Terms of Service
Welcome to the BlockFi website and BlockFi mobile app. The following Terms of Service (the “Terms”) govern your access to and use of blockfi.com and the BlockFi mobile app (collectively, the “Online Platform”). Certain sections of the Terms govern your user, borrower and other accounts (your “BlockFi Account”) accessed via the Online Platform. All use of the Online Platform and your BlockFi Account is subject to the Terms.
By applying for a BlockFi Account or using the Online Platform, you acknowledge that you have read, understood and agree to comply with the Terms. If you do not agree with anything contained in the Terms, please do not submit information to, access information from, or otherwise utilize the Online Platform.
In the Terms, users of this Online Platform and holders of BlockFi Accounts, including owners, employees, agents and affiliates of any business, corporation, partnership or other entity that is a user, borrower or investor, are sometimes referred to in the Terms as “you” or “your.” The operator of the Online Platform, BlockFi, Inc., a Delaware corporation, is referred to as “BlockFi,” “we,” “us” or “our” in the Terms. Together, you and we may be collectively referred to as “Parties.”
Modifications to the Terms of Service
BlockFi reserves the right to make changes to the Terms at any time. It is your responsibility to review the Terms from time to time to see if modifications have been made. Your continued use of the Online Platform after any modification of the Terms will conclusively indicate that you accept those changes. Notwithstanding the above, we will seek your consent to future modifications to the Terms to the extent we are required to do so by law.
We, or our affiliated BlockFi entities, may be required to provide certain legal and regulatory disclosures, periodic statements and confirmations, notices, tax forms and other communications (collectively “Communications”) to you in written form. By agreeing to these Terms, you consent to BlockFi delivering such Communications to you in electronic form, including e-mail. Consent for electronic delivery applies to every year the Communications are furnished. If you no longer have access to your account to receive the Communications in electronic format then you may request the Communication in written form.
You agree that all terms and conditions, agreements, notices, disclosures and other communications that we provide to you electronically satisfy any legal requirement such communications would satisfy if they were provided in writing. BlockFi will use reasonable efforts to honor any request you may have to opt out from receiving certain e-mails. With respect to these Terms, you waive any rights to require an original (non-electronic) signature or delivery or retention of non-electronic records, to the extent such waiver is not prohibited under applicable law.
Basic access to the Online Platform is publicly accessible. However, to use certain features of the Online Platform, you must complete the registration process by verifying your email address. Once registered, a BlockFi Account will be created for you to access your application and other resources. You agree that the registration information you provide is accurate, complete and current. You further agree to promptly update that information to keep it accurate, complete and current. YOU UNDERSTAND THAT A CHANGE IN YOUR STATE OF RESIDENCE MAY IMPACT YOUR ELIGIBILITY TO ACCESS AND USE THE ONLINE PLATFORM, AND HEREBY AGREE TO NOTIFY US IN ADVANCE OF ANY CHANGE IN YOUR STATE OF RESIDENCE.
If you register on behalf of a business entity or other organization, you represent and warrant that you have the authority to provide the information required and to bind the organization to the Terms. You acknowledge and agree that BlockFi, in its sole discretion, may suspend or discontinue your, and refuse any and all current and future, access to or use of you BlockFi Account at any time without notice to you.
As a regulated financial service company operating in the United States, we are required to identify clients on our platform. Identification ensures we remain in compliance with applicable information reporting requirements in the jurisdictions in which we operate, something that is necessary for us to be able to continue to offer digital currency services to our clients. BlockFi collects and verifies your personal and financial information. We also may obtain personal information from third parties in order to verify your identity, or to prevent fraud. Personal information collected from any source may include, among other things, your name and address, Social Security or taxpayer identification number, and date of birth. You certify under penalty of perjury that the information provided is correct. You hereby authorize us, or a third-party service provider that we designate, to take any measures that we consider necessary to confirm the personal information you provide, verify and authenticate your personal information, and take any action we deem necessary based on the results. You acknowledge that this process may result in a delay in registering your BlockFi Account, and that you may not be authorized to access or use your BlockFi Account until your registration has been successfully completed.
If you are a United States person, then as a condition of using BlockFi’s services you certify under penalties of perjury that:
The Social Security number or Employer Identification Number you provide is correct; and
You are not subject to backup withholding due to the failure to report interest and dividend income.
Account Security and Password
BlockFi disclaims all liability, and you acknowledge and agree that we will not be liable, for or in connection with any harm or damages to you or to any party resulting from the theft or unauthorized use of your user ID or password. Data transmitted via the Online Platform may use a Secure Sockets Layer (SSL) protocol, and data may be encrypted on some pages of the Online Platform. To the extent such technology is utilized on a given page, you may be unable to use certain account or customization features of the Online Platform unless your web browser software supports such encryption. Please note that no technology can be considered completely secure or impenetrable and internet protocols and other public and/or proprietary technology used or accessed by the Online Platform may be vulnerable to exploitation or compromise by persons engaged in hacking or criminal conduct. Subject to applicable law, BlockFi shall have no liability to you for any such exploitation or criminal conduct by third parties.
As part of our legal compliance program (“AML Program”), we will monitor your BlockFi Account and your use of the Online Platform, and review your personal information on an ongoing basis, as may be required by law or pursuant to our internal policies and procedures. At any time, we may require you to provide us with additional personal information as a condition to your continued access to and use of your BlockFi Account and the Online Platform. During such time, your access to and use of your BlockFi Account and the Online Platform may be temporarily restricted.
Potentially Fraudulent Activity
Any actual or suspected unauthorized access or unauthorized activity will be treated by us as potentially fraudulent (“Potentially Fraudulent Activity”). You agree to notify us immediately if you become aware of or suspect any Potentially Fraudulent Activity, by emailing [email protected]kfi.com. For avoidance of doubt, you are deemed to be aware of Potentially Fraudulent Activity upon receipt of any notice of the occurrence of such activity. Upon receipt of written notice from you of any Potentially Fraudulent Activity, we will take reasonable steps to protect your BlockFi Account, including, for example, by temporarily restricting access to your BlockFi Account, suspending any pending transactions, or requiring you to change your login credentials. You agree to promptly report any Potentially Fraudulent Activity to legal authorities if required by applicable law, and to provide us a copy of any report prepared by such legal authorities. In the event of a legal investigation of any Potentially Fraudulent Activity, you further agree to (i) cooperate fully with the legal authorities and BlockFi in such investigation; (ii) complete any required affidavits promptly, accurately and thoroughly; and (iii) allow BlockFi, or any third-party designated by us, access to your mobile device, computer, and network as may be relevant to such investigation. Failure to cooperate in any such investigation may cause delays in regaining access to your BlockFi Account and any funds held within.
Acceptable Use of the Online Platform
You agree that any information that you provide (about your identity, finances, and relationships) is accurate, correct, and up to date. You agree that you are 18 years of age or older; able to form a binding contract with us; and are acting on your own behalf (and have not been banned, terminated, or otherwise denied access to the Online Platform by BlockFi or by law).
Accessing the information, resources, services, products and tools of this Online Platform by any other means than we provide is strictly prohibited. You specifically agree not to access or tamper with the Online Platform, for any purpose, through any automated, unethical or unconventional means, including accessing or collecting personally identifiable information or account information (including user names, passwords, e-mail addresses or other personal, financial or contact information) with respect to BlockFi users, borrowers, investors, lenders or employees.
You may not violate, interfere with, impair or circumvent the ordinary operation, security, privacy or mission of the Online Platform or BlockFi’s products, services or data, including overburdening, spamming, engaging in a denial of service attack or similar activities (or attempt to do any of the above).
You are solely responsible for all activity that occurs on or under your BlockFi Account (whether or not expressly authorized by you), and for maintaining the confidentiality of your login details. BlockFi shall have no liability to you or any other person for acts or omissions made or committed by your agent, representative or third-party service provider in respect of your BlockFi Account.
You will not transmit to BlockFi or make available on or upload any information to the Online Platform that: (i) is commercial or promotional in nature; (ii) is unlawful, harmful, deceptive, or otherwise violates the legal rights or privacy of others; (iii) is capable of giving rise to legal action whether against you or BlockFi or any affiliate third party; (iv) infringes any patent, trademark, trade secret, copyright, or other property rights of any party; (v) impersonates any person or entity (including BlockFi or its employees and representatives); or (iv) contains viruses, malware or any program, code or technology designed to disrupt, intercept, impair or destroy the functionality of the Online Platform or its software, data or network.
BlockFi reserves the right to edit, restrict or remove any content you provide for any reason at any time. In addition, BlockFi does not control any information provided by other users that may be made available on or through the Online Platform. Notwithstanding BlockFi’s rights under the Terms, BlockFi does not undertake, and shall not be obligated, to monitor the submission of any content to, or the publication of any content on, the Online Platform at any time. BlockFi reserves the right to refuse service, terminate relationships, and cancel orders or transactions in its discretion.
By submitting information, feedback or other material to BlockFi, including on or through the Online Platform or your BlockFi Account, you: (i) acknowledge that such information is non-confidential, except for any personal and financial information; (ii) grant BlockFi a perpetual, worldwide, royalty-free, irrevocable, transferable, sublicenseable, fully paid-up right to copy, use, reproduce, modify, adapt, publish, create derivative works from, translate, transmit, display, distribute, market, promote, sell or offer for sale, rent or lease such information or materials in any form or medium known or later developed; and (iii) agree that you will have no claim against for any actual or alleged infringement of any proprietary rights, rights of privacy or publicity, moral rights or rights of attribution in connection with our use of any content you provide.
Supported Digital Assets
A list of digital assets that BlockFi currently supports is available via the Online Platform. BlockFi may discontinue support for a digital asset at any time and for any reason at our sole discretion, including due to changes in a given digital asset’s characteristics or due to a change in the digital asset’s regulatory classification.
BlockFi does not own or control any of the underlying software through which blockchain networks are formed and cryptocurrencies are created and transacted. In general, the underlying software for blockchain networks tends to be open source such that anyone can use, copy, modify, and distribute it. By using the Online Platform, you understand and acknowledge that BlockFi is not responsible for the operation of the underlying software and networks that support cryptocurrencies and that BlockFi makes no guarantee of functionality, security, or availability of such software and networks.
The underlying network protocols are subject to sudden changes in operating rules, and third parties may from time to time create a copy of a digital asset network and implement changes in operating rules or other features (“Forks”) that may result in more than one version of a network (each, a “Forked Network”) and more than one version of a digital asset (“Forked Assets”).
Forked Networks and the available supply of any Forked Assets are wholly outside of the control of BlockFi, and our ability to deliver Forked Assets resulting from a Forked Network may depend on third parties outside of BlockFi’s control. You understand and acknowledge that Forks may materially affect the value, function, and even the name of the digital assets associated with your BlockFi Account. In the event of a Fork, BlockFi may temporarily suspend certain services on the Online Platform (with or without advance notice to you) while we determine, at our sole discretion, which Forked Network(s) to support.
BLOCKFI IS UNLIKELY TO SUPPORT MOST FORKED NETWORKS AND MOST FORKED ASSETS WILL LIKELY NOT BE MADE AVAILABLE TO YOU. BLOCKFI MAY DETERMINE, IN OUR SOLE DISCRETION, NOT TO SUPPORT A FORKED NETWORK.YOU HAVE NO RIGHT, CLAIM, OR OTHER PRIVILEGE AGAINST BLOCKFI TO FORKED ASSETS ON SUCH UNSUPPORTED FORKED NETWORK. BLOCKFI MAY, IN OUR SOLE DISCRETION, DETERMINE OUR APPROACH TO SUCH FORKED ASSETS, WHICH MAY INCLUDE ABANDONING OR OTHERWISE ELECTING NOT TO SUPPORT SUCH FORKED ASSETS AS PART OF OUR SERVICES.
In the event that a digital asset network attempts to or does distribute (sometimes called “airdropping” or “bootstrapping”) additional digital assets to or through its digital asset network, such network shall become a Forked Network and subject to the terms set forth above.
BLOCKFI DOES NOT SUPPORT AIRDROPS OR TOKENS OR COINS WHICH SUPPLEMENT OR INTERACT WITH A DIGITAL ASSET NETWORK SUPPORTED BY BLOCKFI. YOU SHALL NOT USE BLOCKFI OR ANY OF ITS SERVICES OR ACCOUNTS TO ATTEMPT TO RECEIVE, REQUEST, SEND, STORE, OR ENGAGE IN ANY OTHER TYPE OF TRANSACTION INVOLVING AIRDROPS OR TOKENS OR COINS WHICH SUPPLEMENT OR INTERACT WITH A DIGITAL ASSET NETWORK SUPPORTED BY BLOCKFI. YOU WILL NOT BE ABLE TO RETRIEVE ANY UNSUPPORTED DIGITAL ASSET. BLOCKFI ASSUMES NO LIABILITY, OBLIGATION OR RESPONSIBILITY WHATSOEVER IN RESPECT TO ANY UNSUPPORTED DIGITAL ASSET.
Except as set forth in terms specific to your BlockFi account, digital assets you purchase from us shall be accessible via Online Platform in one or more omnibus wallets, via a third-party custodian. You can learn more about these arrangements at https://blockfi.com/securely-stored-assets/. BlockFi will track the balance and ownership of digital assets stored through the Online Platform in hosted wallets, and you can view the balance of digital in your BlockFi Account through the Online Platform.
A schedule of our fees is accessible at https://blockfi.com/fees/. Fees are subject to change, at our sole discretion, and you understand and acknowledge that you are solely responsible for accessing the fee schedule prior to engaging in any services on our Online Platform.
BlockFi will issue 1099 tax forms to persons identified as U.S. citizens or residents who trigger certain taxable transactions. The information reported on 1099 tax forms are also reported to the IRS. As such, information on 1099 tax forms should be incorporated into tax returns for each taxable year that 1099 tax forms are received.
In addition to 1099 tax forms, BlockFi may also provide other tax figures (e.g., real-time tax positions, unrealized gain/loss positions, and forms 8949). Such tax figures and reports may not represent your overall tax position, as BlockFi only provides tax figures and reports relating to transactions on BlockFi, not to other service providers. Cost basis originating outside BlockFi that was entered using the options BlockFi provides will not appear on your 1099 tax forms. Such tax figures are provided as a matter of convenience and for your benefit. Aside from the 1099 tax forms described above, BlockFi is not responsible for and carries no liability as to the accuracy of the tax figures and reports provided. Please consult with your tax advisor when filing your tax return.
BlockFi allows users to opt into tax loss harvesting. Please be aware that tax loss harvesting may carry risks and associated costs. There are no guarantees that a trade or a buyback will be executed, as there may be market conditions or operational risks. BlockFi has no knowledge, nor can we guarantee, that any loss generated will be advantageous to your specific tax position. You acknowledge that there is potential market volatility, costs, and associated risks with trading and re-purchasing an asset.
If you traded on platforms other than BlockFi, then we may not have all of the acquisition information necessary to provide you with a full picture of potential gains and losses. To obtain a full picture of your potential gains and losses you need to resolve any missing cost basis that is present in your account. If you are missing the cost basis for certain assets then BlockFi’s tax optimizer will prioritize known cost basis transactions first. If you subsequently add cost basis using the options BlockFi provides then your gain and loss calculations may change. BlockFi is not responsible for and carries no liability for the accuracy of cost basis information originating outside of BlockFi.
BlockFi is registered with the U.S. Department of Treasury Financial Crimes Enforcement Network (“FinCEN”) as a money services business (“MSB”). As a registered MSB, BlockFi is subject to the Bank Secrecy Act and its implementing regulations (collectively, the “BSA”) which set out the requirements imposed upon financial institutions to implement policies and procedures reasonably designed to detect and prevent money laundering and terrorist financing. Your access to and use of the Services is subject to compliance with BlockFi’s AML Program.
BlockFi’s subsidiaries maintain licenses to lend money and to engage in money transmission activities in certain states, and these licenses may impact our provision and your use of certain services on the Online Platform depending on where you live.
Transactions in digital assets are subject to applicable laws, regulations, and rules of federal and state governmental and regulatory authorities (collectively, “Applicable Laws”). Compliance with Applicable Laws may include compliance with any guidance or direction of any regulatory authority or government agency, any writ of attachment, lien, levy, subpoena, warrant, or other legal order (collectively, “Legal Orders”). You understand and acknowledge that in no event will BlockFi be obligated to affect any transaction it believes would violate any Applicable Law. You further understand and acknowledge that BlockFi is not responsible for any losses, whether direct or indirect, that you may incur as a result of BlockFi’s good faith efforts to comply with any Applicable Law, including any Legal Order.
BlockFi’s Intellectual Property
All rights, title, and interest in and to the Online Platform and the Content (defined below) and any all intellectual property contained therein or relating thereto, including any copyright, patent or trademark, are and will remain the exclusive property of BlockFi or its licensors, as applicable. The “Content” includes all contents of the Online Platform, including any logos, identifying marks, images, illustrations, designs, icons, photographs, videos, text and other written and multimedia materials, all of BlockFi’s loan information (including rate information) and requirements, products, services, advertising materials or collateral, log-in or registration criteria and instructions, help guidelines, user documentation and customer and technical support documents, and the Online Platform’s likeness, look and feel, format, layout, software, code (whether binary, assembly, source, object, HTML or otherwise), routines, scripts, software, platforms and applications, as well as any data, files, archives, folders or downloads available on the Online Platform.
Subject to the terms and conditions of the Terms, we grant you a limited, non-transferable, non-sublicenseable, non-exclusive, revocable license to use the Online Platform and the Content for personal use until such time as the Terms terminate or expire or your right to use or access the Online Platform is terminated in accordance with the Terms.
Except as explicitly permitted by the Terms, you may not, and you may not allow others to, sell, copy, modify, correct, enhance, create derivative works from, publish, store or in any way distribute or otherwise exploit, including for any purpose competitive to BlockFi, any Content. You may not, and you may not allow others to: (i) decompile, reverse engineer, convert or otherwise extract or disclose the underlying script, code (whether binary, assembly, source, object, HTML or otherwise) or structure of any Content, or (ii) remove or alter authorship attribution or copyright notices or similar information on the Online Platform or any products or materials embodying or containing any Content.
Any violation of the provisions of the Terms regarding BlockFi’s Intellectual Property may subject you to compensatory and punitive damages, and shall specifically also entitle BlockFi to equitable relief (including an injunction), in addition to (and not in substitution or replacement for) any other available remedies at law or in equity, without the need for the posting of a bond or any other requirement.
No Solicitation or Offering; No Advice
Except as otherwise expressly noted, the Content and the Online Platform do not constitute an offer to buy or sell or a solicitation of an offer to buy or sell investments, loans, securities, partnership interests, commodities or any other financial instruments; the Content and the Online Platform also do not constitute, and may not be used for or in connection with, an offer or solicitation by anyone in any state or jurisdiction in which such an offer or solicitation is not authorized or permitted, or to any person to whom it is unlawful to make such offer or solicitation.
The past performance of any investment, loan, security, partnership interest, commodity or financial instrument is not a guide to future performance. WITHOUT LIMITING ANYTHING IN THE TERMS, BLOCKFI MAKES NO WARRANTIES AND BEARS NO LIABILITY WITH RESPECT TO ANY FUND, ANY INVESTMENTS, SECURITIES, PARTNERSHIP INTERESTS, LOANS OR THE PERFORMANCE THEREOF.
While BlockFi may make certain informational Content available to its users, under no circumstances does BlockFi provide legal, tax, investment, financial, estate-planning, accounting, or any other advice. BlockFi may use automated systems in conjunction with: the receipt and handling of orders; the reporting of order acknowledgements, cancelations, and executions; the settlement of transactions; tax and cost basis reporting; and similar recordkeeping and reporting services (collectively, “Automated Systems”). The use of Automated Systems entails risks, including but not limited to interruption of service, systems of communications failures, delays in service, cyberattacks, and errors in the design or functionality of such Automated Systems that could cause damage, expense, or liability to the user. BlockFi makes no representations or warranty of any kind, express or implied, with respect to the selection, design, security, functionality, or operation of such Automated Systems. BlockFi expressly disclaims any representation that any Automated System will operate uninterrupted or be error-free.
Although BlockFi may provide information relating to investment approaches and opportunities to buy or sell assets, you should not construe any features, tools, or other content as legal, tax, investment, financial, or other advice. Nothing contained in BlockFi’s Online Platform constitutes a solicitation, recommendation, endorsement, or offer by BlockFi or a third party service provider to buy or sell any asset or other financial instrument.
The Content and the views expressed in the Content do not necessarily reflect the views of BlockFi as a whole, its directors, officers, employees, shareholders or any part or member thereof or of any third party.
Certain statements on the Online Platform, including within the Content, may constitute forward-looking statements that involve known and unknown risks, uncertainties and other factors that may cause actual returns of funds, investments, securities or loans to be materially different from any future returns or values expressed or implied by such forward-looking statements. Forward-looking statements typically include words such as may, will, expect, believe, plan, expect, anticipate, intend and other similar terminology. These statements reflect current expectations regarding future events and speak only as of the date of being posted to the Online Platform. Forward-looking statements involve significant risks and uncertainties, should not be read as guarantees of future performance or returns, and will not necessarily be accurate indications of whether or not such returns will be achieved. Given these uncertainties and risks, users of the Online Platform, including any person who may or has invested in any offering made by or on behalf of BlockFi or its subsidiaries or affiliates, are cautioned not to place undue reliance on such forward-looking statements. Forward-looking statements should not be interpreted as advice and are in no way a form of solicitation, offering, or advice for BlockFi’s loan product. The purpose of these forward-looking statements is merely to further explain our products and services and for marketing purposes and should be interpreted as purely speculative.
A variety of factors could cause the actual results and developments of any fund, investment, security or loan to differ significantly from the results and developments forecasted and implied. Although forward-looking statements contained in the Online Platform, if any, are based upon what BlockFi and its advisors believe are reasonable assumptions, BlockFi cannot assure you that actual results, returns or events will be consistent with these forward-looking statements. Forward-looking statements are made as of the date of being posted to the Online Platform, and BlockFi and its subsidiaries and affiliates assume no obligation, and expressly disclaim any obligation, to update or revise forward-looking statements contained in or incorporated by reference into the Online Platform or the Content or any information supplemental thereto to reflect new information, future events or circumstances or otherwise.
Third-Party Websites and Content
The Online Platform may contain links or connections to third party websites. Any such link or connection is provided only as a convenience and should be used at your own risk. BlockFi has no control over any such other websites, the contents thereof or the products, services or policies represented. The existence of any link or other connection does not imply any affiliation, sponsorship, endorsement, approval, investigation, representation, warranty, verification or monitoring by BlockFi or create any liability on the part of BlockFi in respect of such link or connection. Your use of any such third-party websites is governed by the privacy policies of those sites, which we encourage you to review before using such sites.
BlockFi will have no responsibility for any liabilities arising from or related to the contents of any third-party website or the use of any such website (including any mobile website) or the privacy policies and customer information practices of any such website.
Termination; Survival of Provisions
If you are not in full compliance with all of these Terms, the permissions granted to you under these Terms will automatically terminate, and in such circumstance, you will no longer use or access, or be entitled to use or access, the Online Platform, the Content or any BlockFi Account.
BlockFi may terminate your right to use the Online Platform, or block you from future use, at any time in its sole discretion, with or without cause, and without notice to you. Some circumstances in which BlockFi may exercise this right to terminate your right to use the Online Platform include, but are not limited to: (i) you have breached any provision of the Terms; (ii) you have engaged in conduct which BlockFi, in its sole discretion, considers to be unacceptable; (iii) BlockFi is required by law to do so; or (iv) BlockFi no longer provides the Online Platform. The above are only examples of circumstances in which BlockFi may terminate your right to use the Online Platform and BlockFi may terminate your right to use the Online Platform for any other reason in its sole discretion. We will not be liable to you due to or by reason of our termination of your right to use the Online Platform or the automatic termination of your right to use the Online Platform for non-compliance set forth above.
Any ongoing obligations on you, and the provisions relating to: (i) BlockFi’s Intellectual Property; (ii) No Solicitation or Offering; (iii) BlockFi’s Remedies; (iv) Indemnification; (v) Limitation of Liability; (vi) General, and (vii) any other provisions designed to survive, will survive any termination or expiration of the Terms for any reason.
Without prejudice to BlockFi’s other rights under the Terms, if you breach the Terms in any way, BlockFi may take such action as BlockFi deems appropriate to deal with the breach, including suspending your access to the Online Platform, prohibiting you from accessing the Online Platform, blocking computers using your IP address from accessing the Online Platform, contacting your internet service or other telecommunications provider to request that it block your access to the Online Platform and bringing court proceedings or taking other legal action against you. If you violate the Terms, BlockFi will be entitled, at any time, to bring an action or proceeding for specific performance, injunctive relief or other equitable relief in addition to (and not to the exclusion of or in substitution for) any other remedies at law or in equity.
Limitation of Liability
BlockFi and its affiliates, agents, officers, and employees will not be liable to you under any theory of liability—whether based in contract, tort, negligence, strict liability, warranty, or otherwise—for any indirect, consequential, exemplary, incidental, punitive or special damages or lost profits, even if BlockFi has been advised of the possibility of such damages.
The total liability of BlockFi for any claim arising out of or relating to these Terms or our Services, regardless of the form of the action, is limited to the amount paid, if any, by you to access or use the Online Platform.
Your Use and Access Outside of the United States
We make no claims that the Online Platform or the Content are appropriate for or may be downloaded or accessed outside of the United States. If you access the Online Platform from outside the United States, you do so at your own risk and are responsible for compliance with the applicable laws of the country or jurisdiction where you may be located. You may not use or export any content of the Online Platform in violation of U.S. export laws and regulations or any other U.S. or foreign federal, state or local statute, rule or regulation. The Content is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to local law or regulation. BlockFi makes no representations that the Content is appropriate for use in all locations, or that the transactions, products, loans, financial instruments or services indicated or discussed on the Online Platform are available or appropriate for sale or use in all jurisdictions, or countries or by all investors or counterparties.
You may not register a BlockFi Account or use the Online Platform if you are a resident of any jurisdiction in which (i) BlockFi is not authorized to provide the Services, (ii) the United States has embargoed goods or services, (iii) where your use of the Services would be illegal or otherwise violate any applicable law of such jurisdiction or of the United States (“Restricted Jurisdiction”).You hereby represent and warrant that you are not a resident of any Restricted Jurisdiction and that you will not register a BlockFi Account or use the Online Platform even if our methods to prevent you from registering an account or using the Online Platform are not effective or can be bypassed. We may implement controls to restrict access to the Online Platform from any Restricted Jurisdiction.
You hereby represent and warrant that you have not been identified as a Specially Designated National or placed on any sanctions list by the U.S. Treasury Department’s Office of Foreign Assets Control, the U.S. Commerce Department, or the U.S. Department of State; and you will not use our Online Platform to conduct any illegal or illicit activity.
Transfer and Processing of Data
By accessing or using our Online Platform, you consent to the processing, transfer and storage of information about you in and to the United States and other countries, where you may not have the same rights and protections as you do under local law.
You agree not to: (i) make any representations, warranties or guarantees on BlockFi’s behalf or with respect to the Online Platform or any content or data contained on the Online Platform; (ii) make any false or misleading representations with regard to BlockFi or the Online Platform or any content or data contained on the Online Platform; or (iii) participate or engage in any illegal, deceptive, misleading, fraudulent, unethical or improper practices on, through, by means of or with respect to the Online Platform.
You acknowledge and agree that you may not assign, delegate, sub-contract or otherwise transfer your rights or obligations under the Terms. BlockFi may transfer, assign, delegate, sub-contract or otherwise transfer its rights and obligations under the Terms without notifying you or obtaining your consent.
Choice of Law; Forum for Disputes
The Terms and all disputes, claims or controversies (whether in tort, contract or otherwise) arising out of or relating in any way to the Terms, the Online Platform or the Content, the negotiation, interpretation, validity or performance of the Terms, the rights and obligations of you and us hereunder or any transaction contemplated by the Online Platform shall be governed by and construed in accordance with the laws of the State of New Jersey without regard to the rules or principles of conflict of laws of such State or any other jurisdiction that would permit or require the application of the laws of any other jurisdiction. We and you each hereby irrevocably and unconditionally consent to submit to the sole and exclusive jurisdiction of the courts of the State of New Jersey and of the United States of America located in the State of New Jersey, City of Jersey City (the “New Jersey Courts”) for any litigation, lawsuit or proceeding between you and us arising out of or relating in any way to the Terms (including any non-contractual claims), the Online Platform or the Content, the negotiation, interpretation, validity or performance of the Terms, the rights and obligations of you and us hereunder or any transaction contemplated by the Online Platform.
You and we each waive any objection to the laying of venue of any such litigation in the New Jersey Courts and agree not to plead or claim in any New Jersey Court that such litigation brought therein has been brought in an inconvenient forum or that there are indispensable parties to such litigation that are not subject to the jurisdiction of the New Jersey Courts. You and we each hereby irrevocably waive any and all rights which you or we, respectively, may have, or may have had, to bring such litigation in or before any other court or tribunal (whether domestic or foreign), or before any similar domestic or foreign authority or body, and agree not to claim or plead any such rights.
WAIVER OF JURY TRIAL
WE AND YOU EACH HEREBY IRREVOCABLY AND UNCONDITIONALLY WAIVE ANY RIGHT WE OR YOU, RESPECTIVELY, MAY HAVE TO A JURY TRIAL IN RESPECT OF ANY LEGAL ACTION OR PROCEEDING ARISING OUT OF OR RELATING TO THESE TERMS OF SERVICE OR THE ONLINE PLATFORM AND ANY COUNTERCLAIM THEREIN. EACH PARTY CERTIFIES AND ACKNOWLEDGES THAT SUCH PARTY HAS CONSIDERED THE IMPLICATIONS OF THIS WAIVER AND MAKES THIS WAIVER VOLUNTARILY.
Class Action Waiver
YOU AND WE AGREE THAT THERE WILL BE NO RIGHT OR AUTHORITY FOR ANY DISPUTE TO BE BROUGHT, HEARD, OR ARBITRATED AS A CLASS ACTION (INCLUDING WITHOUT LIMITATION OPT OUT CLASS ACTIONS OR OPT IN COLLECTIVE CLASS ACTIONS), OR IN A REPRESENTATIVE OR PRIVATE ATTORNEY GENERAL CAPACITY ON BEHALF OF A CLASS OF PERSONS OR THE GENERAL PUBLIC. ALL DISPUTES SHALL BE RESOLVED ON AN INDIVIDUAL BASIS ONLY.
Questions or Comments; Our Contact Information
If there are any questions regarding our Terms of Service, you may contact us using the following information:
201 Montgomery Street Second Floor, Suite 263 Jersey City, New Jersey 07302 USA [email protected]
Terms Last Modified: 11/5/2020