TERMS OF USE AGREEMENT

(Updated January 2012)

 

Welcome to Mission Asset Fund, a California non-profit public benefit corporation (together with its affiliates, officers, directors, agents, employees, representatives, partners and their respective affiliates, collectively, "MAF"). This Terms of Use ("Agreement") is a legal agreement between you ("you") and MAF and governs your access and use of the Lending Circles program, the lendingcircles.org website (the “Website”) and all other program models and websites owned and operated by MAF (including but not limited to www.lendingcircles.org,  www.missionassetfund.org, www.citizenshiptandas.org, www.resourcesmatch.org) that have this Agreement posted (collectively, "Lending Circles"), including, but not limited to, all transactions conducted on the Website and all MAF services provided in connection with Lending Circles. By participating in Lending Circles, you signify that you have read all of the terms and conditions in, and linked to, this Agreement and our Privacy Policy, and you agree to be bound by this Agreement, whether or not you participate in MAF’s Lending Circles program or similar programs or otherwise use the Website (in each such capacity, a "User"). If you do not agree with all of the terms and conditions in this Agreement, you will not be granted any rights under this Agreement and you may not use or participate in Lending Circles or access or use the Website. Signing up for Lending Circles or other services offered by Mission Asset Fund means you accept the following terms:

This Agreement supersedes any previous Agreement to which you and MAF may have been bound. This Agreement may be modified by MAF in its sole discretion from time to time and such modifications shall automatically become part of this Agreement and shall be effective once posted by MAF on the Website (as indicated by the posted update date). Your participation in Lending Circles and use of the Website will be subject to any such modifications. You should review the Website and this Agreement from time to time for any modifications.  If you do not agree with any such modifications, please immediately stop participating in Lending Circles and accessing and using the Website.

This Agreement will be binding on, inure to the benefit of and be enforceable against the parties and their respective successors and permitted assigns. MAF has the right to delegate, assign or otherwise transfer any or all of its rights and duties under this Agreement. Neither the course of conduct between parties nor trade practice shall act to modify any provision of the Agreement. All rights not expressly granted herein are hereby reserved. Headings are for reference purposes only and in no way define, limit, construe or describe the scope or extent of such section.

You may receive a written copy of this Agreement by emailing us at: This email address is being protected from spambots. You need JavaScript enabled to view it. , Subject: MAF Terms of Use Agreement.

1.       Participation in Programs

 

MAF manages peer loan programs (“Lending Circles”) (inclusive of Website, Lending Circles, Cestas Populares, Citizenship Tandas and other MAF programs), to organize groups of unbanked, underbanked or low-income persons in various communities around the United States (each, a "Borrower" and, collectively, "Borrowers") in need of affordable capital.

 

In most instances, these Borrowers are considered "high risk" by traditional lenders for a variety of factors, including, but not limited to, the Borrowers' lack of credit history, a damaged credit history, self-employment or limited income, the variable use of the loan proceeds for entrepreneurial or personal endeavors (including investments in a "start-up" business), or unknown immigration status. Please carefully review the section entitled "Definition of Roles" which highlights the various risks associated of participating in Lending Circles and explains in greater detail the role played by MAF, the Organizational Partners (defined below in this Section 1) and the Borrowers.

 

By participating in Lending Circles or any other loan program offered by MAF or otherwise accessing or using the Website, you hereby acknowledge and agree that (a) MAF makes no representation, warranty, covenant or guarantee that any funds lent to a Borrower will be repaid in whole or in part, unless otherwise stated in program agreements holding MAF as the guarantor and (b) loans and other similar transactions (each, a "Loan") are unsecured and bear a high risk of non-repayment. Lending Circle Loans are philanthropic in nature with no offered rate of return and, as such, are not intended as, and cannot be considered as, an investment in a financial instrument or security.

 

1.1.      Definition of Lending Circles. The Lending Circles model (“Lending Circles”) is a formalized version of the cultural practice of peer lending, where an individual Borrower joins a group of Borrowers (“Lending Group” or collectively, “Lending Groups”) to collectively engage in a 0% interest and $0 fee credit-building loan. Each Borrower’s loan payments are used to capitalize the applicable Lending Circle’s revolving loan fund and help fund other Borrower’s loans; Borrowers are therefore considered Lenders for the purpose of this program.

 

1.2.      Definition of Roles.

 

1.2.1.    Borrower: A Borrower (collectively, “Borrowers”) is any individual who has applied for and is granted a peer loan through Lending Circles. Each Borrower signs a Promissory Note equal to and not exceeding the loan amount (“Loan Total”) and agrees to pay the Loan Total by the maturity date of the Loan (“Maturity Date”). Some Borrowers shall receive the Loan in advance of completed monthly loan payments; others shall receive the Loan during or after fully repaying the loan. All Borrower payments shall be applied to the applicable Lending Group’s revolving loan fund.

 

1.2.2.    Lender: A Lender is any individual who has applied for and is granted membership in a Lending Circle; Lenders make monthly contributions to capitalize the applicable Lending Group’s revolving loan fund. All Lenders shall receive a full loan distribution from the loan fund at a predetermined point during the loan cycle at which point they assume the role of a “Borrower” and all prior contributions shall be credited as loan payments towards Loan Total.  As such, the term “Lender” shall be herein interchangeable with “Borrower”.

 

1.2.3.    Originator: An Originator (collectively, “Originators”) is an existing organization, selected by MAF to implement Lending Circles, that works in underbanked or low-income communities and generally has a stated mission to reduce poverty by providing affordable working capital to underbanked or low-income borrowers. All Originators shall have Memoranda of Understanding (“MOU”) Agreements with MAF. Originators organize Borrowers into Lending Groups, are signatories on Promissory Notes for loans originated by their organization, and assume varying risks of loan defaults. In some cases, MAF itself shall assume the role of the Originator itself, as reflected on the applicable Promissory Note, and shall assume all duties, responsibilities and risks of loan defaults of an Originator therewith. The term “Originator” or “Originators” shall be herein interchangeable with “Partner,” or collectively, “Partners”.   

 

1.2.4.    Guarantor: As the Guarantor, MAF ensures each Borrower of a full return of any and all loan payments made by Borrower.  Pursuant to applicable MOU Agreements with Partners, some or all Partners may be required to have a Loan Loss Reserve Fund and may be required to assume the risk of any loan default on any originated by their organization or Promissory Note signed by such Partner. The term “Guarantor” shall be herein interchangeable with “Mission Asset Fund” or “MAF”.

 

1.2.5.    Servicer: As the Servicer, MAF manages the servicing of all loans for Borrowers, including data collection, initiation of ACH transfers, and record-keeping of loan payments. The term “Servicer” shall be herein interchangeable with “Mission Asset Fund” or “MAF”.

 

1.2.6.    Furnisher: As the Furnisher, MAF provides loan payment data to major credit bureaus, pursuant to an arrangement with Credit Builders Alliance. The term “Furnisher” shall be herein interchangeable with “Mission Asset Fund” or “MAF”.

 

1.3.      Terms for Partners. By participating in Lending Circles, and signing the applicable Promissory Notes and MOUs, Partner/Originator agrees to fulfill the following terms and conditions:

 

1.3.1.    Screen and Enroll Applicants: Partner shall coordinate the delivery of a Borrower’s completed program application and other requirements to MAF. Partners are solely responsible for screening and selecting each Borrower (including, without limitation, completing a full application, collecting required supported documentation from Borrowers, documenting order of disbursement for Borrowers in each Lending Group), and MAF expressly disclaims any responsibility to screen or select any Borrower.  MAF shall have no liability whatsoever with respect to such screening or selection of Borrowers, and you shall hold MAF harmless from, any and all liabilities with respect to or resulting from such screenings and selections.

 

1.3.2.    Borrower Services: Partner shall provide client services to Borrower and proactively support the applicable Borrower for a successful experience in the program

 

1.3.3.    Communication: Partner shall maintain regular communication with MAF regarding Borrower participation.

 

1.3.4.    Late Payment or Default: In the event that a Borrower is deemed to have a Late Payment or Default described in Section entitled “Loan Terms”, MAF will notify Partner of Late Payment or Default. Partner shall make its best effort to remedy Late Payment or Default with Borrower. 

 

1.3.5.    Order of Loan Distribution: Partner shall submit to MAF the order for Loan Disbursement as determined by the Borrowers in a given Lending Group.

 

1.3.6.    Assumption of Risk. In the event that a Partner originates a Borrower’s Loan, Partners shall also sign the Borrower’s Promissory Note. By signing the Promissory Note, Partners shall assume any risk of default on behalf of the Borrower for the applicable Loan. For example, if a Borrower were to default on the applicable Loan, the Partner hereby ensures full funding of the applicable Lending Group to protect the assets of the other Borrowers in the Lending Group. In some or all cases, partners may be required by MAF to establish a Loan Loss Reserve Fund for this specific purpose to be managed independently or by MAF. For specific terms and agreements regarding assumption of risk, please refer to the applicable MOU between Partner and MAF.

 

1.4.      TERMS FOR GUARANTOR/SERVICER/FURNISHER. As the Guarantor, Servicer and Furnisher for Lending Circles Loans, MAF agrees to fulfill the following terms and conditions:

 

1.4.1.    MAF may waive any of the terms or conditions of this agreement, but no such waiver shall affect or impair its right to require observance, performance, or satisfaction of those terms or conditions as they apply to a subsequent occasion or of any other term or condition of this agreement.

 

1.4.2.    MAF aggregates contributions from Lenders and payments from Borrowers from the applicable Lending Groups and disburses 100% of these funds (excluding the interest earned, if any, on such funds while they are held in a MAF user loan funds account) to applicable Borrowers in a Lending Group. Funds are held in a non-interest bearing accounts at Citibank.  More details are outlined in the Section entitled “Loan Terms” below.

 

1.4.3.    In the event that Borrower fails to make any payment required by the applicable Promissory Note, MAF may, at its option, transfer rights to the note to Partner to make the full outstanding balance of Borrower’s loan due and payable immediately. In the event the loan evidenced by the applicable Promissory Note is collected by or through an attorney, the holder of the note shall be entitled to recover reasonable attorney fees to the extent permitted by applicable law.

 

1.5.      TERMS FOR Borrower. By enrolling in Lending Circles and signing the applicable Promissory Note, Borrower/Lender agrees to fulfill the following terms and conditions:

 

1.5.1.    Loan Repayment Terms: Borrower will, in monthly increments, repay the entire Loan Total amount on the applicable Loan to MAF by the Maturity Date and agrees to the terms below in the Section entitled “Loan Terms.”

 

1.5.2.    Requirements for Loan: Borrower will: 1) Maintain an individual checking account at a bank or credit union (“Bank Account”); AND 2) Obtain a Social Security Number or an ITIN if Borrower does not currently have one.

 

1.5.3.    Authorizations: Borrower authorizes MAF and its applicable Partner to: 1) Service loans via Lending Circles Management System; 2) Access any and all data associated with any electronic funds transfer authorized under the applicable Loan; 3) Periodically request and obtain a copy of Borrower’s credit reports through TransUnion, Experian and/or Equifax for conducting client tracking and program evaluation purposes only.

 

1.5.4.    Personal Information: Borrower shall inform MAF and its Partners of any changes to personal information (including Bank Account, contact information, etc.) provided in Borrower’s Lending Circles Application or Promissory Note.

 

1.6.      Loan Terms

 

1.6.1.    Method of Loan Repayment. Pursuant to the applicable Loan, on the 17^th day of each month or on the first business day thereafter (“Payment Date”), Borrowers agree to make monthly payments through electronic transfer from Borrower’s bank account to MAF’s bank account unless and until Borrower repays the Loan Total in full by the applicable Loan’s Maturity Date. Borrower agrees to make on-time monthly payments pursuant to the applicable Loan without receiving any further notice, bill or request for payment. Borrower also agrees to provide MAF with notification of any Bank Account changes at least two (2) weeks prior to any scheduled payment.

 

Borrowers further authorize Citibank, N.A., the current payment processor for MAF, or any future payment processor MAF designates, to initiate monthly electronic transfers from Borrower’s bank account to MAF’s bank account. Borrower understands that this authorization will remain in effect until Borrower provides written notice of this termination to MAF, and will give MAF a reasonable opportunity to act on such notice.

 

1.6.2.    Disbursement. Loans are made directly to Borrowers by leveraging and pooling loan payments from Borrowers in the same Lending Group. Each Borrower holds an individual Promissory Note (“Promissory Note”) with MAF and each Borrower is solely responsible for repayment of their individual Promissory Note and holds no responsibility to repay any other Borrower’s Promissory Note. Borrowers and Partners shall be aware that the timing of a Loan distribution shall vary and is determined by the members of the applicable Lending Group: in some cases, borrowers will receive the loan distribution in advance of completing any or all monthly payments owed on the applicable Loan; in other cases, Borrowers will act as Lenders and pay the Loan upfront, thus receiving a distribution towards the end of the applicable Lending Group’s cycle. While MAF makes no representation, warranty, covenant or guarantee that any funds lent to a Borrower will be repaid in whole or in part, it is the intent of MAF to protect and guarantee each individual Borrower’s loan from any case of a default on behalf of another Borrower in a given Lending Group.  

 

As stated above in Section entitled “Definition of Roles,” MAF identifies Partners that work in underbanked or low-income communities and generally have a stated mission to reduce poverty by providing affordable working capital to underbanked or low-income borrowers. Loan disbursements are accepted in cooperation with such Partners and are funded by the Borrower’s applicable Lending Group. Funds loaned by the Lending Group will be disbursed, in a pre-determined order, up to but not exceeding once per month, to a pre-designated Borrower in the Lending Group, until all Borrowers in the applicable Lending Group have received a loan distribution equal to and not exceeding the amount specified on the Borrower’s Promissory Note.  

 

1.6.3.    Collection and Repayment. Loans are repaid directly by the Borrower(s) to the Lending Group, through pre-arranged monthly ACH transfers. As Borrowers repay the Loans, MAF will provide the Partners with a record of such repayments actually received. Repayments are made in periodic monthly installments, depending on the terms of the applicable Loan. Any amounts actually received by MAF from a Borrower as repayment will be distributed among the Lending Group on a predetermined cycle in accordance with the applicable Loan. Furthermore, please note that timing of distributions to Borrowers of any collected repayment may vary and may be materially impacted because of circumstances that, in MAF’s judgment, require MAF to conduct further reviews with respect to the collected repayments (by way of one example, to resolve issues regarding accuracy of repayment amounts and corresponding data, or for other issues). You hereby acknowledge and agree that neither the Partner(s) nor the Borrower(s) will have direct contractual obligation or liability to pay you any principal and that MAF is obligated to repay only such Loan principal to the extent actually received by MAF from a Borrower (subject to the conditions noted above). None of MAF, its Partner(s) or any Borrower will have any obligation to pay interest on the Loan or other fees or amounts (other than as expressly set forth above) to you or any other Lender in connection with any Loan. At this time, MAF does not charge interest on any Loans.

 

1.6.4.    Loan Records. Records of each Loan (including this Agreement and any repayment history) are kept by MAF and will be made available to Partners and/or Borrowers at any time throughout the term of the Loan, upon request.

 

1.6.5.    Late Payment. Pursuant to the applicable Loan, Borrower agrees that their Bank Account shall retain sufficient funds to cover the monthly Loan payments. Borrower understands that in the event that Borrower fails to make a payment within 30 days after the Payment Date, the payment will be deemed late (“Late Payment”).  In the event that Borrower’s funds are insufficient, Borrower agrees to pay MAF a late fee of $10 dollars.  Borrower understands that this fee is in addition to the monthly payments and will not reduce the Loan Total. Borrower acknowledges that any failure to make payments on time could negatively affect Borrower’s credit report. If a Borrower has one or more Late Payments, MAF may opt to make the full outstanding balance of Borrower’s Loan due and payable immediately.

 

1.6.6.    Default. The occurrence of any of the following events shall constitute a Loan Default (“Default”) by the Borrower of the terms of this Agreement and Promissory Note: 1) Borrower’s failure to make two (2) consecutive payments; OR 2) Borrower’s failure to pay the Loan Total in full by the Maturity Date.

 

Borrower hereby waives presentment for payment, protest, and notice of protest for Default and waives trial by jury in any action under or relating to this Agreement or the Loan.  In the event the Loan is collected by or through an attorney, MAF shall be entitled to recover reasonable attorney fees to the extent permissible by applicable law.

 

 

1.7.      FURNISHING AND Credit Reporting. It is the intention of MAF to assist Borrowers in establishing and improving their credit histories as a result of participating in Lending Circles. After successful enrollment into Lending Circles, Borrowers hereby authorize MAF, at its discretion, to pull their credit reports at least twice during the loan period. It should be noted that pulling credit reports shall not (positively or negatively) impact a Borrower’s credit score. Borrowers are hereby advised that, in the case of Late Payments or Defaults, a Borrower’s credit score may be impacted negatively, as a result of late or nonpayment on the applicable Promissory Note. MAF further makes no guarantees that a Borrower will increase their credit score as a result of participation in the program. Pursuant to an arrangement with Credit Builders Alliance, MAF reports monthly loan payments of applicable Borrowers to credit bureaus. Pursuant to an agreement with Credit Builder’s Alliance, MAF cannot provide Borrowers with a copy of their actual credit report and score; if a Borrower wishes to obtain a free copy, they can either visit www.freecreditreport.com or contact MAF for a referral to an agency that may be able to provide it.

 

1.8.      Tax Deductibility. You understand that MAF is a non-profit public benefit corporation. MAF has received exemption with the Internal Revenue Service as an organization that qualifies as a public charity under Section 501(c)(3) of the Internal Revenue Code of 1986, as amended from time to time. You acknowledge, however, that your Loan payments, even if made before the disbursement, do not make you eligible to receive a tax deduction as might otherwise be available in connection with a charitable contribution to a tax-exempt public charity. This Agreement does not attempt to define the tax implications of participating in Lending Circles. If you participate in Lending Circles, you should consult with your own accountants, tax advisors and legal advisors.

 

2.       Proprietary Rights

 

2.1     Mission Asset Fund Marks: “Mission Asset Fund,” "MAF", “Citizenship Tandas”, “Resources Match,” "MAF" logo, the “Lending Circles” and other MAF graphics, logos, designs, page headers, button icons, scripts, names and branding are trademarks, service marks or trade dress of MAF ("MAF Marks"). MAF Marks may not be used, including, without limitation, as part of trademarks or domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without the prior written permission of MAF.  MAF or its licensors own and retain all proprietary rights in the Program, the Website and all content, material and information posted, uploaded, transmitted or otherwise shared by MAF thereon (collectively, "Content"). The Website contains the copyrighted material, trademarks and other proprietary information of MAF and its licensors. You may display and make limited copies of the Content (other than the MAF Marks) for your personal, non-commercial use in connection with your participation in the Program (except as provided herein), but you may not alter, modify, publish, distribute, publicly display or sell any Content or other such proprietary information, or otherwise copy, transmit or use any Content or other such proprietary information without the express, written permission of MAF. MAF may, at its discretion, grant Partners the use of its “Your Money, Your Mission” financial training curricula (“the Curricula”), outreach or other materials for Lending Circles. Partners may alter or customize these materials for their use in implementing Lending Circles (including the addition of a Partner logo), but must also retain MAF Marks on all outreach or publication materials. The Curricula and all other Lending Circles materials are the sole property of MAF and should not be replicated, distributed or sold to third parties without prior and written approval from MAF.

 

2.2     Lending Circles Management System: MAF operates a proprietary software management system to manage Lending Circles, including but not limited to applicable Loans, Program Applications, Promissory Notes, payment and disbursement history, and credit report data (“Lending Circles Management System” or “LCMS”). At MAF’s discretion, Partners may or may not be granted a license (“License” or collectively, “Licenses”) to utilize LCMS to input applicable Borrower information. Partners may or may not be charged a licensing fee for their exclusive use of LCMS. “Lending Circles Management System,” “LCMS,” any corresponding Website or web portals are the sole property of Mission Asset Fund. LCMS may not be used, including, without limitation, as part of trademarks or domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without the prior written permission of MAF.  MAF or its licensors own and retain all proprietary rights to LCMS, all content, material and information posted, uploaded, transmitted or otherwise shared to and from MAF thereon (collectively, "LCMS Content"). You may not alter, modify, publish, distribute, publicly display or sell any LCMS Content or other such proprietary information, or otherwise copy, transmit or use any LCMS Content or other such proprietary information without the express, written permission of MAF. If a Partner is found to be abusing its use of LCMS, MAF may, at its sole discretion, revoke any License held by such Partner, without refund of any licensing fee paid by Partner.

 

2.3     Resources Match: MAF operates a proprietary resource and referral management system (“Resources Match” or “RM”). At MAF’s discretion, Partners may or may not be granted a license (“License” or collectively, “Licenses”) to utilize RM to provide referral information to applicable Borrowers. Partners may or may not be charged a licensing fee for their exclusive use of RM. “Resources Match” and corresponding Website (including but not limited to ResourcesMatch.org) or web portals are the sole property of Mission Asset Fund. Resources Match may not be used, including, without limitation, as part of trademarks or domain names, in connection with any product or service in any manner that is likely to cause confusion and may not be copied, imitated, or used, in whole or in part, without the prior written permission of MAF.  MAF or its licensors own and retain all proprietary rights to Resources Match, all content, material and information posted, uploaded, transmitted or otherwise shared to and from MAF thereon (collectively, "RM Content"). You may not alter, modify, publish, distribute, publicly display or sell any RM Content or other such proprietary information, or otherwise copy, transmit or use any RM Content or other such proprietary information without the express, written permission of MAF. If a Partner is found to be abusing its use of RM, MAF may, at its sole discretion, revoke any License held by such Partner, without refund of any licensing fee paid by Partner.

 

With the exception of private or confidential Borrower information, if you post, upload, submit, transmit or otherwise share any messages or other content, information, images, photographs, pictures or other materials (collectively, "User Generated Content") with MAF or on MAF’s associated Websites, you agree to grant, and hereby grant to MAF an irrevocable, perpetual, non-exclusive, fully-paid, worldwide license to: (a) use, copy, perform, display and distribute the User Generated Content; (b) modify, alter, prepare derivative works of, and/or incorporate into other works, the User Generated Content; and (c) grant and authorize sublicenses of the foregoing. You represent and warrant that you have the right, power and authority to grant the foregoing license.  In addition, you agree to release, discharge and agree to hold harmless MAF from any and all claims or liability, whether known or unknown, including any and all claims in connection with the publication, production, processing, distribution or exploitation of the User Generated Content, including, without limitation, any claims of infringement or violation of any intellectual property, moral, publicity, privacy or proprietary rights.

 

You acknowledge, consent and agree that MAF may, at its sole discretion and to the extent permitted by law, access, read, preserve and disclose your account information, payment history (if applicable) and User Generated Content in order to: (a) comply with any applicable law, regulation, legal process, or governmental request; (b) respond to claims that any Content violates the rights of third parties, including intellectual property rights; (c) enforce this Agreement and investigate potential violations thereof; (d) detect, prevent, or otherwise address fraud, security, or technical issues; (e) respond to your requests for customer service; or (f) protect the rights, property, or personal safety of MAF, its users, or the public.

 

To file a notice of infringing material on the Website, please provide a notification containing the following details:

 

·         Reasonably sufficient details to enable us to identify the work claimed to be infringed or, if multiple works are claimed to be infringed, a representative list of such works (for example: title, author, any registration or tracking number, URL);

 

·         Reasonably sufficient details to enable us to identify and locate the material that is claimed to be infringing (for example a link to the page that contains the material);

 

·         Your contact information so that we can contact you (for example, your address, telephone number, email address);

 

·         A statement that you have a good faith belief that the use of the material identified by you is not authorized by the copyright owner, its agent, or the law;

 

·         A statement, under penalty of perjury, that the information in the notification is accurate and that you are authorized to act on behalf of the owner of the exclusive right that is alleged to be infringed.

 

·         Your physical or electronic signature.

 

 Then send this notice to:

 

By Mail:

 

Mission Asset Fund

Executive Director

2301 Mission Street #303

San Francisco, CA 94110

 

By Email:

This email address is being protected from spambots. You need JavaScript enabled to view it.

 

The Website contains (or you may be sent through the Website) links to other web sites ("Third Party Sites"), as well as content, information, images, photographs, pictures and materials (including, without limitation, text, graphics, designs, music, sound, video, information and software) belonging to or originating from third parties ("Third Party Content"). Such Third Party Sites and Third Party Content are not investigated, monitored or checked for accuracy, appropriateness, or completeness by MAF, and MAF is not responsible for any Third Party Sites accessed through the Website or any Third Party Content posted, uploaded, transmitted or otherwise shared on the Website, including without limitation the content, accuracy, offensiveness, opinions, reliability or policies of or contained in the Third Party Sites or the Third Party Content. Inclusion of or linking to any Third Party Site or any Third Party Content does not imply approval or endorsement thereof by MAF. If you decide to leave the Website and access a Third Party Site, you do so at your own risk and you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the Website.

 

3.       Acceptable Use

 

You may access and use the Website for your personal use in connection with Lending Circles. The Website may not be accessed or used by you in connection with any other endeavors -- commercial or otherwise -- except as previously approved in writing by an authorized representative of MAF. Your access and use of the Website and participation in Lending Circles shall be in strict compliance with this Agreement, including, without limitation, other procedures and guidelines set forth on the Website and applicable law. You may not use the Website in any manner that could damage, disable, overburden or impair the Website or software, systems or equipment of MAF, any Borrower, Partner or any other person.  You may not engage in advertising to, or solicitation of, any Borrower, Partner or any other person to buy or sell any products or services through the Website. You may not transmit any chain letters, junk email or "spam" to any Partner, Borrower or any other person. MAF has the right to investigate and take appropriate legal action (including, without limitation, civil, criminal and injunctive redress) against any illegal and/or unauthorized uses of the Website, including collecting or harvesting (whether or not by automated scripts) the name, email address or any other personal or confidential information of any Partner, Borrower or any other person by electronic or other means for any reason, including, without limitation, the purpose of sending unsolicited email and unauthorized framing of or linking to the Website.

 

Although MAF assumes no obligation to monitor the conduct of any Borrower or Partner on or off the Website, it is a violation of this Agreement to use the Website or any information obtained from the Website or from MAF in order to: (i) harass, abuse, or harm another person (including, but not limited to, using profanity in lender messages or joining lending groups in bad faith), (ii) prevent or exclude others, who are using the Website or Lending Circles in compliance with this Agreement, from participating in Lending Circles, or (iii) contact, advertise to, solicit, or sell to any Partner, Borrower or other person without their prior explicit consent. In order to protect such persons from such advertising, solicitation or harassment, MAF reserves the right to remove content from the Website that violates acceptable use in MAF’s sole discretion.

 

MAF reserves the right at all times (but will not have an obligation) to remove or refuse to post or distribute any Third Party Content, and to restrict, suspend or terminate the participation of any User or any Lending Group from Lending Circles and all Websites at any time, with or without prior notice. Without in any way limiting the foregoing, it is a violation of this Agreement to post, upload, submit, transmit or otherwise share any content, including, but not limited to, written materials or images, that in MAF’s opinion is obscene, harassing, contains profanity, or may be hateful or offensive on racial, ethnic, sexual or any other grounds; is harmful, vulgar or distasteful; contains graphic or gratuitous violence; or is defamatory, libelous, or invades another person's privacy or proprietary rights.

 

In consideration of your use of Lending Circles or the Website, you agree to (a) provide accurate, current and complete information about you as may be prompted by any registration forms on the Website or in person ("Registration Data"); (b) maintain and promptly update the Registration Data, and any other information you provide to MAF, to keep it accurate, current and complete; and (c) be fully responsible for all use of your account and for any actions that take place using your account.  You agree not to impersonate any person or entity.

 

4.       Disclaimers; No Warranty

MAF is not responsible, and shall have no liability, for any incorrect or inaccurate content posted on the Website or any liability, cost or expense you may incur in connection with Lending Circles, whether caused by any User, Partner, Borrower or other person or by any of the equipment or programming associated with or utilized in Lending Circles. MAF is not responsible for the conduct, whether online or offline, of any User of the Website or participant in Lending Circles, or any other person. With respect to Lending Circles, MAF assumes no responsibility for any error, omission, interruption, deletion, defect, delay in operation or transmission, communications line failure, theft or destruction or unauthorized access to, or alteration of, any communications.

Under no circumstances will MAF be responsible for any loss or damage, including, without limitation, personal injury or death, resulting from any use of the Website or participation in Lending Circles, any content posted, uploaded, submitted, transmitted or otherwise shared on the Website or any Website or web portal hosted by MAF, whether online or offline. MAF neither represents, warrants, covenants guarantees, nor promises any specific results from use of Lending Circles.

 

THE WEBSITE AND LENDING CIRCLES, INCLUDING, WITHOUT LIMITATION, ANY CONTENT OR INFORMATION CONTAINED WITHIN IT OR ANY SERVICE OR ADVICE PROVIDED IN CONNECTION WITH LENDING CIRCLES, IS PROVIDED "AS IS" WITH NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT. USE OF LENDING CIRCLES IS AT YOUR OWN RISK. YOU ASSUME TOTAL RESPONSIBILITY AND RISK FOR YOUR USE OF THE WEBSITE AND YOUR PARTICIPATION IN LENDING CIRCLES.

 

MAF makes no representation or warranty, express or implied, with respect to any third party data provided to MAF or its transmission, timeliness, accuracy or completeness, including but not limited to implied warranties or warranties of merchantability or fitness for a particular purpose. MAF will not be liable in any way to you or to any other person for any inaccuracy, error or delay in or omission of any third party data or the transmission or delivery of any such third party data and any loss or damage arising from (a) any such inaccuracy, error, delay or omission, (b) non-performance or (c) interruption in any such third party data due either to any negligent act or omission by MAF or "force majeure" or any other cause beyond the control of MAF.

We have implemented commercially reasonable technical and organizational measures designed to secure your personal information from accidental loss and from unauthorized access, use, alteration or disclosure. However, we cannot guarantee that unauthorized third parties will never be able to defeat those measures or use your personal information for improper purposes. You acknowledge that you provide your personal information at your own risk.

 

5.       Limitation of Liability

You understand that any and all decisions made by you with respect to Lending Circles are yours alone. MAF cannot and does not verify the accuracy of information from Partners or Borrowers. MAF shall not be responsible, or have any duty or obligation to, or liability for any direct, indirect, punitive, incidental, special, consequential or exemplary damages, including without limitation damages that result from the use of Lending Circles or the Website, or inability to use Lending Circles or the Website, including but not limited to: (a) decisions or interactions resulting (directly or indirectly) from participation in Lending Circles; or (b) any damages, costs, losses or expenses a Lender or Partner incurs as a result (directly or indirectly) of making a Loan to a Borrower or as a result (directly or indirectly) of utilizing Lending Circles or information received in connection with Lending Circles. In addition, in no event will MAF be liable to you or any third person for any damages, costs, losses or expenses, including any lost capital, lost profits or special, incidental, consequential or punitive damages arising from your use of the Website or participation in Lending Circles, even if MAF has been advised of the possibility of such damages, costs, losses or expenses.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, MAF AND ITS AFFILIATES AND PARTNERS ASSUME NO LIABILITY OR RESPONSIBILITY FOR ANY I) ERRORS, MISTAKES, OR INACCURACIES OF CONTENT; (II) PERSONAL INJURY OR PROPERTY DAMAGE, OF ANY NATURE WHATSOVER RESULTING FROM YOUR ACCESS TO OR USE OF LENDING CIRCLES; (III) ANY UNAUTHORIZED ACCESS TO OR USE OF OUR SECURE SERVERS AND/OR ANY AND ALL PERSONAL INFORMATION STORED THEREIN; (IV) ANY INTERRUPTION OR CESSATION OF TRANSMISSION TO OR FROM LENDING CIRCLES; (V) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LINKE THAT MAY BE TRANSMITTED TO OR THROUGH OUR SERVICE BY ANY THIRD PARTY; (VI) ANY ERRORS OR OMISSIONS IN ANY CONTENT OR FOR ANY LOSS OR DAMAGE INCURRED AS A RESULT OF THE USE OF ANY CONTENT POSTED, EMAILED, TRANSMITTED OR OTHERWISE MADE AVAILABLE THROUGH LENDING CIRCLES; AND/OR (VII) USER CONTENT OR THE DEFMATORY, OFFENSIVE, OR ILLEGAL CONDUCT OF ANY THIRD PARTY.

6.       Disputes with Organizational Partners, Borrowers

MAF is not responsible for your interactions with any Partners, any other User or any Borrower (even to the extent prohibited by this Agreement) and any disputes or damages that may result from such interactions. 

MAF reserves the right, but has no obligation, to monitor disputes between you and such persons.

7.       Governing Law; Resolution of Disputes; Arbitration and Waivers

This Agreement is governed by the laws of the State of California, USA, without regard to its choice of law or conflict of law provisions. If any provision of this Agreement is invalid or unenforceable under applicable law, then it shall be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law, and the remaining provisions will continue in full force and effect. This agreement will be governed by California law as applied to agreements entered into and to be performed entirely within California, without regard to its choice of law or conflicts of law principles that would require application of law of a different jurisdiction, and applicable federal law. The parties hereby consent to the exclusive jurisdiction and venue in the state courts in San Francisco county, California. The agreement does not limit any rights that MAF may have under trademark, copyright, patent or other laws. If any dispute arises between any parties to this agreement, without limitation, any dispute arising from or relating to the Website or Lending Circles, you agree that all such disputes will be determined exclusively by final and binding arbitration, in accordance with the then existing commercial rules of the American Arbitration Association in San Francisco if the amount claimed is greater than $100 and otherwise over the telephone. The arbitration shall be heard and adjudicated by one arbitrator to be selected by you and MAF. Any award will be final, binding and conclusive upon the parties, subject only to judicial review provided by California statute, and a judgment rendered on the arbitration award can be entered in any court having jurisdiction thereof. Notwithstanding the foregoing, either you or MAF may seek any injunctive relief in a state or federal court in San Francisco, California, as may be necessary to preserve rights pending the completion of arbitration and MAF may seek any injunctive relief in a state or federal court in San Francisco, California, or another court of competent jurisdiction, at any time against any violations of Section 2 (Proprietary Rights) or Section 3 (Acceptable Use) of this Agreement.

TO THE EXTENT PERMITTED BY APPLICABLE LAW, BY AGREEING TO SUBMIT ALL DISPUTES TO BINDING ARBITRATION, YOU AND MAF HEREBY WAIVE YOUR RIGHT TO A JURY OR COURT TRIAL OF ANY CLAIM OR CAUSE OF ACTION ARISING OUT OF OR BASED UPON THIS AGREEMENT OR ANY CONTEMPLATED USE HEREIN, INCLUDING CONTRACT, TORT, BREACH OF DUTY AND ALL OTHER CLAIMS, EXCEPT AS SPECIFICALLY PROVIDED ABOVE.

You waive, to the maximum extent not prohibited by law, any right you may have to claim or recover, in any legal action or proceeding, any special, exemplary, punitive or consequential damages.

8.       Indemnity

You agree to indemnify and hold MAF harmless from any loss, liability, claim, or demand, including reasonable attorney's fees, made or incurred by any third party due to or arising (directly or indirectly) out of your use of the Website or participation in Lending Circles or arising from your breach of this Agreement.

9.       Representation

 

You represent and warrant to us that: (a) you are at least eighteen (18) years of age; (b) you are eligible to register and participate in Lending Circles and have the right, power and ability to enter into and perform under this Agreement; (c) the name identified by you when you registered is your name; (d) you are a signer on the bank account submitted in the registration process; and (e) you will not use Lending Circles or the Website, directly or indirectly, for any fraudulent undertaking, illegal activity, or in any manner so as to interfere with the use of Lending Circles.

 

10.   Term; Termination

 

This Agreement will remain in full force and effect while you access or use the Website or participate in Lending Circles as a User and, notwithstanding anything herein to the contrary, this Agreement will remain in effect after your participation in the Program and account is concluded or terminated. Whether or not you are and remain eligible to participate in the Program, use the Website or any MAF services, may be determined by MAF in its sole and absolute discretion. You may terminate your participation in the Program and account at any time and for any reason by sending a written notice of termination to MAF, such notice to be effective within three (3) days of receipt by MAF. MAF may also terminate your participation in Lending Circles at any time and for any reason, effective upon transmission of notice to you at the email address you provide to MAF. Upon such a MAF-initiated termination, any net Loan Payments made by you (minus any Loan Distribution provided to you) shall be returned to you within thirty (30) days of account termination. If your participation in Lending Circles is terminated by MAF, you agree not to access or use the Website or participate in any ongoing Lending Circles activities. 

 

11.   Entire Agreement; Severability; Amendment

This Agreement, accepted upon your access and use of the Website and participation in Lending Circles, contains the entire agreement between you and MAF regarding the use of the Website or Lending Circles and is supplemented by applicable MOUs or Promissory Notes. This Agreement may not be orally amended. If any provision of this Agreement is held invalid, the remainder of this Agreement shall continue in full force and effect.  MAF has the right to change or add to the terms of this Agreement at any time, and to change, delete, discontinue, or impose conditions on any feature or aspect of Lending Circles with notice that we in our sole discretion deem to be reasonable in the circumstances, including such notice on our website or any other website maintained or owned by us for the purposes of providing Lending Circles in terms of this Agreement. Any use of Lending Circles after our publication of any such changes shall constitute your acceptance of this Agreement as modified.

Please contact us at  This email address is being protected from spambots. You need JavaScript enabled to view it.  with any questions regarding this Agreement.