Terms & Conditions

General Conditions

These general conditions (“General Conditions”) apply to Froda’s business loans. Terms in the Credit Agreement shall have the same meaning in these General Conditions, unless otherwise stated. The latest update to these General Conditions took place on 5 December 2024.

1. Definitions

Agreement
The credit agreement with its annexes, including these General Conditions.

Banking Day
Banking Day refers to all days except Saturday, Sunday, Midsummer's Eve, Christmas Eve,New Year's Eve or Swedish public holiday.

Borrower
The legal person or individual trader who entered into the Credit Agreement with Froda.

Credit
The borrower’s outstanding credit at any given time with Froda under the Credit Agreement, including outstanding interest, fees and other costs that apply to the credit.

Credit Agreement
Business Credit Agreement between Froda and the Borrower, including its Credit Conditions Annex, which sets out the main conditions of the Credit, as agreed from time to time.

Credit amount
The amount in Swedish kronor that Froda has paid to the Borrower and which is stated under the corresponding definition in the Credit Agreement.

Credit Conditions Annex
The document setting out the main conditions of the Credit. At the conclusion of the Credit Agreement, the Credit Conditions Annex is the document attached to the Credit Agreement. In accordance with these General Conditions, the conditions of the Credit may change during the term. The Credit Conditions Annex is then the most recently communicated version of the document available in Froda's Internet Service.

Froda
Froda AB, org. no. 556999–3388, Katarinavägen 9, 116 45 Stockholm. Also referred to as "Froda".

Froda's Internet Service
The internet service that Froda provides to the Borrower at any given time regarding the application and continued management of credit with Froda and which the Borrower and any associated persons can reach in logged in mode. The Internet Service is provided in Froda’s and/or any partners’ internet-based channels.

Guarantor
Any natural or legal person who has guaranteed the Borrower’s obligations under the Agreement.

Money Laundering Legislation
The Act (2017:630) on Measures Against Money Laundering and Terrorist Financing, or other applicable laws, rules and/or regulations on measures against money laundering and terrorist financing.

Partner
The company that collaborated with Froda in offering Froda’s business loans to the Borrower.

2. General
These General Conditions apply to the Borrower’s utilisation of the Credit under the Agreement and, if applicable, to the guarantee under which a Guarantor has guaranteed the Borrower’s obligations under the Agreement. The Agreement shall be deemed binding when the Borrower signs the Credit Agreement. Froda reserves the right to withdraw from the Agreement and not to proceed with payment until the necessary guarantee is in place and credit rating and necessary checks under Money Laundering Legislation have been carried out with satisfactory outcomes.

3. Interest and fees
The Borrower shall pay Froda interest, amortisation and fees in accordance with the conditions set out in the Agreement. The interest rate is calculated according to the basis applied by Froda at any given time.

Froda has the right to change the interest rate for the Credit with immediate effect, or at a time that Froda determines in the event that:

• Conditions beyond Froda's control and which Froda used to determine the interest rate have changed;

• New legislation, decisions from authorities or credit policy decisions affect the basis used by Froda to establish.

• Froda’s costs of financing have changed; or

• Froda faces cost increases that could not reasonably be foreseen when the Credit was granted. Froda will inform the Borrower of such changes by means of a notice in Froda’s Internet Service or by other means.

4. Late payment interest and settlement
In the event of any delay in payment of interest, amortisation or any other amount due, Froda is entitled to charge late payment interest, reminder fee and costs as follows:

• Late payment interest amounting to the Borrower’s current interest rate with an addition of two (2) percentage points,

• Reminder fee of SEK 60 on each occasion Froda does not receive the agreed payment on the due date and takes action in connection with this; and

• Any cost of drafting demand letters, collection and similar measures related to collecting payment. Froda has the right to offset all overdue interest payments, costs, fees and late payment interest, before settlement of the capital debt takes place. If there are several loans, Froda reserves the right to choose which one is subject to settlement in the event of payment received.

5. Repayment method and repayment
Repayment of the credit is made in accordance with the payment plan communicated by Froda in the applicable Credit Conditions Annex. There may be one or several methods of repayment available e.g. via direct debit, via invoice or via the Borrower’s card acquirer. Froda reserves the right, during the term of the Credit, to change the repayment method to any other of the repayment methods that Froda applies at any given time.

The borrower is obliged to take all necessary actions for payment to be made, including ensuring that, at each payment date, funds are available to make the payment, and to pay according to Froda’s instruction, no later than the due date. If Froda so requests, payment shall be made by special deposit to the account specified by Froda. If the Credit is not repaid by the end of the term, the entire remaining liability, including accrued interest and any fees, shall become due on that day.

In the event that individual amounts deviate from the payment plan, due to e.g. calendar effects, Froda reserves the right to add such a different amount to a different earlier or later payment date than that resulting from the payment plan.

In the event of changes to the interest rate, non-payments or late payments, additional amortisation or similar deviations in relation to the Agreement, Froda is entitled to change future payment plans by adjusting amounts, extending the term of the Credit or a combination thereof to reflect the new circumstances.

The conditions of the credit, such as maturity and amortisation terms, are based on the Borrower’s ability to pay being unchanged. If Froda considers that the ability to pay has deteriorated or if Froda has reason to believe that it may deteriorate, for example due to non-payments, the Credit shall be amortised in accordance with Froda’s applicable credit framework at any given time.

6. Ongoing reconciliation
A monthly report with summary of the Credit, including information about completed payments, is available in Froda's Internet Service, or if this is not the case, is made available to the Borrower by physical or electronic mail. The Borrower shall continuously check debits and all other relevant information regarding the Credit and contact Partner or Froda without delay regarding suspected deviations.

7. The Borrower’s representations and warranties
The Borrower warrants from the date of the signing of the Agreement and until the Credit is fully repaid that:

1. The credit shall be used exclusively within the Borrower’s business activities within the scope of the Borrower’s business purpose and in accordance with all applicable legislation;

2. The Borrower, if an individual, enters into the Agreement as a trader;

3. The borrower is not subject to compulsory liquidation or obliged to produce a balance sheet for liquidation purposes, is not in, or has not filed for, bankruptcy, company reorganisation, debt restructuring, composition proceedings or similar proceedings, is not insolvent or cannot reasonably be expected to become insolvent;

4. The Borrower has made all necessary decisions and is also otherwise entitled to enter into the Agreement, which contains valid and binding obligations for the Borrower that can be enforced against the Borrower in accordance with the wording of the

Agreement;

5. The person or persons who signed the Credit Agreement have the power and authority to bind the Borrower to this Agreement;

6. This Agreement is not entered into in contravention of any terms resulting from any other credit agreements or other agreements entered into by the Borrower;

7. The Borrower is not aware of any circumstances which would jeopardise repayment of the Credit in accordance with the Agreement;

8. The Borrower has not provided any security (e.g. company mortgage or pledge) to any other creditor;

9. No funds used for payment of the Credit are derived from illegal activity;

10. No changes in ownership or board of directors are planned or expected;

11. The credit will not be used, directly or indirectly, in whole or in part, to disburse funds to the owner of the Borrower. Payment includes all forms of disbursements, including dividends and other transfers of value, credits or credit repayments, except customary salary and expense payments that are part of the ordinary course of business; and

12. All information provided by the Borrower to Froda is accurate, complete and not misleading.

8. Froda’s approval of changes of material importance

The Borrower shall not, without Froda's prior written approval, decide on or implement any changes of material importance to the Agreement. Examples of such changes are changes in ownership which mean that someone, directly or indirectly, acquires 25% or more of the shares or votes in the Borrower or otherwise has the opportunity to exercise a controlling influence over the Borrower, change of the Borrower’s objects of business, change of tax residence or a change in the Borrower’s control that can reasonably be assumed to adversely affect the Borrower’s ability to fulfil its obligations under the Agreement.

If the Borrower wishes to implement a change of material importance, the Borrower must send a request for approval to Froda and await Froda's written approval before the change is implemented.

9. Duty of notification

Without limitation to the provisions of Section 8 above:

The Borrower is obliged to promptly inform Froda of such events that may be assumed to affect the Borrower's repayment capacity or the Borrower's obligations in general under this Agreement, such as changes in ownership or financial position or breach of the Agreement. At Froda's request, the Borrower shall provide the information and documents about its financial position that Froda deems necessary.

The Borrower is obliged to keep the relevant contact details and other information about the Borrower up to date and to notify Froda without delay of changes to address details, representatives, telephone numbers, email address, account and/or card numbers for debiting payments of the Credit and other information necessary to fulfil the Agreement.

10. Transfer and pledge

Froda has the right to transfer or pledge its claim under the Agreement to another party without the Borrower's consent. Froda also has the right to transfer or pledge the entire Agreement (including Froda's rights and obligations) to another party without the Borrower's consent.

11. Prohibition of transfer or restriction of Froda's rights

The Borrower is not entitled, without Froda's written consent, to transfer or pledge the Agreement or any of its rights or obligations under the Agreement to another party, or to reach an agreement with another party that restricts Froda's rights under this Agreement.

12. Term

This Agreement shall commence when the Borrower signs the Credit Agreement and shall remain in force until the Credit is fully paid. Note, however, Froda's right to withdraw from the agreement in accordance with sections 2 and 14.

13. Early repayment

The Borrower has the right to repay the entire Credit at any time (where, when calculating payments made, the allocation between principal amounts, interest and fees is calculated according to Froda’s principles applied at any given time). The Borrower is also entitled to repay part of the Credit at any time by amortisation in addition to the agreed payment plan. In the event of such additional amortisation, unless otherwise agreed, an agreed periodic amortisation amount is maintained, but the term of the Credit is adjusted in line with the amount paid off early. In the event of repayment according to the previous paragraph, the Borrower shall contact Partner or Froda for payment instructions, or alternatively use the functionality intended for the purpose in Froda's Internet Service.

14. Early termination

Froda has the right to terminate the Credit (including all outstanding interest and fees) for immediate payment if any of the following circumstances exist:

1. The Borrower has not fulfilled its obligations under the Agreement or otherwise towards Froda, for example by non-payment of the amount due;

2. Other credit, which the Borrower has with Froda or with another creditor, is terminated for early repayment by Froda or the other creditor;

3. There are reasonable grounds to assume that the Borrower will not fulfil its payment obligations to Froda or that a Guarantor's guarantee does not, in Froda's reasonable assessment, constitute sufficient security for the Borrower’s obligations under the

Agreement;

4. It is clear that the Borrower by deviating, disposing of property or otherwise is evading payment of the Credit;

5. The Borrower or any Guarantor is insolvent or recognises its inability to pay its debts as they fall due, goes into bankruptcy or liquidation, suspends payments or enters into negotiations with any creditor for composition, business reorganisation or debt restructuring;

6. Any security provided for the Credit is no longer satisfactory;

7. The Borrower has provided an incorrect or misleading representation or warranty (according to Section 7 above) if some circumstance and rectification is not made (if rectification is possible) within seven (7) days of the Borrower becoming aware of it; or

8. Froda considers that customer due diligence regarding the Borrower cannot be achieved or maintained in accordance with Money Laundering Legislation, or if the Borrower has made such transactions or otherwise acted in a manner that makes it reasonable to suspect money laundering or terrorist financing or that property otherwise originates from criminal acts. The same shall apply if, due to provisions of law or regulation, sanctions regulations or governmental action, it becomes illegal or impossible for Froda to provide the Credit or fulfil its obligations under the Agreement or if the Borrower does not provide such additional customer due diligence information and information about payments that Froda may request under said laws and regulations.

15 Notifications

Information and notices that Froda provides to the Borrower under the Agreement may be provided in accordance with what is stated in this clause. Froda has the right to communicate in Swedish or English.

Messages from Froda: Notice sent by Froda by registered letter or regular letter shall be deemed to have been received by the Borrower no later than the fifth Banking day after sending, if the letter has been sent to the address provided by the Borrower to Froda. Notice through Froda’s Internet Service or email shall be deemed to have been received by the Borrower at the time of sending. If the notice was sent outside normal business hours (which means Banking days between 8:00 a.m. and 5:00 p.m.), the notice shall be deemed to have been received by the Borrower at 8:00 a.m. on the following Banking Day.

Message from the Borrower: Notice sent by the Borrower by registered letter shall be sent to the address specified in the Credit Agreement, unless Froda has requested a reply in writing in another way or to another address and shall be deemed to have been received by Froda on the Banking day on which the notice arrived at said address. Notice via Froda’s Internet Service or email shall be deemed to have been received by Froda at the time of Froda’s receipt of the notice. If the notice is received outside normal business hours (meaning Banking days between 8:00 a.m. and 5:00 p.m.), the notice shall be deemed to have been received by Froda at the beginning of the following Banking day.

16. Limitations on the liability of Froda

Froda is not liable for damage that affects the Borrower or the Guarantor and that is due to circumstances beyond Froda's control, such as legal enactment, government action, war event, strike, blockade, boycott, lockout or other similar circumstance in Sweden or abroad. The reservation regarding strike, blockade, boycott and lockout applies even if Froda itself is subject to or takes such industrial action. Froda is also not liable for damage caused by interruptions or other disturbances in electricity supply, automatic data processing, data transmission, telecommunications, other electronic communications or in other technical equipment belonging to someone other than Froda and that Froda has no control over or other circumstance outside Froda's control. Damage incurred in other cases shall not be compensated by Froda if Froda has exercised reasonable care.

Froda has no liability for indirect damage, unless Froda caused the damage through gross negligence. If Froda is prevented from implementing all or part of a measure under this Agreement due to a circumstance specified in this section 16, the measure may be postponed until the obstacle has ceased. If, as a result of such circumstance, Froda is prevented from executing or receiving payment, Froda and the Borrower/Guarantor shall not be obliged to pay late payment interest or other fees attributable to late payment.

17. Change of conditions

Froda has the right to change these General Conditions. Amendments that extend the Borrower’s obligations or reduce its rights and that are not due to changes in law, directive, regulation or regulation by an authority, shall be notified to the Borrower and any Guarantor by Froda no later than one month before the amendment comes into force. In the event that the Borrower does not accept a change that is not due to a change in law, directive, regulation or regulation by an authority, the Borrower has the right to terminate the Agreement as of the date on which the change comes into force. On the date of termination of this Agreement, the entire Credit is due for immediate payment.

The conditions of the Credit may, according to the principles Froda applies from time to time, be changed by the Borrower by the Borrower requesting such a change in Froda's Internet Service or through other contact with Partner or Froda. A change to the conditions of the Credit shall be deemed to have been made if Froda accepts the requested change and confirms the change by issuing a new Credit Conditions Annex in Froda's Internet Service or via other durable means.

The terms and conditions of the credit may in some cases be modified by Froda in accordance with these General Conditions. Such a change to the conditions of the Credit shall be deemed to have occurred when Froda communicates the change by issuing a new Credit Conditions Annex in Froda's Internet Service or via other durable means.

19. Exit from Partner

The Agreement is contingent upon Borrower and Froda maintaining its relationship with Partner. In the event the Borrower terminates its relationship with Partner, borrower shall immediately inform Froda of this including information on when.

In the event of such an event where the Partner is no longer involved in provision of the Credit regardless of reason, the following shall apply:

I. Froda has the right to terminate the Credit (including all outstanding interest and fees) for immediate payment.

II. Froda has the right to make amendments to the payment plan and methods of repayment.

III. Froda has the right, but not the obligation, to continue servicing the Credit through Froda’s own distribution channels or otherwise suggest alternative solutions.

19. Consent regarding handling of personal data, disclosure of information to credit reporting companies and partners

Upon application and use of Credit (including as part of the conclusion of this Agreement), Froda will process personal data and other information about the Borrower, its owners, its authorised representatives and/or any Guarantor. Where applicable, such information, including information about the customer relationship as such, may be provided to third parties such as credit reporting agencies or Froda's partners.

Read more about how Froda processes your personal data and other data in Froda’s Privacy Policy, which is available on Froda’s website.

20. Credit report and electronic distribution of copy of the credit report

Froda may carry out a credit check on the Borrower and its representatives. The credit check is carried out by a third-party credit reporting agency (e.g. UC, Bisnode or Credit Safe). The email address of the Borrower or representative may be disclosed to third parties, and used for electronic notification and distribution of a copy of the credit report. The Borrower or representative will then receive a copy of the information provided by the credit reporting agency. The distribution of this copy credit report is done electronically via a web portal (minupplysning.se) and login details are sent to the Borrower or representative via email.

21. Applicable law and dispute resolution

The law of the jurisdiction where the Borrower has its domicile shall apply to the Agreement. Disputes arising in from the Agreement shall be settled by a public court.

22. Money laundering

Froda is a credit institution and is supervised by the Swedish Financial Supervisory Authority. Froda is obliged to comply with the money laundering regulations that follow from Money Laundering Legislation. Under Money Laundering Legislation, Froda is obliged to take measures to prevent money laundering or terrorist financing from taking place. Such measures mean, inter alia, that Froda must investigate the purpose of a transaction, who or which persons are beneficial owners of a borrower, if there are persons in a politically exposed position linked to the borrower, and take such measures as are required to achieve customer due diligence in accordance with Money Laundering Legislation and the Financial Supervisory Authority's regulations in this area.

23. Claims and complaints

In the event of questions or complaints in any respect, the Borrower should primarily contact Partner’s customer service. Opening hours and contact details can be found on Partner’s website. If the Borrower is not satisfied with the responses provided by customer service, the Borrower may turn to the Froda complaints manager. Contact details and procedures are shown on Froda’s website.