This agreement establishes a referral arrangement between CapStart, LLC (“CapStart”) and you the (“Client”). This agreement aims to use plain English so both parties understand our arrangement. We hope to have a long and mutually beneficial relationship.
Definition of Referral
CapStart matches those seeking capital or loans of any type with providers or lenders of capital who can best serve their needs. A “Referral” is defined as when CapStart has recommended the Client to the lender via phone or via the CapStart website. After a Referral, CapStart will attempt to introduce the Company to the lender via phone, text, or email, but such introduction is not necessary for a Referral to be made.
In consideration for Referrals, the Client agrees to pay CapStart a referral fee as follows:
- A referral fee is triggered when a transaction closes within two years of the date of the Referral.
- The referral fee shall be 2.0% of any financing calculated on the basis of the aggregate of all transactions (the maximum amount of a facility as set by a lender) in the Financing including debt facilities found and/or sourced by CapStart, the Client, or third parties during the term of this Agreement.
- If CapStart does not provide a proposal acceptable to Client then Client may utilize its own capital resources and investor network for financing with no obligation on fee.
- The referral fee of 2.0% shall be paid in US dollars to CapStart directly by the lender from the proceeds of any financing upon a closing, in whole or in part, under the terms and conditions of this agreement. The Client hereby authorizes the lender to use this agreement as a directive to pay to CapStart the full amount of any fees from the proceeds of a closing without further approval by the Client. The Client acknowledges that CapStart has special knowledge, expertise and contacts within the finance community, and that a lender or party which was introduced directly or indirectly to the Client by CapStart may have an interest in subsequent financings with the Client. In consideration of the direct or indirect introduction of such a funding source to the Client by CapStart, the Client agrees that if it closes upon any financing with such a funding source (including, without limitation, any subsidiary, affiliate or entity in which the funding source has an interest) within twenty four (24) months following the date of termination of this Agreement, then the Client shall pay CapStart the full amount of the fees described above as if this Agreement were still in effect, whether or not the Company has previously closed upon the Financing contemplated in this Agreement.
Clients participation in CapStart’s service is voluntary and can be terminated by either party at any time with written notice. However, any Referrals made prior to such termination are still bound by this agreement, and referral fees (calculated per the above) will be due upon close of any transactions resulting from such Referrals.
- The Client is responsible for following all applicable laws regarding disclosures, documentation and other responsibilities.
- In the unlikely event of a legal dispute between CapStart and the Client, the prevailing party will be entitled to recover its attorneys’ fees and costs from the other party. This Agreement will be governed by Maryland law, without regard to its conflict of laws provisions.
- The Client and its agents are solely responsible for the information provided to Lenders. The Client agrees to indemnify and hold CapStart harmless from any claims, costs, and damages incurred by CapStart arising from claims by Clients regarding the services provided.
- Any notices between CapStart and the Client are to be sent to the email addresses below unless such address is changed in writing.