OVERVIEW: CLIENT refers to the person and firm as listed in this agreement. AGENCY refers to Crossroads SDI, Inc. d/b/a Crossroads Investigations. CLIENT agrees to the terms of this retainer agreement. CLIENT agrees payment will be made in advance, and if additional work is required, payment will be made within 30 days, after which a non-negotiable late fee of $50.00 will be added to the second billing and on each monthly statement thereafter. Any discount and/or cost reduction listed in invoice will be reversed if invoice is not paid in full within 30 days. CLIENT agrees to indemnify and hold harmless Crossroads Investigations for the misuse by CLIENT of data obtained by Crossroads Investigations. CLIENT understands that this agreement binds Crossroads Investigations to CLIENT confidentiality. We will discuss the case with no one but the CLIENT and individuals privileged to the case as specified by CLIENT or by law. CLIENT understands and acknowledges that Crossroads Investigations offers no guarantee on the outcome of the case or the existence of pertinent information, documentation, etc. CLIENT understands and acknowledges that Crossroads Investigations offers no guarantee on the validity or completeness of information provided.
SCOPE OF WORK: CLIENT retains AGENCY to conduct an investigation specifically explained below. CLIENT agrees to pay all fees and costs hereinafter incurred as a result of this investigation. As such, CLIENT agrees that AGENCY is empowered to perform said services for and on behalf of CLIENT, and to do all things necessary, appropriate, or advisable in performing said services for and in the best interests of CLIENT. The parties hereby agree on the investigative services requested by CLIENT under this Agreement and will be provided by AGENCY, but that the actual time and manner in which the following investigative services are conducted shall be left to the sole discretion of the AGENCY. CLIENT understands that the amount and accuracy of the information provided by AGENCY is limited to the resources allocated by the CLIENT either based on limited authorized hours and/or funds.
AUTHORIZATIONS: CLIENT confirms and agrees that requested information is compliant with the Gramm Leach Bliley Act which includes to protect against or prevent actual or potential fraud, unauthorized transactions, claims, or other liability; use by persons holding a legal or beneficial interest related to the consumer; use by persons acting in a fiduciary or representative capacity on behalf of, and with the implied or express consent of, the consumer; and/or, to comply with federal, state, or local laws, rules and other applicable legal requirements.
DRIVER’S PRIVACY PROTECTION ACT: CLIENT confirms and agrees that requested information is compliant with the Driver’s Privacy Protection Act, which includes at least one of the following: 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; use in connection with any civil, criminal, administrative, or arbitral proceeding, in any federal, state or local court 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; use by an employer or its agent to obtain or verify information relating to a holder of a commercial driver’s license that is required under chapter 313 of title 49, U.S. Code; 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; and/or, 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 that agency’s functions.
PERMISSIBLE USE: CLIENT confirms and agrees that requested information has a permissible use which includes at least one of the following: asset verification; child support enforcement; collections/locate debtor; fraud prevention; and/or, insurance claims.
FAIR CREDIT REPORTING ACT (FCRA): CLIENT represents and warrants that use of the data obtained by AGENCY will not be used in whole or in part, as a factor in establishing an individual’s creditworthiness or eligibility for (i) credit or insurance, or (ii) employment, nor for any other purpose under the FCRA.
ASSET SEARCHES: CLIENT agrees bank and/or brokerage account searches cannot be used for FCRA-regulated purposes to determine the eligibility for credit, insurance, employment or any other purpose regulated under the FCRA. To protect against or prevent actual or potential fraud, unauthorized transactions, claims, or other liability, bank and/or brokerage search reports may only be used by persons holding a legal or beneficial interest relating to the consumer. The report can only be used 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 information may not be used for FCRA Regulated purposes to determine the eligibility for credit, insurance, employment or any other purpose regulated under the FCRA. CLIENT understands account numbers will not be provided. CLIENT agrees that information provided is for background purposes only and information is not an official document that can be used in legal proceedings or shared with other parties. As such, CLIENT understands AGENCY will not provide an affidavit or testify in court regarding asset search results. CLIENT also understands that this service is limited to finding accounts; the act of garnishment is the responsibility of a law firm. CLIENT understands that investment/brokerage searches provide balances only and do not include portfolio breakdown by holding. CLIENT understands that in some cases, the target of an investigation may have an opt-out agreement with their banking institution; in these instances, we can only identify the institution but not the account balance. With an opt-out agreement on file, we cannot guarantee the type of account or if account is open.
BUG SWEEPS/TCSM: We cannot guarantee that every bug and/or other device will be found. What we will do is conduct extensive physical searches of the area(s) in tandem with a host of sophisticated and dedicated ‘sweeping’ equipment that electronically survey the airways, phone lines, power lines, phone instruments, walls, floors, ceilings and office equipment. We will report the survey results and whether anomalies were detected within known parameters. Even at the most sophisticated levels, for any Tactical Surveillance Counter-measures (TSCM) to be effective, confidentiality is a must. A client must not warn a potential eavesdropper by contacting a TSCM firm from the very space they want surveyed. Discussions of the sweep must be conducted away from the suspected threat areas and the proposed TSCM request must not be discussed in common areas. GPS tracking devices are found by our team through the acquired knowledge of years of experience with placing such devices, along with the most current electronic equipment capable of detecting live signals. If a locator beacon is in sleep mode, it is next to impossible to hear that signal while the inspection takes place, though they may still be found via physical inspection. The only guarantee we can provide is that we treat each assignment with as much care as we had when most of our group had been employed by various State and Federal agencies.
SURVEILLANCE: Surveillance operations carries inherent risks to include surveillance detection by the subject. There can be any number of reasons for this, to include an especially alert subject or due to the subject driving through residential streets. In addition, losing a subject is an inherent risk. Our investigators are instructed not to run red lights, and any number of unforeseen traffic situations can occur that could result in losing the subject. CLIENT understands these risks and that any retainer/fee is not contingent on the success or not of surveillance operations.
RETAINER: CLIENT shall deposit agreed-upon retainer in the possession of the AGENCY to serve as an initial retainer to specifically commence the investigation. Should the retainer be insufficient, CLIENT agrees to promptly pay the AGENCY the additional amount in full upon receipt of an invoice. No work will commence and/or no reports shall be provided before payment in full is received and cleared by AGENCY’s bank. If CLIENT interferes with the investigation in any way, the investigation shall cease and all monies paid shall be forfeited to the AGENCY. AGENCY agrees to notify CLIENT when 80% of the retainer as posted is exhausted. AGENCY will cease from conducting any further investigation once the retainer has been depleted. CLIENT shall promptly pay the AGENCY any additional funds the AGENCY deems necessary to continue the investigation at CLIENT’s request. AGENCY agrees not to exceed the authorized budget and retainer without CLIENT authorization, unless the additional expenses were incurred in the process of following the subject and/or obtaining information critical to the purpose of this investigation. Any investigation where the CLIENT wants the AGENCY to start within 48 hours shall be classified as a RUSH assignment and the retainer shall be non-refundable in exchange for AGENCY to place pending cases on hold to start CLIENT’s case within the 48-hour period.
RATES: Except for special rates as listed in the agreed-upon rate sheet provided at xinvestigations.com/rates, the hourly rate for any field work to include surveillance and interviews is billed at $125.00 per hour/per investigator, and research/analysis/consulting at $200.00 per hour per investigator, with a (4) four-hour minimum per investigator per day. Hourly billing will start and end at the investigator’s residence. The hourly rate for telephone and/or personal interviews, inquiries, background, on-line investigations, Internet, computer database research, business/corporate record searches, report writing, and CLIENT conferences shall be billed in ten (10) minute increments. Emergency cases (short notice) less than twenty-four (24) hours from notice to initiation of case will be billed at one and one-half (1½) times the hourly rate above for the first four (4) hours per investigator and regular stated rates after the first eight (8) hours. A four (4) hour minimum, per investigator, per day will be imposed. Holiday Rate: Investigative service requested or required to be conducted on a Holiday (Federal and State recognized) will be billed at two (2) times the regular hourly rate per Investigator. AGENCY will forward CLIENT statements and/or invoices listing in detail any and all time and expenses incurred in the investigation. Stand-by rate: In many instances, the CLIENT may need the AGENCY to be available on a “stand-by” basis. In such circumstances, the CLIENT shall be charged a minimum of $500 per day, per investigator.
COURT APPEARANCES: CLIENT agrees to compensate the AGENCY, at the agreed upon rates, for any hearing or court appearances or depositions prior to or subsequent to the completion of the investigation, whether under order of subpoena or not and regardless of the party requesting the appearance. If any testimony or deposition regarding this matter or any matter related to this investigation is required, the fee will be $125 per hour plus $0.55/mile, per investigator, plus expenses to include parking, with a four (4) hour minimum per investigator, per day. Any appearance in excess of four (4) hours from the office start time will incur a flat fee of $1,000 per investigator, per day plus $0.55/mile plus expenses to include parking. All testimony and deposition fees are due in advance of the scheduled appearance. A retainer for said appearance must be received seven (7) days prior to scheduling the investigator(s) for testimony, depositions or court appearances. AGENCY shall not be responsible for court delays or cancellations. Forty-eight (48) hours notice is required by AGENCY in the event of any cancellation; CLIENT shall be financially responsible for paying the stand-by rate for each investigator for each day or portion of each day scheduled.
ATTORNEY REPRESENTATION: If CLIENT is an attorney or law firm and has contracted for the services of investigator to assist said attorney or law firm in any way, in any matter, on behalf of the attorney or law firm’s CLIENT(S), or in any case being handled by the attorney or law firm, then the attorney or law firm hereby expressly acknowledges, covenants, and agrees that the obligation of the attorney or law firm to pay the investigator for services rendered is an obligation solely of the attorney or law firm and is in no way contingent on (1) any particular result or outcome of the investigation, or (2) the attorney or law firm being paid by its CLIENT, or (3) the attorney or law firm’s CLIENT being satisfied with the results or outcome of the investigation.
USE OF SUBCONTRACT AND/OR ADDITIONAL INVESTIGATORS: CLIENT agrees that AGENCY, at AGENCY’s sole discretion, may use sub-contracted investigators, and may immediately engage one (1) or more additional investigator(s), at the agreed upon rate, and billed in addition to the hourly investigator rate, (within the authorized budget) which CLIENT hereby agrees to pay in the course of any assignment where AGENCY determines that one or more additional investigator(s) is immediately needed, such as when a separate investigator is needed to initiate an undercover inquiry, or the subject of the investigation leads the AGENCY to an unusually difficult setting, such as downtown office buildings, airport, public amusement/entertainment/ sporting events, etc.
EXPENSES: CLIENT recognizes that AGENCY will likely incur expenses directly associated with conducting said investigation. As such, CLIENT shall be responsible for all reasonable expenses, including, but not limited to tolls, parking, overnight accommodations, meals, admission fees, CD’s, DVD’s, public/private transportation, confidential source fees, or any unforeseen expenses necessary to acquire information as requested by CLIENT.
SALES TAX:CLIENT understands that AGENCY is required to apply Florida state sales tax to some investigative services, including field work in most instances.
CANCELLATION: CLIENT must provide AGENCY with a minimum twenty-four (24) hour notice in the case of any cancellation of scheduled investigative activity. A four (4) hour minimum charge will be imposed for each investigator, if the CLIENT fails to give twenty-four (24) hours notice to AGENCY. Emergency cases (short notice) less than twenty-four (24) hours from notice to initiation of case will be billed at one and one-half (1½) times the hourly rate above for the first four (4) hours per investigator and regular stated rates after the first eight (8) hours. A four (4) hour minimum, per investigator, per day will be imposed. All courtroom and deposition fees are due in advance. A retainer for the amount must be received seven (7) days prior to scheduling the investigator(s) for court or deposition. We are not responsible for court delays or cancellations. Forty-eight (48) hours notice is required in the event of a cancellation; otherwise your account will be invoiced for each investigator, for each day or portion scheduled. CLIENT EXPRESSLY AGREES THAT, IN THE EVENT CLIENT EXECUTES THIS AGREEMENT AND THEN WISHES TO CANCEL THIS INVESTIGATIVE SERVICES AGREEMENT ONCE AGENCY HAS BEGUN OR SCHEDULED SUCH SERVICES, THAT AN AMOUNT EQUAL TO ONE-HALF (1/2) OF THE RETAINER FEE SHALL BE PAID TO AGENCY AS A CASE INTAKE FEE. CLIENT ACKNOWLEDGES THAT AGENCY HAS TO SCHEDULE IN ADVANCE THE AGENCY’S ASSIGNMENTS IN ORDER FOR ITS EMPLOYEES AND CONTRACTORS TO BE AVAILABLE TO PERFORM SURVEILLANCE AND OTHER INVESTIGATIVE SERVICES FOR CLIENT AND FOR AGENCY’S OTHER CUSTOMERS, AND THAT ONCE SCHEDULED, THESE EMPLOYEES AND CONTRACTORS CANNOT BE QUICKLY RE-SCHEDULED TO OTHER CLIENTS. THEREFORE, CLIENT ALSO AGREES THAT, IN THE EVENT AGENCY HAS SCHEDULED SURVEILLANCE, OR ANY OTHER TYPE OF INVESTIGATIVE ACTIVITY, FOR CLIENT FOR A SPECIFIC DAY AND CLIENT CANCELS THIS ASSIGNMENT WITHIN TWENTY-FOUR (24) HOURS OF THE TIME IN WHICH THIS SPECIFIC ASSIGNMENT IS SCHEDULED TO BEGIN, THAT CLIENT SHALL PAY AN AMOUNT EQUAL TO ONE-HALF (1/2) OF THE AGENCY’S PROJECTED FEES FOR THIS DAY’S ASSIGNMENT TO AGENCY AS A CANCELLATION FEE. In the case of financial investigations to include bank, brokerage and/or complete asset searches, any cancellation prior to results being provided will result in a $350 fee. CLIENT further agrees that the following provisions shall also apply to all fees due from CLIENT under this agreement: 1. In the event that no retainer is collected, the services provided will be invoiced and due upon receipt of said invoice. CLIENT forfeits all rights to reports, evidence, photographs, video, information and other related items if invoices are not paid within terms. 2. All outstanding fees are due immediately at the completion of this assignment, or upon either the CLIENT or AGENCY’s determination that no further action can be taken to complete this assignment. 3. On all assignments, which are expected to last longer than seven (7) days, that portion of the work that has been completed will be billed weekly and payment will be due upon receipt of the invoice. 4. AGENCY reserves the right to require payment in advance for excessive investigative expenses.
VERBAL UPDATES: CLIENT agrees that no verbal updates will be provided to CLIENT while AGENCY is engaged in or in the process of performing any surveillance assignments. Oral reports will be provided within forty-eight (48) hours after the information is obtained or, no sooner than 9:00 a.m. the Monday following any weekend surveillance assignment when reporting information to CLIENT. CLIENT further agrees that, if CLIENT is represented by an attorney, AGENCY shall, within the times mentioned in this paragraph, at AGENCY’s sole discretion, provide the reports mentioned above directly to the CLIENT’s attorney. CLIENT understands that he/she may be needed to provide information to AGENCY while in the course of a surveillance assignment (vehicle descriptors, color of dress / clothing for the day, etc.), but AGENCY is not obligated to provide a report to CLIENT at the time the additional information is requested. CLIENT further agrees that, if CLIENT retains an attorney after entering into this Investigative Services Agreement, CLIENT must provide AGENCY, within twenty-four (24) hours of retaining such attorney, notice, both verbally and in writing, containing the name, address, telephone number and email address of the attorney.
CLIENT INTERFERENCE: CLIENT acknowledges that any interference in this investigation by CLIENT or by CLIENT’s friends, relatives, agents, or employees will jeopardize the ability of AGENCY to provide the services promised under this agreement. CLIENT further acknowledges that interference includes, but is not limited to, calling the AGENCY and/or employees and contractors while they are trying to perform investigative duties and/or surveillance, asking to ride along on surveillances, driving past locations under surveillance, and/or visiting locations near the location under surveillance. CLIENT agrees not to interfere, in any manner whatsoever, or instruct or cause anyone else to interfere, directly or indirectly, while AGENCY is in the course of this investigation. CLIENT understands and agrees that, in the event anyone other than AGENCY participates in this investigation, AGENCY will immediately terminate all activity in this assignment and CLIENT will forfeit any unused portion of the retainer.
DISCLAIMER: CLIENT expressly acknowledges that AGENCY’S fees for services are NOT contingent on the outcome or results of the above referenced investigation. AGENCY MAKES NO WARRANTIES OR GUARANTEES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE RESULTS OF THIS INVESTIGATION. CLIENT IS PAYING SOLEY FOR THE TIME EXPENDED BY THE AGENCY. No illegal or unethical services will be knowingly provided by AGENCY and CLIENT certifies that he/she/it is not knowingly requesting any illegal services. AGENCY reserves the right to decline or terminate, without advance notice, any assignment it deems to be illegal or unethical or in AGENCY’s sole opinion detrimental to AGENCY. AGENCY will perform services in compliance with all state and federal laws, regulations and best practices. CLIENT UNDERSTANDS THAT RESULTS OF SURVEILLANCES AND INVESTIGATIONS BY THEIR NATURE ARE NOT GUARANTEED AND ARE LIMITED BY TIME AND RESOURCES. THE INFORMATION OBTAINED MAY NOT BE THAT WHICH IS DESIRED OR IN THE FAVOR OF THE CLIENT.
REPORTS: AGENCY will generate a written report of the investigation in a timely manner at the completion of the investigation given the CLIENT’s financial account is not in arrears. Every reasonable effort will be made to ensure that the quality of the information will be accurate. However, AGENCY will not be responsible for information contained within database reports which AGENCY has no control over the content. Reports may also include photographs and video tape. CLIENT understands that surveillance tapes and pictures are by their nature NOT television studio-type productions and are often taken from long distance, from unusual locations, and during extreme weather conditions and, as such, the quality can be variable. AGENCY will proceed with due diligence to obtain quality video and/or pictures that can be obtained given the circumstances without placing the investigator in any physical harm, unsafe position, or violating privacy statues. Therefore, CLIENT understands that AGENCY fees are not contingent upon the acquisition of any photos or video. No “Audio” recordings will be made relative to surveillance tapes. Original videotapes and/or negatives will not be released to CLIENT, but will remain the property of AGENCY until such time as required to be surrendered in court as evidence and no longer than one (1) year from the date the investigation is terminated. AGENCY shall have the right to destroy said evidence after one (1) year, unless CLIENT has made arrangements to pick-up said file/evidence. Copies for the purpose of the CLIENT’s review will be made at the CLIENT’s request and expense. Original notes or documents considered “work product” will not be released and remain the property of AGENCY. Only the final written report shall be released to the CLIENT. AGENCY RESERVES THE RIGHT TO WITHHOLD ANY AND ALL REPORTS AND/OR EVIDENCE PENDING PAYMENT IN FULL AND BANK CLEARANCE THEREOF.
ACCURACY OF INFORMATION SOURCES: Database search reports are performed strictly by the information provided on the subject by the CLIENT. Any error in spelling, format or sequence of letters, words or numbers can result in wrong information on the subject. Data is supplied from different private sources, computer systems, public information facilities, government open record institutions and might also contain confidential source information. All attempts are made to maintain the integrity of this data. AGENCY cannot be held liable for any errors, omissions, or inaccuracies contained in public record information or databases accessed. Furthermore, information has been gathered from sources and individuals deemed reliable by AGENCY; however, no guarantee, warranty, or other representation is made as to the accuracy of information received from third parties, or its suitability for any particular purpose. If the information reported is not “Original Source” information, it is strongly recommended that any information gathered be cross-referenced with “Original Source” information. Client understands data sources are dependent upon scope of data available – not every jurisdiction allows its data to be searched digitally. Client understands for data that is available, there is a look-back limit as to how many years are available to be searched.
RESPONSIBLE USE OF INFORMATION: AGENCY is NOT a consumer reporting AGENCY. AGENCY promotes the responsible use of the information that it provides, and reserves the right to withhold information for which AGENCY deems is outside the scope of a permissible purpose or otherwise defined by state and federal law and/or regulation. “Confidential Information” shall not include such information as is or becomes part of the public domain through no action of AGENCY. The CLIENT is responsible to safeguard the information provided from unauthorized third-party disclosure as defined by the Gramm-Leach-Bliley Act (GLBA), Fair Credit Reporting Act (FCRA), Fair and Accurate Credit Transactions Act (FACTA), Drivers Privacy Protection Act (DPPA) and Right to Financial Privacy Act (RFPA), and applicable state and federal laws and regulations. It is incumbent upon the CLIENT and his/her representatives to be fully knowledgeable about such laws and regulations and/or seek legal counsel prior to dissemination of reported information. Furthermore, the CLIENT affirms the information requested and/or learned during the investigation is not to be used for harassment, stalking, intimidation, threatening or any other illegal purpose(s).
NON-DISPARAGEMENT: The parties agree and acknowledge that this non-disparagement provision is a material term of this Agreement, the absence of which would have resulted in the Company refusing to enter into this Agreement. For purposes of this Section, “disparage” shall mean any negative statements, reviews, comments, or feedback, about or services provided by Crossroads Investigations and/or any of its officers, employees or sub-contractors. Client agrees that they will not disparage Crossroads Investigations and/or any of its officers, employees or sub-contractors or post any negative statements, reviews, comments, or feedback provided to any third party in any written publication or online forum, to include but not limited to any social media platform, chat room, review website or message board. Parties agree that it would be impracticable and extremely difficult to ascertain the amount of actual damages caused by a failure to comply with this provision. Client agrees not to post any negative or derogatory information online, directly or indirectly regarding the investigator or agency, and agrees to pay $200 per day for each site until removed, in addition to all attorney fees and costs incurred by the agency or investigator, if this provision is violated.
CLIENT MISREPRESENTATION: CLIENT attests that he/she has not misrepresented him/herself, their company, organization or purpose for requesting the services that AGENCY provides. CLIENT understands that misrepresentation in this agreement, in AGENCY’s sole opinion, may result in civil and criminal action against the CLIENT and/or their organization, as well as any and all monies paid to be forfeited. AGENCY reserves the right to refuse service to the CLIENT for any issue of security, safety, unlawful, unethical or immoral reasons. CLIENT further represents that the information provided by the AGENCY shall be used in a lawful manner and that said information will not be used to cause any physical or emotional harm upon the subject of the investigation. CLIENT agrees to and shall indemnify and save harmless the AGENCY, it’s employees and agent(s) from damages, losses, cost and expenses, including any attorney or legal fees, suffered/incurred in connection with or arising out of claims based on investigative results provided to CLIENT. This also includes any civil or criminal actions, claims, third-party claims, lawsuits, disciplinary actions, or any losses alleged to be caused by the AGENCY resulting from any activity performed by either CLIENT or AGENCY, except for illegal acts or negligence on the part of the AGENCY, investigators and/or its employees.
CONFIDENTIALITY: All investigative findings furnished to CLIENT are exclusively for CLIENT’S own use. CLIENT agrees to restrict the dissemination of said findings ONLY to third-parties who have a legitimate need to know, and/or authorized by law. CLIENT will hold AGENCY harmless from damages, losses, cost or expenses, including attorney fees, suffered or incurred in connection with or arising out of claims based on investigative findings provided to CLIENT, and for which CLIENT fails to keep strictly confidential. AGENCY will keep findings strictly confidential and will not disseminate or release any findings to third parties unless authorized IN WRITING by the CLIENT, or court ordered.
CREDIT CARD AUTHORIZATION: By CLIENT providing AGENCY with CLIENT’s credit card information, AGENCY is authorized to charge said credit card as AGENCY may deem necessary to initiate the investigation, pay off any outstanding balances, additional requested services by CLIENT, court appearances, or any appearance requested by any party associated with this investigation. CLIENT further acknowledges that AGENCY fees are based on information, whether negative or positive to CLIENT’s case, along with accrued time and expenses. AGENCY shall be entitled to all invoiced fees regardless of the value of the information developed by AGENCY. CLIENT waives any right to dispute or “chargeback” on any credit card charges made by AGENCY that can be justified with an invoice. CLIENT understands that any dispute of charges can and will be resolved in the applicable court and not through the credit card company for the card provided to AGENCY.
INDEMNIFICATION: CLIENT agrees to indemnify, defend and hold harmless AGENCY and its directors, officers, employees, agents, stockholders and Affiliates (collectively, “Indemnified Parties”) against any and all claims, demands, actions, suits, damages, liabilities, losses, settlements, judgments, costs and expenses (including but not limited to reasonable attorney’s fees and costs) including, but not limited to libel, slander and defamation, suits, losses, costs and any legal fees caused by, arising out of or resulting from, any report, investigation, or investigative work done by AGENCY, whether or not involving a third party claim, which arise out of or relate to (1) any improper use of the information gathered or obtained by Crossroads, (2) any breach of any representation of the CLIENT contained in this Agreement, (3) any breach or violation of any covenant or other obligation or duty of the CLIENT under this Agreement or under applicable law, in each case whether or not caused by the negligence of Crossroads or any other Indemnified Party and whether or not the relevant Claim has merit. CLIENT further agrees to indemnify, and save and hold harmless AGENCY, its employees, assigns, successors, representatives or heirs from any legal action arising from any investigation, report, or results obtained, or actions taken by AGENCY for or on behalf of the CLIENT, so long as such actions are not intentionally harmful on the part of AGENCY. Furthermore, CLIENT agrees to indemnify and to save and hold harmless AGENCY from any and all legal actions, damages, costs, expenses or any other liability which may arise or result from any investigation, and/or information released to, or receipt of Information by other persons wherein CLIENT, or CLIENT’s assigns or representatives, or others disclose such information, or, in such instances where AGENCY is not aware of the access to Information by other persons, whether by telephonic, audio, visual or any other means, during any discussions with the CLIENT, or any information disclosed by CLIENT to any third parties. CLIENT hereby indemnifies and saves and holds harmless AGENCY from any damages or liability for any situation caused by, or resulting from any verbal or written report, disclosure, or information released by AGENCY without CLIENT’s prior consent, because such Information was, at the time, and in the opinion of AGENCY, evidence of a serious crime committed or about to be committed, or if suppression or withholding of such Information would be a separate crime punishable by law. AGENCY reserves the right to notify the appropriate law enforcement or other authority of any situation discovered, while engaged for the CLIENT pursuant to this agreement, which in AGENCY’s opinion or on-scene assessment, poses a serious risk, danger or other emergency to persons or property.
ATTORNEY FEES & COSTS: In any action incurred resulting from the services provided by AGENCY, or to enforce this Agreement, or defend services provided according to this Agreement, or in the event any legal action is necessary to enforce payment, fees or expenses under the terms of this Agreement, the AGENCY shall be entitled to collect from the CLIENT all fees, expenses, any judgment or settlement sums due plus reasonable attorney’s fees, court costs and other expenses incurred by the AGENCY for such collection action and, in addition, the reasonable value of the AGENCY’s time and expenses spent for such collection action, computed according to the AGENCY’s prevailing fee schedule and expense policies.
GOVERNING LAW: This Agreement shall be governed by the laws of the State of Florida. CLIENT hereby agrees that, in the event of any litigation regarding fees owed to AGENCY, that jurisdiction and venue shall be in Miami-Dade County, Florida. The entire Agreement of both parties is expressed in this document and no verbal understandings, agreements or other documents shall alter, modify or change the terms of this contract. CLIENT agrees that AGENCY may assign this agreement to a sub-contractor, in part or whole, to complete this assignment but, at all times, AGENCY will continue to meet the terms and conditions of this agreement. This agreement is binding for the benefit of and upon the parties hereto, their heirs, executors, assigns, legal representatives, and successors. As to terminology context in this agreement, singular shall mean plural and vice-versa. Terms used in the male gender serve as function words and do not denote a specific gender but the CLIENT as an individual or entity. CLIENT has had the opportunity to read this Agreement in full and the option to have it reviewed by an attorney of his/her choice. Having no unanswered questions, CLIENT hereby authorizes this investigation and agrees to all the terms and conditions listed herein. By signing this Agreement, I as CLIENT hereby personally certify and affirm that the information supplied above is true and accurate to the best of my knowledge at this time. I further represent and affirm that I am authorized to order this investigation and financially contract for this assignment. In the event I or my company fail(s) to pay for said investigation, I shall be personally responsible for any and all financial obligations associated with this investigation. I also understand that my knowingly supplying false or misleading information may result in my case being rejected and/or terminated. I will forfeit any and all funds that may have been paid to AGENCY pertaining to this case if any information is discovered to be false, misleading, or compromising the ethical and/or legal obligations of AGENCY in the sole opinion of AGENCY.
SEPARABILITY: If any provision of this agreement, or the application thereof to any person, partnership, or corporation, or circumstance, is held invalid, the remainder of this agreement, and the application of such provisions to any other person, partnership, corporation, or circumstance, shall not be affected thereby.