The terms of this Master Services Agreement (the “Agreement”) govern and are incorporated by reference into all service orders, statements of work, amendments, and other contractual documents entered into between Pluto Acquisition OpCo, LLC, doing business as Universal Background Screening, Global Safety Network, PeopleFacts, Trak-1, and Employment Screening Services (“Universal”), and the applicable Client (collectively, the “Service Documents”). The term “Client” means the counterparty identified in the applicable Service Documents. Universal and Client may be referred to individually as a “Party” and collectively as the “Parties.” Client’s execution of a service order or use of Universal’s services constitutes acceptance of this Agreement.

Universal and Client agree as follows:

1. SERVICES AND PERFORMANCE: Universal agrees to provide to Client certain public and non- public information (herein collectively referred to as an “Information Product”) in accordance with requests for such information. If the Information Product requested by Client is a credit report, then Client shall be subject to and shall comply with the additional requirements as set forth in Exhibit A of this Agreement. Universal will use commercially reasonable efforts to provide Information Products requested by Client, however Client acknowledges that Universal may be unable to provide Information Products in response to all requests. Client understands that based on a variety of legal and account credentialing requirements, Client may not be eligible to receive all services offered by Universal and that Universal may, in its sole discretion, decline to provide services to Client. Requests may be in written form or by electronic means as permitted by Universal from time to time.

2. CHARGES AND FEES: For each Information Product (including, without limitation, a response from Universal that there is “no record” or “no information”) and any other services provided by Universal, Client agrees to pay all fees in accordance with the Service Documents, this Agreement, and any applicable fee schedule referenced therein. Universal may modify its fees or fee schedule at any time by providing notice to Client. Any new products or services ordered by Client will be billed at the then-current standard fees in effect at the time of order.
Client shall also be responsible for any third-party costs incurred by Universal in connection with fulfilling Client’s requests, including but not limited to surcharges and fees imposed by governmental agencies, educational institutions, employment verification services, licensing authorities, or other data providers.

3. PAYMENT TERMS: All invoices are due and payable upon receipt and shall, in any event, be paid no later than thirty (30) days from the date of invoice. Invoices will be provided electronically or otherwise delivered to the billing contact designated by Client in the applicable Service Documents. Client shall pay all invoiced amounts by check payable to Universal and delivered to the payment address designated by Universal. All amounts not paid within thirty (30) days after the date of the applicable invoice will be considered delinquent and may be assessed a late payment charge at the rate of 1 ½% per month (18% annually) or $35.00, whichever is greater, from the date that such amount became due. A $20.00 fee will be assessed for all returned checks. If the account goes to collection, Client agrees to pay all collection expenses, including attorneys’ fees and court costs. In the event that any undisputed amounts are delinquent, Universal may, in its discretion, suspend the provision of services under this Agreement or the applicable Service Documents until all delinquent amounts are paid.

4. UNIVERSAL IS NOT LEGAL COUNSEL: Universal is not legal counsel, and it cannot and does not provide legal advice. Any conversation or communication with Universal’s representatives regarding Information Products or other services offered by Universal are not to be considered a legal opinion regarding such use. Any sample documents provided by Universal should not be relied on as legal advice or as legally compliant. Universal has advised Client to consult its own legal counsel regarding Client’s legal obligations, including but not limited to those outlined below, described elsewhere in this Agreement and contained within the prescribed notices provided to Client by Universal.

5. CLIENT LEGAL OBLIGATIONS: Information Products contain sensitive information and there are legal obligations related to Client’s procurement, use, protection, storage and disposal of Information Products. Universal has advised Client of the importance of working with legal counsel to develop a screening program, along with policies and procedures related to Information Products (including, but not limited to adverse action, authorized dissemination, confidential retention and secure destruction), that are in compliance with applicable state and federal laws.

6. RECEIPT OF PRESCRIBED NOTICES: Client acknowledges that Universal has provided Client with the following documents: Notice to Users of Information Products: Obligations of Users under the FCRA; A Summary of Your Rights Under the Fair Credit Reporting Act; and Remedying the Effects of Identity Theft. Additional copies of these documents may be obtained at any time at the following website www.universalbackground.com/ftcnotices/ .

7. CLIENT CERTIFICATIONS; USE OF INFORMATION: Client represents, warrants and certifies to Universal that Client shall issue all requests and use all Information Products only in compliance with all applicable federal, state and local laws, rules and regulations. In furtherance (and not in limitation) of the foregoing, Client shall comply with all applicable provisions of Exhibit A which is incorporated herein by reference with respect to each request and each Information Product, when used for Employment purposes as defined by the FCRA. Client represents and warrants that it has obtained all necessary authorizations and consents required under applicable law prior to requesting any Information Product, and that it will not distribute or disclose such Information Product to any third party except as expressly permitted under this Agreement and applicable law. Client acknowledges and agrees that each Information Product or report provided by Universal is furnished solely for the specific purpose and individual for which it was ordered. Client represents, warrants, and certifies that it will not reuse, repurpose, distribute, or rely on any Information Product or report for any subsequent or future screening, verification, or other purpose. Client further agrees that any reuse or redistribution of such reports without obtaining a new report through Universal constitutes a material breach of this Agreement.

If and to the extent Client requests that Universal use any particular form, whether Client’s own form or that of a third party (“Client Forms”), within Universal’s systems, platforms, or as part of Universal’s services, and subject to Universal’s agreement to implement such forms and to the other terms of this Agreement, Client acknowledges and agrees that Universal shall have no responsibility or liability whatsoever arising out of or relating to such Client Forms. Client represents and warrants that all Client Forms provided to Universal comply with all applicable federal, state, and local laws, rules, and regulations.

8. COMMUNICATIONS AND CONSENT: Client represents and warrants that, in compliance with all applicable federal, state, and local laws, rules, and regulations (including, without limitation, the Telephone Consumer Protection Act, the CAN-SPAM Act, and any state or local privacy or electronic communications laws), Client has obtained all necessary consents, authorizations, and permissions from each candidate or individual whose information is submitted to Universal (“Candidate”) for Universal to communicate directly with such Candidate by email, phone, or text message for the purposes of providing service-related updates, notifications, and legally required notices (including, without limitation, notices under the Fair Credit Reporting Act such as Section 613 notices, pre-adverse action notices, and adverse action notices) in connection with Universal’s services. Client shall provide such consents to Universal upon request and shall indemnify and hold Universal harmless from and against any claims, damages, or liabilities arising out of or related to the failure to obtain or maintain such consents.

9. TERM AND TERMINATION: Client shall use Universal as its exclusive provider of all services and products provided under the Service Documents and governed by this Agreement for a period of three (3) years from the effective date of the applicable Service Document. Upon expiration of the initial three (3) year term, this Agreement shall automatically renew and continue in full force and effect for successive periods of three (3) years thereafter unless either Party provides written notice to the other of its intent not to renew at least sixty (60) days prior to the renewal date.

Universal may terminate or revise the provisions of this Agreement immediately upon written notice if Client is the debtor in a bankruptcy action or in an assignment for the benefit of creditors or if Client undergoes a change in ownership. In addition to any and all other rights a Party may have available according to law, if a Party defaults by failing to perform any provision, term or condition of this Agreement or the applicable Service Documents the other Party may terminate the Agreement and applicable Service Documents by providing written notice to the defaulting Party. This notice shall describe with sufficient detail the nature of the default. The Party receiving such notice shall have fifteen (15) days from the receipt of such notice to cure the default(s). Unless waived by the Party providing notice, the failure to cure the default(s) within such time period shall result in the automatic termination of this Agreement and the applicable Service Documents. The following provisions shall survive any termination or expiration of this Agreement or the applicable Service Documents: Confidentiality, Indemnification, Limitation of Liability, Governing Law and Jurisdiction, Attorneys’ Fees, Data Security and Breach Notification, and any payment obligations incurred prior to termination.

10. WARRANTY: Client acknowledges and agrees that Universal collects information from public and non-public sources “AS IS” and therefore is providing the information to Client “AS IS.” Universal warrants that the information provided to Client in an Information Product will be accurately copied from the records or sources from which such information is obtained by or provided to Universal and that such information will be collected and reported in compliance with all laws and regulations applicable to Universal. Except as specified in the foregoing sentence, Universal makes no representation or warranty whatsoever, express or implied, written or oral, including but not limited to, implied warranties of merchantability or fitness for particular purpose, warranties of non-infringement, or implied warranties arising from a course of dealing, usage or trade practice or a course of performance with respect to the accuracy, validity, or completeness of any information provided to Client, that the information will meet Client’s needs, or will be provided on an uninterrupted basis; Universal expressly disclaims any and all such representations and warranties.

11. INDEMNIFICATION: Client shall indemnify, defend and hold Universal, and its directors, officers, employees, shareholders, agents, contractors, suppliers, vendors, partners, data providers and other affiliates (the “Universal Indemnified Parties”), harmless from any and all costs, expenses, damages, liabilities and amounts paid in settlement which may be paid by or assessed against any of the Universal Indemnified Parties arising out of, resulting from or incident to (i) any breach or inaccuracy of any representation, warranty or certification made by Client in or pursuant to this Agreement or any Service Document; and (ii) Client’s breach of any covenant or agreement made by Client in or pursuant to this Agreement or any Service Document.
Universal shall indemnify, defend, and hold Client and its directors, officers, and employees harmless from and against any third-party claim, demand, suit, or proceeding to the extent alleging that Universal’s provision of an Information Product to Client (i) infringes such third party’s United States patent, copyright, or trademark, or misappropriates such third party’s trade secret, or (ii) results solely from Universal’s willful misconduct or gross negligence.

12. LIMITATION OF LIABILITY: UNIVERSAL WILL NOT BE LIABLE TO CLIENT FOR DAMAGES, AND CLIENT HEREBY RELEASES UNIVERSAL FROM ANY LIABILITY FOR DAMAGES ARISING UNDER ANY THEORY OF LEGAL LIABILITY TO THE FULLEST EXTENT THAT CLIENT MAY LEGALLY AGREE TO RELEASE UNIVERSAL FROM LIABILITY FOR SUCH DAMAGES, PROVIDED HOWEVER, THAT CLIENT DOES NOT RELEASE UNIVERSAL FROM ANY LIABILITY ARISING SOLELY FROM THE WILLFUL MISCONDUCT OR GROSS NEGLIGENCE OF UNIVERSAL (UNLESS ATTRIBUTED OR IMPUTED TO UNIVERSAL BY REASON OF ANY ACT OR OMISSION OF CLIENT WHETHER AS AN AGENT OF UNIVERSAL OR OTHERWISE). IN THE EVENT UNIVERSAL IS LIABLE TO CLIENT FOR ANY MATTER ARISING UNDER OR RELATING TO THIS AGREEMENT OR THE APPLICABLE SERVICE DOCUMENTS, WHETHER ARISING IN CONTRACT, EQUITY, TORT OR OTHERWISE (INCLUDING WITHOUT LIMITATION ANY CLAIM FOR NEGLIGENCE), THE AMOUNT OF DAMAGES RECOVERABLE AGAINST UNIVERSAL FOR ALL SUCH MATTERS WILL NOT EXCEED, IN THE AGGREGATE, THE AMOUNT PAID TO UNIVERSAL BY CLIENT FOR THE SERVICE TO WHICH A GIVEN CLAIM RELATES PROVIDED PURSUANT TO THIS AGREEMENT OR APPLICABLE SERVICE DOCUMENTS, AND RECOVERY OF THE AMOUNT IS CLIENT’S SOLE AND EXCLUSIVE REMEDY UNDER THIS AGREEMENT AND THE APPLICABLE SERVICE DOCUMENTS. IN THE EVENT UNIVERSAL IS LIABLE TO CLIENT FOR ANY MATTER RELATING TO THIS AGREEMENT, WHETHER ARISING IN CONTRACT, EQUITY OR TORT (INCLUDING WITHOUT LIMITATION ANY CLAIM FOR NEGLIGENCE), AND IN ADDITION TO ANY OTHER LIMITATION OF LIABILITY OR REMEDY SET FORTH IN THIS AGREEMENT, THE AMOUNT OF DAMAGES RECOVERABLE AGAINST UNIVERSAL WILL NOT INCLUDE ANY AMOUNTS FOR INDIRECT OR CONSEQUENTIAL DAMAGES, INCLUDING LOST PROFITS, LOST INCOME, OR LOST SAVINGS, OR FOR ANY AMOUNTS WITH RESPECT TO CLAIMS AGAINST UNIVERSAL.

13. CONFIDENTIALITY: Neither Party shall reveal, publish or otherwise disclose any Confidential Information to any third party without the prior written consent of the other Party. “Confidential Information” means any and all proprietary or secret data; sales or pricing information relating to either Party, its operations, employees, products or services; and, all information relating to any customer, potential customer, agent, and/or independent sales outlet. The Parties agree to keep this information confidential at all times during the term of this Agreement and any applicable Service Documents, and continuing for five years after receipt of any Confidential Information. Notwithstanding anything to the contrary herein, in no event shall Universal be required to destroy, erase or return any Information Products or applicant data related thereto in Universal’s files, all of which Universal shall maintain as a Consumer Reporting agency in strict accordance with all applicable federal, state, and local laws.
Notwithstanding the foregoing, Universal may disclose Confidential Information (including Client Data) to its affiliates for Universal’s and its affiliates’ internal business purposes, including to operate, administer, support, improve, and develop Universal’s and its affiliates’ products and services; perform data analysis, quality assurance, benchmarking, and service enhancement efforts; and otherwise exercise Universal’s rights and perform its obligations under this Agreement. Universal may also disclose Confidential Information to third-party service providers, subcontractors, and other vendors to the extent reasonably necessary to perform the Services, provided that any such recipients are bound by written confidentiality obligations at least as protective as those set forth in this Agreement.

14. DATA SECURITY AND BREACH NOTIFICATION: Client shall implement and maintain commercially reasonable administrative, physical, and technical safeguards to protect Information Products and other confidential information. In the event of any actual or suspected unauthorized access to or use of any such information, Client shall notify Universal in writing without undue delay and fully cooperate with Universal in investigating and remedying the breach.

15. INDEPENDENT CONTRACTOR: The Parties agree that the relationship of the Parties created by this Agreement is that of independent contractor and not that of employer/employee, principal/agent, partnership, joint venture or representative of the other. Except as authorized hereunder, neither Party shall represent to third parties that it is the employer, employee, principal, agent, joint venture or partner with, or representative of the other Party.

16. ENTIRE AGREEMENT: This Agreement, together with the Service Documents, as updated from time to time, sets forth the entire understanding and agreement between Universal and Client and supersedes any prior or contemporaneous oral or written agreements or representations.

17. ATTORNEYS’ FEES: In case any proceeding, whether at law, in equity or in arbitration, shall be brought by any Party to enforce the terms of this Agreement or with respect to any breach hereof, the prevailing Party in each such proceeding, as determined by the court or arbitrator, shall be entitled to the payment of reasonable attorneys’ fees and costs from the non-prevailing Party or Parties (as determined by the court or arbitrator).

18. ASSIGNMENT: This Agreement may not be assigned without the prior written consent of the other Party. Subject to the foregoing, this Agreement shall be binding on the Parties and their respective successors and assigns. Neither Party may, or shall have the power to, assign this Agreement without the prior written consent of the other Party, except that Universal may assign its rights and obligations under this Agreement, without the approval of Client, to a person or entity that acquires all or substantially all of the assets or equity of Universal, and the buyer or successor agrees in writing to assume all of the obligations of the assigning Party hereunder.

19. GOVERNING LAW; JURISDICTION: This Agreement, including its existence, validity, construction and operating effect, and the rights of each of the Parties hereto, shall be governed by and construed in accordance with the laws of the State of Delaware without regard to otherwise governing principles of conflicts of law. Any claim or action by Client relating to this Agreement shall be brought only in a court of competent jurisdiction in Travis County, Texas.

20. WAIVER: Either Party’s waiver of any breach or default by the other Party shall not be deemed a waiver of any future breach or default by such other Party. No waiver by any Party of any default, misrepresentation, or breach of warranty or covenant hereunder, whether intentional or not, shall be deemed to extend to any prior or subsequent default, misrepresentation, or breach of warranty or covenant hereunder or affect in any way any rights arising by virtue of any prior or subsequent such occurrence.

21. FORCE MAJEURE: Client agrees that Universal is not responsible for any events or circumstances beyond its control (e.g., including but not limited to war, riots, embargoes, strikes and/or Acts of God) that prevent Universal from meeting its obligations under this Agreement or the applicable Service Documents.

22. INTERPRETATION: The definitions of terms herein shall apply equally to the singular, plural, past present and future forms of the terms defined. Whenever the context may require, any pronoun shall include the corresponding masculine, feminine and neuter forms. The words “include”, “includes” and “including” shall be deemed to be followed by the phrase “without limitation.” The word “will” shall be construed to have the same meaning and effect as the word “shall.” Any reference to any law shall include all statutory and regulatory provisions consolidating, amending, replacing or interpreting such law and any reference to any law or regulation shall, unless otherwise specified, refer to such law or regulation as amended, modified or supplemented from time to time. Any titles or captions contained in this Agreement are for convenience only and shall not be deemed part of the text of this Agreement. This Agreement shall be construed as if it were jointly prepared by the Parties.

23. SEVERABILITY: Should any one or more of the provisions of this Agreement or of any agreement entered into pursuant to this Agreement be determined to be illegal or unenforceable, then such illegal or unenforceable provision shall be modified by the proper court or arbitrator to the minimum extent necessary and possible to make such provision enforceable, and such modified provision and all other provisions of this Agreement and of each other agreement entered into pursuant to this Agreement shall be given effect separately from the provision or portion thereof determined to be illegal or unenforceable and shall not be affected thereby.

24. NOTICES: Any notice, consent, invoice, demand, or other communication required or permitted under this Agreement shall be in writing and deemed duly given and effective:
(i) when delivered personally to the recipient;
(ii) when sent by a nationally recognized overnight courier service;
(iii) when mailed by certified or registered mail, return receipt requested, postage prepaid; or
(iv) when sent by electronic mail (email) to the designated email address of the receiving Party, provided that no system-generated error or “bounce-back” notification indicating failure of delivery is received by the sending Party.
Notices shall be sent to the postal address or email address listed on the Service Documents or to such other address or email as a Party may designate in writing.
For notices sent by courier or personal delivery, effectiveness shall be upon actual delivery. For mailed notices, effectiveness shall be upon receipt as indicated on the return receipt. For email notices, effectiveness shall be upon transmission, unless a delivery failure notification is received by the sender.

25. MODIFICATION: This Agreement may be modified from time to time by Universal by posting an updated version. The most current version of the Agreement is available at http://[ ] and is binding.

 

EXHIBIT A CLIENT CERTIFICATIONS
I. Fair Credit Reporting Act Certifications

Universal is deemed a Consumer Reporting Agency (CRA) under the federal Fair Credit Reporting Act (FCRA). Client is deemed an end-user of Consumer Reports (“End-User”) under the federal Fair Credit Reporting Act (FCRA). Client agrees to request and use information and hereby certifies to the following in compliance with the Fair Credit Reporting Act (“FCRA”), 15 U.S.C. § 1681 et seq. Specifically, Client will:
(a) Request and use Information Products solely for a permissible purpose(s) identified on the Client Information Sheet and permitted under the FCRA, and certify each particular permissible purpose for use at the time of ordering an Information Product and use such information for no other purpose.

(b) Provide a clear and conspicuous disclosure in writing to the individual who is the subject of the requested Information Product/Consumer Report (“Consumer”) in a document that consists solely of the disclosure stating that: information will be obtained for the specific permissible purpose identified on the Client Information Sheet before a Consumer Report is procured or caused to be procured; that the information may include information on the consumer’s character, general reputation, personal characteristics, and mode of living; that identifies the name, address, telephone number and website of Universal; that notifies the consumer in writing of the nature and scope of the investigation requested, including a summary of any state law provisions.

(c) Obtain a written authorization from the Consumer on the disclosure before an Information Product is procured or caused to be procured.
(d) Obtain written or electronic consent from the Consumer, maintain records of this consent for as long as required by law, and provide Consumers with a copy of their rights under the FCRA.
(e) Use and maintain Information Products as prescribed by law. Accept full responsibility for complying with all such laws and for using the Information Products in a legally acceptable fashion. Disclose or disseminate such Information Products only to those persons whose duties relate to the legitimate business purposes for which the Information Products are requested. Accept full responsibility for any and all consequences of use and/or dissemination of the Information Products.
(f) Not sell or otherwise re-distribute Information Products to third parties without express permission by Universal. Client understands that additional legal obligations apply for re-sellers of Information Products.
(g) Not use Information Products in violation of any applicable federal, state or local employment or other law or regulation, including, but not limited to, any equal employment laws or regulations.
(h) Comply with all federal, state and local statutes, regulations and rules governing the procurement, use and/or disclosure of any Information Products, including, but not limited to, the FCRA.
(i) All employment decisions are made by Client even if Universal adjudicates or applies Client’s hiring criteria.
(j) Before taking any adverse action based in whole or in part on an Information Product, Client will provide to the Consumer a preliminary adverse action notice; the name, address, website address and telephone number of Universal (including its toll-free number); a copy of the Information Product; a copy of the document A Summary of Your Rights Under the Fair Credit Reporting Act ; and all other information as prescribed by the FCRA, the Federal Trade Commission (FTC) and/or the Consumer Financial Protection Bureau (CFPB). Client will provide the consumer a designated period of time to contact Universal if the consumer wishes to dispute any information contained in the Information Product. Upon taking any such adverse action, Client will provide to the Consumer notice of the adverse action, a statement that Universal did not make the decision to take the adverse action and is unable to provide the Consumer the specific reasons why the adverse action was taken, and notice of the Consumer’s right to a free copy of the Information Product and to dispute its accuracy or completeness under applicable law.

Failure to obtain, maintain and/or provide consent of the Consumer, and comply with the provisions of the FCRA and applicable state law, if any, may result in immediate suspension of services, including access to previously requested Information Products. If any Information Product provided to Client is subsequently restricted, prohibited, sealed or expunged for any reason by federal, state or local law, court or government agency, Client will immediately discontinue use of such Information Product and, if required by law, will delete such Information Product from Client’s records.

II. California Certifications

Client hereby certifies to Universal that, under the Investigative Consumer Reporting Agencies Act (“ICRA”), California Civil Code Sections 1786 et seq., and the Consumer Credit Reporting Agencies Act (“CCRAA”), California Civil Code Sections 1785.1 et seq., if the Client is located in the State of California, and/or the Client’s request for and/or use of Information Products pertains to a California resident or worker, Client will do the following:

(a) Request and use Information Products solely for permissible purpose(s) identified under California Civil Code Sections 1785.11 and 1786.12.
(b) When, at any time, an Information Product is sought for employment purposes other than suspicion of wrongdoing or misconduct by the Consumer who is the subject of the investigation, provide a clear and conspicuous disclosure in writing to the Consumer, which solely discloses: (1) that an investigative Information Product may be obtained; (2) the permissible purpose of the investigative Information Product; (3) that information on the Consumer’s character, general reputation, personal characteristics and mode of living may be disclosed; and (4) the name, address, and telephone number of Universal; and (5) the nature and scope of the investigation requested, including a summary of the provisions of California Civil Code Section 1786.22.
(c) When, at any time, an Information Product is sought for employment purposes other than suspicion of wrongdoing or misconduct by the Consumer who is the subject of the investigation, only request an Information Product if the applicable Consumer has authorized in writing the procurement of the Information Product.
(d) When an Information Product is sought in connecting with the hiring of a dwelling unit, notify the Consumer in writing that an Information Product will be made regarding the Consumer’s character, general reputation, personal characteristics. The notification shall include the name and address of Universal as well as a summary of the provisions of California Civil Code Section 1786.22, no later than three days after the date on which the Information Product was first requested.
(e) When an Information Product is sought in connection with the underwriting of insurance, clearly and accurately disclose in writing at the time the application form, medical form, binder, or similar document is signed by the Consumer that an Information Product regarding the consumer’s character, general reputation, personal characteristics, and mode of living may be made, or, if no signed application form, medical form, binder, or similar document is involved in the underwriting transaction, the disclosure shall be made to the consumer in writing and mailed or otherwise delivered to the Consumer not later than three days after the report was first requested. The disclosure shall include the name and address of Universal, the nature and scope of the investigation requested, and a summary of the provisions of California Civil Code Section 1786.22.
(f) Provide the Consumer a means by which he/she may indicate on a written form, by means of a box to check, that the Consumer wishes to receive a copy of any Information Product that is prepared.
(g) If the Consumer wishes to receive a copy of the Information Product, the Client shall send (or contract with another entity to send) a copy of the Information Product to the Consumer within three business days of the date that the Information Product is provided to Client. The copy of the Information Product shall contain the name, address, and telephone number of the person at Universal who issued the report and how to contact him/her.
(h) Under all applicable circumstances, comply with California Civil Code Sections 1785.20 and 1786.40 if the taking of adverse action is a consideration, which shall include, but may not be limited to, advising the Consumer against whom an adverse action has been taken that the adverse action was based in whole or in part upon information contained in the Information Product, informing the Consumer in writing of Universal’s name, address, and telephone number, and provide the Consumer of a written notice of his/her rights under the ICRA and the CCRRAA.
(i) Comply with all other requirements under applicable California law, including, but, not limited to any statutes, regulations and rules governing the procurement, use and/or disclosure of any Information Products, including, but not limited to, the ICRA and CCRAA.

III. Database Searches

Universal recommends that Client screen its applicants or employees at the county court-house or online system, federal, and multi-state/nationwide database levels. Client understands that if it chooses not to conduct searches at these levels, Universal cannot be held responsible for any records that exist that are not included in the Client’s coverage requested. Client further understands that the multi-state/nationwide database report will only be offered in conjunction with a county-level verification of any records found and that Client will bear any additional costs associated with this verification.

IV. DPPA End User Certification; Use of Information

Client hereby agrees to request and use driving record information and certifies to the following in compliance with the Driver Protection Privacy Act (18 U.S.C. § 2721 et seq.) (“DPPA”) and analogous state laws as follows:

(a) Client hereby certifies that Moving Violation Reports (MVRs) shall only be ordered in strict compliance with the DPPA and analogous state laws.
(b) Client certifies that it has a permissible use under the DPPA to use and/or to obtain MVRs.
(c) Client further certifies that it will only use information derived from MVRs for a permissible purpose as defined by the DPPA and that it will not resell or further disseminate MVRs or any information derived from MVRs obtained from Universal to any other entity or person.
(d) Client certifies that no MVR shall be ordered without first obtaining the written consent of the consumer, evidence of which shall be transmitted to Universal upon request in the form of the consumer’s signed release authorization form.
(e) Client shall not transmit any data contained in the resulting MVR via the public internet, electronic mail or other unsecured means.

V. Workers Compensation Searches

If the search requested is a search of Workers Compensation Claims Records, Client certifies that is being requested and used for employment purposes and on a “post-hire” basis only.

VI. Storage and Disposal of Information Products and Information

Client agrees to take commercially-reasonable precautions to protect Information Products and other Consumer information, in particular, personally identifiable information, including consumer names, dates of birth and social security numbers which, at a minimum, shall include the following:
• Keep any computer terminals, desktop or laptop computers or other equipment or hardware that will be used to receive, access or store Information Products and other Consumer information in a secure location.
• Store any backup disks, tapes or other removable media that are used to store Information Products and other Consumer information in a secure, locked location, and to protect such media with a password.
• Store all printed Information Products and other Consumer information in a secure, locked container or room when not in use

Client agrees to properly dispose of Information Products and other Consumer information by taking reasonable measures to protect against unauthorized access to, or use of, the Information Products and other Consumer information in connection with its disposal. As used herein, “dispose,” “disposing,” or “disposal” means: (1) the discarding or abandonment of Information Products and other Consumer information, or (2) the sale, donation or transfer of any medium, including computer equipment, upon which Information Products and other Consumer information is or was stored.

Reasonable measures to protect against unauthorized access to or use of Information Products and other Consumer information in connection with its disposal include the following examples:
• Implementing and monitoring compliance with policies and procedures that require the burning, pulverizing, or shredding of papers containing Information Products and other Consumer information so that the Information Products and other Consumer information cannot practicably be read or reconstructed.
• Implementing and monitoring compliance with policies and procedures that require the destruction or erasure of electronic media containing Information Products and other Consumer information so that the Information Products and other Consumer information cannot practicably be read or reconstructed.
• After due diligence, entering into and monitoring compliance with a contract with another third party engaged in the business of record destruction to dispose of material, specifically identified as Information Products and other Consumer information, in a manner consistent with this requirement.