Borrower Portal Terms of Use


Effective: March 3, 2021

This Terms of Use Agreement ("Agreement") is a binding legal agreement between you ("You" or "Your") and BMI Associates, Inc. (dba PORTFOL Software) (“BMI”).

BMI PROVIDES THE WEBSITE AT http://nebbiz.portfol.com//portal SOLELY ON THE TERMS AND CONDITIONS SET FORTH IN THIS AGREEMENT AND ON THE CONDITION THAT YOU ACCEPT AND COMPLY WITH THEM. BY CLICKING THE “ACCEPT” BUTTON OR BY ACCESSING OR USING BMI’S WEBSITE, AND ANY TOOLS, SERVICES, FEATURES OR CONTENT CONTAINED THEREIN (COLLECTIVELY, “WEBSITE”), YOU (A) ACCEPT AND AGREE TO BE LEGALLY BOUND BY ALL OF THE TERMS AND CONDITIONS CONTAINED IN THIS AGREEMENT, WHETHER AS A GUEST OR REGISTERED USER, AND (B) WARRANT THAT (I) YOU ARE 18 YEARS OF AGE OR OLDER/OF LEGAL AGE TO ENTER INTO A BINDING AGREEMENT; AND (II) IF YOU ARE A CORPORATION, GOVERNMENT ORGANIZATION, OR OTHER LEGAL ENTITY, YOU HAVE THE RIGHT, POWER, AND AUTHORITY TO ENTER INTO THIS AGREEMENT ON BEHALF OF THE ENTITY.

IF YOU DO NOT ACCEPT THE TERMS AND CONDITIONS OF THIS AGREEMENT, YOU ARE NOT GRANTED PERMISSION TO ACCESS OR OTHERWISE USE THE WEBSITE AND ARE INSTRUCTED TO EXIT THE WEBSITE IMMEDIATELY.

I. Changes to Terms of Use

BMI may revise and update the Terms of Use of the Agreement from time to time in its sole discretion. All changes are effective immediately when posted and apply to all access to and use of the Website thereafter. However, any changes to the dispute resolution, governing law and jurisdiction provisions set forth herein will not apply to any disputes for which the parties have actual notice on or before the date the change is posted on the Website.

Your continued use of the Website following the posting of revised Terms of Use means that you accept and agree to the changes. You are expected to check this page from time to time so you are aware of any changes, as they are binding on You.

II. Website Access and Security

1. Access. BMI reserves the right to withdraw or amend this Website, and any service, content or material BMI may provide on the Website in its sole discretion without notice. BMI will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period. From time to time, BMI may restrict access to some parts of the Website, or the entire Website to users, including registered users.

You are responsible for both: a) Making all arrangements necessary for you to have access to the Website; and b) Ensuring that all persons who access the Website through your internet connection are aware of these Terms of Use and comply with them.

To access the Website or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Website that all the information you provide on the Website is correct, current, and complete.

If you choose, or are provided with, a user name, password, or any other piece of information as part of our security procedures, you agree to treat such information as confidential, and you must not disclose it to any other person or entity. If at any time You believe that Your login name and/or password has been revealed to any other party, or otherwise compromised, You agree to change Your login name and/or password immediately through the Website. You also acknowledge that your account is personal to you and agree not to provide any other person with access to this Website or portions of it using your user name, password, or other security information. You agree to notify BMI immediately of any unauthorized access to or use of your user name or password or any other breach of security. You also agree to ensure that you exit from your account at the end of each session. You should use particular caution when accessing your account from a public or shared computer so that others are not able to view or record your password or other personal information. BMI shall not be liable to You or any third party for any loss or damage arising from Your failure to comply with Your registration obligations. BMI has the right to disable any user name, password, or other identifier, whether chosen by you or provided by BMI, at any time and for any reason, including if BMI, in its sole discretion, determines that you have violated any provision of these Terms of Use.

2. Security and User Restrictions. You agree that you may use the Website only for lawful purposes and in accordance with these Terms of Use. In order to maintain the integrity and security of the Website, You understand and agree that You may not:

  1. Use the Website in any 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 US or other countries).
  2. Engage in any other conduct that restricts or inhibits anyone’s use or enjoyment of the Website, or which, as determined by us, may harm the Company or users of the Website, or expose them to liability.
  3. Impersonating any person or entity, disguising Your identity, or misrepresenting or falsifying by any means any information provided by You to BMI.
  4. Your use or attempted use of another user's account without the consent of that user or by BMI.
  5. Use the Website in any manner that could disable, overburden, damage, or impair the site or interfere with any other party’s use of the Website, including their ability to engage in real time activities through the Website.
  6. Use any robot, spider, or other automatic device, process, or means to access the Website for any purpose, including monitoring or copying any of the material on the Website.
  7. Use any manual process to monitor or copy any of the material on the Website, or for any other purpose not expressly authorized in these Terms of Use, without our prior written consent.
  8. Use any device, software, or routine that interferes with the proper working of the Website.
  9. Introduce any viruses, Trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful.
  10. Attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Website, the server on which the Website is stored, or any server, computer, or database connected to the Website.
  11. Obtain or attempt to obtain any Contents, materials, documents, or information through any means not purposely made available on the Website and otherwise expressly authorized by BMI.
  12. Attack the Website via a denial-of-service attack or a distributed denial-of-service attack.
  13. Probing, scanning, or testing the vulnerability of the Website or any BMI systems, services or networks connected to the Website;
  14. Breaching the security or authentication measures on the Website or any BMI systems, services, or networks connected to the Website; and.
  15. Providing material support or resources (or to conceal or disguise the nature, location, source, or ownership of material support or resources) to any organization(s) designed by the United States government as a foreign terrorist organization pursuant to section 219 of the Immigration and Nationality Act.
  16. Otherwise attempt to interfere with the proper working of the Website.

3. Authorization. If you are a non-borrower or non-authorized third party who provides us information in relation to an account serviced by BMI, you agree and hereby consent to allow us to share your information with our borrower or authorized account holder.

4. Enforcement. Actual or attempted unauthorized use of the Website may result in criminal and/or civil prosecution. BMI reserves the right, in its sole and absolute discretion and at any time and without due cause, notice or permission from You, to (a) view, monitor, and record activity on the Website, and (b) modify, restrict, suspend, or terminate Your access and use of the Website, or any portion thereof. BMI assumes no responsibility or liability arising from such restriction, suspension or termination of Your access or use of the Website. BMI will fully cooperate with any law enforcement authorities or court order requesting or directing BMI to disclose the identity of anyone using or accessing the Website in violation of the terms and conditions of this Agreement.

III. IP Ownership; License

1. IP Ownership. Unless otherwise set forth in this Agreement, all content on the Website, including text, code, scripts, logos, images, sounds, and other materials that are part of this Website including the design, structure, selection, coordination, expression, "look and feel", and arrangement of any content, are copyrighted works, trademarks, trade dress, or other intellectual properties owned, controlled, or licensed by BMI, its subsidiaries, affiliates, successors and/or assigns. The Website as a whole is protected by copyright and trade dress, all worldwide rights, titles and interests in and to which are owned by BMI, its subsidiaries, affiliates, successors and/or assigns. Other trade names, copyrighted materials, and trademarks contained on the Website appear with the permission of their respective owners. No express or implied right, title or interest in the Website, any of its content, downloaded materials, or software is transferred to You as a result of your use and access of the Website.

2. License. BMI hereby grants You a personal, revocable, limited, non-exclusive, royalty-free, non-sublicensable, worldwide, non-transferable license to use and access the Website subject to Your compliance with the terms and conditions of this Agreement. Except as specifically authorized in this Agreement, You may not reproduce, store, publish, frame, transmit, distribute, display, alter, modify, translate, decompile, disassemble, broadcast, create derivate works from, rent, lease, license, sublicense, sell or exploit in any way, in whole or in part, any of the Website, or any related software without the express written consent and approval by BMI.

IV. Registration and User Contributions

1. Registration. Registration to the Website is void where prohibited. You must be eighteen (18) years of age or older to register, use and access the Website. Any registration, use, or access of the Website by anyone under eighteen (18) years of age is unauthorized, unlicensed and in violation of the express terms and conditions of this Agreement. By registering, using, and/or accessing this Website, You represent and warrant that You are eighteen (18) years of age or older. You represent and warrant that the execution of this Agreement does not violate or cause You to be in breach of any other agreement with, or of any obligation owed to, another person or company.

Upon registering with the Website, You agree to comply with all applicable local, state, federal, and international laws and regulations with respect to Your access and use of the Website. You further agree to provide accurate, current and complete information about You as requested in BMI's registration form. If You provide any false, inaccurate, or incomplete information, BMI reserves the right to immediately terminate Your access and use of the Website.

2. User Contributions. You are responsible for any and all content that You upload, or cause to be displayed on the Website ("User Contribution"). You represent and warrant that You own or control all rights in and to the User Contributions and that the User Contributions do not violate or infringe upon the intellectual property or other proprietary rights of any third party. You agree not to upload or cause to be displayed or transmitted any User Contribution that BMI considers, in its absolute and sole discretion, harmful, threatening, unlawful, scandalous, pornographic, profane, defamatory, infringing, abusive, inflammatory, harassing, vulgar, obscene, fraudulent, invasive of privacy or publicity rights, hateful, or racially, ethnically or otherwise objectionable. You are also prohibited from uploading, posting, transmitting, sharing, storing, or otherwise making available User Contributions that would constitute or encourage a criminal offense, violate the rights of any party, or that would otherwise create liability or violate any local, state, federal, or international law or regulation.

By uploading, publishing, or displaying the User Contribution on the Website, You automatically grant BMI, BMI’s affiliates and service providers, and each of their licensees, successors and assigns, an irrevocable, perpetual, non-exclusive, transferable, sublicensable, fully paid, royalty free, worldwide license to use, copy, reproduce, display, reformat, translate, excerpt, and distribute the User Contribution as BMI deems necessary in its sole and absolute discretion in connection with BMI's operation of and business purpose for the Website. You may remove Your User Contribution from the Website at any time. If You choose to remove Your User Contribution, the license granted above will automatically terminate, however, BMI may retain archived copies of Your User Contributions in our database.

BMI reserves the right, but undertakes no duty, to review, edit, move, or delete any User Contributions uploaded, published, or displayed on the Website, in BMI's sole and absolute discretion and without notice to You. BMI assumes no responsibility or liability arising from (a) the deletion of or failure to store any User Contribution, (b) the content of any such uploading, publishing, or displaying of the User Contribution, and (c) any error, defamation, libel, slander, omission, falsehood, obscenity, pornography, profanity, danger, or inaccuracy contained in any User Contribution uploaded, published, or displayed on the Website.

You agree that BMI has no control over the extent to which the User Contributions may be used by any party or person once they are uploaded or otherwise displayed on the Website. You agree that BMI has not become, nor shall BMI be deemed, a publisher of the User Contributions due to BMI's permission for You to upload, publish, or display Your User Contributions on the Website. You agree that BMI shall not be responsible for screening, policing, editing, or monitoring Your User Contributions and BMI does not make any representation regarding the accuracy, completeness, timeliness, or reliability of any User Contributions. Notwithstanding the foregoing, if BMI determines, in its sole discretion, that any portion of the User Contributions violates the terms and conditions of this Agreement, BMI may delete the unacceptable content from Your User Contributions and/or terminate Your use of the Website.

V. Disclaimers; Limitation of Liability; Indemnity

1. Reliance on Information Posted. Any specific commercial products or services offered by any third party on the Website does not constitute or imply BMI’s endorsement, sponsorship, or recommendation. The opinion of any third parties expressed on the Website or in any User Contribution located on the Website does not necessarily reflect those of BMI. BMI not warrant the accuracy, completeness, or usefulness of this information on the Website. Any reliance You place on such information is strictly at your own risk. BMI disclaims all liability and responsibility arising from any reliance placed on such materials by You or any other visitor to the Website, or by anyone who may be informed of any of its contents.

2. Third Party Websites. BMI does not control the availability or content of any third party websites, services, or resources to which this Website may link and such links are provided for your convenience only. You agree that BMI has no control over the contents of any third party sites or resources, and BMI accept no responsibility for them or for any loss or damage that may arise from your use of them. Your use of these third party websites, services, or resources to which this Website may link is at Your sole risk and BMI hereby disclaims any liability for any loss or damage suffered by You as a result of Your use of said third party websites, services or resources. Concerns regarding any such service, resource, or link should be directed to the particular third party. BMI does not endorse, sponsor, sanction, or verify the accuracy of any websites that link to the Website, even if BMI's logo or mark is used a part of the link to this Website.

3. Disclaimer of Warranties. BMI DOES NOT REPRESENT OR WARRANT AND HEREBY DISCLAIMS THAT THE SOFTWARE, CONTENTS, OR OTHER MATERIALS ON THE WEBSITE ARE ACCURATE, COMPLETE, RELIABLE, CURRENT OR ERROR-FREE OR THAT THE WEBSITE IS FREE OF VIRUSES OR OTHER HARMFUL MATERIAL. TO THE FULLEST EXTENT PROVIDED BY LAW, BMI SHALL NOT BE LIABLE FOR ANY DENIAL-OF-SERVICE ATTACK, DAMAGES TO YOUR DATA, FILES, NETWORK, INFORMATION SYSTEMS, COMPUTER EQUIPMENT OR OTHER PROPERTY ON ACCOUNT OF YOUR ACCESS TO OR USE OF THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE OR YOUR DOWNLOADING OR UPLOADING OF ANY MATERIALS, DATA, TEXT, IMAGES, VIDEO, OR AUDIO FROM OR TO THE WEBSITE OR ANY WEBSITE LINKED TO IT, WHETHER THROUGH INFECTION BY A VIRUS OR OTHERWISE, UNLESS PROVEN TO BE CAUSED BY THE WILLFUL MISCONDUCT OR GROSS NEGLIGENCE OF BMI.

THIS WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE ARE PROVIDED TO YOU ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, WITHOUT LIMITATION, WARRANTIES OF TITLE, NON-INFRINGEMENT, OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. YOU ACKNOWLEDGE, BY YOUR USE OF THE WEBSITE, THAT YOUR USE OF THE WEBSITE IS AT YOUR SOLE RISK, THAT YOU ASSUME FULL RESPONSIBILITY AND LIABILITY FOR ALL COSTS ASSOCIATED WITH FAILURE OF ELECTRONIC OR MECHANICAL EQUIPMENT OR COMMUNICATION LINES, TELEPHONE OR OTHER CONNECTION PROBLEMS, OPERATOR ERRORS, SEVERE WEATHER, EARTHQUAKES, OR NATURAL DISASTERS, STRIKES, OR OTHER LABOR PROBLEMS, WARS, OR GOVERNMENTAL RESTRICTIONS, ANY BUSINESS OR OTHER ARRANGEMENTS YOU MAY ENTER INTO WITH ANOTHER USER REGISTERED ON OUR WEBSITE, AND ALL NECESSARY SERVICING OR REPAIR OF ANY ELECTRICAL, MECHANICAL, OR OTHER EQUIPMENT OR SOFTWARE YOU USE IN CONNECTION WITH YOUR USE AND ACCESS OF THE WEBSITE, UNLESS IT IS PROVEN THAT SUCH SERVICING OR REPAIR IS REQUIRED DUE TO THE WILLFUL MISCONDUCT OR GROSS NEGLIGENCE OF BMI. NEITHER BMI NOR ANY PERSON ASSOCIATED WITH BMI MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE WEBSITE. WITHOUT LIMITING THE FOREGOING, NEITHER BMI NOR ANYONE ASSOCIATED WITH BMI REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT, OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE 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.

4. Limitation of Liability. TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT SHALL BMI, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, DIRECTORS OR ASSIGNS BE LIABLE FOR ANY INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, SPECIAL, INDIRECT, OR PUNITIVE DAMAGES (INCLUDING, WITHOUT LIMITATION, LOST PROFITS OR DATA) ARISING OUT OF OR IN ANY WAY CONNECTED WITH YOUR ACCESS TO, OR USE OF, THE WEBSITE, WITH THE DELAY OR INABILITY TO USE THE WEBSITE, OR FOR ANY INFORMATION, SERVICES, PROGRAMS, PRODUCTS, AND MATERIALS AVAILABLE THROUGH THE WEBSITE, WHETHER BASED IN CONTRACT, TORT, STRICT LIABILITY, OR OTHERWISE, EVEN IF BMI HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING THE FOREGOING, BMI'S LIABILITY TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT PAID, IF ANY, BY YOU TO BMI FOR YOUR USE OF AND ACCESS TO THE WEBSITE DURING THE PRIOR THREE MONTHS. THE FOREGOING LIMITATION ON PUNITIVE DAMAGES SHALL NOT APPLY TO NEW JERSEY USERS.

5. Indemnity. You agree to defend, indemnify, and hold BMI and its subsidiaries, affiliates and all of their respective employees, agents, directors, officers, shareholders, attorneys, successors, and assigns, harmless from and against any and all claims, liabilities, judgments, proceedings, injuries, losses, damages, attorney's fees and other costs and expenses of every kind or nature arising from or related to Your use of and access to the Website and any breach by You of the terms and conditions of this Agreement.

VI. Privacy

You agree that BMI may use or disclose information about You and Your use of the Website in accordance with BMI's privacy policy. All comments, feedback, suggestions, ideas, and other submissions disclosed, submitted or offered to BMI on or by the Website or otherwise disclosed, submitted or offered in connection with Your use of the Website (collectively, "Comments") shall be owned by and remain the property of BMI. You agree that BMI is free to use, without Your consent, restriction and compensation to You, any ideas, concepts, know-how, suggestions, or techniques contained in any Comments You send to the Website for any purpose whatsoever including, but not limited to, developing, manufacturing and marketing products or services using such information. BMI has no obligation to respond to any Comments. You agree that Comments submitted by You to the Website will not violate any right of any third party, including copyright, trademark, privacy or other personal or proprietary right(s).

VII. Term; Termination

This Agreement is effective upon your access and use of the Website unless and until terminated by You or BMI. This Agreement will automatically terminate if You did not accept the terms and conditions of this Agreement. You may terminate this Agreement at any time upon delivery of written notice to BMI, provided that any such termination will have no effect on Your liability as a result of Your use of and/or access to the Website. BMI may also terminate this Agreement at any time if BMI, at its sole discretion, determines that You failed to comply with any term or provision of this Agreement. BMI reserves the right, without prior notice and in its sole and absolute discretion, to change, suspend, discontinue, or limit Your access to any aspect of the Website at any time.

VIII. Miscellaneous

1. Injunctive Relief. You acknowledge that any breach, threatened or actual, of this Agreement will cause irreparable injury to BMI, such injury would not be quantifiable in monetary damages, and BMI would not have an adequate remedy at law. You therefore agree that BMI shall be entitled, in addition to other available remedies, to seek and be awarded an injunction or other appropriate equitable relief from a court of competent jurisdiction restraining any breach, threatened or actual, of Your obligations under any provision of this Agreement. Accordingly, You hereby waive any requirement that BMI post any bond or other security in the event any injunctive or equitable relief is sought by or awarded to BMI to enforce any provision of this Agreement.

2. Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid or unenforceable, such determination shall not affect the validity or enforceability of any other part or provision of this Agreement.

3. Waiver. The waiver by BMI of any breach of any provision of this Agreement by You shall not be construed to be either a waiver of BMI's rights regarding any succeeding breach of any such provision by You or a waiver of the provision itself.

4. Entire Agreement. This Agreement constitutes the entire agreement between You and BMI with respect to this subject matter and supersedes all previous proposals, both oral and written, negotiations, representations, commitments, writings and all other communications between You and BMI.

5. Choice of Law and Jurisdiction. All matters relating to the Website and these Terms of Use, and any dispute or claim arising therefrom or related thereto shall be governed by and construed in accordance with the laws of the State of Utah without giving effect to any choice or conflict of law provision or rule. You hereby expressly agree to submit to the personal jurisdiction of such courts and waive any objection to the venue in such courts. You also acknowledge and agree that any applicable state law implementation of the Uniform Computer Information Transactions Act (including any available remedies or laws) shall not apply to this Agreement and is hereby disclaimed. You further acknowledge and agree that any legal suit, action, or proceeding arising out of, or related to, these Terms of Use or the Website shall be instituted exclusively in the courts of the State of Utah. You waive any and all objections to the exercise of jurisdiction over you by such courts and to venue in such courts.

6. Modifications. BMI may from time to time change the terms and condition that govern Your use and access of the Website. BMI will post these changes in this Agreement. Your use and access of the Website following any such change constitutes Your agreement to follow and be legally bound by the terms and conditions as modified. BMI may change, move, or delete portions of the Website, or may add to the Website from time to time.

7. No Assignment. This Agreement is personal to You, and You may not assign Your rights or obligations to any other person or entity without BMI's prior written consent.

8. Reservation of Rights. Any and all rights not express granted in this Agreement are hereby reserved by BMI.

9. Contact. Any questions or comments concerning the Website should be sent via email to support@portfol.com