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<SEC-DOCUMENT>0000931763-01-000106.txt : 20010205
<SEC-HEADER>0000931763-01-000106.hdr.sgml : 20010205
ACCESSION NUMBER:		0000931763-01-000106
CONFORMED SUBMISSION TYPE:	S-3
PUBLIC DOCUMENT COUNT:		5
FILED AS OF DATE:		20010201

FILER:

	COMPANY DATA:	
		COMPANY CONFORMED NAME:			EQUIFAX INC
		CENTRAL INDEX KEY:			0000033185
		STANDARD INDUSTRIAL CLASSIFICATION:	SERVICES-CONSUMER CREDIT REPORTING, COLLECTION AGENCIES [7320]
		IRS NUMBER:				580401110
		STATE OF INCORPORATION:			GA
		FISCAL YEAR END:			1231

	FILING VALUES:
		FORM TYPE:		S-3
		SEC ACT:		
		SEC FILE NUMBER:	333-54764
		FILM NUMBER:		1521507

	BUSINESS ADDRESS:	
		STREET 1:		1600 PEACHTREE ST NW
		CITY:			ATLANTA
		STATE:			GA
		ZIP:			30302
		BUSINESS PHONE:		4048858000

	MAIL ADDRESS:	
		STREET 1:		1600 PEACHTREE ST NW
		CITY:			ATLANTA
		STATE:			GA
		ZIP:			30309

	FORMER COMPANY:	
		FORMER CONFORMED NAME:	RETAIL CREDIT CO
		DATE OF NAME CHANGE:	19760222
</SEC-HEADER>
<DOCUMENT>
<TYPE>S-3
<SEQUENCE>1
<FILENAME>0001.txt
<DESCRIPTION>FORM S-3
<TEXT>

<PAGE>

   AS FILED WITH THE SECURITIES AND EXCHANGE COMMISSION ON FEBRUARY 1, 2001
                         REGISTRATION NO. 333-_______
   ========================================================================

                      SECURITIES AND EXCHANGE COMMISSION
                            WASHINGTON, D.C. 20549

                                  __________


                                   FORM S-3
                            REGISTRATION STATEMENT
                                     UNDER
                          THE SECURITIES ACT OF 1933

                                  __________


                                 EQUIFAX INC.
            (Exact Name of Registrant as Specified in Its Charter)

                                   __________

                GEORGIA                                     58-0401110
    (State or Other Jurisdiction of                      (I.R.S. Employer
    Incorporation or Organization)                    Identification Number)

                           1550 PEACHTREE STREET NW
                               ATLANTA, GA 30309
                                (404) 885-8000
      (Address, Including Zip Code, and Telephone Number, Including Area
              Code, of Registrant's Principal Executive Offices)

                                  __________


                              KENT E. MAST, ESQ.
            CORPORATE VICE PRESIDENT, GENERAL COUNSEL AND SECRETARY
                           1550 PEACHTREE STREET NW
                               ATLANTA, GA 30309
                                (404) 885-8000
 (Name, Address Including Zip Code, and Telephone Number Including Area Code,
                             of Agent for Service)

                                   __________


                                   COPIES TO:
                            Daniel O. Kennedy, Esq.
                               Hunton & Williams
                             600 Peachtree Street
                                  Suite 4100
                               Atlanta, GA 30308
                                (404) 888-4000

                                  __________

Approximate date of commencement of proposed sale to the public: At such time or
times after the effective date of the Registration Statement as the Selling
Shareholders shall determine.

                                   __________

If the only securities being registered on this form are being offered pursuant
to dividend or interest reinvestment plans, please check the following box. [_]

If any of the securities being registered on this form are to be offered on a
delayed or continuous basis pursuant to Rule 415 under the Securities Act of
1933, check the following box. [X]

If this form is filed to register additional securities for an offering pursuant
to Rule 462(b) under the Securities Act, please check the following box and list
the Securities Act registration statement number of the earlier effective
registration statement for the same offering. [_] _______________

If this form is a post-effective amendment filed pursuant to Rule 462(c) under
the Securities Act, check the following box and list the Securities Act
registration statement number of the earlier effective registration statement
for the same offering. [_] _______

If delivery of the prospectus is expected to be made pursuant to Rule 434,
please check the following box. [_]
                                  ___________


                        CALCULATION OF REGISTRATION FEE

<TABLE>
<CAPTION>
===================================================================================================================================
                                                                 Proposed maximum          Proposed maximum          Amount of
Title of Stock to be registered        Amount to be registered  offering price per unit  aggregate offering price  registration fee
<S>                                    <C>                      <C>                       <C>                      <C>
- -----------------------------------------------------------------------------------------------------------------------------------
Common Stock, $1.25 par
value per share..........                      340,545                 $29.03/(1)/           $9,886,022/(1)/              $2,471.51
===================================================================================================================================
</TABLE>

     (1) Estimated solely for the purposes of determining the registration fee.
     This amount, calculated pursuant to Rule 457(c), was based on the average
     of the high and low prices of Equifax's common stock on January 30, 2001,
     as reported on the New York Stock Exchange.

THE REGISTRANT HEREBY AMENDS THIS REGISTRATION STATEMENT ON SUCH DATE OR DATES
AS MAY BE NECESSARY TO DELAY ITS EFFECTIVE DATE UNTIL THIS REGISTRANT SHALL FILE
A FURTHER AMENDMENT WHICH SPECIFICALLY STATES THAT THIS REGISTRATION STATEMENT
SHALL THEREAFTER BECOME EFFECTIVE IN ACCORDANCE WITH SECTION 8(A) OF THE
SECURITIES ACT OF 1933 OR UNTIL THIS REGISTRATION STATEMENT SHALL BECOME
EFFECTIVE ON SUCH DATE AS THE COMMISSION, ACTING PURSUANT TO SAID SECTION 8(A),
MAY DEFINE.
<PAGE>

                                  PROSPECTUS

                                   --------

                                  EQUIFAX INC.
                         340,545 Shares of Common Stock
                    _______________________________________



     This Prospectus relates to 340,545 shares of common stock of Equifax Inc.,
a Georgia corporation ("Equifax"), which may be offered from time to time by the
selling shareholders named. The common stock is registered as a result of the
acquisition, by Equifax, of Commercial Data Center, a Nevada corporation ("CDC")
previously owned by the selling shareholders. The common stock was issued
pursuant to an exemption from the registration requirements of the Securities
Act of 1933, as amended (the "Securities Act"), provided by Section 4(2) and the
regulations promulgated thereunder.

     In connection with the acquisition, Equifax entered into a Registration
Rights Agreement, dated October 27, 2000, with the selling shareholders.
Pursuant to the Registration Agreement, Equifax agreed to register the common
stock received by the selling shareholders in connection with the acquisition.
None of the proceeds from the sale of the common stock by the selling
shareholders will be received by Equifax.

     The common stock is traded on the New York Stock Exchange under the symbol
EFX. On January 30, 2001, the last sales price for the shares of common stock
as reported on the New York Stock Exchange was $29.43 per share.

     The address and telephone number for Equifax's principal executive offices
are 1550 Peachtree Street, NW, Atlanta, GA 30309, (404) 885-8000.

     Before deciding to invest, you should read this prospectus and any
prospectus supplement carefully. In addition, you should carefully consider the
risk factors that begin on page 3 of this prospectus before purchasing any of
the common stock offered hereby.

                     ____________________________________

 THESE SECURITIES HAVE NOT BEEN APPROVED OR DISAPPROVED BY THE SECURITIES AND
EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION, NOR HAVE THE SECURITIES
  AND EXCHANGE COMMISSION OR ANY STATE SECURITIES COMMISSION PASSED UPON THE
ACCURACY OR ADEQUACY OF THIS PROSPECTUS.  ANY REPRESENTATION TO THE CONTRARY IS
                              A CRIMINAL OFFENSE.

                     ____________________________________


                The date of this Prospectus is February 1, 2001
<PAGE>

                               Table of Contents

<TABLE>
<CAPTION>
                                                                     Page Number
                                                                     -----------
<S>                                                                  <C>
NOTE ON FORWARD LOOKING STATEMENTS..........................................   3

RISK FACTORS................................................................   3

AVAILABLE INFORMATION.......................................................   5

INCORPORATION OF CERTAIN INFORMATION BY REFERENCE...........................   5

ABOUT EQUIFAX...............................................................   6

USE OF PROCEEDS.............................................................   6

SELLING SHAREHOLDERS........................................................   6

PLAN OF DISTRIBUTION........................................................   7

INDEMNIFICATION FOR SECURITIES ACT LIABILITIES..............................   8

LEGAL OPINIONS..............................................................   8

EXPERTS.....................................................................   8

INFORMATION NOT REQUIRED IN PROSPECTUS......................................   9

SIGNATURES..................................................................  11

POWER OF ATTORNEY...........................................................  11
</TABLE>

                                      -2-
<PAGE>

                      NOTE ON FORWARD LOOKING STATEMENTS

     This prospectus and the documents incorporated herein by reference may
contain "forward-looking statements" within the meaning of Section 27A of the
Securities Act of 1933, as amended (the "Securities Act"), and Section 21E of
the Securities Exchange Act of 1934, as amended (the "Exchange Act"). These
statements may be identified by the use of forward-looking words or phrases such
as "believe," "expect," "anticipate," "should," "planned," "may," "estimated"
and "potential." These forward-looking statements reflect management's current
expectations and are based upon currently available data. The Private Securities
Litigation Reform Act of 1995 provides a "safe harbor" for such forward-looking
statements. In order to comply with the terms of the safe harbor, Equifax notes
that a variety of factors could cause actual results and experience to differ
materially from the anticipated results or other expectations expressed in such
forward-looking statements. The risks and uncertainties that, either
individually or in the aggregate, may affect the operations, performance,
development and results of Equifax's business include, but are not limited to:
(1) a significant change in the growth rate of the overall U.S. economy, such
that consumer spending and related consumer debt are materially impacted; (2) a
material decline or change in the marketing techniques of credit card issuers;
(3) unexpected pricing pressure above and beyond the levels experienced in the
last several years; (4) a significant reversal of the trend toward credit card
use increasing as a percentage of total consumer expenditures; (5) unanticipated
cancellation or termination of customers or vendor contracts; (6) risks
associated with investments and operations in foreign countries, including
regulatory environments, exchange rate fluctuations and local political, social
and economic factors; (7) material changes in regulatory environments; (8) a
drastic significant negative change in market conditions; (9) or other
unforeseen difficulties. Potential investors are cautioned that the foregoing or
other events or circumstances could cause Equifax's actual performance and
financial results in future periods to differ materially from those expressed in
the forward-looking statements.

                                 RISK FACTORS

     Investing in our common stock involves a degree of risk. Before making an
investment decision you should carefully consider the following risk factors, as
well as other information contained elsewhere or incorporated by reference in
this prospectus.

DEPENDENCE ON DEMAND FOR CONSUMER CREDIT INFORMATION

     The core product of Equifax is its consumer credit profiles. In general,
the usage of credit profiles (and related services) is driven by consumer demand
for credit (via new credit cards, automobile loans, home mortgages and
refinancings and other consumer loans) and lenders' efforts to develop new, and
monitor existing, credit relationships. Consumer demand for credit tends to
increase during periods of economic expansion. On the other hand, lenders'
efforts to monitor existing credit relationships tend to increase during periods
of economic contraction. Consequently, revenue from consumer credit information
products is influenced by cyclical economic trends related to consumer debt.

DEPENDENCE ON DEMAND FOR DIRECT MARKETING

     Equifax provides value-added consumer direct marketing products and
services to Equifax's traditional customers, as well as to catalog, publishing,
high tech, travel and manufacturing clients. Direct marketing products also
include data capture, database management, and registration card programs for
consumer durable goods manufacturers. In the event that consumers begin to buy
fewer of the types of products and services that have in the past been marketed
and sold through direct marketing, or if direct marketing loses effectiveness in
comparison to other methods of advertising, use of Equifax's direct marketing
products and services could lessen and, consequently, Equifax's revenues and
profits could decline.

DEMAND FOR PAYMENT SERVICES

     Demand for credit card, debit card and check authorization services is
driven by the level of non-cash consumer spending. Consumer demand for credit
tends to increase during periods of economic expansion and declines in times of
economic contraction. Decrease in consumer spending could result in decline in
the number of transactions processed. Also, increase in the use of competitive
technologies, such as e-banking, pay-by-phone, and

                                      -3-
<PAGE>

smartcard transactions, may decrease the number of checking transactions
processed and reduce Equifax's revenue and profits.

DEPENDENCE ON DATA SOURCES

     Equifax relies extensively upon data from external sources to maintain its
proprietary and non-proprietary databases, including data received from
customers and various government and public record services. The continued
availability of such data sources cannot be assured. Although Equifax has no
reason to believe that access to current data sources will become restricted,
loss of access to, or the availability of, data in the future due to government
regulation or otherwise could have a material adverse effect on Equifax's
business, financial condition and results of operations.

GOVERNMENT REGULATION; PRIVACY ISSUES

     The business of Equifax involves collection of consumer and business data
and distribution of such information to businesses making credit and marketing
decisions. Equifax Payment Services processes information reflecting consumers'
spending and payment activities. Consequently, certain activities and services
of Equifax are subject to regulation under various federal laws including the
Fair Credit Reporting Act, Fair Debt Collection Practices Act, Gramm-Leach-
Bliley Act, Equal Credit Opportunity Act, Truth in Lending Act and Fair Credit
Billing Act, as well as similar state laws. Equifax is also subject to privacy
and consumer credit laws and regulations in foreign countries where it does
business.

     We have no reason to believe that additional regulations will be imposed
that will have a material adverse effect on Equifax. However, further federal,
state and local data use regulations may affect the operations of Equifax with
increased compliance requirements and potential loss of revenue.

COMPETITION

     Equifax operates in a number of geographic, product and service markets,
which are highly competitive. We primarily compete with two national consumer
credit reporting companies, Experian Information Solutions, Inc. and Trans Union
LLC, which offer credit reporting products that are similar to those Equifax
offers. Equifax also competes with these and other companies that offer
marketing information products and services, including Acxiom Corporation and
Info USA, Inc. Primary competitors of Payment Services are First Data
Corporation, Total System Services, Payment Services Credit Union, Scan and
International Check Solutions.

     In each of its markets, Equifax competes on the basis of responsiveness to
customer needs as well as the quality and range of products and services
offered. Although we believe that Equifax offers a broader range of products and
services in more geographic markets than its competitors, it faces strong
competition in certain geographic, product and service markets which, if
successful, may have adverse effects on Equifax operations.

     Unit prices for certain Equifax products have declined in recent years due
in part to competitive conditions and the effect of technological change on the
demand for, and cost of delivery of, such products. Declines in unit prices
generally have been more than offset by increases in unit volumes. There can be
no assurance that future unit price declines, if any, will be offset by
increases in demand for Equifax products.

                                      -4-
<PAGE>

                             AVAILABLE INFORMATION

     Equifax is subject to the reporting requirements of the Exchange Act, and
files reports and other information with the Securities and Exchange Commission
(the "Commission") in accordance therewith. Such reports, proxy statements, and
other information filed by Equifax are available for inspection and copying at
the public reference facilities of the Commission at 450 Fifth Street, N.W.,
Room 1024, Washington, D.C. 20549, and at the Commission's Regional Offices
located at 7 World Trade Center, Suite 1300, New York, New York 10048, and at
Citicorp Center, 500 West Madison Street, Suite 1400, Chicago, Illinois 60661-
2511. Please call the SEC at 1-800-SEC-0330 for further information on the
public reference rooms. Copies of filed material may be obtained by mail from
the Public Reference Section of the Commission at 450 Fifth St., N.W.,
Washington, D.C. 20549, at prescribed rates.

     The Commission maintains a World Wide Web site on the Internet at
http://www.sec.gov that contains reports, proxy information statements and
other information regarding registrants, including Equifax, that file
electronically with the Commission.

     The common stock is listed on the New York Stock Exchange under the symbol
EFX. Material filed by Equifax can be inspected at the offices of the Exchange,
located at 20 Broad Street, New York, New York 10005.

               INCORPORATION OF CERTAIN INFORMATION BY REFERENCE

     The Commission allows companies to "incorporate by reference" those
documents which have been previously filed with the SEC, which means that we can
disclose important information to you by referring you to those documents. The
information herein incorporated by reference is an important part of this
prospectus, and information that Equifax later files with the SEC will
automatically be incorporated herein and supersede this information. The
following documents filed with the Commission by Equifax are hereby incorporated
by reference in this prospectus (File No. 001-06605):

1. Equifax's Quarterly Reports, and amendments thereof, on Form 10-Q, filed on
   May 12, 2000, August 10, 2000, October 6, 2000 (amendment to previous filing
   on Form 10-Q/A) and November 14, 2000.

2. Equifax's Annual Report on Form 10-K for the year ended December 31, 1999,
   filed on March 30, 2000 (including information incorporated by reference in
   the Form 10-K from the definitive proxy statement for the 1996 annual meeting
   of stockholders of Equifax, which was filed March 27, 1996);

3. Equifax's Amended Annual Report on Form 10-K for the year ended December 31,
   1999, filed on April 7, 2000;

4. Equifax's Definitive Proxy Statement dated March 24, 2000;

5. Equifax's Current Report on Form 8-K filed on October 5, 2000;

6. All other documents filed by Equifax pursuant to Sections 13(a) or 15(d) of
   the Exchange Act since the end of the fiscal year covered by Equifax's Annual
   Report on Form 10-K for the year ended December 31, 1999; and

7. The description of Equifax's common stock contained in its Registration
   Statement on Form 10 under the Exchange Act, dated December 31, 1964,
   including any amendment or report filed for the purpose of updating such
   description.

8. All documents filed by Equifax with the Commission pursuant to Section 13(a),
   13(c), 14 or 15(d) of the Exchange Act subsequent to the date of this
   prospectus and prior to the termination of the offering registered hereby
   shall be deemed to be incorporated by reference into this prospectus and to
   be a part hereof from the date of the filing of such documents.

     Any statement contained in a document incorporated or deemed to be
incorporated by reference herein shall be deemed to be modified or superseded
for purposes of this prospectus to the extent that a statement contained herein
(or in any subsequently filed document that also is or is deemed to be
incorporated by reference herein) modifies or supersedes such statement. Any
such statement so modified or superseded shall not be deemed, except as so
modified or superseded, to constitute a part of this prospectus. All information
appearing in this prospectus is

                                      -5-
<PAGE>

qualified in its entirety by information and financial statements (including
notes thereto) appearing in the documents incorporated by reference herein,
except to the extent set forth in the immediately preceding statement.

     Upon written or oral request, Equifax will provide, without charge, to each
person to whom this prospectus has been delivered, including any beneficial
owner, a copy of any and all of the foregoing documents incorporated herein
(other than exhibits to such documents which are not specifically incorporated
by reference into the information that this prospectus incorporates). Written or
telephone requests should be directed to Kent E. Mast, Esq., Corporate Vice
President, General Counsel and Secretary, Equifax Inc., 1550 Peachtree Street
NW, Atlanta, GA 30309, (404)885-8000 between the hours of 9:00 a.m. and 4:00
p.m. eastern standard time.

     No dealer, salesman, or any other person has been authorized to give any
information or to make any representation not contained in this prospectus, and,
if given or made, such information and presentation must not be relied upon as
having been authorized by Equifax. This prospectus does not constitute an offer
to sell or a solicitation of an offer to buy any of the securities offered
hereby in any state to any person to whom it is unlawful to make such offer in
such state. Neither the delivery of this prospectus or any sales made hereunder
shall, under any circumstances, create any implication that there has been no
change in the affairs of Equifax since the date hereof.

                                 ABOUT EQUIFAX

     Equifax, a worldwide leader in enabling and securing global commerce,
brings buyers and sellers together through its information management,
transaction processing, direct marketing and customer relationship management
businesses. Atlanta-based Equifax serves the financial services, retail, credit
card, transportation, telecommunication/utilities, information technology and
healthcare industries, as well as government. Equifax adds knowledge, expertise,
convenience and security to provide value-added solutions and processes for its
customers wherever they do business, including the Internet and other networks.
Equifax employs 12,000 associates in 17 countries with sales in almost 50, and
in 2000 had $2.0 billion in revenue.

     On October 2, 2000 Equifax announced its intention to spin-off its Payment
Services division to our shareholders in a tax free stock dividend. Equifax
believes that separating our Information Services business from our Payment
Services division will create two very strong companies, each with its own
management team and board of directors focused on taking advantage of growth
opportunities in each respective market. The spin-off is expected to be
completed during the summer of 2001. The spin-off is subject to a favorable
ruling from the Internal Revenue Service (the "IRS") confirming the tax-free
status of the distribution of dividend shares.

     After the spin-off, Equifax common stock will continue to be listed and
traded on the New York Stock Exchange. As a result of the spin-off, the trading
price of Equifax common stock will likely be lower than the trading price
immediately prior to the spin-off. The combined trading prices of Equifax common
stock and the common stock of the company created by the spin-off may be less
than, equal to or greater than the trading prices of Equifax common stock
immediately prior to the spin-off. Until the financial markets have fully
analyzed the operations of Equifax without the operations of our Payment
Services division, the prices at which Equifax common stock trades may fluctuate
significantly.

     Equifax was incorporated under the laws of the State of Georgia in 1913 and
is the successor to a business established in 1899. The address and telephone
number of its principal executive offices are 1550 Peachtree Street NW, Atlanta,
GA 30309, (404) 885-8000.

                                USE OF PROCEEDS

     Equifax will not receive any proceeds from the sale of the common stock
registered hereunder; nor will such proceeds be available for Equifax's use or
benefit. Rather, all of the proceeds from the sale of the common stock
registered hereunder will go to the selling shareholders.

                             SELLING SHAREHOLDERS

     In the acquisition of CDC that was consummated on October 27, 2000, we
agreed to issue to the selling shareholders shares of our common stock and
agreed to register those shares for resale. Our registration of these shares of
common stock does not necessarily mean that the selling shareholders will sell
all or any of these shares at any time.

                                      -6-
<PAGE>

     All of the common stock described in this prospectus will be owned
immediately after registration by the individuals listed below:

<TABLE>
<CAPTION>

                                    Equifax Common      Number of         Common Stock
     Name of                        Stock Owned Prior   Stock Received    Owned and
Selling Shareholders (1)            to Offering         From Equifax      Percentage (2)
- --------------------                --------------      --------------    ------------
<S>                                 <C>                 <C>               <C>

The Louise Brantley Tanner
 Living Trust                              0               170,272          107,272*

The Richard L. Green and
 Bonnie J. Green Living Trust              0               170,273          107,273*
</TABLE>

* Less than one percent.
(1) None of the selling shareholders held any office with Equifax during the
    last three years.


                             PLAN OF DISTRIBUTION

     In recognition of the fact that the selling shareholders, even though
acquiring the common stock with no view towards distribution, may wish to be
legally permitted to sell all or a portion of their common stock when they deem
appropriate, Equifax has filed with the Commission a Registration Statement on
Form S-3 under the Securities Act with respect to the resale of the common stock
from time to time on the New York Stock Exchange or in negotiated transactions,
and has agreed to prepare and file such amendments and supplements to the
Registration Statement as may be necessary to keep the Registration Statement
effective until all the common stock offered hereby have been sold pursuant
thereto or until such common stock are no longer, by reason of Rule 144(k) under
the Securities Act or any other rule of similar effect, required to be
registered for the sale thereof by the selling shareholders. This prospectus
forms a part of such Registration Statement.

     The sale of the common stock by the selling shareholders, or their
successors-in-interest, may be effected from time to time (i) in transactions
(which may include block sales) on the New York Stock Exchange, (ii) in
negotiated transactions (including sales pursuant to pledges), or (iii) through
a combination of such methods of sale, at fixed prices, which may be changed, at
market prices prevailing at the time of sale, at prices related to such
prevailing market prices, or at negotiated prices. The selling shareholders may
effect such transactions by selling the common stock to or through broker-
dealers, and such broker-dealers may receive compensation in the form of
discounts, concessions or commissions from the selling shareholders and/or the
purchasers of the common stock for which such broker-dealers may act as agents
or to whom they sell as principals, or both (which compensation as to a
particular broker-dealer may be in excess of customary compensation).

     The selling shareholders and any broker-dealers who act in connection with
the sale of the common stock hereunder may be deemed to be "underwriters" within
the meaning of Section 2(11) of the Securities Act, and any commissions received
by them and profit on any resale of the common stock as principals might be
deemed to be underwriting discounts and commissions under the Securities Act.
Neither Equifax nor the selling shareholders can presently estimate the amount
of such compensation. Equifax knows of no existing arrangements between any
selling shareholder and any other selling shareholder, underwriter, broker,
dealer or other agent relating to the sale or distribution of the common stock.

     Equifax has agreed, among other things, to bear all expenses in connection
with the registration of the common stock being offered by the selling
shareholders. Equifax has also agreed to indemnify the selling shareholders
against certain liabilities, including liabilities under the Securities Act as
underwriters or otherwise. The selling shareholders may indemnify any broker,
dealer, agent or underwriter that participates in transactions involving sales
of the common stock against certain liabilities, including liabilities arising
under the Securities Act.

                                      -7-
<PAGE>

                INDEMNIFICATION FOR SECURITIES ACT LIABILITIES

     The Georgia Business Corporation Code permits, and Equifax's Bylaws
require, us to indemnify any person who is a party to any threatened, pending or
completed action, suit or proceeding (which could include actions, suits or
proceedings under the Securities Act), whether civil, criminal, administrative,
arbitrative or by reason of the fact that such person is or was a director or
officer of Equifax or is or was serving at our request as a director or officer
of another corporation, partnership, joint venture, trust, or other enterprise,
against all expenses (including attorneys' fees), judgments, fines and amounts
paid in settlement actually and reasonably incurred by such person in connection
with such action, suit or proceeding. In addition, Equifax maintains directors'
and officers' liability insurance that may cover them for liabilities arising
under the Securities Act.

     Insofar as indemnification for liabilities arising under the Securities Act
of 1933 may be permitted to directors, officers or persons controlling the
registrant pursuant to the foregoing provisions, Equifax has been informed that
in the opinion of the Securities and Exchange Commission such indemnification is
against public policy as expressed in the Securities Act and is therefore
unenforceable.

                                LEGAL OPINIONS

     A legal opinion on the validity of the issuance of the Equifax common stock
being offered by the selling shareholders has been rendered by Hunton &
Williams, Atlanta, Georgia.

                                    EXPERTS

     The consolidated financial statements and financial statement schedules
included in Equifax's Annual Report on Form 10-K for the year ended December 31,
1999, incorporated by reference in this prospectus, have been audited by Arthur
Andersen LLP, independent public accountants, as indicated in their reports with
respect thereto, and are incorporated herein by reference in reliance upon such
reports given upon the authority of said firm as experts in accounting and
auditing.

                                      -8-
<PAGE>

                                    PART II

                    INFORMATION NOT REQUIRED IN PROSPECTUS

Item 14.  Other Expenses of Issuance and Distribution.
- ------------------------------------------------------

     The expenses relating to the registration of stock will be borne by the
registrant. Such expenses are estimated to be as follows:

     Registration Fee                      $ 2,500
     Accountants' Fees                     $ 4,000
     Legal Fees                            $ 6,500
     Printing and Duplicating Expenses     $ 1,800
     Miscellaneous                         $ 1,000

              Total                        $15,800


Item 15.  Indemnification of Directors and Officers.
- ----------------------------------------------------

     The Georgia Business Corporation Code permits, and Equifax's Bylaws
require, us to indemnify any person who is a party to any threatened, pending or
completed action, suit or proceeding (which could include actions, suits or
proceedings under the Securities Act), whether civil, criminal, administrative,
arbitrative or investigative by reason of the fact that such person is or was a
director or officer of Equifax or is or was serving at our request as a director
or officer of another corporation, partnership, joint venture, trust, or other
enterprise, against all expenses (including attorneys' fees), judgments, fines
and amounts paid in settlement actually and reasonably incurred by such person
in connection with such action, suit or proceeding. However we will not
indemnify any director or officer who is found liable to Equifax or is subjected
to injunctive relief in favor of Equifax for:

     (1) improperly appropriating any business opportunity of Equifax;
     (2) acts or omissions involving intentional misconduct or a knowing
         violation of the law;
     (3) any unlawful distributions resulting from the director or officer not
         acting in good faith; and
     (4) any transaction from which he or she received improper personal
         benefit.

   In addition, Equifax maintains directors' and officers' liability insurance
under which our directors and officers are insured against loss (as defined in
the policy) as a result of claims brought against them for their wrongful acts
in such capacities. This insurance may cover liabilities under the Securities
Act.

     Insofar as indemnification for liabilities arising under the Securities Act
of 1933 may be permitted to directors, officers or persons controlling the
registrant pursuant to the foregoing provisions, Equifax has been informed that
in the opinion of the Securities and Exchange Commission such indemnification is
against public policy as expressed in the Securities Act and is therefore
unenforceable.

Item 16.  List of Exhibits.
- ---------------------------

Exhibit No.                    Description
- -----------                    -----------

   2                           Asset Purchase Agreement and Plan of
                               Reorganization, dated October 13, 2000, among
                               Equifax Inc., Equifax Acquisition, Inc.,
                               Compliance Data Center, Inc., the Richard L. and
                               Bonnie J. Green Living Trust and the Louise
                               Brantley Tanner Living Trust.

   4.1                         Amended and Restated Articles of Incorporation of
                               Equifax Inc. (incorporated by reference to
                               Exhibit B of Equifax's definitive Proxy Statement
                               for the 1996 Annual Meeting of Shareholder, filed
                               March 27, 1996, File No. 001-06605)

   4.2                         Equifax Inc. Bylaws (incorporated by reference to
                               Exhibit 3.2 of Equifax Inc.'s Form 10-K filed on
                               March 30, 2000, File No. 001-06605)

   5                           Opinion of Hunton & Williams

  23.1                         Consent of Arthur Andersen LLP

  23.2                         Consent of Hunton & Williams (included in the
                               opinion filed as Exhibit 5)

  24                           Power of Attorney (included in signature page)

  99                           Registration Rights Agreement, dated October 27,
                               2000, among Equifax Inc., the Richard L. and
                               Bonnie J. Green Living Trust and the Louise
                               Brantley Tanner Living Trust.


Item 17.  Undertakings.
- -----------------------

     The undersigned registrant hereby undertakes:

       (1)  To file, during any period in which offers or sales are being made,
a post-effective amendment to this registration statement:

              (i)  To include any prospectus required by section 10(a)(3) of the
       Securities Act of 1933;

              (ii) To reflect in the prospectus any facts or events arising
       after the effective date of this registration statement (or the most
       recent post-effective amendment thereof) which, individually or in the
       aggregate, represent a fundamental change in the information set forth in
       this registration statement. Notwithstanding the foregoing, any increase
       or decrease in volume of securities offered (if the total dollar value of
       securities offered would not exceed that which was registered) and any
       deviation from the low or high end of the estimated maximum offering
       range may be reflected in the form of prospectus filed with the
       Commission pursuant to Rule 424(b) if, in the aggregate, the changes in
       volume and price represent no more than a 20% change in the maximum
       aggregate offering price set forth in the "Calculation of Registration
       Fee" table in the effective registration statement;

                                      -9-
<PAGE>

            (iii)  To include any material information with respect to
     the plan of distribution not previously disclosed in this registration
     statement or any material change to such information in this
     registration statement;

     (2)  That, for the purpose of determining any liability under the
Securities Act of 1933, each such post-effective amendment shall be deemed to be
a new registration statement relating to the securities offered therein, and the
offering of such securities at that time shall be deemed to be the initial bona
fide offering thereof.

     (3)  To remove from registration by means of a post-effective amendment any
of the securities being registered which remain unsold at the termination of the
offering.

     (4)  For the purposes of determining liability under the Securities Act of
1933, each filing of the registrant's annual report pursuant to Section 13(a) or
Section 15(d) of the Exchange Act (and, where applicable, each filing of an
employee benefit plan's annual report pursuant to Section 15(d) of the Exchange
Act) that is incorporated by reference in the registration statement shall be
deemed to be a new registration statement relating to the securities offered
therein, and the offering of such securities at that time shall be deemed to be
the initial bona fide offering thereof.

     (5)  The undersigned registrant hereby further undertakes that:

            (i)    For purposes of determining any liability under the
     Securities Act of 1933, the information omitted from the form of prospectus
     filed as part of this registration statement in reliance upon Rule 430A and
     contained in a form of prospectus filed by the registrant pursuant to Rule
     424(b)(1) or 497(h) under the Securities Act shall be deemed to be part of
     this registration statement as of the time it was declared effective.

            (ii)   For purposes of determining any liability under the
     Securities Act of 1933, each post-effective amendment that contains a form
     of prospectus shall be deemed to be a new registration statement relating
     to the securities offered therein, and the offering of such securities at
     that time shall be deemed to be the initial bona fide offering thereof.

                                      -10-
<PAGE>

                                  SIGNATURES

          Pursuant to the requirements of the Securities Act of 1933, the
registrant certifies that it has reasonable grounds to believe that it meets all
of the requirements for filing on Form S-3 and has duly caused this registration
statement to be signed on its behalf by the undersigned, thereunto duly
authorized, in the City of Atlanta, State of Georgia, on February 1, 2001.

                                      EQUIFAX INC.


                                      /s/ Kent E. Mast
                                      --------------------------
                                      Kent E. Mast
                                      Corporate Vice President, General Counsel
                                      and Secretary


                               POWER OF ATTORNEY

     KNOW ALL MEN BY THESE PRESENTS, that each person whose signature appears
below constitutes and appoints Kent E. Mast, his or her attorney-in-fact, for
him or her in any and all capacities, to sign any amendments to this
registration statement, and to file the same, with exhibits thereto, and other
documents in connection therewith, with the Securities and Exchange Commission,
hereby ratifying and confirming all that said attorney-in-fact, or his
substitute, may do or cause to be done by virtue hereof.

     Pursuant to the requirements of the Securities Act of 1933, this
registration statement has been signed by the following persons in the
capacities and on February 1, 2001.

Signature                                 Title
- ---------                                 -----


/s/ Thomas F. Chapman                     Chairman of the Board &
- ----------------------                    Chief Executive Officer
Thomas F. Chapman                         (principle executive officer)


/s/ Lee A. Kennedy                        President, Chief Operating Officer
- ------------------                        & Director
Lee A. Kennedy


/s/ Michael T. Vollkommer                 Corporate Vice President &
- -------------------------                 Controller
Michael T. Vollkommer                     (principal accounting officer)


/s/ Philip J. Mazzilli                    Executive Vice President &
- ----------------------                    Chief Financial Officer
Philip J. Mazzilli                        (principal financial officer)


/s/ Lee A. Ault                           Director
- ------------------
Lee A. Ault, III

/s/ John L. Clendenin                     Director
- ---------------------
John L. Clendenin

/s/ A.W. Dahlberg                         Director
- -----------------
A.W. Dahlberg

/s/ Robert P. Forrestal                   Director
- -----------------------
Robert P. Forrestal

/s/ L. Phillip Humann                     Director
- ---------------------
L. Phillip Humann

/s/ Larry L. Prince                       Director
- -------------------
Larry L. Prince

/s/ D. Raymond Riddle                     Director
- ---------------------
D. Raymond Riddle

                                          Director
- ---------------------
Louis W. Sullivan

/s/ Jacquelyn M Ward                      Director
- --------------------
Jacquelyn M. Ward

                                      -11-
<PAGE>
                                EXHIBIT INDEX


Exhibit No.                    Description
- -----------                    -----------

   2                           Asset Purchase Agreement and Plan of
                               Reorganization, dated October 13, 2000, among
                               Equifax Inc., Equifax Acquisition, Inc.,
                               Compliance Data Center, Inc., the Richard L. and
                               Bonnie J. Green Living Trust and the Louise
                               Brantley Tanner Living Trust.

   4.1                         Amended and Restated Articles of Incorporation of
                               Equifax Inc. (incorporated by reference to
                               Exhibit B of Equifax's definitive Proxy Statement
                               for the 1996 Annual Meeting of Shareholder, filed
                               March 27, 1996, File No. 001-06605)

   4.2                         Equifax Inc. Bylaws (incorporated by reference to
                               Exhibit 3.2 of Equifax Inc.'s Form 10-K filed on
                               March 30, 2000, File No. 001-06605)

   5                           Opinion of Hunton & Williams

  23.1                         Consent of Arthur Andersen LLP

  23.2                         Consent of Hunton & Williams (included in the
                               opinion filed as Exhibit 5)

  24                           Power of Attorney (included in signature page)

  99                           Registration Rights Agreement, dated October 27,
                               2000, among Equifax Inc., the Richard L. and
                               Bonnie J. Green Living Trust and the Louise
                               Brantley Tanner Living Trust.

</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-2
<SEQUENCE>2
<FILENAME>0002.txt
<DESCRIPTION>ASSET PURCHASE AGREEMENT
<TEXT>

<PAGE>

                                                                       EXHIBIT 2
______________________________________________________________________________


                            ASSET PURCHASE AGREEMENT
                           AND PLAN OF REORGANIZATION


                                     AMONG

                                 EQUIFAX INC.,

                           EQUIFAX ACQUISITION, INC.

                         COMPLIANCE DATA CENTER, INC.,

         RICHARD L. AND BONNIE J. GREEN LIVING TRUST, OCTOBER 7, 1998,

                   LOUISE BRANTLEY TANNER 1991 LIVING TRUST,

                              RICHARD L. GREEN AND

                             LOUISE BRANTLEY TANNER



                                October 13, 2000


______________________________________________________________________________
<PAGE>

                               TABLE OF CONTENTS



1.  DEFINITIONS. ............................................................  1
    -----------

2.  THE TRANSACTION. ........................................................  5
    ---------------

      2.1 Transfer of Assets ................................................  5
          ------------------
      2.2 Consideration .....................................................  6
          -------------
      2.3 Post Closing Purchase Price Adjustment ............................  7
          --------------------------------------
      2.4 Other Transactions ................................................  9
          ------------------
      2.5 Allocation ........................................................  9
          ----------
      2.6 Accounts Receivable ...............................................  9
          -------------------
      2.7 Consents and Approvals ............................................  9
          ----------------------

3.  COVENANTS AND UNDERTAKINGS. ............................................. 10
    --------------------------

      3.1  Conduct of the Business of the Company Prior to the Closing Date . 10
           ----------------------------------------------------------------
      3.2 Filing of Tax Returns ............................................. 11
          ---------------------
      3.3 Certain Covenants With Respect to Tax Preparation and Audits ...... 11
          ------------------------------------------------------------
      3.4 Examination of Records and Confidentiality ........................ 12
          ------------------------------------------
      3.5 Intentionally Omitted ............................................. 12
          ---------------------
      3.6 Standstill ........................................................ 12
          ----------
      3.7 Public Announcements .............................................. 12
          --------------------
      3.8 Intentionally Omitted ............................................. 12
          ---------------------
      3.9 Waiver ............................................................ 12
          ------
     3.10 Shareholder Certifications ........................................ 13
          --------------------------
     3.11 Investment Letter ................................................. 13
          -----------------
     3.12 Covenant Not to Compete ........................................... 13
          -----------------------
     3.13 Directors and Officers of AqSub ................................... 13
          -------------------------------
     3.14 Registration Rights Agreement ..................................... 13
          -----------------------------
     3.15 Intentionally Omitted ............................................. 13
          ---------------------
     3.16 Additional Agreements ............................................. 13
          ---------------------
     3.17 Stock Repurchase Agreement ........................................ 14
          --------------------------
     3.18 Intentionally Omitted ............................................. 14
          ---------------------
     3.19 Obligations of the Company After the Closing Date ................. 14
          -------------------------------------------------

4.  REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND GREEN TRUST. .......... 14
    -------------------------------------------------------------

      4.1 Organization and Standing ......................................... 14
          -------------------------
      4.2 Authority and Status .............................................. 15
          --------------------
      4.3 Capitalization .................................................... 15
          --------------
      4.4 Absence of Equity Investments ..................................... 15
          -----------------------------
      4.5 Liabilities and Obligations of the Company ........................ 15
          ------------------------------------------
      4.6 Tax Returns ....................................................... 16
          -----------
      4.7 Tax Audits ........................................................ 16
          ----------

<PAGE>

      4.8 Ownership of Assets and Leases, Etc................................ 16
          -----------------------------------
      4.9 Accounts Receivable ............................................... 17
          -------------------
     4.10 Absence of Changes ................................................ 18
          ------------------
     4.11 Litigation and Claims ............................................. 20
          ---------------------
     4.12 Licenses and Permits; Compliance With Law ......................... 20
          -----------------------------------------
     4.13 Contracts, Etc..................................................... 21
          --------------
     4.14 Computer Programs and Software .................................... 23
          ------------------------------
     4.15 Intellectual Property Matters ..................................... 24
          -----------------------------
     4.16 Labor Matters ..................................................... 25
          -------------
     4.17 ERISA and Related Matters ......................................... 25
          -------------------------
     4.18 Certain Payments .................................................. 26
          ----------------
     4.19 Customers ......................................................... 27
          ---------
     4.20 Insurance ......................................................... 27
          ---------
     4.21 Approvals ......................................................... 27
          ---------
     4.22 Transactions with Affiliates ...................................... 27
          ----------------------------
     4.23 Environmental and Safety Matters .................................. 28
          --------------------------------
     4.24 Agreement Does Not Violate Other Instruments ...................... 28
          --------------------------------------------
     4.25 Exhibits .......................................................... 28
          --------

5.  COVENANTS, REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS. .......... 29
    -------------------------------------------------------------

      5.1 Authority ......................................................... 29
          ---------
      5.2 Ownership of Shares ............................................... 29
          -------------------
      5.3 Agreement Does Not Violate Other Instruments ...................... 29
          --------------------------------------------
      5.4 Litigation and Claims ............................................. 29
          ---------------------
      5.5 Certain Payments .................................................. 30
          ----------------
      5.6 Intentionally Omitted ............................................. 30
          ---------------------
      5.7 Company Representations ........................................... 30
          -----------------------

6.  REPRESENTATIONS AND WARRANTIES OF EQUIFAX AND AQSUB. .................... 30
    ---------------------------------------------------

      6.1 Organization and Standing ......................................... 30
          -------------------------
      6.2 Corporate Power and Authority ..................................... 30
          -----------------------------
      6.3 Agreement Does Not Violate Other Instruments ...................... 30
          --------------------------------------------
      6.4 Stock Will be Validly Issued ...................................... 31
          ----------------------------
      6.5 Statements True and Correct ....................................... 31
          ---------------------------
      6.6 Filings True and Correct .......................................... 31
          ------------------------

7.  ADDITIONAL AGREEMENTS OF THE PARTIES. ................................... 31
    ------------------------------------

      7.1 Key Employees ..................................................... 31
          -------------
      7.2 Intentionally Omitted ............................................. 31
          ---------------------
      7.3 Covenant Not to Compete ........................................... 31
          -----------------------
      7.4 Consulting Agreement .............................................. 31
          --------------------
      7.5 Escrow Agreement .................................................. 31
          ----------------
      7.6 Cooperation With Respect to Approvals ............................. 31
          -------------------------------------

                                       ii
<PAGE>

      7.7 Employees Matters ................................................. 32
          -----------------
      7.8 Certain Tax Matters ............................................... 32
          -------------------

8.  CONDITIONS PRECEDENT TO OBLIGATIONS OF EQUIFAX AND AQSUB. ............... 32
    --------------------------------------------------------

      8.1 Representations True at Closing ................................... 32
          -------------------------------
      8.2 Covenants of the Shareholders and the Company ..................... 33
          ---------------------------------------------
      8.3 No Injunction Etc.................................................. 33
          -----------------
      8.4 Opinion of Counsel ................................................ 33
          ------------------
      8.5 Consents and Waivers .............................................. 33
          --------------------
      8.6 Regulatory Approvals .............................................. 33
          --------------------
      8.7 Absence of Adverse Changes ........................................ 33
          --------------------------
      8.8 Cash and Working Capital .......................................... 33
          ------------------------
      8.9 Intentionally Omitted ............................................. 34
          ---------------------
     8.10 Key Employees ..................................................... 34
          -------------

9.  CONDITIONS PRECEDENT TO THE OBLIGATIONS OF THE COMPANY AND
    ----------------------------------------------------------
    THE SHAREHOLDERS. ....................................................... 34
    -----------------

      9.1 Representations True at Closing ................................... 34
          -------------------------------
      9.2 Covenants of Equifax .............................................. 34
          --------------------
      9.3 Approvals ......................................................... 34
          ---------
      9.4 Opinion of Counsel ................................................ 34
          ------------------
      9.5 Key Employees ..................................................... 34
          -------------
      9.6 No Stop Trade or Delisting of Equifax Common Stock ................ 35
          --------------------------------------------------

10. CLOSING. ................................................................ 35
    -------

     10.1 Time and Place of Closing ......................................... 35
          -------------------------
     10.2 Transactions at Closing ........................................... 35
          -----------------------

11. SURVIVAL OF REPRESENTATION AND WARRANTIES; INDEMNIFICATION. ............. 36
    ----------------------------------------------------------

     11.1 Survival of Representations and Warranties of the Shareholders
          --------------------------------------------------------------
          and the Company; Indemnification .................................. 36
          --------------------------------
     11.2 Survival of Representations and Warranties of Equifax and AqSub;
          ----------------------------------------------------------------
          Indemnification ................................................... 38
          ---------------
     11.3 Indemnification Procedure ......................................... 38
          -------------------------
     11.4 Limits on Indemnification Obligation .............................. 39
          ------------------------------------
     11.5 Escrow First ...................................................... 40
          ------------
     11.6 Guaranty .......................................................... 40
          --------
     11.7 Exclusive Remedy .................................................. 41
          ----------------

12. TERMINATION. ............................................................ 42
    -----------

     12.1 Method of Termination ............................................. 42
          ---------------------

13. GENERAL PROVISIONS. ..................................................... 42
    ------------------

                                      iii
<PAGE>

     13.1 Notices ........................................................... 42
          -------
     13.2 Brokers ........................................................... 43
          -------
     13.3 Further Assurances ................................................ 43
          ------------------
     13.4 Waiver ............................................................ 44
          ------
     13.5 Expenses .......................................................... 44
          --------
     13.6 Binding Effect .................................................... 44
          --------------
     13.7 Headings .......................................................... 44
          --------
     13.8 Entire Agreement .................................................. 44
          ----------------
     13.9 Governing Law ..................................................... 44
          -------------
    13.10 Counterparts ...................................................... 44
          ------------
    13.11 Number and Gender ................................................. 44
          -----------------
    13.12 Exhibits Incorporated ............................................. 44
          ---------------------
    13.13 Confidentiality; Public Announcements ............................. 45
          -------------------------------------


                                       iv

<PAGE>

              ASSET PURCHASE AGREEMENT AND PLAN OF REORGANIZATION
              ---------------------------------------------------

     THIS ASSET PURCHASE AGREEMENT AND PLAN OF REORGANIZATION (the "Agreement")
made this 13th day of October, 2000, by and among Equifax Inc., a Georgia
corporation ("Equifax"), Equifax Acquisition, Inc., a Georgia corporation and
wholly owned subsidiary of Equifax ("AqSub"), Compliance Data Center, Inc., a
Nevada corporation (the "Company"), Richard L. and Bonnie J. Green Living Trust,
October 7, 1998, a trust established under the laws of the State of Nevada
("Green Trust"), Louise Brantley Tanner 1991 Living Trust, a trust established
under the laws of the State of Nevada ("Tanner Trust;" and collectively with
Green Trust, the "Shareholders"), Richard L. Green ("Green") and Louise Brantley
Tanner ("Tanner;" and collectively with Green, the "Guarantors").

                             W I T N E S S E T H:
                             --------------------

     WHEREAS, Equifax has formed AqSub as a direct, wholly owned subsidiary of
Equifax; and

     WHEREAS, Equifax and AqSub desire to acquire (the "Acquisition")
substantially all of the assets of the Company; and

     WHEREAS, the Shareholders desire to enter into this Agreement with Equifax
and AqSub; and

     WHEREAS, Equifax, AqSub, the Company and the Shareholders desire to qualify
the Acquisition as a tax free reorganization under Section 368(a)(1)(C) of the
Code pursuant to which the Company will transfer its business and substantially
all its assets to AqSub in exchange for a certain number of shares of common
stock of Equifax and certain cash consideration, upon the terms and subject to
the conditions hereinafter set forth (collectively, the "Transaction").

     NOW, THEREFORE, in consideration of the premises and the mutual promises,
representations, warranties and covenants hereinafter set forth, the parties
hereto agree as follows:

1.  DEFINITIONS.
    -----------

     As used herein, the following terms shall have the following meanings
unless the context otherwise requires:

     "Accounts Receivable" shall mean all accounts receivable of the Company.

     "Affiliate" shall have the meaning set forth in Section 4.22 hereof.

     "Agreement" shall mean this Asset Purchase Agreement.

                                       1
<PAGE>

     "AqSub" shall mean Equifax Acquisition, Inc., a Georgia corporation.

     "Assets" shall mean all of the assets and properties owned, leased or held
for use by the Company, other than the Excluded Assets.  The Assets shall
include, but not be limited to, all items of machinery, equipment, furniture,
fixtures and other personal property, including those items described or listed
in Exhibit 4.8 hereto; (a) all Accounts Receivable; (b) all Assigned Contracts;
   ------- ---
(c) all data (historical and current) and rights to data (historical and
current) of the Company and files related thereto, including, without
limitation, all customer files, data and information maintained by the Company
pursuant to any of the Assigned Contracts or otherwise, in any case, wherever
located, whether in the form of hard copies, electronic media, or otherwise; (d)
all licenses, authorizations and permits issued by any governmental agency
relating to the Business or the Assets to the extent same may be assigned
consistent with their terms; (e) all intangible property rights related to the
Business (including, without limitation, the name "Compliance Data Center" or
any derivation thereof and any other Intellectual Property of the Company); (f)
all trade secrets, customer lists and supplier lists with respect to the
Business owned by the Company (including without limitation, (A) the procedural
and operational manuals utilized by the Company in the operation of the
Business, (B) all proprietary information, technical information, "know how" and
like information utilized by the Company in the Business, and (C) all
advertising materials, source documents, materials, supplies and forms, in any
case, whether in the form of hard copies, electronic media, computer tape or
otherwise, and all books and records incident to and currently used in the
Business (except for corporate and tax books and records of the Company)); and
(g) all rights to insurance proceeds arising from any casualty relating to the
Assets that occurred on or after June 30, 2000, security deposits, and deposits
with utilities and governmental agencies attributable to the Business.

     "Assigned Contracts" shall mean all of the contracts, leases, instruments,
licenses and other agreements listed on Exhibit 4.13.
                                        ------------

     "Assumed Liabilities" shall have the meaning set forth in Section 2.2.4
hereof.

     "Average Price" shall mean the average closing price of Equifax Common
Stock as listed on the NYSE for the five (5) trading days preceding the Closing
Date.

     "Benefit Plans" shall have the meaning set forth in Section 4.17.1 hereof.

     "Business" shall mean providing risk assessment, credit related
verification and other types of information to the brokerage industry for
purposes of assessing consumer or commercial risk, as such business is conducted
by the Company prior to the Closing Date.

     "Cash Consideration" means the amount of cash set forth in Section 2.2.2
payable as part of the Consideration.

     "Closing" shall mean the consummation of the Transaction.

                                       2
<PAGE>

     "Closing Date" shall mean the date on which the Closing occurs pursuant to
Section 10.1 hereof.

     "Closing Date Balance Sheet" shall have the meaning set forth in Section
2.4.1 hereof.

     "Code" shall mean the Internal Revenue Code of 1986, as amended.

     "Company" shall mean Compliance Data Center, Inc., a Nevada corporation.

     "Company Common Stock" shall have the meaning set forth in Section 4.3
hereof.

     "Company's Working Capital" shall mean the Company's current assets less
its current liabilities, with current assets and current liabilities being
determined consistent with generally accepted accounting principles.

     "Consideration" shall have the meaning set forth in Section 2.2 hereof.

     "Consulting Agreement" shall have the meaning set forth in Section 2.2.6
hereof.

     "Control" with respect to any Person shall mean an entity in which such
Person actually or beneficially owns more than fifty percent (50%) of the total
voting or equity interest in such entity.  For purposes of this Agreement, with
regard to the Shareholders, all voting and equity interests owned by both of the
Shareholders shall be aggregated in determining Control.

     "Covenant Not to Compete" shall have the meaning set forth in Section 3.12
hereof.

     "Customer Agreements" shall mean all verbal and written contracts and
agreements with present customers of the Company.

     "Data Warehouse" means the database(s) and other information and data
compilations used by the Company in the Business, whether owned by the Company
or not.

     "Developers" shall have the meaning set forth in Section 4.14.2 hereof.

     "Developer Agreements" shall have the meaning set forth in Section 4.14.2
hereof.

     "Environmental Laws" shall have the meaning set forth in Section 4.23
hereof.

     "Equifax" shall mean Equifax Inc., a Georgia corporation.

     "Equifax Common Stock" shall mean unregistered shares of the common stock
of Equifax.

     "ERISA" shall mean the Employee Retirement Income Security Act of 1974, as
amended.

                                       3
<PAGE>

     "Escrow Agent" shall mean SunTrust Bank.

     "Escrow Agreement" shall have the meaning set forth in Section 7.5 hereof.

     "Escrowed Amount" shall have the meaning set forth in Section 2.2.3 hereof.

     "Excluded Assets" shall have the meaning set forth in Section 2.1 hereof.

     "Exhibits" shall mean the exhibits attached hereto which are hereby
incorporated herein by reference.

     "Financial Statements" shall have the meaning set forth in Section 4.5.1
hereof.

     "GBCC" means the Georgia Business Corporation Code.

     "Green" shall mean Richard L. Green, individually.

     "Green Trust" shall mean the Richard L. and Bonnie J. Green Living Trust,
October 7, 1998, a trust established under the laws of the State of Nevada.

     "Guarantors" shall mean Green and Tanner, collectively.

     "Hardware" shall have the meaning set forth in Section 4.14.1 hereof.

     "Hazardous Materials" shall have the meaning set forth in Section 4.23
hereof.

     "Immaterial Contracts" shall have the meaning set forth in Section 4.13
hereof.

     "Intellectual Property" shall have the meaning set forth in Section 4.15
hereof.

     "Interim Financial Statements" shall have the meaning set forth in Section
4.5.2 hereof.

     "Key Employees" shall mean Thomas Pirro and Thomas Tanner.

     "Leased Properties" shall have the meaning set forth in Section 4.8.1
hereof.

     "Licensors" shall have the meaning set forth in Section 4.14.2 hereof.

     "Liens" shall have the meaning set forth in Section 4.8.1 hereof.

     "Marks" shall have the meaning set forth in Section 4.15 hereof.

     "NGCL" shall mean the Nevada General Corporation Law.

     "1933 Act" shall mean the Securities Act of 1933, as amended.

     "NYSE" shall mean the New York Stock Exchange.

                                       4
<PAGE>

     "Person" shall mean an individual or a corporation, partnership, limited
liability company, trust, estate, unincorporated organization, association or
other entity.

     "Proprietary Software" shall mean the software shown in Exhibit 4.14.1,
                                                             --------------
which includes all computer software applications, programs and/or solutions
that have been developed by or for the Company or as an enhancement to the
commercial computer software application, and interfaces developed by the
Company or for the Company to the commercial computer software, together with
all user documentation in the Company's possession or which has been conveyed to
the customers of the Company and all files created by the use of the Proprietary
Software.

     "Settlement Date" shall have the meaning set forth in Section 2.3.1 hereof.

     "Shareholders" collectively shall mean Green Trust and Tanner Trust.

     "Software" shall have the meaning set forth in Section 4.14 hereof.

     "Stock Consideration" shall have the meaning set forth in Section 2.2.1
hereof.

     "System" shall have the meaning set forth in Section 4.14.1 hereof.

     "Tanner" shall mean Louise Brantley Tanner, individually.

     "Tanner Trust" shall mean the Louise Brantley Tanner 1991 Living Trust, a
trust established under the laws of the State of Nevada.

     "Trade Secrets" shall have the meaning set forth in Section 4.15 hereof.

     "Transferred Employees" shall have the meaning set forth in Section 7.7.1
hereof.

     "Unaudited Financial Statements" shall have the meaning set forth in
Section 4.5.1 hereof.

2.   THE TRANSACTION.
     ---------------

     2.1  Transfer of Assets.
          ------------------

          2.1.1 Transfer of Company's Assets. On the Closing Date, the Company
                ----------------------------
shall, and the Shareholders shall cause the Company to, transfer and deliver to
AqSub all of the Assets free and clear of all Liens other than the Assumed
Liabilities (including without limitation the right to receive mail and other
communications and shipments of merchandise to the Company and the right to use
the names "Compliance Data Center," "CDC" and any derivations or modifications
thereof), except the following (collectively, the "Excluded Assets"); (1) the
amount of cash permitted to be retained by Sections 2.1.2 hereof; (2) the
Company's corporate seal, corporate minute book, stock record books, and such
other books and records as the Company is required by law to retain; (3) rights
that lawfully cannot be transferred by the

                                       5
<PAGE>

Company (provided, however, that such rights shall be held by the Company for
the benefit of AqSub and that AqSub at its option may act as the Company's agent
in order to enforce and obtain for AqSub the benefits of such rights); (4) the
Company's rights under this Agreement; (5) those certain split dollar life
insurance policies insuring the lives of Green and each Key Employee; (6) any
insurance proceeds related to casualties that occurred prior to June 30, 2000;
(7) rights under the Company's pension plan; (8) the Company's rights under the
agreements set forth in Exhibit 2.4.1; and (9) the other assets listed on
Exhibit 2.1 hereof.
- -----------

          2.1.2 Cash. Subject to Section 2.1.3 hereof, cash held by the Company
                ----
at Closing that are in excess of Two Hundred Eighty Thousand Dollars ($280,000)
shall be an Excluded Asset.

          2.1.3 Limit on Excluded Assets. On the Closing Date in no event shall
                ------------------------
the aggregate value of the Excluded Assets, including cash, exceed 10% of the
fair market value of the Company's net assets (assets net of the Company's
liabilities) or 30% of the fair market value of the Company's gross assets (not
taking into consideration liabilities).

     2.2  Consideration. At the Closing, the Company, in consideration of the
          -------------
sale of the Assets to AqSub, shall be entitled to the following consideration
(collectively, the "Consideration"):

          2.2.1  Equifax Common Stock having an aggregate value equal to Ten
Million Six Hundred Twenty Five Thousand Dollars ($10,625,000) (the "Stock
Consideration").  The number of shares of Equifax Common Stock to be delivered
to the Company shall be determined by dividing the Stock Consideration by the
Average Price.  No fractional shares of Equifax Common Stock shall be issued.
Fractional shares shall be rounded upward or downward to the nearest whole
number.  Equifax Common Stock shares to be issued hereunder shall be delivered
to the Company as set forth on Exhibit 2.2.1 hereto.
                               -------------

          2.2.2  One Million Eight Hundred Seventy Five Thousand Dollars
($1,875,000) payable by wire transfer to the Company at the Closing which shall
be delivered to the Company as set forth on Exhibit 2.2.2 hereto (the "Cash
                                            -------------
Consideration").

          2.2.3  The Company shall, concurrently with its receipt of the
Consideration, deliver (i) cash in the aggregate amount of One Hundred Thousand
Dollars ($100,000), and (ii) an amount of Equifax Common Stock received pursuant
to this Agreement having an aggregate value of Four Hundred Thousand Dollars
($400,000) (collectively, the "Escrowed Amount") to the Escrow Agent to be held,
applied and disbursed in accordance with the Escrow Agreement.  The number of
shares of Equifax Common Stock to be delivered to the Escrow Agent pursuant to
this Section 2.2.3 shall be determined by dividing the Escrowed Amount by the
Average Price.

          2.2.4  Except for AqSub's assumption as of the Closing Date of (i) the
obligations of the Company which accrue from and after the Closing Date under
the Assigned Contracts actually assigned to AqSub in accordance with this
Agreement, and (ii) obligations

                                       6
<PAGE>

arising from AqSub's conduct of the Business from and after the Closing Date,
other than any obligations arising from a breach by the Company or any
Shareholder of any of their obligations under this Agreement (those obligations
referred to in (i) and (ii) being collectively referred to herein as the
"Assumed Liabilities"), AqSub, by entering into this Agreement and consummating
the transactions contemplated hereby, is not assuming or agreeing to pay or
otherwise become liable for any indebtedness, obligations or liabilities of the
Company or any Shareholder of any type or nature whatsoever, and except as
aforesaid, AqSub shall not assume any such liabilities or obligations nor shall
AqSub become liable for any such debts, liabilities or obligations relating to
the operation of the Business prior to the Closing Date. Without limiting the
generality of the foregoing: AqSub shall not assume (a) any indebtedness,
obligation or liability for any litigation matter or other third party claim
arising from the conduct of the Business prior to the Closing Date, regardless
of whether such matter is disclosed on any exhibit hereto; (b) any liability for
any legal fees or expenses of the Company or Shareholders incurred for any
reason whatsoever; (c) any liability for any claims by employees or former
employees of the Company concerning acts or omissions of the Company or any
Shareholder occurring prior to the Closing Date; (d) any liability for any
insurance premium adjustments (including retroactive adjustments) that may arise
from insurance policies in force any time before the Closing Date; or (e) any
liabilities of the Company or Shareholders for any income or other tax
obligations or for any employee benefit obligations.

          2.2.5  The Company and Shareholders shall pay all stamp, sales, use,
employment, property, ad valorem, income, realty transfer, franchise, net worth,
intangible, excise, license or other taxes, additions to tax, penalties and
interest, whether Federal, state, local, foreign or other, which result directly
from any and all transfers pursuant to the terms of this Agreement.  Except to
the extent reflected in the Closing Date Balance Sheet, all property and ad
valorem taxes, leasehold rentals and other customarily proratable items relating
to the Assets, payable on or after the Closing Date and relating to a period of
time both prior to and on or after the Closing Date will be prorated as of the
Closing Date between the Company, on the one hand, and AqSub, on the other hand.
If the actual amount of any such item is not known as of the Closing Date, the
aforesaid proration shall be based on the previous year's assessment of such
item and the parties agree to adjust said proration and pay any underpayment or
reimburse any overpayment within thirty (30) days after the actual amount
becomes known.

          2.2.6  At the Closing, Equifax and Green shall enter into a consulting
agreement substantially in the form attached hereto as Exhibit 2.2.6 (the
                                                       -------------
"Consulting Agreement").

     2.3  Post Closing Purchase Price Adjustment.
          --------------------------------------

          2.3.1  Following the Closing, AqSub shall prepare an unaudited balance
sheet of the Company, dated as of the Closing Date (the "Closing Date Balance
Sheet"), with supporting schedules thereto, in accordance with generally
accepted accounting principles and in the format of accrual-based accounting.
AqSub shall cause the Closing Date Balance Sheet to be delivered to the Company
or, if then liquidated, to the Shareholders on or prior to the date ninety (90)
days subsequent to the Closing Date (the "Settlement Date").  The parties
acknowledge that the

                                       7
<PAGE>

Closing Date Balance Sheet shall not take into account any of the Excluded
Assets and any liabilities of the Company other than the Assumed Liabilities and
any liabilities or reserves arising out of the preparation of the Closing Date
Balance Sheet on an accrual basis.

          2.3.2  On the tenth day following the Settlement Date, the Company or,
if then liquidated, the Shareholders shall pay to AqSub, in cash and as a dollar
for dollar adjustment to the Consideration payable pursuant to Section 2.2
hereof, unless the Company or, if then liquidated, the Shareholders wish to
dispute any matter arising out of the Closing Date Balance Sheet in the manner
set forth below, the amount of any indebtedness of the Company paid or assumed
by AqSub with the consent of the Company (which consent shall not be
unreasonably withheld) other than the Assumed Liabilities.  In addition, the
Company or, if then liquidated, the Shareholders shall pay to AqSub, or AqSub
shall pay to the Company or, if then liquidated, the Shareholders, as the case
may be, the amount by which the Company's Working Capital reflected on the
Closing Date Balance Sheet is less than (in which case the Shareholders pay) or
more than (in which case AqSub pays) Seven Hundred Thousand Dollars ($700,000).
The parties acknowledge and agree that the obligation of the Company and the
Shareholders under this Section 2.3.2 shall not be limited by the Escrowed
Amount, and AqSub shall be entitled to, but, have no obligation to, apply any of
the Escrowed Amount to satisfy such obligation of the Company and the
Shareholders.  The parties further acknowledge that if the Purchase Price shall
be increased pursuant to this Section 2.3.2, eighty five percent (85%) of such
additional Purchase Price shall be paid in Equifax Common Stock and fifteen
percent (15%) of such additional Purchase Price shall be paid in immediately
available funds, with the number of shares of Equifax Common Stock being
determined by dividing the amount to be paid in Equifax Common Stock by the
average closing price of Equifax Common Stock as listed on the NYSE for the five
(5) trading days immediately preceding the Settlement Date.

          2.3.3  In the event that the Company or, if then liquidated, the
Shareholders wish to dispute any matter arising out of the Closing Date Balance
Sheet, the Company or, if then liquidated, the Shareholders shall within ten
(10) days of receipt of the Closing Date Balance Sheet give written notice to
AqSub (in accordance with Section 13.1 hereof) of such dispute and the reason(s)
therefor.  The Company or, if then liquidated, the Shareholders and AqSub shall
attempt to resolve such dispute within ten (10) business days after receipt by
AqSub of such notice, and in the event AqSub and the Company or, if then
liquidated, the Shareholders fail to resolve such dispute within said period,
the parties agree that the independent certified public accounting firm of
Arthur Andersen LLP (or any other independent certified public accounting firm
that shall be mutually agreed upon by such parties) shall be employed to resolve
such dispute as soon as reasonably practicable and that any determination of
such accounting firm as to the disputed matter shall be binding upon the parties
hereto.  In the event Arthur Andersen LLP or any other accounting firm is
employed, the costs of any such independent accounting firm shall be divided
equally among AqSub, on the one hand, and the Company or, if then liquidated,
the Shareholders, on the other hand.  In the event an accounting firm is
employed to resolve the dispute, all amounts due hereunder shall be paid, in the
manner set forth above, on or prior to the fifth business day following the
final determination of such accounting firm.

                                       8
<PAGE>

     2.4  Other Transactions. At or prior to the Closing Date, the following
          ------------------
transactions shall be consummated:

          2.4.1  Termination of Agreements and Other Obligations.  The
                 -----------------------------------------------
agreements and obligations set forth on Exhibit 2.4.1 shall be terminated and
any amounts owing thereunder shall be paid in full and satisfied or forgiven and
canceled.

     2.5  Allocation. The aggregate purchase price for the Assets and the
          ----------
Covenants Not to Compete shall be allocated by AqSub, the Company and the
Shareholders as set forth in Exhibit 2.5 hereto, as required by Section 1060 of
                             ------- ---
the Code. AqSub and the Company shall, and Shareholders shall cause the Company
to, file Form 8594, Asset Acquisition Statement under Section 1060, with their
respective income tax returns for the taxable year that includes the Closing
Date. AqSub and the Company agree to satisfy any and all reporting requirements
of Section 1060 of the Code and the Treasury regulations thereunder. AqSub and
the Company shall file Form 8594 in a manner consistent with the allocation of
the purchase price set forth on Exhibit 2.5 hereto. If, in subsequent taxable
                                ------- ---
years, AqSub or the Company makes an allocation of any increase or decrease in
the purchase price for any asset, the party making such increase or decrease
agrees to file a supplemental Form 8594 as required.

     2.6  Accounts Receivable. AqSub shall use commercially reasonable efforts,
          -------------------
consistent with AqSub's customary practices (provided, however, that AqSub shall
have no responsibility to bring any action or commence any suit to enforce
collection of Accounts Receivable) to collect the Accounts Receivable for a
period of one year from the Closing Date. AqSub shall not discount or otherwise
settle the collection of any such Accounts Receivable for less than the full
amount without the prior written approval of the Shareholders. Within thirty
(30) days after the conclusion of such one year period, AqSub shall provide the
Shareholders with written notice of any such Accounts Receivable which remain
uncollected, and, after receiving cash payment for such uncollected Accounts
Receivable from the Shareholders, shall assign all of such uncollected Accounts
Receivable to the Shareholders for collection; provided, however, that the
Shareholders agree not to bring any action or commence any suit to enforce
collection of any Accounts Receivable without seeking AqSub's assistance and
approval, which shall not be unreasonably withheld, and provided further, that
AqSub shall have the right, though not the obligation, to purchase the Accounts
Receivable that is the subject of the dispute, at face value less the direct
expenses associated therewith, without payment of any interest or fee
whatsoever, prior to the Shareholders commencing suit. Any amounts subsequently
collected by AqSub in respect to any of the uncollected Accounts Receivable
assigned to the Shareholders at the conclusion of the one year period shall be
remitted as soon as practicable to the Shareholders.

     2.7  Consents and Approvals. The Company and each Shareholder agrees to
          ----------------------
apply for and obtain the waiver, consent and approval of all persons or entities
whose waiver, consent or approval is required in order to consummate the
Transaction, or is required by any agreement, lease, instrument, arrangement,
judgment, decree, order or license to which any Shareholder or the Company is a
party or subject on the Closing Date (including, without limitation, the consent
of any customer, licensor or supplier of the Company, if required), and which
would prohibit, or

                                       9
<PAGE>

require the waiver, consent or approval of any Person to such transaction or
under which, without such waiver, consent or approval, such transaction would
constitute an occurrence of default under the provisions thereof, result in the
acceleration of any obligation thereunder, or give rise to a right of any party
thereto to terminate its obligations thereunder; provided, that neither the
                                                 --------
Company nor any Shareholder shall make any agreements or understandings
affecting the Company as a condition for obtaining any such waivers, consents or
approvals, except with the prior written consent of AqSub. All written waivers,
consents and approvals listed on Exhibit 2.7 hereto shall be produced at Closing
                                 -----------
in form and content reasonably satisfactory to AqSub. Any and all other written
waivers, consents and approvals shall be delivered to AqSub (in form and content
reasonably satisfactory to AqSub) as soon as reasonably possible after the
Closing.

3.   COVENANTS AND UNDERTAKINGS.
     --------------------------

     3.1  Conduct of the Business of the Company Prior to the Closing Date.
          ----------------------------------------------------------------
Except with the consent in writing of Equifax, and except as may be required to
effect the transactions contemplated by this Agreement, and except as set forth
on Exhibit 3.1, the Company shall, and each of the Shareholders shall cause the
   -----------
Company to, between the date of this Agreement and the Closing, conduct and
operate its business in the regular and ordinary course consistent with past
business practices. Without limiting the generality of the foregoing, such
parties shall, except as otherwise provided in this Agreement:

          3.1.1  use their commercially reasonable best efforts to preserve
intact the organization and goodwill of the Company and preserve the goodwill of
customers, vendors and others having business relations with the Company, which
efforts shall include, but not be limited to, the continuation of the Company's
usual and customary levels and standards of service and its usual and customary
billing and collection procedures and the payment of accounts payable;

          3.1.2  maintain the properties of the Company in the same working
order and condition as such properties are in on the date of this Agreement,
reasonable wear and tear excepted and not make any capital expenditures in the
aggregate in excess of $25,000;

          3.1.3  not sell, lease, mortgage, pledge or otherwise dispose of any
of the Company's Assets or properties except for transactions in the ordinary
and regular course of business and except with respect to the Excluded Assets;

          3.1.4  not make or permit any change in the Articles of Incorporation
or Bylaws of the Company, or in its authorized, issued or outstanding
securities;

          3.1.5  not sell or issue any shares of the Company's capital stock or
any class or grant any stock options, warrants, conversion or other rights to
acquire or purchase any security of the Company, sell or issue any security
convertible into such securities, or grant or enter into, any agreements,
commitments, arrangements or understandings of any kind, contingent or
otherwise, to sell or issue any such securities, or purchase, redeem, retire or
otherwise acquire

                                       10
<PAGE>

any such securities, grant any bonuses (other than bonuses heretofore agreed to
by the parties and disclosed in this Agreement and the Exhibits hereto), or
agree to do any of the foregoing and the Company shall not declare, set aside or
pay any dividend in respect of its securities;

          3.1.6  not make any changes in the Company's accounting methods except
as agreed to by Equifax;

          3.1.7  not take any action or permit any action to be taken that would
materially and adversely affect any of the Assets or the Business of the Company
as a going concern, or that would impair the ability of the Shareholders or the
Company to consummate the Transaction;

          3.1.8  except as contemplated by this Agreement, not increase or
otherwise change the rate or nature of the compensation (including but not
limited to wages, salaries, benefits, bonuses and employer contributions to
401(k) plans) which is paid or payable to any employee, officer, director or
consultants or independent contractors of the Company except in the ordinary
course of business in accordance with past practices or pursuant to existing
compensation and benefit plans, practices and arrangements which have been
disclosed in writing to Equifax, and not enter into, renew or allow the renewal
of, any material employment or consulting agreement or other contract or
arrangement with respect to the performance of personal services;

          3.1.9  promptly deliver to Equifax all regularly prepared unaudited
financial statements of the Company, in the format historically utilized
internally, as soon as available;

          3.1.10  not permit the Company to enter into any material contract,
commitment, arrangement or transaction of the type described in Section 4.13
hereof nor to modify, amend or waive any material provision of any contract,
instrument or agreement described on Exhibit 4.13 hereto except in the ordinary
                                     ------------
course consistent with past practice; and

          3.1.11  promptly advise Equifax, in writing, of any matters arising or
discovered after the date of this Agreement which, if existing or known at the
date hereof, would be required to be set forth or described in this Agreement or
the Exhibits hereto.

     3.2  Filing of Tax Returns. The Company covenants to cause all of the
          ---------------------
Company's federal, state, local and foreign tax returns required to be timely
filed before Closing to be timely filed with the appropriate taxing authorities.
For purposes of this Section 3.2, such returns shall not be deemed untimely
filed if the Company has obtained an extension from the appropriate taxing
authority as to the time in which it may file such tax returns and such extended
due date is after the Closing Date.

     3.3  Certain Covenants With Respect to Tax Preparation and Audits. Equifax,
          ------------------------------------------------------------
AqSub, the Shareholders, and the Company will provide each other with such
assistance as may reasonably be requested by any of them in connection with the
preparation of any tax return, or in connection with any audit or other
examination by any taxing authority, or in connection with

                                       11
<PAGE>

any judicial or administrative proceedings relating to liability for taxes of
the Company. Each will retain and provide the other with any records or
information which may be relevant to such return, audit or examination,
proceedings or determination. The party requesting assistance hereunder shall
reimburse the other party or parties for reasonable expenses incurred in
providing such assistance, if such party makes a written request for
reimbursement. Any information obtained pursuant to this Section 3.3 or pursuant
to any other Section hereof providing for the sharing of information or the
review of any tax return or other schedule relating to taxes shall be kept
confidential by the parties hereto.

     3.4  Examination of Records and Confidentiality. Between the date of this
          ------------------------------------------
Agreement and the Closing Date, the Company will allow, and the Shareholders
will cause the Company to allow, Equifax and AqSub, their counsel and other
representatives full access to all the books, records, files, documents, Assets,
contracts and agreements of the Company which may be reasonably requested, and
shall furnish Equifax and AqSub and their officers and representatives during
such period with all information concerning the affairs of the Company which may
be reasonably requested. Equifax and AqSub will conduct any investigation during
normal business hours of the Company. All such information shall be held in
confidence by Equifax and AqSub and made available to Equifax's and AqSub's
advisors on a need to know basis. All such information shall be returned to the
Company or destroyed if the Closing does not occur.

     3.5  Intentionally Omitted.
          ---------------------

     3.6  Standstill. During the period commencing on the date of this Agreement
          ----------
and terminating at the Closing or the termination of this Agreement pursuant to
Section 12.1 hereof, neither the Company nor any of the Shareholders nor any of
their affiliates shall, directly or indirectly, solicit, encourage or initiate
any discussions with, or negotiate or otherwise deal with, or provide
information to, any person or entity other than Equifax concerning, or enter
into any agreement in respect of, (a) any merger, sale of substantially all of
the assets or business or any similar transaction involving or respecting the
Company, or (b) any sale of the outstanding capital stock of the Company;
provided, however, that upon prior notice to Equifax, the Shareholders may make
- --------  -------
transfers for estate planning purposes and provided further that the recipient
of such shares shall execute this Agreement as a shareholder.

     3.7  Public Announcements. No party shall make any public announcement of
          --------------------
the transactions contemplated by this Agreement without first obtaining the
prior written consent of the other parties hereto.

     3.8  Intentionally Omitted.
          ---------------------

     3.9  Waiver. The Shareholders hereby irrevocably waive any and all rights
          ------
of first refusal, and any preemptive or other similar rights that the
Shareholders may have under the NGCL or any agreements or other arrangements
between the Shareholders and the Company with regard to any transactions
contemplated by this Agreement.

                                       12
<PAGE>

     3.10 Shareholder Certifications. The Shareholders, by executing this
          --------------------------
Agreement, hereby represent, warrant and covenant to Equifax and AqSub, with
respect to the transactions contemplated by this Agreement, that:

          (a) the Shareholders are not relying upon any representation or
warranty by Equifax, AqSub, their affiliates, representatives and agents, or
anyone else, in connection with their decision to acquire Equifax Common Stock
hereunder, excepting only such representations and warranties specifically set
forth in this Agreement;

          (b) the Shareholders have such knowledge and experience in financial
and business matters that they are capable of evaluating the risks and merits of
the transactions contemplated by this Agreement, including, without limitation,
an investment in Equifax Common Stock deliverable to them;

          (c) the Shareholders have received, reviewed and had adequate
opportunity to inquire respecting Equifax's annual report, proxy statement and
other reports delivered hereunder to each of them; and

          (d) the Shareholders are each an "accredited investor," as such term
is defined in the 1933 Act.

     3.11 Investment Letter. At the Closing, the Shareholders shall execute and
          -----------------
deliver to Equifax an Investment Letter and Investor Questionnaire in the form
of Exhibit 3.11 hereto.
   ------------

     3.12 Covenant Not to Compete. At the Closing, each Shareholder, Green and
          -----------------------
Tanner shall enter into a Covenant Not to Compete agreement in the form of
Exhibit 3.12 hereto (each, a "Covenant Not to Compete").
- ------------

     3.13 Directors and Officers of AqSub. At or prior to the Closing, Equifax
          -------------------------------
and AqSub shall cause the individuals named on Exhibit 3.13 hereto to be
                                               ------------
appointed as directors and officers of AqSub.

     3.14 Registration Rights Agreement. At the Closing, Equifax and the
          -----------------------------
Shareholders shall enter into a Registration Rights Agreement in the form of
Exhibit 3.14 hereto.
- ------------

     3.15 Intentionally Omitted.
          ---------------------

     3.16 Additional Agreements. Subject to the terms and conditions herein
          ---------------------
provided, each of the parties hereto agrees to use all reasonable efforts to
take, or cause to be taken, all actions and to do, or cause to be done, all
things necessary, proper or advisable, whether under applicable law or
otherwise, or to remove any injunctions or other impediments or delays, legal or
otherwise, to consummate and make effective the transactions contemplated by
this Agreement. In case at any time after the Closing any further action is
necessary or desirable to carry out the purposes of this Agreement, the proper
officers and directors of Equifax, AqSub,

                                       13
<PAGE>

the Company and the Shareholders shall use all reasonable efforts to take, or
cause to be taken, all such necessary actions.

     3.17 Stock Repurchase Agreement. Equifax agrees not to purchase and
          --------------------------
Shareholders agree not to sell to Equifax any of the Equifax Common Stock issued
to Shareholders pursuant to this Agreement.

     3.18 Intentionally Omitted.
          ---------------------

     3.19 Obligations of the Company After the Closing Date.
          -------------------------------------------------

          Company covenants and agrees that:

          3.19.1 Change of Name. On or immediately after the Closing Date,
                 --------------
Company will amend its Articles of Incorporation so as to change its corporate
name to Financial Reports Incorporated and will thereafter take such action as
may reasonably be requested by Equifax or AqSub to make its present corporate
name available to them.

          3.19.2 Dissolution. From and after the Closing Date, the Company will
                 -----------
not engage in any business, will promptly liquidate and dissolve as a
corporation, and will distribute the shares of Equifax Common Stock received
pursuant to Section 2.2.1 hereof to the Shareholders in complete cancellation
and redemption of their shares of Company capital stock.

          3.19.3 Company's Corporate Records. The Company will make available
                 ---------------------------
for inspection and copying all books and records retained by it pursuant to
Section 2.1.1 hereof to Equifax or AqSub upon reasonable request for access
thereto, and if at any time the Company proposes to discard or destroy such
books and records, it will first offer to transfer them without charge to
Equifax or AqSub.

4.   REPRESENTATIONS AND WARRANTIES OF THE COMPANY AND GREEN TRUST.
     -------------------------------------------------------------

     The Company and Green Trust, jointly and severally, represent and warrant
to Equifax and AqSub as follows:

     4.1  Organization and Standing.
          -------------------------

          4.1.1  The Company is a corporation duly organized, validly existing,
and in good standing under the laws of the State of Nevada and has the full
power and authority (corporate and otherwise) to carry on its business in the
places and as it is now being conducted and to own and lease the properties and
assets which it now owns or leases.  The Company does not have any subsidiaries.

          4.1.2  The Company is duly qualified and/or licensed to transact
business as a foreign corporation in the jurisdictions listed on Exhibit 4.1
                                                                 -----------
hereto and is in good standing in

                                       14
<PAGE>

each such jurisdiction. The character of the property owned or leased by the
Company and the nature of the business conducted by the Company do not require
it to be qualified or licensed in any other jurisdiction, except for
jurisdictions in which the failure to be so qualified or licensed will not have,
individually or in the aggregate, a materially adverse effect on the business,
assets, operations or financial condition of the Company.

     4.2  Authority and Status. The execution, delivery and performance by the
          --------------------
Company of this Agreement and each and every agreement, document and instrument
provided herein have been duly authorized and approved by all necessary
corporate action on the part of the Company. This Agreement and each agreement,
document and instrument provided for herein constitute or will, when executed
and delivered, constitute the legal, valid and binding obligations of the
Company and the Shareholders enforceable against each of them in accordance with
their respective terms, except as enforceability may be limited by bankruptcy,
insolvency, reorganization, moratorium, applicable equitable principles, or
similar laws from time to time in effect affecting the enforcement of creditors'
rights generally. Attached hereto as Exhibits 4.2(a) and 4.2(b), respectively,
                                     ---------------     ------
are true, correct and complete copies of the Articles of Incorporation, as
amended, and Bylaws, as amended, of the Company. The minute books of the
Company, true, correct and complete copies of which have previously been
delivered to Equifax, contain accurate and complete minutes of all meetings of,
and accurate and complete consents to all actions taken without meetings by, the
Board of Directors (and any committee thereof) and the shareholders of the
Company since the formation of the Company.

     4.3  Capitalization. The entire authorized capital stock of the Company
          --------------
consists of twenty-five thousand (25,000) shares of common stock, no par value
("Company Common Stock"), of which one hundred (100) shares are issued and
outstanding. All such shares of Company Common Stock are owned of record by the
Shareholders in the manner set forth on Exhibit 4.3 hereto. All of such
                                        -----------
outstanding shares of the Company have been duly authorized and validly issued,
and are fully paid and non-assessable. All of such issued and outstanding shares
of Company Common Stock were offered and sold in compliance with all applicable
state and Federal securities laws, rules and regulations. There are no
outstanding options, warrants, calls, commitments or plans by the Company to
issue any additional shares of its capital stock, or to pay dividends on such
shares, or to purchase, redeem or retire any outstanding shares of its capital
stock, nor are there outstanding any securities or obligations that are
convertible into or exchangeable for any shares of capital stock of the Company.
There are no stock appreciation rights, phantom stock or similar rights in
existence with respect to the Company. There has been no change in the equity
interest of the capital stock of the Company in contemplation of this
transaction.

     4.4  Absence of Equity Investments. The Company does not own, of record or
          -----------------------------
beneficially, either directly or indirectly, any capital stock or other equity
or ownership or proprietary interest in any Person.

     4.5  Liabilities and Obligations of the Company. Attached hereto as Exhibit
          ------------------------------------------                     -------
4.5. are true, correct and complete copies of the Company's unaudited balance
- ----
sheet and the related

                                       15
<PAGE>

statements of earnings and retained earnings and cash flows for the Company's
fiscal years ended December 31, 1997, 1998 and 1999 (collectively, the
"Unaudited Financial Statements"), and its unaudited balance sheet as of June
30, 2000 and the related statements of earnings and retained earnings for the
six-month period then ended (collectively, the "Interim Financial Statements",
and together with the Unaudited Financial Statements, the "Financial
Statements"). The Financial Statements are complete, fairly present the
financial condition and results of operations of the Company as of the dates and
for the periods thereof on a cash basis.

     4.6  Tax Returns. Except as described on Exhibit 4.6, the Company has, as
          -----------                         -----------
of the date hereof, and will have prior to the Closing Date, timely filed all
federal, state, foreign and local tax returns and reports required to be filed
by it prior to such dates, and has timely and accurately paid or made adequate
provision for, or prior to the Closing Date will timely pay or make adequate
provision for, all taxes that are due and payable for all periods through and
including the Closing Date, including, without limitation, all income, property,
sales, intangible, use, franchise, added value, social security, withholding or
other payroll related taxes and all interest and penalties thereon, whether
disputed or not. All deposits required to be made by the Company with respect to
employees' withholding taxes have been duly made. There are, and on the Closing
Date will be, no unpaid taxes, additions to tax, penalties, or interest payable
by the Company or by any other Person that are or could become a lien on any
asset, or otherwise adversely affect the business, properties or financial
condition, of the Company. Neither Equifax nor AqSub shall become subject to any
taxes, interest, penalties or other similar charges as a result of the Company's
filing or failure to file timely or accurately, as required by applicable law,
any such tax return or to pay timely any amount required to be paid with respect
thereto, including, without limitation, any such taxes, interest, penalties or
charges resulting from the obtaining of an extension of time to file any return
or to pay any tax. No assessments or notices of deficiency or other
communications have been received by the Company with respect to any such return
which has not been paid, discharged, or fully reserved in the Interim Financial
Statements, and no amendments or applications for refund have been filed or are
planned with respect to any such return. The federal income tax liability of the
Company for all of its taxable years ending prior to and including the taxable
year ended December 31, 1996, have been closed as to deficiencies and refund of
taxes by applicable statutes of limitations. There are no agreements between the
Company and any taxing authority, including, without limitation, the Internal
Revenue Service, waiving or extending any statute of limitations with respect to
any tax return, and it has not filed any consent under Section 341(f) of the
Code.

     4.7  Tax Audits. Except as disclosed on Exhibit 4.7 hereto there are no tax
          ----------                         -----------
audits pending by any federal, state, foreign or local taxing authorities with
respect to the Company.

     4.8  Ownership of Assets and Leases, Etc.
          -----------------------------------

          4.8.1 Asset and Lease List. Exhibit 4.8 attached hereto contains a
                --------------------  -----------
true, correct and complete list and brief description of all material items of
tangible personal property owned or leased or used by the Company and of all
real property leased or used by the Company except for the Excluded Assets (the
"Leased Properties"). The Company does not own any real

                                       16
<PAGE>

property. Exhibit 4.8 identifies with particularity the Leased Properties and
          -----------
the material personal properties owned and/or leased by the Company included in
the Assets and except for the Excluded Assets (a) all leases or agreements under
which the Company is lessor of such property and (b) all leases or agreements
under which the Company is lessee of or holds or operates any such property,
real or personal. Such assets, leases and agreements are sufficient to enable
the Company to conduct its business in the ordinary course. The Company has good
and marketable title to all of the properties and assets owned by the Company,
including those listed and described in Exhibit 4.8, excluding the Excluded
                                        -----------
Assets, in each case, free and clear of all liens, claims, charges, options,
forfeitures, rights of seizure, rights of tenants or other encumbrances
(collectively, "Liens"), except as specifically disclosed or reserved against in
the Financial Statements or on Exhibit 4.8 (to the extent and in the amounts so
                               -----------
disclosed or reserved against) and except for Liens arising from current taxes
not yet past due. Except pursuant to this Agreement, neither the Company nor
Green is a party to any contract or obligation whereby there has been granted to
any Person an absolute or contingent right to purchase, obtain or acquire any
rights in any of the assets, properties or operations of the Company, except
with respect to the Excluded Assets.

          4.8.2 Enforceability of Leases. Each of the leases and agreements
                ------------------------
described in Exhibit 4.8 is in full force and effect and constitutes a legal,
             -----------
valid and binding obligation of the respective parties thereto, enforceable in
accordance with its terms, except as enforceability may be limited by
bankruptcy, insolvency, reorganization, moratorium, applicable equitable
principles or similar laws from time to time in effect affecting the enforcement
of creditors' rights generally. There is not under any of such leases or
agreements existing any default of the Company or, to the knowledge of the
Company and the Shareholders, of any of the other parties thereto (or event or
condition which, with notice or lapse of time, or both, would constitute a
default). Except as described in Exhibit 4.8.2, no consent of any other party to
                                 -------------
any of such leases or agreements to the consummation of the transactions
contemplated by this Agreement is required for any of such leases or agreements
to remain in full force and effect following the Closing.

          4.8.3 Operating Condition. All machinery and equipment owned or leased
                -------------------
by the Company and used in the conduct of the Company's business are in good
operating condition and state of repair, subject only to ordinary wear and tear
which is not such as to affect adversely the operation of the business as
presently conducted.

          4.8.4 No Notice of Violation. Except as described in Exhibit 4.8.4,
                ----------------------                         -------------
the Company has not received any notice of violation, and the Company and Green
do not otherwise have knowledge of violation, of any applicable zoning
regulation, ordinance or other law, regulation or requirement relating to any of
the Company's operations and properties, whether owned or leased, and there is
no such violation or grounds therefor which could adversely affect the business,
goodwill or financial condition of the Company or the operation of the business
as presently conducted.

     4.9  Accounts Receivable.
          -------------------

                                       17
<PAGE>

          4.9.1  All of the accounts receivable or client billings of the
Company shown on the Financial Statements or thereafter acquired (including, but
not limited to, the accounts receivable on the Closing Date Balance Sheet)
reflect actual transactions and the granting of credit to customers in a manner
consistent with the past practices of the Company, arose in the ordinary course
of business, and are not subject to offset or deduction.  All of the accounts
receivable of the Company reflected on the Closing Date Balance Sheet will be
collected (without recourse to any judicial proceedings), on or before the date
one (1) year after the Closing Date, at the aggregate gross recorded amounts
thereof.  There are no facts or circumstances known to the Company or Green
which would prevent the work-in-process of the Company from maturing in due
course into collectible accounts receivable.

          4.9.2  The Company has complete and correct copies of all instruments,
documents and agreements evidencing all of its accounts receivable and of all
instruments, documents or agreements creating security therefor.  Exhibit 4.9.2
                                                                  -------------
contains a complete and accurate list of all such instruments, documents and
agreements creating security for such accounts receivable.

     4.10 Absence of Changes. Since December 31, 1999, the Company has not,
          ------------------
except as specifically disclosed on Exhibit 4.10 attached hereto or with respect
                                    ------------
to the Excluded Assets:

          4.10.1  transferred, assigned or conveyed any of its assets or
business or entered into any transaction or incurred any liability or
obligation, other than in the ordinary course of its business and consistent
with past practice;

          4.10.2  suffered any material adverse change in its business,
operations, or financial condition or become aware of any event which may result
in any such adverse change, the effect of which has had or could have a material
adverse effect on the assets, business or financial condition of the Company;

          4.10.3  written off as uncollectible any notes or accounts receivable
or any portion thereof, other than in the ordinary course of business;

          4.10.4  suffered any destruction, damage or loss to property (casualty
or other), whether or not covered by insurance;

          4.10.5  suffered, permitted or incurred the imposition of any lien,
charge, encumbrance (which as used herein includes, without limitation, any
mortgage, deed of trust, conveyance to secure debt or security interest) or
claim upon any of its assets, except for any current year lien with respect to
personal taxes not yet past due;

          4.10.6  committed, suffered, permitted or incurred any default in any
material liability or obligation;

          4.10.7  made or agreed to any material adverse change in the terms of
any contract or instrument to which it is a party;

                                       18
<PAGE>

          4.10.8  waived, canceled, sold or otherwise disposed of, for less than
the face amount thereof, any material claim or right it has against others;

          4.10.9  (a) disposed of or permitted to lapse, or otherwise failed to
preserve then existing exclusive rights, if any, of the Company to use any (i)
patent, trademark, trademark registration, logo, assumed name, trade name,
copyright or copyright registration, or (ii) any patent, trademark, trade name
or copyright application, (b) disposed of or permitted to lapse any license,
permit or other form of authorization, or any trade name, or (c) disposed of or
disclosed to any Person any trade secret, formula or process;

          4.10.10  made any change in any method of accounting or accounting
practice;

          4.10.11  declared, promised or made any distribution or other payment
to any Shareholder (other than compensation payable in the ordinary course to
employees of the Company consistent with past practice), or issued any
additional shares or rights, options or calls with respect to its shares, or
redeemed, purchased or otherwise acquired any of its shares, or made any change
whatsoever in its capital structure;

          4.10.12  increased or changed, or agreed to increase or change, its
obligation for any payment for, any contribution or other amount to, or with
respect to, any employee benefit plan, or paid any bonus to, or granted any
increase in the compensation of, its directors, officers, agents or employees,
or made any increase in the pension, retirement or other benefits of its
directors, officers, agents or other employees;

          4.10.13  paid, loaned or advanced any amount to or in respect of, or
sold, transferred or leased any properties or assets (whether real, personal,
mixed, tangible or intangible) to, or entered into any agreement, arrangement or
transaction with, any Shareholder, any of the officers or directors of the
Company, or any affiliate or associate of any of them, or any business or entity
in which any Shareholder or the Company or any affiliate or associate of either
of them has any direct or indirect interest, except for compensation to the
officers and employees of the Company or any Shareholder at rates not exceeding
the rates of compensation in effect as of December 31, 1999;

          4.10.14  committed, suffered, permitted or incurred any transaction or
event which would increase its tax liability for any prior taxable year;

          4.10.15  entered into any lease of real property or material lease of
personal property;

          4.10.16  incurred any other liability or obligation or entered into
any transaction other than in the ordinary course of business;

                                       19
<PAGE>

          4.10.17  terminated or amended or suffered the termination or
amendment of, or failed to perform in all material respects all of its
obligations or suffered or permitted any default to exist under any contract,
lease, agreement or license;

          4.10.18  received any notice that any supplier or customer has taken
or contemplates any steps which could materially and adversely disrupt the
business relationship of the Company with said supplier or customer; or

          4.10.19  agreed, whether in writing or otherwise, to take any action
described in this Section 4.10.

     4.11 Litigation and Claims. Except as otherwise set forth in Exhibit 4.11
          ---------------------                                   ------------
hereto, there is no suit, action, proceeding, claim or investigation pending or
threatened against or affecting the Company. There exists no basis or grounds
for any such suit, action, proceeding, claim or investigation. None of the items
described in Exhibit 4.11, singly or in the aggregate, if pursued and/or
             ------------
resulting in a judgment or decision against the Company, would have a material
adverse effect on the assets, business, goodwill or financial condition of the
Company or the ability of any party to consummate the transactions contemplated
hereby.

     4.12 Licenses and Permits; Compliance With Law.
          -----------------------------------------

          4.12.1  The Company holds all licenses, certificates, permits,
franchises and rights from all appropriate foreign, domestic, federal, state,
county, municipal or other public authorities necessary for the conduct of its
business. Except as noted in Exhibit 4.12, the Company is not presently charged
                             ------------
with or, to the knowledge of the Company, under governmental investigation with
respect to, any actual or alleged violation of any statute, ordinance, rule or
regulation, or presently the subject of any pending or threatened adverse
proceeding by any regulatory authority having jurisdiction over its business,
properties or operations.  Except as set forth on Exhibit 4.12.1, neither the
                                                  --------------
execution nor delivery of this Agreement, nor the consummation of the
transactions contemplated hereby will result in the termination of any license,
certificate, permit, franchise or right held by the Company and all such
licenses, certificates, permits, franchises and rights will remain vested in and
inure to the benefit of AqSub after the consummation of the transactions
contemplated by this Agreement.

          4.12.2  Without limiting the generality of the foregoing Section
4.12.1, the Company has obtained all licenses, certificates, permits, franchises
and rights which are required under federal, foreign, state or local laws
relating to public health and safety, worker health and safety and pollution or
protection of the environment, including laws relating to emissions, discharges,
releases or threatened releases of pollutants, contaminants or hazardous or
toxic substances into ambient air, surface water, groundwater or land, or
otherwise relating to the manufacture, processing, distribution, use, treatment,
storage, disposal, transport or handling of pollutants, contaminants or
hazardous or toxic substances.  The Company is in compliance in all respects
with all terms and conditions of the required licenses, certificates, permits,
franchises and rights and is also in compliance in all respects with all other
limitations, restrictions,

                                       20
<PAGE>

conditions, standards, prohibitions, requirements, obligations, schedules and
timetables contained in any federal, foreign, state or local law or any rule,
regulation, code, plan, order, decree or judgment relating to public health and
safety, worker health and safety and pollution or protection of the environment.
Neither the Company nor Green has received notice or is otherwise aware that
certain facts, events or conditions, interfere with or prevent the Company's
continued compliance with, or give rise to any common law or legal liability
under any law or regulation related to, the manufacture, processing,
distribution, use, treatment, storage, disposal, transport, or handling, or the
emission, discharge, release or threatened release into the environment, of any
pollutant, contaminant or hazardous or toxic substance.

     4.13 Contracts, Etc. Exhibit 4.13 hereto consists of (a) a true, correct
          --------------  ------------
and complete list of all contracts, agreements and other instruments (including
insurance policies) to which the Company is a party other than the Excluded
Assets; provided, that no contract, agreement or instrument involving payments
        --------
or potential payments by the Company of less than $5,000 per year need be
disclosed ("Immaterial Contracts"), and; (b) a true, correct and complete set of
the standard forms used for Customer Agreements together with a description of
any material deviations from such standard forms, and a description of all
special pricing arrangements and rebate programs between the Company and its
customers. The Company has made available a true and complete copy of each such
contract, agreement or instrument, or a summary of oral agreements to which the
Company is a party, including the Customer Agreements. Except as specifically
set forth and in detail described in Exhibits 4.13, 4.14.2, 4.17 and 4.20 and
                                     -------------- ------  ----     ----
except for Immaterial Contracts, the Company is not a party or subject to,
whether oral or written, any of the following:

          4.13.1  any contract or commitment which requires services to be
provided or performed by the Company or which authorizes others to perform
services for, through or on behalf of the Company;

          4.13.2  any contract or commitment involving an obligation which
cannot be performed or terminated within thirty (30) days from the dates as of
which these representations are made;

          4.13.3  any lease, rental agreement or other contract or commitment
affecting the ownership or leasing of, title to or use of any interest in real
or personal property;

          4.13.4  any note receivable;

          4.13.5  any contract or commitment which is outside of the normal,
ordinary and usual requirements of its businesses;

          4.13.6  any franchise agreement;

                                       21
<PAGE>

          4.13.7  any employment contract or arrangement which is not terminable
by the Company within fourteen (14) days without payment of any amount for any
reason whatsoever, or for any continuing payment of any type or nature,
including, without limitation, any bonuses;

          4.13.8  any plan or other arrangement providing for life insurance,
disability insurance, medical insurance, dental insurance, pensions, stock
rights, distributions, options, deferred compensation, retirement payments,
profit sharing, medical reimbursements or other benefits for officers or other
employees except with respect to the Excluded Assets;

          4.13.9  any contract, agreement, understanding or arrangement
restricting the Company from carrying on its businesses anywhere in the world;

          4.13.10  any instrument or arrangement evidencing or related to
indebtedness for money borrowed or to be borrowed, whether directly or
indirectly, by way of purchase money obligation, guaranty, subordination,
conditional sale, lease-purchase, or otherwise;

          4.13.11  any contract with any labor organization;

          4.13.12  any policy of life, fire, liability, medical or other form of
insurance other than included in the Excluded Assets;

          4.13.13  any order or written approval of any federal, state or local
regulatory agency required to conduct the Business; or

          4.13.14  any contract or agreement, not of the type covered by any of
the other items of this Section 4.13, which is not in the ordinary course of
business or which has a material adverse impact on the Business or Assets.

     All of the contracts, agreements, policies of insurance or instruments
described in Exhibits 4.13, 4.14.2, 4.17 and 4.20 hereto are valid and binding
             -------------  ------  ----     ----
upon the Company and the other parties thereto, and are in full force and effect
and constitute legal, valid and binding obligations of the respective parties
thereto, enforceable in accordance with their respective terms, except as
enforceability may be limited by bankruptcy, insolvency, reorganization,
moratorium, applicable equitable principles or similar laws from time to time in
effect affecting the enforcement of creditors' rights generally, and the Company
has not, and to the best of the Company's and Green's knowledge, no other party
to any such contract, agreement or instrument has, breached any material
provision of, or is in default in any material respect (including any event or
condition which, with notice or lapse of time, or both, would constitute a
default) under, the terms thereof; and there are no existing facts or
circumstances known to the Company or any Shareholder which would prevent the
work in process of the Company or its contracts and agreements from maturing in
due course into collectible accounts receivable.  No consent of any other party
to any of such contracts, agreements or instruments to the consummation of the

                                       22
<PAGE>

transactions contemplated hereby is required for any of such contracts,
agreements or instruments to remain in full force and effect following the
Closing except as described in Exhibit 4.13.
                               ------------

     4.14 Computer Programs and Software.
          ------------------------------

          4.14.1  Exhibit 4.14.1 contains a true, correct and complete list of
                  --------------
all computer hardware ("Hardware") and software (including Proprietary Software)
("Software," and collectively with the Hardware, the "System") used in the
conduct of the Business of the Company.  Except as set forth on Exhibit 4.14.1,
                                                                --------------
the System and every severable component thereof performs in accordance with its
applicable documentation, if any, and is free of material defects in programming
and operation.  The Company has delivered (or made available) to Equifax
complete and accurate copies of all user and technical documentation related to
the System which are in their possession.

          4.14.2  No employee of the Company is, or is now expected to be, in
default under any term of any employment contract, agreement or arrangement
relating to the Proprietary Software or any noncompetition arrangement, or any
other contract or any restrictive covenant relating to the Proprietary Software
or its development or exploitation.  Except for the commercial computer software
applications, the Proprietary Software (and all prior versions, modifications,
and releases thereof) was developed by employees, consultants and independent
contractors of the Company (the "Developers"), and such Proprietary Software
does not include any intellectual property of any previous employer of such
Developer, except for commonly used types of commercial computer software
applications.  The Company has provided (or made available) to Purchaser all
employment contracts, independent contractor agreements, invention assignment
agreements, noncompete agreements and confidentiality agreements between the
Company, any affiliate of the Company, and/or any predecessor in interest of the
Company, on the one hand, and each Developer, on the other hand, (collectively,
the "Developer Agreements").  The Company has validly and effectively obtained
the right and license to use, copy, modify and distribute the commercial
computer software applications contained in the Proprietary Software from any
and all parties holding rights in such third-party programming and materials
(the "Licensors").  All right, title and interest in and to the Proprietary
Software is owned (free and clear of all liens, claims, charges of any
Developer, Licensor and/or third party) by the Company.  Notwithstanding any
failure to obtain fully executed Developer Agreements from any Developer, the
Company's development, use, licensing, sublicensing or exploitation of the
Proprietary Software does not violate any rights of any Developer or Licensor,
and neither the Shareholders nor the Company has received any communication
alleging such a violation.

          4.14.3  The software listed on Exhibit 4.14.1 is all of the computer
                                         --------------
software used, licensed or sublicensed by the Company in the conduct of its
business.  The Company does not have any obligation to compensate any person or
entity for the development, use, sale or exploitation of the Software nor has
the Company granted to any other person or entity any license, option or other
rights to develop, use, sell or exploit in any manner the Software, whether
requiring the payment of royalties or not.  The Company has not granted,
transferred or assigned any right or interest in the Software to any person or
entity.  There are no contracts, agreements,

                                       23
<PAGE>

licenses, or other commitments or arrangements in effect with respect to the
marketing, distribution, licensing or promotion of the Software by any
independent sales person, distributor, licensor, sublicensor or other remarketer
or sales organization.

          4.14.4  The Company, the Shareholders and their respective affiliates
have (i) made reasonable efforts to keep secret and have not disclosed the
source code for the Proprietary Software to any person or entity, other than the
disclosure thereof to certain employees, contractors and consultants of the
Company who are bound to keep such information confidential and (ii) made
adequate provision to preserve the proprietary nature of such source code.
There have been no patents applied for and no copyrights registered for any part
of the Proprietary Software.

          4.14.5  Except as disclosed in Exhibit 4.14.5, all right, title and
                                         --------------
interest in and to the data contained in the Data Warehouse is owned by the
Company, free and clear of all liens, claims, charges or encumbrances.  All data
contained in the Data Warehouse referenced in Exhibit 4.14.5 as being licensed
                                              --------------
to the Company has been licensed pursuant to valid license agreements and,
except as set forth in Exhibit 4.14.5, all royalties, license or other fees due
                       --------------
and payable thereunder have been paid.  The Company has all necessary and
required rights to license, use, sublicense and distribute the data contained in
the Data Warehouse and, in addition, use the System in the normal and ordinary
course off its business as currently conducted.

     4.15 Intellectual Property Matters. Exhibit 4.15 hereto sets forth a
          -----------------------------
complete, true and accurate list of all registered and non-registration or
common law: (a) patents, trademarks, service marks, design markets, copyrights,
trade names and brand names (or applications thereof) held by the Company or
used in the Company's Business, including all applicable registration or serial
numbers, countries and jurisdictions, dates of filing, grant, renewal and
expiration, mark, class and all other pertinent information (collectively,
"Marks"), and (b) all trade secrets, know-how, formulae, proprietary processes
and inventions used by the Company in the Business (collectively, the "Trade
Secrets", and together with the Marks and all other proprietary intellectual
property rights held by the Company, the "Intellectual Property"). Exhibit 4.15
                                                                   ------------
sets forth each world wide web domain name that is owned by the Company or the
Shareholders and which reflects a relationship to the Company's Business.
Exhibit 4.15 also sets forth each world wide web domain name that is owned by
- ------------
the Company and which does not reflect a relationship to the Company's Business
(in each case, such domain names also being included in the definition of
"Intellectual Property").

     Except as set forth on Exhibit 4.15 hereto:
                            ------------

          (a) The Company possesses unencumbered ownership or the valid right to
use (pursuant to valid license or other agreements) all the Intellectual
Property used in the operation of its Business; all license and other agreements
from third parties for the Company's use of any Intellectual Property are valid
and binding, in full force and effect and are not infringing or otherwise
violating any rights of third parties;

                                       24
<PAGE>

          (b) All registrations of Intellectual Property with governmental
authorities have been duly issued and have not been canceled, abandoned or
otherwise terminated; all renewals due through the Closing Date have been filed,
and all applications for registration of Intellectual Property have been duly
filed and are in process as of the Closing Date;

          (c) The Company is not infringing upon the Intellectual Property
rights of any other person or entity in any respect, and has not received any
notice of infringement upon or conflict with respect to Intellectual Property of
any other person or entity;

          (d) The Company has not received any notice challenging or questioning
the validity or effectiveness of any license or agreement held by the Company
with respect to any Intellectual Property;

          (e) The Company has not granted any other person or entity any rights
with respect to any of the Intellectual Property;

          (f) The Company has valid rights to sell and distribute each of the
products currently being sold and distributed by it, including without
limitation with respect to the programs and data received from third parties
which are included or embedded in such products pursuant to valid license
agreements;

          (g) To the knowledge of the Company and/or the Shareholders, no person
is using any intellectual property that is confusingly similar to, which
infringes upon, or which violates the Company's rights with respect to the
Intellectual Property; and

          (h) There are, and immediately after the Closing will be, no
restrictions or other limitations pursuant to any contracts or arrangements with
any party, or pursuant to any orders, decisions, injunctions, judgments, awards
or decrees of any governmental authority on the Company's right to own and use
exclusively the name and mark "Compliance Data Center" or "CDC" or any variation
thereof in the conduct of its business as presently conducted.

     4.16 Labor Matters. Within the last three (3) years, the Company has not
          -------------
been the subject of any union activity or labor dispute, nor has there been any
strike of any kind called, or threatened to be called against it, and it has not
violated any applicable federal or state law, rule or regulation relating to
labor or labor practices, including without limitation employment discrimination
laws relating to age, gender, ethnicity or minority status or sexual preference,
and is not a party to any collective bargaining agreement. The Company is not
bound by or subject to any labor agreement, union agreement or collective
bargaining agreement.

     4.17 ERISA and Related Matters.
          -------------------------

          4.17.1  The term "Plan" shall include each bonus, deferred
compensation, incentive compensation, stock purchase, stock option, severance or
termination pay,

                                       25
<PAGE>

hospitalization and other medical, life and other insurance pension or
retirement, profit sharing, stock appreciation rights, supplemental
unemployment, layoff, consulting, fringe benefit including, but not limited to,
vacation, paid holidays, personal leave, or any similar plan, program,
agreement, arrangement, payroll procedure, policy or understanding (other than
arrangements involving the timing of payment of wages) sponsored, maintained or
contributed to by the Company or by any trade or business, whether or not
incorporated, that together with the Company would be deemed a "single employer"
within the meaning of Section 4001(a)(14) of the Employee Retirement Income
Security Act of 1974, as amended, and the rules and regulations promulgated
thereunder ("ERISA") (an "ERISA Affiliate"), whether or not subject to the laws
of a country or jurisdiction other than the United States, for the benefit of
any current or former employee, director, or independent contractor of the
Company whether foreign or domestic and whether formal or informal and whether
legally binding or not with respect to which the Company or any ERISA Affiliate
has or may in the future have any liability or obligation to contribute or make
payments of any kind.

          4.17.2  Schedule 4.17 contains a true and complete list of each Plan.
                  -------------
The Company has heretofore made available to the Purchaser correct and complete
copies of each of the Plans.  The Assets are not subject to a Lien imposed under
ERISA or the Internal Revenue Code of 1986, as amended (the "Code"), with
respect to any Plan subject to ERISA.

          4.17.3  Neither the Company nor any ERISA Affiliate is contributing
to, is required to contribute to, or has contributed within the last six (6)
years to, any Multiemployer Plan, and neither the Company nor any ERISA
Affiliate has incurred within the last six (6) years, or reasonably expects to
incur, any "withdrawal liability," as defined under Section 4201 et seq. of
                                                                 -- ---
ERISA.

          4.17.4  Except as described in Schedule 4.17, with respect to each
                                         -------------
Plan: (i) no condition or event exists or is expected to occur that could
subject, directly or indirectly, the Company or any ERISA Affiliate to any
material liability, contingent or otherwise, or the imposition of any lien on
the assets of the Company or any ERISA Affiliate under the Code or Title IV of
ERISA whether to the Pension Benefit Guaranty Corporation, the Internal Revenue
Service, or any other person; and (ii) all contributions, premiums or payments
accrued, in whole or in part, under each Plan or with respect thereto as of the
Closing will be paid by the Company, on or prior to Closing or, if later, within
the time period permitted by ERISA and the Code.

          4.17.5  Except as disclosed on Schedule 4.17, neither the execution
                                         -------------
and delivery of this Agreement nor the consummation of the transactions
contemplated hereby will result in any material payment (including, without
limitation, severance, or unemployment compensation) becoming due to any
employee of the Company.

     4.18 Certain Payments. Neither the Company nor any officer, employee, agent
          ----------------
or affiliate of the Company, including, without limitation, Green, has, directly
or indirectly, given or agreed to give or solicited or received any gift, rebate
or similar benefit to any customer, supplier, governmental employee or other
Person which (i) might subject the Company or AqSub

                                       26
<PAGE>

to any damage or penalty in any civil, criminal or governmental litigation or
proceeding, (ii) if not given in the past might have had an adverse effect on
the assets, business or operation of the Company or (iii) if not continued in
the future might adversely affect the assets, business, operations or prospects
purchased by AqSub hereunder.

     4.19 Customers. Except as described in Exhibit 4.19, the Company has not
          ---------                         ------------
lost, during the past eighteen (18) months, any customer or group of related
customers or received notice of the possibility of any such loss, which
accounted for more than five percent (5%) of the aggregate fees received, or
products and services furnished by it during such period.

     4.20 Insurance. Except with respect to the Excluded Assets, Exhibit 4.20
          ---------                                              ------------
sets forth a complete and accurate list of all insurance contracts (and their
expiration dates), including all policies of fire, liability (including products
and environmental liability), workers' compensation, casualty, business
interruption and all other forms of insurance owned, held by or maintained by or
on behalf of the Company. Copies of all such insurance contracts have been
delivered to Equifax. All such contracts are valid, outstanding, and enforceable
policies, provide insurance coverage typical for the type of business engaged in
by the Company, and provide that they will remain in full force and effect
through at least the respective dates set forth in Exhibit 4.20 without payment
                                                   ------------
of additional premiums; and will not in any way be effected by, or terminate or
lapse by reason of the transactions contemplated by this Agreement. The
liability, workers' compensation and casualty insurance policies extend coverage
and insure the liability associated with each and every suit, action,
proceeding, claim or investigation listed on Exhibit 4.11. There presently are
                                             ------------
no claims outstanding, nor, to the best of the Company's knowledge, any basis
therefor, under any of the policies listed on Exhibit 4.13, except as disclosed
                                              ------------
on Exhibit 4.11. Attached as Exhibit 4.20 is a schedule setting forth the claims
   ------------              ------------
and loss history of the Company for the three (3) years prior to Closing under
all policies of worker's compensation insurance, employers' liability insurance,
general liability insurance and automobile liability insurance, property
insurance and errors and omissions insurance.

     4.21 Approvals. No filing or registration with, and no consent, approval,
          ---------
permit, authorization, license, certificate or order of any governmental
authority is required by any applicable law or by any applicable judgment, order
or decree or any applicable rule or regulation of any governmental authority to
permit the Company or Green to execute, deliver or perform this Agreement or any
document, instrument or agreement required to be executed by such party at or
prior to the Closing.

     4.22 Transactions with Affiliates. Except as described in Exhibit 4.22,
          ----------------------------                         ------------
since June 30, 2000, the Company has not purchased, leased or otherwise acquired
any property or assets or obtained any property or assets or obtained any
services from, or sold, leased or otherwise disposed of any property or assets
or provided services to (except with respect to remuneration for services
rendered as an officer or employee of the Company in the ordinary course), (i)
any employee of the Company, (ii) any Shareholder, (iii) any Person that is,
directly or indirectly, controlled by any Shareholder, or (iv) any member of the
immediate family of a Shareholder (for purposes of this Section 4.22, each such
Person is referred to as an "Affiliate"). Except as set

                                       27
<PAGE>

forth in Exhibit 4.22, (a) the contracts, instruments and agreements listed on
         ------------
Exhibit 4.13 do not include any obligation or commitment between the Company and
- ------------
any Affiliate, (b) the assets of the Company do not include any receivable or
other obligation from an Affiliate to the Company, and (c) the liabilities
reflected in the Financial Statements, and those on the books and records of the
Company as of the Closing Date, do not include any obligation or commitment of
any Affiliate.

     4.23 Environmental and Safety Matters. Except as set forth on Exhibit 4.23
          --------------------------------                         ------------
hereto: (i) the Company is and, without exception, has been in compliance with
all applicable Environmental Laws (as defined below) and all permits, licenses
and authorizations required thereunder for (a) the Leased Properties and any
properties owned or leased by the Company in the past, and (b) the conduct of
its business, (ii) no spill, release, disposal, burial or placement of any
material regulated under Environmental Laws (hereinafter "Hazardous Materials")
has occurred on, in, at, under or about any of the Company's past or present
property or facilities, and no other event has occurred or is pending or likely
to occur which could result in a material liability under Environmental Laws for
the Company or its predecessor(s) in interest. A complete list of all material
permits, licenses or other authorizations held by the Company pursuant to
Environmental Laws for the operation of the Leased Properties and the conduct of
the business of the Company, and the expiration date of each, is set forth on
Exhibit 4.23 hereto. The Company has made available to AqSub or its advisors or
- ------------
consultants true, complete and correct copies of all environmental reports,
analyses, tests or monitoring in the possession of or available to the Company
pertaining to any Leased Property or any other property owned or leased by the
Company in the past. Exhibit 4.23 contains a list of all the Property and other
                     ------------
facilities to which Hazardous Materials from the Company have been taken in the
past. As used in this Agreement, "Environmental Laws" shall mean all federal,
state or local laws, rules, regulations, ordinances or other similar standards
relating to protection of the environment and worker health and safety.

     4.24 Agreement Does Not Violate Other Instruments. Except as set forth on
          --------------------------------------------
Exhibit 4.24, the execution and delivery of this Agreement by the Company and
- ------------
the Shareholders do not, and the consummation of the transactions contemplated
hereby will not, violate any provision of the Articles of Incorporation, as
amended, or Bylaws, as amended, of the Company or violate or constitute an
occurrence of default under any provision of, or conflict with, or result in
acceleration of any obligation under, or give rise to a right by any party to
terminate its obligations under, any mortgage, deed of trust, conveyance to
secure debt, note, loan, lien, lease, agreement or instrument, or any order,
judgment, decree or other arrangement to which the Company is a party or by
which it is bound or its assets are affected.

     4.25 Exhibits. All Exhibits attached hereto are true, correct and complete.
          --------
Matters disclosed on each Exhibit shall be deemed disclosed only for purposes of
the matters to be disclosed in such Exhibit and shall not be deemed to be
disclosed for any other purpose, unless expressly provided therein. No statement
contained herein or in any certificate, Exhibit, document or other instrument
furnished to Equifax pursuant to the provisions hereof contains any

                                       28
<PAGE>

untrue statement of any material fact or omits to state a material fact
necessary in order to make the statement contained herein or therein not
misleading.

5.   COVENANTS, REPRESENTATIONS AND WARRANTIES OF THE SHAREHOLDERS.
     -------------------------------------------------------------

     Each Shareholder, severally but not jointly, represents and warrants to
Equifax and AqSub as follows:

     5.1  Authority. Such Shareholder is a trust duly organized, validly
          ---------
existing and in good standing under the laws of its jurisdiction of
incorporation, (b) the execution, delivery and performance by such Shareholder
of this Agreement and each and every agreement, document and instrument
contemplated hereby have been duly authorized and approved by all necessary
action on the part of such Shareholder, and (c) the execution and delivery by
such Shareholder of this Agreement and the other agreements, documents and
instruments contemplated hereby and the consummation of the transactions
contemplated hereby and thereby do not require the act or consent of any other
Person.

     5.2  Ownership of Shares. Such Shareholder owns, beneficially and of
          -------------------
record, each of the shares of Common Stock shown as being held by such
Shareholder on Exhibit 4.3 hereto, free and clear of all liens, claims, charges,
               -----------
security interests or other encumbrances of any type or nature whatsoever. Such
Shareholder does not own, beneficially or of record, either directly or
indirectly, more than one percent (1%) of the capital stock or other equity or
ownership or proprietary interest in any Person that is in competition with the
Company. There are no outstanding options, warrants, calls or commitments
granted by such Shareholder with respect to the shares of Common Stock shown as
being owned by such Shareholder on Exhibit 4.3 hereto.
                                   -----------

    5.3  Agreement Does Not Violate Other Instruments. The execution and
         --------------------------------------------
delivery of this Agreement and the other documents, instruments and agreements
contemplated hereby by such Shareholder do not, and the consummation of the
transactions contemplated hereby will not, violate or constitute an occurrence
of default under any provision of, or conflict with, or result in any
acceleration of any obligation under, or give rise to a right by any party to
terminate its obligations under, any mortgage, deed of trust, conveyance to
secure debt, note, loan, lien, lease, agreement or instrument, or any order,
judgment, decree or other arrangement to which either the Company or such
Shareholder is a party or by which any such party is bound or their assets
affected. No Shareholder is a party to any contract or obligation whereby there
has been granted to any person an absolute or contingent right to purchase,
obtain or acquire any rights in any of the Assets or Business, except with
respect to the Excluded Assets.

     5.4  Litigation and Claims. Except as otherwise set forth on Exhibit 5.4
          ---------------------                                   -----------
hereto, there is no suit, action, proceeding, claim or investigation pending or
the knowledge of such Shareholder, threatened against or affecting such
Shareholder which would have a material adverse effect on the assets, business
or financial condition of such Shareholder or the Company or the ability of such
Shareholder to consummate the transactions contemplated hereby.

                                       29
<PAGE>

     5.5  Certain Payments. The Shareholders and their Affiliates, directly or
          ----------------
indirectly, have not given or agreed to give or solicited or received any gift,
rebate or similar benefit to any customer, supplier, governmental employee or
other Person which might subject the Company or AqSub to any damage or penalty
in any civil, criminal or governmental litigation or proceeding, (i) if not
given in the past might have had an adverse effect on the Assets, Business or
operation of the Company, or (ii) if not continued in the future might adversely
effect the Assets, Business, operations or prospects of the Company.

     5.6  Intentionally Omitted.
          ---------------------

     5.7  Company Representations. To the best knowledge of each Shareholder,
          -----------------------
the representations and warranties of the Company contained in Section 4 hereof
are true and correct in all respects.

6.   REPRESENTATIONS AND WARRANTIES OF EQUIFAX AND AQSUB.
     ---------------------------------------------------

     Equifax and AqSub, jointly and severally, represent and warrant to the
Company as follows, and Equifax represents and warrants to Company only as to
Section 6.2 and 6.3 with respect to itself):

     6.1  Organization and Standing. Equifax and AqSub are corporations duly
          -------------------------
organized, validly existing and in good standing under the laws of the State of
Georgia.

     6.2  Corporate Power and Authority. Equifax and AqSub have the full
          -----------------------------
corporate power and authority to execute and deliver this Agreement, to perform
hereunder, and to consummate the transactions contemplated hereby without the
necessity of any act, approval or consent of any other person or entity
whomsoever. The execution, delivery and performance by Equifax and AqSub of this
Agreement and each and every agreement, document and instrument provided for
herein have been duly authorized and approved by the Board of Directors of
Equifax and AqSub, and the Executive Committee of Equifax. This Agreement, and
each and every other agreement, document and instrument to be executed,
delivered and performed in connection herewith constitute or will, when executed
and delivered, constitute the valid and binding obligations of Equifax and AqSub
enforceable against it in accordance with their terms, except as enforceability
may be limited by bankruptcy, insolvency, reorganization, moratorium, applicable
equitable principles, or similar laws from time to time in effect affecting the
enforcement of creditors' rights generally.

     6.3  Agreement Does Not Violate Other Instruments. The execution and
          --------------------------------------------
delivery of this Agreement by Equifax and AqSub does not, and the consummation
of the transactions contemplated hereby will not, violate any provisions of the
Articles of Incorporation, as amended, or Bylaws, as amended, of Equifax or
AqSub or violate or constitute an occurrence of default under any provision of,
or conflict with, result in acceleration of any obligation under, or give rise
to a right by any party to terminate its obligations under, any mortgage, deed
of trust, conveyance to secure debt, note, loan, lien, lease, agreement,
instrument, or any order, judgment,

                                       30
<PAGE>

decree or other arrangement to which it is a party or by which it is bound or
its assets are affected.

     6.4  Stock Will be Validly Issued. Upon consummation of the Transaction as
          ----------------------------
herein contemplated and satisfaction of all other terms and conditions hereof,
the shares of Equifax Common Stock to be issued to the Company pursuant hereto
will be duly authorized, validly issued and outstanding, fully paid and
nonassessable.

     6.5  Statements True and Correct. No statement contained herein or in any
          ---------------------------
certificate, Exhibit, document or other instrument furnished to the Company or
the Shareholders pursuant to the provisions hereof concerning Equifax or AqSub
contains any untrue statement of any material fact or omits to state a material
fact necessary in order to make the statement contained herein or therein not
misleading.

     6.6  Filings True and Correct. As of their respective dates, Equifax's (i)
          ------------------------
Annual Reports on Form 10-K for the years ended December 31, 1999 and December
31, 1998 as filed with the SEC, (ii) proxy statements relating to all of
Equifax's meetings of stockholders (whether annual or special) since October 13,
1998 and (iii) all other reports, statements and registration statements
(including Quarterly Reports on Form 10-Q and current Reports on Form 8-K) filed
by Equifax since October 13, 1998, including all exhibits and schedules thereto
and documents incorporated by reference therein (together, the "SEC Filings")
did not contain any untrue statement of a material fact required to be stated
therein or necessary to make the statements therein, in light of the
circumstances under which they were made, not misleading. Since October 13,
1998, no event has occurred that would require the filing of a Current Report on
Form 8-K that has not been filed or otherwise disclosed in the SEC Filings.

7.   ADDITIONAL AGREEMENTS OF THE PARTIES.
     ------------------------------------

     7.1  Key Employees. The Company and each Shareholder agrees to use its best
          -------------
efforts to induce the Key Employees to execute employment agreements in the form
of Exhibit 7.1(b) hereto (the "Employment Agreements").

     7.2  Intentionally Omitted.
          ---------------------

     7.3  Covenant Not to Compete. Each of the Shareholders agrees to execute
          -----------------------
and deliver at the Closing a Covenant Not to Compete Agreement in the form of
Exhibit 3.12 hereto.
- ------------

     7.4  Consulting Agreement. At the Closing, Green agrees to execute and
          --------------------
deliver a Consulting Agreement in the form of Exhibit 2.2.6 hereto.
                                              -------------

     7.5  Escrow Agreement. Each of the Shareholders hereby agrees at the
          ----------------
Closing to deliver an executed Escrow Agreement in the form of Exhibit 7.5
                                                               -----------
hereto.

     7.6  Cooperation With Respect to Approvals. Equifax, AqSub, the Company and
          -------------------------------------
the Shareholders will cooperate in all respects in connection with (i) securing
any nongovernmental

                                       31
<PAGE>

approvals, consents and waivers of third parties necessary for the consummation
of the transactions contemplated hereby and (ii) giving notices to any
governmental authority, or securing the permission, approval, determination,
consent or waiver of any governmental authority, required by law in connection
with the transactions contemplated hereby.

     7.7  Employees Matters.
          -----------------

          7.7.1  All employees of the Company (including, but not limited to the
Key Employees) shall be transferred to AqSub, subject to the transferred
employees meeting the standard employment criteria of Equifax and its Affiliates
(the "Transferred Employees"), and the Company and the Shareholders shall use
their reasonable best efforts to assist Equifax in obtaining the employment of
the Transferred Employees.

          7.7.2  The Transferred Employees shall be eligible for and to
participate in the benefits of Equifax as offered to employees of Equifax in
such similar position as the Transferred Employee, provided, however, that if
Equifax should so request, the Company shall cooperate as necessary to permit
Equifax to continue to provide all or certain of the Company's welfare benefit
plans for the Transferred Employees for a period beginning on the Closing and
ending no earlier than December 31, 2000.  Each Transferred Employee further is
eligible to receive credit for his or her length of service with the Company for
such benefits plans of Equifax that are similar to those of the Company to which
the Transferred Employee was a participant prior to and on the Closing Date.  In
no event shall the provisions of the previous sentence apply to (i) Equifax Inc.
U.S. Retirement Income Plan and (ii) Equifax Inc. Severance Plan for Salaried
Employees.

     7.8  Certain Tax Matters. The Company and the Shareholders, jointly and
          -------------------
severally, shall be responsible for the payment of and shall pay all federal,
state, local or foreign taxes of the Company due any taxing authority with
respect to all periods up to and including the Closing Date and periods after
the Closing Date.

8.   CONDITIONS PRECEDENT TO OBLIGATIONS OF EQUIFAX AND AQSUB.
     --------------------------------------------------------

     The obligations of Equifax and AqSub to consummate the transactions
contemplated by this Agreement shall be subject to the satisfaction, on or
before the Closing Date, of each and every one of the following conditions, all
or any of which may be waived in writing, in whole or in part, by Equifax and
AqSub for purposes of consummating such transactions, but without prejudice to
any other right or remedy which Equifax may have hereunder as a result of any
misrepresentations by, or breach of any covenant or warranty of any Shareholder
or the Company contained in this Agreement or any other certificate or
instrument furnished by any Shareholder or the Company hereunder:

     8.1  Representations True at Closing. The representations and warranties
          -------------------------------
made by the Shareholders and the Company in this Agreement, the Exhibits hereto
or any document or instrument delivered to Equifax or its representatives
hereunder shall be true and correct in all

                                       32
<PAGE>

material respects on the Closing Date hereunder with the same force and effect
as though such representations and warranties had been made on and as of such
time (except for changes contemplated by this Agreement or occurring in the
ordinary course of business which do not singly or in the aggregate have a
material adverse effect on the business, operations or financial condition of
the Company).

     8.2  Covenants of the Shareholders and the Company. The Shareholders and
          ---------------------------------------------
the Company shall have duly performed all of the covenants, acts and
undertakings to be performed by them on or prior to the Closing Date and they
shall deliver to Equifax certificates dated as of the Closing Date certifying to
the fulfillment of this condition and the condition set forth in Section 8.1
hereof. Such certificates shall be deemed representations and warranties of the
Shareholders and the Company hereunder.

     8.3  No Injunction Etc. No action, proceeding, investigation, regulation or
          -----------------
legislation shall have been instituted, threatened or proposed before any court,
governmental agency or legislative body to enjoin, restrain, prohibit, or obtain
substantial damages in respect of, or which is related to, or arises out of,
this Agreement or the consummation of the transactions contemplated hereby, or
which is related to or arises out of the business of the Company or the
Shareholders, if such action, proceeding, investigation, regulation or
legislation, in the judgment of Equifax, would make it inadvisable to consummate
such transactions.

     8.4  Opinion of Counsel. A favorable opinion of Bryan Cave LLP and Walther,
          ------------------
Key, Maupin, Oats, Cox, Klaich & Legoy, counsel for the Shareholders and the
Company, shall have been delivered to Equifax, dated as of the Closing Date,
substantially in form and substance of the opinion attached hereto as Exhibit
                                                                      -------
8.4.
- ---

     8.5  Consents and Waivers. Equifax shall have received from the
          --------------------
Shareholders and the Company a true and correct copy of each consent and waiver
required (a) in Section 2.7 hereof, or (b) for the execution and delivery of
this Agreement and the consummation of the transactions contemplated hereby.

     8.6  Regulatory Approvals. The execution and the delivery of this Agreement
          --------------------
and the consummation of the transactions contemplated hereby shall have been
approved by all regulatory authorities whose approvals are required by law.

     8.7  Absence of Adverse Changes. Since June 30, 2000, the Company shall not
          --------------------------
have suffered (a) any change in its financial condition, business, properties or
assets which singly or in the aggregate adversely affects the business, assets,
operations or financial condition of the Company, or (b) any transaction or
event described in Section 4.10 hereof, and the President of the Company shall
deliver to Equifax a certificate to such effect.

     8.8  Cash and Working Capital. On the Closing Date, the Assets shall
          ------------------------
include cash of an amount not less than Two Hundred Eighty Thousand Dollars
($280,000) and Working Capital with an aggregate value of not less than Seven
Hundred Thousand Dollars ($700,000).

                                       33
<PAGE>

     8.9  Intentionally Omitted.
          ---------------------

     8.10 Key Employees. Equifax and the Key Employees shall have executed and
          -------------
delivered the Employment Agreements.

9.   CONDITIONS PRECEDENT TO THE OBLIGATIONS OF THE COMPANY AND THE
     --------------------------------------------------------------
     SHAREHOLDERS.
     ------------

     The obligations of the Company and the Shareholders to consummate the
transactions contemplated by this Agreement shall be subject to the
satisfaction, on or before the Closing Date, of each and every one of the
following conditions, all or any of which may be waived, in whole or in part, by
the Company and the Shareholders but without prejudice to any other right or
remedy which the Company and the Shareholders may have hereunder as a result of
any misrepresentation by, or breach of any covenant or warranty of Equifax or
AqSub contained in this Agreement, or any certificate or instrument furnished by
it hereunder:

     9.1  Representations True at Closing. The representations and warranties
          -------------------------------
made by Equifax and AqSub in this Agreement or any document or instrument
delivered to the Shareholders or their representatives hereunder shall be true
and correct in all material respects on the Closing Date hereunder with the same
force and effect as though such representations and warranties had been made on
and as of such date, except for changes contemplated by this Agreement.

     9.2  Covenants of Equifax. Equifax and AqSub shall have duly performed all
          --------------------
of the covenants, acts and undertakings to be performed by it on or prior to the
Closing Date, and a duly authorized officer of Equifax shall deliver to the
Shareholders a certificate dated as of the Closing Date certifying to the
fulfillment of this condition and the condition set forth under Section 9.1
above. Said certificate shall be deemed a representation and warranty of Equifax
hereunder.

     9.3  Approvals. The execution and the delivery of this Agreement and the
          ---------
consummation of the transactions contemplated hereby shall have been approved by
all regulatory authorities whose approvals are required by law and all third
party consents and approvals have been obtained.

     9.4  Opinion of Counsel. A favorable opinion of Hunton & Williams, counsel
          ------------------
for Equifax and AqSub, shall have been delivered to the Company and the
Shareholders, dated as of the Closing Date, substantially in form and substance
of the opinion attached hereto as Exhibit 9.4.
                                  -----------

     9.5  Key Employees. Equifax and the Key Employees shall have executed and
          -------------
delivered the Employment Agreements.

                                       34
<PAGE>

     9.6  No Stop Trade or Delisting of Equifax Common Stock. The Securities and
          --------------------------------------------------
Exchange Commission shall not have issued a stop transfer order affecting the
Equifax Common Stock nor shall the NYSE have delisted the Equifax Common Stock.

10.  CLOSING.
     -------

     10.1 Time and Place of Closing. The Closing shall be held at the offices of
          -------------------------
Hunton & Williams, 600 Peachtree Street, N.E., Suite 4100, Atlanta, Georgia
30308, commencing at 10:00 a.m. local time, unless another place or date is
agreed to in writing by the Company, the Shareholders, Equifax and AqSub, but in
no event will the Closing be held later than October 31, 2000, after which this
Agreement may be terminated as provided in Article 12.

     10.2 Transactions at Closing. At the Closing, each of the following
          -----------------------
transactions shall occur:

          10.2.1  The Company's and the Shareholders' Performance. At the
                  -----------------------------------------------
Closing, the Company and the Shareholders shall deliver to Equifax, the
following:

          (a) such good and sufficient bills of sale, licenses, assignments and
other good and sufficient instruments of sale, conveyance, transfer and
assignment as shall be required or as may be appropriate in order to vest
effectively in AqSub good and marketable title to the Assets free and clear of
all Liens other than the Assumed Liabilities;

          (b) certificates of compliance or certificates of good standing of the
Company as of the most recent practicable date from the Secretary of State of
the State of Nevada, or other appropriate governmental authority;

          (c) certified copies of the resolutions of the Board of Directors of
the Company approving the transactions set forth in this Agreement;

          (d) opinion of counsel for the Shareholders and the Company in the
form of Exhibit 8.4;
        -----------

          (e) the Covenant Not to Compete to be delivered by each of the
Shareholders, as contemplated by Section 3.12;

          (f) incumbency certificates from the officers of the Company executing
this Agreement or any agreement delivered ancillary hereto;

          (g) satisfactory evidence of approvals described in Section 3.5;

          (h) executed Escrow Agreement for the Shareholders in the form of
Exhibit 7.5 hereto, as contemplated by Section 7.5 hereof;
- -----------

                                       35
<PAGE>

          (i) executed Consulting Agreement in the form of Exhibit 2.2.6,
                                                           -------------
hereof, as contemplated by Section 2.3.4 hereof;

          (j) the investment letter and investment questionnaire to be delivered
by each of the Shareholders, as contemplated by Section 3.11; and

          (k) such other evidence of the performance of all covenants and
satisfaction of all conditions required of the Company and the Shareholders by
this Agreement, at or prior to the Closing, as Equifax or its counsel may
reasonably require.

          10.2.2  Performance by Equifax and AqSub. At the Closing, Equifax and
                  --------------------------------
AqSub shall deliver to the Shareholders, the following:

          (a) certificates of Equifax Common Stock, duly issued, to the Company,
as contemplated by Section 2.2.1 hereof (less the Escrowed Amount);

          (b) cash, by certified check or wire transfer, payable to the Company
for an amount equal to the Cash Consideration;

          (c) satisfactory evidence of the approvals;

          (d) certified copies of resolutions of the Board of Directors of AqSub
and the Executive Committee of Equifax approving the transactions set forth in
this Agreement;

          (e) incumbency certificate for the officers of Equifax and AqSub
executing this Agreement and any agreement delivered ancillary hereto;

          (f) executed Escrow Agreement in the form of Exhibit 7.5 hereto, as
contemplated by Section 7.5 hereof; and

          (g) such other evidence of all covenants and satisfaction of all
conditions required of Equifax or AqSub by this Agreement, as the Shareholders
or their counsel may reasonably require.

          10.2.3  Escrow. At the Closing, the Company shall deliver to the
                  ------
Escrow Agent the Escrowed Amount.

          10.2.4  Key Employees. At the Closing, Equifax and the Key Employees
                  -------------
shall execute and deliver the Employment Agreements.

11.  SURVIVAL OF REPRESENTATION AND WARRANTIES; INDEMNIFICATION.
     ----------------------------------------------------------

     11.1 Survival of Representations and Warranties of the Shareholders and
          ------------------------------------------------------------------
the Company; Indemnification.
- ----------------------------

                                       36
<PAGE>

          11.1.1  All representations and warranties by the Shareholders and the
Company in this Agreement, the Exhibits hereto, or in any document or instrument
executed and delivered pursuant hereto are material, have been relied upon by
Equifax and AqSub, shall survive the Closing hereunder and shall not merge in
the performance of any obligation by any party hereto.  Any examination,
inspection or audit of the properties, financial condition or other matters of
the Company and its business conducted by Equifax or on its behalf on or prior
to the Closing Date shall in no way limit, affect or impair the ability of
Equifax and AqSub to rely upon the representations, warranties, covenants and
obligations of the Shareholders and the Company set forth herein.

          11.1.2  Subject to Section 11.4 hereof, each Shareholder and the
Company, jointly and severally, hereby agrees to indemnify and hold Equifax and
AqSub harmless from and against all liability, loss, damage, or injury and all
reasonable costs and expenses (including reasonable counsel fees and costs of
any investigation or suit related thereto) arising from (i) any
misrepresentation, or breach of any covenant or warranty of the Company
contained in this Agreement or the Exhibits hereto, or from any
misrepresentation in or omission from any certificate or other instrument
furnished or to be furnished by the Company hereunder; (ii) any claim for
workers' compensation that relates to an occurrence prior to Closing, to the
extent not covered by insurance maintained by the Company prior to Closing;
(iii) the assertion by any taxing authority against the Assets, the Business,
Equifax or AqSub of any liability for taxes, assessments, fees, charges,
additions to tax, interest or penalties, federal, state, local, foreign or other
relating to the Company for any period or relating to the Assets for a period or
event prior to and through the Closing Date, or the imposition of any lien or
other encumbrance arising therefrom against the Assets or the Business or which
attach thereto; (iv) any suit, action, proceeding, claim or investigation,
pending or threatened, or which may be filed in the future, which relates to the
operations of the Company prior to the Closing or the Company's officers,
directors, employees or affiliates prior to the Closing, including, but not
limited to, the development, maintenance, use, licensing, sublicensing,
exploitation or distribution of the System, Data Warehouse or any component
thereof, regardless of whether it is disclosed on Exhibits 4.11,  4.12, 4.14.1,
                                                  -------- ----   ----  ------
4.14.2, 4.14.3, 4.14.4 or 4.14.5 hereto; (v) any suit, action, proceeding, claim
- ------  ------  ------    ------
or investigation arising from any claim by or on behalf of any party of any
direct, equitable or beneficial interest in the Company; (vi) any claim for a
debt, obligation or liability of the Company or any Shareholder which is not
specifically assumed by AqSub; (vii) the Company's failure to conduct its
business so as to comply in all respects with any and all applicable foreign,
domestic, federal, state and local laws, statures, ordinances, rules,
regulations, and orders of any governmental agency, including, without
limitation, the Fair Credit Reporting Act and the Gramm Leach Bliley Act, both
as amended through the date hereof, and any state laws similar to such acts;
(viii) any suit, action, proceeding or claim made or instituted by Auricom
Corporation ("Auricom") or any affiliate, agent or owner of Auricom as a result
of or relating to the termination by the Company of any contract, agreement or
arrangement between Auricom, its affiliates, agents or owners, on the one hand,
and the Company, on the other hand, including, without limitation, that certain
Agreement, dated as of January 8, 1991, by and between Auricom and the Company,
regardless of whether such suit, action, proceeding or claim

                                       37
<PAGE>

is based on AqSub or Equifax tortuously interfering with Auricom's contractual
relations; or (ix) any claim or right, or any alleged claim or right, of third
persons by virtue of application of bulk sales laws, laws relating to sales and
use taxes or otherwise which may be asserted against any of the Assets in
connection with the transactions contemplated by this Agreement.

          11.1.3  Subject to Section 11.4, each Shareholder and the Company,
severally and not jointly, hereby agrees to indemnify and hold Equifax and AqSub
harmless from and against all liability, loss, damage, or injury and all
reasonable costs and expenses (including reasonable counsel fees and costs of
any investigation or suit related thereto) arising from any misrepresentation,
or breach of any covenant or warranty of such Shareholder or the Company
contained in this Agreement or the Exhibits hereto, or from any
misrepresentation in or omission from any certificate or other instrument
furnished or to be furnished by such Shareholder or the Company hereunder.

     11.2 Survival of Representations and Warranties of Equifax and AqSub;
          ----------------------------------------------------------------
Indemnification. All representations, warranties, agreements, covenants and
- ---------------
obligations made or undertaken by Equifax and AqSub in this Agreement or in any
document or instrument executed and delivered pursuant hereto are material, have
been relied upon by the Shareholders, shall survive the Closing and shall not
merge in the performance of any obligation by any party hereto. Subject to
Section 11.4 hereof, Equifax (with respect to its misrepresentations and
breaches only), and AqSub agree to indemnify and hold the Shareholders harmless
from and against all liability, loss, damage or injury and all reasonable costs
and expenses (including reasonable counsel fees and costs of any suit related
thereto) suffered or incurred by the Shareholders arising from any
misrepresentations, or breach of any covenant or warranty of Equifax (with
respect to its misrepresentations and breaches only), Equifax or AqSub contained
in this Agreement or the Exhibits hereto, or from any misrepresentation in or
omission from any certificate or other instrument furnished or to be furnished
by Equifax (with respect to its misrepresentation or omission only), or AqSub
hereunder.

     11.3  Indemnification Procedure.
           -------------------------

           11.3.1  Any party entitled to indemnification hereunder (the
"Indemnified Party") shall notify the party obliged to indemnify (the
"Indemnifying Party") promptly after it becomes aware of any suit, claim,
action, proceeding, arbitration or investigation (each, an "Action") as to which
indemnity may be sought.  In the event that the Indemnifying Party acknowledges
in writing its indemnification obligation with respect to any such Action, the
Indemnifying Party shall be entitled, at its expense, to control the defense of
such Action; provided, however, that (i) counsel for the Indemnifying Party must
             --------  -------
be approved by the Indemnified Party (which approval shall not be unreasonably
withheld), and (ii) the Indemnified Party may also participate in such defense
at its own expense; provided, further, that an Indemnifying Party shall not be
                    --------  -------
entitled to assume the defense or control of any Action if:  (v) the Indemnified
Party agrees, in writing, to assume the cost of such Action and forgo any
indemnity claimed under this Article 11, (w) in the opinion of legal counsel for
the Indemnified Party, such Action involves the potential imposition of a
criminal liability on the Indemnified Party, its officers, directors, employees
or agents, (x) in

                                       38
<PAGE>

the opinion of legal counsel for the Indemnified Party, an actual or potential
conflict of interest exists where it is advisable for such Indemnified Party to
be represented by separate counsel, (y) with respect to AqSub only, failure to
stay the enforcement of such Action will result in the imminent risk of sale,
forfeiture or loss of the Assets or any material portion thereof or a material
disruption in the operation of the business purchased by AqSub pursuant to this
Agreement, or (z) with respect to AqSub only, such Action results in the
creation of any lien on the Assets or any portion thereof unless the
Indemnifying Party shall have filed with the court an appropriate security bond
securing payment of any such lien and all costs associated therewith; provided,
                                                                      --------
however, with respect to clauses (x) and (y) in this Section 11.3.1, the
- -------
Indemnified Party shall conduct the defense of the Action in a manner, in the
Indemnified Party's reasonable good faith judgment, reasonably designed to avoid
or minimize potential damages for which the Indemnifying Party will ultimately
be responsible for hereunder. In the circumstances described in the foregoing
subsections 11.3.1(v) through (z), (I) the Indemnified Party shall provide
notice to the Indemnifying Party of the assumption of the defense by the
Indemnified Party and shall be entitled to control and assume responsibility for
the defense of such Action, at the cost and expense of the Indemnifying Party;
(II) the Indemnifying Party may, in any event, participate in all such
proceedings at its own cost and expense; and (III) the Indemnified Party will
provide copies of pleadings and other documents necessary to permit the
Indemnifying Party to participate in such proceedings or to follow the course of
such proceedings.

          11.3.2  The failure of the Indemnified Party to give notice as
provided herein shall relieve the Indemnifying Party of any obligation under
this Article 11 only if and to the extent that such failure materially
prejudices the ability of the Indemnifying Party to defend such action.

          11.3.3  In the defense of any such Action, regardless of who is in
control thereof, the controlling party shall not, except with the prior written
consent of the non-controlling party, consent to entry of any judgment or enter
into any settlement, which consent of the non-controlling party will not be
unreasonably withheld provided such judgment or settlement includes as an
unconditional term thereof the giving by the claimant or plaintiff to the non-
controlling party of a release from liability with respect to such claim or
litigation and, in the case of indemnification under Section 11.1 hereof, would
not result in a material impairment of AqSub's ability to conduct the business
of the Company in the ordinary course.

          11.3.4  In the defense of any such Action, regardless of who is in
control thereof, the Indemnifying Party and the Indemnified Party shall
cooperate fully with each other, and shall cause their legal counsel,
accountants and affiliates to do so, and shall make available to the other party
all relevant books, records and information (in such party's control) during
normal business hours, and shall furnish to each other, at the Indemnifying
Party's expense, such other assistance as the other party may reasonably require
in connection with such defense.

     11.4 Limits on Indemnification Obligation. Notwithstanding anything in
          ------------------------------------
Sections 11.1 or 11.2 to the contrary or in conflict:

                                       39
<PAGE>

          11.4.1  Subject to the applicable statutes of limitation, a claim for
indemnification by AqSub may be made at any time based on the representations
and warranties contained in Sections 4.1, 4.2, 4.3, 4.4, 4.6, 4.7, 4.11, 4.12,
4.14.2, 4.17, 4.18, 4.22, 5.1 and 5.2 (collectively, "Type I Claims").  Except
for Type I Claims, a claim for indemnification by AqSub under this Agreement
shall be forever barred unless made by notifying the Company and the
Shareholders within two (2) years after the Closing Date.

          11.4.2  Except on account of Type I Claims, fraud or matters described
in items (iii), (vi), (vii) or (viii) of Section 11.1.2 (for which the Basket
shall not apply), neither the Company and the Shareholders, on the one hand, nor
AqSub and Equifax, on the other hand, shall be liable under the indemnity
provisions of Section 11.1 or Section 11.2, as applicable, in any instance until
such time as the aggregate liability under such section exceeds $125,000 (the
"Basket"), in which event the Company, Shareholders, Equifax or AqSub, as is
applicable, shall be liable only to the extent such liability exceeds the
Basket.

          11.4.3  Except on account of Type I Claims, fraud or matters described
in items (iii), (vi), (vii) or (viii) of Section 11.1.2 (for which there shall
be no limit on liability), in no event shall the liability of the Company and
Green Trust under Section 11.1 exceed, in the aggregate, Six Million Two Hundred
Fifty Thousand Dollars ($6,250,000).  Except on account of fraud or matters
described in items (iii), (vi) or (vii) of Section 11.1.2 (for which there shall
be no limit on liability), in no event shall the liability of Tanner Trust under
Section 11.1 exceed, in the aggregate, Two Million Dollars ($2,000,000).  Except
on account of fraud, in no event shall the liability of Equifax and AqSub under
Section 11.2 exceed, in the aggregate, Eight Million Two Hundred Fifty Thousand
Dollars ($8,250,000).

     11.5 Escrow First. Except as otherwise set forth in this Agreement, Equifax
          ------------
and AqSub agree to proceed against the Escrowed Amount prior to seeking
indemnification from the Company or the Shareholders.

     11.6  Guaranty.
           --------

          11.6.1  In consideration of the execution and delivery by Equifax and
AqSub of this Agreement and the purchase of the Assets by AqSub hereunder,
Tanner (as to the obligations of the Tanner Trust only) and Green (as to the
obligations of the Green Trust only), as primary obligor and not as surety
merely, hereby guarantee absolutely and unconditionally to Equifax and AqSub the
due and punctual payment, when and as due, and performance of all obligations of
the Tanner Trust or the Green Trust, as the case may be, under this Agreement,
including, but not limited to, the indemnification obligations of the Tanner
Trust or the Green Trust, as the case may be, under Article 11 hereof, whether
now existing or hereafter arising (hereinafter referred to as the "Guaranteed
Obligations"), and agree to pay any and all expenses (including, but not limited
to, reasonable legal fees and disbursements) which may be incurred by Equifax
and/or AqSub in enforcing its rights under this Guaranty.  The liability of the
Guarantors under this Guaranty is primary, unlimited and unconditional, and
shall be effective regardless of the solvency or insolvency of the Tanner Trust
or the Green Trust, as the case may be, at any time,

                                       40
<PAGE>

the extension or modification of any of the Guaranteed Obligations by operation
of law or the subsequent dissolution, winding up or termination of the Tanner
Trust or the Green Trust, as the case may be, or any change in their nature or
ownership. Tanner (as to the Tanner Trust only) and Green (as to the Green Trust
only) acknowledge, agree and confirm that this is a guaranty of payment and not
of collection only and that demand for payment may be made hereunder on any
number of occasions in the amount of all or any portion of the Guaranteed
Obligations then due and no single demand shall exhaust the rights of Equifax
and/or AqSub hereunder.

          11.6.2  Payment by Guarantor.  If the Shareholders shall fail to pay,
                  --------------------
when due and payable, any Guaranteed Obligation, Green (as to the Green Trust)
and Tanner (as to the Tanner Trust), as the case may be, will, without demand or
notice, immediately pay the same to Equifax and/or AqSub.  All payments by Green
and/or Tanner under this section shall be made without any setoff, counterclaim
or deduction whatsoever, and in the same currency and funds as are required to
be paid by the Shareholders.

          11.6.3  Waiver.  Green (as to the obligations of the Green Trust) and
                  ------
Tanner (as to the obligations of the Tanner Trust) waive without any requirement
of any notice to or further assent by such guarantor, to the fullest extent
permitted by applicable Law, (i) diligence, presentment, demand, protest and
notice of any kind whatsoever, (ii) any requirement that Equifax and/or AqSub
exhaust any right or take any action against any obligor or other person for the
Guaranteed Obligations, (iii) the benefit of all principles or provisions of
applicable Law which are or might be in conflict with the terms of this Section
11.6, including, without limitation, Section 10-7-24 of the Official Code of
Georgia Annotated, (iv) notice of acceptance hereof, (v) all other notice to
which such guarantor or Shareholder might otherwise be entitled, (vi) all
defenses, set-offs and counterclaims of any kind whatsoever (but not the right
to bring an independent action), (vii) notice of the existence or creation of
any Guaranteed Obligations, (viii) notice of any alteration, amendment,
increase, extension or exchange of any of the Guaranteed Obligations, (ix)
notice of any amendments, modifications or supplements to this Agreement or any
document or agreement entered into in connection herewith, (x) the right to
require the Equifax and/or AqSub to proceed against any Obligor.

     11.7 Exclusive Remedy. Except for remedies that cannot be waived as a
          ----------------
matter of law, including without limitation, claims under applicable state and
federal securities laws and fraud claims, the remedies provided for in this
Article 11 shall be the sole and exclusive remedies of the parties hereunder and
shall preclude assertion by any such party of any other rights or the seeking of
any other remedies (whether in contract, tort or otherwise) against another
party hereto with respect to any matter covered by the indemnification
provisions contained in this Article 11; provided that nothing herein shall be
construed or interpreted as limiting or impairing the rights or remedies that
the parties hereto may have in equity for injunctive relief or specific
performance.

                                       41
<PAGE>

12.  TERMINATION.
     -----------

     12.1 Method of Termination. This Agreement constitutes the binding and
          ---------------------
irrevocable agreement of the parties to consummate the transactions contemplated
hereby, the consideration for which is (a) the covenants set forth in Articles 3
and 7 hereof, and (b) expenditures and obligations incurred and to be incurred
by AqSub, Equifax, the Company and the Shareholders in respect of this
Agreement, and this Agreement may be terminated or abandoned only as follows:

          12.1.1  by the mutual consent of AqSub and the Company;

          12.1.2  by AqSub on or after October 31, 2000, if any of the
conditions set forth in Article 8 hereof, to which the obligations of Equifax
and AqSub are subject, have not been fulfilled or waived, unless such
fulfillment has been frustrated or made impossible by any act or failure to act
of Equifax or AqSub;

          12.1.3  by the Company on or after October 31, 2000, if any of the
conditions set forth in Article 9 hereof, to which the obligations of the
Company and Shareholders are subject, have not been fulfilled or waived, unless
such fulfillment has been frustrated or made impossible by any act or failure to
act of the Company or the Shareholders.

13.  GENERAL PROVISIONS.
     ------------------

     13.1 Notices. All notices, requests, demands and other communications
          -------
hereunder shall be in writing and shall be delivered by hand or overnight
courier or mailed by registered or certified mail, return receipt requested,
first class postage prepaid, addressed (or sent) as follows:

          If to the Company, at:

          Compliance Data Center, Inc.
          310 Dorla Ct., Suite 202
          Zephyr Cove, Nevada 89448-0515

          If to Green or Green Trust, at:

          Richard L. Green
          P.O. Box 499
          Zephyr Cove, Nevada 89448-0499

          With a copy to:

          Steven A. Saide, Esq.
          Bryan Cave LLP
          245 Park Avenue
          New York, NY  10167-0034

                                       42
<PAGE>

          If to Tanner or Tanner Trust, at:
          Louise Tanner
          1253 Sunset Cliffs Boulevard
          San Diego, CA  92107

          With a copy to:
          Proctor Hug, Esq.
          Walther, Key, Maupin, Oats, Cox,
           Klaich & Legoy
          P.O. Box 30000
          Reno, Nevada  89520

          If to Equifax or AqSub, at:

          Equifax Credit Information Services, Inc.
          1550 Peachtree Street, N.W.
          Atlanta, Georgia 30309
          Attention: Charles Y. Hoff, Senior Vice President
                     and Assistant General Counsel
          With a copy to:

          Hunton & Williams
          Bank of America Plaza - Suite 4100
          600 Peachtree Street, N.E.
          Atlanta, Georgia 30308
          Attention:  Joseph B. Alexander, Jr., Esq.

     If delivered personally or by overnight courier, the date on which a
notice, request, instruction or document is delivered shall be the date on which
shall delivery is made and, if delivered by mail, the date on which such notice,
request, instruction or document is received shall be the third business day
following the date of mailing.  Any party hereto may change its address
specified for notices herein by designating a new address by notice in
accordance with this Section 13.1.

     13.2 Brokers. Equifax, on the one hand, and the Shareholders and the
          -------
Company, on the other, represent and warrant to each other that no broker or
finder has acted for them or any entity controlling, controlled by or under
common control with them in connection with this Agreement.

     13.3 Further Assurances. At any time, and from time to time, after the
          ------------------
Closing Date, the Shareholders shall execute such additional instruments and
take such actions as may be

                                       43
<PAGE>

reasonably requested by Equifax to confirm or perfect or otherwise to carry out
the intent and purposes of this Agreement.

     13.4 Waiver. Any failure on the part of any party hereto to comply with any
          ------
of its obligations, agreements or conditions hereunder may be waived by the
party or parties to whom such compliance is owed. No waiver of any provision of
this Agreement shall be deemed, or shall constitute, a waiver of any other
provision, whether or not similar, nor shall any waiver constitute a continuing
waiver. No waiver shall be effective unless it is made in writing and delivered
as provided in this Agreement.

     13.5 Expenses. All expenses incurred by the parties hereto in connection
          --------
with or related to the authorization, preparation and execution of this
Agreement and the Closing of the transactions contemplated hereby, including,
without limitation of the generality of the foregoing, all fees and expenses of
agents, representatives, counsel and accountants employed by any such party,
shall be borne solely and entirely by the party or parties which has incurred
the same, except that all expenses of the Company shall be borne solely by the
Shareholders.

     13.6 Binding Effect. This Agreement shall be binding upon and inure to the
          --------------
benefit of the parties hereto and their respective successors and assigns.

     13.7 Headings. The section and other headings in this Agreement are
          --------
inserted solely as a matter of convenience and for reference, and are not and
shall not be deemed to be a part of this Agreement.

     13.8 Entire Agreement. This Agreement constitutes the entire agreement
          ----------------
between the parties hereto and supersedes and cancels any prior agreements,
representations, warranties, or communications, whether oral or written, among
the parties hereto relating to the transactions contemplated hereby or the
subject matter herein. Neither this Agreement nor any provision hereof may be
changed, waived, discharged or terminated orally, but only by an agreement in
writing signed by both parties.

     13.9 Governing Law. This Agreement shall be governed by and construed in
          -------------
accordance with the laws of the State of Georgia.

     13.10 Counterparts. This Agreement may be executed in two or more
           ------------
counterparts, each of which shall be deemed an original, but all of which
together shall constitute one and the same instrument.

     13.11 Number and Gender. Whenever the context requires, references in this
           -----------------
Agreement to the singular number shall include the plural, the plural number
shall include the singular and words denoting gender shall include the
masculine, feminine and neuter.

     13.12 Exhibits Incorporated. All Exhibits attached hereto are incorporated
           ---------------------
herein by reference.

                                       44
<PAGE>

     13.13 Confidentiality; Public Announcements. The Company, each Shareholder
           -------------------------------------
and Equifax agree that each will maintain the confidentiality of the terms and
provisions of this Agreement and the information and materials marked as
Confidential and delivered to them or made available for their inspection
pursuant to this Agreement. In the event the Closing does not occur, the
Company, each Shareholder and Equifax will as soon as practicable return all
material of or concerning the other party obtained from such other party then in
their possession and hereby covenant to keep confidential any information
concerning the other party and ascertained from their review for a period of two
years commencing upon the termination of this Agreement. Notwithstanding the
foregoing, the prohibitions and restrictions set forth in this Section 13.13
shall not apply to any information (a) in the public domain not as a result of
the violation of Equifax's, any Shareholder's or the Company's undertaking
herein, (b) available to Equifax, the Shareholders or the Company on a non-
confidential basis without regard to the disclosure by Equifax, the Shareholders
or the Company to the other party, (c) available to Equifax, the Shareholders or
the Company from a source other than the other party (provided that such source
in so acting is not violating any duty or agreement of confidentiality), or (d)
required to be disclosed by any law, rule or regulation.

     No party hereto shall, without the approval of the other parties hereto,
make any press release or other public announcement concerning the transactions
contemplated by this Agreement unless such party determines in good faith, based
on the advice of legal counsel, that such disclosure is required by law, in
which case that party will consult with the other prior to making such
disclosure.

                                       45
<PAGE>

     IN WITNESS WHEREOF, each party hereto has executed or caused this Agreement
to be executed on its behalf, all on the day and year first above written.

                                 EQUIFAX INC.:

                                 /s/ William V. Catucci
                                 ----------------------
                                 William V. Catucci
                                 Executive Vice President


                                 AQSUB:

                                 EQUIFAX ACQUISITION, INC.

                                 /s/ William V. Catucci
                                 -----------------------
                                 William V. Catucci
                                 President


                                 COMPANY:

                                 COMPLIANCE DATA CENTER, INC.

                                 /s/ Richard L. Green
                                 ---------------------
                                 Richard L. Green
                                 C.E.O.
<PAGE>

                                 SHAREHOLDERS:

                                 RICHARD L. AND BONNIE J. GREEN LIVING
                                 TRUST, OCTOBER 7, 1998

                                 /s/ Richard L. Green
                                 ---------------------
                                 Richard L. Green
                                 Trustee


                                 LOUISE BRANTLEY TANNER 1991 LIVING TRUST

                                 /s/ Louise Brantley Tanner
                                 --------------------------
                                 Louise Brantley Tanner
                                 Trustee

                                 GUARANTORS:

                                 /s/ Richard L. Green
                                 ---------------------
                                 Richard L. Green, individually


                                 /s/ Louise Brantley Tanner
                                 ---------------------------
                                 Louise Brantley Tanner, individually
<PAGE>

Exhibit                         Title                             Comments
- -------                         -----                             --------

2.1             Excluded Assets

2.2.1           Issuance Instructions for Equifax Shares

2.2.2           Cash Wiring Instructions

2.2.6           Consulting Agreement

2.4.1           Agreements and Obligations Terminated Prior
                to Closing

2.5             Allocation of Purchase Price

2.7             Contracts/Agreements/Leases Requiring
                Consent to Assignment

3.1             Exceptions to Company Operating As Usual to
                Closing

3.11            Investment Letter & Investor Questionnaire

3.12            Covenant Not to Compete

3.13            Directors & Officers of AqSub

3.14            Registration Rights Agreement

4.1             State Qualifications

4.2(a)          CDC Articles of Incorporation

4.2(b)          CDC By-Laws

4.3             CDC Shareholder List
<PAGE>

Exhibit                         Title                             Comments
- -------                         -----                             --------

4.5             Unaudited Financial Statements 1997, 1998
                and 1999, and Interim Financial Statements
                as of June 30, 2000

4.6             Outstanding Federal, State, Foreign and
                Local Tax Filings

4.7             Outstanding Tax Audits

4.8             All Assets and Leased Property

4.8.2           Leases and Agreements Requiring Consent

4.8.4           Notices of Violations

4.9.2           Security Agreements Securing Accounts Payable

4.10            Material Changes Since December 31, 1999

4.11            Pending Litigation and Claims

4.12            Pending Charges, Governmental Investigations
                and Regulatory Violations

4.12.1          Exceptions to Transfer of Licenses,
                Certificates, Permits or Franchises Upon Sale

4.13            List of Contracts, Subscriber Agreements
                (with notations of deviations from standard
                agreements), Leases, and Insurance Policies
<PAGE>

Exhibit                         Title                             Comments
- -------                         -----                             --------

4.14            Licensed and Sublicensed Software

4.14.1          Software and Hardware

4.14.5          Data Warehouse Data Subject to Licenses

4.15            Intellectual Property

4.17            ERISA and Related Matters

4.19            Lost Customers/Customer Groups of 5% or More
                Aggregate Fees or Services

4.20            Insurance Policies

4.22            Transactions with Affiliates

4.23            Environmental Violations, Environmental
                Permits and Property From Which Hazardous
                Materials Have Been Removed

4.24            Violations of Other Instruments by Agreement
<PAGE>

<TABLE>
<CAPTION>

Exhibit                         Title                             Comments
- -------                         -----                             --------
<S>             <C>                                               <C>
5.4             Pending Litigation and Claims Against
                Shareholders

7.1(b)          Employment Agreement for Key Employees            H&W to provide

7.5             Escrow Agreement

8.4             Opinion of Counsel - Shareholders and CDC         Bryan Cave
                                                                  Walther, Key, Maupin, Oats, Cox

9.4             Opinion of Counsel - Equifax and AqSub            Hunton & Williams
</TABLE>
<PAGE>

Exhibits intentionally omitted.  Information will be provided upon request.
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-5
<SEQUENCE>3
<FILENAME>0003.txt
<DESCRIPTION>OPINION OF HUNTON & WILLIAMS
<TEXT>

<PAGE>

                                                                       EXHIBIT 5

                       [LETTERHEAD OF HUNTON & WILLIAMS]

                               February 1, 2001

     Equifax Inc.
     1550 Peachtree Street NW
     Atlanta, GA 30309

               Re: Registration Statement On Form S-3 Related to Equifax Inc.
                   Common Stock

     Ladies and Gentlemen:

     We have acted as counsel to Equifax Inc., a Georgia corporation
("Equifax"), in connection with the preparation and filing of a Registration
Statement on Form S-3 filed with the Securities and Exchange Commission on
February 1, 2001 (the "Registration Statement") relating to the registration of
an aggregate of 340,545 shares of Equifax's Common Stock, $1.25 par value per
share, to be sold by certain selling shareholders named in the Registration
Statement (the "Shares").

     In rendering this opinion, we have examined such corporate records, other
documents, certificates and other instruments and we have reviewed such matters
of law as we have deemed necessary or appropriate to enable us to render the
opinions expressed below. In rendering the opinions expressed below, we have
assumed (i) the authenticity and conformity to the original documents of all
documents submitted to us as certified, conformed, facsimile or photographic
copies, and the genuineness of all signatures on all documents and (ii) the
correctness and completeness of all documents and certificates of all public
officials.

     Based upon the foregoing, we are of the opinion that the Shares have been
legally issued and are fully paid and non-assessable under the laws of the State
of Georgia as in effect on this date.

     We hereby consent to the use of this opinion as an exhibit to the
Registration Statement and to the reference to this firm under the heading
"Legal Opinions" in the prospectus contained within the Registration Statement.


                                                Very truly yours,

                                                /s/ Hunton & Williams
                                                ---------------------
                                                Hunton & Williams
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-23.1
<SEQUENCE>4
<FILENAME>0004.txt
<DESCRIPTION>CONSENT OF ARTHUR ANDERSEN LLP
<TEXT>

<PAGE>

                                                                    EXHIBIT 23.1

     CONSENT OF INDEPENDENT PUBLIC ACCOUNTANTS


     As independent public accountants, we hereby consent to the incorporation
     by reference in this Registration Statement on Form S-3 of our report dated
     February 23, 2000 included in Equifax Inc.'s Annual Report on Form 10-K for
     the year ended December 31, 1999 and to all references to our Firm included
     in this Registration Statement.


                                                /s/ Arthur Andersen LLP
                                                -----------------------
                                                Arthur Andersen LLP


     Atlanta, Georgia
     February 1, 2001
</TEXT>
</DOCUMENT>
<DOCUMENT>
<TYPE>EX-99
<SEQUENCE>5
<FILENAME>0005.txt
<DESCRIPTION>REGISTRATION RIGHTS AGREEMENT
<TEXT>

<PAGE>

                                                                      EXHIBIT 99


                         REGISTRATION RIGHTS AGREEMENT

     This Registration Rights Agreement (the "Agreement") is made this 27th day
of October, 2000 by and among Equifax Inc., a Georgia corporation (the
"Company"), and those other persons who are signatories hereto (individually, a
"Stockholder" and collectively, the "Stockholders").

                                    RECITALS

     WHEREAS, the Company, Equifax Acquisition, Inc., a wholly owned subsidiary
of the Company ("AqSub"), Compliance Data Center, Inc., a Nevada corporation
("CDC") and the Stockholders, have entered into an Asset Purchase Agreement and
Plan of Reorganization (the "Asset Purchase Agreement") dated as of even date
herewith, pursuant to which AqSub will acquire substantially all of the assets
of CDC in exchange for a certain number of shares of common stock of the Company
and certain cash consideration (the "Acquisition").

     WHEREAS, CDC, upon consummation of the Acquisition, will hold 340,545
shares of the issued and outstanding common stock, $1.25 par value, of the
Company (the "Common Stock"), and such shares shall be transferred to the
Stockholders soon thereafter; and

     WHEREAS, the parties to the Asset Purchase Agreement desire the Company to
register the shares of Common Stock under the 1933 Act (as hereafter defined)
for resale by the Stockholders and the execution and delivery of this Agreement
is a condition precedent to the consummation of the Acquisition.

     NOW THEREFORE, in consideration of the mutual covenants and agreements
contained herein, the parties hereto agree as follows:

     1.  Registration Rights.
         -------------------

         1.1.  Definitions.
               -----------

         (a) The terms "register," "registered" and "registration" refer to a
registration effected by preparing and filing a Registration Statement or
similar document in compliance with the Securities Act of 1933, as amended (the
"1933 Act"), and the declaration or ordering of effectiveness of such
Registration Statement or document.

         (b) The term "Registrable Securities" means shares of Common Stock
issued or to be issued to any Holder in connection with the Acquisition but
shall not include any Common Stock (i) which has been effectively registered
under the 1933 Act and disposed of in accordance with a Registration Statement
covering such security or (ii) which has been distributed to the public pursuant
to Rule 144 under the 1933 Act.
<PAGE>

         (c) The term "Holder" means (i) a Stockholder and (ii) a transferee of
Registrable Securities from a Holder provided such transfer complies with
Section 1.9 of this Agreement.

         (d) The term "Form S-3" means such form under the 1933 Act as in effect
on the date hereof or any successor registration form to Form S-3 under the 1933
Act subsequently adopted by the Securities and Acquisition Commission (the
"SEC").

         (e) The term "affiliate" means a person or entity directly or
indirectly controlled by, controlling or under common control with another
person or entity.

         1.2.  Registrations.
               -------------

         (a) The Company shall use reasonable efforts to prepare and file with
the SEC a Registration Statement (the "Registration Statement") on Form S-3
available for the registration and resale of Registrable Securities under the
1933 Act in connection with the Acquisition by the Holders from time to time,
covering all the Registrable Securities issued in connection with the
Acquisition, and shall use reasonable efforts to have the Registration Statement
filed as soon as reasonably practicable following the Closing Date (as defined
in the Asset Purchase Agreement). The Company may delay filing such Registration
Statement for a maximum of up to 90 days if it is not permitted to do so by the
Securities and Exchange Commission, or if then-current matters affecting the
Company require such delay, in the reasonable discretion of the Company
(including without limitation any inability by the Company to incorporate by
reference into its Registration Statements pursuant to the Securities Exchange
Act of 1934, as amended).

         (b) A reasonable time before filing a Registration Statement or
prospectus or any amendment or supplement thereto, the Company will furnish to
the Holders of the Registrable Securities covered by such Registration Statement
copies of all such documents proposed to be filed.

         (c) The Company shall prepare and file with the SEC such amendments and
supplements to each Registration Statement filed hereunder and the prospectus
used in connection therewith as may be necessary to keep the Registration
Statement effective until the earlier of (i) the time when all the Registrable
Securities covered by such Registration Statement have been sold by the Holders
and (ii) the date as of which each Holder is entitled to sell Registrable
Securities covered by such Registration Statement held by such Holder pursuant
to Rule 144 under the 1933 Act.

         (d) Subject to the limitations set forth in this Agreement, and subject
to compliance with the obligations imposed by federal and state securities laws,
each Holder shall be entitled to include his/her shares of Registrable
Securities in the Registration Statement without limit as to the amount of such
shares.

                                       2
<PAGE>

         1.3.  Obligations of the Company.
               --------------------------

         In connection with the registration of any Registrable Securities under
Section 1.2 hereof or the amendment of a Registration Statement filed hereunder,
the Company shall:

         (a)  Prepare and file with the SEC such amendments and supplements to
such Registration Statement and the prospectus used in connection with such
Registration Statement, and use its reasonable efforts to cause each such
amendment to become effective, as may be necessary to comply with the provisions
of the 1933 Act with respect to the registration of all securities covered by
such Registration Statement, as set forth herein;

         (b) Furnish to each Holder such number of copies of such Registration
Statement as each Holder shall reasonably request, each amendment and supplement
thereto and the prospectus included in such Registration Statement (including
each preliminary prospectus);

         (c) Use its reasonable efforts to register or qualify the securities
covered by such Registration Statement under the securities laws of such
jurisdictions as shall be reasonably requested by the Holders, and do any and
all other acts and things which may be reasonably necessary or desirable to
consummate the registration (or exemption) of the securities in such
jurisdictions, except that the Company shall not for any such purpose be
required to qualify generally to do business as a foreign corporation in any
jurisdiction wherein it would not but for the requirements of this paragraph (c)
be obligated to be so qualified or to consent to general service of process in
any such jurisdiction;

         (d) Use its reasonable efforts to cause the Common Stock to be listed
on a national securities exchange; and

         (e) Otherwise use its reasonable efforts to comply with all applicable
rules and regulations of the SEC.

         1.4.  Furnishing of Information.
               -------------------------

         Notwithstanding anything herein or in the Asset Purchase Agreement to
the contrary, it shall be a condition precedent to the obligations of the
Company to take any action pursuant to this Agreement that the selling Holders
shall furnish to the Company all such information regarding themselves or the
Registrable Securities held by them, and the intended method of disposition of
such securities, and otherwise cooperate with the Company and execute and
deliver any documents as shall be requested by the Company in order to effect
the registration of their Registrable Securities.

         1.5.  Expenses.
               --------

         All expenses incurred by the Company in connection with each of the
registrations, filings or qualifications pursuant to Section 1.2 (including all
amendments thereto),

                                       3
<PAGE>

including (without limitation) all registration, printing and accounting fees,
fees and disbursements of counsel for the Company shall be borne by the Company.

         1.6.  Indemnification.
               ---------------

         In the event any Registrable Securities are included in a Registration
Statement under this Agreement:

         (a) To the fullest extent permitted by law, the Company will and hereby
does indemnify and hold harmless each selling Holder, the officers, directors,
shareholders and partners of such Holder and each person, if any, who controls
such Holder within the meaning of the 1933 Act or the Securities Exchange Act of
1934, as amended (the "1934 Act"), against any losses, claims, damages or
liabilities (joint or several, including reasonable legal and investigation
expenses, but excluding all consequential and similar damages) (collectively
"Losses") to which they may become subject under the 1933 Act, the 1934 Act or
other federal or state law or common law, insofar as such Losses (or actions in
respect thereof) arise out of or are based upon any of the following statements
or omissions (each a "Violation"): any untrue statement of a material fact
contained in such Registration Statement, or the omission to state therein a
material fact required to be stated therein or necessary to make the statements
therein not misleading (including in any prospectus or preliminary prospectus
included therein), unless such untrue statement or omission was contained in or
omitted from a preliminary prospectus and corrected in a final or amended
prospectus and the seller delivered a copy of the final or amended prospectus at
or prior to the confirmation of the sale of the registered securities to the
persons asserting any such loss, claim, damage or liability in the case where
such delivery is required by the 1933 Act. The indemnity agreement contained in
this Section 1.6(a) shall not apply to amounts paid in settlement of any loss,
claim, damage, liability or action if such settlement is effected without the
consent of the Company (which consent shall not be unreasonably withheld).
Notwithstanding anything to the contrary herein, the Company shall not be liable
to a Holder in any such case for any such Loss to the extent that it arises out
of or is based upon a Violation which occurs based upon, in reliance upon,
and/or in conformity with information furnished for inclusion in such
Registration Statement by or on behalf of such Holder or controlling person.

         (b) To the fullest extent permitted by law, each selling Holder will
and hereby does indemnify and hold harmless the Company, each of its directors,
each of its officers who sign the Registration Statement, each person, if any,
who controls the Company within the meaning of the 1933 Act, each agent and any
other selling Holder selling securities in such Registration Statement and any
of its directors, officers or partners or any person who controls such selling
Holder, against any Losses (joint or several) to which they may become subject
under the 1933 Act, the 1934 Act or other federal or state or common law,
insofar as such Losses (or actions in respect thereof) arise out of or are based
upon any Violation, in each case to the extent (and only to the extent) that
such Violation occurs based upon, in reliance upon and/or in conformity with
information furnished by or on behalf of such Holder for inclusion in such
Registration Statement; and each such selling Holder will reimburse any legal or
other expenses reasonably incurred by (x) the Company or any such director,
officer, agent, controlling person

                                       4
<PAGE>

of the Company, or (y) other selling Holder,officer, director, partner or
controlling person in connection with investigating or defending any such Loss;
provided, however, that the liability of each selling Holder hereunder shall be
limited to the proportion of any such Loss which is equal to the proportion that
the registered securities sold by such selling Holder under such Registration
Statement bears to the total amount of all securities registered by such
Registration Statement. The indemnity agreement contained in this Section 1.6(b)
shall not apply to amounts paid in settlement of any such Loss if such
settlement is effected without the consent of the selling Holder (which consent
shall not be unreasonably withheld) nor, in the case of a sale directly by the
Company of its securities (including a sale of such securities through any
underwriter retained by the Company to engage in a distribution solely on behalf
of the Company), shall the selling Holder be liable to the Company in any case
in which such untrue statement or alleged untrue statement or omission or
alleged omission was contained in a preliminary prospectus and corrected in a
final or amended prospectus, and the Company failed to deliver a copy of the
final or amended prospectus at or prior to the confirmation of the sale of the
securities to the person asserting any such loss, claim, damage or liability in
any case where such delivery is required by the 1933 Act.

         (c) Each indemnified party or parties shall give reasonably prompt
notice to each indemnifying party or parties of any action or proceeding
commenced against it in respect of which indemnity may be sought hereunder, but
failure so to notify an indemnifying party or parties shall not relieve it or
them from any liability which it or they may have under this indemnity
agreement, except to the extent that the indemnifying party is materially
prejudiced by such failure to give notice. If the indemnifying party or parties
so elects within a reasonable time after receipt of such notice, the
indemnifying party or parties may assume the defense of such action or
proceeding at such indemnifying party's or parties' expense with counsel chosen
by the indemnifying party or parties and approved by the indemnified party
defendant in such action or proceeding, which approval shall not be unreasonably
withheld; provided, however, that if such indemnified party or parties determine
          --------  -------
in good faith that a conflict of interest exists and that therefore it is
advisable for such indemnified party or parties to be represented by separate
counsel or that, upon advice of counsel, there may be legal defenses available
to it or them which are different from or in addition to those available to the
indemnifying party, then the indemnifying party or parties shall not be entitled
to assume such defense and the indemnified party or parties shall be entitled to
separate counsel at the indemnifying party's or parties' expense. In such case,
if an indemnifying party or parties is not so entitled to assume the defense of
such action or does not assume such defense, after having received the notice
referred to in the first sentence of this paragraph, the indemnifying party or
parties will pay the reasonable fees and expenses of counsel for the indemnified
party or parties. Notwithstanding the foregoing, the indemnifying party shall
not be obligated to pay the reasonable fees and expenses of more than one
counsel for the indemnified parties with respect to any claim, unless in the
reasonable judgment of counsel to any indemnified party, expressed in a writing
delivered to the indemnifying party, a conflict of interest may exist between
such indemnified party and any other indemnified party with respect to such
claim, in which event the indemnifying party shall be obligated to pay the
reasonable fees and expenses of such additional counsel or counsels (which shall
be limited to one counsel per indemnified party). No indemnifying party or
parties will be liable for any settlement effected without the written consent
of such indemnifying party

                                       5
<PAGE>

or parties, which consent shall not be unreasonably withheld. If an indemnifying
party is entitled to assume, and assumes, the defense of such action or
proceeding in accordance with this paragraph, such indemnifying party or parties
shall not, except as otherwise provided in this subsection (c), be liable for
any fees and expenses of counsel for the indemnified parties incurred thereafter
in connection with such action or proceeding.

         (d) If the indemnification provided for in this Section 1.6 is
unavailable to a party that would have been an indemnified party under this
Section 1.6 in respect of any claims referred to herein, then each party that
would have been an indemnifying party hereunder shall, in lieu of indemnifying
such indemnified party, contribute to the amount paid or payable by such
indemnified party as a result of such claims in such proportion as is
appropriate to reflect the relative fault of the indemnifying party or parties
on the one hand and such indemnified party on the other in connection with the
action, statement or omission which resulted in such claims, as well as any
other relevant equitable considerations. The relative fault shall be determined
by reference to, among other things, whether the untrue or alleged omission to
state a material fact relates to information supplied by the indemnifying party
or such indemnified party and the parties' relative intent, knowledge, access to
information and opportunity to correct or prevent such statement or omission.
Notwithstanding the foregoing provisions of this Section 1.6(d), a selling
Holder of registered securities shall not as an indemnifying party be required
to contribute any amount in excess of (x) the amount by which the total price at
which the registered securities sold by such indemnifying party were offered to
the public exceeds (y) the amount of any damages which such indemnifying party
has otherwise been required to pay by reason of such action, untrue or alleged
untrue statement or omission or alleged omission. The Company and each selling
Holder of registered securities agrees that it would not be just and equitable
if contribution pursuant to Section 1.6(d) were determined by pro rata
allocation or by any other method of allocation which does not take account of
the equitable considerations referred to above in this Section 1.6(d). The
amount paid or payable by an indemnified party as a result of the claims
referred to above in this Section 1.6(d) shall include any legal or other
expenses reasonably incurred by such indemnified party in connection with
investigation or defending any such action or claim.

         (e) Without the prior written consent of the indemnified party, no
indemnifying party shall consent to entry of judgment or enter into any
settlement which does not include as an unconditional term thereof the giving by
the claimant or plaintiff to such indemnified party of a release of all
liability in respect of such claim.

         (f) No person guilty of fraudulent misrepresentation (within the
meaning of Section 11(f) of the 1933 Act) shall be entitled to contribution from
any person who was not guilty of fraudulent misrepresentation within the meaning
of such Section 11(f).

         1.7.  Availability of Rule 144.
               ------------------------

         With a view of making available to the Holders the benefits of Rule
144 promulgated under the 1933 Act and any other rule or regulation of the SEC
that may at any time permit a Holder to sell securities of the Company to the
public without registration and with a

                                       6
<PAGE>

view to making it possible for the Holders to register the registered securities
pursuant to a Registration Statement on Form S-3, the Company agrees to use its
reasonable efforts:

         (a) to make and keep public information available, as those terms are
understood and defined in Rule 144; and

         (b) to file with the SEC in a timely manner all reports and other
documents required of the Company under the 1933 Act and the 1934 Act.

         1.8.  Holdback Agreements.
               -------------------

         If the sale of Registrable Securities is effected by an underwritten
public offering, then upon the request of the underwriters managing the public
offering for sale by the Company of its securities, each Holder shall not sell
or otherwise transfer or dispose of any Registrable Securities for 180 days
following the effective date of a Registration Statement filed by the Company
under the 1933 Act covering the offer and sale of Common Stock or such other
securities by the Company in an underwritten offering without the prior written
consent of the underwriters for such offering.  The Company may impose stop
transfer restrictions with respect to Registrable Securities subject to the
foregoing restriction until the end of the 180-day period set forth above.

         1.9.  Transfer of Registration Rights.
               -------------------------------

         The registration rights of a Holder under this Agreement may be
transferred to any transferee who acquires shares of Common Stock originally
acquired by such Holder only with the prior written consent of the Company,
which shall not be unreasonably withheld.  In any such transfer, the Company
shall be given written notice by the transferor at the time of such transfer
stating the name and address of the transferee and identifying the securities
with respect to which the rights under this Agreement are being assigned, and
provided further that in any such transfer, the transferee shall agree in
- -------- -------
writing to acquire and hold such securities subject to the provisions of this
Agreement.

         1.10.  SEC Filings; Financial Statements.
                ---------------------------------

         (a) Except for that certain Quarterly Report on Form 10-Q for the
period end September 30, 1998, as amended by the Form 10-Q/A amended thereto
filed on October 6, 2000, which contain two exhibits that are the subject of a
Request for Confidential Treatment filed with the SEC, the Company has complied
in all material respects with the applicable requirements of the 1934 Act (and
the rules and regulations promulgated thereunder) as in effect on the dates such
forms, reports and documents were filed.

         (b) Subject to final resolution of certain issues with respect to the
Request for Confidential Treatment referred to in 1.10(a) above, the Company is
eligible to use Form S-3 in connection with registration of Securities under the
1933 Act.

                                       7
<PAGE>

         2.  Representations and Warranties of the Stockholders.
             --------------------------------------------------

             As an inducement of the Company to issue the Registrable Securities
to each Stockholder, each Stockholder (and its beneficial owners) represents and
warrants to the Company as follows (which representations and warranties shall
be made by each Shareholder and its beneficial owners):

             2.1.  No Distribution.
                   ---------------

             Each Stockholder is acquiring the Registrable Securities for its
own account with no view to any distribution thereof in violation of the 1933
Act. Each Stockholder understands that since the Registrable Securities have not
been registered under the 1933 Act, the Registrable Securities must be held
indefinitely unless they are subsequently registered under the 1933 Act or an
exemption from such registration is available. Each Stockholder acknowledges
that the Company is under no obligation to register under the 1933 Act any sale
of the Registrable Securities or to comply with any provisions which would
entitle any such sale to any exemption from registration, except as provided in
this Agreement. Each Stockholder is fully familiar with Rule 144 promulgated
under the 1933 Act.

             2.2.  Information Made Available.
                   --------------------------

             Each Stockholder has received and reviewed the Company's most
recent Annual Report to Stockholders, its most recent Annual Report on Form 10-K
and its most recent Quarterly Report on Form 10-Q. In addition, each Stockholder
has had the opportunity to discuss the Company's business, management and
financial affairs with the Company's management. Each Stockholder has such
knowledge and experience in financial matters that it is capable of evaluating
the merits and risks of an investment in the Registrable Securities. Each
Stockholder's financial condition is such that it is able to bear all economic
risks of investment in the Registrable Securities, including the risks of
holding the Registrable Securities for an indefinite period of time.

             2.3.  Legend Requirement.
                   ------------------

             Until the Registration Statement is declared effective by the SEC,
each stock certificate representing the Registrable Securities shall bear a
legend in, or substantially in, the following form and any other legend required
by any applicable state securities laws:

             "The shares represented by this certificate have not been
             registered under the federal Securities Act of 1933 ("1933 Act") or
             any applicable state securities laws, and may not be sold, pledged
             or otherwise transferred without an effective registration under
             such applicable securities laws or pursuant to Rule 144 under the
             1933 Act or other valid exemptions from registration under the
             federal and state securities laws."

                                       8
<PAGE>

Such legend shall be removed by the Company after effectiveness of the
Registration Statement and upon presentment by the holder in connection with a
transfer of such shares.  The Company may maintain a "stop transfer order"
against the Registrable Securities until the Registration is declared effective.

         2.4.  Prospectus Requirements.
               -----------------------

         Each Stockholder hereby covenants with the Company that he, she or it
will promptly advise the Company of any changes in the information concerning
each Stockholder contained in a Registration Statement filed hereunder and that
such Stockholder will not make any sale of Registrable Securities pursuant to
any Registration Statement without complying with the prospectus delivery
requirements of the 1933 Act.  Each Stockholder acknowledges that occasionally
there may be times when the Company must temporarily suspend the use of the
prospectus forming a part of any such Registration Statement until such time as
an amendment to such Registration Statement has been filed by the Company and
declared effective by the SEC, the relevant prospectus supplemented by the
Company or until such time as the Company has filed an appropriate report with
the SEC pursuant to the 1934 Act.  During any period in which sales are
suspended and upon notice of such suspension from the Company, each Stockholder
agrees not to sell any such Registrable Securities pursuant to any such
prospectus.  Each Stockholder covenants that he will not sell any Shares
pursuant to any such prospectus during the period commencing at the time at
which the Company gives such Stockholder notice of the suspension of the use of
said prospectus and ending at the time the Company gives notice that such
Stockholder may thereafter effect sales pursuant to said prospectus.

     3.  Miscellaneous.
         -------------

         3.1.  Notices.
               -------

         All notices, requests, demands and other communications which are
required to be or may be given under this Agreement shall be in writing and
shall be deemed to have been duly given when delivered in person or upon receipt
when transmitted by telecopy or telex or after dispatch by certified or
registered first class mail, postage prepaid, return receipt requested, or
Federal Express, to the party to whom the same is so given or made:

     If to Company, to:    Charles Y. Hoff, Esq.
                           Senior V.P. and Asst. General Counsel
                           Equifax Inc.
                           1550 Peachtree Street, NW
                           Atlanta, Georgia  30309

or to such other person at such other place as the Company shall designate to
the Stockholders in writing; and

     With a copy to:       Hunton & Williams
                           600 Peachtree Street, Suite 4100

                                       9
<PAGE>

                           Atlanta, Georgia  30308
                           Attn:  Joseph B. Alexander, Jr.

         If to a Stockholder, to the address set forth on the signature pages
hereto, or to such other address subsequently provided by such Stockholder to
the Company, and in each case with a copy to:

                           ___________________________
                           ___________________________
                           ___________________________
                           ___________________________

         3.2.  Entire Agreement.
               ----------------

         This Agreement constitutes the entire agreement between the parties
hereto and supersedes all prior agreements, representations, warranties,
statements, promises, and understandings, whether written or oral, with respect
to the subject matter thereof, and cannot be changed or terminated orally.  No
party hereto shall be bound by or charged with any written or oral agreements,
representations, warranties, statements, promises, or understandings not
specifically set forth in this Agreement.

         3.3.  Headings; Certain Terms.
               -----------------------

         The section and other headings contained in this Agreement are for
reference purposes only and shall not be deemed to be part of this Agreement or
to affect the meaning or interpretation of this Agreement.

         3.4.  Governing Law.
               -------------

         All questions concerning the construction, validity and interpretation
of this Agreement and the schedule hereto will be governed by the law of the
State of Georgia.

         3.5.  Severability.
               ------------

         If any term or provision of this Agreement shall to any extent be
invalid or unenforceable, the remainder of this Agreement shall not be affected
thereby, and each term and provision of this Agreement shall be valid and
enforceable to the fullest extent permitted by law.  Upon the determination that
any term or other provision is invalid, illegal or incapable of being enforced,
the parties shall negotiate in good faith to modify this Agreement so as to
effect their original intent as closely as possible in an acceptable manner to
the end that transactions contemplated hereby are fulfilled to the extent
possible.

         3.6.  Termination of Agreement.
               ------------------------

                                       10
<PAGE>

         This Agreement shall terminate on the date as of which each Holder is
entitled to sell all remaining Registrable Securities held by such Holder,
without limitation as to volume, pursuant to Rule 144 under the 1933 Act.

         3.7.  Amendment and Waivers.
               ---------------------

         Except as otherwise provided herein, the provisions of this Agreement
may be amended or waived only upon the prior written consent of the Company and
the Holders of at least 50% of the Registrable Securities outstanding at the
time.

         3.8.  Section References.
               ------------------

         All references contained in this Agreement to any section number are
references to sections of this Agreement unless otherwise specifically stated.

         3.9.  Counterparts.
               ------------

         This Agreement may be executed in any number of counterparts, each of
which, when executed, shall be deemed to be an original and all of which
together shall be deemed to be one and the same instrument.

         3.10. Binding Effect.
               --------------

         This Agreement shall be binding on all successors and assigns of the
Company, whether by merger, reorganization, sale of assets or otherwise.

                           [SIGNATURE PAGES FOLLOW]

                                       11
<PAGE>

     IN WITNESS WHEREOF, the parties have signed this Agreement, or have caused
this Agreement to be signed on their behalf by an officer or representative
thereunder duly authorized, on the respective dates stated below.



                                 STOCKHOLDERS:

                                 RICHARD L. AND BONNIE J. GREEN
                                 LIVING TRUST, OCTOBER 7, 1998

                                 /s/ Richard L. Green
                                 --------------------
                                 Richard L. Green
                                 Trustee

                                 Address: PO Box 499, Zephyr Cove, NV 89448
                                          ---------------------------------
                                 ------------------------------------------
                                 ------------------------------------------


                                 LOUISE BRANTLEY TANNER
                                 1991 LIVING TRUST

                                 /s/ Louise Brantley Tanner
                                 --------------------------
                                 Louise Brantley Tanner
                                 Trustee

                                 Address: 1253 Sunset Cliffs Blvd
                                          -----------------------
                                 San Diego, CA 92107
                                 -------------------
                                 --------------------------------




                                 COMPANY:

                                 EQUIFAX INC.


                                 /s/ William Catucci
                                 -------------------
                                 William Catucci
                                 Executive Vice President

                                       12
</TEXT>
</DOCUMENT>
</SEC-DOCUMENT>
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