Terms & Conditions
Welcome to the Funders Cloud Terms and Conditions!
We recommend visitors carefully review our Terms and Conditions before using our site, services or products.
If there is anything that you don’t understand, please don’t hesitate to contact us at email@example.com.
Funders Cloud TERMS AND CONDITIONS
Last Revised: May 2015
Funders Cloud, LLC (“Funders Cloud”) provides a suite of online tools and resources that enable Independent Sales Organizations (“ISOs”) and Funding Providers (“Funding Providers”) to connect with customers, businesses and merchants seeking alternative funding products such as merchant cash advances as described further in the section of these Terms and Conditions titled “The Service.” As used in this Agreement, the words “you” and “your” refer to you, in your capacity as an ISO or Funding Provider and user of Funders Cloud’s website or applications and as the party agreeing to these Terms and Conditions. The words “we,” “us,” “our” and any other variation thereof refer to Funders Cloud. As used in these Terms and Conditions, the term “Site” refers to www.funderscloud.com and includes all websites and applications that we operate that link to these Terms and Conditions, 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 these Terms and Conditions 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.
These Terms and Conditions constitute a legally binding agreement (this “Agreement”) between you and Funders Cloud (each a “Party,” and collectively the “Parties”). Please read the Terms and Conditions carefully before using or accessing the Services. By registering an account on the Funders Cloud website currently found at www.funderscloud.com (together with any successor website, the “Site”), or by otherwise using or accessing the Services, you acknowledge and agree that:
(i) you have read and understand all of the provisions set forth in this Agreement;
(iii) you are at least eighteen (18) years of age;
(iv) you have the right, authority and capacity to enter into this Agreement and to abide by all terms and conditions of this Agreement;
(v) you are a resident of one of the forty-eight (48) contiguous states of the United States, or a resident of Washington D.C.; and
(vii) this Agreement are the legal equivalent of a signed, written contract between you and Funders Cloud.
- Acceptance of Agreement
- Definitions and Interpretation
- Accuracy of and Changes to Your Information
- Disclosure and Consent to Electronic Communications
- The Service
- Your Use of the Service
- Warranties and Disclaimers
- Term and Termination
- 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 Funders Cloud; (b) you are prohibited by law from receiving or using the Service; or (c) you are not a U.S. resident.
Funders Cloud reserves the right to update and/or amend this Agreement at any time with notice that is reasonable according to the extent of the amendment, as determined by Funders Cloud in its sole discretion. Funders Cloud will post notice of any amendment on the Site. For a substantial amendment, including a change to the fee structure outlined herein, Funders Cloud may also notify you as outlined in the Disclosure and Consent to Electronic Communications section of this Agreement. You should check the Terms and Conditions regularly. By continuing to use the Site or Service after such notice is provided, you accept and agree to such amendments. If you do not agree with an amendment to this Agreement, you must stop using the Site and Service. If you have any questions about the terms and conditions contained in this Agreement, please contact us at firstname.lastname@example.org.
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 Funders Cloud.
(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 Los Angeles County, California 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 Funders Cloud to you, as described further in Section 7.
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.
(available at www.funderscloud.com/privacy
5. 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 Admin@funderscloud. 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.
6. Disclosure and Consent to Electronic Communications.
6.1 Consent to Electronic Communications.
When you visit the Funders Cloud site, create an account or otherwise register for or make use of the Services, you understand and agree that you are entering into agreement with this Agreement electronically and that certain categories of information ("Communications") may be provided by Funders Cloud to you by electronic means (i.e., via email, through the Service by displaying links to notices generally on the Site unless and until you withdraw your consent as described below. You understand that the communications referenced in this Section 6.1 do not include SMS text messages and you are not required to give us your consent to receive any SMS text messages as a condition of using this Website or purchasing any goods or services. You agree that all agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement that such communications be in writing. You further agree that any notices provided by us electronically are deemed to be given and received on the date we transmit any such electronic communication as described in this Agreement. The categories of Communications that may be provided by electronic means include:
(a) this Agreement and any amendments, modifications, or supplements.
(b) disclosures or notices provided in connection with the Service, including any required by Applicable Law (including initial disclosures, initial and annual privacy notices, opt-out notices, and change-in-terms notices).
(c) any customer service communications, including communications with respect to claims of error or unauthorized use of the Site or Service; and
(d) any other communication related to the Site or Service.
Although Funders Cloud reserves the right to provide Communications in paper format at any time, you agree that Funders Cloud is under no obligation to do so. All Communications in either electronic or paper format will be considered to be "in writing." You should print a paper copy of this Agreement and any Communication that is important to you and retain the copy for your records. If you do not wish to receive this Agreement or the Communications electronically, you may not use the Site or Service.
6.2 Timing of Communications.
Any Communications will be deemed to have been received by you no later than five (5) Business Days after Funders Cloud sends it to you by email or posts it on the Funders Cloud Site, whether or not you have received the email or retrieved the Communication from the Funders Cloud Site. An electronic communication by email is considered to be sent at the time that it is directed by Funders Cloud’s email server to your email address. You agree that these are reasonable procedures for sending and receiving electronic Communications.
6.3 Updated Contact Information.
You agree to promptly update your Profile Information if your email address changes so that Funders Cloud may contact you electronically. You may update your Profile Information, such as your email address, as described in the Accuracy of and Changes to Your Information section of this Agreement. You understand and agree that if Funders Cloud sends you an electronic Communication but you do not receive it because the email address on file is incorrect, out of date, blocked by your service provider, or you are otherwise unable to receive electronic Communications, Funders Cloud will be deemed to have provided the Communication to you.
6.4 System Specifications.
In order to access, view, and retain electronic Communications that Funders Cloud makes available to you, you must have access to: (a) a computer with an Internet connection; (b) a current web browser that includes 128-bit encryption (e.g. Internet Explorer version 6.0 and above, Firefox version 2.0 and above, Chrome version 3.0 and above, or Safari 3.0 and above) with cookies enabled; (c) Adobe Acrobat Reader version 8.0 and above to open documents in .pdf format; (d) sufficient electronic storage capacity on your computer’s hard drive or other data storage unit to save past Communications and/or an installed printer to print them; and (e) an email account with an Internet service provider and email software. Your access to this page through your device verifies that your device meets these requirements.
6.5 Reservation of Rights.
Funders Cloud reserves the right, in its sole discretion, to discontinue the provision of your electronic Communications, or to terminate or change the terms and conditions on which Funders Cloud provides electronic Communications. Funders Cloud will provide you with notice of any such termination or change as required by law.
7. The Service.
7.1 Description of the Service.
Funders Cloud provides a suite of online tools and resources that enables ISOs and Funding Providers to connect with customers, businesses and merchants seeking alternative funding products. Funders Cloud enables ISOs to match their merchant customers with potential Funding Providers using a combination of the merchant’s Profile Information and criteria mutually agreed upon by each Funding Provider and Funders Cloud which, if met, would provisionally pre-qualify the merchant to receive funding under such Funding Provider’s terms and conditions (the “Prequalification Criteria”). As an ISO you may request provisional prequalification for funds on behalf of your merchant customers any time by providing Funders Cloud 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 merchant customer (the “Application Information”). You agree to provide true, accurate, current and complete Application Information. By providing the Application Information to Funders Cloud, you authorize us to obtain information, including from third-party sources, to allow you to verify certain fields of your Application Information. Funders Cloud reserves the right to obtain this information at any time during your use of the Service until either you or Funders Cloud terminate its rights under this Agreement pursuant to Section 11.
7.2 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. Funders Cloud does not control a Funding Provider’s 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 Provider’s discretion.
The rights, duties and/or obligations of Funders Cloud under this Agreement may be exercised and/or performed by Funders Cloud and/or any of Funders Cloud’s Affiliates, or any of their subcontractors and/or agents. Funders Cloud acknowledges and agrees that it shall be solely responsible for the acts or omissions of Funders Cloud’s Affiliates, and any subcontractor or agent of Funders Cloud or any of Funders Cloud’s 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 Funders Cloud or Funders Cloud’s Affiliates, or any of their respective subcontractors or agents, related to the subject matter hereof, shall only be brought against Funders Cloud, and not against any of Funders Cloud’s Affiliates, or any subcontractor or agent of Funders Cloud or any of Funders Cloud’s 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 this 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 email@example.com.
You agree to release, indemnify, and hold harmless Funders Cloud 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 Funders Cloud, 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 Funders Cloud 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 Funders Cloud’s 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 Funders Cloud with accurate information or a third party’s failure to correctly verify such information.
10.2 No Warranties.
Except as expressly set forth in this agreement, the Service provided hereunder by Funders Cloud 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. Funders Cloud 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 Funders Cloud shall constitute any warranty with respect to your use of the Service. Funders Cloud does not guarantee or assume any responsibility for any service advertised or offered by any third party service relating to either Funders Cloud or any funding provider. Funders Cloud makes no guarantee as to the number of funding providers with whom you may be matched using the Service, nor does Funders Cloud guarantee that you will be able to obtain business funding in any amount using the Secure Application Service, including from any funding provider for whom your verified information provisionally prequalifies you for such funding. You understand and agree that Funders Cloud 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.
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 Funders Cloud.
Funders Cloud 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 Funders Cloud at firstname.lastname@example.org.
12. General Terms.
The waiver by Funders Cloud 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 California 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 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.
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.
All provisions of this Agreement that by their nature extend beyond the expiration or termination of this Agreement, including, without limitation, Sections 7.4, 9, 10, and 11.3 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, Funders Cloud may assign this Agreement or any rights hereunder without consent: (i) to an entity that acquires all or 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.
All business done with Funders Cloud is done with Heter Iska.