Services Agreement for Partnership Screening International The services agreement is made as of today between Partnership Screening International having a principal place of business at 2211 Dickens Road Suite 300, Richmond, VA 23230 and (Client). Partnership Screening International and client referred to individually as party and collectively as parties. Whereas, client wishes to engage Partnership Screening, on a as needed basis pursuant to the terms of this agreement to provide independent pre-employment screening services for certain employees, as directed by client; Whereas, Partnership Screening International agrees to perform such services as directed by client pursuant to the terms of this agreement: now, therefore, in consideration of the mutual promises of covenants contained in this Agreement, and for other valuable considerations, receipt and sufficiency of which is hereby acknowledged, the parties intended to be legally bound, agreed as follows: SERVICES Partnership Screening International will be the provider of Services (as defined herein) for client for the term (as defined herein) of this agreement. Such services and work are more fully described in Exhibit A., which shall be deemed as part of this agreement. The work of services specified in Exhibit A, are hereinafter collectively referred to as the “List of Services” all services shall constitute a work made for hire. Partnership Screening International further agrees that all work done by Partnership Screening International pursuant to this agreement shall be performed in a professional manner. The services may be modified from time to time during the term of this Agreement, but only by the mutual written agreement of the Parties. FEES AND PAYMENT Fees to be charged to client by Partnership Screening International for the services are set forth in List of Services. In the event Partnership Screening International shall incur a cost increase in providing the services during the term of the agreement, the fees listed on List of Services may be modified from time to time at the sole discretion of Partnership Screening. In such event, Partnership Screening International shall provide written notice 30 days in advance to the client and include a modified List of Services to take into account at such time. Client agrees to pay any surcharge fees, acknowledge that these surcharges will be passed through and may change at any time without notice. Surcharge fees for the purpose of this agreement are any fees that a state, county, or a third party may charge in connection with providing services. For example, some county courthouses charge for the public to retrieve records from the repository of criminal records. Client shall be responsible for all charges incurred, including those resulting from errors in the client input, duplicate request, if Partnership Screening International deems this excessive. Partnership Screening International shall invoice fees to client in accordance with the List of Services on the 1st and 15th of each month. Payments under this agreement shall be made upon receipt of invoice. If full payment is not received within 30 days Partnership Screening International may charge Client a finance fee of 1.5% worth a maximum lawful interest rate allowable. In the event that the client fails to pay statements when due, Partnership Screening International shall be entitled to collect all attorney fees and costs for all time spent in pursuing collection of outstanding indebtedness. TERMS OF THIS AGREEMENT Client’s Permissible purpose; employment screening or tenant screening. Subject to the termination as provided, this agreement shall be in effect as of the date the agreement is executed and shall continue in effect until either party terminates this agreement. Both parties may terminate this agreement without cause or penalty upon a written notice. Client may request (“Consumer Reports “) for employment purposes pursuant to the procedures prescribed by Partnership Screening International only when it is considering the individual inquired upon for employment, promotion, reassignment or retention as an employee or tenant screening and for no other purpose. Client certifies that it will not request a consumer report for employment purposes or tenant screening unless a clear and conspicuous disclosure is first made in writing to the consumer. Before the report is obtained, the consumer must authorize in writing the procurement of the report. The consumer and investigative consumer report including information as it to his or her character, general reputation, personal characteristics, and mode of living, whichever are applicable, will not be used in violation of any applicable federal or state equal employment opportunity laws or regulations. Client further certifies that before taking adverse action in whole or in part based on the consumer report for employment purposes, it will provide the consumer, a copy of the consumer report for employment purposes and a copy of the consumer's rights (summary of rights) in the format approved by the FTC, which shall be supplied to client by Partnership Screening. Client hereby certifies that it will comply with these requirements as prescribed in section 605(b) of the Fair Credit Reporting Act. Recognizing that information in background reports is secured from and processed by imperfect sources (human and otherwise) Partnership Screening International can't be either an insurer or a guarantor of the accuracy of the information reported. Client releases Partnership Screening International and its affiliates, and the officers, agents, employees, and independent contractors of Partnership Screening International and its affiliates from liability for any negligence of the third-party furnisher's of the information in connection with incorrect information provided by such third parties. Third-party furnisher's of information included but not limited to criminal database providers, motor vehicle record bureaus and contractors who go to the courthouse to retrieve information from public records. Partnership Screening International will follow reasonable procedures to assure maximum possible accuracy of the information and when reported, and re-investigations, if requested by client without further charged if the information was incorrect. Partnership Screening International will disclose, upon request from the consumer who is the subject of the background report, the information reported, re-investigative any information disputed by the consumer at no charge to the client and or the consumer and take any necessary corrective action with the consumer and client. Client agrees to store all completed background authorization forms in a reasonable manner for no less than five years. Client hereby certifies that moving violation reports or (MVR’s) shall only be ordered in strict compliance with the driver privacy protection act (DPPA) and similar state laws. Client shall not transmit any data contain in the resulting MVR via the public Internet electronic mail (email) or other unsecured means. Partnership Screening International will comply with all laws applicable to the making of background reports for employment purposes, including the FCRA. Partnership Screening International shall have the right to conduct periodic audits of the client’s use of the Consumer Reports. Reports ordered pursuant to this agreement. In addition, current third-party vendors, such as Department of Motor Vehicles and credit bureaus, require the right to audit client either directly or through Partnership Screening. The scope and frequency of any audit shall be at the reasonable discretion of Partnership Screening International but will be subject to requirements imposed by third-party vendors. Partnership Screening International will provide reasonable notice prior to conducting an audit, provided that Partnership Screening International has received reasonable notice from any third-party vendor involved in the audit process. Any violations discovered as a result of such audit may be cause for immediate action by Partnership Screening, including, but not limited to, immediate termination of this agreement. CONFIDENTIAL INFORMATION For the purpose of this section, the term information shall mean any and all information data, and documentation which either of the parties to this agreement learns or receives from the other, and all documents and other materials, except that which either of the parties can establish (1) was on the date of the agreement generally known to the public; (2) becomes generally known to the public after the date of this agreement other than as a result of the act or omission of either party or any of the parties, directors, officers, partners, employees, agents, representatives or contractors; (3) was contained in documents, and rightfully known to either party prior to its learning or receiving same from the other; (4) was disclosed by either party to a third parties generally, without restriction use and disclosure; (5) either party lawfully received from a third party without the third parties breach of agreement or obligation of trust. The parties consider all information obtained confidential and proprietary. All information shall, at all times remain the property of the parties, exclusively, and all applicable rights shall remain exclusive to each party. All information and all copies thereof shall be returned promptly to such party after receipt of written notice. Neither party shall disclose, or permit access to any portion of the information to any person except if such person is an employee and has a need to know the information for such party to perform its obligations under this agreement. The provisions of this section shall survive the termination, cancellation or expiration of this agreement. RELATIONSHIP OF PARTIES Client and Partnership Screening International are independent contractors and neither party shall be, nor represent itself to be a joint venture, franchisor, franchisee, partner, broker, employee, serving, agent or representative of the other party for any purpose whatsoever. Neither party is granted any right or authority to assume or create any obligation or responsibility express or implied, on behalf of, or in the name of, the other party. MISCELLANEOUS This agreement shall be constituted in accordance with and governed by, the laws of Virginia. If any provision of this agreement is declared invalid by an arbitration panel in such provision shall be deemed automatically adjusted to confirm to the regulations for validity as declared as such time and, as so adjusted shall be deemed a provision of this agreement as though originally indicated herein. If the provision and validated is no such a nature that it can't be so adjusted, the provision shall be deleted from the agreement as though the provision had never been included herein. In either case, the other provisions of this agreement shall remain in effect. Indemnification client hereby agrees to indemnify and hold harmless Partnership Screening International, its officers, directors, employees, agents and suppliers from any and all claims, actions or liability arising from or with respect to work performed by Partnership Screening.
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