Laserfiche WebLink
Barada at any time by reason or in consequence <br />of Client's request for and/or use of Barada's <br />services, ancillary services, and/or reports, or <br />arising out of or resulting from any <br />misrepresentation or breach by Client of any <br />provision contained within this MSA, any Service <br />Addendum, Local Country Agreement and/or <br />amendment and/or addendum to such <br />agreements, except for any Liabilities arising <br />due to Barada's negligence or misconduct. In <br />particular, but without limiting the generality of <br />the foregoing indemnification, Client will defend, <br />hold harmless, and indemnify Barada from and <br />against all claims or actions asserted or brought <br />against Barada by any third party resulting from <br />or arising out of any asserted: (i) violation by <br />Client of any Applicable Laws, including without <br />limitation the Fair Credit Reporting Act (16 USC <br />§ 1681, et seq.), the Fair Housing Act (42 USC § <br />3601, et seq.), and/or the Gramm -Leach -Bliley <br />Act (15 USC, §6801 et seq.), as such are from <br />time to time amended, governing reporting of <br />public records and other information on <br />individuals and/or entities to Client; (ii) violation <br />by Client of previously communicated data <br />sources requirements and/or laws governing the <br />disclosure records provided by the various <br />jurisdictions or third party vendor to Barada; <br />(iii) negligent, or intentional action or inaction by <br />Client relating to the services and/or reports <br />obtained from Barada; (iv) a Security Event; <br />(v) if applicable, the content of information <br />hosted by Barada for Client; and/or (vi) if <br />applicable the administration of Client's <br />adjudication matrix and/or criteria by Barada. A <br />Security Event shall be defined as the <br />unauthorized acquisition or access of or to <br />personally identifiable information made <br />available through the provision of the services, <br />including but not limited to that which is due to <br />use by an unauthorized person or due to <br />unauthorized use while in the possession or <br />under the control of Client. <br />Barada does not guarantee Client's compliance <br />with any Applicable Laws in its request for or <br />use of Barada services and/or consumer <br />information provided by Barada, and does not <br />provide legal or other compliance -related <br />services upon which Client may rely in <br />connection with any information provided. Any <br />conversation or communication with a Barada <br />representative regarding the use of Barada <br />services and/or any consumer information <br />provided or offered by Barada, or any other <br />matter, are not to be considered a legal opinion <br />and/or advise. Barada does not render any <br />Barada Master Service Agreement <br />opinions and/or advice, legal or otherwise, <br />regarding consumer information, consumer <br />reports, investigative consumer reports, a <br />consumer, or whether a consumer should be <br />hired, rented/leased to, or otherwise engaged in <br />any relationship or transaction; and Client <br />understands and agrees that it retains final <br />responsibility for the verification of identity and <br />decision concerning status or fitness of any <br />consumer. Barada recommends that Client <br />consult with its own legal counsel regarding its <br />end -users' requests for and use of the Service <br />and/or consumer information, and Client's <br />reliance on the Service and/or consumer <br />information reported, for each of Client's <br />intended purposes. <br />12. Early Termination <br />Except as otherwise set forth herein, Barada <br />may terminate or suspend, upon notice to Client, <br />this Master Agreement and/or any and all <br />Service Addendums, Local Country Agreement <br />or Client's right to receive any or all services <br />and/or reports under this Master Agreement, any <br />Service Addendum and/or Local Country <br />Agreement if Client fails to comply with any of <br />the terms and conditions of this Master <br />Agreement, Service Addendum and/or Local <br />Country Agreement. Barada may terminate or <br />immediately suspend this Master Agreement, <br />any and all Service Addendums, Local Country <br />Agreement and/or Client's right to receive any or <br />all services and/or reports under this Master <br />Agreement, any Service Addendum and/or Local <br />Country Agreement, if Client fails to comply with <br />any Applicable Laws relating to this Master <br />Agreement or the services and/or reports <br />provided to Client pursuant to this Master <br />Agreement any and all Service Addendums <br />and/or Local Country Agreement. <br />Notwithstanding any provision to the contrary, <br />Client may terminate this Master Agreement or <br />any Service Addendum at any time and for any <br />reason, or no reason, upon written notice to <br />Barada. <br />13. Acts of God (Force Majeure) <br />Barada shall not be liable for damages or costs, <br />for its inability to perform, or for any delay in <br />performing, any of its obligations under this <br />Master Agreement, Service Addendums and/or <br />Local Country Agreement if that inability or delay <br />is caused by a force majeure event, including, <br />but not limited to, fire, equipment failures, <br />failures or fluctuations in electrical power, <br />lightning, telecommunications failure (including, <br />without limitation, Internet failures), government <br />action, Barada's inability to acquire data, <br />Confidential and Copyright 2017 Barada Associates Inc. <br />Page 5 <br />