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Contract 2018-31 EMPLOYEE SCREENING AGREEMENT THIS AGREEMENT is between OneSource, Inc. ("OneSource") and City of Clermont ("Client"). This Agreement is entered into on A Qg.1 L , 20 1'6 . 1. Services to be Provided by OneSource A. Upon request and relying upon Client's representations that it has a legitimate purpose for information, OneSource will provide background checks, verifications and other consumer reports to the Client when available. OneSource will only furnish a report for a permissible purpose under the Fair Credit Reporting Act, 15 U.S.C. §1681 et seq. ("FCRA") and no other purpose. B. Periodically and upon request, OneSource will provide to Client copies of certifications, consumer consents,notices and summary of rights under the FCRA as well as other forms which OneSource finds helpful in meeting its obligations under the FCRA and other applicable laws. Client acknowledges receipt of the Consumer Financial Protection Bureau Notice of Consumer's Rights and Notice to Users. 2. Representations of Client when ordering reports A. Client represents that it is an existing business with the legitimate need for verification and reports offered by OneSource. The nature of Client's business is: Li (,o1exr) . To the extent of the law, Client specifically represents that reports will only be obtained for its own one time use and it is the end user of the reports. It will not further distribute, sell, give or trade such information with any third party. Notwithstanding the above, Client may share a report, except credit, for joint use as described in Section 2 D below. Client will request and use reports for the following permissible purpose only: employment by hire or contract. B. Client represents that prior to requesting a report for employment purposes, it will: (i) disclose to the individual who is the subject of the report that a consumer report or, as applicable, an investigative consumer report, may be obtained; (ii) obtain the written consent of the individual allowing the obtaining of the consumer report. Client agrees that submission of an order is a certification that it has obtained the consent of the consumer; (iii) provide to the individual a summary of the individual's rights required under the ("FCRA") and any applicable state law. However, if applicant uses OneSource's online application process, Client's above certifications will be fulfilled by use of this process. C. Client further certifies that it will: (i) not utilize any information in violation of any federal or state equal employment opportunity law or regulation. (ii) not order any criminal record information prior to the time permitted by applicable law,ordinance or regulation commonly referred to as"ban-the-box"restrictions. (iii) provide a reasonable amount of time prior to taking adverse employment action against the individual who is the subject of the report, when such action will be based in whole or in part upon the information contained in the report furnished by OneSource, the Client will, except as otherwise provided by law, advise the subject of the intent to take adverse action and provide a copy of the report to the individual and a description, in writing, of the individual's rights under the FCRA. (iv) provide after taking adverse action based in whole or in part upon information contained in a report furnished by OneSource, the Client shall: (a) provide notice of such action to the individual; (b) provide the name, address and telephone number of OneSource;and (c) inform the individual that he/she is entitled to a free copy of the report and a right to dispute the record through OneSource and that OneSource is unable to provide the individual the specific reasons why the adverse action was taken by you. (v) comply with the FCRA and similar state laws,in regard to all reports,it will follow the requirements of the ("DPPA") and the various state laws implementing the DPPA in regard to motor vehicle reports. (vi) maintain documentation showing compliance with these certifications for a period of six (6) years or during the employment of the subject, whichever is longer. D. Client represents that,if it orders credit reports, it will have a policy and procedures in place to investigate any discrepancy in a consumer's address when notified by the credit bureau that the consumer's address, as submitted by the client, substantially varies from the address the credit bureau has on file for that consumer. Further, if client hires the consumer and in the ordinary course of its business it furnishes information to the credit bureau from which the report came,that it will advise the credit bureau of the address it has verified as accurate if that address is different from the one provided by the credit bureau. E. Client may share reports with another entity for joint use. The FCRA permits end users of consumer reports to share the consumer report with another entity if Client and the other entity will use the report for the same transaction and for the same purpose. Examples include: a staffing company sharing a report with its customer with whom the consumer will be placed; a 2 subcontractor sharing reports of its employees with the general contractor or owners of the project on which subcontractor is working. These examples are not exclusive, but demonstrate the acceptable "joint use" that is permitted. However, prior to sharing a consumer report, Client on behalf of OneSource will determine and verify the identity of the joint user and that such joint user shares the same permissible purpose for use of the consumer report as does Client and the joint user will only use the consumer report for this one transaction with Client. This Agreement is a certification by Client that any joint user is a legitimate business and will use the report for the same permissible purpose Client represents to OneSource when ordering the consumer report(s) on the individual consumer or as provided in Section 2 of this Agreement. Client agrees to indemnify and hold OneSource harmless from any claims, liability or losses asserting that the joint use was improper in any way, violated the FCRA or otherwise, and additionally, if the joint user used the consumer reports for any reason than as represented by Client to OneSource. Such indemnification includes all costs, expenses and reasonable attorney fees incurred by OneSource. Nothing herein shall be construed or act as a waiver of any sovereign immunity that the client may enjoy as matter of law. 3. Compliance with Applicable Law A. The laws relating to the furnishing and use of information are subject to change, It is the responsibility of Client to become knowledgeable in such laws and to comply with them. The failure to comply with the then current applicable law may result in a breach of this agreement, termination of service, civil and criminal liability. OneSource does not undertake any obligation to advise Client of its legal obligations. B. OneSource does not act as legal counsel for Client. Client is responsible for retaining counsel to advise it regarding proper use of consumer reports; compliance with the FCRA, the Driver Privacy Protection Act, 18 U.S.C. §2721 et seq ("DPPA")and other applicable federal, state and local laws; and development of an appropriate screening program for Client's use of consumer reports. C. Client agrees to promptly execute and return to OneSource all documentation required, now or in the future, by any government agency or OneSource to permit release of information or to ensure compliance with applicable laws or regulations. Such documentation shall become part of this agreement. The failure to return such documentation will result in Client being blocked from receiving the information related to the documentation, and, in some circumstances, all service may be terminated without additional notice. D. Client consents to any reasonable request by OneSource to audit records of the Client in person or by requesting copies of documents and to communicate with employees of the Client,with notice to Client,to determine the appropriateness of any present or past request(s) for information by Client. A failure to cooperate with an audit may result in the immediate termination or suspension of service. 4. Fees for Services 3 A. OneSource will charge a fee for each request made by Client, in accordance with OneSource's current fees schedule (see attached). OneSource reserves the right to change the fees charged upon thirty(30) days notice to Client. Applicable sales or other taxes will be added to all fees. Client understands that OneSource may incur access charges imposed by courts and other governmental agencies which are passed along to Client in addition to fees. These costs are subject to change without notice. B. Payment on all invoices will be due thirty(30) days after billing. For any invoice not paid within thirty(30)days,OneSource will add and collect a SERVICE CHARGE of one and a half percent (1%%) per month (or the maximum permitted by applicable law, if lower) with a minimum service charge of$2. Client agrees to pay OneSource's reasonable attorney's fees and costs incurred in enforcing the terms of this Agreement and in the collection of amounts due under this Agreement. 5. Confidentiality of Information A. Information provided by OneSource to its Clients is considered confidential by law. Upon its receipt, Client shall treat the information as confidential. Such information shall be maintained in confidential files to which access is restricted. Only those employees who need such information to perform their job duties shall have access to the same. Client shall ensure that such employees shall not attempt to obtain any consumer reports on themselves, family, friends or associates except in the exercise of their official duties. Client shall supply to OneSource the name and phone number of the contact person or persons with whom OneSource may discuss the contents of reports furnished to Client. At the time that Client disposes of any report received it shall cause such to be destroyed by cross shredding,burning or electronic destruction as required by regulations issued by the Federal Trade Commission which results in the material being unreadable. B. Client acknowledges that it will receive personal identifying information on the subjects of the reports it receives. Client shall maintain reasonable procedures to protect the information from unauthorized internal or external access. Within 30 days of the execution of this Agreement, Client will outline its protections in regard to the receipt, usage and storage of this information. Client, shall, upon request, advise us of the status of Client's security measures. If Client experiences a breach of security regarding this information or discontinues any security measure, Client shall notify us within 24 business hours of the breach or discontinuance. Within seven (7) business days of such an event, Client shall advise us what steps have been taken to protect the information from the reoccurrence of the breach or to restore protection of the information. 6. Waiver and Release A. Client acknowledges that OneSource relies totally on the information furnished by others. OneSource also relies on the information contained in the records of various governmental agencies for other reports. OneSource is not responsible for inaccurate or false information received from others and sent to Client. Client agrees to assert no claim and waives liability against OneSource for any inaccurate or false information included in any report unless OneSource had 4 actual knowledge of the error and failed to correct it if it had the legal ability to alter such information. B. Client agrees to hold OneSource harmless and will indemnify OneSource from all claims and losses resulting from Client's intentional breach of this Agreement or violation of any applicable law. OneSource agrees to hold Client harmless for all claims and losses arising from OneSource's violation of any applicable law. Such indemnifications include all costs and reasonable attorney fees incurred by the indemnified party. Nothing herein shall be construed or act as a waiver of any sovereign that the client may enjoy as a matter of law. C. If the party seeking indemnification proposes to settle any claim it believes is subject to indemnification, it must notify the indemnifying party of such settlement and the indemnifying party must approve such settlement. Such approval shall not be unreasonably withheld. The indemnifying party can also disapprove of such settlement on the basis that the claim is not within those claims or losses covered by the indemnification. If the indemnifying party accepts the request to indemnify,but disagrees with the settlement amount,the indemnifying party shall take over the defense of the claim. 7. Misuse of Information The FCRA prohibits the obtaining of information from a consumer reporting agency for an impermissible purpose. Further, those involved in such improper requesting may be subject to criminal penalties of imprisonment up to two years and/or a fine of$5,000 for each offense. 15 U.S.C. § 1681q. However such punishments are subject to change as the FCRA is amended. Further, the DPPA prohibits obtaining information under false pretenses and restricts the resale or redisclosure of personal information contained in state motor vehicle records. A violation of the DPPA may also result in criminal penalties. 18 U.S.C. § 2733(a). If a Client or one of its employees misrepresents to OneSource the reason for a report or requests a report for an impermissible purpose, OneSource may terminate service without notice in addition to other remedies available to OneSource. Client understands that its misuse of or improper request for information may have a direct impact upon OneSource and may cause it to be unable to obtain information for any of its clients resulting in substantial damages for which Client would be liable. 8. Non-Disclosure Neither party shall, during the term of this Agreement, and any extension thereof and for reasonable time thereafter disclose to another or use,unless authorized by the disclosing party, any of the disclosing party's "Confidential Information". The purpose of this section, "Confidential Information" shall mean all the party's prospect list, client information, any customer records/information, employee list, financial data, business plans, business strategies, proprietary software and any other information of a party disclosed by one party to the other. Notwithstanding anything to the contrary contained in this Agreement, the receiving party shall not be precluded from: a)the use or disclosure of any Confidential Information which is currently known generally to the public or which subsequently has come into the public domain, other than by way of disclosure in violation of this Agreement; b) the use or disclosure of any Confidential Information that becomes available to the receiving party on a non-confidential basis from a source other than 5 the disclosing party,provided that such source is not known by the receiving party to have a legal obligation prohibiting the disclosure of such information; or c) the use or disclosure of any Confidential Information that was developed independently by the receiving party, or d) the disclosure of the Confidential Information is required by law or legal process. 9. Termination of Agreement A. Client may terminate this Agreement at any time upon written notice to OneSource. Client will remain liable for all charges made to its account prior to termination and will promptly pay all sums due on termination. B. OneSource may terminate this agreement by providing a sixty (60) day written notice but upon the occurrence of the following events, OneSource may, immediately and without notice terminate or suspend this Service Agreement: (i) Default in payment of charges for OneSource Services; (ii) Misuse of information contained in a OneSource report; (iii) Improper request for information; (iv) Failure of Client to comply with or assist OneSource in complying with the FCRA or any other applicable law; (v) A material breach of this Agreement or violation of any law or regulation governing the request, use or release of the information in the reports by Client. (vi) Unauthorized release of information in a consumer report to a third party or the reselling of any report. 10. Notice of Change in Client's Business Client shall immediately notify OneSource of any of the following events: change in ownership of the Client (over 50%); a merger, change in name or change in the nature of Client's business that in any way affects Client's right to request and receive consumer reports. 11. Miscellaneous Provisions A. This Agreement constitutes the entire understanding between the parties and supersedes all previous agreements, negotiations and representations. This Agreement may only be modified in writing signed by both parties; however, subsequent representations by Client to show compliance with existing or future laws are effective when signed by Client and become a part of this Agreement. This Agreement is for the exclusive benefit of the parties hereto and no benefit is intended for any third party. 6 B. All communications and notices to be given under this Agreement will be made to the addresses, street and e-mail, and telephone numbers set forth herein. Each party will notify the other promptly of any change of address or telephone number. C. This Agreement is intended to be subject to, and in compliance with, all applicable state and federal statutes and regulations. Insofar as this Agreement or any provision may subsequently be determined to be at variance or not in compliance with any such statute or regulation, it will be considered to be amended or modified to the extent necessary to make it comply, and OneSource and Client hereby consent and agree to any such amendment or modification. Further, the invalidity of any one provision shall not affect the validity of the other provisions. D. This Agreement is deemed to have become effective and to have been entered into upon its acceptance in the State of Florida by OneSource, Therefore, this Agreement will be interpreted and enforced in accordance with the laws of the State of Florida, without reference to its conflict of laws. E. OneSource may make changes to the software or methods used to provide service to Client and Client must make any necessary changes to maintain working connection to the service at Client's sole cost. 12. Insurance and Indemnification Rider 1. Worker's Compensation Insurance- The CONTRACTOR shall take out and maintain during the life of this Agreement Worker's Compensation Insurance for all his employees connected with the work of this Project and, in case any work is sublet, the CONTRACTOR shall require the subcontractor similarly to provide Worker's Compensation Insurance for all of the latter's employees unless such employees are covered by the protection afforded by the CONTRACTOR. Such insurance shall comply with the Florida Worker's Compensation Law. In case any class of employees engaged in hazardous work under this Agreement at the site of the Project is not protected under the Worker's Compensation statute, the CONTRACTOR shall provide adequate insurance, satisfactory to the CITY, for the protection of employees not otherwise protected. 2. CONTRACTOR's Public Liability and Property Damage Insurance - The Contactor shall take out and maintain during the life of this Agreement Comprehensive General Liability and Comprehensive Automobile Liability Insurance as shall protect it from claims for damage for personal injury, including accidental death, as well as claims for property damages which may arise from operating under this Agreement whether such operations are by itself or by anyone directly or indirectly employed by it, and the amount of such insurance shall be minimum limits as follows: (a) CONTRACTOR's Comprehensive General, $1,000,000 Each ($2,000,000 aggregate) 7 Liability Coverages, Bodily Injury Occurrence, & Property Damage Combined Single Limit (b) Automobile Liability Coverages, $1,000,000 Each Bodily Injury& Property Damage Occurrence, Combined Single Limit (c) Excess Liability, Umbrella Form $2,000,000 Each Occurrence, Combined Single Limit Insurance clause for both BODILY INJURY AND PROPERTY DAMAGE shall be amended to provide coverage on an occurrence basis. 3. Indemnification Rider (a) To cover to the fullest extent permitted by law, the CONTRACTOR shall indemnify and hold harmless the CITY and its agents and employees from and against all claims, damages, losses and expenses, including but not limited to attorney's fees, arising out of or resulting from the performance of the Work, provided that any such claim, damage, loss or expense(1) is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property(other than the Work itself) , and (2) is caused in whole or in part by any negligent act or omission of the CONTRACTOR, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, regardless of whether or not it is caused in part by a party indemnified hereunder. Such obligation shall not be construed to negate, abridge, or otherwise reduce any other right to obligation of indemnity which would otherwise exist as to any party or person described in this Article. (b) In any and all claims against the CITY or any of its agents or employees by any employee of the CONTRACTOR, any subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, the indemnification obligations under this Paragraph shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for the CONTRACTOR or any subcontractor under workers' or workmen's compensation acts, disability benefit acts or other employee benefit acts. (c) The CONTRACTOR hereby acknowledges receipt of ten dollars and other good and valuable consideration from the CITY for the indemnification provided herein. 13. Force Majeure Neither Party is responsible for any events or circumstances beyond its control that prevent it from meeting its obligations, which include but are not limited to: war,riots, embargos, strikes, disruptions in communications or acts of God. 8 ONESOURCE, INC. CLIENT (City of Clermont) ("OneSource") By: ,I J B 1 ra 'T _ ! I Address: 1 North Braddock St. Address: cs,$5 Vv, INA o *ror,e— `Si' , Winchester, VA 22601 Cit.(rruent, -V L 34111 E-mail: amy@onesourcescreeningcom E-mail: solauCtr...t't SQ cv-crMUr71--VI . oro 9 Vermont Fair Credit Reporting Contract Certification The undersigned, Cki 0 t-Clc l ("End User"),acknowledges that it subscribes to receive various information services from OneSource,Inc.in accordance with the Vermont Fair Credit Reporting Statute, 9 V.S.A §2480e(1999),as amended(the"VFCRA")and the Federal Fair Credit Reporting Act, 15, U.S.C. 1681 et. Seq.,as amended(the"FCRA)and its other state law counterparts. In connection with End User's continued use of OneSource,Inc.Background Screening services in relation to Vermont consumers,End User hereby certifies as follows: Vermont Certification. End User certifies that it will comply with applicable provisions under Vermont law. In particular,End User certifies that it will order employment related screening information to Vermont residents,that are credit reports as defined by the VFCRA,only after End-User has received prior consumer consent in accordance with VFCRA§ 2480e and applicable Vermont Rules. End-User further certifies that the attached copy of§2480e of the Vermont Fair Credit Reporting Statute was received from OneSource,Inc. End-User: L 1 C kir tYlon+ (please print) Signed By: 1011 Printed Name: .. CeArl &ra.," Title: CA-4-v4-1 .4- -v Mct v c& J �'•�'"' Date: `-jet I 1 Please also include the following information: Compliance Officer or Person responsible for Credit Reporting Compliance Printed Name: is uY'y ,y, Title: LArry-ir- `JLC V«S Di tom[_tUcr-- Mailing Address: k.52 6 Gj \J\J , MC`( TQ5e..- 5+ , City: C\eX fl' on-i- State: Zip: 3L U Email Address: riaucicrI ®GL-trro6rit ©9 Phone: 3J�, a�-11 -138.'D Fax: 35 y a3cit L/ l0 Vermont Fair Credit Reporting Statute,9 V.S.A.§2480e(1999) §2480e.Consumer consent (a)A person shall not obtain the credit report of a consumer unless: (1)the report is obtained in response to the order of a court having jurisdiction to issue such an order;or (2)the person has secured the consent of the consumer,and the report is used for the purpose consented to by the consumer. (b)Credit reporting agencies shall adopt reasonable procedures to assure maximum possible compliance with subsection(a)of this section. (c)Nothing in this section shall be construed to affect: (1)the ability of a person who has secured the consent of the consumer pursuant to subdivision(a)(2)of this section to include in his or her request to the consumer permission to also obtain credit reports,in connection with the same transaction or extension of credit,for the purpose of reviewing the account, increasing the credit line on the account,for the purpose of taking collection action on the account,or for other legitimate purposes associated with the account;and (2)the use of credit information for the purpose of prescreening,as defined and permitted from time to time by the Consumer Financial Protection Bureau. VERMONT RULES ***CURRENT THROUGH JUNE 1999 *** AGENCY 06.OFFICE OF THE ATTORNEY GENERAL SUB-AGENCY 031. CONSUMER PROTECTION DIVISION CHAPTER 012. Consumer Fraud—Fair Credit Reporting RULE CF 112 FAIR CREDIT REPORTING CVR 06-031-012,CF 112.03(1999) CF 112.03 CONSUMER CONSENT (a)A person required to obtain consumer consent pursuant to 9 V.S.A.§§2480e and 2480g shall obtain said consent in writing if the consumer has made a written application or written request for credit,insurance,employment, housing or governmental benefit. If the consumer has applied for or requested credit,insurance,employment, housing or governmental benefit in a manner other than in writing,then the person required to obtain consumer consent pursuant to 9 V.S.A. §§2480e and 2480g shall obtain said consent in writing or in the same manner in which the consumer made the application or request. The terms of this rule apply whether the consumer or the person required to obtain consumer consent initiates the transaction. (b)Consumer consent required pursuant to 9 V.S.A.§§2480e and 2480g shall be deemed to have been obtained in writing if,after a clear and adequate written disclosure of the circumstances under which a credit report or credit reports may be obtained and the purposes for which the credit report or credit reports may be obtained,the consumer indicates his or her consent by providing his or her signature. (c)The fact that a clear and adequate written consent form is signed by the consumer after the consumer's credit report has been obtained pursuant to some other form of consent shall not affect the validity of the earlier consent. 11 Fee Schedule County Criminal: $9.00 per name/county** DOT Employment Verification:$6.00 per employer Education Verification: $6.00 per institution*** Employment Verification: $5.00 per employer*** MVR Report: $3.00**** National Criminal Information Scan: $5.00 per name National Criminal Information Scan-Alias:$11.70 SSN Trace: $2.00 **Court adjustment fees may apply. Nationwide list provided in a separate attachment. ***Price does not include applicable third party access fees(i.e.TheWorkNumber,National Student Clearinghouse) ****Price does not include applicable state access fee.Nationwide list provided in a separate attachment. 12