This is a legal agreement ("Agreement") between you and National Employee Screening Services, LLC ("National Employee Screening Services"), for use of National Employee Screening Services software (“Software”) and/or hosting services (“Services”) selected by you.
This Agreement may be modified from time to time by National Employee Screening Services, and the current agreement will be posted here. "You" or “your” (both capitalized and not) refers to the individual who registered and/or provided National Employee Screening Services his or her credit card or other payment mechanism for the Services or, if the Services are being purchased on behalf of an entity, by an individual authorized to purchase the Services on behalf of such entity, then "You" refers to such entity.
1. License. Subject to your compliance with these Terms, National Employee Screening Services hereby grants to you a limited, non-exclusive, non-transferable right and license to use the Software and Services, as selected by you, solely for your individual use and for that of your employer if your employer authorized your access to the Software in accordance with this Agreement, solely for employee background screening.
You may not sell, lease, distribute, or rent the Software, or use it for third parties to sell goods. You may not use the Software to transmit any inaccurate, false or misleading information, or to commit any act in violation of any law or the rights of any third party.
If you have any questions regarding whether your planned use is permitted, please contact us. National Employee Screening Services reserves the right to change features of the Software and/or Services at any time and without notice.
All other rights are reserved by National Employee Screening Services. You shall not cause or permit the reverse engineering, disassembly, or de-compilation of the Software, or create derivative works of the Software, or any portion thereof.
THE SOFTWARE IS NOT INTENDED FOR USE IN THE
2. Services. You are responsible for maintaining the confidentiality and integrity of your passwords and account, and are fully responsible for all activities that occur under your passwords or account. You agree to immediately notify National Employee Screening Services of any unauthorized use of your passwords or account or any other breach of security.
In addition, you agree that you are solely responsible for the content you use and display in your use of the Software and Services and you may not use the Services to transmit any inaccurate, false or misleading information, or to commit any act in violation of any law or the rights of any third party.
Although National Employee Screening Services is not responsible for any content you provide or that is provided through any use of your password or account, and does not have an obligation to monitor for the same, National Employee Screening Services may delete any such communications of which National Employee Screening Services becomes aware, at any time without notice to you.
4. Payment. Payment for use of the Software and Services (as applicable) begins at the time we process your payment, and will continue for the term that you select. You agree that National Employee Screening Services may charge the credit card number or other payment mechanism selected by you and approved by National Employee Screening Services.
All amounts paid are non-refundable. You also authorize National Employee Screening Services to, from time to time and at its discretion, undertake steps to determine whether the credit card information you have provided is current and accurate. Those steps may include, but are not limited to, the use of third party service providers to, among other things, automatically update your credit card number and expiration date, address, and other applicable information.
National Employee Screening Services reserves the right to, without notice or prior approval, use the updated information for all current and future transactions. The Software and Services will continue to be provided to you (and the responsible party’s credit card will continue to be charged) and this Agreement will renew automatically at the end of each term, unless You give National Employee Screening Services written notice of termination.
Such notice must be given subject to the Termination Section below. In the event that you do not provide National Employee Screening Services with a valid credit card number with sufficient credit throughout the then-current terms of this Agreement, you will be in violation of this Agreement, and National Employee Screening Services may suspend your access to the Software and terminate this Agreement without notice.
National Employee Screening Services may change prices for future terms and for optional features without prior notice. You agree that in the event National Employee Screening Services is unable to collect the fees owed to National Employee Screening Services for your use of the Software, National Employee Screening Services may take any other steps it deems necessary to collect such fees from you and that you will be responsible for all costs and expenses incurred by National Employee Screening Services in connection with such collection activity, including collection fees, court costs and reasonable attorney fees.
You further agree that National Employee Screening Services may collect interest at the lesser of 1.5% per month or the highest amount permitted by law on any amounts not paid when due.
5. Term and Termination. This Agreement is effective upon your use of the Software and/or Services and shall continue until terminated. National Employee Screening Services may terminate this Agreement without notice if you fail to comply with any terms of this Agreement.
Upon termination you shall cease all use of the Software. National Employee Screening Services may terminate this Agreement if (i) you breach this Agreement; (ii) National Employee Screening Services is unable to verify or authenticate any information you provide to it; (iii) information you provide is inaccurate; or (iv) National Employee Screening Services decides, in its sole discretion, to discontinue offering the Services and/or Software.
National Employee Screening Services is not liable to you or any third party for termination of your access to the Software. All amounts paid are nonrefundable. Upon termination, you shall remain liable for all fees incurred or accrued by you.
6. Changes. National Employee Screening Services may, at its sole discretion, modify, enhance, upgrade, update and/or expand the features of the Software from time to time without notice. National Employee Screening Services may also, from time to time, make available to you additional features that are designed to enhance or improve delivery and use of the Software. You may elect to obtain those additional features when available pursuant to specific terms and conditions and other instructions provided by National Employee Screening Services to you. Your use of an additional feature is at all times otherwise subject to the terms and conditions of this Agreement.
7. Special Offers. National Employee Screening Services reserves the right to discontinue or modify coupons, credits, special promotional offers, or other complimentary or non-fee-based access to the Software as and if available, at any time in National Employee Screening Services sole discretion.
8. Disclaimers and Limitations. All use of the Software and Services are “AS IS” and without warranties of any kind, express or implied. National Employee Screening Services HEREBY DISCLAIMS, ALL OTHER WARRANTIES, EXPRESS, IMPLIED OR STATUTORY INCLUDING BUT NOT LIMITED TO ANY IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND STATUTORY WARRANTIES OF NONINFRINGEMENT. TO THE MAXIMUM EXTENT PERMITTED BY LAW National Employee Screening Services DOES NOT WARRANT THE ACCURACY OR QUIET ENJOYMENT OF THE SOFTWARE OR SERVICES, THAT THE FUNCTIONS CONTAINED IN THE SOFTWARE OR SERVICES WILL MEET YOUR REQUIREMENTS, THAT THE OPERATION OF THE SOFTWARE AND SERVICES WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS IN THE SOFTWARE AND SERVICES WILL BE CORRECTED, OR THAT THE SOFTWARE IS FREE FROM ERRORS OR MALICIOUS CODE. YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT USE OF THE SOFTWARE AND SERVICES IS AT YOUR SOLE RISK AND THAT THE ENTIRE RISK AS TO SATISFACTORY QUALITY, PERFORMANCE, ACCURACY AND EFFORT IS WITH YOU. SHOULD THE SOFTWARE OR SERVICES PROVE DEFECTIVE, YOU ASSUME THE ENTIRE COST OF REPLACEMENT.
9. Limitation of Liability. TO THE EXTENT NOT PROHIBITED BY LAW, IN NO EVENT SHALL National Employee Screening Services BE LIABLE FOR PERSONAL INJURY, OR ANY INCIDENTAL, SPECIAL, DIRECT, INDIRECT OR CONSEQUENTIAL DAMAGES WHATSOEVER, INCLUDING, WITHOUT LIMITATION, DAMAGES FOR LOSS OF PROFITS, LOSS OF DATA, BUSINESS INTERRUPTION OR ANY OTHER COMMERCIAL DAMAGES OR LOSSES, ARISING OUT OF OR RELATED TO YOUR USE OR INABILITY TO USE THE SOFTWARE OR SERVICES, HOWEVER CAUSED, REGARDLESS OF THE THEORY OF LIABILITY (CONTRACT, TORT OR OTHERWISE) AND EVEN IF National Employee Screening Services HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. SOME JURISDICTIONS DO NOT ALLOW THE LIMITATION OF LIABILITY FOR PERSONAL INJURY, OR OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THIS LIMITATION MAY NOT APPLY TO YOU.
In no event shall National Employee Screening Services total liability to you for all damages (other than as may be required by applicable law in cases involving personal injury) exceed the amount of twenty dollars ($20.00). The foregoing limitations will apply even if the above stated remedy fails of its essential purpose.
You further agree that you are solely responsible for compliance with all laws applicable to your use of the Software and Services and any information that you input and store on National Employee Screening Services servers or use in conjunction with the National Employee Screening Services Software, and that you will hold National Employee Screening Services harmless from and indemnify and defend it from and against any damages, costs, losses and expenses, including reasonable attorney fees, that you or National Employee Screening Services incur as a result of your use of the Software, the Services or the information you input or store on National Employee Screening Services servers or for use in conjunction with the National Employee Screening Services Software.
10. Injunctive Relief. You acknowledge that any use of the Software or Services contrary to this Agreement, or any transfer, sublicensing, copying or disclosure of the software, documentation or other technical information related to the Software or Services may cause irreparable injury to National Employee Screening Services and under such circumstances National Employee Screening Services will be entitled to equitable relief, without posting bond or other security, including but not limited to preliminary and permanent injunctive relief.
11. Government Use. The Software is a "Commercial Items", as that term is defined in the Federal Acquisition Regulations, consisting of "Commercial Computer Software" and "Commercial Computer Software Documentation", as such terms are used in the FAR as applicable.
Consistent with the FAR as applicable, the Commercial
Computer Software and Commercial Computer Software Documentation are being
licensed to U.S. Government end users (a) only as Commercial Items and (b) with
only those rights as are granted to all other end users pursuant to the terms
and conditions herein. Unpublished-rights reserved under the copyright laws of
12. Controlling Law. This Agreement will be governed by and
construed in accordance with the laws of the State of
13. General. This Agreement constitutes the entire agreement between the parties with respect to the use of the Software and/or Services chosen by you and licensed hereunder and supersedes all prior or contemporaneous understandings regarding such subject matter. No amendment to or modification of this Agreement will be binding unless in writing and agreed to by National Employee Screening Services.
National Employee Screening Services may change the terms of this Agreement at any time by posting modified terms on its website. This Agreement has been prepared in the English language and such version shall be controlling. All legal notices to National Employee Screening Services under this Agreement must be sent to the attention of the General Counsel such address as is provided under the “contact us” link.
All rights and remedies of National Employee Screening Services upon your breach or other default under this Agreement will be deemed cumulative and not exclusive of any other right or remedy conferred by this Agreement or by law or equity on National Employee Screening Services, and the exercise of any one remedy will not preclude the exercise of any other.
The captions and headings appearing in this Agreement are for reference only and will not be considered in construing this Agreement. Failure by either party to exercise any of its rights under, or to enforce any provision of, this Agreement will not be deemed a waiver or forfeiture of such rights or ability to enforce such provision.
If any provision of this Agreement is held by a court of competent jurisdiction to be illegal, invalid or unenforceable, that provision will be amended to achieve as nearly as possible the same economic effect of the original provision and the remainder of this Agreement will remain in full force and effect.