Terms of Engagement & Business

Thank you for appointing Bear Business Finance Ltd (“Bear Business Finance”) to act as your business finance broker. In providing our broker services, we will use our reasonable endeavours to procure, where possible, an offer of finance from one or more of our panel of lenders (the “Broker Services”) for you. All references to “you”, “your” and the “Client” in these Engagement Terms refer to the company or your group of companies engaging with us to provide Broker Services.

These Engagement Terms, together with our Terms of Business (Schedule 1), set out the scope of our appointment and the basis upon which we will provide our Broker Services. These terms should be read together and constitute a legally binding agreement between you and Bear Business Finance. By continuing to use Bear Business Finance, you accept the Engagement Terms and Terms of Business. 

1.  SCOPE OF OUR SERVICE

1.1    Upon your request and your behalf, we may apply for business finance products from business finance lenders, including but not limited to: asset finance, cashflow finance, unsecured term loans, secured term loans, bridging loans, invoice financing, and merchant cash advancing. We work with a panel of lenders who are reputable and experienced and who can offer products and services which suit a variety of credit strengths and business needs. We will work with you to understand your business needs and make applications to suitable lenders who we consider that you would be eligible for, based on the information which is gathered during the application process. Please note, our panel of lenders does not include all lenders operating within the market, and there may be other lenders or finance products available to you that we do not have access to or we have not approached on your behalf.

1.2   All lending decisions are made solely by the lenders. We cannot and do not guarantee approval, interest rates, fees, repayment terms or completion times and we cannot influence underwriting decisions. Any illustration or indication provided before formal approval is indicative only and is subject to full underwriting review and fluctuations in interest rates, terms fee, facility type and other factors which may be unforeseen at this initial stage, and so may change. If you decide to proceed with an offer of finance, you will be required to enter into a separate lending or lease agreement with the lender, which sets out your obligations, rights and what happens at the end of the agreement (a “Finance Agreement”). It is your responsibility to understand the terms of the Finance Agreement and seek appropriate professional advice, as required.

1.3   Our role in providing the Broker Services is limited to acting as a business finance broker. Unless expressly agreed in writing, we are not providing investment, tax, legal, accounting or any other financial or business advice. We recommend that you take appropriate investment, tax, legal, accounting or any other professional advice prior to entering into any Finance Agreement. We do not undertake an independent assessment of the commercial suitability of any finance product for your business. You remain responsible for deciding whether any finance arrangement is suitable for your business and deciding when and how to take professional advice. Any comments we make regarding funding products are general commercial observations only and should not be relied upon as professional advice. 

1.4   Whilst we endeavour to present feedback on all applications made, we cannot guarantee this due to variable factors such as the number of applications which may be made and the timing of responses from lenders.

2. OUR AFFILIATED GROUP COMPANIES

2.1     Bear Business Finance Ltd is part of the wider Bear Finance Group Holdings Ltd (“Bear Finance Group”), and is affiliated with lenders in the Bear Business Group, such as Bear Commercial Capital Ltd and Bear Leasing Limited.  As part of our Broker Services, we may introduce you to other companies in the Bear Finance Group for them to decide if they can support you with lending. If your requirements fall outside of the lending criteria of the other companies in the Bear Finance Group, we will seek to obtain finance through a range of other lenders. 

3.  HOW WE ARE PAID

3.1      If you enter into a Finance Agreement with a lender, we will usually receive commission from the lender, typically as a fixed percentage of the amount you borrow. The lenders we work with may pay commission at different rates, and for certain lenders we may have some influence over the interest rate, and this can impact the amount that you pay under any Finance Agreement you may choose to enter into.  Before you enter a Finance Agreement, you may ask us to disclose the commission which we will receive from the lender. Furthermore, our commission will be clearly detailed in your Finance Agreement.

3.2    In respect of any government backed lending where we receive a commission, we may charge you an arrangement fee of up to 3% of the sum borrowed.

3.3    In some circumstances, we may charge you a broking fee for our Broker Services instead of earning commission, or a combination of both if the commission is insufficient to cover our costs or we consider it appropriate to do so. There may be occasions when we decide to charge an additional broking fee, including but not limited to circumstances where the application requires additional management services or substantial involvement in any large, difficult, or complex issues. We will agree the amount of any additional fee in writing with you in advance, before you become liable to paying it.

4. PRODUCTS

4.1  Product Suitability

It is important that the finance product is suitable for your requirements. Whilst we will endeavour to understand your needs and assist you in looking for an appropriate product, we would encourage you to use the information in paragraph 4 and Schedule 2 to ensure that the facility is suitable for your requirements. As per paragraph 1.3 above, you are responsible for ensuring that you get the appropriate tax, financial, legal and other professional advice in respect of the products and any Finance Agreement.

4.2  Leasing

Finance leasing involves the hire of equipment and may also be known by other names such as ‘Lease Rental’, a ‘Hire Agreement’, a ‘Rental Agreement’ or a ‘Minimum or Fixed Term Hire Agreement’. The client selects an asset which the lender will then purchase.

The lender retains ownership of the asset but provides the client with exclusive use of the asset (providing the terms of the lease are complied with) giving you both the benefits and risks of (economic) ownership.

You will be committed to make rental payments for the duration of the lease. Whilst the lease is usually non-cancellable, it may be possible, dependent on the terms of the particular Finance Agreement, to terminate early by paying the future rentals less a discount.

The Benefits of Leasing:

i.    Available on nearly all equipment purchases;

ii.   Spreads the cost of the purchase;

iii.  Interest rate and payments are fixed throughout the term so that you can plan your finances;

iv.  Enables you to acquire equipment even if you cannot afford to buy it outright;

v.   VAT is paid on each rental, so you do not need to pay VAT upfront; and

vi.  Potential tax advantages.

At the end of the Lease:

At the end of the lease, you may have various options under the terms of your Finance Agreement. You should carefully read the terms of your Finance Agreement to understand your rights and options at the end of the lease period. As your broker, we can support in arranging your desired outcome, following the payment of an appropriate fee. In some instances, Bear Business Finance purchases the assets from your lender at the end of the term of the Finance Agreement and we will transfer the assets to you for a fee.

Our lender panel typically will use a Minimum Term Hire Agreement, in which case it is important that you contact us before the end of your primary lease period to discuss your desired option, as otherwise a secondary period of rentals will automatically begin.

4.3 Hire Purchase

Hire purchase is a credit agreement linked to a specific equipment purchase and is a way of obtaining the use of an asset before payment is completed.

The payments of the hire purchase are in regular (typically monthly) instalments which includes a capital repayment plus interest followed by an option to purchase fee at the end of the term of the Finance Agreement, which will give the client ownership of the asset. The payment of the VAT is generally required upfront, at the beginning of the Finance Agreement.

The client selects an asset, and the finance company purchases the asset whilst agreeing to sell the asset on credit to the client by way of the hire purchase agreement.

The client must make the agreed regular payments for the term of the Finance Agreement. However, the client can buy the asset at any time by giving notice to the owner (the lender) and paying the balance of the hire purchase price less a rebate.

The Benefits of Hire Purchase

There are several benefits of using hire purchase to finance new or used assets / equipment, and we have listed some of these below.  Of course, we would recommend you seek independent professional advice if you wish to understand in more detail the benefits and how they may apply to you:

i.    Spreads the cost of the purchase of the equipment;

ii.   Interest rate and payments are fixed throughout the term so that you can plan your finances;

iii.  In some instances, you can pay off a larger sum or ‘balloon payment’ at the end of the term;

iv.  Hire purchase enables you to acquire equipment even if you can’t afford to buy it outright;

v.   Confirmed title to the goods; and

vi.  Potential tax advantages.

At the end of the Hire Purchase Agreement

Subject to the terms and conditions of your specific Finance Agreement, you will usually own the equipment at the end of the term. It is your responsibility to carefully read the Finance Agreement and to make sure you understand your obligations and rights under the Finance Agreement and your options at the end of the term. 

4.4 Unsecured Loan

An unsecured loan is money lent from one party to another without any security over a specific asset to secure its repayment. Note, a personal guarantee is not considered security and may be required with an unsecured loan by a lender.

The finance company advances funds to the client for a specific purpose.

The client must make the agreed regular payments for the term of the Finance Agreement that cover the cost of the funds advanced, plus interest.

The client can usually terminate the Finance Agreement at any time by giving notice to the finance company and paying any sums due under the terms of the agreement (which may be reduced by a rebate).

The Benefits of an Unsecured Loan

There are several benefits of using an unsecured loan facility, and we have listed some of these below. Of course, we would recommend you seek independent professional advice if you wish to understand in more detail the benefits and how they may apply to you:

i.    Funding can be used to fund a wide variety of purposes without the requirement for security of a specific asset;

ii    Spreads the cost of expenses;

iii.  Certain products available could be restricted due to the finance purpose, business structure or credit appetite of certain lenders; and

iv.  If you have used a loan to fund the acquisition of goods or equipment, you will own the product from the outset.

At the end of an Unsecured Loan

If you have used the loan to purchase any assets or equipment, you will retain ownership of the same at the end of an unsecured loan term. If you have used the loan for working capital, at the expiration of the loan term nothing further will be payable, (except any penalties for late payment or other sums due under the terms of the Finance Agreement).

4.5  General Considerations

• For both leasing and hire purchase your Finance Agreement will usually require you to insure the assets and to maintain and keep the assets in working order.

• All finance products will typically include a documentation fee which is determined by the lender and usually collected with the first payment.

• If a personal guarantee is required, the guarantor will be jointly and severally liable for the full balance of the outstanding debt which they have guaranteed. You should advise any individual acting as guarantor for your business finance to seek independent legal advice prior to entering into any guarantee.

4.6 Suitability of Finance

When deciding whether to proceed with a finance product, it is important to consider some key factors:

• Is this the right product?
• How quickly can it be delivered?
• What are their service standards and reputation?
• What rates, terms and amounts are available to you? 
• What other costs are associated with the borrowing?
• Have you explored other lending options outside of the lenders we have introduced you to?

Bear Business Finance endeavours to provide a quality service to you in sourcing suitable finance offers from various lenders, which are suitable for your particular business circumstances, based on our experience of the business finance market. You acknowledge that (i) we use our discretion and expertise in selecting which lenders to apply to and (ii) we have our own commercial interest when performing Broker Services, and as such cannot offer impartial advice. Accordingly, we encourage you to consider alternative financing options available to you in the wider market. 

When considering costs, always consider the rental and repayment costs, the frequency of this and the total amount that you are being asked to repay. This will help you to compare costs and to ensure that the repayments meet with any budgeting requirements you may have.

Asset finance (leasing and hire purchase) may not be suitable in certain circumstances. You should be aware:

• You will have to continue to pay for the equipment for the agreed period even if you no longer need the equipment or it cannot be used. If your financial situation changes and you can’t afford the agreed monthly repayments, you may lose the asset;
  
  
• If you change equipment during the agreed period, this could lead to higher charges;
  
  
• You will pay more for the asset overall compared to buying it outright; and
  
  
• Asset finance is unlikely to be suitable if you are not sure that the equipment will be maintained and kept in usable condition for the term of the Finance Agreement.
  
  

An unsecured loan may not be suitable in certain circumstances. You should be aware:

• You may have limited access to lenders as a material number of our lenders do not offer unsecured loan products;

• You will not be able to benefit from the tax advantages which may be available to you if using asset finance (leasing); and

• You will incur additional expenses compared to the use of available cash.
  

5.  CLIENT IDENTIFICATION (FRAUD PREVENTION) AND CREDIT REFERENCES

5.1   As both Bear Business Finance and our lending partners are subject to Anti-Money Laundering legislation and are required to carry out Know Your Customer checks, we must obtain satisfactory evidence of the identity and address of our clients before a finance offer can be made. We therefore may require you to supply documentary proof of address and identification for you and other individuals connected with your business. We may be required to share information about the business and individuals connected with the business with fraud prevention agencies.

5.2 To provide the Broker Services, both ourselves and our lenders will carry out various checks and searches in respect of your business and individuals connected with your business (including directors, partners, officers, shareholders, senior managers, guarantors and beneficial owners of your business or any affiliated group business). 

5.3 We, and our lenders, may carry out e-verification checks which may leave either a ‘soft footprint’ or a ‘hard footprint’ on your credit file and the credit file of other individuals connected with your business. We, and our lenders, will only conduct a check which leaves a hard footprint (which can be visible to other organisations and may affect credit score) where it is considered proportionate to do so. Where reasonably possible, we operate to limit the impact of the checks upon each individual’s credit file, however, the risk of adverse credit consequences increases according to the number of applications made to different lenders and varies according to the specific lenders.

5.4 Both ourselves and our lenders may obtain personal data about individuals connected to your business from credit reference agencies (“CRA”s). Credit records include searches made and information given by other businesses. Details of our searches may be kept by the CRA and will be seen by other organisations that make searches with the agency for the purposes of credit assessment, debt recovery, management of your accounts, prevention of money laundering and fraud, and statistical analysis.

5.5  You agree to obtain specific and appropriate permissions and consents from any individuals connected to your business whose personal data will be provided to Bear Business Finance and provide them with a copy of our Privacy Policy so they understand how their personal data will be processed. By providing the personal data of any individuals connected to your business, such as date of birth and home address (current and for past 6 years), you are aware that we, and our lenders, will use that information to conduct the checks set out in these Engagement Terms and in accordance with our Privacy Policy, and that it is your responsibility to obtain the appropriate prior permissions and consents.

5.6  If your application for finance includes finance for affiliated group companies or somehow involves affiliated group companies, you must obtain all the necessary permissions and consents from each relevant group company, and the individuals connected to the company, to share the information with us, prior to sharing it with us.

5.7  The three main CRAs in the UK (Call credit, Equifax and Experian) have produced a Credit Reference Agency Information Notice which explains how these agencies use and share personal data which they receive about you. The identities of the CRAs, and the ways in which they use and share personal data, are explained in more detail at www.equifax.co.uk/crain. We use CreditSafe to perform personal searches on individuals. Their privacy policy can be found at https://www.creditsafe.com/us/en/product/privacy/privacy-policy.html.

5.8  If the beneficial owners of your business are not the partners or directors of your business, you must notify the beneficial owners that we will also conduct due diligence checks on them to prevent fraud and money laundering, and obtain the appropriate permissions and consents.

6.       ACCEPTING OUR ENGAGEMENT TERMS

6.1 You acknowledge that:

• you have read and agree to comply with our Terms of Business (set out in Schedule 1);

• we are a finance solutions broker and are not regulated by the Financial Conduct Authority;

• you understand how we are paid commission and that we may charge additional broking fees (set out in paragraph 3 of these Engagement Terms and clause 2 of the Terms of Business);

•  we selectively make applications to lenders who we consider to be suitable based on your eligibility, based on our knowledge and experience of the business finance market and our knowledge of your business circumstances and requirements;

• our panel of lenders does not include all lenders operating within the business finance market, and there may be other lenders or finance products available to you that we do not have access to or we have not approached on your behalf; and

• whilst we endeavour to present feedback on all applications made, we cannot guarantee this due to variable factors such as the number of applications which may be made and the timing of responses from lenders.

6.2 You must:

• carefully read all of the documentation we give to you and let us know if there is anything that is unclear or that does not represent your requirements;

• carefully read the Client Checklist set out in Schedule 2; and

• understand and comply with the terms and conditions of any Finance Agreement we arrange for you.

6.3 You acknowledge that it is your responsibility to:

• decide whether any product and/or finance arrangement is suitable for your business and to take appropriate investment, tax, legal, accounting or any other professional advice prior to entering into any Finance Agreement;

• advise any individuals acting as guarantors for your business finance to seek independent legal advice prior to entering into any guarantee;

• act with the utmost good faith in the provision of information to Bear Business Finance, so as to enable us to accurately complete, and update, any lending proposal; and

• obtain the appropriate permissions and consents from any individuals connected to your business or affiliated group of businesses whose personal data will be provided to Bear Business Finance (and consequently our lending panel) and provide them with a copy of our Privacy Policy so they understand how their personal data will be processed.

6.4 You consent to Bear Business Finance:

• making applications for business finance on your business’s behalf (including any affiliated group companies);

• sharing your information and data (including personal data and the data of any affiliated group companies) with lenders and our other business partners;

• sharing your information and data (including personal data and the data of any affiliated group companies) within the Bear Finance Group; and

• carrying out the necessary investigations, checks and searches (including leaving soft and hard footprints) on your business (including any affiliated group companies) and individuals connected with the business and any affiliated group companies, and sharing it with lenders to do the same.
  

Schedule 1 - Terms of Business

By asking us to quote for, apply or arrange Broker Services you acknowledge and accept to the following terms, and the Engagement Terms provided to you, which shall apply from the Effective Date to all future Engagements of Bear Business Finance Limited, until and unless terminated in accordance with clause 5, or updated or amended in accordance with clause 11.5. 

“We”, “us”, “our” and “Bear Business Finance” are references to Bear Business Finance Limited of 41 Commerce Road, Lynch Wood, Peterborough, Cambridgeshire, PE2 6LR, registered in England and Wales under company number 10614202. “You”, “your” and the “Client” refer to the company engaging with us to provide Broker Services.

1. INTERPRETATION

1.1 Definitions:

• Agreement: these Terms of Business and Engagement Terms provided to you by us.

• Affiliate: in relation to a party, any entity that directly or indirectly controls, is controlled by, or is under common control with that party from time to time.

• Applicable Laws: all applicable laws, statutes, regulations and codes, from time to time in force.

• Broker Services: the sourcing of potential business funding solutions for you, including the completing an application for business funding based upon the information given to us by you, and administering and facilitating the completion of a Finance Agreement between you and your selected lender(s).

• Business Day: a day other than a Saturday, Sunday or public holiday in England, when banks in London are open for business.

• Confidential Information: all information that one party discloses or makes available to the other party (“recipient”) in connection with this Agreement and/or the Broker Services and which would be regarded as confidential by a reasonable business person. It does not include information that is available to the public through no fault of the recipient, or was, is or becomes available to the recipient on a non-confidential basis from a person who, to the recipient's knowledge, is under no confidentiality obligation with respect to that information.

• Control: has the meaning given in section 1124 of the Corporation Tax Act 2010, and controls and controlled shall be interpreted accordingly.

• Client Materials: all documents, information, software, items and materials (whether owned by the Client or a third party), which are provided by the Client to the Bear Business Finance in connection with the Broker Services.

• Effective Date: the date Client accepts these Terms of Business.

• Engagement: each separate request from Client to Bear Business Finance to provide Broker Services for a particular finance need.

• Finance Agreement: a written agreement between you and a lender for the provision of business finance for your business, which sets out the terms upon which you  borrow funds and/or lease assets.

• Intellectual Property Rights: patents, rights to inventions, copyright and related rights, moral rights, trade marks, business names and domain names, rights in get-up, goodwill and the right to sue for passing off, rights in designs, rights, rights to use, and protect the confidentiality of, confidential information (including know-how and trade secrets) and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted renewals or extensions of, and rights to claim priority from, those rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.

• Losses: all liabilities, damages, losses (including loss of profits, loss of business, loss of reputation, loss of savings and loss of opportunity), fines, expenses and costs (including all interest, penalties, legal costs and reasonable professional costs and expenses).

1.2 Interpretation: A person or an individual includes a natural person, corporate or unincorporated body (whether or not having separate legal personality). Any words following the terms including, include, in particular, for example or any similar expression shall be interpreted as illustrative and shall not limit the sense of the words preceding those terms. A reference to writing or written excludes fax but not email.

2.      THE BROKER SERVICES

2.1          In supplying the Broker Services, Bear Business Finance shall act with reasonable care and skill and comply with all Applicable Laws.

2.2         The parties acknowledge and agree that Bear Business Finance acts solely as an independent intermediary in connection with the Broker Services and does not act on a disinterested basis nor as a fiduciary, trustee, financial adviser or in any other capacity giving rise to fiduciary obligations to the Client. 

2.3         The Client acknowledges that we have our own commercial interest when performing Broker Services and therefore we cannot offer impartial advice on the finance offers received by you.
 

2.4        Bear Business Finance has no obligation whatsoever to accept instructions from you and reserves the right at any time to cease providing Broker Services. Furthermore, in providing the Broker Services, we cannot be compelled to make an application to any lender on your behalf, or continue acting on your behalf.
 

2.5         We are not regulated by the Financial Conduct Authority. We only provide Broker Services to incorporated businesses and will reject any instructions from individuals or non-incorporated businesses.
 

2.6         If you have been introduced to us by a third party, we may pay commission to that third party for the introduction once you have agreed to and activated the Finance Agreement. Any commission paid to an introducer is taken from the commission we receive from the lender.
 

2.7         In the event that we charge an additional broking fee or administration fee to you, in accordance with the Engagement Terms, such fee will be invoiced to you after completion of the Finance Agreement and will be payable by you within 7 days. If you fail to pay the invoice on time, you shall pay interest on the overdue sum from the due date until payment of the overdue sum and all of our legal and administration costs, whether before or after judgment. Interest under this clause will accrue each day at the rate of 8% per year above the Bank of England's base rate, as amended from time to time.
 

2.8        We shall not be responsible for verifying the accuracy or completeness of any information that you provide and we shall be entitled to rely on that information.
 

2.9         We will act honestly, fairly and professionally when conducting business with our clients. Occasions can arise when we, or one of our other clients, will have some form of business interest in the business that we are transacting for you. If this happens, or it becomes apparent that our interests conflict with your interests, you will be informed.

2.10      In providing the Broker Services, the parties agree that time is not of the essence. We take no responsibility for delays or omissions in obtaining finance quotes and/or completion of finance agreements and will not be liable for any related costs or losses whatsoever.

2.11        Where a lender rejects your application, withdraws an offer or changes the terms of an offer, the lender may not provide us with an explanation as to why they have taking such action. Accordingly, we are not obliged to provide feedback to you, but will endeavour to do so, where possible.
 

2.12       We may share your data (including personal data) and information with Bear Finance Group Holdings Ltd and its subsidiary companies (including Bear Commercial Capital Ltd and Bear Leasing Limited).
 

 3.      YOUR OBLIGATIONS

3.1   You shall at all times:

(a)  provide complete, accurate and truthful information;

(b)  disclose any adverse financial information relevant to the application;

(c)  notify us immediately of any material changes and ensure all information supplied to lenders remains accurate;

(d)  comply with all Applicable Laws;

(e)  provide information and documents promptly when requested (in a format which is easily accessible and processable);

(f)  adhere to any timescales and deadlines set by us or our lenders;

(g)  co-operate with us, and the lender panel, in all matters relating to the Broker Services and ensure that your other advisors (e.g. legal, accountancy and tax advisors) co-operate with us where reasonably necessary;

(h)  provide us with any such evidence and information about your identity and that of any individuals connected with your business as we may reasonably require, including to comply with our obligations under anti-money laundering legislation;

(i)  comply with clause 7.3 in respect of the provision of personal data, and shall not share any personal data with us without first obtaining all appropriate permissions and consents from all individuals to whom the data relates for all of the data processing uses described in the Engagement Terms, these Terms of Business and our Privacy Policy;

(j)  retain your own back-up copy of all data, information, documents, files and other materials provided to us;

(k)  take all reasonable steps to ensure that any documents, files, data, software, or other materials provided or made available to us are free from viruses, malware, ransomware, malicious code, and any other cybersecurity threats or vulnerabilities that could adversely affect our systems, networks, or data; and

(l)   use up-to-date and appropriate security measures, including antivirus and malware scanning, before transmitting any documents, files, data, software, or other materials to us.

3.2 You acknowledge that lenders will rely upon information supplied during the application process. Providing false or misleading information may constitute fraud and may result in refusal of finance, withdrawal of facilities, legal action and/or criminal investigation.

3.3  You shall advise any individual(s) proposing to act as a guarantor for your business finance to seek independent legal advice prior to entering into any guarantee.

 4.     WEBSITE USAGE TERMS
 

4.1  The materials appearing on our website could include technical, typographical, photographic or other errors. We do not warrant the materials on our website are accurate, complete or up-to-date. We may make changes to the materials contained on our website at any time without notice.
 

4.2  We have not reviewed all of the sites linked to our website and are not responsible for the contents of any such linked site. The inclusion of any link does not imply endorsement by us of the site. Use of any such linked website is at the user’s own risk.
 

4.3  Bear Business Finance may revise these terms of service for its website at any time without notice. By using our website you are agreeing to be bound by the then current version of these Terms of Business.
 

4.4  All intellectual property rights in our website, branding, logos, trade names, software, systems, templates, documents, methodologies, reports, marketing materials, databases, content, graphics, text and other materials made available by Bear Business Finance ("Our Materials") are owned by or licensed to Bear Business Finance and are protected by copyright, trademark and other intellectual property laws. Our Materials may not be copied, reproduced, modified, distributed, published, transmitted, reverse engineered or exploited without our explicit prior written consent.

 5.   TERM AND TERMINATION

5.1 Either party may terminate this agreement by providing at least 30 days’ written notice to the other party.
 

5.2 Either party may terminate this agreement with immediate effect by notifying the other party if:
 

(a) the other party commits a material breach of any term of this Agreement which (i) is not capable of remedy; or (ii) if capable of remedy, is not remedied within a period of 30 days by the other party after being notified to do so;

(b) the other party takes or has taken against it (other than in relation to a solvent restructuring) any step or action towards its entering bankruptcy, administration, provisional liquidation or any composition or arrangement with its creditors, applying to court for or obtaining a moratorium under Part A1 of the Insolvency Act 1986, being wound up (whether voluntarily or by order of the court), being struck off the register of companies, having a receiver appointed to any of its assets or its entering a procedure in any jurisdiction with a similar effect to a procedure listed in this clause 5.2(b);
 
(c) the other party suspends or ceases, or threatens to suspend or cease, carrying on all or a substantial part of its business; or
 
(d) the other party's financial position deteriorates so far as to reasonably justify the opinion that its ability to give effect to the terms of the agreement is in jeopardy.

5.3 We may terminate this Agreement with immediate effect if we consider that you, your personnel, your business dealings and/or business associates could cause any damage, or a risk of damage, to our business reputation and/or brand.
 

5.4  Any provision of the Agreement that expressly or by implication is intended to come into or continue in force on or after termination of the Agreement shall remain in full force and effect.

6.   COMPLAINTS

6.1 Our aim is always to provide you with the best possible service, but we recognise that sometimes things go wrong, or we may fall short of your expectations. If you are unhappy with our services and want to make a complaint, you can do this in writing (by post or email) or call us.

Postal: 41 Commerce Road, Lynch Wood, Peterborough, Cambridgeshire, PE2 6LR.

Email: complaints@bearbusinessfinance.com

Telephone: 01832 770273

6.2 We will acknowledge your complaint and investigate it. We aim to provide a final response within eight weeks of receiving the complaint. If this is not possible, we will explain the reason for the delay and when we expect to provide our response.

6.3 Where a complaint relates wholly or partly to the actions or decisions of a lender or other third party, we may refer the relevant part of the complaint to that party for consideration or we may ask you to raise the matter directly with them. We will, where appropriate, assist with the referral or provide relevant information.

6.4 Bear Business Finance Ltd is not authorised by the Financial Conduct Authority.

6.5 If you cannot settle your complaint with us, you may be entitled to refer it to the Financial Ombudsman Service for an independent assessment. The Financial Ombudsman Service Consumer Helpline is on 0800 023 4567 or email complaint.info@financial-ombudsman.org.uk Their address is: Financial Ombudsman Service, Exchange Tower, London E14 9SR. Their website is at: https://www.financial-ombudsman.org.uk/ 

7.   DATA PROTECTION

7.1  We shall process your personal data responsibly, fairly and in strict accordance with the UK General Data Protection Regulation. Our Privacy Policy explains how we process personal data during the performance of the Broker Services. In particular, please note how we, and our lenders, may perform both hard and soft credit searches upon individuals connected to your business. 

7.2  In providing Broker Services, we will share the personal data of you and other individuals connected to your business with lenders, partners and other third parties, as we consider appropriate. Lenders are independent data controllers who will be processing your personal data in accordance with their own privacy policy. You can ask them for a copy.
 

7.3  Prior to sharing personal data with us, you shall obtain all appropriate permissions and consents from all individuals to whom the personal data relates, for sharing with both us and the lenders.

8.  INTELLECTUAL PROPERTY

8.1 Each party shall retain ownership of all Intellectual Property Rights owned or developed by that party prior to, or independently of, the provision of our Broker Services. Nothing in these Terms transfers ownership of either party's Intellectual Property Rights to the other.

8.2 You retain ownership of all Client Materials owned by you. You grant us a non-exclusive, royalty-free licence to use the Client Materials solely for the purposes of providing our Broker Services, submitting applications to finance providers, complying with legal or regulatory obligations and operating our business.

8.3 Unless expressly agreed otherwise in writing, all reports, funding assessments, lender comparisons, funding recommendations, financial models, application summaries, presentations, documents, analyses, templates, correspondence and other work product prepared by us in the course of providing the Broker Services ("Service Outputs") shall remain our intellectual property.

8.4 Any suggestions, comments or feedback you provide regarding our services may be used by us without restriction or obligation to you, provided that such use does not disclose your Confidential Information.

9. LIMITATION OF LIABILITY

9.1 Nothing in this Agreement limits or excludes liability for death or personal injury, fraud or fraudulent misrepresentation and any liability that cannot legally be limited.

9.2 Subject to clause 9.1, we shall not have any liability to you whatsoever for loss of profits (including loss of anticipated savings), loss of business or business opportunity; loss of or damage to goodwill; or indirect or consequential loss.

9.3 We accept no liability whatsoever for:

(a) any losses arising from the supply by you or others of incorrect or incomplete information, or yours or others failure to supply any appropriate information or your failure to act on our advice or respond promptly to communications from us;

(b) any action, or inaction, of the lenders we introduce you to (including lenders withdrawing offers or changing the terms of an offer);

(c) you failing to take adequate time and/or care in reviewing the documentation (including this Agreement and any Finance Agreement);

(d) any delay in applications, approvals of finance or commencement of finance howsoever caused;

(e) any delay or inaction by you or us in adhering to the timeframes set by lenders;

(f) any detrimental information that may come to light following credit reference or other searches undertaken by us or our lender panel which results in any application being declined or otherwise impacts the application or any offer; or

(g) any failure or delay in presenting lender offers or lender feedback to you.

9.4  Subject to clauses 9.1, 9.2 and 9.3, our total liability shall not exceed 50% of the commission received by us from the specific lender for the part of the Engagement relating to the specific incident giving rise to the liability.

9.5  To the extent permitted by law, you agree to indemnify us and keep us indemnified against any Losses, liabilities, costs, claims or expenses incurred by us arising from any material inaccuracy, omission or misleading information provided by you, including where we have reasonably relied upon that information in connection with a finance application, or any breach of clause 3.1.

9.6  To the extent permitted by law, you agree that any legal claims must be brought only against Bear Business Finance as a company. You waive the right to bring personal claims or lawsuits against our directors, members, officers, shareholders, employees, consultants or other personnel

9.7  Subject to clause 9.1, all conditions, warranties, representations or other terms that might otherwise be implied into this Agreement by statute, common law or otherwise are excluded from this Agreement.

10.  ANTI-BRIBERY
 

10.1  Both parties agree to comply fully with the requirements of the Bribery Act 2010, and will not engage in any of the following activity:

(a)  promising or giving of an advantage, financial or otherwise, to another person to bring about an improper performance or to reward such improper performance;

(b)  requesting, agreeing to receive, or accepting of an advantage, financial or otherwise to act improperly; or

(c)  bribing a foreign public official to do or reward them for doing, something improper.

11. GENERAL

11.1  Force majeure
Neither party shall be liable for any delay or failure in performing any of its obligations for so long as and to the extent that the delay or failure results from events, circumstances or causes beyond its reasonable control.
 

11.2  Assignment and other dealings
We may at any time assign, novate, transfer, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any or all of our rights and obligations under this Agreement. You may not assign, novate, transfer, mortgage, charge, subcontract, delegate, declare a trust over or deal in any other manner with any or all of your rights and obligations under this Agreement, without obtaining our prior written permission.

11.3 Confidentiality

(a)  Each party undertakes that it shall not at any time during the term of the Agreement and for a period of 10 years each engagement disclose to any person any Confidential Information of the other party, except as permitted by clause 11.3(b).

(b)  Each party may disclose the other party's Confidential Information:

(i)  to those of its and its Affiliates' employees, officers, representatives, contractors, subcontractors or advisers who need to know that information for the purposes of exercising its rights or carrying out its obligations under the Agreement (“Representatives”). Each party shall ensure that its Representatives are bound by, and comply, with confidentiality obligations which are substantially equivalent to those set out in this Error! Bookmark not defined.11.3; and

(ii)  as may be required by law, a court of competent jurisdiction or any governmental or regulatory authority.

(c) Neither party may use the other party's Confidential Information for any purpose other than to exercise its rights and perform its obligations under this Agreement.

11.4 Entire agreement

The Agreement constitutes the entire agreement between the parties and supersedes all previous agreements and understandings between them, whether written or oral, relating to its subject matter. Each party acknowledges that in entering into this Agreement it does not rely on and shall have no remedies in respect of any statement, representation, assurance or warranty (whether made innocently or negligently) that is not set out in this Agreement. Each party agrees that it shall have no claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this Agreement.

11.5 Variation 

No variation of these terms of this Agreement shall be effective unless it is in writing and signed by the parties (or their authorised representatives). We may amend these terms of this Agreement from time to time by sending you revised Terms of Business or updating the Terms of Business on our website, in which case the updated terms shall apply to your next Engagement of us. 

11.6 Waiver

A waiver of any right or remedy is only effective if given in writing and shall not be deemed a waiver of any subsequent right or remedy. A delay or failure to exercise, or the single or partial exercise of, any right or remedy does not waive that or any other right or remedy, nor does it prevent or restrict the further exercise of that or any other right or remedy.

11.7 Severance 

If any provision or part-provision of this Agreement is or becomes invalid, illegal or unenforceable, it shall be deemed deleted, but that shall not affect the validity and enforceability of the rest of the Agreement.

11.8 Notices

Any notice given to a party under or in connection with the Agreement shall be in writing and shall be:

(a) delivered by hand or by pre-paid first-class post or other next working day delivery service to its registered company address (or usual place of business); 

(b) sent by email to Bear Business Finance at operations@bearbusinessfinance.com or to you at any email address provided to us by the business contacts liaising with us; or

(c) sent to any other address as it may have notified to the other party in accordance with this clause 11.8

Any notice shall be deemed to have been received:

(d) if delivered by hand, at the time the notice is left at the proper address;

(e) if sent by pre-paid first-class post or other next working day delivery service, at 9.00 am on the second Business Day after posting; or

(f) if sent by email, at the time of transmission, or, if this time falls outside business hours in the place of receipt, when business hours resume. In this clause 11.8(f), business hours means 9.00am to 5.00pm Monday to Friday on a day that is not a public holiday in the place of receipt.

11.9 Third party rights

This agreement does not give rise to any rights under the Contracts (Rights of Third Parties) Act 1999 to enforce any term of the Agreement.

11.10 Governing law and jurisdiction

The Agreement, and any dispute or claim arising out of or in connection with it, shall be governed by and construed in accordance with the law of England and Wales. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim arising out of or in connection with this Agreement or its subject matter or formation.

Schedule 2 - Client Checklist

Please carefully read the following prior to entering into any business Finance Agreement:

1. Read your Finance Agreement carefully before signing it. Make sure you understand and agree with all terms and conditions of the Finance Agreement and, if you are unsure, ask for these to be explained or seek professional advice. Retain copies of all documentation.

2. Never sign a Finance Agreement which is not fully complete.

3. Ensure that the final version of the Finance Agreement:

a. corresponds with any verbal or written quotation on the rental amount and term;

b. accurately reflects what you are agreeing to pay for, including any maintenance or services included in the repayments (if applicable); and

c. accurately describes any equipment you are expecting to receive (e.g. whether it is new or used) and that its working life is appropriate to the length of the Finance Agreement.

4. Ensure the Finance Agreement is signed by a person with authority to bind your company.

5. Make sure you understand all the costs involved and whether these will change during the course of the Finance Agreement.

6. If entering into an asset Finance Agreement, conduct appropriate due diligence on both the supplier and the specific equipment, as follows:

a. make sure the supplier has a good reputation and is financially stable;

b. read the supplier’s terms and conditions very carefully, and ensure you can comply;

c. obtain a detailed specification of the equipment to be provided;

d. check the supplier’s insurance and any warranties they provide;

e. ensure that the equipment is fit for purpose and of satisfactory quality; and 

f. understand your rights in respect of repairs and maintenance, and who bears the risk if the equipment is defective, delayed, non-conforming or fails shortly after delivery.

7.  If there is a maintenance or service contract which is separate to the Finance Agreement, check that the length, start date, notice period and settlement terms of the two agreements is the same, and if not, that you are happy with this.

8.  Check whether the lender is a member of the Finance & Leasing Association, as all asset finance members adhere to the Finance & Leasing Association Business Finance Code.

9.  Understand whether there are any notice period or settlement terms required to terminate the Finance Agreement.

10.  If the lender is not determined or detailed in the Finance Agreement prior to you signing, request this information at your earliest convenience.

11.  If any amendments are made to the Finance Agreement or a further agreement is required to replace an existing agreement, do not sign it until you have made the same checks as you did for the original agreement.

12.  If a new Finance Agreement includes an element of refinancing from a previous agreement with a different provider, check that the settlement figure provided by the former provider matches the refinancing figure used by the new provider.

Schedule 3 - Privacy Policy

1.     This Privacy Policy explains how Bear Business Finance Ltd collects, uses, stores and shares personal data when we process the personal data connected with our            customers, prospective customers, business partners (introducers and lenders), suppliers, business contacts, website visitors and job applicants. References in this                  Privacy Policy to “we”, “our”, “the firm” and “Bear” are references to Bear Business Finance Ltd of 41 Commerce Road, Lynch Wood, Peterborough, Cambridgeshire, PE2          6LR, registered under company number 10614202.

2. We process personal data in accordance with the UK General Data Protection Regulation (UK GDPR) and the Data Protection Act 2018.

3. THE PERSONAL DATA WE COLLECT

We may collect and process the following categories of personal data:

i.  Identity data; Name, title, username or similar identifiers, date of birth. 

ii.  Contact data; Email address, residential postal addresses and personal telephone numbers.

iii.  Financial and business data; Including funding requirements, business information, bank statements, filed accounts, VAT returns, payment details and, where relevant (e.g. sole traders), personal financial information necessary to assess finance applications. This may include credit information, property equity, homeowner status, pension values and county court judgments relating to individuals connected with our customers’ businesses (including directors, partners, officers, shareholders, senior managers, guarantors and beneficial owners of the business or any affiliated group business)

iv.    Transaction data; Details of payments to and from you and products or services provided.

v.     Profile data; Preferences, feedback, survey responses and communications history.

vi.    Usage data; Information about how you use our website, systems and services.

vii.   Marketing and communications data; Your preferences for receiving marketing and communications from us.

viii.  For job applicants: CV, work history, references and, if applicable, background checks. We do not generally process special category data (such as health, ethnicity, political opinions or biometric data).

Please keep your information up to date by notifying us of changes at: operations@bearbusinessfinance.com

Where you provide Bear with personal data relating to other individuals connected to your company (i.e. employees, other staff, directors and/or shareholders), you are responsible for obtaining the appropriate permissions and consents from those individuals prior to sharing the personal data with us and will provide them with a copy of this Privacy Policy so they understand how their personal data will be processed.

4.  LAWFUL BASES FOR PROCESSING

We only process personal data where we have a lawful basis under UK GDPR, including;

i.    your consent (where required)
 

ii.  performance of a contract or steps taken prior to entering a contract
 

iii.  legal or regulatory obligations (including anti-money laundering requirements and fraud prevention)
 

iv.  legitimate interests, where these are not overridden by your rights

Where we rely on consent, you may withdraw it at any time.

5. HOW WE COLLECT PERSONAL DATA

We collect data through:

i.    Direct interactions (enquiries, applications, online forms, discussions, communications, marketing sign-ups)
 

ii.   Third parties, including business partners, introducers, lenders, fraud prevention agencies, analytics providers and publicly available sources (e.g. Companies

      House, CreditSafe)
 

iii.  Website technologies, including cookies (see section 6)

6. COOKIES

Our website uses cookies to improve functionality and user experience. Details of cookies used and how to manage them are available via our cookie notice on the website.

7. HOW WE USE YOUR DATA

We use personal data to:

i.     assess and arrange finance and credit-related services

ii.    liaise with lenders, introducers and partners

iii.   comply with legal, regulatory and fraud prevention obligations

iv.   manage accounts and recover debts where applicable

v.    improve our services and website

vi.   provide marketing communications where permitted

vii.  manage our business operations

viii. consider any job application made to us

We do not sell personal data to third parties.

8.  MARKETING

If you are an existing customer, we may contact you with information about similar products or services, where permitted by law. You can opt out at any time using unsubscribe links or by contacting us.

We do not identify individuals to advertisers but may use aggregated or anonymised data for marketing analysis.

9.   DATA SHARING

We may share personal data with:

i. lenders and finance providers

ii. other companies in the same group as Bear which may be able to provide finance products

iii. business partners, introducers and professional partners

iv. service providers (e.g. CRM, IT, compliance systems such as HubSpot)

v. fraud prevention, credit reference and law enforcement agencies

vi. professional advisers and regulators

All third parties are required to handle data securely and lawfully.

10. INTERNATIONAL TRANSFERS

Where personal data is transferred outside the UK or EEA, we ensure appropriate safeguards are in place, such as adequacy regulations or approved contractual protections, in accordance with UK GDPR.

11. DATA SECURITY AND RETENTION

We implement appropriate technical and organisational measures to protect personal data.

Personal data is retained only for as long as necessary for the purposes for which it was collected, including legal and regulatory requirements.

12. YOUR RIGHTS

Under UK GDPR, you have the right to:

i.   access your personal data

ii.  request correction or deletion

iii. restrict or object to processing

iv. data portability

v.  withdraw consent (where applicable)

vi. complain to the Information Commissioner’s Office (ICO)

Requests can be made via email; operations@bearbusinessfinance.com

We aim to respond within one month, which may be extended by up to a further two months for complex requests.

13. AUTOMATED DECISION MAKING

We may use automated processing, including profiling, to assess eligibility for certain financial products and services.

This automated processing may analyse information such as financial data, credit data, business performance information, and other relevant details provided by you or obtained from third-party data sources (such as credit reference agencies).

Automated decision-making helps us:

i.   Assess initial eligibility for funding

ii.  Conduct risk assessments

iii. Prevent fraud

iv. Streamline our application process

Where an automated decision produces a legal effect or similarly significant effect (for example, where an application is declined), you have the right to:

i.   Request human intervention

ii.  Express your point of view

iii. Request a review of the decision
 

If you would like to request a review of an automated decision, please contact us using the details provided in this Privacy Policy.

14. CREDIT REFERENCING FOR FINANCE APPLICATIONS

To provide the broker services, both ourselves and our lenders will carry out various checks and searches in respect of the business and individuals connected with the business (including directors, partners, officers, shareholders, senior managers, guarantors and beneficial owners of the business or any affiliated group business).

We, and our lenders, may carry out e-verification checks which may leave either a ‘soft footprint’ or a ‘hard footprint’ the credit file of other individuals connected with the business. We, and our lenders, will only conduct a check which leaves a hard footprint (which can be visible to other organisations and may affect credit score) where it is considered proportionate to do so. Where reasonably possible, we operate to limit the impact of the checks upon each individual’s credit file, however, the risk of adverse credit consequences increases according to the number of applications made to different lenders and varies according to the specific lenders.
 

Both ourselves and our lenders may obtain personal data about individuals connected to a business from credit reference agencies (“CRA”s). Credit records include searches made and information given by other businesses. Details of our searches may be kept by the CRA and will be seen by other organisations that make searches with the agency for the purposes of credit assessment, debt recovery, management of accounts, prevention of money laundering and fraud, and statistical analysis.
 

By providing the personal data of any individuals connected to your business, such as date of birth and home address (current and for past 6 years), you are aware that we, and our lenders, will use that information to conduct the checks set out in our Engagement Terms and Terms of Business, and that it is your responsibility to obtain the appropriate prior permissions and consents.

If you make an application for finance via us which includes finance for affiliated group companies or somehow involves affiliated group companies, you must obtain all the necessary permissions and consents from each relevant group company, and the individuals connected to the company, to share the information with us, prior to sharing it with us.

The three main CRAs in the UK (Call credit, Equifax and Experian) have produced a Credit Reference Agency Information Notice which explains how these agencies use and share personal data which they receive about you. The identities of the CRAs, and the ways in which they use and share personal data, are explained in more detail at www.equifax.co.uk/crain. We use CreditSafe to perform personal searches on Individuals. Their privacy policy can be found at https://www.creditsafe.com/us/en/product/privacy/privacy-policy.html.

15. COMPLAINTS

If you have any concerns about how we collect, use or protect your personal data, you may submit a data protection complaint to us by emailing operations@bearbusinessfinance.com or writing to Bear Business Finance Ltd, 41 Commerce Road, Lynch Wood, Peterborough, Cambridgeshire, PE2 6LR. We will acknowledge your complaint within 30 days, investigate the matter and provide you with the outcome as soon as reasonably practicable. If you remain dissatisfied with our response, you have the right to lodge a complaint with the Information Commissioner's Office (ICO). You can find further information about making a complaint on the ICO's website.

16. CHANGES TO THIS PRIVACY POLICY

We may update this Privacy Policy from time to time. Any changes will be published on our website.

Version 2.0 | September 2026