TERMS AND CONDITIONS OF THE ONLINE PLATFORM
§1 General provisions
- The subject of the Regulations is to define the terms and conditions of use of the online platform lendidea.com, the procedure for complaints, the rules for processing personal data, as well as the rights and obligations of Lendidea sp. z o. o. based in Warsaw, the User, the Investor and the Project Owner.
- The owner and operator of the lendidea.com Internet platform is a company under the name of Lendidea sp. z o.o., based in Bialystok, address: Żurawia 71, 15-540 Białystok, KRS: 0000854533, NIP: 9662142301, REGON: 386761659.
- The use of the online platform is voluntary.
- The use of the online platform is free of charge or partially chargeable.
§2 Glossary of terms
For the purposes of these Regulations:
- Key Investment Information Sheet, KIIS – means the document referred to in Article 23(2) of Regulation 2020/1503, i.e. the information document prepared by the Project Owner for each Crowdfunding Offering.
- Personal Data – means personal data that is a set of information about an individual that allows him/her to be identified.
- Registration Form – means a sub-page on the Platform containing fields to be completed by the Investor and the “Register” functionality, the clicking of which results in the creation of an Investor Account;
- Investor – means any natural person, legal entity or unincorporated organizational unit with legal capacity that has an Investor Account on the Platform;
- Experienced Investor – means any natural person, legal person or unincorporated organizational entity with legal capacity who is a professional client under Section I, points 1, 2, 3 or 4 of Annex II to Directive 2014/65/EU, or any natural person or legal person or unincorporated organizational entity with legal capacity whose experienced investor status is confirmed by the crowdfunding provider in accordance with the criteria indicated in Annex 1 to the Regulations;
- Inexperienced Investor – means an Investor who is not an Experienced Investor;
- Campaign – means the presentation of a Project on the Platform for a limited period of time, made for the purpose of raising money for the Project Owner for the implementation of the Project;
- Investor’s Account – means an individualized and accessible after logging in sub-page of the Platform, assigned to a specific Investor; an Investor’s Account is created automatically after the Investor registers on the Platform using the Registration Form;
- Project Owner Account – means an individualized and accessible after logging in sub-page of the Platform, assigned to a specific Project Owner; the Project Owner Account is created automatically after the Project Owner registers on the Platform using the Registration Form;
- Minimum amount – means the minimum amount of cash required for the Project, as specified in the KIIS.
- Login – means an individual designation of the Project Owner or Investor, consisting of letters and numbers that allow the Project Owner’s Account or Investor’s Account to be assigned to him;
- Lendidea – means Lendidea sp. z o.o. with its registered office in Białystok, address: Żurawia 71, 15-540 Białystok, KRS: 0000854533, NIP: 9662142301, REGON: 386761659;
- Platform – means the online platform operated at lendidea.com that allows to present Projects, invest and provide financing for Projects by means of crowdfunding consisting in the organization of social lending (crowdlending);
- Project – means a real estate investment project involving the construction, modernization, reconstruction, renovation, revitalization or adaptation of a building, aimed at improving or altering the current condition of the property for the purpose of commercialization, rental, lease or sale of the property or parts thereof, including separate residential or commercial units;
- Crowdfunding offer – means any communication issued by Lendidea, in any form and by any means, presenting sufficient information regarding the terms of the offer and the Project that is the subject of the offer, so as to enable the Investor to invest in the Project in question
- Project Owner – means a legal entity or an organizational unit without legal personality, but with legal capacity, which applies for financing through the Platform.
- Regulations- means these Regulations;
- Project Page – means a sub-page on the Platform that contains information about a particular Project and its Project Owner, as well as downloadable files provided by the Project Owner;
- Agreement – means a loan agreement, based on which the Investor grants a loan to the Project Owner, with the agreement being automatically generated by the Platform and concluded electronically;
- User – means any person who uses in any way the resources and functionality of the Platform via the Internet, including the Investor or the Project Owner.
§3 Rules of operation of the Platform
- The investor can only be a natural person with full legal capacity, a legal person or an unincorporated entity, but with legal capacity.
- The following functionalities are available within the Platform:
- Possibility to get information about the object of activity and services provided by Lendidea ;
- Ability to obtain information on Projects and Project Owners;
- The ability to create an Investor Account;
- The ability to create a Project Owner Account;
- Ability to initiate the investment process, i.e. the process of concluding the Agreement (for the Investor only);
- Ability to submit a Project for funding via the Platform (for the Project Owner only);
- The User is aware of and accepts the fact that the content published on the Platform and its sub-sites is intended to inform about the activities of Lendidea , the Projects available and verified by Lendidea and to enable the initiation and execution of the crowdlending process.
§4 Investor Account
- In order to use the functionality of the Platform referred to in § 3.2.c of the Regulations, the User shall complete the Registration Form and accept the provisions of these Regulations, and the Platform shall automatically create an Investor Account. The creation of an Investor Account is equivalent to the conclusion of an agreement for the provision of services by electronic means.
- The Registration Form referred to in paragraph 1 contains the following data:
- In the case of individuals:
- Name of Investor
- Email address;
- Phone number
- Mailing address.
- Bank account number;
- TIN, and in the absence of such a number – the state of registration, the name of the relevant registry and the registration number – in the case of natural persons engaged in business activity
- company – in the case of sole proprietors,
- For legal entities or organizational units with legal capacity:
- Name (company)
- Registered address;
- TIN, and in the absence of such a number – the state of registration, the name of the relevant registry and the registration number;
- Name of representatives;
- Bank account number.
- In the case of individuals:
- After creating an Investor Account, the Investor has the option to apply for inclusion in the Experienced Investors category by clicking on the “Apply for inclusion in the Experienced Investors category” and completing the automatically generated application containing the following information:
- Identification criteria, as set forth in Appendix 1 to the Regulations, which are met by the Investor submitting the application;
- A statement that the Investor submitting the application is aware of the consequences of losing Investor protection associated with the status of Inexperienced Investor;
- A statement that the Investor submitting the application is responsible for the accuracy of the information provided in the application;
and attaching documents confirming meeting the criteria referred to in letter a.
- Lendidea approves the application unless it has reasonable doubts that the information provided in the application is correct. Lendidea notifies Investors, in the form of a message directed to the inbox of the Investor’s Account and an email, when their status as Experienced Investors is confirmed.
- The confirmation referred to in paragraph 4 shall remain valid for two years. Investors who wish to retain their Experienced Investor status after the expiration of the aforementioned validity period shall submit to Lendidea a new application referred to in paragraph 3 above.
- Experienced Investors are responsible for informing Lendidea of any changes that may affect their categorization. In the event that Lendidea learns that an Investor no longer meets the prerequisites that allowed the Investor to be categorized as an Experienced Investor, it shall inform the Investor that the Investor will be treated as an Inexperienced Investor.
- The Investor’s account is maintained free of charge.
- The User may delete the Investor Account at any time. The deletion of the Investor’s Account shall take place with the submission of an appropriate instruction “Delete Investor’s Account” and shall be equivalent to the termination of the agreement for the provision of electronic services.
§5 Initiating the investment process
- Before granting an Inexperienced Investor access to the functionality of the Platform referred to in § 3.2.e of the Regulations, Lendidea shall assess, whether and which crowdfunding services offered are suitable for him/her.
- In order to make the assessment referred to in paragraph 1, Lendidea shall request information from the Inexperienced Investor regarding his/her experience including his/her investment objectives, financial situation and basic understanding of the risks associated with investing in general and with investing in the types of investments offered on the Platform.
- In the event that the Inexperienced Investors do not provide the information required under paragraph 2, or in the event that Lendidea determines, based on the information received under paragraph 2, that the Inexperienced Investor does not have sufficient knowledge, skills or experience, Lendidea:
- informs the Inexperienced Investor that the services offered by Lendidea may not be suitable for him,
- directs to the Inexperienced Investor a warning about the risks associated with the crowdfunding investment, including a clear reservation about the risk of losing all invested funds. The Inexperienced Investor, in order to use the functionality of the Platform referred to in § 3.2(e) of the Regulations, shall make a statement that he or she has received and understood the warning issued by Lendidea.
- Lendidea shall review the assessment referred to in paragraph 1 for each Inexperienced Investor every two years.
- At the same time as making the assessment referred to in paragraph 1, Lendidea requires potential inexperienced investors to simulate their ability to bear losses, calculated as a loss of 10% of the value of their net assets, providing a calculator for this purpose.
- The submission of an “Invest” instruction by an Investor after the creation of an Investor Account means the initiation of the investment process. Using the Platform, it will be possible to automatically generate the Agreement concluded between the Investor and the Project Owner electronically. Subsequently, the link to conclude the Agreement will be sent to the Investor and the Project Owner to the email addresses they have indicated. The Agreement will be concluded automatically when the last party, the Investor or the Project Owner, respectively, clicks on the link. The concluded Agreement will be available for download on the Investor’s Account and the Project Owner’s Account and will be sent to the Investor and the Project Owner at their email addresses.
- Subject to paragraph 8, in the case of Inexperienced Investors, the automatic generation of the Contract may take place only after the expiration of 4 calendar days from the submission of the “Invest” instruction (reflection period). During the reflection period, the Inexperienced Investor may cancel the “Invest” instruction at any time without stating a reason and without incurring a penalty.
- Paragraph 7 does not apply if the Campaign ends earlier than 5 calendar days after the instruction “Invest”.
- Before an Inexperienced Investor submits an “Invest” instruction, thereby investing an amount exceeding either EUR 1,000 or 5% of his net wealth – whichever is higher – Lendidea ensures each time that such an investor:
- received a risk warning;
- submitted explicit consent;
- has demonstrated that it understands the investment in question and the risks involved.
§6 Project Owner’s Account
- In order to use the functionality of the Platform referred to in § 3.2.d of the Regulations, the User fills out the Registration Form and accepts the provisions of these Regulations, and the Platform automatically creates a Project Owner Account. The creation of a Project Owner Account is tantamount to the conclusion of an agreement for the provision of electronic services.
- The Registration Form referred to in paragraph 1 contains the following data:
- Name (company)
- Registered address;
- TIN, and in the absence of such a number – the state of registration, the name of the relevant registry and the registration number.
- Name of representatives.
- Once the Project Owner’s Account has been created, the Project Owner has the opportunity to submit an application for admission of the Project to financing via the Platform. For this purpose, the Project Owner submits an instruction “Submit an application for admission of the Project for financing via the Platform” and attaches a brief description of the Project.
- Lendidea shall, within shall inform the Project Owner within 7 days of receipt of the request referred to in paragraph 4 in the form of a message directed to the inbox of the Project Owner’s Account:
- On qualifying the Project for Stage I in the process of selecting Projects for financing through the Platform indicating the information and documents that should be submitted for evaluation in Stage II;
- About the non-qualification of the Project for Stage I in the process of selection of Projects for financing through the Platform briefly indicating the reasons.
- The provision of crowdfunding services by Lendidea to the Project Owner, as referred to in Article 2(1)(a)(i) of Regulation 2020/1503, is regulated by a separate agreement with the Project Owner.
§7 Provision of services by electronic means
- Lendidea is at the same time a provider of electronic services within the meaning of the Act of July 18, 2002 on the provision of services by electronic means (i.e. Journal of Laws of 2020, item 344), and these Regulations are at the same time regulations for the provision of services by electronic means within the meaning of Article 8 of that Act.
- Lendidea stipulates that the use of the services specified in these Regulations may involve standard risks associated with the use of the Internet, and recommends that Users take appropriate steps to minimize them. Lendidea ensures the operation of the information and communication system, which enables the use of the service provided electronically, in a manner that prevents access by unauthorized persons to the content of the message comprising the service, in particular using cryptographic techniques appropriate to the characteristics of the service provided, as well as unambiguous identification of the parties to the service provided electronically. In the event of planned interruptions, upgrades, or in other similar cases, Lendidea has the right to notify Users about them through the email address provided to it or on the Platform in general.
- Paragraph 11 of these Regulations shall apply mutatis mutandis to complaints about services provided electronically.
§8. intellectual property rights
- Lendidea shall have all intellectual property rights, including copyrights, in the content posted on the Platform, with the exception of information and files posted on the Project Sites, for which all intellectual property rights shall be vested in the Project Owner.
- The content of the Platform may not be reproduced, distributed or published for any purpose other than for authorized private use.
- You have the right to view the Platform on your computer or print excerpts from these pages solely for your personal use and not for distribution or redistribution, unless Lendidea gives you written permission to do so.
- Individual documents posted on the Platform may be subject to additional conditions set forth in these documents.
- Any activity that infringes on Lendidea’s copyright or industrial property rights is prohibited.
- The names of products related to the subject matter and services provided by Lendidea are trade names or registered trademarks.
- All trademarks or brand names of third parties used in this Platform belong to and/or are registered by their respective owners and are used for informational purposes only. Your access to the Lendidea Platform should not be construed as granting any license or right to use any marks appearing on the Platform without the prior written consent of Lendidea or any other owner of such marks.
§9 Browsing the resources of the Platform by the User
- The storage of queries directed to the server does not require the processing of Personal Data, as the data is not associated with specific Users browsing the Platform’s pages, as long as they do not have a Project Owner Account or an Investor Account. The resources viewed by these Users are identified by URLs and refer to:
- The public IP address of the end device from which the request came;
- User station names – identification implemented by the http protocol, if possible;
- User’s name provided in the authorization process;
- time of arrival of the query;
- The first line of the https request;
- https response code;
- The number of data sent by the server;
- the URL of a page previously visited by such Users (so-called referer link) – in the event that the Platform was accessed via an external link;
- User’s browser information;
- Information about errors that occurred in the execution of https transactions.
- The data referred to in paragraph 1 above are assigned to specific Users if Project Owners or Investors use the functionality of the Platform after logging in to the Project Owner’s Account or Investor’s Account.
- The platform does not automatically collect any information, except for the information contained in cookies.
- Cookies (so-called “cookies”) are IT data, in particular text files, which are stored on the User’s terminal device and are intended for the use of the Platform. Cookies usually contain the name of the website from which they originate, the time they are stored on the end device and a unique number.
- Cookies are used for:
- adapting the content of the Platform’s websites to the User’s preferences and optimizing the use of the websites; in particular, these files allow the Platform to recognize the User’s device and appropriately display the website, tailored to the User’s individual needs;
- creation of statistics that help to understand how Users use websites, which allows to improve their structure and content;
- Maintaining the User’s session in the Project Owner’s Account and in the Investor’s Account (after logging in), thanks to which the User does not have to re-enter his/her login and password on each sub-page of the Portal;
- Cooperation with those responsible for marketing the service.
- The Portal uses two main types of cookies: “session” (session cookies) and “permanent” (persistent cookies). “Session” cookies are temporary files that are stored on the User’s end device until the User leaves the website or shuts down the software (web browser). “Permanent” cookies are stored on the User’s end device for the time specified in the parameters of the cookies or until they are deleted by the User.
- The following types of cookies are used on the Platform:
- “necessary” cookies to enable the use of services available on the Platform, such as authentication cookies used for services that require authentication on the Platform;
- Security cookies, such as those used to detect authentication abuse on the Platform;
- “performance” cookies, which enable the collection of information about the use of the Platform’s websites;
- “functional” cookies, which allow “remembering” the User’s selected settings and personalizing the User’s interface, e.g. with regard to the chosen language or region from which the User comes the font size, the appearance of the website, etc;
- “advertising” cookies, enabling the delivery of advertising content more tailored to the User’s interests.
- In many cases, web browsing software (web browser) allows cookies to be stored on the User’s terminal device by default. The User may change his/her cookie settings at any time. These settings can be changed, in particular, in such a way as to block the automatic handling of cookies in the settings of the web browser or inform about their placement on the User’s device each time. Detailed information about the possibility and methods of handling cookies is available in the settings of your software (web browser).
- Cookies placed on the User’s end device may also be used by advertisers and partners cooperating with Lendidea.
- Users have the right to file complaints about services available using the Platform. Complaints are submitted and processed free of charge.
- A complaint can be submitted by the User in the following ways:
- in writing – at the registered office of Lendidea, or by mail or courier sent to the registered address of Lendidea;
- in electronic form by means of an e-mail sent to the address: firstname.lastname@example.org
- Complaints are submitted in the Polish language. In the event that the User, when establishing business relations with Lendidea, has agreed in writing to receive correspondence in English, the complaint may also be submitted in English.
- Lendidea confirms receipt of the complaint and informs whether it meets the conditions indicated in paragraphs 2- 4 above within 10 working days from its receipt. If the Complaint does not contain all the information indicated in the Complaint Form, Lendidea, together with the confirmation of receipt of the Complaint, requests the User to complete it indicating the missing fields.
- If the complaint does not meet the conditions specified in paragraphs 2 – 4 above, or the User’s statement does not constitute a complaint, Lendidea shall, within 10 days of receiving the complaint or the User’s statement, inform the User of its refusal to consider it, explaining the reasons for the refusal.
- The Complaint should be answered without undue delay, no later than within 30 days from the date of receipt of the Complaint. In particularly complicated cases, which make it impossible to consider the complaint and provide a response within the period indicated above, the deadline for consideration of the Complaint may be extended to 60 days from the date of its receipt. In such a case, Lendidea is obliged to immediately notify the User of this fact, explaining, in particular, the reasons for the delay, indicating the circumstances that need to be established in order to consider the case and specifying the expected date for considering the complaint.
§12 Personal Data Protection
- The Platform does not process any data of its Users who do not have a Project Owner’s Account or Investor’s Account or who have not filed a complaint.
- The administrator of the personal data of Users who have an Investor Account or a Project Owner Account, as well as those who have submitted a complaint to Lendidea.
- Personal data of Users who have an Investor Account or a Project Owner Account is processed by the Administrator pursuant to Article 6(1)(b) of the RODO solely for the purpose of maintaining an Investor Account or a Project Owner Account and ensuring the use of the Platform’s functionality.
- Personal data of subjects who have submitted a complaint are processed by the Administrator pursuant to Article 6(1)(c) of the RODO exclusively for the purpose of processing the complaint and are processed for as long as necessary to ensure the highest quality of service on the Platform.
- The Administrator may process the personal data of the subjects referred to in paragraphs 3-4 above on the basis of Article 6(1)(f) of the RODO if it is necessary for purposes arising from the legitimate interests pursued by the Administrator.
- The Administrator may provide access to the personal data of the subjects referred to in paragraphs 3-4 above, in accordance with applicable laws, at the request of law enforcement agencies, other public administration bodies, the Police and other services. Sharing of personal data does not require the consent of the subject.
- Subjects referred to in paragraphs 3-4 above, in connection with the processing of their Personal Data, have the right to access the content of the data, the right to rectify the data, and the right to request data transfer, the right to lodge a complaint to the supervisory authority – the President of the Office for Personal Data Protection.
- The subjects referred to in paragraphs 3-4 above shall have the right to erasure of data, the right to restrict data processing, the right to object to data processing, provided that this is not opposed by the provisions of generally applicable law or the nature of the legal relationship linking the designated subject and the Controller.
- Personal data is not transferred to Third Countries outside the European Economic Area. Personal data may be entrusted to third parties for the use of an email provider, the provision of legal services and the use of an IT service.
§13 Final provisions
- Lendidea reserves the right to make changes to these Terms and Conditions in order to keep them up-to-date and in compliance with applicable laws.
- The last amendments to the Regulations were made on 01/01/2021.
Appendix No. 1 – Criteria for classifying investors into the category of experienced investors
An investor is considered an experienced investor if he or she is aware of the risks associated with investing in the capital markets and has adequate resources to take such risks without being exposed to excessive financial consequences. Experienced investors can be considered to fall into this category if:
- are legal entities that meet at least one of the following criteria:
- have own funds of at least EUR 100,000;
- Have a net turnover of at least €2,000,000;
- have a balance sheet total of at least €1,000,000;
- are individuals who meet at least two of the following criteria:
- have a gross personal income of at least €60,000 per fiscal year or a portfolio of financial instruments, including cash deposits and financial assets, with a value exceeding €100,000;
- work or have worked in the financial sector for at least one year, carrying out professional activities that require knowledge of the planned transactions or services, or the investor has held a managerial position in the legal entity referred to in (a) for at least 12 months;
- entered into transactions of significant size in the capital markets during the preceding four quarters at an average frequency of 10 transactions per quarter.