Terms of Business

These Terms of Business set out the basis on which Funding11 provides services to a business.

They apply from the point Funding11 begins providing services, including before any Commercial Finance Authority and Consent is signed.

Where Funding11 and the business have executed a Commercial Finance Authority and Consent, that document and its Schedule govern the engagement, and prevail over these Terms to the extent of any inconsistency.

Nothing on the Funding11 website forms part of these Terms.

Funding11 is a commercial finance broker. It acts as an intermediary between a business seeking finance and lending institutions.

Funding11 does not lend. It does not provide finance of any kind from its own resources, and is not a party to any facility a business enters into with a lending institution.

Funding11 assesses a case, determines the structure it considers appropriate, and introduces it to lending institutions. Funding11 selects which institutions to approach.

Funding11 does not provide advice.

Funding11 does not provide legal, tax, accounting, investment or financial advice, and nothing communicated by Funding11 constitutes a personal recommendation or advice of any kind.

Funding11 provides introduction, structuring and facilitation services only. The business remains solely responsible for deciding whether any facility is appropriate for it, and for any commitment it enters into.

The business should obtain independent professional advice where appropriate before entering into any financial commitment.

Funding11 is a credit broker. It does not lend, and it does not enter into any credit agreement as lender.

Funding11 is not authorised or regulated by the Financial Conduct Authority. The basis for that differs depending on who the borrower is, and both routes are set out below.

Funding11 acts on the basis of the information and documentation provided by the business and by those acting for it.

The business confirms that all information and documentation it provides is true, complete, accurate, genuine and unaltered. Funding11 relies on it and accepts no responsibility for errors, omissions, misrepresentations or inaccuracies within it.

The business will notify Funding11 promptly of any material change in its circumstances or those of any director between instruction and the release of funds, including any change in trading position, existing borrowing, ownership or control.

The business will review and confirm the key details of any application, including turnover, facility amount and purpose, where Funding11 asks it to do so.

Funding11 may cease engagement immediately where documentation is suspected to be fraudulent, misleading or materially inaccurate.

Where the business provides personal information relating to any other director, shareholder, guarantor or connected individual, it confirms it is authorised to do so and that the individual has been informed that their information will be provided to Funding11 and to lending institutions.

Funding11 does not conduct consumer credit searches.

Lending institutions carry out their own credit and risk assessments, including soft and hard searches, scoring models, affordability assessment, automated decisioning, and fraud, sanctions and anti-money-laundering screening. Those checks are carried out under each institution's own policy. Funding11 does not control them and does not have visibility of their outcome.

Search methodology varies between institutions and products. Where Funding11 intends to submit an application to an institution which carries out a hard search at the point of submission rather than at offer stage, this will be explained to the business beforehand and the application will not be submitted without agreement.

Funding11 may carry out internal commercial risk checks, and identity, sanctions, adverse media and fraud prevention checks, and may decline or discontinue an engagement following such checks without providing reasons.

Funding11 does not guarantee that funding will be obtained, that any particular amount, rate, structure or lending institution will be available, or that any application will be approved. All lending decisions are made solely by the lending institution.

Any indication of limits, pricing, structure or likely outcome given before a formal lender offer is indicative only, is based on the information available at the time, and does not constitute an offer or commitment by Funding11 or by any lending institution. This includes any result, estimate or product suggestion generated by any Funding11 form, tool or platform.

Any timescale given is an estimate. Time is not of the essence. Funding11 is not responsible for delay caused by a lending institution, valuer, solicitor, accountant or other third party, or for delay arising from information or documentation being provided late or incompletely.

The business should not enter into any commitment, contract, purchase or other obligation in reliance on funding being obtained, on any particular terms being available, or on any anticipated completion date, until a formal lender offer has been issued and accepted. Funding11 accepts no liability for any loss arising where it does so.

A decline, a withdrawal by a lending institution, a change in lender appetite, or a case not completing are normal features of the commercial finance market and do not of themselves constitute a failure of service.

A lending institution may withdraw, suspend or reverse an offer at any point before funds are released, including on the day drawdown is due. Funding11 has no control over such a decision and accepts no liability for it.

Any facility entered into is governed solely by the terms and conditions of the relevant lending institution.

The business is responsible for reading that documentation in full before acceptance, including any guarantee, security or indemnity requirement contained in it, and does not rely on any summary, description or explanation of it given by Funding11.

Where a personal guarantee is required, it creates a personal liability for the guarantor separate from that of the business. Guarantee requirements are determined solely by the lending institution. Funding11 recommends that the guarantor obtains independent legal advice before signing, and the business confirms it has had the opportunity to do so.

Funding11 receives commission from lending institutions in relation to facilities arranged. The amount varies by institution, product and facility size. The business may request the amount payable in respect of any specific facility at any time and Funding11 will disclose it. Commission arrangements do not influence lending decisions.

Commission is also payable where a facility arranged through Funding11 is subsequently renewed, extended, refinanced, increased or replaced with the same lending institution, whether or not these Terms remain in force at that time.

Fees payable by the business may include an application fee, a broker fee and a commitment fee. Each is disclosed and agreed in writing before it becomes payable. No fee is charged unless agreed in advance.

An application fee applies to secured transactions only, is earned on submission, and is not refundable, including where an institution declines or the business does not proceed.

A broker fee, where agreed, is earned on activation of the facility or first drawdown, whichever occurs first, and is non-refundable once funds have been released. Payment is due within two business days of funds being received by the business.

All fees are exclusive of VAT where applicable. Funding11 reserves its statutory right to interest and recovery costs under the Late Payment of Commercial Debts (Interest) Act 1998.

Once earned, a fee is not subject to reversal, deduction, set-off or counterclaim. Where a payment is subsequently reversed, recalled or charged back after the fee has been earned, the amount remains a debt due and payable on demand.

Where an agreed fee includes an amount in respect of a valuation, search, legal or other third party cost, Funding11 arranges and settles that cost. The fee is Funding11's own charge and is not a statement of, or limited to, the amount payable to the third party. Funding11 is not required to provide a breakdown of any fee.

Credit card facilities do not attract a broker fee unless expressly stated.

No fee arises where the business receives an offer, reviews it, seeks alternative terms, or decides not to proceed. Declining an offer is not a withdrawal.

Where the business withdraws after lender documentation has been executed, meaning the facility agreement and any personal guarantee have been signed and returned, or where a secured transaction has entered the legal process, the work has already been performed and an abort fee is payable.

Unsecured facilities: £500. No abort fee applies to business credit card facilities.

Secured facilities, including bridging and development finance: 0.5% of the gross facility amount stated in the offer, subject to a minimum of £2,000 and a maximum of £10,000.

No abort fee is payable where the lending institution withdraws or declines, where it materially changes the terms, pricing or structure previously offered, where a valuation or legal issue arises which is not attributable to the business, or where Funding11 discontinues the engagement.

Abort fees are charged at Funding11's discretion and may be reduced or waived. Fees are exclusive of VAT and payable within 14 days of invoice.

The business is free to engage other brokers and to approach lending institutions independently at any time. No fee is payable to Funding11 in respect of any facility arranged through another broker or directly with a lending institution.

Funding11 treats the business's financial information, documentation and commercial affairs as confidential and does not disclose them to any third party except to lending institutions and service providers for the purposes of the engagement, where disclosure is required by law, regulation, a court or a competent authority, or where the business has agreed to the disclosure.

This obligation continues after the engagement ends and does not apply to information already in the public domain or obtained independently.

FND11 Ltd is the data controller for client information held by it, and is registered with the Information Commissioner's Office under registration number ZA505754.

Information is processed on the basis of the performance of, or steps taken prior to entering into, a contract, and on the basis of Funding11's legitimate interests in assessing, arranging and administering commercial finance.

Lending institutions receiving information act as separate and independent data controllers, applying their own retention periods, search policies and privacy terms. Funding11 is not responsible for their processing.

Full detail is set out in the privacy policy.

Funding11 may record telephone calls and retain electronic communications for compliance, quality assurance, fraud prevention and dispute resolution.

Client information is retained for six years following the end of the commercial relationship, and longer only where required by law or where relevant to an actual or reasonably anticipated dispute, claim or investigation.

Funding11 determines which records it retains within those periods. It is not required to retain any particular record, note, message, call recording or working document. Records may be consolidated, archived or not carried across when systems change. Funding11 is not liable for any record it no longer holds, and nothing in these Terms obliges Funding11 to produce a record which has not been retained.

Funding11 accepts no liability for any commercial, financial or strategic decision taken by the business, or for any outcome arising from a facility entered into with a lending institution.

Funding11's total liability arising out of or in connection with these Terms and the services provided under them, whether in contract, in tort including negligence, for breach of statutory duty or otherwise, is limited in aggregate to the total commission and fees actually received by Funding11 in respect of the relevant transaction.

Funding11 is not liable for indirect or consequential loss, or for loss of profit, revenue, business opportunity or anticipated savings.

Nothing in these Terms limits or excludes liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for any other liability which cannot lawfully be limited or excluded.

Funding11 may decline or discontinue engagement at any stage where it considers this appropriate, including where conduct is abusive, threatening, defamatory, dishonest or otherwise inappropriate, or where continuing engagement may create legal, regulatory, compliance or reputational risk, without liability for any commercial consequence arising.

Complaints about services provided by Funding11 are handled under the published complaints procedure.

The Financial Ombudsman Service and the Financial Services Compensation Scheme are not available in respect of those services, for the reason set out in section 4.

These Terms are governed by the laws of England and Wales, and the parties submit to the exclusive jurisdiction of the courts of England and Wales.

If any provision is found invalid or unenforceable, it applies to the extent it lawfully can and the remaining provisions continue in full force.

Funding11 may assign, transfer, novate or subcontract any of its rights or obligations, in whole or in part, to any company within the same group, to a successor in title, or to any person acquiring all or substantially all of its business or assets, without further consent. The business may not assign or transfer its rights or obligations without Funding11's prior written consent.

Funding11 is not liable for any failure or delay resulting from an event beyond its reasonable control, including failure of telecommunications or information technology systems, action by a lending institution or regulator, industrial action, epidemic, or act of government.

Electronic signatures and digitally executed documents are valid and binding.

A person who is not a party has no right to enforce any of these Terms under the Contracts (Rights of Third Parties) Act 1999.

Funding11 may amend these Terms. The version in force at the date services are provided is the version that applies.