obtains a consumer report under false pretenses may face criminal prosecution. Section 619.

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