Acuerdo de usuario
This User Agreement constitutes a legally binding agreement between OÜ NIBBLE ITSF, a private limited company incorporated in Estonia with registration number 14831029, having its registered office at Harju maakond, Tallinn, Kristiine linnaosa, Keemia tn 4, Estonia 10616 (hereinafter referred to as the “Company”, “We” and “Us”), which provides investment facilitation services through the functionality of its digital platform available to the Users via the website https://nibble.finance (hereinafter referred to as the “Website”) and the USER, an individual or legal entity using our Website and/or the Services provided through it (hereinafter referred to as the “Investor” or “You”).
Before using our Services, please carefully read this User Agreement (hereinafter referred to as the “Agreement”), along with our Privacy and Cookies Policy and any other policies or notices on our Website. Together, these materials contain terms, rules, and guidelines related to Your use of our Website and the Services offered thereon.
1.1. This section provides a brief summary of the provisions of the User Agreement. Please note that when You accept this Agreement, You are accepting all of the terms and conditions of this Agreement, and not just this section.
1.2. We provide the services of a digital platform that facilitates interactions between the companies attracting investments on the one hand and the persons who are willing to invest into the investment products offered by such companies. By registering a User Account on our Website or visiting our Website, You are agreeing to our User Agreement, so please read this Agreement carefully. The terms and provisions of this User Agreement set out the approved uses of our services, various permissions and licenses that we grant to You, and permissions and licenses that You grant us.
1.3. If You have any questions or comments related to this User Agreement, the use of our Website or the Services offered through it, please contact us at email@example.com.
1.4. If You do not agree to the terms of this User Agreement or any modifications thereto, You should not use our Services.
2. ACCEPTANCE OF THIS USER AGREEMENT
2.1. By registering an account with us, or visiting our Website at https://nibble.finance, You acknowledge that You have read, understood, and agreed to the terms of this User Agreement, as well as the accompanying Privacy and Cookies Policy and any other policies or notices placed on our Website.
2.2. We reserve the right to change the User Agreement at any time. Any such changes with respect to Your use of our Website and the Services provided through it will take effect immediately when posted on our Website. Your continued use of our Services following any such change will signify Your acceptance to be bound by the version of the User Agreement currently in force. Please check the effective date above to determine if there have been any changes since You have last reviewed the User Agreement.
2.3. If You do not agree to the terms of this User Agreement or any modifications thereto, You should immediately discontinue the use of our Website and the Services provided through it.
2.4. Any failure or delay on our part in enforcing or partially enforcing any provision of this User Agreement shall not be construed as a waiver of any rights.
3. TERMS AND DEFINITIONS
3.1. “Company” means OÜ NIBBLE ITSF, a private limited company incorporated in Estonia with registration number 14831029, having its registered office at Harju maakond, Tallinn, Kristiine linnaosa, Keemia tn 4, Estonia 10616.
3.2. “Website” means the Website owned and operated by the Company and available at https://nibble.finance;
3.3. “User” means an individual or a legal entity that has read and agreed to the User Agreement, the Privacy and Cookies Policy and any other applicable rules, policies and procedures, and uses the services provided by the Company through the Website.
3.4. “Investor” means an individual or a legal entity to whom the Company provides investment facilitation services through the functionality of the Website.
3.5. “Person attracting investments” means a legal entity registered as the Person attracting investments on the Website, to whom the Company provides investment promotion services through the functionality of the Website.
3.6. “Loan Agreement” means an agreement between an Investor and a Person attracting investments (the borrower), on the basis of which investing may be carried out using the Website. By entering into a Loan Agreement an Investor undertakes to provide a Person attracting investments (the borrower) with a loan on the terms and within the time period stipulated in the Loan Agreement, and the Person attracting investments (the borrower) undertakes to repay the loan and pay interest for the use of the funds.
3.7. “Assignment Agreement” means an agreement between the Investor and a Person attracting investments (the assignor), on the basis of which investing may be carried out using the Website. By entering into an Assignment Agreement an Investor undertakes to invest funds in short term consumer loans issued by a Person attracting investments (the assignor) to the borrowers and the rights of claim under which the Person attracting investments undertakes to assign to the Investor.
3.8. “Investment Promotion Services Agreement” means an agreement concluded between the Company and a Person attracting investments for the provision of investment promotion services to the Person attracting investments by the Company via the Website.
3.9. “Investment Facilitation Services Agreement” means an agreement concluded between the Company and an Investor for the provision of investment facilitation services to the Investor by the Company via the Website.
3.10. “User Profile” means the personal profile created on the Website by an Investor after completing the requisite registration procedure and accessible thereto by logging in via the Website using the Investor’s login and password.
3.11. “Services” shall have the meaning pursuant to Section 4.1. of this User Agreement.
3.12. “Intellectual Property Rights” means all patent rights, copyright rights, mask work rights, moral rights, rights of publicity, trademark, trade dress and service mark rights, goodwill, trade secret rights and other intellectual property rights as may now exist or hereafter come into existence, and all applications therefore and registrations, renewals and extensions thereof, under the laws of any state, country, territory or other jurisdiction.
4.1. We provide the following investment facilitation services (hereinafter referred to as the “Services”) to Investors via our Website:
4.1.1. providing the Investor with access to the use of the functionality of the Website (including the use of the User Profile) for the purposes of concluding assignment or loan agreements with the Persons attracting investments through the functionality offered through the Website in accordance with the chosen investment strategy;
4.1.2. providing assistance to the Investor in concluding assignment or loan agreements with the Persons attracting investments using the functionality of the Website;
4.1.3. implementation of actions related to settlements under the assignment or loan agreements between the Investor and Persons attracting investments through the Website in the manner provided for by such agreements, including, but not limited to, the following actions:
- communication to the Investor of the details of the designated account to which transfers of funds for the purposes of investment are made;
- keeping records of the Investor's funds received on the designated account;
- calculation of the amounts due to the Investor from the amount received on the designated account from the person attracting investments under the relevant assignment or loan agreements;
- carrying out debit transactions on the designated account;
- providing information to the Investor through the functionality of the User Profile and the Website;
- carrying out operations for the withdrawal of funds by the Investor from the designated account of the Company used for settlements between the Investors and the Persons attracting investments;
4.1.4. maintaining the functionality of the Website, eliminating failures in the operation of the Website that arose through the fault of the Company;
4.1.5. providing customer support services to the Investor through the functionality of the Website or via email (firstname.lastname@example.org);
4.1.6. providing technical support services to the Investor on the issues related to the use of the Website.
4.2. We are neither a credit or financial institution, nor an authorized payment services provider. The Company does not provide any financial services nor investment advice. We simply provide the services to the Investor to facilitate the making of investments into the products offered by the Persons attracting investments through our Website without possible risk and guarantee calculations and act an intermediary between the Investor and the Person attracting investments in concluding and servicing the investment agreements between the two. All transactions between the Investor and the Person attracting investments are conducted by duly authorized payment institutions.
4.3. The information published on the Website shall under no circumstances be considered legal or investment advice. The Investor shall make financial decisions at its own risk and consult a specialist where necessary. The Company shall not bear any responsibility for the accuracy or completeness of information contained on its Website.
5. USER ELIGIBILITY
5.1. To be eligible to use the Services provided via our Website, You represent and warrant that prior to and at all times after becoming registered as an Investor on the Website:
5.1.1. If You are a natural person – that You have reached the legal age in Your jurisdiction, have full legal capacity and are able to form legally binding contracts, and are not under the influence of alcohol, narcotic, psychotropic or any other substances;
5.1.2. If You are using our Services on behalf of a legal entity — that: (a) the legal entity is duly organized and validly existing under the applicable laws of the jurisdiction of its organization; and (b) You are duly authorized by such legal entity to act on its behalf;
5.1.3. You have a current account opened in Your name with a payment institution, credit institution or its branch registered within the SEPA;
5.1.4. When investing through the Website, You will not use funds that have been directly or indirectly received as the result of criminal offence or are related to the financing of terrorism or an attempt of such activities;
5.1.5. You are the true beneficial owner and transactions on the Website are performed on Your behalf in Your capacity as the Investor;
5.1.6. You are not part of an insolvency process and/or bankruptcy and/or liquidation (where the Investor is a legal person).
5.2. You can only use our services if permitted under the laws of Your jurisdiction. Please make sure that this User Agreement is in compliance with all laws, rules, and regulations that apply to You.
5.3. By using our Services, You represent and warrant that You meet all eligibility requirements that we outline in this User Agreement. We may still refuse to let certain people access or use our Services, however, and we reserve the right to change our eligibility criteria at any time.
6. REGISTRATION OF USERS AND USER PROFILE
6.1. To be able to use the full functionality of the Website, the User has to agree to the terms of this User Agreement and the Privacy and Cookies Policy, complete registration as an Investor and create a User Profile on the Website.
6.2. As part of the Investor registration procedure, the Company, conducts due diligence of all potential Investors in accordance with the provisions of the Internal Rules and Procedures for the Prevention of Money Laundering and Terrorism Financing and for the Application of International Sanctions and the applicable laws and regulations. Additionally, the Company conducts ongoing monitoring of its business relationships with Investors. The due diligence conducted by the Company includes, but is not limited to, identification of the Investor or potential Investor, asserting the beneficial owner thereof, obtaining information on the source of funds, obtaining information on the purpose and nature of the business relationship.
6.3. The Investors, within the timeframes set forth by the Company, must provide the information and documents requested by the Company for the purposes of due diligence and Know-Your-Client procedures conducted by the Company pursuant to Section 6.2. above.
6.4. If You, as a potential or existing Investor, in spite of a request from the Company to do so, fail to submit the documents and information required for the purpose of due diligence, the Company will refuse to form or will terminate the business relationship with You, and You will not be able to use the investment functionality on our Website.
6.5. The Company will also refuse to enter into a business relationship with You or will terminate the existing business relationship if on the basis of submitted documents and information the Company comes to suspect money laundering or terrorist financing.
6.6. The full functionality of the Website is only available to those Investors who have duly completed the registration process.
6.7. The Company may refuse the registration of a new Investor without providing a reason for such refusal.
6.8. The User Profile created in the course of the registration process is private, and only the owner of the User’s Profile (the Investor) is authorized to enter into and use it.
7. PROCEDURE FOR INVESTING
7.1. A registered Investor, with respect to whom all due diligence procedures have been completed, receives access to the functionality of investing into the investment products offered by the Persons attracting investments via the Website.
7.2. The Investor chooses the investment strategy from those currently available on the Website and the amount of funds to be invested, following which an Investment Facilitation Services Agreement is formed between the Investor and the Company.
7.3. The investing is carried out in accordance with the terms of the agreement concluded between the Investor and the Company and the relevant investment or assignment agreements concluded between the Investor and the Persons attracting investments. The abovementioned agreements are concluded in writing with the help of information technologies and technical means of the Website.
7.4. The transactions between the Investors and the Persons attracting investments are carried out through the designated payment account of the Company opened for these purposes with an authorized payment institution.
8.1. The investment or assignment agreements concluded via the functionality of the Website between the Investors and the Persons attracting investments shall be automatically prolonged for subsequent recurring periods of 2 (two) years, and the amendment to that effect shall be made in the form of an addendum generated through the Website, the terms of which shall be incorporated by reference into the original investment or assignment agreement. The funds invested through the investment or assignment agreement will thus remain invested with the relevant Person attracting investments unless and until the Investor opts out of automatic prolongation in accordance with Clauses 8.2 and 8.3 below.
8.2 The Investors may opt out of the automatic prolongation of the investment or assignment agreements by sending an email to our Customer Support team at email@example.com.
8.3 Where the Investor opts out of automatic prolongation of the investment or assignment agreement concluded with the relevant Person attracting investments, they shall be allowed to terminate the agreement and withdraw their funds without any penalty or additional fee within 30 days of the termination date stated in the original agreement or the termination date as amended by any subsequent additional agreements. The Company shall then arrange for the return of funds to the Investor from the Person attracting investments within 30 days of the request made by the Investor for the return of their funds.
9. RIGHTS AND OBLIGATIONS OF THE USER
9.1. The Investor hereby undertakes to, as soon as possible from the request, provide the Company with any information or documentation that is necessary for the Company: for identification of the Investor, for confirmation of Investor’s origin of funds, and other matters related to the performance of the obligations of the Parties under this User Agreement.
9.2. The Investor undertakes to inform the Company of any changes in the information, they have submitted to the Company.
9.3. The Investor hereby confirms that he/she clearly understands the provisions of this User Agreement, the Privacy and Cookies Policy, and any rights and duties arising from such, and the Investor waives any claims whatsoever against the Company that such provisions have not been discussed or have been unilaterally determined by the Company.
9.4. All activities carried out in the Investor’s User Profile on the Website shall be regarded as activities carried out by the Investor personally and thus shall be recognised as binding upon the Investor.
9.5. The Investor shall comply with provisions of this User Agreement and other agreements that are binding upon Investor and are concluded between the Investor and the Company.
9.6. The Investor shall ensure the balance recorded on the Investor’s User Profile in sufficient amount to fulfill the obligations arising from this Agreement, the Investment Facilitation Services Agreement and any other agreements concluded with the Company. If the Investor has not ensured sufficient balance on his User Profile, the Company shall not be obliged to execute the relevant Investor’s instructions, transaction, or payment.
9.7. The Investor shall not disclose to any third parties confidential information that may concern the interests of the Company or the Persons attracting investments.
9.8. Without prejudice to the other obligations of the Investor set forth in the Agreement, the Investor shall:
9.8.1. use the Website only for the purposes allowed by this User Agreement;
9.8.2. provide only correct information during registration on the Website, while using it and when entering into agreements with the Company or communicating with the Company;
9.8.3. take all necessary measures to prevent access of any third party to the Investor’s User Profile;
9.8.4. provide the Company with the information requested in the Investor’s User Profile and/or on the Website in a timely manner and, in any event, within the deadlines set forth by the Company.
10. THIRD PARTY SERVICES AND CONTENT
10.1. In no event shall a description or reference to a third party’s product or service, including, but not limited to, providing a description or reference via hyperlink be construed as an endorsement or promotion of such third party products or services by us. We do not prepare, edit, or endorse third party content. We do not guarantee the accuracy, timeliness, completeness or usefulness of third party content, and we are not responsible or liable for any content, advertising, products, or other materials on or available from third party sites.
10.2. We retain the exclusive right to add to, modify, or cancel the availability of any third party service.
10.3. If, to the extent permitted by us, You grant express permission to a third party to access or connect to Your User Profile, either through the third party’s product or service or through our Website, You acknowledge that granting permission to a third party to take specific actions on Your behalf does not relieve You of any of Your responsibilities under this User Agreement. You are fully responsible for all acts or omissions of any third party with access to Your User Profile.
11. INTELLECTUAL PROPERTY
11.1. The Website may contain copyrighted material and trademarks including, but not limited to, text and graphics (the “Content”), which is protected by copyright law, registered and unregistered trademarks, and other intellectual property rights. Unless otherwise provided, we exclusively own the Content.
11.2. Your use of the Services does not grant You any right, title, or interest in the Content.
11.3. You agree that You will not copy, transmit, distribute, sell, license, create derivative works from, or, in any other way, exploit any of the Content, in whole or in part.
12. YOUR USE OF THE WEBSITE AND OUR SERVICES
12.1. As a user of the Services, we grant You a limited, personal, non-commercial, non-exclusive, non-transferable, and revocable license to use our Website.
12.2. When using our Services, we ask that You follow some basic rules:
12.2.1. Don’t use our Services to break the law. You agree that You will not violate any laws when using our Services. This includes any local, provincial, state, federal, national, or international laws that may apply to You. You agree that You will not use our Services to pay for, support, or otherwise engage in any illegal activities including, but not limited to, illegal gambling, fraud, money laundering, or terrorist activities. If we discover that You have violated this Agreement or other regulatory requirements by participating in money laundering or by financing terrorist activities, we will take proportionate action. You further agree not to encourage or induce any third party to engage in any of the activities prohibited under this Section.
12.2.2. Don’t interfere with other’s use of the services. You agree that You will not use or attempt to use another User’s Profile without authorization or use our Services in any manner that could interfere, disrupt, negatively affect, or inhibit other Users from fully enjoying it.
12.2.3. Don’t try to harm our system. You agree not to distribute any virus or other harmful computer code through our Website. You also agree to not take any action that may impose an unreasonable or disproportionately large load on our or any of our third party providers’ infrastructure.
12.2.4. Don’t attempt to circumvent our security. You agree not to bypass, circumvent, or attempt to bypass or circumvent any measures that we may use to prevent or restrict access to the Services including, without limitation, other accounts, computer systems, or networks connected to the Services. Any use of our Website other than as specifically authorized in this Agreement, without our prior written permission, is strictly prohibited and will terminate Your license to use our Website.
13. LIMITATION OF LIABILITY & DISCLAIMER OF WARRANTIES
13.1. You understand and agree that we have no control over, and no duty to take any action regarding:
13.1.1. Failures, disruptions, errors, or delays in transaction processing that You may experience while using the Services;
13.1.2. The risk of failure of hardware, software, and Internet connections;
13.1.3. The risk of malicious software being introduced or found in the software underlying our Website;
13.1.4. The risk that third parties may obtain unauthorized access to information stored within Your User Profile.
13.2. You release us from all liability related to any losses, damages, or claims arising from:
13.2.1. Server failure or data loss;
13.2.2. Unauthorized access to your User Profile on the Website
13.2.3. Bugs or other errors on the Website or in underlying software; and
13.2.4. Any unauthorized third party activities, including, but not limited to, the use of viruses, phishing, brute forcing, or other means of attack against our Website.
13.3. We make no representations concerning any third party content contained in or accessed through our Services. Any other terms, conditions, warranties, or representations associated with such content, are solely between You and such organizations and/or individuals.
13.4. Limitation of Liability. To the fullest extent permitted by applicable law, in no event will we or any of our officers, directors, representatives, agents, servants, counsel, employees, consultants, lawyers, and other personnel authorized to act, acting, or purporting to act on our behalf, be liable to You under contract, tort, strict liability, negligence, or any other legal or equitable theory, for: (a) any lost profits, data loss, cost of procurement of substitute services, or direct, indirect, incidental, special, punitive, compensatory, or consequential damages of any kind whatsoever, resulting from: (i) Your use of, or conduct in connection with, our Services; (ii) any unauthorized use of Your User Profile due to Your failure to maintain the confidentiality of Your login and password details; (iii) any interruption or cessation of transmission to or from the Services; or (iv) any bugs, viruses, trojans, or the like that are found on the Website or that may be transmitted to or through our Services by any third party (regardless of the source of origin of those), or (b) any direct damages in excess of (in the aggregate) of the fees paid to Us for the applicable Services. These limitations apply regardless of legal theory, whether based on tort, strict liability, breach of contract, breach of warranty, or any other legal theory, and whether or not We were advised of the possibility of such damages. Some jurisdictions do not allow the exclusion or limitation of liability for consequential or incidental damages, so the above limitation may not apply to You.
13.5. Warranty Disclaimer. The Services provided through our Website are provided “as is” and without warranty of any kind. To the maximum extent permitted by law, We disclaim all representations and warranties, express or implied, relating to our Website, any content contained thereon and the Services provided through it, whether provided or owned by Us or by any third party, including, without limitation, warranties of merchantability, fitness for a particular purpose, title, non-infringement, freedom from computer virus, and any implied warranties arising from the course of dealing, course of performance, or usage in trade, all of which are expressly disclaimed. In addition, We do not represent or warrant that the content accessible via the Website or Services is accurate, complete, available, current, free of viruses or other harmful components, or that the results of using the Website or our Services will meet Your requirements.
14.1. To the fullest extent permitted by applicable law, You agree to defend, indemnify, and hold harmless the Company and any of our officers, directors, representatives, agents, servants, counsel, employees, consultants, lawyers and other personnel authorised to act, acting or purporting to act on our behalf from and against any and all claims, damages, obligations, losses, liabilities, costs or debt, and expenses (including, but not limited to, attorney’s fees) arising from:
14.1.1. Your use of and access to the Services;
14.1.2. Any feedback or comments You provide to us concerning the Company, its products or services offered on and/or provided through the Website;
14.1.3. Your violation of any term of this User Agreement; or
14.1.4. Your violation of any law, rule, or regulation, or the rights of any third party.
15. GOVERNING LAW, JURISDICTION AND DISPUTE RESOLUTION
15.1. This User Agreement shall be governed and construed in accordance with the laws of Estonia.
15.2. Should there be any dispute regarding matters stipulated herein, the Parties shall take all measures possible to resolve them by negotiations.
15.3. Should the Parties fail to reach an agreement by means of negotiations, any dispute arising from this User Agreement or related hereto, shall be submitted to the exclusive jurisdiction of the courts in Estonia, and You agree to submit to the personal jurisdiction of such courts for the purpose of litigating all such disputes.
16. DISCONTINUANCE OF SERVICES
16.1. The Company may at any time in its sole discretion, with or without prior notice, modify or temporarily or permanently discontinue any portion of the Services provided through its Website, limit the Investor’s ability to use the Website, block the Investor’s User Profile, as well as unilaterally terminate the concluded with the Investor in the following cases:
16.1.1. if the Investor violates the provisions of the User Agreement or the Investment Facilitation Services Agreement concluded between the Investor and the Company;
16.1.2. if the Investor does not provide the Company with the necessary information to carry out Investor’s identification, Know-Your-Client procedures, confirmation of origin of the funds and other activities necessary under the Company’s internal rules, policies and procedures or applicable laws and regulations;
16.1.3. if the Investor has submitted invalid on inaccurate information to the Company;
16.1.4. if the Investor has used or purported to use the Website for illicit purposes;
16.1.5. if the Investor enters into transactions on the Website on behalf of another person;
16.1.6. if the Company suspects money laundering, terrorism financing, or an attempt to do so, with the involvement of the Investor or the Investor’s User Profile, or if the Investor is a person who is subject to international or national sanctions or is affiliate of such person;
16.1.7. if in accordance with the applicable laws and/or regulations the Company cannot continue its business relationship with the Investor.
16.2. If, following the identification and due diligence of the Investor, the Company establishes that, based on the criteria specified in the Company’s internal rules, policies and procedures, the Company is unable to continue cooperation with the Investor, the Company has the right to unilaterally terminate this Agreement.
16.3. Without prejudice to any of the above provisions, the Company has the right to unilaterally terminate the provision of Services to the Investor by way of sending a written notice to the Investor’s e-mail address that is indicated in the Investor’s User Profile 10 calendar days in advance.
16.4. The Investor shall be entitled to unilaterally terminate the Agreement and request deletion of the Investor’s User Profile by sending a written notice at least 10 days in advance, provided that the Investor does not have any debt obligations to the Company or any other persons in accordance with the agreements entered into through the Website.
16.5. In the event of termination, the Investor is denied the use of the Investor’s User Profile as well as the possibility to purchase new portfolios and to conclude agreements for the purposes of investing. The Company shall make a transfer in the amount of the balance recorded of the Investor’s User Profile to the Investor’s bank account, prior to transfer withholding the any charges that may be due under the User Agreement, the Investment Facilitation Services Agreement and any other agreements concluded between the Investor and the Company.
17. NO WAIVER
17.1. Our failure to exercise or delay in exercising any right, power, or privilege under this User Agreement shall not operate as a waiver thereof; nor shall any single or partial exercise of any right, power, or privilege preclude any other or further exercise thereof.
18.1. If it turns out that any part of this User Agreement is invalid, void, or for any reason unenforceable, that term shall be deemed severable and shall be limited or eliminated to the minimum extent necessary. The limitation or elimination of the term will not affect the validity of any other terms of this User Agreement.
19. FORCE MAJEURE
19.1. We shall not be held liable for any delays, failure in performance, or interruptions of service which result directly or indirectly from any cause or condition beyond our reasonable control, including but not limited to: any delay or failure due to any act of God, act of civil or military authorities, act of terrorism, civil disturbance, war, strike or other labor dispute, fire, interruption in telecommunications or Internet services or network provider services, failure of equipment and/or software, other catastrophe, or any other occurrence which is beyond our reasonable control and shall not affect the validity and enforceability of any remaining provisions.
20.1. You agree that we may assign any of our rights and/or transfer, sub-contract, or delegate any of our obligations under this User Agreement.
20.2. Your acceptance of this User Agreement is personal to You and You may not transfer or assign it to any third party.
21. ENTIRE AGREEMENT
21.1. This Agreement sets forth the entire understanding and agreement as to the subject matter hereof and supersedes any and all prior discussions, agreements, and understandings of any kind (including, without limitation, any prior versions of this Agreement) and every nature between us.
22. QUESTIONS OR COMMENTS
22.1. We welcome comments, questions, concerns, or suggestions. Please send us a message at firstname.lastname@example.org or via the Chat box on our Website located in the lower right corner of the page.