PRMI Terms and Conditions
PRMI ONLINE SERVICES AGREEMENT
This Online Services Agreement (“Agreement”), is entered into by and between you and Primary Residential Mortgage, Inc. (“PRMI”, “Company,” “we,” or “us”), a Nevada corporation.
You understand that the following terms and conditions, together with any documents they expressly incorporate by reference (collectively “Terms of Use”), govern your access to and use of PRMI’s online account management services
(“Online Services”) described herein, via PRMI’s “Online Portal.”
Please read the Terms of Use carefully before you start to use Online Services, including any content, functionality, and services offered
on or through the Online Portal. By clicking to accept or agree to the Terms of Use when this option is made available to you, you and any representative you have authorized to access the Online Services on your behalf accept and agree to be bound
and abide by these Terms of Use, our Privacy Policy, found at https://www.primeres.com/privacypolicy, and PRMI’s Annual Privacy Notice, found at https://www.primeres.com/docs/librariesprovider868/default-document-library/privacy-policy-rev2019.pdf?sfvrsn=c3f82ffc_2
incorporated herein by reference.
If you do not agree to these Terms of Use or the Privacy Policy, you must not access or use Online Services. Your use of Online Services described herein confirms your receipt of, and agreement
to be bound by, the Terms of Use.
Online Services
Online Services permit PRMI customers to obtain information about and perform certain functions related to their mortgage loan account (“Account”) through the use of a personal computer or other device connected to the Internet. The Online
Portal includes the online services website and all other web pages maintained by PRMI and any other website or web pages you can access only after you, or a person for whom you are acting as an authorized representative, enter into this Agreement.
Under the terms and conditions of this Agreement, you may use Online Services to:
• Access and view your Account information
• View Account statements
• Make a mortgage payment
• Request and Obtain additional information about your Account
• Perform other authorized transactions in relation
to your Account
If an Account is owned by more than one person, or has more than one authorized representative, each person individually may provide us with instructions, make any decision, obtain any information, or make any request associated with the Account and related
Online Services, to the extent allowed by agreements covering the Account.
Access
You authorize PRMI to provide you with access to Online Services through the Online Portal consistent with these Terms of Use. To access Online Services and retain electronic records obtained via Online Services, you need a username, password, and required hardware and software. To complete your enrollment, you may be required to validate your email address. Additionally, you are required to maintain an email address that is continuously operational to receive email communications from us. You also agree to comply with any other security protocol required. Subject to the terms of this Agreement, you will generally be able to access your Account and Online Services through the Online Portal 7 days a week, 24 hours a day. Sometimes the Online Portal may be unavailable due to system maintenance or circumstances beyond our control. You must provide all computer, telephone, and other equipment, software and services needed to access the Online Portal.
Terminating Access to Online Services
We can suspend and/or reinstate access to Online Services, in whole or in part, at our discretion at any time. We are not required to reinstate or re-activate your access. To request reinstatement of Online Services, call toll free 800-748-4424. If reinstated, the then-current terms of this Agreement will control. To cancel any of your Online Services, contact us at:
Toll Free: 800-748-4424
Email: [email protected]
Physical Address:
Primary Residential Mortgage, Inc.
Servicing Department
P.O. Box 16690 Salt Lake City, UT 84116
If you violate the terms of this Agreement or any other agreement you may have with us, including Account payment default, or if you accrue excessive fees related to your Account, you agree that we may suspend or terminate your access to any of your Online
Services. If you close your Account(s) and terminate your Online Services, or withdraw from the Online Portal, we may suspend or terminate your access without prior notification. If you have no Accounts linked to the Online Portal, or you do not use
the Online Portal for a period of 24 consecutive months, we may, at our discretion, terminate your access without prior notification.
Electronic Delivery of Statements and Disclosures
As part of your use of Online Services, we want to ensure you have all the information you need to effectively manage your Account(s). Our goal is to provide you with as many options as possible for receiving Account documents. We are required by law
to give you certain information “in writing,” meaning you are entitled to receive information in “hard copy” paper form as opposed to receiving the information in electronic form. We may provide this information to you electronically
instead, with your prior consent pursuant to the Agreement for Electronic Delivery of Statements and Disclosures, which is incorporated herein by this reference. You will not be able to receive electronic statements and disclosures until after you
have reviewed and agreed to the Agreement for Electronic Delivery of Statements and Disclosures.
ESIGN Consent
We also need your consent to use electronic records and signatures in our relationship with you. For example, we need this consent prior to you making electronic payments using Online Services, such as one time and recurring electronic fund transfers. As a result, before your use of Online Services and as part of this Agreement, you consent to the terms outlined below:
(1) Scope. Communications we provide to you, or that you sign or agree to at our request, may be in electronic form (“Electronic Records”). You understand that your electronic signature or your use of a keypad, mouse or other device to select
an item, button, icon or similar act/action while using Online Services is legally binding and such transaction shall be considered authorized by you.
(2) Paper Copy. If we provide Electronic Records to you, you may want a paper copy. You may
contact our Customer Service Department and request a paper copy by calling toll free 800-748-4424, Monday through Friday, 7am to 5:30pm MT. You will also find additional contact information on your Account statement. You may have to pay a fee for
the paper copy, unless a fee is prohibited by applicable law. Please refer to the applicable agreement for any fee that may apply for paper copies.
(3) Coverage. Your consent covers all communications related to your Account. Your consent remains
in effect until you give us notice that you are withdrawing it. You agree that we may satisfy our obligation to provide you with an annual copy of our Privacy Policy by keeping it available at www.primeres.com, or, with prior notice to you, on another
website where we offer Online Services.
(4) Withdrawal of Consent. You have the right to withdraw your consent at any time. Please be aware, however, that withdrawal of consent may result in the termination of your access to and use of Online
Services. Your withdrawal of consent will become effective after we have had a reasonable opportunity to act upon it. To withdraw your consent, you may contact us at:
• Email: [email protected]
• Toll-Free Phone: 800-748-4424, Monday through Friday, 7am to 5:30pm MT
• Written Request:
Primary Residential Mortgage, Inc.
Servicing Department
P.O. Box 16690 Salt Lake City, UT 84116
(5) Contact Information. You must promptly notify us of any change in your email address or other electronic address. Sign into the Online Portal to update your contact information and change the email address on record for you.
(6) Hardware &
Software Requirements. To receive Electronic Records, you must have access to:
• Current version of an Internet browser such as Microsoft Internet Explorer ®, Mozilla Firefox ®, Safari ® or an equivalent. By “current version,” we mean a version of the software that is currently being supported by its
publisher. Use and access to the Online Portal requires the use of a browser that supports 128 bit encryption and is Java and Cookies enabled.
• Connection to the Internet, which supports the encryption requirements referenced above
• Current version of a program that accurately reads and displays PDF files (such as Adobe® Acrobat ® Reader), and
• Computer and operating system capable of supporting all of the above. You will need a printer if you
wish to print out and retain records on paper, and electronic storage if you wish to retain records in electronic form. You must also have an active email address. In some cases, you may also need a specific brand or type of device that can support
a particular software application, including an application intended for a particular mobile or handheld device.
(7) Changes to Hardware or Software Requirements. If our hardware or software requirements change, and that change creates a material risk that you would not be able to access or retain your Electronic Records, we will give you notice of the revised requirements. Continuing to use Online Services after receiving notice of the change is reaffirmation of your consent.
By consenting, you are confirming that you have the hardware and software described above, that you are able to receive and review Electronic Records, and that you have an active email account. You are also confirming that you are authorized to, and do,
consent on behalf all other account owners, authorized signers, and authorized representatives.
Electronic Payment Authorizations
In order to make electronic payments using Online Services, you must also agree to the following authorizations:
One Time Payment
AUTHORIZATION AGREEMENT FOR A ONE TIME PAYMENT TO PRIMARY RESIDENTIAL MORTGAGE, INC., 1725 S. BERRY KNOLL BLVD, CENTENNIAL PARK, AZ 86021. I hereby authorize Primary Residential Mortgage, Inc., and its successors, assigns, authorized agents or any entity servicing my loan on their behalf (hereinafter called THE LENDER) to initiate an electronic payment debit entry for the Total Payment Amount indicated to my Checking or Savings Account, and the associated depository institution should remit funds to THE LENDER on my behalf for credit to my mortgage loan account. The Payment Posting Date is the date I have selected for the electronic payment to be made. I understand that if any debit entries under this authorization are returned for insufficient funds or otherwise dishonored, I will promptly send THE LENDER the total monthly payment due, plus any late charge(s) or other fees due under my mortgage loan documents. This authorization is to remain in full force and effect until THE LENDER has received written notification from me of its termination in such time and in such manner as to afford THE LENDER a reasonable opportunity to act upon it. THE LENDER may terminate this agreement at any time with written notice sent to me.
Escrow Shortage Payment
AUTHORIZATION AGREEMENT FOR A ONE TIME PAYMENT TO PRIMARY RESIDENTIAL MORTGAGE, INC., 1725 S. BERRY KNOLL BLVD, CENTENNIAL PARK, AZ 86021. I hereby authorize Primary Residential Mortgage, Inc., and its successors, assigns, authorized agents or any entity servicing my loan on their behalf (hereinafter called THE LENDER) to initiate an electronic payment debit entry for the Total Payment Amount indicated to my Checking or Savings Account, and the associated depository institution should remit funds to THE LENDER on my behalf for payment of my escrow shortage. The Payment Posting Date is the date I have selected for the electronic payment to be made. I understand that if any debit entries under this authorization are returned for insufficient funds or otherwise dishonored, I will promptly send THE LENDER the total escrow shortage amount, plus any late charge(s) or other fees due under my mortgage loan documents. This authorization is to remain in full force and effect until THE LENDER has received written notification from me of its termination in such time and in such manner as to afford THE LENDER a reasonable opportunity to act upon it. THE LENDER may terminate this agreement at any time with written notice sent to me.
Recurring Payment
AUTHORIZATION AGREEMENT FOR RECURRING PAYMENT TO PRIMARY RESIDENTIAL MORTGAGE, INC., 1725 S. BERRY KNOLL BLVD, CENTENNIAL PARK, AZ 86021. I hereby authorize Primary Residential Mortgage, Inc., and its successors, assigns, authorized agents or any entity
servicing my loan on their behalf (hereinafter called THE LENDER) to initiate electronic payment debit entries for the Total Payment Amount indicated to my Checking or Savings Account, and the associated depository institution should remit funds to
THE LENDER on my behalf for credit to my mortgage loan account. The Payment Posting Date is the date I have selected for the electronic payment to be made each month. If the Total Payment Amount changes, THE LENDER shall send written notice of the
new amount and date of the transfer at least 10 days before the scheduled date of transfer. I understand that if any debit entries under this authorization are returned for insufficient funds or otherwise dishonored, I will promptly send THE LENDER
the total monthly payment due, plus any late charge(s) or other fees due under my mortgage loan documents. This authorization is to remain in full force and effect until THE LENDER has received written notification from me of its termination in such
time and in such manner as to afford THE LENDER a reasonable opportunity to act upon it. THE LENDER may terminate this agreement at any time with written notice sent to me.
Electronic Payment Disclosures
You agree to be responsible for all electronic payments authorized using Online Services up to the limits allowed by applicable law. If you permit other persons to use Online Services on your behalf or provide them with your password or other sensitive
loan information, you are responsible for any electronic payments they authorize.
You understand that the following guidelines apply to your use of Online Services to initiate electronic payments: (1) all payments you wish to make
must be payable in U.S. dollars; (2) funds must be available in your Checking or Savings Account on the Payment Posting Date you have selected; and (3) if your depository institution rejects the payment for any reason, the payment will not be applied
to your Account.
PRMI will do its best to process payments timely, but shall not incur liability as a result of the existence of one or more of the following circumstances: (1) the depository institution maintaining your Checking
or Savings Account refuses or is otherwise unable to honor a debit entry authorized by you, and returns the transactions as unpaid, regardless of the reason for the return; (2) the Online Portal is not working properly and you know or have been advised
by PRMI about the malfunction before you execute the payment; (3) the depository institution maintaining your Checking or Savings Account mishandles or delays payment requested by PRMI; (4) you have not provided us with the correct name or account
information for your Checking or Savings Account and/or you have made false or materially misleading statements or representation in connection with the payment authorization; or (5) circumstances beyond PRMI’s control (including but not limited
to fire, flood, or internet service interruptions).
Your payment initiated using Online Services will be processed on the Payment Posting Date provided by you. Each payment may take up to three (3) business days before being debited
from your Checking or Savings Account. If at any time the scheduled payment date falls on a weekend or federal holiday, your payment will be processed on the next business day. Late charges will be assessed if your payment is not received by the expiration
of the grace period indicated in your mortgage loan documents.
Payment instructions must be transmitted no later than 7 p.m. Mountain Time on any business day for the payment to be processed that same business day; otherwise, payments will
be processed the next business day. To cancel any payment you have previously initiated using Online Services, including a recurring transfer, you must contact PRMI’s Customer Service Department by calling toll free 800-748-4424, emailing [email protected],
or by writing to:
Primary Residential Mortgage, Inc.
Servicing Department
P.O. Box 16690 Salt Lake City, UT 84116
Requests for cancellation must be received at least three (3) business days prior to the preauthorized payment date, otherwise funds may still be debited from your Checking or Savings account.
Notices
Except as expressly provided otherwise in this Agreement, we will provide notices and other information regarding your Account and Online Services (collectively, “Account-Related Information) electronically, through the mail or by other means. We
will send this information to the postal or email address of the owner of the applicable Account or Online Services, as reflected in our records.
Email addresses include email addresses, other Internet addresses, text messages numbers
or other electronic access addresses provided to us in accordance with this Agreement. Any Account-Related Information will be considered “sent” on the first business day following the date of the communication. A “business day”
for purposes of this Agreement is every day except Saturdays, Sundays and federal banking holidays.
Account-Related Information held for pickup or posted on our website will be deemed to be delivered to/received by you when we make
it available for pickup, display it to you or send notice in accordance with this Agreement that it is posted on our website. The person receiving the notice has to provide copies of all Account-Related Information to all joint owners or other persons
with access to the applicable Account or Online Services. We can communicate all Account-Related Information to you through the US Postal Service or overnight courier, at our sole discretion.
Communicating with Us
The Online Portal provides forms for you to ask questions or provide comments regarding your Account. The Online Portal also lets you securely communicate sensitive or confidential information for your Account. You can access these forms after you sign
on with your password to a secure session using the Online Portal. To ensure the security of your Account information, we recommend that you use these forms when asking specific questions about your Account. You cannot use the email form to initiate
transactions on your Accounts. For transactions, please use the appropriate functions available through Online Services, call toll free 800-748- 4424, or call the number listed on your Account statement. For other online servicing needs, contact us
by email [email protected] or call us toll free at 800-748-4424.
Communicating with Others
You authorize us to send emails and text messages to others on your behalf, if needed, to carry out your instructions regarding an Account or Online Services. You confirm and agree that you have obtained consent from the person who owns or is the current
subscriber of the email address or phone number to receive the communication. These communications may identify you by name and may state that we are sending them on your behalf and according to your instructions.
Contact Information Changes
You agree to notify us immediately if you no longer own or are no longer authorized to use or share any address, email address or phone number you previously provided to us. Address changes may be initiated:
• At your request
• If we receive an address change notice from the U.S. Postal Service
We may act on instructions purportedly made on your behalf within a reasonable time after we receive them. Unless you instruct us otherwise, we may change the mailing address or email address only for the Accounts you specify, or for all or some of your
Accounts with us.
Fees
Fees in connection with your Account or Online Services may apply when using the Online Portal. These fees may apply to specific services and are disclosed on our website. Your Internet, telephone, and/or mobile device service provider may assess other
fees and bill them separately.
Security
You need a username and password to access your Account and Online Services. We may set standards for your username and password. We recommend that you change your password regularly and select a unique username and password combination for use only with
Online Services. We may also require additional security procedures for certain transactions. These additional security procedures may require special hardware, software or third-party services. To enhance the security of your Accounts and Online
Services, we may also offer you additional, optional security procedures. These could include personal reference questions and answers, random number generators, or one-time passwords.
We may also require the use or activation of
specific applications, Internet browser software features, plug-ins and add-ons, to use Online Services. These could include JavaScript support and “cookies.”
You can change your password within the Online Portal or by
calling toll free 800-748-4424. Even though information exchanged through the Online Portal is protected by encryption techniques while being transmitted, you still need to protect your username and password for the Online Portal. You must notify
us immediately if you suspect fraudulent activity on your Account or if you believe that:
• Your password may have been lost or stolen
• A mobile device you use to access the Online Portal has been lost, stolen or compromise
• Someone viewed, downloaded or deleted Electronic Records from your Account or Online Services
without your permission.
To notify us:
• Call toll free at 800-748-4424
• Sign in to the Online Portal and send us a secure message or
• Write to
Primary Residential Mortgage, Inc.
Servicing Department
P.O. Box 16690 Salt Lake City, UT 84116
In the event of unauthorized use of your username and password, or any other security or authentication technique we use, you may be liable for resulting losses, to the extent permitted by law.
Additional Responsibilities
You are responsible for:
• Actions taken by anyone using Online Services after signing in with your username and password, or any other PRMI approved authentication control. We are entitled to rely and act upon instructions received under your username and password.
• Keeping your username and password confidential.
• Ensuring that you have signed off from the Online Portal when your session is complete to prevent unauthorized persons from using the Online Portal.
• Ensuring your
computer operating system, software, browser version, plug-ins and anti- virus software are all current and up-to-date.
• Ensuring you have a valid email address. You agree that you will:
• Be the only user of your username
and password, and you will not transfer or disclose any of this information to any other person.
• Be responsible for all usage of Online Services and any fees associated with the use of other services accessed through the Online Portal
on your Account, whether or not authorized by you.
• Immediately notify us to report any actual or suspected unauthorized use of your username and password.
• Provide true, accurate, current and complete information yourself,
as requested.
• Not misrepresent your identity.
• Not use Online Services in a way that violates any applicable federal, state, local, or international law or regulation (including, without limitation, any laws regarding the
export of data or software to and from the U.S. or other countries).
• Comply with all regulations, policies and procedures of networks through which you access and use the Online Services.
• Not use Online Services in a way that disrupts Online Services or networks through which you access or use the Online Portal.
• Not access or attempt to access any other account for which you have no authorization to access,
or duplicate, modify, disrupt, or display any data or files from any such account.
• Be responsible for and provide all computer, telephone, and other equipment, software (other than software provided by us) and all services necessary to
access Online Services.
Disclaimer of Warranties
You understand that we cannot and do not guarantee or warrant that Online Services or the Online Portal will be free of viruses or other destructive code. You are responsible for implementing sufficient procedures and checkpoints to satisfy your particular
requirements for anti-virus protection and accuracy of data input and output, and for maintaining a means external to our site for any reconstruction of any lost data.
TO THE FULLEST EXTENT PROVIDED BY LAW, WE WILL NOT BE LIABLE FOR
ANY LOSS OR DAMAGE CAUSED BY A DISTRIBUTED DENIAL-OF-SERVICE ATTACK, VIRUSES, OR OTHER TECHNOLOGICALLY HARMFUL MATERIAL THAT MAY INFECT YOUR COMPUTER EQUIPMENT, COMPUTER PROGRAMS, DATA, OR OTHER PROPRIETARY MATERIAL DUE TO YOUR USE OF THE ONLINE SERVICES
OR ONLINE PORTAL OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE ONLINE PORTAL OR TO YOUR ACCESSING OR DOWNLOADING OF ANY MATERIAL POSTED ON IT, OR ON ANY WEBSITE LINKED TO IT. YOUR USE OF THE ONLINE PORTAL, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED
THROUGH THE WEBSITE IS AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE ONLINE PORTAL ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER
THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE ONLINE PORTAL. WITHOUT LIMITING THE FOREGOING, NEITHER THE
COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE ONLINE PORTAL, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE ONLINE PORTAL WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED,
THAT OUR ONLINE PORTAL OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE ONLINE PORTAL OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE ONLINE PORTAL WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. TO
THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR
PURPOSE. THE FOREGOING DOES NOT AFFECT ANY WARRANTIES THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Limits on Liability and Obligation
TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL PRMI, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR DAMAGES OF ANY KIND, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH
YOUR USE, OR INABILITY TO USE, THE ONLINE PORTAL, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE ONLINE PORTAL OR SUCH OTHER WEBSITES, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED
TO, PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT,
OR OTHERWISE, EVEN IF FORESEEABLE.
This is true whether these damages occur in an action under contract, or from negligence or any other theory, arising out of, or in connection with, this Agreement, Online Services, or the inability
to use Online Services.
In addition to the reasons such as scheduled system maintenance, damages could arise from circumstances beyond our control, even if we advise you of the possibility of such damages. These circumstances could include (but are not limited to):
• Power outages
• System failures
• Fires
• Floods
• Natural disasters
• Extreme weather
• Cyber-attacks
The limitation of liability set out above does not apply to liability resulting from our gross negligence or willful misconduct. THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.
Except
as specifically provided in this Agreement or otherwise required by applicable law, we, our service providers or other agents, also will not be liable for:
• Any loss or liability you may incur resulting wholly or partly from failure or misuse of your equipment or software provided by an external company (such as an Internet browser provider, an Internet access provider, an online service provider or
an agent or subcontractor of any of them).
• Any direct, indirect, special or consequential, economic or other damages arising in any way from your access/use/failure to obtain access to Online Services. PRMI does not make any representation
that any content or use of Online Services is appropriate or available for use in locations outside of the continental United States, Alaska and Hawaii.
We will not be obligated to honor, in whole or in part, any transaction or instruction that:
• Is not in accordance with any term or condition of this Agreement or any other agreement that applies to the relevant Online Services or Account.
• We have reason to believe may not be authorized by you or any other person whose authorization
we believe necessary.
• We have reason to believe involves funds or other property subject to a hold, dispute, restriction or legal process we believe prevents the transaction or instruction.
• Would violate any applicable rule
or regulation of any federal or state regulatory authority.
• Is not in accordance with any other requirement of our policies, procedures or practices.
• We have other reasonable cause not to honor for our or your protection.
Indemnification
You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against
any claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to your violation of these Terms of Use or your use of the Online Portal, including, but not limited
to, your Account, any use of the portal’s content, services, and products other than as expressly authorized in these Terms of Use, or your use of any information obtained from Online Services or the Online Portal.
Amendments
We may revise and update these Terms of Use from time to time in our sole discretion. All changes are effective immediately when we post them, and apply to all access to and use of Online Services thereafter. We will update this Agreement in the Online
Portal on or before the effective date of the changes made, unless immediate change is necessary to maintain the security of the system or unless a law, rule or regulation requires it to be updated earlier. If we cannot disclose a change without jeopardizing
the security of the system, this Agreement will be updated within 30 days after the change. We will notify you as soon as possible when any changes are made that materially affect your rights, such as changes regarding how your information is maintained
or used. By continuing to use Online Services after we send notice of any change, you agree to the change.
Changes to fees or terms that apply to your Account are governed by the agreement otherwise governing the specific account.
Except as otherwise required by law, any change to this Agreement applies only to transactions that occur, or claims that arise, after the amendment becomes effective. If at any time you are dissatisfied with Online Services or this Agreement as it
may be revised, you agree that your sole exclusive remedy is to discontinue use of the Online Portal.
Termination
This Agreement will be in effect from the date we accept your enrollment in Online Services and at all times while you are using Online Services. Unless otherwise required by applicable law, either of us can terminate this Agreement and/or your access to any Online Services, in whole or in part, at any time, without notice. The termination of this Agreement will not end your obligations or our rights under this Agreement before the termination. All applicable provisions of this Agreement survive termination by either you or us, including without limitation:
• Provisions related to intellectual property
• Warranty disclaimers
• Limitations of liability
• Indemnification
Governing Law
All matters relating to the use of Online Services pursuant to this Agreement, and any dispute or claim arising therefore or related thereto (in each case, including non-contractual disputes or claims), shall be governed by and construed in accordance
with Utah law without giving effect to any choice or conflict of law provision or rule.
Arbitration
At PRMI’s sole discretion, it may require you to submit any disputes arising from these Terms of Use or use of Online Services, including disputes arising from or concerning their interpretation, violation, invalidity, non-performance, or termination,
to final and binding arbitration under the Rules of Arbitration of the American Arbitration Association applying Utah law. In any legal action brought to enforce the terms of this Agreement, the prevailing party will be entitled to recover costs and
reasonable attorney fees.
Limitation on Time to File Claims
ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE ONLINE SERVICES MUST BE COMMENCED WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES; OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
Assignment
We may assign our interest in this Agreement to any party. You may not assign or transfer this Agreement. We may also assign or delegate certain of our rights and responsibilities under this Agreement to independent contractors or other third parties.
Intellectual Property and Other Proprietary Rights
Online Services and the Online Portal and their entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, and the design, selection, and arrangement thereof) are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. These Terms of Use permit you to use the Online Portal and Online Services for your personal, non-commercial use only. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Online Portal or Online Services, except as follows:
• Your computer may temporarily store copies of such materials in RAM incidental to your accessing and viewing those materials.
• You may store files that are automatically cached by your Web browser for display enhancement purposes.
• You may print [or download] one copy of a reasonable number of pages of the Website for your own personal, non-commercial use and not for further reproduction, publication, or distribution.
• If we provide desktop, mobile,
or other applications for download, you may download a single copy to your computer or mobile device solely for your own personal, noncommercial use provided you agree to be bound by our end user license agreement for such applications.
You must not:
• Modify copies of any materials from this site.
• Delete or alter any copyright, trademark, or other proprietary rights notices from copies of materials from this site.
You must not access or use for any commercial purposes any part of the Online Portal or Online Services or any services or materials available through the Online Portal. If you print, copy, modify, download, or otherwise use or provide any other person with access to any part of the Online Portal in breach of the Terms of Use, your right to use the Online Portal will stop immediately and you must, at our option, return or destroy any copies of the materials you have made. No right, title, or interest in or to the Online Portal or any content on the portal is transferred to you, and all rights not expressly granted are reserved by the Company. Any use of the Online Portal and Online Services not expressly permitted by these Terms of Use is a breach of these Terms of Use and may violate copyright, trademark, and other laws.
Entire Agreement
The Terms of Use, our Privacy Policy, and the Agreement for Electronic Delivery of Statements and Disclosures, constitute the sole and entire agreement between you and PRMI regarding the use and access of the Online Portal and its Online Services and
supersede all prior and contemporaneous understandings, agreements, representations, and warranties, both written and oral, regarding the Online Portal and its Online Services.
Waiver
No waiver by the Company of any term or condition set out in this Agreement shall be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of the Company to assert a right or provision
under this Agreement shall not constitute a waiver of such right or provision. We may agree in writing (or otherwise) to waive a provision of this Agreement, including a fee. We may revoke any waiver.
If any provision of this Agreement
is held by a court or other tribunal of competent jurisdiction to be invalid, illegal, or unenforceable for any reason, such provision shall be eliminated or limited to the minimum extent such that the remaining provisions of the Agreement will continue
in full force and effect.
Failure to Act
Our failure to act with respect to a breach of this Agreement by you or others does not waive our right to act with respect to subsequent or similar breaches.
Headings
Headings are for reference only and do not define, limit, construe, or describe the scope or extent of a section.