Identity Verification Premium Form

Identity Verification Premium Form

Parties and Contact Information

Effective Date:    |   Client Contact Email:    |   Provider Contact Phone:

Recitals

WHEREAS, Client requires advanced identity verification services for customers, applicants, or users in connection with Client's business operations; and

WHEREAS, Service Provider maintains a suite of premium identity verification solutions, including document authentication, biometric comparison, and enhanced identity intelligence, and is willing to provide such services to Client under the terms set forth herein; and

WHEREAS, the parties desire to set forth the scope, pricing, confidentiality obligations, and other material terms governing the provision of the identity verification services.

Scope of Work

The services shall include, at a minimum: document authentication, identity data validation against authoritative sources, facial biometric comparison where authorized, risk scoring, and reporting. Service Provider will exercise reasonable care and commercially reasonable procedures in the performance of all verification services.

Verification Requirements and Records

Required identity documents provided by Client or Client's subjects (select all that apply):

Payment Terms

Late Payment: Unpaid amounts shall bear interest at the lesser of 1.5% per month or the maximum legal rate, plus a collection fee of $50 for each invoice sent to collections. Client shall also be responsible for reasonable costs of collection, including attorneys' fees.

Term and Termination

Term Commencement:    Term Expiration:

Either party may terminate this Agreement for material breach if the breaching party fails to cure such breach within the notice period above following written notice. Termination for convenience by Client requires payment of all fees earned through the effective date of termination and any reasonable wind-down costs incurred by Service Provider.

Confidentiality and Data Protection

Definition: "Confidential Information" includes non-public business, technical, and customer data, identity data, verification results, scoring algorithms, and any record or report produced under this Agreement.

Obligations: Each party shall (i) hold Confidential Information in strict confidence, (ii) not disclose it to third parties except as permitted herein, and (iii) use at least the same degree of care to protect Confidential Information as it uses to protect its own confidential information, but in no event less than reasonable care. Service Provider may disclose Confidential Information to subcontractors limited to performance of services, provided such subcontractors are bound by written confidentiality obligations at least as protective as this Agreement.

Data Security: Service Provider represents that it maintains appropriate administrative, technical, and physical safeguards to protect identity data processed on behalf of Client and will comply with applicable data protection laws in the performance of the services.

Representations, Warranties, and Liability

Each party represents and warrants that it has the full power and authority to enter into this Agreement. Service Provider warrants that services will be performed in a professional manner in accordance with industry standards. EXCEPT FOR THE FOREGOING WARRANTY, SERVICES ARE PROVIDED "AS IS" TO THE MAXIMUM EXTENT PERMITTED BY LAW.

Limitation of Liability: Except for breach of confidentiality or willful misconduct, neither party's aggregate liability arising out of or relating to this Agreement shall exceed the fees paid by Client to Service Provider under this Agreement in the twelve (12) months preceding the claim. IN NO EVENT SHALL EITHER PARTY BE LIABLE FOR SPECIAL, INCIDENTAL, EXEMPLARY, OR CONSEQUENTIAL DAMAGES.

Governing Law and Entire Agreement

This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction set forth above, without regard to conflict of law principles. Venue for any dispute arising out of this Agreement shall be in the federal or state courts located in such jurisdiction.

Entire Agreement: This Agreement, together with any appendices or executed statements of work incorporated herein, constitutes the entire agreement between the parties concerning the subject matter and supersedes all prior negotiations, understandings, and agreements between the parties, whether written or oral.

Acknowledgement

By signing below, the undersigned each represent and warrant that they are duly authorized to execute this Agreement on behalf of the respective party and that the information provided in this Identity Verification Premium Form is true and correct to the best of their knowledge.

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