Lake City Servicing
Terms, Conditions, and Disclaimers
The purpose of the Website is to allow you to access the Website to track and view the status of each of Investor’s loans (collectively, the “Loans”) that are being serviced by LCS. In addition to the Authorized User’s liability and responsibilities for the access and use of the Website under this Agreement, the Investor will have joint and several liability and responsibility for the Authorized User’s access and use of the Website, including the Authorized User’s compliance with the terms and conditions hereunder.
If you access or use the Website in a manner inconsistent with or in violation or breach of these terms and conditions, you will be liable to LCS and be responsible for any damages, losses or liabilities incurred by LCS arising from or relating to such inconsistency, violation or breach, and LCS may terminate your access, block your future access, and/or seek such additional relief as the circumstances regarding any inconsistency, violation or breach by you indicate is proper.
This Website is owned and operated by LCS. This Agreement contains the terms, covenants, conditions and provisions upon which you may access and use this Website. Each time that you access or use of the Website, you will be required to accept and agree to, and be deemed to have accepted and agreed to, these terms and conditions.
1. Limited Purpose and No Reliance. The data, materials and information available through the Website (the “Servicing Information”) will consist of information regarding loan level servicing activities for the all Loans and the related borrowers.You acknowledge and agree that the Servicing Information is ongoing operational information of the servicing activities of LCS that may include incomplete or inaccurate data, and is subject to revisions and corrections from time to time, and has not been and will not be reviewed or audited by the independent accountants for LCS.LCS shall not have any obligation or duty to continue to provide you with any Servicing Information available on the LCS Website or to maintain the LCS Website, and LCS in its sole discretion may discontinue your access to the LCS Website at any time.
2. Password Policy. By agreeing to the terms and conditions of this Agreement, you agree to be responsible for maintaining the confidentiality of your account identification and password and are fully responsible for all activities that occur under the account identification and password. If you become aware of any loss or theft of your account identification and password or suspect or become aware of any unauthorized access or use of your account identification or password or any other security failure or breach involving your account access or the Website, then (i) you agree to immediately notify LCS and (ii) you shall take immediate action to terminate your access as an Authorized User to access and use the Website through such account identification and password. DO NOT SHARE YOUR PASSWORD WITH ANYONE. IF YOU KNOW OR SUSPECT THAT YOUR PASSWORD HAS BEEN COMPROMISED, NOTIFY LCS IMMEDIATELY AND CHANGE YOUR PASSWORD IMMEDIATELY. LCS reserves the right to delete or change any account identification or password at any time for any reason.
3. Grant of Limited License. This Agreement provides you with a personal, revocable, non-exclusive, non-sublicensable, non-transferable, non-assignable right and license to access and use the Website solely for Investor’s internal business use and is further conditioned upon and subject to your continued compliance with the terms and conditions of this Agreement. You agree that your use and any disclosure of any and all Servicing Information shall be only for the purpose of tracking and viewing the status of each Loan. You agree that you shall not nor shall you cause, authorize or permit any other person to, use or disclose the Servicing Information for any other purpose or otherwise receive or realize any other, direct or indirect, benefit from the Servicing Information or otherwise cause any, direct or indirect, detriment, harm, impairment, injury or adverse effect from any use or disclosure of such Servicing Information to LCS or any borrower of the related Loans.You acknowledge and agree that this Website, and all intellectual property and proprietary rights therein and thereto, anywhere worldwide, including such rights in copyright, trademarks, servicing marks, trade dress, patents, patent applications and trade secrets and other proprietary and/or confidential information, including the collective work and/or compilation of any and all databases accessible on the Website (collectively, the “IP Rights”), are the valuable property of LCS and/or its affiliates. Other than the limited license providing access and use as granted herein, you have no other rights or benefits to the Website or the IP Rights and may not access or use the Website in any way that may infringe, impair, violate or damage any IP Rights of LCS or any other person. Except as provided herein, you shall not yourself, nor shall you cause, authorize, permit or otherwise allow any person to change or create derivative products of, copy, distribute, transmit, reproduce, publish, license, transfer, sell, “deep link,” data mine, or otherwise use or disclose any Servicing Information obtained from this Website under any circumstance. You agree that you will not, nor will you, cause, authorize or permit any person under your control, direction or otherwise, under any circumstance to post any content from this Website to any forums, list servers, electronic bulletin boards, mailing lists, other websites or other media for use or distribution without the express written consent of LCS.
4. Investor Approval of Loss Mitigation Proposals. Investors that are owners of Loans may have agreed in their servicing agreements that LCS will provide Investors with services related to loss mitigations activities. In that event, LCS will provide such loss mitigation proposals/action plans that it believes are in the best interest of the Investor and Investor may be required to either approve or deny each such proposal.
5. Confidentiality. As a result of your use of the Website, you will have access to Servicing Information for the related Loans and borrowers (the “Borrower Information”). You agree to use the Borrower Information for only those legitimate business purposes as permitted by law and only for the Investor purposes as provided hereunder.You shall only have access to the Loans you own. You and LCS agree to maintain the privacy and confidentiality of Borrower Information, including, but not limited to, the applicable obligations of LCS and you as it relates to the related Loans under any Applicable Laws (defined below). You hereby agree that you have read and understand the regulations of the Applicable Laws and will not disclose to any person, either directly or indirectly, any Borrower Information, other than as permitted by Applicable Law. You further agree to implement and maintain commercially reasonable measures designed to: (a) ensure the security and confidentiality of all Borrower Information; (b) protect against any security failures or breaches, and any threats or hazards to the security or integrity of the Borrower Information; and (c) protect against unauthorized access or use of Borrower Information that could result in any harm, detriment, injury or adverse effect to any borrower of the related Loans or to LCS, as Servicer.If you are requested or required (by oral questions, interrogatories, requests for information or documents, subpoena, civil investigative demand, or similar process) to disclose any Borrower Information, then unless prohibited by law, you will give prompt notice to LCS of the request before complying with such request or order. You will cooperate with LCS’ efforts (if any) to seek a protective order or otherwise limit disclosure, at LCS’ expense. If you are legally compelled to disclose any Borrower Information, you will disclose information only to the extent required and will attempt to obtain reliable assurance that the disclosed Borrower Information will be accorded confidential treatment thereafter and will comply with the Applicable Laws.You explicitly acknowledge that any breach of this Agreement may immediately and irreparably harm, damage or injure LCS or the borrowers of the related Loans and, therefore, money damages would not be a sufficient remedy. Accordingly, LCS will be entitled to injunctive relief, specific performance, and/or any other appropriate equitable remedy for any actual or threatened breach by you of this Agreement. Any such remedy will be in addition to all other remedies and rights available to LCS at law or in equity.
6. Network and Computer Security. You shall be responsible for ensuring that you do not cause security risks to the Website or Servicing Information and upon request from LCS, you will provide LCS with any information reasonably necessary for LCS to evaluate security issues relating to you. You will immediately notify LCS whenever you no longer require access or use of the Website. You shall be responsible for conducting your access and use of the Website in a manner that does not pose, present or result in any reasonable risk of a security failure or breach (including without limitation any systems intrusion, hacking incident or data theft).
7. Enforcement of Website Use. Authorized User and Investor acknowledge and agree that both the Authorized User and Investor will be responsible in ensuring that any activity undertaken by an Authorized User in any jurisdiction and with any person in whole or in part on or through this Website is in compliance with any and all applicable laws, rules, regulations, ordinances or interpretations or other similar national and international requirements of the country, state and province in which you are accessing and using the Website (collectively, “Applicable Laws”). You further agree that this Website may be used only for lawful purposes. You agree to provide LCS with all information, cooperation and assistance, documents and data as shall reasonably be requested by LCS in order to comply with any Applicable Laws. ACTUAL OR ATTEMPTED UNAUTHORIZED USE OF THE WEBSITE MAY RESULT IN CRIMINAL AND/OR CIVIL PROSECUTION. Unauthorized individuals attempting to access or use prohibited or restricted areas or information of this Website may also be subject to legal action, including prosecution. You shall not, nor shall you cause, authorize or permit any other person to, access or use the Website to engage in any illegal activity.LCS reserves the right to view, monitor and record any access, use or other activity on the Website without notice or further permission from you. LCS currently expects to monitor and record the access and use of its Website. Any information obtained in monitoring, reviewing or recording is subject to review by law enforcement organization in connection with the investigation or prosecution of possible criminal activity on the Website or unauthorized use of the Website.
8. Risk Assumption. Your use of the Internet is solely at your own risk and subject to all Applicable Laws. While LCS has endeavored to create a secure and reliable Website, be advised that the confidentiality over the Internet cannot be guaranteed by LCS. Accordingly, LCS is not responsible for the security of any information transmitted via the Internet, the accuracy of the information contained on the Website, or for the consequences of any reliance on such information. You assume the sole and absolute risk of accessing and using this Website. You expressly absolve and release LCS from any claim of harm resulting from any act or affect beyond LCS’s control, including without limitation, the failure of electronic or mechanical equipment or communication lines, telephone or other interconnect problems, computer viruses, unauthorized access, theft, severe weather, natural disasters, strikes or other labor problems, war, terrorism or governmental restrictions.
10. Hours of Accessibility. While it is LCS’ objective to make the Website accessible 7 days a week, 24 hours per day, LCS may make the Website unavailable from time to time for computer or systems maintenance, upgrade or other matters without notice to you. You understand and acknowledge that due to circumstances both within and outside the control of LCS, access or use the Website may be interrupted, suspended or terminated from time to time. You agree that LCS will not be liable for any damages arising from any such interruption, suspension or termination.
11. Changes. The content on the Website and terms and conditions of this Agreement are subject to change or updating by LCS at any time and without prior notice. The changes may include superseding terms and conditions or specific notices. YOU SHOULD REVIEW THESE TERMS AND CONDITIONS FROM TIME TO TIME TO BE AWARE OF ANY CHANGES THAT ARE MADE. Your continuing access or use of the Website constitutes your acceptance and agreement of any change or update, all of which shall become effective and be controlling when posted.
12. Links to Other Websites. LCS may provide a link, in its sole discretion, to other websites on the Internet for your convenience in locating related information and services. LCS has not reviewed such websites and such websites are maintained by third parties over which LCS has no authority or control. Thus, LCS expressly disclaims any responsibility for the content, the accuracy of the information and material on such website, and/or the quality of products or services provided by such third party websites. The links to such website do not imply an endorsement or other recommendation by LCS of any kind.
13. DISCLAIMERS. LCS AND ITS AFFILIATES ASSUME NO RESPONSIBILITY FOR ANY CONSEQUENCES RELATING DIRECTLY OR INDIRECTLY TO ANY ACTION OR INACTION BY YOU BASED ON THE INFORMATION, SERVICES OR OTHER MATERIAL ON THE WEBSITE. WHILE LCS AND ITS AFFILIATES INTEND TO KEEP THE SERVICING INFORMATION ON THE WEBSITE ACCURATE, COMPLETE AND UP-TO-DATE, LCS AND ITS AFFILIATES CANNOT GUARANTEE, AND WILL NOT BE RESPONSIBLE FOR ANY DAMAGE, LOSS OR LIABILITY RELATED TO, THE ACCURACY, COMPLETENESS, OR TIMELINESS OF THE SERVICING INFORMATION. EXCEPT TO THE EXTENT OTHERWISE EXPRESSLY PROVIDED BY THE APPLICABLE DOCUMENTATION THAT GOVERNS THE SERVICING OF THE LOANS BY LCS, ALL SERVICING INFORMATION ON THE WEBSITE IS PROVIDED TO YOU “AS IS” AND “AS AVAILABLE” AND WITHOUT ANY REPRESENTATIONS, ENDORSEMENTS, WARRANTIES OR CONDITIONS, OF ANY KIND, EITHER EXPRESS OR IMPLIED. WITH RESPECT TO YOUR ACCESS AND USE OF THE WEBSITE, TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, LCS DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, ALL IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE AND NON-INFRINGEMENT. TO THE EXTENT THAT APPLICABLE LAW DOES NOT PERMIT THE DISCLAIMER OF WARRANTIES, ALL CONTENT ACCESSIBLE ON THIS WEBSITE, OR ANY OTHER WEBSITE TO WHICH WE LINK, AND ALL OPERATIONS ON THIS WEBSITE ARE WARRANTED ONLY TO THE MINIMUM AMOUNT LEGALLY REQUIRED.LCS AND ITS AFFILIATES SHALL NOT BE LIABLE TO YOU FOR ANY LOSS, COST, DAMAGE, LIABILITY OR OTHER INJURY, WHETHER IN CONTRACT, TORT, NEGLIGENCE OR OTHERWISE, ARISING OUT OF OR CAUSED IN WHOLE OR IN PART BY YOUR USE OF OR RELIANCE ON THE WEBSITE OR LCS’ PERFORMANCE OF ITS OBLIGATIONS UNDER OR IN CONNECTION WITH THIS AGREEMENT.YOU ACKNOWLEDGE AND AGREE THAT LCS AND ITS AFFILIATES CANNOT AND DO NOT GUARANTEE OR WARRANT THAT ANY SERVICING INFORMATION, INCLUDING ANY FILES, AVAILABLE FOR VIEWING AND DOWNLOADING FROM THE WEBSITE WILL BE FREE OF INFECTION OR VIRUSES, WORMS, TROJAN HORSES OR OTHER CODE THAT MANIFEST CONTAMINATING OR DESTRUCTIVE PROPERTIES. YOU ARE RESPONSIBLE FOR IMPLEMENTING SUFFICIENT PROCEDURES AND SAFETY MEASURES TO SATISFY YOUR REQUIREMENTS FOR PROTECTION OF AND ACCURACY OF DATA INPUT AND OUTPUT, AND FOR MAINTAINING A MEANS EXTERNAL TO THE WEBSITE FOR THE RECONSTRUCTION OF ANY LOST DATA. IT IS SOLELY YOUR RESPONSIBILITY TO EVALUATE THE ACCURACY, COMPLETENESS, AND USEFULNESS OF ALL SERVICING INFORMATION AND OTHER SERVICES PROVIDED THROUGH THE WEBSITE OR ON THE INTERNET GENERALLY WITH RESPECT TO THE RELATED LOANS. UNDER NO CIRCUMSTANCES WILL LCS AND ITS AFFILIATES BE LIABLE TO YOU FOR ANY SPECIAL, INDIRECT, INCIDENTAL OR CONSEQUENTIAL DAMAGES OF ANY KIND RELATING TO OR ARISING FROM THE WEBSITE OR YOUR ACCESS OR USE OF THE WEBSITE, INCLUDING, BUT NOT LIMITED TO, REIMBURSEMENT OR DAMAGES ON ACCOUNT OF THE LOSS OF PRESENT OR PROSPECTIVE PROFITS, INVESTMENTS OR COMMITMENTS, WHETHER MADE IN THE ESTABLISHMENT, DEVELOPMENT OR MAINTENANCE OF BUSINESS REPUTATION OR GOODWILL, FOR LOSS OF DATA, COST OF CAPITAL AND CLAIMS OF ANY THIRD PARTY, OR FOR ANY OTHER REASON WHATSOEVER, EVEN IF LCS HAS BEEN ADVISED OF THE POSSIBILITY OF DAMAGES.TO THE EXTENT PERMITTED BY LAW, LCS AND ITS AFFILIATES DISCLAIM LIABILITY FOR ANY DIRECT DAMAGES BASED ON YOUR USE OF THIS WEBSITE OR ITS CONTENTS.
14. INDEMNIFICATION. AUTHORIZED USER AND INVESTOR AGREE TO JOINTLY AND SEVERALLY INDEMNIFY, DEFEND, AND HOLD HARMLESS LCS, ITS AFFILIATES, AGENTS, EMPLOYEES, SHAREHOLDERS, DIRECTORS, EMPLOYEES, AND CONTRACTORS FROM ANY LIABILITY, LOSS, CLAIM, CAUSE OF ACTION, DEMAND AND THE RESULTING LOSS, LIABILITY, DAMAGES, DEBT, AWARDS, COSTS, OR EXPENSE (INCLUDING REASONABLE ATTORNEYS’ FEES) RELATED TO OR BASED UPON (1) AUTHORIZED USER AND INVESTOR’S ACCESS OR USE, OR INVESTOR’S ACCESS OR USE ATTRIBUTABLE TO AUTHORIZED USER OR INVESTORS, OF THE WEBSITE, (2) AUTHORIZED USER OR INVESTOR’S VIOLATION OR BREACH OF ANY TERMS OR CONDITIONS OF THIS AGREEMENT, (3) AUTHORIZED USER OR INVESTOR’S NEGLIGENCE, RECKLESS DISREGARD, WILLFUL MISCONDUCT OR ABANDONMENT PURSUANT TO THIS AGREEMENT OR IN ACCESSING OR USING THE WEBSITE, AND/OR (4) ANY DISCLOSURE OR USE OF ANY SERVICING INFORMATION (INCLUDING ANY CONSUMER INFORMATION) BY AUTHORIZED USER, OR BY INVESTOR, WHICH IS UNAUTHORIZED OR ILLEGAL, OR BREACHES OR VIOLATES THE TERMS OF THIS AGREEMENT.
15. LIMITATION OF LIABILITY AND LEGAL FEES. AUTHORIZED USER AND INVESTOR ARE RESPONSIBLE FOR EACH OF AUTHORIZED USER AND INVESTOR’S ACTIONS OR INACTIONS ACCESSING AND USING THE WEBSITE; AND INVESTOR IS JOINTLY AND SEVERALLY RESPONSIBLE AND LIABLE FOR AUTHORIZED USER’S ACTIONS OR INACTIONS AS AN AUTHORIZED USER AS WELL AS ALL OF THE INDIVIDUAL AND COMBINED ACTIONS AND INACTIONS OF ALL AUTHORIZED USERS ACCESSING OR USING THE WEBSITE FOR INVESTOR; AUTHORIZED USER AND INVESTOR HEREBY RELEASE LCS FROM ANY LIABILITY AND AGREE NOT TO MAKE ANY CLAIM OR BRING ANY ACTION AGAINST LCS FOR HONORING OR ALLOWING ACCESS OR USE OF THE WEBSITE FROM AUTHORIZED USER OR INVESTOR’S USERS WHETHER AUTHORIZED OR NOT. INVESTOR AGREES TO INDEMNIFY AND HOLD LCS HARMLESS FROM AND AGAINST ANY AND ALL LIABILITY, DAMAGES, LOSSES OR COSTS (INCLUDING BUT NOT LIMITED TO REASONABLE ATTORNEY FEES) ARISING FROM ANY SUCH CLAIMS OR ACTIONS.IN CASE OF ANY LEGAL ACTION OR PROCEEDING TO INTERPRET OR ENFORCE THIS AGREEMENT OR ANY PART OF IT, AND TO THE EXTENT PERMITTED BY APPLICABLE LAW, THE PREVAILING PARTY WILL BE ENTITLED TO RECOVER FROM THE OTHER PARTY ITS REASONABLE ATTORNEYS’ FEES AND COURT COSTS.
16. Governing Law. This Agreement and its interpretation and enforcement are governed by the laws of the State of Idaho. Furthermore, and Authorized User and Investor irrevocably (i) submit to the jurisdiction of any court of the State of Idaho located in Kootenai County for the purpose of any suit, action or other proceeding arising out of this Agreement or any of the agreements or transactions contemplated hereby (each, a “Proceeding”), (ii) agree that all claims in respect of any Proceeding may be heard and determined in any such court, (iii) waive, to the fullest extent permitted by law, any immunity from jurisdiction of any such court or from any legal process therein, (iv) agree not to commence any Proceeding other than in such courts and (v) waive, to the fullest extent permitted by law, any claim that such Proceeding is brought in an inconvenient forum.The services described and information provided through the Website are directed to and are intended to be made available only to persons in the United States and are not intended for distribution to, or use by, any person in any other country or any jurisdiction where such distribution or use would be contrary to law or regulation or that would subject LCS to any registration requirement within such jurisdiction or country.
17. Termination. This Agreement will take effect at the time you access the Website or use any Servicing Information from the Website. LCS may terminate your access to the Website at any time, for any reason or no reason, and neither the Authorized User nor Investor will have any recourse to or claim against LCS, and LCS will not have any liability with respect to any such termination. This Agreement may be terminated by either LCS or Investor with 30 days prior written notice for any reason; provided that you may no longer access or use the Website after terminating this Agreement. This Agreement will automatically terminate upon your violation or breach of any of the terms or conditions of this Agreement. All provisions of this Agreement relating to warranties, covenants, confidentiality obligations, IP Rights, limitations of liability and indemnification obligations will survive the termination of this Agreement.
18. Waiver; Severability; and Assignment. Any forbearance or delay on the part of any party in enforcing any provision of this Agreement or any of its rights hereunder shall not be construed as a waiver of such provision or of a right to enforce same for such occurrence or any future occurrence. If any one or more of the provisions of this Agreement shall for any reason be held to be invalid, illegal or unenforceable by a court of competent jurisdiction, the remaining provisions of this Agreement shall be unimpaired and shall remain in full force and effect, and the invalid, illegal or unenforceable provision shall be replaced by a valid, legal and enforceable provision that comes closest to the intent of the parties underlying the invalid, illegal or unenforceable provision. You may not assign your rights or obligations under this Agreement without the prior written consent of LCS and any attempt to do so without such consent shall be null and void.