1. Introduction

  1. These Terms of Service govern the use of our Escrow Service by the Landlord and Tenant in respect of properties in Massachusetts,New York and New Jersey.
  2. When we say “Deposify”, “we”, “us”“our” or similar terms, we mean Deposify Inc. a Massachusetts company.
  3. When we say “you” or “your” we mean the person who holds a Deposify Account with us, whether you are a Landlord or a Tenant.
  4. These Terms of Service operate in conjunction with our website and app terms of use, as amended from time to time, which also apply to your use of the Escrow Service. If there is any conflict or inconsistency between these Terms of Service and the website and app Terms of Use, these Terms of Service prevail.
  5. When you create a Deposify Account, you confirm your acceptance of and agreement to these Terms of Service.

2. Landlord and Deposify Covenants and Representations

  1. Landlord hereby appoints Deposify as its agent for the express purpose of providing an escrow account service pursuant to the terms and conditions stated herein for Tenant security deposits required in connection with leases of residential real property.
  2. Deposify’s responsibility is solely to provide an escrow service for security deposits as agent for the Landlord and Deposify has no responsibility to provide Tenant with any notices, bank account information, information regarding the Landlord, information on the location or amount of the security deposit, information on interest earned or credited to the account of the Tenant or any other information regarding the requirements of Massachusetts laws in connection with security deposits for rentals of residential real estate. Any information of any nature provided to or received by the Tenant from any source connected with Deposify should be confirmed with the Landlord to insure accuracy and validity.
  3. Landlord recognizes that the terms of the Deposify service with regard to escrow services for security deposits may be inconsistent with the terms of any real property lease with a Tenant and Landlord agrees that these Terms of Service shall supersede any inconsistent provisions of any real property lease insofar as such lease shall govern the maintenance, payment or return of any Deposits held by Deposify.
  4. Landlord is responsible for compliance with all legal requirements applicable to Tenant security deposits and will indemnify Deposify for any liability for failure to comply with law as provided for herein.

3. Tenant and Deposify Covenants and Representations

  1. Tenant recognizes that Deposify is the agent of the Landlord in providing the services described in these Terms of Service and that Deposify does not owe the Tenant any fiduciary duties or other obligations except as specificially described in these Terms of Service and subject to any limitations provided herein.
  2. By using Deposify’s service, Tenant waives any conflicts of interest raised by Deposify’s role as agent for the Landlord in managing security deposits.
  3. Tenant confirms that this service is an escrow or safekeeping service and not an electronic funds transfer service as defined under applicable law.

4. Deposify Escrow Service

  1. Our Escrow Service allows:
    1. the Tenant and Landlord to each create a Deposify Account that will allow deposits and withdraws of money;
    2. either the Tenant or Landlord to make a Deposit with Deposify as escrow agent for the duration of a Rental Term; and
    3. the Deposit to be returned to the Tenant at the end of a Rental Term unless a Release Event has occurred in which case all or the relevant part of the Deposit is released to the Landlord and the remainder (if any) returned to Tenant.
  2. Our Escrow Service also includes a Dispute Resolution Process to manage disagreements between a Landlord and a Tenant in relation to a Deposit. We’ve designed our Escrow Service so that when a Tenant is entitled to it, he/she gets all or the relevant part of the Deposit back without hassle; and Landlords receive the protections provided by the Deposit.

5. Using the Escrow Service

  1. You must be 18 years of age or older to use the Escrow Service.
  2. To use the Escrow Service:
    1. the Tenant and Landlord must both have a Deposify Account.
    2. the Tenant or Landlord must pay the Deposit into our Escrow Account using their Deposify Account.
    3. the Tenant or Landlord must send a Deposify Request to the other party. This request will set out the Landlord’s and Tenant’s details and details of the property, including the amount of the Deposit and the Rental Term.
    4. the Landlord or Tenant (as applicable) must accept the Deposify Request.
  3. Once the Landlord or Tenant (as applicable) accepts the Deposify Request sent to it, the Deposit Contract is created. Once the Deposit Contract is created, we will only release the Deposit (in whole or in part) to either the Landlord or Tenant in accordance with clause 9.1.
  4. Each Deposit Contract is separate and distinct from any other Deposit Contract. For instance, if a Landlord has multiple properties, a separate and distinct Deposit Contract is created in accordance with clauses 5.2 and 5.3 in respect of each Deposit for each respective property.
  5. By creating a Deposit Contract, you agree that the Deposit Contract will prevail over any agreement, lease or similar arrangement between the Landlord and Tenant in relation to the Deposit paid, so far as is permissible under applicable law.
  6. Escrow Services may only be used for lawful purposes and transactions. You shall not use the Escrow Services in connection with any transaction that is illegal or involves transactions directly or indirectly involving individuals, persons or entities with whom US persons are prohibited from engaging pursuant to laws, regulations, sanctions and export controls administered by the Departments of Treasury, Commerce and State or other agencies
  7. Deposify, in its sole discretion, may refuse to complete any transaction if Deposify has reason to believe the transaction is unauthorized or made by someone other than you, may violate any law, rule or regulation, or if Deposify has other reasonable cause not to honor it.

6. Your Deposify Account

  1. We can accept or refuse registration for a Deposify Account at our discretion. If you are in breach of these Terms of Service, we can revoke or suspend your Deposify Account at our discretion. If we revoke or suspend your Deposify Account (whether you are a Landlord or Tenant), we will release the Deposit to the Landlord. In such case, the Landlord agrees to comply with its obligations under its lease with the Tenant.
  2. You must use your own real name when creating a Deposify Account.
    1. If you are a Tenant, your registered name must be your true legal name and correspond to the name of a tenant in your rental agreement with the Landlord.
    2. If you are a Landlord, your registered name must be your true legal name (whether you are an individual, company, partnership or other legal entity) and correspond to the name of the landlord in your rental agreement with the Tenant.
    3. If you are a Landlord, you may have your Deposify Account created by an agent acting on your behalf. Such agent may be a person or legal entity of your choosing and may include a property manager, real estate broker, attorney or other party. This agent may manage your Deposify Account and execute transactions on your behalf to the same extent that you may use your Deposify Account directly. You agree to be responsible for all acts of your agent including acts of the agent that are fraudulent, unauthorized, involve theft or embezzlement of the Deposit or funds in your Deposify Account. You hereby ratify the actions of your agent in managing the Deposify Account. You may terminate the agency at any time by notice to Deposify in writing. Deposify will have a reasonable period of time to effect the termination and restrict the ability of the agent to manage your Deposify Account.
  3. You warrant and represent that the information provided when creating your Deposify Account is complete, true and accurate in every respect and is not misleading in any respect. You must promptly update your Deposify Account if any of this information changes from time to time.
  4. You must use the username and password chosen by you as a part of the Deposify Account registration process. We have the right to change any username or password, whether chosen by you or selected by us, at any time and for any reason.
  5. You are responsible for keeping your password confidential, safe and secure. If you know or suspect that anyone other than you knows your password or believe its integrity has been compromised, you must change it immediately.
  6. You are responsible for ensuring that all details you provide to us through your Deposify Account are correct including, in particular, any bank account details. Any payment made by us from your Deposify Account to an incorrect account is not our responsibility and we may charge you for any cost we incur to assist you in recovering such payments.
  7. You can view the balance of your Deposify Account Credit and Deposit at any time through your Deposify Account. We will make reasonable efforts to ensure the information provided through your Deposify Account is accurate. However, it may not always be fully up-to-date. For instance, the quoted Deposify Account Credit balance may not have been appropriately adjusted to include any transactions processed or issued since close of business on the previous Banking Day.

7. Making a Deposit

  1. All deposits to or payments from your Deposify Account shall be made in US dollars. You may make a deposit by credit or debit card to your Deposify Account. All sums paid to the Deposify Account are held in our Escrow Account.
  2. We are only deemed to have received money credited to your Deposify Account when we receive it in cleared funds.
  3. Your Deposify Account Credit belongs to you.
  4. The Deposit continues to be the property of the Tenant. A Landlord only has a contractual right to claim on the Deposit in accordance with the Deposit Contract.
  5. Your Deposify Account Credit and the Deposit is not an asset or the property of Deposify and is held in escrow for the Tenant and Landlord.
  6. The use of a credit or debit card may be limited by your agreement with your financial institution and/or by applicable law. We are not liable to any person or entity if a financial institution fails to honor any credit or debit to or from your Deposify Account.

8. Our Subscription Fee

  1. The Subscription Fee is payable by the Tenant for each Deposit Contract.
  2. The Subscription Fee is a once of fee of $29 for each Deposit Contract plus any applicable sales or other local tax.
  3. The non-refundable Subscription Fee is payable when the Deposit Contract is created in accordance with clause 5.3. The Tenant shall pay the Subscription Fee by using a debit or credit card.
  4. If the Landlord or Tenant pays any sums by credit or debit card, and later cancels the payment, the Tenant or Landlord, as applicable, is required to pay us any charge we incur to our payment processor as a result of the cancellation. We may deduct this amount from any sums credited to your Deposify Account or the Deposit (in which case the person that made the cancellation is then responsible for making a further payment through its Deposify Account to increase the Deposit to the amount required under the Deposit Contract).
  5. We can, at any time, change the Subscription Fee by changing the fee stated in these Terms of Service as available on our website or app from time to time. This change will apply for any Deposit Contract which you create after the date of the change, but won’t apply to any existing Deposit Contract.

9. Release Events and Withdrawals

  1. There are two (2) ways in which a Deposit will be released:
    1. Pay: The Tenant or Landlord can release some or all of the Deposit to the other party at any time using the Close Function in your Deposify Account.
    2. Dispute: If the Deposit is disputed through the Dispute Function, the Deposit will be released to the Landlord and/or Tenant in the manner determined in accordance with clause 14.
  2. The Deposit will not be released in any other case (except as set out in clauses 6.1, or 15.1).
  3. When the Deposit is released to you in accordance with clause 9.1, this will be reflected in the Deposify Account Credit balance stated in your Deposify Account (though the money will remain in our Escrow Account until withdrawn by you).
  4. You can, subject to clause 10.8:
    1. withdraw at any time your Deposify Account Credit by using the Withdrawal Function in your Deposify Account; and
    2. withdraw the Deposit released to you in accordance with clause 9.1 by using the Withdrawal Function in your Deposify Account,which will result in the money being paid to the account at a bank selected by you. To withdraw money, you may be required to verify your identity. If verification of your identity is required, your money will not be released until you enable us to verify your identity.

10. Instructions

  1. You are responsible for all instructions given to us through your Deposify Account.
  2. You agree that we can rely on any instruction (including any mentioned in clause 9) through your Deposify Account as being an accurate, binding and final instruction from you.
  3. You must ensure that all instructions are accurate and complete and correctly identify the Deposit or other amount and the nominated bank account for any payments.
  4. If you give us an instruction within 9am and 4pm on a Banking Day, we will process this instruction as soon as reasonably practicable but such instruction may be processed on a subsequent Banking Day.
  5. All transactions using our Escrow Service are subject to acceptance and verification by us and, where applicable, our security processes.
  6. If your instructions or any required information are incomplete, the transaction may not be implemented. We are not responsible or liable for any consequence of this.
  7. All transactions in your Deposify Account are subject to having sufficient cleared and available funds. You may not create an overdraft or exceed an approved limit on your Deposify Account.
  8. We may refuse or fail to effect a transaction if required to do so by law or where otherwise required or provided for in these Terms of Service.

11. Liability

  1. ALL TERMS, CONDITIONS AND WARRANTIES IMPLIED BY LAW (WHETHER UNDER STATUTE, TORT, COMMON LAW, EQUITY OR OTHERWISE) ARE EXCLUDED TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. WHILE WE PROVIDE THE ESCROW SERVICES WITH REASONABLE CARE AND MAKE REASONABLE EFFORTS TO KEEP OUR ESCROW SERVICES, WEBSITE AND APP AVAILABLE, WE DO NOT GUARANTEE THAT THEY WILL BE FAULT OR ERROR FREE, AVAILABLE 100% OF THE TIME, FREE OF DEGRADATION OR FREE OF OTHER PROBLEMS.
  2. WE MAY CHANGE OR REMOVE ANY OR ALL ASPECTS OR FEATURES OF THE ESCROW SERVICE OR OUR WEBSITE OR APP FROM TIME TO TIME. HOWEVER, THIS WON T AFFECT YOUR ABILITY TO BE REPAID THE DEPOSIT TO WHICH YOU ARE ENTITLED.
  3. OUR LIABILITY TO YOU (WHETHER UNDER CONTRACT, STATUTE, NEGLIGENCE, TORT, EQUITY OR OTHERWISE), WHETHER YOU ARE A TENANT OR LANDLORD, IS, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN ALL CASES LIMITED IN AGGREGATE TO THE AMOUNT OF THE DEPOSIT OR OTHER AMOUNT CREDITED TO YOUR DEPOSIFY ACCOUNT WHICH WAS OR OUGHT TO HAVE BEEN RELEASED TO YOU UNDER THESE TERMS OF SERVICE AND IN NO CASE WILL OUR LIABILITY TO YOU OR ANY THIRD PARTY EXCEED THIS AMOUNT. IF A LANDLORD HAS MORE THAN ONE DEPOSIT CONTRACT IN PLACE, THE VALUE OF DEPOSITS IS NOT AGGREGATED FOR THE PURPOSES OF THIS CLAUSE -11.3 UNLESS AND ONLY TO THE EXTENT THAT DEPOSIFY WAS IN BREACH OF EACH SUCH DEPOSIT CONTRACT.
  4. WE ARE NOT LIABLE TO YOU (WHETHER AS LANDLORD OR TENANT) FOR ANY LOSS OR DAMAGE (WHETHER UNDER CONTRACT, NEGLIGENCE, TORT, EQUITY OR OTHERWISE) OTHER THAN THAT SET OUT IN CLAUSES 11.3 AND11.4, EVEN IF WE WERE ADVISED OF THE POSSIBILITY OF SUCH LOSS OR DAMAGE IN ADVANCE OR WE WERE OR OUGHT TO HAVE BEEN AWARE OF IT.
  5. WITHOUT LIMITING OR AFFECTING THE OTHER TERMS OF THIS CLAUSE 11, WE ARE NOT LIABLE TO YOU, IN PARTICULAR, FOR ANY:
    1. BREACHES OR LIABILITIES ARISING UNDER ANY STATE OR OTHER LAW RELATING TO SECURITY DEPOSITS;
    2. DAMAGE TO YOUR REPUTATION OR GOODWILL;
    3. LOSS OF OPPORTUNITY OR RENTAL;
    4. LOSS OF BUSINESS, INCOME, REVENUE OR PROFITS;
    5. CORRUPTION OR DAMAGE TO EQUIPMENT;
    6. INCREASED RENTAL PAYMENTS OR SECURITY OR DEPOSIT REQUIREMENTS;
    7. LIABILITY UNDER ANY CONTRACT TO WHICH YOU ARE A PARTY (INCLUDING ANY CONTRACT WITH A LANDLORD OR TENANT);
    8. LOSS OR CORRUPTION OF ANY INFORMATION OR DATA RELATING TO YOU, YOUR DEPOSIT OR YOUR DEPOSIFY ACCOUNT (THOUGH THIS DOES NOT REMOVE OUR OBLIGATION TO RELEASE TO YOU ANY OF THE DEPOSIT OR YOUR DEPOSIFY ACCOUNT CREDIT TO WHICH YOU ARE ENTITLED UNDER THESE TERMS OF SERVICE);
    9. LOSS OR DAMAGE WHICH WAS NOT FORESEEABLE TO BOTH YOU OR US; AND/OR
    10. INDIRECT OR CONSEQUENTIAL LOSS OR DAMAGE SUFFERED OR INCURRED BY YOU.
  6. YOU ARE LIABLE TO US AND YOU SHALL FULLY AND EFFECTIVELY INDEMNIFY AND HOLD HARMLESS DEPOSIFY AND ITS AFFILIATES AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYERS, SUCCESSORS AND ASSIGNS FROM AND AGAINST ANY COSTS, LOSSES, EXPENSES, DAMAGES AND LIABILITIES SUFFERED, INCURRED OR AGREED TO BE PAID OUT BY DEPOSIFY IN CONNECTION WITH ANY CLAIM TAKEN OR THREATENED AGAINST DEPOSIFY ARISING FROM OR RELATED TO YOUR NEGLIGENCE, FRAUD, CRIMINAL BEHAVIOR OR BREACH OF THESE TERMS OF SERVICE . THIS CLAUSE SURVIVES THE TERMINATION OR EXPIRATION OF THE TERMS OF SERVICE.

12. Your Personal Data

  1. The privacy policy and cookies policy published on our website and app and as the same maybe amended from time to time applies to the use and processing of your personal data.
  2. You agree that we or the Bank can provide your personal information to any third party in order to affect any transactions which you have instructed us to undertake.

13. Disputes

  1. A Tenant or a Landlord can initiate a dispute by pressing the Dispute Function in their Deposify Account. This function sends a message to the other party that a Dispute has been triggered and, subject to these Terms of Service, places a hold on the Deposit until a release is triggered in accordance with clause 9.1.
  2. The Tenant, at its discretion, may, if the Landlord disputes the return of the Deposit, use the Dispute Resolution Process set out in clause 14 (provided the Landlord also agrees to do so). The Tenant makes this choice through the options given to it in the Tenant Deposify Account.
  3. Both the Landlord and Tenant must elect to use the Dispute Resolution Process or it will not be available.

14. Dispute Resolution Process

    1. If both the Landlord and Tenant elect to use our Dispute Resolution Process, we enable communications between the Tenant and the Landlord through the private messaging service in their Deposify Accounts to try resolve the Dispute between them. If both the Landlord and the Tenant agree, Deposify will appoint one of its  mediators  to attempt to resolve the Dispute. The mediator will accept written statements from the parties and any factual information to support disputed claims. The mediator will make a nonbinding recommendation within 45 days from appointment. There shall be no charge for the services of the mediator.
      If the Dispute is resolved, then the Deposit may be released in accordance with the terms of the resolution made between the Tenant and Landlord. This is done by the Landlord or Tenant, as the case may be, issuing a pay instruction through the Close Function in their respective Deposify Accounts.
    2. If the Landlord and Tenant do not elect to use our Dispute Resolution Process, then we will hold the Deposit until a court of competent jurisdiction has determined the dispute and valid documentation to reflect such determination has been delivered to Deposify by email to disputes@deposify.com in which case the Deposit will be released in accordance with clause 9.1.2 and the determination of the court. You agree that if we are unsure as to the validity of the documentation provided to us regarding the court s determination, we may contact either or both of the Landlord or Tenant to verify the determination and, if there is disagreement in this regard, we may contact the court directly to verify the determination. If there has been no resolution of the Dispute within six months of the date that the Dispute Function has been activated by either the Tenant or Landlord, Deposify will return the Deposit to the Landlord.

15. Termination

  1. We may terminate these Terms of Service and/or your Deposify Account at any time if you are in breach of these Terms of Service and release any sums credited to your Deposify Account to you as provided in Clause 6.1 above.
  2. These Terms of Service do not have a minimum or finite duration and will continue to be binding on you until you terminate your Deposify Account. You can terminate your Deposify Account at any time by closing it, except during the Rental Term. It cannot be closed during the Rental Term to protect both the Landlord and Tenant.,
  3. The termination of these Terms of Service does not affect any accrued rights, obligations or liabilities of the Landlord, Tenant or us or any provisions of these Terms of Service which are intended to survive, or commence after, termination.

16. Confidentiality

  1. You must use best efforts to keep our confidential information safe and secure. We shall use reasonable commercial endeavors to ensure that all your confidential personal data held by us in in relation to the Escrow Services is only accessible to us, our agents or contractors and shall be processed or used by them for purposes and in a way compatible with the discharge of our obligation to you under these Terms of Service. However, this is subject to the terms of our Privacy Policy and also does not apply to the extent that any disclosure is required under applicable law or pursuant to a direction or request issued by any court or competent authority which we are required to comply with under applicable law.

17. Changes to the Terms of Service

  1. We can amend these Terms of Service at any time by giving you thirty (30) days advance notice, except where an amendment must be made sooner than that to comply with applicable law. We will post a notice of any amendment either by posting on our website and in-app or by email to the email address registered to your Deposify Account.

18. Events Beyond our Control

  1. We are not in breach of these Terms of Service or liable to you if there is any total or partial failure of performance of the Escrow Services or the website or app resulting from any act, circumstance, event or matter beyond our reasonable control. This may include where such results from any act of God, fire, act of government or state or regulation, war, civil commotion, terrorism, insurrection, inability to communicate with third parties for whatever reason, failure of any computer dealing or necessary system, failure or delay in transmission of communications, failure of any internet service provider, strike, industrial action or lock-out or any other reason beyond our reasonable control.

19. Suspension

  1. We may suspend or withdraw access to and use of the Escrow Service (including Deposify Accounts) or our website or app (in whole or in part) if there is a breakdown or malfunction of, or connected to, any system or software used in connection with them, or where there is a real or potential security risk or for any other reason whatsoever we feel justifies doing so. We are not liable to you for any suspension or withdrawal of the Escrow Services or our website or app.

20. Security

  1. Unfortunately, the use of the internet, by its nature, is not always secure. As a result, while we have reasonable security measures in place in line with industry standards, we cannot absolutely guarantee the security or privacy of communications made over the internet including any related to your Deposify Account or the Escrow Service.
  2. You are responsible for providing all you require to safely and properly access and use the Escrow Services including a computer, an internet connection and security software. You should keep any device on which our app is installed secure and should ensure the app is closed and you are logged out when not using it.
  3. There may be a security process which must be followed for certain types of card payment transactions or payments by us to your nominated bank account details while in other cases there is no security process. We choose whether or not there is one. If there is no security process, we may not (and don t have to) make any further enquiry to authenticate the transaction. Where there is a security process, once this has been completed we may not (and don t have to) make any further authentication or enquiry.

21. Notices

  1. You must send any formal notice under these Terms of Service to us by sending it by email to support@deposify.com
  2. We may send any formal notice under these Terms of Service to you by sending it by email to the email address registered to your Deposify Account, by post to the address registered to your Deposify Account or through an in-app communication.

22. Severability

  1. If, at any time, any provision of these Terms of Service is or becomes illegal, invalid or unenforceable, that shall not affect or impair the legality, validity or enforceability of the remainder of these Terms of Service (including the remainder of a provision where only part of it is or has become illegal, invalid or unenforceable).

23. Waiver

  1. The exercise by us of any of our rights under these Terms of Service is without prejudice to any of our other rights and remedies. The provisions of these Terms of Service may only be waived by us in writing by express reference to the provision in question. No delay, neglect or forbearance on our part in enforcing any provision of these Terms of Service is a waiver, or in any way prejudices any right of us under these Terms of Service. A waiver by us of any breach of any of the provisions of these Terms of Service does not constitute a general waiver of such provision or of any subsequent act contrary to it.

24. Transfers

  1. Your Deposify Account is personal to you and you may only obtain and create a Deposify Account on your own behalf.
  2. We may assign, transfer or otherwise dispose of all or any of our rights or obligations under these Terms of Service, in whole or in part, by prior notice to you, provided that in doing so we do not materially prejudice your interests under these Terms of Service.

25. Compliance with Law

  1. You must not use the Escrow Service for illegal purposes, including fraud, money laundering, terrorism or other criminal activity or to transfer money to persons who may be subject to sanctions.
  2. We can take whatever action we consider appropriate to meet our legal obligations anywhere in the world (including suspending your Deposify Account or any transactions) relating to the prevention of fraud, money laundering, terrorism or other criminal activity and to the provision of financial and other services to persons who may be subject to sanctions. If this results in a delay or failure to effect instructions, we are not liable for any resulting loss, damage or other liability suffered by you or any third party. We reserve the right to notify the appropriate authorities and/or terminate a Deposit Contract and return or withhold any Deposit or sum paid where we believe or suspect that our Escrow Service is being used for inappropriate or unlawful purposes or in breach of these Terms of Service.

26. Entire Agreement

  1. These Terms of Service represent the entire understanding of the Landlord, Tenant and Deposify concerning the Escrow Service (and all related matters) and override and supersede all prior agreements concerning it (whether written, oral or implied) which are hereby revoked by mutual consent. You confirm that you have not relied upon, and have no remedies in respect of, any representations, terms or conditions except those set out in these Terms of Service.

27. Governing Law

  1. The laws of Massachusetts apply to the formation, interpretation, existence and application of these Terms of Service, and any matter or dispute arising out of or in connection with them (including non-contractual disputes), and the courts of Massachusetts have jurisdiction in connection with the Terms of Service and all such matters and disputes. You hereby agree to submit to the exclusive jurisdiction of such courts for any and all such matters and disputes.

28. About Deposify

  1. We can be contacted by email at hello@deposify.com and by telephone in Boston, Massachusetts at 617.963.0430 or New York at 646.889.2403

29. Definitions and Interpretation

  1. Gender includes the feminine and neuter and number includes the plural and vice versa and words importing persons include firms or companies. The section headings to the provisions are inserted for convenience of reference only and are not a part of, and do not or affect the construction or interpretation of, the Terms of Service. None of these Terms of Service will be interpreted so as to deprive you of any rights you have under applicable law unless you may waive such rights.
  2. The following expressions have the meanings given to them below:

“Bank” means Peoples United Bank, 1 Post Office Square,Boston,MA,02109.

“Banking Day” means a day that all banks are open for business in Massachusetts.

“Close Function” is the function in your Deposify Account that permits you, in accordance with clause 9.1.1, to release some or all of the Deposit to the Landlord (if you re the Tenant) or to the Tenant (if you re the Landlord).

“Deposify Account” means, as the context so admits or requires, either a Landlord.

“Deposify Account” or a Tenant Deposify Account or both of them.

“Deposify Account Credit” means any money standing in credit in your Deposify Account (but excluding the Deposit).

“Deposify Request” means the Deposify Request setting out the details of a proposed Deposit Contract (including the Deposit amount, Tenant and Landlord name, Rental Term and property address) that is sent by either the Tenant to the Landlord (or vice versa) through our website or app and, once accepted by the other party, creates the Deposit Contract.

“Deposit” means the sum to be held in escrow by Deposify pursuant to these Terms of Service and the Deposit Contract, as that sum is more particularly identified in the Deposify Request.

“Deposit Contract” means the agreement, made in accordance with clause 5 by and between Deposify, the Landlord and Tenant identified in the relevant Deposify Request, that the Deposit will be held by Deposify in escrow and will only be released by Deposify in accordance with these Terms of Service. The specific details with respect to a Deposit Contract are set out in the relevant Deposify Request accepted by the Landlord or Tenant, as applicable.

“Dispute” means a dispute between a Landlord and Tenant about a Deposit.

“Dispute Function” means the function in your Deposify Account that enables you to send a message to, as applicable, the Landlord or Tenant that a Dispute has been triggered subject to these Terms of Service.

“Dispute Resolution Process” means the Dispute resolution process more particularly described in clause 14.

“Escrow Account” means the bank account with the Bank where deposits from the Tenant and other tenants, and other sums credited to the Deposify Account (or equivalent) by the Landlord, Tenant and others, are kept by Deposify for the purpose of the Escrow Service.

“Escrow Services” means the service provided by Deposify subject to, and in accordance with, these Terms of Service to Landlords and Tenants as the service is more particularly described in clauses 4.1 and 4.2.

“Landlord” means a person that:

  1. has a Landlord Deposify Account (whether set up by that person or by an agent on their behalf) as permitted under clause 6.2.3; and
  2. with respect to a particular Deposit Contract, is identified in the Deposify Request as the landlord of the property for which the Deposit is being made.

“Landlord Deposify Account”means a registered landlord account with Deposify, created and managed through our website or app, which contains the landlord user profile.

“Release Event” means any of the release events described in clause 9.

“Rental Term” means the period during which a property is rented or leased by a Tenant as set out in the relevant Deposify Request. The Rental Period can be extended by the Landlord and Tenant when one of them sends an Extend request through our website or app and the other accepts that request.

“Tenant” means a person that:

  1. has a Tenant Deposify Account; and
  2. with respect to a particular Deposit Contract, is identified in the Deposify Request as the tenant of the property for which the Deposit is being made.

“Tenant Deposify Account” means a registered tenant account with Deposify, created and managed through our website or app, which contains the tenant user profile.

“Withdrawal Function” is the function in your Deposify Account that permits you, in accordance with clause9.3, to withdraw and pay money in your Deposify Account to the bank account details provided by you.