Terms of Use

Effective Date: February 24, 2025

PLEASE READ THIS AGREEMENT CAREFULLY. IT CONTAINS IMPORTANT INFORMATION ABOUT YOUR RIGHTS AND OBLIGATIONS.

Welcome to EntityCheck, a public records business entity search service provided by InfoPay, Inc. ("EntityCheck", "we", "us", or “Company”). The EntityCheck website (available at https://entitycheck.com, including all content under the "entitycheck.com" domain name) is owned and operated by us, and referred to herein as the "website" or the "Site." We provide the website and the associated products, services, data, information, updates, and materials (altogether, the "Services"), subject to your agreement to and compliance with the terms of use set forth in this document and its incorporated terms (the "Terms").

By accessing, browsing, or otherwise using the Site, you agree to be legally bound by these Terms of Use. PLEASE READ THESE TERMS OF USE CAREFULLY. YOUR USE OF THE SITE CONSTITUTES YOUR ACCEPTANCE OF THESE TERMS OF USE. DO NOT USE THE SITE IF YOU ARE UNWILLING OR UNABLE TO BE BOUND BY THE TERMS OF SERVICE.

By using the Site, you agree to be bound by the Binding Arbitration Clause and Class Action Waiver described in Section 24.

If you are accepting this Agreement on behalf of a legal entity other than yourself as an individual, including a business or a government, you represent and warrant that you have full legal authority to bind such entity to this Agreement. You cannot purchase EntityCheck services until you have indicated your acceptance of these Terms.

These Terms of Use apply only to your use of the Site, and we expressly reserve the right to revise these Terms of Use at any time and such revision shall be posted here and accessible via this link: https://entitycheck.com/terms. Any revision and/or addition to these Terms of Use shall become effective and binding on you when you continue to use the Site on or after the effective date of such revision and/or addition.

1. Important Notices

By using and/or visiting the website, you represent that you have read, understand, and agree to all the terms of use of these Terms, including our Privacy Policy ("Privacy Policy") which is fully incorporated herein by reference. The Privacy Policy governs the collection, use, and disclosure of your Personal Information.

2. Non-Exclusive, Non-Transferable Right to Use our Services

Subject to your compliance with these Terms, we grant you a limited, revocable, non-exclusive, non-transferable right to review and in some instances print content, from our Services (e.g., our website) for your business purposes as long as they do not violate any aspect of these Terms & Conditions or applicable law, including our intellectual property and other proprietary rights in and to the Services or the intellectual property rights of another party. We reserve the right to terminate or limit your access to our Services and/or the licenses granted herein for any reason (or no reason) and in our sole discretion.

We also reserve the right to, at any time, temporarily or permanently, modify or discontinue any features associated with the Services with or without notice and for any reason, including performing maintenance, repairs, or upgrades. We (and our licensors) remain the sole owner of all rights, titles, and interests in the Services. We will not be liable if for any reason all or any part of the Services are unavailable at any time or for any period.

3. Intellectual Property

All content, features, and functionality available through our Services, including but not limited to design, artwork, hyperlinks, text, videos, calendars, software, images, technical drawings, blog posts, podcasts, audio, images, art, code, configurations, graphics, other files, and their selection and arrangement (“Materials”) are either the proprietary property of us, our affiliates, or licensors and are protected by United States and international intellectual property and proprietary rights laws. We reserve any and all rights to the Materials. The Materials may not be modified, copied, distributed, framed, reproduced, republished, downloaded, displayed, posted, transmitted, or sold in any form or by any means in whole or in part without our prior written permission except you may download and print Materials for non-commercial uses that are not competitive with or derogatory to us, provided that you keep all copyright or other proprietary notices intact, do not alter such Materials, and do not further reproduce, publish or distribute such Materials. Please note that this limited consent may be revoked at any time by us and does not include consent to republish Materials on the Internet, or any Intranet or Extranet site, or to incorporate the Materials in any database or other compilation. Any other use of the Materials is strictly prohibited. You further agree that you will not systematically extract, collect, or harvest through electronic means or otherwise, any data or data fields from our Services, including but not limited to customer identities or Information (as defined in our Privacy Policy). 

All registered and unregistered trademarks visible or accessible through our Services are trademarks of the Company, or licensors and may not be copied, imitated, or used in whole or in part without the prior written permission of the Company, or its owners. All page headers, customer graphics, button icons, and scripts are service marks, trademarks, and/or trade dress of ours or our affiliates and may not be copied, imitated, or used in whole or in part without prior written permission of us.

4. Registration

(a) Account Registration: You must be 18 years of age or older to use EntityCheck and purchase any Services. Any offers of sale are only intended for individuals who are 18 years of age or older. By using or purchasing our Services, you affirm that you are 18 years of age or older.

You agree to provide accurate, current, and complete information during the registration process ("Registration Information") and you agree to update the Registration Information in order to ensure that it is current. You are solely responsible for maintaining the security of your Registration Information and for any and all use of your account. We reserve the right to revoke your registration without notice to you in the event you breach any part of these Terms of Service or the Privacy Policy.

(b) Eligibility: As an express condition of being permitted to use and register on EntityCheck, you represent and warrant that you (i) have the legal capacity (including, without limitation, being of sufficient age) to enter into contracts under the law of the jurisdiction in which you reside, and (ii) are not on a list of persons barred you from receiving services under U.S. laws (including, without limitation, the Denied Persons List and the Entity List issued by the U.S. Department of Commerce, Bureau of Industry and Security) or other applicable jurisdiction.

(c) Passwords: Upon registration on our Services, you will select a password to access your account. You are responsible for maintaining the confidentiality of your password and for all of your activities and those of any third party that occurs through your account, whether or not authorized by you. You agree to immediately notify us of any suspected or actual unauthorized use of your account. You agree that we will not under any circumstances be liable for any cost, loss, damages, or expenses arising out of a failure by you to maintain the security of your password.

(d) Cancellation and Termination by You: You are solely responsible for properly canceling your account. You can cancel your account at any time by clicking on the settings link in the membership portal, calling us, or sending us an email at the information below in "Contact Us." The settings screen provides a simple no-questions-asked cancellation link. Your cancellation will take effect immediately; however, the cancellation of your account will have no impact on any pending purchases made via the Site. Further, even after cancellation and/or termination of your account, you may still make one-time purchases on the Site.

(e) Termination and Suspension by InfoPay, Inc.: We may terminate your account and/or these Terms at any time and for any reason upon notice to you. We may also suspend our Service to you at any time, with or without cause. Any termination of your account and/or these Terms will have no impact on any pending purchases made via the Site.

(f) Effect of Termination: Once your account is terminated, we may permanently delete your account and any or all user content associated with it. If you do not log in to your account for 12 or more months, we may treat your account as "inactive" and permanently delete the account and all the data associated with it. Except where an exclusive remedy may be specified in this Agreement, the exercise by either party of any remedy, including termination, will be without prejudice to any other remedies it may have under these Terms. All sections of these Terms which by their nature should survive termination will survive, including without limitation, accrued rights to payment, use restrictions and indemnity obligations, confidentiality obligations, warranty disclaimers, and limitations of liability.

(g) Indemnification: You agree to indemnify, defend, and hold us harmless for damages or losses incurred by you or another party due to any access to or use of your account, or any information contained therein, by a third party, whether authorized or unauthorized. We will not be liable for any access to your account caused by unauthorized disclosure of your account information by any third party. You agree to notify us in writing immediately if you suspect any unauthorized use of or access to your account.

5. Service Options and Billing

Current pricing for services and subscriptions is available on EntityCheck's website. We reserve the right to modify prices and to add or remove services or subscription options at any time without prior notice to you. The searches available to you are determined by the trial period or subscription level you choose and are subject to change without notice to you. Certain services are provided via monthly subscriptions or through one-time payment options. You agree and understand that the availability of a search option does not necessarily mean your searches will yield correct or relevant results or any results at all. In the event that we discontinue a material portion of the materials and features that you regularly use in the ordinary course of your business, and such materials and features are part of a flat fee subscription plan to which you have subscribed, we will, at your option, terminate these Terms of Service.

6. Billing Policies

Payment of fees for purchases of EntityCheck Services must be made with a current and valid credit card, debit card, or other payment account ("Payment Account"). Some of these payment options may be provided by third parties. Your use of those third-party payment options is subject to the third-party terms and privacy policies. If your Payment Account is insufficient, or not accurate, current, and complete, we may refuse your use of EntityCheck and, where applicable, suspend or terminate your subscription.

Fees will be billed to the Payment Account you provide to us.

You agree and understand that, except as may otherwise be indicated, you will be billed whether or not any report you purchase yields any results, and whether or not the results contain incorrect information or no information at all.

Transactions will appear on your credit card statement as ENTITYCHECK.

7. Initial Searches

We may provide you with an opportunity to conduct an initial search before registering an account with the Site. You agree and understand that, except as may otherwise be indicated, these initial searches provide preliminary results only and may differ from paid member searches or reports. We do not guarantee that any initial search contains specific information, is free of error, or includes accurate and complete information.

8. Trial Periods

We may offer you access to either free or paid trial uses of EntityCheck services. If you choose a paid trial, the fee will be immediately billed to your Payment Account. Your subscription will begin on the "Next Billing Date" (as identified on your Order Confirmation, and on the Account Details page of your account), and the monthly subscription fee will be billed to your Payment Account on that date and thereafter on a recurring monthly basis unless and until you cancel.

You agree and understand that, except as may otherwise be indicated, any trial period searches may not yield any results. We do not guarantee the results contain any specific information, are free of error, or include accurate and complete information.

9. Recurring Payment Subscriptions

AUTOMATIC RENEWAL FEES FOR RECURRING PAYMENT SUBSCRIPTION PLANS WILL BE AUTOMATICALLY CHARGED TO YOUR PAYMENT ACCOUNT. WE WILL AUTOMATICALLY RENEW YOUR SUBSCRIPTION ON A MONTHLY BASIS BEGINNING ON THE "NEXT BILLING DATE" IDENTIFIED IN YOUR ORIGINAL ORDER CONFIRMATION AND EVERY THIRTY (30) DAYS THEREAFTER (THE "AUTOMATIC RENEWAL DATE"). WE WILL PRESENT YOU WITH AN OPTION TO AUTHORIZE THESE PAYMENTS DURING THE SIGN-UP PROCESS, AND YOU ARE CHECKING THE BOX ON THE SIGN-UP PAGE DEMONSTRATES YOUR CONSENT TO SUBSCRIPTION BILLING. ON EACH RENEWAL DATE, YOUR PAYMENT ACCOUNT WILL BE CHARGED THE THEN CURRENT RATE FOR THE SUBSCRIPTION YOU SELECTED ON YOUR SERVICE ORDER. UPON PAYMENT, WE WILL SEND YOU AN ACKNOWLEDGEMENT VIA EMAIL OF THE PARTICULAR TERMS OF YOUR RECURRING PAYMENT PLAN, INCLUDING THE AUTOMATIC RENEWAL DATE, AND INSTRUCTIONS FOR CANCELING YOUR SUBSCRIPTION TO AVOID AUTOMATIC RENEWAL.

THEREAFTER, WE WILL PROVIDE YOU WITH NOTICE OF ANY CHANGE IN THE SUBSCRIPTION RATE OR MATERIAL CHANGES TO OTHER TERMS OF YOUR RECURRING PAYMENT PLAN, VIA EMAIL, AT LEAST FIVE (5) DAYS BEFORE THE AUTOMATIC RENEWAL DATE. YOU MAY CANCEL YOUR ACCOUNT AND SUBSCRIPTION AT ANY TIME. TO DO SO, (1) USE THE "CANCEL" OPTION ON THE ACCOUNT DETAILS PAGE OF YOUR ACCOUNT, (2) CONTACT US AT 877-450-2527, OR (3) EMAIL US AT support@entitycheck.com OUR CUSTOMER SERVICE DEPARTMENT IS OPEN AND AVAILABLE 24/7. PLEASE NOTE THAT SUBSCRIPTION FEES ARE BILLED MONTHLY IN ADVANCE, AND WE WILL NOT REFUND THE UNUSED PORTION OF YOUR MONTHLY SUBSCRIPTION. THEREFORE, YOU MUST CANCEL BEFORE THE AUTOMATIC RENEWAL DATE IN ORDER TO AVOID AUTOMATIC RENEWAL OF YOUR TRIAL/FULL PAID SUBSCRIPTION, AND THE ASSOCIATED MONTHLY SUBSCRIPTION FEES.

10. Customer Support

Our Customer Support team is available to address your questions or concerns. If you have any billing issues, you agree to contact our Customer Support team before contacting your bank. Contact Customer Support using our online form, by calling 877-450-2527 or via email at support@entitycheck.com. Our Customer Service Department is open 24/7.

11. Conditions of Use

You may not use EntityCheck, any search results, or other information you may receive through the use of EntityCheck services ("Information"), in any manner that violates any applicable law or regulation or that is inconsistent with these Terms. Further, you acknowledge that the Site contains real PUBLIC RECORDS collected from thousands of public and private sources and that we are not a consumer reporting agency as defined by the Fair Credit Reporting Act, and does not assemble or evaluate information for the purpose of supplying consumer reports. You understand that you may not use information provided by us for any purpose under the FCRA, including to make determinations regarding an individual's eligibility for personal credit, insurance, employment, or tenant screening. You understand that license plate and VIN searches are only available for a purpose authorized by the Driver's Privacy Protection Act of 1994 (DPPA). 

Specifically, you agree that you shall not use Information to engage in stalking or harassing any individual, requesting information under pretenses, or identity theft. You further agree that you shall not (i) access or attempt to access any account that you are not authorized to access, (ii) modify or attempt to modify EntityCheck in any manner or form, (iii) copy, distribute, or create derivative works based on the Site Content (as defined below), (iv) exploit the Site Content in any unauthorized way whatsoever, including but not limited to, by trespass or burdening network capacity, or (v) sublicense, sell, resell, or otherwise convey EntityCheck or any elements thereof.

You acknowledge that the Site may include personally identifiable information and it is your obligation to keep all such accessed information confidential and secure. 

Your violation of any of these Terms may result in automatic termination of your account and the licenses granted hereunder.

12. Data Use Agreement

  1. Generally. You represent and warrant that all of your use of EntityCheck’s Services shall be only for business purposes. You shall not use EntityCheck’s Services for other business purposes, for marketing purposes, or personal (non-business) purposes. You agree that if we determine or reasonably suspect that you are engaging in marketing activities or using the EntityCheck’s Services for personal (non-business) purposes or using the EntityCheck Information in any way violating any provision of this Agreement, or any of the laws or regulations, we may take immediate action, including, without limitation, terminating the delivery of, and the license to use, the EntityCheck’s Services. We may at any time mask or cease to provide you with access to any EntityCheck’s Services or portions thereof which we may deem, in our sole discretion, to be sensitive or restricted information. You shall not resell, reproduce, retransmit, publish, or otherwise transfer for commercial exploitation any information that you receive from the Services.
  2. Unauthorized Data Compilation. You acknowledge that you will not use any manual or automated software, devices, or other automated processes to "scrape" or download data from any web pages contained in the Service. Any attempt to scrape or download data is strictly prohibited.
  3. GLBA Data. Some of the information contained in the EntityCheck’s Services is "nonpublic personal information," as defined in the Gramm-Leach-Bliley Act (15 U.S.C. § 6801, et seq.) and related state laws, (collectively, the "GLBA"), and is regulated by the GLBA ("GLBA Data"). Customer shall not obtain and/or use GLBA Data through the InfoPay, Inc. Data Services, in any manner that would violate the GLBA, or any similar state or local laws, regulations, and rules. Customer acknowledges and agrees that it may be required to certify its permissible use of GLBA Data falling within an exception set forth in the GLBA at the time it was requested by us.
  4. FCRA Data. The EntityCheck Services provided pursuant to this Agreement are not provided by "consumer reporting agencies," as that term is defined in the Fair Credit Reporting Act (15 U.S.C. §1681, et seq.) (the "FCRA"), and do not constitute "consumer reports" as that term is defined in the FCRA. EntityCheck Services may not be used in whole or in part as a factor in determining eligibility for credit, insurance, employment, housing, or another purpose in connection with which a consumer report may be used under the FCRA.

    By way of clarification, without limiting the foregoing, you may use, except as otherwise prohibited or limited by this Agreement, information received through the EntityCheck Services for the following purposes:
    • To verify or authenticate an individual's identity;
    • To prevent or detect fraud or other unlawful activity;
    • To locate an individual;
    • To review the status of a legal proceeding;
    • To collect a debt, provided that such debt collection does not constitute in whole or in part, a determination of an individual consumer's eligibility for credit or insurance to be used primarily for personal, family, or household purposes; or
    • To determine whether to buy or sell consumer debt or a portfolio of consumer debt in a commercial secondary market transaction, provided that such determination does not constitute in whole or in part, a determination of an individual consumer's eligibility for credit or insurance to be used primarily for personal, family or household purposes;
    If you are using the EntityCheck Services in connection with the collection of a consumer debt on its behalf, or on behalf of a third party, you shall not use the EntityCheck Services:
    • To revoke consumer credit;
    • To accelerate, set, or change repayment terms; or
    • For the purpose of determining a consumer's eligibility for any repayment plan; provided, however, that Customer may, consistent with the certification and limitations set forth in this section, use the EntityCheck Services for identifying, locating, or contacting a consumer in connection with the collection of a consumer's debt or for prioritizing collection activities; and
    • To take any "adverse action", as that term is defined in the FCRA.
  5. Driver's Privacy Protection Act. The EntityCheck Services provided pursuant to this Agreement are provided subject to the Driver's Privacy Protection Act (15 USC § 2721, et. seq.) (the "DPPA"). EntityCheck Services related to a "motor vehicle record", as defined by the DPPA, may only be used in whole or in part for one of the following reasons:
    • For use by any government agency, including any court or law enforcement agency, in carrying out its functions, or any private person or entity acting on behalf of a Federal, State, or local agency in carrying out its functions.
    • For use in connection with matters of motor vehicle or driver safety and theft; motor vehicle emissions; motor vehicle product alterations, recalls, or advisories; performance monitoring of motor vehicles, motor vehicle parts, and dealers; motor vehicle market research activities, including survey research; and removal of non-owner records from the original owner records of motor vehicle manufacturers.
    • For use in the normal course of business by a legitimate business or its agents, employees, or contractors, but only —
      • to verify the accuracy of personal information submitted by the individual to the business or its agents, employees, or contractors; and
      • if such information as so submitted is not correct or is no longer correct, to obtain the correct information, but only for the purposes of preventing fraud by, pursuing legal remedies against, or recovering on a debt or security interest against, the individual.
    • For use in connection with any civil, criminal, administrative, or arbitral proceeding in any Federal, State, or local court or agency or before any self-regulatory body, including the service of process, investigation in anticipation of litigation, and the execution or enforcement of judgments and orders, or pursuant to an order of a Federal, State, or local court.
    • For use in research activities, and for use in producing statistical reports, so long as the personal information is not published, redisclosed, or used to contact individuals.
    • For use by any insurer or insurance support organization, or by a self-insured entity, or its agents, employees, or contractors, in connection with claims investigation activities, anti-fraud activities, rating, or underwriting.
    • For use in providing notice to the owners of towed or impounded vehicles.
    • For use by any licensed private investigative agency or licensed security service for any purpose permitted under this subsection.
    • For use by an employer or its agent or insurer to obtain or verify information relating to a holder of a commercial driver's license that is required under Chapter 313 of Title 49.
    • For use in connection with the operation of private toll transportation facilities.
    • For any other use in response to requests for individual motor vehicle records if the State has obtained the express consent of the person to whom such personal information pertains.
    • For bulk distribution for surveys, marketing, or solicitations if the State has obtained the express consent of the person to whom such personal information pertains.
    • For use by any requester, if the requester demonstrates it has obtained the written consent of the individual to whom the information pertains.
    • For any other use specifically authorized under the law of the State that holds the record, if such use is related to the operation of a motor vehicle or public safety.
  6. California Consumer Privacy Act of 2018. The EntityCheck Services provided pursuant to this Agreement are provided subject to the California Consumer Privacy Act of 2018 (Cal Civ Code § 1798.105(d)(1)) (the "CCPA"). EntityCheck Services to the extent they are subject to the CCPA must only be used in compliance with the CCPA. The Parties agree that, in relation to the Personal Information (as defined by the CCPA) processed under this Agreement, each Party shall be considered a Third Party. Each Party is individually responsible for its compliance with the requirements of the CCPA.
  7. Retention of Records. You shall maintain for a period of five (5) years a complete and accurate record (including consumer identity, purpose, and, if applicable, consumer authorization) pertaining to every access to data.
  8. Consumer Data Requests. Each Party is responsible for complying with any Consumer rights under applicable data protection laws. To the extent required under the law, you shall provide reasonable assistance to us in facilitating compliance with Consumer rights requests.

13. Additional Restrictions on Use

You are responsible for your access or use of the Site. We reserve the right to refuse service, terminate accounts, and/or cancel orders at its discretion, including, without limitation, if we believe that your conduct violates applicable law, these Terms of Service, the Privacy Policy, Data Use Agreement, or is harmful to our interests. You understand that you may be restricted from accessing certain Sites which may be otherwise available to other users.

(a) Site Content: Without limitation to these Terms of Service, you may not sell, re-distribute, re-publish, re-transmit, display publicly, modify, create derivative works from, or otherwise exploit the Site, its contents, or any part of them, including but not limited to any and all text, graphics, images, photographs, and computer code (individually and collectively, the "Site Content"). InfoPay, Inc., and/or its related companies or licensors, expressly retain all rights, titles, and interests in and to the Site Content, including, without limitation, all intellectual property rights therein and thereto. InfoPay, Inc. and/or its related companies or licensors own and retain all rights, including the worldwide copyright, in the Site Content solely and exclusively, for the duration of the rights in each country, in all languages, and throughout the universe. You may not use the Site Content in any way whatsoever except as in compliance with these Terms. You may not modify, rent, lease, loan, sell, distribute, redistribute, or create derivative works based on the Site Content. You may not alter or delete any proprietary notices from Site Content downloaded or printed from EntityCheck. Except as expressly permitted by these Terms of Service, any use of the Site Content may violate copyright and/or other applicable laws.

(b) Third Party Content: In addition to the Site Content, the Site may contain information and materials provided by third parties (collectively, "Third Party Content"). Third-Party Content is the copyrighted work of its owner, who expressly retains all right title and interest in and to the Third Party Content, including, without limitation, all intellectual property rights therein and thereto. In addition to being subject to these Terms of Service, Third Party Content may also be subject to different and/or additional terms of use and/or privacy policies of such third parties. Please contact the appropriate third party for further information regarding any such different and/or additional terms of use applicable to Third Party Content.

(c) Trademarks: Except with respect to images and text that are in the public domain or otherwise publicly available, EntityCheck, the EntityCheck Logo and all EntityCheck product names are trademarks and services marks of InfoPay, Inc. (collectively "EntityCheck Trademarks"), and nothing in these Terms of Service shall be construed as granting any license or right to use the EntityCheck Trademarks without InfoPay, Inc.'s prior written consent. All trademarks, service marks, and logos included on the Site ("Marks") are the property of InfoPay, Inc. or third parties, and you may not use such Marks without the express, prior written consent of InfoPay, Inc. or the applicable third party.

(d) No Automated or Non-Human Means of Access: You also may not access or use the Site through any automated or non-human means, such as through bots, spiders, scripts, or software; you may not access or use the site for purpose of scraping, harvesting, mining, or other data extraction; and you may not access or use the site for any interference, disruption, or other illegal or unauthorized purposes, such as interference with the Site's operations or interference with access to the Site and such as through viruses, Trojan horses, worms, time bombs, cancelbots, or other such applications.

(e) Additional Permissions: You may request additional permissions to use any Site Content by contacting us as described on the Site. In making any such request, you represent and warrant that all information and statements you provide to us are true and accurate and that you are authorized to act on behalf and to bind any organization on whose behalf you may be requesting permissions.

You may make no use of the Site Content or Site not expressly allowed in these Terms of Use including without limitation (i) for commercial, collections, governmental, marketing, or advertising purposes, or (ii) by accessing the Site and Site Content from Internet Protocol (IP) addresses outside of the United States, or (iii) to create a competing product. If not expressly stated otherwise in our grant of any such additional permissions, our grant of any such permissions is revocable at any time by us and expires six months after the date of the grant. Additionally, if granted any such permissions, you represent and warrant that your use of any permitted Site Content will not violate any applicable law, rule, or regulation, or violate the rights of any third party (including without limitation by defamation or violating any rights or publicity or privacy).

(f) Monitoring of Site Content and Use of Sites: InfoPay, Inc. reserves the right, but does not undertake the obligation, to monitor the use of the Site, and to investigate and take appropriate legal action against any party that uses the Site in violation of these Terms of Service or applicable law. InfoPay, Inc. reserves the right to accept, reject, or modify any Site Content, but assumes no liability based on its acceptance, rejection, modification, or failure to modify any Site Content.

(g) Audit: InfoPay, Inc. or its Data Providers (defined below) may, upon reasonable notice, audit your records, processes, and procedures related to your use, storage, and disposal of our Site and Content. You agree to cooperate fully with any and all audits. Violations discovered in any review and/or audit by InfoPay, Inc. or a Data Provider will be subject to immediate action, including, but not limited to, suspension or termination of your right to use our Site or legal action.

(h) Data Providers: You acknowledge and agree that the Site includes information collected from third-party data providers (“Data Providers”). If InfoPay, Inc. or its Data Providers determine or suspect that you are engaging in commercial, marketing activities, or reselling or brokering the Content, or are otherwise violating in violation of these Terms of Service, we or our Data Providers may take immediate action, including legal action and termination of these Terms of Service. You understand that our Data Providers are third-party beneficiaries of these Terms of Service, which means that they can enforce any of the provisions herein.

14. Your Security Obligations

  1. Your Obligations. You are required to ensure that the following actions take place:
    • Restrict access to EntityCheck Services to those employees who have a need to know as part of their official duties;
    • Train new employees prior to allowing access to EntityCheck Services on your obligations under this Agreement;
    • Ensure that none of your employees shall obtain and/or use any information from the EntityCheck Services for personal reasons, or transfer any information received through the EntityCheck Services to any party except as permitted hereunder;
    • Keep all user identification numbers, related passwords, or other security measures (collectively, "User IDs") confidential and prohibit the sharing of User IDs;
    • Immediately deactivate the User ID of any employee who no longer has a need to know, or has been terminated. User ID for terminated employees shall be deactivated or prior to the date of termination;
    • In addition to any obligations under Section 1 above, take all commercially reasonable measures to prevent unauthorized access to or use of, the EntityCheck Services or data received therefrom, whether the same is in electronic form or hard copy, by any person or entity;
    • Maintain and enforce data destruction procedures to protect the security and confidentiality of all information obtained through InfoPay, Inc. Data Services as it is being disposed of;
    • Take all steps to protect their networks and computer environments, or those used to access the EntityCheck Services, from compromise.
  2. Quarterly Review. You agree that on at least a quarterly basis, you will review searches performed by its User IDs to ensure that such searches were performed for a legitimate business purpose and in compliance with all terms of use herein.
  3. Customer Security & Notice. You will implement policies and procedures to prevent unauthorized use of User IDs and the EntityCheck Services and will immediately notify us, in writing, if you suspect, have reason to believe or confirm that a User ID or the EntityCheck Services (or data derived directly or indirectly therefrom) is or has been lost, stolen, compromised, misused or used, accessed or acquired in an unauthorized manner or by any unauthorized person, or for any purpose other than legitimate business reasons.
  4. Security Event. You acknowledge that, upon actual or suspected unauthorized acquisition or access of or to any information from InfoPay, Inc. Data Services (a "Security Event"),
    • You shall inform InfoPay, Inc. of the Security Event in writing no less than twenty-four (24) hours after becoming aware of the Security Event.
    • You agree that no notification of the Security Event to a third party and/or a regulator shall reference InfoPay, Inc. or the product through which the data was provided, nor shall InfoPay, Inc. be otherwise identified or referenced in connection with the Security Event, without InfoPay, Inc.'s express written consent.
    • You shall be solely responsible for any other legal or regulatory obligations which may arise under applicable law in connection with such a Security Event and shall bear all costs associated with complying with legal and regulatory obligations in connection therewith.
    • You shall provide samples of all proposed materials to notify consumers and any third parties, including regulatory entities, to InfoPay, Inc. for review and approval prior to distribution.
    • In the event of a Security Event, InfoPay, Inc. may, in its sole discretion, take immediate action, including suspension or termination of your account.

15. API Terms

In addition to the terms in the Agreement, the following terms apply to your access and use, of our Application Programming Interface for accessing functionality of the Subscription Services (hereinafter “API”):

  1. Grant of Rights. Subject to and conditioned on your compliance with the terms of use set forth in the Agreement, we hereby grant you a non-exclusive, non-sublicensable, non-transferable, revocable, limited, royalty-free right during the Term to: (a) access and use the API in connection with your use of the Services; and (b) integrate your platform with the Services. You acknowledge that there are no implied licenses granted with this API. We reserve all rights not expressly granted to you herein and under the Agreement. You must obtain an API Key provided by us. You may not share your API Key with any third party, shall keep such API Key and all login information secure, and shall use the API Key as your sole means of accessing the API.
  2. Your Obligations. You are solely responsible for integrating your platform with the Services via the API, including all associated costs thereof. You acknowledge that we may in its sole discretion update or modify the API from time to time and may require you to obtain and use the most recent version of the API. You are solely responsible for making any changes to your platform required to integrate with any updated version of the API at your sole cost and expense. When using the API, you will comply with (1) all applicable privacy laws and regulations including those applying to personal information, and (2) our applicable Privacy Policy. 
  3. Restrictions. You agree that, with respect to the API, it will not, without written authorization from us, (i) remove, alter or destroy any copyright notices, other proprietary markings or confidentiality legends placed upon or contained within the API components; (ii) use, copy, modify, display, rent, lease, loan, transfer, distribute, download, merge, make any translation or derivative work or otherwise deal with the API, except as permitted in this Agreement; (iii) combine or integrate the API components with any software, technology, services, or materials not authorized under the Agreement; (iv) cause or permit the disassembly, reverse compilation or other decoding of any portion of the API that is provided in object code only format; (v) or otherwise attempt to obtain, derive or modify the source code or architecture of such portions of the API; or (vi) intentionally disable, override, or otherwise interfere with any consent screens, user settings, alerts, warnings, or the like unless for a purpose expressly permitted by us. In addition, we may not use the API in violation of any applicable law or to distribute content or links to content that Customer reasonably believes:
    • Constitutes, depicts, fosters, promotes, or relates in any manner to pornography or the marketing of pornographic materials;
    • Is unfair or deceptive under the consumer protection laws of any jurisdiction, including chain letters and pyramid schemes;
    • Is defamatory, intended to harass or threaten or violates a person's privacy;
    • Creates a risk to public safety or health in general or to any individual's safety or health;
    • Improperly exposes trade secrets or other confidential or proprietary information of another person or company;
    • Is intended to assist others in defeating technical copyright protections;
    • Infringes a copyright in direct violation of the Digital Millennium Copyright Act ("DMCA") or any other similar legislation;
    • Infringes on another's patent, trade or service mark, trade secret, or other property right; or
    • Is otherwise malicious or fraudulent.
  4. Ownership. We own all rights, titles, and interests, including all intellectual property rights, in and to our APIs. You will not modify any copyright notices, proprietary legends, or other indicia of ownership on the materials accessed through the API. You will use commercially reasonable efforts to safeguard the Widget (including all copies thereof) from infringement, misappropriation, theft, misuse, or unauthorized access. You will promptly notify us if it becomes aware of any infringement of any intellectual property rights relating to the API and will fully cooperate with us (at your cost) in any legal action taken by us to enforce our intellectual property rights. For the avoidance of doubt, the API and components thereto are InfoPay’s Confidential Information. You shall at all times be responsible for any users to whom you provide access to the API or Services and shall provide its users with terms that comply with applicable law and align with these Terms.
  5. DISCLAIMER. IN ADDITION TO ANY OTHER DISCLAIMERS SET FORTH IN THE AGREEMENT, INFOPAY DOES NOT REPRESENT OR WARRANT THAT THE API OR ANY UPDATES THERETO WILL OPERATE IN COMBINATION WITH YOUR PLATFORM AND WE ARE NOT RESPONSIBLE FOR ANY DELAYS OR DELIVERY FAILURES STEMMING FROM THE API.

16. Disclaimers

You expressly agree that the use of EntityCheck is at your sole risk. InfoPay, Inc. shall not be liable for any loss, liability, cost, or damage arising either directly or indirectly from your access to or use of (or inability to access or use) EntityCheck, including any content including, but not limited to, any loss of use, system damage, impairment or interruption, lost data, cyber breach, personal injury or any other pecuniary or financial loss, whether in an action of contract, negligence, equity or other legal theory. It is solely your responsibility to evaluate the accuracy, completeness, and usefulness of all information, services, and other content provided on EntityCheck, and we are not liable for any reliance you place on the Site.

Information is sourced from records made freely and publicly available by state and local offices, agencies, or departments, and this data may contain errors and omissions. We do not guarantee that Information is current or accurate, and you, therefore, should not use EntityCheck to verify any individual's arrest, booking, or criminal records, or the condition of any vehicles. We do not guarantee the correctness or completeness of our Services or Information. You understand that Information may not be available for all states and that we may not have access to some records that may be available to other parties. You also understand there may be a delay between our receipt of certain records and the inclusion of those records in the Information. You recognize that our sole obligation in the case of erroneous Information, when notified in writing by you of such erroneous data, is correction of the Information in question.

For the most recent records concerning any individual or vehicle presented on EntityCheck, contact the relevant state or local office, agency, or department. ALL INDIVIDUALS APPEARING ON EntityCheck ARE INNOCENT UNTIL PROVEN GUILTY IN A COURT OF LAW.

InfoPay, Inc. is not affiliated with the United States Government or any federal or state government agency.

17. Linked Websites and Services

The Site may contain links to and integrations with third-party websites and services, and you agree that InfoPay, Inc. provides links to and integrations with such websites and services solely as a convenience and has no responsibility for the content or availability of such websites or services and that InfoPay, Inc. does not endorse such websites or services (or any products or other services associated therewith). Access to any other internet site linked to the Site is at your own risk, and InfoPay, Inc. is not responsible for the accuracy or reliability of any information, data, opinions, advice, or statements made on these sites. Your use of such websites and services will be subject to the terms applicable to each such website and service. You may not post a link that directs users to any content or information that would constitute a violation of these Terms & Conditions.

18. No Warranties

TO THE MAXIMUM EXTENT ALLOWED BY APPLICABLE LAW, INFOPAY, INC. PROVIDES ALL SERVICES AND INFORMATION "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. INFOPAY, INC. MAKES ABSOLUTELY NO WARRANTIES WHATSOEVER, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT POSSIBLE UNDER APPLICABLE LAWS, INFOPAY, INC. DISCLAIMS ALL WARRANTIES, EXPRESSED OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR OTHER VIOLATIONS OF RIGHTS.

INFOPAY, INC. DOES NOT WARRANT OR MAKE ANY REPRESENTATIONS REGARDING THE USE, VALIDITY, ACCURACY, OR RELIABILITY OF, OR THE RESULTS OF THE USE OF, OR OTHERWISE RESPECTING EntityCheck. YOUR USE OF EntityCheck IS SOLELY AT YOUR OWN RISK.

THERE ARE NO WARRANTIES RELATING TO ANY OF THE VEHICLES ABOUT WHICH INFORMATION IS POSTED ON EntityCheck.

InfoPay, Inc. does not warrant that EntityCheck will be uninterrupted or error-free; nor does InfoPay, Inc. make any warranty as to the results that may be obtained from the use of EntityCheck, or as to the accuracy or reliability of any information, service, or materials provided through the Services.

19. Limitation of Liability

INFOPAY, INC. IS NOT RESPONSIBLE FOR ANY PROBLEMS OR TECHNICAL MALFUNCTION OF ANY WEBSITE, NETWORK, COMPUTER SYSTEMS, SERVERS, PROVIDERS, COMPUTER EQUIPMENT, OR SOFTWARE, OR FOR ANY FAILURE DUE TO TECHNICAL PROBLEMS OR TRAFFIC CONGESTION ON THE INTERNET OR EntityCheck, OR COMBINATION THEREOF, INCLUDING ANY INJURY OR DAMAGE TO USERS OR ANY COMPUTER OR OTHER DEVICE ON OR THROUGH WHICH EntityCheck OR DATA IS PROVIDED. UNDER NO CIRCUMSTANCES WILL WE BE LIABLE FOR ANY LOSS OR DAMAGE, INCLUDING PERSONAL INJURY OR DEATH, RESULTING FROM THE USE OF EntityCheck OR INFORMATION, OR FROM THE CONDUCT OF ANY USERS OF EntityCheck OR INFORMATION, WHETHER ONLINE OR OFFLINE, INCLUDING ANY PRIVACY OR SECURITY BREACHES.

NEITHER INFOPAY, INC., ITS PARENTS, SUBSIDIARIES, OFFICERS, DIRECTORS, MANAGERS, SHAREHOLDERS, EMPLOYEES, AGENTS, CONTRACTORS, OR LICENSORS, NOR INFOPAY, INC.'S DATA PROVIDERS, WILL BE LIABLE TO YOU FOR (I) LOST INCOME, LOST PROFITS, LOSS OF DATA, ANY DIRECT, INDIRECT, INCIDENTAL, PUNITIVE, SPECIAL OR CONSEQUENTIAL DAMAGES, OR CLAIMS OF THIRD PARTIES, (II) ANY LOSS OR DAMAGE OF ANY KIND INCURRED AS A RESULT OF THE USE OF OR RELIANCE UPON THE COMPLETENESS OR ACCURACY OF ANY INFORMATION MADE AVAILABLE VIA EntityCheck, OR (III) ANY LOSS OR INJURY ARISING OUT OF OR CAUSED IN WHOLE OR IN PART BY INFOPAY, INC.'S ACTS OR OMISSIONS IN PROCURING, COMPILING, COLLECTING, INTERPRETING, REPORTING, COMMUNICATING, OR DELIVERING THE SERVICES. THESE LIMITATIONS OF LIABILITY FOR SUCH LOSSES WILL APPLY EVEN IF WE HAVE BEEN ADVISED OF OR SHOULD HAVE BEEN AWARE OF THEIR POSSIBILITY.

OUR AGGREGATE LIABILITY ARISING UNDER OR WITH RESPECT TO YOUR USE OF EntityCheck WILL IN NO EVENT EXCEED THE TOTAL FEES PAID BY YOU IN THE PRECEDING SIX (6) MONTHS.

20. Indemnification

You agree to indemnify, defend, and hold harmless InfoPay, Inc. and its officers, directors, agents, employees, partners, affiliates, licensors, and data providers, And each of their respective members, officers, directors, employees, agents, shareholders, co-branders, content licensors, suppliers, contractors, attorneys, and other partners, from and against any and all liabilities, claims, expenses (including reasonable attorneys' fees), damages, suits, costs, demands, and judgments made by any third party arising from or related to (i) your use of the Site or any Information you obtain through the Site (or any third party receiving such information from or through you), and (ii) your violation of these Terms your, (iii) your violation or infringement of any laws or any rights of another individual or entity, or (iv) any actual, prospective or terminated sale or other transaction between you and a third party.

21. Liquidated Damages

You agree that if you improperly use or disclose any of the data contained in the Site, it would be impracticable or extremely difficult to fix the actual damages resulting to us and our Data Providers. Therefore, you agree to pay to us and/or our Data Provider, the sum of One Hundred and No/100 Dollars ($100.00) per record contained in the Site that you improperly use or disclose in violation of these Terms & Conditions.

22. Location of the Site and Your Use

InfoPay, Inc. operates or controls the operation of the Site from the United States. In addition, the Site may be mirrored, and other websites operated or controlled by InfoPay, Inc. may be operated from various locations in and outside of the United States. InfoPay, Inc. makes no representation or warranty that all of the features of the Site will be available to you outside of the United States, or that the Site is permitted to be accessed outside of the United States. Additionally, the Site may not be helpful or relevant to all international users. You acknowledge that you are solely responsible for any decision by you to use the Site from locations outside of the United States, and that such use may be subject to, and that you are responsible for, compliance with applicable local laws.

23. Termination

We reserve the right to terminate or restrict your account and/or access to EntityCheck for any reason, or for no reason whatsoever; including, without limitation, if we in our sole discretion consider your use to be unacceptable, or in the event of any violation by you of any term of these Terms. We may, but shall be under no obligation to, provide you with a warning prior to termination or restriction of your use of EntityCheck. We will not be liable to you or any third party for such termination, or restriction of your account and/or access.

24. ARBITRATION CLAUSE AND CLASS ACTION WAIVER –IMPORTANT—PLEASE REVIEW AS THIS AFFECTS YOUR LEGAL RIGHTS

ARBITRATION NOTICE.

You and InfoPay, inc. agree that if there is any dispute or claim arising from or related to the Services and/or these Terms (except for Exempt Claims, as defined below), it will be resolved by confidential binding arbitration, rather than in court, after first giving Notice of the Dispute (“Notice”) to the other party and the opportunity to discuss resolution within thirty (30) days of such Notice. The Notice should be sent to: 227 Lewis Wharf, Boston, MA 02110. This Notice must include a description of the nature and basis of the claims the party is asserting, and the relief sought.

If you and InfoPay, Inc. are unable to resolve the claims described in the Notice within thirty (30) days after the Notice is sent, you or the Company may initiate arbitration proceedings to be conducted by a single impartial arbitrator chosen from the American Arbitration Association (AAA)’s National Roster of Commercial Arbitrators by mutual agreement of the Parties (or by the AAA if the Parties cannot agree). There is no judge or jury in arbitration, and court review of an arbitration award is limited. However, an arbitrator can award on an individual basis the same damages and relief as a court (including injunctive and declaratory relief or statutory damages) and must follow the provisions of these Terms of Service as a court would. YOU ACKNOWLEDGE THAT YOU ARE VOLUNTARILY AND KNOWINGLY FORFEITING YOUR RIGHT TO A TRIAL BY JURY AND TO OTHERWISE PROCEED IN A LAWSUIT IN STATE OR FEDERAL COURT.

The Federal Arbitration Act and federal arbitration law apply, and the American Arbitration Association (AAA) will administer the arbitration under its Commercial Arbitration Rules and the Supplementary Procedures for Consumer Related Disputes. Payment of all filing, administration, and arbitrator fees will be governed by the AAA's rules.

The arbitration shall be held in the State of Massachusetts or at another mutually agreed location. If the arbitration involves a consumer, the arbitration will be held at a location convenient to the consumer. If the value of the relief sought is $10,000 or less, you or we may elect to have the arbitration conducted by telephone or based solely on written submissions, which election shall be binding on you and us, subject to the arbitrator's discretion to require an in-person hearing if the circumstances warrant. Attendance at an in-person hearing may be made by telephone by you and us unless the arbitrator requires otherwise.

The arbitrator will decide the substance of all claims in accordance with the laws of the State of Massachusetts, including recognized principles of equity, and will honor all claims of privilege recognized by applicable law. The arbitrator will also decide any questions relating to the interpretation, applicability, or enforceability of this arbitration clause, except where a party files a claim in court because it is an Exempt Claim (as defined below). If either party files an Exempt Claim, the court presiding over that claim will determine if the claim is an Exempt Claim under this Arbitration Clause. The arbitrator's award shall be confidential, final, and binding, and judgment on the award rendered by the arbitrator may be entered in any court having jurisdiction thereof.

Notwithstanding any provision in these Terms & Conditions to the contrary, you and we agree that if we make any change to this Section (other than a change to any notice address or website link provided herein) in the future, that change shall not apply to any claim that was filed in a proceeding against us prior to the effective date of the change. Moreover, if we seek to terminate this Section, any such termination shall not be effective until thirty (30) days after the version of these Terms of Service containing this Section is posted to the websites and shall not be effective as to any claim that was filed in a proceeding against us prior to the effective date of termination.

CLASS ACTION WAIVER: YOU AND WE AGREE THAT DISPUTES BETWEEN YOU AND US WILL BE RESOLVED BY BINDING, INDIVIDUAL ARBITRATION AND YOU WAIVE YOUR RIGHT TO PARTICIPATE IN A CLASS-WIDE ARBITRATION. If for any reason a claim proceeds in court rather than in arbitration, we each waive any right to a jury trial.

EXEMPT CLAIMS: You and the Company agree that the following two types of claims are not required to be submitted to an arbitration subject to the following conditions:

  • (1) You or we are not required to arbitrate a claim brought on an individual basis in small-claims court. However, if (a) there is an appeal from the small-claims court, or (b) a change in the claim that renders the small-claims court unable to resolve the claim, then the claim must be resolved in an arbitration under the terms of this Arbitration Provision.
  • (2) You or we are not required to arbitrate a claim brought on an individual basis to enjoin infringement or other misuse of intellectual property rights. Such a claim may be brought in any court of competent jurisdiction. You and We agree that the infringement or other misuse of intellectual property rights could cause irreparable harm for which monetary damages are an inadequate remedy. The prevailing party in an action to enjoin infringement or other misuse of intellectual property rights is entitled to recover costs and fees (including reasonable attorneys' fees) in pursuing that remedy.

OPT-OUT: You may opt out of this mandatory arbitration provision by writing us within 60 calendar days of your agreement to this Arbitration Provision by mail to support@entitycheck.com. Include your name, address, and date in the correspondence. This is the only way you can opt out.

Claims and Disputes Must be Filed Within One (1) Year

To the extent permitted by law, and without limiting the effect of any disclaimer contained herein, any cause of action or claim you may have with respect to your use of the Services, including, without limitation, any website or mobile application or other Services-related product, services, or other content must be commenced within one (1) year after the claim or cause of action arises. This section applies to you and your heirs, successors, and assigns.

25. Governing Law and Jurisdiction

These Terms of Service will be governed by and construed in accordance with the laws of the Commonwealth of Massachusetts, without reference to its conflict of laws principles. All claims/disputes arising out of or relating to these Terms of Use will be submitted to the exclusive jurisdiction of a court of competent jurisdiction located in Boston, Massachusetts, and each party irrevocably consents to such personal jurisdiction and waives all objections to this venue.

26. Publicity

You acknowledge that it will not name InfoPay, Inc. or refer to its use of the EntityCheck Services in any press releases, advertisements, promotional or marketing materials, or make any other third-party disclosures regarding InfoPay, Inc. or your use of the EntityCheck Services without the written permission of InfoPay, Inc. 

27. General Conditions

These Terms constitute the entire agreement between you and us, and govern your use of EntityCheck, superseding any prior agreements (including, but not limited to, any prior versions of these Terms).

No agency, partnership, joint venture, employee-employer, or franchiser-franchisee relationship is intended or created by these Terms.

If any part of these Terms is held invalid or unenforceable, that portion will be construed in a manner consistent with applicable law to reflect, as nearly as possible, the original intentions of the parties, and the remaining portions will remain in full force and effect. Our failure to enforce any right or provisions in these Terms will not constitute a waiver of that provision or any other provision of these Terms. No waiver of any of the provisions of these Terms of Service is a waiver of any other provision, whether or not similar, nor does any waiver constitute a continuing waiver.

28. Contact Us

If you have any questions or concerns about these Terms or wish to contact us for any other reason, please click here to contact us or write:

EntityCheck.com
227 Lewis Wharf
Boston, MA 02110