Broker Contract

ICSLOANS INC.

TERMS & CONDITIONS

(version 2.1)

IT IS AGREED by and between ICSLoans Inc, herein referred to as "ICS" or “ICSLoans” or “ICS Commercial Lending” and LOAN BROKER, herein referred to as "Indepenent Loan Broker" or "Referral Partner" or “ICS Loan Advisor” or  “Loan Broker” on the commencement date this contract is executed online by Loan Broker for an initial term of one (1) month, renewing thereafter on month-to-month basis, as follows:

LICENSES: Loan Broker holds the required licenses (if any are required) issued by the state or states in which they will be originating and/or funding commercial real estate loans. It is the sole responsibility of the individual Loan Broker to stay in compliance with all state licensing laws. In the event Loan Broker originates a loan in a state where they do not hold the required license, Loan Broker may refer the loan to an ICS approved licensed Loan Broker in that state at an agreed upon referral fee split of 20% of the gross loan origination points to the referring Loan Broker.

ICS LOAN ADVISOR / BROKER CERTIFICATION: All ICS Loand Advisors are required to complete the ICS Jump Start Loan Advisor Certification Program and pass the ICS Loan Advisor Certification exam. Referral Partners and Independent Brokers are not required to complete training or pass the ICS Loan Advisor Certification exam. Until an ICS Loan Advisor passes the ICS Loan Advisor Certification exam, they are considered a Referral Partner or Independent Broker with ICS, and are compensated in accordance with the Referral Partner or Independent Commission Schedule outlined within this agreement. Once a Loan Broker passes the Certification Exam, they are upgraded to Loan Broker status and are compensated in accordance with the Loan Broker Commission Schedule outlined within this agreement. Loans referred to ICS by a Referral Partner are serviced by the ICS Loan Advisory and Processing Team at ICSLoans directly, where they ICS Certified Loan Advisor is the primary point of contact with the client referral. Certified Loan Brokers may remain the primary point of contact with clients.

ICS ASSOCIATION:  Loan Brokers include Mortgage Brokers, Realtors, Loan Officers, Direct Lenders, Private Investors, Referral Partners, and Affiliate Marketing Professionals. Loan Broker are not employees of ICS. Loan Broker in no way is an employee, partner, or subsidiary of ICS and uses services provided by ICS on a contract basis.

Loan Broker CONTRACTOR STATUS:  Loan Broker is an independent contractor for federal tax and all other purposes. ICS is not an employee of, or partner with Loan Broker. Loan Broker is not an employee of, or partner of ICS. This is an exclusive contact agreement between ICS and Loan Broker. All loans originated by Loan Broker must be submitted by Loan Broker to ICS on an exclusive basis, and no other brokerage or lender during the term of this agreement. This does not include residential, owner-occupied home loans. This is not an exclusive contract with Referral Partners. Loan Brokers that are ICS Certified work exclusively with ICS.

Loan Broker ADVERTISING: Loan Broker agrees not to utilize any advertising, signs, brochures or other solicitation materials without ICS’s advance written approval thereof by ICS Loans.

Loan Broker PARTNER TAXES: Loan Broker is an independent contractor and shall be responsible to file and pay quarterly estimated, and/or annual federal income tax returns; and any other taxes required of an independent contractor.

LIABILITY – Loan Broker: Loan Broker agrees to indemnify and hold ICS Loans harmless from any liability, including city, state or federal fines and damage suits incurred by Loan Broker, resulting from misuse of property and disclosure and other proprietary information in violation of ICS Loans terms and conditions.

OWNERSHIP – LOAN AGREEMENTS - Documents: It is understood that all client agreements obtained or negotiated by Loan Broker are between Loan Broker and the borrower/loan client and ICSLoans. When submitted to ICSLoans, in accordance with ICSLoans terms and conditions and all state law and federal laws, the Funding Fee Agreement, Loan Applications and other supporting loan documents shall be in the name of and be the property of ICSLoans. Upon mutual execution of the Funding Fee Agreement between Loan Broker and borrower (if applicable), the Loan Funding Fee Agreement is subject to ICSLoans processing, and an ICS Funding Fee as outlined within the Funding Fee Agreement and the terms and conditions of ICS Loans (if applicable). Earnest money, deposits, fees, and other money, wholly or partially executed instruments or documents shall be immediately delivered to a 3rd party escrow company or law firm in accordance with state law and federal law. Loan Broker has no authority, express or implied, to represent anything to a purchaser, seller, borrower or anyone else unless it is contained in the Funding Fee Agreement between the client and Loan Broker and there are no reasonable grounds for Loan Broker to suspect that it is otherwise; or unless Loan Broker is specifically authorized to make the representation.

DURATION & TERMINATION: This agreement shall start on the commencement date this contract is executed by Loan Broker for an initial term of one month, renewing thereafter on a month-to-month basis. This Agreement may be terminated, at any time by either party, in writing. Brokers must provide 30 days written notice in advance of any monthly billing fee dates. In the event Loan Broker contemplates termination of this Agreement, Loan Broker will make every effort to close any pending transactions in which Loan Broker is interested. In the event that any such transaction does not close prior to termination of this Agreement and in ICS’s opinion is necessary or appropriate for ICS or others at ICS to attend to any matters concerning the transaction (including changes in financing; securing of occupancy agreements; removal of contingencies; and any other usual or unusual matters required to close the transaction closing) then ICS shall be authorized to deduct up to 50% of the Loan Broker’s share of the commission and pay the same to ICS Loans or other Loan Brokers according to their participation in the matters necessary to close the transaction. Loan Broker agrees not to, in any way, induce or encourage a client to terminate a loan in processing following termination of this Agreement. This contract can be cancelled anytime by ICS at the sole discretion of ICS, which would terminate this agreement and any Loan Broker monthly obligations. In the event this contract is cancelled by either party, any previous monthly fees paid, and the annual background check fee is non-refundable. In the event project funding is provided by one or more Lenders brought forth by ICS directly or indirectly during the term of this agreement, or within (180) days following expiration or termination of this agreement, Loan Broker will be paid at a 50/50 split. The loan must close through ICS.

ARBITRATION: Any and all disputes between Loan Broker and ICS Loans, or between Loan Broker and other Loan Broker, arising from matters occurring, all or in part, prior to termination of this Agreement, shall be resolved by arbitration, rather than suit. Each of the parties shall, within five days of being requested to do so by the other, name one arbitrator. The two arbitrators shall within five days of their appointment, appoint a third arbitrator. The dispute shall be heard within thirty (30) days thereafter, in accordance with state statutes governing arbitration, and the decision of the arbitrators shall be final and binding upon the parties subject only to statutory review by the Superior Court.

FEES & COMMISSIONS

Loan Broker shall have claim to points / loan origination fees from money received by escrow or a 3rd party closing agent on closed and funded loans submitted through ICSLoans.com. Loan Brokers are paid directly from escrow, or by ICS.

COMMISSION SCHEDULE:

ICS Loan Advisor FEES & COMMISSIONS: ICS Loan Advisors and Independent Brokers are paid 50% of all loan origination points charged to the client paid to ICSLoans by client. ICS charges a loan processing, underwriting, and packing fee of $1,675 paid by the Borrower at closing. Once an ICS Loan Advisor or Independent Broker exceeds 12M in a quarter, they are upgraded to a 70% split indefinately. The minimum loan origination fee is $5,000.

REFERRAL PARTNER COMMISSION SCHEDULE:

Referral Partner FEES & COMMISSIONS: Referral Partners are paid 1% (1 pt) on all successfully closed loan transactions that earn loan origination points of 4% (4 pts) or more. Referral Partners are paid on a 20/80 split basis with ICS, 20% to Referral Partner and 80% to ICS on all successfully closed loan transactions that earn loan origination points between 0% (0 pts) and 03.99% (3.99 pts). ICS charges a loan processing, underwriting, and packing fee of $1,675 paid by the Borrower. Loan Brokers that are not ICS Certified or are delinquent in excess of 5 business days on Monthly Platform fees are considered Referral Partners and are paid in accordance with the Referral Partner Commission Schedule.

LOAN BROKER TRAINING:

ICS Loan Advisors and Indepenent Loan Brokers that sign-up for training pay a training fee of $495 which is reimbursed on their first closed deal when paid upfront, or deducted from their first closed deal commission if waived upfront.

MONTHLY PLATFORM FEE:

All ICS Loan Advisors and Indepenent Brokers pay a monthly ICSLoans.com platform fee of $95/month. Referral Partners do not pay a platform fee. Independent Loan Brokers or ICS Loan Advisors that are delinquent in excess of 5 business days on Monthly Platform fees are downgraded to Referral Partner status and are paid in accordance with the Referral Partner Commission Schedule.

User agrees to the ICS terms and conditions outlined within this agreement and acknowledges and accepts such terms and conditions by signing up online via the ICSLoans.com website.