GIC Capital Commercial Introducer Terms
(1) Agreement:
Between The Introducer (GIC CAPITAL LTD.) : Registered Office: 114 High Street, Cranfield, Bedfordshire, MK43 0DG
And Client (Named in online application form submission)
Confirmation of Instruction.
The Client hereby instructs the Introducer as per specific completed loan application form details
(2) Fees: Engagement Fee/ Acceptance Fee The Introducer will charge a non-refundable engagement fee of £500 for the purpose of assessing and preparing an application of funding on behalf of the Client (“the application”). This fee is only due on presentation of indicative terms. Completion Fee The Success Fee/Completion Fee shall be 5% of the facilities offered. The Completion Fee, calculated in accordance with the Fees clause ("Fees"), will become due immediately. Without prejudice to the Client’s liability to pay Completion fee, the fee shall be paid by the Client to the Introducer on completion Following an introduction by the Introducer to a lending source, should that lending source issue any Loan Offer to the Client, within twelve months of the date of this Agreement, and such Loan Offer is accepted, (whether it relates to the original transaction, varied or amended, or a new transaction) the Arrangement Fee will be due and payable to the Introducer on the same terms as those contained above. This Clause will apply whether or not the Introducer has continued to act on the Client's behalf. All fees payable under this Agreement remain due and payable to the Introducer by the Client if the Loan Offer is accepted or loan monies released to any person(s) or corporate body with whom the Client has a connection. The signature to this Agreement constitutes irrevocable authority for all fees due and payable to the Introducer to be deducted by the Client's solicitor, if necessary, from the loan monies on completion (if not previously paid) and to be remitted promptly to the Introducer by the solicitor. Should these fees not be received within 14 days of either receipt of the loan monies or the date of invoice (whichever is the later) then interest will be charged in line with ‘The Late Payment of Commercial Debts (Interest) Act 1998’. In the event of legal proceedings for recovery of any outstanding monies, all costs incurred by the Introducer will be added to the outstanding debt. |
(3) Termination:
The Client is free to terminate this agreement at any time before completion thereof (in writing) in this event, the Introducer reserves the right to recover unbilled time costs, at £100 per hour and expenses to the date of termination or, if higher and if completion of the transaction contemplated in these terms of reference occurs within 9 months of termination of this Agreement by the Client, the total fee outlined in Clause 2 (“Completion Fee”) will be due and payable to the Introducer.
In the event that the Applicant(s) accepts an Agreement In Principle (indicative terms) from an introduced lender and later decides to terminate the transaction, we reserve the right to claim from the Applicant(s) the Completion Fee shown in Clause 2 above and any legal costs and disbursements incurred, as at the date the Applicant(s) withdraws from proceeding with the drawdown.
The Introducer is free to terminate this agreement at any time before completion thereof (in writing) should there be any errors or omissions in information being provided by the introducer or the client that materially effects the success of the application. The Introducer will reserve the right to keep any fees paid at the time of termination
(4) Exclusivity:
The Client hereby gives exclusivity to the Introducer, in respect of securing a Loan Offer for a minimum period of 8 weeks from submission of requested due diligence information to Money whilst negotiation takes place. If, during this period of exclusivity, alternative finance is agreed with another Lender, the fees outlined in this agreement will be payable as if the finance had been arranged by the Introducer . After the period of exclusivity has expired, if finance is agreed with another Lender, utilising information or professional input from the Introducer, a fee equal to 50% (minimum £750) of the total Arrangement Fee outlined in this agreement will become immediately due and payable.
(5) Liability:
The Introducer shall not have any liability (whether direct or indirect or whether arising in contract, tort, equity or otherwise) to the Client for or in connection with the services provided by the Introducer except to the extent that is has arisen from our wilful default or negligence and no claim will be made by you in respect of any services, except as a result of our wilful default or negligence aforesaid.
The Introducer shall act in good faith towards the Client but does not accept any liability on the part of the lending source in its capacity as agent or Introducer or anyone representing the lending source during the course of the transaction, nor does the Introducer provide any representation or warranty on behalf of any lending source and the Introducer is not authorized to do so. The Introducer does not make any representation as to the suitability of the lending source to the Client, who must rely on his / her own commercial judgment.
(6) Data Protection Act:
a) In order to process the application for funding the Introducer will need to be supplied with information, including accounts and personal financial details, by you, the Client, and by other sources such as your bank and credit reference agencies.
b) The Introducer may also, when authorised by the Client in writing, apply for supplementary information from your professional or other advisers.
c) The Introducer will record this information (whether in manually operated or automated systems) and retain it only as long as we are required by law to do so. We will keep it as securely as possible.
d) The Introducer will use the information to assess the application, to approach a number of selected funders and, subsequently, in negotiations for the issue of a Loan Offer with them.
e) In order obtain a Loan Offer, The Introducer will disclose such of this information, as is necessary to negotiate terms with a funding source, to such employees of this business that need to know information, to any guarantor required by the funder, to any person or organisation necessary to comply with any legal or regulatory requirements to which the Introducer may be subject, and to anyone else whom the Client may specifically authorise in writing.
f) The Introducer may also use the information to monitor and analyse our business and, unless the Client instructs us in writing not to do so, contact the Client with details of products or services which may be of interest to the Client.
g) In the event that the Introducer is required to search with a credit reference agency, the Introducer will need to disclose information about you and the Client agrees to such disclosure. The credit reference agencies will record details of the Introducer ’ searches. If the Client would like details of the credit reference agencies, please write to the Introducer at the address stated above.
h) The Client retains the right to apply to us for details of the information we hold about them. We may make an administrative charge for doing so.
(7) Entire Agreement:
This Agreement constitutes the whole Agreement between the parties and supersedes all previous agreements between the parties relating to its subject matter. Each party acknowledges that, in entering into this agreement, it has not relied on, and shall have no right or remedy In respect of, any statement, representation, assurance or warranty (whether made negligently or innocently) other than as expressly set out in this agreement. Nothing in this clause shall limit or exclude liability for fraud.
(8) Amendment:
No amendment or agreed termination of this Agreement or any document referred to in it shall be effective unless it is in writing and executed by the parties (or their representatives) in the same manner as this Agreement.
(9) Force Majeure:
The Introducer shall not be in breach of this Agreement, nor liable for any failure or delay in performance of any obligations under this Agreement arising from or attributable to acts, events, omissions or accidents beyond its reasonable control, including but not limited to any of the following: Acts of God, including but not limited to fire, flood, earthquake, windstorm or other natural disaster; war, threat of or preparation for war, armed conflict, imposition of sanctions, embargo, breaking off of diplomatic relations or similar actions; terrorist attack, civil war, civil commotion or riots; nuclear, chemical or biological contamination or sonic boom; voluntary or mandatory compliance with any law (including a failure to grant any license or consent needed or any change in the law or interpretation of the law); fire, explosion or accidental damage; loss at sea; adverse weather conditions; collapse of building structures, failure of plant machinery, machinery, computers or vehicles; any labor dispute, including but not limited to strikes, industrial action or lockouts; non-performance by suppliers or subcontractors and interruption or failure of utility service, including but not limited to electric power, gas or water.
If the Force Majeure event prevails for a continuous period of more than six months, any party may terminate this Agreement by giving 14 days written notice to all the other parties. On the expiry of this notice period, this Agreement will terminate. Such termination shall be without prejudice to the rights of the parties in respect of any breach of this Agreement occurring prior to such termination.
(10) Assignment:
This Agreement is personal to the parties and no party shall, without prior written consent of the other party, assign, transfer, mortgage, charge or deal in any other manner with this Agreement or any of its rights and obligations under this Agreement, or purport to do any of the same. No party shall sub-contract or delegate in any manner any or all if its obligations under this Agreement to any third party or agent.
Each party that has rights under this agreement is acting on its own behalf and not for the benefit of another person.
(11) Waiver:
No failure or delay by a party to exercise any right or remedy provided under this agreement or by law shall constitute a waiver of that (or any other) right or remedy, nor preclude or restrict its further exercise. No single or partial exercise of such right or remedy shall preclude or restrict the further exercise of that (or any other) right or remedy.
(12) Severance:
If any provision of this Agreement (or part of any provision) is found by any court or other authority of competent jurisdiction to be invalid, unenforceable or illegal, the other provisions shall remain in force.
If any invalid, enforceable or illegal provision would be valid, enforceable and legal if some part of it were deleted, the provision shall apply with whatever modification is necessary to give effect to the commercial intention of the parties.
(13) Notice:
Any notice or other communication required to be given under this Agreement, shall be in writing and shall be delivered personally, or sent by pre-paid first-class post or recorded delivery or by commercial courier, to each party required to receive notice or communication as set out in the Definitions section or as otherwise specified by the relevant party by notice in writing to each other party.
Any notice or other communication shall be deemed to have been duly received: if delivered personally, when left at the address and for the contact referred to in the Definition; or if sent by pre-paid first-class post or recorded delivery, at 9.00am on the second business day after posting; or if delivered by commercial courier, on the date and at the time that the courier’s delivery receipt is signed.
A notice or other communication required to be given under this Agreement shall not be validly given if sent by e-mail.
The provisions of this clause shall not apply to the service of any proceedings or other documents in any legal action.
(14) Governing Law and Jurisdiction:
This Agreement and any dispute or claim arising out of or in connection with it or its subject matter shall be governed by and construed in accordance with the law of England and Wales.
The parties irrevocably agree that the courts of England and Wales have exclusive jurisdiction to settle any dispute or claim that arises out of or in connection with this agreement or its subject matter.
I/We have read and understand the above Terms of Business and agree to be bound by them and hereby authorize the Introducer to act on my/our behalf on the basis of such terms.