Borrower Agreement
By signing below, you agree with LendingClub Corporation, a Delaware corporation (“LendingClub”) to receive one or more installment loans through the website lending marketplace (the “Website”) operated by LendingClub from our designated lender WebBank, a Utah-chartered industrial bank (“WBK”). The following terms, together with the Website terms of use (the “Terms of Use”) and any accompanying forms you have signed in connection with registering on and using the Website, constitute a binding agreement (the “Agreement”) between you and LendingClub governing your use of the Website in order to obtain loans from our designated lender WBK. LendingClub may be referred to as “we” or “us” throughout this Agreement. “You” refers to you as the party seeking loans through the Website. You agree to comply with the terms and provisions of this Agreement and any other agreements or policies you will agree to comply with from time to time.
These terms affect your rights and should be read carefully before you agree. BY SIGNING THE AGREEMENT BELOW, YOU HAVE SIGNIFIED YOUR AGREEMENT TO THESE TERMS. Your agreement to these terms means you agree to borrow and repay the money if your loans are funded, consent to our privacy policy, agree to transact with us electronically, and agree to have any dispute with us resolved by binding arbitration.
1. Registration as a Borrower. You are registering with LendingClub as a borrower on the Website. Registration on the Website lets you post your loan requests on the Website and obliges you to accept any resulting loans that satisfy such requests. Registration on the Website as a borrower is restricted based solely on WBK’s credit policy. You have been permitted to proceed to registration and apply for a loan because your credit profile currently satisfies WBK’s credit policy. Under WBK’s current credit policy, your Fair Isaac Corporation (“FICO”) score must be greater than 640 in order for you to be eligible to apply for a loan. If for any reason you no longer qualify for a loan from WBK, such as your FICO score from any consumer reporting agency falls below 640, we may terminate your registration or we may deny your ability to make additional loan requests as directed by your lender WBK. If your FICO score is more than 640, registration might be revoked at the direction of WBK based on other credit criteria such as debt-to-income ratio or other information in your credit report.
2. Authorization to Obtain Credit Report. You authorize us to obtain consumer reports on you from consumer reporting agencies, such as TransUnion, Experian or Equifax. We may use your credit reports for authentication and to apply WBK’s credit policy for credit scoring, credit decisioning, and related purposes. You authorize us to verify information in your credit reports, and you agree that we may contact third parties to verify any such information. We and WBK may require and obtain a credit report from at least one consumer reporting agency each time you request a loan. You also direct us to provide on your behalf certain elements of your application, as well as consumer report information, but not including your name, to LendingClub lender members. LendingClub lender members may use this information in making decisions whether to purchase your promissory notes and thereby fund your loan requests. Such decisions, in turn, assist LendingClub and its designated lender WBK to make loan-related decisions.
3. Loan Requests. As a registered borrower, you may post a loan request on the Website in the amount of $1,000 to $25,000. All loans are closed-end loans for a 3-year term. Your loan request must include all information required by WBK. Each of your loan requests will remain as an active listing on the Website for up to 14 days. Funding of any loans you receive will proceed as described in your Loan Agreement with WBK.
4. Limited Power of Attorney. As a condition to registering as a borrower on the Website, you hereby grant us a limited power of attorney and appoint us and/or our designees as your true and lawful attorney-in-fact and agent, with full power of substitution and re-substitution, for you and in your name, place and stead, in any and all capacities, to complete and execute one or more promissory notes in the form appended to your Loan Agreement with WBK (each, a “Note”) representing in the aggregate the total amount and the terms of any loan made to you by WBK in accordance with the disclosures made to you about such loan, with the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with such power as fully to all intents and purposes as you might or could do in person (“Power of Attorney”). This Power of Attorney is limited solely to the purpose described above and will expire automatically upon the earlier of (i) the execution of the Notes by LendingClub on your behalf or (ii) the termination or expiration of your loan request posted on the Website. You may revoke the Power of Attorney at any time before the funds representing your loan proceeds are transferred to your designated account and the Notes are executed on your behalf by contacting us in accordance with Section 5, Loan Servicer. Once the Notes have been signed by LendingClub acting as your attorney-in-fact, however, they are considered executed on your behalf and thereafter irrevocable. If you choose to revoke the Power of Attorney, we will be unable to proceed with processing your loan request and your pending loan requests will be considered as withdrawn, and your registration as a borrower on the Website will be terminated. In such event, we will remove any loan requests you have posted on the Website and you may be prohibited from posting additional loan requests.
5. Loan Servicer. As a condition to registering as a borrower on the Website, you hereby acknowledge and agree that LendingClub shall serve as the loan servicer for any and all loans you receive. As loan servicer, LendingClub will administer and collect on your loans on behalf of the owners of your loans. You will not communicate with the owners of your loans. You will send any inquiries, requests for deferment or forbearance, or other communications regarding your loans by email to support@lendingclub.com or by regular mail to LendingClub Corporation, 440 N Wolfe Road, Sunnyvale, California 94085, Attention: Loan Processing Department. LendingClub will also maintain all Notes representing your loans in electronic form on behalf of the owners and shall make all such Notes available to you for review on the Website.
6. Other Borrower Obligations. You agree that you will not, in connection with your loan request, (i) make any false, misleading or deceptive statements or omissions of fact in your listing; (ii) misrepresent your identity, or describe, present or portray yourself as a person other than yourself, (iii) give to or receive from, or offer or agree to give to or receive from any LendingClub member or other person any fee, bonus, additional interest, kickback or thing of value of any kind or (iv) represent yourself to any person, as a representative, employee, or agent of ours, or purport to speak to any person on our behalf. You acknowledge and agree that we may rely without independent verification on the accuracy, authenticity, and completeness of all information you provide to us.
7. Verification. We reserve the right to verify the accuracy of all information you provided and terminate this Agreement and remove your loan request in case of any inaccuracy or omission in your loan request or your application, or any other violation of this Agreement. We reserve the right to verify any information you submit through the production of appropriate documentation, and also reserve the right to conduct such verification through a third party. You hereby authorize us to request and obtain data from a third party to verify any information you provide us in connection with your registration as a borrower on the Website.
8. NO GUARANTEE. WE DO NOT WARRANT OR GUARANTEE (1) THAT YOUR REQUEST WILL BE FUNDED, OR (2) THAT YOU WILL RECEIVE A LOAN AS A RESULT OF POSTING A REQUEST.
9. Restrictions on Use. You are not authorized or permitted to use the Website to obtain, or attempt to obtain, a loan for someone other than yourself, nor for a purpose other than your personal, family, or household use. You are not authorized or permitted to use the Website to obtain, or attempt to obtain, a loan for any business or commercial purposes. You must be the owner of the deposit account you designate for electronic transfers of funds and have authority to direct that loan payments be made from such account. Your designated account will be the account into which loan proceeds will be deposited and from which loan payments will be made. We may, in our sole discretion, with or without cause and with or without notice, restrict your access to the Website.
10. Termination of Registration. We may terminate this Agreement at any time if you committed fraud or made a material misrepresentation in connection with your registration on the Website or any application or request for a loan, performed any prohibited activity, or otherwise failed to abide by the terms of this Agreement. In such event, we will have all remedies authorized or permitted by this Agreement and applicable law.
11. DISCLAIMERS AND LIMITATION ON LIABILITY. THIS AGREEMENT IS FULLY SUBJECT TO ALL DISCLAIMERS AND LIMITATIONS ON LIABILITY SET FORTH IN THE TERMS OF USE.
12. Entire Agreement. This Agreement represents the entire agreement between you and us regarding the subject matter hereof and supersedes all prior or contemporaneous communications, promises and proposals, whether oral, written or electronic, between us with respect to your registration as a borrower and your loan request. Any and all representations, comments and statements that you made as part of your loan application, including the loan title and loan description, and your responses to lenders' questions, are incorporated by reference into this Agreement.
13. Notices. All notices and other communications to you hereunder may be given by email to your registered email address or posted on the Website, and shall be deemed to have been duly given and effective upon transmission. You acknowledge that you have sole access to such email account and your area on the Website and that communications from us may contain sensitive, confidential, and collections-related communications. If your registered email address changes, you must notify the change by sending an email to support@Lendingclub.com or calling 866-754-4094. You also agree to update your registered residence address and telephone number on the Website if they change.
14. Miscellaneous. You may not assign, transfer, sublicense or otherwise delegate your rights or obligations under this Agreement to another person without our prior written consent. Any such assignment, transfer, sublicense or delegation in violation of this Section shall be null and void. This Agreement shall be governed by the laws of the State of Delaware. Any waiver of a breach of any provision of this Agreement will not be a waiver of any other subsequent breach. Failure or delay by either party to enforce any term or condition of this Agreement will not constitute a waiver of such term or condition. If any part of this Agreement is determined to be invalid or unenforceable under applicable law, then the invalid or unenforceable provision will be deemed superseded by a valid enforceable provision that most closely matches the intent of the original provision, and the remainder of the Agreement shall continue in effect. This Agreement is solely for the benefit of the parties and their successors and permitted assigns, and does not confer any rights or remedies on any other person.
15. Arbitration. THIS AGREEMENT IS FULLY SUBJECT TO THE ARBITRATION AGREEMENT SET FORTH IN THE TERMS OF USE.
