Revenue Factoring Terms and Conditions

1. Introduction

These Revenue Factoring Terms (“Terms”) govern access to and use of receivables financing services provided by NOVO FINANCE LTD (“Novo Finance“, “we”, “us”).

These services are made available through the Ampere platform, operated by NOVO WORLD LTD (“Ampere“).

By applying for or using the financing services, you agree to these Terms.

2. Nature of the Service

2.1. Novo Finance provides business-to-business receivables financing (factoring) to eligible companies.

2.2. This is a commercial financing product and is not a regulated consumer credit product under UK law.

2.3. The service is available only to business customers acting in the course of their trade, business, or profession.

3. Relationship Structure

3.1. NOVO FINANCE LTD

• Provides financing services
• Enters into financing agreements directly with you

3.2. Ampere (NOVO WORLD LTD)

• Provides the platform interface
• Facilitates onboarding and access
• Is not a lender or payment service provider

3.3. Ampere (AMPR FINANCE LTD)

• Contracts with regulated payment service providers
• Facilitates access to payment accounts via partners

3.4. Equals Money group entities (e.g. Equals Money)

• Provide regulated payment accounts, FX, and card services
• Hold and safeguard funds

3.5. You acknowledge that:

• Financing is governed solely by your agreement with Novo Finance
• Payment services are governed solely by your agreement with Equals Money
• Ampere acts only as a technology platform provider

4. Eligibility

To access the financing services, you must:

4.1. Be a duly incorporated legal entity acting in the course of business (B2B only);

4.2. Operate as a developer or publisher on digital distribution platforms, including but not limited to:

• Apple App Store
• Google Play
• (or other platforms approved by us);

4.3. Hold and maintain an active Ampere account, provided via AMPR FINANCE LTD in partnership with Equals Money;

4.4. Successfully pass onboarding, underwriting, and ongoing risk assessments;

4.5. Comply with all applicable terms of Ampere, Equals Money, and related partners.

5. Requirement to Maintain Account

5.1. Access to financing requires an active Ampere account.

5.2. If your account with Ampere or the relevant payment provider is suspended, restricted or closed we may suspend or terminate financing immediately.

6. Financing Terms

6.1. Each transaction is governed by a separate Receivables Financing Agreement.

6.2. You may:

• assign or grant security over receivables
• authorise collection of receivables
• agree to repayment, fees, and enforcement

6.3. Financing:

• is not guaranteed
• may be withdrawn or amended at any time

7. Payments and Collections

7.1. All payment flows are processed via accounts provided by regulated payment service providers.

7.2. You authorise NOVO FINANCE LTD, AMPR FINANCE LTD, and their respective partners (including Equals Money) to:

• collect repayments and any amounts owed;
• apply incoming funds toward outstanding obligations;
• deduct, debit, or set-off any amounts due from your account;

in accordance with the financing agreement and the relevant account provider’s terms.

You acknowledge that all payment execution is performed by the regulated payment service provider.

8. Fees, Deductions and Set-Off

8.1. You agree that any amounts owed (including fees, repayments, or charges) may be:

• automatically deducted from your account;
• netted from incoming receivables;
• recovered via set-off mechanisms;

8.2. All such deductions are executed via the relevant payment service provider.

9. Data Access and Monitoring

9.1. You may be required to grant access to third-party platforms (e.g. app stores, payment processors).

9.2. We may monitor:

• revenue data
• payouts
• transaction flows

for underwriting, risk, and enforcement.

9.3. Revoking access may result in suspension or termination.

11. Suspension and Termination

We may suspend or terminate financing where:

• you breach any agreement
• your risk profile changes
• your Ampere or payment account is restricted
• required by law or by partners

12. Liability

12.1. To the maximum extent permitted by law, Novo Finance shall not be liable for:

• indirect or consequential losses
• loss of profit, revenue, or business
• third-party failures (including payment providers)

12.2. Total liability shall be limited to the total fees paid by you in the preceding 12 months.

13. Complaints

Complaints should be directed to: factoring@amps33.com

As this is a commercial (non-consumer) product, access to statutory complaint bodies may be limited.

14. Governing Law

These Terms are governed by the laws of England and Wales.