Name:
E-mail:
Phone:
Credit Services Manager
Service Provider Network Order Form & Schedule
Complete this form to register your company for Credit Services Manager.
Please check appropriate box to indicate how you would like us to process your request:
Add Credit Services Manager / Delete Credit Services ManagerSubscriber Information
Please provide the following information:
Are you registered for DU? / No* Yes, please provide subscriber ID (6-character alphanumeric):*Important: If your company is not registered for DU, then you must complete, sign, and submit the first page of the Fannie Mae Software Subscription Form/Agreement along with this Service Provider Network Order Form and Schedule.
Licensee Company Name:
Licensee Address:
Licensee City / State / Zip Code:
Licensee Point of Contact Name/Title:
Phone: / Fax: / E-mail:
(Include extension if applicable)
Institution Type (Existing subscribers may skip to the signature section.)
Mortgage Company / State Bank / Federal Savings and Loan / Mortgage InsurerFinance Company / Investment Bank / State Savings and Loan / Builder Conduit
Trade Association / National Bank / State Credit Union / Other
Insurance Company / Mutual Savings Bank / Federal Credit Union
Fannie Mae Office (Please check the business center that supports your corporate office):
Eastern Business Center / National Business Center / Western Business CenterThe Service Provider Network Credit Services Manager is licensed by Fannie Mae under the terms and conditions set forth in the most recent version of the Fannie Mae Software Subscription Agreement between Fannie Mae and Licensee (the “Agreement”), and the terms and conditions set forth in the most recent version of either (i) the Desktop Underwriter (Expanded Use) Schedule (if Licensee is a DU Licensee), or (ii) if Licensee is not a DU Licensee, the Service Provider Network Schedule, the latter of which consists of this order form and the following pages. By executing this order form, Licensee acknowledges reading the Agreement and either applicable Schedule and agrees to be bound by all of their terms and conditions.
Authorized Signature:Printed Name:
Title: / Date:
Please return completed and signed forms via e-mail, fax or mail to:
Fannie Mae l Registrar, 9H-202 l 11600 American Dream Way l Reston, VA 20190
E-mail (scanned forms): l Fax: (703) 833-5680 or (703) 833-0655 Last Updated on 7/06
Service Provider Network
Schedule
Terms and Conditions
Part I
LICENSED SOFTWARE/ADDITIONAL TERMS
1. Licensed Software. The following Licensed Software is licensed pursuant to this Service Provider Network Schedule and its accompanying registration form(s) and order form, which order form constitutes the first page of this Schedule:
Fannie Mae's software and network application known as the Service Provider Network, accessible by various means, including via the Internet and through the Fannie Mae Network, and which, as of the date set forth on the Order Form, provides certain electronic commerce functionality, including, but not limited to, supporting and facilitating electronic requests for, and delivery of, certain Services between Licensee and Service Providers.
2. Definitions. The following definitions are used in this Schedule as defined below; other defined terms used herein shall have the meanings set forth in the Agreement into which this Schedule is incorporated.
"Acceptance Document" shall mean a Document which contains an acceptance of (i) the terms contained in a Request Document, or (ii) any new terms contained in a Rejection Document.
"Document" shall mean a particular electronic transmission of data and/or information, including a Service, via the Licensed Software in any transaction set or transmission format Fannie Mae may from time to time approve for use with the Licensed Software.
"Rejection Document" shall mean a Document which contains a rejection of the terms offered in a Request Document and may contain an offer of different terms.
"Request Document" shall mean a Document which contains Licensee's request for Service(s).
"Service" shall mean any real property title insurance report, flood certification, mortgage loan settlement document, consumer credit report, appraisal or other property valuation or inspection report, real estate tax service, or other mortgage loan origination related- or servicing related-product or service electronically transmitted by a Service Provider to Licensee by means of the Licensed Software upon the request of Licensee.
"Service Provider" shall mean any person or entity which transmits a Service to Licensee.
"Signature" shall mean an electronic identification consisting of symbol(s) or code(s) specified from time to time by Fannie Mae (and/or its designated third party) which shall be affixed to or contained in each Document transmitted by a party, and may be included in an electronic envelope in which such Document is transmitted.
3. Service Transmissions.
3.1 Separate Agreements; Service Requests. Licensee shall maintain a separate contractual relationship with each Service Provider from which Licensee receives a Service (the "Separate Agreement"). Licensee may agree in any such Separate Agreement to terms governing transactions with a Service Provider that are different from those set forth in Sections 3.2 or 3.3 of this Schedule (for example, terms relating to the manner or timing of the formation of contracts via the exchange of Documents); provided however, that notwithstanding the provisions referred to in the Section of the Agreement entitled "Limitation of Liability," Licensee shall indemnify and hold Fannie Mae harmless from and against all Losses which arise out of or result from its election to agree to any such different terms in any other agreement (including a Separate Agreement). Licensee may initiate the purchase of a Service by placing a request for the same via a Request Document. Fannie Mae and its Third-Party Licensors make no representations or warranties regarding the availability, accuracy or integrity of any Service. Further, Licensee acknowledges and agrees that Fannie Mae and its Third-Party Licensors will in no way be responsible for any Losses that may result from Licensee’s use of any Service obtained from any Service Provider, despite the fact that such Service may be obtained via the Licensed Software.
3.2 Proper Receipt. No Document shall give rise to any obligation until properly received by the person or entity to which the Document is transmitted. Whether or not proper receipt of a Document has in fact occurred and the exact time at which proper receipt of a Document occurs shall be determined by Fannie Mae by reference to its Licensed Software transaction records and applicable Licensed Software procedures. Such Fannie Mae determinations shall be conclusive and binding on Licensee and all Service Providers. Licensee agrees not to contest any such Fannie Mae determination.
3.3 Acceptance and Performance. A properly received Document shall not give rise to any obligation unless and until the party initially transmitting such Document has properly received in return an Acceptance Document. Unless otherwise separately agreed in writing between a Service Provider and Licensee, each Service Provider is obligated to transmit to Licensee an Acceptance Document or Rejection Document for each Request Document that a Service Provider properly receives from Licensee. A Service Provider also may transmit a Service to Licensee in response to Licensee's submission of a Request Document to such Service Provider, in which event such Service shall be deemed to be an "Acceptance Document." In the event Licensee desires to accept new terms provided in a Rejection Document, Licensee shall transmit an Acceptance Document to a Service Provider.
3.4 Garbled Transmissions. All Documents shall be transmitted in accordance with any Fannie Mae-specified standards and guidelines. If Licensee receives a Document in an unintelligible or garbled form, it shall promptly notify the transmitting Service Provider (if identifiable from the received Document) and Fannie Mae in a reasonable manner, and within a reasonable period of time.
3.5 Transmission Monitoring. In addition to, and not in limitation of, Fannie Mae's rights arising under the Section of the Agreement entitled "Rights in Data," Licensee consents to Fannie Mae's interception, collection, use, reproduction, storage and review of any Document to facilitate (A) billing, (B) network maintenance, including, without limitation, the diagnosis and correction of Incidents, (C) the protection and security of the Licensed Software and the Fannie Mae Network, (D) compliance with applicable law or valid legal process, or (E) Fannie Mae's collection, generation, storage, reproduction and use of statistical information for purposes of, among other things, measuring the use of the Licensed Software and/or any Documents or other information transmitted to, from, or between Licensee and any Service Provider. In connection with such interception, collection, reproduction, storage or usage, Fannie Mae shall have the right to remove any Document the content of which Fannie Mae deems to be in violation of law or any term or condition of the Agreement or any Schedule. Notwithstanding the foregoing, Fannie Mae shall have no obligation to remove, screen, police, edit or monitor any Document.
3.6 Signatures. Licensee shall adopt a Signature to be affixed to or contained in each Document transmitted by Licensee. Licensee agrees that (i) any such Signature affixed to or contained in any Document shall be sufficient to verify that Licensee transmitted such Document, and (ii) any Signature of a particular Service Provider affixed to or contained in any Document shall be sufficient to verify that such Service Provider transmitted such Document.
3.7 Non-Disclosure of Signatures. In addition to, and not in limitation of, its obligations under the Section of the Agreement entitled "Confidentiality," Licensee agrees that it shall keep confidential and not disclose, directly or indirectly, to any unauthorized third party any Signatures, whether its own or those of any Service Provider, and shall take all necessary and reasonable action by instruction, agreement or otherwise with its employees and other agents to satisfy its obligations under this Section 3.7 with respect to confidentiality and non-disclosure of Signatures.
3.8 Non-Infringement; Compliance With Law. Licensee represents and warrants that (i) no Document transmitted by Licensee will in any way constitute infringement or other violation of any copyright, trade secret, trade or service mark (whether or not registered), patent, design right, proprietary information or any other intellectual property rights or other rights of any third party, (ii) each Service it requests and/or receives shall only be used in connection with those purposes which are permitted by applicable laws, rules and regulations, (iii)its use of the Licensed Software shall comply with all applicable laws, rules and regulations, and (iv) it is not a foreign person or entity or under control of a foreign person or entity.
3.9 Security. Licensee has established and will maintain security procedures that are reasonably sufficient to ensure that all Document transmissions are authorized and all Documents and Signatures are protected from improper access.
3.10 No Viruses. Licensee shall use all reasonable efforts to ensure that each Document originating from Licensee shall be transmitted free of all known bugs, viruses, so-called "time bombs" or other functions, routines, devices or instructions designed or available to create any unauthorized access to, or interruption in the functioning of, the Licensed Software or any Service Provider system.
4. Indemnification. The Section of the Agreement entitled "Rights and Responsibilities of Licensee/Indemnification" is hereby expanded to also provide indemnification in the event of any breach of Sections 3 or 5.4 of this Schedule, and a new subsection shall be added to the foregoing Section of the Agreement to provide indemnification in the event of any dispute or alleged dispute between Licensee and a Service Provider relating to any material, product or service sold or distributed in connection with the Licensed Software, including, without limitation, any Service.
5. Validity; Enforceability.
5.1 Intent of Parties. The terms and conditions of this Schedule have been agreed upon by the parties to evidence their mutual intent to facilitate the purchase and sale of Services through the electronic transmission and receipt of Documents by and between Licensee and Service Providers utilizing the Licensed Software. Except as otherwise required herein, the substantive terms of such purchases and sales shall be generally governed by other agreements (including any Separate Agreement) between Licensee and any given Service Provider.
5.2 Signed Documents. Any Document properly transmitted pursuant to this Schedule shall be considered to be a "writing" or "in writing"; and any such Document when containing, or to which there is affixed, a Signature (a "Signed Document") shall be deemed for all purposes (i) to have been "signed" and (ii) to constitute an "original" when printed from electronic files or records established and maintained in the normal course of business.
5.3 Course of Dealing. The conduct of Licensee, a Service Provider and Fannie Mae in accordance with this Schedule and any Separate Agreement or other agreement between Licensee and a Service Provider, including the use of Signed Documents properly transmitted pursuant to this Schedule and any other agreement, shall evidence a course of dealing and course of performance accepted by Licensee, such Service Provider and Fannie Mae for the exclusive purpose of establishing the enforceability and validity of contracts formed by the electronic transmission and receipt of Documents.
5.4 No Contest of Validity, Enforceability or Admissibility. Licensee agrees not to contest the validity or enforceability of Signed Documents under the provisions of any applicable law relating to whether certain agreements are to be in writing or signed by the party to be bound thereby. Signed Documents, if introduced as evidence whether electronically or on paper in any judicial, arbitration, mediation or administrative proceedings, will be admissible as between the parties to the controversy to the same extent and under the same conditions as other business records originated and maintained in documentary form. Neither party shall contest the admissibility of copies of Signed Documents under either the business records exception to the hearsay rule or the best evidence rule on the basis that the Signed Documents were not originated or maintained in documentary form.
6. Survival. In addition to the provisions referred to in the Section of the Agreement entitled "Survival," any provisions of this Schedule that contemplate their continuing effectiveness, including, without limitation, Sections 3.5, 3.7, 3.8, 4, 5.4 and 6 of this Schedule, shall survive any termination of this Schedule or the Agreement.
Part II
PRICING
Licensee shall pay any applicable Fannie Mae connection time charges relating to Licensee's use of the Licensed Software pursuant to the Agreement and any applicable Schedule and/or rate sheet.
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