Identification ID Document

IDENTIFICATION ID DOCUMENT AGREEMENT

This Identification ID Document Agreement (the Agreement) is entered into between:

Client Name:

Service Provider Name:

WHEREAS

WHEREAS, Client requires the procurement, verification, preparation and delivery of identification documents and related identity verification services in accordance with applicable standards; and

WHEREAS, Service Provider has represented that it possesses the necessary expertise, personnel and lawful authority to provide the identification services described in this Agreement and shall perform such services in a professional manner; and

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties agree as follows:

1. SCOPE OF WORK

Service Provider shall perform the services and deliverables described below. Deliverables include preparation, verification, and delivery of the Identification ID Document and associated records, and any ancillary services expressly set forth herein.

2. IDENTIFICATION DETAILS

ID Type:    ID Number:

Issuing Authority:    Date of Issue:

Expiration Date:

3. PAYMENT TERMS

Client shall pay Service Provider the fees set forth below in consideration for the services and deliverables.

Late Fee: In the event of any undisputed amount not paid when due, Client shall pay interest at the rate of on the outstanding balance, calculated monthly and compounded, together with any collection costs incurred by Service Provider.

4. TERM AND TERMINATION

This Agreement commences on the Start Date and, unless earlier terminated in accordance with this Section, continues until the End Date or until completion of the services and acceptance of deliverables.

Start Date:    End Date:

Either party may terminate this Agreement for convenience upon written notice to the other party delivered at least days prior to the effective termination date. Termination for material breach by the other party shall be effective immediately upon written notice if such breach remains uncured for thirty (30) days following receipt of notice.

5. CONFIDENTIALITY

Each party acknowledges that in the performance of this Agreement it may receive Confidential Information of the other party. "Confidential Information" means any non-public information disclosed in connection with this Agreement that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure.

Each receiving party shall: (a) use Confidential Information solely to perform its obligations under this Agreement; (b) protect Confidential Information using at least the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care; and (c) not disclose Confidential Information to any third party except to its employees, agents or subcontractors who have a need to know and are bound by confidentiality obligations at least as restrictive as those herein. Confidential Information does not include information that is or becomes generally available to the public through no wrongful act of the receiving party, that was known to the receiving party prior to disclosure, or that was independently developed without use of Confidential Information.

6. REPRESENTATIONS AND WARRANTIES

Each party represents and warrants that it has the full legal right, power and authority to enter into and perform this Agreement. Service Provider further represents that the services will be performed in a professional and workmanlike manner consistent with industry standards and in compliance with applicable law.

7. INDEMNIFICATION AND LIMITATION OF LIABILITY

Each party shall indemnify and hold harmless the other party from and against any third-party claims arising from the indemnifying party's breach of this Agreement, negligence or willful misconduct. Except for claims arising from gross negligence, willful misconduct or breach of confidentiality, neither party shall be liable for consequential, incidental, indirect or punitive damages. The aggregate liability of each party for claims arising out of this Agreement shall not exceed the total fees paid by Client to Service Provider under this Agreement.

8. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the laws of without regard to conflict of law principles. The parties submit to the exclusive jurisdiction of the courts of that jurisdiction for any dispute arising out of this Agreement.

9. ENTIRE AGREEMENT

This Agreement, together with any exhibits or attachments expressly incorporated herein, constitutes the entire agreement between the parties with respect to the subject matter and supersedes all prior and contemporaneous agreements, proposals and communications, whether written or oral. No amendment or modification shall be effective unless in writing and signed by authorized representatives of both parties.

10. NOTICES

All notices required under this Agreement shall be in writing and delivered to the addresses set forth below or to such other address as a party may specify in writing. Notices are effective upon receipt.

11. MISCELLANEOUS

If any provision of this Agreement is held to be invalid or unenforceable, the remaining provisions shall remain in full force and effect. The parties are independent contractors and nothing in this Agreement shall be deemed to create a partnership or agency relationship except as expressly set forth. Headings are for convenience only and shall not affect interpretation.

Additional provisions or special instructions:

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