PLEASE SCROLL TO THE BOTTOM AND CLICK ACCEPT

Index

1.     Agreement overview

2.     Parties to this agreement

3.     Products & services

4.     Responsibility for suitable advice

5.     Treating Customers Fairly

6.     Obligations – both parties

7.     Obligations - Promise Solutions

8.     Obligations - Intermediary  – obligations

9.     Unregulated Introducers

10.  Networks

11.  Cross selling & ownership of client

12.  Remuneration

13.  Third Parties

14.  FCA permissions

15.  Data protection & management

16.  Indemnity & liability limits

17.  Force majeure

18.  Termination

19.  Confidentiality

20.  Variation

21.  Law & jurisdiction

22.  Glossary of terms

1.                    AGREEMENT OVERVIEW

This agreement applies to Intermediaries and introducers registering with Promise Solutions for the purpose of researching and being updated about new products and services with a view to submitting applications via our web based underwriting & sourcing system or any other means.

2.                PARTIES TO THIS AGREEMENT

2.1

Party 1

Promise Solutions ( Trading as Promise Money)

2nd floor Fullard House,

Neachells Lane,

Wolverhampton, WV11 3QG

Registered in England company number 048227774

Authorised and regulated by the FCA

Authorisation number:  681423

Referred to in this agreement as Promise

2.2

Party 2

You. The Intermediary who will submit or refer loan applications to Promise and agrees to be bound by the terms & conditions of this agreement.

Referred to in this agreement as Intermediary

3.                PRODUCTS & SERVICES

The products available to the Intermediary by way of this agreement are:

I.      Regulated mortgages, second charge loans  and bridging loans – Promise may act as a Packager, Club or accept Referrals at its discretion

II. Non regulated mortgages, second charge loans, bridging loans, commercial mortgages, development loans and business loans – Promise may act as a Packager, a Club or accept Referrals at its discretion

III Web portals to submit enquiries and track progress of applications

3.1

Where the intermediary is a member of a network or club which has agreed with Promise to offer such members a different range of services to those in this agreement, then the terms of the agreement between the intermediary and the network or club shall override the products available in clauses 3 and 12 

4.                RESPONSIBILITY FOR SUITABLE ADVICE

4.1

We accept business from Intermediaries in 3 channels:

(a)   Referral – Promise selling. The Intermediary supplies the enquiry and Promise takes responsibility for the sale of the product including advice where appropriate as well as functioning as a packager.

(b)   Packager – Intermediary selling. The Intermediary supplies the enquiry and takes responsibility for the sale of the product and advice where appropriate. Promise functions only as a packager offering a business to business service to the Intermediary.

4.2

For the avoidance of doubt suitable advice is deemed to mean:

4.2.1

Recommendation of a product from our lenders product range, which is available to the client, having taken all relevant factors in to account which can clearly be shown to be in the client’s best interests.

4.2.2

Recommendation of a product which embraces & complies with the spirit and explicit terms/conditions of applicable legislation featured within MCOB and the MCD.

4.2.3

Recommendation of a product which does not result in client detriment when compared with:

(a)   An alternative product from the range available to the client from the brokers lender panel

(b)   Deciding not to proceed with the loan

4.3

When Promise is acting as a packager the responsibility for the sale and suitability of the product lies entirely with the Intermediary. Promise will use its best endeavours to offer and package products from its panel which best meet the Intermediaries requirements but accepts no liability for the suitability of the product or makes any guarantee that alternative or cheaper products are not available.

4.4

When Promise is taking responsibility for the sale of a product, advice will be given on regulated products as appropriate and in accordance with FCA rules and guidance. Other non regulated products will be sold on a non advised basis.

4.5

Where an Intermediary is authorised by the FCA to advise on regulated mortgages and refers an enquiry to Promise to advise under a reduced scope which solely offers second charge mortgages, the intermediary remains responsible for ensuring that more suitable first charge alternatives are not available from its panel of lenders. The Intermediary will ask Promise to cancel its application at anytime during the process and will revert to a first mortgage application or other solution should the Intermediary deem this to provide a more suitable outcome for the borrowers.

5.                TREATING CUSTOMERS FAIRLY

5.1

Both parties agree to uphold and apply the spirit & explicit terms/conditions of the principles established by the FCA known as TCF. For the avoidance of doubt these are:

(i)     Consumers can be confident that they are dealing with firms where the fair treatment of customers is central to the corporate culture.

(ii)     Products and services marketed and sold in the retail market are designed to meet the needs of identified consumer groups and are targeted accordingly.

(iii)   Consumers are provided with clear information and are kept appropriately informed before, during and after the point of sale.

(iv)  Where consumers receive advice, the advice is suitable and takes account of their circumstances.

(v)   Consumers are provided with products that perform as firms have led them to expect, and the associated service is of an acceptable standard and as they have been led to expect.

(vi)  Consumers do not face unreasonable post-sale barriers imposed by firms to change product, switch provider, submit a claim or make a complaint.

 6.           OBLIGATIONS – both parties

Each party agrees and warrants:

6.1.

It will obtain and maintain in force all authorisations, consents, licences, registrations & permissions needed to conduct it’s business in a lawful manner. To include without limitation FCA permissions and obligations under the GDPR.

6.2

Should it fail to maintain all authorisations, consents, licences, registrations & permissions, or have grounds to believe they may be withdrawn or not renewed, it will promptly advise the other party.

7.         PROMISE SOLUTIONS OBLIGATIONS

We will:

7.1

Allow the registered Intermediary a means of secure access to a website for submissions and support conditional upon it being used for its intended purpose.

7.2

Allocate sufficient resources to achieve & maintain service levels at a standard expected by professionals within the financial services sector.

7.3

Use all reasonable endeavours to provide the loan / mortgage being applied for, whilst acting in accordance with the terms and spirit of this agreement at all times.

7.4

Promise Solutions retains absolute discretion as to whether to allow an Intermediary to register and benefit from the products & services featured in this agreement.

8.           INTERMEDIARIES OBLIGATIONS

The Intermediary will:

8.1

Use facilities provided by Promise solely for the purpose for which they are intended and not attempt to copy, duplicate or reverse engineer any elements of the system.

8.2

Take full responsibility for all users of system who use the Intermediaries account details.

8.3

Hold all necessary permissions to perform their role, particularly FCA permissions for acting as a broker in the submission, sale & advice of regulated products.

8.4

Comply with all relevant regulations as featured in MCOB and the MCD for the sale and promotion of regulated products.

8.5

Manage application data in accordance with the requirements of the GDPR.

8.6

Only provide accurate information in support of any application to the best knowledge of the Intermediary

9.           UNREGULATED INTRODUCERS

9.1

Persons or firms not authorised by the FCA for the sale of regulated mortgages may not engage in the sales process in regard to such products. The Introducer functions as a referral agent only.

9.1.1

The introducer shall in every case disclose to a potential borrower that they will receive a commission from Promise upon completion of any regulated mortgage or loan and the amount of that remuneration or the basis upon which it is calculated. E.g. in regard to regulated mortgages 35% of the net fees and lender commission earned by Promise

9.2

For the avoidance of doubt the introducer will not engage in any of the following activities in regard to any referral made which results in a regulated product being sold:

9.2.1

Completing application forms on behalf of the borrower

9.2.2

Advising on the suitability or features of any regulated product

9.2.3

Acting in any way which could lead a reasonable borrower to think the introducer was acting in the capacity of a broker or adviser

9.2.4

Charge the borrower any fees in regard to a regulated transaction.

9.2.5

Publish advertisements promoting regulated products which may lead a reasonable borrower to think the introducer is acting as a broker which is authorised by the FCA to give advice on regulated mortgages.

10.  NETWORKS

10.1

Our products and services are available to AR Intermediaries working via network agreements with Promise. Submissions of this type will be subject to the terms and conditions applicable to the network agreement and the agreement between the AR and the network.  Commissions will be as provided to the AR by the network and paid as agreed with the network.

10.2

Off panel – AR’s who are not members of a network on Promise’s panel can access Promise products. The AR shall be responsible for adherence to any processes or terms imposed on it by the network. Promise will not be responsible for any consequences of the AR not following rules or guidance imposed by its network.

11.  CROSS SELLING, OWNERSHIP OF CLIENT AND ONGOING OBLIGATIONS

11.1

When the product being applied for is not available, or unacceptable, it may suggest alternative financial solutions such as:

(i)               A remortgage from it’s complex mortgage panel

(ii)             A bridging loan

(iii)            An unregulated product

This would only be done with the explicit approval and acceptance of the Intermediary. Other remuneration terms would apply and be negotiated on a case by case basis.

11.2

Ongoing ownership of the client is considered to be with the Intermediary. Requests for additional finance, products or services post completion of the loan would be directed to the Intermediary.

11.3

Where a regulated mortgage has been introduced and Promise is responsible for the sale, the intermediary agrees that Promise can contact the customer towards the end of any initial period or for any other reason in order to perform its consumer duty to the customer or help avoid the customer being caused foreseeable harm.

11.3.1

If Promise identifies that action should potentially be taken to avoid foreseeable harm, such as a change of product, Promise will email the broker to confirm this and ask for confirmation that the broker will deal with the matter. Should such confirmation not be received within 14 days Promise will take the matter up directly with the customer without further reference to the intermediary.

11.3.2

Promise has a duty to ensure that protection of regulated mortgages is considered. Where a regulated mortgage enquiry is introduced Promise will notify the introducer by email when the application is approaching offer and ask for confirmation that the broker is taking responsibility for offering protection. If a response is not received confirming this, Promise will refer the applicants to a third party  to offer appropriate protection and discharge this duty.

12        REMUNERATION AND CLAWBACK

12.1

Remuneration of registered Intermediaries varies by product range and the service offered.

12.1.1

Regulated intermediaries and non regulated business - Typically lender commissions are split 50/50 with regulated intermediaries and on non regulated business. Intermediaries can also charge fees subject to limits set out by Promises

12.1.2

Unauthorised Introducers -  On unregulated business they will receive a 50/50 share of commissions and can add a fee. On regulated mortgages and secured loans they will typically receive 35% of the fees and commission Promise receives. 

12.1.3

Fees are agreed on a case by case basis and together with commissions are confirmed at the outset of each application.

12.1.4
No commissions are paid where, in order to fulfil its duty of care, Promise has referred a customer to a third party for consideration of their protection requirements.

12.2

Payment of commissions

12.2.1

With the exception the club options, Intermediaries agree and authorise Promise to receive all other fees or lender commissions relating to transactions under this agreement and to pass the agreed share on to the Intermediary or, in the case of appointed representatives of approved networks  it’s Principal by post or by bank transfer in to a nominated back account.

12.2.2

When using the Club option to place a second or first charge mortgage the intermediary recognises that the lender may pay Promise an additional commission for providing the placement service and agrees to select Promise as the payment route in regard to that client application

12.2.3

In the event of a lender clawing back an element of the commission it has paid to Promise the intermediary agrees to repay its share of the commission to Promise within 10 working days. Should a partial refund of commission be required the amount the intermediary shall repay will be pro rata in the same ratios that the commission was originally shared between Promise and the Intermediary.

In the event of non payment Promise shall be entitled to charge interest on the amount at Barclays Base Rate plus 7% and offset the debt against other commissions due to the Intermediary.

13. THIRD PARTIES

13.1

Intermediaries authorise Promise to pass details of enquiries to third party lenders on its panel at Promise’s discretion for the purpose of researching possible solutions. No contact will be made with Intermediary’s clients without the express permission of the Intermediary.

13.2

The Intermediary warrants that it has on every occasion obtained appropriate permission for client details to be passed to Promise and it’s panel of third party providers in accordance with GDPR.

13.3

Where an enquiry is referred by Promise to a third party which offers products not covered in this agreement, such referral would only be made with the explicit agreement of the introducing intermediary. Remuneration would be bespoke and agreed on a case by case basis.

14.              FCA PERMISSIONS

14.1

All Promise Intermediaries must hold valid FCA permission which is appropriate for the business to be transacted and the Intermediary’s part in the transaction. Promise will take steps to evidence this at the outset. The Intermediary must inform Promise immediately in the event that permissions held are revoked, expire or in some other way become or threaten to become invalid.

14.2

Each party will ensure that it’s conduct is limited to the permissions it holds and specifically introducers who are not authorised by the FCA will not play any active part in any applications for regulated mortgages and abide by the requirements of clause 9.

15. DATA PROTECTION & MANAGEMENT

15.1

When you submit an enquiry or application to us you do so as a controller of the personal data which you have collected. You are responsible for the processing of that personal data and ensuring that such processing is undertaken in accordance with the requirements of all current GDPR.

15.2

Before sharing the data with us you shall ensure that you have obtained any necessary consent and/or other lawful purpose for transferring the personal data to us, and have complied with all other necessary lawful requirements to enable the lawful transfer of the personal data to us. This includes providing us with the applicants email address in order to provide our privacy statement. We will receive the personal data as a controller or processor dependent on who is taking responsibility for Advice.

15.3

Each party shall be separately and independently responsible under GDPR for any personal data in respect of which each party is a controller or processor while the personal data is in their possession or under their control. The parties shall, where necessary, cooperate with, and provide reasonable assistance to one another in order to enable each party to comply with their obligations under GDPR, including (but not limited to):

-  making available to the other party in a timely manner any correspondence from any data subjects or any relevant supervisory authority in relation to the processing of personal data by that party (to the extent that this is legally permitted)

-  Informing each other of any Data Security Incident which may impact the other party, in as far as such Data Security Incident involves the personal data which is processed in relation to this agreement

15.4

You will not divulge to any third party any documents or materials of any kind containing information we have identified as confidential information or which relates to our business or affairs or those of any of our subsidiaries or affiliates or associated companies.

15.5

Some or all of the information supplied to us in connection with an application will be held on computer and/or paper and will comprise personal data. Unless required to do so by law, we will not disclose such information to anyone else other than our agents or other third parties to assist in the provision of the services governed by this agreement.

15.6

Each party will inform the other in writing if in reasonable opinion there has been a failure to comply with any provision of applicable GDPR.

15.7

Any breach of clause 15.6 by you will be a material breach of this Agreement which is not capable of being remedied, irrespective of whether any financial loss or reputational damage arises, and irrespective of the level of any financial loss or deprivation of benefit arising, as a consequence of such a breach.

15.8

Please note that telephone calls are recorded for security and training purposes.

16. INDEMNITY & LIABILITY LIMITS

16.1

The Intermediary indemnifies Promise Solutions from any cost, loss, damage or liability incurred as a result of a direct or indirect breach of this agreement by the Intermediary, up to it’s full value.

16.2

Promise Solutions shall have no liability under any circumstances for a breach by the Intermediary of CONC, MCOB or any legislation applicable to the provision of the products & services covered by this agreement.

16.3

Nothing in this agreement shall limit or exclude Promise Solutions liability for an act resulting in harm which may not be lawfully excluded. For example negligence, corruption or fraud.

17. FORCE MAJEURE

17.1

Any party that is subject to a Force Majeure event shall not be in breach of this agreement provided that:

17.2

It promptly issues an event notice in writing of the nature & extent of the event causing the failure or delay in performance.

17.3

It has used all reasonable endeavours to mitigate the effect of the event and to continue with it’s obligations as defined by this agreement as soon as practicably possible

17.4

Both parties seek to minimise the detrimental effect of an event and meet within 7 days from the delivery of an event notice to agree on suitable recovery action.

18. TERMINATION

18.1

Either party may terminate this agreement immediately in the event of a material breach of it’s terms & conditions.

18.2

Either party may terminate this agreement without reason by giving 7 days notice in writing to the other party.

18.3

The agreement will end with immediate effect should the Intermediary be considered declared insolvent by way of formal action, or the firm possibility of formal action designed to pursue insolvency.

18.4

The agreement will end with immediate effect should the Intermediary be considered untrustworthy by virtue of formal regulatory body action, the threat of such action or abuse of any of the terms & conditions of this agreement.

18.5

In the event of termination Intermediary pipeline remuneration on applications being processed in accordance with the terms & conditions of this agreement will be honoured.

18.6

Termination of any kind by either party must be communicated in writing.

18.7

Termination of this agreement shall not affect the rights & remedies of either party accrued up to the date of termination.

18.8

All provisions expressed or intended to survive termination shall continue in full force & effect.

19. CONFIDENTIALITY

19.1

Each party undertakes that it may disclose confidential information arising from the relationship created by this agreement to employees, officers, representatives or advisers of it only for the purposes of carrying out it’s obligations under this agreement.

19.2

Each party undertakes to the other that it shall not at any time during the term of the agreement, or for a period of 5 years following termination of the agreement, disclose to any person or body other than those described in 19.1 concerning the business affairs, customers and suppliers of the other party.

19.3

Each party may waive the obligations of clause 19.2 only in exceptional circumstances for example a legitimate request by a court of law, government or regulatory body. The provisions of the DPA will apply at all times.

20. VARIATION

20.1

Promise is entitled to amend the terms & conditions of this agreement at any time. Advance notice of not less than 1 week, will be given. The amendment will be communicated & achieved by way of:

20.2

The amended version of the agreement being published on Promise Solutions web site  www.promisemoney.co.uk

20.3

Continued use of the products & services available under this agreement, following the issue of notice, will be deemed to be acceptance by the Intermediary.

21. LAW & JURISDICTION

21.1

Any dispute or claim arising out of this agreement shall be governed in accordance with the law of England & Wales.

22. GLOSSARY OF TERMS