Premier Background Search, Inc. Agreement
(Legal)

DUE TO THE SENSITIVE AND HIGHLY REGULATED NATURE OF DATA AND INFORMATION YOU AND/OR YOUR BUSINESS ENTITY WILL GAIN ACCESS TO, PREMIER BACKGROUND SEARCH, INC. (HEREIN “PREMIER”) WANTS TO ENSURE THAT YOU AND/OR YOUR BUSINESS ENTITY, INCLUDING ANY EMPLOYER, UNDERSTAND YOUR OBLIGATIONS UNDER THE VARIOUS PREMIER TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT. BY CLICKING AND ACCEPTING ANY OF THE ONLINE AGREEMENTS WITH PREMIER, YOU AND/OR YOUR BUSINESS ENTITY AGREE THAT:

YOU ARE AUTHORIZED BY ANY BUSINESS ENTITY ON BEHALF OF WHOM YOU ENTER INTO THE VARIOUS AGREEMENTS WITH PREMIER, AND YOU UNDERSTAND THAT PREMIER IS RELYING ON THIS AUTHORIZATION.

YOU HAVE READ, UNDERSTOOD AND APPROVED THE AGREEMENTS AND YOU AND/OR YOUR BUSINESS ENTITY’S OBLIGATIONS IN EACH ONE OF THEM; YOU HAVE HAD AN OPPORTUNITY TO CONSULT WITH LEGAL COUNSEL AND OTHER EXPERTS OR ADVISORS AS DEEMED NECESSARY; AND, YOU HAVE HAD AMPLE OPPORTUNITY TO ASK QUESTIONS ABOUT THE TERMS AND CONDITIONS OF THE AGREEMENTS CONTAINED HEREIN.

YOU AGREE THAT YOU AND ANY BUSINESS ENTITY ON BEHALF OF WHOM YOU ACT WILL COMPLY WITH ALL LOCAL, STATE, OR FEDERAL LAWS APPLICABLE TO YOU OR ANY SUCH BUSINESS ENTITY.

PREMIER FCRA SUBSCRIBER AGREEMENT

PLEASE CAREFULLY READ THE TERMS AND CONDITIONS BELOW BEFORE CLICKING THE “ACCEPT” BUTTON FOR THIS PREMIER FCRA SUBSCRIBER AGREEMENT. CLICKING THE “ACCEPT” BUTTON TO ACCEPT THIS AGREEMENT INDICATES THAT YOU HAVE THE AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF YOU, YOUR BUSINESS ENTITY INCLUDING ANY EMPLOYER (THE TERMS “YOU” AND “YOUR” HEREIN COLLECTIVELY REFER TO YOU AND/OR YOUR BUSINESS ENTITY, INCLUDING WITHOUT LIMITATION, YOUR EMPLOYER, ON WHOSE BEHALF YOU PURPORT TO ACT), AND THAT YOU HAVE READ THIS AGREEMENT, UNDERSTAND IT, AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.

For purposes of this Agreement only, YOU understand that PREMIER BACKGROUND SEARCH, INC. (herein “PREMIER”) is a consumer reporting agency and provides consumer reports and investigative consumer reports (“Screening Reports”) as defined by the federal Fair Credit Reporting Act (“FCRA”). PREMIER will furnish YOU with Screening Reports for employment background screening of applicants (“Applicant”), conditioned upon YOUR compliance with this Agreement and fulfillment of all YOUR obligations (including payment) under this Agreement and any other agreements YOU and PREMIER may have.

YOU shall:

Comply with all applicable federal, state and local laws governing the access and use of Screening Reports. This includes, without limitation, providing any Applicant with any consents, disclosures and reports required by the FCRA, and obtaining the prior written consent of the Applicant before procuring a Screening Report on the Applicant; and,

Comply with FCRA Section 606(a)(2) and applicable state and local laws each time YOU request an “Investigative Consumer Report” (as defined by the FCRA and/or state and local laws) from PREMIER for any Applicant; and,

Assume full responsibility for the final verification of the Applicant’s identity; and,

Base all YOUR hiring decisions and related actions on YOUR policies and procedures and not rely on PREMIER for (nor shall PREMIER render) any opinions on or for any Screening Reports; and,

Seek legal advice from and utilize qualified legal counsel for the use of any Screening Reports provided under this Agreement; and,

Keep strictly confidential in accordance with this Agreement any information and identification numbers and passwords YOU receive from or gain access through PREMIER; and,

For six years from the date YOU receive the Screening Reports, keep a copy or copies of: (i) the Screening Reports, (ii) the consent YOU obtained from the Applicant for the applicable Screening Reports, and (iii) a description of how YOU used or relied on the Screening Reports in making a decision about Applicant; and,

Pay PREMIER by VISA, Mastercard or other payment method as PREMIER may accept from time to time, for any PREMIER product offerings. YOU certify that YOU are an authorized user of the credit card provided and understand that PREMIER reserves the right to suspend service to any delinquent account without notice; and,

PREMIER and its suppliers own and retain all right, title and interest in and to its Website, including all copyrights, patents, trade secret rights, trademarks (including service marks and logos), and other intellectual property rights therein. The rights granted to YOU under this Agreement do not transfer to YOU any title in any PREMIER intellectual properties, and YOU shall not acquire any rights except as expressly set forth in this Agreement.

PREMIER shall:

Comply with all applicable federal, state and local laws in the preparation and transmission of Screening Reports (including, without limitation, providing an Applicant with the substance of the report and information contained in the Screening Report, upon receipt of a written request from an Applicant); and,

Follow reasonable quality assurance procedures to assure the accuracy of the information contained in a Screening Report and maintain reasonable procedures designed to confirm, to the extent possible, that the reported public record information is complete and current; and,

Re-verify in writing at not cost to YOU any disputed report when either YOU or the Applicant makes a request in accordance with applicable law; and,

Maintain consumer report information and transaction details for a minimum of three (3) years; and,

Reserve the right to immediately suspend or terminate YOUR access to any PREMIER products or services, including the Screening Reports, if PREMIER believes YOU have breached all or portions of this Agreement.

PREMIER shall not: (a) Provide any advice or counsel regarding YOUR reliance upon or use of any Screening Reports; or, (b) Assume any risk or liability associated with YOUR use of the Screening Reports, PREMIER databases or information.

LIMITED WARRANTY AND REMEDY. PREMIER warrants only that it will provide Screening Reports based on PREMIER’S then-current access to public databases. If PREMIER materially breaches this warranty, it may, at its sole discretion re-platform the applicable search or refund YOUR fees for that search. YOU understand and agree that this is YOUR sole and exclusive remedy for any material breach of this warranty.

DISCLAIMER OF WARRANTIES. Screening Reports and other information in the PREMIER databases have been compiled from public records and other proprietary sources for the specific purposes of providing background information on Applicants for verification purposes. Neither PREMIER nor any of its suppliers represents or warrants that the information is current, complete or accurate. Except for the limited warranty in Paragraph 4, above. ALTHOUGH PREMIER SHALL EXERCISE REASONABLE EFFORTS TO FURNISH YOU ACCURATE INFORMATION, YOU ACKNOWLEDGE THAT SCREENING REPORTS AND ALL DATA AND INFORMATION CONTAINED THEREIN CONSTITUTING THE SERVICES PROVIDED AND/OR SOLD TO YOU UNDER THIS AGREEMENT ARE PURCHASED “AS IS.” PREMIER HEREBY DISCLAIMS ALL OTHER REPRESENTATIONS AND WARRANTIES REGARDING THE PERFORMANCE OF THE SERVICE AND THE ACCURACY, CURRENCY, OR COMPLETENESS OF ANY DATA, INFORMATION OR SCREENING REPORT, INCLUDING (WITHOUT LIMITATION) ALL WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE OR NON-INFRINGEMENT, AND ANY IMPLIED INDEMNITIES. UNDER NO CIRCUMSTANCES SHALL PREMIER BE RESPONSIBLE FOR ANY ERRORS OR OMISSIONS IN ITS DATABASES COMPLIED FROM PUBLIC RECORDS AND OTHER THIRD-PARTY SOURCES.

LIMITATION ON PREMIER’S LIABILITY. NEITHER PREMIER NOR ANY THIRD PARTY INVOLVED IN THE CREATION, PRODUCTION, OR DELIVERY OF ANY DATA, INFORMATION OR SCREENING REPORTS SHALL BE LIABLE TO YOU OR ANY APPLICANT FOR ANY DAMAGES OF ANY TYPE, INCLUDING BUT NOT LIMITED TO ANY LOST PROFITS, LOST SAVINGS, LOSS OF ANTICIPATED BENEFITS, OR OTHER SPECIAL, INCIDENTAL, CONSEQUENTIAL OR PUNITIVE DAMAGES ARISING OUT OF OR RELATING TO THE USE OR INABILITY TO USE ANY DATA, INFORMATION OR SCREENING REPORTS, WHETHER ARISING OUT OF CONTRACT, NEGLIGENCE, STRICT TORT, OR UNDER ANY WARRANTY, OR OTHERWISE, EVEN IF PREMIER HAS NOT BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR FOR ANY OTHER CLAIM BY ANY OTHER PARTY. PREMIER’S LIABILITY SHALL IN NO EVENT EXCEED FEES ACTUALLY PAID BY YOU AND RECEIVED BY PREMIER FOR THE SCREENING REPORTS. Some states do not allow limitations on how long an implied warranty lasts and some states do not allow the exclusion or limitations of incidental or consequential damages, so the above limitations or exclusions may not apply to YOU.

YOUR Indemnification of PREMIER. YOU shall indemnify, defend and hold Premier harmless from and against any and all claims, demands, costs, expenses and liabilities based upon any breach of this Agreement by YOU, including without limitation the illegal or wrongful use of any Screening Report, YOUR gross negligence or intentional wrongdoing in connection with the use of the Screening Report, unsubstantiated claims brought by an Applicant; or YOUR failure to comply with YOUR obligations under the FCRA or other applicable state or local laws.

Confidentiality. YOU shall treat all data and information, especially any Screening Reports, disclosed to YOU under this Agreement as strictly confidential. Screening Reports and the information and data contained in them shall not be distributed, sold or shared with any third party nor used by YOU in any way except as expressly authorized by law. Disclosure of such information may be cause for criminal and/or civil legal action against YOU and any involved third party, and state agencies are not responsible for the defense of any such action. ANY PERSON WHO WILLFULLY AND KNOWINGLY OBTAINS, RESELLS, TRANSFER, OR USES INFORMATION IN VIOLATION OF THE LAW MAY BE SUBJECT TO CRIMINAL CHARGES AND/OR LIABLE TO ANY INJURED PARTY FOR TREBLE DAMAGES, REASONABLE ATTORNEYS; FEES, AND COSTS. OTHER CIVIL AND CRIMINAL LAWS MAY ALSO APPLY. YOU hereby affirm, agree and covenant that YOU are and shall remain in compliance with all applicable laws and the terms and conditions of this Agreement for the security and confidentiality of all data and information.

Priority of Documents. In the event there is a conflict between this Agreement and any other agreements between YOU and PREMIER, the relevant terms and conditions of this Agreement shall control.

10.

General. This Agreement shall be governed by, construed and enforced in accordance with the laws of the State of Texas, without giving effect to principles and provisions thereof relating to conflict or choice of laws irrespective of the fact that any one of the parties is now or may become a resident of a different state. Venue for any action under this Agreement shall lie only in Wood County, Texas, USA. The parties hereby consent to personal jurisdiction over them by the courts within Wood County, Texas, USA, and waive all objection and challenge to such venue and personal jurisdiction. The parties agree that the United Nations Convention on Contracts for the International Sale of Goods shall not apply to any of the transactions contemplated by this Agreement. YOU may not assign or transfer, by operation of law or otherwise, any of YOUR rights under this Agreement or delegate any duties under this Agreement to any third party without PREMIER’S prior written consent. Any attempted assignment or transfer in violation of the foregoing will be void. All waivers must be in writing. Any waiver or failure to enforce any provision of this Agreement on one occasion will not be deemed a waiver of any other provision or of such provision on any other occasion. In any controversy, claim or dispute arising out of or relating to this Agreement or the method or manner of performance thereof or the breach thereof, the prevailing party shall be entitled and awarded in addition to any other relief, its attorneys’ fees, expert witness fees and costs. If any term or provision of this Agreement or the application of such terms or provisions to person or circumstances other than those to which it is held invalid or unenforceable shall not be affected thereby and each term and provision of this Agreement shall be valid and enforceable to the fullest extent permitted by law. Nothing contained in this Agreement shall be deemed or construed by between any of the parties hereto other than independent contracting parties. The parties affirm and agree that they have had an opportunity to consult with their respective counsel and with such other experts or advisors as they have deemed necessary in connection with this Agreement. This Agreement shall be construed without any presumption or rule requiring that it might be construed against the party causing this Agreement, or any part of it to be drafted. Any notice, payment, demand, or communication required or permitted to be given by any provision of this Agreement shall be in writing and sent by telephone facsimile transmission, certified or registered mail with return receipt requested, or express courier or delivery service and addressed to YOU at the address then on record at PREMIER, or to such other address as YOU may from time to time specify by notice to PREMIER in writing. YOU may deliver notices to PREMIER BACKGROUND SEARCH, INC. at P.O. Box 930, Mineola, TX 75773.

Employer Certification

PLEASE CAREFULLY READ THE CERTIFICATION BELOW BEFORE CLICKING THE “ACCEPT” BUTTON. CLICKING THE “ACCEPT” BUTTON TO ACCEPT THIS AGREEMENT INDICATES THAT YOU HAVE THE AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF YOUR EMPLOYER (HEREIN COLLECTIVELY, YOU” OR “YOUR”), AND THAT YOU HAVE READ THIS CERTIFICATION, UNDERSTAND IT, AND AGREE TO BE BOUND BY ITS TERMS AND CONDITIONS.

By this “Employer Certification”, YOU agree and certify that YOU have complied with and will continue to comply with the Fair Credit Reporting Act (“FCRA”), the Driver’s Privacy Protection Act (“DPPA”), and all applicable state and local laws for consumer reports involving applicants or employees, as follows:

Before YOU request that PREMIER obtains a consumer report for YOU about a particular person, applicant or employee, YOU must provide a clear and conspicuous written disclosure to the person, applicant or employee, in a document that consists solely of such disclosure, which explains that a consumer report and/or investigative consumer report may be obtained for employment purposes. YOU shall permit any person, applicant or employee the option of receiving a copy of the consumer report regardless of any intended adverse reactions based on the report. YOU represent and warrant that YOU have reviewed Section 604(b)(2)(A) of the Fair Credit Reporting Act, 15 U.S.C. § 1681b(b)(2)(A)(i), the DPPA and any applicable state and local laws governing theses types of disclosures.

YOU will disclose to any person, applicant or employee that the report may include information about the person, applicant or employee’s character, general reputation, personal characteristics and/or mode of living. YOU must notify the person/applicant/employee about his or her right to request additional information and disclosures from YOU concerning the nature and scope of the investigation and to receive a written summary of his or her rights, all as provided under the FCRA, the DPPA and/or applicable state and local laws. YOU will further disclose to the person, applicant or employee that the report may include motor vehicle record information that will be obtained by a third party for reasons permitted by the DPPA and applicable state and local laws.

YOU will not seek a consumer report or investigative consumer report from and through PREMIER unless and until the subject person, applicant or employee authorizes, in writing, the procurement of the report, as provided under Section 604(a) of the Fair Credit Reporting Act, U.S.C. § 1681b(a), the DPPA and/or any applicable state and local laws.

YOU will only procure consumer reports and investigative consumer reports for employment purposes, or for other purposes permitted by Section 604(a) of the Fair Credit Reporting Act, 15 U.S.C. § 1681b(a), the DPPA and applicable state and local laws. YOU will not use the information obtained in connection with any report for any other purpose. YOU shall treat all data and information contained in any report as strictly confidential. Reports and records shall not be distributed, sold, shared with any third party, nor used by YOU in any way except as expressly authorized by law. Disclosure of such information may be cause for criminal and/or civil legal action against YOU and any involved third party, and state agencies are not responsible for the defense of any such action. Any person who willfully and knowingly obtains, resells, transfers, or uses information in violation of applicable laws may be subject to criminal charges and/or liable to any injured party for treble damages, reasonable attorneys; fees, and costs. Other civil and criminal laws may also apply.

When procuring an investigative consumer report, YOU will comply with any request made by the subject person, applicant or employer under Section 606(b) of the Fair Credit Reporting Act, 15 U.S.C. § 1681d(b), the DPPA and/or applicable state and local laws for additional information regarding the nature and scope of the investigation.

Before taking any adverse action against the subject person, applicant or employee based in whole or in part on a report, YOU will provide that person, applicant or employee with a copy of the report and a description in writing of his or her rights under the FCRA, as prescribed by the Federal Trade Commission’s document entitled “Your Rights Under the Fair Credit Reporting Act.”

Neither YOU, nor YOUR representatives or agents, shall use the information contained in a consumer report in violation of any applicable local, state or federal equal employment opportunity laws, rules or regulations.

YOU agree that PREMIER may request a renewal of this Certification from YOU at any time. PREMIER may, at its sole discretion, obtain such renewal before, during or after it conducts any particular background check or prepares any particular consumer report and/or investigative consumer report.

Terms & Conditions - Consumers - 2008-06-09