1. Preamble and overview

1.1 Kredo SA, headquartered in Pully, registered in the Commercial Register of the Canton of Vaud under number CHE-133.279.944 (hereinafter ‘Kredo’) operates a credit brokerage platform (hereinafter ‘the Platform’) under www.kredo.swiss. The platform is used to connect companies in need of financing as borrowers (hereinafter “the borrower” or “the user”) with a fund granting loans (hereinafter “the fund”) for the purpose of granting loans (hereinafter “credits” or “loans”).

1.2 Borrowers use the platform to obtain financial resources in the form of credit. To this end, they apply for credit on the Platform. Kredo checks the borrower’s creditworthiness on behalf of the fund, if necessary using third parties. The proposed capital, term and repayment terms are agreed with the borrower.

1.3 Kredo does not carry out banking transactions or provide financial services. On the platform, the borrower only has the opportunity to be offered the conclusion of a credit agreement, if applicable. Kredo only attempts to enable the borrower to be offered the conclusion of a credit agreement by the fund cooperating with Kredo. Kredo will endeavour to obtain a credit agreement. However, the decision whether or not to conclude a credit agreement with a borrower rests exclusively with the fund.

1.4 Insofar as the borrower and the fund enter into a credit agreement negotiated by Kredo, the fund will pay the credit directly to the borrower.

1.5 Credit agreements negotiated via the platform are standardized.

1.6 Kredo only provides the platform through which credit agreements are negotiated between borrowers and the fund.

1.7 Kredo does not act as a fund, nor does it grant loans or provide advisory services. Users act on the platform in their own name and at their own risk.

1.8 Kredo does not guarantee that the credit negotiation will be successful. Kredo assumes no obligation of result.

2. Scope of application

2.1 These general terms and conditions apply to the use of the platform and to credit brokerage. The user may consult, download, save and/or print the current version of the general terms and conditions at www.kredo.swiss.

2.2 Contrary or deviating terms of use or general terms and conditions as well as the user’s general terms and conditions do not apply, even if they have not been expressly contradicted by Kredo.

2.3 The language of the user agreement is German or French. The user agrees that all communication relating to the negotiation and – where applicable – the conclusion of the credit agreement shall be made by e-mail using, where necessary, signature software.

2.4 The rights granted to Kredo in these General Terms and Conditions are granted exclusively in Kredo’s own interest. They serve to ensure the efficiency of the platform and do not create any protective effect for users or third parties.

3. Kredo's activity

3.1 Kredo’s activity consists of making the Platform available for the purpose of negotiating the granting of loans by the Fund. Kredo does not itself grant loans and no accounts may be opened with Kredo. In the event of successful negotiation, a credit agreement is concluded exclusively between the borrower and the lender (fund).

3.2 Kredo transmits non-binding proposals on prices and lending conditions of the fund. These proposals or those presented on the platform do not yet constitute a binding contractual offer from Kredo or the fund concerned.

3.3 Proposals for prices and loan conditions transmitted by Kredo are based on information provided by the concerned User. Kredo gives no guarantee that a loan contract will be concluded with the fund.

3.4 Kredo is not obliged to keep the Platform available at all times. If the Platform requires maintenance, if the security of the Platform (in particular data security) requires it or if Kredo is exposed to events over which it has no influence (e.g. faults, limited availability or failure of telecommunication networks, data transmission by third parties, energy supply as well as natural disasters, closure orders from supervisory authorities and similar events that are not attributable to Kredo), Kredo has the right to partially or fully suspend the availability of the Platform.

The Platform is made available on the basis of the technical state of the Platform and the Internet at the time of conclusion of the contract of use between the User and Kredo, at the time of the registration provided for in section 5.3 of these General Terms and Conditions. If measures are necessary to guarantee the security of Kredo’s servers (e.g. in the event of attacks from the Internet) or if technical measures are indicated to maintain or improve the standard of the Platform, Kredo may at any time limit or temporarily suspend access to the Platform, taking reasonable account of the interests of Users.

3.5 Kredo provides its services on the basis of the current technical state of the Internet and the corresponding technical and legal conditions. Kredo is not obliged to extend its services, even if this is technically possible. In order to use the platform as securely as possible, data is transmitted in encrypted form. Despite the encrypted transmission of data, Kredo has no influence on the transmission of data on the Internet itself. Kredo draws attention to the fact that Kredo secures its systems against unauthorized third-party access to data stored by Kredo exclusively with the security systems currently available at Kredo and that absolute protection against

4. Use of the Platform and Services

4.1 The Platform and Kredo’s loan intermediation services are intended exclusively for entrepreneurs based in Switzerland. By entrepreneur, Kredo means any natural person or legal entity, whether public or private, acting for purposes that can be considered as part of its commercial, industrial, artisanal or professional activity. In addition, Kredo may lay down other access restrictions, for example that the borrower must have been registered for at least two years in a commercial register in Switzerland and have its registered office in Switzerland, and may modify these access conditions at any time in the future.

4.2 The Borrower is authorized to use the Platform and the content and materials available on it, as well as the content and materials transmitted in connection with loan negotiations (in particular loan proposals and offers as well as loan documents) for the purpose of applying for and processing the loan. The aforementioned content and materials may not be used or passed on to third parties for the provision of services to third parties, for the account of third parties or for the customer’s own commercial purposes outside of loan application and processing.

5. Obligations of the User

5.1 The user undertakes to provide true, correct and complete information when negotiating the loan and using the platform.

5.3 All users must register once at www.kredo.swiss. If the user is a legal entity, it must additionally provide information on at least one natural person responsible and authorized to represent/act (e.g. a member of the management) when registering. After entering the personal and/or company data to be transmitted to Kredo, a personal user account is generated for the user on the platform. Each user can only register once and can only manage one user account. If the user is a legal entity, the natural persons acting on the user’s behalf can apply for mutually independent access rights to the user account. Registration is confirmed by Kredo to the user subject to the provision of all the information requested in the registration process and is finalized by reconfirmation from the user (e-mail, link confirmation). Only upon reconfirmation by the user is the contract of use concluded on the basis of these general terms and conditions. The user data generated enables the user to log on to the platform and access the protected area. Kredo reserves the right to verify the identity of users before they can access the protected area (or part of it). The platform may only be used by registered users for their own account. Insofar as natural persons are admitted as users, they must have unlimited legal capacity and be at least 18 years of age.

5.3 All users must register once at www.kredo.swiss. If the user is a legal entity, it must additionally provide information on at least one natural person responsible and authorized to represent/act (e.g. a member of the management) when registering. After entering the personal and/or company data to be transmitted to Kredo, a personal user account is generated for the user on the platform. Each user can only register once and can only manage one user account. If the user is a legal entity, the natural persons acting on the user’s behalf can apply for mutually independent access rights to the user account. Registration is confirmed by Kredo to the user subject to the provision of all the information requested in the registration process and is finalized by reconfirmation from the user (e-mail, link confirmation). Only upon reconfirmation by the user is the contract of use concluded on the basis of these general terms and conditions. The user data generated enables the user to log on to the platform and access the protected area. Kredo reserves the right to verify the identity of users before they can access the protected area (or part of it). The platform may only be used by registered users for their own account. Insofar as natural persons are admitted as users, they must have unlimited legal capacity and be at least 18 years of age.

5.4 The user is obliged to keep any identification code (identifier, personal code), password or other security information secret and not to disclose it to third parties. Kredo reserves the right to block any identification code, password or other security information and/or access to the Platform or the user account in the event of a breach of this obligation or if there are indications that third parties have come into possession of this information without authorization.

5.5 If the user provides false, misleading or incomplete information, Kredo is entitled in particular not to process the loan application. If Kredo intentionally receives false or misleading, incorrect or incomplete information from the Borrower, or if the Borrower intentionally or through gross negligence violates the obligations or regulations mentioned in these general or statutory terms and conditions, Kredo reserves in particular the right to demand compensation for damages suffered as a result, to delete the information or material concerned and, in particularly serious cases or in the event of a repeat offence, to exclude the Borrower from the use of the Platform and from loan mediation. Other rights remain unaffected.

5.6 Kredo reserves all rights to the content and material made available or transmitted on the Platform. These terms and conditions do not grant the user the right to use any trademarks, brand elements or logos used in Kredo’s services. Legal notices displayed in or in connection with Kredo services may not be removed, rendered unrecognizable or modified.

6. Sanctions

6.1 Kredo may take the following measures if there are concrete indications that a user is violating legal provisions, third-party rights or these General Terms and Conditions or if Kredo has another legitimate interest, in particular to protect users against fraudulent activities:

(a) notifying users ;

(b) restrict use of the Platform’s services, for example by withdrawing a user’s verification;

(c ) temporarily blocking a user’s account; and

(d) permanent suspension of the user’s account.

When choosing a measure, Kredo takes into account the legitimate interests of the concerned user, in particular if there are indications that the user is not responsible for the violation. Once a user has been permanently blocked, there is no right to the restoration of the blocked user account.

6.2 As soon as a user account has been blocked or the contract of use has been terminated by Kredo, the user concerned may no longer use the platform or other services offered by Kredo, even with other user accounts, or re-register.

7. Remuneration of Kredo

Kredo’s services are remunerated by a structuring fee paid by the borrowers and an advisory fee paid by the fund’s general partner.

8. Data protection

With regard to the collection, storage and processing of personal data, reference is made to Kredo’s data protection information, which can be consulted at https://kredo.swiss.

9. Limitation of liability

Kredo is liable only in the event of gross negligence and wilful misconduct, as well as in the event of breach of essential contractual obligations, the performance of which is indispensable for the proper execution of the loan intermediation contract and on the observance of which the borrower can regularly rely. In the event of a slightly negligent breach of such an obligation, Kredo’s liability is limited to foreseeable direct damage typical of the contract as it stands at the time of its conclusion. The aforementioned exclusions or limitations of liability do not apply in the event of fraudulent concealment of defects, liability under the Product Liability Act or liability for culpable injury to life, limb or health. Furthermore, they do not apply if and to the extent that Kredo has assumed a special warranty. The same applies to the liability of Kredo’s employees, representatives or vicarious agents.

10. Duration and termination

10.1 The contract of use between the user and Kredo, established by the conclusion of the registration, has an indefinite duration and may be terminated by both parties with two weeks’ notice to the end of the month. The right of extraordinary termination remains unaffected.

10.2 In the event of termination, the rights and obligations established until the end of the utilization relationship remain unaffected. Termination of the utilization relationship has no effect on the validity of other contracts (in particular the credit agreement between the borrower and the fund).

10.3 Any termination must be sent by e-mail to sos@kredo.swiss.

11. Changes to these terms and conditions, applicable law, place of jurisdiction

11.1 Kredo reserves the right to amend these terms and conditions. The amended conditions will be sent to the user by e-mail or in writing no later than four (4) weeks before they come into force. If the user does not object to the application of the modified conditions within four (4) weeks of receipt of such notification of modification, the modified conditions will be deemed to have been accepted by the user. Kredo undertakes to inform the User separately in the notification of the modified conditions.

11.2 Swiss law is applicable, to the exclusion of the United Nations Convention on Contracts for the International Sale of Goods and the conflict-of-laws rules of private international law.

11.3 Any dispute arising out of or in connection with the user agreement shall be subject to the exclusive jurisdiction of the courts of the Canton of Vaud, Switzerland, with recourse to the Swiss Federal Court being reserved.

11.4 Unless expressly provided otherwise in these terms and conditions, all declarations made under the contract with Kredo must be made by e-mail.

11.5 Should any provision of these terms and conditions or any future contractual provision be invalid or ineffective for any reason whatsoever or lose their legal validity at a later date, this shall not affect the validity of the remaining provisions. The same applies if a loophole is found in the contract of use. In place of the invalid provision or in order to close the loophole, an appropriate regulation is to be applied which, insofar as legally possible, comes as close as economically possible to what the parties intended or would have intended, according to the meaning and purpose of the contract of use, on the basis of these general terms and conditions, insofar as they would have thought of this point.

12. Complaints procedure

Kredo’s aim is to provide the User with the best possible service. If, for any reason whatsoever, the user is not satisfied, he/she may contact Kredo so that Kredo may respond as quickly as possible. The request will be handled with the utmost care and diligence and will not affect the assessment of creditworthiness with Kredo. The user may contact Kredo by telephone from 09:00 to 12:00 and from 14:00 to 17:00 on +41 21 909 50 00 or at any time by e-mail at sos@kredo.swiss.