LICENSE AGREEMENT (PUBLIC OFFER)
Date of posting on the Website 09.02.2018
This Agreement defines the rights and obligations of Suretly, inc (hereinafter referred to as the "Licensor") and an unlimited number of capable individuals, legal entities and individual entrepreneurs (the Licensee) when using the Suretly Service.
This Agreement is addressed to any number of unspecified persons.
Committing one of the following actions constitutes unconditional acceptance of the Agreement by the Licensee:
- installation of the Program by the Voucher;
- filling in the application by the Borrower on the Lender's website or in writing.
1. TERMS AND DEFINITIONS
The parties use the following terms in the indicated meaning:
1. Probability of Default means an information value reflecting the percentage of the defaulted Borrowers with respect to the total number of Borrowers in a particular Risk Group.
2. Risk Group means a subjective assessment of the Borrower's reliability calculated on the basis of the data provided by it. It can be in the range from A to G, where A means high reliability, and G means low.
3. Borrower's Default means the Borrower's failure to perform its obligations under a Loan Agreement with the Lender within 3 (three) or more calendar days.
4. Surety Contract means an agreement concluded by and between the Voucher and the Lender.
5. Borrower means a person intending to enter into a loan agreement with the Lender in order to obtain a loan.
6. Application means an electronic form to be completed by the Borrower on the Lender's website or in writing with the Lender in order to obtain a loan.
7. Borrower's Card means the page in the Program that displays data about a particular Borrower.
8. Loan Agreement means a loan (credit) agreement, concluded by and between the Lender and the Borrower.
9. Voucher, (i.e. Guarantor) means the person obliged to be liable for the debts of the Borrower towards the Lender on the basis of the Surety Contract which accepts the Surety Contract through the Service
10. Lender means a person issuing a loan (credit) to the Borrower on the basis of a Loan Agreement.
11. Licensee means a person accepting this Agreement and using the Service. The Licensee can act as the "Borrower" and the "Voucher".
12. Online Account means a protected part of the Website and the Program through which the Service is used and the Licensee (the Voucher) interacts with the Licensor.
13. Personal Account means the system of accounting the funds deposited by the Licensee (the Voucher) available in the Online Account.
14. Login and password mean a unique set of symbols created during the Registration intended for access to the Online Account.
15. Vouching means the Licensee undertaking to be liable for the obligations of the Borrower towards the Lender on the basis of the Surety Contract.
16. Program means a computer program available in the form of a mobile application. The Program is installed on the Licensee's device by downloading from the AppStore or GooglePlay.
17. Registration means the process of filling in the Application by the Licensee or the process of installing the Program on the Licensee's device.
18. Website means an Internet website located in the Internet at https://suretly.com.
19. Lender's website means an Internet website belonging to the Lender through which the Borrower draws up an Application for a loan (credit).
20. Service means software and hardware package available on the Website and through the Program allowing the Borrower to interact with the Voucher and to conclude a Surety Contract.
21. Guarantee Cost is the amount of the monetary remuneration received by the Voucher from the Borrower for conclusion of the Surety Contract.
22. Guarantee Amount means the maximum amount of liability that the Voucher takes in the framework of one Surety Contract.
2. SUBJECT OF THE AGREEMENT. GENERAL PROVISIONS
2.1. In accordance with the terms of this Agreement, the Licensor grants to the Licensee a non-exclusive license to use the Service.
2.2. The territory of the transferred rights is all the countries of the world. The term of granted rights is limited by the term of the Agreement.
2.3. The following is an integral part of the Agreement:
2.3.1. The Surety Contract form placed on the Website at https://suretly.com/en_US/terms
2.3.2. The Service Agreement form placed on the Website at https://suretly.com/en_US/terms
2.3.3. The personal data processing policy placed on the Website at https://suretly.com/en_US/rules
3. REGISTRATION AND AGREEMENT ACCEPTANCE PROCEDURE. AUTHORIZATION
3.1. In order to use the Service the Voucher must pass the Registration procedure. Registration of the Voucher is carried out through taking the following sequence of actions:
3.1.1. Program download;
3.1.2. filling in the registration form in the Program window;
3.1.3. entering the password sent by SMS to the phone specified when completing the registration form.
3.2. Registration of the Borrower in the Service is carried out by filling in the Application.
3.3. By registering and (or) accepting the Agreement, the Licensee confirms that
● the data provided during Registration is relevant, accurate and relates to the Licensee;
● acting on behalf of a legal entity or an individual entrepreneur, it has the appropriate authority to accept the Agreement;
● is a capable individual.
4. PROCEDURE FOR USE OF THE SERVICE
4.1. The list of the Borrowers being in the search for Sureties is displayed in the Voucher's Online Account in real time. A Borrower's Card is created for each Borrower and may contain the following information (including, but not limited to): country and city of residence, name, age, photo, Risk Group and Probability of Default and other information.
4.2. Identification of the Borrower is carried out by the Lender. The Licensor shall not be liable for incorrect identification of Borrowers.
4.3. Borrower’s Risk Group is calculated automatically by the Service on the basis of the data provided by the Lender (including, but not limited to).
4.4. The Probability of Default of the Borrower is calculated by the Service automatically based on statistical data and is equal to the ratio of the number of defaulted Borrowers to the total number of Borrowers in a similar Risk Group. Thus, the Probability of Default is exclusively an information value reflecting the financial discipline of Borrowers of different Risk Groups in previous periods and does not guarantee similar behaviour of Borrowers in future periods.
4.5. The Voucher independently and at its own risk decides whether to provide the vouching to each particular Borrower or not. Before making a decision, the Voucher shall independently become familiar with the Borrower's Risk Group and the Possibility of Default.
4.6. Each Borrower may have several Vouchers. The Guarantee Amount and the Guarantee Cost are determined by each Voucher independently.
4.7. By making a decision to enter into a Surety Contract, the Voucher and the Borrower assume all risks associated with the Borrower's possible failure to fulfill the Loan Agreement within the Guarantee Amount. The Guaranty Amount is displayed in the Surety Contract.
4.8. A separate Surety Contract shall be formed and signed for each case of vouching.
4.9. The Surety Contract is an agreement of accession between the Lender and the Voucher. A reference to the terms of the Surety Contract is displayed in the card of each Borrower.
4.10. The amount of the Voucher's liability under each Surety Contract shall be independently established by the Voucher.
4.11. The Surety Contract shall be signed by a Digital Signature - an equivalent of the Мщгсрук's own signature. Such document is considered to be completely identical to a similar document on physical media, and the Voucher's Digital Signature is equal in importance (including legal one) to its physical signature.
4.12. Acceptance of the Surety Contract is carried out by the Voucher by performing a set of active actions, namely by moving the Borrower's Card to the right side of the screen of the device on which the Program is running. Moving the Borrower's Card to the left side of the screen is interpreted as a refusal to enter into (accept) the Surety Contract.
4.13. If the Borrower fails to fulfill the obligations accepted under the Loan Agreement within 3 (three) or more calendar days, the Lender is entitled to recover the debt from the Voucher in accordance with the Surety Contract.
4.14. Performance of obligations occurs by debiting the Guarantee Amount from the Voucher's credit card or from the Voucher's Personal Account.
4.15. The Surety Contract is available to the Voucher in the Online Account.
4.16. The Parties have determined that during the validity of this Agreement, the collection of funds from the Borrower, in case the Voucher repays the debt to the Lender on its own, shall be arranged by the Licensor.
5. ENSURING PERFORMANCE OF OBLIGATIONS
5.1. In order to conclude a vouching, the Voucher is obliged to ensure performance of obligations that may arise as a result of a possible Default of a Borrower. If it is impossible to ensure performance of obligations, the Voucher shall not sign the Surety Contract.
5.2. The following can be used as security for the performance of obligations:
5.2.1. Blocking the Guarantee Amount on the Voucher's bank card, if the Voucher provided the data of such card.
5.2.2. Blocking the Guarantee Amount in the Personal Account, if there is a necessary amount in the Personal Account.
6.1. In order to start using the Service's features and providing subsequent securing of the Surety Contract, the Voucher is obliged to transfer the funds (hereinafter - the Security Deposit) to the Licensor to ensure that funds are found in the Personal Account. Replenishment of the Personal Account shall be made by the Voucher on its own in ways that are available in the Program. Replenishment shall be carried out through the Online Account. By accepting funds the Licensee acts within the framework of the Agency Agreement with the Borrower.
6.2. Withdrawal of funds from the Personal Account is possible to a bank card, bank account or e-Wallets indicated by the Licensee in the Online Account.
6.3. Withdrawal of funds holder under the Surety Contract is impossible until unholded.
6.4. Replenishment of the Personal Account and withdrawal of funds from the Personal Account may be subject to additional commission. The commission amount is set by payment systems (credit institutions), but cannot be more than 5% of the Principal's payment amount. The commission amount can be found on the website of the credit institution (payment system).
6.5. Vouching services provided by the Voucher to the Borrower are chargeable. The Guarantee Cost is determined by the Voucher on its own in accordance with the agreement concluded by and between the Borrower and the Voucher.
6.6. In case of conclusion of a Surety Contract, the Borrower undertakes to pay to the Vouchers the cost of services for provision of such a vouching.
6.7. All issues related to the Vouchers's taxation in connection with the receipt of income from delivery of services for provision of the Vouching shall be decided by the Voucher on its own.
6.8. In case of the Borrower's Default and performance of the Borrower's obligations by the Vouchers, the right to claim the debt under the Loan Agreement between the Lender and the Borrower transfers to the Sureties within the limits of the recovered amounts in accordance with the applicable legislation of the Russian Federation.
7. PERSONAL DATA
7.1. The Licensee, an individual, shall consent to the processing by the Licensor the Licensee's personal data specified during Registration, in the Application and the Online Account, including: Last name, First name, patronymic, e-mail address, contact phone number, payment details, photo, INN, SNILS (Insurance Number of Individual Ledger Account), registration address, place of work, length of service.
7.1.1. The consent is valid indefinitely, the period of storage of the personal data of the Licensee is not limited.
7.2. The Licensee has the right to revoke its consent by drawing up a corresponding written document that can be sent to the Licensor by registered mail with return receipt or by hand against written acknowledgment to the Licensor's representative. In case of receipt of a written application to revoke this consent to process the personal data, the Licensor must stop their processing.
7.3. The Licensee understands and agrees that as a result of a failure, technical malfunctions, actions by third parties, including (but not limited to) a virus or hacker attack, the Licensee data posted on the Service may be made available to third parties. The Licensee undertakes not to file claims against the Licensor for damages (losses) arising in connection therewith.
7.4. The Licensee gives its consent to:
7.4.1. Storage of the personal data on the Licensee's server. Storage is carried out on the territory of the Russian Federation. Cross-border data transfer is carried out to the United States of America and Kazakhstan.
7.4.2. Use of personal and statistical data to display advertisements.
7.4.3. Sending messages of information and advertising nature, information about services, news of the Licensor and (or) the Licensee's partners to e-mail and (or) via SMS, browser Push notifications and mobile Push notifications.
7.4.4. Transfer the personal data to third parties for the purpose of making payments.
7.5. The Licensor processes only the Licensee's data which is required for performance of this Agreement.
7.6. The Licensor does not store the CVV code and passwords of the Licensee's bank cards.
7.7. The Licensor is not responsible for the personal data processing by the Lender.
8.1. The Licensor grants the Licensee the Service "as is", in accordance with the principle generally accepted in international practice. This means that the Licensor shall not be liable for the problems that arise in the process of updating, maintaining and operating the Service (including issues on compatibility with other software products (packages, drivers, etc.), inconsistency of the results of using the Service to the expectations of the Licensee, etc.).
8.2. The Licensor is not liable for the inability to use the Service for the reasons attributable to the Licensee or third parties.
8.3. The Licensor is not liable if the access to the Service is limited due to the lack of access to the Internet by the Licensee.
8.4. The Licensor makes every possible effort to ensure the normal operation of the Service, but is not liable for the failure to perform or improper performance of obligations under this Agreement, as well as for direct and indirect losses of the Licensee, including lost profits and possible damage that arose as a result of:
● Illegal actions of Internet users aimed at violation of information security or normal operation of the Service.
● Absence (impossibility of establishment, termination, etc.) of an Internet connection between the Licensor's server and the Licensee's server.
● Special investigation activities conducted by state and municipal bodies, as well as other organizations.
● Establishment of state regulation (or regulation by other organizations) of economic activities of commercial organizations in the Internet and/or establishment by the specified entities of single restrictions that make it difficult or impossible to perform this Agreement.
● Other cases related to the actions (inaction) of the Internet users and/or other entities aimed at worsening the overall situation with the use of the Internet and/or computer equipment that existed at the time of conclusion of this Agreement.
8.5. The Licensor reserves the right to suspend the Service for routine maintenance at night or on weekends, if possible.
8.6. The Licensee undertakes, when using the Service, not to violate the Legislation, interests of third parties, including when creating mailings, providing services (sale of goods) to third parties.
8.7. The Licensor is not liable if the login and password from the Licensor's Online Account have become known to third parties.
8.8. In any circumstances, the liability of the Licensor is limited to the amount equal to 10 (ten) euros.
8.9. The Licensor is not a party to the relationship of the Voucher and the Borrower.
8.10. The Licensor does not guarantee to the Voucher the receipt of profit from the conclusion of the Surety Contract.
9. PROCEDURE FOR AMENDING THE AGREEMENT
9.1. The Agreement is concluded for an indefinite period. Either Party may terminate the Agreement by sending a notice 30 (thirty) calendar days prior to the date of termination, unless a shorter period is provided for by this Agreement or by an additional agreement of the Parties. Notices are sent through the Online Account.
9.2. The Licensor has the right to unilaterally amend the Agreement and exhibits thereto. Amendments to the Agreement shall enter into force on the next working day after posting the new version on the Website.
9.3. The current version of the License Agreement is located at: https://suretly.com/en_US/terms.
9.4. The Licensee undertakes to follow the amendments to the Agreement on its own and to get acquainted with the current version at least 1 (once) a month.
9.5. In case the Licensee does not agree with the amendments to the Agreement, it must stop using the Service and delete the account.
10. DETAILS OF THE LICENSOR
220 East 23 street, #500, New York, New York, 10011
Email [email protected]