Terms and Conditions for Lenders

These terms and conditions (Terms and Conditions) explain the process of lending money through SC Funding Limited and govern your relationship with SC Funding Limited trading as SC Capital.

Overview

SC Capital (“we/us/our”) is an operator of an electronic system in relation to lending which is NOT regulated by the Financial Conduct Authority (“FCA”).

We provide a platform under which borrowers and lenders can enter into lending agreements. To be a lender on our platform you must meet our lenders criteria.

These terms and conditions (Terms and Conditions) set out the terms of the legal agreement you enter as a lender on the platform, explain the process of lending money through SC Capital and govern your relationship with us.

1. Introduction

1.1. www.sccapital.investments is our “Platform.”

1.2. By acknowledging these Terms and Conditions (as part of the Lender registration process) you agree to be bound by them.

1.3. This document should be read in conjunction with our other documents which set out the basis of your and our dealings with each other, and in particular:

Risk Statement

Website Terms of Use

Privacy Policy

1.4. References to “SC Capital,” “we”, “us” and “our” are to be taken as referring to SC Funding Limited. References to “you” and “your” relate to you as an individual or anybody for whom you are acting, whether a partnership, an LLP or limited company.

1.5. References to the “Security Trustee” is to SC Security Trustee Limited. The “Security Trust Deed” is the declaration of trust under which the Security Trustee operates on behalf of those who make pledges as described below. The terms of the Security Trust Deed are available on written request to us.

1.6. References to “Borrower” are to a potential and/or actual borrower using our services from time to time.

1.7. References to “Loan Agreement” and “Security Documents” are to individual documents created by us for the purposes of you and/or other lenders entering into the process of lending to a Borrower.

1.8. References to the “Services” are to the facilitation of lending carried out via our website.

1.9. Whether you are acting on your own behalf or on behalf of a partnership, Limited Liability Partnership (LLP) or a Limited Company, by using the services provided by SC Capital then you confirm that you have read, understood and agree to these Term and Conditions (or subsequently updated versions). In addition, if you are acting for a partnership, LLP or Limited Company, you confirm you are authorised to act on their behalf.

1.10. If, after reading these Terms and Conditions, you feel unable to act upon them, or be bound by them, then you must not proceed to access our Services and are not authorised to use them.

1.11. Whilst this document sets out the terms of our relationship with you, the Loan Agreement will cover the specific terms in relation to any loan being granted to a Borrower. In cases of a conflict between the two documents, the Loan Agreement will prevail.

2. Lender Acceptance

2.1. To become a Lender with us the following criteria must be met:

2.1.1. you must be able to certify that you are (and remain as such):

2.1.1.1. a High Net Worth Investor, or;

2.1.1.2. a Sophisticated Investor (including by self-certification);as defined by the Financial Conduct Authority. You will have been required to certify the above as part of the application process to become a Lender;

2.1.2. you must be an individual, LLP, Limited Company, SIPP or SSAS;
2.1.3. if you are an individual, you must be over 18 years of age and have a UK bank or building society account in your name.

2.1.4.1. If you are an LLP or a Limited Company, you must have and maintain a business account with a UK bank or building society; and
2.1.4.2. you do not have a Consumer Credit Licence which would restrict your lending activities. It is your responsibility to take appropriate advice if you hold a Consumer Credit Licence.

2.2 You agree that we may carry out searches with credit reference agencies to verify the identity of all Lenders and relevant connected persons such as company directors. You warrant that any connected persons have agreed to such searches.

2.3 During the initial Lender registration process you warrant that:

2.3.1. the information you provide to SC Capital is true and accurate;

2.3.2. you are not aware of any circumstances, events or proceedings which could result in you being unable to fulfil your lending commitments; and

2.3.3. you will inform us immediately of any circumstances or events that occur which could result in you being unable to fulfil your lending commitments.

2.4. All money held pending allocation to a successful Borrower will not accrue interest.

2.5 When you agree to these terms and conditions you will not become a Lender. You will become a Lender only when you have completed the full Lender registration process. We will confirm your acceptance as a Lender by email. When we have confirmed you as a Lender, we will provide you with access to a user account that will allow you to lend subject to these Terms and Conditions. Where you lend, these terms will apply to authorise the entry into the Loan Agreement on your behalf.

2.6. You will be able to view loans which are available to invest in before you complete the Lender registration process. These Terms and Conditions will apply whether or not you have completed the Lender registration process.

2.7. Your acceptance as a Lenders will be subject to approval by SC Capital or any third parties acting for us.

3. User Access Security

3.1. Where you are accepted as a Lender, you must provide us with a current (and ensure it remains up to date) – email address; physical mailing address and contact telephone number. You must also designate a password for your user account which you agree to keep secure and not share with any third party.

3.2. If you authorise another person to act on your behalf, you will be responsible for their discussions and actions with us.

3.3. We maintain the right not to deal with anyone whom we believe is not you or is not acting with your authority.

3.4. We may suspend the use of your user account if we suspect that potentially illegal or fraudulent activities are being attempted or are being carried out.

3.5. You agree to immediately notify us if you suspect or discover that your user account and/or password have been compromised. Before further actions or decisions can be taken (other than suspending your user account), we will re-verify your identity.

4. Loan Application Review and Pledges Process

4.1. The platform provides access to loan applications which you may consider.

4.2. All loan applications will be subjected to levels of assessment by SC Capital,details of this can be seen on our website.
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‍4.3. You will be able to review a Borrower’s application (a “Loan Offering”) whilst your user account is open and place an offer of funding (a “Pledge”), which is subject to the minimum pledge amount of £1,000.

4.4. A Pledge is made by selecting emailing your account manager. Pledges will be applied on a ‘first-come-first-served’ basis. The Pledges will be received and determined in chronological order of receipt by SC Capital. In certain cases, Lenders may not be successful in funding a loan due to sufficient Pledges having already been received in relation to a particular loan from other lenders.

4.5. Before you Invest you should review the lending documents which you are agreeing to enter. By emailing a pledge you agree:

4.5.1 that if your Pledge is successful, you will be bound by the terms proposed for the Loan Offering;

4.5.2 that you will transfer monies to us to cover your Pledge;

4.5.3 that you authorise SC Capital to act as your agent in entering the Loan Agreement documents and does so for and on your behalf on the terms of the Security Trust Deed which shall apply.

4.6. All Loan Offerings must be achieved in full. Partially funded loans will not be completed or drawn down.

4.7. Once the Loan Offering amount is achieved, the Pledge process is closed and all successful Lenders are notified.

4.8. Where you are notified that you have made a successful Pledge you are deemed to immediately and irrevocably authorise the Security Trustee to agree for you to become a party to the Loan Agreement subject to the Borrower fulfilling its obligations.

4.9. Once you make a Pledge you agree it cannot be withdrawn, that the Security Trustee has your authority to enter the Loan Agreement and if the Loan Offering is successful you (via the agency of the Security Trustee) will enter the required Loan Agreement unless:

4.9.1. the Pledge process resulted in an over-subscription and your Pledge was not successful; or

4.9.2. the Loan Offering was not fully funded; or4.9.3. the Borrower declines the offer or fails to complete the loan.

4.10. By making a pledge, you agree to the account administration procedures as detailed in Section 14 of this document.

5. The Security Trustee

5.1. Given the way in which the Pledge process operates and the possibility that a loan might involve many Lenders, it is not practical for each Lender to sign each Loan Agreement or Security Document. We have therefore made arrangements for an independent company to act as Security Trustee and agent and sign documentation on behalf of each Lender when a loan is made. This also has the secondary effect of keeping the identity of Lenders confidential.

5.2. As a Lender you appoint the Security Trustee on the terms of the Security Trust Deed to act as your agent in connection with any loan. You agree that you will not take any action or commence any process against any Borrower in your own name but will act only through the Security Trustee who shall be entitled to act as provided for in these Terms and Conditions.

5.3. The Security Trustee’s duties under the Loan Agreement and Security Documents are solely administrative in nature. The Security Trustee has no obligations beyond those of an agent of any kind to any party under or in connection with the Loan Agreement.

5.4. You authorise the Security Trustee to exercise the rights, powers, authorities and discretions specifically given to the Security Trustee under or in connection with the documents together with any other incidental rights, powers, authorities and discretions.

5.5. You agree that the Security Trustee will hold the benefit of any security created on trust for all of the Lenders involved in the related loan.

5.6. The Security Trustee shall forward to each Lender electronic copies of any documents requested or copies of any documents which are delivered to the Security Trustee. The Security Trustee is not obliged to review or check the adequacy, accuracy or completeness of any documents it forwards to a Lender. This is the Borrower’s responsibility.

5.7. If the Security Trustee receives notification of a Default or Event of Default (as defined in any Loan Agreement) it shall promptly notify the Lenders which are involved in that particular loan.

5.8. If the Security Trustee is aware of a default in the payment of any principal, interest or fee payable to a Lender it shall promptly notify the Lenders involved in that particular loan.

5.9. The Security Trustee may rely on any representation, notice or documents believed by it to be genuine, correct and appropriately authorised and any statement made by a director, authorised signatory or employee of any person regarding any matters which may reasonably be assumed to be within his knowledge or within his power to verify.

5.10. The Security Trustee may engage, pay for and rely on the advice or services of any lawyers, accountants, surveyors or other experts, providing it has the means to pay for such services. The Security Trustee will decide the method of underwriting such costs before any are incurred and, in most circumstances, the costs will be met by the relevant Borrower.

5.11. The Security Trustee may act in relation to the Loan Agreement and the Security Documents through its personnel and agents.

5.12. The Security Trustee shall have absolute discretion in the exercise of any right, power or authority vested in it as Security Trustee and agent in accordance with the terms of the Loan Agreement and any Security Documents.

5.13. Each Lender authorises the Security Trustee to act or refrain from acting in respect of:

5.13.1 day to day management of the loan including, without limitation, dealing with drawdown notices, certificates of compliance and the provision of financial information from the Borrower in accordance with the Loan Agreement;

5.13.2 answering any questions raised by the Borrower;

5.13.3 administration relating to late payments due under the Loan Agreement by the issuing of standard letters; and

5.13.4 amending the terms of the any documents providing such amendments are not to the interest rate payable, the term of the loan, the repayment schedule or the security to be granted.

6. Loan Drawdown

6.1. After a Pledge is made and lending confirmed, Lenders who have made a successful. Pledge will transfer their pledged amount until required for drawdown by the Borrower.

6.2. Once the Loan Agreement and Security Documents are executed and received by SC Capital from the Security Trustee (for the Lenders) and the Borrower, and relevant arrangement fees paid by the Borrower, the loan will be drawn down. This can be drawn down to the Borrower’s solicitor for completion of the purchase or drawdown following a monitoring report from an independent surveyor through the build programme subject to security trustee approval.

6.3. After a pledge is made, you will be presented with information indicating how to transfer funds into your Platform Account. We will only transfer funds back to the bank account from which they came except by special arrangement and having first satisfied ourselves that the reasons for the request are reasonable and legal.

6.4. You are agreeing to the terms detailed in Section 14 of this document relating to your Platform Account.

7. Lender Fees

7.1. No fees are payable to register as a Lender or to pledge to contribute to a loan application. All costs in relation to the credit assessment process are paid by the Borrower. Whilst there is no anticipation that this will ever change, SC Capital reserves the right to charge a Lender Fee.

8. Interest Rates

8.1. Interest rates are fixed at the outset and remain for the term of the loan. The interest rate is calculated based on each individual application.

8.2. Interest rates may change from time to time in line with market conditions. Any change in interest rates will not affect loans already drawn down or in the process of review.

8.3. Interest on sums you have provided under a Loan Agreement will be earned from the date the loan is drawn down and not from the date the pledging has closed.

9. Interest and Capital Repayment Process

9.1. The repayment schedule is set out in the Loan Agreement.

9.2. Repayment of each Lender’s loaned amount and interest payable will be credited to the Lender’s Platform Account with us upon receipt from the Borrower.

9.3. Only amounts remitted by Borrowers will be credited to each Lender’s Platform Account; if a Borrower’s repayment is missed then no funds will be allocated the to the Lender’s account.

9.4. Any partial repayments received will be paid to Lender’s Platform Account. We retain the right to allocate partial repayments to either principal or accrued interest first.

9.5. All repayments in respect of interest will be made on a gross basis i.e. without the deduction of income tax but less any fee payable. It is up to Lenders to declare the interest they have earned.

10. Missed Repayments and Loans Default

10.1. Lending money comes with its risks and you acknowledge that whilst we and the Security Trustee will make every reasonable effort to collect missed payments and to ensure full repayment there will be cases where this is not possible.

10.2. Where a Borrower misses a payment or makes only a partial repayment, we, the Security Trustee or an agent acting on our behalf, will contact the Borrower to collect the due payment.

10.3. If a Borrower makes a proposal that differs to the original loan terms, the Security Trustee will liaise with Lenders in keeping with the wording of the Security Trust documentation.

10.4. If a loan falls into default, we or the Security Trustee will take whatever actions are deemed appropriate to protect the Lender’s position. That can include instructing agents to collect the whole loan amount and any associated costs.

11. Security and Recovery of Debts

11.1. If the Security Trustee and debt collection agency has failed to collect the loan outstanding the Security Trustee will enforce the security held to secure and recover the loan.

11.2. Where there is security in support of a loan, you accept that the enforceability of the security shall be on the basis of normal legal risks, challenges and limitations that you may face.

11.3. You acknowledge that there is a risk of losing amounts loaned, and subsequent interest, if a Borrower fails to keep up repayments.

11.4. We perform an administrative role in bringing Lenders and Borrowers together and to assist in facilitating making loans and collecting repayments. By acting on your behalf you acknowledge that we accept no liability for any outstanding Borrower payments. Lenders acknowledge that they will continue to be liable for and responsible for the rights and obligations under the Loan Agreement.

12. Ending Your Participation

12.1. If you no longer wish to be a Lender, and you have no loans currently outstanding, then you should inform us and we will remove your details from our live customer database and close your account. We may hold your data for up to 6 years after this where that is necessary to meet our regulatory requirements.

12.2. If you have outstanding loans, you must let the loans run to their maturity date.

12.3. We may terminate your participation as a Lender in respect of new loan applications for any reason. This may, but not exclusively, include:

12.3.1. any breach by you in these Terms and Conditions or Loan Agreement

12.3.2. you are suspected of committed fraud, money laundering or other criminal activities

12.3.3. any activity which could bring our reputation and that of other Lenders into disrepute

12.4. If SC Capital required to terminate your participation as a Lender for new applications for any legal reasons (including suspicions of fraud, money laundering or criminal activities), you are agreeing that Sourced may not be able to distribute or release funds to you from your Platform Accounts until such time as approval from the appropriate authorities has been provided to us.

13. Complaints

If you have a complaint about our service, our Complains Policy is here.

14. Giffin Accounts

As SC Capital use the professional services of third party providers, you agree to the terms and conditions relating to the services provided by Griffin, details can be found on www.sccapital.investments

14.1. Your Money

14.1.1. If we accept your application, we will provide you with account details into which you can transfer money to fund loans. These accounts are administered by Griffin Bank.

14.5 Complaints And Compensation

14.5.1. We and Griffin Bank have established procedures for the effective consideration of complaints. Please contact us to request a copy of our complaint handling policy.

14.5.2. We will refer complaints relating to Griffin Bank to them on your behalf.

14.5.4. If the bank with which your Platform Account is held becomes insolvent, this will not be our or the Custodian’s responsibility. The maximum compensation available from the Financial Services Compensation Scheme (FSCS) in respect of money held in a bank account is £85,000.

14.5.5. If the Custodian becomes insolvent and owes you money at the time of its insolvency in respect of the regulated services it has provided to you, you may be entitled to compensation from the FSCS, up to a maximum of £85,000. For more information you can contact the FSCS in writing at 7th Floor, Lloyds Chambers, Portsoken Street, London, E1 8BN by telephone on 0800 678 1100, by email to enquiries@fscs.org.uk or by going to www.fscs.org.uk.

14.6 Liability

14.6.1. Neither we nor Griffin Bank shall be liable to you for any loss or damage which you may suffer as a result of the provision of our respective services except where such loss or damage arises from our breach of these Terms and Conditions or was caused by our or Griffin Banks negligence, wilful default or fraud.14.6.2. Neither we nor Griffin Bank are responsible for any breach of these Terms and Conditions arising from circumstances outside our or Griffin Bank reasonable control. Our and Griffin Banks total liability to you in connection with your use of our respective services shall not exceed the amount of money you have invested.

14.6.3. Neither we nor Griffin Banks will be liable for loss of profits, sales, business, or revenue, loss of anticipated savings; loss of business opportunity, goodwill or reputation, or any indirect or consequential loss or damage.

14.6.4. Nothing in these Terms and Conditions shall limit our or Griffin Banks liability for personal injury or death, fraud, nor for any other liability, the exclusion or limitation of which is not permitted by applicable law or regulation. To the extent permitted by law, we and Griffin Banks exclude all conditions, warranties, representations or other terms which may apply to the Platform or any content on it, whether express or implied.

14.7 General

14.7.1. Other than Griffin Bank, which is a party to these Terms and Conditions in respect of the specific provisions that relate to it, no other person shall be entitled to exercise rights under these Terms and Conditions under the Contracts (Rights of Third Parties) Act 1999.

14.7.2. By accepting these Terms & Conditions you also agree to:

14.7.2.1. Your contract with Griffin Bank and

14.7.2.2 Griffin Banks terms and

14.7.2.3. the use of your personal data by Griffin Banks.

15. Other Terms

15.1. We do not provide investment advice. Information made available either directly to you or via our website should not be construed as formal advice or recommendation as the suitability of a loan application. If you are in any doubt about supporting any loan application, then we recommend you seek independent advice.

15.2. We accept no responsibility for any actions you may or may not take in respect of the content on our website or information you may obtain from us.

15.3. Whilst we will endeavour to take reasonable steps to check the accuracy of information provided to us by Borrowers, we make no representation or warranty in relation to the loan applications presented by us.

15.4. When supplying or uploading information to us you undertake that you have taken all reasonable precautions to ensure the files are virus free.

15.5. We take all reasonable precautions to protect our systems and computers from viruses but if they do occur, we accept no liability for them. It is your responsibility to install suitable anti-virus programmes on your computer.

15.6. Our website my contain links to third party websites and whilst we take precautions to ensure we only link with reputable sites we accept no responsibility or liability for any material presented or contained on those websites.

15.7. You acknowledge and agree that we do not provide financial, accounting or legal advice in respect of the Services we supply. If you have any questions about the products or Services, you should seek independent advice.

15.8. You agree that all the information provided to us and stored by us will be used in accordance with our Privacy Policy, which is available here www.sccapital.investments. You agree to keep all information provided to you confidential and only to use it for the purposes intended when it was provided.15.9. We own all present and future copyright, trademarks and designs (registered and unregistered) and intellectual property rights.15.10. Any breach by you of these Terms and Conditions, the Loan Agreement, or any act of fraud committed by you will result in your being liable to us for any subsequent loss or damage.

15.11. We will not be liable to you for any loss or damage you may suffer by using any of our services except where the losses or damages have arisen from our breach by us of these Terms and Conditions. We will not be held responsible where any breach was as a result of events or circumstances outside of our control. Our liability will be limited to the outstanding amount of the loan.

15.12. From time to time we may amend or vary these Terms and Conditions and will inform you when we do so. We recommend that you review these on a regular basis. You agree to be bound by these Terms and Conditions as subsequently amended and updated.

15.13. If any part of these Terms and Conditions is found to be illegal, invalid or unenforceable by any court or regulatory authority, the remainder shall continue in full force and effect. No single or partial exercise, or failure or delay in exercising any right, power or remedy by either you or us shall constitute a waiver by us or preclude any further exercise of that, or any right, power or remedy arising under this Terms and Conditions.

15.14. These terms and conditions shall remain in force after the termination of the agreement between us.

15.15. These Terms and Conditions are governed by English and Welsh law and the courts of England and Wales will have exclusive jurisdiction to settle any disputes that may arise in relation to this Terms and Conditions.