Lender Terms and Conditions
Match the Cash Limited
Lender Terms and Conditions Version V3.1
1.1 Match the Cash Limited (‘Match the Cash’, ‘we’, ‘us’) is a limited liability company incorporated in England and Wales with company number 08667447. Our registered office is at Acre House, 11/15 William Road, London, NW1 3ER.
1.2 Match the Cash is authorised and regulated by the Financial Conduct Authority (‘FCA’) to operate an electronic system in relation to lending. Its Reference Number is 718844. We are also registered with the Information Commissioner’s Office under registration number ZA055459.
1.3 We provide a platform (the ‘Platform’) via www.guarantormyloan.co.uk/ (the ‘Website’) for lending and borrowing transactions conducted between our customers.
1.4 These terms and conditions explain:
(a) how to become a Lender Member of the Platform;
(b) how you may use the Platform to participate in the making of, and sell your participation in, Loans; and
(c) the key risks of participating in the making of Loans via the Platform.
1.5 Your attention is particularly drawn to the following:
– The key information and risks of lending on the Match the Cash Platform (see clause 3).
– The Lender Return is not guaranteed (see clause 5.6).
– Your capital is at risk and is not protected by the Financial Services Compensation Scheme (see clause 3.10(b)(i)).
– You have a 14-day cooling-off period (see clause 9)
– You may apply to access your money early, but this may not be possible in all circumstances and you may have a pay a fee (see clause 11).
– You may be able to access the Reserve Fund in the event of a borrower defaulting on their loan, but this is not guaranteed (see clause 14).
– We have a limit on our liability to you (see clause 17.2).
– You are liable to us for any breach of these terms and conditions (see clause 17.3).
– Match the Cash will be your agent (see clauses 6 and 15).
– Your right to take any complaint you may have to the Financial Ombudsman (see clause 27).
2 EFFECT OF THESE TERMS AND CONDITIONS
2.1 By agreeing to these terms and conditions and/or by continued use of the Platform as a Lender Member, you are bound by the entirety of these terms and conditions. The other agreements, documents and policies which govern your use of the Platform are as follows:
(a) the Website terms and conditions;
(c) any Loan Agreement (representing one or more bilateral Loan Contracts between each Lender and the Borrower) which you enter into in accordance with these terms and conditions; and
(d) the Guarantee and Indemnity,
2.2 If you do not agree to these terms and conditions or any Platform Agreement, you must stop using this Platform immediately.
2.3 References in these terms and conditions to ‘we’, ‘us’ and ‘our’ mean or refer to Match the Cash in its capacity as operator of the Platform, unless otherwise indicated. References to ‘systems’ or ‘Platform’ means the Platform, any online services provided by us and any data managed by, displayed on or transmitted from such services. References to ‘you’ and ‘your’ mean a user of the Platform and the lending services provided via our systems who meet the Lender Criteria set out in clause 4 of these terms and conditions. Capitalised terms are defined in clause 33 of these terms and conditions.
2.4 We expect to need to update or amend these terms and conditions from time to time to:
(a) comply with law or regulations; or
(b) meet our changing business requirements.
We may make such changes without your specific agreement only where those updates are required to comply with law or regulations or are of an immaterial and routine nature. We will give you advanced notice of such updates or amendments and will post them on the Platform so you can view them when you next log in.
2.5 By continuing to use the Platform, you agree to be bound by the terms of any updates and amendments implemented in accordance with this clause 2. However, if we amend these terms and conditions between the time you make a Loan Offer and the time that Loan Offer is accepted, that Loan Offer and any Loan made further to it will be subject to these terms and conditions as they were before that amendment was made.
2.6 If there is any inconsistency between these terms and conditions and any Platform Agreement (except a Loan Agreement and Guarantee and Indemnity), these terms and conditions will prevail.
2.7 Please read these terms and conditions carefully and print a copy for your future reference.
3 KEY INFORMATION AND RISKS
3.1 In certain circumstances set out in these terms and conditions you grant us, as your agent, the authority to enter into and amend certain of the main elements of a Loan Contract and Guarantee and Indemnity, without the need for your authority or agreement to those changes.
3.2 From time to time we may allow certain Lender Members, including but not limited to Norwich Finance, a company within the same group as Match the Cash, and governmental or quasi-governmental entities, to take larger proportions of the total amount lent to a Borrower (including lending such amount in its entirety) than other Lender Members, and to make Loans to Borrowers located in particular regions. This may mean that some Lender Members (i) take smaller proportions of the total amount lent to a Borrower than other Lender Members, and (ii) have a higher exposure to certain regions than other Lender Members. This in turn may alter the default rate across your portfolio of Loans relative to the portfolios of other Lender Members.
3.3 All repayments under a Loan Agreement will be made by the relevant Borrower to Lenders without deduction of income tax. It is your responsibility to account for any income tax and other corporate or personal taxes that may be payable by you to the appropriate authorities.
3.4 The information on the Platform does not constitute advice, recommendation or an endorsement by us of Loan Offers or Borrowers. For the avoidance of doubt, it does not constitute a personal recommendation as defined under the FCA Handbook. If you have any questions on whether a Loan is a suitable investment or any concerns you should obtain appropriate independent advice involving a personal recommendation. The information is not intended to be relied upon as a sole basis for deciding whether or not to commit to lending via the Platform.
3.5 If we amend these terms and conditions between the time you make a Loan Offer and the time that Loan Offer is accepted, that Loan Offer and any Loan made further to it will be subject to these terms and conditions as they were before that amendment was made. If we choose to amend these terms and conditions in a manner that affects any of your substantive rights, we will notify you of the amendment or amendments at least 5 Business Days before they take effect with respect to you.
3.6 We will not identify you to other Lenders and Borrowers unless required to do so by law, where it is necessary to do so as part of court or other enforcement proceedings for the recovery of amounts due and payable under any Loan Agreement, or otherwise in accordance with the provisions of our Privacy and Cookies Policy.
3.7 You will inform us as soon as you become aware of any errors with respect to your activities on the Platform or any calculations with respect to any Loan Offer you have placed. We reserve the right to remove from the Platform any Loan Offer which is the subject of any error.
3.8 You are entirely responsible for the information that you provide to us concerning each Loan Offer that you make. We will not enquire into the reasonableness of any Loan Offer that you may make. We will not be liable for incorrect entries made by you on the Platform, including data input errors with respect to the amount or rate of any Loan Offer.
3.9 By accepting these terms and conditions:
(a) you represent to us that you have carefully considered the risks involved with using the Platform and also the risks associated with peer to peer lending including, but not limited to, the possibility of losing any money you lend via the Platform; and
(b) you acknowledge that:
(i) your capital is at risk and is not protected by the Financial Services Compensation Scheme (www.fscs.org.uk) and as such if a Borrower, to whom you have lent money via the Platform, fails to make repayments there is a risk you could lose some or all of your money;
(ii) the Reserve Fund is a discretionary fund and therefore the Reserve Fund Committee may, but is not obliged to, provide some compensation to you should a Default occur;
(iii) the Reserve Fund is not a contract of insurance under the Financial Services and Markets Act 2000 nor is the Reserve Fund a guarantee;
(iv) the Reserve Fund does not perform the same function as a government deposit guarantee scheme and does not guarantee repayment of all or any of the money owed to you by Borrowers;
(v) Norwich Finance is a liquidity provider for the Platform and will often provide the total amount required to be lent to a Borrower until there are sufficient Lender Members who have committed amounts of capital on the Platform. In consideration of assuming the additional risks of acting as a liquidity provider to the Platform including the lack of diversification in its portfolio of Loans and the inability to transfer defaulting Loans, Norwich Finance may receive a greater Lender Return than the other Lender Members; and
(vi) you have made your own independent decision to lend moneys via the Platform and your decision is based on such information as you deem appropriate under the circumstances and is without reliance upon Match the Cash (in any capacity).
3.10 These terms and conditions were last updated on 21 December 2017.
4 LENDER CRITERIA
4.1 To be eligible to become a Lender Member, subject always to clause 4.7, you must meet the following criteria:
(a) you must be one of the following:
(i) an individual over 18 years old and be a permanent resident of the UK (excluding the Channel Islands and the Isle of Man);
(ii) a limited liability partnership (a ‘LLP’) with a permanent place of business in the UK (excluding the Channel Islands and the Isle of Man);
(iii) a limited company registered with Companies House; or
(iv) a public body, registered or formed with the relevant authority in the UK (excluding the Channel Islands and the Isle of Man);
(b) you must have a valid UK bank or building society account;
(c) you must have registered your details on the Website; and
(d) you must:
(i) not be lending in the course of any business; or
(ii) notify us that you are lending in the course of a business and are authorised by the FCA to lend to consumers.
4.2 If you do not meet the criteria listed in clause 4.1 above (the ‘Lender Criteria’), you may otherwise be permitted to become a member of the Platform as a Lender by written confirmation from us, which may be given or withheld as determined in our discretion.
4.3 If you are a LLP, limited company, partnership or public body, you represent to us and any Borrower with whom you form a Loan Contract that the person using our systems and the services provided via the Platform, agreeing to these terms and conditions and the website terms and conditions, and entering into a Loan Contract is duly authorised to act on your behalf and to bind you. We may request evidence of such authorisation.
4.4 As a Lender Member you may make Loans via the Platform in accordance with these terms and conditions.
4.5 If you are not a resident of the UK and you are not a consumer, you shall be solely responsible for ensuring that using the Platform or making a Loan via the Platform does not violate any laws or regulations applicable in your country of residence.
4.6 As a Lender, you cannot also be a Borrower on the Platform with Loans outstanding nor a Guarantor, except with our prior written consent.
4.7 Once you are registered on the Platform we will carry out identity and fraud checks using recognised third-party service providers on you as an individual, the proprietor, member or director of your business, your business and other members or directors of the business. Match the Cash uses its own internal guidelines and policies when assessing applications but has complete discretion as to whether to allow you to become a Lender Member and to lend via the Platform. If we cannot get adequate information from the relevant credit reference agency then we may ask you to send us copies of the relevant passports, driving licences or other identification documents, utility bills, council tax bill and bank statements and anything else that we may require. If you do not provide all appropriate identification documents you may not be able to become a Lender Member and so will not be able to participate in Loans via the Platform. We may also suspend or place limitations on trading on your account at any time if we believe it is appropriate in order to comply with our legal obligations. We will also conduct half-yearly identity and fraud checks whilst you continue to be a Lender Member. For more details about how we use your information, please refer to our Privacy and Cookies Policy.
4.8 You will become a Lender Member once you have:
(a) satisfied the requirements set out in this clause 4; and
(b) been accepted by Match the Cash onto the Platform as a member eligible to lend to Borrowers via the Platform and received a notification of such acceptance from Match the Cash.
5 SELECTING LENDING OPTIONS
5.1 Once you are a Lender Member, before you can make a Loan on the Platform, you must select the lending options applicable to your Loan Portfolio as follows:
(a) your Loan Term; and
(b) the total amount to be lent across your Loan Portfolio (this figure will not include any repayments that are re-invested by you in accordance with clause 5.7 below),
(your ‘Lending Options’).
5.2 By choosing your Lending Options, you are offering to make a Loan which meets the Lending Options selected by you (a ‘Loan Offer’).
5.3 The rate at which you lend (the ‘Lender Return’), which will be based on your chosen Lending Options, will be displayed as the annualised expected rate which assumes:
(a) full reinvestment of repayments at the initial investment rate throughout the term of the Loans within your Loan Portfolio;
(b) that you are not repaid early (by the relevant Borrower, Guarantor or the Reserve Fund); and
(c) the actual bad debt rate of Loans is not higher than our projections.
5.4 The rate at which you are Matched with one or more Borrowers (the ‘Interest Rate’) is the agreed interest rate required to achieve the Lender Return.
5.5 The rate at which a Borrower will borrow will be expressed as the annual percentage rate (‘APR’), as defined under the Consumer Credit Act 1974 and ancillary legislation, and will be based on the length of the term of the loan and will be made up of the:
(a) Interest Rate; and
(b) Service Fee.
5.6 The Lender Return is not guaranteed. If you do not reinvest all of your repayments throughout the term of the Loans within your Loan Portfolio, or if you reinvest in Loans with a term which is different to the term of the original Loan, or you are not able to reinvest your funds immediately, or if you are repaid early, you will not achieve the Lender Return.
5.7 Where you are in a Reinvestment Option your Re-Investment Options will operate by taking all repayments when they are received back and when in aggregate amount to not less than your block size turning them into Loan Offers in multiples of your block size on the basis of your Loan Term at the time such Loan Offer is created. For example, if your current Loan Term is 3 years, your repayments will be turned in to Loan Offers and will be Matched with new Loans with terms up to a maximum of 3 years. No interest shall be earned on monies in a Client Account which is queued to be re-lent.
6 APPOINTING MATCH THE CASH AS AGENT
By selecting your Lending Options, you appoint Match the Cash as your exclusive agent to act in all matters relating to the origination, negotiation, administration and management of your matched loans, including:
(a) conducting credit and affordability checks on prospective borrowers and guarantors to determine their creditworthiness and to agree the amount, term and rate at which they can borrow;
(b) for the communication of your Loan Offers;
(c) for receipt of communications of acceptance of your Loan Offers;
(d) negotiating, agreeing and executing on your behalf any agreements or deeds relating to Matched Loans, for example, any credit agreement and/or associated guarantee documents;
(e) upon a Matched Loan being agreed, advancing the amount of credit to the borrower or to a third party where agreed and authorised by the borrower;
(f) collecting all payments due under the terms of your Matched Loans;
(g) communicating with borrowers in relation to your Matched Loans and receiving any notices or communications borrowers may send in relation to your Matched Loans;
(h) keeping and maintaining all records relating to your Matched Loans;
(i) responding to any complaints or disputes in respect of your Matched Loans;
(j) conducting negotiations during the term of your Matched Loans, for example, those relating to early repayment;
(k) following the service of any legally required notice, terminating any of your Loans and notifying the borrower of such termination;
(l) beginning and/or conducting any enforcement actions against a borrower in relation to any of your Matched Loans, for example, if they fail to make payments;
(m) to enter into any transfer or assignment agreements (or notices in relation thereto) on your behalf in order to assign the benefit of or transfer all or part of any Loans to the Reserve Fund, another Lender Member, a Match the Cash group company or a third party; and
(n) do any other thing ancillary to administering a Loan.
7 LOAN ACCOUNT
7.1 Once you are a Lender Member, before you can take a participation in a Loan on the Platform, you must have first placed funds into one or more segregated client accounts held by Match the Cash with banks with a UK presence (each account a ‘Client Account’). A Client Account is currently held with Barclays Bank Plc. Should Match the Cash cease to trade, the money held in its Client Accounts will not be considered to be part of Match the Cash’s assets.
7.2 You may place funds into the Client Accounts by bank transfer from your Nominated Account or by transfer from your existing ISA provider.
7.3 Your lending limit is represented by your ‘Available to Lend’ balance which will be shown on a monthly statement on the My Account page of the Platform. This will be the money that you have paid into the Client Account but have not yet lent via the Platform.
7.4 Your funds will be held in the Client Accounts until:
(a) they are lent to a Borrower pursuant to a Loan Agreement, in which case we will transfer the relevant amount of your funds to the nominated account of the relevant Borrower’s Guarantor;
(b) an Early Withdrawal occurs (see clause 11), in which case we will transfer the relevant amount of your funds to your Nominated Account; or
(c) you terminate your membership of the Platform as a Lender Member prior to the date on which such funds are transferred to the relevant Borrower’s nominated account pursuant to paragraph (a) above, in which case we will transfer your funds to your Nominated Account.
7.5 In the event that any payment made by you to us or to us on your account by a Borrower results in a chargeback for our account once the relevant monies have been transferred to your Nominated Account, you acknowledge and agree that we have the right to recover such amount from you, including by debiting such amount from any account you hold with us and/or setting off such amount from any payments owing to you pursuant to the Platform.
7.6 No interest is payable on money held in a Client Account.
8 FORMATION OF LOAN AGREEMENT
8.1 Once a Borrower has provided a Loan Request, Match the Cash shall determine whether there are sufficient Loan Offers from Lender Members to provide to such Borrower the full amount of credit requested in the Loan Request.
8.2 If Match the Cash determines that there are sufficient Loan Offers to provide to such Borrower the full amount of credit requested in the Loan Request, such credit shall be known as a ‘Matched Loan’ and the Lender Members Matched to a Matched Loan shall be ‘Matched Lenders’. In such case, Match the Cash shall:
(a) determine the Loan Amount for each Matched Lender for the purposes of such Matched Loan, taking into account the Lending Options selected by such Matched Lender;
(b) notify the Borrower that its Loan Request has been accepted and provide an agreement setting out the terms and conditions of each Loan with a Lender (each Loan, a “Loan Contract) in the form of a regulated credit agreement comprising the aggregate of each Loan Contract, executed by Match the Cash as agent of each Matched Lender (such credit agreement a ‘Loan Agreement’); and
(c) notify the Guarantor that the Borrower’s Loan Request has been accepted and provide a guarantee and indemnity agreement in relation to the Borrower executed by Match the Cash as agent of the Matched Lenders (a ‘Guarantee and Indemnity’).
You may not nominate any individual(s) to be counterparties to any of your Loan Offers.
8.3 The parties to a Loan Contract will be (1) a Matched lender (acting through its agent, – Match the Cash and (2) the Borrower. By accepting these terms and conditions, you are also:
(a) accepting the terms and conditions of the Loan Contract in your capacity as lender; and
(b) acknowledging and accepting that we may check certain records about you, including information held by fraud prevention agencies and information obtained during a telephone conversation with you in respect of certain factors including your suitability for making a Loan.
8.4 Such Loan Contract will become effective when:
(a) the Loan Agreement is executed by the relevant Borrower and the Guarantee and Indemnity is executed by the relevant Guarantor; and
(b) Match the Cash confirms that all other conditions to the Loan Agreement have been satisfied,
provided that at such time there remains, sufficient Loan Offers available to provide to the Borrower the full amount of credit requested in the Loan Request set out in the Loan agreement.
8.5 If Match the Cash determines that there are insufficient Loan Offers to provide to a Borrower the full amount of credit requested in such Borrower’s Loan Request, that Loan Request shall remain open until such time as the earlier to occur of:
(a) Match the Cash determining that there are sufficient Loan Offers to provide to such Borrower the full amount of credit requested in the Loan Request, at which point the process referred to in clause 8.2 shall be followed;
(b) the Borrower withdrawing the Loan Request via the Platform;
(c) Match the Cash removing the Loan Request from the Platform; and
(d) the date falling 30 days after the date the Loan Offer is posted via the Platform.
8.6 Match the Cash may also contact a Borrower to confirm that its Loan Request has been rejected but that it may submit a revised Loan Request on different terms suggested by Match the Cash, at which point the process referred to in clause 8.2 shall be followed.
8.7 Loan Requests and Loan Offers are Matched by time so that Borrowers and Lenders will be Matched in order of when their Loan Request or Loan Offer (as applicable) was placed on the Platform.
8.8 We do not guarantee that there will be sufficient funds committed by other Lenders on the Platform to fully fund Loan Requests and allow your funds to be lent out, that there will be sufficient Borrowers for you to lend to, or that there are sufficient other Lenders willing to buy your Loan Contracts should you wish to sell them.
8.9 However, we may enter into commercial arrangements with liquidity providers, such as Norwich Finance, to initially provide credit in the full amount requested in the Loan Request in order to provide liquidity to the marketplace on the Platform. It is our intention to Match Loan Contracts to Lenders as and when available and where it is possible to do so without prejudicing the terms of such commercial arrangement, we will effect the transfer of such Loan Contracts (or Parts of Loan Contracts) from the relevant liquidity provider to the relevant Lender.
9 WITHDRAWAL OF A LOAN OFFER
9.1 Match the Cash will not Match your Loan Offer with a Loan Request until the expiry of the 14-day period starting on the day after the date upon which you make your Loan Offer (such period, the ‘Cooling-off Period’).
9.2 You may withdraw a Loan Offer:
(a) during the Cooling-off Period; or
(b) after the expiry of the Cooling-off Period, at any time before it is Matched,
by cancelling it in your My Account page of the Platform.
9.3 The withdrawal of a Loan Offer becomes effective when your instruction to withdraw is successfully received and processed by us. In the event that we do not receive and process the withdrawal in good time, you acknowledge that your Loan Offer may remain outstanding and available for acceptance.
9.4 An Early Withdrawal fee may be payable if you withdraw a Loan Offer outside of the Cooling-off Period – see clause 11.
10 INTEREST, REPAYMENTS AND REBATES
10.1 If a Loan is part repaid early, Match the Cash will endeavour to repay the Lenders on a pro rata basis.
10.2 All repayments, prepayments and interest accrued on a relevant Loan Contract owing to you will be paid by the Borrower directly into the Client Account at Barclays Bank Plc on a daily basis. Match the Cash shall:
(a) queue such money belonging to you for re-investment in accordance with the Re-Investment Options you have selected in your My Account page of the Platform; or
(b) if you have not activated your Re-Investment Options, remit such repayments, prepayments and interest as are received from the relevant Borrower on a monthly basis to your Nominated Account.
10.3 Match the Cash shall provide you with an annual statement setting out details of the Loans you have made during the past 12 months and the interest earned and received by you on such Loans for tax purposes.
10.4 Match the Cash may provide a rebate to Guarantors of Borrowers who have made the first 12 consecutive repayment instalments in full and on time. Guarantors have 30 days from the date of the 12th payment to claim the rebate. Guarantors should contact us on 01603 391013 or alternatively email us at firstname.lastname@example.org to confirm their bank account details. Once details have been confirmed and we are satisfied that the payments have been made on time and in full, a rebate equal to one contractual payment will be made directly to the guarantor’s bank account. Payment of such a rebate will be made by Match the Cash from its own balance sheet and not by any Lender.
11 EARLY WITHDRAWAL
11.1 If you want to get access to the money you have lent before it has been repaid (i.e. before the end of the relevant Loan Term) (an ‘Early Withdrawal’), you may attempt to sell your interests in a Loan to other Lender Members. Please note that you may not sell your interest in a Loan:
(a) where such Loan has only one repayment remaining; or
(b) where such Loan is in arrears (has currently missed a repayment) or a Default has occurred with respect to such Loan.
11.2 You authorise Match the Cash, acting as your Agent, at its discretion to enter into any agreement that is required to transfer all or part of your Loan Participation Amount to the Reserve Fund, another Lender Member, a Match the Cash group company or a third party:
(a) if there has been or (in Match the Cash’s opinion) is reasonably likely to be a payment default by a Borrower under a Loan Agreement; or
(b) if you give notice to Match the Cash that you want to make an Early Withdrawal.
11.3 If you give notice to Match the Cash that you want to make an Early Withdrawal, you unconditionally, irrevocably and absolutely assign to the relevant Lender Member that we have Matched you to all your rights, title, interest and benefits in and to the relevant Loans, Loan Contracts and Guarantee and Indemnities required to effect that Early Withdrawal.
11.4 When you make a Loan Offer you may be assigned all or part of a Loan which is shorter than the Loan Term you have selected via your Lending Options which could result in your investment being repaid early. This event can occur as a result of you being assigned all or part of a Loan that an existing Lender has sold out of. If this happens, Match the Cash will reinvest the sum paid back to you in accordance with the Re-Investment Options you have selected in your My Account page of the Platform.
11.5 If you make an Early Withdrawal, the sale proceeds of the Loan Amounts sold pursuant to that Early Withdrawal will be transferred to your Nominated Account after deduction of:
(a) an amount equal to 2.5% of the outstanding balance of all outstanding Loan Amounts where you are Lender; and
(b) an amount determined by Match the Cash as the cost of substituting the Loan Amounts if the value of such Loan Amounts has decreased.
11.6 We do not guarantee that interests in Loans listed for sale on the Platform will be bought by other Lender Members or the time it will take to sell your interest in a Loan.
11.7 You may not sub-participate your rights under any Platform Agreement.
11.8 Other than in accordance with this clause 11, a Loan Agreement, a Loan Contract and a Guarantee and Indemnity Agreement, a Lender’s rights and obligations in respect of a Platform Agreement are not assignable or transferable.
12 MISSED PAYMENTS / DEFAULT BY BORROWER /CONTINUOUS PAYMENT AUTHORITY (CPA)
12.1 You agree that in the event of a missed payment by a Borrower on a Loan, Match the Cash (as Agent for the purposes of this clause 12) or a third-party provider appointed by Match the Cash, will take the administrative steps set out in this clause 12 on your behalf. In certain circumstances, we may act outside and/or ahead of such process to pursue missed payments on a Loan (whether or not in formal default) where we consider this to be in the best interests of the relevant Lenders, whilst treating the Borrower with forbearance and due consideration and behaving towards the Borrower in a proportionate manner.
12.2 Match the Cash will try to collect the repayment due from a Borrower, including interest, Service Fee and any applicable charges, by Direct Debit and/or continuous payment authority (‘CPA’) electronically on the relevant scheduled repayment dates (the ‘Payment Dates’) in accordance with the relevant Loan Agreement.
12.3 If the collection by Direct Debit or CPA from the Borrower is unsuccessful, Match the Cash will try to contact the Borrower to discuss their situation.
12.4 If the Borrower informs Match the Cash that the Borrower is unable to make the repayment, due to a change in financial circumstances, or where making the repayment would cause financial hardship, Match the Cash will endeavour to agree a reasonable repayment plan with the Borrower.
12.5 Where any payment attempt that Match the Cash may agree with the Borrower on this date fails or Match the Cash is unable to contact the Borrower, or the Borrower fails to agree to any attempts that Match the Cash may make to agree a reasonable repayment plan, Match the Cash will use the CPA that the Borrower provided to Match the Cash at the time of the loan application. Match the Cash may exercise the rights under the CPA the day after the relevant Payment Date and at intervals of no less than three days following the relevant Payment Date until and including the next relevant Payment Date. However, we will not do so if we believe the Borrower is experiencing financial difficulties.
12.6 If this repayment transaction from the Borrower fails, on the first day after the relevant Payment Date, Match the Cash will make reasonable attempts to contact the Borrower to explain to the Borrower that Match the Cash will need to contact the Guarantor because the Borrower has failed to meet their repayment obligations.
12.7 If further payments are missed, we may default the loan account. We will contact the borrower to advise them of our actions. Where Match the Cash is able to contact the Guarantor, if the Guarantor agrees to make an immediate repayment on the Borrower’s behalf, Match the Cash will then attempt to collect 100% of the outstanding amount by debit card using details that the Guarantor provides during our telephone conversation with the Guarantor. Where more than one payment is due, Match the Cash will exercise the rights under the CPA to collect the full arrears outstanding. Match the Cash will confirm immediately whether the transaction has been successful. If this is not successful one payment will be collected. If the Guarantor informs Match the Cash that the Guarantor or the Borrower are unable to make the repayment due to a change in financial circumstances, or where making the repayment would cause financial hardship, Match the Cash will endeavour to agree a reasonable repayment plan.
12.8 Where any payment attempt that Match the Cash may agree when communicating with the Guarantor fails or Match the Cash is unable to contact the Guarantor, or the Guarantor fails to agree to any attempts that Match the Cash may make to agree a reasonable repayment plan, Match the Cash may use the CPA the Guarantor provided to Match the Cash at the time of the Borrower’s loan application. Match the Cash may exercise the rights under the CPA no earlier than five working days after the relevant Payment Date and at intervals of no less than three days until and including the next Payment Date. However, we will not do so if we believe the Guarantor is experiencing financial difficulties.
12.9 If after this Match the Cash has been unable to collect repayment Match the Cash will make no further CPA attempts from the Borrower or the Guarantor while Match the Cash make further attempts to contact both the Borrower and the Guarantor to arrange an alternative repayment plan. If after this period Match the Cash has been unable to contact either of the Borrower and the Guarantor, or either of the Borrower and the Guarantor has refused our attempts to agree a reasonable repayment plan, then Match the Cash will continue to enforce the debt.
12.10 Throughout the period that the Borrower’s account remains in arrears, Match the Cash will make reasonable attempts to contact both the Borrower and the Guarantor to discuss why repayment remains outstanding. Where either party is, or both parties are, experiencing financial difficulty Match the Cash will exercise forbearance.
12.11 The Borrower may cancel the CPA provided to Match the Cash by contacting the Borrower’s bank directly, or by contacting Match the Cash (using the contact details provided above). If the Borrower does cancel it however, the Borrower, and the Guarantor, will still owe any outstanding debt. The Borrower will need to provide Match the Cash with an alternative method of repayment, such as a direct debit on the agreed Payment Date to avoid Match the Cash approaching the Guarantor and to avoid, going into default and incurring unnecessary default charges.
12.12 The Guarantor may cancel the CPA that they provide Match the Cash with when the Guarantor enters into the Guarantee and Indemnity, by contacting the Guarantor’s own bank directly, or by contacting Match the Cash (using the contact details provided above). If the Guarantor cancels the CPA, the Guarantor will still owe the relevant Lenders any outstanding debt, on the Borrower’s behalf, and the Guarantor will need to provide Match the Cash with an alternative method of collecting repayment from the Guarantor, such as a direct debit.
13.1 Each Borrower will pay:
(a) a fixed rate of interest on any Loan it borrows on the Platform to the relevant Lenders; and
(b) a Service Fee to and for the account of Match the Cash.
13.2 No fees are payable by Lenders for making loans on the Platform.
13.3 We may choose to waive or amend the above stated fees or charge new fees from time to time.
14 RESERVE FUND
14.1 To provide protection to Lenders, Match the Cash has set up a Reserve Fund trust (the ‘Reserve Fund’). The Reserve Fund is not a contract of insurance under the Financial Services and Markets Act 2000 nor is the Reserve Fund a guarantee.
14.2 The fund is a trust held on behalf of Lenders by the Match the Cash Trustee. The Reserve Fund will apply to all Loans.
14.3 We shall, on a monthly basis, estimate the expected losses on all Loans outstanding at such time (the ‘Default Amount’).
14.4 In order to initially fund the Reserve Fund, we will provide funds to the Reserve Fund of an amount equal to 100% of the Default Amount or such other sum as agreed at a board or committee meeting of the directors of Match the Cash from time to time (such amount at any time, the ‘Provision Limit’).
14.5 In the event that the Reserve Fund falls below the Provision Limit, we will transfer a pre-determined amount of each set of Service Fees into the Reserve Fund until the Provision Limit is reached. All other Service Fees will solely be for our account.
14.6 All amounts transferred to the Reserve Fund will be held on trust by the Match the Cash Trustee on behalf of all Lenders.
14.7 In the event that the borrower’s account is in arrears of a sum greater than six contractual monthly payments the Agent may make a claim to the Reserve Fund in respect of an amount up to the capital amount outstanding (a ‘Reserve Fund Claim’). The Match the Cash Trustee shall have absolute discretion whether to approve or decline a Reserve Fund Claim, in whole or in part, for any reason. A Reserve Fund Claim does not include a claim for any interest that has accrued or may accrue in respect of a Loan.
14.8 If the Match the Cash Trustee approves a Reserve Fund Claim, subject to there being sufficient funds in the Reserve Fund available to meet such claim:
(a) the Agent, on behalf of the relevant Lender(s), will be paid an amount to be determined at the absolute discretion of Match the Cash Trustee out of the Reserve Fund. Such payment will not exceed 100% of the Reserve Fund Claim; and
(b) the Agent, on behalf of the relevant Lender(s), agrees to assign the benefit of the Loan Contracts and the Guarantee and Indemnity connected to such Reserve Fund Claim to the Match the Cash Trustee as the trustee of the Reserve Fund, following which Match the Cash acting as agent on behalf of the Reserve Fund may, in its absolute discretion, take the actions set out in clause 12.
14.9 If the Reserve Fund does not settle 100% of the Lender’s Reserve Fund Claim, any capital sums recovered from the borrower by the Reserve Fund in excess of the amount it has already paid to the Lender will be owed to the Lender(s). Such sums would be paid by the Reserve Fund Trustees at their discretion.
14.10 If the Reserve Fund declines a Reserve Fund Claim, the Lender agrees not to make any further claims in respect of the bad debt until authorised to do so by the Reserve Fund.
15 MATCH THE CASH AS AGENT OF THE LENDERS
15.1 You appoint us to act as your agent under and in connection with the Platform Agreements. You authorise us to perform the duties, obligations and responsibilities and to exercise the rights, powers, authorities and discretions specifically given to us under or in connection with the Platform Agreements together with any other incidental rights, powers, authorities and discretions.
15.2 Our role as Agent shall be to Match you to Borrowers via the Platform, to enter into Loan Contract and Guarantee and Indemnity Agreements on your behalf and to facilitate the receipt and collection of principal, payments of interest, and all other sums due under or in connection with a Loan Contract and Guarantee and Indemnity Agreement and all other matters set out in clause 6. Our duties under a Loan Agreement and Guarantee and Indemnity Agreement as Agent are purely mechanical and administrative in nature.
15.3 We shall have only those duties, obligations and responsibilities expressly set out in the Platform Agreements to which we are expressed to be a party (and no others shall be implied). We may act (or refrain from acting) on your behalf in a manner which, in our sole discretion, we see fit in connection with a Loan Contract.
15.4 Nothing in any Platform Agreement constitutes us being a trustee or fiduciary of any other person. We shall not be bound to account to you for any sum or the profit element of any sum received by us for our own account.
15.5 In respect of a Loan Agreement and Guarantee and Indemnity Agreement:
(a) we may:
(i) rely on any representation, communication, notice or document believed by us to be genuine, correct and appropriately authorised; and
(ii) rely on a representation from any person:
(A) as to any matter of fact or circumstance which might reasonably be expected to be within the knowledge of that person; or
(B) to the effect that such person approves of any particular dealing, transaction, step, action or thing,
as sufficient evidence that that is the case and may assume the truth and accuracy of that representation;
(b) we may assume (unless we have received notice to the contrary in our capacity as your Agent) that:
(i) no Default has occurred (unless we have actual knowledge of a Default arising); and
(ii) any right, power, authority or discretion vested in you or any other Lender has not been exercised;
(c) we may engage, pay for and rely on the advice or services of any lawyers, accountants, tax advisers, surveyors or other professional advisers or experts;
(d) we are not obliged to do or omit to do anything if it would or might constitute a breach of any law or regulation or a breach of a fiduciary duty or duty of confidentiality; and
(e) we are not obliged in our capacity as your agent to expend or risk our own funds or otherwise incur any financial liability in the performance of our duties, obligations or responsibilities or the exercise of any right, power, authority or discretion if we have grounds for believing the repayment of such funds or adequate insurance against, or security for, such risk or liability is not reasonably available to us.
15.6 We may resign from our role as Agent at any time, subject to a successor being appointed by us to act as agent. Any successor agent and each of the other parties to the relevant Loan Contract, Loan Contract and Guarantee and Indemnity Agreement shall have the same rights and obligations amongst themselves as they would have had if such successor had been an original party.
15.7 The provisions of this clause 15 apply to Match the Cash in its capacity as Agent under any Platform Agreement.
16 PAYMENT MECHANICS
16.1 Each payment received by us (as Agent) on your behalf shall be made available to you as soon as practicable after receipt in your Nominated Account, unless you have selected any Re-Investment Options in your My Account page of the Platform.
16.2 If we (as Agent) receive a payment for application against amounts due in respect of any Loan Agreement that is insufficient to discharge all the amounts then due and payable by a Borrower under such Loan Agreement, we (as Agent) reserve the right to apply that payment towards the obligations of such Borrower under such Loan Agreement in the following order:
(a) First towards paying any charges resulting from the Loan being in arrears (i.e. any outstanding late payment fees, charges due to any debt collection agency or legal expenses).
(b) Then pay the Service Fee on the repayment amount that has been outstanding the longest;
(c) Then to pay the interest on the repayment amount that has been outstanding the longest;
(d) Then to repay the capital on the repayment amount that has been outstanding the longest;
(e) Then the payments under (a) to (d) above are repeated until all credit and interest under the Loan Agreement payable at such time has been paid off.
16.3 Each payment or repayment under paragraphs (a), (c) and (d) of clause 16.2 shall be pro-rated between the relevant Lenders in accordance with each Loan Contract.
17.1 Nothing in these terms and conditions shall exclude or limit our liability for:
(a) personal injury or death;
(b) fraud or fraudulent misrepresentation; or
(c) any other liability the exclusion or limitation of which is not permitted by applicable law or regulation,
and each of the following sub-clauses in this clause 17 are subject to this principle.
17.2 Match the Cash shall be responsible for loss or damage which you may suffer that is a foreseeable result of our breach of the Platform Agreements or our negligence (including any breach or negligence committed by any of our officers, employees or agents) but:
(a) Match the Cash shall not be responsible for any loss or damage that was not an obvious consequence of Match the Cash’s breach or that was not contemplated by Match the Cash and you at the time you accepted these terms and conditions;
(b) Match the Cash shall not be responsible for any loss or damage that was caused by your breach of the Platform Agreements;
(c) unless you are a consumer in which case no such cap on our liability shall apply, our total liability to you in connection with the Platform Agreements, your membership of the Platform and your use of the services provided via the Platform shall not exceed:
(i) where the liability arises in connection with a Loan Contract, the amount of money you have lent pursuant to that Loan Contract; or
(ii) in all other cases the aggregate amount of all your Loan Amounts at the time such liability is incurred;
(d) Match the Cash accepts no responsibility and disclaims all liability for any information about a Borrower made available to prospective Lenders through the Match the Cash Platform. Match the Cash may from time to time, but is under no obligation to, update a Borrower’s information (including during the term of any Loan);
(e) Match the Cash accepts no additional responsibility for the likelihood of a Borrower and Guarantor meeting its financial obligations to Lender under a Loan Contract and Guarantee and Indemnity Agreement (as applicable) and shall not be responsible for any shortfall (if applicable) which arises on the enforcement of a Loan and/or guarantee unless such shortfall is a foreseeable result of our breach of the Platform Agreements or our negligence;
(f) Match the Cash is not liable, whether in contract, tort (including negligence or breach of statutory duty), misrepresentation or otherwise in connection with these terms and conditions for any:
(i) loss of profits or contracts;
(ii) loss of revenue;
(iii) loss of business;
(iv) loss of goodwill;
(v) business interruption;
(vi) wasted management or office time;
(vii) loss of anticipated savings;
(viii) Disruption Event; or
(ix) the general risks of investment in, or the holding of assets in, any jurisdiction, howsoever arising.
17.3 You shall be liable to us and repay us for any loss or damage suffered by us as a result of any breach of these terms and conditions or any Platform Agreement by you, or any fraudulent use of the Platform undertaken by you.
17.4 You may not take any proceedings against any of our officers, employees or agents in respect of any claim you might have against us or in respect of any act or omission of any kind by that officer, employee or agent in relation to any Platform Agreement and any of our officers, employees or agents may rely on this clause.
17.5 Nothing in these terms and conditions shall oblige us to carry out any check on the extent to which any transaction contemplated by any Platform Agreement might be unlawful for you, on your behalf.
17.6 If you owe an amount to us under a Loan Contract we may, after giving notice to you, deduct an amount not exceeding that amount from any payment to you which we would otherwise be obliged to make under such Loan Contract and apply the amount deducted in or towards satisfaction of the amount owed. For the purposes of a Loan Contract you shall be regarded as having received any amount so deducted.
17.7 The provisions of this clause 17 apply to Match the Cash in each of its capacities under the Platform Agreements.
18 DISRUPTION EVENT
18.1 For the purposes of this clause, ‘Disruption Event’ shall be defined as ‘any circumstances outside our control including but not limited to any interruptions or failures relating to internet service providers, internet signal, connections, electricity providers, configurations of Lenders’ and Borrowers’ computers, any acts of god, flood, drought, earthquake or other natural disaster, any collapse of buildings, fire, explosion or accident, any act of terrorism, civil war or commotion, riots or any law or any action taken by a government or public authority, including without limitation imposing or failing to grant a necessary licence or consent.
18.2 We shall not be in breach of any Platform Agreement nor liable for delay in performing or failure to perform any of our obligations under any Platform Agreement if such delay or failure results from a Disruption Event.
18.3 If the period of delay or non-performance continues for forty Business Days, then you or we may terminate any agreement made between us by giving five Business Days written notice to the other party.
18.4 The provisions of this clause 18 apply to Match the Cash in each of its capacities under the Platform Agreement.
19 BACK-UP SERVICER ARRANGEMENTS
19.1 If Match the Cash were to become insolvent and unable to perform its duties pursuant to any Platform Agreement to which it is a party, it shall transfer its obligations under any Platform Agreements to a third-party back-up servicer with whom Match the Cash has entered into a back-up servicing arrangement. Match the Cash reserves the right to use a back-up servicer prior to insolvency where it considers such action is in the best interests of all of Lenders currently lending via the Platform. If this happens:
(a) you would not be able to make an Early Withdrawal;
(b) funds may not be distributed to your Nominated Account on a monthly basis;
(c) the My Account page of the Platform and the rest of the Platform would not be available for access by you; and
(d) you would receive quarterly statements of repayments and continue to receive annual statements (for tax purposes).
19.2 The third-party back-up servicer on the date of these terms and conditions is Nostrum Group Limited.
20 INTELLECTUAL PROPERTY RIGHTS
20.1 Subject to clause 20.3 below, as between you and us, we own all Intellectual Property Rights existing in or in relation to the Platform.
20.2 If and to the extent that any Intellectual Property Rights existing in or in relation to the Platform vest in you by operation of law or otherwise, you agree to do any and all such acts and execute any and all such documents as we may reasonably request in order to assign such Intellectual Property Rights back to us and provide us with a waiver of moral rights in such Intellectual Property Rights.
20.3 You shall retain ownership of all copyright in data you upload or submit to the Platform. You grant us a world-wide exclusive, royalty-free, non-terminable licence to use, copy, distribute, publish and transmit such data in any manner.
20.4 We do not warrant or represent that the content of the Platform does not infringe the Intellectual Property Rights (or any other rights) of any third party.
Any and all personal information you provide to us (in any capacity) via the Platform may be collected, stored, processed and used in accordance with our Privacy and Cookies Policy.
22.1 You are responsible for all information and activity on the Platform that occur under your account (including the actions of your employees, sub-contractors or agents) whether or not you authorise such activity. Any breach of security, loss, theft or unauthorised use of a username, password or security information must be notified to us immediately using the Platform.
22.2 You agree not to adapt or circumvent the systems in place in connection with the Platform, nor access our systems other than by using the credentials assigned to you and by following the instructions that we have provided for that type of connection.
22.3 We reserve the right not to act on your instructions where we suspect that the person issuing such instructions is not you or we suspect illegal or fraudulent activity or unauthorised use.
23 NOTICE AND COMMUNICATIONS
23.1 Unless otherwise agreed between us, all notices and communications between you and us (in any capacity) shall be made using the Platform. The Platform will send you an email (to the email address which you have uploaded to the Platform) upon transmission by us (in any capacity) of any messages to you.
23.2 All notices and communications shall be deemed received upon transmission.
24 THIRD PARTY RIGHTS
24.1 A person who is not a party to these terms and conditions has no rights (whether under the Contracts (Rights of Third Parties) Act 1999 or otherwise) to enforce any provision of these terms and conditions.
24.2 The rights of the parties to terminate, rescind or agree any variation, waiver or settlement under these terms and conditions are not subject to the consent of any person that is not a party to these terms and conditions.
25.1 You may terminate your membership of the Platform and obligations under the Platform Agreements provided that you have no interests in any Loans currently outstanding by providing written notice to us.
25.2 We may end your membership of the Platform at any time without notice if:
(a) you breach any Platform Agreement;
(b) we suspect that you have committed fraud, been involved in money laundering or other criminal activities;
(c) you use the Platform or any information accessible on or obtained from it for the purpose of canvassing or soliciting any person or enticing any person away from us;
(d) you use the Platform in any of the following ways:
(i) in any way that causes, or is likely to cause, the Platform or access to it to be interrupted or damaged in any way;
(ii) for fraudulent purposes, or in connection with a criminal offence;
(iii) to send, use or reuse any material that is illegal, offensive, abusive, indecent, defamatory, obscene or menacing; or in breach of copyright, trademark, confidence, privacy or any other right; or is otherwise injurious to third parties; or objectionable; or which consists of or contains software viruses, political campaigning, commercial solicitation, chain letters, mass mailings or any ‘spam’; or
(iv) to cause annoyance, inconvenience or needless anxiety; or
(e) there is no activity in your Platform account within a 12-month period.
Such action taken by us is without prejudice to your rights under a Loan Contract and Guarantee and Indemnity Agreement.
25.3 On termination we will credit your Nominated Account with the net amount of any funds paid into our Client Account which are owing to you after deduction of any monies we are entitled to deduct under the Platform Agreements or send a cheque to the address last provided by you.
26 GENERAL TERMS
26.1 You undertake to inform us if at any time you are regulated by the Financial Conduct Authority to enter into a regulated credit agreement as lender.
26.2 You represent that all information provided to us (in any capacity) in the course of the registration on the Platform and any lending via the Platform is true and accurate in all respects. You will update us if any of the information you provide to us changes or proves to be inaccurate.
26.3 The information provided on the Platform is directed solely at and is for use solely by persons and organisations that meet the criteria set out in these terms and conditions and the equivalent criteria set out in the Borrower Terms. The content provided via the Platform is not intended for distribution to, or use by, any person or entity in any jurisdiction where such distribution or use would be contrary to applicable law or regulation.
26.4 We have the right to immediately and without notice set off any liability or debt that is owed by you to either us (in any capacity) or any of our affiliates.
26.5 Any determination to be made by Match the Cash (in any capacity) in accordance with any Platform Agreement shall be made in Match the Cash’s sole discretion.
26.6 You hereby agree to be bound by the Website terms and conditions.
26.7 You agree to assign to Match the Cash any Intellectual Property Rights (including copyright) in any Loans placed by you on the Platform. Match the Cash owns all rights in any price data and related content on the Platform. Your registration and use of the Platform confers no rights whatsoever to the content and related Intellectual Property Rights contained in the Platform. You agree not to monitor, use or copy our web pages or any content on the Platform, including without limitation any price data. Any unauthorised use or reproduction may be prosecuted.
27 COMPLAINTS PROCEDURE
27.1 We consider a complaint as being defined as an expression of dissatisfaction made by you in relation to any of the services we provide. In the event that you make a complaint, we will make every effort to rectify the problem as soon as practicably possible. We have a complaints handling policy and procedure, a copy of which is available on request.
27.2 If you feel that your complaint or grievance has not been dealt with satisfactorily, you have the right to take your complaint to the Financial Ombudsman. If you have not received a final response letter from us within eight weeks of raising your complaint, or the final response letter has been received but is not satisfactory to you, you will need to bring your complaint to the Financial Ombudsman within six months. You can contact the Financial Ombudsman at The Financial Ombudsman Service, Exchange Tower, London, E14 9SR or by calling them on 0800 023 4 567.
If you do refer your complaint to the Financial Ombudsman Service, this will not affect your right to take legal action.
28 SEVERABILITY OF PROVISIONS
If at any time any part of these terms and conditions is held to be or becomes void or otherwise unenforceable for any reason under any applicable law, the same shall be deemed omitted from these terms and conditions and the validity and/or enforceability of the remaining provisions of these terms and conditions shall not in any way be affected or impaired as a result of that omission.
29 ENTIRE AGREEMENT
29.1 The Platform Agreements (as entered into and updated from time to time) contain the entire agreement between the parties in relation to their subject matter and supersede any prior arrangement, understanding written or oral agreements between the parties in relation to such subject matter.
29.2 The parties acknowledge that these terms and conditions and the Platform Agreements have not been entered into wholly or partly in reliance on, nor has either party been given, any warranty, statement, promise or representation by the other or on its behalf other than as expressly set out in the Platform Agreements.
29.3 Each party agrees that the only rights and remedies available to it arising out of or in connection with any warranties, statements, promises or representations will be for breach of contract and irrevocably and unconditionally waives any right it may have to any claim, rights or remedies including any right to rescind any of the Platform Agreements which it might otherwise have had in relation to them.
29.4 All warranties, conditions, terms and representations not set out in the Platform Agreements whether implied by statute or otherwise are excluded to the extent permitted by law.
29.5 Nothing in this clause 29 will exclude any liability in respect of misrepresentations made fraudulently.
The rights and remedies of either party in respect of these terms and conditions shall not be diminished, waived or extinguished by the granting of any indulgence, forbearance or extension of time granted by that party to the other nor by any failure of, or delay in ascertaining or exercising any such rights or remedies. The waiver by either party of any breach of these terms and conditions shall not prevent the subsequent enforcement of that provision and shall not be deemed to be a waiver of any subsequent breach of that or any other provision.
These terms and conditions and any issues, disputes or claims arising out of or in connection with it (whether contractual or non-contractual in nature such as claims in tort, from breach of statute or regulation or otherwise) shall be governed by, and construed in accordance with, the laws of England and Wales.
32.1 All disputes or claims arising out of or relating to these terms and conditions shall be subject to the exclusive jurisdiction of the English Courts.
32.2 Clause 32.1 is without prejudice to the right of a Lender who is a consumer to have their dispute or claim heard by the courts in their home jurisdiction.
33 DEFINITIONS AND INTERPRETATION
33.1 In these terms and conditions:
Agent: Match the Cash in its capacity as agent of a Lender;
Borrower: an individual who has registered on the Platform and has made a Loan Request;
Borrower Terms: the Borrower terms and conditions found here
Business Day: a day (other than a Saturday or Sunday) on which banks are open for general business in London;
Client Account: has the meaning give to such term in clause 7.1;
Default: a default under the terms of a Loan Agreement or Guarantee and Indemnity Agreement;
Early Withdrawal: has the meaning give to such term in clause 11.1;
FCA Handbook: the FCA’s handbook of rules and guidance, as amended from time to time or any replacement issued by any successor authority to the FCA;
Finance Parties: each Lender Member from time to time who has entered into a Loan Contract with the Borrower and Match the Cash in its capacity as Agent of the relevant Matched Lenders;
Guarantor: the individual nominated by a Borrower as a guarantor and indemnifier to provide personal security to the Lenders in relation to such Borrower’s obligations under a Loan Agreement;
Guarantee and Indemnity has the meaning given to such term in clause 8.2(c);
Intellectual Property Rights any patent, copyright, trade mark, service mark or trade name, utility model, right in software, right in design, right in databases, image right, moral right, right in an invention, right relating to passing off, domain name, right in confidential information (including trade secrets) or right of privacy, and all similar or equivalent rights in each case whether registered or not and including all applications (or rights to apply) for, or renewal or extension of, such rights which exist now or which will exist in the future in the UK and all other countries in the world;
Interest Rate: has the meaning given to such term in clause 5.4;
Lender: a Lender Member who has entered into a Loan Contract with a Borrower pursuant to some or all of the Platform Agreements;
Lender Criteria: has the meaning given to such term in clause 4.2;
Lender Member: a person who has agreed to these terms and conditions and has, in accordance with clause 4.7, been accepted by Match the Cash onto the Platform as a member eligible to lend to Borrowers via the Platform;
Lender Return: has the meaning given to such term in clause 5.3;
Lending Options: has the meaning give to such term in clause 5.1;
Loan: a loan made available by a Lender to a Borrower via the Platform;
Loan Agreement: has the meaning given to such term in clause 8.2(b);
Loan Amount: the amount of a Lender’s Loan;
Loan Contract: has the meaning given to such term in clause 8.2b; Loan Offer: has the meaning given to such term in clause 5.2;
Loan Portfolio: the collection of Loans in respect of which a Lender lends money from time to time;
Loan Request: a request by a Borrower via the Platform to Lender Members to provide a Loan to such Borrower;
Loan Term: the maximum length of the term of the Loans within your Loan Portfolio (for example, 3 years or 5 years), as selected by you to form part of your Lending Options on your My Account page of the Platform;
Match, Matched or Matching: the process of bringing a Borrower, who has uploaded a Loan Request via the Platform, and a Lender, who has selected Lending Options via the Platform, together and matching that Lender’s Lending Options against that Borrower’s Loan Request, via the Platform;
Matched Lender: has the meaning given to such term in clause 8.2;
Matched Loan: has the meaning given to such term in clause 8.2;
Match the Cash Trustee: Trustee of the Reserve Fund as selected by Match the Cash from time to time;
My Account: refers to your personalised secure area of the Platform (accessed through providing your log in details) which shows a summary of your lending activities conducted via the Platform, including your current balances, Loan Amounts and details of the Loan Contracts that you have entered into;
Nominated Account: the account nominated by you on the Platform from which committed funds for a Loan will be transferred by you to our Client Account(s) and moneys owing to you pursuant a Loan Contract will be remitted to you once paid by the relevant Borrower to Match the Cash as Agent;
Norwich Finance: Norwich Finance Limited, a limited liability company incorporated in England and Wales with company number 08924492 and whose registered office is at Acre House, 11/15 William Road, London, NW1 3ER;
Platform: has the meaning given to such term in clause 1.3;
Platform Agreement: has the meaning given to such term in clause 2.1;
Privacy and Cookies Policy: our privacy and cookies policy which can be found at privacy;
Reserve Fund: a discretionary reserve fund as more particularly described in clause 14. for the purposes of compensating a Lender where a Borrower, to whom that Lender has been Matched, has failed to meet its repayment obligations in accordance with a Loan Agreement;
Reserve Fund Committee: the committee of directors, employers and advisers formed from time to time by the Match the Cash Trustee relating to the Reserve Fund; and
Service Fee: the service fee payable by a Borrower to Match the Cash on a monthly basis;
UK: the United Kingdom of Great Britain and Northern Ireland.
33.2 In these terms and conditions following rules of interpretation apply:
(a) clause and paragraph headings shall not affect the interpretation of this agreement;
(b) unless the context otherwise requires, words in the singular shall include the plural and in the plural shall include the singular;
(c) unless the context otherwise requires, a reference to one gender shall include a reference to the other gender;
(d) the ‘Agent’, any ‘Lender’, any ‘Borrower’, ‘Guarantor’, any ‘party’, any ‘Finance Party’ and the ‘Reserve Fund Committee’ or any other person shall be construed so as to include its successors in title, permitted assigns and permitted transferees to, or of, its rights and/or obligations under a Loan Agreement;
(e) ‘assets’ includes present and future properties, revenues and rights of every description;
(f) any ‘document’ or any other agreement or instrument is a reference to that document or other agreement or instrument as amended, novated, supplemented, extended or restated;
(g) ‘guarantee’ means any guarantee, indemnity or similar assurance against loss, or any obligation, direct or indirect, actual or contingent, to purchase or assume any indebtedness of any person or to make an investment in or loan to any person or to purchase assets of any person where, in each case, such obligation is assumed in order to maintain or assist the ability of such person to meet its indebtedness;
(h) ‘indebtedness’ includes any obligation (whether incurred as principal or as surety) for the payment or repayment of money, whether present or future, actual or contingent;
(i) a person shall include a reference to an individual, firm, company, corporation, partnership, unincorporated body of persons, government, state or agency of a state or any association, trust, joint venture or consortium (whether or not having separate legal personality) and that person’s personal representatives, successors, permitted assigns and permitted transferees;
(j) a provision of law is a reference to that provision as amended or re-enacted; and
(k) a ‘regulation’ includes any regulation, rule, official directive, request or guideline (whether or not having the force of law) of any governmental, intergovernmental or supranational body, agency, department or of any regulatory, self-regulatory or other authority or organisation.
REPRESENTATIVE APR 48.9% (FIXED)
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