Business Funding Program Agreement
THIS AGREEMENT is entered into, by and between the Real Business Team, LLC. (hereafter referred to as “TRBT”), with principal offices located at 24399 Telegraph Rd, Southfield MI 48033, (hereafter referred to as “Advisor(s)”) and Business Funding Agreement Client (hereafter referred to as “Client”) with the following terms and conditions:
WHEREAS, Advisor administer the Business Funding Program developed by TRBT, to assist entrepreneurs in accessing capital necessary to start or grow a business often without any advance or upfront out of pocket costs with an emphasis on meeting the underwriting requirements of SBA loans
WHEREAS, Client wishes to gain access to business funding such as business credit/loans, personal credit/loans, hybrid forms of credit/loans, and/or investor-based equity for a business
the Client has an interest in and wishes to secure the services of Advisor to act as intermediary to arrange access to and qualifications for such capital for the client;
WHEREAS, Client agrees to pay TRBT ten (10%) percent of the capital raise accomplished through the Business Funding Program administrated by TRBT;
NOW THEREFORE, in consideration of the terms and conditions set forth below and other good and valuable consideration, the parties agree as follows:
(a) Active participation. Any act by Client that is compliant with Advisor’s guidance and instructions, including but not limited to timely submission of payments invoiced Performance Fee amounts, especially items described as essential or critical to the success of the Program.
(b) Arrange. Any act by Advisor as an intermediary, such as introductions, education, document preparation, assistance with underwriting compliance meeting lender/credit requirements, etc.
(c) Assistance/assisting. Any act by Advisor performed to pursue and/or achieve a
client goal, including advice and guidance.
(d) Tracking Advisor’s guidance and Client’s compliance with such guidance.
Advisor’s guidance and Client’s performance, growth, compliance, and success in obtaining capital will be tracked Advisor’s CRM.
(e) Performance Fee. Fee of ten percent (10%) of the total amount of any and all funding/capital acquired/obtained/arranged during the term of this Agreement, whether from one or multiple sources, as access to each funding is received and/or available from loans, lines of credit, trade lines, leases, 401(k) financing, credit cards, business revenue financing, investor equity, etc.
(f) Capital Ready. Meeting the underwriting criteria for the type of funding instrument(s) for which the Client is applying, such as SBA loans, other business credit/loans, personal credit/loans, hybrid forms of credit/loans and/or investor- based equity.
(g) Capital raise. Capital raise is defined as capital offered to the Client, even if Client refuses such funding. Advisor is not liable to the $50,000 capital raise guarantee if Client refuses any funding instruments under this Agreement.
(h) Processing fee. The one-time, $300 non-refundable processing fee covers the set up of the Client’s file and enrollment in the Business Funding Program.
II. PAYMENT & GUARANTEES
(a) Advisor Guarantee. Advisor guarantees Client will raise between $50,000 and
$250,000 of capital as long as Client actively participates in the Business Funding Program. The actual amount and composition of capital raised will depend upon Client’s goals, preferences, qualifications, types of capital pursued, and compliance with Advisor’s guidance.
(b) Essential to this guidance is Client coordination with Advisor as to the use of each round of funding received and it is included in the obligation for “active participation” and a failure to coordinate with Advisor in this way will render the
$50,000 capital raise guarantee null and void, releasing Client from any other obligation under this Agreement.
(c) Because compliance with Advisor’s guidance is critical to success in the Program, Client’s failure to follow Advisors guidance will nullify the guarantee of raising a minimum of $50,000 in capital. Client refusal of available funding will be considered a lack of “active participation.” Client and TRBT must agree to Lender terms for Client to be responsible for all other provisions in this Agreement.
(d) In the unlikely event that Client has not raised a minimum capital raise of
$50,000 in funding after the term of one year, despite active participation and compliance with the guidance of Advisor, this agreement shall be automatically renewed for one-year periods until at least $50,000 capital has been raised as long as Client maintains active participation.
(e) Client liability. Client will sign both in their capacity as an individual and their capacity as owner of the business, making personal and business assets liable on this Agreement.
(f) Client payments. Client agrees to pay to Advisor the 10% Performance Fee within two (2) business days of receipt of or access to any funding. Failure to pay the Performance Fee within this time will result in a late fee of $50 per day after failure to pay the Performance Fee until the full amount due is paid to Advisor. Such payments and late fees are applied to each individual funding instrument when the Performance Fee is earned as described in Section II (d) below. Nonpayment of Performance Fee and/or late fees will result in a suspension of the obligations of Advisor until full payment of all fees, including late fees are made and Client is current on all payments due.
(g) Collection Costs. Client shall be responsible for necessary expenses incurred by Advisor to collect the Deposit, Performance Fee and/or late fees, including court costs, attorney fees, etc.
(h) Performance Fee Earned. Client agrees that Advisor has fully earned the Performance Fee on the date that any capital instrument(s) that has/have funded as defined in Section I (f).
At that time Performance Fee is earned, Advisor has no further responsibility, directly or indirectly, for the maintenance, access, or anything else related to the funded instrument(s) from the date the instrument(s) has/have funded and/or made available to Client.
III. SECURING CAPITAL
(a) Consulting Services. Client understands that they are securing consulting services for the purpose of helping ensure they meet lending and investor credibility standards, helping them build and access personal/business credit, gain access to cash funding options, and, if desired, become capital ready to access investor- based equity.
(b) Underwriting Process. Client understands that their Advisor will ask questions relating to pre-qualification for capital, including questions about credit, company income, revenue, and other relevant information. These questions are to equip Advisors with the information to aid Client in pre-qualifying for capital funding instrument(s) and does not constitute final approval for any funding.
Advisor is not the lender or underwriter for any funding instrument(s) and Client cannot be fully approved until they go through a formal underwriting process with the actual lender(s) or underwriter(s) of any capital funding instrument(s).
(c) Other capital funding arrangements. Client agrees not to apply or enter into any credit, lending, funding, or capital arrangements outside of this Agreement.
(d) Active Participation. Client agrees to actively participate in this Program, as defined in this Agreement, until a minimum of $50,000 of capital is raised. Failure to actively participate will result in a charge equivalent to the Performance Fee for a $50,000 capital raise, after deducting any Performance Fees previously paid to Advisor as long as Client and TRBT agrees to the Lender interest rate.
If Client incurs this charge for failure to actively participate in the Program, Advisor will invoice Client and Client will either;
1) Actively reengage and participate in the Program to raise a minimum of $50,000 capital; or
2) Pay the invoice in full within two (2) business days, subject to the same penalties outlined in Section II(f) for late payments.
(e) Use of Funding. Client agrees to coordinate with Advisor concerning the use of each round of funding received. This is essential to the success of the Program.
IV. ADVISEMENT SERVICES PROVIDED Services provided by the Advisor(s) may include:
(a) Business Credit Readiness Review. Advisor performs a corporate compliance and document review of Client’s business in order to help prepare Client to maximize the possibility of success in obtaining business credit Client applies for;
(b) Key Person Life Insurance Policy assistance. Advisor assists Client with securing a compliant policy as often required by the SBA and some other sources of capital;
(c) Business Credit and Funding. Advisor assists Client in obtaining trade, revolving, and non-revolving business credit and funding sources;
(d) Investor-Based Capital. If applicable, Advisor assists Client in attracting investor-based capital in the form of Crowd Funding, Rule A+ of the 2012 Jobs Act, Initial Public Offering, etc.;
(e) Capital Readiness. Following a formalized and proprietary ten step process, Advisor will assist Client in becoming capital ready; and/or
(f) Credit Building. Guidance on credit building/improvement of owner’s personal credit scores.
(a) Third-party Costs. Client understands that any funding obtained from lending sources may involve expenses and certain business requirements that must be met by Client and are not covered under Advisor’s services, i.e. maintaining a business bank account with a positive balance, obtaining a Key Person Life Insurance Policy, improving/maintain a strong personal credit profile, purchasing business credit reports, paying business bills on time, etc. These expenses are charged by third parties and are the sole responsibility of the Client, and not the Advisor(s).
Lender costs may also include standard lender fees and processing fees, points, APRs, interest rates, discounts, and other standard fees commonly associated with borrowing money. These fees are charged by the lender/vendor themselves and are not included in the Business Funding Program.
(b) Confidentiality. Except as otherwise provided in this Agreement or with the written consent of TRBT, Client agrees that all information, including, without limitation, the terms of this Agreement, the program design, model, processes, materials, communication records, sources of capital, and/or resources shall remain strictly confidential and secret.
Further, such information shall not be utilized, directly or indirectly, by Client for any purpose other than participation in the Business Funding Agreement as a participant, except and solely to the extent that any such information is generally known or available to the public through a source other than Client.
Client shall not use any information obtained from the TRBT Business Funding program to develop, enhance, or operate a service that competes with the TRBT Business Funding Program, or assist another party to do the same.
(c) Defamation. Advisor’s reputation is essential its ability to engage in business and Advisor will pursue legal action against any damage to its reputation resulting from unlawful action by Client.
(d) Binding Arbitration. With the exception of provisions in this Agreement concerning Client’s failure to pay in Section 2(f) and failure to comply with requirement for active participation in Section 3(d), any dispute under this Agreement shall be resolved by binding arbitration.
Arbitration shall be conducted by one (1) mutually agreed upon arbitrator and arbitration will be held in Southfield, Michigan.
Except as required by law, neither party, nor its representatives may disclose the existence, content, or results of any arbitration hereunder without the prior written consent of all parties.
Each party shall pay its own costs associated with the arbitration and the parties shall equally pay the cost of securing the arbitrator and the venue.
This section shall survive the termination or cancellation of this Agreement.
(e) Severability. If any term of this Agreement is to any extent illegal, otherwise invalid, or incapable of being enforced, such term shall be excluded to the extent of such invalidity or unenforceability; all other terms herein shall remain in full force and effect; and, to the extent permitted and possible, the invalid or unenforceable term shall be deemed replaced by a term that is valid and enforceable and that comes closest to expressing the intention of such invalid or unenforceable term.
If application of this Severability provision should materially and adversely affect the economic substance of the transactions herein contemplated, the Party adversely impacted shall be entitled to compensation for such adverse impact, provided the reason for the invalidity or unenforceability of a term is not due to serious misconduct by the Party seeking such compensation.
THE TERMS OF THIS AGREEMENT SHALL CONTROL OVER ANY CONFLICTING TERMS IN ANY REFERENCED AGREEMENT OR DOCUMENT. THIS AGREEMENT SETS FORTH AND CONSTITUTES THE ENTIRE AGREEMENT AND UNDERSTANDING OF THE PARTIES WITH RESPECT TO THE SUBJECT MATTER HEREOF. THIS AGREEMENT SUPERSEDES ANY AND ALL PRIOR AGREEMENTS, NEGOTIATIONS, CORRESPONDENCE, UNDERTAKINGS, PROMISES, COVENANTS, ARRANGEMENTS COMMUNICATIONS, REPRESENTATIONS, AND WARRANTIES, WHETER ORAL OR WRITTEN, OF ANY PARTY TO THIS AGREEMENT.
I acknowledge receiving this Agreement and agree to comply with the Terms & Conditions (subsequent pages) AND agree to submit a non-refundable $300 Processing fee within two (2) days (invoice can be paid online or to be sent via email after submission of this Agreement.)
Each of the undersigned has voluntarily agreed to enter into this Agreement and to the terms stated above.