Disclosure Terms for Indicative Financing Offers

Legal And Commercial Disclosure Terms

Disclosure Terms for Indicative Financing Offers

This page sets out Financely’s disclosure terms for indicative financing discussions, indicative offers, and mandate-related communications. It is intended to remove ambiguity about what is disclosed before engagement, what is disclosed after engagement, and how definitive terms are produced.

We operate a transaction-led process. We provide indicative structuring and indicative commercial terms at screening and pre-mandate stages. Definitive terms are produced only after engagement, file onboarding, diligence, and lender or investor routing, including our term sheet auction process where applicable.

Financely does not publish or disclose its lender list, investor list, or counterparty roster before a client is formally retained. Counterparty identities are disclosed only after engagement and only under executed confidentiality and non-circumvention documentation, subject to need-to-know and transaction readiness.

1. Scope And Purpose Of These Disclosure Terms

These disclosure terms apply to all prospective clients, introducers, sponsors, borrowers, project owners, acquisition buyers, and counterparties who request financing guidance, pricing, structures, or indicative terms from Financely. They apply whether communications occur by email, messaging platform, portal, or written proposal.

These terms are designed to protect all parties from misunderstanding, misuse of confidential commercial information, unauthorized lender shopping, and false claims that preliminary terms are guarantees or final commitments.

2. Indicative Terms vs Definitive Terms

Category What It Means What It Is Not
Indicative Terms Preliminary pricing ranges, structure concepts, fee assumptions, tranche logic, and likely execution parameters shared before or at early mandate discussions. Not a firm commitment, not a lender approval, not a binding term sheet, and not a funding guarantee.
Definitive Terms Terms issued during live execution after engagement, diligence, lender or investor routing, and negotiation, typically through our term sheet auction or direct matched counterparty process. Not available at pre-retainer stage and not based on incomplete files or speculative scenarios.
Term Sheet Auction A structured process in which qualified counterparties review a mandate and issue or refine finance terms under controlled disclosures and deal-specific documentation. Not an open broadcast of our network, and not a public tender process.
Any term, fee, leverage ratio, timeline, or structure shown before formal engagement should be read as indicative only, subject to complete file review, underwriting, counterparty diligence, sanctions screening, legal review, and market conditions.

3. No Lender List Disclosure Before Retainer

Financely’s lender and investor relationships are proprietary commercial assets built through repeated execution, underwriting alignment, and pre-negotiated workflow agreements. We do not disclose lender names, investor names, or distribution counterparties merely to support shopping, free diligence, or direct circumvention attempts.

Counterparty identities are disclosed only after the client has been retained and has executed the required confidentiality documentation. Disclosure is limited to the extent reasonably necessary to execute the mandate and may be staged based on readiness of the file and progress of diligence.

Requests for our lender list, investor roster, or direct introductions before retainer, NDA, and non-circumvention documentation will be declined. This is a firm policy.

4. NDA And Non-Circumvention Requirement

Before disclosure of counterparties, market routes, or sensitive execution details, clients are required to enter into an NDA and a non-circumvention and non-disclosure agreement (or equivalent contractual protections acceptable to us). This protects the mandate, preserves process integrity, and avoids parallel unauthorized outreach.

  • Confidentiality: financing routes, counterparty identities, pricing logic, and document flows are confidential.
  • Non-circumvention: clients and intermediaries may not bypass Financely to approach counterparties introduced through our process.
  • Use limitation: shared materials may be used only for evaluating and executing the specific mandate.
  • No redistribution: term indications, process notes, and lender-facing materials may not be forwarded to third parties except as authorized in writing.
  • Remedies: breach may trigger suspension of the mandate and legal remedies under the governing documents.

5. Pricing Basis And Forward Flow Arrangements

Financely does not invent rates, fees, or economics on the spot. Indicative offers communicated by us reflect pre-agreed or pre-negotiated commercial frameworks with lenders and equity investors in our network, including forward flow agreements and similar standing arrangements where applicable to the product, strategy, and mandate type.

This means our indicative pricing is anchored to real counterparty economics, not fictional headline numbers. It also means that final pricing may still move based on transaction-specific risk, collateral quality, tenor, jurisdiction, covenant package, repayment controls, and changes in market conditions between screening and execution.

What This Prevents

Random quoting, fabricated lender references, and made-up economics designed only to win a call or collect a fee.

What It Does Not Mean

It does not mean every mandate automatically qualifies for the best pricing bands or that indicative numbers become binding without diligence.

6. Why Indicative Terms May Change

Indicative terms can and do change. This is normal in institutional finance. Terms may be revised if the client file changes, if new information is disclosed, if underwriting identifies higher risk, if collateral is weaker than represented, if counterparties are different from what was initially described, or if market funding conditions move.

  • Incomplete or incorrect client disclosure
  • Material adverse findings in diligence
  • Counterparty credit deterioration
  • Jurisdictional, sanctions, or compliance issues
  • Changes in debt markets, liquidity, or risk appetite
  • Changes to requested structure, timeline, or amount

7. Evidence, Records, And Audit Trail

To avoid false claims that Financely is fabricating counterparties, hallucinating pricing, or inventing process steps, we maintain a documented workflow for live mandates, including proposal records, engagement documentation, client submissions, counterparty routing logs, term sheet versions, and communication history, subject to confidentiality restrictions.

We do not disclose internal records publicly or to unretained parties. We do preserve them. On a live mandate, counterparties and term sheet activity are handled through controlled channels and documented communications so there is a clear chronology of what was requested, what was disclosed, and what was issued.

A serious mandate produces a paper trail. If a party refuses to sign documents, refuses to provide complete materials, or refuses to proceed under a paid engagement, that party is not entitled to our counterparty disclosures, term sheet auction workflow, or proprietary market routing.

8. Client Disclosure Obligations

Clients must provide complete and accurate information. Financely’s indicative terms assume good-faith disclosure of all material facts. If a client omits or misstates information, any indicative terms may become invalid immediately, and the mandate may be paused or terminated.

  • Ownership and authority
  • Financial statements and liabilities
  • Existing debt and encumbrances
  • Litigation, defaults, and enforcement matters
  • Sanctions, AML, and source-of-funds/source-of-wealth issues
  • Contract status, counterparties, and transaction milestones
  • Any other fact that could affect credit, underwriting, or closing risk

9. Best-Efforts Basis And No Guarantee Of Funding

All mandates are handled on a best-efforts basis unless a signed agreement expressly states otherwise. Financely does not guarantee financing, lender approvals, investor commitments, or closing outcomes. Third-party counterparties make their own credit, legal, compliance, and investment decisions.

Our role is to structure, prepare, route, negotiate, and manage the process within the agreed scope. A failed or withdrawn transaction does not convert indicative terms into misrepresentation where the terms were clearly identified as indicative and subject to diligence.

10. No Reliance On Oral Statements Or Informal Messages

Clients should not rely on informal messages, verbal statements, or screenshots as definitive terms. Binding commercial terms are reflected only in executed engagement documents, formal written term sheets, and final finance documentation issued by the relevant financing counterparty.

If a statement conflicts with a signed mandate, formal term sheet, or definitive financing document, the signed document controls.

11. No Unauthorized Representation Of Financely

No introducer, broker, consultant, or third party is authorized to represent that they can disclose our lender list, bind our pricing, or issue term sheets on our behalf unless expressly authorized in writing by Financely. We are not responsible for statements made by unauthorized parties.

12. Reservation Of Rights

Financely reserves the right to refuse engagement, limit disclosures, revise indicative terms, suspend a mandate, or terminate a process where there are concerns about client disclosure quality, legal risk, sanctions risk, non-circumvention risk, abuse of process, or bad-faith conduct.

We also reserve the right to update these disclosure terms from time to time. The version in effect at the time of a proposal or engagement governs unless the signed engagement documents state otherwise.

13. How To Proceed If You Want Definitive Terms

If you want definitive terms, the route is straightforward: submit a complete file, engage us formally, execute the required confidentiality and non-circumvention documents, and proceed through underwriting and the term sheet auction or matched counterparty process. That is how serious financing gets done.

Want A Real Process Instead Of Generic Quotes?

We can issue indicative terms during screening. Definitive terms are produced only after formal engagement and live counterparty routing. If your transaction is real and you are ready to proceed under a paid mandate with proper documentation, submit the file through our official channel.

For service scope, review what we do. For live mandates, use the official deal submission page.

Submit Your Deal

FAQ

Do you provide definitive terms before engagement?

No. We provide indicative terms before engagement. Definitive terms are produced after formal retention, onboarding, diligence, and live counterparty routing, including term sheet auction where applicable.

Why do you not disclose the lender list upfront?

Our lender and investor relationships are proprietary. Early disclosure invites circumvention and damages live execution. Disclosure is controlled and occurs only after retainer and confidentiality documentation.

Are your indicative offers made up?

No. Indicative offers reflect real commercial frameworks pre-agreed or pre-negotiated with counterparties in our network, including forward flow arrangements where applicable, subject to deal-specific underwriting and market changes.

Can indicative pricing change after diligence?

Yes. That is normal. Terms can change if risk, collateral, counterparties, compliance findings, transaction scope, or market conditions differ from initial assumptions.

What documents are required before counterparties are disclosed?

At a minimum, a formal engagement, cleared retainer as applicable, NDA, and non-circumvention documentation, plus a sufficiently complete file to support live routing.

Do you guarantee funding if a client signs and pays?

No. Mandates are handled on a best-efforts basis unless a signed agreement expressly states otherwise. Financing decisions remain with third-party lenders and investors.

Informational only. This page states Financely’s commercial disclosure policy and does not constitute legal advice, tax advice, an offer to lend, or a public solicitation of securities. All services are subject to signed engagement documents, best-efforts scope, underwriting, KYC/AML checks, sanctions screening, legal review, and third-party approvals.