Fundera Secure Application Service Agreement

Any capitalized term in this Agreement not otherwise defined herein shall have the meaning ascribed to it in the Terms of Service. 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 Fundera.

(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 initial information you provide to us to provisionally pre-qualify you to receive funding under a Funding Provider’s terms and conditions, 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 Secure Application Service, as such information shall change from time to time.

(f) “Secure Application Service” means the secure application service provided by Fundera to you, as described further in Section 4.

The company you are working with is Fundera, a Delaware corporation. Fundera’s contact information is as follows:

The contact information for Fundera, Inc’s agent registered for service of process in Nebraska is as follows:

This Agreement applies to the following service (the “Secure Application Service” ), which Fundera will perform upon your request:

Use of the Secure Application Service in Accordance with Agreement and Applicable Law . You will not use the Secure Application Service for any illegal purpose. You will only use the Secure Application Service in accordance with the terms and conditions of this Agreement and any Applicable Law.

You will only use the Secure Application Service for a bona fide business purpose. You will not use the Secure Application Service for personal, family or household purposes. You may not use the Secure Application Service to obtain information about or make decisions about anyone but yourself and/or your business, or on behalf of a business which has provided documented authorization or consent.

(a) You agree to provide true, accurate, current and complete Application Information at all times.

(b) You agree to allow Fundera to automatically substitute Application Information that is inconsistent with information derived from Verified Data with Verified data.

(c) You 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@fundera.com .

(d) You acknowledge and agree that a Referral does not guarantee that you will receive funding from any Matched Funding Provider.

(e) You 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.

(f) You acknowledge and agree that Fundera has no role in a Matched Funding Provider’s decision to provide or not provide funding to you, and that Fundera provides the Application Information to the Matched Funding Provider on your behalf.

We do not charge you any fee for the Secure Application Service, subject to the exception described in Section 8. We are compensated by Matched Funding Providers for sharing your Application Information on your behalf for consideration for underwriting and/or based on the total amount of funding provided to you when a Matched Funding Provider funds the loan. Funding Providers may include the fees paid to us as part of your terms of your funding. Fundera does not control a Funding Provider’s terms, but we use our best efforts to make clear the specific amount of any fees and interest rates charged to you by a Funding Provider. Ultimately, however, funding terms and conditions are entirely and solely within the Funding Provider’s discretion.

While Funding Providers generally compensate Fundera for Referrals, you agree to pay us certain fees for our assistance in helping you to procure an SBA Loan. Specifically, where Fundera refers a borrower directly to an SBA Loan Funding Provider, you agree to pay Fundera two fees: (1) a referral fee less than or equal to two percent (2%) of the SBA Loan amount; and (2) a packaging fee for preparing your application less than or equal to two percent (2%) of the SBA Loan amount. Funding Provider will disburse the referral fee and packaging fee to Fundera from your loan proceeds upon final closing of the loan. Please note that the Small Business Act does not require the use of an agent for referral or packaging services to apply for an SBA Loan.

If you apply for an SBA Loan of more than $25,000, please note that the Funding Provider will require a lien on business assets, including assets such as accounts receivable or inventory, as well as fixed assets such as new equipment purchased with loan proceeds, and commercial real estate owned by the business. The Funding Provider may require additional collateral as well.

This Agreement shall commence on the date signed until the date that the funding requested closes, or until either Party terminates this Agreement in accordance with the terms hereof, whichever is earlier (the “Term”).

Fundera may terminate this Agreement at any time for any reason in its sole discretion.

You may terminate this Agreement at any time by ending your use of the Secure Application Service and notifying Fundera at support@fundera.com .

The waiver by Fundera 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.

This Agreement and all other aspects of your use of the Site or the Services shall be deemed entered into New Yok and governed by and construed 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 irrevocably waive any and all rights to a trial by jury .

The Parties agree that any claim and dispute in connection with this Agreement or the use of the Secure Application Service shall be resolved in accordance with Section 12.3 (Dispute Resolution) of the Terms of Service. YOU FURTHER UNDERSTAND THAT, BY USING THE SECURE APPLICATION SERVICE, YOU AGREE TO IRREVOCABLY WAIVE ANY AND ALL RIGHTS TO A TRIAL BY JURY AND TO LITIGATE ANY CLAIM AND DISPUTE IN CONNECTION WITH THIS AGREEMENT OR THE USE OF THE SECURE APPLICATION SERVICE ON A CLASS OR CONSOLIDATED BASIS, SUBJECT TO SECTION 12.3 OF THE TERMS OF SERVICE.

Except as limited by Section 12.7, 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.

This Agreement contains 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.

All provisions of this Agreement that by their nature extend beyond the expiration or termination of this Agreement, including, without limitation, Sections 8, 9, and 10.3 and definitions herein as applicable to interpretation of the foregoing shall survive the termination of this Agreement.

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.

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, Fundera 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.

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.