Terms and Conditions

Factor & Fund Terms and Conditions
Effective Date: 07/01/2026

Factor & Fund (“FF”, “F&F”, “we”, “our”, “us”) is a registered Doing Business As (DBA) name for Quofundis, Inc., a legally registered business entity. Any references to “Factor & Fund” within these Terms and Conditions shall be understood to mean Quofundis, Inc. All agreements, obligations, rights, and liabilities entered into under the name “Factor & Fund” are legally binding upon Quofundis, Inc.

1. Acceptance of Terms

By submitting an application, checking the acceptance box, using the website, or otherwise engaging with Factor & Fund (Quofundis Inc.), you acknowledge that you have read, understand, and agree to be bound by these Terms and Conditions. These Terms constitute a legally binding contract between Factor & Fund and the applicant / Client. Submission of an application and checking the acceptance box constitutes your affirmative consent to all authorizations, representations, and non-circumvention obligations set forth herein, including those that apply before any factoring agreement is signed. If you do not agree, do not submit an application or use the services.

2. Services Offered

Factor & Fund offers factoring services, accounts receivable financing, and related cash flow solutions for businesses. Our services involve the purchase of outstanding invoices and advancing funds to businesses based on their receivables.

2.1 Invoice Factoring
We provide invoice factoring services where we advance funds against unpaid invoices. The advance is typically up to 90% of the invoice value, and once the invoice is paid by the customer, we deduct our fees and remit the balance. Factor & Fund offers recourse factoring, meaning the Client is ultimately responsible for unpaid invoices. If a debtor fails to pay within the agreed-upon period, the Client agrees to repurchase the invoice and reimburse Factor & Fund in full. Factor & Fund retains the right to collect outstanding amounts from the Client’s future invoices, hold reserve funds, or take legal action to recover unpaid balances.

2.2 Fees and Rates
Factoring fees typically range from 2.25% to 7% per invoice depending on duration, risk, volume, and other underwriting factors. An optional one-time approval or facility fee of up to 1.5% may be charged in certain cases if expressly agreed in the written factoring agreement. All fees, rates, advance percentages, and other charges are determined solely by underwriting and are set forth only in a signed written factoring agreement between the parties. The ranges above are illustrative only and create no obligation. Client agrees to the specific fees stated in the signed agreement.

2.3 Service Availability
We reserve the right to modify or discontinue any of our services, temporarily or permanently, with or without notice.

2.4 No Commitment
Submission of an application, any preliminary indication of interest, underwriting activity, or discussion of terms does not create any obligation on Factor & Fund to provide financing. All financing is subject to underwriting, approval, and a separate written factoring agreement signed by both parties. Factor & Fund may decline any application for any reason or no reason.

2.5 Automated Assistant / Chatbot
Factor & Fund may offer an automated assistant (“chatbot”) for general questions inside client accounts or on the website. Anything the chatbot says is for general information only and is not an offer, quote, approval, commitment, or advice of any kind (legal, tax, accounting, or financial). Nothing the chatbot states creates any obligation on Factor & Fund or any binding terms. All financing, rates, fees, and terms are determined solely by application, underwriting, and a signed written agreement, and may differ from anything the chatbot describes. Do not rely on the chatbot for any decision. Client acknowledges that any information provided by the automated assistant is non-binding and that Client has a duty to verify all material information against Factor & Fund’s official Terms and Conditions and any signed agreement before relying on it. For account-specific or binding matters, contact ff@factorandfund.com.

2.6 Non-Reliance on Informal Statements
All information provided by Factor & Fund through any channel – including the website, automated assistants, emails, marketing materials, or oral discussions – is for general information only. No such information constitutes an offer, quote, approval, commitment, or representation that can be relied upon. Client’s sole source of binding terms is a signed written factoring agreement. Client has a duty to verify any material information against the official Terms and the signed agreement before relying on it.

3. Eligibility

To use our services, you must:

Be a legal business entity operating in the United States.
Provide accurate and complete business and financial information during the application process.
Comply with all applicable laws, regulations, and these Terms and Conditions.

Factor & Fund is not a bank. Financing is subject to applicable state licensing requirements. Factor & Fund will obtain any required licenses when and where necessary. The applicant represents that its own business operations are lawful in the jurisdictions in which it operates.
By submitting an application, the applicant represents and warrants that: (a) all information and documents provided are true, complete, and accurate; (b) the person submitting is authorized to bind the business and its owners/guarantors; and (c) the applicant will promptly notify Factor & Fund of any material change to the information provided. The applicant authorizes Factor & Fund to verify any information provided at any time.

4. Client Obligations

As an applicant or Client of Factor & Fund, you agree to the following:

Provide Accurate Information: You must provide accurate, up-to-date information regarding your business, financial status, and invoices. Failure to provide accurate information may result in the termination of services or legal action.
Compliance with Invoices: You agree to submit legitimate invoices that represent actual goods or services provided. Submitting fraudulent or altered invoices will result in the immediate termination of services and potential legal consequences.
Customer Payments: You must ensure that your customers are aware of their obligation to pay Factor & Fund directly, according to the terms of the factoring agreement.

4.1 UCC Authorization and Security Interest.
The applicant and Client authorize Factor & Fund to conduct UCC and lien searches at any time in connection with an application or financing. Upon execution of a factoring agreement, the Client authorizes Factor & Fund to file one or more UCC-1 Financing Statements (and any amendments or continuations) to perfect its interest in the purchased receivables and related assets. Factor & Fund will not file a UCC-1 until a factoring agreement has been signed. The Client agrees not to encumber, assign, or sell any receivables that are or may become subject to Factor & Fund’s interest without Factor & Fund’s prior written consent.

4.2 Referral Non-Circumvention

If Factor & Fund introduces or refers the applicant or Client to any third-party funding source, lender, co-investor, capital partner, or other financing provider (a “Referred Source”), the applicant / Client agrees that for a period of twelve (12) months following such introduction it will not, directly or indirectly, enter into, solicit, or complete any financing, purchase, or funding arrangement with that Referred Source without Factor & Fund’s written participation and payment of the compensation that would otherwise have been due to Factor & Fund, or, if no specific fee was agreed, a reasonable originating fee equal to the greater of (i) the fee Factor & Fund would have earned on the transaction or (ii) 2% of the total funding amount.

4.3 Indemnification

The applicant and Client agree to indemnify, defend, and hold harmless Factor & Fund and its officers, directors, employees, and agents from and against any claims, losses, damages, costs, or expenses (including reasonable attorneys’ fees) arising out of or related to inaccurate information provided in an application, lack of authority to submit the application, or any breach of these Terms.

5. Payment and Fees

All factoring fees, advances, and other charges are payable as outlined in your factoring agreement. If a Client fails to fulfill payment obligations for repurchasing unpaid invoices, Factor & Fund may: (1) apply a late payment penalty of 2.5% or more per month on unpaid balances, (2) withhold funding for future invoices, or (3) initiate legal collection actions, including UCC lien enforcement and claims against personal guarantors.

Factoring Fees: Fees are deducted from the payment made by your customer. Once the invoice is settled, you will receive the remaining balance, minus our fees.
Approval Fees: A 1.5% approval fee is applied as a one-time fee per deal. This fee is deducted from the first financed invoice and is not charged again under the same contract with the same customer.
Late Payment: If your customer fails to pay within the agreed-upon period, additional charges or interest may apply.

6. Security and Privacy

Your use of our services is subject to our Privacy Policy, which outlines how we collect, use, and protect your information. By using our services, you agree to the terms of our Privacy Policy.

Data Security: We implement reasonable security measures to protect your data. However, we cannot guarantee the absolute security of data transmitted online.
Third-Party Disclosure: We may share your information with third-party service providers as needed to deliver our services, subject to the terms of our Privacy Policy.
Credit, Verification & Information Authorization: By submitting an application (and checking the acceptance box), the applicant authorizes Factor & Fund and its agents, from time to time and both before and after any agreement is signed, to:
- (a) obtain business and personal credit reports and related background information on the business and its owners, officers, and guarantors;
- (b) obtain business credit and payment history on the applicant’s customers / account debtors;
- (c) conduct soft credit inquiries where available;
- (d) verify any information provided by contacting the applicant’s customers, banks, references, and public records, and by obtaining bank account and transaction data through connected accounts (including Plaid or similar services);
- (e) share application and underwriting information with potential funding partners, co-investors, or capital sources that are bound by confidentiality obligations, solely for the purpose of evaluating or arranging financing;
- (f) use electronic signatures and records, which the applicant agrees are legally binding under the ESIGN Act and UETA.

This authorization is continuing and survives any decision not to proceed with financing. Factor & Fund will not file a UCC-1 Financing Statement until a factoring agreement has been executed.

7. Limitation of Liability

Factor & Fund shall not be liable for any indirect, incidental, or consequential damages, including loss of profits or revenue, resulting from your use of our services or any reliance on our services. Our liability is limited to the amount of fees paid to us during the use of the services in question.

No Guarantee: We do not guarantee the success of any factoring or financing transactions. The performance of our services is contingent on the accuracy of the information you provide and the actions of your customers. Factor & Fund has no liability for any statements, errors, or omissions by any automated assistant or chatbot.

8. Termination of Service

We reserve the right to terminate or suspend your access to our services at any time, without notice, for any of the following reasons:

Breach of these Terms and Conditions.
Submitting fraudulent invoices or misrepresenting your financial situation.
Failure to pay fees or comply with your factoring agreement.
Any other actions deemed harmful to the interests of Factor & Fund.

9. Intellectual Property

All content, materials, logos, and intellectual property on the Factor & Fund website and within our services are owned by us or our licensors. You may not copy, distribute, modify, or create derivative works from our materials without explicit written consent.

9.1 Accessibility Disclaimer

Factor & Fund is committed to providing an accessible online experience for all users. We strive to ensure our website complies with the Americans with Disabilities Act (ADA) and Web Content Accessibility Guidelines (WCAG) 2.1. If you experience difficulty accessing content or need assistance, please contact us at ff@factorandfund.com or (888) 884-4823. However, Factor & Fund shall not be liable for any accessibility-related claims or damages arising from third-party content or software limitations beyond our control.

10. Governing Law & Dispute Resolution

These Terms and Conditions shall be governed by and construed in accordance with the laws of the State of Delaware, or the State of Florida at Factor & Fund’s election. Factor & Fund, operating as Quofundis Inc., retains all rights to enforce these Terms under its legally registered business entity. Any dispute arising under these Terms shall first be subject to mandatory arbitration in Wilmington, Delaware, or Palm Beach County, Florida, at Factor & Fund’s election, under the American Arbitration Association Commercial Rules, before any legal action may be filed in court. Each party agrees to waive the right to a jury trial. Factor & Fund shall be entitled to recover attorney’s fees and costs incurred in enforcing these Terms.

11. Changes to Terms

We reserve the right to modify these Terms and Conditions at any time. Any changes will be posted on our website, and your continued use of the services after such changes have been made constitutes your acceptance of the revised Terms and Conditions.
Authorizations, non-circumvention, indemnification, and governing-law provisions survive any termination of the relationship or any decision not to proceed with financing.

12. Survival

The authorizations, representations, non-circumvention, indemnification, limitation of liability, and governing-law provisions of these Terms survive any termination of the relationship or any decision not to proceed with financing.