Terms and Conditions

www.crowdinglab.com (referred to as the platform) is the property of UAB „E Finance”, registered at Mesiniu g 5, Vilnius, Lithuania, LT-01133, phone +370 5 2075769, Registration Number 304693804.

Use of this site implies acceptance of the confidentiality policy and terms and conditions below.

This document, through its content, makes available to third-party users the Terms and Conditions of Use of the Site.

The use of the site (including access, navigation and purchase of products on this site) constitutes an implicit agreement to comply with the terms and conditions set forth in this document with all the implications and consequences.

The rules for use of the crowdfunding platform "CrowdingLab" (hereinafter "the Platform") (hereinafter referred to as "the Rules") govern the terms and conditions of use and the relations between the Investors, Project Owners and the Operator.

WARNINGS


Before using the Platform, the User must read these Rules, including all annexes to the Rules, carefully.

The Project's publication of the Project or the assignment of risk to a particular Project cannot be considered as an investment recommendation or other Operator's approval regarding the financial stability (creditworthiness) of the project owner, the feasibility, prospects of the project, investment in the project security, the possibility of financing the funds provided by the co-financed funds, the opportunity to earn returns in the form of interest or another form.

The Operator is the Administrator of the Platform and performs only the following functions: (i)administer the Platform; (ii)enable Project Owners to receive crowdfunding funds from Funders for the Projects for the implementation of which the Project Owner seeks to attract borrowed funds; (iii)enable Funders to conclude Funding Transactions through the Platform; (iv)before the commencement of the Project, carry out an assessment of the Project Owner‘s creditworthiness and reputation to the extent and under the procedure laid down in the Rules for Assessment of Project Owners approved by the Operator; (v)enable to announce information about Project Owners and Projects through the Platform; (vi)implement the mortgage lender‘s rights in the context of securing the performance of the  liabilities arising out of the Project.

The operator does not perform any other functions not specified in these Rules.

MEANINGS OF TERMS USED


Appropriateness test – a test completed before the conclusion by the Funder of a certain Funding Transaction for the first time aimed at determining whether a particular funding transaction (i.e. the loan agreement) is appropriate for the Funder.

Funder – a natural or legal person who is registered on the Platform in order to provide or/and provides crowdfunding funds to the Project Owner.

User - a natural or legal person who is a member of the Platform, and who acts either as the Funder or the Project Owner, has completed registration on the Platform and has been correspondingly confirmed by the Operator.

Project – a project published on a crowdfunding platform, for the purposes of implementation of which the Project Owner seeks to raise crowdfunding funds.

Project Owner/Borrower – the person who initiates and announces a project for Funders through a crowdfunding platform.

Placement Period – a period during which the Minimum Investment Amount intended for the funding of the Project is to be collected.

Crowdfunding Funds (hereinafter – the Funds) – funds granted by a Funder to the Project Owner through a crowdfunding platform.

Crowdfunding Platform (hereinafter – the Platform) – an information system administered by crowdfunding Operator through which crowdfunding is carried out - CrowdingLab (www.crowdinglab.com).

Crowdfunding platform operator (hereinafter – the Operator) – a legal person administrating a crowdfunding platform – UAB “E finance”, legal entity code 304693804, registered address Mėsinių str. 5, Vilnius.

Crowdfunding transaction (hereinafter – the Funding Transaction) – a transaction concluded by and between a Funder and a Project Owner under which the Funder provides or undertakes to provide crowdfunding funds to the Project Owner in the form of a loan and the Project Owner undertakes to repay the Funds received from the Funder.

Loan Agreement – an agreement concluded by and between the Funder and the Platform Operator and the Project Owner where the repayment of the loan is secured by the pledge of real estate or other assets that are acceptable to the Operator. The contracts will be mirrored based between them as far as conditions are concerned.

1.    REQUIREMENTS FOR THE PROJECT OWNER AND ITS REGISTRATION ON THE PLATFORM


1.1    Company will evaluate only Project Owners - legal entities that are operating its activities more than 12 months, which meets the criteria of impeccable reputation and creditworthiness laid down in the legal acts of the Republic of Lithuania and the Rules for Assessment of Project Owners approved by the Operator.

1.2    Preliminary in one or two years, the Company intends to harmonize its reliability assessment rules of Project Owners – legal entities operating its activities less than 12 months (“start-ups”) with the Bank of Lithuania, and only then start evaluating also projects of “start-ups”.

1.3    An assessment of the Project Owner shall be carried out every time before the announcement of a new Project on the Platform. The assessment shall be carried out pursuant to the Rules for Assessment of Project Owners approved by the Operator.


2.    REQUIREMENTS FOR FUNDERS AND THEIR REGISTRATION ON THE PLATFORM


2.1    The Funder may be a natural person or a legal entity.

2.2    In order to execute due identification of the Funder, the Funder shall be obliged to create the Funder’s “Paysera” account or link the existing Funder’s “Paysera” account with the Platform.

2.3    When registering on the Platform, the Funder shall provide the following information to the Operator where the Funder is a natural person:
2.3.1    the first name;
2.3.2    the surname;
2.3.3    the date of birth;
2.3.4    the personal identification code;
2.3.5    the e-mail address;
2.3.6    the telephone number;
2.3.7    the identification data of the electronic money account or any another bank account used as well as other data and information requested by the Operator.

2.4    When registering on the Platform, the Funder shall provide the following information to the Operator where the Funder is a legal entity:
2.4.1    the legal entity‘s name;
2.4.2    the legal entity‘s code;
2.4.3    the registered office address;
2.4.4    the e-mail address;
2.4.5    the telephone number;
2.4.6    the identification data of the electronic money account or any other bank account used; and
2.4.7    data on the authorized person acting on behalf of the legal entity (the first name and surname, limits of authorizations, where applicable) and other data and information requested by the Operator.

2.5    The identity of the Funder may be established by the following methods:
2.5.1    by a qualified electronic signature which complies with the requirements laid down in the Law on Electronic Signature of the Republic of Lithuania, or by linking his Paysera account to the platform in such way AML and KYC is done by Paysera on behalf of also the Platform Operator.
2.5.2    by electronic means that allow for direct image transmission, where:
2.5.2.1    during the direct image transmission, the original personal identification document or the original permit to reside in the Republic of Lithuania is captured and the identity of the Funder is approved by using at least an advanced electronic signature complying with the requirements laid down in Article 26 of Regulation (EU) No. 910/2014;
2.5.2.2    during the direct image transmission, the image of the Funder‘s face and the original personal identification document or the equivalent original permit to reside in the Republic of Lithuania produced by him/her are captured;
2.5.2.3    by establishing the Funder‘s identity upon his/her physical appearance at the address of the Operator‘s registered office, or through technology that provides similar identity checks.

2.6    When registering on the Platform, the Funder shall choose one of the aforementioned methods to have his/her identity established.

2.7    In the event that the Funder, a natural person, submits an application to register him/her as a user of the Platform, the Funder shall give a consent to collect and process his/her personal data.

2.8    When registering at the Platform, the User confirms that:
2.8.1    Fully understood, understands and agrees with the Rules;
2.8.2    The Funder, in making the Crowdfunding Transactions, will evaluate the risk and acceptance of the relevant transaction, and, if necessary, use the expert advice;
2.8.3    The User will pay all applicable taxes related to the proceeds from the Crowdfunding Transactions concluded and other applicable fees. For the sake of clarity, the Operator has no obligation and will not make any deductions or tax detentions unless required to be performed in accordance with applicable legal acts of the Republic of Lithuania;
2.8.4    The User, who registers to the Platform, provided the Operator and the Electronic Money Institution with complete and correct information;
2.8.5    The User, when concluding the Loan Agreement, confirms that he agrees to these Rules;
2.8.6    The Funder understands that the investment into the Project is related to certain risks and the funds allocated by the Funder for the implementation of the Project, may be non-refunded and / or unprofitable due to financial difficulties, insolvency or other circumstances, and in no circumstances and under the circumstances incurred by the Project owner, the Operator assumes no responsibility Loss or loss of income from the funder;
2.8.7    Crowdfunding transactions are without prejudice to any applicable legislation, contracts, agreements or court decisions;
2.8.8    The User understands that the Operator only administers the Platform and accepts no responsibility that the funds invested by Funders may not be repaid due to financial difficulties of the Project Holder or other circumstances for which the Project Owner alone is responsible;
2.8.9    A User gives the Operator an agreement to unilaterally pay the amounts due to him from the User's electronic money account (or accounts) linked to the Platform in accordance with this Agreement and other related documents;
2.8.10 The User agrees that the Electronic Money Institution will transfer all available data and information, including copies of personal identification documents, if such information is necessary for the Operator to identify the identity and implement other requirements of the Law on Prevention of Money Laundering and Terrorist Financing;
2.8.11 A Funder who is a legal entity confirms that upon concluding a crowdfunding transaction, it does not violate the requirements of legal acts and internal documents of the company and has all necessary decisions and permits for such a Financing transaction, and the representative of the legal person acts within the limits of his powers

2.9    By registering at the Platform, the User undertakes:
2.9.1    Use the Platform and Operator Services with just correct, accurate and complete information. To immediately notify changes to the information that was submitted to the Operator;
2.9.2    Reimbursement of all expenses, fees, fees and charges arising from the use of the Platform and / or the Operator's Services, which are indicated on the Platform or in agreement with the Operator;
2.9.3    The Funder undertakes not to finance the Project or the Owner of the Project in any way other than through the Platform (the commitment is valid upon the conclusion of the first crowdfunding Transaction through the Platform);
2.9.4    The Funder undertakes to communicate with other Counterparties only through the use of the Platform and / or through the Operator;
2.9.5    Not transfer or incorporate into the Platform data that may contain software viruses or any other code, files or programs intended to interfere with, restrict or impair the functions of the Platform or its hardware, software or communication equipment, including applications that automatically track, use, and (or) save the information contained in / on the platform;
2.9.6    Not modify and otherwise not affect the Platform's additional systems or use other systems for accessing or using the Platform;
2.9.7    Without written permission of the Operator on the Platform to discourage or promote other identical or similar platforms or other sources of funding;
2.9.8    To comply with the requirements of the law and use the services of the platform in the sole interest of the lawful interests;
2.9.9    Pay all applicable fees and charges related to the use of the Platform and / or Operator services.

2.10    The operator sets the requirements for the user account password (i.e., a combination of letters and / or numbers) at its discretion. The Operator is also entitled to require the User to change the password of the User Account on the Platform at any time, on security or other grounds.

2.11    The user name and password of the user as the User Platform are confidential and the User must ensure the protection of this data and not disclose this information to third parties. A person who uses the User's login to the Platform shall be deemed to have all the necessary User's authority, issued in accordance with the legal requirements, to grant such person the right to use the Platform and Operator services and to participate in crowdfunding transactions in the name and in the User's interest. The User is in all cases responsible for the actions of such person using the Platform. Any breach, loss, theft or misuse of these data must be reported immediately to the Operator by e-mail or telephone on the contact details specified in these Rules.

2.12    In the event that the Project Owner intends to conclude a crowdfunding Transaction and become a Funder (and vice versa), the ownership of such Project Owner is not determined additionally.


3.    CROWDFUNDING TRANSACTION


3.1    Financing transactions may only be made by registered/accredited users.

3.2    The Funder may execute the relevant Crowdfunding Transaction after completing an “Appropriateness test” which shows that Funder do understand the concept of lending through CrowdingLab platform and risks involved.

3.3    The “Appropriateness test” is performed by the Funder in the form of the test, based on which the Funder's knowledge of the risks incurred in the preparation of the Crowdfunding transaction and the accumulated investment experience are assessed.

3.4    The operator, following the information provided by the Funder, determines the appropriateness of the crowdfunding transactions.

3.5    In conducting the “Appropriateness test”, the Funder undertakes not to use the help of any persons (or assign a test to another person) in the “Appropriateness test”, the Funder has confirmed that the “Appropriateness test“ has been conducted on its own, in accordance with its own knowledge and experience.

3.6    In the event that the “Appropriateness test” results indicate that the Funder do not understand the concept of lending through CrowdingLab platform, we will provide information about investment related risks, including the information about the potential total or partial loss of the funds intended for the project, the risk that the Funder may not earn anticipated profits, the financial liquidity risk as well as other typical risks characteristics of crowdfunding financing by providing the descriptions by email as required by the law.

3.7.     After additional information about possible risks related to crowdfunding transactions, the Funder will be able redo the „Appropriateness test” 2nd time after 24 hours. If after 2nd attempt results of the „Appropriateness test” show that the Funder do not understand the concept of lending through CrowdingLab platform funder will be allowed to continue the funding through the Platform by signing of „risk understanding and acceptance” declaration. 

3.8.     The following information on Financing Transactions may be published on the Platform: (i) the minimum amount of Financing Transaction to be made per investor; (ii) the amount of Financing Transactions to be collected; (iii) interest and interest payment arrangements; (iv) Project progress and deadlines; (vi) and other information related to the Financing transaction.

3.9.     The following information about the Project may be published on the Platform: (i) Project Description; (ii) Project return goals; (iii) the main risk of project development; (iv) Project Financing Period; (v) Amount of funded funds; (vii) financial project implementation information; (viii) and other transaction related information.

3.10.     User may dispose of electronic money in an electronic money account associated with the Platform at its sole discretion, provided that the use of these funds is not limited to the purpose of concluding a Financing transaction through the Platform.

3.11.     The operator's volatile funds are in all cases separate and kept separate from the User's funds.

3.12.     The amount of the Investments and the Distribution Period for each Project is set individually and announced on the Platform. In case of not reaching the Investment amount during the Minimum Distribution Period, the Project is canceled from the Platform and the funds paid back to the Investor during the Financing Transaction unless agreed/stated otherwise.

3.13.     The Operator on the Platform publishes only those Projects that are considered eligible for publication on the Platform in accordance with the Project Owner's Assessment Rules.

3.14    The User agrees that the Operator, insofar as is necessary for the performance of the Treaties, has the right, in his name and interest, to take any action and take any decisions, including, but not limited to, transactions to represent the User against third parties to the extent necessary for the performance of the Treaties.

4.    PROJECT FINANCING PROCESS


4.1    The Funder in order to finance the implementation of the Project, shall conclude the loan agreement with Operator for specific project.

4.2    The owner of the project, in order to attract a greater interest of the Investors, may, together with the mortgage and / or pledge, also provide other collateral for the benefit of the Investors, such as guarantees, sureties or other.

4.3    Funder, by clicking on the "Invest" button on the platform and transferring the amount of funds to be invested in the account, confirms its determination to conclude a crowdfunding transaction.

4.4    The Operator is appointed Account Administrator and shall be entitled and empowered, on behalf of the Funder, to manage the Account and to instruct the Electronic Money Institution to transfer the amount specified in the Crowdfunding Transaction from the Account to the Project Owner. The Operator can only order the transfer of funds from the Account to the Project Holder only when the Investment amount is collected during the Investment collection period.

4.5     The moment of transfer of the Funder's funds to the account of the Project owner is considered as signing of the Contract. When transferring funds to the Project Owner's account, a copy of the Loan Agreement (in PDF format) shall be forwarded to the Funder's e-mail address and submitted on the Personal Investor's Account on the Platform. For the sake of clarity, the Contract will be deemed concluded and signed by the parties from the moment when the Funder's funds will be credited to the Project Owner's account. An additional procedure for the signing of the Treaties will not be executed unless the Operator asks the Funder to provide in addition a copy of the signed Agreement or other documents related to the crowdfunding transaction.

4.6     The Funds provided by Funders will only be available to the Project Holder when all of the following conditions are met: (i) if the set values of Investment amount are collected at the latest by the end of the Investment Period; (ii) The project owner has provided Collateral and all necessary documents required by Operator outlined in Project Owner Assessment Rules.

4.7     After the conditions specified in Clause 4.8 of the Rules, the Operator will submit to the Electronic Money Institution an order to transfer funds. Such an Operator's order will be submitted promptly, but not later than within 3 business days.

4.8     In case if the Funders wishing to enter into Crowdfunding transactions are more than the maximum amount of the Fund's planned financing, the priority shall be given to the Investor whose application for the Financing transaction is submitted earlier.

4.9     In the event that the entire Investment amount is not collected during the Investment collection period or other circumstances that may have a material adverse effect on the assessment of the Project owner and / or the implementation of the Project, the Project is canceled, and funds returned to Funders.

4.10     Other Terms and Conditions of Financing Commitments and Implementation are defined
 

5.    DEBT RECOVERY PROCEDURE IN CASE IF THE PROJECT OWNER BREACHES ITS OBLIGATION TO RETURN THE LOAN AND / OR PAY ALL NEEDED PAYMENTS


5.1    In case of the Project Owner’s default, inter alia, non-returning of loan and/or interest, any additional interest, default interest, fees, fines and other payments to the lenders and the Operator under this Agreement, also in case of breach of this Agreement and/ or in case of the lenders’ and the Operator’s right, subject to this Agreement or legislation, to demand performance of the Secured obligation, the Operator is entitled to cover its claim from the value of the mortgaged real estate.

5.2    The Operator has the right to demand satisfaction of its claim secured by the mortgage prior the expiry of the terms and apply to the notary with a request to issue executive record if:
5.2.1    the grounds set forth by the article 4.196 of the Civil Code of the Republic of Lithuania exist;
5.2.2    the Borrower breaches the terms of this Agreement and the Operator terminates/ acquires the right of termination of the Agreement in cases set forth.

5.3    The Parties to this Agreement hereby agree that mortgage or part of it may be transferred upon the choice of the Operator:
5.3.1    by taking possession and (or) sale of the mortgage without using the auction procedure, i.e. by organizing the sale of the mortgage according to the rules established and/ or chosen by the Operator;
5.3.2    by transferring the legal title to the mortgage to the Operator;
5.3.3    in any other way that is not prohibited by law.

5.4    In case the legal title to the mortgage is transferred to the Operator, however the Parties does not agree on the value and the value of mortgage is not obvious considering the nature of the mortgage, the value of mortgage is established by an independent property assessor chosen by the Operator (subject to assessed market value of the mortgage).   

6.    PERSONAL DATA


6.1     Users agreeing to these Rules agree that the Operator will collect and process their personal data. Users give the Operator the right to process their personal data for the purposes and extent indicated in the Regulations, as well as on the basis and in the manner provided by legislation.

6.2     The Operator has the right to handle all User Data that the Users provided to the Operator. The operator also has the right to search and collect information about Users from various registries, publicly available sources and / or third parties.

7.    COMUNICATION


7.1     Communication between the Operator and the Funder takes place through the channels of the platform. In certain cases, communication between the Operator and the Investor may also take place through social networks.

7.2     The Funder can only communicate with the Project Owner using Platform Channels. The Funder cannot contact the Project Owner in any other way in order to obtain any other information about the Project than indicated on the Platform.

7.3     The User must immediately inform the Operator about the change of his contact information and updating this information in the Platform account. The operator follows the user's latest knowledge of the User and considers it correct. The User is liable for all possible losses arising from the fact that the User has not informed the Operator about changes in contact information.

7.4     The operator may (at his option) provide information to the User, as well as such information by e-mail.

7.5     The User shall be deemed to have become aware of the information posted by the Operator on the Platform on the next business day after the date on which such information is posted on the Platform and / or the date of sending the information by e-mail.

8.    RESPONSIBILITY RESTRICTIONS


8.1.     The operator's actions shall in no case include or be interpreted as covering the following activities:
8.1.1. financial intermediation (agent's activities);
8.1.2. guarantee or other assurance that the Project owners will properly fulfill their financial obligations to the Investors;
8.1.3. provision of loans or other financing to the Users;
8.1.4. provision of legal services;
8.1.5. the realization of real estate transactions or the provision of advice on related matters;
8.1.6. the provision of payment services and / or electronic money.

8.2.     The Operator is the sole Administrator of the Platform; therefore, the Operator is not responsible and cannot be held guilty for:
8.2.1.     User default for other Users;
8.2.2. The accuracy, completeness and relevance of the data provided by users;
8.2.3. Actions and / or omissions of the electronic money institution, including disruptions to the use of electronic money accounts opened with the Electronic Money Institution, including insolvency, bankruptcy or other actions of the Electronic Money Institution;
8.2.4. third party actions and / or omissions that cause faulty use of the Platform and / or the Operator's Services, and the User will incur losses as a result;
8.2.5. The accuracy and accuracy of the Project Owner and / or Project Projections presented on the Platform, including the Financial Indicators;
8.2.6. irregular conduct and / or violations of the Rules by other users, failure to fulfill obligations under the Contract;
8.2.7. Losses of users, if they arise due to force majeure circumstances, including communication transmission, electronic data exchange and payment system failures;
8.2.8. any obligations that under the applicable laws, including tax laws, may arise from the use of Users for the execution and / or execution of Crowdfunding Transactions, except for cases where the tax laws impose specific obligations on the Operator on the tax declaration, deduction and / or payment;
8.2.9. Users' losses, if they arise due to changed regulatory requirements, including recommendations, guidelines or positions of the supervisory authorities.

8.3.     The operator's liability arises only from damage caused by the intentional or gross negligence of the Operator and only for the direct losses incurred by the User, which must be proved by the User.

8.4.     Not use the principles of the Operator's Operations and the Platform's operation for the benefit of your or others.

8.5.    In the event of the winding up or bankruptcy of the Operator, the Contracts remain in force for the Parties implemented as if it were formed without the Operator's participation.

9.    FINAL PROVISIONS


9.1     The Operator has the right to unilaterally change the Rules, including the parts of the Rules, by notifying the Platform. Document changes take effect from the day they are posted on the Platform (or other date if specified on the Platform) and is valid for all Users.

9.2     These Rules, Regulations and other documents submitted to the Platform are subject to the law of the Republic of Lithuania.

9.3     All disputes between the Users and the Operator are resolved by negotiation. Disagreements between Users and the Operator are resolved in accordance with the Dispute Resolution procedure, which is presented here. In the absence of consensus, the dispute shall be settled in a court whose jurisdiction such a dispute would be assigned in accordance with the legal acts of the Republic of Lithuania and the address of the registration of the Operator's office.

Site content and intellectual property rights


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Except where otherwise stated, all names, logos, trademarks, service marks, trade names are the property of CROWDINGLAB and may not be used by anyone for any purpose without our written consent previous.


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