TERMS OF USE

Last Updated: on September 1, 2020

PLEASE NOTE THAT THE TERMS OF USE SHALL GOVERN YOUR USE AND ACCESS TO THE SERVICE MADE AVAILABLE BY BLOCKCHANGE THAT LINK TO OR REFERENCE THESE TERMS OF USE. PLEASE READ THESE TERMS OF USE CAREFULLY TO ENSURE THAT YOU UNDERSTAND EACH PROVISION. DO NOT ACCESS OR USE THE SERVICE IF YOU ARE UNWILLING OR UNABLE TO BE BOUND BY THESE TERMS OF USE.

The Terms of Use (“Terms”) sets forth the terms and conditions that apply to your registration, creation of account, access and use of the platform located at blockchange.com, mobile applications, or other electronic services and any websites of subsidiaries and affiliates of Blockchange Inc., and all information, content, tools, features and functionality located thereon (collectively, the “Service”). The Service are owned and operated by Blockchange Inc., a California corporation located at 237 Kearny Street, Suite 9118, San Francisco, CA 94108, United States of America (“Blockchange”).

  1. GENERAL TERMS

    1. Acceptance. By registering for, accessing or using the Service, or by clicking “Submit”, or otherwise affirmatively manifesting your intent to be bound by these Terms, you are agreeing to enter into these Terms and be bound by the Privacy Policy, which is incorporated by reference into these Terms. If you do not agree with these Terms, do not create an account and do not access or otherwise use any of Blockchange Service. If you wish to terminate these Terms, at any time you can do so by closing your account and no longer accessing or using the Service.

    2. Eligibility. You represent and warrant that you are 18 years or older and have the requisite power and authority to enter into these Terms. You may not accept these Terms if you not of the specified age to form a binding agreement with Blockchange. You may not access or use the Service if Blockchange have previously banned you from the Service or closed your account.

    3. Changes to Terms. Blockchange may modify these Terms from time to time in its sole discretion, so review it periodically. The Terms will indicate the date it was last revised. You are deemed to accept and agree to be bound by any changes to the Terms when you visit Blockchange or use the Service after such changes are made. If you object to any changes, you may close your account. Your continued use of the Service after Blockchange publishes or sends a notice about the changes to these Terms means that you are consenting to the updated terms.

  2. ACCOUNTS AND AVAILABILITY

    1. User Account. You must create an account and provide certain information about yourself in order to use the features that are offered through the Service. Any information provided to or data generated by your activities through the Service will be available to Blockchange in order to assist you with the Service. You are responsible for all activities that occur in connection with your account. Blockchange reserve the right to close your account at any time for any or no reason.

    2. Protection of Account. You agree and understand that you are responsible for maintaining the confidentiality of your password, which, together with your Login ID e-mail address, allows you to access the Service. You agree to: (1) try to choose a strong and secure password; (2) keep your password secure and confidential; (3) not transfer any part of your account; and (4) follow the law. You agree to notify Blockchange immediately of any unauthorized use of your account.

  3. SUBSCRIPTION

    1. Subscription Options. There are a number of ways to participate in the Service that Blockchange provides. These options consist of different services and features and may be subject to additional and differing conditions, prices, policies and limitations. Blockchange reserves the right to modify, terminate or otherwise amend our offered options and plans at any time in our discretion.

  4. COMMUNICATION & PRIVACY

    1. Communication. By providing Blockchange with your e-mail address, you agree to receive all required notices from Blockchange electronically, to the e-mail address provided. It is your responsibility to update or change that address. Notices will be provided in HTML (or, if your system does not support HTML, in plain-text) in the text of the e-mail or through a link to the appropriate page on its site, accessible through most standard, commercially available Internet browsers. Additionally, you agree to receive certain communications in connection with the Service. You agree to keep your contact information up to day. You can opt-out of non-essential communications by emailing support@blockchange.ai.

    2. Privacy. For information about Blockchange personal data protection practices, please read the Privacy Policy. The Privacy Policy explains how Blockchange treats your personal information and protects your privacy when you submit your personal information to Blockchange or use the Service. The Privacy Policy may be updated from time to time in the sole discretion of Blockchange.

  5. YOUR USE OF THE SERVICE

    1. Use. Your right to access and use the Service. You are only entitled to access and use the Service for lawful purposes.

    2. Availability. Your access and use of the Service may be interrupted from time to time for any of several reasons, including, without limitation, the malfunction of equipment, periodic updating, maintenance, or repair or other actions that Blockchange, in its sole discretion, may elect to take. Blockchange cannot always foresee or anticipate technical or other difficulties that may result in failure to obtain data or loss of data, personalization settings, or other service interruptions. Blockchange cannot assume responsibility for the timeliness, accuracy, deletion, non-delivery, or failure to store any user data, communications, or personalization settings. Blockchange reserves the right to modify, update, or discontinue the Service at Blockchange's sole discretion, at any time, for any or no reason, and without notice or liability.

  6. INFORMATION FROM THIRD PARTIES

    Blockchange works with third-party providers of information in connection with the Service. Blockchange does not endorse or guarantee any such third-party information for any purpose, including but not limited to accuracy, legality, non-infringement or fitness for any particular purpose. Blockchange is not responsible for any third-party products and services or third-party websites accessed through the Service.

  7. OFFERS AND THIRD-PARTY LINKS

    Some parts of the Service may be supported by sponsored links from advertisers and display offers that may be custom matched to you based on information stored in the Service, queries made through the Service or other information. In connection with any such offers, the Service may provide links to other websites belonging to Blockchange advertisers and other third parties. Blockchange does not endorse, warrant or guarantee the products or services available through any such offers (or any other third-party products or services advertised on or linked from its site), and Blockchange is not an agent or broker or otherwise responsible for the activities or policies of those websites.

  8. ONLINE AND MOBILE ALERTS

    1. Blockchange may from time to time provide automatic alerts and voluntary account-related alerts. Automatic alerts may be sent to you following certain changes made online to your account.

    2. If your e-mail address changes, you are responsible for informing Blockchange of that change.

    3. You understand and agree that any alerts provided to you through the Service may be delayed or prevented by a variety of factors. Blockchange does its best to provide alerts in a timely manner with accurate information. Blockchange does not guarantee the delivery or the accuracy of the content of any alert. You explicitly agree that Blockchange shall not be liable for any delays, failure to deliver, or misdirected delivery of any alert, for any errors in the content of an alert, or for any actions taken or not taken by you or any third party in reliance on an alert.

  9. RIGHTS YOU GRANT TO US

    Any information, data, passwords, usernames, PINs, other log-in information, materials or other content (collectively, "Accounts Content") you provide in connection with the Service, you are licensing, free of any charge, the Accounts Content to Blockchange. Blockchange may use such Accounts Content. By submitting Accounts Content, you represent that you are entitled to submit it in connection with the Service, without any obligation by Blockchange to pay any fees or other limitations.

  10. BLOCKCHANGE INTELLECTUAL PROPERTY RIGHTS

    The Service "look and feel" (for example, the text, graphics, images, logos and button icons appearing on the website), photographs, editorial content, notices, software (including HTML-based computer programs) and other materials are protected under United States and other applicable copyright, trademark and other laws. The contents of the Service belong or are licensed to Blockchange or its software or content suppliers. Blockchange grants you the right to view and use the Service subject to these terms. You may download or print a copy of information provided on Blockchange for your personal, internal and non-commercial use only. Any distribution, reprint or electronic reproduction of any content from the Service, in whole or in part, for any other purpose is expressly prohibited without Blockchange's prior written consent.

  11. ACCESS AND INTERFERENCE

    1. You agree that you will not attempt to do or actually do any of the following:

      • Access data not intended for you, such as logging into a server or an account which you are not authorized to access;

      • Scan or monitor the Service for data gathering purposes in an effort to track sales, usage, aggregate offering information, pricing information, or similar data;

      • Scan or test the security or configuration of the Service or breach security or authentication measures; or

      • Interfere with service to any user in any manner, including, without limitation, by means of submitting a virus to the Service or attempting to overload, “flood,” “spam,” “mail bomb,” or “crash” the Service.

    2. Use any of the following:

      • Frames, framing techniques, or framing technology to enclose any content included on the Service without Blockchange express written permission;

      • Any Service content in any meta tags or any other “hidden text” techniques or technologies without Blockchange express written permission;

      • The Service or any of its contents to advertise or solicit, for any commercial, political, or religious purpose or to compete, directly or indirectly, with Blockchange; or

      • The Service or any of its resources to solicit consumers, merchants, or other third-parties to become users or partners of other online or offline services directly or indirectly competitive or potentially competitive with Blockchange, including, without limitation, aggregating current or previously offered deals.

    3. Collecting any of the following:

      • Content from the Service, including, without limitation, in connection with current or previously offered deals, and featuring such content to consumers in any manner that diverts traffic from the Service without Blockchange express written permission; or

      • Personal Information (defined in Blockchange Privacy Statement) or content of any consumers or merchants.

    4. Engaging in any of the following:

      • Tampering or interfering with the proper functioning of any part, page, or area of the Service or any functions or services provided by Blockchange;

      • Taking any action that places excessive demand on Service or imposes, or may impose, an unreasonable or disproportionately large load on Blockchange servers or other portion of Blockchange infrastructure (as determined in Blockchange sole discretion);

      • Reselling or repurposing your access to the Service or any purchases made through the Service;

      • Exceeding or attempting to exceed quantity limits when redeeming Promotions (as defined below), or otherwise using any Blockchange account to purchase merchant offerings, Promotions, or products for resale or for speculative, false, fraudulent, or any other purpose not expressly permitted by these Terms of Use and the terms of a specific offer on the Service;

      • Accessing, monitoring, or copying any content from the Service using any “robot,” “spider,” “scraper,” or other automated means or any manual process for any purpose without Blockchange express written permission;

      • Violating the restrictions in any robot exclusion headers on the Service or bypassing or circumventing other measures employed to prevent or limit access to the Service;

      • Aggregating any current or previously-offered deals, Promotions or content or other information from the Service (whether using links or other technical means or physical records associated with purchases made through the Service) with material from other sites or on a secondary Service without Blockchange express written permission;

      • Deep-linking to any portion of the Service (including, without limitation, the purchase path for any Promotion) without Blockchange express written permission;

      • Hyperlinking to the Service from any other website without Blockchange initial and ongoing consent; or

      • Acting illegally or maliciously against the business interests or reputation of Blockchange, Blockchange licensees, or Service.

  12. RULES FOR SUBMITTING INDICATIONS OF INTEREST TO BUY OR SELL CRYPTOCURRENCY

    As part of the Service, Blockchange may allow users to submit indications of interest to buy or sell assets.

    • You are solely responsible for all content you submit in connection with the Service.

    • By submitting content in connection with the Service, you represent that you have all necessary rights and hereby grant Blockchange a perpetual, worldwide, non-exclusive, royalty-free, sublicensable and transferable license to use, reproduce, distribute, prepare derivative works of, modify, display, and perform all or any portion of the content in connection with the Service, and the business of Blockchange, including without limitation for promoting and redistributing part or all of the Service (and derivative works thereof) in any media formats and through any media channels.

    • You may not post or transmit any message which is libelous or defamatory, or which discloses private or personal matters concerning any person. You may not post or transmit any message, data, image or program that is indecent, obscene, pornographic, harassing, threatening, abusive, hateful, racially or ethnically offensive; that encourages conduct that would be considered a criminal offense, give rise to civil liability or violate any law; or that is otherwise inappropriate.

    • You may not post or transmit any message, data, image or program that would violate the property rights of others, including unauthorized copyrighted text, images or programs, trade secrets or other confidential proprietary information, and trademarks or service marks used in an infringing fashion.

    • You may not interfere with other users' use of the Service, including, without limitation, disrupting the normal flow of dialogue in an interactive area of the Service, deleting or revising any content posted by another person or entity, or taking any action that imposes a disproportionate burden on the Service infrastructure or that negatively affects the availability of the Service to others.

    • o You may not post or transmit charity requests; petitions for signatures; franchises, distributorship, sales representative agency arrangements, or other business opportunities (including offers of employment or contracting arrangements); club memberships; chain letters; or letters relating to pyramid schemes. You may not post or transmit any advertising, promotional materials or any other solicitation of other users to use goods or services except in areas explicitly designated for such purpose.

    • You may not copy or use personal identifying or business contact information about other users without their permission. Unsolicited e-mails, mailings, telephone calls, or other communications to individuals or companies whose contact details you obtain through the Service are prohibited.

  13. DISCLAIMER OF REPRESENTATIONS AND WARRANTIES

    THE CONTENT AND ALL SERVICES AND PRODUCTS ASSOCIATED WITH OR PROVIDED THROUGH THE SERVICE ARE PROVIDED TO YOU ON AN “AS-IS” AND “AS AVAILABLE” BASIS. BLOCKCHANGE MAKES NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, EXPRESS OR IMPLIED, AS TO THE CONTENT OR OPERATION OF THE SERVICE. YOU EXPRESSLY AGREE THAT YOUR USE OF THE SERVICE IS AT YOUR SOLE RISK.

    BLOCKCHANGE MAKES NO REPRESENTATIONS, WARRANTIES OR GUARANTEES, EXPRESS OR IMPLIED, REGARDING THE ACCURACY, RELIABILITY OR COMPLETENESS OF THE CONTENT OF THE SERVICE, WHETHER SUCH CONTENT IS PROVIDED BY BLOCKCHANGE OR BY A THIRD PARTY ON THE SERVICE, AND BLOCKCHANGE EXPRESSLY DISCLAIMS ANY WARRANTIES OF NON-INFRINGEMENT OR FITNESS FOR A PARTICULAR PURPOSE. BLOCKCHANGE MAKES NO REPRESENTATION, WARRANTY OR GUARANTEE THAT THE CONTENT THAT MAY BE AVAILABLE THROUGH THE SERVICE IS FREE OF INFECTION FROM ANY VIRUSES OR OTHER CODE OR COMPUTER PROGRAMMING ROUTINES THAT CONTAIN CONTAMINATING OR DESTRUCTIVE PROPERTIES OR THAT ARE INTENDED TO DAMAGE, SURREPTITOUSLY INTERCEPT OR EXPROPRIATE ANY SYSTEM, DATA OR PERSONAL INFORMATION.

  14. 14. NOT A REGISTERED EXCHANGE, FINANCIAL PLANNER, INVESTMENT ADVISER OR TAX ADVISOR

    1. NEITHER BLOCKCHANGE NOR THE SERVICE IS INTENDED TO PROVIDE LEGAL, TAX, INVESTMENT ORFINANCIAL ADVICE.

      Although the Service may provide data, information, or content relating to investment strategies and/or opportunities to buy and/or sell securities, you should not construe any such content as tax, legal, financial, or investment advice.

    2. Blockchange is not:

      • a registered exchange under the Securities Exchange Act of 1934,

      • a registered investment adviser under the Investment Advisers Act of 1940 or

      • a financial or tax planner and does not offer legal advice to any user of the service.

      • although the Service may provide data, information, or content relating to investment strategies and/or opportunities to buy and/or sell securities, you should not construe any such content as tax, legal, financial, or investment advice

  15. LIMITATIONS ON BLOCKCHANGE FINANCIAL'S LIABILITY

    NONE OF BLOCKCHANGE OR ITS AFFILIATES SHALL IN ANY EVENT BE RESPONSIBLE OR LIABLE TO YOU OR TO ANY THIRD PARTY, WHETHER IN CONTRACT, WARRANTY, TORT (INCLUDING NEGLIGENCE) OR OTHERWISE, FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, EXEMPLARY, LIQUIDATED OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO LOSS OF PROFIT, REVENUE OR BUSINESS, ARISING IN WHOLE OR IN PART FROM YOUR ACCESS TO OR YOUR USE OF THE SERVICE OR THIS AGREEMENT, EVEN IF BLOCKCHANGE OR ITS AFFILIATES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THIS AGREEMENT, LIABILITY OF BLOCKCHANGE AND ITS AFFILIATES, IN THE AGGREGATE, TO YOU FOR ANY CAUSE WHATSOEVER AND REGARDLESS OF THE FORM OF THE ACTION, WILL AT ALL TIMES BE LIMITED TO THE AMOUNT OF FEES YOU HAVE ACTUALLY PAID TO BLOCKCHANGE FOR THE SERVICE WITHIN THE PAST ONE-MONTH.

    YOU AGREE THAT ANY CAUSE OF ACTION ARISING OUT OF OR RELATED TO YOUR USE OF THE SERVICE MUST COMMENCE WITHIN ONE (1) YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, ANY SUCH CAUSE OF ACTION IS PERMANENTLY BARRED.

  16. YOUR INDEMNIFICATION OF BLOCKCHANGE FINANCIAL

    You shall defend, indemnify and hold harmless Blockchange and its affiliates, officers, directors, shareholders, employees, agents, consultants and advisers, from and against all claims and expenses, including but not limited to attorney’s fees, in whole or in part arising out of or attributable to any breach of this Terms by you.

  17. TERMINATION

    This Terms will continue to apply until terminated by either you or Blockchange. You may terminate this agreement with Blockchange by disabling your Blockchange account. Blockchange may at any time, in its sole discretion, terminate its legal agreement with you immediately upon notice to the e-mail address provided by you. Following termination of this Terms, Blockchange will keep in confidence any information that Blockchange is required to retain. Notwithstanding anything to the contrary herein, all covenants, agreements, representations and warranties made by you in this Terms shall survive the termination of this Terms.

  18. SUGGESTIONS AND IMPROVEMENTS

    By sending Blockchange any ideas, suggestions, documents or proposals ("Feedback"), you agree that (i) your Feedback does not contain confidential or proprietary information of third parties, (ii) Blockchange is under no obligation of confidentiality, express or implied, with respect to the Feedback, (iii) Blockchange may have something similar to the Feedback already under consideration or in development, and (iv) you grant Blockchange an irrevocable, non-exclusive, royalty-free, perpetual, worldwide license to use, modify, prepare derivative works, publish, distribute and sublicense the Feedback, and you irrevocably waive, and cause to be waived, against Blockchange and merchants or other users of the Service any claims and assertions of any moral rights contained in such Feedback.

  19. ARBITRATION / GOVERNING LAW AND VENUE FOR DISPUTES

    1. Arbitration Agreement. You understand that, in return for agreement to this provision, Blockchange is able to offer the Service at the terms designated, and that your assent to this provision is an integral part of Blockchange's willingness to enter into these Terms, except with respect to imminent harm requiring temporary or preliminary injunctive relief in which case Blockchange may seek such relief in any court with jurisdiction over the parties.

      Any dispute, claim or controversy arising out of or relating to these Terms or the breach, termination, enforcement, interpretation or validity thereof, including the determination of the scope or applicability of this agreement to arbitrate, shall be determined by arbitration in San Francisco before one arbitrator. The arbitration shall be administered by JAMS pursuant to its Comprehensive Arbitration Rules and Procedures and pursuant to JAMS' Streamlined Arbitration Rules and Procedures. All awards rendered by the arbitrators shall be binding and final, and judgment upon the award may be entered in any court of competent jurisdiction. This clause shall not preclude parties from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction.

    2. Arbitration disclosures.

      • All parties to this Terms are giving up the right to sue each other in court, including the right to a trial by jury, except as provided by the rules of the arbitration forum in which a claim is filed, or an agreement between the parties to waive arbitration under this paragraph.

      • Arbitration awards are generally final and binding; a party's ability to have a court reverse or modify an arbitration award is very limited.

      • The ability to obtain documents, witness statements and other discovery is generally more limited in arbitration than in court proceedings.

      • The arbitrators do not have to explain the reason for their award.

      • The panel of arbitrators will typically include a minority of arbitrators who were or are affiliated with the securities industry.

      • The rules of some arbitration forums may impose time limits for bringing a claim. In some cases, a claim that is ineligible for arbitration may be brought in court.

      • The rules of the arbitration forum in which the claim is filed, and any amendments thereto, shall be incorporated into this Terms.

      • No person shall bring a putative or certified class action to arbitration, nor seek to enforce any pre-dispute arbitration agreement against any person who has initiated in court a putative class action or who is a member of putative class who has not opted out of the class with respect to any claims encompassed by the putative class action until: (i) the class certification is denied; (ii) the class is decertified; or (iii) the customer is excluded from the class by the court. Such forbearance to enforce an agreement to arbitrate shall not constitute a waiver of any rights under this Terms except to the extent stated herein.

  20. MISCELLANEOUS

  21. If any portion of this Terms is deemed unlawful, void, or unenforceable by any arbitrator or court of competent jurisdiction, this Terms as a whole shall not be deemed unlawful, void, or unenforceable, but only that portion of this Terms that is unlawful, void, or unenforceable shall be stricken from this Terms. You agree that if Blockchange does not exercise or enforce any legal right or remedy which is contained in this Terms (or which Blockchange has the benefit of under any applicable law), such failure to exercise such right or remedy may not be construed as a waiver of any other rights and remedies of Blockchange. You may send This Terms and the Privacy Policy represents the entire understanding and agreement between you and Blockchange regarding the subject matter of the same and supersedes all other previous agreements.

COPYRIGHT © 2020 BLOCKCHANGE INC., 237 KEARNY STREET, SUITE 9118, SAN FRANCISCO, CA 94108, USA