Credit Flex Terms and Conditions

Effective August 26, 2024

1. Introduction

1.1 These terms and conditions (known as the "Credit Flex Terms") are between ("you") the borrower, being the business, which has signed up to the Tide Platform Terms of Use (the "Platform Terms"), Tide Platform Limited ("Tide") and Tide Capital III Limited ("Tide Capital"). References to “we" or “us" in these Credit Flex Terms shall be to Tide and/or Tide Capital as the context requires.

1.2 The Credit Flex Terms set out the terms on which Tide Capital may provide you with a short term fixed loan (the "Credit Flex").

1.3 Credit Flex is provided by Tide Capital and is accessible through the Tide App.

1.4 Capitalised terms used but not otherwise defined in these Credit Flex Terms shall have the meanings given to them in the Platform Terms.

1.5 These Credit Flex Terms must be read together with, and are in addition to, the Platform Terms. If there is a conflict between these Credit Flex Terms and the Platform Terms, the Credit Flex Terms will prevail in relation to any matters relating to Credit Flex and the Platform Terms shall prevail otherwise.

2. Eligibility

2.1 Credit Flex is only available to Tide Members who:

a) are solvent and able to afford the repayments on the Credit Flex loan based on Tide's underwriting criteria;

b) are not currently in any negotiations for arrangement or compounding with creditors, nor in or about to enter any form of insolvency arrangements.

3. Providing the Credit Flex loan

3.1 Subject to these Credit Flex Terms, Tide Capital agrees to provide you with a Sterling denominated short term fixed loan of a total principal amount as indicated in the Tide App and determined by Tide Capital in its sole and absolute discretion.

3.2 Once you have accepted these Credit Flex Terms and the personal guarantee has been agreed to, you will receive an email in which we will confirm the loan amount and provide the repayment schedule (the "Repayment Schedule"). You can always view the loan amount and the Repayment Schedule within the Tide App. Depending on your current version of the App, you can see this information either under tab "More" or under tab "Finance". The Credit Flex loan amount will be credited to your Tide account if you want to cover the cost of an eligible past transaction or will be forwarded to the recipient of the eligible current transaction you want to cover with Credit Flex. The Repayment Schedule will set out a repayment plan divided in instalments and will specify the relevant due dates of each instalment which you agree to pay in full.

4. Interest

4.1 You agree to pay interest at a fixed rate as set out in the Repayment Schedule (the “Interest"). The Interest on the Credit Flex loan shall be calculated on the basis of a 365-day year composed of twelve 30-day months.

5. Repayment of the Credit Flex loan and Interest

5.1 You shall repay the Credit Flex loan together with the accrued Interest in monthly instalments as set out in the Repayment Schedule provided to you by Tide in the confirmation mail and accessible via the Tide App. Each monthly instalment will cover the interest for that repayment period and a part of the outstanding Credit Flex loan amount. We’ll calculate your payments so the whole amount will be paid off by the end of your loan term.

5.2 You consent to and expressly authorise us to debit the due monthly instalment amount from your Tide account on the first business day after payment due date specified in the Repayment Schedule, and in case there are not sufficient funds in your Tide account on this day, to make a further debit attempt on a daily basis until the due monthly instalment has been fully repaid. We reserve the right to seek any required repayment from you by any alternative method agreed by you. If you no longer agree to this payment authority, please contact member services at hello@tide.co or through the in-app chat. Please note that if you do tell us not to use the agreed payment authority you will still need to provide an alternative method of repayment.

5.3 Currently, early repayment is not available for the Credit Flex loan, but we might add this functionality later.

6. Late Payment Interest

6.1 Any payments of the Credit Flex loan amount or Interest not made in full within seven (7) days from and including the payment due date specified in the Repayment Schedule will incur a daily late payment interest on the amounts overdue at the same interest rate as the Credit Flex loan (the “Late Payment Interest") which will be charged in addition to the Interest and billed monthly. We will begin charging the Late Payment Interest on the eighth (8th) day after the payment due date and this will accrue on a daily basis retrospectively from and including the payment due date, specified in the Repayment Schedule until the overdue amounts are repaid in full.

6.2 In addition to the Late Payment Interest, you shall be charged for any fixed fees incurred by us in the process of recovering outstanding payments, such as, but not limited to, court fees or debt collection agencies.

6.3 Notwithstanding the above, once any payment is overdue for forty-five (45) calendar days from and including the payment due date specified in the Repayment Schedule or in case two or more repayments are overdue at any time:

a) the whole outstanding Credit Flex loan amount, Interest and any Late Payment Interest will become immediately due and payable;

b) we will begin charging Late Payment Interest on a daily accrual basis on the whole outstanding Credit Flex loan amount from this date until it is repaid in full; and

c) the effects of termination set out in Clause 9.4 will apply.

7. Repayment in case of insufficient funds in your Tide account

7.1 In the event that there are insufficient funds in your Tide business account to make any payment in full when due, you shall pay the shortfall to Tide Capital as instructed in the demand for immediate payment. In the event that you fail to pay sums you owe to Tide Capital, you hereby authorise Tide Capital to use any credit balance which is held in your bank account or e-money account linked to and managed through the Tide Platform (the Tide business banking platform, accessible through our mobile app and through our website (https://tide.co)) towards payment of any money payable by you under these Credit Flex Terms. Tide Capital may submit a payment order on your behalf via the Tide Platform (and/or direct others to effect the payment order on your behalf) without prior notice and this right is in addition to any of its other rights. If you are in default in respect of more than one loan provided by Tide, we will allocate any payments received between all such loans in accordance with our internal policies and applicable law, which will always reflect the rules of any applicable government scheme.

7.2 Tide Capital, or Tide acting on its behalf, will take action to recover any unpaid sums due from you to Tide Capital, which may include reporting the non- payment to any relevant commercial credit bureaus, mandating a debt collection agency or solicitors, to pursuing the claim in court. Tide and Tide Capital reserve the right to charge you the expenses Tide and Tide Capital reasonably incur in connection with any debt collection or enforcement activities.

7.3 If Tide Capital receives a prepayment or payment that is insufficient to discharge all the amounts then due and payable by you under or in connection with these Credit Flex Terms, Tide Capital shall apply that payment towards your payment obligations in the following order:

a) in or towards payment of any accrued Interest or Late Payment Interest due but unpaid; and

b) in or towards payment of any outstanding Credit Flex amount.

7.4 All payments due from you under these Credit Flex Terms shall be free and clear of and without any deduction for or on account of any present or future taxes, duties or other charges.

7.5 If you are required by law to make such deductions, you shall pay to Tide Capital such additional amounts as may be necessary to ensure that Tide Capital receives a net amount equal to the full amount that it would have received, had payment not been made subject to tax or such other deduction.

8. Your Representations and Warranties

8.1 You make the following representations and warranties at all times until termination of these Credit Flex Terms and shall notify us immediately of any breach of said representations and warranties:

a) the obligations expressed to be assumed by you under these Credit Flex Terms are legal, valid, binding and enforceable obligations;

b) you are not subject to a bankruptcy, insolvency, winding up or other similar event;

c) you are able to meet your debts as they fall due;

d) your business’s and/or your directors’ credit scores have not materially changed since the date you entered into these Credit Flex Terms;

e) the entry into and performance by you of these Credit Flex Terms do not and will not contravene or conflict with your constitutional documents and any applicable law or regulation or judicial or official order (including anti-money laundering (AML), counter-terrorist financing (CTF), know your client (KYC) and general data protection regulations);

f) no filings of statutory accounts or confirmation statements with Companies House are or will be overdue;

g) no litigation, arbitration or administrative proceedings are taking place, pending or, to your knowledge, threatened against you, any of your directors or any of your assets which, if adversely determined, might reasonably be expected to have a material adverse effect on your business, assets, financial condition, trading position or prospects;

h) there is a legal, valid, binding and enforceable personal guarantee in place securing the payment obligations hereunder; and

i) you are not aware, or could not reasonably be expected to be aware, of any circumstances that would adversely affect your business’ or your directors’ credit scores.

8.2 You hereby warrant and represent that the proceeds of this Credit Flex loan shall be used solely for your general business purposes, and more particularly to enable you to finance the specific business transaction indicated within the Tide app and no part of the proceeds of the Credit Flex loan will be used for refinancing of existing indebtedness.

8.3 You hereby acknowledge and agree that your liability under these Credit Flex Terms shall not be reduced, discharged or otherwise adversely affected if you suspend or cease to carry on all or a substantial part of your business, or wind up your own company and apply to have it struck off the register at Companies House.

9. Termination of the Credit Flex Terms

9.1 These Credit Flex Terms will remain in place until terminated by you or us, or until the Credit Flex loan has been fully repaid, whichever is earlier. You may terminate the Credit Flex Terms at any time by contacting our member services at hello@tide.co or through the in-app chat and these Credit Flex Terms will terminate on such date (the “Termination Date"). On the Termination Date, the effects of termination set out in Clause 9.4 will apply.

9.2 We can (acting in our sole and absolute discretion) terminate these Credit Flex Terms with immediate effect:

a) in any of the circumstances in which Tide can terminate or suspend Services under the Platform Terms;

b) if ClearBank seeks to suspend or terminate your Tide Account;

c) if you seek to close your Tide business account;

d) if you have not made the payments due hereunder or under any other loan extended by Tide and/or Tide Capital within forty-five (45) calendar days from and including the payment due date specified in your Repayment Schedule and/or loan/credit agreement or in case two or more due payments are overdue at any time;

e) if we discover that our decision to lend to you was based on inaccurate, misleading, or incomplete information;

f) if we terminate any of your other Tide Credit Flex loans (if applicable);

g) if you are in breach of the representations and warranties set out pursuant to Clause 8 or you breach these Credit Flex Terms in a significant way.

9.3 The termination of the Credit Flex Terms shall not automatically lead to the termination of the Platform Terms, or any other additional products and services provided by Tide unless we inform you otherwise. However, your or Tide’s provision of notice to terminate the Platform Terms shall additionally constitute a notice of termination of these Tide Credit Flex Terms and such termination will be effective on the same date as the termination of the Platform Terms.

9.4 Upon the termination of these Credit Flex Terms pursuant to this Clause 9, outstanding Credit Flex amount will become immediately due and payable (together with accrued Interest and Late Payment Interest) and Tide Capital will be deemed to have issued you with a demand for immediate repayment of these amounts.

9.5 In the event that you fail to pay sums you owe to Tide Capital, you permit Tide to debit funds from any account you have with Tide. Tide Capital, or Tide acting on its behalf, will take action to recover any unpaid sums due to Tide Capital, which may include reporting the non-payment to any relevant commercial credit bureaus, mandating a debt collection agency or solicitors, to pursuing the claim in court. Tide and Tide Capital reserve the right to charge you the expenses Tide and Tide Capital reasonably incur in connection with any debt collection or enforcement efforts.

10. Change to the Credit Flex Terms

10.1 Tide or Tide Capital may unilaterally change these Credit Flex Terms by providing you with thirty (30) days’ written notice. If you do not want to accept the changes, you will need to terminate the Credit Flex Terms as set out above and repay the Credit Flex loan in full. Tide or Tide Capital may make changes with less or no notice due to a change in the law or regulation or to make a change that is not detrimental to you.

11. How your information will be used

11.1 By accepting these Credit Flex Terms, you agree to Tide collecting, using, and disclosing your company, financial and personal information such as public Companies House data about your business, your company credit score, transactional activity, company turnover, etc. to fulfil our contractual obligations to you including quote generation, credit underwriting and calculation of your credit limit. For more information about the processing of your personal data by Tide, you can visit Tide’s Privacy Policy available at www.tide.co/privacy. If you no longer want us to use your information for those purposes, we may need to terminate these Credit Flex Terms but may still retain your data or information where we have lawful grounds to do so, for example because we need to retain records for regulatory purposes.

11.2 To ensure the continued performance of these Credit Flex Terms we will exchange information about you with credit reporting agencies (“CRAs") on an ongoing basis, including information about your settled accounts and any debts not fully repaid on time. CRAs will share your information with other organisations. The identities of the CRAs, and the ways in which they use and share personal information, are explained in more detail at:

• Call Credit: www.transunion.co.uk/crain

• Equifax: www.equifax.co.uk/crain

• Experian: www.experian.co.uk/crain

11.3 Tide may also share your personal, financial or company information with third-parties for the purpose of collecting debts not fully repaid by you on time. To do this, Tide would rely on our legitimate interests to collect money that is owed to us and would not need your prior consent.

12. Notices

12.1 You can contact us through the in-app chat or by email to hello@tide.co. If applicable, your notice will be deemed received on the same working day it is received by us before 17:00 London time or if not, the next working day. All communications between you and us will be in English.

13. Complaints

13.1 If you would like to log a complaint with us, please email us at complaints@tide.co. Our complaints procedure sets out the process for submitting and resolving any complaints. You may request a copy of our complaints procedure at any time by contacting us.

13.2 If your complaint relates to the Credit Flex loan, and after having received our final response you are still unhappy or not satisfied, then you may, if you are eligible and your complaint falls within the Financial Ombudsman Service’s jurisdiction, be able to take your complaint to the Financial Ombudsman Service (FOS), details of which are available on the following link www.financial- ombudsman.org.uk/faq/complain.html. You can also call the FOS on 0300 123 9123 or write to: Financial Ombudsman Service, Exchange Tower, Harbour Exchange, London, E14 9SR. We do not use other dispute resolution providers.

14. Miscellaneous

14.1 If we fail to enforce any of our rights under these Credit Flex Terms, or applicable laws, it shall not be deemed to constitute a waiver of such right.

14.2 If any provision of the Credit Flex Terms is determined by any court or other competent authority to be unlawful and/or unenforceable, the other provisions of this Credit Flex Terms will continue in effect. If any unlawful and/or unenforceable provision would be lawful or enforceable if part of it were deleted, that part will be deemed to be deleted, and the rest of the provision will continue in effect (unless that would contradict the clear intention of the parties, in which case the entirety of the relevant provision will be deemed to be deleted).

14.3 You may not without our prior written consent assign, transfer, charge, license or otherwise deal in or dispose of any contractual rights or obligations under these Credit Flex Terms. At any time, without your consent, we may assign, transfer, charge, license or otherwise deal in or dispose of any contractual rights or obligations under these Credit Flex Terms.

14.4 These Credit Flex Terms are made for the benefit of the parties and are not intended to benefit any third party or be enforceable by any third party. The rights of the parties to terminate, rescind, or agree any amendment, waiver, variation or settlement under or relating to these Credit Flex Terms are not subject to the consent of any third party.

14.5 These Credit Flex Terms and any dispute or claim (including non- contractual disputes or claims) arising out of or in connection with them or their subject matter or formation shall be governed by and construed in accordance with the law of England. Each party irrevocably agrees that the courts of England and Wales shall have exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with these Credit Flex Terms or their subject matter or formation.

14.6 These Credit Flex Terms together with the personal guarantee in place securing the payment obligations hereunder are the complete and exclusive statement regarding the subject matter of these Credit Flex Terms and supersede all prior agreements, understandings and communications, oral or written, between the parties regarding the subject matter of these Credit Flex Terms. Neither party may assign these Credit Flex Terms, in whole or in part, without the other party’s prior written consent, and any attempted assignment without such consent will be void.