These Terms and Conditions set out the rules for using the BidFinance Platform for the sale of debt portfolios through Auctions.
BidFinance Platform Terms and Conditions
These Terms and Conditions set out the rules for using the BidFinance Platform for the sale of debt portfolios through Auctions.
1. INTRODUCTION
1.1.The BidFinance Platform and the domain www.bidfinance.co are owned by BidFinance sp. z o.o. with its registered office in Krakow (ul. Kacik 4, 30-549 Krakow, Poland), entered in the register of entrepreneurs of the National Court Register maintained by the District Court for Krakow-Srodmiescie in Krakow, 11th Commercial Division of the National Court Register, under KRS number 0000975000, NIP 6793240675, REGON 522206447, with share capital of PLN 33,250.00, email address: info@bidfinance.eu, hereinafter referred to as the Service Provider ("BidFinance").
1.2.These Terms and Conditions set out the rules for using the BidFinance Platform for the sale of debt portfolios through Auctions.
1.3.The processing of personal data by the Service Provider in connection with the performance of these Terms and Conditions takes place for the purposes, within the scope and on the terms specified in the Data Processing Agreement referred to in Section 12 of these Terms and Conditions.
2. DEFINITIONS
2.1.For the purposes of these Terms and Conditions, the following terms have the meanings set out below:
Account – a set of data identified by an individual login and password in the ICT system of the BidFinance Platform, used by a User to represent a Participant.
Affiliate – in relation to a given entity, means an entity that directly or indirectly controls, is controlled by, or is under common control with that entity. Control means, in particular, holding a majority of votes, a majority of shares, the right to appoint or remove a majority of members of governing bodies, or the ability to exercise decisive influence over the activity of a given entity.
Auction – a procedure intended to select the Buyer or Buyers who, using the functionalities of the BidFinance Platform, present the most favourable terms for the purchase of a debt portfolio. The rights and obligations related to an Auction are governed by these Terms and Conditions. The Auction Rules supplement these Terms and Conditions by describing the mechanisms of the individual Auction types, together with the conditions made available for the relevant Auction.
Bid Increment – the minimum increase required by the Seller to outbid the current offer in an English Auction.
BidFinance Platform – the online platform available at www.bidfinance.co, used for the process of selling debt portfolios or parts of debt portfolios on the terms set out in these Terms and Conditions.
Buyer – a Participant interested in purchasing a debt portfolio or part of a debt portfolio indicated in an Offer posted on the BidFinance Platform.
Closed Tender – an Auction in which Buyers admitted to participate submit their offers (proposed prices for a debt portfolio or part of a debt portfolio) without knowing whether other Buyers have submitted higher or lower offers.
Commission – remuneration due to the Service Provider for the use of the BidFinance Platform.
Confidential Information – confidential information, regardless of form (in particular oral, written or electronic), marked as confidential or information whose circumstances of disclosure indicate its confidential nature, received by a Participant or the Service Provider in connection with negotiations or cooperation between those entities, in particular when using the BidFinance Platform. Confidential Information includes, in particular, data concerning debt portfolios offered for sale on the BidFinance Platform.
Contact Point for Authorities – an electronic contact point available at dsa.gov@bidfinance.eu, intended for direct communication with authorities of European Union Member States, the European Commission and the Digital Services Board. Communication through the Contact Point may be conducted in Polish or English.
Contact Point for Recipients – an electronic contact point available at dsa@bidfinance.eu, intended for direct and quick communication between Users, Participants and Portal Guests and the Service Provider.
Declaration – a document signed by an entity intending to open an Account on the BidFinance Platform. Signing the Declaration is a necessary condition for granting the entity the right to use the Account through its authorised representatives. The signed Declaration confirms the entity's acceptance of the rights and obligations arising from these Terms and Conditions and the Declaration. For the avoidance of doubt, if a Participant starts using the BidFinance Platform without submitting a Declaration, the Participant is deemed to have accepted these Terms and Conditions and to be bound by their provisions.
Dutch Auction – an Auction in which the displayed price decreases by the Price Step at the Price Interval specified for that Auction. A Buyer may accept the current price during the Auction or submit a Direct Offer using the functionality provided before or during the Auction. The permitted amount, replacement rules, submission deadlines and finality of that offer are specified in the Auction Rules and the conditions of the relevant Auction. After live bidding starts, each Buyer may have only one final active offer in the round.
English Auction – a separate Auction or the second round of a Hybrid Auction; in an English Auction, Buyers compete with each other in real time as to which of them will propose the highest price for a debt portfolio or part of a debt portfolio.
Final Price – the price of the debt portfolio achieved during the Auction.
GDPR – Regulation (EU) 2016/679 of the European Parliament and of the Council of 27 April 2016 on the protection of natural persons with regard to the processing of personal data and on the free movement of such data, and repealing Directive 95/46/EC (General Data Protection Regulation) (OJ EU L 119, 2016, p. 1).
Seller’s Expected Price or SEP – the Seller's price threshold specified for the relevant Auction. Its amount and percentage are not disclosed to Buyers. Where the relevant Auction enables status visibility, Buyers may see only whether the threshold has been achieved. Reaching the threshold or displaying its status does not by itself guarantee a sale, select a Winner or conclude the Transaction. Separate expressly agreed terms concerning that threshold prevail in accordance with Section 3.3.
Hybrid Auction – an Auction with a first round conducted as a Closed Tender and an optional second round conducted as a Closed Tender or as an English Auction.
Illegal Content – any information which, in itself or in connection with a specific activity, including the sale of products or the provision of services, is contrary to European Union law or to the law of any EU Member State that is compliant with European Union law, regardless of the subject matter or nature of that law.
Japanese Auction – an Auction in which the price increases by the Price Step at the Price Interval specified for that Auction. A Buyer confirms continued participation by accepting the current price within the relevant round. Entry, elimination and ending conditions are specified in the Auction Rules. After the entry period, the Auction ends when one or no Buyers remain active.
Japanese Open Auction – a Japanese Auction in which eligible active Buyers can view the company names of other active Buyers during live bidding, within the scope and at the stages specified in the Auction Rules. Individual User names are not disclosed through that list.
Minimum Price – the minimum offer that Buyers may submit for a debt portfolio or part of a debt portfolio during a Closed Tender.
Offer – non-binding information containing data concerning debt portfolios intended for sale by the Seller. The Offer includes all necessary information about the debt portfolio required by the Buyer to decide whether to participate in the Auction. Neither the Offer nor any part of it constitutes an offer to conclude an agreement, but only an invitation to submit an offer.
Offer Period – the period designated by the Seller from the moment the Offer is published on the BidFinance Platform during which the Buyer may propose terms for the purchase of a debt portfolio or debt portfolios.
Participant – an entity registered on the BidFinance Platform that performs actions on the BidFinance Platform through authorised Users. A Participant may only be a natural person conducting business activity, a legal person or an organisational unit without legal personality that may acquire rights and incur obligations in its own name. A Participant may act as a Seller or as a Buyer, depending on its role in a given Auction or sale process.
Password – a string of alphanumeric characters (secret and known only to the User) required for authorised access to the Account and use of the resources of the BidFinance Platform.
Portal Guest – any natural person visiting the website of the BidFinance Platform without Registration who does not have access to Auctions or to functionalities available after login.
Portfolio Purchase Intent Confirmation – an electronic document submitted by the Buyer through the Platform confirming the Buyer’s intention to purchase a Portfolio on the terms of the Buyer’s offer accepted by the Seller. The Platform may also call this document an Official Offer. These names refer to the same confirmation workflow and do not turn it into the SPA or change when an earlier bid becomes binding under the applicable Auction mechanism.
Price Interval – the period specified for the relevant Auction after which the current price level changes by the Price Step in accordance with the mechanism of that Auction. The applicable interval is made available on the Platform for the relevant Auction.
Price Step – an amount or percentage value specified for a given Auction by which the current price level changes in a Japanese Auction, Japanese Open Auction, Progressive Auction or Dutch Auction in accordance with the mechanism of the relevant Auction.
Progressive Auction – an Auction in which the price increases by the Price Step at the Price Interval specified for that Auction, up to the planned final price. A Buyer confirms continued participation by accepting the current price within the relevant round. The Auction continues with one active Buyer. It ends at the planned final price or, after the entry period, when no Buyers remain active, in accordance with the Auction Rules.
Recipient – an entity using the BidFinance Platform, in particular a User, Participant or Portal Guest.
Recipient Content – content sent or published by Recipients through the BidFinance Platform.
Registration – the process by which an entity joins the BidFinance Platform, including the submission of a signed Declaration indicating the Users authorised to act on behalf of that entity and the signing of a non-disclosure agreement (NDA) with BidFinance. The Declaration and the NDA must be signed by persons authorised to represent the entity and provided to the Service Provider. After positive verification of the entity, the Service Provider creates Accounts for the Users indicated in the Declaration.
Seller – a Participant that intends to sell a receivable or a debt portfolio using the BidFinance Platform.
Starting Price – the initial price specified for a given Auction from which the Auction or the first round of the Auction begins.
Transaction – the transfer of a receivable or debt portfolio directly between the Seller and the Buyer, made in connection with an Offer posted on the BidFinance Platform.
User – any natural person using the BidFinance Platform, holding an individual login and password, authorised by the Participant to act on its behalf and in its interest. The User must be at least 18 years old and have full legal capacity.
Waiting Period – the period in a Hybrid Auction between the first and second rounds of the Hybrid Auction, during which the Seller decides which Buyers will be admitted to participate in the second round of the Hybrid Auction.
Winner – the Buyer selected by the Seller at the end of the Auction in accordance with the rules set out in these Terms and Conditions.
Auction Rules – the BidFinance Auction Rules applicable to the relevant Auction, describing its operational mechanisms and read in accordance with the document hierarchy in Section 3.3.
Portfolio – the debt portfolio or identified part of a debt portfolio offered in the relevant sale process.
Service Agreement – a separate agreement between BidFinance and a Participant governing services provided to that Participant, including a Seller Service Agreement or Buyer Service Agreement where applicable.
Portfolio-Specific Terms – the terms agreed for a specific Portfolio between BidFinance and the Participant acting as its Seller, including by email or another documentary form, where provided for in the applicable Service Agreement.
Auction-Specific Terms – the conditions for a specific Auction made available through the Platform or in another agreed documentary form, including participation parameters and any Buyer Fee, subject to the applicable document hierarchy.
Buyer Fee – the remuneration allocated to a Buyer under the applicable Service Agreement or Auction-Specific Terms. It may be zero. This term does not create a fee independently of the applicable remuneration terms.
SPA – the sale and purchase agreement, assignment agreement or other binding agreement under which the relevant Portfolio is transferred directly between the Seller and the Buyer. A Portfolio Purchase Intent Confirmation is not the SPA.
SPA Purchase Price – the purchase price for the relevant Portfolio stated in the executed SPA. It is distinct from the price achieved during the Auction and does not replace an auction-based fee calculation unless the applicable remuneration terms provide for that basis.
Portfolio Final Price – where this term is used in the applicable Service Agreement or the agreed terms of the relevant Auction, the price determined in accordance with those documents. Its method of determination and any use in calculating Commission or other agreed fees are governed exclusively by those documents, in accordance with the document hierarchy in Section 3.3.
2.2.For the avoidance of doubt, whenever these Terms and Conditions refer to actions of a Participant or actions in relation to a Participant, this means actions of any User authorised to represent that Participant or, respectively, actions addressed to any User authorised to represent that Participant.
3. GENERAL PROVISIONS
3.1.The BidFinance Platform Terms and Conditions are available at www.bidfinance.co.
3.2.The BidFinance Platform Privacy Policy is available at www.bidfinance.co in the "Legal" section under the name "Privacy Policy".
3.3.If a Participant has entered into a separate service agreement with the Service Provider (a Service Agreement) or has agreed special terms with the Service Provider, that Service Agreement or those special terms prevail over these Terms and Conditions to the extent they regulate the relevant matter differently. Any order of precedence expressly agreed in the applicable Service Agreement applies, including the position of Portfolio-Specific Terms or Auction-Specific Terms and the Auction Rules. A separate data processing agreement or non-disclosure agreement applies with the precedence agreed for the matters it governs. In all other respects, these Terms and Conditions apply.
3.4.Use of the BidFinance Platform by a Participant or by a User authorised to act on behalf of a Participant constitutes acceptance of these Terms and Conditions by the Participant, unless the parties have agreed different rules for using the BidFinance Platform in a separate agreement or special terms.
3.5.The terms of a given Auction set out in the Offer or made available to Buyers on the BidFinance Platform apply to that Auction, unless a separate agreement or special terms agreed with the Service Provider regulate the relevant matter differently.
3.6.In the event of discrepancies concerning actions performed on the BidFinance Platform, in particular the time of submitting an offer, the amount of the price, acceptance of a price level, admission to an Auction, closing of an Auction or selection of the Winner, the system records of the BidFinance Platform are decisive, unless an obvious technical error is demonstrated.
3.7.The Auction Rules are made available on the Platform in a form that can be saved and reproduced. Subject to the document hierarchy under Section 3.3, they govern the operational mechanisms of Auction participation, bidding, visibility, timing and ranking. They do not by themselves replace a Service Agreement, impose a new fee or change an expressly agreed fee trigger, Seller-selection obligation or obligation to proceed with a Transaction. Section 3.5 continues to apply.
4. TECHNICAL REQUIREMENTS
4.1.To use the BidFinance Platform, in particular the functionalities intended for Participants, it is necessary to have:
4.1.1.a computer, tablet, smartphone or other electronic device with Internet access;
4.1.2.any current web browser (Chrome browser recommended);
4.1.3.an individual email account (required to create an Account on the BidFinance Platform).
5. RIGHTS AND OBLIGATIONS OF THE SERVICE PROVIDER, PARTICIPANT AND USER
5.1.The Service Provider undertakes to provide access to the Platform to each User indicated in the Declaration and to Users authorised by the Participant in accordance with these Terms and Conditions after completion of the Registration process.
5.2.The Participant and the User are obliged to use the BidFinance Platform and its functionalities in accordance with applicable law and these Terms and Conditions.
5.3.During Registration and while using the BidFinance Platform, both the Participant and the User are obliged to provide true data. The Participant and the User are responsible for the content, accuracy and truthfulness of data and statements provided during Registration and while using the BidFinance Platform.
5.4.It is prohibited to use the BidFinance Platform in a manner that may infringe the personal rights of other persons, and to publish or disseminate through the BidFinance Platform false information or content that may infringe personal rights, the law or the legitimate interests of the Service Provider or third parties.
5.5.It is prohibited to take actions aimed at influencing the result of an Auction in a manner contrary to these Terms and Conditions or applicable law.
5.6.The subject of an Offer may not be a debt portfolio or any part of it whose sale violates applicable law or third-party rights.
5.7.The User is prohibited from taking actions beyond the scope of the authorisation granted to the User by the Participant.
5.8.It is prohibited to enter into the BidFinance Platform any data or information which the Participant or User is not authorised to disclose. The Participant undertakes to have an appropriate legal basis for providing the data and information made available to BidFinance, taking into account the purposes for which they will be used in connection with the performance of these Terms and Conditions. The Participant is responsible for the accuracy and truthfulness of the data and information provided, in particular those relating to debt portfolios or parts thereof. The Participant releases BidFinance from any liability for third-party claims related to breach of the obligations arising from this provision.
5.9.It is prohibited to use bots and other IT or programming tools, including tools generating or capable of generating increased traffic on the BidFinance Platform, causing excessive load on ICT systems, constituting malware or used to carry out cyberattacks in connection with the use of the BidFinance Platform.
5.10.If data provided for the purposes of the BidFinance Platform changes, the Participant is responsible for updating or supplementing it. BidFinance is not liable for the consequences of a failure to update or supplement data without delay. Correspondence sent to the previous, outdated address is deemed effectively delivered.
5.11.The Service Provider reserves the right to suspend an Account and withdraw access to the resources of the BidFinance Platform if the Participant or User takes actions that threaten the proper functioning of the BidFinance Platform, including in particular attempting to modify or delete resources of the BidFinance Platform without the Service Provider's consent, or behaves towards the Service Provider or other Participants in a manner contrary to law or these Terms and Conditions.
5.12.By starting to use the BidFinance Platform, the Participant and the User are responsible for their actions that violate applicable law or these Terms and Conditions and for any damage resulting from such actions, including damage suffered by third parties.
6. ACCESS TO THE BIDFINANCE PLATFORM
6.1.A Portal Guest may access the website of the BidFinance Platform by opening www.bidfinance.co.
6.2.A Participant may create an individual Account for a User representing it by completing Registration. Creating an Account is not required to browse the website, but is necessary to use broader resources and functionalities of the BidFinance Platform.
6.3.Creating and maintaining an Account is free of charge.
6.4.Each Account may be used only by one User. A User may not use the Accounts of other Users or share the data of their Account with other persons. A Participant may authorise one or more Users to act on its behalf on the BidFinance Platform. A Participant may at any time authorise new Users or revoke existing authorisations. To add a User, the Participant must complete, sign and send the Declaration to the Service Provider by email to info@bidfinance.eu. To revoke an authorisation, the Participant must send a statement to the Service Provider by email to info@bidfinance.eu. Revocation of an authorisation is effective no earlier than on the day the Service Provider receives the statement, unless the Participant indicates a later revocation date in the statement. The Account of a User whose authorisation has been revoked will be blocked by the Service Provider without delay.
6.5.The login used to access the Account and identify the User representing the Participant is the email address indicated in the Declaration.
6.6.To create an Account for its User, the Participant must successfully complete Registration.
6.7.Only the joint fulfilment of the Registration conditions enables the creation of an Account on the BidFinance Platform.
6.8.The provision of services consisting in maintaining an Account begins when the Account is activated by the Service Provider and continues for an indefinite period.
6.9.The Participant and the User are responsible for the security and proper use of their login and Password, which must be kept confidential. If there is a suspicion that the User's login or Password has been obtained by an unauthorised person, the User must change the Password without delay. If there is a suspicion of unauthorised use of the Account, the Participant or User must notify the Service Provider without delay.
6.10.The Service Provider declares that the nature of electronically supplied services may involve the risk of unauthorised interception and modification of data by third parties.
6.11.Participants and Users should apply appropriate technical measures to protect themselves against such risk to the greatest possible extent, in particular by using devices protected with antivirus programs and identity security software.
6.12.The Service Provider will never request a Participant or User to provide a Password.
6.13.A Participant may at any time stop using the resources of the BidFinance Platform for a given Account by sending a request to delete that Account or all Accounts. Such a request must be sent by email to info@bidfinance.eu. Deletion of an Account takes place with a 30-day notice period effective at the end of the calendar month. The Service Provider is entitled to terminate the agreement concerning the maintenance of an Account at any time with a 30-day notice period effective at the end of the calendar month.
6.14.Deletion or blocking of an Account does not release the Participant from the obligation to pay remuneration due to the Service Provider.
6.15.The Service Provider reserves the right to suspend or delete an Account immediately without obtaining the consent of the Participant/User in the following cases:
6.15.1.failure by the Participant or User to comply with the Terms and Conditions;
6.15.2.the Participant provides false or outdated data or fails to update it without delay;
6.15.3.the Participant or User uses the BidFinance Platform in a manner that violates applicable law;
6.15.4.justified concerns regarding Account security, in particular relating to unauthorised access to the Account by a third party;
6.15.5.a delay in paying Commission or other agreed fees, but only if the applicable Service Agreement and the agreed terms of the relevant Auction provide for suspension or deletion of the Account on that ground, and only in accordance with the conditions, time limits and procedures specified in those documents. All consequences of late payment are governed exclusively by those documents, in accordance with Section 3.3; no other provision of these Terms and Conditions establishes an independent basis for imposing consequences solely on the ground of late payment.
6.16.The Service Provider is entitled to verify the compliance of Participants' and Users' actions with these Terms and Conditions. Verification may include, in particular, checking whether Participants/Users comply with the relevant provisions of these Terms and Conditions.
6.17.The Participant/User bears full responsibility for their actions and omissions related to the use of the BidFinance Platform, in particular liability for damage caused to the Service Provider, other Participants/Users or third parties.
6.18.The Participant may immediately stop using the BidFinance Platform if the Service Provider introduces changes to the Terms and Conditions to the Participant's detriment, provided that the Participant submits a request for immediate cessation of use by sending an email to info@bidfinance.eu within no more than 14 days from the date on which the Service Provider informed it of the change in accordance with the provisions of the Terms and Conditions. The above right does not apply if the change was agreed with the Participant.
7. PRICES AND PAYMENT
7.1.Services provided through the BidFinance Platform are payable only to the extent and on the terms specified in the applicable Service Agreement and the agreed terms of the relevant Auction, subject to Section 6.3 and the document hierarchy in Section 3.3.
7.2.Whether a Buyer who does not participate in an Auction is obliged to pay Commission is determined exclusively by the applicable Service Agreement and the agreed terms of the relevant Auction.
7.3.The obligation of a Buyer or Seller to pay Commission, and the scope of that obligation, are determined by the applicable Service Agreement and the agreed terms of the relevant Auction.
7.4.Information on which Participant covers the Commission is always clearly specified in the Offer.
7.5.Each Participant, whether acting as a Buyer or a Seller, enters into a Service Agreement with the Service Provider. Commission and any other agreed fees are calculated and paid in accordance with that Service Agreement and the agreed terms applicable to that Participant for the relevant Auction.
7.6.The applicable rate or amount of Commission and any other agreed fees, their calculation basis and method, currency, allocation between Participants and payment terms are specified in the applicable Service Agreement and the agreed Portfolio-Specific Terms or Auction-Specific Terms for the relevant Auction.
7.7.The document hierarchy in Section 3.3 applies to the remuneration terms. Any changes to those terms require agreement between the Service Provider and the relevant Participant in documentary form, subject to the requirements of the applicable Service Agreement.
7.8.Each Buyer participating in an Auction is shown the remuneration terms applicable to that Buyer and the calculation available for the relevant offer price. If the amount depends on a price that has not yet been established, the applicable calculation method is shown. Amounts displayed during or after an Auction are calculations under the applicable remuneration terms; their display does not by itself cause a fee to become due. Entitlement to remuneration is governed by Section 7.10, subject to the Participant’s Service Agreement and the agreed terms of the relevant Auction in accordance with the document hierarchy in Section 3.3.
7.9.By joining an Auction, the Buyer confirms and accepts the obligation to pay the Commission allocated to that Buyer under the applicable remuneration terms. The Buyer does not assume the part allocated to the Seller solely by joining the Auction.
7.10.The conditions for the Service Provider’s entitlement to Commission and the time at which it arises are determined exclusively by the applicable Service Agreement and the agreed terms of the relevant Auction, in accordance with the document hierarchy in Section 3.3.
7.11.The Service Provider reserves the right to apply periodic promotions or discounts on terms agreed with the relevant Participant in accordance with its Service Agreement.
8. OFFER
Process of listing an Offer on the BidFinance Platform
8.1.The Offer is prepared by the Service Provider in cooperation with the Seller, based on the information, data and documents provided by the Seller.
8.2.The Seller is obliged to provide the Service Provider with the information, data and documents necessary to prepare the Offer and conduct the Auction.
8.3.The content of the Offer, the Auction parameters, the group of Buyers admitted to participate in the Auction and the rules of the Service Provider's remuneration are determined before publication of the Offer, in accordance with the Terms and Conditions, the terms of the Offer and the functionalities of the BidFinance Platform.
8.4.The Offer may be published on the BidFinance Platform after it has been approved by the Seller or in another manner agreed between the Seller and the Service Provider.
8.5.The Service Provider has the right to refuse to publish the Offer, suspend its publication, change the Auction date, correct the Offer, remove the Offer or cancel the Auction if justified by the content of the Offer, the information provided, a breach of the Terms and Conditions, applicable law, technical errors or other irregularities.
8.6.The Seller is responsible for the correctness, completeness, reliability and truthfulness of the information, data and documents provided to the Service Provider or made available to Buyers in connection with the Offer.
Content of the Offer - General Provisions
8.7.The Seller is obliged to ensure that the content of the Offer and the information, data and documents provided to the Service Provider or made available to Buyers are correct, complete, lawful and not misleading to Buyers.
8.8.The Offer contains information necessary to conduct the Auction and for Buyers to decide whether to participate in the Auction, in particular information concerning the debt portfolio, the rules for participating in the Auction and the rules of the Service Provider's remuneration.
8.9.Documents, files and information made available to Buyers in connection with the Offer must be anonymised and may not contain personal data, information covered by professional secrecy, including banking secrecy, or other information that should remain confidential until the Transaction is concluded. Personal data may be provided confidentially to the Service Provider only where an appropriate legal basis exists and the requirements of Section 12, including Section 12.22 where applicable, are met.
8.10.If the Offer, the materials provided or the offered debt portfolio raise justified doubts as to compliance with the Terms and Conditions, applicable law or third-party rights, the Service Provider may request explanations or documents from the Seller, and may suspend publication of the Offer, refuse to publish it, remove the Offer or cancel the Auction.
Content of the Offer - Special Terms - Hybrid Auction
8.11.The content of an Offer concerning a Hybrid Auction specifies the terms of the first round conducted as a Closed Tender and may specify the terms applicable to a Closed Tender, including the Minimum Price, if applicable.
8.12.After the first round of the Hybrid Auction ends, the Seller may decide to conduct the second round as a Closed Tender or as an English Auction and determine its terms, including the Seller’s Expected Price (SEP), if applicable.
Content of the Offer - Special Terms - English Auction
8.13.The content of an Offer concerning an English Auction specifies the terms for conducting the English Auction, including the Starting Price, Bid Increment and rules for displaying the Seller’s Expected Price (SEP) status to Buyers, if applicable. The SEP amount and percentage are not disclosed to Buyers.
Content of the Offer - Special Terms - Japanese Auction, Japanese Open Auction and Progressive Auction
8.14.The content of an Offer concerning a Japanese Auction, Japanese Open Auction or Progressive Auction specifies the terms for conducting that Auction, including the Starting Price, Price Step, rules for Buyers confirming continued participation and rules for displaying the Seller’s Expected Price (SEP) status to Buyers, if applicable. The SEP amount and percentage are not disclosed to Buyers.
Auction Process - General Terms
8.15.By participating in an Auction and submitting an offer, the Buyer declares that the Buyer has read the Offer, documents and information made available on the BidFinance Platform and accepts the terms of participation in the Auction.
8.16.Communication concerning the Auction may be conducted through the communication functionalities of the BidFinance Platform. Information, explanations, answers or announcements made available to Buyers through those functionalities form part of the information concerning the Auction.
8.17.After publication of the Auction, the Seller may not withdraw the Offer before the end of the Auction without the consent of the Service Provider, subject to cases indicated in the Terms and Conditions or arising from applicable law.
8.18.The Service Provider may record on the BidFinance Platform actions and communications performed by Participants and Users in connection with the Auction.
8.19.If a technical failure, system error, interruption in the operation of the BidFinance Platform or another irregularity may materially affect the course, result or integrity of the Auction, the Service Provider may suspend the Auction, extend its duration, repeat the Auction or part of it, cancel the Auction or correct its course or result, if justified by the nature of the irregularity.
8.20.Buyers may submit offers, accept the current price level, confirm continued participation in the Auction or present other terms for purchasing a debt portfolio or part of a debt portfolio only within the time and in the manner provided for the relevant Auction type and using the functionalities available on the BidFinance Platform. The Buyer is bound by an action performed on the BidFinance Platform in accordance with the mechanism of the relevant Auction, and if the Buyer is selected as the Winner, the Buyer is obliged to proceed with the Transaction. For a Buyer selected pursuant to Section 8.36, the obligation to proceed with the Transaction arises only after that Buyer confirms that it will proceed.
Auction Process - Special Terms - Hybrid Auction
8.21.A Hybrid Auction begins with the first round conducted as a Closed Tender. After the first round ends, the Seller may end the process or conduct the second round as a Closed Tender or as an English Auction. The period between the end of the first round and the start of any second round is the Waiting Period.
8.22.In the first round of a Hybrid Auction, Buyers submit price offers within the time and in the manner provided for a Closed Tender. A price offer may be changed or withdrawn during the first round, unless the terms of the Offer provide otherwise.
8.23.If a Minimum Price has been set for the first round of the Hybrid Auction, the Buyer's price offer may not be lower than the Minimum Price.
8.24.After the first round ends, the Auction results are made available to the Seller. The Seller may decide to end the process or select Buyers admitted to the second round from among the Buyers who submitted offers in the first round.
8.25.The second round of a Hybrid Auction may be conducted only if at least two Buyers are admitted to participate in it. Buyers not admitted to the second round may not submit offers or perform actions appropriate for that round.
8.26.During the Waiting Period, the Seller determines the type and terms of the second round, including the Buyers admitted to participate and, respectively, the Starting Price, Minimum Price or other parameters required for the relevant Auction type. The provisions concerning an English Auction or Closed Tender apply accordingly to the second round, depending on the type of the second round.
Auction Process - Special Terms - English Auction
8.27.An English Auction lasts for the period specified for the relevant Auction, taking into account extensions resulting from the functionalities of the BidFinance Platform.
8.28.The Buyer presents terms for purchasing a debt portfolio or part of a debt portfolio by submitting price offers on the Platform. An initial price offer may not be lower than the Starting Price. Where provided for the relevant Auction, offers may be saved before its start as Automatic Starting Prices. An English Open Auction may also include a starting-price confirmation stage; participation requirements and the saved duration of that stage are displayed for that Auction and described in the Auction Rules.
8.29.During the live bidding stage of an English Auction, each subsequent price offer must exceed the current leading offer by at least the Bid Increment. If there is no leading offer, the first live offer may equal the Starting Price. Equal-price preliminary offers and acceptances of the Starting Price during a separate confirmation stage are governed by the Auction Rules. A confirmation-stage acceptance does not permit increasing the price during that stage.
8.30.The duration of an English Auction may be extended in accordance with the terms of the Offer or the functionalities of the BidFinance Platform.
8.31.An English Auction ends when its duration expires, taking into account any extensions.
8.32.After an English Auction ends, its results are made available to the Seller. The Seller may select one of the offers made available to it after the Auction ends, taking into account the price and other terms for purchasing the debt portfolio, in accordance with the Terms and Conditions, the terms of the Offer and the functionalities of the BidFinance Platform.
8.33.The Buyer whose offer has been selected by the Seller may be required to submit a Portfolio Purchase Intent Confirmation within 7 business days. Failure to submit the Confirmation within that period entitles the Seller to select another offer.
8.34.Acceptance by the Seller of the Portfolio Purchase Intent Confirmation or another indication of the Buyer in accordance with the functionalities of the BidFinance Platform constitutes selection of that Buyer as the Winner.
8.35.After the Winner is selected, further actions aimed at concluding and performing the Transaction are carried out directly between the Seller and the Winner. They may use the Platform's transaction, communication and document tools to support those activities. The Service Provider is not a party to the Transaction and does not negotiate, conclude or perform the Transaction on behalf of the Seller or the Winner.
8.36.If the Winner fails to proceed with the Transaction without justified reason, the Seller may select as the Winner another Buyer from among the offers made available to the Seller after the Auction ends. The Buyer selected in this way may confirm or refuse to proceed with the Transaction.
8.37.The Auction does not end with the selection of a Winner if no Buyer responded to the Offer or if the Seller rejected all offers in accordance with the Terms and Conditions and the functionalities of the BidFinance Platform.
Auction Process - Special Terms - Japanese Auction, Japanese Open Auction and Progressive Auction
8.38.In a Japanese Auction, Japanese Open Auction and Progressive Auction, the current price increases by the Price Step at the Price Interval specified for the relevant Auction. A Buyer confirms continued participation by accepting each current price within the relevant round. Entry and elimination rules, including the entry period for a Buyer that has not yet accepted a price, are specified in the Auction Rules.
8.39.After the entry period, a Japanese Auction or Japanese Open Auction ends when one or no Buyers remain active in accordance with the Auction Rules. The last active Buyer holds the first-ranked offer; this does not automatically select that Buyer as the Winner or conclude the Transaction.
8.40.A Progressive Auction continues with one active Buyer. It ends at the planned final price or, after the entry period, when no Buyers remain active, in accordance with the Auction Rules. Each Buyer's highest accepted price remains its final offer for the applicable Seller-selection process.
Auction Process - Special Terms - Dutch Auction
8.41.In a Dutch Auction, the current price level decreases by the Price Step every Price Interval specified for the relevant Auction.
8.42.A Buyer may accept the current price during live bidding or submit a Direct Offer through the functionality available before or during the Auction. The amount limits and rules for saving, replacing and finalising a Direct Offer are specified in the Auction Rules. A saved Direct Offer becomes final when live bidding starts. After that point, it cannot be changed or withdrawn, and a Buyer without a saved offer may submit only one final offer for that round.
8.43.A Dutch Auction ends at the end specified for that Auction, or earlier when every currently eligible admitted Buyer has an active offer, in accordance with the Auction Rules. Current-price acceptances and Direct Offers both count for that purpose. Submitting an offer or ending the Auction does not itself select a Winner; the Seller-selection process follows.
9. COMPLAINTS CONCERNING THE BIDFINANCE PLATFORM AND REPORTING MISUSE
9.1.The Participant has the right to submit a complaint concerning electronically supplied services referred to in these Terms and Conditions.
9.2.Complaints should be sent by email to info@bidfinance.eu.
9.3.Complaints will be reviewed within 30 days from the date they are received by the Service Provider.
9.4.The person submitting the complaint will be notified of the manner in which it was reviewed by email sent to the address from which the complaint was submitted.
10. LIABILITY
10.1.The Service Provider will exercise due care so that Participants and Users may use the BidFinance Platform without unexpected interruptions caused by improper functioning of the BidFinance Platform.
10.2.The Service Provider reserves the right to short interruptions in the functioning of the BidFinance Platform resulting from necessary repairs, maintenance work or backups. To the extent possible, if those activities result from planned actions, the Service Provider undertakes to inform Participants of them, indicating the expected duration of unavailability of the BidFinance Platform.
10.3.A Participant who, due to issues on the side of the Service Provider, is unable to use the BidFinance Platform should report this by email to info@bidfinance.eu. The Service Provider will without delay take all possible and justified actions to remove the reported irregularity.
10.4.Offers posted on the BidFinance Platform are for information purposes only.
10.5.The Service Provider is not a party to a Transaction and makes no representations or warranties in this respect, including that Sellers and Buyers are authorised to conclude and perform an agreement for the sale of receivables.
10.6.The Service Provider is not liable for the truthfulness of documents, data and statements submitted by Participants.
10.7.The Service Provider is not liable for technical limitations, defects, errors, faults or damage occurring in the computer hardware or software used by the Participant/User that prevent or limit the ability to use the BidFinance Platform.
10.8.To the extent permitted by law, the Service Provider is not liable for damage caused by reasons beyond its control. The Service Provider is not liable for actions or omissions of a User, Seller or Buyer.
10.9.The total liability of the Service Provider towards the Participant/User for all breaches related to these Terms and Conditions or arising from applicable law is limited to the amount actually paid by the Participant for the use of the BidFinance Platform.
10.10.The Participant is liable for the actions and omissions of a User as for its own actions and omissions.
10.11.The Service Provider is not liable for lost profits.
10.12.The Service Provider may impose sanctions on a Participant who breaches the Terms and Conditions, including temporary or permanent exclusion from participation in future Auctions, in particular in the case of breaches consisting in:
10.12.1.the Seller presenting false data concerning debt portfolios covered by the Offer;
10.12.2.the Winner failing to proceed with the Transaction where obliged to do so under Section 8.20.
10.13.The Service Provider will inform the Participant on whom the indicated sanction has been imposed of its application.
11. INTELLECTUAL PROPERTY RIGHTS
11.1.The BidFinance Platform is the property of the Service Provider. All trademarks, service marks and names displayed on the website are the property of the Service Provider or the Service Provider's right to use them arises from separate agreements with authorised entities. Text materials, graphic materials and IT solutions included on the BidFinance Platform are protected under copyright law. On the basis of these Terms and Conditions, the Service Provider does not transfer any intellectual property rights to the User/Participant.
11.2.The BidFinance Platform, trademarks, names, logos and their individual elements may not be modified, copied, disseminated or published for purposes other than using the BidFinance Platform in accordance with the Terms and Conditions, unless the Service Provider gives prior written consent under pain of nullity.
11.3.By introducing into the Offer or onto the BidFinance Platform content protected by copyright, such as trademarks, logos or descriptions ("Content"), the Seller grants the Service Provider a free-of-charge, non-exclusive licence, unlimited in time and territory, to use such Content in the following fields of exploitation: (1) fixation and reproduction by any technique, including by saving and making copies on all types of paper, electronic, magnetic or optical media; (2) dissemination through telecommunications networks (including the Internet and GSM networks) in any manner and using any technology, in particular by making the Content available in such a way that anyone may access it at a place and time of their choosing, as well as other methods of exploitation in telecommunications networks, regardless of the access restriction methods used; public display and playback, including by means of automatic content playback mechanisms on websites; (3) public performance, exhibition, display, playback, broadcasting and rebroadcasting; (4) lending and placing on the market. The Seller's consent also includes the creation of derivative works of the Content by the Service Provider and the use of such derivative works to the extent to which the Service Provider is authorised to use the Content, as well as granting further authorisations equivalent to the rights granted to the Service Provider. The Seller consents to the Service Provider exercising moral rights to the Content and declares that it will not exercise those rights against the Service Provider or entities to which the Service Provider grants further rights to use the Content.
11.4.The Seller warrants that it is authorised to make the above statements and grant consents on the terms set out in the Terms and Conditions and to introduce Content into the Offer or onto the BidFinance Platform, and that such Content and its use by the Service Provider in accordance with the Terms and Conditions do not infringe third-party rights. The Seller undertakes to release the Service Provider and entities to which the Service Provider grants further rights to use the Content from any liability arising from use of the Content in accordance with the Terms and Conditions.
12. PERSONAL DATA PROCESSING
12.1.By accepting these Terms and Conditions, the Participant entrusts the Service Provider with the processing of personal data, and the Service Provider undertakes to process such data in accordance with the provisions of the data processing agreement set out below.
12.2.The purpose of personal data processing is for the Service Provider to provide access to the BidFinance Platform on the terms set out in the Terms and Conditions.
12.3.The Participant entrusts the Service Provider with processing the following personal data on the Participant’s behalf, excluding processing for which the Service Provider acts as a separate controller under Section 12.23:
12.3.1.personal data provided to the Service Provider in connection with verification of the Participant during the Account Registration process on the BidFinance Platform,
12.3.2.personal data provided confidentially by the Participant to the Service Provider through the BidFinance Platform, in particular in connection with preparing an Offer and providing explanations concerning its content, subject to the requirements of Sections 8.9 and 12.22.
12.4.The Service Provider processes entrusted personal data only on documented instructions from the Participant.
12.5.When processing personal data, the Service Provider undertakes to comply with personal data protection regulations, in particular the GDPR.
12.6.The Service Provider declares that it has the resources, experience, specialist knowledge and qualified personnel necessary for the proper performance of the data processing agreement and for implementing appropriate safeguards ensuring that processing is carried out in accordance with legal requirements.
12.7.The Service Provider declares that it has implemented safeguards protecting entrusted personal data against access by unauthorised persons, interception by an unauthorised person, unlawful processing, and against damage, destruction, loss or unjustified modification. The Service Provider further declares that the applied security measures comply with the GDPR in the field of data protection, including Article 32 GDPR.
12.8.Taking into account the nature of processing and the information available, the Service Provider undertakes to support the Participant in fulfilling the obligations set out in Articles 32-36 GDPR. In particular, the Service Provider undertakes to provide the Participant with information and comply with its instructions regarding security measures applied to entrusted personal data, any personal data breaches covered by the Data Processing Agreement and reporting such breaches to the supervisory authority or data subjects. The Service Provider will also support the Participant in carrying out data protection impact assessments and prior consultations with the supervisory authority, as well as in implementing the recommendations of that authority.
12.9.The Service Provider undertakes to notify the Participant without delay of any personal data breach concerning entrusted data, including providing information necessary to notify the supervisory authority referred to in Article 33(3) GDPR. Such information should be provided to the person designated for contact in matters related to the performance of the Data Processing Agreement, or, if the Participant indicates another form of communication, in the manner indicated by the Participant.
12.10.If the Participant is obliged to inform data subjects of a breach of their personal data protection, the Service Provider undertakes to cooperate with the Participant in this respect, including providing necessary information if the Service Provider has it.
12.11.The Service Provider undertakes, to the extent possible, to support the Participant through appropriate technical and organisational measures, and on the basis of separate arrangements, in fulfilling the obligation to respond to requests from data subjects in the exercise of their rights set out in Chapter III GDPR.
12.12.With respect to personal data entrusted under the Data Processing Agreement, the Service Provider is not authorised to independently inform data subjects or the supervisory authority of a personal data breach, nor to respond to requests from data subjects. This restriction does not apply to processing for which the Service Provider acts as a separate controller under Section 12.23.
12.13.The Service Provider undertakes to notify the Participant without delay if, in its opinion, any instruction issued by the Participant violates the GDPR or other personal data protection regulations.
12.14.The Service Provider undertakes to comply with all guidelines or recommendations issued by the supervisory authority or EU advisory body competent for personal data protection matters, in particular concerning the application of the GDPR.
12.15.The Service Provider undertakes to notify the Participant without delay of:
12.15.1.the commencement of any inspections by the supervisory authority competent for personal data protection matters concerning the processing of personal data entrusted to the Service Provider, as well as any administrative decisions or orders issued against the Service Provider in connection with the above;
12.15.2.pending or commenced administrative, court or preparatory proceedings related to the processing of personal data entrusted to the Service Provider, as well as any decisions, orders or judgments issued against the Service Provider in such proceedings;
12.15.3.any personal data breaches concerning entrusted data processed by the Service Provider, including cases of accidental or unauthorised access to entrusted personal data, its alteration, loss, damage or destruction.
12.16.The Service Provider is entitled to further entrust (sub-process) the processing of personal data to another entity ("Sub-processor") to the extent necessary to provide services in accordance with the Terms and Conditions, to which the Participant consents.
12.17.The Service Provider ensures that an appropriate agreement or other legal instrument will be concluded with each Sub-processor, including appropriate personal data protection obligations at a level at least equal to the obligations set out in this Data Processing Agreement.
12.18.The Service Provider makes available to the Participant all information necessary to demonstrate compliance with obligations arising from the GDPR. At the Participant's request, the Service Provider will also enable audits of processing activities covered by the Data Processing Agreement and participate in them. Such audits will be carried out at reasonable intervals or if there are circumstances indicating non-compliance with law. The Service Provider should be informed in advance of the intention to conduct an audit.
12.19.The Participant undertakes to fulfil its obligations arising from applicable law, including the GDPR. In particular, the Participant undertakes to ensure an appropriate legal basis for the processing of personal data provided to the Service Provider and for entrusting the Service Provider with processing such data.
12.20.The Participant undertakes to cooperate with the Service Provider to the extent necessary to perform this Data Processing Agreement, including providing required information without undue delay.
12.21.Upon termination of services, the Service Provider is obliged to delete all personal data entrusted under the Data Processing Agreement within one month from the date of termination of services. The obligation to delete data does not apply where the Service Provider has a legal basis for further processing, including retaining data to demonstrate proper performance of services for the Participant until the limitation period for claims expires.
12.22.If personal data provided by the Participant is covered by banking secrecy or another legally protected secrecy, the Participant is obliged to inform the Service Provider of this at least in documentary form (a declaration of intent in the form of a document enabling identification of the person making the declaration, including email) and no later than when the personal data is provided. Whenever personal data covered by banking secrecy or other legally protected information is entrusted to the Service Provider, the Participant must ensure that such data is processed in accordance with the rules and within the limits set by applicable law. The Participant must ensure an appropriate legal basis for providing the indicated data to the Service Provider and for its processing by the Service Provider for the purpose of performing the Terms and Conditions and providing services within the BidFinance Platform. The Participant undertakes to release the Service Provider from liability, in particular against third-party claims, if processing of the indicated data by the Service Provider in accordance with the Terms and Conditions would give rise to liability.
12.23.In the case of exchange of contact details of representatives and members of the parties' bodies for the purpose of concluding, performing and settling an agreement for access to the BidFinance Platform, each party acts as a separate personal data controller and no personal data processing within the meaning of Article 28 GDPR takes place. Each party is responsible for ensuring an appropriate legal basis for data processing and independently fulfils its obligations under personal data protection regulations. In particular, the Service Provider acts as the controller of personal data concerning Users authorised to represent the Participant in the following categories: first name, last name, position, email address, phone number and Account password.
13. RECIPIENT CONTENT
13.1.The Recipient is entitled to use the BidFinance Platform in accordance with its intended purpose, within the limits of the law and with respect for the rights and interests of other persons.
13.2.It is prohibited to post Recipient Content contrary to applicable law, social and moral norms and the provisions of the Terms and Conditions, in particular:
13.2.1.unlawful content, content used to conduct activity prohibited by law, including attempts at fraud and extortion against other Recipients;
13.2.2.content that infringes or may infringe legally protected rights of third parties or the Service Provider, in particular copyrights, other intellectual property rights or personal rights;
13.2.3.obscene or pornographic content;
13.2.4.content promoting violence or discrimination, inciting racial, religious or ethnic hatred, considered socially offensive, vulgar (also in foreign languages) or containing threats against third parties;
13.2.5.content insulting other Recipients or the Service Provider, including in particular through verbal aggression or insults;
13.2.6.content intended to harass other Recipients;
13.2.7.content infringing the privacy of other Recipients;
13.2.8.false, misleading or potentially misleading content for the Service Provider and/or Recipients;
13.2.9.content used to conduct unauthorised advertising, promotional or marketing activity, including advertising and/or commercial information of third parties other than the Service Provider, unless such content has been posted by the Service Provider or with its express consent;
13.2.10.content used to conduct activity competitive to the Service Provider, including promoting competing platforms intended for the sale of debt portfolios, in particular containing addresses or names of such platforms;
13.2.11.content infringing consumer rights;
13.2.12.content whose use by other Recipients or the Service Provider may hinder or prevent the operation of other programs used by those Recipients or the Service Provider, in particular materials containing computer viruses, Trojan horses, etc.;
13.2.13.content contrary to the purposes and subject matter of the BidFinance Platform;
13.2.14.content otherwise infringing the applicable legal order or social and moral norms.
13.3.Recipients are obliged to comply with the prohibitions set out in Section 13.2 above throughout the entire period of using the BidFinance Platform and in relation to each of its functionalities.
13.4.Publication or posting of Recipient Content through the BidFinance Platform takes place automatically, unless the Terms and Conditions expressly provide otherwise. The Service Provider does not automatically verify all Recipient Content published using the functionalities of the BidFinance Platform.
13.5.The Service Provider is entitled to moderate Recipient Content if it constitutes Illegal Content and/or violates the provisions of the Terms and Conditions.
13.6.Moderation may be carried out as a result of:
13.6.1.a notice referred to in Section 14 below,
13.6.2.verification activities undertaken on the Service Provider's own initiative.
13.7.The Service Provider may also moderate Recipient Content as a result of receiving an order to act against specific content issued by competent national judicial or administrative authorities under applicable Union law or applicable national law compliant with Union law, as referred to in Article 9(1) of Regulation (EU) 2022/2065 of the European Parliament and of the Council of 19 October 2022 on a Single Market for Digital Services and amending Directive 2000/31/EC.
13.8.The verification activities referred to in Section 13.6.2 above and moderation are carried out manually, without the use of algorithmic decision-making.
13.9.As part of moderation, the Service Provider may impose the following restrictions on Recipient Content:
13.9.1.removing all or part of such Recipient Content from the BidFinance Platform or limiting its visibility so that it is not visible or available to the Recipient and other Recipients using the BidFinance Platform,
13.9.2.suspending or terminating the provision of services through the BidFinance Platform in whole or in part,
13.9.3.suspending or deleting the Account.
13.10.Suspension of services provided through the BidFinance Platform means temporary withholding of its functionalities. A Recipient whose service has been suspended loses the ability to actively use the BidFinance Platform for a specified period. Termination of the service means complete loss of the ability to use the BidFinance Platform.
13.11.Suspension of an Account means temporary withholding of the ability to use it. Deletion of an Account means indefinite loss of the ability for the User to log in to that Account.
13.12.If the Service Provider, in particular as a result of the verification activities referred to in Section 13.6.2 above, obtains any information giving grounds to suspect that an offence threatening the life or safety of a person or persons has been, is being or may be committed, it will promptly inform the law enforcement or judicial authorities of the competent EU Member State or Member States and provide all available relevant information.
14. NOTICE PROCEDURE
14.1.Any natural or legal person, including a Recipient, may submit a notice if they believe that any Recipient Content available on the BidFinance Platform constitutes Illegal Content and/or content violating the provisions of the Terms and Conditions.
14.2.Notices should be submitted by email to dsa@bidfinance.eu.
14.3.The notice should contain the complete set of information necessary for its review by the Service Provider. A properly prepared notice should include in particular:
14.3.1.the first name, last name and email address of the reporting person and the name of the entity on whose behalf the reporting person acts (if applicable), except for a notice concerning information considered to be related to one of the offences referred to in Articles 3-7 of Directive 2011/93/EU (i.e. concerning sexual abuse, child pornography or solicitation for sexual purposes),
14.3.2.an indication of the exact electronic location of the content covered by the notice, e.g. the exact URL(s), and, where necessary or justified, additional information enabling identification of the content (e.g. a photograph),
14.3.3.an explanation of the reasons why the person or entity claims that the indicated content constitutes Illegal Content and/or content violating the provisions of the Terms and Conditions,
14.3.4.the request of the person or entity submitting the notice, i.e. an indication of the actions that the Service Provider should take with respect to the information covered by the notice, e.g. removal, restriction of access or restriction of visibility,
14.3.5.a statement confirming the good-faith belief of the person or entity submitting the notice that the information and assertions contained in it are true and complete.
14.4.A notice may be submitted without using a specific form, in accordance with Sections 14.2 and 14.3.
14.5.The Service Provider confirms receipt of the notice by sending an automatic message to the email address indicated in the notice.
14.6.The Service Provider reviews notices and makes decisions concerning information covered by notices in a non-arbitrary, objective manner and with due diligence.
14.7.The Service Provider issues a decision concerning the content covered by the notice and notifies the person or entity submitting the notice of the decision by email no later than within 30 days from receipt of the notice. In particularly justified cases, e.g. due to the complexity of the matter, the deadline for issuing a decision may be extended. In such case, the person or entity submitting the notice will be informed by email of the reasons for the extension and the expected date for reviewing the notice, which may not exceed 60 days from receipt of the notice by the Service Provider.
14.8.If additional information from the person or entity submitting the notice is necessary to review the notice, the Service Provider may request supplementation by sending an appropriate request to the email address indicated in the notice together with justification as to why the data contained in the notice is insufficient for proper review of the matter. In such case, the deadlines referred to in Section 14.7 above are extended by the period from the date the request for additional information is sent until the information is provided to the Service Provider.
14.9.The decision issued by the Service Provider specifies whether the Recipient Content covered by the notice constitutes Illegal Content and/or content violating the provisions of the Terms and Conditions, the reasons for issuing such decision (indicating the legal or contractual basis and facts and circumstances forming its basis), and the actions, if any, that the Service Provider will take with respect to such Content.
14.10.If it is found that the notice is justified and the Recipient Content covered by the notice constitutes Illegal Content and/or content violating the provisions of the Terms and Conditions, the Service Provider will inform by email the Recipient who posted/provided the Recipient Content that is the subject of the notice of the content of the issued decision.
15. APPEAL PROCEDURE
15.1.A natural or legal person who has received a decision concerning the notice referred to in Section 14 above, as well as a Recipient who posted or published Recipient Content that was the subject of the notice, may lodge an appeal if the decision has negative effects for them.
15.2.An appeal may be lodged within 6 months from receipt of the decision.
15.3.The appeal is submitted electronically to the dedicated email address: contact@bidfinance.eu.
15.4.The appeal should contain the complete set of information necessary for the Company to review it, in particular:
15.4.1.first name, last name and email address of the appellant,
15.4.2.name of the entity on whose behalf the appellant acts (if applicable),
15.4.3.number of the decision to which the appeal relates,
15.4.4.justification.
15.5.The Service Provider confirms receipt of the appeal by sending an automatic message to the email address from which the appeal was sent.
15.6.The Service Provider issues a decision on the appeal and notifies the appellant by email no later than within 30 days from receipt of the appeal. In particularly justified cases, e.g. due to the complexity of the matter, the deadline for reviewing the appeal and issuing a decision may be extended. In such case, the person or entity submitting the appeal will be informed by email of the reasons for the extension and the expected date for reviewing the appeal, which may not exceed 60 days from receipt of the appeal by the Service Provider.
15.7.If additional information from the appellant is necessary to review the appeal, the Service Provider may request supplementation by sending an appropriate request to the email address indicated in the appeal together with an explanation of why the data contained in the appeal is insufficient for proper review of the matter. In such case, the deadlines referred to in Section 15.6 above are extended by the period from the date the request for additional information is sent until the information is provided to the Service Provider.
15.8.After reviewing the appeal, the Service Provider issues a decision. The decision specifies whether the appeal is justified, includes justification and indicates the actions that will be taken with respect to the content covered by the appeal.
15.9.If the addressee of the decision disagrees with its content or their appeal has not been reviewed within the Service Provider's internal appeal handling system, they have the right to challenge the decision before a court in accordance with applicable law, submit a complaint to the Digital Services Coordinator or apply for dispute resolution to any out-of-court certified dispute settlement body. The rights indicated in the preceding sentence apply regardless of exhaustion of the appeal procedure provided for in this Section 15.
15.10.The provisions of this Section 15 apply accordingly to decisions issued as a result of verification activities undertaken on the Service Provider's own initiative.
16. CHANGES TO THE TERMS AND CONDITIONS
16.1.The Service Provider may amend the Terms and Conditions. Amendments may be introduced in particular to reflect changes in law or obligations imposed by public authorities, modifications of functions offered through the BidFinance Platform, introduction or withdrawal of services, strengthening of the protection of Participants'/Users' rights, improvement of the functioning of the BidFinance Platform, prevention of misuse, clarification of issues raising doubts among Participants or Users, and editorial or organisational changes.
16.2.An amendment to the Terms and Conditions may not lead to the loss by the Participant of rights already acquired, provided that they were acquired lawfully.
16.3.All services which, in accordance with the Terms and Conditions, separate agreement or special terms agreed with the Participant, are paid services and were accepted for performance before the effective date of amendments to the Terms and Conditions are performed on the basis of the rules in force on the date they were accepted for performance, unless the provisions of the new version of the Terms and Conditions are more favourable to the Participant.
16.4.The Service Provider will inform Participants of amendments to the Terms and Conditions by sending a notice, together with a summary of the amended provisions, the intended effective date and the consolidated text or a link to it, to the email addresses indicated by them. The Service Provider will also publish the consolidated text of the amended Terms and Conditions on the website of the BidFinance Platform. For a Participant bound by the previous version, subject to Sections 3.3 and 16.5, the amended Terms and Conditions take effect at the later of the effective date stated in the notice and the expiry of that Participant’s objection period under Section 16.5. Until that time, the previous version continues to apply.
16.5.If the Participant does not accept the new version of the Terms and Conditions, it may object by sending an email to info@bidfinance.eu within 14 calendar days, counted from the day following delivery of the notice of amendments to that Participant. Failure to object within that period is deemed acceptance of the new version of the Terms and Conditions. A timely objection means that the new version is not accepted and does not apply to that Participant. The Participant’s objection is equivalent to resignation from further use of the BidFinance Platform on the terms arising from the amended Terms and Conditions.
16.6.Acceptance of the amended Terms and Conditions by a User authorised to act on behalf of the Participant constitutes acceptance of the amended Terms and Conditions by the Participant. Such acceptance does not bring forward the effective date determined under Section 16.4. Continued use of the BidFinance Platform alone does not affect the Participant’s right to object within the period specified in Section 16.5. Sections 3.3, 6.18, 16.2 and 16.3 continue to apply.
16.7.A change in the form and nature of operating the BidFinance Platform, in particular a change to the Platform's graphic design or the addition of new functionalities, does not constitute an amendment to these Terms and Conditions, provided that such changes are not contrary to their provisions.
17. FINAL PROVISIONS
17.1.In the event of discrepancies between the Polish version of the Terms and Conditions and a version prepared in another language, the Polish version of the Terms and Conditions prevails, unless mandatory provisions of law or a separate agreement concluded with the Service Provider provide otherwise.
17.2.Recipients may contact the Service Provider directly by electronic means through the Contact Point for Recipients.
17.3.Authorities of European Union Member States, the Commission and the Digital Services Board may contact the Service Provider directly by electronic means through the Contact Point for Authorities.
17.4.The Parties undertake to make reasonable efforts to amicably resolve any disputes arising from these Terms and Conditions.