Application Agreement

The Business, Investor, Merchant, Owner(s) and/or Officer(s) identified in submitted application (each, individually, an "Applicant") each represents, warrants, acknowledges and agrees that all information and documents, including this submitted application ("Application Materials"), provided to Masoba Innovations, dba Masoba Capital ("MASOBA") or Recipients in connection with this Possible Transaction, including bank and credit card processor statements, are accurate, true, and complete, that Recipients may rely upon the accuracy and completeness of such information and documents, and that Applicant is authorized to submit this application agreement. Applicant will immediately notify MASOBA of any change in Applicant information or financial condition. Applicant authorizes MASOBA and MASOBA's agents, employees, independent contractors, funding sources and other representatives ("Representatives") to disclose to other persons, entities and funding sources (each, an "Assignee") all Applicant information and documents that MASOBA, Representatives, and Assignee (collectively, "Recipient") may obtain, including, Applicant's express authorization of Recipient to request, receive and use any credit reports, investigative reports, statements from creditors or financial institutions, verification of information, or any other information that a Recipient deems necessary and each Recipient is further authorized to use such information and documents, and share such information and documents with other Recipients in connection with the placement of commercial loans, including, without limitation, loans having daily repayment features, purchases of future receivables and/or Merchant Cash Advance transactions or other commercial loans (collectively, a “Possible Transaction”). To facilitate a Possible Transaction, Applicant acknowledges that MASOBA might not serve as the actual source of funds and expressly authorizes that MASOBA may provide the Application Materials to non-affiliated third-parties under an Independent Sales Organization Agreement or other similar arrangement and receive a fee upon the placement of a Possible Transaction between the Applicant and the respective third-party. Applicant unconditionally waives and releases all claims against Recipients in connection with a Possible Transaction, arising from any act or omission, except in the case of gross or willfully negligent conduct, including, but not limited to, relating to the requesting, receiving or release of an Applicant's information and documents in connection with a Possible Transaction.

If the Applicant desires to obtain a real estate mortgage loan which will be secured by the Property (as defined in submitted real estate application and agreement), than the Applicant(s) hereto, each in consideration of the covenants and agreements of the other, in consideration of the services to be performed, and for good and other valuable consideration, the receipt and adequacy of which are hereby acknowledged, agree as follows:

1. Services Applicant hereby contracts Masoba ("Broker") to assist Applicant in obtaining a commitment for a mortgage loan (the “Loan”) on either non-owner occupied residential property(ies) or a commercial property in the amount and terms acceptable to Applicant (“Loan Amount”) secured by the property(ies) mentioned in submitted application (collectively, the “Property”).

2. Best Efforts Broker agrees to use reasonable commercial efforts to assist in securing the Loan; however, Broker does not guarantee the Loan can or will be obtained. Applicant agrees that Broker will not be liable to Applicant for any losses or damages whatsoever in the event Loan is not secured.

3. Fee If Applicant secures the Loan as a direct or indirect result of Broker’s efforts, Applicant agrees to pay to Broker an amount equal to 3 points of the Loan Amount (the “Fee”). The Fee shall be earned upon issuance of a commitment with terms and conditions acknowledged in writing to be acceptable to the Applicant. The parties agree that the Fee shall be due and payable on the HUD at the Loan closing.

4. Term Broker and Applicant agree that this Agreement and authority of Broker by Applicant shall continue six (6) months from Effective Date, thereafter this Agreement shall continue until terminated in writing by either party.

5. No Circumvention For a period of six (6) months following the termination of this Agreement, Applicant shall not circumvent Broker by directing, approaching, dealing, contacting or entering into a transaction with any funding source introduced to Applicant by the Broker during the term of this Agreement.
If Applicant does circumvent the Broker, Broker shall be entitled to the Fee described in Section 2, notwithstanding any other payments made by Applicant to other brokers concerning the subject circumvention. This Section 5 shall survive the termination of this Agreement.

6. Relationship The parties agree that the relationship of Broker and Applicant shall be that of an independent contractor. This Agreement is neither intended to, nor will it be construed as, an agreement to create a joint venture, partnership, or other form of business association between the parties. All parties recognize that this Agreement is non-exclusive with respect to the Broker.

7. Miscellaneous Each party specifically acknowledges and agrees that this Agreement and its interpretation and enforcement are governed by the laws of the State of Texas. Furthermore, each party irrevocably (i) submits to the jurisdiction of any court of the State of Texas located in El Paso County for the purpose of any suit, action or other proceeding arising out of this Agreement or any of the agreements or transactions contemplated hereby (each, a “Proceeding”), (ii) agrees that all claims in respect of any Proceeding may be heard and determined in any such court, (iii) waives, to the fullest extent permitted by law, any immunity from jurisdiction of any such court or from any legal process therein, (iv) agrees not to commence any Proceeding other than in such courts and (v) waives, to the fullest extent permitted by law, any claim that such Proceeding is brought in an inconvenient forum. The substantially prevailing party will be entitled to recover its attorneys’ fees from the substantially non-prevailing parties incurred in connection with the prevailing party’s efforts to enforce this Agreement, regardless of whether any action or proceeding is commenced. Any purported assignment without the other party’s prior written consent will be void ab initio. This Agreement sets forth the entire understanding of the Parties with respect to the subject matter of this Agreement and supersedes all prior agreements and understandings between the parties regarding the subject matter of this Agreement. This Agreement may not be amended except by a writing signed by each party. If for any reason any provision of this Agreement is determined by a tribunal of competent jurisdiction to be legally invalid or unenforceable, the validity of the remainder of the Agreement will not be affected and such provision will be deemed modified to the minimum extent necessary to make such provision consistent with applicable law and, in its modified form, such provision will then be enforceable and enforced. This Agreement is binding upon the parties and will bind their executors, personal representatives, legatees, heirs, successors and assigns. No waiver by any party of any right or default under this Agreement will be effective unless in writing and signed by the waiving party. No such waiver will be deemed to extend to any prior or subsequent right or default or affect in any way any rights arising by virtue of any prior or subsequent such occurrence. A copy of this agreement may be accepted as an original.  Submission of application constitutes Applicant’s agreement of this agreement.

The Applicant understands that MASOBA is making no commitment or guarantee that any product, evaluation, or guidance provided by MASOBA will result in an approval for credit from MASOBA or a third-party.  Applicants must meet MASOBA lender’s minimum credit criteria to be eligible for any product, subject to other underwriting terms and conditions, and MASOBA does not make consumer or real estate loans.
By submitting this application the Applicant further consents to receiving telemarketing calls and messages, including calls using an automatic telephone dialing system, from MASOBA and those acting on its behalf at the telephone number you have provided above (including your cellular phone number); agree that this consent applies even if the number you have provided is currently on any state, federal, or corporate Do-Not-Call registry; and understand that you are not required to provide this consent as a condition of receiving any credit or services from MASOBA and that you may apply for business credit by contacting us directly; and (ii) acknowledge and accept the Terms of Use and Privacy Policy and understand that you may opt out of receiving communications of your choice as provided in the Privacy Policy.

One of the products that may be offered through MASOBA lender’s is the purchasing of a specified amount of a business’s future credit card and other receivables at a discount. These purchase transactions are typically referred to as “Merchant Cash Advances.” Such transactions are not loans or extensions of credit, but rather “true sales” of a merchant’s unborn receivables regarding which the purchaser bears the risk of loss. Merchant Cash Advance transaction have no set term, maturity date, or fixed or minimum payment amounts.

To help the government fight the funding of terrorism and money laundering activities, federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account. Therefore, when you open an account, we or provided lender will ask for your name, address, date of birth, and other information that will allow us to identify you. We or provided lender may also ask to see your driver’s license or other identifying documents.