Agreement for Service, dated October 7, 1998, between CoreLogic CREDCO (formerly First American CREDCO) and Equifax Credit Information Services, Inc

In order to receive various information services (“Information Service(s)”) from CoreLogic Credco, LLC (“CREDCO” or “FAC”), the undersigned Client (“Client”) agrees to the terms and conditions set forth in this agreement and the exhibits attached hereto (together, this/the “Agreement”).  If there is a conflict between the general terms and conditions of this Agreement and any exhibit, the provisions of the exhibit will govern and control.  This Agreement applies to every kind of information, software or service provided by CREDCO to Client, even if a given type of service or information is not specifically referred to in this Agreement or is not currently provided by CREDCO, unless the service is furnished pursuant to a separate written agreement with CREDCO, executed and effective after the date this Agreement becomes effective, and containing an “entire agreement” or merger” clause.  THIS AGREEMENT DOES NOT ESTABLISH ANY OBLIGATION ON THE PART OF CREDCO TO PROVIDE ANY INFORMATION SERVICES TO CLIENT UNTIL CREDCO HAS NOTIFIED CLIENT THAT ACCOUNT SET-UP HAS BEEN COMPLETED AND CREDCO HAS ISSUED ACCESS CODES TO CLIENT.

1.  CREDCO will provide its Information Services, as available, to Client and Client Affiliates during the term of this Agreement.  “Client Affiliates” are those entities listed in Exhibit “A”, which are and will be at all times entities, which are controlled by, or are under common control with Client.  “Control” means having the ability to direct the management and policies of the entity in question, whether directly or indirectly.  Client represents and warrants that it has the full power and authority to bind each Client Affiliate to every obligation of Client in this Agreement, and Client’s signature to this Agreement will bind each Client Affiliate.  At CREDCO’s request, Client will cause any Client affiliate to provide CREDCO with written certification substantially similar to the ones made by Client in Sections 2 and 20 below.  References throughout this Agreement to “Client” will apply as well to any Client Affiliate using the Information Services, as appropriate.

2.  Client certifies and agrees that it will order Information Services as an end-user.   Client further certifies and agrees that it will order Information Services that are consumer reports (“Basic Reports”) credit risk scores (“Scores”) and other enhancements to the Basic Report solely for the permissible purposes Client has specified in Section 20 below and no other purpose.  For purposes of this Agreement, the term “Credit Reports” includes Basic Reports, Scores, and other enhancement to Basic Reports, individually or collectively, as the context requires.  Client agrees to obtain a signed written authorization from each consumer prior to ordering a Credit Report on such person, will maintain all authorizations on file for at least five (5) years, and will provide CREDCO with copies (or originals) on request.  Exhibit B is hereby reserved.

3.  Client agrees that it will not order Credit Reports for employment purposes or transactions not initiated by the consumer (prescreening) unless approved beforehand in writing by CREDCO).  Client agrees not to resell or otherwise disclose Credit Reports (or any part thereof), except in connection with the sale of a loan to which the Credit Report relates, to the consumer if adverse action has been taken based on the report, or as otherwise required by law. Client agrees to refer consumers to CREDCO for all substantive inquiries regarding Credit Reports, to obtain the written permission of the consumer to obtain the Credit Report where required under applicable state laws in the form required under such laws, and to provide all notices and disclosures required under federal and state laws. Client understands that the Fair Credit Reporting Act (“FCRA”), 15 USC 1681 et seq., provides that any person “who knowingly and willfully obtains information on a consumer from a consumer reporting agency [such as CREDCO] under false pretenses shall be fined under title 18, imprisoned for not more than 2 years, or both.”  Client acknowledges that it understands its obligations under the FCRA and applicable state laws in ordering and using Credit Reports, and Client agrees that it will comply with all such obligations and will be responsible for its own regulatory compliance.

4.  Client represents that it is not a(n) private detective, detective agency, investigative company, bail bondsman, attorney, law firm, credit or financial counseling firm, “credit repair clinic,” news or media agency or journalist, law enforcement agency, company engaged in insurance claims, dating service, asset location service, Internet people locator service, diet center, adoption search firm, timeshare, pawn shop, company that locates missing children, massage service, genealogical or heir research firm, check cashing entity, an adult entertainment service of any kind, business that operates out of an apartment or unrestricted location within a residence, company that handles third party repossession, company or individual involved in spiritual counseling, individual seeking information for their private use, tattoo service, business engaged in subscriptions (magazines, book clubs, record clubs, etc.), health club, continuity club, bounty hunter, condominium/homeowners association, country clubs, “for profit counselors”, loan modification companies, timeshare or a person that will not be an end-user of the Information Services, and Client agrees to notify CREDCO PRIOR to any change in any of the foregoing.  Except as provided elsewhere in this Agreement, Client agrees not to sell, re-sell, transfer or otherwise distribute the Information Services (or any information contained therein) without first obtaining the written permission of CREDCO.

5.  Client acknowledges it has obtained a copy of the FTC's "Notice to Users of Consumer Reports: Obligations Under the FCRA" from CREDCO at CREDCO’s website http://www.credco.com/legaldocuments/NoticetoUser.pdf. Copies are also available directly from the FTC at http://www.ftc.gov/os/statutes/userfurnisher.htm.  Client will comply with all requirements under the Fair Credit Reporting Act and applicable state laws in ordering and using Credit Reports, and Client is solely responsible for its own regulatory compliance. Client acknowledges it has received a copy CREDCO's Access Security Requirements, from the website http://www.credco.com/legaldocuments/AccessSecurity.pdf and Client agrees to comply with such requirements as modified by CREDCO from time to time and posted on that website; Client agrees to monitor such website on a monthly basis to obtain notice of any changes to the Access Security Requirements and Client agrees to comply with any and all such changes to the Access Security Requirements.

6.  Section 1785.14(a) of the California Civil Code imposes special requirements with respect to transactions in which a “retail seller” (as defined in Section 1802.3 of the California Civil Code) intends to issue credit to a California resident who appears in person on the basis of an application for credit submitted in person (“point of sale transactions”).  Client certifies that these requirements do not apply to it because (a) Client is NOT a “retail seller” (as defined in Section 1802.3 of the California Civil Code), and/or (b) Client does NOT issue credit to California residents who appear in person on the basis of applications for credit submitted in person. Client further certifies that it will notify CREDCO in writing 30 days PRIOR to becoming a retail seller or engaging in point of sale transactions with respect to California residents.

7.  The following provisions are applicable to Scores provided under this Agreement:

a.  If Client Orders Any Score.  If Client orders any Score, Client acknowledges and agrees as follows:

(i)  Client acknowledges that the Scores and the factors on which the Scores are based are proprietary to the providers of the Scores, and Client agrees to hold all Scores received from CREDCO pursuant to this Agreement in strict confidence and not to disclose any Score to the consumer or to any third party, except for disclosure to the subject of the Score where Client has taken “adverse action” against such subject based in whole or part on the Score or the Basic Report with which the Score was delivered or as otherwise required under applicable law. For purposes of this Agreement, “adverse action” has the meaning assigned to such term under Regulation B (12 CFR Section 202 et seq.) (“Regulation B”) promulgated under the Federal Equal Credit Opportunity Act, 15 USC, Section 1691 et seq. (“ECOA”).

(ii)  Client may provide the principal factors contributing to a Score to the subject of the Score when those principal factors are the basis of Client’s adverse action against the subject or as otherwise required under applicable law.  Where such principal factors are provided to the subject, Client must describe such factors in a manner that complies with the ECOA and Regulation B.  Client agrees not to use any Score as the basis for an adverse action unless the Score factor codes have been delivered to Client together with the Score, and Client agrees periodically to revalidate the Score as required under Regulation B. Client recognizes that all Scores (i) are statistical and may not be predictive as to any particular individual, (ii) are not intended to characterize any individual as to credit capability, and (iii) other factors must be considered in making a credit decision. No Score is intended to characterize any of Client’s applicants or customers as to credit capability, and neither CREDCO nor any Score provider guarantees the predictive value of any Score with respect to any of Client’s applicants or customers. Scores represent an estimate of credit risk relative to other individuals used by the Score provider to develop the Score and any predictive value of the Score only represents the provider’s opinion based on its point-scorable prediction algorithms, risk models, and/ or other methodology. IN ORDERING A SCORE, CLIENT HAS MADE ITS OWN ANALYSIS OF THE STATISTICAL RELIABILITY AND UTILITY OF USING THE SCORE. Client agrees that it will not use any Score for account management or prescreening.

(iii)  Client understands that the providers of the Scores impose specific requirements for Client to use their Scores (as set forth in Exhibit “C”, which is incorporated herein by reference, and is found at the website http://www.credco.com/LegalDocuments/Exhibitc.pdf). Client acknowledges it has received a copy of Exhibit “C” from the website http://www.credco.com/LegalDocuments/Exhibitc.pdf  and agrees to comply with the provisions therein as in effect from time to time and posted on that website as a condition to ordering such Scores; Client agrees to monitor such website on a monthly basis to obtain notice of any changes to the Scores listed on Exhibit C and Client agrees to comply with any and all such changes made to Exhibit C as a condition to ordering and using the Scores set forth in Exhibit C.    In the event of a direct conflict between the terms of any specific requirements of a Score provider and the general provisions of Section 7 of this Agreement or any other provision of the Agreement, the specific requirements of the Score provider shall govern, but only with respect to the provision that is in conflict. In the event that any Score provider adds or otherwise modifies its requirements for Client’s use of its Score, Client agrees that such terms will automatically be incorporated into this Agreement and become part hereof, and that by ordering any such Score or Scores hereunder, Client agrees that such requirements will be binding on Client.   The terms of this Agreement shall be applicable to all Scores Client orders hereunder, except for terms that are in direct conflict with the requirements of the Score provider, in which case, such requirements shall govern as provided above.  From time to time, CREDCO may make additional credit risk scores available to Client.  In such case, each such additional score Client decides to purchase will be a “Score” for all purposes of this Agreement, and Client’s use of such Score and related obligations will be governed by the applicable provisions of this Agreement and any additional terms and requirements imposed by CREDCO and/or the provider of the Score.

8.  In the event that CREDCO provides its software to Client in connection with this Agreement (“Software Product”), Client agrees to be bound by the terms under which the Software Product is provided to Client, whether contained in a shrinkwrap agreement, clickwrap agreement, or otherwise (each, a “Software Product Agreement”).  In addition to, and not in lieu of, the specific terms of the applicable Software Product Agreement, Client agrees that THE SOFTWARE PRODUCT IS PROVIDED TO CLIENT “AS-IS,” WITHOUT ANY WARRANTY OF ANY NATURE. CREDCO DISCLAIMS AND EXCLUDES ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ANY WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE OR THAT CLIENT WILL BE ABLE TO ACCESS INFORMATION SERVICES THROUGH IT ON AN UNINTERRUPTED BASIS OR FREE FROM COMPUTER VIRUSES OR SIMILAR DEVICES THAT MAY CAUSE LOSS OF INFORMATION OR DISABLE CLIENT’S COMPUTER SOFTWARE OR EQUIPMENT (COLLECTIVELY, “DISABLING DEVICES.”).  CLIENT ASSUMES ALL RISK AS TO THE SUITABILITY, QUALITY, PERFORMANCE, AND RESULTS OF THE SOFTWARE PRODUCT.

9.  The Information Services (including Credit Reports) are provided "AS IS."  CREDCO MAKES NO REPRESENTATION OR WARRANTY, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE AND IMPLIED WARRANTIES ARISING FROM A COURSE OF DEALING OR A COURSE OF PERFORMANCE, WITH RESPECT TO THE INFORMATION SERVICES (OR ANY INFORMATION CONTAINED THEREIN), INCLUDING, WITHOUT LIMITATION, WITH RESPECT TO THE ACCURACY, VALIDITY, OR COMPLETENESS OF ANY INFORMATION SERVICE, THAT THE INFORMATION SERVICES  WILL MEET CLIENT’S NEEDS, OR THAT THE INFORMATION SERVICES WILL BE PROVIDED ON AN UNINTERRUPTED BASIS OR FREE FROM DISABLING DEVICES, AND CREDCO EXPRESSLY DISCLAIMS ALL SUCH REPRESENTATIONS AND WARRANTIES. ALL REPRESENTATIONS AND WARRANTIES REGARDING ANY SCORE, IF ANY, ARE MADE SOLELY BY THE PROVIDERS OF THE SCORE, AND CLIENT RELEASES CREDCO FROM ALL LIABILITIES AND CLAIMS IN CONNECTION WITH RESPECT TO ALL SCORES.

10.  At Client’s request, CREDCO will accept orders for Information Services transmitted to either CREDCO’s website on the Internet or CREDCO’s web servers via the Internet.  CREDCO will transmit Information Services ordered through either such website or servers in such manner that they are accessible only pursuant to the subscriber number and password assigned to Client by CREDCO.  Client acknowledges it has received a copy of CREDCO’s Internet Security Requirements from the website http://www.credco.com/legaldocuments/InternetSecurity.pdf and agrees to comply with the provisions therein as may be modified from time to time by CREDCO and posted on that website.  Client agrees to monitor such website on a monthly basis to obtain notice of such changes to the Internet Security Requirements, and Client agrees to comply with any and all such changes to the Internet Security Requirements.  Client agrees that each time it places an order for an Information Service via the Internet, Client is, and will continue to be, in compliance with these requirements.  CLIENT AGREES THAT NOTHING IN THIS SECTION 10 PERMITS CLIENT TO TRANSMIT INFORMATION SERVICES (OR ANY INFORMATION THEREIN) THROUGH THE INTERNET, AND CLIENT AGREES THAT IT WILL NOT DO SO WITHOUT SPECIFIC WRITTEN PERMISSION FROM CREDCO. Client agrees that CREDCO may immediately upon notice to Client suspend or terminate orders and deliveries of Information Services via CREDCO website and/or servers if Client is in breach of any requirement under this Agreement or if CREDCO otherwise determines such action is advisable.  CREDCO DOES NOT WARRANT THAT INFORMATION SERVICES WILL BE PROVIDED THROUGH THE INTERNET UNINTERRUPTED OR FREE FROM DISABLING DEVICES, AND IN NO EVENT WILL CREDCO HAVE ANY LIABILITY FOR EVENTS OR CAUSES BEYOND ITS REASONABLE CONTROL.

11.  In no event will CREDCO, any score provider or any other provider of information used by CREDCO in preparing Information Services, any of their respective affiliates, or any of their respective officers, directors, employees, or agents, have any liability to Client for any special, incidental, or consequential damages, including, without limitation, lost profits, business interruption, transmission of Disabling Devices, loss or corruption of data, and the like, arising out of any transactions in connection with this Agreement, including, without limitation in connection with any Information Service or Client’s use or inability to use any Software Product, whether incurred as a result of negligence or otherwise, even if such persons or any of them have been advised of the possibility of such damages. SOME JURISDICTIONS PROHIBIT THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THAT SUCH LIMITATIONS MAY NOT APPLY TO CLIENT. The maximum liability of CREDCO in connection with an Information Service will not exceed an amount equal to the price paid by Client for such Information Service.  If Client is dissatisfied with any Software Product, Client’s sole and exclusive remedy is to discontinue use of the Software Product.

12.  Client agrees that upon reasonable notice, CREDCO may (but has no obligation to), directly or through a third party, audit Client’s procedures related to this Agreement (including, without limitation, Client’s network, security systems, facilities, practices, and procedures) in order to confirm that Client adequately protects against the improper use of Information Services and that Client is in compliance with CREDCO’s Internet security requirements then in effect and all of the other requirements under this Agreement.  Client agrees to fully cooperate in connection with such audits and to make all changes requested by CREDCO required to assure against unauthorized access of Information Services and for Client to comply with the other requirements of this Agreement.

13.  Client agrees to pay in full according to CREDCO’s fee schedule as in effect from time to time. Fees may be changed, effective upon written notice.  An account is delinquent if the Client has not paid CREDCO’s invoice to Client in full within 25 days after the date of the invoice.  Payment terms and obligations may be changed at any time, upon written notice to Client.  CREDCO may impose a late charge of 1.5 percent per month or the maximum rate permitted by law on any delinquent account until paid in full and/or suspend providing Information Services hereunder until all delinquent amounts owed have been paid in full. Client agrees to pay all attorney fees and collection costs incurred by CREDCO in collecting any delinquent account, whether or not litigation is instituted.  In the event of any litigation or other action involving this Agreement, the prevailing party shall be entitled to reasonable attorney fees and court costs including at trial, on any appeal, and/or in a bankruptcy or similar proceeding, in addition to any other recovery to which it is entitled.

14.  Client agrees to indemnify, defend, and hold harmless, CREDCO, all Score providers, and all other providers of information used by CREDCO in preparing and providing the Information Services to Client hereunder, their respective affiliates, and the respective officers, directors, employees, agents, and suppliers and other third party contractors of all such persons from and against any and all actions, lawsuits, investigations, proceedings, costs, expenses (including, without limitation, attorney fees and court costs), and other claims or damages arising out of or in connection with any use or disclosure by Client or Client’s employees, agents, or contractors of any Information Service (or any information therein or provided in connection therewith), any breach by Client of any of its obligations, representations, or warranties under this Agreement, Client’s use of the Software Product contrary to any requirement under the applicable Software Product Agreement or under applicable law, and any claim by the subject of an Information Service or other person based on Client’s order or use of any Information Service.

15.  EITHER PARTY MAY TERMINATE THIS AGREEMENT WITHOUT CAUSE OR PENALTY OR (EXCEPT FOR THE SURVIVING OBLIGATIONS DEFINED IN SECTION 17) FURTHER LIABILITY, EFFECTIVE UPON FIVE (5) BUSINESS DAYS PRIOR WRITTEN NOTICE TO THE OTHER PARTY.  In addition, CREDCO may suspend providing Information Services to Client without notice if CREDCO believes that Client has breached any of its obligations hereunder until the breach has been fully cured to CREDCO’s satisfaction and CREDCO has received satisfactory assurances that such breach will not reoccur and Client will fully perform its obligations under this Agreement.

16.  Client’s failure to pay CREDCO any delinquent amounts in full within five (5) business days after written notice from CREDCO to Client will constitute a Client default and material breach of this Agreement, whereupon this Agreement will automatically and irrevocably terminate without further notice to Client or liability to CREDCO.

17.  Termination of this Agreement will not: (a) release or otherwise affect Client’s obligation to pay CREDCO in full for any fees per CREDCO’s fee schedule, late charges, attorney fees and collection costs incurred to and including the date of termination; (b) terminate or otherwise affect the disclaimers and limitations of liability contained in this Agreement, which will survive termination of this Agreement; and/or (c) waive or otherwise affect Client’s obligation to indemnify and defend under Section 14 of this Agreement, which will survive termination of this Agreement.

18.  This Agreement, constitutes the entire agreement of the parties with respect to its subject matter, and supersedes any contemporaneous or prior written or oral agreements or other communications regarding such subject matter.  No change may be made to this Agreement except by in writing executed by Client and the Compliance Officer or other authorized officer of CREDCO.  This Agreement shall be interpreted in accordance with the laws of the state of California, without reference to its principles of conflict of laws.  Client irrevocably consents to the exclusive jurisdiction and venue of the federal and state courts in San Diego County, California, with respect to all disputes in connection with this Agreement. If any court or other tribunal of competent jurisdiction declares any provision of this Agreement to be illegal or invalid or unenforceable, the legality and validity and enforceability of the remaining parts, terms, or provisions will not be affected thereby and the illegal or invalid or unenforceable part, term, or provision will be deemed not to be a part of, and severable from, the remaining portions of this Agreement.  A signature on a copy of this Agreement received by either party by facsimile or portable document format (PDF) is binding upon the other party as an original.  The parties shall treat a photocopy of such facsimile as a duplicate original.  Client may not assign this Agreement, in whole or in part, without CREDCO’s prior written consent.

19.  If Client orders OFAC Screening Service, CREDCO Screening Services, Identity Verification and Fraud Prevention Products, or Tax Return Information Services (“4506-T Direct Reports”), Client acknowledges and agrees to comply with and abide by the additional terms and requirements as set forth in Exhibit “D”, which is incorporated herein by reference and is found at the website http://www.credco.com/LegalDocuments/Exhibitd.pdf.  Client acknowledges it has received a copy of Exhibit “D” from the website http://www.credco.com/LegalDocuments/Exhibitd.pdf and agrees to comply with the provisions therein as in effect from time to time and posted on that website as a condition to ordering such products; Client agrees to monitor such website on a monthly basis to obtain notice of any changes to the products and services listed on Exhibit D and Client agrees to comply with any and all such changes made to Exhibit D as a condition to ordering and using the Information Services set forth in Exhibit D.

20. Client certifies that it will order Credit Reports solely for one or more of the following purpose(s) and for no other purpose (Client must check only those that apply, and, below Client’s signature to this Agreement, declare all intended uses of Credit Reports):

o	a.	in connection with a credit transaction involving the consumer on whom the information is to be furnished and involving the extension of credit to, or review or collection of an account of, the consumer
o	b.	in connection with underwriting of insurance involving the consumer
o	c.	as a potential investor or servicer, or current insurer, in connection with a valuation of, or an assessment of the credit or prepayment risks associated with, an existing credit obligation

 

21. Client agrees to comply with the requirements set forth in Exhibit “E” which is incorporated herein by reference and is found at the website http://www.credco.com/LegalDocuments/Exhibite.pdf regarding the proper disposal of consumer information.  Client acknowledges it has received a copy of Exhibit “E” from the website http://www.credco.com/LegalDocuments/Exhibite.pdf and agrees to comply with the provisions therein as in effect from time to time and posted on that website; Client agrees to monitor such website on a monthly basis to obtain notice of any changes to Exhibit E and Client agrees to comply with any and all such changes made to Exhibit E.

22.  Client agrees to comply with all applicable federal, state and local statutes, regulations, and rules, including, without limitation, the applicable provisions of the Fair Credit Report Act as amended by the Fair and Accurate Credit Transactions Act and the Gramm-Leach-Bliley Act, in ordering and using the Information Services.    In the event Client changes its location, ownership, or control, Client agrees to notify CREDCO in writing, within ten (10) days of such change.

23.  In the event of any actual or suspected security breach that Client either suffers or learns of that either compromises or is likely to  compromise CREDCO data (including, but not limited to Credit Reports) (e.g., physical trespass on a secure facility, computing systems intrusion/hacking, loss/theft of a PC (laptop or desktop), loss-theft of printed materials, etc.) (collectively, a “Security Breach”), Client will promptly notify CREDCO security personnel within one (1) business day of the discovery of such Security Breach and will immediately coordinate with CREDCO security personnel to investigate and remedy the Security Breach, as directed by CREDCO security personnel. Notification to CREDCO shall be made by calling CREDCO at ###-###-####.  Except as may be permitted by applicable law, Client agrees that it will not inform any third party of any such Security Breach without CREDCO’s prior written consent; however, if such disclosure is required by applicable law, Client agrees to work with CREDCO regarding the content of such disclosure so as to minimize any potential adverse impact upon CREDCO and its clients and customers.  Client also agrees to comply with all applicable federal and state breach laws and to provide timely notification under applicable law to those individuals affected by the Security Breach (including, but not limited to, notification to law enforcement authorities in the jurisdiction of Client and/or individual(s) effected) in the event the Security Breach was caused by or arose from the actions or inactions of Client.  In addition, Client agrees to offer and provide, if accepted, to each affected or potentially affected consumer, credit history monitoring services for a minimum of one (1) year in which the consumer’s credit history is monitored and the consumer receives daily notification of changes that may indicate fraud or identity theft.  The monitoring service must include the daily data from at least one (1) national consumer credit reporting bureau. If the root cause of the Security Breach is determined by CREDCO to be under the control of Client (e.g., employee or former employee fraud, misconduct or abuse, poor information security practices, etc.), CREDCO may assess Client an expense recovery fee.  If the root cause of the Security Breach is determined by CREDCO to be under the control of Client (see above), Client is required to submit written documentation to CREDCO outlining the cause of the breach and suggested remedial actions. If a Security Breach occurs or is suspected to have occurred, CREDCO may take any action it considers appropriate to safeguard CREDCO’s data, including but not limited to suspension of Client’s access until CREDCO has determined the Client’s environment is secure.

24.  The person signing below certifies, represents and warrants that he or she (1) is duly authorized to bind the Company set forth below, to the terms, conditions and certifications of this Agreement, (2) has direct knowledge of the facts certified in this Agreement, and (3) is authorized and hereby consents for Client to receive faxes, including, but not limited to fax advertisements, sent by or on behalf of CREDCO and its affiliates to the fax number(s) indicated below.

Company Name (please print):

Street Address (no P.O. Boxes)

Suite:

City:

State:

Zip:

Signature:

Date:

Print Name:

Title:

Phone No.:

Fax No:

Federal Tax ID #:

Intended Use of Credit Reports (identify all uses):

Nature of Business:

Additional locations covered by this Agreement:

EXHIBIT II

September 2, 1997

Mr. Don Robert

President

First American Credco

5625 Ruffin Road

Suite 200

San Diego, Ca. 92123

Dear Don,

Upon First American Credco's acceptance of the following price proposal, Equifax will begin implementation of the scheduled pricing. With, signed acceptance faxed to 708­-449-9186 by September 2, 1997, Equifax will begin to implement the prices outlined. In order to complete implementation a signed, original acceptance letter must be received by Gina Page at: Equifax Banking Solutions, #3 Westbrook Corporate Center, Suite 200, Westchester, Il. 60154 in order to complete implementation.

·

[DELETED] inquiry commitment.  [DELETED] inquiries per year with [DELETED] inquiries per year purchased from Equifax's affiliate CSC. Equifax owned inquiries will be priced at $[DELETED], CSC inquiries will be priced at $[DELETED], all other affiliate inquiries will be priced at [DELETED]. After First American Credco accesses the first [DELETED] million inquiries the Equifax owned price will be reduced to $[DELETED]. If First American Credco accesses [DELETED] million inquiries in the [DELETED] month period, the price will be reduced to $[DELETED].

·

Beacon Risk Score $[DELETED] per inquiry.

·

Safescan $[DELETED] per inquiry

·

DTEC [DELETED].

·

Canadian access through North American Link will be priced as follows:

·

$[DELETED]  Individual STS File

·

$[DELETED]  Joint STS File

·

$[DELETED]  Individual STS No-hit

·

$[DELETED]  Joint STS No-hit

·

$[DELETED]  Beacon

·

$[DELETED]  Safescan

·

Direct to Consumer price as follows:

·

$[DELETED]  Equifax and most affiliates

·

$[DELETED]  CSC

·

$[DELETED]  Credit Bureau of Central Georgia

FIRST AMERICAN CREDCO – SEPTEMBER 2, 1997

page 2

Equifax agrees to revisit the "all other affiliate" pricing within twelve months (maximum) to see if a better term can be established. Equifax has already provided a cartridge that contains every zip code in the United States with the associated owner of the respective zip code (i.e., Equifax Owned, CSC and all other affiliates). We will compile the number of units accessed since January 1, 1997 as requested,

You will notice that I have modified a couple of the minor adjustments outlined in Per Gothe's email of August 26, 1997. It is my hope that the modifications are viewed as a positive compromise acceptable to our respective organizations. All of us at Equifax are looking forward to continued improvement to the relationship with First American Credco.

Respectfully,

Gina Page

Vice President

Banking Solutions Group

Accepted by Equifax		Accepted by First American Credco
Date:		Date:
/s Jeffrey Dodge		/s/ Don Robert
Jeffrey Dodge		Don Robert
Senior Vice President		President
Banking Solutions Group		First American Credco