Overview 1. This First Circle Account Terms & Conditions page (including any updates, changes, or supplements hereto) applies to all Accounts created on www.my.firstcircle.ph or any iteration thereof (the “Platform”). The Platform is owned or maintained by First Circle Growth Finance Corp., its parent Borrower, subsidiaries, affiliates, related parties, and assigns (collectively, “First Circle”, also referred to in this document using the pronouns “we”, “us”, and “our”). 2. We may change or update this page and it is your responsibility to carefully read these updates. Unless otherwise provided, changes are effective immediately beginning on the posting date above. 3. This Terms & Conditions shall be governed in all respects by the laws of the Republic of the Philippines. It shall be read together with and is an integral part of any definitive legal agreement(s) that you execute with First Circle (each, a “Financing Contract”).
Creating an Account 1. To apply for financing for the first time, a person (the “User”, “you”, and “your” in this Terms & Conditions) will have to create an account (the “Account”) on behalf of the business entity you represent (i.e., sole proprietorship, corporation, one person corporation, partnership, cooperative, and others) (the “Company” or “Borrower” in this document). 2. Unless otherwise instructed to First Circle, the User will be deemed an authorized representative of the Borrower for all of the Borrower’s transactions with First Circle, whether made on the Platform or through any other communication channel. 3. When the User logs on to the Account and performs actions on the Account on behalf of the Borrower, the User warrants that he has the right and authority to do the following: a. Submit Account Documents to First Circle and its Service Providers. b. Review and accept the terms of financing offered by First Circle. c. Execute and bind the Borrower under Financing Contracts with First Circle. d. Communicate with and give instructions to First Circle on matters relating to the Borrower’s Account. e. Perform any other act for and on behalf of the Borrower. 4. During the Account creation process and at certain periods throughout our business relationship, the Borrower will be asked to disclose, share, submit, and upload authentic and accurate documents and information about the User and the Borrower (collectively, the “Account Documents”) in compliance with existing government regulations and First Circle policies. Account Documents include but are not limited to documents about:
a. The User as the Borrower’s authorized representative. b. The Borrower’s corporate registration documents and details of ownership. c. The Borrower’s past, present, and future business transactions. d.The Borrower’s financial records, bank statements, assets, and liabilities. e. The Borrower’s owners, shareholders, directors, officers, trustees, employees, advisers, consultants, lenders, investors, contractors, representatives, and agents, as well as the Borrower’s related parties (including entities co-managed or co-owned by the owners of the Borrower), (collectively, the Borrower’s “Affiliates”), f. Third-party entities that have transactions with or are related to the Borrower in any other manner, such as suppliers, vendors, buyers, competitors, and customers (collectively, the Borrower’s “Trading Partners”). g. Other information that could help us assess the Borrower’s suitability for business financing. 5. First Circle may also source or receive Account Documents from its Service Providers and other parties from time to time. 6. Each Account will pertain to a specific Company/Borrower, not a specific User. If a User owns or co-owns more than one Company that wishes to open an Account and apply for financing with First Circle, a separate Account for each Company must be created. 7. All trademarks, copyrightable materials, layout, graphics, code, application, and software (collectively, “Proprietary Property”) on or associated with the Platform are owned by or licensed to First Circle. The Account User shall have no right or interest to the Platform and to any Proprietary Property other than as set forth herein.
Utilizing the Credit Limit 1. Our timeline to successfully create the Borrower’s Account depends on the User’s ability to provide complete Account Documents as quickly as possible. If you encounter any difficulty in submitting any Account Document, please contact us at firstname.lastname@example.org.
2. Once the Borrower’s Account Documents are verified, the Borrower will be given a specific amount that represents the maximum principal amount of financing (exclusive of fees, interest, and other charges) (the “Credit Limit”) that First Circle may extend to the Borrower. 3. The Credit Limit will be available to the Borrower for up to six (6) months from the time that the Credit Limit is granted (the “Availability Period”).
4. The Borrower’s Credit Limit is a unique amount based on the Account Documents submitted for a specific Availability Period. The Credit Limit and the remaining Availability Period may be viewed on the Platform any time.
5. The Borrower can use the whole Credit Limit in just one withdrawal or make as many withdrawals as the Borrower needs throughout the Availability Period. If approved, a withdrawal amount shall be disbursed to the Borrower’s bank account within 48 hours from First Circle’s receipt of the post-dated check payment for such withdrawal.
6. The Credit Limit shall be exclusive to the Borrower and shall not be transferable to any party. The Borrower and its Affiliates who choose to open an Account of their own with First Circle may be made to share a single Credit Limit.
7. A withdrawal on the Credit Limit shall be in the form of an approved transaction between the Borrower and First Circle, the terms of which will be evidenced by and repaid based on a specific Financing Contract. The Borrower (through the User) is responsible for reviewing these terms and signifying the Borrower’s acceptance thereof by executing and delivering the Financing Contract to First Circle.
8. Each withdrawal will reduce the Credit Limit by the corresponding withdrawal amount, and each payment shall replenish the Credit Limit up to the corresponding payment amount. All outstanding withdrawal amounts together shall not exceed the Credit Limit granted to the Borrower for a particular Availability Period.
9. The Borrower will not be allowed to withdraw from the Credit Limit once the Availability Period expires. However, the Borrower can submit additional or fresh Account Documents to generate a new Credit Limit for the next Availability Period.
10. First Circle reserves the right to disapprove a withdrawal on the Credit Limit under certain instances, including but not limited to the following: a. Once the Borrower reaches 75% usage of the Credit Limit (equivalent to the aggregate outstanding amount withdrawn for a given Availability Period) (the “Limit Locking Amount”), we may ask the Borrower to pay down some of its outstanding balance before it can make new withdrawals from the Credit Limit. The Limit Locking Amount helps the Borrower proactively manage its liabilities over the short to medium-term, so that the Borrower doesn’t max out its debt capacity. b. The Borrower has not paid the Subscription Fee (if any) due on its Credit Limit. c. We may also restrict access to the Credit Limit if, in our sole opinion, the Borrower is or is likely to become in Default on its obligations to First Circle (as Default is defined under a specific signed Financing Contract). Default includes but is not limited to failure or delay in payments to First Circle, submission of fraudulent Account Documents, or institution of insolvency, dissolution or closure proceedings for your Borrower. d. When other circumstances adverse to First Circle arise during our business relationship with the Borrower.
11. First Circle further reserves the right to suspend or terminate access to an Account that is suspected of being involved in or used for criminal, fraudulent, unauthorized or highly irregular activities, without prior notice or any liability to the Borrower or the User. The suspension may continue until we have confirmed the true nature of these activities.
Keeping your Account Secure 1. First Circle implements standard industry measures to safeguard your Account, but the Borrower and the User are responsible for ensuring that the Account username, password, and other details stay secret so that no unauthorised activities or communications can be made on the Account.
2. The Borrower accepts and agrees that First Circle is not obliged to verify the identity of the person/s transacting using its Account. We will consider every activity on your Account to have been made by a duly-authorized User, unless we are informed otherwise. 3. A person using the Borrower’s Account may perform actions that could make the legitimate User or the Borrower liable to First Circle. Some of these actions, once made, may no longer be reversed or rectified such as, but are not limited to:
a. Changing Account username, password, Account Documents, and other information. b. Submitting fake or invalid Account Documents. c. Making withdrawals on the Credit Limit. d. Accepting, signing, and submitting a Financing Contract on the Borrower’s behalf. e. Communicating with First Circle and its Service Providers through any means. f. Other actions as may allowed on the Platform. 4. In case you suspect that your Account has been compromised in any way, please immediately report the matter to First Circle by emailing us at email@example.com. Confidentiality and Data Privacy 1. In addition to disclosures required by law, the Borrower also allows First Circle to share such relevant portion of the Borrower’s Account and Account Documents to First Circle’s current and prospective employees, officers, lenders, investors, partners, vendors, suppliers, consultants, agents, advisers, and contractors (collectively, our “Service Providers”) on a need-to-know basis. These Service Providers may need such access to enable them to perform analytics, marketing, credit check and investigation, debt recovery efforts, and other activities for First Circle.
2. The Borrower allows First Circle, on its own or through its Service Providers, to use automated systems to:
5. Unless otherwise agreed with First Circle, the termination of the Borrower’s Account shall not cause the corresponding termination, reduction or cancellation of any outstanding liability or obligation of the Borrower to First Circle. 6. The Borrower may ask First Circle at any time for confirmation on whether we are processing its or its User’s information, the purposes we are processing it for, and the persons or entities who may have access to such information. Complying with this request may be subject to on data review and reproduction costs. Please send us an email through firstname.lastname@example.org for this purpose.
Disclaimers 1. The Borrower warrants that the Account Documents submitted are updated, complete, true, and accurate based on the User’s own personal knowledge and/or based on authentic and valid documents at the time of submission. The Borrower expressly allows First Circle to rely on and process these Account Documents throughout their business relationship.
2. None of the documents forwarded to First Circle are covered by any confidentiality or privacy restriction that will extend to First Circle without First Circle’s consent.
3. The Borrower and the User shall indemnify, defend, and hold First Circle harmless against any liability, proceeding, inquiry, loss, risk, cost, tax, charge, penalty or damages arising out of or related to -
a. The theft, management, misuse of or unauthorized access to the Borrower’s Account. b. The submission of Account Documents to us (and our Service Providers), our processing thereof, and the actions and decisions we make based on these. c. The use of the First Circle corporate website, the Account, the Platform, or any First Circle offering or product.
4. All trademarks, copyrightable materials, layout, graphics, code, application, and software (collectively, “Intellectual Property”) on or associated with the Platform and the First Circle corporate website are owned by or licensed to First Circle. Neither the User nor the Borrower shall have no right or interest to the Platform and to any Intellectual Property other than as set forth herein.
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