Terms of Service
Funderio, Inc. (Funderio) matches small businesses and small business owners (for a business purpose as provided in Section 7.2) with alternative lenders and other sources of funding (Funding Providers), as described further in the section of this Agreement titled The Service.
These Terms of Service (Agreement) constitute a legally binding agreement between you and Funderio (each a Party, and collectively the Parties). As used in this Agreement, the words you and your refer to you, the user of Funderios website or applications, as the party agreeing to this Agreement. The words we, us, our and any other variation thereof refer to Funderio. Any reference to Funderio in this Agreement includes our directors, officers, employees, contractors, owners, agents, licensors, or licensees. As used in this Agreement, the term Site includes all websites and applications that we operate that link to this Agreement, pages within each such website or application, any equivalent mirror, replacement, substitute or backup website or application, and pages that are associated with each such website or application. The use of the word including in this Agreement to refer to specific examples will be construed to mean including, without limitation or including but not limited to and will not be construed to mean that the examples given are an exclusive list of the topics covered.
Acceptance of Agreement
3. Definitions and Interpretation
5. Electronic Communications
6. Accuracy of and Changes to Your Information
7. The Service
8. Your Use of the Service
10. Warranties and Disclaimers
11. Term and Termination
12. General Terms
1. Acceptance of Agreement. By accessing the Site and by using the Service, you agree to, and are bound by, the terms and conditions of this Agreement for as long as you continue to use the Site or Service. If you do not agree to be bound by this Agreement, do not use the site or the service. You may not use the Site or Service, or accept this Agreement; if (a) you are not of legal age to form a binding contract with Funderio; (b) you are prohibited by law from receiving or using the Service; or (c) you are not a U.S. resident. Please note that certain uses of the Service may be subject to a separate agreement (Secure Application Service Agreement) that will be provided to you prior to Referral to a Matched Funding Provider pursuant to Section 6 of this Agreement. No Referrals will be provided to you prior to signing a Secure Application Service Agreement.
3. Definitions and Interpretation.
3.1 Defined Terms. Unless the context requires otherwise, capitalized terms in this Agreement shall have the following meanings:
(a) Account Information means information about accounts you maintain at third party sites, including, as applicable, your accounts at any financial institution, as provided by you to Funderio.
(b) Affiliate means, with respect to a Party, any person, firm, corporation, partnership (including, without limitation, general partnerships, limited partnerships, and limited liability partnerships), limited liability company, or other entity that now or in the future, directly controls, is controlled with or by or is under common control with such Party.
(c) Applicable Law means all federal and state laws, including regulations, applicable to the activities and obligations contemplated under this Agreement, including without limitation the federal Truth-in-Lending Act, Equal Credit Opportunity Act, Fair Credit Reporting Act, Fair Debt Collection Practices Act, the Gramm-Leach-Bliley Act, Dodd Frank Act, CAN-SPAM Act and all applicable state licensing, consumer credit and privacy laws, as the same may be amended and in effect from time to time during the Term.
(d) Business Day means any day (other than a Saturday, Sunday or legal holiday) on which federally-insured financial institutions in New York, New York are permitted to be open to conduct substantially all of their business.
(e) Profile Information means the information you provide to us to register for the Service, including as applicable, business name and address, amount and intended purpose of funding sought, certain financial information regarding the business, and certain information regarding the business owner, as well as the username and password that allow you to access the Service, as such information shall change from time to time.
(f) Service means the service provided by Funderio to you, as described further in Section 6.1.
3.2 Interpretation. References to Sections and Appendices are to be construed as references to the Sections of, and Appendices to, this Agreement, unless otherwise indicated. The singular includes the plural, and the plural includes the singular. All references to hereof, herein, hereunder and other similar compounds of the word here shall mean and refer to this Agreement as a whole rather than any particular part of the same. The terms include and including are not limiting. Unless designated as Business Days, all references to days shall mean calendar days.
5. Electronic Communications. You agree to Funderios E-Sign Consent Agreement (available at https://www.Funderio.com/esign), which is incorporated by reference into this Agreement as if it were set forth herein in its entirety. The E-Sign Consent Agreement constitutes your consent to receive disclosures and other information in electronic form. In connection with the Service, Funderio is required by law to provide you with certain disclosures. Without your consent, Funderio is not permitted to provide those disclosures to you online.
6. Accuracy of and Changes to your Information. You agree to provide accurate Profile Information and Account Information. You further agree to promptly update all your Profile Information or Account Information whenever the information provided to us is no longer accurate. You can update your information by visiting your profile page on the Site. If you need help in changing your information, please email us at support@Funderio.com. We are not responsible for any payment processing errors or fees or other Service-related issues arising from your failure to keep your Profile Information current. If we determine, in our sole discretion, that you have failed to maintain current and accurate Profile Information or Account Information, we may suspend or terminate your access to the Site and Service.
7. The Service.
7.1 Description of the Service. Funderio matches users with Funding Providers using a combination of the users Profile Information and criteria mutually agreed upon by each Funding Provider and Funderio which, if met, would provisionally pre-qualify the user to receive funding under such Funding Providers terms and conditions (the Prequalification Criteria). You may request provisional prequalification for funds using the Service at any time by providing Funderio information and documents, including but not limited to business name and address, amount and intended purpose of funding sought, certain financial information and documents regarding the business, and certain information and documents regarding your business owner (the Application Information). You agree to provide true, accurate, current and complete Application Information. By providing the Application Information to Funderio, you authorize us to obtain information, including from third-party sources, to allow you to verify certain fields of your Application Information. Funderio reserves the right to obtain this information at any time during your use of the Service until either you or Funderio terminate its rights under this Agreement pursuant to Section 10. If any of the Application Information does not match information we obtain from third-party sources pursuant to this Section, you may elect to modify any of the Application Information. You also agree that we may contact you, including by telephone or by SMS, to verify the Application Information or to provide additional Application Information.
7.2 Referrals. If your Application Information meets the Prequalification Criteria set by one or more Funding Providers, we may identify such Funding Provider or Funding Providers to you (each one, a Matched Funding Provider), along with data regarding each Funding Providers use of the Service, including general details regarding amount of funding provided, interest rate, time between application for funding and fulfillment, and timing of repayment of funding (the Funding Provider Details). We may limit the number of Funding Providers we identify to you based on our determination of which Funding Providers may be the best match for you based on our analysis of the Application Information. You may instruct us to identify you to one or more Matched Funding Providers, in which case we will identify you to such Matched Funding Providers and furnish them with your Application Information on your behalf (each such identification, a Referral). Referrals are subject to a separate Secure Application Service Agreement that will be provided to you prior to Referral. You acknowledge and agree that a Referral does not guarantee that you will receive funding from any Matched Funding Provider. You further acknowledge and agree that the Funding Terms may differ from the terms and conditions that apply to funding you ultimately receive from a Matched Funding Provider.
7.3 Applying for Funding. Once we make a Referral to any Matched Funding Provider, the Matched Funding Provider will initiate its underwriting process based on the Application Information and will determine, according to its own terms and conditions, whether to provide funding to you. You acknowledge and agree that Funderio has no role in a Matched Funding Providers decision to provide or not provide funding to you, and that Funderio provides the Application Information to the Matched Funding Provider on your behalf.
7.4 Our Use of the Account Information. You authorize us to use the Account Information for all purposes related to the Service, and to have continued access to your financial institution, provided that such access shall be used solely for the purpose of providing the Service to you. Account Information shall remain available to you during the Term, but any information obtained during the Term shall remain the property of Funderio.
7.5 Information Collection. You agree that we may monitor and record your telephone and electronic communications with us at any time, without further notice to you or any party to the communication.
7.6 No Fees. We do not charge you any fee for the Service. We only receive compensation from Funding Providers. Our compensation from a Funding Provider varies depending on the total amount of funding provided. Funderio does not control a Funding Providers terms, but we use our best efforts to make clear the specific amount of any fees or interest rates charged to you by a Funding Provider. We also make our best effort to minimize or eliminate any impact that compensation paid to us may have on your fees and interest rates. Ultimately, however, funding terms and conditions are entirely and solely within the Funding Providers discretion.
7.7 Affiliates. The rights, duties and/or obligations of Funderio under this Agreement may be exercised and/or performed by Funderio and/or any of Funderios Affiliates, or any of their subcontractors and/or agents. Funderio acknowledges and agrees that it shall be solely responsible for the acts or omissions of Funderios Affiliates, and any subcontractor or agent of Funderio or any of Funderios Affiliates, related to the subject matter hereof. You agree that any claim or action arising out of or related to any act or omission of any of Funderio or Funderios Affiliates, or any of their respective subcontractors or agents, related to the subject matter hereof, shall only be brought against Funderio, and not against any of Funderios Affiliates, or any subcontractor or agent of Funderio or any of Funderios Affiliates. You acknowledge that under no circumstances shall a Funding Provider be considered an Affiliate for purposes of this Agreement.
8. Your Use of the Service.
8.1 Use of Service in Accordance with Agreement and Applicable Law. You will not use the Site or Service for any illegal purpose. You will only use the Site or Service in accordance with the terms and conditions of this Agreement and Applicable Law.
8.2 Business Purpose. You will only use the Site or Service for a bona fide business purpose. You will not use the Site or Service for personal, family or household purposes. You may not use the Site or Service to obtain information about or make decisions about anyone but yourself and/or your business.
8.3 Responsibility for Account. You hereby acknowledge and agree that you are responsible for maintaining your Profile Information. If you believe that your Profile Information or a device that you use to access any Site has been lost or stolen, that someone is using the Service using your Profile Information without your authorization, or that an unauthorized transaction has occurred, you must notify us immediately at support@Funderio.com.
9. Indemnification. You agree to release, indemnify, and hold harmless Funderio and its Affiliates, and their respective officers, directors, employees and agents, harmless from and against any claims, liabilities, damages, losses, and expenses, including, without limitation, reasonable legal and accounting fees, arising out of or in any way related to: (a) your access to, use of, or inability to use the Site or Service; (b) your breach of this Agreement; (c) your violation of any rights of a third party; (d) your interaction with any Funding Provider; (e) any duties, responsibilities, or obligations you may have to a Funding Provider, including with respect to, but not limited to, a Referral; (f) your violation of any Applicable Law; ; (g) the violation of any Applicable Law by a Funding Provider; or (h) your failure to provide and maintain true, accurate, current and complete Application Information, Profile Information, and Account Information..
10. Warranties and Disclaimers.
10.1 Limitation of Liability. Under no circumstances shall Funderio, its subsidiaries, partners, or affiliates, be liable to you for (a) any indirect, incidental, consequential, special or exemplary damages arising from or relating to the use or inability to use the Service (even if Funderio knows or has been advised of the possibility of such damages), including, but not limited to, damages for loss or corruption of data or documentation, service interruptions, or Funderios or your liabilities to third parties arising from any source; (b) except as required under applicable law, any indirect, incidental, consequential, special or exemplary damages, arising from or relating to the conduct of you or anyone else in connection with the use of the Service, including, but not limited to, damages arising from your failure to provide Funderio with accurate information or a third partys failure to correctly verify such information.
10.2 No Warranties. Except as expressly set forth in this agreement, the Service provided hereunder by Funderio is provided “as is” with all faults and without any representations or warranties. The entire risk as to satisfactory quality, performance, accuracy, and effort is with you. Funderio does not represent or warrant that the Service will be available, accessible, uninterrupted, timely, secure, accurate, complete, or entirely error-free. This disclaimer of warranty extends to you and each buyer and is in lieu of all warranties and conditions whether express, implied, or statutory, including the implied warranties of merchantability, fitness for particular purpose, title, and non-infringement with respect to the Service, and any implied warranties arising from course of dealing or course of performance. No advice or information provided by Funderio shall constitute any warranty with respect to your use of the Service. Funderio does not guarantee or assume any responsibility for any service advertised or offered by any third party service relating to either Funderio or any funding provider. Funderio makes no guarantee as to the number of funding providers with whom you may be matched using the Service, nor does Funderio guarantee that you will be able to obtain business funding in any amount using the Service, including from any funding provider for whom your verified information provisionally prequalifies you for such funding. You understand and agree that Funderio is neither a funding provider nor a financial advisor, and nothing on this site is intended to be a substitute for professional financial advice.
11. Term and Termination.
11.1 Term. This Agreement shall commence on the date You first access the Site or use the Service and remain in effect until either Party terminates this Agreement in accordance with the terms hereof (the Term).
11.2 Termination Rights of Funderio. Funderio may terminate this Agreement at any time in its sole discretion.
11.3 Your Termination Rights. You may terminate this Agreement at any time by ending your use of the Site and the Service and notifying Funderio at support@Funderio.com.
12. General Terms.
12.1 Waiver. The waiver by Funderio of a breach of any provision contained herein shall be in writing and shall in no way be construed as a waiver of any subsequent breach of such provision or the waiver of the provision itself.
12.2 Governing Law; Consent to Jurisdiction; Waiver of Jury Trial. This Agreement will be deemed entered into in New York and will be governed by and interpreted in accordance with the laws of the State of New York, excluding: (i) that body of law known as conflicts of law, and (ii) the United Nations Convention on Contracts for the International Sale of Goods. The Parties agree that any dispute arising under this Agreement will be resolved in the state or federal courts in New York County, New York, and the Parties hereby expressly consent to jurisdiction therein. The parties irrevocably waive any and all rights to a trial by jury.
12.3 Third Party Beneficiaries. Except as limited by Section 11.7, this Agreement and the rights and obligations hereunder shall bind, and inure to the benefit of the Parties and their successors and permitted assigns. Nothing in this Agreement, expressed or implied, is intended to confer upon any person, other than the Parties and their successors and permitted assigns, any of the rights hereunder.
12.4 Entire Agreement. This Agreement and each of its exhibits or appendices, constitute and contain the entire agreement between the Parties with respect to the subject matter hereof and supersedes any prior or contemporaneous oral or written agreements. Each Party acknowledges and agrees that the other has not made any representations, warranties or agreements of any kind, except as expressly set forth herein.
12.5 Survival. All provisions of this Agreement that by their nature extend beyond the expiration or termination of this Agreement, including, without limitation, Sections 6.4, 8, 9, and 10.3 and definitions herein as applicable to interpretation of the foregoing shall survive the termination of this Agreement.
12.6 Severability. If any provision of this Agreement (or any portion thereof) is determined to be invalid or unenforceable, the remaining provisions of this Agreement shall not be affected thereby and shall be binding upon the Parties and shall be enforceable, as though said invalid or unenforceable provision (or portion thereof) were not contained in this Agreement.
12.7 Assignment. Neither this Agreement nor any rights hereunder may be transferred or assigned by either Party without the prior written consent of the other Party, which consent shall not be unreasonably withheld or delayed. Notwithstanding the foregoing, Funderio may assign this Agreement or any rights hereunder without consent: (i) to an entity that acquires substantially all of its stock, assets or business; or (ii) to an Affiliate. Except as provided in this section, any attempts by either Party to assign any of its rights or delegate any of its duties hereunder without the prior written consent of the other Party shall be null and void.
12.8 Headings. The headings, captions, headers, footers and version numbers contained in this Agreement are intended for convenience or reference and shall not affect the meaning or interpretation of this Agreement.
Site Content and Ownership
The information contained on this site, including all images, designs, photographs, writings, graphs, data, and other materials (“Materials”) are the property of Funderio and are protected by copyrights, trademarks, trade secrets, or other proprietary rights. Permission is granted to display, copy, distribute, download, and print portions of this site solely for the purposes of using this site for the authorized uses described above. You must retain all copyright and other proprietary notices on all copies of the Contents. You shall comply with all copyright laws worldwide in your use of this Web site and prevent unauthorized copying of the Contents. Except as provided in this Notice, Funderio does not grant you any express or implied right in or under any patents, trademarks, copyrights, or trade secret information
Disclaimer of Warranty
You expressly agree that use of this Web site is at your sole risk. Neither Funderio, its affiliates, nor any of their officers, directors, employees, agents, third-party content providers, or licensors (collectively, “Providers”), or the like, warrant that this site will be uninterrupted or error-free; nor do they make any warranty as to the results that may be obtained from the use of this site, or as to the accuracy, completeness, reliability, security, or currency of the Materials. The Materials may contain errors, omissions, inaccuracies, or outdated information. Further, Funderio does not warrant reliability of any statement or other information displayed or distributed through the site. Funderio reserves the right, in its sole discretion, to correct any errors or omissions in any portion of the site. Funderio may make any other changes to this site, the Materials and the products, programs, services, or prices (if any) described in this site at any time without notice.
THIS SITE AND THE INFORMATION, CONTENT, AND MATERIALS ON THIS SITE ARE PROVIDED ON AN “AS IS,” “WHERE IS,” AND “WHERE AVAILABLE” BASIS. Funderio MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE OPERATION OF THE SITE, THE CONTENT, INFORMATION, OR THE MATERIALS ON THIS SITE. TO THE FULLEST EXTENT PERMISSIBLE UNDER APPLICABLE LAW, Funderio EXPRESSLY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, OF ANY KIND, WITH RESPECT TO ANY OF THE MATERIALS, CONTENT, OR INFORMATION ON THIS SITE OR ANY GOODS OR OTHER PRODUCTS OR SERVICES OFFERED, SOLD, OR DISPLAYED ON THIS SITE OR YOUR USE OF THIS SITE GENERALLY, INCLUDING WARRANTIES OF MERCHANTABILITY, ACCURACY OF INFORMATION, QUALITY, TITLE, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. SOME JURISDICTIONS LIMIT OR DO NOT ALLOW THE DISCLAIMER OF IMPLIED OR OTHER WARRANTIES SO THE ABOVE DISCLAIMER MAY NOT APPLY TO THE EXTENT SUCH JURISDICTION’S LAW APPLIES TO THIS AGREEMENT.
LIMITATION OF LIABILITIES
YOU AGREE THAT Funderio AND ITS PROVIDERS SHALL NOT BE LIABLE FOR ANY DAMAGE, LOSS, OR EXPENSE OF ANY KIND ARISING OUT OF OR RESULTING FROM YOUR POSSESSION OR USE OF THE MATERIALS, CONTENT, OR INFORMATION ON THIS SITE REGARDLESS OF WHETHER SUCH LIABILITY IS BASED IN TORT, CONTRACT, OR OTHERWISE. IN NO EVENT, INCLUDING, WITHOUT LIMITATION, A NEGLIGENT ACT, SHALL Funderio OR ANY OF ITS PROVIDERS BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF PROFITS, LOSS OR CORRUPTION OF DATA, LOSS OF GOODWILL, WORK STOPPAGE, COMPUTER FAILURE OR MALFUNCTION, OR INTERRUPTION OF BUSINESS), ARISING OUT OF OR IN ANY WAY RELATED TO THE MATERIALS, CONTENT, OR INFORMATION ON THIS SITE OR ANY OTHER PRODUCTS, SERVICES, OR INFORMATION OFFERED, SOLD, OR DISPLAYED ON THIS SITE, YOUR USE OF, OR INABILITY TO USE, THIS SITE GENERALLY, OR OTHERWISE IN CONNECTION WITH THIS AGREEMENT, REGARDLESS OF WHETHER Funderio OR ANY OF ITS PROVIDERS HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. BECAUSE SOME STATES DO NOT ALLOW THE LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU.
You agree to indemnify, defend, and hold harmless Funderio, its affiliates, agents, employees, and licensors from and against any and all claims and expenses, including reasonable attorney fees, arising out of or related in any way to your use of the site, violation of this Agreement, violation of any law or regulation, or violation of any proprietary or privacy right.
Limitations on Claim
Any cause of action you may have with respect to your use of this site must be commenced within one (1) year after the claim or cause of action arises.
Term and Termination
Without limiting its other remedies, Funderio may immediately discontinue, suspend, terminate, or block your and any user’s access to this site at any time in our sole discretion.
As a convenience to you, we may provide on this site links to Web sites operated by other entities (collectively the “Linked Sites”). If you use any Linked Sites, you will leave this site. If you decide to visit any Linked Site, you do so at your own risk and it is your responsibility to take all protective measures to guard against viruses or other destructive elements. Linked Sites, regardless of the linking form (e.g., hotlinks, hypertext links, IMG links) are not maintained, controlled, or otherwise governed by Funderio. The content, accuracy, opinions expressed, and other links provided by Linked Sites are not investigated, verified, monitored, or endorsed by Funderio. Funderio does not endorse, make any representations regarding or warrant any information, goods, and/or services appearing and/or offered on any Linked Site, other than linked information authored by Funderio. Links do not imply that Funderio or this site sponsors, endorses, is affiliated or associated with, or is legally authorized to use any trademark, trade name, logo, or copyright symbol displayed in or accessible through the links, or that any Linked Site is authorized to use any trademark, trade name, logo or copyright symbol of Funderio or any of its affiliates or subsidiaries. Except for links to information authored by Funderio, Funderio is neither responsible for nor will it be liable under any theory based upon (i) any Linked Site; (ii) any information and/or content found on any Linked Site; or (iii) any site(s) linked to or from any Linked Site. If you decide to visit any Linked Sites and/or transact any business thereon, you do so at your own risk. Funderio reserves the right to discontinue any Linked Site at any time without prior notice. Please contact the Web masters of any Linked Sites concerning any information, goods, and/or services appearing thereon.
Controlling Law, Jurisdiction and International Users
This Agreement is governed by and shall be construed in accordance with the laws of the United States of America, without reference to its conflicts of laws provisions. Funderio makes no representation that the materials are appropriate or available for use outside the United States. If you access this site from outside the United States, you will be responsible for compliance with all local laws. You agree to comply with all laws and regulations applicable to your use of this site. You agree to submit to the personal and exclusive jurisdiction of the state or federal courts located within the United States for any disputes with Funderio arising out of your use of this site.
This Agreement constitutes the entire agreement between Funderio and you with respect to this Web site, and it supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written, between you and Funderio with respect to this Web site. A printed version of this Agreement and of any notice given in electronic form shall be admissible in judicial or administrative proceedings based upon or relating to this Agreement to the same extent and subject to the same conditions as other business documents and records originally generated and maintained in printed form. If for any reason a court of competent jurisdiction finds any provision of this Agreement or portion thereof to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to affect the intent of this Agreement, and the remainder of this Agreement shall continue in full force and effect. No waiver by either party of any breach or default hereunder shall be deemed to be a waiver of any preceding or subsequent breach or default.
Modifications to Agreement
We may revise this Agreement at any time and you agree to be bound by the revised Agreement. Any such modifications will become effective upon the date they are first posted to this site. It is your responsibility to return to this Agreement from time to time to review the most current terms and conditions. Funderio does not and will not assume any obligation to notify you of changes to this Agreement.
Electronic Communication and Electronic Signatures
You agree to be bound by any affirmation, assent, or agreement you transmit through this Web site, including but not limited to any consent you give to receive communications from Funderio solely through electronic transmission. You agree that when in the future you click on an “I agree,” “I consent,” or other similarly worded “button” or entry field with your mouse, keystroke, or other computer device, your agreement or consent will be legally binding and enforceable and the legal equivalent of your handwritten signature.