THIS PARAGRAPH CONTAINS AN IMPORTANT NOTICE. PLEASE READ IT CAREFULLY. SECTION 14 AND SECTION 15 OF THIS DOCUMENT CONTAIN A BINDING ARBITRATION PROVISION THAT REQUIRES ARBITRATION ON AN INDIVIDUAL BASIS (RATHER THAN JURY TRIALS OR CLASS ACTIONS) AND LIMITS THE TIME PERIOD WITHIN WHICH YOU MAY BRING A CLAIM AGAINST US.

BLOQBOARD TERMS OF USE

Last Modified: October 1, 2018


  1. Acceptance of the Terms of Use.  These Bloqboard Terms of Use are entered into by and between you (acting in your capacity as an employee or other representative of your company or other entity, if applicable), and Bloqboard, Inc. ("Company", "we" or "us"). The following terms and conditions, together with any documents they expressly incorporate by reference (collectively, these "Terms of Use"), govern your access to and use of our website, including any content, functionality, and services offered on or through bloqboard.com (the "Website"). Please read these Terms of Use carefully before you start to use the Website. By using the Website or by clicking to accept or agree to the Terms of Use, you accept and agree to be bound by these Terms of Use and our Bloqboard Privacy Policy (“Privacy Policy”), incorporated herein by reference. If you do not want to agree to these Terms of Use or the Privacy Policy, you must not access or use the Website.
  2. Changes to These Terms. We reserve the right to change these Terms of Use at any time upon notice. We may give notice by posting the updated Terms of Use on the Website or by any other reasonable means. You can review the most current version of our Terms of Use at any time at http://bloqboard.com/terms-of-use. The Terms of Use in effect at the time of your use of the Website apply. Updated Terms of Use are binding on you with respect to your use of the Website on or after the date indicated in the updated Terms of Use. If you do not agree to the updated Terms of Use, you must stop using the Website. Your continued use of the Website after the date of the updated Terms of Use will constitute your acceptance of the updated Terms of Use.
  3. Bloqboard Tools. The Company’s Website provides tools and services to access certain token lending protocols and smart contracts on the Ethereum blockchain (“Bloqboard Tools”). However, the Company (a) is not a party to any contract, including any debt agreements, entered into by users of Bloqboard Tools and other users of the Ethereum blockchain, (b) does not act as a lender or give loans, including through use of Bloqboard Tools, the Website, or any token lending protocols, (c) is not a regulated marketplace, exchange, or intermediary of any kind, and (d) except as set forth in these Terms of Use, does not otherwise enter into any agreements with or commit to any obligations to any user of the Bloqboard Tools. The Company therefore is not liable or otherwise responsible for transactions, damages, or liabilities arising out of use of any token lending protocols. You agree that we have no fiduciary duty to you and no liability in connection with and are not responsible for any liabilities, claims, damages, costs and, or expenses, including attorneys’ fees, incurred in connection with your taking or not taking any action based upon any information provided by us. THE WEBSITE AND THE COMPANY HAVE NO RESPONSIBILITY RELATED TO ANY LENDING OR BORROWING OF TOKENS OR CRYPTOCURRENCY. YOU ACKNOWLEDGE THAT THE LENDING AND BORROWING OF TOKENS AND CRYPTOCURRENCY AND ACTIVITIES RELATED TO SUCH LENDING AND BORROWING INVOLVE SUBSTANTIAL RISK, INCLUDING THE POSSIBILITY OF COMPLETE LOSS OF ALL VALUE ASSOCIATED WITH THE TOKENS, CRYPTOCURRENCY, AND COLLATERAL. YOU ASSUME ALL SUCH RISK. YOU ALSO ACKNOWLEDGE THAT THE COMPANY DOES NOT PROVIDE OR ENDORSE ANY TOKEN LENDING PROTOCOL OR ANY SMART CONTRACT USED ON SUCH LENDING PROTOCOLS. THE COMPANY THEREFORE IS NOT LIABLE FOR YOUR USE OF ANY TOKEN LENDING PROTOCOL.
  4. Accessing the Website. We reserve the right to withdraw or amend this Website, and any service or material we provide on the Website, in our sole discretion without notice. We will not be liable if for any reason all or any part of the Website is unavailable at any time or for any period. You acknowledge that unavailability of the Website may result in loss of tokens or collateral. From time to time, we may restrict access to some parts of the Website, or the entire Website, to users, including registered users. To access the Website or some of the resources it offers, you may be asked to provide certain registration details or other information. It is a condition of your use of the Website that all the information you provide on or in connection with the Website is correct, current, and complete. You consent to all actions we take consistent with our Privacy Policy with respect to all information you provide to this Website, including but not limited to through the use of any interactive features on the Website (“User Submissions”). We may disable any user name, password, or other identifier at any time, in our sole discretion for any or no reason, including if, in our opinion, you have violated any provision of these Terms of Use. You may use certain private keys, seed phrases, mnemonic phrases, or other devices (“Access Devices”) when you access the Website. You are responsible for maintaining your Access Devices. You acknowledge that we cannot recover lost Access Devices, and that loss of your Access Devices may result in loss of all tokens and collateral.
  5. Use of Information Provided by You. We can use User Submissions to contact you about our products or services. We will use User Submissions in accordance with our Privacy Policy. You acknowledge, represent and agree that any User Submission is submitted voluntarily and is not confidential or proprietary, and that your User Submission does not establish a relationship between you and us. You grant the Company and its sublicensees a worldwide, royalty-free, non-exclusive, transferable, perpetual and irrevocable license to use, commercialize and implement the ideas contained in, distribute, transmit, reproduce, modify, publish, translate, publicly perform and display and create derivative works of your User Submissions, except as otherwise prohibited by applicable law or these Terms of Use. You waive any right to compensation of any type for your User Submissions. You represent and warrant that you have all the rights necessary to grant the rights in this Section and that use of User Submissions by us does not violate any law. You may not upload to, distribute, or otherwise publish through the Website any content that is libelous, defamatory, obscene, threatening, invasive of privacy or publicity rights, abusive, illegal, or otherwise objectionable, or that may constitute or encourage a criminal offense, violate the rights of any party or that may otherwise give rise to liability or violate any law.
  6. Notifications. We may contact you to provide you with payment reminders, collateral status reminders, and other status updates regarding token loans. However, we have no obligation to send any such communications, including reminders regarding payment or collateral status, and the content of such communications may be incorrect. Your reliance on any such communications from us is at your own risk. We are not liable for any reliance you place on such communications, including reliance that results in your failure to make timely payments on any token loan or any resulting loss of collateral.
  7. Intellectual Property Rights.  The Website and its entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof), are owned by the Company, its licensors, or other providers of such material and are protected by United States and international copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws. You must not reproduce, distribute, modify, create derivative works of, publicly display, publicly perform, republish, download, store, or transmit any of the material on our Website without our prior written consent. The Company name, the Company logo, and all related names, logos, product and service names, designs, and slogans are trademarks of the Company or its affiliates or licensors. You must not use such marks without the prior written permission of the Company. Any other names, logos, product and service names, designs, and slogans on this Website are the trademarks of their respective owners. Under no circumstances will you acquire any ownership rights or other interest in any such marks or content on this Website by or through your use of the Website.
  8. Permitted Uses. You represent and warrant that (1) you are at least 18 years of age; (2) you have full power and authority to agree to these Terms of Use; (3) you are not located in, under the control of, or a national or resident of any country subject to sanctions by the United States; (4) you have not been placed on the U.S. Department of Commerce’s Denied Persons List; (5) you are not identified as a “Specially Designated National” by the United States government; and (6) you will not access the Website if you have previously been prohibited from doing so or if any laws prohibit you from doing so. We do not intend for the Website to be used by persons or entities in countries or jurisdictions that require us to obtain a registration or license. If you are in such a country or jurisdiction, you are not authorized to and agree that you will not use the Website. You may use the Website only for lawful purposes and in accordance with these Terms of Use. You agree not (a) to use the Website in any way that violates any applicable federal, state, local, or international law or regulation, (b) use the Website for any unauthorized, fraudulent, or malicious purpose, (c) to engage in any other conduct that restricts or inhibits anyone's use or enjoyment of the Website, or which, as determined by us, may harm the Company or users of the Website or expose them to liability, (d) use the Website in any manner that could disable, overburden, damage, or impair the site, (e) use any robot, spider, or other automatic device, process, or means to access the Website for any purpose, including monitoring or copying any of the material on the Website, (f) to access systems, data or information not intended by us to be made accessible to a user, (g) to obtain or attempt to obtain any materials or information through any means not intentionally made available by us; or (f) to use the Website for any use other than the purpose for which it was intended. For example, you will not use the Website in connection with money laundering or the financing of terrorism.
  9. Reliance on Information Posted.  We do not warrant the accuracy, completeness, or usefulness of any information presented on or through the Website. Any reliance you place on such information is strictly at your own risk. We disclaim all liability and responsibility arising from any reliance placed on such materials by you or any other visitor to the Website, or by anyone who may be informed of any of its contents. Nothing on this Website constitutes (a) advice or a recommendation of any kind (legal, financial or otherwise), or (b) an indication of results that may be achieved. Please consult with professional advisors in connection with your use of the Website. The content on this Website is updated frequently, including based on interaction with users of the Website, but the Website’s content is not necessarily complete or up-to-date. Any of the material on the Website may be out of date at any given time, and we are under no obligation to update such material. These Terms of Use and the Website do not constitute an offer to sell or solicitation of an offer to buy securities.
  10. Links from the Website. If the Website contains links to other sites and resources provided by third parties, these links are provided for your convenience only. We have no control over the contents of those sites or resources, and accept no responsibility for them or for any loss or damage that may arise from your use of them. If you decide to access any of the third-party websites linked to this Website, you do so entirely at your own risk and subject to the terms and conditions of use for such websites.
  11. Disclaimer of Warranties. YOUR USE OF THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE ARE AT YOUR OWN RISK. THE WEBSITE, ITS CONTENT, AND ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE ARE PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. NEITHER THE COMPANY NOR ANY PERSON ASSOCIATED WITH THE COMPANY MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE WEBSITE. WITHOUT LIMITING THE FOREGOING, NEITHER THE COMPANY NOR ANYONE ASSOCIATED WITH THE COMPANY REPRESENTS OR WARRANTS THAT THE WEBSITE, ITS CONTENT, OR ANY SERVICES OBTAINED THROUGH THE WEBSITE WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT OUR WEBSITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE WEBSITE OR ANY SERVICES OR ITEMS OBTAINED THROUGH THE WEBSITE WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS. TO THE FULLEST EXTENT PROVIDED BY LAW, THE COMPANY HEREBY DISCLAIMS ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, NON-INFRINGEMENT, AND FITNESS FOR PARTICULAR PURPOSE.
  12. Limitation of Liability. TO THE FULLEST EXTENT PROVIDED BY LAW, IN NO EVENT WILL THE COMPANY, ITS AFFILIATES, OR THEIR LICENSORS, SERVICE PROVIDERS, EMPLOYEES, AGENTS, OFFICERS, OR DIRECTORS BE LIABLE FOR ANY INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES RELATED TO YOUR USE, OR INABILITY TO USE, THE WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES, INCLUDING BUT NOT LIMITED TO PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE. THE AGGREGATE LIABILITY OF COMPANY TO YOU FOR ALL CLAIMS AND DAMAGES RELATED TO YOUR USE OR INABILITY TO USE THE WEBSITE, ANY WEBSITES LINKED TO IT, ANY CONTENT ON THE WEBSITE OR SUCH OTHER WEBSITES WILL NOT EXCEED $100 U.S. DOLLARS.

    SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF DIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGE, LOSS, OR LIABILITY FROM INTENTIONAL ACTS (INCLUDING FRAUD, FRAUDULENT MISREPRESENTATION, AND FAILURE TO DISCLOSE DEFECTS), PRODUCT LIABILITY, OR FOR DEATH OR PERSONAL INJURY. NOTHING IN THIS SECTION 12 WILL BE INTERPRETED AS EXCLUDING LIABILITY THAT CANNOT UNDER APPLICABLE LAW BE EXCLUDED IN THOSE JURISDICTIONS. IF YOU LIVE, OR ARE OTHERWISE SUBJECT TO THE LAWS IN ONE OF THOSE JURISDICTIONS, ANY STATUTORY ENTITLEMENT AVAILABLE TO YOU WILL BE DEEMED LIMITED TO THE EXTENT (IF AT ALL) PERMISSIBLE UNDER THAT LAW, AND, IF LIMITATION IS NOT PERMITTED, THE LIMITATIONS AND EXCLUSIONS IN THIS SECTION 12 MAY NOT APPLY TO YOU.

  13. Indemnification. You agree to defend, indemnify, and hold harmless the Company, its affiliates, licensors, and service providers, and its and their respective officers, directors, employees, contractors, agents, licensors, suppliers, successors, and assigns from and against any third-party claims, liabilities, damages, judgments, awards, losses, costs, expenses, or fees (including reasonable attorneys' fees) arising out of or relating to (a) your violation of these Terms of Use, (b) your use of the Website or Bloqboard Tools, including use that results in any transactions using any token lending protocols, (c) any User Submission made by you, or (d) your violation of any other party’s rights or applicable law.
  14. Arbitration and Governing Law. YOU WILL SUBMIT ANY DISPUTES ARISING FROM THE USE OF THESE TERMS OF USE OR THE WEBSITE, INCLUDING DISPUTES ARISING FROM OR CONCERNING THEIR INTERPRETATION, VIOLATION, INVALIDITY, NON- PERFORMANCE, OR TERMINATION, TO FINAL AND BINDING ARBITRATION UNDER THE RULES OF ARBITRATION OF THE AMERICAN ARBITRATION ASSOCIATION APPLYING MASSACHUSETTS LAW. THE SEAT OR LEGAL PLACE OF ARBITRATION WILL BE IN MASSACHUSETTS. YOU AGREE TO ARBITRATE IN YOUR INDIVIDUAL CAPACITY ONLY – NOT AS A REPRESENTATIVE OR MEMBER OF A CLASS – AND YOU EXPRESSLY WAIVE ANY RIGHT TO FILE A CLASS ACTION OR SEEK RELIEF ON A CLASS-ACTION BASIS. FURTHERMORE, UNLESS YOU AND COMPANY AGREE IN WRITING, THE ARBITRATOR MAY NOT CONSOLIDATE MORE THAN ONE PERSON’S CLAIMS, AND MAY NOT OTHERWISE PRESIDE OVER ANY FORM OF A REPRESENTATIVE OF CLASS PROCEEDING. ALL ARBITRATION PROCEEDINGS ARE CONFIDENTIAL, UNLESS BOTH YOU AND COMPANY AGREE OTHERWISE. ARBITRATION ORDERS AND AWARDS REQUIRED TO BE FILED WITH APPLICABLE COURTS OF COMPETENT JURISDICTION ARE NOT CONFIDENTIAL AND MAY BE DISCLOSED BY THE PARTIES TO SUCH COURTS. A PARTY WHO IMPROPERLY DISCLOSES CONFIDENTIAL INFORMATION WILL BE SUBJECT TO SANCTIONS. THE ARBITRATOR AND FORUM MAY DISCLOSE CASE FILINGS, CASE DISPOSITIONS, AND OTHER CASE INFORMATION AS REQUIRED BY A COURT ORDER OF PROPER JURISDICTION. These Terms of Use will be governed by and construed in accordance with the laws of the State of California, without giving effect to its conflict of laws provisions.
  15. Limitation on Time to File Claims. ANY CAUSE OF ACTION OR CLAIM YOU MAY HAVE ARISING OUT OF OR RELATING TO THESE TERMS OF USE OR THE WEBSITE MUST BE COMMENCED WITHIN ONE YEAR AFTER THE CAUSE OF ACTION ACCRUES. OTHERWISE, SUCH CAUSE OF ACTION OR CLAIM IS PERMANENTLY BARRED.
  16. General. If any provision of these Terms of Use is held by a court of competent jurisdiction or arbitrator to be illegal, invalid, or unenforceable, the remaining provisions will remain in full force and effect. You and the Company intend that the provisions of these Terms of Use be enforced to the fullest extent permitted by applicable law. Accordingly, you and the Company agree that if any provision is deemed unenforceable, where possible, it will be modified to the extent necessary to make it enforceable, which may include its deletion. The Company may assign these Terms of Use, in whole or in part, at any time with or without notice to you. You may not assign these Terms of Use or assign, transfer, or sublicense your rights, if any, to access or use the Website or its content, and any attempt by you to do so is void. The Company’s failure to act with respect to a breach by you or others does not waive its right to act with respect to subsequent or similar breaches. A waiver will only be binding on the Company if it is in a written document signed by the Company. These Terms of Use (including any incorporated terms) constitute the entire agreement between you and the Company with respect to the Website and its contents. Both you and the Company warrant to each other that, in entering into these Terms of Use, neither the Company or you have relied on or will have any right or remedy based upon any statement, representation, warranty, or assurance other than those expressly stated in these Terms of Use. The preceding sentence will not limit or exclude any liability that cannot be limited or excluded under applicable law. No one other than you and the Company, or the Company’s successors and assigns, will have any right to enforce any of these Terms of Use. Neither these Terms of Use nor the Website create partnership, joint venture, employment, or other agency relationships between us. You may not enter into any contract on our behalf or bind us in any way.