TransUnion Risk and Alternative Data Solutions, Inc. (“TRADS”) grants Agency a personal, non-exclusive, non-transferable, revocable license to obtain and use the TRADS Services. Agency acknowledges that Agency has been granted this license because of Agency’s representations to TRADS regarding its authorized use of TRADS Services.
The TRADS Services are provided “as-is”, with no warranties of any kind, including without limitation, those as to quality, accuracy, completeness, timeliness, or currentness, and those warranties that might be implied from a course of performance or dealing or trade usage and warranties of merchantability and fitness for a particular purpose. TRADS and its representatives, including parents, subsidiaries and affiliates, shall not be liable for, and Agency agrees not to sue for, any claim relating to TRADS’s procuring, compiling, collecting, interpreting, reporting, communicating, or delivering TRADS Services.
Agency is not an agent or representative of TRADS and will not represent that it is to any third party.
The terms in your Subscriber Agreement and these Terms relating to disclaimer of warranties, access and use of TRADS Services, audit, limitation of liability, indemnification, your release of claims, confidentiality of information, and payment for TRADS Services shall survive any termination.
Agreements with TRADS may be modified only by a written amendment signed by both parties.
Agency agrees that any breach by Agency of its agreements with TRADS would cause TRADS irreparable harm and that, in addition to money damages, TRADS shall be entitled to injunctive relief, without having to post a bond.
Agency shall hold in confidence and shall not disclose, in whole or in part, information relating to TRADS’s business, including, without limitation, products, services, systems, processes, pricing, data sources, test results, and other technical and financial information, including the terms of your Subscriber Agreement, as well as information derived from TRADS Services (“Services Information”), and any analyses, compilations and reports derived from any of the foregoing. Except for the limited access and use rights granted in your Subscriber Agreement, TRADS retains all right, title and interest in TRADS Services and Services Information and Agency shall not be granted any ownership rights or title thereto. Since Services Information is available to other subscribers, such information is not the confidential information of Agency.
In the event a conflict arises between either the terms in your Subscriber Agreement or these Terms and any other agreement, the terms in the Subscriber Agreement and/or these Terms shall prevail.
To the extent that any TRADS Services rely upon or use information from any third-party sources, then those sources shall be third-party beneficiaries with all rights and privileges of TRADS. TRADS, and any such sources (as third-party beneficiaries), are entitled to enforce your Subscriber Agreement and these Terms directly against you.
Your Subscriber Agreement and these Terms shall be governed by Delaware law, without reference to its choice of law rules. Venue for all actions shall be in the United States District Court for the Southern District of Florida or the Fifteenth Judicial Circuit Court in and for Palm Beach County, Florida. The prevailing party in any action shall be entitled to reasonable attorneys’ fees and costs.
TRADS Services may not be used (i) for personal reasons, including locating friends, family members, famous people, government officials, or election candidates; (ii) for marketing purposes; or (iii) to view your personal information except for training purposes to learn the system.
Neither TRADS Services, nor any Services Information, may be resold under any circumstances.
TRADS Services may only be accessed from within the United States.
TRADS Services are intended for use by Agency only. Services Information may not be delivered to, or filed with, third parties.
Agency agrees to limit use of TRADS Services and Services Information to only those uses certified to by Agency.
Agency must (i) not disclose passwords to anyone, even if they claim to be an employee of TRADS; (ii) secure all devices used to access TRADS Services as well as all hard copies and electronic files of Services Information to prevent unauthorized access; (iii) destroy all hard copies and electronic files of Services Information when no longer needed and when applicable regulation(s) permit destruction; and (iv) have their workstations configured to automatically lock after 15 minutes of inactivity or set the TLOxp® session time out to no more than 15 minutes.
Certain data provided by TRADS as part of TRADS Services may include information obtained from the Death Master File (DMF) made available by the US Department of Commerce National Technical Information Service (NTIS) and subject to regulations found at 15 CFR Part 1110. All TRADS subscribers are required to comply with all applicable laws and, if Agency is granted access to DMF data, Agency certifies compliance with 15 CFR Part 1110. Agency’s failure to comply with 15 CFR Part 1110 may subject Agency to penalties under 15 CFR 1110.200 of $1,000 for each disclosure or use, up to a maximum of $250,000 in penalties per calendar year.
Last Updated: April 16, 2014