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Terms & Conditions

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Terms & Conditions

  • Terms and Conditions for Firmroot Capital


    Last Updated: September 19, 2020

    Introduction

    Welcome to Firmroot Capital. These Terms and Conditions (“Terms”) govern your access to and use of the website www.firmrootcapital.com (the “Website”), including all content, functionality, and services offered by Firmroot Capital (“Firmroot Capital,” “we,” “us,” or “our”).

    By accessing the Website, engaging our services, or receiving any information from us, you (“you,” “your,” or “Client”) agree to be bound by these Terms in their entirety. If you do not agree to these Terms, you must not access the Website or use our services. These Terms constitute a legally binding agreement between you and Firmroot Capital.

    1. Definitions

    • "Services" refers to the full range of financial facilitation and advisory services offered by Firmroot Capital, including but not limited to Trade Finance Instrument Facilitation, Structured Finance, Project & Capital Advisory, Risk Mitigation & Due Diligence, and Credit Enhancement Advisory.

    • "Financial Instrument" refers to any trade finance or credit enhancement product, such as a Standby Letter of Credit (SBLC), Bank Guarantee (BG), Documentary Letter of Credit (LC), or other instruments facilitated by us.

    • "Confidential Information" includes all non-public information, data, and materials related to the business, finances, clients, or operations of either party, whether disclosed in writing, orally, or by any other means.

    2. Scope of Services

    Firmroot Capital provides specialized financial facilitation and advisory services. Our primary role is to act as an intermediary and arranger, connecting our Clients with our global network of corresponding financial institutions ("Issuing Institutions") to structure and facilitate the issuance of Financial Instruments.

    Important Disclaimer: Firmroot Capital is NOT a chartered bank, a licensed securities dealer, a deposit-taking institution, or a direct lender. All Financial Instruments are formally issued by appropriately regulated Issuing Institutions. Our service is the facilitation, structuring, and advisory work that precedes and manages this issuance. We do not provide regulated banking services.

    3. Client Obligations and Representations

    As a Client, you hereby represent, warrant, and agree to the following:

    • Accuracy of Information: You will provide true, accurate, current, and complete information in all applications, communications, and documentation submitted to us. You are solely responsible for any errors or omissions in the information you provide.

    • Compliance with Laws: You will comply with all applicable local, national, and international laws and regulations, including but not limited to those concerning international trade, anti-money laundering (AML), counter-terrorism financing (CTF), anti-bribery, and sanctions compliance.

    • Legitimate Business Purpose: You will use our Services and any resulting Financial Instrument exclusively for lawful and legitimate business transactions.

    • Authority: You represent that you have the full legal authority to enter into this agreement and any subsequent agreements related to the Services on behalf of your organization.

    • Independent Judgment: You acknowledge that you are responsible for making your own independent business decisions. While we may provide advice and analysis, you are not relying on us for legal, tax, or comprehensive financial planning advice and have been advised to consult your own independent professional advisors.

    4. Intellectual Property Rights

    The Website and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof) are owned by Firmroot Capital, its licensors, or other providers of such material and are protected by international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. You are not permitted to reproduce, distribute, modify, create derivative works of, publicly display, or transmit any of the material on our Website without our prior written consent.

    5. Confidentiality

    Both parties agree to hold all Confidential Information in strict confidence. Neither party shall disclose the Confidential Information of the other party to any third party without prior written consent, except as required by law, regulation, or a competent court order. This obligation of confidentiality shall survive the termination of this agreement.

    6. Disclaimers

    • No Warranty: The Website, its content, and our Services are provided on an "as-is" and "as-available" basis, without any warranties of any kind, either express or implied. We do not warrant the accuracy, completeness, or reliability of any information provided.

    • No Guarantee of Outcome: Firmroot Capital makes no guarantee, representation, or warranty that any application for a Financial Instrument or financing will be successful. The final decision to issue any Financial Instrument rests solely with the Issuing Institutions and is subject to their own due diligence, credit, and compliance processes.

    • Informational Purposes Only: Content provided on our Website or in our general marketing materials is for informational purposes only and does not constitute an offer, solicitation, or professional advice.

    7. Limitation of Liability

    To the fullest extent permitted by law, in no event shall Firmroot Capital, its directors, employees, partners, agents, or affiliates, be liable for any indirect, incidental, special, consequential, or punitive damages, including without limitation, loss of profits, data, use, goodwill, or other intangible losses, resulting from: (i) your access to or use of or inability to access or use the Service; (ii) any conduct or content of any third party on the Service; (iii) any content obtained from the Service; and (iv) unauthorized access, use, or alteration of your transmissions or content.

    In no event shall Firmroot Capital's aggregate liability for all claims relating to the Services exceed the total amount of fees paid by you to Firmroot Capital for the specific service from which the claim arises in the twelve (12) months preceding the claim.

    8. Indemnification

    You agree to defend, indemnify, and hold harmless Firmroot Capital and its directors, employees, partners, and agents from and against any and all claims, damages, obligations, losses, liabilities, costs, or debt, and expenses (including but not limited to attorney's fees) arising from: (i) your use of and access to the Services; (ii) your violation of any term of these Terms; (iii) your violation of any applicable law or regulation; or (iv) your gross negligence or willful misconduct.

    9. Governing Law and Jurisdiction

    These Terms shall be governed and construed in accordance with the laws of the Republic of Zambia, without regard to its conflict of law provisions.

    You agree to submit to the exclusive jurisdiction of the courts located in Lusaka, Zambia to resolve any legal matter arising from these Terms.

    10. Termination

    We may terminate or suspend your access to our Services immediately, without prior notice or liability, for any reason whatsoever, including without limitation if you breach the Terms. Upon termination, your right to use the Services will immediately cease. Certain provisions of these Terms which by their nature should survive termination shall survive, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.

    11. Miscellaneous

    • Entire Agreement: These Terms constitute the entire agreement between you and Firmroot Capital regarding our Services and supersede all prior agreements.

    • Severability: If any provision of these Terms is held to be invalid or unenforceable by a court, the remaining provisions of these Terms will remain in effect.

    • Force Majeure: Neither party shall be liable for any failure or delay in performance under these Terms due to causes beyond its reasonable control, including but not limited to acts of God, war, terrorism, pandemics, or governmental action.

    12. Amendments to Terms

    We reserve the right, at our sole discretion, to modify or replace these Terms at any time. We will provide notice of any changes by posting the new Terms on this page and updating the "Last Updated" date. Your continued use of the Website or our Services after any such change constitutes your acceptance of the new Terms.

    13. Contact Information

    If you have any questions about these Terms, please contact us at: legal@firmrootcapital.com.

F.A.Q

Frequently Asked Questions

Due Diligence is the comprehensive process we undertake to verify the identity, legitimacy, and financial standing of all parties in a transaction. It is essential for mitigating risks like fraud, ensuring the deal is commercially viable, and complying with international regulations. This process protects you, your partners, and our firm.

No. An MT799 is a secure, bank-to-bank SWIFT message used for communication. It is often used to send a "Ready, Willing, and Able" (RWA) message, which confirms a client's financial capacity and intent. However, it is a non-operative instrument and does not constitute a promise to pay or a financial guarantee.

UCP 600 (Uniform Customs and Practice for Documentary Credits) is a set of globally recognized rules published by the International Chamber of Commerce (ICC). These rules govern the rights and obligations of all parties in a Letter of Credit transaction, providing a standard framework that ensures consistency and reliability worldwide.

An SBLC is highly versatile. It primarily serves as a backup or guarantee. Common uses include guaranteeing performance on a contract (Performance SBLC), securing an advance payment (Advance Payment SBLC), or backing a financial obligation (Financial SBLC).

A Letter of Credit is a payment instrument—it is the primary method of payment in a transaction. A Bank Guarantee is a security instrument—it is only used if one party fails to meet its contractual obligations (i.e., in case of a default).

While our primary role is to structure and facilitate the issuance of trade finance instruments (like BGs and SBLCs), we also offer specialized financing solutions such as Pre-Export and Commodity Finance. We are a financial facilitator, not a traditional deposit-taking bank.

Our fees are determined on a case-by-case basis and depend on the type of instrument, its value, the duration, and the overall risk profile of the transaction. We are committed to transparency and will provide a clear and detailed fee structure for your approval before any work commences.

The timeline can vary depending on the complexity of the transaction, the type of instrument required, and the completeness of the documentation provided. A straightforward Pre-Advice (MT799) can often be done within a few banking days, while structuring and issuing a complex Bank Guarantee or SBLC may take one to three weeks after all due diligence is complete.

The first step is to contact us through our website or by email to schedule an initial consultation. In this call, our specialists will seek to understand your specific needs, the nature of your transaction, and your business objectives to determine how we can best assist you.

We work with a diverse range of clients involved in international trade and project development, including importers, exporters, commodity traders, manufacturers, and contractors. Our services are tailored for established businesses looking to secure and finance their cross-border transactions.

We maintain a strong global network of corresponding financial institutions, including internationally recognized banks. The choice of the issuing institution depends on the specifics of the transaction, including geography, currency, and the required credit rating. We only work with reputable and regulated institutions.

Absolutely. Client confidentiality is paramount. All information and documentation you share with Firmroot Capital are handled with the utmost discretion and protected by robust data security protocols and legally binding non-disclosure agreements.

Our compliance framework is rigorous. We screen all transactions and entities against global sanctions lists (e.g., OFAC, UN) and adhere strictly to international Anti-Money Laundering (AML) and Know Your Customer (KYC) standards. This ensures that all transactions we facilitate are fully compliant with the law.

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