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Eligibility
These Terms and Conditions ("Terms and Conditions") apply to all
transactions between the member business ("Member Business" or
"Business") and you as the account administrator ("Account
Administrator" or "you") acting on behalf of the Member
Business and for your personal benefit, and MIS,
including, without limitation, your access to and use of the website and any
information and resources available therein ("Website"), all
transactions conducted through the Website, and your purchase as Account
Administrator on behalf of the Member Business of identity theft services and
products offered by MIS (individually and collectively,
"MIS Products and Services").
A Member Business which is eligible for MIS Products
and Services is defined as a sole proprietor, partnership, corporation,
non-profit organization, religious group or professional practice,
privately-held and properly organized under the laws of the state of its
organization and which has no more than the maximum number of employees as
defined by the terms of the Summary of Benefits under which these
MIS Products and Services are provided. An employee is
a person who works in the service of the Member Business under an express or
implied permanent contract of hire, under which the Member Business has the
right to control the details of work performance and for whom the Internal
Revenue Service requires the Member Business to withhold payroll taxes.
The Website is intended for users who are eighteen (18) years of age or older.
MIS Products and Services are only available to
Businesses operating within the United States and its territories.
MIS will only provide MIS
Products and Services in conjunction with agencies and institutions in the
United States, or territories where U.S. law applies ("Territory").
By using the Website, you represent and warrant that you are eighteen (18)
years of age or older, that you are a resident of the United States, that you
are authorized by the Member Business to manage and access
MIS Products and Services on behalf of the Member
Business, and that you and the Member Business agree to abide by these Terms
and Conditions.
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Acceptance of Terms and Conditions
By using or visiting the Website you, as the Account Administrator acting on
behalf of the Member Business and for your personal benefit, signify your
agreement to be bound by these Terms and Conditions,
MIS's Privacy Policy, incorporated herein by reference
and available on the Website, and all laws and regulations applicable to the
MIS Products and Services and information offered by
MIS, whether or not you create an account, register as
a member or purchase MIS Products and Services.
MIS may, in its sole discretion, modify these Terms and
Conditions from time to time and such modified Terms and Conditions shall
supersede any prior versions of the Terms and Conditions. Your continued use
of the Website and/or purchase of MIS Products and
Services on behalf of the Member Business constitute your acceptance of such
modifications and your subsequent use of the Website and
MIS Products and Services shall be governed by the
latest version of the Terms and Conditions. The Terms and Conditions are
effective until terminated by MIS. In the event of
termination, the MIS Intellectual Property, Disclaimer
of Warranty; Limitations of Liability and Indemnification provisions set forth
in these Terms and Conditions shall survive. MIS will
post modifications to the Terms and Conditions on this page and indicate the
date of the most recent modification at the top of the page.
IF YOU DO NOT AGREE WITH ANY OF THESE TERMS AND CONDITIONS, DO NOT ACCESS
OR USE THE WEBSITE OR ORDER OR USE ANY
MIS PRODUCTS AND SERVICES.
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Acknowledgement of Responsibility
Merchants Information Solutions (MIS) acknowledges to its
customers that MIS is responsible for the security of
data (cardholder and credit bureau provided) which MIS
possesses, stores, transmits, or the extent that MIS
could impact the security of the customer's data environment with respect to
cardholder or credit bureau provided data.
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Description of Products and Related Services
MIS shall not be obligated or responsible for providing
MIS Products and Services for any request based on: (i)
an act of fraud, deceit, collusion, dishonesty or criminal act by you or any
person acting in concert with you or by any owner, officer or director of the
Member Business; (ii) losses, damages or expenses arising out of any business
pursuits; (iii) losses, damages or expenses that were incurred or commenced
prior to the effective date of your MIS Products and
Services order confirmation.
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Product Fees and Payment
If the Member Business is paying for these benefits directly to the sponsoring
organization then the terms and conditions for Product Fees and Payment
provided by the sponsoring organization will apply. If the Member Business is
paying for these benefits directly to MIS, then the
following terms will apply:
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Charges - Based on your authorization on
behalf of the Member Business, payments will be deducted from the credit
or debit card you provided on a monthly or annual frequency in the amount
indicated. With sixty (60) days prior written notice to you at the email
address on file for you as Account Administrator,
MIS reserves the right to adjust the pricing. The
Member Business is under no obligation to continue the program (see
Cancellation below).
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Cancellation - If you wish to cancel the
plan on behalf of the Member Business, please call the customer service
number shown below. If the Member Business is paying monthly, the plan
will be canceled at the end of the month in which the cancellation request
is received. The Member Business is responsible for making payment for the
months during which benefits are in effect. If the Member Business has
paid on an annual basis, the plan will be canceled at the end of the month
in which the cancellation request is received and we will refund any
unused portion of the pre-discount monthly payment.
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Lapse for Non-Payment - The Member Business
may elect to pay for benefits on a monthly or annual basis. If payment is
not received on the due date for the benefit period the Member Business
elected, a notice of cancellation ("Notice of Cancellation")
will be sent by email to the email address on file for you as Account
Administrator each day for ten (10) days. If payment is not received
within ten (10) days after the initial Notice of Cancellation is sent, the
plan will be terminated, effective on the last day of the month for which
payment has been made. If the Member Business, or a qualifying employee or
employee family member, is engaged in the recovery process an attempt will
be made to contact you as Account Administrator by phone in addition to
the email Notice of Cancellation. Recovery and other
MIS Products and Services will cease at the point
at which the plan is terminated for non-payment.
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Use of the Website and Products
You understand and agree that access to and use of the Website and
MIS Products and Services by you as Account
Administrator on behalf of the Member Business is subject to the following
terms:
You agree to provide true, accurate, complete and current information to
MIS about yourself and the Member Business you are
enrolling or have enrolled in the Website or any MIS
Products and Services. If MIS determines or reasonably
suspects that any information you provided to MIS is
false, incomplete or inaccurate, MIS may, in its sole
discretion, suspend or terminate your access to and use of the Website and the
MIS Products and Services and block all future access
to and use of the Website and MIS Products and
Services. You further agree on behalf of the Member Business and for your
personal benefit that MIS will not be liable to you,
the Member Business or any employee, officer or director of the Member
Business, their family members and any other person if
MIS suspends or terminates your access to and use of
the Website and the MIS Products and Services;
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You agree not to copy, post, publish, broadcast, display, distribute or
otherwise make available the Website, in whole or in part, in any medium,
form or format, now known or later developed, without
MIS's prior written authorization;
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You agree that the Website and MIS Products and
Services are provided solely for your Business use;
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You agree not to alter, modify or reverse engineer or compile any part of
the Website, including, without limitation, MIS
Products and Services, software programs and applications provided through
the Website;
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You agree not to sell access to the Website;
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You agree not to provide unauthorized access to the Website. Access to and use
of password protected and/or secure areas of the Website are restricted to
authorized users only. Unauthorized individuals attempting to access these
areas of the Website may be subject to prosecution.
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You agree not to access or attempt to access any portion of the Website to
which you have not been granted access, including, the private account
information of other users of the Website. Access to and use of password
protected and/or secure areas of the Website are restricted to authorized users
only. Unauthorized individuals attempting to access these areas of the Website
may be subject to prosecution;
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You agree not to use or launch any automated system, including, without
limitation, "robots," "spiders" or "off-line
readers" that access the Website in a manner that sends more requests to
the Website servers in a given period of time than a human can reasonably
produce in the same period by using a conventional on-line browser;
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You agree not to harvest or collect email addresses or other personal and
financial information of other users from the Website by electronic or
other means for the purposes of sending unsolicited communications or
improper or illegal activities;
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You agree not to use the Website in any manner that could damage, disable,
overburden or impair the Website;
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You agree not to upload, post, transmit, share or otherwise make available
material that is obscene, pornographic, offensive, discriminatory, false,
harmful, harassing, defamatory, libelous or violates the rights of any
third-party, including, without limitation, trade secret, patent,
copyright, trademark, privacy or publicity;
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You agree not to upload, post, transmit, share or otherwise make available
any material that contains software viruses or any other computer code,
files or programs designed to interrupt, destroy or limit the
functionality of any computer software, hardware or telecommunications
equipment; and
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You agree to use the Website in a manner that complies with all applicable
local, national and international laws and regulations.
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Modification of the Website and MIS Products and
Services
MIS may at any time, in its sole discretion, with or
without notice to you or the Member Business, modify or discontinue providing
the Website or any of the MIS Products and Services or
any portion thereof. You agree that MIS will not be
liable to you or the Member Business enrolled in the Website or
MIS Products and Services or any other person for any
modification or discontinuance of the Website or MIS
Products and Services.
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Disclaimer of Warranty; Limitation of Liability
YOU EXPRESSLY UNDERSTAND AND AGREE ON BEHALF OF THE MEMBER BUSINESS AND FOR
YOUR PERSONAL BENEFIT THAT YOUR ACCESS TO AND USE OF THE WEBSITE AND
MIS PRODUCTS AND SERVICES IS AT YOUR SOLE
RISK AND THE SOLE RISK OF THE MEMBER BUSINESS. THE WEBSITE AND
MIS PRODUCTS AND SERVICES ARE PROVIDED ON
AN "AS IS" OR "AS AVAILABLE" BASIS.
MIS AND ITS SUPPLIERS EXPRESSLY DISCLAIM ALL
WARRANTIES AND GUARANTEES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, INCLUDING,
WITHOUT LIMITATION, ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A
PARTICULAR PURPOSE, TITLE OR NONINFRINGEMENT, THAT THE WEBSITE AND
MIS PRODUCTS AND SERVICES ARE FREE FROM BUGS,
VIRUSES, HACKERS, UNINTERRUPTED OR ERROR-FREE, OR THAT ANY RESULTS THAT MAY BE
OBTAINED FROM THE USE OF THE WEBSITE OR MIS
PRODUCTS AND SERVICES WILL BE RELIABLE. THE INFORMATION CONTAINED IN THE
WEBSITE, THE MIS PRODUCTS AND SERVICES OR
OTHER MATERIALS YOU MAY RECEIVE FROM MIS DO
NOT CONSTITUTE LEGAL, TAX, ACCOUNTING OR OTHER PROFESSIONAL ADVICE. IN
CONNECTION WITH YOUR PURCHASE AND USE OF THE
MIS PRODUCTS AND SERVICES ON BEHALF OF THE
MEMBER BUSINESS AND FOR YOUR PERSONAL BENEFIT, YOU ARE EXPECTED TO TAKE
REASONABLE PRECAUTIONS, INCLUDING, WITHOUT LIMITATION, PROTECTING YOUR ACCOUNT
NAMES, PASSWORDS, SOCIAL SECURITY NUMBER AND OTHER PERSONALLY IDENTIFYING
INFORMATION AND IDENTIFYING INFOMRMATION OF THE MEMBER BUSINESS.
MIS PRODUCTS AND SERVICES DO NOT CONSTITUTE A
CONTRACT OF INSURANCE. MIS DOES NOT GUARANTEE
THE ACCURACY OF LIEN, JUDGMENT, INVESTMENT, OR CRIMINAL SEARCHES IT MAY
PERFORM ON YOUR BEHALF FOR THE MEMBER BUSINESS.
MIS ASSUMES NO LIABILITY OR RESPONSIBILITY TO
YOU, THE MEMBER BUSINESS OR ANY OTHER PERSON FOR ANY DIRECT, INDIRECT,
INCIDENTAL, SPECIAL, PUNITIVE, LOSS OF BUSINESS, OR CONSEQUENTIAL DAMAGES
WHATSOEVER ARISING FROM OR IN CONNECTION WITH ANY (I) ERRORS, MISTAKES, OR
INACCURACIES IN THE WEBSITE OR MIS PRODUCTS
AND SERVICES, (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE
WHATSOEVER, ARISING FROM OR IN CONNECTION WITH YOUR ACCESS TO AND USE OF THE
WEBSITE OR MIS PRODUCTS AND SERVICES, (III)
ANY UNAUTHORIZED ACCESS TO OR USE OF MIS's
SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION AND/OR FINANCIAL
INFORMATION STORED THEREIN, (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION
TO OR FROM THE WEBSITE, (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE
WHICH MAY BE TRANSMITTED TO OR THROUGH THE WEBSITE BY ANY PERSON OR ENTITY,
AND/OR (VI) ANY ERRORS OR OMISSIONS IN THE WEBSITE OR MISPRODUCTS AND SERVICES
OR FOR ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF THE
WEBSITE, PRODUCTS OR SERVICES OR ANY INFORMATION POSTED, EMAILED, TRANSMITTED,
OR OTHERWISE MADE AVAILABLE THROUGH THE WEBSITE OR THE
MIS PRODUCTS AND SERVICES, WHETHER BASED ON
WARRANTY, CONTRACT, TORT, OR ANY OTHER LEGAL THEORY, AND WHETHER OR NOT
MIS IS ADVISED OF THE POSSIBILITY OF SUCH
DAMAGES. THE FOREGOING LIMITATION OF LIABILITY SHALL APPLY TO THE FULLEST
EXTENT PERMITTED BY LAW. MIS DOES NOT
WARRANT, ENDORSE, GUARANTEE, OR ASSUME RESPONSIBILITY FOR ANY PRODUCTS OR
SERVICES ADVERTISED OR OFFERED BY ANY OTHER PERSON OR ENTITY, WHETHER OR NOT
A SUPPLIER, THROUGH THE WEBSITE OR ANY HYPERLINKED WEBSITE OR FEATURED IN ANY
BANNER OR OTHER ADVERTISING, AND WILL NOT BE A PARTY TO OR IN ANY WAY BE
RESPONSIBLE FOR MONITORING ANY TRANSACTION BETWEEN YOU AND SUPPLIERS OR
THIRD-PARTY PROVIDERS OF PRODUCTS OR SERVICES.
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MIS Intellectual Property
You acknowledge and agree on behalf of the Member Business you represent and
on behalf of yourself that the Website and MIS Products
and Services, including, without limitation, formulae, specifications,
pricing, content, applications, trademarks, graphics, photographs,
information, software, including, without limitation, source and object code,
scripts, promotions, events, programs and interactive features provided by or
for MIS, whether in whole or in part, (individually and
collectively, "MIS Intellectual Property") is
owned by and the exclusive property of MIS or its
licensors, subject to trademark, copyright patent, trade secret and other
intellectual property rights and laws. You further agree that you have no
right, title or interest in MIS Intellectual Property
and that you shall not use any MIS Intellectual
Property without MIS's prior written consent. You
hereby grant to MIS on behalf of the Member Business
you represent and on behalf of yourself a non-exclusive, perpetual,
irrevocable, transferable, worldwide, royalty-free, fully paid-up, right and
license to use, copy, modify, transfer and distribute your personal
information and the Member Business information to provide the
MIS Products and Services and in connection with
MIS's business operations.
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Indemnification
You agree on behalf of the Member Business you represent and on behalf of
yourself to defend, indemnify and hold harmless MIS,
its officers, directors, members, managers, employees, agents, predecessors,
successors, insurers, and assigns for, from and against any and all claims,
damages, obligations, losses, liabilities, judgments, costs, penalties, fees,
fines, interest, debt and expenses (including, without limitation, attorneys'
fees and expert witness fees) arising from: (i) your use of and access to the
Website and MIS Products and Services; (ii) your
violation or the violation of the Member Business of any provision of these
Terms and Conditions; and (iii) your violation or the violation of the Member
Business of any law or other regulation or any third-party right, including,
without limitation, any trade secret, patent, copyright, trademark, property,
publicity or privacy right. This indemnification obligation shall survive the
termination of these Terms and Conditions and the termination of your use of
the Website and MIS Products and Services.
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Miscellaneous
You agree on behalf of the Member Business and for your personal benefit that:
(i) the Website and provision of MIS Products and
Services shall be deemed solely based in Arizona; and (ii) the Website shall
be deemed a passive website that does not give rise to personal jurisdiction
over MIS, either specific or general, in jurisdictions
other than Arizona. These Terms and Conditions shall be governed by and
construed in accordance with the laws of the State of Arizona, without regard
to conflict of laws principles. MIS and you agree on
behalf of the Member Business and for your personal benefit that the state and
federal courts located in Maricopa County, Arizona shall have jurisdiction
over any claim or dispute that arises from the Website or
MIS Products and Services and that venue in such courts
is proper. You further agree on behalf of the Member Business you represent
and on behalf of yourself to waive any objection or defense to jurisdiction
and venue in the state and federal courts located in Maricopa County, Arizona.
These Terms and Conditions, together with MIS's
Privacy Policy and any other legal notices published by
MIS on the Website shall constitute the entire
agreement between you, the Member Business and MIS. If
any provision of these Terms and Conditions is deemed invalid by a court of
competent jurisdiction, the invalidity of such provision shall not affect the
validity of the remaining provisions, which shall remain in full force and
effect and MIS shall replace the invalid provision with
a substitute provision consistent with then-current law and the original
intent of the provision. The rights of MIS under these
Terms and Conditions shall inure to the benefit of MIS,
its successors and assigns. No waiver of any provision of these Terms and
Conditions shall be deemed a further or continuing waiver of such provision or
any other provision. In the event of a conflict between any other notice,
policy, disclaimer or other term contained in the Website,
MIS Products and Services or otherwise, these Terms and
Conditions will control. The section headings are for convenience only and do
not have any force or effect. MIS and you on behalf of
the Member Business and for your personal benefit agree that any cause of
action arising out of or related to the Website or MIS
Products and Services must be commenced within one (1) year after the cause of
action accrues. MIS shall have the right to seek
temporary, preliminary and permanent injunctive relief, in addition to, and
not exclusive of, any and all other remedies available to
MIS, against you and the Member Business to protect
MIS's rights under these Terms and Conditions.
MIS shall be entitled to seek an award against you and
the Member Business of attorneys' fees, expert witness fees and costs incurred
by MIS in connection with any dispute arising from or
in connection with these Terms and Conditions.
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