Transfer Standards
Last Updated on June 2, 2021
IMPORTANT – PLEASE CAREFULLY READ AND UNDERSTAND THESE TERMS AND CONDITIONS OF USE & SALE BEFORE ACCESSING, USING, OR SUBSCRIBING OR TRANSFERRING ANY BOOK-ENTRY SECURITIES ISSUED BY BLOCKTRANSFER.IO. THESE TERMS CONTAIN DISCLAIMERS OF WARRANTIES AND LIMITATIONS OF LIABILITIES. THESE TERMS FORM AN ESSENTIAL BASIS OF OUR AGREEMENT. PLEASE PRINT AND RETAIN A COPY OF THIS AGREEMENT FOR YOUR RECORDS.

The use of Stellar assets issued by GDRM3MK6KMHSYIT4E2AG2S2LWTDBJNYXE4H72C7YTTRWOWX5ZBECFWO7 (hereafter “Issuer Assets”), which is owned and maintained by BlockTrans Syndicate ("Block Transfer," “we,” “our,” “us”), is governed by transfer standards set forth below. We offer Issuer Assets, including all information, tools, and services available for Issuer Assets to you, the user, conditioned upon your acceptance of all transfer standards stated here. By accessing, using, subscribing, or placing an order for Issuer Assets, you agree to the standards set forth herein. If you do not agree to these transfer standards in their entirety, you are not authorized to interact with Issuer Assets in any manner or form whatsoever.

THIS IS A BINDING AGREEMENT. THESE TRANSFER STANDARDS FORM A LEGALLY BINDING AGREEMENT (“AGREEMENT”) BETWEEN YOU AND YOUR BUSINESS (“YOU”) AND BLOCKTRANS SYNDICATE. THIS AGREEMENT GOVERNS YOUR ACCESS TO AND USE OF ISSUR ASSETS AND THE SERVICES PROVIDED BY BLOCKTRANS SYNDICATE, ANY TRANSFER OF SECURITIES YOUR PLACE ON THE BLOCKCHAIN OR OTHER ACCEPTED METHOD OF PURCHASE AND, AS APPLICABLE, YOUR USE OR ATTEMPTED USE OF THE PRODUCTS OR SERVICES DERIVED FROM ISSUER ASSETS

THIS AGREEMENT CONTAINS ARBITRATION AND CLASS ACTION WAIVER PROVISIONS THAT WAIVE YOUR RIGHT TO A COURT HEARING, RIGHT TO A JURY TRIAL, AND RIGHT TO PARTICIPATE IN A CLASS ACTION. ARBITRATION IS MANDATORY AND IS THE EXCLUSIVE REMEDY FOR ANY AND ALL DISPUTES UNLESS SPECIFIED BELOW.

Block Transfer reserves the right to update and change, from time to time, these Transfer Standards and all documents incorporated by reference by posting updates and/or changes to our Website. It is your responsibility to check this page periodically for changes. You can find the most recent version of these Transfer Standards at https://www.blocktransfer.io/transfer-standards. Interaction with Issuer Assets after such changes constitutes acceptance of such changes. Any new features or tools which are added to current Issuer Assets shall also be subject to the Transfer Standards.

Block Transfer shall not be liable to any party for use of Issuer Assets or participation in blockchain services offered. No information contained herein should be deemed as financial advice or an offer to sell or purchase securities. Any information concerning a particular security should not be considered a recommendation. There is no warranty of any kind express or implied regarding this information or your access to it. Your personal information will not be released to third parties by Block Transfer unless Block Transfer is granted permission to do so by you. You agree that you are the exclusive owner and solely responsible, jointly and severally, for the confidentiality and protection of your cryptographic blockchain wallet import seed phrases. You agree to monitor your wallet and notify Block Transfer of any unauthorized use of your private keys. We will assume no responsibility or liability if you fail to immediately notify Block Transfer of any of these conditions.


Table of Contents

1. Issuer Asset Use
2. Website User Conduct and Restrictions-License Terms
3. Our Privacy Policy and Your Personal Information
4. Information You Provide; Registration; Passwords; Prohibition Against Hosting Third-Party Agency Accounts
5. Order Placement and Acceptance
WIP
16. DISCLAIMERS OF OTHER WARRANTIES
17. LIMITATIONS OF LIABILITIES
18. DISPUTE RESOLUTION BY MANDATORY BINDING ARBITRATION AND CLASS ACTION WAIVER
19. Additional Remedies
20. Indemnification
21. Notice and Takedown Procedures; Copyright Agent
22. Third-Party Links
23. Termination
24. No Waiver
25. Governing Law and Venue
26. Force Majeure
27. Assignment
28. Electronic Signature
29. Changes to the Agreement
30. Your Additional Representations and Warranties
31. Severability
32. Entire Agreement
33. Contacting Us


SECTION 1 – WEBSITE USE

The Website is intended for businesses operated by adults. If you use the Website, you are affirming that you are at least 18 years old or the legal age of majority in your state or province of residence (whichever is greater), operate a business, have the legal capacity to enter into a binding contract with us, and have read this Agreement and understand and agree to its terms.

SECTION 2 – WEBSITE USER CONDUCT AND RESTRICTIONS-LICENSE TERMS

All aspects of our Website are protected by U.S. and international copyright, trademark, and other intellectual property laws, including all content, information, design elements, text material, logos, taglines, metatags, hashtags, photographic images, testimonials, personal stories, icons, video and audio clips, and downloads. No material on the Website may be copied, reproduced, distributed, republished, uploaded, displayed, posted, or transmitted in any way whatsoever. The Block Transfer logos are proprietary images of Block Transfer, and the use of those marks is strictly prohibited. Nothing herein gives you the right to use, copy, register as a domain name, reproduce, or otherwise display any logo, tagline, trademark, trade name, copyrighted material, patent, trade dress, trade secret, or confidential information owned by Block Transfer.

Subject to your continued strict compliance with all Terms, Block Transfer provides to you a revocable, limited, non-exclusive, royalty-free, non-sublicenseable, non-transferrable license to use the Website. You acknowledge and agree that you do not acquire any ownership rights in any material protected by intellectual property laws.

If you purchase a subscription to Block Transfer membership site over the Website, Block Transfer provides to you a revocable, limited, non-exclusive, non-sublicenseable, non-transferrable license to use the video trainings and supplemental content. You acknowledge and agree that: (1) Block Transfer's whitepapers are copyrighted material under United States and international copyright laws that is exclusively owned by Block Transfer; (2) you do not acquire any ownership rights in the manuscript; (3) you may not modify, publish, transmit, participate in the transfer or sale, or create derivative works from the content of the software; (4) except as otherwise expressly permitted under copyright law, you may not copy, redistribute, publish, display or commercially exploit any material from the book without the express written permission of Block Transfer; and (5) in the event of any permitted copying (e.g., from the Website to your computer system), no changes in or deletion of author attribution, trademark, legend or copyright notice shall be made.

You agree not to use or attempt to use the Website or any software in any unlawful manner or a manner harmful to Block Transfer. You further agree not to commit any harmful or unlawful act or attempt to commit any harmful or unlawful act on or through the Website or use of the software including, but not limited to, refraining from:

A. HARMFUL ACTS. Any dishonest or unethical business practice; any violation of the law; infliction of harm to Block Transfer's reputation; hacking and other digital or physical attacks on the Website; and the violation of the rights of Block Transfer or any third party;

B. “SPAMMING” AND UNSOLICITED COMMUNICATIONS. We have zero tolerance for spam and unsolicited communications. Any communications sent or authorized by you reasonably deemed “spamming,” or any other unsolicited solicitations (including without limitation postings on social media or third party blogs) will be deemed a material threat to Block Transfer's reputation and to the rights of third parties. It is your obligation, exclusively, to ensure that all business communications comply with state and local anti-spamming or analogous laws.

C. OFFENSIVE COMMUNICATIONS. Any communication sent, posted, or authorized by you, including without limitation postings on any website operated by you, or social media or blog, which are: sexually explicit, obscene, vulgar, or pornographic; offensive, profane, hateful, threatening, harmful, defamatory, libelous, harassing, or discriminatory; graphically violent; solicitous of unlawful behavior; promoting the sale or use of illegal drugs (including but not limited to Marijuana-derived CBD Oil); or that violates the intellectual property rights of another.

SECTION 3 – OUR PRIVACY POLICY AND YOUR PERSONAL INFORMATION

We respect your privacy and the use and protection of your non-public, personal information. Your submission of personal information through the Website is governed by our Privacy Policy. Our Privacy Policy may be viewed at https://www.stockmarketsecrets.com/privacy-policy. Block Transfer reserves the right to modify its Privacy Policy in its reasonable discretion from time-to-time. Our Privacy Policy is incorporated into this Agreement by reference.


SECTION 4 – INFORMATION YOU PROVIDE; REGISTRATION; PASSWORDS; PROHIBITION AGAINST HOSTING THIRD-PARTY AGENCY ACCOUNTS

As a Block Transfer client, you will be required to create an account with the Block Transfer membership site. You warrant that the information you provide us is truthful and accurate, and that you are not impersonating another person. You are responsible for maintaining the confidentiality of any password you may use to access your client account, and you agree not to transfer your password or user name, or lend or otherwise transfer your use of or access to your user account, to any third party. So called “agency accounts,” or accounts in which you host funnels for third parties, are prohibited. Should your usage data indicate, in Block Transfer's sole and exclusive discretion, that you are operating an agency account, you will be subject to cancellation of your client account or enhanced pricing for your client account, at Block Transfer's sole and exclusive discretion. You are fully responsible for all transactions with, and information conveyed to, Block Transfer under your user account. You agree to immediately notify Block Transfer of any unauthorized use of your password or user name or any other breach of security related to your user account. You agree that Block Transfer is not liable, and you will hold Block Transfer harmless, for any loss or damage arising from your failure to comply with any of the foregoing obligations. Please see Section 20 below for additional information.

SECTION 5 – ORDER PLACEMENT AND ACCEPTANCE

If you order a service or product, payment must be received by us before your order is accepted. We may require additional information regarding your order if any required information was missing or inaccurate, and may cancel or limit an order any time after it has been placed. Your electronic order confirmation, or any form of confirmation, does not signify our acceptance of your order. You must contact us immediately at receivables@blocktransfer.io in order to modify or cancel your pending order. We cannot guarantee that we will be able to amend your order in accordance with your instructions.

All items are subject to availability. We will notify you if any item is not available, the expected availability date, and may offer you an alternative product or service. If the availability of any product or service is delayed and you do not wish to substitute the product or service, upon your request, we will cancel your order and if previously charged, your payment card will be fully refunded for that specific order. We reserve the right to limit the sales of our products and services to any person, geographic region, or jurisdiction. We may exercise this right on a case-by-case basis at our sole and exclusive discretion.
Your purchase order of products and other services is conditioned on you re-affirming your acceptance of this Agreement.
All advertised prices are in, and all payments shall be in, U.S. Dollars.

WIP
BlockTrans Syndicate ('Block
Transfer' herein) engages in all guarantee activities, as defined in Subsection
17Ad-15(a)(3) and referenced herein, with equitable treatment of all eligible
guarantor institutions and classes of institutions.
Block Transfer uses cryptographic signatures perpetually stored in the immutable
Stellar blockchain for the acceptance of guarantees of securities transfers from
eligible guarantor institutions. Individual asset holders are held to this same
security standard for transfers. Stellar uses base-32 encoded Ed25519 keys
generated by asset holders. Holders sign and broadcast Stellar transfers to the
blockchain network using their keys. Anyone with a holder's keys can sign a
transfer on their behalf, so eligible guarantor institutions and individuals
alike should maintain utmost secrecy of their private keys, as best as able.
Participants can generate a keypair through any standard Stellar wallet and
request it be linked with their identity by Block Transfer. Further instructions
on this process are available in our investor portal. The process requires no
more than a mobile phone and five minutes; anyone can easily onboard quickly.
Guarantees are made and verified through private-key cryptographic signatures of
instructions to transfer an asset or endorse a transfer. Participants can
automatically generate such digital signatures through an standard Stellar
wallet, though we recommend Lobstr. So long as the transfer is valid with the
claimed signing public key, the guarantee is accepted by the network no matter
(and blind to) the original broadcaster. Otherwise, the transfer is rejected,
and participants are immediately notified by the network why their signature and
thus transfer was invalid via standard error codes in tandem with a local copy
of the submitted invalid transfer. Due to (i) local checks for signature
validity in standard wallet interfaces and (ii) haulted gossip propagation of
invalid transactions on the Stellar blockchain, Block Transfer will, in a vast
bulk of instances, not be made aware of rejected transfers given only a narrow
range of transfers are invalid by false cryptographic attestation, while valid
transfer signatures are instantaneously accepted by honest validating peers.
Most Stellar transactions clear in the next proposed block or one substantially
close to it, with blocks created every five seconds on average. In a worst-case
scenario, securityholders executing routine transfers on the blockchain may have
to wait a few blocks (call it twelve very aggresively, as a denial of service
attack over 45 seconds is economically infeasible for most market participants,
and such a consensus attack for any amount of time over 180 blocks or approximately
15 minutes is for all intensive purposes statistically impossible, especially given
our implimentation of issuer-enforced finality which effectivey caps transfer
times at 24 seconds for 99.97% of transfers, n=1461). Therefore, we find it
probabilistically impossible that, given the liveliness of the Stellar blockchain
network, and posted and cleared transfer per the prior paragraph would ever in
any conceivable way take more than 51840 blocks or three days after posting to
the network pool of pending transfers. Thus, we assume all routine transfers
executed on the Stellar blockchain without error consummated in under three days.
Block Transfer accepts and internalizes the risk of financial loss in the event
persons have no recourse against any eligible guarantor institution and, in the
opinion of its principals, maintains adequate protection against the issuance
of unauthorized guarantees since such guarantees would equate to infeasibly
breaking EdDSA given holders maintain robust security of their private keys.
Block Transfer retains the right to clawback assets sent in transfers if some
participant can prove beyond all reasonable doubt that their secret key was
stolen or they were violently coerced into a transfer. Such cases must prove
theft or coercion in a competent court of law, as deemed fit by Block Transfer.
As soon as some good-standing (meaning passed KYC, etc.) participant broadcasts
a valid signed transfer to the Stellar network, Block Transfer can in no
meaningful way stop the transfer from confirming regardless of the originating
sender. Block Transfer accepts all account balances on the Stellar ledger as
material fact in the control books and master securityholder files of issuers.
Upon change from a given issuer's prior transfer agent, all certificate-holding
shareholders must validate their Stellar blockchain account at no cost to them
through Block Transfer's KYC onboarding. Block Transfer will credit physcial
shareholders with their ownership stakes in DRS form on the Stellar blockchain.
Old paper certificates are thus null and void. We will never issue certificates.
Block Transfer does not make a market for any of the issuers it services. Block
Transfer will not directly accept or make payment with securities in exchange
for value, except as a tender agent at its sole discresion pursuant to 17Ad-14.
Rather, all good-standing market participants can directly trade assets through
Stellar's decentralized exchange by signing order messages in their wallet."

...
SECTION 16 – DISCLAIMERS OF OTHER WARRANTIES

EXCEPT WHERE OTHERWISE INAPPLICABLE OR PROHIBITED BY LAW:
THE WEBSITE AND ALL CONTENT ARE PROVIDED ON AN “AS IS”, “AS AVAILABLE” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF TITLE OR IMPLIED WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE. WE MAKE NO, AND EXPRESSLY DISCLAIM ANY AND ALL, REPRESENTATIONS AND WARRANTIES AS TO THE RELIABILITY, TIMELINESS, QUALITY, SUITABILITY, AVAILABILITY, ACCURACY, AND/OR COMPLETENESS OF ANY INFORMATION ON THIS WEBSITE. WE DO NOT REPRESENT OR WARRANT, AND EXPRESSLY DISCLAIM THAT: (A) THE USE OF THE WEBSITE OR ANY SOFTWARE WILL BE SECURE, TIMELY, UNINTERRUPTED OR ERROR-FREE, OR OPERATE IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM OR DATA, (B) THE WEBSITE, SOFTWARE, OR SERVICES WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (C) ANY STORED DATA WILL BE ACCURATE OR RELIABLE, (D) THE QUALITY OF ANY PRODUCTS, SERVICES, SOFTWARE, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE WEBSITE WILL MEET YOUR REQUIREMENTS OR EXPECTATIONS, (E) ERRORS OR DEFECTS IN THE WEBSITE WILL BE CORRECTED, OR (F) THE WEBSITE OR THE SERVER(S) THAT MAKE THE WEBSITE AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. ALL CONDITIONS, REPRESENTATIONS AND WARRANTIES, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE, INCLUDING, WITHOUT LIMITATION, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NONINFRINGEMENT OF THIRD PARTY RIGHTS, ARE HEREBY DISCLAIMED TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW.

SECTION 17 – LIMITATIONS OF LIABILITIES

EXCEPT WHERE OTHERWISE INAPPLICABLE OR PROHIBITED BY LAW, IN NO EVENT SHALL BLOCK TRANSFER OR ANY OF ITS OFFICERS, DIRECTORS, SHAREHOLDERS, EMPLOYEES, INDEPENDENT CONTRACTORS, TELECOMMUNICATIONS PROVIDERS, AND/OR AGENTS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, EXEMPLARY, CONSEQUENTIAL, PUNITIVE, OR ANY OTHER DAMAGES, FEES, COSTS OR CLAIMS ARISING FROM OR RELATED TO THIS AGREEMENT, THE PRIVACY POLICY, THE SERVICES OR PRODUCTS, YOUR OR A THIRD PARTY’S USE OR ATTEMPTED USE OF THE WEBSITE OR ANY SOFTWARE, SERVICE, OR PRODUCT, REGARDLESS OF WHETHER BLOCK TRANSFER HAS HAD NOTICE OF THE POSSIBILITY OF SUCH DAMAGES, FEES, COSTS, OR CLAIMS. THIS INCLUDES, WITHOUT LIMITATION, ANY LOSS OF USE, LOSS OF PROFITS, LOSS OF DATA, LOSS OF GOODWILL, COST OF PROCUREMENT OF SUBSTITUTE SERVICES OR PRODUCTS, OR ANY OTHER INDIRECT, SPECIAL, INCIDENTAL, PUNITIVE, CONSEQUENTIAL, OR OTHER DAMAGES. THIS APPLIES REGARDLESS OF THE MANNER IN WHICH DAMAGES ARE ALLEGEDLY CAUSED, AND ON ANY THEORY OF LIABILITY, WHETHER FOR BREACH OF CONTRACT, TORT (INCLUDING NEGLIGENCE AND STRICT LIABILITY), WARRANTY, OR OTHERWISE

IN NO EVENT SHALL BLOCK TRANSFER'S LIABILITY TO YOU EXCEED THE AMOUNT OF PAYMENTS PAID BY YOU TO BLOCK TRANSFER FOR THE YEAR PRECEDING THE DATE IN WHICH THE FACTS GIVING RISE TO A CLAIM AGAINST BLOCK TRANSFER OCCURRED OR ONE-HUNDRED-BILLION DOLLARS ($100,000,000,000), WHICHEVER IS GREATER.

SECTION 18 – DISPUTE RESOLUTION BY MANDATORY BINDING ARBITRATION AND CLASS ACTION WAIVER

PLEASE READ THIS ARBITRATION PROVISION CAREFULLY TO UNDERSTAND YOUR AND YOUR BUSINESS’ RIGHTS. EXCEPT WHERE PROHIBITED BY LAW, YOU AND YOUR BUSINESS AGREE THAT ANY CLAIM THAT YOU OR YOUR BUSINESS MAY HAVE IN THE FUTURE MUST BE RESOLVED THROUGH FINAL AND BINDING CONFIDENTIAL ARBITRATION. YOU ACKNOWLEDGE AND AGREE THAT YOU AND YOUR BUSINESS ARE WAIVING THE RIGHT TO A TRIAL BY JURY. THE RIGHTS THAT YOU AND YOUR BUSINESS WOULD HAVE IF YOU WENT TO COURT, SUCH AS DISCOVERY OR THE RIGHT TO APPEAL, MAY BE MORE LIMITED OR MAY NOT EXIST. YOU AGREE THAT YOU AND YOUR BUSINESS MAY ONLY BRING A CLAIM IN AN INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF (LEAD OR OTHERWISE) OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. YOU FURTHER AGREE THAT THE ARBITRATOR MAY NOT CONSOLIDATE PROCEEDINGS OR CLAIMS OR OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OR CLASS PROCEEDING.

THERE IS NO JUDGE OR JURY IN ARBITRATION, AND COURT REVIEW OF AN ARBITRATION AWARD IS LIMITED. HOWEVER, AN ARBITRATOR CAN AWARD ON AN INDIVIDUAL BASIS THE SAME DAMAGES AND RELIEF AS A COURT (INCLUDING INJUNCTIVE AND DECLARATORY RELIEF OR STATUTORY DAMAGES), AND MUST FOLLOW THESE TERMS AS A COURT WOULD.

If you have a complaint, dispute, or controversy, you agree to first contact us at comments@blocktransfer.io to attempt to resolve the dispute or controversy informally. Any controversy or claim arising out of or related to the use of the Website, any product, service, or software, or your relationship with us that cannot be resolved through such informal process or through negotiation within 120 days shall be resolved by binding, confidential arbitration administered by the American Arbitration Association (“AAA”), and judgment on the award rendered may be entered in any court having jurisdiction thereof. We agree that any claim we may have against you or your business will also be subject to this arbitration provision, except as provided in Sections 19 and 20 below. The arbitration will be conducted by a single neutral arbitrator in the English language in Ada County, Idaho, unless we both agree to conduct the arbitration by telephone or written submissions. The arbitrator shall be selected by agreement of the parties or, if the parties cannot agree, chosen in accordance with Rules of the AAA. The arbitration will be conducted in accordance with the provisions of the AAA’s Commercial Arbitration Rules and Mediation Procedures, in effect at the time of submission of the demand for arbitration. The AAA’s Rules are available at www.adr.org or by calling 1-800-778-7879. The arbitrator shall have the exclusive and sole authority to resolve any dispute relating to the interpretation, construction, validity, applicability, or enforceability of these Terms and Conditions of Use and Sale, the Privacy Policy, this arbitration provision, and any other terms incorporated by reference into these Terms and Conditions of Use and Sale. The arbitrator shall have the exclusive and sole authority to determine whether any dispute is arbitrable. The arbitrator shall have the exclusive and sole authority to determine whether this arbitration agreement can be enforced against a non-signatory to this agreement and whether a non-signatory to this agreement can enforce this provision against you or Block Transfer.

Payment of all filing, administration, and arbitrator fees will be governed by the AAA’s Rules. In all other respects, the parties shall each pay their own additional fees, costs, and expenses, including, but not limited to, those for any attorneys, experts, documents, and witnesses.
The arbitrator shall follow the substantive law of the State of Idaho without regard to its conflicts of laws principles. Any award rendered shall include a confidential written opinion and shall be final, subject to appeal under the Federal Arbitration Act, 9 U.S.C. §§ 1-16, as amended. Judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction.

You and Block Transfer agree that disputes will only be arbitrated on an individual basis and shall not be consolidated, on a class wide, representative basis, or with any other arbitration(s) or other proceedings that involve any claim or controversy of any other party. You and Block Transfer expressly waive any right to pursue any class or other representative action against each other.

Failure or any delay in enforcing this arbitration provision in connection with any particular claim will not constitute a waiver of any rights to require arbitration at a later time or in connection with any other claims except that all claims must be brought within 1 year after the claim arises (the 1 year period includes the 120-day informal resolution procedures described above).

This arbitration provision sets forth the terms and conditions of our agreement to final and binding confidential arbitration and is governed by and enforceable under the Federal Arbitration Act, 9 U.S.C. §§ 1-16, as amended.

This provision survives termination of your account or relationship with Block Transfer, bankruptcy, assignment, or transfer. If the class action waiver is deemed unenforceable (i.e., unenforceability would allow arbitration to proceed as a class or representative action), then this entire arbitration provision shall be rendered null and void and shall not apply. If a portion of this arbitration provision (other than the class action waiver) is deemed unenforceable, the remaining portions of this arbitration provision shall remain in full force and effect.

YOU UNDERSTAND THAT YOU AND YOUR BUSINESS WOULD HAVE HAD A RIGHT TO LITIGATE THROUGH A COURT, TO HAVE A JUDGE OR JURY DECIDE YOUR CASE, AND TO BE PARTY TO A CLASS OR REPRESENTATIVE ACTION. HOWEVER, YOU UNDERSTAND AND AGREE TO HAVE ANY CLAIMS DECIDED INDIVIDUALLY AND ONLY THROUGH BINDING, FINAL, AND CONFIDENTIAL ARBITRATION IN ACCORDANCE WITH THIS ARBITRATION PROVISION.

SECTION 19 – ADDITIONAL REMEDIES

In order to prevent or limit irreparable injury to Block Transfer, in the event of any breach or threatened breach by you of the provisions of this Agreement or any infringement or threatened infringement by you of the intellectual property of Block Transfer or a third-party, Block Transfer shall be entitled to seek a temporary restraining order and preliminary and permanent injunctions or other equitable relief from a court of competent jurisdiction located in Ada County, Idaho restraining such breach, threatened breach, infringement, or threatened infringement. Nothing in this Agreement shall be construed as prohibiting Block Transfer from pursuing in court any other remedies available to it for such breach, threatened breach, infringement, or threatened infringement, including the recovery of monetary damages from you and your business. You and your business hereby irrevocably consent to the exclusive personal jurisdiction of, and exclusive venue in, the courts of Ada County, Idaho for all such claims, and forever waive any challenge to said courts’ exclusive jurisdiction or venue.

SECTION 20 – INDEMNIFICATION

To the fullest extent permitted by law, you agree to defend, indemnify, and hold harmless Block Transfer, its directors, officers, employees, shareholders, licensors, independent contractors, subcontractors, suppliers, affiliates, parent companies, subsidiaries, and agents from and against any and all claims, actions, loss, liabilities, damages, expenses, demands, and costs of any kind, including, but not limited to attorneys’ fees and costs of any litigation or other dispute resolution, arising out of, resulting from, or in any way connected with or related to (1) your use, misuse, or attempt to use the Website, software, products, or services, (2) information you submit or transmit through the Website, (3) your breach of these Terms, the documents they incorporate by reference, the Agreement, or the representations and warranties provided by you in this Agreement, or (4) your violation of any law or the rights of a third-party.

SECTION 21 – NOTICE AND TAKEDOWN PROCEDURES; COPYRIGHT ACT

If you believe that materials or content available on the Website infringes any copyright you own, you or your agent may send Block Transfer a notice requesting that Block Transfer remove the materials or content from the Website. If you believe that someone has wrongly filed a notice of copyright infringement against you, you may send Block Transfer a counter-notice. Notices and counter-notices should be sent to Block Transfer, Attention Legal Department, 336185 Georgia Tech Station, 350 Ferst Drive, Atlanta, GA 30332, or by e-mail to infringements@blocktransfer.io. These Terms fully incorporate by reference the DMCA Policy.

SECTION 22 – THIRD-PARTY LINKS

The Website may contain links to other websites. Block Transfer assumes no responsibility for the content or functionality of any outside website to which we provide a link. Please see our Privacy Policy for more details.

SECTION 23 – TERMINATION

This Agreement will take effect (or shall re-take effect) at the time you click “ACTIVATE MY ACCOUNT NOW,” “PAY NOW,” “ORDER NOW”, “SUBMIT”, “BUY NOW”, “PURCHASE”, “I ACCEPT”, “I AGREE” or similar links or buttons, otherwise submit information through the Website, respond to a request for information, begin installing, accessing, or using the Website, complete a purchase, select a method of payment, and/or enter in payment method information, whichever is earliest. If, in our sole discretion, you fail, or we suspect that you have failed, to comply with any term or provision of the Agreement, we may terminate the Agreement or suspend your access to the Website at any time without notice to you. Sections 11, 16 through 20, and 25 through 32 of this Agreement, as well as any representations, warranties, and other obligations made or undertaken by you, shall survive the termination of this Agreement and/or your account or relationship with Block Transfer.
Upon termination, you remain responsible for any outstanding payments to Block Transfer.

SECTION 24 – NO WAIVER

No failure or delay on the part of Block Transfer in exercising any right, power or remedy under this Agreement may operate as a waiver, nor may any single or partial exercise of any such right, power, or remedy preclude any other or further exercise of such right, power, or remedy, or the exercise of any other rights, power, or remedy under this Agreement. A waiver of any right or obligation under this Agreement shall only be effective if in writing and signed by Block Transfer.

SECTION 25 – GOVERNING LAW AND VENUE

This Agreement and any issue or dispute arising out of or otherwise related to this Agreement or your access to or use of the Website, our Privacy Policy, or any matter concerning Block Transfer, including your purchase and use or attempted use of any service or product, shall be governed exclusively by the laws of State of Idaho without regard to its conflicts of laws principles. To the extent that any claim or dispute is found by the arbitrator or (if proper) a court of competent jurisdiction to be excluded from the arbitration agreement in Section 18 above, the parties agree any such claim or dispute shall be exclusively brought in and decided by the state or federal courts located in Ada County, Idaho, and you hereby irrevocably consent to the exclusive personal jurisdiction of, and exclusive venue in, such courts, and forever waive any challenge to said courts’ exclusive jurisdiction or venue. All such claims must be brought on an individual and non-class, non-representative basis, and you forever waive any right to bring such claims on a class wide or representative basis.

SECTION 26 – FORCE MAJEURE

Block Transfer will not be responsible to you for any delay, damage, or failure caused or occasioned by any act of nature or other causes beyond our reasonable control.

SECTION 27 – ASSIGNMENT

Block Transfer may assign its rights under this Agreement at any time, without notice to you. Your rights arising under this Agreement cannot be assigned without Block Transfer’s (or its assigns’) express written consent.

SECTION 28 – ELECTRONIC SIGNATURE

All information communicated on the Website is considered an electronic communication. When you communicate with Block Transfer through or on the Website or via other forms of electronic media, such as e-mail, you are communicating with the company electronically. You agree that we may communicate electronically with you and that such communications, as well as notices, disclosures, agreements, and other communications that we provide to you electronically, are equivalent to communications in writing and shall have the same force and effect as if they were in writing and signed by the party sending the communication.

SECTION 29 – CHANGES TO THE AGREEMENT

You can review the most current version of the Terms at any time at https://www.blocktransfer.io/terms. We reserve the right, at our sole discretion, to update, change or replace any part of the Agreement, including the Privacy Policy by posting updates and changes to our Website. It is your responsibility to check our Website periodically for changes. Your continued use of or access to our Website following the posting of any changes to the Agreement constitutes acceptance of those changes.

SECTION 30 – YOUR ADDITIONAL REPRESENTATIONS AND WARRANTIES

You hereby further represent and warrant: (1) that you are at least eighteen (18) years of age, or the legal age of majority in your jurisdiction, whichever is greater; (2) that you own, operate, and/or have the right to bind the business for which you are using the Website; (3) have read this Agreement and thoroughly understand and agree to the terms contained in this Agreement; and (4) that you will not re-sell, re-distribute, or export any product or service that you order from the Website. You further represent that Block Transfer has the right to rely upon all information provided to Block Transfer by you, and Block Transfer may contact you and your business by email, telephone, or postal mail for any purpose, including but not limited to (i) follow-up calls, (ii) satisfaction surveys, and (iii) inquiries about any orders you placed, or considered placing, on or through the Website.

SECTION 31 – SEVERABILITY

If any provision of this Agreement is found by the arbitrator or (if proper) a court of competent jurisdiction to be invalid or unenforceable, the remaining provisions shall not be affected thereby and shall continue in full force and effect and such provision may be modified or severed from this Agreement to the extent necessary to make such provision enforceable and consistent with the remainder of the Agreement.

SECTION 32 – ENTIRE AGREEMENT

These Terms, the Agreement, and any policies or operating rules posted by us on the Website or in respect to the Website constitutes the entire agreement and understanding between you and your business and Block Transfer and governs your access and use of the Website and your ordering, purchasing, and use and/or attempted use of any service or product, and supersedes and replaces any prior or contemporaneous agreements, representations, communications, and proposals, whether oral or written, between you and Block Transfer. We may also, in the future, offer new services and/or features through the Website. Such new features and/or services shall also be subject to these Terms, the Agreement, and any policies or operating rules posted by us on the Website. Any ambiguities in the interpretation of these Terms or the Agreement shall not be construed against the drafting party.

SECTION 33 – CONTACTING US

We encourage our clients to contact us with questions or comments about our products and services. Please feel free to do so by sending an e-mail to contact@blocktransfer.io.

If you have any questions or inquiries concerning any of the Terms, you may contact Block Transfer by e-mail at service@blocktransfer.io, or by regular mail at 336185 Georgia Tech Station, 350 Ferst Drive, Atlanta, GA 30332

For Compliance, Spam or Abuse, General Support, or Additional Inquiries, please feel free to send an email to compliance@blocktransfer.io.
Notices to you may be made by posting a notice (or a link to a notice) on https://www.blocktrasnfer.io/terms by e-mail, or by regular mail, at Block Transfer discretion. Incorporated in Delaware. Registered agent can be reached at 8 The Green STE A, Dover, DE 19901.