Schedule 12 - Data Privacy Notice
Version 1 - Released and Dated 14th November 2022
SCHEDULE 12 - DATA PRIVACY NOTICE
This data privacy notice ("Notice") sets out how and why the Issuer, the "Agents" or "we" or "us" or "our") collect, use, store, transfer or otherwise process your personal data when either you (in your individual capacity) or an entity of which you are an individual director, officer, employee, other representative or beneficial owner (if an individual or, if the beneficial owner is a legal entity, an officer, employee or another representative of the beneficial owner) (the "Investing Entity") (together, "you" or "your") invest(s) into the Notes, in accordance with the European Union's General Data Protection Regulation. Where the investor in the Notes is an Investing Entity, please provide a copy of this Notice to the Investing Entity's directors, officers, employees, other representatives and/or owners whose personal data the Issuer may process. This Notice also contains information about your rights in relation to your personal data.
1. WHY ARE WE PROVIDING THIS DATA PRIVACY NOTICE TO YOU?
1.1 In connection with your investment into the Notes, you may have already provided or may need to, from time to time, provide personal data to us.
1.2 If you do not supply this data, there may not be sufficient information for us to administer your investment in the Notes, fulfil our obligations to you under the Fund documents and/or communicate to you matters relating to your investment in the Notes.
1.3 With effect from 25 May 2018, there have been changes to the rules applicable to the processing of your personal data by us. 1.4 Please read this Notice carefully to understand what we do with your personal data.
2. IN WHAT CAPACITY ARE WE ACTING IN RESPECT OF YOUR PERSONAL DATA?
2.1 When you provide us with your personal data, the Issuer acts as a "data controller". In simple terms, this means that:
2.1.1 we "control" the personal data that you provide, including making sure that it is kept secure; and
2.1.2 we make certain decisions on how to use and protect your personal data, but only to the extent that we have informed you about the use or are otherwise required and/or permitted to do so by law.
3. WHAT INFORMATION DO WE COLLECT ABOUT YOU?
3.1 The types of personal data we collect and share depends on the product or service you have with us and the nature of your investment. This information can include or be related to among others:
3.1.1 name;
3.1.2 email address;
3.1.3 telephone number;
3.1.4 work address;
3.1.5 position in Investing Entity;
3.1.6 passport and/or other identification document number;
3.1.7 personal address;
3.1.8 assets and income* ;
3.1.9 investment experience* ;
3.1.10 risk tolerance and transaction history* ;
3.1.11 investment activity*
3.1.12 and more generally any information you filled in when completing the Subscription Form or any form or digital contact form.
3.2 The personal data collected about you is necessary for us to provide the service you require and to facilitate our business relationship.
3.3 We may combine personal data that you provide to us with information that we collect from, or about you, in some circumstances.
3.4 This will include information collected in an online or offline context.
4. WHERE DO WE OBTAIN YOUR PERSONAL DATA?
4.1 We collect information about you from a number of sources. Generally speaking, we may obtain your personal data in two main ways – information that you provide to us; and information we obtain from others.
4.2 How do you provide your personal data to us?
4.2.1 from the subscription documents, forms and any associated documentation that you complete when you subscribe for interest in the Notes;
4.2.2 when you provide it to us in correspondence and conversations;
4.2.3 when you engage in transactions with respect to the Notes or otherwise interact with us (including through websites or online portals or platforms); and
4.2.4 when you tell us where to send money.
4.3 How do we obtain your personal data from others?
4.3.1 from publicly available and accessible directories and sources;
4.3.2 from bankruptcy registers;
4.3.3 from tax authorities, including those that are based outside the UK and the European Economic Area ("EEA") if you are subject to tax in another jurisdiction;
4.3.4 from governmental and competent regulatory authorities to whom we have regulatory obligations;
4.3.5 from credit agencies; and
4.3.6 from fraud prevention and detection agencies and organisations.
5. WHY DO WE PROCESS YOUR PERSONAL DATA?
5.1 We set out below the reasons/purposes why and how we process your personal data:
Why? | How? | |
1. | Contract | It is necessary to perform our contract with you to: (a) allow you to acquire and maintain your interest in the Notes; (b) meet the resulting contractual obligations we have to you, including notification, consent and reporting obligations; (c) facilitate the continuation or termination of the contractual relationship between you and the Notes; and (d) facilitate the transfer of funds, and administer and facilitate any other transaction, between you and the Notes. |
2. | Compliance with law | It is necessary for compliance with an applicable legal or regulatory obligation to which we are subject top: (a) undertake our client and investor due diligence and onboarding checks; (b) carry out verification, know-your-client (KYC), anti-terrorist financing and anti-money laundering checks; (c) verify the identity and addresses of our investors (and, if applicable their officers and/or beneficial owners); (d) comply with requests from regulatory, governmental, tax and law enforcement authorities; (e) surveillance and investigation; (f) carry out audit checks; (g) maintain statutory registers; (h) prevent and detect fraud; and (i) sanctions. |
3. | Our legitimate interests | For our legitimate interests or those of a third party to: (a) manage and administer your interest in the Notes on an ongoing basis; (b) assess and process any applications or requests made by you; (c) send updates, information and notices or otherwise correspond with you in connection with your interest in the Notes; (d) address or investigate any complaints, claims, proceedings or disputes; (e) provide you with, and inform you about, our investment products and services; (f) monitor and improve our relationships with investors; (g) send direct marketing and/or pre-marketing communications to you; (h) comply with applicable regulatory obligations; (i) manage our risk and operations; (j) comply with our accounting requirements and tax and other reporting requirements; (k) comply with our audit requirements; (l) assist with internal compliance with our policies and processes; (m) ensure appropriate group management and governance; (n) maintain our internal records; (o) protect our business against fraud, breach of confidence, theft of proprietary materials, and other financial or business crimes (to the extent that this is not required of us by law); (p) seek professional advice, including legal advice; (q) monitor communications to/from us using our systems; and (r) protect the security and integrity of our IT systems. We only rely on these interests where we have considered that, on balance, our legitimate interests are not overridden by your interests, fundamental rights or freedoms. |
5.2 Direct marketing / pre-marketing (as described in item 3(g) above)
5.2.1 We may process your personal data for direct marketing and/or pre-marketing purposes:
(a) to provide you with information, products and services that may be of interest to you in the context of our investment-related activities; or
(b) in connection with future fundraising activities.
5.2.2 You have a right at any time to stop us from contacting you for marketing purposes.
5.2.3 If you object to the processing of your personal data for direct marketing purposes, we will stop using your personal data for these purposes. If you no longer wish to be contacted for marketing purposes, please contact us.
5.3 Monitoring (as described in item 3(q) above)
5.3.1 We monitor communications where the law requires us to do so. We will also monitor where we are required to do so to comply with our regulatory rules and practices and, where we are permitted to do so, to protect our business and the security of our systems.
6. WHO DO WE SHARE YOUR PERSONAL DATA WITH?
6.1 Your personal data will be shared with the following persons for the following reasons:
Who? | Why? | |
1. | Our affiliates and related parties |
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2. | Administrators, depositaries, custodians, lenders, counterparties |
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3. | Tax authorities |
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4. | Service providers |
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5. | Our lawyers, auditors and other professional advisers |
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6.2 In exceptional circumstances, we will share your personal data with:
6.2.1 competent regulatory, prosecuting and other governmental agencies or litigation counterparties, in any country or territory; where we are required to do so by law and
6.2.2 other organisations and agencies, where we are required to do so by law.
7. ARE YOU REQUIRED TO PROVIDE US WITH YOUR PERSONAL DATA?
7.1 Where we collect personal data from you, we will indicate if:
7.1.1 the provision of the personal data is necessary for our compliance with a legal and/or regulatory obligation and/or for provision of our services to you; or
7.1.2 it is purely voluntary and there are no implications for you if you do not wish to provide us with it.
7.2 Unless otherwise indicated, you should assume that we require the personal data for business and/or compliance purposes.
7.3 Some of the personal data we request is necessary for us to perform our contract with you and if you do not wish to provide us with this personal data, it may affect our ability to provide our offering of products and/or services to you, to fulfil our obligations to you and/or to manage your investment.
8. TRANSFER OF PERSONAL DATA INTERNATIONALLY
8.1 We may transfer your personal data to our affiliates, related parties, counterparties and/or third-party service providers in jurisdictions outside of the EEA which do not have similarly strict data protection and privacy laws.
8.2 Where we transfer personal data to other members of our group, or our service providers, we will put in place data transfer agreements and safeguards using European Commission-approved terms.
9. RIGHT TO WITHDRAW CONSENT
9.1 We do not generally rely on obtaining your consent to process your personal data.
9.2 If we do, you have the right to withdraw this consent at any time.
9.3 Please contact us or send us an email at support@frictionless.markets at any time if you wish to do so.
10. RETENTION AND DELETION OF PERSONAL DATA
10.1 We keep your personal data for as long as it is required by us for our legitimate business purposes, to perform our contractual obligations, or where longer, such longer period as is required by law or regulatory obligations which apply to us.
10.2 We will generally retain information about you throughout the life cycle of any investment you are involved in.
10.3 Some personal information will be retained after your relationship with us ends.
10.4 As a general principle, we do not retain your personal data for longer than we need it.
10.5 Unless otherwise legally required, we will usually delete your personal information (at the latest) at the completion of seven years after completion of the winding-up of the Securitisation Fund.
11. YOUR DATA PROTECTION RIGHTS
11.1 You may have certain data protection rights, including
11.1.1 the right to access your personal data;
11.1.2 the right to restrict the use of your personal data;
11.1.3 the right to have incomplete or inaccurate data corrected;
11.1.4 the right to ask us to stop processing your personal data;
11.1.5 the right to require us to delete your personal data in some limited circumstances.
11.2 You also have the right in some circumstances to request that we "port" your personal data in a portable, re-usable format to other organisations (where this is possible).
12. CONCERNS OR QUERIES
12.1 We take your concerns very seriously. We encourage you to bring to our attention any concerns you may have about our processing of your personal data.
12.2 This Notice was drafted with simplicity and clarity in mind. We are, of course, happy to provide any further information or explanation needed. Our contact details are below.
12.3 If you want to make a complaint, you can also contact the body regulating data protection in your country, where you live or work, or the location where the data protection issue arose.
13. CONTACT US
13.1 Please contact us if you have any questions about this Notice or the information we hold about you.
13.2 You can contact us by email at support@frictionless.markets
13.3 You can also contact us in writing using the following address:
FRICTIONLESS MARKETS Sàrl 2C, Parc d’Activités, L-8308 Capellen GD Luxembourg
14. CHANGES TO THIS NOTICE
14.1 We keep this Notice under regular review. This Notice was last updated on the same day as the date of the Private Placement Memorandum.
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