Terms of Service

1. Agreement to Terms

These Terms of Service ("Terms") form a binding agreement between you ("you" or "User") and Commera LLC ("Commera," "we," "us," or "our"), governing your use of commerafunding.com (the "Site") and our services (collectively, the "Services").

By accessing or using the Services, you agree to these Terms. If you do not agree, do not use the Services. These Terms include a binding arbitration agreement and class-action waiver (Section 16). Please read them carefully.

2. What Commera Is (and Is Not)

Commera is a commercial financing broker. We match business owners with funding partners ("Funding Partners") that offer commercial financing products, including merchant cash advances, revenue-based financing, term loans, and lines of credit.

Commera is not:

• A bank, credit union, or depository institution
• A direct lender
• A licensed attorney, accountant, or financial advisor
• A party to the financing agreement between you and the Funding Partner

We do not make credit decisions. We do not fund transactions. We do not charge applicants or merchants for our services, our compensation is paid by the Funding Partner upon completion of a transaction.

3. Eligibility

To use the Services, you represent and warrant that:

• You are at least 18 years old
• You have the legal authority to apply for financing on behalf of the business you represent
• You are a resident of the United States
• The business you represent is a legally formed entity (sole proprietorship, LLC, corporation, partnership, or similar) operating lawfully in the United States
• All information you provide is true, accurate, current, and complete
• Your use of the Services does not violate any applicable law or contractual obligation

You may not use the Services if you are located in a jurisdiction where our Services are prohibited.

4. Application Process

4.1 Submitting an Application

When you submit an application, you authorize Commera to:

• Share the information you provide with Funding Partners for the purpose of evaluating your application and preparing offers
• Conduct a soft-inquiry credit check (which does not affect your credit score) using consumer and/or commercial credit bureaus
• Verify the information you provide through third-party data sources
• Communicate with you about your application as described in Section 5

4.2 Fair Credit Reporting Act (FCRA) Disclosure

Commera and our Funding Partners may obtain consumer and business credit reports about you and your business from credit reporting agencies in connection with your application. By submitting an application, you authorize Commera and our Funding Partners to obtain such reports for the permissible purpose of evaluating commercial financing for which you have applied (15 U.S.C. § 1681b(a)(3)(A) and (F)).

Initial application screening uses a soft inquiry, which does not affect your credit score. A specific Funding Partner may, with your written consent, run a hard inquiry at the time it prepares an offer. You will be notified before any hard inquiry is made.

Under the FCRA, you have the right to obtain a free copy of any consumer report used in connection with an adverse action, the right to dispute inaccurate information, and additional rights described at consumerfinance.gov/learnmore. If a Funding Partner takes adverse action based in whole or in part on a consumer report, that Funding Partner is required to provide you with the name and contact information of the credit reporting agency.

4.3 No Guarantee of Approval or Terms

Submission of an application does not guarantee that you will receive financing offers or that any offer will be on terms you find acceptable. Funding Partners make independent underwriting decisions. Commera does not control, approve, or guarantee the terms offered by any Funding Partner.

4.4 Accuracy of Information

You agree to provide true, accurate, current, and complete information. Providing false or misleading information may result in denial of your application, termination of your account, and referral to law enforcement or Funding Partners where appropriate.

5. Communications and Electronic Consent

5.1 Phone Call Consent (TCPA)

By providing your phone number and checking the TCPA consent box on our application form, you consent to receive autodialed calls and prerecorded messages from Commera and our Funding Partners regarding your application, funding offers, renewals, and related matters, including if your number appears on a national or state Do Not Call registry. Your consent is not required as a condition of applying for or receiving financing. See our Privacy Policy for details.

To opt out of calls, tell any caller you wish to be added to our internal Do-Not-Call list or email contact@commerafunding.com.

5.2 SMS Program, "Commera Finance Application Updates"

Program name: Commera Finance Application Updates.
Operator: Commera LLC.
What we send: automated transactional text messages about a saved Capital Scan or application, for example, a requested resume link, confirmation that we received your application, requests for missing documents, application status updates, scheduling and appointment reminders, and offer-related notifications. We do not send promotional or marketing messages under this program.
Who receives texts: only applicants who voluntarily check the SMS opt-in checkbox on our application form. SMS is not required to apply or to receive financing.
Message frequency: varies based on where your application is in the process, typically 0 to 5 messages per application from start through funding decision.
Rates: message and data rates may apply, depending on your carrier and plan.
How to stop: reply STOP to any text message to opt out. You will receive a one-time confirmation that you have been unsubscribed. No further SMS will be sent under this program.
Help: reply HELP to any text to receive support information, or email contact@commerafunding.com.
Support contact: contact@commerafunding.com or +1 (307) 667-1250.

Carriers and devices: messages are sent through standard mobile carrier networks. Carriers are not liable for delayed or undelivered messages. The SMS program is available on most major U.S. mobile carriers.

SMS consent is used only by Commera (and by communications subprocessors strictly to deliver messages on our behalf). We do not share, sell, or otherwise transfer your SMS opt-in or phone number to third parties or affiliates for their independent marketing or promotional purposes. If a Funding Partner needs to text you, that partner must obtain its own consent from you outside of this SMS program.

5.3 Email Communications

When you submit an application, inquiry, or a request such as a saved calculator estimate, we send service email about that request (for example, an application receipt, a resume link, document requests, status updates, and offer-related notifications), including through email service providers acting on our behalf. Service email is part of delivering the Services and does not require a separate marketing opt-in.

We send recurring marketing email, such as funding tips, market updates, and offers, only if you check the separate, optional email-marketing consent box on one of our forms. The box is never pre-checked, marketing email is not a condition of applying for or receiving financing, and you can unsubscribe at any time using the link in any marketing email. See our Privacy Policy for details.

5.4 Electronic Signature Consent (ESIGN Act)

By using the Services, you consent to conduct transactions electronically and to receive records and disclosures electronically under the federal Electronic Signatures in Global and National Commerce Act ("ESIGN Act") and similar state laws. You have the right to withdraw this consent, but doing so may prevent you from completing an application or transaction.

Hardware/software requirements: A computer or mobile device with internet access, a current browser (Chrome, Safari, Firefox, or Edge), and the ability to view PDF files.

5.5 Paper Copies

You may request a paper copy of any electronic record by emailing contact@commerafunding.com. Paper copies may be subject to a reasonable charge.

6. State Commercial Financing Disclosures

Commera monitors and works to comply with applicable state commercial financing disclosure laws. Financing products and availability vary by state and may be subject to state-specific licensing, registration, and disclosure requirements.

When you receive disclosures: If your business is located in a state with active commercial financing disclosure requirements (currently California, New York, Utah, Virginia, Georgia, Florida, Connecticut, Kansas, Missouri, Louisiana, and Texas, with Vermont's law taking effect July 1, 2027), the prospective Funding Partner, assisted by Commera, will provide all state-required disclosures before any offer is presented to you for signature, in the format prescribed by the relevant state law. You are not obligated to accept any offer.

What the disclosures cover: the financing amount, total repayment amount, finance charge, factor rate or interest rate, estimated annual percentage rate (APR) where required, payment schedule and frequency, term length, and any prepayment terms or fees.

Who provides them: The Funding Partner is the legal "provider" under most state commercial financing laws and is the party responsible for issuing the disclosure. Commera presents the disclosure to you on the Funding Partner's behalf and ensures you have an opportunity to review it before signing. If you have not received a complete state disclosure before being asked to sign, do not sign, contact us at contact@commerafunding.com immediately. Where applicable, Commera is registered as a commercial financing broker with the relevant state authority.

7. Broker Compensation

Commera's compensation is paid by the Funding Partner upon successful funding of a transaction. Commera does not charge any application, processing, or brokerage fee to the applicant or merchant. Commera's compensation is built into the factor rate or fee structure disclosed by the Funding Partner. You will receive these disclosures before accepting any offer.

8. Third-Party Funding Partners

The financing products presented through the Services are offered and funded by independent third-party Funding Partners. Commera is not a party to the financing agreement between you and the Funding Partner. The terms, rates, fees, repayment conditions, collection practices, and all other aspects of the financing agreement are solely between you and the Funding Partner.

Commera does not guarantee:

• The accuracy of information or representations made by Funding Partners
• The financial performance or stability of Funding Partners
• The availability of any specific funding product

You should carefully review any financing agreement before signing. You are encouraged to consult with your attorney, accountant, or financial advisor.

8.1 Broker Role & Lead-Routing Disclosure

Commera is a broker, not a lender or funding source. Our service consists of receiving your application, evaluating which Funding Partners in our network are most likely to fund your business profile, and sharing your information with those Funding Partners so they can make offers. This means your application data will be sent to one or more independent third-party Funding Partners.

What we do not do: we do not sell your application or contact information to any party for that party's independent marketing purposes. We do not auction your lead to the highest bidder. We do not share your information with marketing networks, ad platforms, or list brokers.

If at any time we change this practice, we will update these Terms and our Privacy Policy and obtain your renewed consent before any new category of recipient receives your information.

9. Your Obligations

You agree to:

• Use the Services only for lawful business purposes
• Not use the Services to apply for financing you do not intend to accept, or on behalf of a business that does not exist
• Not stack or submit applications for financing you cannot reasonably repay
• Not misrepresent your identity, the business you represent, or any financial information
• Comply with all applicable laws and regulations
• Not access the Services by automated means (scraping, bots, etc.) without prior written permission
• Not attempt to interfere with the security or operation of the Site

10. Prohibited Industries

Commera and our Funding Partners do not provide financing to businesses operating in the following industries, except where permitted by law and the specific Funding Partner: cannabis or cannabis-adjacent businesses (CBD distinct), adult entertainment, gambling or gaming operations, firearms dealers, and nonprofit organizations. Other restrictions may apply based on individual Funding Partner requirements.

11. Intellectual Property

All content on the Site, including text, graphics, logos, images, software, and trademarks, is the property of Commera or its licensors and is protected by U.S. and international intellectual property laws.

You may not copy, reproduce, modify, republish, distribute, transmit, or create derivative works from any Site content without our prior written permission, except that you may print or download portions for your personal, non-commercial use in evaluating our Services.

"Commera" and the Commera logo are trademarks of Commera LLC. Other trademarks and logos appearing on the Site are the property of their respective owners.

12. User Content and Feedback

If you submit any content to us (including application information, testimonials, feedback, or suggestions), you grant Commera a worldwide, royalty-free, perpetual, irrevocable, non-exclusive license to use, reproduce, modify, and distribute that content in connection with our Services, subject to our Privacy Policy.

We are not obligated to use any feedback you provide, and we may use it without compensation to you.

13. Disclaimers

13.1 Services Provided "AS IS"

THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMITTED BY LAW, WE DISCLAIM ALL WARRANTIES INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON-INFRINGEMENT.

13.2 No Guarantee of Approval, Terms, or Outcomes

WE DO NOT GUARANTEE THAT YOU WILL BE APPROVED FOR FINANCING, THAT YOU WILL RECEIVE OFFERS, THAT ANY OFFER WILL BE ON TERMS YOU FIND ACCEPTABLE, OR THAT FUNDING WILL BE PROVIDED WITHIN ANY SPECIFIC TIMEFRAME. ESTIMATES PROVIDED BY OUR CALCULATOR OR IN OUR MARKETING MATERIALS ARE FOR INFORMATIONAL PURPOSES ONLY AND DO NOT CONSTITUTE AN OFFER OF FINANCING.

13.3 No Legal, Tax, or Financial Advice

COMMERA DOES NOT PROVIDE LEGAL, TAX, ACCOUNTING, OR FINANCIAL ADVICE. ANY INFORMATION PROVIDED ON THE SITE OR DURING THE APPLICATION PROCESS IS FOR INFORMATIONAL PURPOSES ONLY. YOU SHOULD CONSULT WITH QUALIFIED PROFESSIONALS BEFORE MAKING FINANCIAL DECISIONS.

14. Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY LAW, COMMERA AND ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AND AFFILIATES SHALL NOT BE LIABLE FOR:

• ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES
• LOSS OF PROFITS, REVENUE, DATA, BUSINESS OPPORTUNITIES, OR GOODWILL
• ACTS OR OMISSIONS OF ANY FUNDING PARTNER
• TERMS, RATES, OR COLLECTION PRACTICES OF ANY FINANCING AGREEMENT YOU ENTER WITH A FUNDING PARTNER

OUR TOTAL LIABILITY TO YOU FOR ANY CLAIM ARISING FROM OR RELATED TO THE SERVICES SHALL NOT EXCEED THE GREATER OF (A) $100 OR (B) THE AMOUNT OF COMPENSATION COMMERA ACTUALLY RECEIVED FROM FUNDING PARTNERS IN CONNECTION WITH YOUR APPLICATION DURING THE 12 MONTHS BEFORE THE CLAIM AROSE.

Some jurisdictions do not allow the exclusion or limitation of certain damages, so portions of this section may not apply to you.

15. Indemnification

You agree to indemnify, defend, and hold harmless Commera and its officers, directors, employees, agents, and affiliates from any claims, liabilities, damages, losses, costs, and expenses (including reasonable attorneys' fees) arising from or related to:

• Your breach of these Terms
• Your violation of any law or the rights of any third party
• Information you provide that is inaccurate, incomplete, or misleading
• Your use of the Services in a manner not authorized by these Terms

16. Dispute Resolution, Arbitration, and Class-Action Waiver

PLEASE READ THIS SECTION CAREFULLY. IT AFFECTS YOUR LEGAL RIGHTS.

16.1 Informal Dispute Resolution

Before filing any formal claim, you agree to first contact us at contact@commerafunding.com and attempt to resolve the dispute informally. We will attempt to resolve the dispute within 60 days of receipt.

16.2 Binding Arbitration

If the dispute is not resolved informally, you and Commera agree to resolve all disputes through final and binding arbitration, administered by the American Arbitration Association ("AAA") under its Commercial Arbitration Rules.

The arbitration will be held in Miami-Dade County, Florida, or by videoconference at the option of the party filing. The arbitrator's decision will be final and enforceable in any court of competent jurisdiction.

16.3 Class-Action Waiver

YOU AND COMMERA AGREE THAT DISPUTES WILL BE RESOLVED ON AN INDIVIDUAL BASIS ONLY. NEITHER PARTY MAY BRING CLAIMS AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS, COLLECTIVE, OR REPRESENTATIVE ACTION.

16.4 Jury Trial Waiver

TO THE EXTENT PERMITTED BY LAW, YOU AND COMMERA WAIVE THE RIGHT TO A JURY TRIAL FOR ANY DISPUTE NOT SUBJECT TO ARBITRATION.

16.5 Exceptions

Either party may bring an action in small-claims court for disputes within that court's jurisdiction. Either party may seek injunctive relief in court to protect intellectual property or confidential information.

16.6 Opt-Out

You may opt out of this arbitration agreement by emailing contact@commerafunding.com with "Arbitration Opt-Out" in the subject line within 30 days of first agreeing to these Terms. Opting out will not affect any other provision of these Terms.

17. Governing Law

These Terms are governed by the laws of the State of Florida, without regard to conflict-of-laws principles. Any action not subject to arbitration must be filed in the state or federal courts located in Miami-Dade County, Florida, and you consent to personal jurisdiction in those courts.

18. Termination

We may suspend or terminate your access to the Services at any time, with or without notice, for any reason including violation of these Terms. Upon termination, your right to use the Services will end immediately. Sections that by their nature should survive termination will survive, including Sections 11 (Intellectual Property), 13 (Disclaimers), 14 (Limitation of Liability), 15 (Indemnification), 16 (Dispute Resolution), and 17 (Governing Law).

19. Changes to These Terms

We may update these Terms from time to time. When we do, we will post the updated Terms on this page and update the "Last Updated" date above. If we make material changes, we will notify you by email or through a Site notice. Your continued use of the Services after changes take effect constitutes acceptance of the updated Terms.

20. Miscellaneous

• Entire Agreement: These Terms, together with our Privacy Policy and any other agreements you enter through the Services, constitute the entire agreement between you and Commera.
• Severability: If any provision of these Terms is held invalid, the remaining provisions will remain in full force and effect.
• No Waiver: Our failure to enforce any right or provision of these Terms is not a waiver.
• Assignment: You may not assign these Terms without our prior written consent. We may assign these Terms in connection with a merger, acquisition, or sale of assets.
• Force Majeure: We are not liable for delays or failures caused by events beyond our reasonable control.

21. Contact Us

Commera LLC
2125 Biscayne Blvd
Miami, FL 33137
Email: contact@commerafunding.com
Phone: +1 (307) 667-1250