For the general contract regarding advance-financing and purchase of invoices on the Float Lending AB platform (the “general contract”)
The terms defined in the general contract have the same meaning in these General Terms and Conditions of Business.
Platform registration and general contract
The accession to the general contract is subject to the condition of registration in the platform www.floatlending.com. Only companies who are registered on the platform can accede to this general contract. Companies whose platform registration is deleted are no longer party to the general contract; in their case, the general contract ends with the deletion of the registration. Companies who accede to the general contract note and agree that Float Lending can freely determine at any time via the platform registration which companies are party to the general contract. There is no claim to usage of the platform. Float Lending is free at any time to exclude a company from using the platform, without the respective participant acquiring claims from this against Float Lending.
Registration on the platform is free of charge and is affected by opening or activating a participant account. The technical procedure for a registration is set out in the user instructions.
Only one participant account can be held per participant (company). This is held by one person and is non-transferable. The participants are liable without restriction for all activities that are carried out using their participant account.
The participants can terminate their participant account at any time. Such a termination has no influence on pre-existing receivables, such as receivables from transactions carried out.
Technical and other details of the platform registration are specified in the user instructions.
Restrictions in approval
The usage of the platform for purposes of advance-financing or the purchase of invoices is only open to registered companies. “Companies” pursuant to the general contract are exclusively legal persons, collective and limited partnerships, cooperatives, associations and private individuals with unrestricted power to act and with their registered office or domicile in Sweden. Minors (people under the age of 18) and persons with their registered office or domicile outside of Sweden are thus excluded from using the website.
The platform can only be used for commercial purposes. In other words, only invoices relating to a commercial activity can be pre-financed or purchased via the platform. Consequently, no services will be offered to companies with regard to invoices that cannot be assigned to commercial activity.
The companies undertake to only upload invoices onto the platform whose existence and amount is undisputed and whose payment deadline has not yet expired (no arrears in payment).
Implementation of transactions
The details with regard to the implementation of a transaction via the platform are specified in the user instructions if they are not regulated in the general contract.
The mere accession to the general contract does not yet initiate any cost obligation on the part of a company. Companies only become liable for costs in relation to a transaction via the platform. The company may owe Float Lending a remuneration for the lending service (lending commission of the company).
The remuneration amounts within the framework of a certain transaction are determined from the transaction confirmation and will be charged on the basis of the invoice amount and the risk involved. “Invoice amount” means the total amount that is actually stipulated on the invoice in connection with an advance-financing contract or factoring agreement, plus any remuneration deduction made. The amounts of the different remuneration types are in the following range, whereby any deviations pursuant to the user instructions are reserved.
Obligation of disclosure, information and collaboration
The implementation of transactions via the platform requires relevant information about companies and invoices to be disclosed to the platform. The companies undertake to provide Float Lending with relevant information on request and to provide information truthfully. They agree that the information is made accessible to Float Lending.
The companies explicitly confirm that they have obtained the consent from the debtor to the disclosure of relevant invoice and debtor information on the platform before an invoice is uploaded. The company will indemnify Float Lending in full against any direct or indirect damage that Float Lending incurs from the breach of this obligation.
The companies are required to update or correct outdated or wrong information on the platform that relates to them.
The operation of the platform and the implementation of transactions over the platform require the collaboration of the companies.
Credit rating and invoice checks by Float Lending
Float Lending does not usually check the existence or the amount of a receivable and relies on the information provided by the company.
Float Lending can check the credit rating of a company or a debtor before activating an invoice. However, it can also approve invoices without checking the credit rating. Any credit rating check of the company is usually done on the basis of the following documents:
- Current annual financial statements (if available);
- Commercial register extract;
- Information from recognized credit agencies.
The companies explicitly authorize Float Lending to obtain all information from third parties (credit agencies, collection offices, authorities, banks, etc.) that are necessary to check and assess their credit rating and the debtor’s credit rating.
The information that Float Lending provides with regard to companies, debtors and invoices on the platform are used solely as a decision aid under the exclusion of liability to the maximum extent permitted under the law. The information on the platform does not constitute any binding statements on ability to pay, readiness to pay, existence or amount of receivables.
Operation of the platform and outsourcing
Transactions are implemented via the platform; this thus depends on the functionality of the platform.
Float Lending can temporarily restrict access to or the services on the platform at any time if this is necessary or useful in light of the security or integrity of the servers, of the capacity limits or for the implementation of technical measures. The participants cannot assert any claims from such restrictions.
Float Lending does not assume any liability for damage that is caused or is aggravated through technical failure, insufficient or wrong communication, network overload, difficulties in use, system interruptions, delays in the data transmission, incompatibilities between the website and the data/the software of the participants and/or their computers, functional faults, interferences, transmissions of viruses, illegal access or any other defective provision of service by telecoms or network providers.
Float Lending can outsource platform services and/or the platform operation and maintenance to third parties. In the process, Float Lending is not in any way responsible for the actions of the subcontractor. A corresponding liability is excluded to the maximum extent permitted by the law.
Warranty, liability, indemnification
Warranty and liability of Float Lending are excluded to the maximum extent permissible under the law. Reference is made to the general contract and these General Terms and Conditions of Business with regard to individual exclusions.
If compensation claims or other claims are filed against Float Lending due to the damage caused by a company, this company undertake to indemnify Float Lending against all claims and in addition all defense costs (incl. court and lawyer costs). Reference is made to the specific indemnification provisions in the general contract and these General Terms and Conditions of Business.
Ownership of platform, trademark rights / copyrights
All elements of the platform, in particular copyrights, trademark and other rights are solely and comprehensively the property of Float Lending. The elements are only freely usable for browsing purposes.
No component of the platform is designed in such a way that a license or right to use an image, a registered trademark or a logo would have to be granted with regard to the provision of a service on the platform. The saving or printing out of individual pages and/or
sub-areas of the platform for own use is permitted if neither the copyright notices nor other designations protected under the law are removed. The downloading or copying of the platform or parts thereof, does not transfer any rights at all with regard to software or platform elements. The (complete or partial) reproduction, communication (electronically or by other means), modification, linking or usage of the platform for public or commercial purposes is prohibited without the prior written consent from Float Lending. All ownership rights remain with Float Lending AB. Float Lending retains all rights with regard to all elements of the website.
Float Lending will retain contractual documents and correspondence pursuant to the statutory requirements. Float Lending is in principle willing to hand over to companies on request copies of the existing documents that relate to them. If documents are required outside of or after conclusion of a specific transaction, Float Lending is entitled to demand an appropriate reimbursement of costs.
Data protection and data security
On accession to the general contract and when carrying out a transaction via the platform, personal data are transferred between companies, and Float Lending. In the process, a company is in principle deemed to be a data collection owner (controller) and a third party pursuant to Swedish data protection law. Float Lending is in principle deemed to be a contract data processor and within the framework also to a restricted extent as the owner of the data collection (controller).
The companies undertake to only provide Float Lending with the personal data that the latter requires for the provision of the platform services or that are necessary for this. If the companies disclose personal data from third parties, they have to obtain their consent beforehand if required under data protection law.
Float Lending processes the personal data solely for the purpose of platform services. In the process, personal data from companies and debtors are disclosed to Float Lending and transaction-related personal data disclosed between company and Float Lending. Float Lending is authorized to also collect data about companies, and debtors at third parties. Float Lending can process personal data for other purposes if this is envisaged in the data protection information on the website (cf. there).
Predominantly personal data from companies, and debtors are processed by Float Lending. These are primarily finance and contract-related data. Float Lending is required to implement appropriate technical and organizational security measures.
Float Lending is authorized to use subcontracted data processors pursuant to Swedish data protection law.
On their accession to the general contract, the companies declare that they agree to their data described above being processed.
Subject to the Anti-Money Laundering Act
Float Lending is subject to the [Anti-Money Laundering Act]) (and is therefore required by law to identify or determine companies, and any debtors and their commercial beneficiaries and, if need be, to make further clarifications.
Accordingly, the companies are required to issue or provide Float Lending on request with the information and documents necessary pursuant to the Anti-Money- Laundering Act both during registration and also within the course of a transaction.
Communication and relationship management (contact persons)
The communication between Float Lending on the one hand and the companies on the other fundamentally takes place online on the platform or via e-mail. The e-mail address of Float Lending is as follows: info at floatlending dot com
Float Lending can designate its own contact persons and request from the companies that they also designate a contact person in general or with regard to a specified transaction.
Ban on assignment
In connection with the implementation of transactions via the platform, companies are not authorized to assign their receivables to third parties, not even if the third party has also acceded to the general contract.
Transfer of general contracts
Float Lending is entitled to transfer all or individual general contracts during the transfer of a business (“asset deal”) to a third party or another group company.