1. Description of the Service

Welcome to On Deck Capital, a business lending platform. The On Deck Capital Service and Website are operated by On Deck Capital, Inc., a Delaware corporation (“On Deck Capital”). On Deck Capital allows customers to apply for business loans. As part of the application process, users may choose to submit financial information from their online banking account to On Deck Capital. On Deck uses this information as part of the criteria in its lending decisions, to monitor the performance of On Deck Capital Customers on an on-going basis, and to manage its loan portfolio, and may use this information to extend additional offers of business credit to its customers or to restructure its loans.On Deck is not a broker, investment advisor or financial planner, and we not do provide financial, securities, legal or tax advice. Before making any decision or implementing any strategy you should consider obtaining additional information and advice from your accountant, attorney, and⁄or other advisors.

2. Accepting the Terms

By applying for a loan from On Deck Capital or using the information, tools, features and functionality located at OnDeckCapital.com or subdomains including loans.ondeckcapital.com (together the “Service”), you agree to be bound by this Agreement, whether you are a "Prospect" (you or your business is a potential customer of On Deck Capital) or you are a "Customer" (you or your business is an existing customer of On Deck Capital). The term “you” or "User" refers to a Prospect or a Customer. You must read this Agreement and indicate your acceptance.

You may not use the Service and you may not accept this Agreement if you are not of a legal age to form a binding contract with On Deck Capital. If you accept this Agreement, you represent that you have the capacity to be bound by it or if you are acting on behalf of a company or entity that you have the authority to bind such entity. Before you continue, you should print or save a local copy of this Agreement for your records.

3. Privacy and your Personal Information

For information about On Deck Capital’s data protection practices, please read our Privacy and Security Policy, which is hereby incorporated into this Agreement. This policy explains how On Deck Capital treats your personal information, and protects your privacy, when you access On Deck Capital and use the Service. The policy may be updated from time to time at our discretion. Changes will be effective upon posting to OnDeckCapital.com or the service. On Deck Capital’s privacy and security policy is located at http://www.ondeckcapital.com/privacy.php .

4. Account Information from Third Party Sites

With the Service, Users may direct On Deck Capital to retrieve their own or their company’s information maintained online by third-party financial institutions with which they have customer relationships, maintain accounts or engage in financial transactions (“Account Information”). On Deck Capital may work with one or more online financial service providers under contract to access this Account Information, including Yodlee, Inc. (“Yodlee”). Yodlee is a leading provider of critical online banking solutions for personal financial management and customer acquisition solutions trusted by over 100 leading financial institutions. More information about Yodlee can be found at http://www.yodlee.com .

As a condition of providing you with a business loan, On Deck Capital will review your Account Information on a regular basis to ascertain the financial health of your business. On Deck’s ability to review your accurate Account Information is an essential condition of your loan.

On Deck Capital may review the Account Information for accuracy, legality or non-infringement. On Deck Capital cannot always foresee or anticipate technical or other difficulties which may result in failure to obtain data or loss of data, personalization settings or other service interruptions. On Deck Capital cannot assume responsibility for the timeliness, accuracy, deletion, non-delivery or failure to store any user data, communications or personalization settings.

5. Accurate Information

You, the end user, agree to provide true, accurate, current and complete information about yourself and your accounts maintained at other web sites and you agree to not misrepresent your identity or your Account Information. You also agree to provide On Deck Capital with the information necessary to access your Account Information, including your usernames, passwords, PINs, or other necessary log-in information, materials, or other content (collectively, “Account Credentials”). You agree to keep your Account Credentials and Account Information up to date and accurate, and understand that providing accurate Account Credentials and Account Information is an essential condition of your loan from On Deck Capital. Failure to provide accurate information for the Service may result in On Deck exercising its right to call the loan.

By applying for a business loan with On Deck Capital, you certify that (i) you are authorized to apply on behalf of the company whose full legal name appears above under the Company Information portion of the Loan Application for a business loan from us and (ii) all information you provide within the Loan Application and other supporting documents is true and complete and that you will notify us of material changes to such information.

6. Proprietary Rights

You are permitted to use content delivered to you through the Service only on the Service. You may not copy, reproduce, distribute, or create derivative works from this content. Further, you agree not to reverse engineer or reverse compile any of the Service technology, including but not limited to, any Java applets associated with the Service.

7. Rights You Grant to On Deck Capital

As the owner of Account Credentials you provide to us through the Service, you are licensing the Account Credentials to On Deck Capital for the purpose of providing the Service. On Deck Capital may use such Account Credentials to use, display, distribute, and create new material using such Account Credentials. By submitting Account Credentials, you represent that you are the owner of the Account Credentials and are entitled to submit it to On Deck Capital for use for this purpose, without any obligation by On Deck Capital to pay any fees or other limitations and without any particular time limit.

By using the Service, you expressly authorize On Deck Capital to access your Account Information maintained by identified third parties and to directly connect to the website for the third party you have identified, on your behalf as your agent. On Deck Capital will submit Account Credentials that you provide to log you into the site and retrieve your Account Information. You hereby authorize and permit On Deck Capital to use Account Credentials submitted by you to the Service to accomplish the foregoing and to configure the Service so that it is compatible with the third party sites for which you submit your information.

For purposes of this Agreement, you grant On Deck Capital and Yodlee a limited power of attorney, and appoint On Deck Capital and Yodlee as your attorney-in-fact and agent, to access third party sites, retrieve, review, and use your Account Information with the full power and authority to do and perform each thing necessary in connection with such activities, as you could do in person. YOU ACKNOWLEDGE AND AGREE THAT WHEN ON DECK CAPITAL OR YODLEE ARE ACCESSING AND RETRIEVING ACCOUNT INFORMATION FROM THIRD PARTY SITES, ON DECK CAPITAL AND YODLEE ARE ACTING AS YOUR AGENT, AND NOT AS THE AGENT OF OR ON BEHALF OF THE THIRD PARTY. You understand and agree that the Service is not sponsored or endorsed by any third parties accessible through the Service.

8. Borrower Credit Profile Authorization

You understand and agree that we and our agents and assignees are authorized to contact third parties to make inquiries in evaluating your business loan application (including requesting business and personal credit bureau reports from credit reporting agencies and other sources) or for any update, renewal, extension of credit or other lawful purpose. Upon your request, we will advise you if we obtained a credit report and will give you the credit bureau's name and address. You understand and agree that we may provide credit and other information from the business loan application and on the signing individual(s) and the company with third parties who may use the information for any lawful purpose, including for the purpose of offering credit and/or other products and services to the signing individual(s) and/or the company.

You authorize On Deck Capital to obtain business and consumer credit reports each time you request a business loan, during the processing or closing of a loan to you, or at various times during the term of your loan in connection with the servicing or enforcement of the business loan.

9. Electronic Communications

By choosing to access On Deck Capital’s Services via the internet, you hereby consent to receive by electronic means this Agreement and any and all disclosures and/or notices required to be given by applicable law or regulation. You also consent to allow On Deck Capital to respond to any inquiries by e-mail regardless of the format of the original inquiry.

To electronically receive, view, and save the Disclosures, you must have a personal computer equipped with Firefox 2.0 or Microsoft Explorer 6.0 or later versions, and either a printer, a hard drive, or other storage device. You must also have a valid email address. You must notify us if your email address changes. To notify us of your new email address, please log on to loans.ondeckcapital.com and update your email address in the “My Profile” section of the website.

Your Consent to this agreement may be withdrawn at any time, upon written notice to the address below. After withdrawal of consent, all subsequent Communications will be sent by regular mail to the last known address on file with On Deck Capital. You have the option to receive any information that we have provided electronically in paper form at no cost to you. To request a paper copy of any information we have provided electronically, please contact us by calling 888.269.4246, or write to us at: On Deck Capital – Disclosure Request, 2711 Jefferson Davis Hwy, Arlington, VA, 22202.

10. Patriot Act Verification

Federal law requires all financial institutions to obtain, verify, and record information that identifies each person who opens an account. When you set up an account with On Deck Capital, we will ask for the legal name and address of the business, and the name, address, date of birth, social security number and other information for each business owner involved with the transaction, which will allow us to verify the identification of the parties to the transaction. We may also ask for other information and documents to help us verify the identity of the business. If you have any questions, please contact us at (888) 269-4246 or email us at support@ondeckcapital.com

11. Prohibited Conduct

The following is a list of prohibited conduct under this Agreement. You hereby agree not to engage in any such conduct during your use of On Deck Capital’s website or Services. Any party found engaging in such conduct will, at the sole discretion of On Deck Capital, be terminated:

• Multiple registrations by an individual without prior consent by On Deck Capital, whether such registration was completed fraudulently, falsely or unlawfully, or by legitimate and lawful means such as the use of alternate but valid names, different contact information, separate bank-account numbers, and other pertinent data;
• Fraud, intentional or negligent misrepresentation, or any unlawful act relating to the use of On Deck Capital’s website or Services;
• Intentionally providing On Deck Capital with false or incorrect contact information;
• Tampering, hacking, modifying or otherwise corrupting the security or functionality of the Services or On Deck Capital’s website.

In any case in which On Deck Capital, in its sole discretion, determines that a criminal or civil violation of local, state or federal law has occurred, in addition to terminating access to the Services and On Deck Capital’s website, offending parties will be subject to damages and other penalties, including civil liability and criminal prosecution where available for any such conduct.

On Deck Capital will contact appropriate administrative and law-enforcement authorities in all such instances and shall cooperate fully with any investigation.

12. Disclaimer of Representations and Warranties

YOU EXPRESSLY UNDERSTAND AND AGREE THAT: YOUR USE OF THE SERVICE AND ALL INFORMATION, PRODUCTS AND OTHER CONTENT (INCLUDING THAT OF THIRD PARTIES) INCLUDED IN OR ACCESSIBLE FROM THE SERVICE IS AT YOUR SOLE RISK. THE SERVICE IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. ON DECK CAPITAL AND YODLEE EXPRESSLY DISCLAIM ALL WARRANTIES OF ANY KIND AS TO THE SERVICE AND ALL INFORMATION, PRODUCTS AND OTHER CONTENT (INCLUDING THAT OF THIRD PARTIES) INCLUDED IN OR ACCESSIBLE FROM THE SERVICE, WHETHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NONINFRINGEMENT.

ON DECK CAPITAL AND YODLEE MAKE NO WARRANTY THAT (i) THE SERVICE WILL MEET YOUR REQUIREMENTS, (ii) THE SERVICE WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (iii) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICE WILL BE ACCURATE OR RELIABLE, (iv) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL OBTAINED BY YOU THROUGH THE SERVICE WILL MEET YOUR EXPECTATIONS, OR (V) ANY ERRORS IN THE TECHNOLOGY WILL BE CORRECTED.

13. Limitations on On Deck Capital’s Liability

ON DECK CAPITAL SHALL IN NO EVENT BE RESPONSIBLE OR LIABLE TO YOU OR TO ANY THIRD PARTY, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, LIQUIDATED OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFIT, REVENUE OR BUSINESS, ARISING IN WHOLE OR IN PART FROM YOUR ACCESS TO ONDECKCAPITAL.COM AND ITS SUBDOMAINS, YOUR USE OF THE SERVICE OR THIS AGREEMENT, EVEN IF ON DECK CAPITAL HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, ON DECK CAPITAL’S LIABILITY TO YOU FOR ANY CAUSE WHATEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO $500.00 (FIVE HUNDRED UNITED STATES DOLLARS).

14. Your Indemnification of On Deck Capital

You agree to protect and fully compensate On Deck Capital and Yodlee and their affiliates from any and all third party claims, liability, damages, expenses and costs (including, but not limited to, reasonable attorneys fees) caused by or arising from your use of the service, your violation of these terms, or the violation of any third party right, including, without limitation, any copyright, property, or privacy right, by you or any other user of your account.

The disclaimers, exclusions and limitations of liability set forth in this Agreement form an essential basis of the bargain between the Parties, and, absent any of such provisions, the terms of this Agreement would be substantially different.

You agree that Yodlee is a third party beneficiary of the above provisions, with all rights to enforce such provisions as if Yodlee were a party to this Agreement.