Terms of Service

1. Who these Terms are between

These Terms of Service (“Terms”) are an agreement between Prefile LLC (“Prefile,” “we,” “us”) and the company that creates a Prefile account (“Customer,” “you”). The person who accepts these Terms when signing up confirms that they are authorized to accept them on the Customer’s behalf. Each person the Customer adds to its account (“User”) must follow these Terms.

2. The service

Prefile is software that helps mortgage lenders and brokers track the steps of each loan file, assign them to team members, see deadlines and alerts, and keep records of who did what. Some features prepare emails that open in your own email program; you review and send them yourself. Optional features may be switched on for your account separately.

Prefile is a tool. It does not originate, underwrite, approve or price loans, make credit decisions, or give legal, tax or compliance advice. Default deadlines and alerts are conveniences you can change; they are not a substitute for your own procedures. You remain solely responsible for complying with the laws and regulations that apply to your business, including federal and state lending, disclosure, fair lending, licensing, privacy and recordkeeping requirements.

3. Accounts

• You must give accurate and current information about your company, including your NMLS ID and state licenses, and keep it up to date.
• You are responsible for who you add as a User, for the roles you give them, and for everything done under your account.
• Keep passwords confidential. Tell us promptly at admin@prefile.io if you believe an account has been accessed without permission.
• We may verify the information you provide (for example, on NMLS Consumer Access) and may suspend accounts with false, incomplete or unverifiable information.

4. Your data

“Customer Data” means the information you and your Users put into Prefile, including information about borrowers, properties, loans, third parties and your company. You own your Customer Data. You give us permission to host, copy, process and display it only as needed to provide, secure and support the service for you, and as described in our Privacy Policy.

You are responsible for having the rights, notices and consents required by law to put Customer Data into Prefile, including the privacy notices you give borrowers. For borrower information, we act as your service provider: we process it on your behalf and under your instructions, we do not sell it, and we do not use it to market to borrowers or for any purpose of our own other than operating and improving the security and reliability of the service.

5. Security and confidentiality

We maintain reasonable administrative, technical and physical safeguards designed to protect Customer Data, including encryption in transit and at rest, separation of each customer’s data, access controls and activity logging. If we become aware of unauthorized access to your Customer Data, we will notify you without undue delay and give you the information reasonably available to us so you can meet your own obligations.

Authorized Prefile personnel may access your account when needed to provide support, investigate a problem or fix an error. That access is limited to what the task requires, is restricted to our staff, and is recorded in your account’s activity log.

Each party will keep the other’s non-public business information confidential and use it only for purposes of these Terms, except where disclosure is required by law.

6. Acceptable use

You and your Users will not:

• use Prefile for any unlawful purpose or to send messages that violate anti-spam, telemarketing or consumer protection laws;
• attempt to access another customer’s data or any part of the service you are not authorized to use;
• upload malicious code, or interfere with or disrupt the service;
• copy, resell, or reverse engineer the service, or use it to build a competing product;
• share your account with people who are not your employees or authorized contractors.

7. Fees

Fees, if any, are set out in a separate order form or written agreement. If no such agreement applies, the service is provided without charge, and we will give you at least 30 days’ written notice before introducing fees. You can cancel before any fee takes effect.

8. Third-party services

Prefile relies on third-party providers for hosting, data storage, authentication and email delivery, listed in our Privacy Policy. Emails prepared by Prefile for you to send are sent from your own email account and are governed by your email provider’s terms.

9. Suspension, termination and your data afterwards

You may stop using Prefile and close your account at any time. We may suspend or end your access if you materially breach these Terms, if your licensing information cannot be verified, if required by law, or if needed to protect the service or other customers. Where reasonable, we will tell you first and give you a chance to fix the problem.

After your account is closed, you will have 30 days to export your Customer Data (for example, with the Excel export in Settings). We then delete Customer Data within 90 days, except copies kept in routine backups until they expire, and records we must keep by law.

10. Disclaimers

The service is provided “as is” and “as available.” To the fullest extent permitted by law, we disclaim all warranties, express or implied, including merchantability, fitness for a particular purpose and non-infringement. We do not warrant that the service will be uninterrupted or error-free, or that alerts, deadlines or reminders will be complete or timely.

11. Limitation of liability

To the fullest extent permitted by law, neither party will be liable for indirect, incidental, special, consequential or punitive damages, or for lost profits, revenue or data, arising out of these Terms. Each party’s total liability arising out of these Terms is limited to the greater of the fees you paid us in the 12 months before the claim or US $100. These limits do not apply to a party’s indemnification obligations, its breach of Section 5 (confidentiality), or its gross negligence, fraud or willful misconduct.

12. Indemnification

You will defend and indemnify us against third-party claims arising from your Customer Data, your use of the service in violation of law or these Terms, or your dealings with your borrowers. We will defend and indemnify you against third-party claims that the service, as we provide it, infringes their intellectual property rights.

13. Changes to these Terms

We may update these Terms. For material changes we will give at least 30 days’ notice by email or in the service before they take effect. If you continue to use Prefile after the changes take effect, the updated Terms apply; if you do not agree, you may close your account before then.

14. Governing law

These Terms are governed by the laws of the Commonwealth of Massachusetts, without regard to its conflict-of-laws rules. The state and federal courts located in Massachusetts have exclusive jurisdiction over any dispute arising out of these Terms, and both parties consent to their jurisdiction.

15. General

These Terms, together with the Privacy Policy and any order form, are the entire agreement between the parties about the service. If any provision is unenforceable, the rest remains in effect. Neither party may assign these Terms without the other’s consent, except to a successor in a merger or sale of substantially all of its business. Notices to us go to admin@prefile.io; notices to you go to your account owner’s email.