Terms and conditions for FundingSecure

Terms and Conditions Version 2.4

1. Introduction

1.1 FundingSecure.com is an internet marketplace for putting Investors and Borrowers in touch with each other. These Terms and Conditions regulate the relationship between FundingSecure and Members. The relationship between Investors and Borrowers is regulated by these Terms and Conditions and in addition, in relation to lending, by a Loan Agreement.

1.2 FundingSecure is not a party to any Loan Agreements between Investors and Borrowers. FundingSecure's principal role is to act as agent to facilitate the entering into of Loan Agreements between prospective Investors and Borrowers. FundingSecure Limited signs the Loan Agreements with the Borrowers electronically acting as agent and security trustee for the Investors. FundingSecure provides valuation and logistics services and holds Borrowers' pledged Assets as security for Loans entered into. FundingSecure provides the form of Loan Agreement which each Investor and Borrower agrees to be bound by when investing or borrowing via our platform. FundingSecure also provides, via our platform, the payment mechanisms for Investors to invest and Borrowers to make repayments required under Loan Agreements; and facilitates the disposal of Assets in the event of Default.

1.3 In these Terms and Conditions "we", "us" and "our" mean FundingSecure Limited and "you" and "your" mean the Member (acting as an Investor as the context requires).

2. Eligibility and registration

2.1 To register with us you must meet our Eligibility Criteria. This means that:

2.1.1 you must be an individual, at least 18 years old or be a representative of a limited company or trust and

2.1.2 you must have a bank account in your or your organisation’s own name.

2.2 To be eligible as an Investor, you must also:

2.2.1 only ever lend your own money; and

2.2.2 not be a credit broker or lend money to other persons in the course of any business, except for loans that are not regulated by the CCA

2.3 If you meet our Eligibility Criteria, you can register with us as a Member. As part of this process:

2.3.1 we may make identity, fraud and credit checks;

2.3.2 you will specify a FundingSecure username and password

2.4 When these steps have been completed, we will register you as a Member and set up your FundingSecure Account.

2.5 If we are unable to complete any steps in clause 2.3, we will not register you as a Member.

2.6 FundingSecure will carry out anti-money laundering checks on its own behalf and on behalf of its Investors. Checks may be performed at any time based on FundingSecure’s own criteria. FundingSecure reserves the right not to allow a Member to invest if such checks prove unsatisfactory.

3. Using FundingSecure.com

3.1 To lend or borrow through our platform you must log on to FundingSecure.com.

3.2 When you enter FundingSecure.com we will check your identity by asking for your password. As long as the correct username and password are entered, we will assume that you are the person giving instructions and making transactions and you will be liable for them. You must therefore keep your password secret and make sure that they are not stored on your workstation in a way that enables others to impersonate you. In addition, for the avoidance of doubt, if you disclose your password to any person or entity whom you employ or otherwise retain, appoint or authorise to access FundingSecure.com you are also responsible and liable for any access, use or misuse or disclosure of your password by such person or entity.

3.3 We can refuse to act on any instruction that we believe was unclear, was not given by you, might cause us to breach a legal or other duty; or if we think FundingSecure.com is being used for an illegal purpose.

3.4 You must never tell anyone else your password or write them down without disguising them.

3.5 You must tell us as soon as possible if you think that someone else knows your password or can use FundingSecure.com by impersonating you. You can contact us by email at technicalsupport@fundingsecure.com or by telephone at 0800 690 6568. Until you tell us that there may be a problem:

3.5.1 you will be responsible for any instruction which we receive and act on, even if it was not given by you; and

3.5.2 we will not be responsible for any unauthorised access to confidential information about you on FundingSecure.com.

3.6 Your FundingSecure Account will show:

3.6.1 the amount credited to your FundingSecure Account and the amount you have invested (if any) and/or have committed to invest;

3.6.2 details, including visual images, of any Assets that Borrowers have pledged as security for Loan Agreements they have entered into;

3.6.3 certain personal details; and

3.6.4 information about our platform.

4. Investing in Loans

4.1 If you decide to lend using our platform, then in order to ensure that your funds are readily available for disbursement to Borrowers, you must first pay the total amount you wish to lend into the FundingSecure Client Deposit Account by bank transfer or direct debit from your bank account. Please always quote your username as a reference on the bank transfer. All payments you make with your username included will be displayed as a credit in your FundingSecure Account. The FundingSecure Client Deposit Account is separated from the business of FundingSecure meaning your funds are kept secure until a Loan is activated (in accordance with clause 4.8). Except for funds invested in loans being funded (see paragraph 6.1 below), FundingSecure shall not pay any interest to you on monies held in the FundingSecure Client Deposit Account. Investors may invest either in a single Loan or in multiple Loans. The minimum amount you may invest in any single Loan is £25. FundingSecure may, from time to time, establish a limit on the amount Members may individually invest in a Loan. For the avoidance of doubt, if you invest in more than one Loan at any time, these Terms and Conditions shall apply to each investment you make.

4.2 There is no maximum amount you can hold in your FundingSecure Account. (including amounts invested in Loans)

4.3 FundingSecure will make annual tax statements available to Investors electronically and reserve the right to charge an administration fee of £10 for each paper copy of such statement or for statements covering a non-standard time period for which FundingSecure would not normally provide a statement.

4.4 Potential Loans which Investors may invest in are viewed in Available Investments. Information contained in Available Investments includes the Loan amount, the interest rate offered by the Borrower to the Investors, the Market Value of the Assets and the LTV Ratio and description of the Asset. From time to time, FundingSecure may offer additional incentives to investors in the form of bonuses and/or cash backs. Such incentives are paid for by FundingSecure. FundingSecure does not influence or manage investments on behalf of the Investor. Our role is to facilitate the introduction of Investors to Borrowers via FundingSecure.com as set out in clause 1.2. FundingSecure does not provide any warranty or guarantee as to the recovery of funds from its Borrowers Investors should make their own enquiries and take such advice as they deem necessary ahead of investing in any Loan. Investors retain complete control over which Loans they invest in. Nothing which FundingSecure does should be construed as advice to an Investor in relation to any particular Loan.

4.5 By investing in a Loan, you are agreeing to enter into a Loan Agreement with a Borrower. Once you have invested in a Loan, the funds cannot be removed. Funds are deducted automatically from your FundingSecure Account and will be held in the FundingSecure Client Deposit Account pending fulfilment of the Loan in accordance with clause 4.7 and will be displayed in Available Investments.

4.6 The Loan will remain in Available Investments for a maximum period of thirty days.

4.7 Once a Loan request is in the fulfilment stage, FundingSecure will, acting as agent for you and any other Investors who have invested in the Loan, enter into a Loan Agreement with the Borrower. The Loan Agreement will be signed by us electronically on your behalf. By accepting these Terms and Conditions you irrevocably authorise us to execute Loan Agreements, which you have agreed to invest in, on your behalf in accordance with this clause 4.7. Your personal details will not be revealed on the Loan Agreement. The Loan Agreement will constitute the contractual Terms and Conditions agreed between you and the Borrower.

4.8 The Loan Agreement will be in the form which you agree to be bound by as part of the registration process by ticking the box headed "I agree to the Loan Agreement terms" (and such updated or amended form as we may from time to time upload to FundingSecure.com and as notified to you).

4.9 Once a Loan Agreement has been electronically signed by the Borrower, FundingSecure will transfer funds from the FundingSecure Client Deposit account to the Borrower's Nominated Account. Once the transfer has been completed, the Loan will show in your “My Current Investments” window.

4.10 The period of the Loan ("Loan Term") will be, in all cases, a fixed term of six months, subject to renewal in accordance with clause 6.5.

4.11 As set out in clause 6.1, Borrowers may settle their Loan Agreement in full or in part at any time, although Borrowers will not be able to redeem Assets unless the applicable Loan Agreement is settled in full. Early settlement of a Loan Agreement may reduce the return available to Investors.

5. Loan Agreements

5.1 Our platform operates by Investors investing in Loans of their choice. Once sufficient funds have been invested in a Loan request, the Loan request achieves the fulfilment stage and a Loan Agreement will be entered into in accordance with clause 4.8. This means that Investors will not be given the opportunity to review the Loan Agreement after you have invested in a Loan. By accepting these Terms and Conditions, you agree to be bound by, and FundingSecure signing on your behalf, the Loan Agreement, as set out in clause 4.

5.2 Each time a Loan Agreement is made, details of the amount lent and borrowed will be recorded on your FundingSecure Account, including the number of Loan Agreements that make up your total investment. The name of the Investor(s) does not appear in the Loan Agreement. The name of the Borrower does appear in the Loan Agreement. The identity of each FundingSecure Member will not be disclosed to any other FundingSecure Member, except where it is necessary to do so as part of legal proceedings.

5.3 All Loan Agreements are for a fixed period of six months. The Loan Term commences in accordance with the provisions of the Loan Agreement.

5.4 All Loans including accrued interest and fees must be repaid in full at the end of the Loan Term (subject to the possibility for Loan renewals set out in clause 6.5).

5.5 FundingSecure may, at its discretion, set a maximum LTV Ratio in respect of any proposed Loan and refuse to allow a Loan request to proceed if the LTV Ratio is exceeded.

6. Repayments, Defaults and Renewals

6.1 Borrowers may pay off their Loans in full or in part at any time during the Loan Term. Interest and charges will be calculated on a daily basis up to the effective date that the Loan is repaid (which is the date that all repayments due under the Loan Agreement have been made to the FundingSecure Client Deposit Account) subject to a minimum of 30 days' worth of interest and charges. Interest paid to the investor is calculated from the date of investment, regardless of when the loan agreement with the borrower actually commences under step 4.9 above. The period between the date of investment and the start of the loan is funded by FundingSecure. In the event that the loan is cancelled (i.e. is not activated), interest will be paid back to the investor based on the number of days invested. In this event, the minimum of 30 days is not applied. FundingSecure undertakes to immediately pass on all payments received from borrowers to investors by closing the loans on the platform. In the event that part-payments are received, FundingSecure will hold the receipt in the client account until such time as the receipts are sufficient to repay or renew the loan.

6.2 If the Loan Term has elapsed and the balance outstanding under the Loan Agreement has not been repaid, FundingSecure , acting on behalf of the Investors, undertakes to enforce the default procedures set out in the Loan Agreement, including:

6.2.1 FundingSecure will send a letter to the Borrower explaining the process which it intends to follow in disposing of the Assets at auction at a specified date and location. The letter will be included with any statutory notice which we are required to serve under the CCA before exercising our rights to invoke the default provisions set out in the Loan Agreement. The auction date will be a minimum of 14 days from the date of such notice. The Borrower will have until the auction date to repay the balance outstanding under the Loan Agreement or to renew the Loan in accordance with clause 6.5. Interest will continue to be charged up until the point at which the Assets are sold by FundingSecure (either at auction or otherwise). In the event that the Borrower repays the amount due prior to auction, FundingSecure may, at its sole discretion, waive interest between the due date and the date of repayment.

6.2.2 FundingSecure may, at its discretion, find a private buyer for the Assets instead of sending to auction providing that the price achieved exceeds fair market value.

6.2.3 FundingSecure provides no guarantee or warranty that the value of any Asset listed on the Loan will be realised at auction or private sale.

6.2.4 An additional administration fee of 5% of the Loan value will be deducted from the net proceeds of sale of the Asset and paid to FundingSecure (after deduction of all selling expenses such as commissions).

6.2.5 Net proceeds of sale of Assets shall be used to settle amounts due in the following order:

Principal amount of Loan which was funded by, and is repayable to, the Investors (allocated pro rata in accordance with the proportion of the Loan amount which each Investor invested);
Direct costs incurred by FundingSecure through the setting up and the administration of the Loan including, but not limited to, storage costs, referral fees and valuation fees up to the date of sale;
Interest due to the Investors up to the date of sale (allocated pro rata in accordance with the proportion of the Loan amount which each Investor invested);
Administration fees due to FundingSecure not recovered through clause 6.2.5(ii) above;
The balance (if any) will be returned to the Borrower.

6.2.6 If the sale proceeds are insufficient to repay in full all Investors’ capital and interest, FundingSecure may, at its discretion, choose to fund this out of its own reserves.

6.2.7 Any amount due back to Investors will only be settled once cleared funds have been received from the auction house or the private buyer. Interest will not accrue between the date of the auction and the settlement date.

6.3 If the Asset fails to sell at auction, the Borrower’s debt will be cancelled as if the Asset had been sold at the reserve price and legal title to the Asset will pass to FundingSecure, as agent for the Investors, in accordance with the terms of the Loan Agreement and the CCA. FundingSecure will then, at its discretion, seek to find a private buyer for the Assets or arrange a further auction. If FundingSecure sell an Asset privately or at a subsequent auction, the net proceeds of sale shall be used to settle amounts in the following order:

Principal amount of Loan which was funded by, and is repayable to, the Investors (allocated pro rata in accordance with the proportion of the Loan amount which each Investor invested
Direct costs incurred by FundingSecure through the setting up and the administration of the Loan including, but not limited to, storage costs, referral fees and valuation fees up to the date of sale ;
Interest due to the Investors up to the date of sale (allocated pro rata in accordance with the proportion of the Loan amount which each Investor invested);
Administration fees due to FundingSecure not recovered through clause 6.2.5( ii) above; and
The balance (if any) will be returned to the Investors (allocated pro rata in accordance with the proportion of the Loan amount which each Investor invested)

6.4 FundingSecure does not guarantee the period of time taken to dispose of an Asset and realise proceeds for reimbursing the Investors.

6.5 FundingSecure may, at its discretion, elect to delay enforcement of the default procedures if it believes the debt will be repaid by the borrower and that, by not enforcing the default procedures, a better outcome will be achieved for investors.

6.5.1 A Loan Agreement may be renewed at the end of the Loan Term by the Borrower. In such circumstances, FundingSecure will revalue the Assets and provide the Borrower with a new Market Value of the Asset (and, consequently, a maximum Loan amount) determined at the time of renewal.

6.5.2 A Loan will only be eligible for renewal if all interest and charges due under the Loan Agreement and/or these Terms and Conditions have been paid in full. If interest and charges have not been paid in full within three days after the end of the Loan Term, the default procedures set out in clause 6.2 shall apply. If interest and charges are paid in full after the due date, FundingSecure may still choose to post the Loan for renewal. The original Loan will be closed with the effective date that interest and charges were paid up to, whilst the renewed Loan will start on the same date.

6.5.3 A Loan renewal will appear on Available Investments and will be available for Investors to invest in. Investors who invested in the original Loan may, at their discretion, choose to re-invest in the renewed Loan. In the event of insufficient Investors investing, the Borrower will have the option to renew the Loan for a lesser amount.

6.5.4 Once the renewed Loan has been sufficiently funded and the interest and charges under the original Loan have been repaid in full, a new Loan Agreement will be entered into in accordance with the provisions of clauses 4 to 5 (inclusive).

7. Your FundingSecure Accounts

7.1 We will hold in the FundingSecure Client Deposit Account the amounts you wish to invest, including amounts you have committed to invest but have not yet been disbursed to the Borrower through our platform. These will be recorded as a credit to your FundingSecure Account which you can see by logging on to FundingSecure.com. Interest will not be paid to Investors on funds held in the Client Deposit Account.

7.2 All payments by Investors to Borrowers will be made through the FundingSecure Client Deposit Account.

7.3 Repayments by Borrowers under Loan Agreements will be paid to the FundingSecure Client Deposit Account, which will then result in a credit to each relevant FundingSecure Account.

7.4 As an Investor, you can only withdraw funds from your FundingSecure Account which are classified as "available". Available funds include amounts not invested in active Loans or in Loans being funded or in Loans being closed.

7.5 Withdrawals will only be made to the Nominated Account provided by the Investor during the withdrawal process. The minimum withdrawal amount is £5.00 unless the account is being closed down in which case the withdrawal may be for a lower amount.

7.6 If your FundingSecure Account has funds in it and there has been no activity on the account for 18 months or more, at our discretion we may transfer those funds to your Nominated Account and close your Investor’s Account.

8. Fees and Charges

8.1 FundingSecure charges Borrowers an administration fee on every Loan depending on the Loan amount. The rates charged are per month on a daily basis for the duration of the Loan.

8.2 The administration fees may vary from time and are listed on our website.

8.3 FundingSecure does not charge Investors any fees or commissions.

9. Innovative Finance ISA (IFISA)

9.1 General

9.1.1 If you apply for the FundingSecure IFISA, you will additionally be bound by clauses 9.1 to 9.8 of these Terms and Conditions.

9.1.2 The FundingSecure IFISA is managed by FundingSecure. FundingSecure is a registered HMRC ISA manager and has been approved under ISA regulations as an ISA manager. The FundingSecure ISA manager number is Z1939.

9.1.3 The FundingSecure IFISA must be registered in your sole name and must remain in your sole beneficial ownership and it must not be used as security for a loan.

9.1.4 To be eligible for a FundingSecure IFISA:

you must be 18 years of age or older; and
you must also be a resident of the United Kingdom for tax purposes or if not a resident, either perform duties which, by virtue of Section 28 of Income Tax (Earnings & Pensions) Act 2003 (Crown employees serving overseas), are treated as being performed in the United Kingdom, or you must be married to, or in a civil partnershipwith, a person who performs such duties.
If you cease to be eligible for a FundingSecure IFISA, you must inform FundingSecure as soon as possible

9.2 Opening a FundingSecure IFISA

9.2.1 You must already be a registered Member with a FundingSecure Account. Your application for the FundingSecure IFISA may then be made electronically on the platform. All applications are subject to acceptance by FundingSecure.

9.2.2 FundingSecure may require you to provide additional information to that provided in the FundingSecure IFISA application form for the purposes of opening the FundingSecure IFISA.

9.2.3 Accepted FundingSecure IFISA applications may not be withdrawn unless cancellation rights apply and are exercised in accordance with the rules of the Financial Conduct Authority.

9.2.4 FundingSecure will notify you by email once your FundingSecure IFISA has been opened.

9.2.5 You are entitled to a 14-day right of withdrawal from when you first open your FundingSecure IFISA. This gives you 14 days to withdraw funds from your FundingSecure IFISA without penalties providing you have not invested in any loans. The withdrawal will be treated as a cancellation, thus restoring your ISA allowance to the amount prior to the deposit.

9.3 Contributing to a FundingSecure IFISA

9.3.1 There are limits on the amount that you can subscribe or invest in an ISA in each tax year (beginning on 6th April and ending on the following 5th April). FundingSecure shall have no responsibility to monitor your compliance with any limits or restrictions except where obliged to do so by the ISA Regulations, the Financial Conduct Authority rules or applicable law.

9.3.2 You can only subscribe to one Innovative Finance ISA in each tax year.

9.3.3 If you try to make a subscription which would exceed the maximum permitted allowance for the relevant tax year, we will be entitled to pay the whole amount to your FundingSecure Account pending your instructions and such funds will not form part of your FundingSecure IFISA.

9.4 Transfers in to the FundingSecure IFISA

9.4.1 We may accept a transfer from an existing ISA manager in cash only (subject to the ISA Regulations). In relation to Stocks & Shares ISAs, your existing ISA manager will have to encash your Stocks & Shares ISA.

9.4.2 The transfer process will begin on the date of the transfer authority or the date you stipulate for us to begin the transfer process, whichever is later. We will then send your request for the transfer of money in your existing ISA to your existing ISA manager together with confirmation that we will accept the ISA transfer.

9.4.3 FundingSecure does not charge for arranging a transfer of an ISA but the existing ISA manager may charge you for the transfer.

9.4.4 If you transfer more than one ISA from previous tax years to us, we will aggregate these and you will not be able to distinguish between your previous tax years holdings.

9.5 Withdrawing money from the FundingSecure IFISA

9.5.1 You may instruct us to make a withdrawal of cash held within your FundingSecure IFISA. The withdrawal must consist of:

cash initially subscribed or invested; or
the income or interest received in respect to your Loans; or
the sale proceeds of your Loans.

9.5.2 You have no withdrawal rights in relation to non-cash Innovative Finance investments.

9.5.3 The withdrawal will be made as a transfer into your FundingSecure Account from where you may withdraw in the normal way.

9.6 Transfers out of the FundingSecure IFISA

9.6.1 You may transfer all, but not part of the subscribed cash in your FundingSecure IFISA to another ISA manager in respect to current tax year investments in accordance with the ISA Regulations and these terms.

9.6.2 You may transfer all or part of any cash in your FundingSecure IFISA from previous tax years to another ISA manager in accordance with the ISA Regulations and these terms.

9.6.3 You have no right to transfer loans held within the FundingSecure IFISA. Loans must be liquidated prior to transfer.

9.6.4 You must contact the ISA manager to whom you wish to transfer your Innovative Finance ISA to, and ask them to send us the requisite transfer documentation to allow us to complete the transfer.

9.6.5 You can choose the date funds are transferred, subject to us being allowed a reasonable period to implement the transfer. This period shall not exceed 30 days and shall be consistent with the requirements of the ISA Regulations.

9.7 Transferring between FundingSecure accounts

9.7.1 You may transfer cash from your regular FundingSecure account into your FundingSecure IFISA account (subject to the subscription limits), but you cannot transfer Loans or any rights in relation to them. Only loans acquired after your application is accepted can be held in your FundingSecure IFISA.

9.8 Closure

You may close your FundingSecure IFISA at any time by giving us written notice by email or post.

10. Variations

10.1 We may vary these Terms and Conditions from time to time to accommodate Members' feedback; changes required by third party service providers; improvements in our platform; changes in applicable law, rules, regulations or market practice; decisions or orders of any court, ombudsman, arbitrator, regulator or any undertakings given in one of these contexts.

10.2 We will always try to give you reasonable notice by email before making the change. If you continue to use our platform after we have given you such notice you will be treated as having accepted these Terms and Conditions, as amended.

11. Term and termination of FundingSecure.com

11.1 Once all your Loan Agreements are repaid, you may terminate your FundingSecure registration by sending us an email to customerservices@fundingsecure.com and you will no longer be able to access our platform. However, we will continue to maintain records to the extent that we are required by law to do so. Investors may terminate their account at any time provided that they have no funds invested in Loans at the time of termination.

11.2 We may terminate your FundingSecure registration if you have provided us with materially false information, seriously or repeatedly breached these Terms and Conditions, die, become bankrupt or make a voluntary arrangement with anyone you owe money to

11.3 We may either terminate or suspend your registration immediately and without notice if we are aware or reasonably suspect that you are engaged in, or may be the victim of, any fraudulent activity. We will then notify you of any such termination or suspension as soon as is reasonably practicable, to the extent we are permitted to do so by applicable law.

11.4 When we terminate your registration, if you are an Investor, we will send you the amount credited to your FundingSecure Account at that time to your Nominated Account.

12. Use of Personal Information

12.1 FundingSecure will never send you unsolicited or spam emails. There are some emails that we will need to send you. These include notifications about your Loan activations and information about your balance and account status if you are an Investor. The full list is:

12.1.1 welcome emails with the information you need to get started;

12.1.2 legal information about your investments;

12.1.3 alerts about your investments and upcoming Loans on FundingSecure.com;

12.1.4 notification of repayment of your investment.

12.2 We, as data controller, may use your Personal Information for: statistical analysis; to develop and improve our products; to update your records; to identify, prevent, detect or tackle fraud, money laundering and other crime; to carry out regulatory checks; keeping you informed about your investing and for market research. In addition, if false or inaccurate information is provided and fraud is identified, details will be passed to fraud prevention agencies. Law enforcement agencies may access and use this information.

12.3 We and other organisations may also access and use this information to prevent fraud and money laundering.

12.4 Please contact us at customerservices@fundingsecure.com if you want to receive details of the relevant fraud prevention agencies.

12.5 We and other organisations may access and use from other countries the information recorded by fraud prevention agencies.

12.6 We will keep your Personal Information confidential and only give it to others for the purposes we explained when you applied to us, and:

12.6.1 if you ask us to or give us your permission to do so;

12.6.2 to investigate, prevent or detect fraud or carry out checks against money laundering;

12.6.3 to share information via an organisation which provides a centralised application matching service which it collects from and about mortgage and/or credit applications, for the purpose of preventing and detecting fraud;

12.6.4 to meet our obligations to any relevant regulatory authority or taxing authority; and

12.6.5 if we have to by law, the law allows it, or it is in the public interest; and

12.6.6 if our business and/or assets (or a substantial part of them) are acquired by a third party, we may transfer personal data we then hold to that party so that the acquirer can continue to operate our platform.

12.7 We will check your details with a fraud prevention agency or agencies, and if you give us false or inaccurate information and we suspect fraud, we will record this. We and other organisations (including law enforcement agencies) may use, search and access these records from the UK and other countries (e.g. offshore operations of UK businesses) to check your identity to prevent money laundering, unless you furnish us with other satisfactory proof of identity.

12.8 We may transfer your Personal Information abroad to countries whose data protection laws are less strict than in the UK. If so, we will ensure the information is held securely to standards as least as good as those in the UK and only used for the purposes set out in this clause.

12.9 Under the Data Protection Act 1998, you have a right to access certain personal records we and fraud prevention agencies hold about you. This is called a "subject access request", which you can make by writing to us at enquiries@fundingsecure.com. A fee may be payable, but we will not charge you until we have told you how much the fee is and what it is for, and you have told us you still want to proceed.

12.10 We do not disclose your Personal Information to any other Members unless it is necessary to enforce any of your Loan Agreements to obtain repayment. If you receive such information, you are not permitted to use it directly, other than in communication with us about your Loan Agreements.

12.11 You agree that, in the course of generating and managing your Loan Agreements, and operating FundingSecure.com, our platform will need to send to Investors and their assignees or the Borrower, as the case may be, certain transactional data (for example, username, Loan amount and repayment details) but not your full name, post code address or payment details. We will not be liable for any use or misuse of the transactional data by others, but you must inform us of any misuse of our platform of which you are aware.

12.12 You represent, warrant and undertake that none of your Member Content will violate or infringe upon the rights of any third party, including copyright, trademark, privacy, publicity or other personal or proprietary rights; or contain libellous, defamatory or otherwise unlawful material. In addition, you undertake not to use our platform or any part of the FundingSecure.com web site(s), blog or discussion board(s) to:

12.12.1 harvest or collect email addresses or other financial, personal or contact information of Members or other users from our platform by electronic or other means for the purposes of sending unsolicited communications or inviting any person to lend or borrow outside our platform;

12.12.2 use our platform in any unlawful manner or in any other manner that could damage, disable, overload or impair our platform or the servers on which it is hosted;

12.12.3 use automated scripts to collect information from or otherwise interact with our platform;

12.12.4 upload, post, publish, display, transmit, share, store or otherwise make available on our platform any content that we may deem:

12.12.4.1 to be misleading, harmful, threatening, unlawful, libellous, defamatory, infringing of any intellectual property rights, abusive, inflammatory, harassing, vulgar, obscene, fraudulent, invasive of privacy or publicity rights, hateful, or racially, ethnically or otherwise objectionable;

12.12.4.2 to contain software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment;

12.12.4.3 to be unsolicited or unauthorised advertising, solicitations, promotional materials, "junk mail," "spam," "chain letters," "pyramid schemes," or any other form of solicitation;

12.12.4.4 to be the private information of any third party, including, without limitation, addresses, phone numbers, email addresses, National Insurance numbers or other identifiers, credit card numbers and/or debit card numbers;

12.12.4.5 to be an attempt to promote or market any goods or services for your own financial benefit;

12.12.5 register at FundingSecure.com more than once or register at FundingSecure.com on behalf of an individual other than yourself, or register at FundingSecure.com on behalf of any entity without that entity's prior written authorisation;

12.12.6 impersonate any person or entity, or falsely state or otherwise misrepresent yourself, your age, your financial employment or personal circumstances or your affiliation with any person or entity; use or attempt to use another's account, service or system without authorisation from us, or create a false identity on our platform.

12.12.7 solicit personal information from anyone under 18 or solicit passwords or personally identifying information for commercial or unlawful purposes;

12.12.8 invite any person to lend or borrow money outside our platform or to transact on the basis of any change (other than a change agreed with FundingSecure) to these Terms and Conditions, the Loan Agreement or any other terms or conditions contained in our platform.

12.13 You are solely responsible for your Member Content. You may not post, transmit, or share Member Content on our platform that you did not create or that you do not have permission to display, publish or post. You understand and agree that we may, but are not obligated to, review our platform and may delete or remove (without notice) any FundingSecure Content or Member Content in our sole discretion, for any reason or no reason, including without limitation Member Content that in our own absolute discretion violates any provision(s) of these Terms and Conditions. You are solely responsible at your sole cost and expense for creating backup copies and replacing any Member Content.

12.14 When you post your Member Content, you authorise and direct us to make such copies thereof as we deem necessary in order to facilitate the publication, display and storage of the Member Content on our platform. By posting Member Content to any part of our platform, you automatically grant, and you represent and warrant that you have the right to grant, to us an irrevocable, perpetual, non-exclusive, transferable, fully paid, worldwide license (with the right to sublicense) to use, copy, publicly perform, publicly display, reformat, translate, excerpt (in whole or in part) and distribute such Member Content for any purpose on or in connection with our platform, FundingSecure web site(s), blog or discussion board(s) or the promotion thereof, to prepare derivative works of, or incorporate into other works, such Member Content, and to grant and authorise sublicenses of the foregoing. You may remove your Member Content from our platform at any time. If you choose to remove your Member Content, the license granted above will automatically expire, however you acknowledge that we may retain archived copies of your Member Content.

12.15 You agree to indemnify and hold each other Member, us, our subsidiaries and affiliates, and each of FundingSecure's directors, officers, agents, contractors, partners and employees, harmless from and against any loss, liability, claim, demand, damages, costs and expenses, including reasonable attorney's fees, arising out of or in connection with any of your Member Content, your use of our platform, your conduct in connection with our platform or with other users of our platform or of any law or the rights of any third party.

12.16 You are solely responsible for your interactions with other Members. We reserve the right, but have no obligation, to monitor disputes between you and other users.

12.17 FundingSecure uses cookies to improve the performance of our platform and give you a better experience. On first registering on our website, you will be asked to read and accept our Cookie Policy.

12.18 Please note that by deleting our cookies or disabling future cookies you may not be able to access certain areas or features of our web site or our platform.

12.19 When a visitor requests any web page from our web site or our platform, our web servers automatically obtain that visitor's domain name and IP address. The domain name and IP address reveal nothing personal about you other than the IP address from which you have accessed our site. We use this information to examine our traffic in aggregate, to investigate abuse of our web site or our platform and its users, and/or to cooperate with law enforcement. We do not disseminate this information to third parties except in aggregate.

13. Protecting FundingSecure Information

13.1 FundingSecure Information is owned by us. Any use of FundingSecure Information otherwise than in accordance with these Terms and Conditions entitles us to cancel your membership. You may:

13.1.1 display FundingSecure Information on a computer screen or take a reasonable number of copies for your records or store the FundingSecure Information in electronic form on your computer, provided that such copies and any stored FundingSecure Information is only used for your own personal and non-commercial purposes;

13.1.2 not reproduce, modify or in any other way commercially exploit any of the FundingSecure Information. In particular, but without limiting the generality of the previous sentence, you may not do any of the following without our prior written consent (which may be withheld for any reason):

13.1.3 redistribute any of the FundingSecure Information;

13.1.4 remove any copyright, trade mark or other notice included with the FundingSecure Information;

13.1.5 create a database in electronic or structured manual form by systematically downloading and storing all or any such FundingSecure Information.

13.2 The FundingSecure Information may include Asset descriptions and Asset Market Values. Such FundingSecure Information does not constitute any form of advice, recommendation or endorsement by us, and is not intended to be relied upon by you as the sole basis for making (or refraining from making) any specific decision.

13.3 We will use reasonable skill and care in the supply of the FundingSecure Information to you. We cannot guarantee, warrant or represent that:

13.3.1 the FundingSecure Information is complete, accurate, up-to-date or error-free;

13.3.2 our platform or web site is virus free or that their operation will be continuous, uninterrupted or error-free.

13.4 Our platform contains links to other Internet sites and telephone numbers for services provided by others. The availability of such third party sites, services or material does not constitute any form of recommendation, advice, endorsement or publication of any such third party sites, services or material and we are not responsible for their availability or content.

13.5 None of the content on our platform, and in particular, neither the Member Content nor the FundingSecure Content, can be relied upon by you or any third party as a guarantee of any particular result, nor does any such content constitute any form of advice, recommendation or endorsement by us, and it is not intended to be relied upon by you as the basis for making (or refraining from making) any specific decision.

13.6 You download the content on our platform, and in particular the Member Content and the FundingSecure Content, at your own discretion and will be exclusively responsible for any damage to your computer or any lost data that results from you downloading any such content.

13.7 We are not responsible or liable in any manner for any Member Content or any content posted on our platform by third parties. Although we provide rules for user conduct and postings, we do not control and are not responsible for what Members or other users post, display, upload, publish transmit or share on our platform and are not responsible for any content that breaches or is of a kind that might breach any provision of these Terms and Conditions. We are not responsible for the conduct, whether online or offline, of any Member or other user of our platform.

14 Definitions

In these Terms and Conditions the following words shall have the following meanings:

14.1 “Assets” means those assets which are secured by a pledge as security for a Loan;

14.2 “Available Investments” means a list of potential Loans set out on our platform;

14.3 Borrowers” means Members who wish to borrow and who do borrow money from Investors using our platform and in accordance with these Terms and Conditions;

14.4 “Cash ISA” means an Individual Savings Account which may be invested in cash deposits as specified by HMRC.

14.5 “CCA” means Consumer Credit Act 1974 (as the same may be amended, modified or re-enacted from time to time and any regulation made under that act);

14.6 “Client Deposit Account” means the account where we hold the amounts you wish to invest, including amounts you have committed to invest but have not yet been disbursed to the Borrower through our platform and is the account from which all Loans are disbursed to a Borrower;

14.7 “Default” means any late payment of Loan repayments, interest payments or charges due under the Loan Agreement by a Borrower;

14.8 “Eligibility Criteria” means conditions set out in clause 2.3 of these terms and conditions which you have to satisfy to be registered as a FundingSecure Member

14.9 “FundingSecure Account” means the balance on your account with us which represents deposits less withdrawals plus interest on completed loans less default losses on loans;

14.10 “FundingSecure IFISA” means the Innovative Finance ISA offered by FundingSecure as authorised by HMRC

14.11“FundingSecure Information” means all information delivered to you by us during your use of our platform, including all copyright, database rights and all other intellectual property rights in such information;

14.12 “ISA” means an Individual Savings Account as specified by HMRC which includes Cash ISA’s, Stocks and Shares ISA’s and Innovative Finance ISA’s.

14.13 “Innovative Finance ISA” means an Individual Savings Account which may be invested in peer-to-peer loans as specified by HMRC.

14.14 “Investors” means Members who lend money to Borrowers using our platform and in accordance with these Terms and Conditions;

14.15 “Loans” means the loan made to a Borrower on these Terms and Conditions and a Loan Agreement;

14.16 “Loan Agreement” means the loan agreement made between a Borrower and FundingSecure Limited as agent and security trustee for the Investors in the form set out on our platform which contains the terms of the Loan (and such updated or amended form as we may from time to time upload to FundingSecure.com and as notified to you).;

14.17 “LTV Ratio” means the % ratio between the Loan amount and the Market Value of the Asset;

14.18 “Market Value” means the price the goods will sell for on the open market from time to time;

14.19 “Members” means either a Borrower or an Investor;

14.20 “Member Content” means photos, profiles, messages, notes, text, information, music, video, advertisements and other content that a FundingSecure Member uploads, publishes or displays on or through our platform, FundingSecure web site(s) or FundingSecure's blog or discussion boards, or transmits to or shares with other FundingSecure Members; and "your Member Content" means Member Content that you have so uploaded, published or displayed.

14.21 “My Current Investments” means a window on FundingSecure.com which displays Investors’ share in loans that are active in that the Borrower has received the loan and interest is accruing;

14.22 “Nominated Account” means the Borrower’s account details of which it has provided to us where the Loan monies are to be transmitted or the Investor’s account details of which it has provided to us where any Loan repayments or interest payments received from the Borrower are to be transmitted (as the context determines);

14.23 “Personal Information” means the information we obtain about you from you, from our enquiries and from other organisations, such as fraud prevention agencies. Examples of Personal Information include: information from application and assessment forms; your requests and instructions; details and analysis of how you meet your obligations under this agreement or other agreements you have with us; and other information we get from making offers to you;

14.24 “Stocks and Shares ISA” means an Individual Savings Account which may be invested in stocks and shares as specified by HMRC.