TITLE SEARCH AGREEMENT
THIS WEB SITE (orders.titleagencysupport.com or such other address as Tile Agency Support may choose) MAY BE ACCESSED AND USED ONLY BY THOSE PARTIES WHO AGREE TO ACCEPT THE FOLLOWING TERMS AND CONDITIONS.
IF YOU WISH TO USE THIS WEB SITE, YOU MUST READ AND AGREE TO BE BOUND BY THIS AGREEMENT.
The purpose of the Web Site is to permit the User to order and receive certain products and services ("Services") offered by Tile Agency Support ("TAS").
A list and description of the Services may be found within the Web Site.
Services may be added, deleted, or modified, from time to time, at TAS's sole discretion.
A. Orders and Delivery:
1. Orders: Each request for Services is made by placing an order (the "Order") through the Web Site in accordance with the instructions on the Web Site.
2. Delivery: The delivery options and expected delivery times are set forth on the Web Site and until an Order is placed are subject to change from time to time at TAS’s sole discretion. You may use the Services only for User’s intended business purposes.
B. Fees, Billing, and Payment:
1. Fees. The current fees for the Services (“Fees”) and the billing and payment options (“Billing Options”) are set forth on the Web Site. Fees are agreed to at the time the Order is placed. Fees and Billing Options may change from time to time at TAS’s sole discretion as to new Orders. Fees are earned by TAS at the time User places the Order subject only to delivery of the Services and a limited right to cancel as described below.
2. Billing and Payment. Unless User has elected an alternative Billing Option on the Web Site, all Fees are due and payable within thirty (30) days of delivery of the Order. Fees not paid with the agreed upon time periods are subject to interest at the lesser of: the highest rate permitted by applicable law or ten percent (10%) per annum from the due date until the date TAS receives the payment. If payment is thirty (30) days or more past due, User is in default of this Agreement and TAS has the right to disabled or suspend User’s access to the Services until User brings the account current.
3. Cancellation Policy. TAS will accept cancellations within the first 6 hours of the Order being placed at no charge to the User. After 6 hours the full charge for the Service ordered will be due.
4. Service Update Policy. A Service ordered through the Web Site can be updated at the current update fees until 90 days after the completed date of the original Service. Thereafter, the Service will have to be re-ordered at the current fees of a new Service.
D. User Representations, Warranties, and Obligations
1. User represents and warrants that the Business rules agreed to on the Web Site are User’s business rules (the "Business Rules"); that the Services comply with the User’s Business Rules; and that User is solely responsible for testing the Services for compliance with the Business Rules, including functionality and compliance with User’s requirements. User hereby indemnifies and holds TAS harmless for User’s Business Rules and its use of the Services.
2. User represents and warrants that if any of the Services are to be used in connection with the issuance of title insurance, including but not limited to the issuance of commitments for title insurance, policies of title insurance, preliminary and final judicial reports, or title guaranties; and that User is a properly licensed title agency and as the title agency is performing the “core services” necessary to comply with the Real Estate Settlement Procedures Act, including, but not limited to, the examination of title, determination of policy issuance, curative, underwriting, and preparation of title commitments or title policies.
3. As to each Order, User expressly agrees and accepts to the at the time of each request for Services the Fees, Billing Options, and all other terms and conditions on the Web Site each of which are incorporated herein at such time for all purposes.
4. User agrees to handle all non-public consumer information in compliance with state and federal laws and regulations.
5. If User desires that its production system to interact with the Web Site, the parties will agree as to the required technical information and data, terms, conditions, and fees, if any, of such interaction.
E. TAS Representations, Warranties, and Obligations:
1. Subject to any limitations set forth below, TAS represents and warrants it will provide the Services in a professional manner, with experienced and qualified personnel, and in conformance with industry standards.
2. TAS will use commercially reasonable efforts to maintain availability of the Web Site and Services during TAS’s normal business hours between 8:00 am – 5:00 pm EST. Scheduled and unscheduled interruptions may occur. TAS does not warrant or guarantee that the Web Site or Services availability will be uninterrupted.
F. Term and Termination. This Agreement shall commence on the date TAS issues User its User Identification and Password (the “Effective Date”) and shall continue until terminated as provided herein. Unless terminated in accordance with another provision of this Agreement, this Agreement may be terminated by either party with or without cause by giving the other party thirty (30) days written notice. If this Agreement is terminated for any reason, User shall pay TAS within thirty (30) days of the termination date, all Fees earned and unpaid pursuant to this Agreement.
H. Disclaimers and Limitations of Liability.
The services contain data and images gathered
and/or developed from public records. The information and data provided as
part of the services are believed to be reliable, but are not guaranteed to be correct,
accurate, complete, or free from error. TAS has no liability for any data
or images which are not of public record as of the date of the request for services.
2. User acknowledges,
understands, and accepts that, except as expressly set forth in this agreement TAS
makes no warranties, express, implied, with respect to any matter arising under
this agreement or as to the services, or user’s use of same. TAS expressly disclaims
any implied warranties of merchantability, non-infringement, or fitness for a particular
TAS nor any of its affiliates shall be liable for any indirect, incidental,
special, punitive, or consequential damages, including, but not limited to, lost
profits or revenues. TAS accepts no liability for user’s business rules or their
compliance with any law or regulation.
Some states or jurisdictions do not allow disclaimer or limitation on duration of implied warranties or the exclusion or limitation of liability for consequential or incidental damages. You may have other legal rights.
maximum liability for any actual loss or damage resulting from a final court order
arising out of or related to an error or omission caused by TAS shall be limited
If you use the information provided
by TAS to issue a title insurance policy on behalf of a title insurance underwriter,
then TAS’ maximum liability for any actual loss or damage resulting or caused by
TAS’ error or omission is limited to your contractual obligations pursuant to any
underwriting agreement between you and said underwriter.
TAS’ maximum liability under this agreement
shall be two hundred fifty thousand dollars ($250,000) regardless of the number
of errors or omissions caused by TAS.
4. The rights of each party to indemnification under this Section shall be exclusive and shall be in lieu of all other rights and remedies to which such party may be entitled to pursue at law or in equity. Each party shall use commercially reasonable efforts to mitigate its losses.
5. To the full extent permitted by applicable law, this Agreement shall be subject to a contractually agreed two (2) year statute of limitations.
I. User Id and Password.
User will be issued or otherwise assigned a User Identification to access and
obtain the Services. User is solely responsible for all liabilities incurred
through the use of its User Identification and that any transaction under its
User Identification will be deemed to have been performed by User. User
will immediately notify TAS of any unauthorized use of any User Identification
or any other breach of security known to it.
2. Use of any User Identification other than as provided in this Agreement will be considered a breach of this Agreement by You.
3. If TAS accepts User as a customer, TAS shall give you a User Identification and Password It is recommended that you change your Password the first time you use the Web Site and at least quarterly thereafter.
This Agreement constitutes the entire agreement between TAS and User and supersedes any prior or contemporaneous communications, representations or agreements between the parties, whether oral or written, regarding the subject matter of this Agreement. The terms and conditions of this Agreement may not be changed except by an amendment signed by an authorized representative of each party.
USER ACKNOWLEDGES THAT IT HAS READ AND UNDERSTOOD THIS AGREEMENT AND AGREE TO BE BOUND BY ITS TERMS. IT IS RECOMMENDED THAT YOU REVIEW THIS AGREEMENT WITH YOUR LEGAL COUNSEL BEFORE ACCEPTING THE TERMS AND CONDITIONS