User Agreement
Microfax Service Agreement
This Agreement is entered into by and between Microfax, Inc. and microfaxinc.com, and the undersigned ("Customer").
WHEREAS, Customer plans to order from Microfax, Inc., certain services for employment and or rental purposes, which include Consumer Reports and Investigative Consumer Reports as defined under the Federal Fair Credit Reporting Act ("FCRA") (collectively, "Background Reports");
WHEREAS, Microfax, Inc. desires to sell such Background Reports to Customer.
NOW, THEREFORE, in consideration of the mutual covenants set forth in this Agreement, Microfax, Inc. and Customer hereby agree as follows:
1. In providing Background Reports, Microfax agrees to do the following:
(a) Comply with all laws applicable to the making of Background Reports for employment and rental purposes, including the FCRA.
(b) Follow reasonable procedures to assure maximum possible accuracy of the information reported.
(c) Defend and indemnify Customer from and against liability, losses, costs, expenses and damages for claims or litigation brought by third parties, caused by, or arising, from any violation of law or the negligent acts or omissions of Microfax, it officers, agents or employees during the course of providing services hereunder to Customer under this Agreement.
2. Customer agrees to do the following:
(a) Keep all Background Reports, whether oral or written, strictly confidential and restrict the use of the information in the Background Reports by Customer and its authorized personnel to employment purposes. No information from Background Reports will be given or resold to any other “person” or “user”. If the Consumer, or his or her representative, requests Background Report information, that person may be referred to Microfax for disclosure under the FCRA or other applicable laws.
(b) Hold Microfax and its affiliated companies, and the officers, agents, employees, and independent contractors of Microfax and its affiliates harmless on account of any expense or damage resulting from the procurement, use or publication by Customer, or the employees or agents of the Customer, of Background Report information contrary to the terms of this Agreement or contrary to state/federal law or regulation.
(c) Recognizing that information in Background Reports is secured from and processed by fallible sources ( human and otherwise) and that for the fee charged Microfax cannot be either an insurer or a guarantor of the accuracy of the information reported; Customer releases Microfax and its Affiliates and the officers, agents, employees, and independent contractors of Microfax and its Affiliates from liability for any negligence of third party furnishers of information in connection with erroneous information provided by such third parties.
(d) Customer shall be responsible for all charges incurred, including applicable fee as well as charges resulting from Customer’s errors in inputting data, duplicate requests and errors in transmission. Invoices are due and payable upon receipt and considered past due after thirty (30) days of date of invoice, and unpaid balances thereafter carry one percent (1%) compounded monthly interest. Customer shall review all invoices furnished and shall notify Microfax of any discrepancies within fifteen (15) days of receipt of the invoice. The fees for Background Reports exclude out of pocket expenses such as registry fees, school transcripts, court fees, state fees, and 900# fees to verify employment or education and fees for the Services exclude any applicable taxes. Microfax will charge a $3.00 fee per applicant for requests submitted manually, i.e. by facsimile or mail.
(e) With respect to personal information regarding individual consumers and businesses, the Parties further agree as follows: Microfax has adopted the "Microfax’s Commitment to Privacy" ("Commitment to Privacy") and that neither Customer nor Microfax will commit or permit its directors, officers, employees or agents to commit any action which causes Customer or Microfax to be in violation of the Commitment to Privacy. A copy of the Commitment to Privacy is attached hereto.
3. Customer certifies that:
(a) It shall order Consumer Reports for employment purposes only. In compliance with the FCRA, Customer shall make a clear and conspicuous disclosure in writing to the Consumer in a document that consists solely of the disclosure that a Consumer Report may be procured for employment purposes, conducting the investigation, the nature and scope of the investigation requested. Customer shall not use information contained in a Consumer Report in violation of any applicable federal or state equal employment opportunity law or regulation.
(b) If Customer chooses to take any adverse action based in whole or in part on the Consumer Report, before taking such adverse action, Customer shall provide the Consumer with a copy of the Consumer Report; and a description in writing of the rights of consumers under the FCRA as prescribed by the Federal Trade Commission under 15 U.S.C. § 1681(g)(c)(3).
(c) With regard to Investigative Consumer Reports, as defined in 15 U.S.C. § 1681(a)(e), it will clearly and accurately disclose to the Consumer that an Investigative Consumer Report including information as to his character, general reputation, personal characteristics, mode of living, whichever are applicable, may be made. The disclosure will be made in writing and mailed or otherwise delivered to the Consumer not later than three (3) days after the date on which the report was first requested and will include a summary of the Consumer’s rights provided for under 15 U. S.C. § 1681 (g)(c). The disclosure shall also include a statement informing the Consumer of his/her right to submit a written request, within a reasonable period of time after the receipt by him/her of the foregoing disclosure. Upon receipt of such request, Customer shall disclose in writing the nature and scope of the investigation, which shall be complete and accurate. The disclosure must be mailed or otherwise delivered to the Consumer not later than three (3) days after the date on which the request for additional disclosure was received from the Consumer or the date the Consumer first requested the report, whichever is the later. Customer shall also comply with the adverse action requirements, if applicable.
4. Customer Security Obligations
Customer agrees to do the following in order to preserve the security of the Services being provided pursuant to this Agreement:
(a) Misuse of Services or Information. Customer agrees to take appropriate measures so as to protect against the misuse and/or unauthorized access of Microfax’s Services through any methods, including unauthorized access through or to Customer’s user identification numbers or passwords (“Account ID’s”). Such misuse or unauthorized access shall include any disclosure, release, viewing or other unauthorized access to information such as social security numbers, driver’s license numbers or date of birth. Customer agrees that Microfax may temporarily suspend Customer’s access for up to ten (10) business days pending an investigation of Customers use or access. Customer agrees to cooperate fully with any and all investigations. If any misuse or unauthorized access is found, Microfax may immediately terminate this Agreement without notice or liability of any kind.
(b) Customer Account Maintenance. Customer is responsible for the administration and control of Account ID’s by its employees and third parties, and shall identify a security administrator to coordinate with Microfax. Customer shall manage all Account ID’s, and notify Microfax promptly if any Account ID becomes inactive or invalid. Customer shall follow the policies and procedures of Microfax with respect to account maintenance as same may be communicated to Customer from time to time.
5. Miscellaneous
(a) This Agreement shall be effective as of the date it is executed on behalf of Customer by an authorized representative of Customer and shall continue in effect for a period of one (1) year. This Agreement will automatically renew for additional one-year periods unless either party gives written notice of termination to the other party at least ninety (90) days prior to the beginning of a renewal period.
(b) Each party (and its employees) is and shall remain an independent contractor. Neither party is authorized to assume or create an obligation or responsibility, express or implied, on behalf of, or in the name of, the other party or to bind the other party in any manner.
(c) North Carolina and federal law will govern this Agreement. The invalidity or unenforceability of any one provision of this Agreement shall not impair the validity and enforceability of the remaining provisions.
(d) The obligation of either party to perform under this Agreement shall be excused during each period of delay caused by matters beyond such party’s reasonable control, including without limitation, government regulation or law, war or insurrection, civil commotion, destruction of production facilities or material by earthquake, fire, flood, storm or other natural disaster, labor disturbances, epidemic or failure of suppliers, public utilities or common carriers.
(e) This Agreement and any attachments hereto constitute the entire agreement between the parties and supersede all prior understanding, written or oral between the parties with respect to the subject matter hereof. No changes or alterations may be made to this Agreement unless in writing signed by duly authorized representatives of each party to this Agreement.
(j) By signing this Agreement, Customer agrees that Microfax can communicate with Customer via facsimile and electronic mail.