Terms and conditions Bibby pilot
Part 1: User Terms for the Mimo Platform
Part 1: User Terms for the Mimo Platform
When you use Mimo's integrated invoice management platform (the "Mimo Platform"), these terms (the "Agreement") will apply. The Agreement constitutes a legally binding contract between Omim Technology Ltd ("Mimo", "we", "us" or "our") and onboarded users of the Mimo Platform ("Users" or "you") with regards to the services set out in Section 1 below (the "Services").
This Agreement is made up of three parts:
Part 1: User Terms for the Mimo Platform;
Part 2: Financing Terms for the provision of credit using Mimo Flex ("Financing Terms");
Part 3: Addendum for customers referred to the Mimo Platform by Bibby Financial Services (UK) Limited ("Bibby").
You should read Part 1 of the Agreement carefully before using the Services.
If you are using the Mimo Flex credit line ("Mimo Flex") you should also read the Financing Terms in Part 2.
If you are an existing customer of Bibby, and Bibby have referred you to the Mimo Platform, you are a "Bibby Customer" and should read Parts 1 and 3 of the Agreement only.
If you are a User, you will receive this Agreement when you are onboarded to the Mimo Platform but a copy of this Agreement will always be available for reference on the Mimo Platform.
End Customers using the Customer Portal only are not Users of the Mimo Platform, and this Agreement applies to End Customers only as set out in clause 3.2.
What Services are available on the Mimo Platform
The Mimo Platform enables you to identify and manage third party supplier and customer invoices, in order to improve operational efficiency.
The Mimo Platform is a cloud-based software which is made available to you, in accordance with this Agreement, to enable you to access the Services. The Mimo Platform will be made available to you via website, download or any other method as provided by us from time to time.
Unless you are a Bibby Customer, the following Services are made available on the Mimo Platform in order to help you with your invoice management:
E-Money Wallet: Through the Mimo Platform you are able to access an E-Money Wallet held with, issued and operated by an e-money institution authorised by the Financial Conduct Authority ("FCA") (the "E-Money Wallet Provider") which is partnered with Mimo (the "E-Money Wallet"). The identity of the E-Money Wallet Provider is specified in the Customer Information Sheet. You can add money to this E-Money Wallet and pay your supplier invoices using the funds in this E-Money Wallet. ****
This E-Money Wallet is not issued or operated by Mimo, and you will be required to agree to the terms and conditions of the E-Money Wallet Provider during onboarding,
Mimo Flex: Where you meet certain eligibility criteria, you will be offered the Mimo Flex option to pay your suppliers. If you select the "Mimo Flex" option for payment of your supplier invoices, we will give you the option to defer payment for either 30 or 60 days. We will then send funds to cover the value of your supplier invoice to the E-Money Wallet specified in the Customer Information Sheet. These funds will be provided to you by us under an unsecured credit line (subject to your eligibility). Provision of the Mimo Flex service requires that you satisfy our onboarding criteria for this product, and you agree to comply with the Financing Terms,
Open Banking Payment Plug-In: You can also pay your suppliers through your 'house bank account' by using the Open Banking Payment Plug-In on the Mimo Platform. You can select the 'Bank Account' option on the Mimo Platform either to add funds to your E-Money Wallet or to pay a supplier invoice, and you will be redirected to the platform of a third party FCA authorised payment institution's (the "Open Banking Provider") open banking platform. The Open Banking Provider will connect with your existing bank accounts and allow you to use the funds from your existing bank accounts to add money to the E-Money Wallet specified in your Customer Information Sheet (the "Open Banking Payment Plug-In"). If you select this option to pay a supplier invoice, money will be added to your E-Money Wallet, and the invoice will be settled immediately or on a selected future date using these funds. You can also use the Open Banking Payment Plug-In to manage your payroll payments,
Get Paid by Mimo: The Mimo Platform also facilitates direct payment into your E-Money Wallet by your customers (referred to in these Terms as "End Customers"), regardless of whether your End Customers have an account on the Mimo Platform. This service provides you with an overview of outstanding invoices your End Customers have yet to settle with you, aggregated data regarding these invoices and 'payment scores' for each End Customer. The service also allows you to send invoice reminders to your End Customers and for them to pay you on the Mimo Platform using the Open Banking Payment Plug-In. For more information, see Section 7 of these Terms, and
Direct Debit: If you opt to use the 'Get Paid by Mimo', then there is the option to connect your existing Direct Debit mandate accounts with the Mimo Platform where the provider is an approved partner of Mimo. This will enable you to set up new Direct Debit mandates through the Mimo Platform, and to view your existing Direct Debit mandates already set up in your existing account. The direct debit mandate will be operated by an FCA authorised payment institution partnered with Mimo (the "Direct Debit Provider"). For more information, see clause 7.5(c) of these Terms,
(together, the "Services").
If you are a Bibby Customer, see Part 3 of this Agreement for the Services that you can access.
Who is providing the Services
Omim Technology Ltd provides the Mimo Platform and Mimo Flex. You can access the Services through the Mimo Platform. The Services will be provided by FCA regulated entities, as selected and appointed by Mimo from time to time (the "Third-Party Service Providers").
Upon onboarding, you will be provided with an information sheet setting out the details of the Third-Party Service Providers relevant to your account on the Mimo Platform (the "Customer Information Sheet"). We reserve the right to change the third party service providers listed in the Customer Information Sheet at any time, and will notify you in writing if we do.
You acknowledge that your use of the Services may be subject to the terms of the Third-Party Service Providers we use in respect of the Services, which we will notify to you as part of your onboarding to the Mimo Platform or upon your initial use of the Mimo Platform (if you are an End Customer). These terms will be provided in your Customer Information Sheet, please read them before using the services of the Third Party Service Providers on the Mimo Platform.
Who can use the Mimo Platform
To access and use the Mimo Platform, you must:
have read and understood and agree to be bound by this Agreement and our Privacy Policy (which can be found here);
ensure you are a registered limited company incorporated or formed under the laws of England and Wales, are validly existing and have full power and authority to carry out your business and use the Services on the Mimo Platform;
register and set up a user account with a username and password;
successfully complete the know your customer ("KYC") process set out in paragraph 4.2 and 4.3;
nominate a director of the company to act as the administrator of your Mimo Platform; and
agree to pay the relevant fees as set out on the Pricing page (which can be found here).
If you are an End Customer, we shall not owe you any duties, nor be liable to you for any losses arising out of your use of the Mimo Platform. This Agreement does not create any contractual or legal relationship between us and you (save for paragraph 20, with the exception of 20.10).
How do you create an account on the Mimo Platform
When you create an account on the Mimo Platform, your use of the Mimo Platform and the Services will be subject to:
a. completion our online application form; and
b. successful completion of our KYC processes and the relevant E-Money Wallet Provider's KYC processes.
To create an account on the Mimo Platform, you will need to complete our online application form and provide us with the information that we request. This information will be help us to identify your business, verify the business' identity and the identity of any beneficial owners, and conduct fraud checks, sanction checks, anti-money and counter terrorism checks and any other checks required by Applicable Law.
The information we collect when opening your account on the Mimo Platform will be passed on to the relevant E-Money Wallet Provider for the completion of their KYC and other due diligence checks.
How you can access Mimo Flex
If you wish to use the Mimo Flex credit line to facilitate deferred payment of your supplier invoices, you must notify us of this by applying for it during your onboarding to the Mimo Platform or by accessing it through the 'Mimo Flex' section of the Mimo Platform. You cannot apply to use Mimo Flex if you are a Bibby Customer.
We will then conduct internal due diligence checks in relation to your credit risk, and the provision of the credit line is subject to you successfully passing those internal checks.
Once you have been approved for Mimo Flex we will notify you of this on the Mimo Platform and via email to the email address associated with your account on the Mimo Platform. If you are successful, the Mimo Flex will be available to you on the Mimo Platform.
Your E-Money Wallet
When you open an account on the Mimo Platform, you will be requested to submit KYC information to the relevant E-Money Wallet Provider. Once the E-Money Wallet Provider approves the information provided, you will be provided with access to a E-Money Wallet. The details of your E-Money Wallet (including sort code, account number and balance) will be visible to you on the Mimo Platform. Your E-Money Wallet is provided by the E-Money Wallet Provider subject to their terms and conditions which are provided to you separately as part of the onboarding process. Those terms govern the operation, obligations and responsibilities of you and the E-Money Wallet Provider with respect to your E-Money Wallet.
Get Paid by Mimo
The customer dashboard
When you open an account on the Mimo Platform, you will be provided with access to the 'Customers' dashboard and 'Get Paid' tab. These will give you an overview of the following information:
a list of all your End Customers, which you provide to us when you fill out your application form to use the Mimo Platform;
a list of any invoices owed to you by your End Customers which are outstanding;
a 'pay score' for each End Customer, based on aggregated data we have collected regarding your End Customers' invoice payments;
an integrated facility allowing you to send messages to your End Customers from the Mimo Platform interface; and
an aggregate amount of total outstanding across all invoices.
The 'pay score' referenced at 7.1(c) is not a credit rating or independently verified measure of your End Customers' solvency or ability to settle your invoices. This score is based on aggregated data obtained by the Mimo Platform from the End Customer's past history of settling invoices which are due and payable to you. Mimo accepts no liability for the accuracy of the pay score.
How your customers can pay you
To streamline your invoice management, the Mimo Platform allows you to request payments from your customers on the Mimo Platform. You can request that your End Customer pays you via the 'Get Paid' tab on the Mimo Platform by selecting an invoice or multiple invoices for the same End Customer and clicking 'Send Reminder' or 'Invite to Customer Portal'. This will send a payment reminder to your End Customer, which you will be able to amend the wording of if desired.
When your End Customer receives this email, they can click the linked button, which will take them to the Mimo Platform's Customer Portal. Provided that they agree to our Privacy Policy and these Terms (to the extent they apply to your End Customers, as set out in paragraph 3.2), they will be permitted to access a portal on the Mimo Platform displaying all invoices due and payable to you and any communications that you have sent to them via the Mimo Platform (Customer Portal).
Through the Customer Portal your End Customers can settle their invoices with you using the following options:
By using the provided details for your E-Money Wallet to settle the invoice by bank transfer using their normal banking account and procedures to do this;
By clicking 'Pay via Bank'. This will redirect you customer to the Open Banking Provider's platform, which will operate as described in 1.3(c) above; and
By selecting 'Direct Debit' the customer can set up a direct debit instruction (executed by the Direct Debit Provider) which will facilitate automatic settlement of the invoice on a date selected by the End Customer. The Direct Debit feature operates as follows:
If your End Customers select to pay you via Direct Debit, they will be redirected to the Direct Debit Provider's platform.
On the Direct Debit Provider's platform they will be required to set up a Direct Debit mandate.
On the specified date of the Direct Debit mandate the Direct Debit Provider will process and initiate the payment into the account you have nominated on the Direct Debit Provider's platform to receive Direct Debits (this can be your E-Money Wallet).
You will be able to see all Direct Debit mandates set up via the Direct Debit Provider's platform by your End Customers on the Mimo Platform.
Your End Customers will not be able to use a Mimo Flex credit line to settle their invoices which are due and payable to you unless they also have accounts on the Mimo Platform and have been approved for the Mimo Flex product.
Our relationship with End Customers
Except as stated in paragraph 3.2, unless your End Customer is also an onboarded user of the Mimo Platform, we will not have any contractual relationship with them, nor will we owe any duties to them. Your customers will enter into the following relationships with third parties providing the Services (as applicable):
If your End Customer utilises the Open Banking Payment Plug-In, they will be subject to the Open Banking Provider's terms and conditions; and
If your End Customer utilises the Direct Debit feature, they will be subject to the Direct Debit Provider's terms and conditions.
Your responsibilities to us
Your information
You warrant that all information you provide to us during application and subsequent registration to use the Services on the Mimo Platform, and that is otherwise provided or uploaded by you (or on your behalf) via the Mimo Platform, is true and accurate at all times.
You agree that you will provide us with any additional information that we may reasonably require to verify your identity or details you provided during registration.
Authority
You warrant that any individual entering into this Agreement on behalf of your business, has the authority to enter into agreements, including this Agreement, on behalf of the business.
Responsible use
You are responsible for complying with the law. You are responsible for ensuring that you comply with all applicable legislation.
You warrant you will not create fraudulent accounts or commit any fraudulent, dishonest or illegal activities in relation to the Services.
You will not misuse the Mimo Platform, and will use it only for the intended purpose as set out in this Agreement.
You will not publish or disseminate material that brings or may bring Mimo, or any other Third-Party Service Provider into disrepute or in any way damages the standing or reputation of Mimo or the Services.
You will not knowingly introduce viruses or other material on to the Mimo Platform which is malicious or otherwise harmful.
You will not attempt to gain unauthorised access to the Mimo Platform, the servers on which the Mimo Platform is hosted or any other server, computer or database which is connected with the Mimo Platform.
Marketing Collateral
You agree as a condition to your use of the Mimo Platform and the Services:
to participate in case studies and other similar marketing efforts reasonably requested by Mimo;
that Mimo may disclose that you are a Mimo customer to third parties; and
Mimo may include on and in Mimo’s website, case studies, marketing materials, and conference presentations and other speaking opportunities, Client’s testimonials and other feedback regarding the Services, name, website URL, use case, and logo and other marks. Any Intellectual Property Rights in any of your logos, trademarks or other identifiers, including as contained in marketing material shall be owned by you.
Our operation of the Mimo Platform
The Mimo Platform and the Services will be unavailable during (i) time ranges notified to you in advance by Mimo, to allow Mimo (or any other third party provider of the Services available through the Mimo Platform) to carry out planned maintenance, upgrades or repair; and (ii) any period outside of the agreed maintenance window where unscheduled maintenance, upgrades or repair are performed.
From time to time we may (without notice) introduce updates to the Mimo Platform. For example, these may introduce a new or improved functionality or introduce new Services to the Mimo Platform.
We are not obliged to customise any part of the Mimo Platform to ensure compatibility with you or any third party software.
We will use reasonable endeavours to ensure that the Mimo Platform is secure and does not contain or disseminate any viruses or material which is malicious or technologically harmful.
Security
Login details
It is your responsibility to keep your login details to the Mimo Platform secure and confidential. You must maintain adequate security and control of any and all devices and other credentials, passwords and personal identification numbers or codes that you use to access the Mimo Platform. You are not permitted to share your login credentials with any other person or make them available to multiple users.
If you are concerned that your log-in details may have been misused, please contact us at hello@mimohq.com to let us know.
Fees
Any fees that we may charge you are set out on our Pricing page. This can be found here: *https://www.mimohq.com/pricing*. Any recurring payments may be either taken from your E-Money Wallet or using the card details provided to us by you.
All fees invoiced are exclusive of taxes, and you shall also pay applicable taxes and duties (including withholding taxes, value added tax, or other taxes but excluding income taxes imposed on us) at the same time as you pay the fees. If required by local law, we will provide a tax invoice that satisfies local law requirements.
An annual statement of the fees you have paid in respect of your E-Money Wallet will be available to you on request.
Changes to the Services and Terms
We may change this Agreement, including changes to any Pricing, by giving you not less than two (2) months' notice by email. We will also add the most recent version of this Agreement to the Mimo Platform for your reference.
If you don't agree with a change we plan to make to this Agreement, including any Pricing, you can tell us within two (2) months before we make the change that you'd like to close your Mimo Account and terminate the Agreement. Otherwise, we will assume you agree with the change.
Where any amendment to this Agreement is required by law, regulation or is in your best interests or to introduce new Services or vary existing Services to the Mimo Platform, we may amend this Agreement without notice. We may also from time to time (and without notice) make minor (non-material) amendments to correct typographical, punctuation and grammatical errors or other similar errors in this Agreement.
Suspension
Mimo may temporarily suspend your login credentials if we suspect or detect (in our sole opinion) any suspicious or illicit activity (e.g. unusual login attempts).
Duration and Termination
This Agreement shall continue indefinitely unless terminated by you or Mimo. However where you are a Bibby Customer and your relationship with Bibby is terminated, this shall also terminate your relationship with Mimo.
You may terminate this Agreement by giving thirty (30) days' written notice to Mimo. This written notice shall be provided to: hello@mimohq.com. You cannot terminate this Agreement in the first year. Any termination notice you give will only take effect on or after the first anniversary of you signing up to the Mimo Platform (i.e. when you confirmed your acceptance of this Agreement by selecting 'Accept Terms and Conditions' on the Mimo Platform).
We may terminate this Agreement at any time by providing thirty (30) days' written notice. This written notice shall be delivered to the email you used when signing up to the Mimo Platform.
We may also terminate this Agreement at any time if you do not comply with this Agreement, or if we consider it reasonably necessary in order to comply with our legal obligations. Examples of this include:
to protect us against legal or regulatory risks;
for the prevention of money laundering and/or fraud; and
where required as a result of technical reasons (including for reasons related to the security of the Mimo Platform).
Where possible, we will provide you with written notice of such termination to the email you used when signing up to the Mimo Platform.
However, we may not be permitted to tell you under law or as a result of a regulatory, court or public order.
If Mimo cannot provide the Mimo Platform under this Agreement, we may terminate the Agreement at any time by providing no less than thirty (30) days' written notice to the email associated with your account on the Mimo Platform.
Following termination of this Agreement for any reason:
you shall immediately pay to Mimo any fees due to Mimo under this Agreement or any
other applicable terms at the date of termination;
you shall (at your cost) return (or at our option, destroy) all copies of any confidential information specified by Mimo which are in your possession; and
the rights granted in clauses 19 shall persist post termination.
The termination for any reason of this Agreement shall not affect any right and/or liability of any party which has accrued before expiry or termination, or the continuance in force any provision of this Agreement which expressly or by implication is intended to survive termination.
To the extent that you have an ongoing Service at the point of termination of this Agreement, such termination of this Agreement shall automatically terminate such other Services, save that this Agreement shall and the terms relating to the relevant Service shall remain in force to the extent and for the duration reasonably necessary to enforce any unpaid sums or fees due by you to Mimo, or any Third-Party Service Provider in connection with the Services.
Limitation of Liability
Subject to paragraph (i) below, Mimo and its employees, agents or associates will not be liable for any:
action or inaction we take in accordance with our rights under this Agreement;
event due to circumstances beyond our control, including any exceptional event occurring as described in paragraph 16 below;
action taken by any government or regulatory body, legal authority, technical delays, technological malfunction, loss of data and records, destruction of hardware;
action taken by us as a result of a breach of this Agreement by you;
action or omission of a third party (including a third party who provides any of the Services to you);
action taken by us as a result of Applicable Law;
damage, costs, loss, liability, claims for compensation or expense incurred or suffered by you, directly or indirectly under or in connection with this Agreement;
losses, damages or costs arising as a result of your failure to maintain the security of your log-in credentials; or
damage, costs, loss, liability, claims for compensation or expense incurred or suffered by you, directly or indirectly, under or in connection with any planned or essential maintenance to the Mimo Platform, or the platform of any third-party who provides the Services to you.
Notwithstanding paragraph 14.1 above:
Mimo will be liable for your losses only to the extent that your loss is due to our gross negligence, wilful default, and/or fraud; and
nothing in this Agreement shall exclude or limit our liability or responsibility to you for any liability that cannot be excluded or limited under Applicable Law.
The Mimo Platform and the Services are provided "as is" and "as available" without any representation or warranty of any kind, including that it will be without interruption, error free or will meet your individual requirements, or be compatible with your hardware or software (except as set out otherwise in this Agreement).
Our total aggregate liability arising under or in connection with this Agreement in relation to all events occurring in any year shall not exceed the higher of:
the fees paid by you under this Agreement in that year; or
twenty-five thousand pounds sterling (£25,000).
For the purposes of this paragraph 'year' will mean the 12 month period commencing on the commencement date of you entering into this Agreement (or an anniversary of this date).
You will indemnify us from and against any losses we incur which arise out of any claim made or threatened against us as a result of any breach by you of any Third-Party Service Provider terms associated with the Mimo Platform or any of the Services which we have provided to you.
Exceptional Events
Neither you, Mimo, nor any Third-Party Service Provider, shall be liable to the other party for any delay or non-performance of its obligations under this Agreement to the extent that its performance is interrupted or prevented by anything beyond the reasonable control of either you, Mimo or any Third-Party Service Provider.
Such delay or failure shall not constitute a breach of this Agreement and the time for performance shall be extended by a period equivalent to that during which performance is so prevented subject to clause 15.3.
We will use reasonable endeavours to mitigate the extent of the delay or failure as described in clause 15.1 and its adverse consequences and to recommence performance of the affected obligations as soon as reasonably practicable.
If we cannot provide the Mimo Platform or any of the Services due to circumstances beyond our control or as a result of any delay or failure to provide such Services which arises directly from such circumstances, we will not be liable for any losses suffered or incurred by you as a result.
Customer Complaints
If you have a complaint or are dissatisfied with any element of the Services or the Mimo Platform, you can contact us using the details provided in clause 18.2.
Complaints relating to your E-Money Wallet may be sent to or passed on by us to the relevant E-Money Wallet Provider. Complaints regarding Bibby Pay may be sent or passed on by us to Bibby.
Complaints relating to any of the Services performed by a Third-Party Service Provider may be sent or passed on by us to the relevant Third-Party Service Provider(s).
We will let you know the outcome of any complaints dealt with by any relevant third-party provider in relation to the Services. If an FCA regulated Third-Party Service Provider fails to resolve your complaint to your satisfaction you may refer your complaint to the Financial Ombudsman Service (Exchange Tower, London E14 9SR, phone 0800 023 4567). Details of the service offered by the Financial Ombudsman Service are available at: www.financial-ombudsman.org.uk.
For the avoidance of doubt, complaints relating to Mimo or regarding the Mimo Platform cannot be referred to the Financial Ombudsman Service.
Contact Details
How we will contact you
Unless you otherwise notify us in writing, we will use the contact details you provided upon registration with the Mimo Platform.
How you can contact us
You can contact us using: hello@mimohq.com.
Privacy and Personal Data
We are committed to handling your personal data responsibly.
By entering into this Agreement you agree that you have been provided a copy of our Privacy Policy – which can be found on the Mimo Platform here. We will use your personal data in accordance with our privacy policy.
If you have any questions about how your personal data is being used, you can contact us at hello@mimohq.com.
Where we use a Third-Party Service Provider to provide the Services, they will process your personal data in line with their own privacy policy. Please ensure that you read these privacy policies.
Intellectual Property Rights
Your Content
You and your End Customers confirm that any images, text, documents and/or data you share, upload or otherwise provide Mimo in relation to this Agreement or your or your End Customer's use of the Mimo Platform or the Services ("Your Content") will not breach the terms of this Agreement.
You and your End Customers grant us a licence to use your data. We do not claim ownership in Your Content and ownership will remain with you (or the relevant third party owner). You and your End Customer grant Mimo (and where necessary, any Third-Party Service Providers) a perpetual, worldwide, non-exclusive, royalty-free, transferable licence to use your and your End Customers' data for the purpose of providing the Services, including but not limited to displaying, distributing, adapting, publishing, copying, editing, exploiting and creating derivative data relating to all such data.
You and your End Customers warrant that you are the owner of Your Content or you and your End Customers are otherwise authorised to grant us the above licence for any of content owned by a third party that you include in Your Content.
Our Content
We own or license all intellectual property in the Services. Mimo (or our licensors, as applicable) owns all intellectual property rights in the Services, all content displayed on the Mimo Platform, including but not limited to all trademarks, patents, copyrights, database rights and other intellectual property rights of any nature and all underlying software code ("Mimo Content"). Those works are protected by copyright laws and treaties around the world. No right, title, or interest in or to the Mimo Content is transferred to you or your End Customers, and you and your End Customers are only granted the limited use rights set out in this Agreement
As long as you and your End Customers comply with this Agreement, Mimo grants you and your End Customers a limited, non-exclusive, non-transferable, revocable licence for the term of this Agreement to access and use the Mimo Platform.
You and your End Customers must not copy, scrape, extract, reproduce, modify, license to any third party, or sell or offer to sell to any third party any data from the Mimo Platform including the Mimo Platform itself. You and your End Customers agree not to use, or cause to be used, any manual or automated program, tool, or process, (including any scraper or spider robot), to extract, scrape, data mine, transmit, or publish, any part of the Mimo Platform.
You and your End Customers will not interfere with or attempt to remove any trademark or copyright notices from any content on the Mimo Platform.
Mimo shall own all intellectual property rights in any derivative works created by Mimo from any data you share with Mimo or submit or upload as a result of using the Mimo Platform and you and your End Customers waive any moral rights that you or they may have in any such data.
You and your End Customers' "Transactional Information" is information about the way you and they use the Mimo Platform, any transactions you make or are involved in and any suggestion, enhancement request, recommendation, correction or other feedback. We shall have the right to collect and retain such Transactional Information in order to provide the Services and any other ancillary services, as further detailed in the Privacy Policy. As such, you and your End Customers' grant to us a worldwide, perpetual, irrevocable, royalty-free licence (with a right to grant sub-licences) to use and create derived data from the Transactional Information.
Third-Party Service Provider Content
You acknowledge all Intellectual Property Rights in any products provided by a Third-Party Service Provider are owned by or provided under licence to the relevant Third-Party Service Provider. The relevant Third-Party Service Provider grants you a non-exclusive, royalty-free licence for the duration of this Agreement to access and use its products only for the purpose contemplated by this Agreement.
Nothing in this Agreement shall operate to create or transfer any Intellectual Property Right
to you in relation to a third party Service provider's products.
General
This Agreement constitutes the entire agreement between you and us in relation to our relationship with you, and supersedes all prior oral and written communications, understandings, representations or warranties (except those made fraudulently) relating to the subject matter hereof. Each of us warrants to the other that it has not relied on any such communications, understandings, representations or warranties entering into this Agreement. Your agreement with the E-Money Wallet Provider, as referred to in clause 6.1, constitutes the entire agreement between you and the E-Money Wallet Provider in relation to your E-Money Wallet.
In the event of a conflict between this Agreement and the terms of any agreement with a Third-Party Service Provider referred to in clause 2.1, the terms of this Agreement shall prevail in relation to your relationship with us.
If any provision of this Agreement is found to be invalid, illegal, or unenforceable, it shall apply with the minimum modification necessary to make it legal, valid, or enforceable and the remainder of this Agreement shall not be affected. You and we agree to attempt to substitute for any invalid, illegal, or unenforceable provision for a valid, legal, or enforceable provision which achieves to the greatest extent possible the same effect as would have been achieved by the invalid, illegal, or unenforceable provision. Both your and our obligations under the invalid, illegal, or unenforceable provision shall be suspended, to the relevant extent, whilst an attempt at such a substitution is made.
We may transfer our rights and obligations under this Agreement to another organisation. We will always tell you in writing if this happens. You must not transfer your rights or your obligations under this Agreement to another person or entity unless we give you prior written consent.
No failure or delay by either us or you to exercise any power or right under this Agreement shall operate as a waiver of it, nor shall any single or partial exercise of such rights or powers preclude any other or further exercise of the right or power. Any of the rights or remedies of us or you under this Agreement may at any time be enforced separately or concurrently with any other rights and remedies whether under this Agreement or arising by operation of law with the effect that the rights and remedies are cumulative and not exclusive of each other.
This Agreement does not give rise to any rights for a third party to enforce any of this Agreement, except as expressly set out in this Agreement.
This Agreement and any dispute or claim arising out of or in connection with it or its subject matter shall be governed by and construed in accordance with the laws of England and the Parties hereby submit to the exclusive jurisdiction of the English Courts.
Part 2: Financing Terms
These terms apply where you apply to use Mimo Flex.
THESE FINANCING TERMS AND CONDITIONS (these “Financing Terms”) set out the principal terms of the relationship between OMIM Technologies Limited (registered in England and Wales under number 14546072), whose registered office is at 483 Green Lanes, London, N13 4BS, United Kingdom (“Mimo”) as Lender and you, the customer of Mimo, as Borrower (you and Mimo are each referred to as a “Party” and collectively the “Parties”) and as more particularly described in the individual financing terms (the “Individual Financing Terms”) communicated to you via the Mimo Platform or by other means (as defined in the Terms (as defined below)) and accepted by you by clicking on the acceptance link, the button marked “ACCEPT” at the bottom of the page of the Individual Financing Terms or something similar (the date of your acceptance is referred to as the “Effective Date”).
These Financing Terms shall be deemed to be incorporated into and form part of the Individual Financing Terms and each of the other Finance Documents (as defined below) and shall be deemed to be accepted by you by clicking on the acceptance link, the button marked “ACCEPT” at the bottom of the page of the Individual Financing Terms or something similar.
THE FACILITY
The Facility and its purpose: Subject to the terms of these Financing Terms and the Individual Financing Terms, Mimo makes available to you a financing line (the “Facility”) in an aggregate amount equal to the Initial Commitment. The Facility is a means of funding your ongoing business and corporate expenses.
Designation of the Available Commitment.
With effect on and following the Effective Date, the Commitment shall be equal to the Initial Commitment.
You may, at any time, request an increase in the amount of the Initial Commitment. Any decision to increase the Initial Commitment is at the sole discretion of Mimo and if Mimo agrees to increase the Initial Commitment then Mimo shall notify you of the new amount of the applicable Initial Commitment,
Any amounts drawn from the Initial Commitment will effectively reduce the size of the Available Commitment that remains accessible to you to make further draws from.
UTILISATION OF THE FACILITY
Requesting to use the Facility. You may request to use the Facility at any time via the Mimo Platform by accessing the following link https://app.mimohq.com/. Any request to use the Facility is irrevocable and can only be made if:
the Availability Period has not expired;
the amount requested by you is not more than the available Commitment; and
the Facility is not suspended or otherwise cancelled.
Using the Facility. If the conditions set out in these Financing Terms and the Individual Financing Terms have been met and no Default is continuing, Mimo shall make each amount requested by you available to you in your Mimo Account within two Business Days of your request
Amendments to the Individual Financing Terms. Mimo has the right to amend the Individual Financing Terms presented to you at any time with 7 business days' notice. You have the right to terminate the Facility if the amended Individual Financing Terms do not suit your business needs.
REPAYMENT
Repayment: You shall repay the sum total of all draws from the Available Commitment paid out to you by Mimo on the Repayment Date, as presented in the Mimo Platform at point of requesting the use of the facility, relating to such amount plus any Facility Fee relating to such amount.
The Facility Fee applicable for the Facility is set out in the Individual Financing Terms and presented in the Mimo Platform at point of requesting the use of the facility.
The Facility Fee shall be repaid within 3 working days from the date the amount requested was made available to you in your Mimo Account.
On the Termination Date, you shall repay all amounts then owing to Mimo in respect of the Facility, these Financing Terms and the Individual Financing Terms.
Any payments made prior to the Repayment Date will increase the Available Commitment by the amount of the repayment.
Late repayment Failure to repay all outstanding draws and applicable Facility Fee on the Repayment Date will cause you to be considered delinquent on your obligation and shall incur the following penalties in terms of Days Past Due (DPD):
If a customer is DPD >1 business day, your Facility will be suspended until all amounts due are repaid in full in addition to incurring the following Late Payment Fee:
DPD 1-5 business days: GBP 100
DPD 6-10 business days: GBP 200
DPD 10-15 business days: GBP 200
Fees will be assessed cumulatively for example, if you are 9 DPD then your total Late Payment Fee will be GBP 300.
If you are > 15 DPD then you will be considered in Default of your obligation to Mimo and Mimo reserves the right to commence appropriate legal action against you. We also reserve the right to report your default status to applicable credit reporting bureaus. This may impact your ability to raise debt financing from other lenders in the future.
If you are designated as being in Default then interest shall accrue on the Default amount from the original Repayment Date up to the date of actual payment (both before and after judgement) at a rate which, is 20 percentage points per annum higher than the base interest rate of the Bank of England.
Any interest accruing under this clause (D) shall be immediately payable by you on demand by Mimo.
If you find yourself unable to repay your outstanding amount at any time, then please contact us immediately so that we can work with you to put an Alternative Repayment Plan in place and potentially avoid us from taking any action against you.
Direct Debit Mandate: You shall ensure that, at all times, a Direct Debit Mandate executed by our partner GoCardless is executed by you in favour of Mimo in order to ensure that repayments of all amounts outlined above are repaid to Mimo on the Repayment Date relating to that amount.
PREPAYMENT AND CANCELLATION
Prepayment Event. If (i) Mimo is notified that a change in your ownership has occurred and Mimo (in its sole and absolute discretion) considers this to be detrimental to its interests as the provider of the Facility; (ii) Mimo informs you that, in any applicable jurisdiction, it is or has becomes unlawful for Mimo to perform any of its obligations as contemplated by these Financing Terms or the Finance Documents; or (iii) Mimo is informed that: (A) your Bank Account has ceased to be connected to the Mimo Platform via open banking; (B) your accounting platform have ceased to be connected to the Mimo Platform or (C) that you have cancelled your direct debit mandate in favour of Mimo then:
the Available Commitment will be immediately cancelled;
Mimo shall not be obliged to fund any amount under the Facility; and
all draws currently outstanding and unpaid under the facility, including any applicable Facility Fee, shall be immediately due and payable.
Voluntary cancellation and prepayment. The Customer may, if it gives Mimo not less than 20 Business Days’ (or such shorter period as Mimo may agree) prior notice:
cancel the whole or any part of the Available Commitment; or
prepay in full any amount made available to it under the Facility.
Payment of amounts. If the Facility is cancelled pursuant to paragraph (b) above, then you shall pay all amounts owed by it to Mimo on the date on which the Facility is deemed to be so cancelled.
Termination by Mimo. Mimo reserves the right to decrease or cancel the Available Commitment if i) Mimo, in its sole and absolute discretion, determines that there has been a material increase in the risk associated with your ability to repay the loan, where such determination may be based on, but is not limited to, your financial condition, market conditions, or any other factors that Mimo deems relevant; ii) the Facility have remained unused for a period of ninety (90) consecutive days. The decrease or cancellation shall take effect immediately, and Mimo shall notify you within five (5) business days of such changes. All draws currently outstanding and unpaid under the facility, including any applicable Facility Fee, shall be paid on the original due date, upon cancellation under this paragraph
Notices of prepayment or cancellation. Any notice of prepayment or cancellation given by any Party under this Clause 4 shall (subject to the terms of those Clauses) be irrevocable and, unless a contrary indication appears in these Financing Terms, shall specify the date or dates upon which the relevant cancellation or prepayment is to be made and the amount of that cancellation or prepayment.
Interest and other amounts. Any prepayment under this Clause 4 shall be without premium or penalty.
No reinstatement of Commitments. No amount of the Commitments cancelled under these Financing Terms may be subsequently reinstated.
REPRESENTATIONS
General. You make the representations and warranties set out in this Clause 5 to Mimo.
Status. You: (i) are a limited liability corporation, duly incorporated and validly existing under the laws of England and Wales; and (ii) have the power to own your assets and carry on your business as it is being conducted.
Binding obligations. The obligations expressed to be assumed by it in each Finance Document to which you are a party are legal, valid, binding and enforceable obligations.
Power and authority. You have the power to enter into, perform and deliver, and have taken all necessary action to authorise its entry into, performance and delivery of, the Finance Documents to which you are or will be a party and the transactions contemplated by those Finance Documents.
No misleading information. Any factual information provided by you to Mimo under or in connection with these Financing Terms was true and accurate in all material respects as at the date it was provided or as at the date (if any) at which it is stated and is not misleading in any respect.
Times when representations made. All the representations and warranties in this Clause 5 are made by you on the Effective Date and are deemed to be made (by reference to the facts and circumstances then existing) by you on the date that any amount of the Facility is made available to you by Mimo.
YOUR GENERAL OBLIGATIONS
Term of obligations. The undertakings in this Clause 6 remain in force from the Effective Date for so long as any amount is outstanding under the Finance Documents or any Commitment is in force.
Connection to the Mimo Platform. You shall ensure at all times that:
the Bank Accounts is connected to the Mimo Platform,
its accounting platform are connected to the Mimo Platform, and
you have an active direct debit mandate in place in favour of Mimo
so that information may be shared by you with Mimo so as to enable Mimo to evaluate, at all times, the appropriateness of the Facility provided to you under these Terms and Conditions and the Individual Financing Terms.
Information: miscellaneous. You shall supply to Mimo promptly on request, such information regarding you (including, but not limited to, bank account statements, tax returns, personal references with respect to any director of you or any shareholder or ultimate beneficial owner of you and business references with respect to you) as Mimo may reasonably request in order to enable Mimo to carry out credit and other security checks with respect to you as Mimo (in its sole and absolute discretion) considers necessary or desirable and, in this regards, you agree that such information may be provided to third party agencies for the purposes of carrying out such credit and other security checks.
Notification of default. You shall notify Mimo of any Default (and the steps, if any, being taken to remedy it) promptly upon becoming aware of its occurrence.
Actions requiring the consent of Mimo. You must apply for Mimo’s consent:
if you intend to enter into any amalgamation, demerger, merger, consolidation or corporate reconstruction;
prior to making any substantial change to the general nature of your business from that carried on by you at the Effective Date; and
if you intend to enter into arrangements that will have the effect of making any unsecured and unsubordinated claims of Mimo against you under the Finance Documents rank lower in preference that the claims of any of your other unsecured and unsubordinated creditors (except those creditors whose claims are mandatorily preferred by laws of general application to companies).
Actions that you must inform Mimo about. You must inform Mimo within 20 Business Days of you:
creating or permitting to subsist any Security over any of your assets;
becoming a creditor in respect of any indebtedness that:
is equal to or greater than the amount referred to in the Individual Financing Terms; or
would result in the aggregate amount of all indebtedness owed to you being equal to or greater than the amount referred to in the Individual Financing Terms;
incurring or allowing to remain outstanding any guarantee in respect of any obligation of any person:
that is equal to or greater than the amount referred to in the Individual Financing Terms; or
would result in the aggregate amount of all indebtedness guaranteed by you being equal to or greater than the amount referred to in the Individual Financing Terms; or
incurring or allowing to remain outstanding any indebtedness that:
is equal to or greater than the amount referred to in the Individual Financing Terms; or
would result in the aggregate amount of all indebtedness owed by you to persons other than Mimo being equal to or greater than the amount referred to in the Individual Financing Terms.
EVENTS OF DEFAULT
Each of the events or circumstances set out in paragraphs 7.2 to 7.5 of this Clause 7 is an Event of Default.
Non-payment. You do not pay on the due date any amount payable pursuant to a Finance Document at the place at and in the currency in which it is expressed to be payable unless:
payment is made within 15 Business Days of the Repayment Date
you have informed us of your inability to pay by the Repayment Date within 15 business days following the Repayment Date and we have agreed an Alternative Repayment Plan for you;
Mimo in its sole discretion determines that no Event of Default has occurred and is continuing
Other obligations. (i) You do not comply with any provision of the Finance Documents (other than those referred to in paragraph (a) above (ii) No Event of Default under paragraph (i) above will occur if the failure to comply is capable of remedy and is remedied within ten Business Days of the earlier of: (A) Mimo giving notice to you; and (B) you becoming aware of the failure to comply.
Misrepresentation. Any representation or statement made or deemed to be made by you in the Finance Documents or any other document delivered by or on behalf of you under or in connection with any Finance Document is or proves to have been incorrect or misleading when made or deemed to be made.
Cross default. Any:
of your indebtedness exceeding GBP 10,000 is not paid when due nor within any originally applicable grace period; or
of your indebtedness is declared to be or otherwise becomes due and payable prior to its specified maturity as a result of an event of default (however described); or
commitment for any of your indebtedness is cancelled or suspended by a creditor of you as a result of an event of default (however described); o
of your creditors becomes entitled to declare any indebtedness of you due and payable prior to its specified maturity as a result of an event of default (however described).
No Event of Default will occur under this paragraph (d) if the aggregate amount of indebtedness or commitment for indebtedness falling within sub-paragraphs (i) to (iv) above is less than GBP 10,000.
Insolvency. You:
are unable or admit inability to pay your debts as they fall due;
are deemed to, or are declared to, be unable to pay your debts under applicable law;
suspend or threaten to suspend making payments on any of its debts; or
by reason of actual or anticipated financial difficulties, commence negotiations with one or more of your creditors (excluding Mimo in its capacity as such) with a view to rescheduling any of your indebtedness.
The value of your assets is less than your liabilities (taking into account contingent and prospective liabilities).
A moratorium is declared in respect of any of your indebtedness. If a moratorium occurs, the ending of the moratorium will not remedy any Event of Default caused by that moratorium.
Insolvency proceedings. Any corporate action, legal proceedings or other procedure or step is taken in relation to:
the suspension of payments, a moratorium of any indebtedness, winding-up, dissolution, administration or reorganisation (by way of voluntary arrangement, scheme of arrangement or otherwise) of you;
a composition, compromise, assignment or arrangement with any of your creditors;
the appointment of a liquidator, receiver, administrative receiver, administrator, compulsory manager or other similar officer in respect of you or any of your assets; or
enforcement of any Security over any of your assets, or any analogous procedure or step is taken in any jurisdiction.
Sub-paragraph (i) shall not apply to any winding-up petition which is frivolous or vexatious and is discharged, stayed or dismissed within 14 days of commencement.
Creditors’ process. Any expropriation, attachment, sequestration, distress or execution or any analogous process in any jurisdiction affects any of your asset or assets having an aggregate value more than the amount referred to in the Individual Financing Terms.
Unlawfulness and invalidity. It is or becomes unlawful for you to perform any of your obligations under the Finance Documents.
Any of your obligations under any Finance Documents are not or cease to be legal, valid, binding or enforceable and the cessation individually or cumulatively materially and adversely affects the interests of Mimo under the Finance Documents.
Any Finance Document ceases to be in full force and effect.
Cessation of business. You suspend or cease to carry on (or threaten to suspend or cease to carry on) all or a material part of your business.
Repudiation and rescission of agreements. You rescind or purport to rescind or repudiate or purport to repudiate a Finance Document or evidence an intention to rescind or repudiate a Finance Document.
Acceleration. On and at any time after the occurrence of an Event of Default which is continuing Mimo may by notice to you:
cancel the Available Commitment at which time each such Available Commitment shall immediately be cancelled and the Facility shall immediately cease to be available
declare that all or part of any amount made available to you under the Facility and all other amounts outstanding under the Finance Documents be immediately due and payable, at which time they shall become immediately due and payable; and/or
declare that all or part of any amount made available to you under the Facility be payable on demand, at which time they shall immediately become payable on demand by Mimo; and/or
(iv) exercise any or all of its rights, remedies, powers or discretions under the Finance Documents.
Additional remedies available to Mimo. In addition (and without prejudice) to the rights of Mimo pursuant to paragraph (k) above, if, in respect of any amount made available to you under the Facility, you have not repaid (in full) such amount plus the costs of such amount on the Repayment Date relating to such amount, then:
Mimo may by notice to you request that you pay Mimo any Unpaid Sum due on the relevant Repayment Date not later than the date specified in that notice (which shall be within the range of one to 15 business days after the relevant Repayment Date) (such date being the “Extended Repayment Date”); and
if you have not paid such Unpaid Sum by the Extended Repayment Date, Mimo may exercise any or all of its rights, remedies, powers or discretions under the Finance Documents and at law in order to enforce the payment of such Unpaid Sum.
Notifications by Mimo. Mimo may make notifications to any statutory body in the United Kingdom or credit reference agency in respect to any Unpaid Sum.
PAYMENT MECHANICS
Payments to Mimo. You shall ensure that, at all times, the Direct Debit Mandate is in full force and effect with respect to your Mimo Account to ensure timely payments of amounts owing to Mimo under the Finance Documents.
Distributions to you. Mimo may (with the consent of you or in accordance with clause 12.2 of the Terms) apply any amount received by it for you in or towards payment (on the date and in the currency and funds of receipt) of any amount due from you under the Finance Documents or in or towards purchase of any amount of any currency to be so applied.
Set-off by you prohibited. All payments to be made by you under the Finance Documents shall be calculated and be made without (and free and clear of any deduction for) set-off or counterclaim.
Business Days. Any payment under the Finance Documents which is due to be made on a day that is not a Business Day shall be made on the next Business Day in the same calendar month (if there is one) or the preceding Business Day (if there is not).
Currency of account. Sterling is the currency of account and payment for any sum due from you under any Finance Document.
ENTIRE AGREEMENT
These Financing Terms and the Individual Financing Terms constitute the entire agreement between the Parties with respect to the transactions contemplated by these Financing Terms and the Individual Financing Terms and supersedes and extinguishes all previous and contemporaneous agreements, promises, assurances, and understandings between them, whether written or oral, relating to its subject matter.
INDEPENDENT LEGAL ADVICE
Mimo does not hold itself responsible for providing advice or indicating the suitability of the products or services provided by Mimo (including, but not limited to, the Facility). The Customer should always obtain independent legal and other professional advice on the transactions contemplated by these Financing Terms, the Individual Financing Terms and the other Finance Documents to which it is a party. Mimo does not, and does not purport to, offer any advice to you or any other person party to a Finance Document as to the suitability of the Facility for you. You agreeing to the Individual Financing Terms by Mimo does not imply that Mimo considers that the Facility is appropriate to your circumstances. You have, and each other person party to each Finance Document (other than Mimo) has, been advised to take, and has been given full opportunity to take, independent legal advice on these Financing Terms, the Individual Financing Terms and each other Finance Document and the actual and potential consequences of the execution of the same by you and/or such other person (including these Financing Terms and the Individual Financing Terms).
THESE TERMS AND CONDITIONS take effect between the Parties as at the Effective Date.
Schedule 1
Definitions and Interpretation
(a) Definitions.
In these Financing Terms in Part 2 of the Agreement:
“Availability Period” has the meaning given to it in the Individual Financing Terms.
“Available Commitment” means Mimo’s Initial Commitment minus any amounts drawn under the Facility with the applicable Individual Financing terms
“Business Day” means a day (other than a Saturday or Sunday) on which banks are open for general business in London.
“Commitment” refers to:
as at the Effective Date, the Initial Commitment; or
the amount designated as such by Mimo pursuant to Clause 1(b)(ii), to the extent not cancelled, reduced or transferred by it under these Financing Terms.
“Default” means an Event of Default or any event or circumstance specified in Clause 8 (Events of Default) which would (with the expiry of a grace period, the giving of notice, the making of any determination under the Finance Documents or any combination of any of the foregoing) be an Event of Default.
“Event of Default” means any event or circumstance specified as such in Clause 8 (Events of Default).
“Finance Document” means the Agreement (including the Terms and these Financing Terms), the Individual Financing Terms, the Direct Debit Mandate and any other document designated as a “Finance Document” by Mimo and you.
“Initial Commitment” means the amount identified as such in the Individual Financing Terms.
“Security” means a mortgage, charge, pledge, lien or other security interest securing any obligation of any person or any other agreement or arrangement having a similar effect.
“Termination Date” means the date identified as such in the Individual Financing Terms.
“Terms” refers to section 1 of the Agreement being the Mimo General Terms & Conditions governing overall use of the Mimo Platform which are between you and Mimo.
“Unpaid Sum” means any sum due and payable but unpaid by you under the Finance Documents.
(b) Construction.
(i) Unless a contrary indication appears, a reference in these Financing Terms to:
“Mimo”, “you”, any “Party” or any other person shall be construed so as to include its successors in title, permitted assigns and permitted transferees to, or of, its rights and/or obligations under the Finance Documents;
“assets” includes present and future properties, revenues and rights of every description;
a “Finance Document” or any other agreement or instrument is a reference to that Finance Document or other agreement or instrument as amended, novated, supplemented, extended or restated;
“guarantee” means any guarantee, letter of credit, bond, indemnity or similar assurance against loss, or any obligation, direct or indirect, actual or contingent, to purchase or assume any indebtedness of any person or to make an investment in or loan to any person or to purchase assets of any person where, in each case, such obligation is assumed in order to maintain or assist the ability of such person to meet its indebtedness;
“indebtedness” includes any obligation (whether incurred as principal or as surety) for the payment or repayment of money, whether present or future, actual or contingent;
a “person” includes any individual, firm, company, corporation, government, state or agency of a state or any association, trust, joint venture, consortium, partnership or other entity (whether or not having separate legal personality);
a “regulation” includes any regulation, rule, official directive, request or guideline (whether or not having the force of law) of any governmental, intergovernmental or supranational body, agency, department or of any regulatory, self-regulatory or other authority or organisation;
a provision of law is a reference to that provision as amended or re-enacted from time to time; and
a time of day is a reference to London time.
Clause and Schedule headings are for ease of reference only.
Unless a contrary indication appears, a term used in any other Finance Document or in any notice given under or in connection with any Finance Document has the same meaning in that Finance Document or notice as in these Financing Terms.
A Default (other than an Event of Default) is “continuing” if it has not been remedied or waived and an Event of Default is “continuing” if it has not been waived.
(c) Third party rights.
(i) A person who is not a Party has no right under the Contracts (Rights of Third Parties) Act 1999 to enforce or enjoy the benefit of any term of these Financing Terms or the Individual Financing Terms.
(ii) Notwithstanding any term of any Finance Document the consent of any person who is not a Party is not required to rescind or vary these Financing Terms or the Individual Financing Terms at any time.
Part 3: Bibby Customer Addendum
Application of this Addendum
This addendum will apply to you if you are a Bibby Customer, and you have been referred to the Mimo Platform by Bibby.
You will know if you are using the Mimo Platform as a Bibby Customer, because the Bibby logo will be displayed in the top left corner of the Mimo Platform (alongside the Mimo logo).
Modifications to the Agreement and the Mimo Platform
If you are a Bibby Customer, certain terms set out in Part 1 of the Agreement will apply differently to your use of the Mimo Platform. In particular, paragraph 1.3 is amended so that the Services that you can use on Mimo Platform as a Bibby Customer are as follows:
Bibby Pay: Where you meet certain eligibility criteria, you will be offered the "Bibby Availability" option to pay your suppliers. If you select the "Bibby Availability" option for payment of your supplier invoices, Bibby will send funds to cover the value of your supplier invoice directly to the E-Money Wallet specified in the Customer Information Sheet. These funds will be provided to you by Bibby from any available balance in your Bibby Credit Line. Provision of the Bibby Pay service requires that you satisfy Bibby's onboarding criteria for this product, and you agree to comply with any relevant customer terms and conditions provided to you by Bibby;
Open Banking Payment Plug-In: You can also pay your suppliers through your 'house bank account' by using the Open Banking Payment Plug-In on the Mimo Platform. You can select the 'Bank Account' option on the Mimo Platform either to add funds to your E-Money Wallet or to pay a supplier invoice, and you will be redirected to the platform of a third party FCA authorised payment institution's (the "Open Banking Provider") open banking platform. The Open Banking Provider will connect with your existing bank accounts and allow you to use the funds from your existing bank accounts to add money to the E-Money Wallet specified in your Customer Information Sheet (the "Open Banking Payment Plug-In"). If you select this option to pay a supplier invoice, money will be added to your E-Money Wallet, and the invoice will be settled immediately or on a selected future date using these funds. You can also use the Open Banking Payment Plug-In to manage your payroll payments; and
E-Money Wallet: Through the Mimo Platform you are able to access an E-Money Wallet held with, issued and operated by an E-Money Wallet Provider which is partnered with Mimo. The identity of the E-Money Wallet Provider is specified in the Customer Information Sheet. You can add money to this E-Money Wallet using Bibby Pay and pay your supplier invoices using the funds in this E-Money Wallet, via Bibby Pay.
This E-Money Wallet is not issued or operated by Mimo, and you will be required to agree to the terms and conditions of the E-Money Wallet Provider during onboarding.
As a Bibby Customer, the following paragraphs of this Agreement will not apply to you:
paragraph 5: 'How you can access Mimo Flex'; and
paragraph 7 'Get Paid by Mimo'.
3. Operation of Bibby Pay
As a Bibby Customer, you will have been provided with access to a specified amount of credit with which you can pay your supplier invoices (the "Invoice Finance Agreement").
When selecting "Bibby Availability", the following steps will take place:
Bibby will be notified that you would like to pay a supplier invoice using your Invoice Finance Agreement;
Bibby will perform the required eligibility checks, to make sure that you are able to use your Invoice Finance Agreement to settle the selected invoice; and
Once Bibby have determined your eligibility, the funds will be sent to your E-Money Wallet, and will immediately be used to settle the selected supplier invoice.
The provision of Bibby Pay on the Mimo Platform shall at all times be subject to your compliance with all relevant terms and conditions between you and Bibby, as well as with this Agreement.
Data Sharing
Mimo will share certain of your data with Bibby for reporting purposes. This will include payment requests, payment beneficiary details and usage data to improve the service. To the extent this data constitutes personal data, it will be processed by Bibby and Mimo as independent data controllers, in accordance with their respective privacy notices available at Bibby Privacy Notice (https://www.bibbyfinancialservices.com/footer/privacy-notice) and Mimo privacy notice (https://www.mimohq.com/legal/privacy)