ISO Claims Service Inc/HRfns 62,o?f.Dq"'"06
"rn;'uVbt9.9,A TO
FO v page 2 of 4
Employment Subscription'Agreement - Terms and Conditions
This subscription agreement for Motor Vehicfa Repoits and`odiec records,("Ihe Agreement") is entered into as of (the 'Effective
Date") by and between ISO Claims' Services; Inc,; a'Delaware corppooraUOn through its Insurance Information Exchange unit ("iiX') with offices of 3011
Earl Rudder Freeway South College Station TX 77845 and City of Carmel, I'ndiaxia -,(CustomerName)
a (State) corporation with offices at Carmel,, Indiana {City, State),
1. PRODUCT.. iV agrees to provide services and obtain Molar Vehicle Reports, hereafter called "Information Reports.' for-Customer under the ferns
specified herein
1. SOLE USE. Customer warrants and agrees that the Information Reports; products andlor services are to be used internally by'Customer solely4tth
respect to (r) thecontinued employment of current employees or (it) otters of employment:'toprospective employees, unless further restricted by
Specific Stale:Forms (as defined.below)11re Information Reports, products and services:provic6 by iX may not be-sold, sub4cansed,:transfemed,
published, delivered, displayed, used by or otherwise made available to any third 'party: Failure of_Customer'lo comply in all respects wi€h the
requirements•ofthis Section2 is a material breach of this Agreement. In such event, liX may immediatelyleirmiilate tiffs Agreement and the delivery of
any MVRs, services or other products to Customer Without notiice.ordelay.
3. RESTRICTIONS.
3.1. Confidentiality The Customer acknowedges,that in wnnecfion with this Agreeinent,Jt may receive personal Information and nonpublic
personal, information from estate agencies and service bureaus. Personal information isiinformation thatidentlfles an individual end includes; but•is;
not limited Co: (a) Rnst and last-name or flrsi;IniGaI and'lutname, (b) a home or olf er physical'addrass ,which! dudes,atlaasl'st(eet name and
name of raly or town; (c)an email;address;•d) a telephone number; (e) a Social Security number; lTl rredit:anci debit card informst&,
including credit andlordeblt"card'.number wlfh expiratlon date'(gj date of birth, (h) a driver's license number;.or (i) any other .iinformation from or-
about an individual consumer that is combined with (a) through (h) above. Customer agrees to,treatas confidential all personal information
received from iiX and to disclose.consumer'Inforrnahon to' only those Jits employees who have:a•need to know such information in order to
accomplish their duties. The Customer shall not use personal infarmation for any purpose e'xcep'Ure;purpose pe milted by this Agreement.
32. Compliance widi'Caws Customer certifies that it shall order, receive,, disseminate and otherwise
with all applicable federal, stale and local s121uies; rules, codes and regulations, including Ill tin
("FORA`)„ the Driver's Privacy Protection Act 18 U:S.C. §2721 et seq., ("DPPA");'the Gramm-Leacfi-
including any changes; supplements or amendments to such statutes rules,.codes and regulations (
Laws'). The federal Fair Credit Reporting Act imposes cerr al penalties- including a fine, up to tw1
who knowingly and willfully obtains infomnafienona consumer from a consumer repairing agencyur
anyone who obtains sucR,consumer information without apermisslbla.purpose. Cuslomershall be r
current with all of The Laws. Customer further represents and warrants that it shall,ensure the secu
in compliance with The taws. The Customer will 'immediately notify lk-ofany inadvertent or imaulno
obtained under this contract or other security breach of person r informafiancontam'ed in )nformAhr
unauthorized or inadvertent release.
compliance
g Act
prison, or both -
of the Information Reports
the Customer knows of such
3.3.SluecificSlate Forms Customer shall be responsible for understanding and for staying current wittiiall specific state forms, cerfi6cales.of use
or other documents or agreements including anychanges, supplements or amendment's thereto impoi by the stales (collectivelyreferred,lo as
"Specifc State, Forms') from which it will order lpformation'Reports.:Customer certifies that if has"filedrallrapplicable Specific SfatetFOrms
required by individual states. If Customer receives Iriformai Reports,from a State requiring•a state form, customer agrees that ihey shall sign a
copy of the appropriate State agreements and, return to iiX.
3:4. Publications Customer.egreesthal'alfsolibiations,advertising;copyand'olhercommunications.used,inconnectionviih-Inlorma[16RReports,.- ----
productsand services shall be devoid of any reference to any selection cntera'or presumad knowledge concerning the intended recipient of such
solicitation, ar the, source of the recipient's name and,address. Customer, further warrants that telephone numbers.suGmftted to iiX for reverse
telephone append matching services Oil not be randomly generated.or obtained by an automaticnumber identiocation Sys[ am, except where a
prior business relationship between Customer and the owner of such telaphene-number.
3.5. Archiving. Customer shall not use Information Report dala,supplied by HX to directly of indirectly oompile„store, or maintain the Information
Reports to develop its own source ar,dalabeseof Information Reports.
3.6. Other Restrictions iiX.may from time lo,lime'impose addfbonal restrictions; procedures orprocesses.upon the use andlor delivery of the
Information Reports which it believestobe prudent to ensure compliance with The Laws; the ,Si Stale ;Forrns andlor the secunty, privacy oc
co nfldentialilyelthe liuformatil n'Re' ts.
3,7, Interpretation In lhe;evenl that Customer and irX disagree. with the Nenl, effect, necessity to comply with or the interpretation andlor
compliance requirement of any of The Laws or Specific, State Fonns, Customer shall coniorm,toiX's interpretation.
3.8:.Use oflhe Intemet Customer will,noi disseminate any°MVRsrover the Internet. Internal dissemination, includes publfc.e-mall, World Wide
Web access, FTP'and all other ioechanisms;wher' Eta is transmitted acrossthe Internet.
Created on12ID4106
'Version ICE2006,2
r4ii-r- 6UVED AS TO
FO Bv-? Page 2'of4
Employment Subscription Agreement-:Terms-and Conditions
This subscription agreement for Motor Vehicle Repors and other,.rseords ("the Agreement") isentered'inlo as'of , (the "Effective
Data") by and belween ISO Claims Services, Inc., a Oelaware corporation, through its Insurance Information Exchange unit (1l with offices at3011
Ead Rudder Freeway South College,Stalion TX 77845 and (Customer Name)
a (State) corporation with officesaf (City; Stale).
1. PRODUCT. III agrees, to provide. services and.obtain Motor Vehicle.Reports.hereallercalled "information Reports,"'for Customer under the terms
specified herein.
2. SOLE USE; Customer warrants and agrees that the Information Reports, producie andlor services are to be'used infernally by Customer solely With
respectto (i) the contieued.employmenf of-current employees or (Ii) offers;of`employmentao'prospective employees; unless further restricted by
Specific5tatei Forms (asdefined below). The Information Reports, products and services provided byHX may not beI , sub-licensed, transferred;
published, delivered displayed, used by or otherwise made, svaitehle to any third party. Failure-of'Cuslomer o comply in all, respects vrith'lhe
requfremenis of,lhis'Scalori 2 Is a material breach of,tliis Agreement. In such sVibm, iiX"may immediately,lerminale this Agreement and the delivery of
any MVRs, services or other products to Customer mthoul notice or delay.,
3. RESTRICTIONS.
3.1. Confidentiality The Customer acknowledges that.in conhection wth'lhis.AgfeemerijI,,may receive personal informaten::and nonpublic
personalinformation from.slateagencies a4servicebureaus. .Personal information is. information that identifies an individual and includes, but is,
not'limited to: (a) First and fast name or first initial and last name;.tb) a home or otherphys caladdres`s which mcluoas at least "street name avid
name of city or lawn; (c) anemail'address; (d) a telephone number (e) a Social Secuntyinumber; (1) credit aidlor debit card information
including credit andlor debit card number with expiration date; (g) date oftiirtn; (h) a drivees license,number; or (i) any other information from or
about an ,individual consumer that is Combined 'With '(a)'through (h) above. Customer-agreesto'treat.as confidential all. personal, information
received from 4X and to disclose consumer.infonnation to. only those of,its employees'who have a need to,knpwsuch information, in order to
accomplish their duties. The Customer shall not use personal information for any purpose,except the purpose permitted by,iliis Agreement.
3.2. Compliance with Laws Customer certifies that it shall order; receive, disseminate and otherwise use the Information Reports in compliance
with all applicable federal, state and local statutes, rules, codes; and regulations, including but not limited to the Fair Credit Reporting Act
('FCRA"), the Dnyer's'Privacy Protecfon k118;U.S.C. §2721 at seq.; {`'DPPA ), the Gramm Leach-Bliley Act GLIB )and their slate equivalents,
including any changes,supplernents or amendments to such statutes, rules, codes and regulations (.collectively referred to hareh as "she
Laves"). The,federal(Fair Credit Reporting,Aci'imposes criminal penalties - indudrng'a fine, up to two years In prison„or;both - against anyone.
who knowingly and willfully: obtains information on a consumer from a consumer reporting agericy under false pretenses; and otherpenaliies,for
anyone who obtains such consumer information withouta permissible purpose. Customer shall be responsible. for understanding and for staying
current with all of The Laws, Customer further represents and warrants thatit;shall ensure the.secunty and cdrifidenialfty of personal information
in compliance With The Laws. The Customer will imme .lately r lift' IrX or any inadvedenlor unauthorized release of the Information Reports
obtained under Ihis contract or other security preach of perscna[informalien contained; in Information Reports whenahe Customer knows of such
unauthorised or inadvertent release.
3:3. Sped Fie State Form s,Custorn ershalI.be responsible for, Linda rstandIng,and'forstaying current wilh.aI specific state forms, certificates of use
or other docdments oragreements including any changes supplements or.amendments thereto imposed by the slates (collectively referred to as
"Specific State Forms")'from`wnich it will order Information, Reports.. Customer certifies lhaLt has filed all applicable Sped6c State Forms
required by individual stal'es'. If Custbmerreci=ives Information Reports fr_om,a State requirngIa state form, customer agrees 'thatthey shall sign a
copy of the appropriate State'agreaments and return to?iiX
3.4: Publications'CustomeCagrees'theiI all solicitations advertising copyand other commumcahons used m connection with; Information-Reports;
prbducls and services shall be devoid of any reference to anyselection criteria or presumed knowledge mno6mi6g the inlended,recip6llof such
solicitation, or the source of;the+recipierfs name:aod address, Customer further warrants that telephone numbers "submitted to iiX forreverse
telephone append malchng services,will not be randomly generated or obtained by an automatic number ideribircatioh,system, except where a
prforbusiness relationship,between Customevand the ownerofsuch telephone number.
3.5. Archivin Customer.shall not use information Report dala'supplied byJX•to directly or indirectly compile, store,. or maintain the Information
Reports to develop its own source or.database;of Information Reports.
18. Other Restrictions iiX may'rom.linle to time impose additional reslnctiohs, procedures or processes upon the use andlor delivery of the
information Reports which it believes to be?prudent to ensure compliancelwflh°Trie,Laws thelSpecifloState Forms antler the security; privacy or
wnfitlenfiality$f the Information Reports:
3.7, Inleroretalion In the event that `Customer and-iiX disagree with the iriteni,:effec6 necessity lo.comply with -or the inlerprelation'andlor
compliance requirement of any of The Laws or. Specific Stale Forms; Customer shall conform to ib6interprelation.
3.8. Use-of lhednternef. Customer will notdisseminale'any MVRs,over Ihe.lnternet. Internet dissemination inc€udes'public:e-mall, World Wide
Web access, FTP and all other mechanisms where data is transmitted across the Internal.
Crealed ond210YK
Vwsim ICE20M.2
Page 3 of 4
Failure of Customer to fully comply with the requirements of all of Section 3 shall be a material breach of this Agreement and shall permit iiX to
immediately terminate this Agreement and the delivery of any Information Reports, services or other products to Customer without notice or delay.
4. WARRANTY AND INDEMNIFICATION. Customer hereby represents and warrants that any data, content or other materials provided by Customer
to iiX are in compliance with all applicable laws and will not, when'used by iiX, defame any person or infringe the trademarks, service marks, copyrights
or other intellectual property rights of any third party. Customer agrees to indemnify and hold harmless tiX, its affiliated companies, and their officers,
directors, employees and shareholders from any and all damages, costs, judgments and expenses (including reasonable attomey's fees) as well as
any and all fines, interest, penalties or any other liabilities: (i) incurred by iiX, (if) imposed by local , state, or federal authorties.or (iii) claimed by any
third party which result from or arise out of Customers failure to fully comply with the provisions of Section 3 and 4 or the use by Customer of the
Information Reports, products and services which are provided hereunder.
6. TERMINATION, Customer may terminate this Agreement at any time. Customer agrees, however, to pay for all requests. Except as provided in
Sections 2 and 3, iiX may terminate this Agreement or amend this service by providing ten (10) days prior notice to Customer. iiX may amend this
Agreement or terminate without notice if the availability of an Information Report to iiX changes for any reason during the term of this Agreement.
6. DISCLAIMERS
CUSTOMER UNDERSTANDS AND AGREES THAT THE FOLLOWING LIMITATIONS ARE AN ESSENTIAL PART OF THE CONSIDERATION
TO iiX FOR ENTERING INTO THIS AGREEMENT. THE LIMITATIONS ARE SPECIFICALLY DESIGNED AND AGREED TO BY THE PARTIES
TO ALLOCATE AND LIMIT RISKS BETWEEN THE PARTIES IN LIGHT OF THE PRICES CHARGED AND THE OTHER BUSINESS TERMS OF
THIS AGREEMENT.
iiX PREPARES THE INFORMATION REPORTS AND PRODUCTS PROVIDED UNDER THIS SERVICE FROM INFORMATION SUPPLIED BY
VARIOUS STATE AGENCIES AND OTHER SERVICE BUREAUS. ALTHOUGH EVERY REASONABLE EFFORT IS MADE TO ENSURE THE
ACCURACY OF THE DATA, THE INFORMATION REPORTS AND OTHER PRODUCTS AND SERVICES ARE PROVIDED "AS IS" AND
NEITHER iiX NOR ITS SERVICE BUREAUS IN ANY WAY WARRANTS OR ASSUMES ANY LIABILITY FOR THE ACCURACY, TIMELINESS,
MERCHANTABILITY, FITNESS FOR PARTICULAR PURPOSE AND/OR COMPLETENESS OF ANY INFORMATION REPORT OR PRODUCT
PROVIDED UNDER THIS AGREEMENT.
AT THE DISCRETION OF THE CUSTOMER, WHERE PERMITTED, MOTOR VEHICLE REPORTS MAY BE SUPPLIED FROM DATABASE OR
HISTORY FILES OF OTHER SERVICE BUREAUS. THESE DATABASE REPORTS MAY NOT CONTAIN THE SAME DATA AS A CURRENT
STATE REPORT. THE REPORT WILL BE NOTED AS A DATABASE REPORT AND WILL SHOW THE ORIGINAL REPORT DATE.
NEITHER fiX NOR ITS SERVICE BUREAUS ASSUMES RESPONSIBILITY FOR CHARGES INCURRED, LOST REVENUE, NOR INCIDENTAL,
SPECIAL, PUNITIVE OR CONSEQUENTIAL DAMAGES OF ANY KIND OR NATURE DUE TO ANY CAUSE WHATSOEVER, INCLUDING BUT
NOT IN LIMITATION, ERRORS IN CUSTOMER INPUT, DUPLICATE REQUESTS, ERRORS IN TRANSMISSION, PROGRAM OR EQUIPMENT
FAILURES, COMMUNICATION PROBLEMS, PROCESS DELAYS, OR SCHEDULE CHANGES. IN NO EVENT SHALL iiX'S OR THE SERVICE
BUREAU'S LIABILITY EXCEED THE CHARGES ACTUALLY PAID TO IX BY CUSTOMER IN THE THREE (3) MONTHS IMMEDIATELY
PRECEDING ANY SUCH CLAIM.
7. CREDENTIALING. Credentialing is the process for verifying that entities are legitimate and their purpose for the use of the Personal information is
authorized.
7.1. Pre-Service Review iiX will verify Customer identity and permissible purpose through a certification or pre-service review. This review may
include but not be limited to a verification of the type of business, confirmation that the staled permissible purpose for obtaining the product or
service is compatible with the type of business conducted, conducting a physical inspection of the premises to assure that it is a legitimate
business facility, verification of specified credentials, and verification of business-phone and-address recordsand•web pages through:the use of
recognizedlhird parties. Customer agrees to cooperate fully with any certification process or pre-service review prior to iiX permitting access to
Information Reports.
7.2. Credential Monitoring Customer further agrees to cooperate fully with continued monitoring of Customer credentials. Monitoring includes the
recertification of credentials and update of agreement. iiX reserves the right to make such requests as if deems necessary. Failure to comply
could result in restriction or termination of access to iiX products and services.
8. AUDIT. Upon receipt of iV audit requests, the Customer agrees to respond within a given time period specified in the audit notice or request for
information. The Customer shall provide all documentation as requested. This information shall be made available to iiX for review and copying upon
iiX's request or to any governmental aulhonty upon request. Access privileges to the system will be suspended upon failure to comply with such
requests.
9. RETENTION OF INFORMATION.
9.1 Retention of Information Reports The Customer shall promptly and adequately destroy the Information Reports (including MVR) in its
possession when they are no longer required for the purpose as stated in this agreement.
Created on 1210406
Version ICE2006.2
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9.2 Retention of Reeuestor Information Customer must maintain records identifying each person or entity that receives the personal information
and the permitted purpose for which the personal information will be used. This information must be retained for a period of (5) five years and
shall induce, but not be limited to, the: request date, requested individual, requester, permissible purpose for each Information Report and signed
consent forms.
9.3 Destruction of Information All documents containing personal consumer information that have been obtained from iiX must be property
disposed of by taking reasonable measures to protect against unauthorized access to or use of the information in connection with its disposal.
This would induce, but not be limited to, implementing and monitoring compliance with policies and procedures that require the burning,
pulverizing, or shredding of papers containing consumer information so that the information cannot, practicably be read or reconstructed,
Electronic files or media containing consumer report information must be destroyed or erased so that the information cannot be read or
reconstructed.
10. INDEPENDENT CONTRACTORS. The relationship of the parties shall be that of independent contractors. Nothing herein shall be construed to
create any partnership, joint venture, agency or other similar relationship. Neither party shall have the right or authority to create, assume or imply any
obligation or responsibility on behalf or in the name of the other party or bind the other party in any manner.
11. NOTICES. Audit notices sent to either party shall be effective when delivered in person, one day after being sent by overnight courier, or five (5)
days after being sent by certified mail postage prepaid to the address set forth above for such party, or to such other address as the party, to which
such notice is being sent, may from time to time have specified in an earlier notice to the party sending such notice. In addition, audit notices to
Customer sent by facsimile or e-mail to the Customer's e-mail address identified in this Agreement shall be effective when sent. Customer shall notify
iiX of any changes in Customer's e-mail address.
12. CHOICE OF LAW. This Agreement shall be governed by and construed in accordance with the substantive laws of the state of New York. The
stale or federal courts of the Stale of New York shall have exclusive jurisdiction over any claims arising out of or in any way related to this Agreement.
13. FORCE MAJEURE. Except for payment obligation, neither party shall be liable for any failure or delay in performance directly or indirectly caused
by acts or omissions beyond the reasonable control of the party required to perform. In the event that a party is asserting force majeure as its reason
for failing to perform timely, such party shall immediately notily the other party of the situation and shall use every reasonable effort to remove the
condition of force majeure and begin performance.
14. MISCELLANEOUS. This document and any amendments as well as the Exhibits referenced herein and all documents referred to in said Exhibits
constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all other communications, whether written
or oral. This Agreement may be modified or amended only in a writing signed by both parties. Waiver of any provision hereof in one instance shall not
preclude enforcement thereof on future occasions. Headings are for reference purposes only and have no substantive effect.
15. SEVERABILITY. The provisions of this Agreement shall be severable, and if any provision of this Agreement shall be held or declared to be
illegal, invalid or unenforceable, such illegality, invalidity, or unenforceability shall not affect any other provision hereof, and the remainder of this
Agreement, disregarding such invalid portion, shall continue in full force and effect as though such invalid provision had not been contained herein.
16. SURVIVAL. The provisions of Sections 3, 4, 6, 8, 12 and 13 of this Agreement shall survive the expiration, cancellation, termination or non-
renewal of this Agreement.
17. COUNTERPARTS. This agreement may be executed in two or more counterparts, each of which shall take effect as an original and all of which
together shall evidence one agreement.
16. ASSIGNMENT. Customer shall not assign or subcontract this Agreement without the prior written permission of iiX and any such assignment or
delegation, either full or partial, to any third party is void and of no effect. A merger,.conselidation,:reorganizafion or other change,of control shall be,
considered an assignment for the purposes of this. Agreement. All terms and provisions of this Agreement shall be binding upon and inure to the
benefit of the parties hereto and their respective permitted transferees, successors and assigns.
IN WITNESS HEREOF THE CUSTOMER CERTIFIES THAT IT HAS READ, UNDERSTANDS, AND AGREES TO THE TERMS AND CONDITIONS
DESCRIBED IN THIS SUBSCRIPTION AGREEMENT, AND ANY APPLICABLE STATE AGREEMENTS. I SWEAR AND AFFIRM THAT THE
STATEMENTS MADE HEREIN ARE TRUE AND CORRECT. I HAVE DIRECT KNOWLEDGE OF THE FACTS CERTIFIED IN THIS AGREEMENT
AND AUTHORITY TO MAKE THE ABOVE REPRESENTATIONS.
Owner or Officer
NAME (Printed):-
E-MAIL ADDRESS OF
Created on 12104/06
Version ICE2006.2
I'
-11.
i 0 ?- iiX, An ISO Business
Employment Subscription Agreement
1. Please provide all requested information below (PLEASETYPE ORPRINI).
2. Agreement must be signed by an authorized agent or officer of the company.
3. Make copies for your files, mail originals to IntelliCorp; 3000 Auburn Drive, Suite 410; Beachwood, OH 44122 or you may fax to
216.450.5301
ONE of the following MUST accompany this agreement: A CURRENT AND VALID BUSINESS LICENSE, OR A COPY
OF ONE OF THE FOLLOWING dated within the last 24 mo.: CURRENT STATE SALES AND USE TAX CERTIFICATE, OFFICIAL
FEDERAL DOCUMENTS - 940, 941, OR FEDERAL TAX RETURN.
A I
COMPANY NAME ? I Tq rU(?- - (M-t-t F L- PHONE C
MAILINGADDRESS ()PIE GJU , Sn-- E FAX#
MAILING ADDRESS Vfw.lpd-y ?CXKAL S I FEIN ?
CITY Llkbx4'IFA- STATE I? ZIP
PHYSICAL ADDRESS
(REQUIRED) ?.+zl?`? ?.A„ -, "L. (AV
PHYSICAL ADDRESS
tREGUIREO) U,jL?-^
CITY STATE ZIP
PRIMARY CONTACT ( Ca+•vg? PRIMARY EMAIL ADDRESS
WEBSITE (URL) ADDRESS
CALIFORNIA REQUESTER ID:
(Required for California MVRs)
/
B BUSINESS DESC
Include CALIFORNIA COMMERCIAL REQUESTER ACCOUNT APPROVAL from stale with agreement
#of Employees: .. (0 PIS
Locations (Attach list if
C REASON FOR ORDERING REPORTS (check all that apply)
mployment purposes (Current or Prospective Employees)
My business orders reports for another reason (please explain:
iiX USE ONLY
DATE SOURCE SALES PERSON
ACCOUNT ID PASSWORD ACCT TYPE
DETAIL PG ACCESS FEE RATE CLASS
SPONSOR ACCOUNT TO BILL 998559 NAME IntelliCorp ACCOUNT ID'
DIRECTBILLCODES - VERIFIED Date Initials --
Created on 08-0i-08
Verslon ICE2D08.1
IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement as follows:
CITY OF CARMEL, INDIANA
by and through its Board of Public
Works and Safety
By:
ames Brainard, Presiding Officer
Date: n- -
Ma Ann Vurke, ember
Date:
Lori S. Walso , e b g,,
Date: /Y
By:
Authorized Signature
SEAN C)yzLLs,AAJ
Printed Name
Gi:w 6r-41 14AVA6Fv1
Title
FID/TIN: V 3- U/6, 0 6 6 /
SSN if Sole Proprietor:
Date: vi cog