Introducer Agreement

Before completion of this Introducer Agreement, you should firstly get in contact with an Investment Manager who will be responsible for managing your account with First Enterprise.

The Investment Managers can help to guide you through the loan application process and ensure that you have dedicated support from us.

Please see contact details below:-

Nabeel Akhter T: 0345 602 7355 Ext: 214 E: nakhter@first-enterprise.co.uk

Enterprise Loans East Midlands is Registered in England Registered No: 6705550.

Registered Office: 6 Sherwood Rise, Nottingham. NG7 6JF.

We are authorised and regulated by the Financial Conduct Authority (FCA), Firm Reference Number 679765.

For more details, please contact the FCA at register.fca.org.uk or on 0800 111 6788.

This copy is to be signed and returned to Enterprise Loans East Midlands.

Enterprise Loans East Midlands - Introducer Agreement V2 2024

This agreement sets out the basis upon which the introducer signing this agreement on the last page ("You") may introduce customers to Enterprise Loans East Midlands ("Us", "We") for business loans; Before we are able to accept introductions from your organisation, you are required to agree to the terms below and to send a signed copy back to us along with any information we request to complete our due diligence on your organisation. Once received and your application is successful, we will confirm that you are an accepted introducer of business and you can start sending us your proposals. This agreement will supercede any verbal or casual agreement or representations made prior to this agreement.

In this agreement, references to "Enterprise Loans East Midlands (ELEM)", "we" and "us" mean: Enterprise Loans East Midlands and any subsidiaries or partners of Enterprise Loans East Midlands in relation to business finance.

A. GENERAL TERMS AND CONDITIONS

(a)We will endeavour to provide you with an indication of our appetite and outline terms within 48 hours of your referral of a proposal to us. Where possible, we will book a meeting with the customer within 72 hours of the

(b) Any quoted acceptance will be valid for a period of 90 days, excluding rates which will be valid for 30 days, unless otherwise stated by us in writing. (c)We shall not be committed or obliged to accept any proposal. (d)Whilst we are happy to provide you with feedback, we shall not be obliged to state any reasons for declining or rejecting any proposals. (e) All information supplied by you relating to any customer proposal may be retained by us. (f)Under this agreement we will not accept introductions for regulated business, unless classified as exempt by us within the scope of the definitions set down by CCA As you may be aware, with effect from 1 April 2014, the responsibility for the regulation of consumer credit was (g) transferred from the Office of Fair Trading (OFT) to the Financial Conduct Authority (FCA) (h) The treatment of any financing (and documenting the same) which is governed by the Consumer Credit Act 1974 (as amended or re-enacted) (CCA) is very specific. Certain finance agreements/arrangements and lending to certain entities will fall within the scope of the CCA. It may be that, depending on the facts of each transaction, agreements (and/or the borrowers to which they relate) could be regulated, unregulated or exempt. The FCA's Consumer Credit Sourcebook (CONC) sets out the rules in some detail which should give you useful guidance.

In summary Lending to Limited companies, LLPs or Partnerships of 4 or more = unregulated Lending to sole traders, 'individuals' and Partnerships of three or less (Non Corporate Entities) = regulated (subject to the exceptions set out below) Lending to Non Corporate Entities is then subject to the following further rules: Borrowing under £25k = regulated Borrowing over £25k = regulated, unless the loan is declared as made 'wholly or predominantly for businesses purposes in which case it is exempt 

(a) Where commissions are agreed, they will be paid at the rates and in accordance with the Special Conditions for Finance set out in part B. below. We will pay you commission fees within 14 days of receipt of your correct invoice. (b) A condition of this agreement is that invoices are submitted within 90 working days of the date of the loan being drawn down. You agree that commission will not be paid outside of these terms. Invoices will need to be emailed to our Finance Manager ceverett@first-enterprise.co.uk (c) Any agreed commissions, will be paid by BACS directly into your nominated bank account. Invoices should not be submitted until we notify you that the relevant facilities have been drawn down and the customer has paid their arrangement fee to us. (d) We will pay commissions for new transactions. Commissions for repeat business from the same customer will be considered on a case by case basis. Commission will not be paid for the refinance of customer's existing debt with Enterprise Loans East Midlands. (e) It shall be your sole responsibility to make all tax submissions and/or declarations in respect of the commission paid to you and to account their correct and full amounts to the appropriate body and/or authority. (f) You fully indemnify us against any and all tax, duty, penalties or otherwise in respect of such commissions. (g) If we have paid commission to you erroneously, you will notify us and return the money promptly.

3. Your Obligations

(a) You must at all times throughout the duration of this agreement hold and maintain all relevant and necessary licences, permissions, consents, authorisations and registrations that you require for the proper and lawful operation of your business and for the introductions envisaged by this agreement. You agree to provide us with a copy of such licence, permission, consent, authorisation or registration if requested by us at any time.

(b) You undertake to notify us immediately if any such licence, permission, consent, authorisation and/or registration is suspended, revoked or otherwise made subject to any restriction by the relevant issuing body.

(c) You will not misrepresent and have not misrepresented us or our facilities to any person nor will you enter or purport to enter into any commitments on our behalf. (d) You will not give any indication to any party (including the client) that there is any relationship between You and Us other than this agreement.

(e) You will fully disclose at the point of application, any other funding that you are introducing or arranging for the client either prior to or post this agreement.

(f) Where we have indicated that there is an appetite for us to look further at an introduction from yourselves you agree to work with your client to provide the information set out in part C below. We will not be able to make a full assessment of the viability of the deal until we have all of the information specified.

(g) You agree not to offer any advice to any clients in the name of Enterprise Loans East Midlands, and not to compete application forms on behalf of the client.

 

4. Disclosure of Commission to Customers

(a) You must inform the customer that you will earn commission before the customer enters into a finance agreement. (b) If you believe that knowledge of the amount of commission would have a material impact on the customer's decision, or affects your impartiality in recommending a particular product, then you must inform the customer of the amount of commission earned. Where you do not know the amount of the commission that you are to earn, you must inform the customer of the likely amount of commission you will earn, and the precise amount immediately upon becoming aware of the amount. (c) On request by the customer, you must inform the customer of the amount of commission earned. Where you do not know the amount of the commission that you are to earn, you must inform the customer of the likely amount of commission you will earn, and the precise amount immediately upon becoming aware of the amount. (d) The above provisions apply to any commission, introducer fee, brokerage fee or any other remuneration that you earn from us, whether from the initial proposal, any subsequent proposals (whether related or not) or upon subsequent drawdowns, advances or funding lines in relation to the same proposal.

5. Representations and Warranties by you

You are expected to ensure the correct completion of any and all documentation supplied to You to Us. Each proposal made by you to us shall be subject to the following representations and warranties from you to us: (a) all the information contained in your proposal and in any finance agreement is, to the best of your knowledge, true and accurate; (b) you have made the customer aware of how we will use their information, including the fact that we will carry out a search with credit reference and fraud prevention agencies, and have obtained their consent to us using their information in this way; (c) you are not interested in or connected with the customer in any manner whatsoever, nor with any business with which the customer is connected or interested (unless you have previously disclosed the same to us in writing); (d) in obtaining this agreement you have not done, and in performing your obligations under this agreement shall not do, any act or thing that contravenes the UK Bribery Act 2010 or any other applicable anti- bribery or anti-money laundering laws and/or regulations; (e) you have, and shall maintain in place throughout the term of this Agreement, adequate procedures designed to prevent bribery occurring within the meaning given in the UK Bribery Act 2010 and applicable guidance; and (f) you will fully inform any potential client of our terms and conditions including indicative rates and fees prior to introducing them to Us. (g) you shall immediately notify us in writing on becoming aware of, or suspecting, any failure to comply with any provision of clauses 5.1 (a) - (f) of this agreement. 

6. Confidentiality

(a) All of the terms of this agreement including, but not limited to, the mere fact of its existence, its terms and conditions and the amount of commission and remuneration that we pay you shall be kept strictly confidential and shall not be disclosed to any third party without our prior written consent save: where you are required to disclose such information as a result of regulatory or legal requirement or (ii)where such disclosure is expressly permitted by this agreement. (b) If you are required to make a disclosure as a result of regulatory or legal requirement, you shall only disclose what is necessary and, if permitted by law, you shall notify us of what you have disclosed.

You must ensure that you hold an appropriate registration (where it is required) pursuant to the relevant UK data protection legislation as enacted from time to time. We will require sight of your Privacy and Data Protection policies and statements which you rely upon to gather and process personal information and to pass it to us for the purposes of this agreement. We reserve the right at any time to request a copy of any relevant licences and/or SAR and data breach policies and procedures. You must have checked that you hold a lawful basis for processing under the GDPR before passing any personal data to us. If it is a basis other than consent, we reserve the right to see evidence of how you justify such a basis. You have read and agree to our Privacy Policy as set out here.

You shall not use our name, logos, trademarks or service marks in any materials including, without limitation, any publicity, advertisements or other disclosure without our prior written consent.

We will undertake the following regular reviews at least once every 12 months: (a) performance reviews to assess the provision and extent of the information tendered at the proposal stage, the quality of the submission both as to substance and content and the conduct and management of the ongoing relationship between us and yourself to ensure each of us continues to act in good faith and within the spirit of this agreement; (b) reviews/audits of and/or investigations into your compliance with the obligations under this agreement; and (c) Customer contacts to discuss their experience and whether commissions were disclosed to them. (d) You shall provide such assistance, personnel, records and information as reasonably requested by us in these circumstances.

This agreement may be terminated by either of us on 7 day's prior written notice to the other party. Any termination shall be without prejudice to the rights and obligations of each of us relating to any proposals already introduced by you and accepted by us. Such rights and obligations shall continue and survive termination. However, should we terminate this agreement because of breach of contract by you, we reserve our rights to withhold payment of commissions.

We may vary the terms of this agreement from time to time by notifying you in writing (which can be by email By submitting new business to us, you accept the most recent version of this agreement as notified to you.

Nothing in this agreement shall constitute, create or give effect to a joint venture, principal/agency relationship, employee/employer relationship, partnership or formal business organisation of any kind and neither party shall have the right to bind the other party. This letter, and any non-contractual obligations arising out of or in connection with it, shall be governed by, and construed in accordance with, the laws of England and Wales with each party submitting to the exclusive jurisdiction of the courts of England and Wales.

 

Enterprise Loans East Midlands - Introducer Agreement V2 2024

B. COMMISSIONS FOR BUSINESS LOANS

Commissions will be calculated in the following way: Regulated Loans - No Commission Unregulated loans - up to a maximum of 1% of total loan value Recurring Customers - where the customer approaches us directly for further borrowing we will encourage them to contact you to ensure they are given further advice by you on their funding requirements. We cannot always guarantee that the customer will do this and where they don't we reserve the right to not pay further commissions to you for second and subsequent loans.

C. INFORMATION REQUIRED TO SUPPORT LOAN APPLICATIONS

All applicants are required to complete an Loan Application Form and provide a Business Plan and Cash Flow Forecast. In addition to this we require the following information: Annual accounts for the past three years, Management accounts bringing the financial position up to date Latest Six Months Bank Statements (for new businesses we require personal statements for the owners) Cashflow Projections for the next two years, ideally with Profit and Loss and Balance Sheet Projections, Decline letter or email from your Bank. Any further evidence requested by us to support the application which unless provided in the business plan may include but is not limited to:

• How and why the business started?
• What exactly the business does?
• How much personal investment there has been from the Owner/Directors in the business?
• The current status of the business?
• Where the business is going in the future?
• Why the need for a loan has occurred?
• How many people work in the business and how many jobs will be safeguarded and/or created by this loan?
• Exactly how any loan made would be spent?

In addition all applicants must provide a Personal Asset Statement and Survival Budget on a form that will be provided by us together with a full personal credit report (from a credit reference agency that we recognise 6

Enterprise Loans East Midlands - Introducer Agreement V2 2024

Enterprise Loans East Midlands is regulated by the Financial Conduct Authority (FCA), Firm Reference Number 679765. For more details, please contact the FCA at register.fca.org.uk or on 0800 111 6788. ELEM is permitted to offer loans directly to business customers in our geographical areas of operation. ELEM may refer onwards other business activities to trusted sources. These services may or may not be regulated by the FCA. ELEM will not make any such referrals without your permission Enterprise Loans East Midlands is able to provide literature in alternative formats. If you would like to receive correspondence in an alternative format please discuss with your Enterprise Loans East Midlands Representative.

We agree to the terms in this Agreement.