First USA Capital, LLC Keith Coleman Promised services to get upfront money and changed the terms agreed upon once money was received. Newport Beach, California

Provided herein is proof showing that this ripoff report and complaint is false because of (1) the executed service agreement that was initialed, paragraph by paragraph, to assure that the complainant understood what he was signing, and understood the process and definition of the services offered through First USA Capital.  (2) Also on file in evidence we have date-stamped documented emails, and witnesses, that were involved in the initial conference call. 

A sample service agreement that was signed and initialed by the author of this complaint is included in this rebuttal, without the author's name and signatures, to ethically protect the author until we choose to potentially litigate against for not abiding by the terms and conditions of the executed service agreement.  The complainant signed the entire agreement and initaled each paragraph where it represents "no refund, no guaratee of funding, other fees may be requested by third parties and client may not litigate against nor harm First USA Capital.

The complainant's purchase of the 82 unit apartment building fell through because the seller never contacted the complainant back.  We have evidence of emails to support this fact. The complainant also stated he already owns a 12 unit apartment building with liquidity to refinance; however, the complainant was looking to refinance a 12 unit apt building he in reality did not own.

The complainant, Matthew, through the course of many discussions kept changing his direction and most recently requested a line of credit for $150,000.00 to $200,000.00 in order to acquire additional properties.  The apparent issue is that at the time, the complainant had no information or direction as to which specific properties he was interested in purchasing; therefore, asking for a line of credit was questionable.

We attempted to help the complainant, despite upon his unethical threats, to at least see if it was possible for First USA Capital to assist him under these new conditions.  We were surprised we have documented an email from a lender willing to potentially offer a line of credit; however, the potential lender reqested a seventy five dollar ($75.00) business credit and personal credit fee.  The complainant refused.  The service agreement also points out possible credit report fees may be required, which the complainant initialed and signed.

The complainant had third party witnesses on the initial conference call when First USA Capital explained we can potentially consult and assist with the project based upon what the client originally represented verbally on the call; however, their is no guarantee this will be funded, as per the service agreement the complainant signed and initialed multiple times.

In closing, we can see how this private site ripoffreport.com can be helpful at times; however, this specific report sent by a partially anonymous party is wrong.  We wish that we had discovered this site under different circumstances; however, based upon the action and information we have on file, we are potentially seeking retribution for harm against First USA Capital by the complainant.  Though the complainant is partially anonymous on ripoffreport.com, we received verbatum the exact email by the complainant.  Therefore, we are in process to discover and document the financial harm that the complainant has caused up to date and future harm this ripoff report has caused.

We strongly recommend that, before the financial repercussions build up against the complainant, Matthew remove the false statements based upon the brief evidence that has been submitted within the form of the document attached.  We removed the complainant's signature, intials and information to protect his privacy at this time.

Below is a copy of the aforementioned service agreement executed by the complainant:

Proposal and Service Fee Agreement Between First USA Capital Consultant and Borrowers  C/O        Borrowers Address:                                                                                                  Email:                   

AGREEMENT DATE - This Service Fee prepared onto this fourteen day of February 14, 2012 and this Service Fee Agreement is between First USA Capital Consultant referred to throughout as First USA Capital and, (Applicant (s) and/or Borrower(s) and/or all Managing Members) is requesting $1,325,000.00 (one million three hundred twenty five thousand dollars and no cents) more or less for a potential acquisition of a 82 unit apartment complex, 50% occupied, cash out for $200,000.00 and a refinance of a 12 unit apartment complex.  Borrowers have additional commercial investment properties. Borrower may be required to present additional information and documentation upon request. 

Please Initial  ___________.  



TYPE OF FUNDING - Potential Non Conventional, Conventional Business Loan,, Refinance and Lines of Credit Financing Programs to be packaged and processed on behalf of Borrower(s).

          5.5% 6.26% Rates

          Fixed Rates                                             

          Secured and Non Secured

          Interest Only and Deferred Programs                                                     

          No Pre Paid Penalty                                                          

          Extensions Available                                                       

          Additional  Loan Programs May be Available and Presented to Borrowers if applicable             



COMPENSATION Part (A) Total $5,000.00 (five thousand dollars and no cents) shall be due and payable to First USA Capital by no later than Thursday February 16, 2012 by 1:00pm PST payable and due to First USA Capital.  Fees represents a One Time Only, Non Refundable up-front packaging, and due diligence fee payable to First USA Capital by bank wire transfer, or direct deposit. First USA Capital shall expedite project and process upon receipt.

Please Initial ____________  



Part (B) Upon Funding Only:  Upon funding only, Borrower shall compensate First USA Capital (2%) of the gross amount funded to Borrowers on actual date of funding to Borrower(s) upon funding only. Direct Lender shall compensate First USA Capital with any additional commissions upon funding only. Borrowers shall attempt to have First USA Capital compensated out of escrow and/or on the funding date however, ultimately, Borrower is responsible to deliver to First USA Capital by Bank Wire Transfer or direct deposit on same date as funding and/or closing and/or monies received by any funding type source of any or kind occurs.  Payment payable to First USA Capital shall be paid direct on exact date funding occurs for each project. Additionally, this Service Agreement addressed to Applicant(s) and/or Borrower(s) and/or all Managing Members agrees that First USA Capital has the right to require that payment of the Service Fee Payment be made directly out of the proceeds of the loan and disbursed directly from escrow/closing, and Applicant(s) and/or Borrower(s) and/or all Managing Members hereby irrevocably appoints First USA Capital for the sole purpose of issuing instructions to Escrow/Closing Holder to pay the Service Fee directly to First USA Capital.  Applicant(s) and/or Borrower(s) and/or all Managing Members further agreed that First USA Capital may use this executed Service Fee Agreement as a demand in escrow/closing, directing Escrow/Closing Holder to pay and remit the loan fee.  Applicant(s) and/or Borrower(s) and/or all Managing Members acknowledges that the full Service Fee payment payable to First USA Capital may not be disbursed in escrow due to Lenders restrictions for allowable dollar amounts received out of escrow dollars therefore, Borrower shall be responsible for the full or partial payment amount not distributed out of escrow in order to satisfy the payment requirements upon funding only. 

Please Initial ____________



TIMELINES - First USA Capital shall receive a five (5) to ten (10) day window or less to perform for Borrower.  Definition of Perform is defined as the Potential discovery of interested parties to invest its funds in order for Borrower to continue their business efforts.  However, First USA Capital shall attempt to seek out and discover $1,325,000.00 (one million three hundred twenty five thousand dollars and no cents) more or less for a preferred potential business loan discovered and delivered within a shorter period of time.

Please Initial ________  



PLAN O GRAM - First USA Capital, its members, its affiliates and its associates shall perform packaging presentation to potential joint venture, angel and/or private investors  and its underwriters, coordinate and schedule potential conference calls with potential financial sources and the managing members for project as well as, negotiate potential finance structures, credit lines, loan clauses, joint venture solutions and terms between interested parties however, negotiate on behalf of Borrower and its interests based upon initial interests as so described noted within the body of this proposal and Service Fee Agreement dated February 14, 2011 (2/14/2012 

Please Initial ____________  



OTHER  FEES - Applicant(s) and/or Borrower(s) and/or all Managing Members may be required if applicable only to pay upon the request of the lender not First USA Capital the customary escrow/closing and other reasonable expenses necessary for the closing of said loan, including without limitation appraisal, environmental inspection, title insurance, attorneys' fees, escrow, notary, tax service, recording, structural/seismic report, survey fees, credit reports, commitment and standby fees, if any, as may be required by underwriting to fund the proposed loan.  However, most joint venture financing opportunities to not include closing costs and may or may not be applicable.

Please Initial __________



APPLICANT RESPONSIBILITIES - Applicant agrees to provide the information required by First USA Capital and/or its affiliates and lending sources in a timely fashion in order to create the loan request package. Applicant agrees to review the completed loan request package and is responsible for its accuracy. After the loan application has been obtained, Applicant agrees to use due diligence to close the loan.  Applicant is responsible to ensure Service Fee Payment or known as a FINANCING SUCCESS FEE is paid out of escrow at closing.

Please Initial __________



CO-BROKERAGE - Loan is not anticipated to be Co- Brokered, however, this loan may be co-brokered; that is First USA Capital may share information for your project with its affiliates, and or other loan and financing institutions and/or assignees on behalf of Borrower. With respect to previous and current inquiries with co-brokers, investment houses, lenders, and its affiliates, no additional co-brokerage activity will occur without the written approval from Borrower to begin the date this Service Agreement has been executed.  However, the parties involved offering this Service Agreement shall continue to  hold Borrowers automatic authority to continue with Borrower project and, have the automatic authority without written approval from Borrower to complete its due diligence once this Service Agreement has been executed and received.

Please Initial ____________



NO GUARANTEE OF FINANCING SUCCESS First USA Capital agrees to use reasonable commercial efforts to seek out and obtain financing for the Project. First USA Capital does not guarantee that financing can or will be obtained. Applicant agrees that First USA Capital will not be liable to Applicant for any losses or damages whatsoever in the event financing is not obtained.  However, First USA Capital shall use Best Business Practices in order to discover an approvable funding situation for Borrower(s).

Please Initial _____________



DISCLAIMER of SERVICES AGREEMENT - Furthermore, I acknowledge by my signature that I have received a fully executed copy of this Agreement at the time of my application for a potential loan in the amount of $1,325,000.00 (one million three hundred twenty five thousand dollars and no cents) more or less.  Agreement and Disclaimer has been fully explained and disclosed to me and I understand it.  I understand that a copy of this disclaimer and agreement will be maintained in my file with First USA Capital and/or its affiliates.  Further, I voluntarily enter into this agreement and loan transaction.  Multiple factors (such as income, assets, cash flow, etc.) are considered in determining a final credit tier. Due to unforeseen market conditions, it is pertinent that information requested be provided in a timely manner. This Agreement shall be governed by and construed in accordance with the laws of the State of California, County of Orange. If legal action is undertaken to enforce or to declare in effect any provision of this Agreement, that legal action shall be venue in Orange County, CA. This is a commitment package to represent our best business practices and best business ethics, however, this is not a commitment to finance and, is to be construed only as intent to seek out, discover and define terms of financing subject to potential loan programs and conditions outlined above within the Type of Funding section on page 1 of 2 and/or throughout this agreement are subject to change. The following statement supersedes any statements, agreements, or transactions of any kind and/or type made on, before or after the date of this Service Disclaimer of Services Agreement as well as, on this actual and specific Service Fee Agreement/Proposal. Applicants/Borrowers all agree and waive all and/or any litigation rights which also include any parties related direct or indirect to this agreement and or project all agree that any controversy arising from this agreement and or any business transactions of any kind with First USA Capital shall not be litigated against nor harmed in any capacity to include not to be litigated against in a court and/or in any forum of competent and/or any jurisdiction and/or judicial forum of any type and/or kind in any town, city, state, federal of the USA and/or Global.  Furthermore, First USA Capital shall not be held responsible for any and/or all actions to also include third parties and/or any parties involved direct and/or indirect in any capacity with this loan request to provide First USA Capital more or less. Furthermore, Borrower understood that First USA Capital is only acting as a placement/consulting firm in good faith to help seek out and secure funds and, does not distribute the products of all lenders and/or investors in the financial market-place and, cannot guarantee the lowest price and/or best terms available in the market and in no way guarantees funding.

Please Initial ___________



Acceptance of all of the Terms and/or Descriptions and Sections Outlined Above: Throughout This Service Fee Agreement. If not accepted by Borrower, This Specific Revised Agreement Expires, Thursday February 16,, 2012 by 1:00 PM PST. (2/16/2012) 

Please Initial__________



In order to expedite this internal document One and/or all Applicant(s) and/or Borrower(s) and/or all Managing Members May Execute This Agreement On Behalf of the Other Applicant(s) and/or Borrower(s) and/or all Managing Members (if applicable).  

Please Initial ___________



(1) Borrower(s)  ___________________________________________________                                                           

(2) Borrower(s) 

___________________________________________________            



Signature____________________________________________                                                         Signature____________________________________________                



Printed Name                                                                            Print                                                                                                                    ____________________________________________________

                                                                         

Business Title                                                                                                              _____________________________________________________        

                                                                       

Business Address                

____________________________________________________



Business Phone    

Fax                       

Cell                                      

Business Phone                 

Fax                      

Cell



Email                                                                                                



Initials                                           Date                                           

Initials                                           Date                                                            



I have reviewed, acknowledged, understood and agree to the terms, conditions and language without any duress regarding the Disclaimer of Services Agreement on page 2 of 2  as well as the terms, conditions and any and all language throughout the body of the two (2) page Proposal and Service Fee Agreement dated 2.14.2012.  

 

Please Initial _____________    Please Print Name _______________________  

Please Insert Date of Signing _______________  



Please Initial _____________    Please Print Name _______________________ 

Please Insert Date of Signing _______________  



Please Initial _____________    Please Print Name _______________________ 

Please Insert Date of Signing _______________  

FIRST USA CAPITAL 1048 IRVINE AVENUE, # 565, NEWPORT BEACH, CALIFORNIA 92660

PHONE (800) 906-6380  FAX (424) 203-3031 WWW.FIRSTUSACAPITAL.COM