FOREWARN Terms and Conditions
Last Modified: December 17, 2021
Use of Services
FOREWARN, LLC (“FOREWARN”) grants Subscriber a non-exclusive, nontransferable, revocable license to obtain and use various information products and services provided by FOREWARN (“Services”) for Subscriber’s internal use subject to the terms and conditions in your Subscriber Agreement and these Terms.
FOREWARN makes no warranties of any kind, express or implied, as to the Services, including, without limitation, those as to accuracy, currentness, completeness, timeliness, or quality, warranties of merchantability and fitness for a particular purpose, and those warranties that might be implied from a course of dealing, course of performance or trade usage. The Services are provided “AS IS”. FOREWARN and its parents, subsidiaries, affiliates, and representatives shall have no liability for, and Subscriber agrees not to sue for, any claim relating to FOREWARN’s procuring, compiling, collecting, interpreting, reporting, communicating, or delivering the Services.
Subscriber will not disclose to any third party any information relating to FOREWARN’s business, the Services, or information derived from the Services (“Information”), including, without limitation, FOREWARN’s business, financial, and technical information, data sources, pricing, products, processes, systems, results of testing, terms of your Subscriber Agreement, and any summaries, analyses or other information derived from any of the foregoing (collectively, “Confidential Information”).
Subscriber certifies that it has implemented and maintains a comprehensive, written information security program that contains administrative, technical, and physical safeguards that are appropriate to the Subscriber’s size and complexity, the nature and scope of its activities, and the sensitivity of the information provided to Subscriber by FOREWARN; and that such safeguards shall include the elements set forth in 16 C.F.R. § 314.4 and shall be reasonably designed to (i) insure the security and confidentiality of the information provided by FOREWARN, (ii) protect against any anticipated threats or hazards to the security or integrity of such information, and (iii) protect against unauthorized access to or use of such information that could result in substantial harm or inconvenience to any consumer.
Subscriber shall be solely liable and responsible for any Subscriber Security Incident(s) (“SSI”). A “Subscriber Security Incident” means any “breach of security” involving the Services and/or Information provided by FOREWARN to Subscriber. “Breach of security” has the meaning associated with such phrase (or any similar phrase) in applicable U.S. federal and state privacy and data security laws (“Data Laws”).
In connection with a SSI, Subscriber, at its own cost and expense, shall (i) notify FOREWARN within twenty-four (24) hours of any SSI by email (firstname.lastname@example.org) and phone (1-561-757-4587), (ii) take prompt action to protect Information and Services involved in the SSI and minimize further unauthorized access or disclosure, (iii) investigate and respond to FOREWARN’s reasonable requests, and (iv) comply with all Data Laws, including notifying consumers, government authorities, and/or other third parties, such as credit reporting agencies, that a SSI has occurred (collectively, the “Required Notifications”), and providing any required complimentary credit monitoring to consumers. Subscriber agrees Required Notifications shall not reference FOREWARN (or its affiliates and parent company) or its Services, nor shall FOREWARN be otherwise identified or referenced in connection with the SSI, without FOREWARN’s express written consent.
Subscriber shall be solely liable for claims or penalties arising from a SSI including, but not limited to, penalties assessed by a governmental authority, costs of litigation (including attorneys’ fees), and reimbursement sought by individuals, including but not limited to, costs for credit monitoring or allegations of loss in connection with the SSI. Subscriber shall indemnify, defend, and hold FOREWARN harmless, including its affiliates and parent company, and its and their respective directors, officers, employees and agents (collectively, “FOREWARN Indemnitees”) from and against all third-party claims for damages, final judgments, settlements and court costs brought against any of the FOREWARN Indemnitees that arise or relate to a SSI.
In the event of a SSI, FOREWARN may, in its sole discretion, take immediate action, including suspension or termination of Subscriber’s account, without further obligation or liability of any kind. Furthermore, Subscriber agrees that in the event of a SSI, Subscriber agrees to reasonably cooperate with any and all audits/requests for information by FOREWARN, and to respond to any such audit/request for information within three (3) business days, unless an expedited response is required by FOREWARN.
Restrictions on Use
FOREWARN retains all right, title and interest in the Services, Information, and Confidential Information, and Subscriber will not claim any rights to, or ownership of, any of the foregoing.
Subscriber will only use the Services for the purpose(s) certified by Subscriber in your Subscriber Agreement and for no other purpose.
Subscriber will not, directly or indirectly, resell the Services or Information, nor use the Services to create a competing product. Subscriber will not use the Services (i) for personal reasons, including, to locate friends, family members, celebrities or government officials; (ii) to view information on one’s self, except for initial training purposes on the system; or (iii) for marketing purposes.
Subscriber will not access the Services from outside the United States.
Subscriber certifies that it has the right to input the information into FOREWARN’s application(s), without restriction, and that Subscriber’s collection and inputting of information complies with all applicable laws, rules, regulations, and Subscriber’s privacy policies.
Services will be used by Subscriber only. Information may not be delivered to, or filed with, any third party.
Subscriber is not a representative or agent of FOREWARN, will not represent that it is to any third party, and has no authority to bind FOREWARN.
Subscriber’s breach of any agreements with FOREWARN will cause irreparable harm to FOREWARN. Upon any breach or threatened breach, FOREWARN shall be entitled to injunctive relief, without having to post a bond, in addition to money damages and any other remedy available at law.
Your Subscriber Agreement may be amended only by a written agreement signed by an authorized representative of FOREWARN. Your Subscriber Agreement may not be assigned, transferred, or sublicensed, in whole or in part, without FOREWARN’s prior written approval.
In the event of a conflict between the terms of your Subscriber Agreement and any other agreement, the terms of your Subscriber Agreement (including these Terms) shall prevail.
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 Fifteenth Judicial Circuit Court in and for Palm Beach County, Florida. The prevailing party in any action shall be entitled to an award of its reasonable attorneys’ fees and costs.
To the extent that the 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 FOREWARN. FOREWARN, and any such sources (as third-party beneficiaries), are entitled to enforce your Subscriber Agreement directly against Subscriber.
Provisions relating to access and use of the Services (excluding the license grant), disclaimer of warranties, indemnification, limitation of liability, audit, Subscriber’s release of claims, payment of fees, and confidentiality obligations, shall survive termination of your Subscriber Agreement.
About these Terms and Conditions
FOREWARN reserves the right to modify these Terms from time to time for purposes such as compliance with law and to reflect changes to the Services. Modifications will be posted online in these Terms. In the event of any conflict between these Terms and any subsequently modified terms, the modified terms shall prevail. By continuing to use the Services, Subscriber reaffirms its agreement to these Terms, as modified.