-
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.
-
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.
-
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.
-
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.
-
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:
-
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).
-
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.
-
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.
-
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;
-
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;
-
You agree that the Website and MIS Products and Services
are provided solely for your Business use;
-
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;
-
You agree not to sell access to the Website;
-
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.
-
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;
-
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;
-
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;
-
You agree not to use the Website in any manner that could damage, disable,
overburden or impair the Website;
-
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;
-
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
-
You agree to use the Website in a manner that complies with all applicable
local, national and international laws and regulations.
-
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.
-
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.
-
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.
-
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.
-
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.
