Lendahand
Finance B.V.
Groothandelsgebouw, unit D1.150
Conradstraat
38
3013 AP Rotterdam
The Netherlands
Chamber of
Commerce: 55711766
VAT: 851829260B01
1.
Introduction
These Terms and Conditions are applicable to
the use of the Lendahand Website www.lendahand.com.
By digital signing of an Agreement, you accept these Terms and
Conditions. Lendahand has filed these Terms and Conditions with the
Chamber of Commerce Rotterdam. Hands-On B.V., having its seat of
business in Rotterdam is registered with the Chamber of Commerce
Rotterdam under number 55711766 (trading under the name “Lendahand”).
The terms and conditions can at all times be consulted on the
Lendahand Website. These Terms and Conditions are applicable to all
users of the Lendahand Website and Terms and Conditions of users
shall never be applicable. Also, these Terms and Conditions
applicable on all existing and future legal relations between
Lendahand or its legal successor and Investors, unless in the
Agreement(s) has been deviated there from or if these Terms and
Conditions are contradictory or incompatible therewith. If
in these Terms and Conditions reference is made to Agreement(s), then
also these Terms and Conditions will be understood thereunder. If you
accept a Proposition, then these Terms and Conditions also contain
the Terms and Conditions of the Bond(s) acquired by you then, that
Lendahand keeps under the title of management for the Investors in
the concerned Collective Depot.
2.
Glossary
In these Terms and Conditions, various
definitions are used. Below, you will read what we understand under
these definitions.
Purchase Price
the price to be
paid by an Investor to the Issuing Entity per Bond of EUR 50. In case
that in the Proposition has been stated explicitly, that the
denomination of the Bond(s) is in a foreign currency, the Purchase
Price shall be paid in EUR on basis of the EUR counter value of the
Purchase Price in the foreign currency, which EUR counter value shall
be established by the Payment Institution.
Starting
date
the date on which the tenor of the Bond Loan starts.
Account
the
personal account created by an Investor after registration on the
Lendahand Website, on which among others the Bonds invested by the
Investor and amounts (to be) received back will be
represented.
Redemption
an entire or partial
repayment on the principal amount of a Bond.
Redemption
Date
the date on which an Investor receives an entire or partial
repayment of a
Bond.
Article
an article from
these Terms and Conditions.
Payment Institution
a
party that keeps monies under it in connection with Investments and
Bond Loans, including the taking into receipt of the Purchase Price
for the Issuing Entity and the receiving and payment of Interest and
Redemption to the Investor by the Issuing Entity and which party has
thereto the necessary authority and authorisation.
Confirmation
e-mail
an e-mail addressed to you, in which it is confirmed for
which amount, and in which currency, you have purchased and acquired
Bonds. Further information in this e-mail contains the Interest,
tenor of the Bonds, starting date of the Bonds and repayment schedule
of Interest and Redemption.
Dutch Civil Code
the
Dutch Civil Code.
End date
the last day on which
Investors can subscribe on a Bond Loan.
Chosen
Proposition
an Investment that by placement on the Lendahand
Website stands open for registration by Investors, of which the
proceeds ultimately are meant for the benefit of a specific
Entrepreneur such as described on the Lendahand Website, to which the
Investor has subscribed on the Investment Date.
Login
Data
your username and password with which you get access to
your Account.
Registration date
the date on which an
Investor makes a conditional registration on the Lendahand Website on
a Chosen Proposition and pays the Purchase Price against issue of
Bonds. The registration is conditional because the Investment only
goes through and becomes unconditional and the Bonds only will be
issued if the target amount of the Chosen Proposition has been
achieved by the collective of the Investors that have registered for
the concerned Proposition.
Investor
a (legal) person
that invests via the Lendahand Website in a Proposition, by means of
a Bond.
Investment
the Investment made by the
Investor in one or more Bonds.
Investment amount
the
amount included by an Entrepreneur in the Investment Request that is
requested as a Loan.
Investment Request
a request of
an Entrepreneur to an Issuing Entity for an Investment of an Issuing
Entity in the form of a Loan to be received, or (ii) a direct request
of an Entrepreneur being the Issuing Entity, to attract financing via
the Lendahand Website by means of the issue of Bonds, or (iii) an
Investment in a form comparable with previous type of
Investments.
Lendahand
Hands-On B.V., trading under
the name “Lendahand”.
Lendahand Website
the
website managed by Lendahand: www.lendahand.com
and the Affiliated domain names, the platform on which Investors can
do their Investment.
Bond
a transferable digital
stock issued by an Issuing Entity with a nominal value of EUR 50. In
case that in the Proposition explicitly is stated that the
denomination of the Bond(s) is in a foreign currency, (meaning a
currency other than EUR), the Purchase Price shall be paid in EUR on
basis of the EUR counter value of the Purchase Price in the foreign
currency, which EUR counter value shall be established by the Payment
Institution by means of a purchase rate recorded on the day of
placement of the Proposition (or of the previous Working Day if the
day of placement does not fall on a Working Day). In case of a Bond
in a foreign currency, Redemption and Interest shall be calculated in
the same manner as described before. The Redemption and Interest
shall in that case be established by the Payment Institution.
Bond
Loan
a bundle of tradeable Bonds, or comparable financial
instruments, such as declarations of debt, issued by an Issuing
Entity for the benefit of a specific Proposition, which Bond Loan
will be kept by Lendahand in the concerned Collective Depot.
Bond
conditions
the Terms and Conditions of the Bonds of a Bond Loan
belonging to the Chosen Proposition.
Entrepreneur
the
entrepreneur that has submitted an Investment Request.
Agreement
an
agreement concluded between Lendahand and the Investor, concerning
the use of the Lendahand Website and concerning the making of an
Investment whereby Lendahand of the Issuing Entity has obtained a
power of attorney to realise the purchase agreement with regard to
the Bonds on behalf of the Issuing Entity, between the Issuing Entity
and Investor.
Proposition
a Chosen
Proposition.
Publication date
the date on which a
Proposition will be published on the Lendahand Website and is open
for Investors for subscription.
Interest
the part of
the interest belonging to the Investor, that is paid by the Issuing
Entity over the Bond such as stated in the Bond conditions. Interest
will be calculated on the basis of 30 days in a month and 360 days in
a year. The interest will be calculated over the outstanding amount
on the concerned Bond, after Redemption shall therefore over the
redeemed amount no Interest be calculated or allocated
anymore.
Interest payment date
the day on which the
Interest to the Investor must be paid by the Issuing Entity in
accordance with the Bond conditions. Interest payment by the Issuing
Entity that takes place on the Account of the Investor occurs no
later than 10 working days after the Interest period has ended.
Interest
Date
the first day following the month in which the Bond Loan
has been fully paid up, from which date the Bonds corresponding with
the Proposition will be interest bearing.
Interest
period
each six-month period to be counted from the Starting
date.
Issuing Entity
a party, such as Local Partner
or Entrepreneur, that delivers Propositions on the Lendahand Website
and (in principle) honours Investment Requests after full
subscription of the Proposition and the issue of Bonds deriving
therefrom, belonging to the concerned Proposition.
Collective
Depot
the depot held by Lendahand as referred to in the Dutch
Law WGE, in which Bonds of a sort have been delivered to Lendahand as
intermediary in the sense of the Dutch Law WGE, which depot forms a
sequestered capital from the capital of Lendahand. In accordance with
the Dutch Law WGE, there is for each sort of Bonds a separate
Collective Depot.
Terms
and Conditions
these General Terms and Conditions.
Working
days
a day on which banks in the Netherlands are open.
WGE
Dutch Law Wet giraal effectenverkeer.
3.
General stipulations
3.1 The Agreement and these Terms and
Conditions can be provided in the Netherlands’ or the English
language and all communication between you and Lendahand shall take
place in the Netherlands’ or the English language, unless it is
explicitly agreed otherwise in the Agreement.
3.2 Unless
in the terms and conditions or the Agreement established explicitly
otherwise, the communication between the users of the Lendahand
Website and Lendahand takes place in an electronic manner.
3.3
On any moment during the tenor of the Agreement, the user has the
right to receive the Terms and Conditions free of charge on paper or
in an electronic manner
4. Registration and Account
4.1
To be able to make use of the Lendahand Website, you must register on
the Lendahand Website, with which you create an Account. In order to
register yourself, you must provide data on the Lendahand Website,
including (i) your name, (ii) address, (iii) town of residence and
(vi) e-mail address. Registration is subject to the following Terms
and Conditions: (a) you are a natural person or legal person; (b) you
have your town of residence (or legal seat as a legal person) and
postal address in the European Economic Area; (c) you have the
disposition over a bank account with a bank having its seat in the
European Economic Area; (d) you are an adult and legally capable to
act/authorised on to act on behalf of the legal person; (e) access
has never been refused to you because of an imputable shortcoming or
illegal act or omission to a similar website as the Lendahand Website
and/or by a service provider of the information company as referred
to in article 3:15d section 3 Dutch Civil Code; and (f) you have
never been convicted because of any crime such at the discretion of
Lendahand or because of any violation with regard to computer crime
and/or fraud. By the confirmation of your registration on the
Lendahand Website, you declare that the information provided by you
in connection with the registration, is correct and that you comply
with the Terms and Conditions as mentioned in this Article under a to
f. If you not do not comply with the aforementioned Terms and
Conditions, then you cannot register via the Lendahand Website. You
can in that case contact Lendahand via info@lendahand.com.
Lendahand
can, on the basis of laws and regulations, be required to gain
additional information about you, and you shall reasonably grant your
cooperation so that Lendahand obtains these additional data of you.
4.2 If you on any moment during the period in which you
are registered on the Lendahand Website, do not comply anymore with
the Terms and Conditions such as mentioned in Article 4.1, or if your
data are not correct any more, then you must notify Lendahand hereof
per direct in writing. Lendahand can decide according to its own
insight to terminate your registration. Your registration ends in
that case after processing of your current Investments. You can from
the moment of receipt of a notification to termination conclude no
new Investments.
4.3 You are obliged to add to and/or
change the data that has been provided for the registration each time
if the data is not correct or complete anymore.
4.4
Lendahand reserves the right to change the Terms and Conditions that
it sets for the registration.
4.5 Your Account is
accessible with a personal username chosen by yourself in combination
with a personal password chosen by yourself. Your Account is strictly
personal and you are obliged to keep the Login Data secret for third
parties. Per natural or legal person only one Account can be
opened.
4.6 You are responsible and liable for all acts
that are executed via your Account. On the moment that your Login
Data are filled in on the Lendahand Website in the designated space,
and you log in and subsequently activities are executed that are
aimed at the signing of documents, will be you deemed to have signed
these documents electronically in the sense of article 3:15a section
4 Dutch Civil Code.
4.7 You can terminate your Account
according to the procedure that is published on the Lendahand
Website.
4.8 Lendahand reserves the right to terminate
your Account, if: a) you more than 1 consecutive year have made no
use of your Account and with your Account have purchased no single
Bond; b) you make use of various Accounts; or c) you do not comply
with your obligations under these Terms and Conditions and/or the
Agreement(s).
4.9 Termination of the Account by Lendahand
or by you has no automatic termination of the Terms and Conditions as
a consequence. If you have terminated your Account, Lendahand can
however decide to terminate these Terms and Conditions. After the
termination of the Terms and Conditions, you remain however bound to
certain obligations from the terminated Terms and Conditions and you
still retain rights under Bonds in which you have invested up to the
Redemption Date.
4.10 Lendahand shall bring you no costs
into account for the registration and the maintaining of the Account.
The costs that you have made yourself in the framework of the
registration or the maintaining of the Account, are for your own
account.
4.11
The taking into receipt of payments for the Investments (and passing
on of the concerned monies to the Issuing Entity) and the receiving
of Interest and Redemption takes place by the Payment Institution.
You agree with the General Terms and Conditions of the Payment
Institution when you do an Investment on the Lendahand Website (these
Terms and Conditions can be found here).
5. Investing via Lendahand
5.1 Investments
take place via the Lendahand Website by means of the purchase of one
or more Bonds. On the Lendahand Website, the Propositions will be
placed, for which an Investor can subscribe. A Proposition comes into
being by an Investment Request (i) of an Entrepreneur to an Issuing
Entity that assesses the Investment Request and if it complies with
the criteria set thereto, forwards it to Lendahand, or (ii) a direct
request of an Entrepreneur being the Issuing Entity that complies
with the criteria set by Lendahand. Lendahand shall place the
Proposition subsequently on the Lendahand Website, after which
Investors can subscribe to the Bonds belonging to a certain
Proposition.
The credit risk differs per Bond, because credit profile of each Issuing Entity is different.
5.2
A Proposition contains in any case the following information: the
investment proposal, the Investment amount, information about the
Issuing Entity (and/or information about the Entrepreneur and the
enterprise connected to it) and the tenor of the Investment.
5.3
A Proposition shall be open for subscriptions during a maximum of 60
(sixty) days, to be counted from the Publication date, on the
Lendahand Website. If during this term the Investment amount required
for the Proposition has been achieved by means of the payment of the
(conditional) Purchase Price by the (various) Investor(s), then the
Proposition shall be closed. Investor must pay the Purchase Price
directly, meaning on the moment that Investor has selected a
Proposition and desired Investment amount on the Lendahand Website.
If, with regard to a Proposition, the full Investment amount is
received from Investors by the Payment Institution for the Issuing
Entity for the benefit of the concerned Bonds to be issued, then, in
accordance with article 5.10 the Investment amount and its interest
bearing from the first day following the month in which the Bond Loan
for the benefit of a Proposition has fully been paid up. If a
Proposition will be executed, the Issuing Entity shall make a capital
investment in the Entrepreneur for the height of the Investment
amount.
5.4 The tenor of an Investment is 6, 12, 18, 24,
30, 36, 42 or 48 months to be counted from the Interest Date. After
the expiry of this term, the Issuing Entity shall redeem the concerned Bonds by means of the credit
of (i) (a part of) the nominal value of the Bond and (ii) the
Interest.
5.5 If the Investor in the Agreement has stated
that the amount represented on the Account after receipt must be
transferred by the Payment Institution to a bank account made known
by the Investor, then the Payment Institution shall transfer the
corresponding amount of the Issuing Entity no later than within 1
(one) Working Day after receipt, to this bank account.
5.6A
If the Investor has stated that the amount administered on the
Account shall be invested again, then the Investor shall, after the
Redemption Date within no later than 5 (five) days, or after choice
and for as much longer ls the Payment Institution is lawfully
authorised to keep these monies, however with a maximum of 30 days,
after display in the Account, invest the concerned amount. The
Investor subscribes to a new Proposition selected by Investor and
purchases hereto one or more new Bonds. The Investor acquires the new
issued Bonds as soon as this is technically and organisationally
possible, the one and the other in accordance with this article. As
long as the Proposition to which the Bond refers, is open for
subscription, and up to the issue of the new Bonds the monies will be
committed by the Investor and deemed to be allocated for the payment
of the Purchase Price of the concerned Bond(s). Where the amount that
will be represented on the Account, cannot be divided by the nominal
value of the concerned Bond, the Investor receives the highest
possible number of Bonds on the date of issue of the Bonds. The
remainder of the amount shall no later than on the first day of the
following month after receipt be transferred to a bank account made
known by the Investor, unless stated otherwise by the Investor in the
Account.
5.6B
You can re-invest redemptions and interest on Bonds of the Issuing
Entity that has redeemed the amounts, provided that you give
permission to re-invest these monies in new Bonds of the Issuing
Entity. Lendahand shall inform the Issuing Entity that these
redemptions and interest can be applied for discretionary outstanding
projects on that moment, against issue of new Bonds belonging to that
project. The concerned interest and/or Redemption must at least
concern (a multiple of) the nominal value of the Bonds. If not, then
the amount or the remainder will be paid out to you.
5.7
You can execute, as an Investor, only Investments via the Lendahand
Website if you have registered and opened an Account.
5.8
You invest by subscription to a Proposition (Chosen Proposition).
Subscription means that you purchase one or more Bonds, with which
you also accept the Bond conditions. Before you agree with the
content of the Bond conditions, you can view the Bond conditions and
you can store these on a sustainable information carrier. The
purchase of the Bonds can only emerge if you are logged in and after
login follow the steps that have been represented on the Lendahand
Website.
5.9 Bonds will be issued in series which each
correspond with a Proposition. The Bonds will be delivered by the
Issuing Entity upon issue to Lendahand that maintains per sort of
Bonds a Collective Depot as intermediary in the sense of the Dutch
Law WGE. The Interest to be received by you is dependent on the Terms
and Conditions of the Bond in which you invest. On the Lendahand
Website you will find up-to-date information regarding the various
Propositions and Bonds. If you invest, then on each Bond the agreed
interest percentage belonging to the Proposition will be applicable.
All Interest is on an annual basis.
5.10 A Bond will be
acquired on the moment of subscription, after payment of the Purchase
Price. Issue of Bonds takes place in accordance with these Terms and
Conditions and under applicability of the Bond conditions. The Bonds
are not convertible and not listed on the stock exchange. The Bond
will be interest bearing per the Interest Date. The Issuing Entity
pays out the interest afterward per the Interest period on the
Interest payment date.
5.11 Lendahand reserves, also on
behalf of the Issuing Entity, explicitly the right to refuse or not
to execute, without statement of reasons, a subscription. From this,
Investors can derive no rights.
5.12 The Bonds form direct
and unconditional obligations of the Issuing Entity that mutually and
with regard to each other per separate Issuing Entity, are of equal
order, without any difference in preference. The Investors are
furthermore of equal rank with all present and future creditors of
the respective Issuing Entity in whose Bonds they have invested,
except for preferred creditors and except for the local rules that
apply for the concerned Issuing Entity.
5.13 In case of
dissolution or bankruptcy or suspension of payment of an Issuing
Entity will be established further to the law of
the country of
the Issuing Entity how the Investors of the Bonds issued by the
concerned Issuing Entity will be treated with regard to other
creditors of the Issuing Entity. You must take into account that the
applicable law regarding dissolution, suspension of payment or
bankruptcy can materially deviate from the legal system of the
Netherlands. This means that the enforceability of your position as a
holder of one or more Bonds that have been issued by the concerned
Issuing Entity is not established directly under the laws of
the country of
the Issuing Entity.
5.14 Unless redeemed earlier, such as
established in the Bond conditions, the Issuing Entity will redeem
the Bonds on the Redemption Date. Redemption shall in principle take
place in a linear manner on a half year basis. Redemption takes place
each time per Bond. You can claim back the amount that you have
invested via the Lendahand Website on no moment whatsoever from the
Issuing Entity, except for on basis of the possibilities given
thereto in the Bond conditions.
5.15 Interest and
Redemption will be administered in the Account and paid by the
Issuing Entity to the Payment Institution that keeps these monies
further for the relevant Investors, in compliance with the articles
5.5, 5.6A and 5.6B. In compliance with Article 5.5, the amount
administered on the Account and the corresponding amount kept by the
Payment Institution, shall be transferred by the Payment Institution
to a bank account in the Netherlands stated by the Investor, or shall
be invested in a new Proposition. In case the amount administered on
the Account is in a currency other than the Euro, then the counter
value of the amount in Euros shall be transferred. Hereby the selling
rate will be applied such as established by the Payment Institution
on the day of the administration (or of the previous Working Day if
the date of administration otherwise does not fall on a Working Day).
Depending on the Terms and Conditions of the Payment Institution, the
Investor can maintain the monies for the benefit of a future
investment (via the Lendahand Website) with the Payment Institution.
The payment of Interest and the Redemption by the Issuing Entity to
the Payment Institution shall take place as liberation and discharge
for the concerned Issuing Entity.
5.16
When payment must be made by bank transfer into an account on a name,
then a payment instruction will be given by Lendahand to the Payment
Institution for distribution. This shall be no later than 1 Working
Day after the date that the monies have been received on the
concerned account of the Payment Institution (the “Payment date”).
Investors have no right to Interest or another payment
for delayed receipt of the due amount after the Payment date of the
Interest respectively the date of a Redemption.
5.17 The
Bonds are transferable in compliance with the stipulations in this
Article. The Bonds are in principle solely issued for sale and
trading in the Netherlands. Lendahand accepts as holder of the
Collective Depots no responsibility or liability regarding a transfer
of Bonds outside the Netherlands. Lendahand holds the Bonds under the
title of management for the Investors. Investors can transfer their
rights in the Collective Depot to other Investors via debiting and
crediting in the designated part of the administration of Lendahand.
This transfer requires cooperation of Lendahand that it shall
reasonably grant. Lendahand shall process a possible transfer in its
administration. The administration costs for the process of a
transfer of Bonds amount to EUR 0.50 per Bond and will be brought
into account by Lendahand to the buyer of the Bond(s). The
stipulations in this Article 5.17 are equally applicable to the
vesting of a right of lien on Bonds and on the vesting or delivery of
a right of usufruct on Bonds.
5.18 On the Lendahand
Website will be administered for which amount is subscribed to on a
certain Proposition. Each time when an Investor has invested, shall
this therefore be visible for each visitor of the Lendahand Website.
On the moment that an Investor however makes use of his/her right of
dissolution (such as referred to in Article 6.4), the amount that
represents the dissolved Agreement shall be deducted from the amount
that is represented on the Lendahand Website. This means, that in
case you have executed an Investment and have purchased in the
framework thereof one or more Bonds under suspending condition, the
invested amount represented on the moment of the closure of Bonds on
the Lendahand Website, can be reduced after the purchase of the Bonds
if you make use of your right of dissolution or if the subscription
will not be unconditional because the target amount of the Chosen
Proposition will not be achieved and the invested amount will be held
for you by the Payment Institution.
5.19 The Investments
executed by you via the Lendahand Website, you execute for your own
account and risk. Lendahand points out that you, in prevalent
instances can therefore entirely lose the amount invested by you, for
instance in case of insolvency of the Issuing Entity or Entrepreneur,
or when the Issuing Entity or Entrepreneur does not pay for other
reasons. Your Investment does not lead to any form of control in the
Issuing Entity and/or the Entrepreneur.5.20
As an Investor, you are aware that the Issuing Entity and the
Entrepreneur and the Investments that you execute via the Lendahand
Website, are not under supervision of the Dutch “Autoriteit
Financiële Markten” and “De Nederlandsche Bank” and that the
deposit guarantee system, the investors compensation regulation or
any other guarantee regulation is applicable to these Investments.
Per Issuing Entity, annually for less than EUR 2,500,000 in Bonds
will be issued and therefore the Issuing Entity is (with making
adequate use of the correct statement of exemption (wild west sign)
not bound to issue a prospectus in connection with the issue of
Bonds. The amount of less than EUR 2,500,000 per Issuing Entity per
year shall in the future possibly be increased if this is lawfully
permitted.
5.21
There is no warranty that you shall achieve any benefit from your
Investment. The Bonds concern products with a high risk. You are
aware of these risks.
6. Information duties
Lendahand
6.1 These Terms and Conditions have been
published on the Lendahand Website. Upon request, Lendahand shall
make these Terms and Conditions available to you electronically by
means of an e-mail. You are responsible for the storing and printing
of the Terms and Conditions. You are also responsible for the
accessibility of the stored copies.
6.2 Notwithstanding
lawful obligations possibly existing for Lendahand to store the
Agreement(s), Lendahand is not obliged to keep the possibly archived
Agreement(s) accessible for you.
6.3 Lendahand makes via
the Lendahand Website among others the following information
available: i) the name, the address of the legal seat of Lendahand
and the registration with the Chamber of Commerce; ii) the contact
data, including the e-mail address of Lendahand; iii) the VAT-number
of Lendahand; iv) the possible costs being applicable and fees; and
v) the address where you can submit a complaint, which address will
be deemed the address stated above under sub (i), unless on the
Lendahand Website will be stated otherwise.
6.4 You have
the right to dissolve the Agreement(s) that you conclude with
Lendahand with regard to the services by Lendahand, such as the
making available by Lendahand of the Lendahand Website for the use
thereof for among others the execution of your Investments, within
fourteen (14) calendar days after the conclusion of this/these
Agreement(s). Lendahand points out that options of dissolution or
invalidation belong, if Lendahand does not comply with the duties of
information stated in the law. You must exercise a specific right to
dissolution or invalidation belonging to you each time within
fourteen (14) calendar days after the conclusion of the Agreement(s)
that Lendahand concludes with you (possibly, on behalf of the Issuing
Entity in case of an Investment), except for insofar the law
prescribes a longer term.
7. Users conditions of the
Lendahand Website
7.1 You warrant that your use of the
Lendahand Website in no manner whatsoever, violates the applicable
(Netherlands’) laws and regulations, international treaties or
intellectual property rights of (legal) persons.
7.2 You
shall use the Lendahand Website solely for legitimate purposes. You
shall not apply the Lendahand Website for the placing or passing on
of material or information that is libellous or obscene or causes an
infringement on rights of third parties or is illegal towards third
parties. You will refrain from making derogatory expressions about
Lendahand and/or the Lendahand Website.
7.3 Lendahand
provides you with no warranties with regard to the content of the
Lendahand Website.
7.4 The Lendahand Website makes use of
cookies. Cookies are small pieces of information that are stored by
the browser on your computer. Outside technically necessary cookies,
Lendahand uses only cookies that enables it to collect information
over the use of the Lendahand Website and to improve this (such as
remembering of your settings). Lendahand makes also use of cookies of
Google Analytics, Facebook and Twitter. These cookies will be used to
(whether or not anonymously) check how the Lendahand Website will be
used and to check whether you are logged in to your personal account
on the social network sites. Cookies of the concerned social network
sites will solely be used with your prior permission.
7.5
It is possible for you to set the browser so that you receive a
warning each time when a cookie will be installed or refused. If you
do not allow the installing of cookies, then Lendahand cannot warrant
the sending of messages and the delivery of certain services to you.
For more information, you can turn to the supplier of your
browser.
7.6 The Lendahand Website offers you, after you
are registered, the possibility to the placing of comments which are
visible to all visitors of the Lendahand Website. The initiative for
the placement of comments does not lie with Lendahand. In case of
unlawful unnecessary grieving and/or unmistakably illegal comments or
in case Lendahand will be requested or will be commanded to removal
of comments by competent authorities, then Lendahand reserves the
right to remove comments or to make the access thereto
impossible.
8. Protection intellectual property
8.1
The information, text, images, photos and illustrations on the
Lendahand Website and the design of the Lendahand Website, are
protected on the basis of the Dutch laws Auteurswet, Databankenwet
and other applicable legislation. Except for lawful exceptions,
nothing thereof may be multiplied (including ‘framing’), made
available to third parties or disclosed without prior permission of
Lendahand. The requesting and viewing of the Data and the making of
prints for own individual use is permitted within the limits stated
in the applicable legislation. The information, text, images, photos
and illustrations that have been made available by the Issuing Entity
or an Entrepreneur, remain at all times his/her intellectual
property.
8.2 For the placing of a hyperlink to (any page
on) the Lendahand Website, the prior written permission of Lendahand
is required.
8.3 The word and image brands on the
Lendahand Website belong to Lendahand. It is not permitted to put one
or more of these brands and logos on the own site or to use it
otherwise without prior permission of Lendahand.
9. Role
of Lendahand in your Investments
9.1 Lendahand manages the
Lendahand Website and offers you the possibility to execute via the
Lendahand Website Investments and via the Payment Institution
payments and to receive Interest and Redemption.
9.2
Lendahand arranges for the administration and maintains the
Collective Depot. The board of directors of Lendahand maintains as
holder of the Collective Depot the administration, in which the name,
the address, the relevant bank account number of the Investor, the
date of issue of the Bonds, as well as the number of Bonds with
statement of the concerned numbers of the Bonds held by the
Investors, is recorded. Also, Lendahand arranges for the
administration for the payments of Redemptions and Interest which
payments will be executed by the Payment Institution after receipt of
the concerned Interest and Redemption from the Issuing Entity of the
concerned Bond Loan.
9.3 Investors are obliged to
communicate all changes in the data, such as mentioned in Article 4,
without delay and in writing to Lendahand. Consequences which derive
from or relate with the, not, not correctly or not timely sending of
aforementioned notification(s) by an Investor, shall come completely
for the account and risk of the Investor and cannot be held against
Lendahand.
9.4 Except for proof to the contrary, the
administration serves as complete proof.
9.5 The board of
directors of Lendahand provides, as holder of the Collective Depot,
if so requested to an Investor for free, an excerpt from the
administration with regard to his/her right to a Bond.
9.6
With exception of the activities mentioned explicitly in the
Agreement(s), you as an Investor can make no claim to support or
other services of Lendahand with regard to Investments via the
Lendahand Website.
9.7 Lendahand holds a license as
investment enterprise for the execution of activities only and the
placement of financial instruments upon issue. Lendahand gives no
investment advice and does not publish investment
recommendations.
9.8 Lendahand receives a compensation for
its services from the Issuing Entity on the basis of the stipulations
recorded in the agreement concluded between Lendahand and the Issuing
Entity.
10. Privacy and personal data
10.1
Lendahand is bound to the Dutch Law Wet bescherming Persoonsgegevens.
This law regulates how we must deal with personal data of Investors.
Personal data is data that identifies you, such as for instance your
name, address, date of birth, phone number and e-mail address.
10.2
Lendahand shall in connection with the use made by you of the
Lendahand Website, be responsible for the processing of your personal
data. The stipulations included in this Article 10, are applicable to
each use of the Lendahand Website and regulates the processing and
the use of personal data via the Lendahand Website by Lendahand. The
policy of Lendahand with regard to the dealing with your privacy and
the use of personal data is in accordance with the Wet Bescherming
Persoonsgegevens and the Telecommunicatiewet.
10.3
Lendahand collects your personal data when you register as Investor.
Lendahand uses this information to deliver the services agreed
contractually.
10.4 When you register with Lendahand, then
we collect among others the following data: name, if applicable
statutory name, trade names and statutory seat, address, place of
residence, e-mail address, Facebook logs, age and gender, if
applicable registration number Chamber of Commerce. This data shall
subsequently be recorded in a file of Lendahand.
10.5
Lendahand uses your personal data solely in accordance with the
purposes described in these Terms and Conditions and shall make every
effort to protect your personal data.
10.6 If you state at
the conclusion of the Agreement to agree that Lendahand uses your for
placement on the Website, then Lendahand shall, after each Investment
made by you, in each case place your name, gender, invested amount,
age and photo on its Website. If you at any moment do not agree any
longer, then you can modify this via your settings in your personal
environment on the Lendahand Website. Lendahand shall then remove
your data within 2 (two) Working days from the Website.
10.7
After you have registered on the Lendahand Website, we can inform you
by the sending of an e-mail message of information over related
products and/or services. With all e-mail messages that you receive
from us in the framework of direct marketing activities, the
possibility will be offered to state that you do not wish to receive
such e-mail messages anymore.
10.8 Lendahand shall sell,
rent or otherwise make available your personal data to nobody, than
with your prior unequivocal permission; or when that is necessary to
comply with a lawful obligation; or when that is necessary for the
execution of an agreement between you and Lendahand.
10.9
Lendahand protects your personal data with security measures that
meet with modern relevant standards, including physical,
organisational and technical measures that are meant to protect your
personal data against loss, theft, unauthorised access, disclosure,
multiplication, use or changes.
10.10 We emphasise that
sending of personal data per internet connection at all times brings
risks. You are personally responsible for the security of the
internet connection used by you.
10.11 Lendahand reserves
the right to unilaterally introduce changes in the stipulations
mentioned in this Article in accordance with the current laws and
regulations. Check therefore frequently the Terms and Conditions, so
that you are aware of possible changes. If Lendahand introduces a
substantial change in the manner in which it processes your personal
data, then Lendahand shall warn you by a prominent announcement on
the Lendahand Website and/or by means of an e-mail.
10.12
If you have questions about the processing of your personal data,
then you can let that be known in writing to Lendahand. You can
request which personal data will be processed and you can state that
you wish that Lendahand removes your personal data by withdrawing
permission for the processing of personal data.
11. Costs,
taxes and levies
11.1 Unless otherwise agreed in an
Agreement or in these Terms and Conditions, all costs that relate
with the registration, administration and the issue of Bonds for the
account of Lendahand.
11.2 All taxes, levies and such –
under whichever name and levied by whoever – that concern the
relation between you as Investor and Lendahand, will be for your own
account, unless between you and Lendahand is agreed otherwise in
writing or stipulations of mandatory law prescribe otherwise. As an
Investor, you are personally responsible for the tax return with
regard to your Investment.
12. Liabilities and
safeguards
12.1 Lendahand accepts no liability whatsoever
for damage as a consequence of any acting or omission of Lendahand,
an Issuing Entity or an Entrepreneur. Lendahand is never liable for
consequential or enterprise damage, indirect damage and loss of
profit or turn-over.
12.2 Should Lendahand, for whichever
reason, be required to compensate any damage, then this compensation
of damages shall never be higher than the amount of the compensation
received by Lendahand on the concerned Investment.
12.3
Lendahand accepts no liability whatsoever for damage emerged as a
consequence of incorrect and/or incomplete data provided by
you.
12.4 Lendahand has taken measures to ensure that you
can pay safely via the Lendahand Website. This concerns a service
that will be executed by a third party. Lendahand bears and accepts
in that regard no responsibility or liability whatsoever.
12.5
The content of the Lendahand Website, as well as the content of all
other expressions of Lendahand on the Internet, has been composed
with the greatest possible care. The information that will be placed
for the benefit of the Propositions on the Lendahand Website,
originates from third parties. Lendahand accepts no liability
whatsoever for the content of information placed by you or by third
parties.
12.6 It is possible that Lendahand included on
the Lendahand Website hyperlinks to other internet sites that can
possibly interesting or informative for the visitor. Such links are
only informative. Lendahand is not responsible for the content of the
internet sites to which reference will be made or the use that can be
made thereof.
12.7 Lendahand is not liable for possible
occurring errors, incorrect matters, misunderstandings, delays or not
clear communication of messages as a consequence of the use of the
Internet or any other (electronic) means of communication in the
exchange between you and Lendahand and between the Issuing Entity and
Lendahand, or for the consequences of the use of the concerned
information. Lendahand excludes furthermore each liability with
regard to the answers to questions given by it.
12.8
Lendahand is not liable for possible damage caused by – whether or
not temporary – unreachability or removal from the Lendahand
Website because of maintenance or otherwise. Lendahand is furthermore
not liable for the proper and undisturbed functioning of the
telecommunication-infrastructure and the used auxiliary equipment or
for dropdown or unreachability of its system or for the possible
consequences hereof. Hereunder will be understood among others, but
not solely, disruption in the connection with internet providers,
disruption in used telecommunication connections, full use of line,
electricity cuts and other disruptions.
12.9 The
limitations of the liability of Lendahand included in this Article do
not apply if there is an instance of wilful intent or conscious
recklessness on the side of Lendahand or its directors.
12.10
You safeguard Lendahand from all claims, liability, loss, damage and
costs that Lendahand incurs because of violation by you of your
obligations on the basis of the Agreement(s), insofar the law does
not object thereto that the concerned damage and costs must come for
your account.
13. Force Majeure
13.1 In case of
Force Majeure, Lendahand is not required to comply with its
obligations towards you as an Investor, or its obligations with
regard to you as Investor shall be suspended for the duration of the
Force Majeure. Under Force Majeure will be understood each
circumstance independent of the will of Lendahand, because of which
the compliance with its obligations towards you as Investor will be
hindered in whole or in part. Thereof is for instance a case of
company disruptions, energy disruptions, fire and the absence of any
permit to be acquired via the government. Also, will be understood
under Force Majeure: disruptions in a (telecommunication) network or
connection or used communication systems and/or the on any moment not
being available of the Lendahand Website.
14. Dissolution
and termination
14.1 Lendahand is authorised to dissolve
the Agreement(s) with immediate effect and without notification of
default in writing and/or to suspend the obligations of Lendahand
and/or to exclude you as Investor permanently from the services
and/or products of Lendahand and/or to remove expressions placed by
you as an Investor on the Lendahand Website without prior
notification or at least make inaccessible, if: a) you do not, not
completely or not timely comply with obligations from the
Agreements(s), or if you act in violation of these Terms and
Conditions and/or the Agreement, also if this is a consequence of
Force Majeure as referred to in Article 13; b) circumstances come to
the knowledge after the conclusion of the Agreement(s) give Lendahand
good ground to fear that you shall not comply with your obligations
from the Agreements(s); c) on you as Investor the Dutch Law Debt
sanitation for Natural persons has been declared applicable or for
your admission thereto is request, you are in suspension of payment
or you have filed for suspension of payment, or if you as an Investor
will be declared in a state of bankruptcy or your bankruptcy has been
filed for; d) you have or Lendahand has terminated your Account; e)
circumstances occur which are of such nature, that these make
compliance with the Agreement(s) impossible or unchanged maintaining
of the Agreement(s) in reasonableness cannot be required of
Lendahand.
14.2 If Lendahand proceeds, on the grounds as
described in Article 14.1, to one of the measures mentioned in that
article, then Lendahand is on that basis in no manner whatsoever
required to any compensation of damage or costs emerged because of it
in any manner. Lendahand can however recover the damage suffered by
itself, that is imputable to you, from you.
14.3 The
Agreement(s) will be/be terminated if one or more of the following
circumstances occurs: (i) Lendahand ceases its activities, (ii)
Lendahand will be dissolved, (iii) Lendahand will be declared in a
state of bankruptcy, or its bankruptcy has been filed for, or (iv)
Lendahand has filed for suspension of payment or is in suspension of
payment. In this case, the termination of the Agreement(s) has
however no consequences for the Bond(s) that you hold and the
Collective Depot shall in accordance with the Dutch Law WGE be
processed. Only the services that Lendahand provided in the framework
of the Agreement(s) shall in that case become forfeit.
14.4
Upon termination of the Agreement(s) or termination of your Account,
you remain at all times bound to what is established in these Terms
and Conditions, as well as to the stipulations of which in the
Agreement(s) is established that you remain at all times bound
thereto.
15. General stipulations
15.1 All
communications as a consequence of the Agreement(s) must be made in
writing in the Netherlands’ language and may only be handed over
personally, or be sent per registered mail, courier, fax or e-mail to
such addresses and fax numbers of which Lendahand and you as Investor
inform each other from time to time. A notification is considered to
be effective as soon as it will be received and will be deemed to
have been received on the moment of handing (if handed over
personally, or sent by registered mail or courier) or on the moment
of successful sending (if sent per fax or e-mail).
15.2 In
case of a merger or splitting of Lendahand, the legal successors of
Lendahand can independently exercise all rights and authorities under
the Agreement(s) and comply with all obligations of Lendahand under
the Agreement(s). Lendahand can transfer the legal relation with the
Investor and the rights, obligations and additional right that belong
thereto (in whole or in part) to a third party. By the becoming
applicable of the Terms and Conditions, you have given permission in
advance for this taking over of contract.
15.3 As Investor
you can however not transfer your rights and obligations under the
Agreement(s) to a third party. If a stipulation of these Terms and
Conditions would be invalid or not enforceable, then this leaves the
validity or enforceability of any other stipulation of the Terms and
Conditions unaffected. Such an invalid or non-enforceable stipulation
shall be replaced or deemed to be replaced by a stipulation that will
be deemed to be valid and enforceable and of which approaches the
interpretation, the tenor of the invalid or non-enforceable
stipulations as much as possible.
15.4 Lendahand can
without permission of the Investors, decide to modify these Terms and
Conditions if it concerns changes of a non-material nature and
changes of formal, minor and technical nature that do not harm the
interests of the Investors. Changing of these Terms and Conditions
will be made known per e-mail to the Investors. If an Investor within
20 (twenty) Working days after receipt of the renewed Terms and
Conditions Lendahand makes known in writing not to agree with the
renewed Terms and Conditions, then, for the tenor of the concerned
Investment the original Terms and Conditions shall remain applicable.
You explicitly agree with electronic sending of the Terms and
Conditions.
16. Complaints, disputes, choice of law and
court
16.1 If you are not satisfied about the services of
Lendahand, then you must firstly turn to Lendahand. Should no
solution be found, then complaints will be treated by the
Klachteninstituut Financiële Dienstverlening (KiFID).
16.2
Solely the Laws of the Netherlands right are applicable to these
Terms and Conditions.
16.3 All disputes in connection with
or further to these Terms and Conditions shall in the first instance
be resolved by the District Court in Amsterdam.