General Terms and Conditions for Invoice Sales

These General Terms and Conditions for Moneyflow Group A/S, CVR number 39228327 and Moneyflow 1 A/S, CVR-nummer 41234490 (together: "Moneyflow") apply to any business matters between Moneyflow and the customer ("the Customer"), and the Customer's use of the Moneyflow services. The parties are hereinafter collectively referred to as the "Parties" and individually as a "Party".

For Current Terms of Service (Loan) Download here

These General Terms and Conditions ("General Terms and Conditions") are valid from 2. April 2020

Only the Danish version of these General Terms and Conditions has legal validity.

Scope

By establishing a customer relationship with Moneyflow, the Customer will be able to sell invoices individually to Moneyflow. The Customer must not, at any time, require Moneyflow to purchase invoices from the Customer, unless a separate agreement has been made on the purchase of the individual invoice.

The Customer must ensure that its use of Moneyflow's service does not occur in a manner that could harm Moneyflow's name or reputation, or which is in violation of relevant legislation or other regulation.

Establishing Customer Relationships

Before a customer relationship can be established with Moneyflow, the Customer must provide necessary information so that Moneyflow can comply with KYC (Know Your Customer) and AML (Anti-Money Laundering) principles such as, but not limited to, name, CPR and CVR number.

The Customer must also accept and sign with NemID the “Main Agreement” with Moneyflow, before a customer relationship is established.

Acceptance

The General Terms and Conditions apply when establishing a customer relationships by the Customer using Moneyflow's service (or by otherwise announcing acceptance thereof) and they apply between Moneyflow and the Customer.

Unless otherwise agreed in writing, these General Terms and Conditions apply in their entirety and are an applicable and integral part of all agreements between Moneyflow and the Customer regarding the use of Moneyflow's service.

Duration

These General Terms and Conditions take effect when a customer relationship is established and last for as long as the Customer uses Moneyflow's service.

Termination

The Customer may terminate the customer relationship when the Customer no longer uses Moneyflow's service and if there is no outstanding balance between Moneyflow and the Customer, including that the debtor has paid all transferred invoices in full to Moneyflow. The Customer does this by terminating in writing its customer relationship with Moneyflow via email: support@moneyflow.io.

Moneyflow may terminate the customer relationship with the Customer at any time.

Operational Stability

Moneyflow seeks maximum operational stability but is not responsible for any breakdowns or disruptions, including for operational disruptions caused by factors beyond Moneyflow's control. This means, among other things, power failure, equipment failure, Internet connection disruption, telecommunications connection disruption or the like. Moneyflow's service is provided as is, and Moneyflow waives any warranty, guarantee, claim or other terms, whether direct or indirect. In case of breakdowns or disruptions, Moneyflow strives to restore normal operations as soon as possible.

Scheduled interruptions will preferably happen between 21.00-06.00 CET. Should it become necessary to limit access to Moneyflow's service outside the stated period, Customers will be notified to the extent possible.

Change of Service

Moneyflow is entitled to continually make updates and improvements to the services it offers. Moneyflow is also entitled to change the composition and structure of services. Such updates, enhancements and changes may occur with or without notice and may affect Moneyflow's service to the Customer, including information and data.

Intellectual Property Rights

Moneyflow's service is protected by copyright and other intellectual property rights, and belongs to or is licenced to Moneyflow. The Customer must notify Moneyflow of any actual or potential infringement of Moneyflow's intellectual property or any unauthorised use of the Moneyflow service, which the Customer becomes aware of through the Customer's use of Moneyflow’s service.

No intellectual property rights are transferred to the Customer in connection with the customer relationship.

In relation to material uploaded by the Customer and the Customer's data, the Customer grants Moneyflow and its suppliers permission and a global licence sufficient for Moneyflow to properly perform and operate its services and fulfill its obligations to the Customer. The Customer warrants that the uploaded material does not infringe any third party's rights and does not contain material that may be offensive or in violation of any relevant legislation or other regulation.

Use of Moneyflow's service does not imply the right to transfer Moneyflow's documents and content, copy documents or content for transfer or otherwise redistribute or share documents and content to any organisation, company or person without prior written agreement with Moneyflow.

Moneyflow's Responsibility

Moneyflow waives any responsibility in relation to the use of Moneyflow's service, including for operating loss, consequential damage or other indirect loss, data loss and / or loss caused by virus programs received from programs or files that can be downloaded through Moneyflow's service. Any use of Moneyflow's service is thus the Customer's own risk and responsibility, unless otherwise provided by mandatory law.

Although Moneyflow endeavors to ensure that information regarding all services is accurate, the accuracy of the information cannot be guaranteed. Information is subject to change by Moneyflow without notice.

Moneyflow is not responsible for any third-party solutions that are available and / or integrated into Moneyflow's service, such as third-party solutions used in risk and credit assessments. Thus, Moneyflow cannot be held responsible for the accuracy, completeness, quality and / or reliability of the information, nor the results obtained through these third-party solutions.

If Moneyflow is unable to comply with a commitment or provide a service due to circumstances, conditions or other factors beyond Moneyflow’s control (force majeure), Moneyflow shall be exempt from the respective obligation so long as such circumstances, conditions or disturbances apply.

Customer Responsibility

The Customer agrees to indemnify Moneyflow against any claim or loss to the extent that it arises from Customer's improper use of Moneyflow's service.

Confidentiality

Regarding the processing of personal data that the Customer uses or discloses as data controller in connection with Moneyflow's service, please refer to Moneyflow's "Privacy and Cookie Policy" here. If a data processing agreement is entered into in connection with the establishment of a customer relationship, the provisions of the data processor agreement between Moneyflow and the Customer shall apply.

The Parties are mutually obligated to process knowledge, material and information about the other Party, received in connection with the use or delivery of Moneyflow's service, in confidence. No Party is thus entitled to disclose such information to any third-party unless (i) this is provided in connection with the provision of the Moneyflow service; (ii) such information is publicly available; (iii) where the Party has obtained the information from a third-party outside of these confidentiality obligations; or (iv) where the Party is required to disclose the information in accordance with the law or by order of an authority or court.

Changes to General Terms and Conditions

If, in these General Terms and Conditions, there is a provision that does not comply with the law, that provision must be interpreted so as to have the widest possible legal effect. If it is not possible to give the provision any legal effect at all, it must be regarded as separate from the other terms.

Moneyflow is entitled to change these General Terms and Conditions in every respect. The applicable General Terms and Conditions will be available on Moneyflow's website. Moneyflow intends to provide reasonable notice (1 month) in connection with any change, by notifying on the website or by email. Use of Moneyflow's service after a change to these General Terms constitutes an acceptance of such modified General Terms. It is the Customer's obligation to stay informed of such changes to the General Terms and Conditions on an ongoing basis.

Jurisdiction and Venue

These General Terms and Conditions are governed by Danish law, with the exception of conflict of laws rules, which may result in a result other than the application of Danish law.

Any dispute relating to or arising out of these General Terms and Conditions, including any disputes concerning the existence or validity of the agreement, shall be governed by the exclusive jurisdiction of the Danish courts and shall be brought before the City Court of Copenhagen.

Validity

These General Terms and Conditions are valid from 2. April 2020