In the User Agreement below, we use the terms "Buyer" and "Seller" , "Customer" and "User". The term "Buyer" refers to an investor who, through winning an auction or purchasing an invoice (also referred to as an "accounts payable", and in the context of the FluidP2P platform as "listings") outright on the FluidP2P platform, has acquired the right to receive the income due under the invoice. The Buyer has not acquired the goods or services (or any derivative right) to which the invoice relates. The term "Seller" refers to a party who sells an invoice on the FluidP2P platform, whether by auction or fixed price sale. A Seller does not have to be the original issuer of the invoice sold, but he or she must be entitled to receive the income due under the invoice, or otherwise be entitled to sell or auction that right to the Buyer. The term "Customer" refers to the Customer of the Seller, to whom the invoice has been issued. The term "User" refers to any party who accesses the FluidP2P platform, whether as a Buyer, a Seller, or otherwise. The term "we", "our", "us" variously refer to FluidP2P or its authorised representatives. Unless the context otherwise clearly indicates, words used in the singular include the plural, the plural includes the singular, and the neuter gender includes the masculine and the feminine. Please read the User Agreement carefully, as it sets out the contractual rights and obligations of all Users. By buying, selling, bidding or utilising the Fluid P2P platform in any way, Users to agree to be bound contractually by the terms of the User Agreement. Failure to comply with the User Agreement, by referencing to its wording or the spirit of its wording, may result in Users' privileges and access to the Fluid P2P platform being withdrawn without notice.
All Buyers and Sellers on the FluidP2P platform must adhere to this User Agreement. We are a marketplace that allows Users to offer, sell and buy invoices, also know as "accounts receivable" in a variety of sales formats. We do not take or have possession of anything listed or sold through our platform, and we are not involved in the actual transaction between Buyers and Sellers. The contract for the sale is directly between Buyer and Seller. We do not guarantee to make good payments between the Buyer and Seller. Whilst we may provide pricing, listing and other guidance as part of our services, such guidance is solely informational and you may decide to follow it or not. We do not routinely review Users' listings or content, although we reserve the right to do so. While we may help facilitate the resolution of disputes through various programmes, we have no control over and do not guarantee the existence or legality of accounts payable advertised; the truth or accuracy of Users’ content or listings; the ability of Sellers to sell accounts payable; the ability of Buyers to pay for accounts payable; or that a Buyer or Seller will actually complete a transaction. Moreover, we cannot guarantee that Customers will settle their accounts payable, meaning that the Seller may not be in a position to convey invoice settlement to the Buyer. (This is the chief credit risk involved in investing in invoices.)
Payment and payee details
Sellers must have a valid payment method on file with us at all times. By placing lots on website you authorise us to automatically charge your chosen payment method in accordance with this User Agreement and the applicable billing agreement(s) you agree to when setting up or changing your payment method, for future charges and fees incurred in relation to the Services provided by us. This includes, but is not limited to, amounts owed for listing and final fees. Where possible we will notify you of these charges. If payments or amounts owed to us cannot be completed through the payment method on file for any reason, you remain obligated to pay us for all unpaid amounts and we reserve the right to seek reimbursement through other means plus any additional costs incurred by us in seeking reimbursement. You can change your payment method for use on FluidP2P at any time. Buyers must provide valid banking details (or alternative payment options which is acceptable to the Seller). If the absence of valid banking details (or alternative payment options), invoice settlements will not be passed on and may be held in escrow by FluidP2P. We reserve the right to levy administration fees if funds must be held in escrow. The administration fee will be GBP 1 or 0.1 per cent of the funds to be held in escrow, whichever sum is higher, levied for every day the funds are held in escrow and valid banking details (or alternative payment options) have not been communicated to us. The administration fee will be deducted directly from the funds held in escrow until all such funds have been defrayed.
When listing an item, you agree to comply with the following guidelines:
- You are responsible for the accuracy and content of the listing and item offered.
- Your listing may not be immediately searchable by keyword or category for a few hours.
- Content that violates any of our policies may be deleted at our discretion.
- Any posting fee paid is non-refundable, even if the listing is subsequently not approved.
- We reserve the right not to approve listings for any reason, and we reserve the right not to provide reasoning for doing so.
- We reserve the right to cancel auctions or sales for any reason, and we reserve the right not to provide reasoning for doing so.
When buying an item, you agree that:
- You are responsible for reading the full item listing before making a bid or commitment to buy.
- You enter into a legally binding contract to purchase an account receivable when you commit to buy an account receivable, your offer for an account receivable is accepted, or if you have the winning bid (or your bid is otherwise accepted).
- We do not transfer legal ownership of accounts receivable from the Seller to the Buyer.
We cannot guarantee refunds will be possible. If you change your mind after purchasing an invoice you contact us and we will contact the original Seller to understand if they would be willing to refund the cost. Our commission from both Seller and Buyer are non-refundable, and would be excluded from any refund arrangements.
Role of the Seller
By selling an invoice through FluidP2P, the Seller is agreeing to act as a paying agent in respect of the invoice settlement. This means that when the Seller's Customer settles the invoice, the Seller is obliged to transfer the full amount of the settlement (or settlements, if the Customer pays in multiple installments or ad hoc sums) to the Buyer, using the Buyer's account details which will be provided to the Seller by FluidP2P. The Seller's contractual obligation to act as paying agent is not terminated until the full settlement has been paid to the Buyer, and these funds have been cleared (so are therefore no longer pending). Transfer of the full amount of the settlement should take place as soon as possible. If the transfer is not received by FluidP2P within four working days from the date of the receipt of the settlement between the Seller and the Seller's Customer, we reserve the right to charge the Seller an administration fee of GBP 1 or 0.1 per cent of the settled funds due, whichever amount is higher, for every working day the settlement has not been received by the Buyer from cleared funds. We reserve the right to contact the Customer on behalf of the Buyer once an invoice becomes due for payment. We reserve the right to broker a sale of the invoice to a third party, including a debt collection service, once an invoice becomes due for payment. The Seller can only list invoices for which the Seller has the right to income under that invoice (so is either the original issuer, or has legally acquired the interest to income under the invoice, or is otherwise authorised by the party which has the interest to income under the invoice to sell or auction the invoice). Fraudulent invoices cannot be listed. Invoices which have not been agreed with the Customer, or which have been disputed by the Customer, cannot be listed, unless details of the non-agreement or dispute are clearly explained in the invoice description field. Invoices which have been settled already cannot be listed.