General Terms of Use
General Terms of Use
Valid from 04 May 2023
Blocktrade operates an online marketplace which enables the User to buy, store and sell Bitcoin, Ethereum and other Crypto-Assets while being able to also deposit and withdraw such Crypto-Assets.
These Terms shall apply to any relationship between Blocktrade and the User and pertaining to the use of Platform (per Clause 1 – Definitions and interpretations below).
By accepting these Terms and using the Services, the User confirms that he/she has thoroughly read and understood the entire content of the Terms and is accordingly legally bound by these Terms. If the User does not understand any of the terms and conditions contained in these Terms, he/she should contact Blocktrade ([email protected]) before accepting and accessing or using the Services. Upon acceptance of the Terms, these form a legally binding Agreement between Blocktrade and the User.
1. Definitions and interpretations
Agreement | means the agreement between Blocktrade and the User, deemed to have been concluded as of the acceptance of these Terms by the User. The Agreement consists of these Terms (i.e., the general part of the Terms) but also including any of the terms referred in these Terms and also any Annexes agreed upon, including the following (which are considered as incorporated to the Agreement by this reference): i) the Rewards Program Terms (Annex 5) which apply to the Rewards Program, as specified therein Annex 5; ii) the BTEX Tokens Terms (Annex 2) which apply to any purchase of the BTEX tokens via the Platform, as specified therein Annex 3; iii) the BTEX Tokens Sales Terms for the Exclusive Sale and the Public Sale (Annex 3) which apply to the purchase of the BTEX Tokens via the Platform within the Exclusive Sale and/or the Public Sale, as specified therein Annex4 |
AML/CFT requirements | mean a set of activities required by law to perform identification of Users for the purposes of identity verification and detection of money laundering, terrorist financing, fraud, or any other financial crime |
Asset | means Crypto-Asset and/or Fiat |
Available Balance | means the User’s Assets less Tied Assets and Fees, available for trading |
Base Asset | means the Asset being traded on the Order Book – the first Asset in the Trading Pair |
Blocktrade | means BlocktradeOperations OÜ, a private limited company incorporated in Estonia under commercial register code 14901959 and registered as a virtual asset service provider with the Estonian Financial Intelligence Unit under the number FTV000299, whose registered office is at Tartu mnt 10, 10145, Tallinn, Estonia (contact: [email protected]; tel: +372 54 700 380) , as the operator of the Platform. |
Broker Model | means the services (described in clauses 6.1.3, 6.1.4 and 6.4) where Blocktrade acts as a broker in trading between Crypto-Assets, from Fiat to Crypto-Assets and from Crypto-Assets to Fiat |
BTEX Token(s) | The cryptographic ERC-20 tokens issued by Blocktrade which are Crypto-Assets and which have the features as specified in more detail in BTEX Tokens Terms (available here) |
Chargebacks | means the return of the User’s money by his/her bank due to the disputed and/or fraudulent transaction. |
Crypto-Assets | means a digital representation of value that is not issued or guaranteed by a central bank or a public authority, is not necessarily attached to a legally established currency and does not possess a legal status of currency or money, but is accepted by natural or legal persons as a means of exchange and which can be transferred, stored and traded electronically, including but not limited to Bitcoin (BTC), Bitcoin Cash (BCH), Ethereum (ETH), Ripple (XRP), Litecoin (LTC), which can be traded and/or used via the Services. Crypto-Assets are also referred to as Digital Assets or Virtual Assets |
Dormancy | means any inactivity for one year or more on the User’s account. |
Eligibility criteria | means the set of requirements that must be met for a Refund. |
Exchange Model | means the services described in clauses 6.1.1, 6.1.2, 6.2 and 6.3 where Blocktrade acts as an intermediary in exchanges between Crypto-Assets, from Fiat to Crypto-Assets and from Crypto-Assets to Fiat |
Fee Schedule | means the list of fees applicable to the use of the Services |
Fiat | means government-issued currency, namely United States Dollar (USD), Euro (EUR) and other similar currencies, applicable and enabled within the Services |
Fill | is the action of completing or executing an Order for a Trading Pair. An event that turns an Open Order into a Trade |
GTU | means this specific part of the Agreement, called the General Terms of Use |
Limit Order | means an Order to buy or sell a specified quantity of an Asset at a specified price |
Market Order | means an Order to buy or sell a specified quantity of Base Asset at the best available price. In this matter also referred to as Market buy Order or Market sell Order |
Open Order | means a listed unfilled Order |
Order | means a User’s binding instruction to buy or sell a specified quantity of the Base Asset at a specified price in the Quote Asset. |
Order Book | means the list of all Orders within a Trading Pair |
Personal Information | means information that can be associated with a specific person (natural or legal), including, but not limited to, name, address, telephone number, e-mail address, date of birth, taxpayer identification number, government identification number, and information regarding bank account (such as the name of the bank, the account type, routing number, and account number) and any other information required to register an account and use the Services |
Platform | means the application, including but not limited to apps on the website or any mobile device app, which provides access and use of Services for the User with a registered account under these Terms |
Price Offer | means the price offered to a User at any given time in respect of a Trading Pair |
Price Request | means the action taken by a User of requesting a Price Offer |
Price-Time Priority | means the order of priority for the execution of Orders. The priority comes as follows: a. The Order is Filled with the earliest in time Limit Order on trading venues at the best price; and b. To the extent that the Order is not completely Filled by that Limit Order on trading venues, it is Filled with any subsequent Limit Orders at that price, in the sequence those Limit Orders were posted on trading venues; and c. To the extent that the Order is not completely Filled by one or more Limit Orders described above, it is Filled with one or more Limit Orders at the next best price, in the sequence those Limit Orders were posted on trading venues, and this process is repeated until the Order is completely Filled, or until there is more no available liquidity on trading venues where the rest of the unfilled Order remains open |
Private wallet account | means external private digital Crypto-Assets account from which a User may transfer Crypto-Assets to balance within account and vice versa |
Quote Asset
| means the Asset in which trading is denominated on the Order Book – the second Asset in the Trading Pair |
Refund | means returning the amount of Transaction fee paid by the User with regard to certain Transaction, unless otherwise specified herein. |
Restricted Areas List | means the list of countries where Blocktrade does not operate as per the following: https://support.blocktrade.com/support/solutions/articles/36000183676-countries-of-operations |
Services | shall have the meaning, set out in clause 6 of these Terms. |
Terms | these terms of use and all of its Annexes |
Tied Assets | means Assets allocated to an Order |
Total Asset Value | means the gross value of all of a User’s Assets expressed in chosen FIAT Currency, based on the last trade price. This includes Tied Assets. |
Trade | means an execution of the User’s transactions on the Platform |
Trading Pair | means each pair of a Base Asset and a Quote Asset |
Transaction Fee | a fee charged per each Trade as a percentage of quote asset in accordance with Fee schedule. |
TS Broker | means the rules applying specifically to the Broker Model and available at [https://blocktrade.com/terms-of-use/#transaction-schedule] |
TS Exchange | means the rules applying specifically to the Exchange model and available at [https://blocktrade.com/terms-of-use/#annex-2] |
User | means a natural or legal entity, who uses the Platform or in any way uses the Services. Also referred to as “You” in respect of these Terms |
Website | means all content, Platform and Services, published on webpages on the domain: https://blocktrade.com/ or on the mobile app. |
2. Account
2.1. To use the Services, the User must register an account by submitting a registration application and accepting these Terms. Each User can register only one personal account.
2.2. By registering an account and accepting these Terms, the User agrees and warrants that:
2.2.1. he/she is at least 18 years of age and has full capacity to accept these Terms and enter into contractual relationships and use the Services. If the account is created for a legal entity, this legal entity must be duly incorporated and have full legal capacity. When acting on behalf of a legal entity the person creating the account supports that he/she has full legal authority to bind that legal entity with the Agreement;
2.2.2. any information submitted by the User to Blocktrade is accurate, true and complete. The User agrees to keep Blocktrade updated if any of the information the User provides changes;
2.2.3. these Terms become a binding agreement between the User and Blocktrade and he/she undertakes to use the Platform in accordance with the procedure provided in these Terms, including not to use the Platform for fraud or other illegal purposes;
2.2.4. to notify Blocktrade immediately if he/she has a reason to believe that his/her account details have been compromised, that his/her account has been accessed by unauthorised persons or he/she has been misrepresented. The User is fully responsible for the use of the Platform and anything taking place on his/her account;
2.2.5. to treat his/her access credentials (such as username and password) as confidential information, and not to disclose such information to any third party;
2.2.6. to take responsibility for all activities that occur under the User’s account and accept all risks of any authorised or unauthorised access to the account;
2.2.7. that opening an account does not violate any laws or regulation applicable to the User.
2.3. Blocktrade reserves the right to suspend or cancel the use of an account if (i) Blocktrade finds that the User has opened and/or is operating more than one account without Blocktrade’s consent; or (ii) an account is used by a person other than the person that registered the account.
2.4. Blocktrade assumes no liability for any loss or damage arising from the use of the account by the User or any third party with or without the User’s authorisation.
2.5. 2.5. If technical reasons prevent or degrade the User’s ability to place or cancel Orders, Blocktrade may, at their own discretion and upon notification via Website, take one or more of the following actions:
- Temporarily disable depositing or withdrawing Assets;
- Cancel Open Orders;
- Disable the ability to place new Orders;
- Disable sign-in;
- Disable the API to Platform;
- Disable access to the User interface of the Platform.
3. User identification
3.1. The User must comply with anti-money laundering obligations in order to open an account with Blocktrade. Thus, when registering for an account, the User must provide the required accurate Personal Information and supporting documents and any other evidence and documentation Blocktrade may ask for verifying the User’s identity.
3.2. The User authorises Blocktrade to make inquiries, whether directly or through third parties, that are considered necessary for Blocktrade to verify the User’s identity or protect the User and/or Blocktrade against fraud or other financial crime, and to take action Blocktrade reasonably deems necessary based on the results of such inquiries. With carrying out these inquiries, the User acknowledges and agrees that Personal Information may be disclosed to credit reference and fraud prevention or financial authorities.
4. Eligibility
4.1. Services are available to Users who meet the conditions stipulated in clauses 2.2.1 and 3.
4.2. If the User’s and/or its beneficial owner’s domicile, residency or citizenship is associated with a country included on the Restricted Areas list, the User is restricted from using the Services. Blocktrade may at any point prohibit or restrict the use of Services to Users that are associated with certain foreign jurisdictions that are not included on the Restricted Areas list, but might present disproportionate administrative and/or regulatory burdens. It is the User’s responsibility to follow those rules and laws in their country of residence and/or country from which the User accesses and uses the Services.
5. Access to the Platform
5.1. All Users have equal access to the Platform API and Web Interface. Blocktrade does not provide prioritized access to any User.
5.2. Blocktrade has the authority to take any action deemed appropriate to preserve market integrity. Such actions include, but are not limited to, the halting of trading, modifying risk-mitigating parameters, restricting the User’s access to the Platform, restricting order types to limit only, cancelling Open Orders, or any other actions deemed to be in the best interest of the Platform.
6. Services
6.1. Blocktrade provides the following Services to the User:
6.1.1. exchanging Fiat for Crypto-Asset and vice versa, whereby Blocktrade acts as intermediary between the Users in trades executed on the Platform between Fiat and Crypto-Assets.
6.1.2. exchanging one type of Crypto-Asset for another type of Crypto-Asset, whereby Blocktrade acts as intermediary between the Users in trades executed on the Platform between different Crypto-Assets.
6.1.3. brokerage services performed by Blocktrade in Crypto-Assets to Crypto-Assets trading.
6.1.4. brokerage Services performed by Blocktrade in Crypto-Assets to Fiat trading and vice versa.
6.1.5. safekeeping and/or administration of Crypto-Assets, provided by Blocktrade.
6.1.6. use of other ancillary services that shall be added and notified to the User.
6.2. The User execute their use of the Services through Orders, Price Requests and Price Offers in accordance with the relevant trading model and per the applicable “Transaction Schedule”: Annex 1 and; Annex2.
6.3. The User agrees that Orders are ruled by the TS Exchange in accordance with the Exchange Model.
6.4. The User agrees that brokerage transactions, such as Price Requests and Price Offers, are ruled by the TS Broker, in accordance with the Broker Model.
6.5. The User agrees and acknowledges that Blocktrade may at its sole discretion limit, change, or in any way impose limits on the Services or impose any other conditions or restrictions upon Users’ use of the Services without prior notice.
6.6. Blocktrade may:
6.6.1. halt the usage of the Services for maintenance reasons;
6.6.2. restrict the use of the Services from certain Users at any time without prior notice, especially if the conditions in clauses 2 and 4 of these Terms are not met.
6.7. If any taxes apply to using the Services, it is the User’s responsibility to report and pay the correct amount of taxes to the appropriate tax authority. The User agrees that Blocktrade is not responsible for determining whether taxes apply for the Services used or for collecting, reporting, withholding or paying any taxes arising from the use of the Services.
6.8. Blocktrade uses third-party service providers for the provision of its services, which may be regulated by their own terms and conditions. The User’s relationship with such third parties shall be governed by such third parties’ terms and conditions where they have been notified to the User.
6.9. The Platform provides the User with access to a digital wallet (eWallet) dedicated to the custody of eCredits tokens (ECS).
The Platform provides eligible users with the ability to trade eCredits (ECS) against euros automatically upon deposit of ECS on eWallet (Instant Trade).
Upon enabling the Instant Trade feature and after their transfer on eWallet, ECS are exchanged for Euros by automatically placing an ECS/EUR Market Order on the Platform.
The User shall bear the costs associated with exchange services in accordance with the Fee Schedule.
The User acknowledges that, depending on the volatility of the ECS/EUR trading pair and/or liquidity available at the time when a Market Order is initiated, the Market Order may Fill at a price/rate less favourable than the most recent trade price.
The Platform shall not be held liable for rounding errors occurring in the process of the instant trade of ECS for EUR.
7. Assets
7.1. When residing inside of the European Economic Area, the User may use the Services provided by Blocktrade after having transferred Fiat or Crypto-Assets to the registered account and/or having a sufficient Fiat or Crypto-Assets balance available.
7.2. When residing outside of the European Economic Area, the User may use the Services after having first transferred Fiat to the registered account.
7.3. Crypto-Assets can be transferred to and therefore credited to a registered account in Crypto-Assets from external crypto wallets. Blocktrade does not guarantee the security and/or effective execution of the transfer of Crypto-Assets to/from a registered account from/to third-party exchange accounts.
7.4. The Crypto-Assets of the User are in the custody of a third-party provider at the level of a general account opened in Blocktrade’s name with a Crypto-Asset custody wallet provider. In accordance thereto, Blocktrade holds the public and private keys giving access to the relevant account at the level of the Crypto-Asset wallet provider. Blocktrade undertakes to return such Crypto-Assets to the User upon request or transfer them in accordance with the User’s instructions pursuant to the procedure described in TS Broker and TS Exchange, unless it is prevented from doing so in accordance with the provisions of these Terms.
7.5. By funding a trading account by bank transfer for Fiat currencies via a third-party payment solution provider it is deemed that the User has pre-purchased the Crypto-Assets at the value/amount under the conditions that are applicable for the particular Trading Pair at the time of Trade execution on the Order Book in accordance with the Price-Time Priority mechanisms as defined in the TS Exchange, whereby such pre-purchase is limited exclusively to the limited range of Crypto-Assets available on the Platform, and associated ancillary Services.
7.6. Fiat currencies can be deposited to the User’s account:
7.6.1. by using the SEPA payment system (Single Euro Payments Area) with a registered bank account,
7.6.2. by wire transfer outside SEPA payment system,
7.6.3. by credit card payment.
7.7. The User acknowledges that any limit or other restriction can apply to some countries or other regional areas in application of local and international law.
7.8. The User acknowledges and agrees that Blocktrade is not carrying out payment transactions for Users of the Platform, nor does Blocktrade hold Fiat currencies for the account and on behalf of Users. Blocktrade therefore has no rights, obligations or liabilities in relation thereto towards the User.
7.9. The User confirms and acknowledges that Crypto-Assets that are deposited in a registered custody wallet account, as well as Fiat currencies may be used exclusively for:
7.9.1. the use of Services in accordance with the Terms,
7.9.2. the Fees and other costs for Services in accordance with the Terms,
7.9.3. withdrawal in accordance with the Terms and any other policy available on https://blocktrade.com by any amount that the User owes to Blocktrade resulting from the contractual relationship between Blocktrade and the User.
8. Dormancy
8.1. Blocktrade has the right to inquire about any Dormancy on the Account.
8.2. Any Dormancy will have effect upon the following:
8.2.1. Under a year of inactivity, Blocktrade does not interact with the User, with no preju-dice to AML/CFT requirements;
8.2.2. After a year of Dormancy, Blocktrade will try to contact the User by any mean (phone, email or mail courier).
8.3. Upon a 6 months period after establishing contact, under a situation of Dormancy, Blocktrade has the right to freeze the User’s account and may take any measure to investigate and establish how to allocate any Assets remaining on the User’s account.
8.4. All costs borne by Blocktrade for the purposes of establishing contact with the User or investigating about his/her situation, shall be solely borne by the User. The costs shall be evidenced and deducted from the User’s account and invoiced accordingly. Over EUR 1,000, Blocktrade reserves the right to require legal/professional assistance for further investigation and to deduct it from the User’s account.
8.5. If the investigation reveals that the User is deceased, Blocktrade will act in accordance with the applicable succession law in order to transfer the rights attached to the deceased User’s account.
8.6. If the User’s account has been reactivated following any inquiry or investigation, Blocktrade reserves the right to request any information to verify or authenticate the User’s identity, in accordance with these Terms, our internal policies or any AML/CFT requirement.
9. Withdrawals and deposits
9.1. Withdrawal of Assets can be made if all of the following conditions are met:
9.1.1. User complies with all AML/CFT requirements and no indications of suspicion of money laundering, a predicate offence to money laundering, organised crime, or terrorist financing exists in regard to such User;
9.1.2. sufficient balance of Assets is attributed to the User’s account, minus direct costs and fees of Services.
9.2. The User is aware that deposits and withdrawals of Assets could result in rejection of Transactions or in loss of Assets for Users in the following cases (non-exhaustive list):
9.2.1. if external wallets or payment providers reject transactions of Crypto-Assets from registered accounts and vice versa;
9.2.2. external wallets or payment providers provide wrong data, misinformation or errors which could result in loss of Crypto-Assets for Users.
9.2.3. Users enter wrong data, misinformation or make an error regarding the transactions of Crypto-Assets, such as, but not limited to: wrong addresses of external or Private account wallets, using the wrong blockchain to transfer Assets (e.g. sending Ether on Bitcoin blockchain), sending unsupported coins/tokens and other cases that could result in loss of Assets.
9.3. Blocktrade is not responsible and shall not be held liable for any damages or claims of any kind that result from lack of entry of data, wrong data or errors provided by the User or any third-party, such as external wallet or other similar providers. The User must at all times carefully examine data entries and make sure the data is correct. The User will not hold Blocktrade liable for any damages resulting from such rejected transactions or lost Crypto-Assets and Fiat assets for events that are beyond control of Blocktrade.
9.4. In certain cases and to the extent possible, Blocktrade may, in its absolute discretion, assist the User in the event of any loss of Assets due to errors in withdrawals or deposits that may arise in the cases described in clause 9.2.3., but Blocktrade makes no guarantee of success in such cases and shall not be liable in any failure to recover the lost Assets. In the event of success in recovering lost Assets, due to the complexity of the procedures, Blocktrade shall be entitled to a success fee as set out in the Fee Schedule.
9.5. Withdrawals or deposits of Assets may be rejected and/or prevented for any reason without prior notice, including without limitation for:
9.5.1. using the Service to perform illegal activities such as money laundering, illegal gambling operations, financing terrorism, or other criminal activities,
9.5.2. violating these Terms,
9.5.3. unauthorised access to the Platform and/or Website,
9.5.4. Unauthorised alteration, loss or destruction of data or Assets,
9.5.5. software security reasons,
9.5.6. fraudulent deposits or withdrawals of Assets,
9.5.7. unexpected operational difficulties,
9.5.8. suspicion of money laundering, a predicate offence to money laundering, organised crime, or terrorist financing exists in regard to such User,
9.5.9. upon the request of law enforcement or other government authorities,
9.5.10. insufficient amount of Assets in accordance with clause 9.1.
9.6. Blocktrade will make reasonable endeavours to provide adequate security of Crypto-Assets on the Platform by using high-end security protocols and other reasonable security measures, such as setting up an enterprise-level wallet provider, establishing high internal security protocols and any other state of the art security measures. Nevertheless, the User is aware and accepts that Blocktrade does not guarantee and is not liable for any possible loss of Assets deriving from theft, hacking, mining attacks and/or in relation with (but not limited to) other events that may result in loss of Assets set out in clause 13 (Risks) of the Terms. The User will not hold Blocktrade liable for any damages or losses whether indirect, incidental, special or consequential, in profits, goods or services, irrespective of whether or not the User has been advised or otherwise might have anticipated the possibility of such loss or damage.
10. Refunds
10.1. Chargebacks, Eligibility criteria, Refunds, Transaction Fees will be operated according to the procedure described in the Refund Policy available in Annex 6.
10.2. Refund requests from the User must be addressed to [email protected]
11. Transactions
11.1. Transactions will be operated in accordance with the Exchange TS and the Broker TS.
11.2. Transactions under Blocktrade’s Exchange Model
11.2.1. Linking Users in exchanges between Fiat currencies and Crypto-Assets, on the Platform;
11.2.2. Acknowledging transfers on Users’ accounts and enter them in the Platform.
11.3. Transactions under Blocktrade’s Broker Model:
11.3.1. Blocktrade will act as a broker in Trading of Crypto-Assets and Fiat currencies exchanges, between Users on the Platform;
11.3.2. Blocktrade broker operations will involve the following operations:
– Over-the counter trading of Crypto-Assets to other Crypto-Assets;
– Over-the counter trading of Crypto-Assets to Fiat currencies and vice versa.
12. Fees and costs
12.1. The User understands and acknowledges that any trades, exchanges and/or transactions completed via Blocktrade’ Services are subject to service fees as described in the Fee Schedule available at [https://blocktrade.com/fee-schedule/]
12.2. The User undertakes to pay all applicable fees in accordance with the rules set in the Fee Schedule.
12.3. Blocktrade reserves the right to adjust its pricing and fees at any time. Blocktrade will notify the User of the pricing and fees in accordance with the Fee Schedule.
13. Risks
13.1. The User agrees and acknowledges that the Services, blockchain technology, Crypto-Assets protocols and related technologies carry risks. By using the Services and establishing an account the User accepts the following risks outlined in these Terms and other risks not specified herein.
13.2. The User agrees and acknowledges that Blocktrade hereby expressly disclaims any responsibility and liability for any direct, indirect, incidental, special or consequential losses or damages of any kind, including but not limited to damages or losses in profits, goods or services, irrespective of whether or not the User has been notified, advised or otherwise might have anticipated the possibility of such loss or damage occurring in light of (but not limited to) the following risks. The User will defend, indemnify, and hold harmless Blocktrade and/or any of its agents, officers, directors, or employees from and against any violation of such laws or regulations. The User acknowledges that they have understood and have been warned of the following risks:
13.2.1. Trading risks: The risk of loss in trading Assets (Fiat currencies and Crypto-Assets) can be substantial. By using the Services, the User acknowledges and consents that the use of Services may result in total loss of the Assets and/or value of those Assets.
13.2.2. Volatility risks: In the case of Market Orders, the actual rate of trading Assets at which an Order is executed may be different to the rate indicated at the time when the User’s Order was initiated, especially during periods of illiquidity, or volatility in the marketplaces for any Crypto-Assets.
13.2.3. Quoting errors: Should a quoting error occur, the Company is not liable for any resulting errors in account balances and reserves the right to make necessary corrections or adjustments to the relevant Account. Any dispute arising from such quoting errors will be resolved on the basis of the fair market value, as determined by the Company in its sole discretion and acting in good faith, of the relevant market at the time such an error occurred.
This may or may not adversely affect the User’s realised and unrealised gains and losses.
Third-party exchange of Crypto-Assets: Blocktrade gives no guarantees with regard to the volume, price, bad deliveries or other specifications on secondary exchanges and no warranties with regard to any exchange service providers or the price of Crypto-Assets on such exchanges.
13.2.4. Legal risks: Due to the legal uncertainty in different jurisdictions on digital-ledger technology, there is a risk that in some jurisdictions Crypto Assets may be prohibited, deemed to be securities, financial instruments or limited in any other way. Blocktrade gives no warranties or guarantees as to the legal nature of Crypto Assets. All Users shall bear their own legal and financial consequences of Crypto Assets possibly being prohibited or deemed to be securities, financial instruments or limited in any other way in their respective jurisdiction. Every User shall monitor at any time whether possession or disposal of Crypto Assets is legal in their jurisdiction.
13.2.5. There is a risk that the User’s trades in any respect of Crypto-Assets may be or become subject to tax and/or any other duty for example, due to changes in legislation or User’s personal circumstances. Companies do not offer tax advice and If any taxes apply for using the Services, it is the User’s responsibility to report and remit the correct tax to the appropriate tax authority. User agrees that Companies are not responsible for determining whether taxes apply for the Services used or for collecting, reporting, withholding or remitting any taxes arising from the use of Services.
13.2.6. Risks regarding the blockchain technology: Any unexpected or unintended malfunction of those technologies or protocol can cause Crypto-Assets or Services to malfunction or function in a different manner. Blocktrade does not guarantee that in those cases the Services shall operate without any disturbances, flaws, errors or defects and bugs that may intervene with the full functionality of the Services. There are also potential risks with unfavourable regulation or governmental action in different jurisdictions that could in any way limit the use of the technologies and protocols. The Blockchain source code could be updated, amended, altered or modified from time to time by the developers and/or the relevant Blockchain community. Also, other codes and protocols in the blockchain community, used by the algorithms can be altered the same. As a result, any update, amendment, alteration or modification could lead to an unexpected or unintended outcome that adversely affects our Services, which may also affect the price/value and overall performance of the markets in which the User is involved. Any possible changes in the blockchain protocols could adversely impact the operation of our Services and could in the worst-case scenario, ruin the sustainability of the Services.
13.2.7. Risk of theft, hacking, mining attacks or loss: Hackers or other groups or organizations may attempt to interfere with the third-party wallets of Users, the Website, Services and/or Assets in any number of ways, including without limitation denial of service attacks, Sybil attacks, spoofing, smurfing, malware attacks, or consensus-based attacks. There are also other risks that could result in theft or loss of Assets such as unintentional security weaknesses or bugs on the Website, Platform and/or Apps, any advances in cryptography and other technical advances that could interfere with blockchain technology, Blockchains platform, Website, Services, Assets and other unexpected risks. There are also risks in the any blockchain network or any other network which the Services, Crypto-Assets and Assets interact with that can result in the loss of Assets. The applicable blockchain Platform and other blockchain networks are susceptible to mining attacks, including but not limited to double-spend attacks, majority mining power attacks, selfish-mining attacks, and race-condition attacks, that could present a risk to Assets, price/value of Assets and overall performance of the markets in which the User is involved. Blocktrade provides no warranty that the Website, Apps, Platform, Services, Crypto-Assets will be uninterrupted, free of viruses or other harmful code, timely, secure, or error-free.
13.2.8. IT risks: There are risks associated with using the Services, such as the failure of hardware, software, and internet connections. Blocktrade shall not be responsible for any communication failures, disruptions, errors, distortions or delays Users may experience when using Blocktrade’s Services, Website or using Crypto-Assets.
13.2.9. Cryptography risks: There are risks associated with cryptography, such as code cracking or technical advances such as the development of quantum computers, that could present risks to all cryptocurrencies including Crypto-Assets and Services. This could result in the theft, loss, disappearance, destruction or devaluation of Services, Crypto-Assets, including price/value of Assets and overall performance of the markets in which the User is involved.
13.2.10. Development failure or abortion: Due to the technological complexity and difficulty that may be uncertain, unforeseeable and/or insurmountable, the development of the Services could fail or abort at any time for any reason.
13.2.11. Risk of loss of value and uninsured losses: The value of Crypto-Assets may fluctuate, and you may suffer loss in value either with using the Services and/or third-party markets or exchanges. In addition to the risk of loss of value, Crypto-Assets are entirely uninsured and are unlike bank accounts or accounts at some other financial institutions. Companies do not grant or assure any compensation for possible damages or losses, which might be directly, indirectly or consequently linked to actual losses or loses in profit in respect of Crypto-Assets.
13.2.12. Unanticipated risks: Crypto-Assets and blockchain technologies are new and untested technology and in addition to the risk outlined in these Terms, there are also unforeseeable risks that may materialise as unanticipated and might affect the price/value of Assets and overall performance of the markets in which the User is involved. It is impossible to predict the future of cryptography or the future of security innovations to an extent that would permit to accurately guide the development of Services to consider such unforeseeable changes in the domains of cryptography or security.
13.2.13. Fork policy: Hard forks are chain splits, where several post-fork chains are created with different characteristics, which may or may not be backwards compatible. These are usually meant to be protocol upgrades. A large majority consensus is achieved, and nodes immediately upgrade to the latest version of protocol software, and only the dominant blockchain remains active. Sometimes, however, the mining power is split between two or more post-fork competing chains, and it may not be immediately clear whether the secondary chain will be accepted by the market (foremost by the miners) in the long term. Depending on the market consensus prior to the fork, Blocktrade will treat any secondary chains as a stand-alone coin and will decide on its listing if and when the new protocol proves to be stable and independent of any developments around the fork itself. As a matter of policy, Blocktrade do not commit to credit forked coins to the original coin holders but will try to do so. The most certain way to receive the forked cryptocurrency is to withdraw the original coins to a private wallet.
13.3. There may be additional risks that Blocktrade has not foreseen or identified in these Terms. The Users should carefully assess whether their financial situation and tolerance for risk is suitable for using the Services.
14. Limited right of use
14.1. All content on the Website, Platform, Apps, databases, graphs, source code, images, text materials, economic models, economic analyses, description of Services is fully and exclusively owned by Blocktrade and its partners and protected by copyright, trademark and other laws that protect Intellectual Property rights.
14.2. Blocktrade grants the User who has successfully registered for an account a limited, revocable, non-exclusive, non-transferable and non-sublicensable licence to access and use the Platform and Services for their personal and/or commercial use and strictly in accordance with these Terms. The right to use the Platform does not entitle the User to copy, modify, adapt, reverse engineer, decompile or use the Platform for any purpose other than those expressly set out in these Terms.
14.3. The User acknowledges and agrees that Blocktrade is entitled to change the appearance or functionalities of the Platform at any time without a further agreement and to make any other modifications, improvements or upgrades to further develop and/or improve the Platform.
14.4. The User understands and agrees that the Platform is not provided to, and may not be used by, any person in any jurisdiction where the provision or use thereof would violate applicable laws and regulations. If the User resides in any jurisdiction where the use of the Platform would violate any of the laws or regulations of the jurisdiction in which the User resides, the User agrees to refrain from using the Platform in any manner that would violate any of the laws and regulations of such jurisdiction.
14.5. The licence granted under this clause will automatically terminate if Blocktrade suspends or terminates Users’ access to the account and Services.
15. No warranties
15.1. SERVICES OR CONTENT (including materials, information, view, opinion, projection, or estimate presented via the Platform) OR FUNCTIONS MADE AVAILABLE IN CONNECTION WITH OR THROUGH THE PLATFORM ARE PROVIDED “AS IS” AND “AS AVAILABLE”, WITHOUT WARRANTY OF ANY KIND, EITHER EXPRESS OR IMPLIED. BLOCKTRADE DISCLAIMS ALL WARRANTIES TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW. BLOCKTRADE DOES NOT WARRANT OR GUARANTEE THAT THE SERVICES OR PLATFORM SHALL BE AVAILABLE ALWAYS OR AT ANY SPECIFIC TIME, SHALL OPERATE AT ANY SPECIFIC TIME WITHOUT INTERRUPTION, SHALL BE SECURE OR FREE OF ERRORS, SHALL CORRESPOND TO ANY NEEDS OF THE USER, OR SHALL BE FREE FROM VIRUSES, DISRUPTIONS, OR PROTECTED FROM HACKING OR OTHER BREACHES WHICH CAN REDUCE SECURITY.
15.2. The User must make his/her own assessment of the relevance, timeliness, accuracy, adequacy, commercial value, completeness, and reliability of the materials, information, view opinion, projection, or estimate provided on the Platform.
15.3. The Services and Platform are not intended to provide specific investment, tax, or legal advice or to make any recommendations about the suitability of any investments or products for any particular investor. The User should seek his/her own independent financial, legal, regulatory, tax, or other advice before making an investment in the investments or products.
16. Liability
16.1. Blocktrade is not liable before the Users or anyone else for any of the following unless caused by Blocktrade’s gross negligence or willful misconduct:
16.1.1. damages, loss of Assets or other losses that result from use or loss of use of Services and/or other related products;
16.1.2. damages that result from misinterpretation or poor interpretation of these Terms;
16.1.3. loss of Assets or other damages that result from any events that are considered as Risks in accordance with these Terms;
16.1.4. any damages that results from any computer viruses or other malicious code that may affect the User’s computer or other equipment, or any phishing, spoofing or other attack;
16.1.5. malfunction, interruptions or failure in the technical infrastructure of Services (including but not limited to Blocktrade’s computer infrastructure, programs, data, applications or networks), if such malfunction or failure arises in spite of Blocktrade having adopted such measures that are reasonably necessary to protect such infrastructure against malfunction or failure, and to resolve the consequences of such malfunction or failure (the latter including but not limited to initiating and completing business continuity and contingency procedures),
16.1.6. costs of procurement of substitute goods or services,
16.1.7. loss of Assets or other damages that arise in relation to any investment, expenditure, or any commitments of Users,
16.1.8. loss of Assets or other damages that result from any unauthorised access to, alteration of, or the deletion, destruction, damage, loss or failure to store any data, including record, private key or other credentials, associated with the Services or Platform,
16.1.9. loss of Assets or other damages that result from inaccuracies or typographical errors of the Services;
16.1.10. any damages, loss, failure caused by any third-party services integrated into the Platform or used by Blocktrade in the provision of its Services.
16.2. In any case, if Blocktrade is held liable (subject to the limitations of liability provided in the Agreement), the total aggregated liability of Blocktrade under these Terms is limited to 50 EUR per User (of the actual damages suffered by the User). Among other limitations of liability as provided in the Agreement, Blocktrade will never be liable for moral or non-material damages or loss of profit, as well as any damage claim which is unsupported by material evidence.
16.3. Blocktrade shall never be liable when parties have any claim against any of its counterparty or any third party.
17. Privacy policy
Blocktrade processes Users’ personal data, in accordance with the Privacy Policy, which is available to the User on [https://blocktrade.com/privacy-policy/] to the User for review.
18. User’s responsibilities
18.1. The User agrees that he/she will not use any account other than his/her own or access the account of another or assist others in obtaining unauthorised access to the Services. The User is also responsible for maintaining the confidentiality of account information, including password, and for all activities regarding the use of Services.
18.2. Blocktrade may at any time request additional information from Users, including authenticating documents and is free to freeze any transactions pending review. The User is obligated to comply with these security requests or accept termination of his/her account. The User is required to notify Blocktrade immediately of any unauthorised use of the account or password, by email addressed to [email protected]. Any User who violates these rules may result in termination of User’s account and thereafter be held liable for losses incurred by Blocktrade or any other User of the Platform.
18.3. The User agrees that he/she will not: (a) use the Platform or Services for fraudulent or any other illegal purposes, including but not limited to, money laundering, illegal gambling operations, terrorist financing, or malicious hacking; (b) incite others to conduct or participate in any illegal activity; (c) violate any national law or requirements; (d) harass, abuse, insult, harm, defame, disgrace, disparage, threaten or discriminate anybody based on sex, sexual orientation, religion, ethnicity, race, age, national origin or disability; (e) provide misleading or incorrect information; (f) upload or transmit viruses or any other type of malware that is or may be used in a manner that affects the functionality or operation of the Platform; (g) use the Platform for immoral purposes.
18.4. The User must at all times carefully examine his/her actions made on the Platform and make sure that data entries or his/her actions on the Platform are correct. The User will not hold Blocktrade liable for any damages resulting from the User’s errors and omissions and for any events that are beyond the control of Blocktrade.
19. Termination
19.1. This Agreement enters into force when the User accepts these Terms and other applicable documents provided by Blocktrade and shall be valid indefinitely.
19.2. The User may terminate this Agreement with Blocktrade and close/delete the account at any time. The User may terminate his/her account via his/her account settings or by contacting [email protected]. After the review of the account and possible deduction of Assets for any outstanding Fees and costs, the User shall be reimbursed with his Assets.
19.3. The User consents that Blocktrade may, by giving notice, in its sole discretion terminate the User’s access to the account and use of Services including without limitation:
19.3.1. terminating the Services,
19.3.2. prohibiting access to certain Services,
19.3.3. delaying or remove certain Services.
19.4. Blocktrade is entitled to terminate the Agreement without prior notice and without delay, for the following reasons:
19.4.1. using the Service to perform illegal activities such as money laundering, illegal gambling operations, financing terrorism, or other criminal activities,
19.4.2. violating these Terms of Use,
19.4.3. unauthorised access to the Platform,
19.4.4. software security issues due to the User’s acts or infrastructure,
19.4.5. fraudulent deposits or withdrawals of Assets,
19.4.6. any transaction performed by misrepresentation (including deposits),
19.4.7. unexpected operational difficulties,
19.4.8. upon the request of law enforcement or other government authorities.
19.5. Blocktrade may terminate the Agreement or any part of the Agreement for no or any reason by giving such notification to the User 30 calendar days prior via e-mail.
19.6. If the User’s account is suspended or terminated: (1) access to the account and Services shall be restricted; (2) use of the Services shall be immediately stopped; (3) Assets shall be reimbursed as soon as possible.
20. Account deletion
20.1. The User may, in accordance with the existing functionalities of the Platform, request the deletion of his/her Account, being aware of all the consequences related to the deletion of the Account.
20.2. Deleting an account means that the deleted account will no longer allow the User to access the Platform and any Assets held in connection with the Account. For this reason, before deleting an Account, the User must ensure that the User transfers all of the User’s Assets to the User’s Third-Party Wallet Account (for Crypto-Assets) or to User’s personal bank account (for Fiat Assets), as the User will no longer be able to access the User’s Assets once the Account has been deleted.
20.3. If the User deletes his/her Account and does not withdraw his/her Assets in accordance with the clause 20.1, Blocktrade will hold the User’s Assets for the User and the User can withdraw them via Blocktrade support for a period of 5 years from the User’s request to delete his/her Account. The User cannot request the withdrawal of his/her Assets after the deletion of his/her Account if the total amount of his/her Assets does not reach a total value of EUR 10.00 (remaining after the withdrawal fees and other costs in accordance with the Fee Schedule) on the date of the request for the deletion of the Account.
20.4. Blocktrade will delete or retain all data relating to the User and the related User’s account in accordance with the Privacy Policy and the provisions regarding the right to erasure. For more information see https://blocktrade.com/legal/privacy-policy/.
21. Notices
21.1. Blocktrade can notify Users by posting a notice on the Platform or sending it to an email address associated with the User’s account. Notices posted on the Platform will be effective immediately upon posting.
21.2. Users may contact customer support team on the mobile app through the Chat section, on the website through the support ticket interface (https://support.blocktrade.com/support/tickets/new) by email to [email protected] or through the Platform’s customer chat.
21.3. All communications and notices to be made or given pursuant to these Terms must be made in any language offered on the Platform.
22. Indemnity
22.1. To the full extent permitted by applicable law, the User agrees to indemnify Blocktrade, their partners, their agents, representatives, employees and staff against any action, liability, cost, claim, loss, damage, proceeding or expense suffered or incurred if direct or indirectly arising from the use of Services, purchase of any Assets, or from the User’s violation of these Terms, irrespective of whether or not the User has been advised or otherwise might have anticipated the possibility of such loss or damage.
23. Submitting a complaint and User’s general legal rights
23.1. If the User is not satisfied with the Services, he/she can submit a complaint to Blocktrade via e-mail at [email protected] or through the support chat interface. The complaint must include a detailed description of the circumstances on which the complaint is based and the User’s contact details.
23.2. The complaint must be submitted to Blocktrade immediately, but not later than within 7 calendar days from the fulfilment of the Order in connection with which the complaint arose.
23.3. Blocktrade shall endeavour to resolve the complaint as quickly as possible. The precise length of time shall depend on the nature of the issues involved in the complaint and Blocktrade shall inform the User where a delay is to be expected.
23.4. If the provided Services are not compliant with the terms of the Agreement (and/or Block-trade is in infringement of the Agreement), the User has the right to use the legal remedies provided by the law (if not otherwise provided in the Agreement and within the limits as pro-vided in the Agreement): (a) require performance of the obligation; (b) withhold performance of an obligation which is due from the User; (c) demand compensation for damage; (d) withdraw from or cancel the respective contract; (e) reduce the price; (f) in the case of a de-lay in the performance of a monetary obligation, demand payment of a penalty for late payment.
24. Miscellaneous
24.1. The User acknowledges that these Terms, including any annexes attached hereto are subject to change, modification, addition, or removal of some portions of these Terms at any time, including without the prior consent of the User. In the case of amendment of the Terms, Blocktrade will notify the User of the amendment of the Terms and the content of the new terms at least 14 calendar days before the new terms enter into force. If the User does not agree with the new terms, the User has the right to cancel the Agreement within 14 days of receiving the notice. In such case, the Agreement is deemed terminated within 10 days as of receipt of the notice of termination. The User is deemed to have agreed to the new terms and conditions if the User does not cancel the Agreement within the aforementioned period.
24.2. None of the information provided on the Platform constitutes investment advice or solicitation or recommendation to make any investment, purchase, payment or subscription to any instrument, service or product whatsoever, and no content presented on the Platform should be understood as such. Blocktrade, its representatives and employees expressly disclaim all responsibility for any direct or consequential loss or damage of any kind whatsoever arising directly or indirectly from reliance on any information, products or services contained in any materials and documents, issued by Blocktrade, any error, omission or inaccuracy in any such information or any action resulting therefrom, or acquisition or use of the Services.
24.3. Blocktrade is not liable for any delay or failure to perform any obligation under these Terms, if, including, but not limited to, any of the Risks cases (clause 13 of the Terms) occur, in case of electrical, technological or other utility failures, acts of God, embargoes, acts or orders of government, acts of terrorism or war, changes in legislation, changes in any a blockchain protocol or any other force outside of Blocktrade’s control.
24.4. If any provision of the Terms is held null or void, it will be replaced with a provision that is closest to the meaning and effect of such provision and is interpreted to the intent of the original Terms. In any case, the rest of the Terms will remain in full force and effect.
24.5. Any disputes and claims arising out of or in connection with the Agreement and these Terms will be governed by the laws of Estonia. Notwithstanding the above, the User who is a consumer is entitled to rely on such mandatory provisions of law that would apply in the absence of an agreement on the applicable law. The United Nations Convention on Contracts for the International Sale of Goods (CISG) does not apply to the Agreement or any part thereof (including its non-application to the sale of any Crypto-Assets).
24.6. All disputes or claims arising out of or in connection with the Agreement and these Terms, including but not limited to its breach, termination, validity, nullity or any other disputes or claims arising out of or in connection with these Terms, Website, Apps, Platform, Services, Assets or any other matter shall be resolved by the Harju County Court in the Republic of Estonia as the court of first instance. If the User is a consumer, the User also has a right to turn to the Committee for Consumer Complaints formed at the Consumer Protection Board (Endla 10A, 10142 Tallinn, Estonia; https://komisjon.ee/et) to reach an out-of-court settlement. This committee solves contractual disputes between consumers and businesses which the parties were not able to resolve by negotiations. Moreover, a consumer may turn to European Commission’s Online Dispute Resolution platform (https://ec.europa.eu/).
24.7. In the case of any questions relating to the Agreement and these Terms, Users’ rights and obligations arising from these Terms and/or use of the Website and the Services, Account, or any other matter, please contact [email protected].
24.8. The User agrees that the Agreement and information about the object(s) of the Agreement are given in English language. In case of a translation, such a translation is made for information purposes only and in case of any differences between the English version and the translation, the English language version prevails to the exception of the Italian version (the English and Italian version hold equivalent power).
24.9. The terms of the Agreement shall be available on Blocktrade’s website.
Annex I: Broker Model Transaction Schedule
1. Definitions and interpretations
AML/CFT requirements | mean a set of activities required by law to perform identification of Users for the purposes of identity verification and detection of money laundering, terrorist financing, fraud, or any other financial crime |
Assets | means Crypto-assets and/or Fiat currency |
Available Balance | means User’s Assets less Tied Assets and Fees, available for trading |
Blocktrade | means BlocktradeOperations OÜ, a company incorporated in Estonia under commercial register code 14901959 and registered as a virtual asset service provider with the Estonian Financial Intelligence Unit under the number FTV000299, whose registered office is at Tartu mnt 10, 10145, Tallinn, Estonia as the operator of the Platform |
Crypto-Assets | means a digital representation of value that is not issued or guaranteed by a central bank or a public authority, is not necessarily attached to a legally established currency and does not possess a legal status of currency or money, but is accepted by natural or legal persons as a means of exchange and which can be transferred, stored and traded electronically, including but not limited to Bitcoin (BTC), Bitcoin Cash (BCH), Ethereum (ETH), Ripple (XRP), Litecoin (LTC), which can be traded and/or used via the Services. Crypto-Assets are also referred to as Digital Assets or Virtual Assets |
Fee Schedule | means the list of fees applicable to the use of the Services |
Fiat | means government-issued currency, namely United States Dollar (USD), Euro (EUR) and other similar currencies, applicable and enabled within the Services |
Fill | is the action of completing or executing an accepted Price Offer by the Seller and the Buyer. |
Fill or Kill | means a conditional type of time-in-force order instructing Blocktrade a transaction immediately and completely or not at all. |
Maintenance Schedule | means a planned and notified period of time for the purposes of maintenance and/or upgrades of Services. |
Market manipulation | Market Manipulation means actions taken by a User or a person acting in concert with a User, which are intended to: – Deceive or mislead Blocktrade or other Users; – Artificially control or manipulate the price or trading volume of an Asset; – Aid, enable, finance, support, or endorse either of the above, including actions on the Platform and/or outside of the Platform. |
Platform | means the application, including but not limited to apps on the website or any mobile device app, which provides access and use of Services for the User with a registered account under these Terms |
Price Offer | means the price offered to a User at any given time in respect of a Trading Pair |
Price Request | means the action taken by a User of requesting a Price Offer |
Services | shall have the meaning, set out in clause 6 of these Terms. |
Settlement | means the date where the trade is final and Buyer and Seller respectively hold Assets, whether Fiat or Crypto Assets, requested in the trade. |
Terms | these terms of use and all of its Annexes |
Security | means Assets of the User’s guaranteed and held by Blocktrade in any transaction described in this Broker Model Transaction Schedule |
Trade | means an execution of the User’s transactions on the Platform |
User | means a natural or legal entity, who uses the Platform or in any way uses the Services. Also referred to as “You” in respect of these Terms |
Website | means all content, Platform and Services, published on webpages on the domain: https://blocktrade.com/ or on the mobile app. |
2. General
2.1. The User can place a Price Request as described in this “Broker Model Transaction Schedule”. The User confirms that he/she will be contractually bound in connection with each Filled Price Offer. The User cannot cancel, reverse or change any Filled Price Offer.
2.2. Broker Model operations are done on a Fill or Kill principle.
3. Price Request
3.1. To place a Price Request, a User must have Available Balance of the relevant Asset in their account, which is sufficient to cover the total value of the transaction plus any applicable Fees. Fiat Assets must be available from the account of the authorised institution that provides payment services to the User.
3.2. When a User places a Price Request, that quantity of the relevant Asset becomes a Security, while Blocktrade is in charge of Filling the Price Offer per section 3.1.
3.3. To place a Price Request on the Platform, a User must have Available Balance of the relevant Asset in their Account, which is sufficient to cover the total value of the transaction plus any applicable Fees. Fiat Assets must be available with the authorised institution which provides the payments services to the User via the API.
3.4. When a User places a Price Request, that quantity of the relevant Asset becomes Security, guaranteed by Blocktrade until Settlement or refusal of the Price Offer.
3.5. Upon Price Request, Blocktrade will make a Price Offer or will confirm the absence of a Price Offer, if applicable.
4. Price Offer
4.1. Once a Price Offer is accepted by the Buyer, the Offer is considered Filled.
4.2. The User cannot cancel or revert a Filled Price Offer.
5. Fills and Settlement
5.1. Blocktrade settles all Filled Price Offers within a maximum of 15 seconds, by debiting and crediting the relevant balances of Assets. The Fiat currency payment leg of the settlement is performed after the Price Offer is Filed and upon instruction from the User.
5.2. Upon Price Request by the buyer, Blocktrade will obtain a Security, represented by the value in Fiat of the Crypto-Assets requested.
5.3. Upon acceptance of the Price Offer by the seller, Blocktrade will have a Security, represented by the Fiat of Crypto Assets of the Seller, involved in trade.
5.4. Securities obtained by Blocktrade will be held until Settlement of the trade.
5.5. Subject to daily withdrawal limits, decided on a case-by-case basis, a User may immediately withdraw all Assets in their Account.
5.6. Withdrawals of Fiat currencies are provided directly by an electronic money institution and payment service provider through the API technical integration provided by the Website or Apps, where the authorized electronic money institution payment institution is responsible for processing the payment transaction.
6. Post trade Settlement
6.1. Following Settlement, any Security held by Blocktrade will be extinguished.
6.2. Securities will not be extinguished in any of the situation listed under section 12 of the present Broker Model Transaction Schedule.
7. Price Improvement
7.1. Price Offer are filled with the best available existing price available to Blocktrade on trading venues or provided to Blocktrade.
8. Right of withdrawal
8.1. The User explicitly acknowledges and agrees that “right to withdrawal” from which consumers benefit in accordance with Art. 9 Directive 2011/83/EU of the European Parliament and of the Council of 25 October 2011 and national transpositions thereof (herein referred as: Consumer Directive) is not applicable to his/her pending or complete transactions executed on Platform due to the following exemptions provided in article 16 of the Consumer Directive, under which the right to withdrawal in respect of distance and off-premises contracts is exempted if it regards
8.1.1. the supply of goods or services for which the price is dependent on fluctuations in the financial market which cannot be controlled by the trader and which may occur within the withdrawal period; and/or
8.1.2. the supply of digital content which is not supplied on a tangible medium if the performance has begun with the consumer’s prior express consent and his acknowledgment that he thereby loses his right of withdrawal.
8.2. As such, a “sales contract” as defined in the Consumer Directive is considered any of the following: deposits, withdrawals, trades of any asset on the Platform or any other action resulting in change of ownership of any asset on the Platform, where abovementioned exemption applies. For the avoidance of doubt, User also explicitly acknowledges and agrees that all Services available on Platform had begun and been fully performed with the User’s prior express consent, and with the acknowledgement that he will lose his right of withdrawal once the contract in sense of executing the transaction has been fully performed.
9. Deposit and withdrawal parameters
9.1. Minimum deposit: Blocktrade does not enforce minimum deposits on Crypto-assets and other tokenized Assets. The payment service provider might, however, enforce minimum deposits on Fiat currencies due to their terms and conditions or enforceable regulations when providing payment services.
9.2. Maximum deposit: Blocktrade does not enforce maximum deposits for Crypto-Assets. Blocktrade may decide to further investigate or request additional AML/CFT information from Users, for large amounts deposits. Such measures are decided on a case-by-case basis.
9.3. Minimum withdrawals: All Crypto-Assets are subject to minimum withdrawals. Fiat currency withdrawals might have minimums based on the terms and conditions of the payment service provider.
9.4. Maximum withdrawals: Blocktrade does not enforce maximum withdrawals for Crypto-Assets. Fiat asset withdrawals might have maximums based on the terms and conditions of the payment service provider.
9.5. Manual review: All deposits and withdrawals may be subject to manual AML/CFT requirements review. Affected Users will be notified by email.
9.6. Confirmation email: By default, withdrawals will be confirmed via a link sent to the User’s email.
10. Market Integrity
10.1. All Fills are final and will not be reversed unless:
10.1.1. Blocktrade is compelled to do so by any applicable law or regulation; or
10.1.2. Due to a serious technical error, Price Offers or Fills do not occur as specified in this “Broker Model Transaction Schedule” – in which case Blocktrade will make all reasonable endeavours to restore all Users to the position they had prior to the technical error.
10.2. Blocktrade may cancel Open Price Offer in the following circumstances:
10.2.1. Price Request placed by Users who, in our sole discretion, have engaged in abusive use of the Platform, for example, Market Manipulation, or using the API in a manner which unreasonably burdens the effective functioning of the Platform.
10.2.2. Price Offer which under the circumstances involve an obvious error with respect to price, quantity, or other parameters – a ‘clearly erroneous transaction’.
10.2.3. If required by any applicable law or regulation, including specifically where Blocktrade is required to suspend or terminate a User’s Account
10.2.4. If User violates the provisions of the Terms and accompanying ancillary policies.
10.2.5. If required for technical reasons.
11. Market Manipulation Prohibited
11.1. Users are prohibited from engaging in Market Manipulation.
11.2. Market Manipulation specifically includes, without limitation: front-running, wash trading, spoofing, layering, churning, and quote stuffing.
12. Maintenance Schedule
12.1. From time to time, the Platform may undergo a temporary downtime for maintenance or upgrades.
12.2. To ensure a fair and orderly exchange of Assets, Blocktrade may in its discretion cancel all Price Requests before resuming full operations.
12.3. Any other Price Request will be accepted upon Website and mobile app notification.
Annex 2: Exchange Model Transaction Schedule
1. Definitions and interpretations
AML/CFT requirements | mean a set of activities required by law to perform identification of Users for the purposes of identity verification and detection of money laundering, terrorist financing, fraud, or any other financial crime |
Assets | means Crypto-assets and/or Fiat currency |
Available Balance | means User’s Assets less Tied Assets and Fees, available for trading |
Base Asset | means the Asset being traded on the Order Book – the first Asset in the Trading Pair |
Blocktrade | means BlocktradeOperations OÜ, a company incorporated in Estonia under commercial register code 14901959 and registered as a virtual asset service provider with the Estonian Financial Intelligence Unit under the number FTV000299, whose registered office is at Tartu mnt 10, 10145, Tallinn, Estonia as the operator of the Platform |
Crypto-Assets | means a digital representation of value that is not issued or guaranteed by a central bank or a public authority, is not necessarily attached to a legally established currency and does not possess a legal status of currency or money, but is accepted by natural or legal persons as a means of exchange and which can be transferred, stored and traded electronically, including but not limited to Bitcoin (BTC), Bitcoin Cash (BCH), Ethereum (ETH), Ripple (XRP), Litecoin (LTC), which can be traded and/or used via the Services. Crypto-Assets are also referred to as Digital Assets or Virtual Assets |
Fee Schedule | means the list of fees applicable to the use of the Services |
Fiat | means government-issued currency, namely United States Dollar (USD), Euro (EUR) and other similar currencies, applicable and enabled within the Services |
Fill | is the action of completing or executing an accepted Price Offer by the Seller and the Buyer. |
Limit order | means a conditional type of time-in-force order instructing Blocktrade a transaction immediately and completely or not at all. |
Maintenance Schedule | means a planned and notified period of time for the purposes of maintenance and/or upgrades of Services. |
Market manipulation | Market Manipulation means actions taken by a User or a person acting in concert with a User, which are intended to: – Deceive or mislead Blocktrade or other Users; – Artificially control or manipulate the price or trading volume of an Asset; – Aid, enable, finance, support, or endorse either of the above, including actions on the Platform and/or outside of the Platform. |
Market order | means an Order to buy or sell a specified quantity of Base Asset at the best available price within Protection Levels as defined below. In this matter also referred to as Market buy Order or Market sell Order |
Order | means a User’s binding instruction to buy or sell a specified quantity of Base Assets at a specified price in the Quote Asset. |
Platform | means the application, including but not limited to apps on the website or any mobile device app, which provides access and use of Services for the User with a registered account under these Terms |
Price-Time Priority | Means the order of priority for the execution of Orders. The priority comes as follows: a. The Order is Filled with the earliest in time Limit Order on trading venues at the best price; and b. To the extent that the Order is not completely Filled by that Limit Order on trading venues, it is Filled with any subsequent Limit Orders at that price, in the sequence those Limit Orders were posted on trading venues; and c. To the extent that the Order is not completely Filled by one or more Limit Orders described above, it is Filled with one or more Limit Orders at the next best price, in the sequence those Limit Orders were posted on trading venues, and this process is repeated until the Order is completely Filled, or until there is more no available liquidity on trading venues where the rest of the unfilled Order remains open. |
Quote Asset | means the Asset in which trading is denominated on the Order Book – the second Asset in the Trading Pair. |
Terms | these terms of use and all of its Annexes |
Tied Assets | means Assets allocated to an Order |
Total Asset Value | means the gross value of all of a User’s Assets expressed in chosen Fiat currency, based on the last trade price. This includes Tied Assets. |
Trade | means an execution of the User’s transactions on the Platform |
Trading Pair | means each pair of a Base Asset and a Quote Asset |
User | means a natural or legal entity, who uses the Platform or in any way uses the Services. Also referred to as “You” in respect of these Terms |
Website | means all content, Platform and Services, published on webpages on the domain: https://blocktrade.com/ or on the mobile app. |
2. General
2.1. The User can place an Order as either a Limit Order or a Market Order as described in this “Exchange Model Transaction Schedule”. The User confirms that he/she will be contractually bound in connection with each Filled Order. The User cannot cancel, reverse or change any Fill.
2.2. By placing an Order, the User:
2.2.1. authorises Blocktrade to process the Order;
2.2.2. agrees to be charged in accordance with the Fee Schedule for each trade, exchange, purchase or sale of Fiat currencies and Crypto-Assets placed in the Order;
2.2.3. agrees and acknowledges that complete Orders cannot be cancelled, reversed, or changed, where the transaction is marked as complete;
2.2.4. is responsible for maintaining an adequate balance of their Assets in order to avoid overdraft, insufficient Assets, or similar situations to avoid possible fees charged by the payment services provider.
2.2.5. is not able to predetermine or execute a trade with a particular User or with a particular account owned by other Users.
2.3. The User agrees and acknowledges that Blocktrade may at its sole discretion limit or change the Services as well as impose any other conditions or restrictions upon Users’ use of the Services without prior notice, such as:
2.3.1. limit the amount of Assets that are submitted in the Orders;
2.3.2. halt the usage of Services for maintenance reasons;
2.3.3. restrict the use of Services from certain Users at any time without prior notice, if any of the conditions of the Terms are not met.
3. Orders
3.1. To place an Order, a User must have Available Balance of the relevant Asset in their account, which is sufficient to cover the total value of the Order plus any applicable Fees. Fiat assets must be available from the account of the authorised institution that provides payment services to the User.
3.2. When a User places an Order, that quantity of the relevant Asset becomes a Tied Asset, while a conditional payment order is created to be sent in case the Order is Filled.
3.3. When a User places an Order, that quantity of the relevant Asset becomes Tied Asset, while a conditional payment order is created to be sent via the API in the case that the Order is Filled.
3.4. A User can place an Order as either a Limit Order or a Market Order.
3.5. A User may cancel an open Limit Order at any time before it is Filled. No fees are charged for cancelled Orders.
3.6. User cannot cancel or revert Orders that are already Filled.
4. Limit Orders
4.1. A Limit Order is an Order to buy or sell a specified quantity of an Asset at a specified price.
4.2. A Limit Order will only ever Fill at the specified price or a better price.
5. Market Orders with protection
5.1. A Market Order is an Order to buy or sell a specified quantity of a Base Asset at the best available price within the Protection Levels.
5.2. A single Market Order may be Filled at a number of different prices by Blocktrade, based on the quantity of the Market Order and the liquidity available to the Blocktrade on the trading venues and/or available liquidity provided by market makers at the time.
5.3. Depending on the liquidity available to Blocktrade on the trading venues and/or available liquidity provided by market makers at the time when a Market Order is placed, the Market Order may Fill at a price less favourable than the most recent trade price, unless such price reaches or goes under the Protection Level(s).
5.4. A valid Market Order will be immediately Filled, if possible and within Protection Levels.
5.5. In case of absence of any available liquidity on trading venues accessible to the Blocktrade, placement of Market Order in such Order Book will be rejected.
5.6. If individual Market Order were to be Filled at price equal to any of below specified Protection Levels, such Order obtains the properties of a Limit Order at the price equal to this Protection Level and to any of outstanding amount of Base Assets.
6. Execution and Price-Time Priority
6.1. Blocktrade Fills Orders based on Price-Time Priority.
6.2. Price-Time Priority means that each time an Order is posted:
6.2.1. The Order is Filled with the earliest in time Limit Order on trading venues at the best price; and
6.2.2. To the extent that the Order is not completely Filled by that Limit Order on trading venues, it is Filled with any subsequent Limit Orders at that price, in the sequence those Limit Orders were posted on trading venues; and
6.2.3. To the extent that the Order is not completely Filled by one or more Limit Orders described above, it is Filled with one or more Limit Orders at the next best price, in the sequence those Limit Orders were posted on trading venues, and this process is repeated until the Order is completely Filled, or until there is more no available liquidity on trading venues where the rest of the unfilled Order remains open.
6.3. All Users are subject to the same Price-Time Priority.
7. Fills and Settlement
7.1. An Order may be Filled by Blocktrade for one or more Orders at the same price.
7.2. Blocktrade settles all Filled Orders within a maximum of 15 seconds, by debiting and crediting the relevant balances of Assets. The Fiat currency payment leg of the settlement is performed after the Order is filled and the instruction from the User.
7.3. Subject to daily withdrawal limits, decided on a case-by-case basis, a User may immediately withdraw all Assets in their Account.
7.4. Withdrawals of Fiat currencies are provided directly by an electronic money institution and payment service provider through the API technical integration provided by the Website or Apps, where the authorized electronic money institution payment institution is responsible for processing the payment transaction.
8. Price Improvement
Orders are Filled with the best available existing price available to Blocktrade on trading venues or provided to the Blocktrade by market makers.
9. Order Parameters
9.1. Lot size regime: A lot size is the smallest possible Order amount of a Base Asset. All Orders placed to the Platform are subject to the lot sizes as laid out below.
Lot sizes are enforced on the Base Asset. For example, orders can be placed in increments of 0.001 BTC, i.e. orders 0.001 BTC, 0.002 BTC, 0.5 BTC, 1 BTC, 1.001 BTC are acceptable, while 0.0015 BTC is not.
9.2. Order maximums: The Platform has no maximum size limit by default, however, Blocktrade may cancel or reject a specific Order, if the Fill of such Order were to result in disruption of the Services.
9.3. Tick size regime: Tick size is the smallest possible price change (price interval) of a Base Asset.
Tick sizes is enforced on the Quote Asset of the relevant Trading Pair.
9.4. Prefunded accounts and reserved balance: When submitting a buy Order, a User needs to have their trading account sufficiently pre-funded with Quote Asset to (i) Fill the Order and (ii) pay the fees associated with the trade. Prefunding of Fiat currencies is a payment service and/or electronic money service as an authorized electronic money institution and payment service provider to User through an API.
10. Right of withdrawal
10.1. The User explicitly acknowledges and agrees that “right to withdrawal” from which consumers benefit in accordance with Art. 9 Directive 2011/83/EU of the European Parliament and of the Council of 25 October 2011 and national transpositions thereof (herein referred as: Consumer Directive) is not applicable to his/her pending or complete transactions executed on Platform due to the following exemptions provided in article 16 of the Consumer Directive, under which the right to withdrawal in respect of distance and off-premises contracts is exempted if it regards
10.1.1. the supply of goods or services for which the price is dependent on fluctuations in the financial market which cannot be controlled by the trader and which may occur within the withdrawal period; and/or
10.1.2. the supply of digital content which is not supplied on a tangible medium if the performance has begun with the consumer’s prior express consent and his acknowledgment that he thereby loses his right of withdrawal.
10.2. As such, a “sales contract” as defined in the Consumer Directive is considered any of the following: deposits, withdrawals, trades of any asset on the Platform or any other action resulting in change of ownership of any asset on the Platform, where abovementioned exemption applies. For the avoidance of doubt, User also explicitly acknowledges and agrees that all Services available on Platform had begun and been fully performed with the User’s prior express consent, and with the acknowledgement that he will lose his right of withdrawal once the contract, in sense of executing the transaction, has been fully performed.
11. Deposit and withdrawal parameters
11.1. Minimum deposit: Blocktrade does not enforce minimum deposits on Crypto-Assets and other tokenized assets. The payment service provider might, however, enforce minimum deposits on Fiat currencies due to their terms and conditions or enforceable regulations when providing payment services.
11.2. Maximum deposit: Blocktrade does not enforce maximum deposits for Crypto-Assets.
11.3. Minimum withdrawals: All Crypto-Assets are subject to minimum withdrawals. Fiat currency withdrawals might have minimums based on the terms and conditions of the payment service provider.
11.4. Maximum withdrawals: the Blocktrade does not enforce maximum withdrawals for Crypto-Assets. Fiat asset withdrawals might have maximums based on the terms and conditions of the payment service provider.
11.5. Crypto-Assets withdrawal batching: All Crypto-Asset withdrawals are batched at 5 min intervals.
11.6. Manual review: All deposits and withdrawals may be subject to manual AML/CFT Requirements review. Affected Users will be notified by email.
11.7. Confirmation email: By default, withdrawals will be confirmed via a link sent to the user’s email.
12. Market Integrity
12.1. All Fills are final and will not be reversed unless:
12.1.1. Blocktrade is compelled to do so by any applicable law or regulation; or
12.1.2. Due to a serious technical error, Orders or Fills do not occur as specified in this “Transaction Schedule” – in which case Blocktrade will make all reasonable endeavours to restore all Users to the position they had prior to the technical error.
12.2. Blocktrade may cancel Open Orders in the following circumstances:
12.2.1. Orders placed by Users who, in our sole discretion, have engaged in abusive use of the Platform, for example, Market Manipulation, or using the API in a manner which unreasonably burdens the effective functioning of the Platform.
12.2.2. Orders which under the circumstances involve an obvious error with respect to price, quantity, or other parameters – a ‘clearly erroneous transaction’.
12.2.3. If required by any applicable law or regulation, including specifically where Blocktrade is required to suspend or terminate a User’s Account.
12.2.4. If User violates the provisions of Terms of use and accompanying Ancillary policies.
12.2.5. If required for technical reasons.
13. Market Manipulation prohibited
13.1. Users are prohibited from engaging in Market Manipulation.
13.2. Market Manipulation specifically includes, without limitation: front-running, wash trading, spoofing, layering, churning, and quote stuffing.
14. Maintenance Schedule
14.1. From time to time, the Platform may undergo a temporary downtime for maintenance or upgrades.
14.2. Blocktrade will announce Maintenance Schedule via Website and @Blocktradecom on Twitter.
14.3. To ensure a fair and orderly exchange of Assets, Blocktrade may in its discretion cancel all Open Orders before resuming full operations.
Annex 3: BTEX Tokens Terms
1. General terms and definitions
1.1. These BTEX Tokens Terms set out the terms and conditions applicable for the sale and purchase of the BTEX Tokens via the Platform – however sold and/or purchased via the Platform, including in the following cases:
1.1.1. the User obtains the BTEX Tokens by making a Trade at the Platform (if the BTEX Tokens are available for trading at the Platform), in which case also the other relevant parts of the Agreement apply, including the GTU applicable to the Trades of Crypto-Assets (available here);
1.1.2. the User purchases the BTEX Tokens under the Exclusive Sale and/or the Public Sale, in which case also (in addition to these BTEX Tokens Terms) the BTEX Tokens Sales Terms for the Exclusive Sale and the Public Sale apply (available here).
1.2. These BTEX Tokens Terms also apply for holding the BTEX Tokens at the Platform (e.g., at a wallet at the Platform).
1.3. The terms and conditions provided in the GTU (available here) and any other terms and conditions of the Agreement also apply to the subject matter hereof (in addition to these BTEX Tokens Terms). In case of discrepancies, these BTEX Tokens Terms shall prevail.
1.4. Also, all definitions provided in the GTU (and elsewhere in the Agreement) are applicable and shall have the same meaning in the BTEX Tokens Terms, unless explicitly provided otherwise in these BTEX Tokens Terms. Also, the following definitions have the following meaning (in addition to other definitions which may be provided through-out these BTEX Tokens Terms):
BTEX Token(s) | The cryptographic ERC-20 tokens issued by Blocktrade which are Crypto-Assets and which have the features as specified in more detail in these BTEX Tokens Terms |
BTEX Tokens Terms | These terms which applicability has been provided above in clauses 1.1 and 1.2 |
Offering Materials | The materials and any information disclosed by Blocktrade about the offering of the BTEX Tokens, including any terms and contracts regulating the BTEX Tokens (including the Agreement) |
2. Description of the BTEX Tokens
2.1. As provided above, the BTEX Tokens are cryptographic ERC-20 tokens issued by Blocktrade. The maximum amount of the BTEX Tokens issued is 500 million (five hundred million). In the future, the BTEX Tokens can be traded at exchange at the Platform (but the exact time is not yet determined).
2.2. The vision of Blocktrade is that the BTEX Tokens can be used for making payments, meaning that:
2.2.1. BTEX Tokens could be accepted as a payment instrument by Blocktrade itself whereby the User can purchase certain goods and/or services from Blocktrade via the Platform (as and if made available at the Platform and subject to the terms and conditions as specified by Blocktrade); and
2.2.2. the BTEX Tokens could be accepted as a payment instrument by third parties which enable purchasing goods and/or services from such third parties (as and if any third party accepts the BTEX Tokens as a payment instrument and subject to the terms and conditions as specified by the relevant third party and/or Blocktrade).
2.3. Blocktrade undertakes reasonable efforts (as determined by Blocktrade) for achieving the vision as described in the above clause 2.2 of these BTEX Tokens Terms. However, Blocktrade does not in any way guarantee or warrant that these shall be fulfilled, including that there shall be any third parties that will accept the BTEX Tokens as a payment instrument. Also, the acceptance of the BTEX Tokens as a payment instrument by Blocktrade as described above may happen earliest at [19 May 2023] but the User agrees and understands that due to development it may take longer.
2.4. Also, the User understands and agrees that where the User uses the BTEX Tokens as a payment instrument at a third party (as and if it is possible in the future), the seller of the respective good and/or service is that respective third party and this third party’s terms apply. Blocktrade takes no liability for the actions and inactions of any third party, including for the fulfilment of the agreement which the User enters into with the third party and Blocktrade also takes no responsibility of the goods and/or services provided by the third party.
2.5. In addition to the above, the BTEX Tokens are related to the usage of the Platform as they can be used in the Rewards Program, as specified in more detail in the Rewards Program Terms (available here).
3. User’s general rights and obligations
3.1. The User undertakes to, in addition to other obligations provided through-out the Agreement:
3.1.1. notify Blocktrade immediately, if any BTEX Tokens have been transferred erroneously or unduly and comply with any respective instructions given by Blocktrade; and
3.1.2. fulfil any legal duties which arise to the User from the applicable law, including any legal duties arising from the purchasing and/or holding of the BTEX Tokens.
4. Liability
4.1. In addition to the limitation of liability terms as provided in Chapter 16 of the GTU and other clauses of the Agreement, for the sake of clarity, the User and Blocktrade agree that in addition to the foregoing limitation of liability clauses, the following applies as regards to the BTEX Tokens, including to the purchase of the BTEX Tokens:
4.1.1. To the maximum extent permitted by applicable law, Blocktrade does not accept any liability for damages, including loss of profit, resulting from any use of, or inability to use, the Ethereum, Polygon or any other network, or any distributed ledger technology, or MetaMask or any other electronic wallet, or from acquiring of any of the BTEX Tokens, regardless of the basis upon which liability is claimed. Among other things, Blocktrade does not accept any liability for any change of the value of any of the BTEX Tokens. The User understands and agrees that the BTEX Tokens are dynamic and respective prices are often volatile and unpredictable and that the BTEX Tokens may lose all or substantive part of their value.
4.1.2. Blocktrade is not liable for any damage, including loss of profit, which arises as a result of: i) any act, order, resolution, regulation, precept, judgement, directive or any other legal act or activity by an administrative authority, court or a government agency (or a similar body) related to the BTEX Tokens; and/or ii) Blocktrade exercising its legal right and/or obligation deriving from the applicable law, including where Blocktrade complies with an act, order, resolution, regulation, precept, judgement, directive or any other legal act by an administrative authority, court or a government agency (or a similar body). Also, where there is any legal hindrance towards the use of the BTEX Tokens (or as otherwise related to the BTEX Tokens), then: i) Blocktrade shall not be liable for any damage or consequence; and ii) the price paid for the BTEX Tokens shall not be returned to or otherwise refunded or compensated to the User.
4.1.3. Blocktrade shall also not take any liability for: i) consequences which are caused by incorrect or outdated information provided by the User; ii) for any violation by User of his/her/its legal obligation; iii) any damage or loss if Blocktrade has a right to suspend performance of its obligations according to the Agreement or the applicable law; iv) any damage or loss if the User has not followed the instructions provided in the Agreement or otherwise provided by Blocktrade.
4.1.4. Some statements by Blocktrade may include forward-looking statements which reflect Blocktrade’s and/or its management’s current views with respect to financial performance, market situation and future plans. All forward-looking statements address matters that involve risks and uncertainties. Accordingly, there may be important factors that could cause the actual results of the business to differ materially from those indicated in these statements. There will be no obligation to update or review any forward-looking statements, whether as a result of new information, future developments or otherwise. Blocktrade does not accept any liability for forward-looking statements.
4.1.5. To the maximum extent permitted by applicable law, Blocktrade does not accept any liability for damages, including loss of profit, resulting from the BTEX Tokens not being suitable for a particular purpose as intended by the User.
4.1.6. Neither Blocktrade nor its representatives shall be liable for consequential, indirect, incidental, non-material, special, exemplary, punitive or enhanced damages, lost profits or revenues or diminution in value, arising out of or relating to any breach of the Agreement.
4.1.7. No limitation of liability agreed in this clause 4.1 applies in case of intentional breach of obligations or fraud.
5. Warrants and representations
5.1. The User acknowledges, represents and warrants to, and agrees with Blocktrade as provided in this chapter 5 of these BTEX Tokens Terms, as follows.
5.2. The User is not a U.S. person. The User is not a U.S. person (as defined in Rule 902(k) of Regulation S under the United States Securities Act of 1933, as amended).
5.3. No offer of securities. Nothing in the Offering Materials constitutes an offer of securities for sale in any jurisdiction, including in the United States. For avoidance of doubt, the Offering Materials are not provided in accordance with any securities laws or regulations.
5.4. The BTEX Tokens are not registered with a regulatory authority. The BTEX Tokens have not been, and will not be, registered under the securities laws of any jurisdiction (including not in the United States); (ii) the BTEX Tokens are not considered as a security; (iii) the execution and performance of any agreement for the sale of BTEX Tokens via the Platform has not been and will not be registered under the securities laws of any jurisdiction; and (iv) the transactions contemplated herein have not been reviewed by, passed on or submitted to any federal or state agency or self-regulatory organization.
5.5. The Offering Materials may not be distributed, nor do they constitute an offer to sell the BTEX Tokens in jurisdictions in which it would be unlawful. The Offering Materials may not be forwarded or distributed to any other person and may not be reproduced in any manner whatsoever, and in particular, may not be forwarded to any U.S. person or to any U.S. address or an electronic email address located in the U.S. (including, but not limited to, Puerto Rico, the U.S. Virgin Islands, Guam, American Samoa, Wake Island and the Northern Mariana Islands); (ii) any forwarding, distribution or reproduction of any of the Offering Materials in whole or in part is unauthorized; (iii) failure to comply with the provisions of this clause may result in a violation of the Securities Act of U.S. or the applicable laws of other jurisdictions. Under no circumstances shall the Offering Materials constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of the BTEX Tokens in any jurisdiction in which such offer, solicitation or sale would be unlawful.
5.6. The BTEX Tokens are purchased on the User’s own account. The User purchases the BTEX Tokens for their own account, not as a nominee or agent of a third party.
5.7. Virtual currency service provision license. BlocktradeOperations OÜ (14901959) is a licensed virtual currency service provider subject to supervision by the Financial Intelligence Unit of the Republic of Estonia. Other than the foregoing, Blocktrade is not registered as a broker-dealer, an investment firm, a financial institution or in a similar capacity with a supervisory or regulatory authority of any other country, region or jurisdiction (including without limitation with the U.S. Securities and Exchange Commission).
5.8. The User has carefully read and understands the terms applicable to the BTEX Tokens. The User has read carefully and understands the terms of the Agreement which apply to the BTEX Tokens and has no objection to the material terms thereof. These materials constitute sufficient information for the User to make an informed purchase decision with regard to the BTEX Tokens.
5.9. The User has entered into the Agreement on their own accord. The User has relied solely upon the provisions of the Agreement and their independent investigations in the decision to purchase and/or trade (as applicable) the BTEX Tokens. The User shall not rely on Blocktrade with respect to the legal, tax, and other economic issues involved in the Agreement (except the Blocktrade’s representations and warranties) and understands that the User shall be solely responsible for reviewing the aforementioned issues. The User has been advised to consult with, and has consulted with, the User’s own attorney, accountant, tax advisor, and advisors with respect to the BTEX Tokens.
5.10. The User understands the merits and risks of purchasing and/or trading the BTEX Tokens.
5.10.1. The User is financially sophisticated and has such knowledge and experience in financial and business matters, such that the User is capable of evaluating the merits and risks of purchasing and/or trading the BTEX Tokens, holding the BTEX Tokens, and using the BTEX Tokens. The User is fully able to bear such risks and agrees to bear such risks.
5.10.2. The User acknowledges and confirms that he/she has acquired sufficient information to reach an informed and knowledgeable decision to purchase and/or trade the BTEX Tokens.
5.10.3. This purchase, holding and/or trading of the BTEX Tokens involve significant risks, all of which the User fully and completely assumes, including, but not limited to, the risk that: i) the technology associated with the smart contracts will not function as intended; ii) the relevant platform will not be completed or fully functional; iii) the relevant platform and/or the BTEX Tokens will fail to attract sufficient interest from key stakeholders; iv) Blocktrade, its affiliated entities, the BTEX Tokens, and/or the smart contracts relating to the BTEX Tokens may be subject to administrative proceedings; and v) a digital wallet in which any of the BTEX Tokens are or will be held, including, without limitation, the Designated Wallet, the Platform, a website maintained by the Blocktrade from time to time or any relevant platform may be hacked, compromised by unauthorized third parties or otherwise subject to malware beyond Blocktrade’s reasonable control, which may, amongst others, result in a non-recoverable loss of the User’s data or the BTEX Tokens or any part thereof.
5.10.4. The User expressly accepts that the BTEX Tokens will be delivered to the User at the sole risk of the User on an “AS IS” basis.
5.10.5. The User has not relied on any representations or warranties provided outside of the Agreement, including, but not limited to, conversations of any kind, whether through oral or electronic communication (including any communications on social media, which includes, but is not limited to, Telegram, WhatsApp, Facebook, and Twitter), or any whitepaper, offering memorandum, or other document.
5.10.6. Without limiting the generality of the foregoing, the User assumes all risk and liability for the results obtained by the use of any of the BTEX Tokens and regardless of any oral or written statements made by Blocktrade, by way of technical advice or otherwise, related to the use of the BTEX Tokens.
5.11. The User understands the merits and risks of cryptographic BTEX Tokens. The User has sufficient understanding of the functionality, usage, storage, transmission mechanisms, and other material characteristics of cryptographic BTEX Tokens, BTEX Token wallets and other BTEX Token-storage mechanisms, public and private key management, blockchain technology, and blockchain-based software systems to understand the terms of the purchase and/or trade of the BTEX Tokens, and such knowledge allows the User to appreciate the implications and risks of purchasing and/or trading the BTEX Tokens.
5.12. The User bears responsibility for tax implications. The User bears sole responsibility for any taxes as a result of the matters and transactions contemplated by the purchase, trading and/or holding of the BTEX Tokens, and any future acquisition, ownership, use, sale or other disposition of the BTEX Tokens by the User, in regards to his/her respective countries of residence and/or citizenship, as well as any other applicable jurisdiction. This includes the tax implications associated with any determination (including those by Blocktrade or any tax authority), that the BTEX Tokens represent a right to asset, an asset, a utility or use right, or other non-security instrument. If the sale and/or conversion of the BTEX Tokens is subject to value added tax (“VAT”), then Blocktrade or the respective seller will be obligated to add an amount of VAT at the applicable rate to the purchase price, and such amount will be borne by the User being the purchaser.
6. Miscellaneous
6.1. No voting rights or rights to dividends. The User is not entitled, as a purchaser and/or holder of the BTEX Tokens, to vote or receive dividends or be deemed the holder of capital stock, nor any type of preferred right over the stock of Blocktrade for any purpose, nor will anything contained in the Agreement or on the Platform be construed to confer on the User, as such, any of the rights of a stockholder of Blocktrade or any right to vote for the election of members of the board of directors or upon any matter submitted to stockholders at any meeting thereof, or to give or withhold consent to any corporate action or to receive notice of meetings, or to receive subscription rights or otherwise.
6.2. Surveys. Blocktrade may, from time to time, at its sole discretion, invite certain User(s), as chosen by Blocktrade, to participate in surveys organized by Blocktrade based on their ownership of the BTEX Tokens. Any answer given by the User shall not be binding to Blocktrade and shall not create any right to the User or any obligation to Blocktrade or its affiliates. For avoidance of doubt, the User has no voting rights in Blocktrade or its affiliates or its governance, strategy and similar votes nor to any profit distributions or company decisions of any kind.
Annex 4: BTEX Tokens Sales Terms for the Exclusive Sale and the Public Sale
1. General terms and definitions
1.1. These BTEX Tokens Sales Terms set out the terms and conditions applicable for the Sales Agreement (as defined in section 1.6) entered into between the User and Blocktrade for the sale of the BTEX Tokens within the Exclusive Sale and Public Sale.
1.2. These BTEX Tokens Sales Terms do not apply to the sale and/or purchase of the BTEX Tokens in any other case, including where the BTEX Tokens are sold/purchased and/or traded by the User under the Broker Model and/or the Exchange Model and/or in any other way via the Platform. These BTEX Tokens Sales Terms also do not apply to purchasing the BTEX Tokens from any third party.
1.3. Blocktrade may freely choose who to invite to participate in the Exclusive Sale and/or the Public Sale and with whom to enter into the Sales Agreement.
1.4. The terms and conditions provided in the GTU (available here) and any other terms and conditions of the Agreement also apply to the Sales Agreement (in addition to these BTEX Tokens Sales Terms). This also means that the BTEX Tokens Terms apply to the Sales Agreement (available here). In case of discrepancies, these BTEX Tokens Sales Terms shall prevail.
1.5. Any times and dates given in these BTEX Tokens Sales Terms are given in CET (Central European Time).
1.6. Also, all definitions provided in the GTU (and elsewhere in the Agreement) are applicable and shall have the same meaning in the BTEX Tokens Sales Terms, unless explicitly provided otherwise in these BTEX Tokens Sales Terms. Also, the following definitions have the following meaning (in addition to other definitions which may be provided through-out these BTEX Tokens Sales Terms):
BTEX Token(s) | The cryptographic ERC-20 tokens issued by Blocktrade which are Crypto-Assets and which have the features as specified in more detail in BTEX Tokens Terms (available here) |
BTEX Tokens Sales Terms | These terms which apply to the BTEX Tokens Sales Agreement, and which constitute a part of the Agreement between Blocktrade and the User |
Designated Wallet | A special wallet at the Platform where the BTEX Tokens purchased by the User are delivered to and stored when they are locked, i.e., within the Lock-Up Period and the Release Period |
Exclusive Sale | The period starting from 5 May 2023 and ending on 18 May 2023 (included), CET time zone, during which it is possible for the User to submit a Purchase Order to purchase the BTEX Tokens under the terms provided in these BTEX Tokens Sales Terms. The Exclusive Sale ends earlier if the maximum allocated amount of the BTEX Tokens for the Exclusive Sale is met, meaning if 50 (fifty) million BTEX Tokens are sold during the Exclusive Sale |
Public Sale | The period starting from 19 May 2023 and ending on 9 June 2023 (included), CET time zone, during which it is possible for the User to submit a Purchase Order to purchase the BTEX Tokens under the terms provided in these BTEX Tokens Sales Terms. The Public Sale ends earlier if the maximum allocated amount of the BTEX Tokens for the Public Sale is met, meaning if 50 (fifty) million BTEX Tokens are sold during the Public Sale |
Lock-Up Period | The period following the Milestone during which the BTEX Tokens purchased under the Sales Agreement are locked up in the Designated Wallet. During the Lock-Up Period it is technically not possible (and even if it would be technically possible) the User is forbidden to sell, transfer or in any other way dispose the BTEX Tokens subject to the Lock-Up Period |
Milestone | Milestone means the meeting of all of the following conditions, as determined by Blocktrade in its sole discretion: (i) the BTEX Tokens are minted and issued by Blocktrade; (ii) the issuance of the BTEX Tokens has been communicated to the public; (iii) the Platform technically enables the transfer of the BTEX Tokens to the Designated Wallet and; (iv) the subsequent or parallel listing of the BTEX Tokens on the exchange operated by Blocktrade. If all the conditions prescribed in the previous sentence are met at a calendar date which is not the last date of that calendar month (for example, 17 June), then the Milestone is considered as reached at the last date of that calendar month (for this example – 30 June). Thereby, the Lock-Up Period following the reaching of the Milestone shall always start from the first date of the following month (for this example – 1 July). In any case, the Milestone shall be reached as of the fourth anniversary of the Public Sale ending date (i.e., once four years have passed from the Public Sale ending date). |
Purchase Limit | The minimum and/or maximum amount of BTEX Tokens the User may purchase within the Exclusive Sale and/or the Public Sale |
Purchase Order | is the action of completing or executing an accepted Price Offer by the Seller and the Buyer. |
Purchase Price | The price payable by the User to Blocktrade for the purchase of the BTEX Tokens |
Release Period | The period during which the BTEX Tokens purchased under the Sales Agreement are released in a linear fashion in equal monthly instalments in arrears (each monthly instalment on the 7th calendar day of the month or the next business day, if that day falls on a Saturday, Sunday or on a public holiday of the Republic of Estonia, then the next business day). The portion of the BTEX Tokens which are still locked during the Release Period (as they are released in a linear fashion) have the same restrictions as they had during the Lock-Up Period |
Sales Agreement | The sales agreement entered into between the User and Blocktrade via the Platform under which the User agrees to purchase from Blocktrade and Blocktrade agrees to sell to the User the BTEX Tokens per the accepted Purchase Order under the Exclusive Sale and/or Public Sale |
2. Purchase Order
2.1. To purchase the BTEX Tokens from Blocktrade, the User must submit the Purchase Order to Blocktrade via the Platform. To place the Purchase Order, the User must follow instructions given at the Platform or as otherwise made available by Blocktrade.
2.2. In the Purchase Order, the User must indicate the amount of the BTEX Tokens the User wishes to purchase, subject to the applicable Purchase Limit.
2.2.1. The Purchase Limit for the Exclusive Sale is the following: the total Purchase Price must be at least 500 EUR (five hundred euros) but maximum of 20 000 EUR (twenty thousand euros).
2.2.2. The Purchase Limit for the Public Sale is the following: the total Purchase Price must be at least 250 EUR (two hundred and fifty hundred euros).
2.3. The Purchase Prices are the following:
2.3.1. The Purchase Price for the Exclusive Sale is 0.10 EUR (ten cents in EUR) per one BTEX Token.
2.3.2. The Purchase Price for the Public Sale is 0.15 EUR (fifteen cents in EUR) per one BTEX Token.
2.4. In order to pay the Purchase Price to Blocktrade, the User can only use EUR or USDC deposited by the User to the Platform which is available for use. In case the User wishes to pay the Purchase Price in USDC, then the exchange rate for USDC->EUR indicated at the Platform shall be applied. The Purchase Price shall be paid by the User immediately after submitting the Purchase Order.
2.5. By placing the Purchase Order, the User gives his/her/its irreversible consent for executing the Purchase Order.
2.6. The Purchase Order is subject to Blocktrade’s approval which is given subject to the sole discretion of Blocktrade and also subject to applying the AML/CFT requirements. Blocktrade shall inform the User once the Purchase Order is approved. If the Purchase Order is not approved, the paid Purchase Price shall be returned to the User’s deposit (i.e., the same location where it arrived from), if not otherwise required by the AML/CTF requirements. No interest is paid from the sum while it is processed or kept by Blocktrade.
2.7. Once the Purchase Order has been accepted by Blocktrade, the User cannot cancel the Purchase Order (unless the User is a consumer pursuant the following section 2.8). The User warrants that he/she/it understands and agrees that he/she/it does not have any right to cancel the Purchase Order once accepted by Blocktrade.
2.8. If the User is a consumer (i.e., a natural person who purchases the BTEX Tokens not related to his/her independent economic or professional activities), then the User may withdraw from the Purchase Order without giving any reason or incurring any cost related to it, subject to the terms as provided in this clause 2.8.
2.8.1. The User may exercise the withdrawal right only within 14 calendar days from the moment Blocktrade has accepted the Purchase Order or until the respective sale period under which the BTEX Tokens were purchased (Public Sale or Exclusive Sale, respectively) ends – whichever ends earlier (the 14 calendar day period or the sales period).
2.8.2. To withdraw, the User must (within the period stipulated above in clause 2.8.1) submit an unequivocal application of withdrawal to Blocktrade (to e-mail address: [email protected]). This application must contain the amount of BTEX Tokens the User purchased and wishes to withdraw from and the User’s contact details (name, e-mail address and phone number). For submitting the withdrawal application, the User may use the standard form for withdrawal which is available here (https://www.riigiteataja.ee/aktilisa/1030/1201/4001/JM_m41_lisa1.pdf#).
2.8.3. The BTEX tokens as regards to which the User withdraws from the Purchase Order must be returned by the User to Blocktrade within 14 calendar days from submitting the application of withdrawal. To make the return, the User must follow the instructions given by Blocktrade. The User is returned the Purchase Price corresponding to the BTEX Tokens returned (and any charges, if applicable) within 14 calendar days after Blocktrade has received the application of withdrawal. Regardless of the preceding, the return of the Purchase Price (and any charges, if applicable) may be withheld until Blocktrade has received the BTEX Tokens (or proof of the return). The reimbursement shall be carried out by returning the Purchase Price to the User’s deposit at the Platform.
2.9. It is understood and agreed by and between the User and Blocktrade, that the User is deemed an intended beneficiary, successor and assignee of Blocktrade in connection with the BTEX Tokens only. No transfer of any derivative rights or claims occurs hereunder, and the Sales Agreement is limited to the number of the BTEX Tokens purchased by the User under this Sales Agreement. No tokens or assets (whether virtual or not) whatsoever other than the BTEX Tokens purchased by the User are transferred under the Sales Agreement to the User.
2.10. The Purchase Price is exclusive of all applicable taxes, in accordance with clause 5.12 of the BTEX Tokens Terms. Without prejudice to Blocktrade’s or its affiliates’ tax (declaration/payment/liability etc) obligations pursuant to applicable law, (i) the User shall bear all taxes arising in connection with the purchase, holding and potential disposal of the BTEX Tokens purchased hereunder and is solely responsible for determining what, if any, taxes apply in the User’s jurisdiction and to report and remit the correct taxes to the appropriate tax authorities. Blocktrade is not responsible for applying, collecting, reporting, or remitting any value added tax arising from the User entering into the Sales Agreement, in any form whatsoever.
3. Reaching of the Milestone and delivery of the BTEX Tokens
3.1. The reaching of the Milestone is determined by Blocktrade at its sole discretion and the prerequisites for reaching the Milestone are indicated in clause 1.6, in the definition of the “Milestone”. The User understands and agrees that reaching the Milestone takes time and at this point it is very difficult to give any binding promises when this will exactly take place.
3.2. Once Blocktrade has approved the Purchase Order and Blocktrade has reached the Milestone – then Blocktrade delivers the number of BTEX Tokens pursuant to the accepted Purchase Order to the Designated Wallet. Then the BTEX Tokens are subject to the mandatory Lock-Up Period and Release Period, as specified below. The ownership of the BTEX Tokens is transferred to the User as of the time the BTEX Tokens are transferred to the Designated Wallet.
3.3. The BTEX Tokens purchased under the Exclusive Sale are subject to a Lock-Up Period of 6 (six) months. Once the Lock-Up Period ends, the BTEX Tokens purchased under the Exclusive Sale are subject to a Release Period which starts when the Lock-Up Period ends and which continues for another 6 (six) months.
Therefore – for example, if the Milestone is considered as reached on 30 June, then the Lock-Up ends on 00:00 CET 1 January; and the Release Period ends on 00:00 CET 1 July.
3.4. The BTEX Tokens purchased under the Public Sale are subject to a Lock-Up Period of 6 (six) months. Once the Lock-Up Period ends, the BTEX Tokens purchased under the Public Sale are subject to a Release Period which starts when the Lock-Up Period ends and which continues for another 3 (three) months.
Therefore – for example, if the Milestone is considered as reached on 30 June, then the Lock-Up ends on 00:00 CET 1 January; and the Release Period ends on 00:00 CET 1 April.
3.5. After the delivery of the BTEX Tokens, the User must check whether the User has properly received the BTEX Tokens in the correct quantity. In case there is any shortcoming, the User must immediately inform Blocktrade.
4. Representations and warranties
4.1. In addition to representations and warranties given in other parts of the Agreement, Blocktrade hereby represents and warrants to the User, unless otherwise provided in the Agreement, that any distribution and transfer of the BTEX Tokens is clear of all liens, claims, or any other interests at the time of such distribution and transfer and the User will be the sole legal and beneficial owner of the BTEX Tokens which the User purchases under the Sales Agreement.
4.2. In addition to representations and warranties given in other parts of the Agreement, the User hereby represents and warrants to Blocktrade that any data provided to Blocktrade is true and accurate and that the User has full legal capacity, power and authority to execute and deliver the Sales Agreement and to perform its obligations under the Sales Agreement.
5. Miscellaneous
5.1. Liability. The liability terms and limitations as provided in the BTEX Tokens Terms clause 4 (available here) and elsewhere in the Agreement apply. Additionally, in any case, where Blocktrade is held liable for the breach of the Sales Agreement (if ever), then Blocktrade’s aggregate liability arising out of or related the Sales Agreement, whether arising out of or related to breach of contract, tort or otherwise, does not exceed the Purchase Price.
5.2. Term. The Sales Agreement will be in force until it has been properly executed by both parties – including until the Lock-Up Period and the Release Period has ended.
5.3. AML/CTF requirements. The User understands that the sale of the BTEX Tokens and fulfilment of the Sales Agreement is subject to AML/CTF requirements (including but not limited to application of the relevant due diligence measures, implementation of international sanctions, etc.). This means, among other things, that i) Blocktrade has the right not to fulfil any obligation under the Sales Agreement if Blocktrade has such a right or an obligation from the applicable law, whereas in such a case the User shall have no claim against Blocktrade or any of its affiliate companies or any related person as regards to Blocktrade exercising this right; and ii) the User shall provide any data and/or documents required by Blocktrade, and fulfil any instruction by Blocktrade, for complying with the applicable law. The User warrants that all the data and documents provided by the User are correct, accurate and up to date.
5.4. Entire agreement. The Agreement, including these BTEX Tokens Sales Terms (and the BTEX Tokens Terms – as referenced above) contain the entire agreement between Blocktrade and the User on the subject matter hereof and supersedes and replaces any prior agreement, oral or written, reached by Blocktrade and the User.
5.5. Intellectual Property. The Sales Agreement does not entitle the User to any intellectual property rights, including the rights in relation to the use, for any purpose, of any information, image, trademarks, Internet domain names or copyright in connection with the BTEX Tokens and/or Blocktrade. There are no implied licenses under the Sales Agreement, and any rights not expressly granted to the User hereunder are reserved by Blocktrade.
5.6. Assignment. The User does not have the right to transfer its rights or obligations under the Sales Agreement to any third party without the prior written consent of Blocktrade. Blocktrade may use third parties for the fulfilment of its obligation (e.g., KYC of the User, etc.).
Annex 5: Rewards Program Terms
1. General terms and definitions
1.1. These Rewards Program Terms set out the terms and conditions applicable to all legal relationships which arise between Blocktrade and the User from the Rewards Program.
1.2. The terms and conditions provided in the GTU (available here) and any other terms and conditions of the Agreement also apply to the Rewards Program (in addition to these Rewards Program Terms). In case of discrepancies, these Rewards Programs Terms shall prevail.
1.3. Also, all definitions provided in the GTU (and elsewhere in the Agreement) are applicable and shall have the same meaning in the Rewards Program Terms, unless explicitly provided otherwise in these Rewards Program Terms. Also, the following definitions have the following meaning (in addition to other definitions which may be provided through-out these Rewards Program Terms):
Activity or Activities | Activity and Activities which can be done by the User at the Platform and upon which successful accomplishment the User is granted a certain number of XPs. The Activities and the amount of XPs granted are determined by Blocktrade |
BTEX Token(s) | The cryptographic ERC-20 tokens issued by Blocktrade which are Crypto-Assets and which have the features as specified in more detail in BTEX Tokens Terms (available here) |
Current Market Price of the BTEX Tokens | The current market price of the BTEX Tokens in euros, as indicated by Blocktrade at the Platform |
Level(s) | The level which determines the Reward(s) which the User may be eligible to |
Reward(s) | Special features and benefits of the Platform and the Services which may be granted to the User and which differ from the Level the respective User is at |
Rewards Program | A loyalty program organized and operated by Blocktrade which may enable the User, pursuant to the Rewards Program Terms, get Rewards as part of using the Services under the Agreement |
Rewards Program Terms | These terms which apply to the Rewards Program, and which constitute a part of the Agreement between Blocktrade and the User |
XP(s) | Platform experience points which the User can collect by successfully accomplishing Activities |
2. Participation and Levels
2.1. Each User who has the Account, has accepted the Terms and who has been identified and accepted pursuant to the respective AML/CTF requirements, is automatically regarded as a participant of the Rewards Program. Blocktrade may restrict the participation of a specific User or a selection of Users as seen necessary by Blocktrade (e.g., based on a region). If the User does not wish to participate in the Rewards Program, the User must send a respective e-mail to Blocktrade at [[email protected]].
2.2. The Rewards Program has different Levels – from 0 to 50, therefore 51 different Levels in total. Each Level may allow the User to get access to different Rewards, depending on the Level where the User is at.
2.3. Each User starts at Level 0. As specified in more detail in below chapters 3 and 4 of these Rewards Program Terms, the User can reach a higher Level by:
2.3.1. collecting a certain amount of XPs and reaching the XP threshold for the next Level; and
2.3.2. starting from Level number 4, the User needs to hold a certain amount of BTEX Tokens to level up after every 5th Level. Therefore, the User needs a certain amount of BTEX Tokens to level up after Level 4, 9, 14, 19, 24, 29, 34, 39, 44, 49.
2.4. For example, the User may have enough XPs for Level 7 but is still stuck in Level 4 because the User does not have enough BTEX Tokens for the gate in Level 5. If the User then purchases the BTEX Tokens, the User’s Level will be recalculated based on the amount of XPs and BTEX Tokens the User currently holds and the User will jump from its current Level 4 to Level 7.
2.5. Specific information on how many XPs and BTEX Tokens are required to progress to another Level and stay on a certain Level, is provided here. This may be changed by Blocktrade at any time (with thirty (30) days prior notice) at Blocktrade’s sole discretion by making the corresponding change(s) at this website and thereby notifying the Users.
3. Collection of XPs
3.1. The User can collect XPs by successfully doing different Activities. Such Activities (for which successful accomplishment XPs are granted by Blocktrade) and the respective XPs are solely determined by Blocktrade and are specified on the Platform. For example, if so indicated at the Platform, the User may receive a certain amount of XPs by successfully making a crypto deposit in a certain amount or completing a certain exchange order, etc. – as indicated at the Platform.
3.2. Some of the Activities may only be eligible for receiving XPs when this Activity is done once, i.e., it is a one-time challenge. For example – if pursuant to the Platform following Blocktrade on a certain social media platform is regarded as an Activity (thereby eligible for XPs), then XPs are granted only after the User does this Activity for the first time. Under this example, the User is not eligible for XPs if the User unfollows and then again follows Blocktrade on that social media platform.
3.3. Blocktrade has the right to change the Activities, their parameters and the number of XPs granted at any time at its sole discretion by making the change at the Platform and thereby informing the Users.
3.4. The User can see the number of XPs which the User has collected at any time by logging into the Platform.
3.5. The XPs do not have any other function than collecting and holding them for levelling up which also means that it is not possible to buy or sell XPs or to transfer them between different persons. The sale, exchange or any other transfer of XPs by the User to a third party is prohibited.
4. Holding BTEX Tokens
4.1. As specified above in clause 2.3, to level up after every 5th Level, the User needs to hold a certain amount of BTEX Tokens.
4.2. The BTEX Tokens must be stored by the User at a special designated virtual wallet at the Platform (as specified by Blocktrade at the Platform). If the User sells its BTEX Tokens or transfers them elsewhere, and if the User does not have enough BTEX Tokens to stay on the Level the User is currently at, then the User is demoted to a lower Level which corresponds to the amount of BTEX Tokens which the User has left (if any). For example, if the User is at Level 11 and sells all his/her/its BTEX Tokens, then the User is demoted to Level 4. Demoted Users will still keep their XPs and can get back to the former Level if the User purchases the required amount of BTEX Tokens.
4.3. It is also important to understand that the required amount of BTEX Tokens which the User must hold is related to the Current Market Price of the BTEX Tokens in euros. This means that for each Level there is a threshold expressed in the amount of euros, pursuant to which the User must have a certain amount of BTEX Tokens (depending on the Current Market Price of the BTEX Tokens). This also means that if the value of the BTEX Tokens drops, then the User is required to purchase more BTEX Tokens to stay on the same Level. Otherwise, the User is demoted to a lower Level. This also works the other way around – if the value of the BTEX Tokens rises, then the User may get to a higher Level (if he/she/it also has the required XPs) by holding the same amount of BTEX Tokens.
5. Rewards
5.1. The exact Rewards which the User may receive, and their exact content and parameters, depend on the Level which the User is currently at. Please refer to this page which contains an overview of which Level may be eligible for which Reward(s) together with the respective parameters (“Rewards Table”).
5.2. The Rewards under the Rewards Program are offered by Blocktrade voluntarily at Blocktrade’s sole discretion, regardless of whether the User should be eligible for a Reward pursuant to the Rewards Table. The User shall therefore not have any claims against Blocktrade and/or any of its affiliates in relation to any of the Rewards. In no case shall the User have a claim against Blocktrade for cash redemption or replacement by Blocktrade of any equivalent value of the Rewards other than the Reward itself (if even that), in accordance with the Reward Program Terms. Blocktrade may withhold, pause or cancel the granting of the Rewards, also if accrued and already claimed by the User, anytime and the User does not have any legal claim against Blocktrade in such case.
5.3. Any Rewards, their content and parameters and the eligibility criteria to receive the Rewards (including the Rewards Table) may be delayed, changed or amended by Blocktrade at any time (with thirty (30) days prior notice) at the sole discretion of Blocktrade.
5.4. If the User, for a technical or any other reason, receives or is otherwise eligible for a Reward by a mistake, then the User shall inform Blocktrade about this immediately. Blocktrade is entitled to reclaim falsely obtained Reward and the User is obliged to return such a Reward.
5.5. As and if indicated at the Platform, the User may be required to actively claim the Reward (e.g., push a certain button) during a specific timeframe and/or before reaching a new Level in order to receive the Reward. In such a case, if the User does not actively claim the Reward within the specific timeframe and/or before reaching a new Level, then the User cannot claim this Reward afterwards. Blocktrade may add such a timeframe also later on by notifying the User via the Platform or otherwise in which case this shall apply retroactively.
5.6. Also, the manner the Rewards are granted to the User is determined by Blocktrade at its sole discretion. The User agrees and understands that the issuance of the Rewards may take time for different reasons, also for the purpose of complying with the AML/CTF requirements and in some cases may even take up to two or three business days or even longer.
5.7. A general overview of different types of Rewards is given as follows. Please note that the below descriptions are general in nature and the more specific parameters are given in the Rewards Table.
5.7.1. Avatar
Avatar is a graphical picture attached to the User’s Account as a profile picture (“Avatar”).
Subject to the Rewards Table, the User may get a new (or a modified) Avatar for a new Level the User achieves. The User only gets the Avatar the first time the User reaches a certain Level. This also means that if the User is demoted to a lower Level and then regains the Level where the User was before, then the User is not eligible to receive a new Avatar for this because the User keeps any avatar earned.
5.7.2. Token Airdrop
Depending on the Level and subject to the Rewards Table, the User may receive a number of BTEX Tokens from Blocktrade (“Token Airdrop”).
Subject to the Rewards Table, the User may receive the Token Airdrop once for each new Level which the User gains. The Token Airdrop is done one time per Level. This also means that if the User is demoted to a lower Level and then regains the Level where the User was before, then the User is not eligible to receive a new Token Airdrop for this because the User has already received a Token Airdrop for this Level.
5.7.3. Access to Live Chat
All Users from Level 1 have access to live customer support chat which is available from [enter time CET] CET on every business day of the Republic of Estonia (“Access to Live Chat”). If the User falls below Level 1, then the User loses Access to Live Chat.
5.7.4. Trading Bonus
Depending on the Level and subject to the Rewards Table, the User may receive BTEX Tokens from Blocktrade as a “Trading Bonus” after successfully completing a Trade and paying the Trading Fee (“Trading Bonus”). The amount of the BTEX Tokens which may be granted as a Trading Bonus correlates to a certain percentage of the Trading Fee which the User paid for the Trade. The amount of BTEX Tokens granted as a Trading Bonus is related to the Current Market Price of the BTEX Tokens in euros.
For example, if i) the User is at a Level where the User is eligible to receive 2% of Trading Bonus; ii) the User’s paid 100 EUR as a Trading Fee for a Trade; iii) the Current Market Price of the BTEX Tokens is 1 BTEX = 0,5 EUR; iv) then – the User would be entitled to receive 2% of the paid Trading Fee in BTEX Tokens as a Trading Bonus, meaning 2 EUR worth of BTEX Tokens which with this exemplary Current Market Price would mean 4 BTEX Tokens.
If the User is eligible to the Trading Bonus but is then demoted to a lower Level, then the User loses its right to the Trading Bonus and/or is eligible for a smaller Trading Bonus (as applicable per the Rewards Table).
5.7.5. Discount
Depending on the Level and subject to the Rewards Table, the User may be eligible for a discount from the Deposit Fee charged by Blocktrade from the User when the User makes a deposit at the Platform and/or a discount from a Withdrawal Fee charged by Blocktrade from the User when the User makes a withdrawal at the Platform (“Discount”).
If the User is eligible to the Discount but is then demoted to a lower Level, then the User loses its right to the Discount and/or is eligible for a lower Discount (as applicable per the Rewards Table).
5.7.6. Additional APY on Staking
Depending on the Level and subject to the Rewards Table, the User may be eligible for a higher APY (annual percentage yield) when staking, as and if applicable at the Platform (“Additional APY on Staking”).
If the User is eligible to the Additional APY on Staking but is then demoted to a lower Level, then the User loses its right to the Additional APY on Staking and/or is eligible to a lower Additional APY on Staking (as applicable per the Rewards Table).
5.7.7. Fast Pass
Depending on the Level and subject to the Rewards Table, the User may be eligible to receive a “Fast Pass” which allows the User to select one other User (who was referred to the Platform by the first User) and level up that other User one time instantaneously in the amount of 5 (five) Levels at once (“Fast Pass”).
Subject to the Rewards Table, the Fast Pass is a one-time Reward (where it is available at). This also means that if the User is demoted to a lower Level and then regains the Level where the User was before and gained the Fast Pass, then the User is not eligible to receive a new Fast Pass because the User has already received the Fast Pass for this Level.
5.7.8. Physical Reward
Depending on the Level and subject to the Rewards Table, the User may be granted a physical gift by Blocktrade, provided he/she provides for necessary information for delivery (the granting of as well as the nature of such a physical gift is at the sole discretion of Blocktrade; “Physical Reward”).
Subject to the Rewards Table, the Physical Reward is a one-time Reward (where it is available at). This also means that if the User is demoted to a lower Level and then regains the Level where the User was before and gained the Physical Reward, then the User is not eligible to receive a new Physical Reward because the User has already received the Physical Reward for this Level.
5.7.9. Priority Support
Depending on the Level and subject to the Rewards Table, the User may be eligible to receive priority customer support which terms are set at the sole discretion of Blocktrade (“Priority Support”). Priority Support guarantees tickets/chats will be seen/resolved by Blocktrade prior to any non-Priority Support User. The priority among Priority Support Users shall be based on a time of submission basis, with exceptional cases being at the sole discretion of Blocktrade.
If the User falls below the specific Level where the Priority Support is provided, then the User loses the right to the Priority Support.
6. Termination
6.1. The User may terminate his/her/its participation in the Rewards Program at any time for any reason by contacting Blocktrade via e-mail at [[email protected]] and filing out the following template:
Recipient: BlocktradeOperations OÜ (Tartu mnt 10, 10145, Tallinn, Estonia; e-mail: [[email protected]])
I hereby announce that I am terminating the concluded contract regarding the provision of the following service: Rewards Program
Name of the User: [to be fulfilled by the User]
Address of the User: [to be fulfilled by the User]
Signature of the User (only if the termination notice is submitted on paper)
Date: [to be fulfilled by the User]
6.2. Blocktrade may terminate the User’s participation in the Rewards Program or the Rewards Program as a whole under the terms and conditions as provided in Clause 19 of the GTU.
6.3. As a result of the termination, the User is only eligible to keep the Rewards already received (and claimed, if applicable) before the termination takes effect, such as the received Avatar(s), received BTEX Tokens (via Token Airdrop and Trading Bonus) and received Physical Rewards. However, the User loses the right to enjoy and receive any on-going or possible future Rewards, such as, but not limited to, any new Avatars, receiving of the BTEX Tokens via Token Airdrop or Trading Bonus, Access to Live Chat, Discounts, Additional APY on Staking, Fast Pass, any new Physical Rewards and Priority Support. Furthermore, if the Fast Pass was not used before the termination, then the Fast Pass uses its validity with the termination. Also, as a result of the termination, the User loses all XPs that the User had collected.
7. Miscellaneous
7.1. Bad behaviour. If Blocktrade detects or suspects fraudulent or suspicious behaviour or any other type of behaviour of the User deemed unacceptable or malicious by Blocktrade at its sole discretion, or an infringement of the Agreement, then Blocktrade has (among other things) a right to suspend or terminate the participation of the User in the Rewards Program, lower the Level of the User and/or deduct XPs from the User. Also, in case the Reward is gained by misrepresentation by the User or any other kind of infringement of the Agreement, Blocktrade may, among other things, demand compensation for damages from the User and reclaim and/or cancel the Reward.
7.2. Awarding XPs. Blocktrade reserves a right to award XPs to any User at Blocktrade’s sole discretion, in accordance with the Reward Program.
7.3. Entire agreement. The Agreement, including these Rewards Program Terms contain the entire agreement between Blocktrade and the User on the subject matter hereof and supersedes and replaces any prior agreement, oral or written, reached by Blocktrade and the User.
7.4. Taxes. The User is solely responsible for payment of any applicable taxes and duties. Blocktrade will never be liable for any tax liabilities, levies or other charges in connection with the Rewards to the Users.
7.5. Assignment. The User does not have the right to transfer its rights or obligations under the Rewards Program to any third party without the prior written consent of Blocktrade. Blocktrade may use third parties for the fulfilment of its obligations (e.g., KYC of the User, etc.).
Annex 6: Refund policy
Assets | means Crypto-assets and/or Fiat currency |
Base Asset | means the Asset being traded on the Order Book – the first Asset in the Trading Pair |
Blocktrade | means BlocktradeOperations OÜ, a company incorporated in Estonia under commercial register code 14901959 and registered as a virtual asset service provider with the Estonian Financial Intelligence Unit under the number FTV000299, whose registered office is at Tartu mnt 10, Tallinn 10145, Estonia, as the operator of the Platform |
Chargebacks | means the return of the User’s money by his/her Bank due to the disputed and/or fraudulent transaction. |
Crypto Assets | means a digital representation of value that is not issued or guaranteed by a central bank or a public authority, is not necessarily attached to a legally established currency and does not possess a legal status of currency or money, but is accepted by natural or legal persons as a means of exchange and which can be transferred, stored and traded electronically, including but not limited to Bitcoin (BTC), Bitcoin cash (BCH), Ethereum (ETH), Ripple (XRP), Litecoin (LTC), which can be traded and/or used via Services. Also referred to as Digital Assets or Virtual Assets |
Eligibility criteria | means the set of requirements that must be met for a Refund Defined in this Policy. |
Fiat | currency means government-issued currency, namely United states dollar (USD), Euro (EUR) and other similar currencies, applicable and enabled within the Services |
Order | means a User’s binding instruction to buy or sell a specified quantity of the Base Asset at a specified price in the Quote Asset. |
Platform | means application, including but not limited to apps on the Blocktrade’s website or any mobile device app, which provides the access and use of Services for Users with registered accounts under the terms and conditions of these Terms |
Policy | This Refund Policy. |
Quote Asset | means the Asset in which trading is denominated on the Order Book – the second Asset in the Trading Pair. |
Refund | means giving back the amount of Transaction fee paid by the User with regard to certain Transaction, unless otherwise specified herein. |
Services | shall have the meaning, set out in section 5 of Terms. |
Terms | Terms of use available at [https://blocktrade.com/terms-of-use/] |
Trade | means an execution of the User’s transactions on the Platform |
Trading Pair | means each pair of a Base Asset and a Quote Asset |
User | means a natural or legal entity, who uses the Platform or in any way uses the Services. Also referred to as “You” in respect of these Terms |
1. Policy Enforcement
1.1. This Refund Policy concerns exclusively Transaction fees, unless otherwise specified herein.
1.2. This Refund Policy does not cover other costs out of the control Blocktrade, associated with any Trades of Crypto-assets and/or Fiat currencies on the Platform, as well as fees charged by third-party intermediaries (i.e. payment processors, banks, cryptocurrency mining fees etc.).
1.3. Users have the possibility to withdraw any funding they deposited in their account, provided they do not fall under the restrictions described in this policy and the Terms.
1.4. Blocktrade will generally deposit refunds to Users’ trading accounts in the same Crypto-asset or Fiat used to purchase the Services . The User will have the ability to withdraw the deposited funds from the Account within 72 hours. Restrictions as defined in Terms of use and/or Intermediary Exchange Model Transaction Schedule and/or Broker Model Transaction Schedule apply.
2. Validity of Refund requests
2.1. The User who has purchased the Services, i.e. paid a Transaction fee, may request a Refund in accordance with the Eligibility criteria as set out herein.
2.2. Refund will only be considered where the User meets the Eligibility criteria requirements. If any of the Eligibility Criteria is not met, Blocktrade can, in its sole discretion, decline the User’s request for a Refund.
2.3. Refund request will only be approved or declined after meticulous verification made by Blocktrade. Submission of Refund claim does not guarantee that the User’s request will be satisfied.
2.4. Any claim is subject to an appropriate internal investigation and AML screening per applicable AML regulations.
3. Processing timeline
All requests for Refund will only be accepted where the claim is received by Blocktrade no later than a week after made transaction.
Refunds are operated within 7 days, provided that User would give any requested additional information or documentation.
4. Chargebacks
Blocktrade expects the User to contact them to resolve any problem or issue related to his/her payments before the User makes any Chargeback request. Chargeback requests are required by the User, after any other claim or request related to Refunds or payment intermediaries. This Section does not affect any rights and/or claims, which the User may have against the bank/financial institution, payment processor or any other transaction intermediary.
Upon investigation from Blocktrade regarding, any Chargeback requests, the User’s bank will be informed as to whether any Service or Transaction has been cancelled.
Blocktrade reserves the right to freeze User’s account and lock User’s Funds during the Chargeback investigation procedure.
5. Any charges, which arise upon processing Refund/Chargeback, shall be borne solely by the User. Such charges will be deducted from the final amount of Refund/Chargeback.
6. General provisions
6.1. No Chargebacks or Refunds for blockchain-based transactions. All blockchain-based transactions are final and non-reversible. Blocktrade will not Refund nor grant Chargeback regarding blockchain-based transactions.
6.2. Refunds and Chargebacks can only be done on the User’s account who did the transaction or the bank account/card of the account holder.
Annex 7: BTEX Earn Program Terms
1. General terms and definitions
1.1.These Rewards Program Terms set out the terms and conditions applicable to all legal relationships which arise between Blocktrade and the User from the Earn Program.
1.2. The terms and conditions provided in the GTU (available here) and any other terms and conditions of the Agreement also apply to the Earn Program (in addition to these Earn Program Terms). In case of discrepancies, these Earn Program Terms shall prevail.
1.3. Also, all definitions provided in the GTU (and elsewhere in the Agreement) are applicable and shall have the same meaning in these Earn Program Terms, unless explicitly provided otherwise herein. Also, the following definitions have the following meaning (in addition to other definitions which may be provided through-out these Earn Program Terms):
Blocktrade | BlocktradeOperations OÜ, a private limited company incorporated in Estonia under commercial register code 14901959 and registered as a virtual asset service provider with the Estonian Financial Intelligence Unit under the number FTV000299, whose registered office is at Tartu mnt 10, 10145, Tallinn, Estonia (contact: [email protected]; tel: +372 54 700 380). Blocktrade is the operator of the Platform. |
BTEX Token(s) | The cryptographic ERC-20 tokens issued by Blocktrade which are Crypto-Assets and which have the features as specified in more detail in the BTEX Tokens Terms (available here). |
BTEX Hold | The BTEX Tokens owned by the User which are stored by the User at a wallet at the Platform (as may be more specified by Blocktrade) and which are available and free from any kind of obligations. Notwithstanding the foregoing, the BTEX Tokens which are owned by the User and subject to sale by the User under a Limit Order are also considered as the BTEX Hold until the respective BTEX Tokens are sold. |
Earn Program | A loyalty program organized and operated by Blocktrade which may enable the User, pursuant to the Earn Program Terms, receive the Earn Reward (BTEX Token(s)) as part of using the Services under the Agreement. |
Earn Program Terms | These terms which apply to the Earn Program, and which constitute a part of the Agreement between Blocktrade and the User. |
Earn Reward | The BTEX Tokens which may be received as a loyalty reward, as defined below in clause 3.1. |
Level(s) | As defined in the Rewards Program Terms (available here). |
Snapshot and Time of the Snapshot | Snapshot is the method by Blocktrade to verify the eligibility of the User to take part of the Earn Program and calculate the Earn Reward by checking the relevant data of the User at the Platform. The Time of the Snapshot is the 5th (fifth) date of each calendar month between [00:00 – 01:00] at CET (Central European Time) time zone. |
2. Eligibility of the User
2.1. User who meets all the following criteria is eligible to participate in the Earn Program:
2.1.1. the User has read, understood, agreed and accepted the GTU;
2.1.2. the User has registered an account at the Platform and has been identified and accepted pursuant to the respective AML/CTF and other requirements;
2.1.3. the User has read, understood, agreed and accepted the Earn Program Terms;
2.1.4. the User is a natural person (meaning that Users who are legal entities are not allowed to take part of the Earn Program);
2.1.5. the User has at least 3000 (three thousand) BTEX Tokens as BTEX Hold at the Time of the Snapshot;
2.1.6. the User has at least Level 10 pursuant to the Rewards Program Terms at the Time of the Snapshot; and
2.1.7. the User makes at least one Trade with a Crypto-Asset (manually or as part of recurring investment plan) within each 30-calendar day period before each Snapshot, whereas withdrawal, deposit or internal transaction (transfer of any assets from one User to another User) or any other transaction deemed by Blocktrade at its sole discretion is not considered as Trade within the meaning of this clause 2.1.7. This one-Trade-requirement of this clause 2.1.7 is not applied under the eligibility criteria for the first Snapshot of the User subscribing to the Earn Program.
2.2. Blocktrade may restrict the participation of a specific User, or a selection of Users at the Earn Program as seen necessary by Blocktrade (e.g., based on a region).
2.3. The User is considered as subscribed to the Earn Program once the User has accepted the Earn Program Terms and as long as the User meets all the eligibility criteria, as provided in clause 2.1 of these Earn Program Terms.
3. Earn Reward
3.1. Once in every calendar month, the User who has subscribed to the Earn Program and meets all the eligibility criteria, may receive an Earn Reward from Blocktrade – i.e., a certain amount of BTEX Tokens which are sent to the User’s wallet at the Platform (to the same wallet where BTEX Tokens as BTEX Hold are held by the User). If the User has subscribed to the Earn Program during a calendar month after the Time of the Snapshot of this calendar month, then the User will not receive the Earn Reward for this calendar month.
3.2. The amount of BTEX Tokens which may be received by the User as the Earn Reward is calculated on the User’s BTEX Hold each calendar month at the Time of the Snapshot of that calendar month. The rate of the calculation can be either a Base Rate or Premium Rate depending on the User:
3.2.1. Base Rate: The Base Rate is 0.25% per calendar month (3% per year) of the BTEX Hold. For example, if the User has 5000 BTEX Tokens in the BTEX Hold at the Time of the Snapshot and the User meets all the eligibility criteria, then the User may receive 12,5 BTEX Tokens as the Earn Reward for this month.
3.2.1. Premium Rate: If the User is at a higher Level than Level 29 (i.e., at a Level between 30-50) at the Time of the Snapshot and the User meets all the eligibility criteria, then the User may be eligible to a Premium Rate for the respective month instead of the Base Rate. The specification of the Premium Rate is provided here.
3.3. If the amount of BTEX Tokens under the BTEX Hold changes during the Time of the Snapshot, then the lowest amount of BTEX Tokens in the BTEX Hold shall be taken as the basis for calculation of the Earn Reward. If the User’s Level changes during the Time of the Snapshot, then the lowest Level will be taken into account.
3.4. The BTEX Tokens receivable by the User as the Earn Reward shall be rounded down to a number of 8 (eight) decimal places.
3.5. The BTEX Tokens receivable by the User as the Earn Reward for the calendar month shall be provided to the User within 7 calendar days from the Time of the Snapshot of that month. The User agrees and understands that the issuance of the Earn Reward may take time, and even more time as indicated in the previous sentence, for different reasons, also for the purpose of complying with the AML/CTF requirements and/or for certain circumstances outside of control of Blocktrade, including but not limited to network delays, extreme market volatility, large number of User requests at the Platform, etc.
3.6. Among other circumstances or grounds, the User will not receive the Earn Reward if:
3.6.1. the User does not meet one or more of the elements of the eligibility criteria (see clause 2.1 below); or
3.6.2. Blocktrade has the right or obligation under the Agreement (including GTU) or the applicable law to suspend or cancel provision of the Services to the User – including, but not limited to the case where the User’s KYC is not valid, the User’s account or assets are frozen or blocked, etc.
3.7. If the User, for a technical or any other reason, receives or is otherwise eligible for a Earn Reward by a mistake, then the User shall inform Blocktrade about this immediately. Blocktrade is entitled to reclaim falsely obtained Earn Reward and the User is obliged to return such a Earn Reward. Blocktrade also reserves the right to void or reverse any false transaction.
3.8. As and if indicated at the Platform, the User may be required to actively claim the Earn Reward (e.g., push a certain button) during a specific timeframe in order to receive the Earn Reward. In such a case, if the User does not actively claim the Earn Reward within the specific timeframe, then the User cannot claim the Earn Reward afterwards. Blocktrade may add such a timeframe also later on by notifying the User via the Platform or otherwise in which case this shall apply retroactively.
4. Limitation of liability, disclaimer and amendments
4.1. In no case shall the User have a claim against Blocktrade for cash redemption or replacement by Blocktrade of any equivalent value of the Earn Reward other than the BTEX Tokens themselves (if even that), in accordance with the Earn Program Terms. Blocktrade may withhold, pause or cancel the granting of the Earn Reward, also if accrued and already claimed by the User, anytime and the User does not have any legal claim against Blocktrade in such case. Blocktrade does not guarantee that the User will continue to receive the Earn Rewards, including at the rates shown. Any representation concerning possible yield including at the Platform or otherwise is an estimate only, is not guaranteed and may change.
4.2. For avoidance of doubt, it is hereby expressly stated and agreed that the Earn Program is not an investment service, financial advisory service, or any other regulated financial service. The Earn Program is not designed, intended, or offered as a means to engage in investment or financial activities. The Earn Program does not offer, endorse, or recommend any financial products or investments, and any information provided in the Earn Program should not be construed as financial advice. By participating in the Earn Program, the User acknowledges and agrees that they are not receiving any investment services or financial advice.
4.3. Blocktrade may amend any Earn Reward, its content and/or parameters and/or the eligibility criteria to receive the Earn Reward and/or the Earn Program Terms (including the Base Rate and/or the Premium Rate) at any time (with thirty (30) days prior notice) at the sole discretion of Blocktrade.
5. Termination
5.1. The User may terminate his/her/its participation in the Earn Program at any time for any reason by contacting Blocktrade via e-mail at [email protected] and filing out the following template:
Recipient: BlocktradeOperations OÜ (Tartu mnt 10, 10145, Tallinn, the Republic of Estonia; e-mail: [email protected])
I hereby announce that I am terminating the concluded contract regarding the provision of the following service: Earn Program
Name of the User: [to be fulfilled by the User]
Address of the User: [to be fulfilled by the User]
Signature of the User (only if the termination notice is submitted on paper)
Date: [to be fulfilled by the User]
5.2. Blocktrade may terminate the User’s participation in the Rewards Program, or the Rewards Program as a whole, under the terms and conditions as provided in clause 19 of the GTU, if not provided otherwise in these Earn Program Terms.
5.3. If Blocktrade detects or suspects fraudulent or suspicious behaviour or any other type of behaviour of the User deemed unacceptable or malicious by Blocktrade at its sole discretion, or an infringement of the Agreement, then Blocktrade has (among other things) a right to suspend or terminate the participation of the User in the Earn Program immediately. Also, in case the Earn Reward is received by misrepresentation by the User or any other kind of infringement of the Agreement, Blocktrade may, among other things, demand compensation for damages from the User and remove the BTEX Tokens received by the User as the Earn Reward from the User.
5.4. If the termination was not for a cause arising from the User, then as a result of the termination, the User is eligible to keep the Earn Rewards already received before the termination takes effect. In any case, as a result of the termination or suspension, the User loses the right to receive any further Earn Rewards under the Earn Program.
6. Miscellaneous
6.3. Taxes. The User is solely responsible for payment of any applicable taxes and duties. Blocktrade will never be liable for any tax liabilities, levies or other charges in connection with the Earn Reward gained by the Users.
6.4. Assignment. The User does not have the right to transfer its rights or obligations under the Earn Program to any third party without the prior written consent of Blocktrade. Blocktrade may use third parties for the fulfilment of its obligations (e.g., KYC of the User, etc.).
PREMIUM RATE SPECIFICATION TABLE
Premium Rate (annual – 12 calendar months) | Premium Rate (per one calendar month) | ||
Level | Rate | Level | Rate |
30 | 3.142857% | 30 | 0,261905% |
31 | 3.285714% | 31 | 0,27381% |
32 | 3.428571% | 32 | 0,285714% |
33 | 3.571429% | 33 | 0,297619% |
34 | 3.714286% | 34 | 0,309524% |
35 | 3.857143% | 35 | 0,321429% |
36 | 4.000000% | 36 | 0,333333% |
37 | 4.142857% | 37 | 0,345238% |
38 | 4.285714% | 38 | 0,357143% |
39 | 4.428571% | 39 | 0,369048% |
40 | 4.571429% | 40 | 0,380952% |
41 | 4.714286% | 41 | 0,392857% |
42 | 4.857143% | 42 | 0,404762% |
43 | 5.000000% | 43 | 0,416667% |
44 | 5.142857% | 44 | 0,428571% |
45 | 5.285714% | 45 | 0,440476% |
46 | 5.428571% | 46 | 0,452381% |
47 | 5.571429% | 47 | 0,464286% |
48 | 5.714286% | 48 | 0,476191% |
49 | 5.857143% | 49 | 0,488095% |
50 | 6.000000% | 50 | 0,5% |
Annex 8: ARCADE TERMS
Entered into force on 20 December 2023
1. General terms, applicability and definitions
1.1. These Arcade Terms govern the use of the Arcade Platform provided by Blocktrade and are applicable to all legal relationships which arise between Blocktrade and the User from the Arcade Platform.
1.2. The terms and conditions provided in the GTU (available here https://blocktrade.com/terms-of-use/) and any other terms and conditions of the Agreement also apply to the Arcade (in addition to these Arcade Terms). In case of discrepancies, these Arcade Terms shall prevail.
1.3. The obligations and restrictions set to the Users in the Agreement, including the Arcade Terms contained herein, apply to all Users who use the Arcade Platform, regardless of whether the User has registered an account or not (except to the extent where such terms apply exclusively to Users with an account). In other words, such obligations and restrictions bind any person who accesses or uses the Arcade Platform in any capacity. The User expressly agrees to be bound by such obligations and restrictions by accessing and using the Arcade Platform. If the User does not agree with any parts of the Agreement including the Arcade Terms, then the User is not allowed to use the Arcade Platform.
1.4. All definitions provided in the GTU (and elsewhere in the Agreement) are applicable and shall have the same meaning in these Arcade Terms, unless explicitly provided otherwise herein. Also, the following definitions have the following meaning (in addition to other definitions which may be provided through-out these Arcade Terms):
Arcade Platform | Gaming platform and services (available at: trade.blocktrade.com/arcade) which is part of the Platform. |
Arcade Terms | These terms which apply to the Arcade Platform, and which constitute a part of the Agreement between Blocktrade and the User. |
Blocktrade | BlocktradeOperations OÜ, a private limited company incorporated in Estonia under commercial register code 14901959 and registered as a virtual asset service provider with the Estonian Financial Intelligence Unit under the number FTV000299, whose registered office is at Tartu mnt 10, 10145, Tallinn, Estonia (contact: [email protected]; tel: +372 54 700 380). Blocktrade is the operator of the Platform and the Arcade Platform. |
External Provider | Game provided by external provider, as defined below in sections 3.1 and 3.2. |
Game | A game which is played over the internet and is accessed via the Arcade Platform. |
2. Access and account registration
2.1. To access and use the Arcade Platform to its full functionality, the User must register an account at the Platform and complete the identity and verification processes and fulfill other requirements. Parts of the Arcade Platform may be accessible in a non-logged in state, for demonstration purposes.
2.2. Where the User is a natural person, the User must be at least 18 years old and the User must be in full capacity to use the Arcade Platform.
2.3. User is solely responsible for maintaining the confidentiality of their account information and for any activity that occurs under their account.
2.4. Blocktrade may restrict the participation of a specific User, or a selection of Users as seen necessary by Blocktrade (e.g., based on a region).
3. Games and external Game providers
3.1. The Arcade Platform may include access to Games which are: i) playable at the Arcade Platform and which are operated by Blocktrade itself; ii) playable at the Arcade Platform but which are framed or otherwise provided from external sources and thereby provided by an external provider; and/or iii) playable at external website and thereby provided by an external provider in which case the User can access such a Game via clicking on a link provided at the Arcade Platform.
3.2. If the Game is operated by an external provider, as provided in options ii) and iii) of section 3.1 (“External Provider”), then the User acknowledges and agrees that their interactions with these External Providers are subject to separate terms and conditions of the respective providers which apply in addition to the Agreement (including these Arcade Terms). Please also refer to chapter 10 below, which applies to the Games provided by such External Providers. The External Providers are traders within the meaning of law, meaning a legal person acting for purposes related to their business or professional activities.
3.3. The Arcade Platform does not provide gambling services or access to gambling. The Games are solely for entertainment and/or educational purposes.
4. Conditions to play and XPs
4.1. Accessing and playing certain Games may not be available for every User, regardless of whether the User has account or not. Accessing and playing certain Games may be subject to certain conditions which the User must fulfill. The conditions are solely determined by Blocktrade and are specified at the Arcade Platform or otherwise. These conditions can be, for example, a fulfilment of a certain activity by the User at the Platform or otherwise, whereas such required activity may be a one-off activity or a repetitive activity which must be redone after a certain period of time. The conditions may change over time (e.g., the User fulfils certain condition and is afterwards prompted a new condition). Blocktrade has the right to change the conditions and their parameters at any time at its sole discretion by making the change at the Arcade Platform and thereby informing the relevant Users. Also, the conditions may depend upon the User as well (e.g., based on whether the User has already fulfilled some conditions, User’s activities at the Platform, etc.).
4.2. Blocktrade may decide to reward certain interactions on the Arcade Platform with XPs (Platform experience points). Such interactions, the respective number of XPs (if any) and the conditions of rewarding, are solely determined by Blocktrade. Blocktrade has the right to change the interactions for which XPs are rewarded or have been rewarded, their parameters and the number of XPs granted at any time at its sole discretion by making the change at the Arcade Platform and thereby informing the Users. Blocktrade may withhold, pause or cancel the granting of the XPs, also if accrued and already claimed by the User, anytime and the User does not have any legal claim against Blocktrade in such case. In no case shall the User have a claim against Blocktrade for cash redemption or replacement by Blocktrade of any equivalent value of the XPs.
4.3. If the User, for a technical or any other reason, receives or is otherwise eligible for XPs by a mistake, then the User shall inform Blocktrade about this immediately. Blocktrade is entitled to delete the falsely obtained XPs.
4.4. For avoidance of doubt, XPs have no commercial value and cannot be redeemed into assets, virtual or otherwise. The XPs do not have any other function than collecting and holding them for levelling up (as explained in the Rewards Program Terms; available here. This also means that it is not possible to buy or sell XPs or to transfer them between different persons. The sale, exchange or any other transfer of XPs by the User to a third party is prohibited.
5. In-Game Purchases
5.1. Some Games on the Arcade Platform may offer in-Game purchases (in-app purchases) now or in the future. Blocktrade reserves the right to update these Arcade Terms accordingly to reflect the relevant terms for such purchases. This update may be done with no prior notification to the User.
6. User conduct
6.1. The User must comply with the Agreement (including these Arcade Terms) as well with all applicable laws and regulations when using the Arcade Platform, including the Games. Among other things, the User is prohibited to: (i) engage in any activity that may disrupt the Arcade Platform’s functionality or compromise its security; (ii) upload to or transmit on the Arcade Platform any defamatory, indecent, obscene, harassing, violent, unlawful or otherwise objectionable content; (iii) use the Arcade Platform to violate the laws; (iv) post spam, transmit chain letters or engage in other similar activities; (v) stalk, phish, abuse or harass another User, or attempt to do any of the foregoing; (vi) copy any of the material on the Arcade Platform without prior written consent of Blocktrade; (vii) take any action that imposes an unreasonable or disproportionately large load on the Arcade Platform’s infrastructure; or (viii) engage in any other conduct that restricts or inhibits anyone’s use of the Arcade Platform or which, as determined by Blocktrade, may harm Blocktrade or the Users or expose them to liability. For the sake of clarity, the rules and prohibitions provided in this section 6.1 applicable to the Arcade Platform also apply to use of any Games.
6.2. If Blocktrade detects or suspects fraudulent or suspicious behaviour or any other type of behaviour of the User deemed unacceptable or malicious by Blocktrade at its sole discretion, or an infringement of the Agreement, then Blocktrade has (among other things) a right to suspend or terminate the User from the Arcade Platform.
6.3. Blocktrade reserves the right but does not assume any responsibility to remove any material posted on the Arcade Platform which Blocktrade, in its sole discretion, deems inconsistent with the Agreement, good customs and/or the applicable law, or for which Blocktrade has received notice of its constituting a copyright infringement.
7. Privacy and data protection
7.1. Blocktrade collects and processes User data in accordance with its Privacy Policy, which is available here (https://blocktrade.com/privacy-policy/). By using the Arcade Platform, the User agrees to the collection and processing of their data as described in the Privacy Policy.
7.2. In certain cases, the personal data controller may be the External Provider, in which case the External Provider’s privacy policy shall apply. Blocktrade encourages the User to read such applicable privacy policies.
8. Limitation of liability
8.1. To the maximum extent permitted by law, Blocktrade, its affiliates and External Providers are not liable for any damage arising from the use or inability to use the Arcade Platform and the Games, especially for indirect, incidental, consequential, non-patrimonial or punitive damages. The limitation of liability does not apply in case of Blocktrade’s or External Provider’s gross negligence or willful misconduct. The Arcade Platform and the Games are made available on “as is” and “as available basis” without any warranty or guaranty of any kind, either expressed or implied, including, but not limited to, the implied warranties of merchantability, fitness for a particular purpose, and non-infringement. This also means that certain features or Games may be changed or removed from the Arcade Platform without any prior notice to the User and the User agrees with that.
8.2. Blocktrade is not responsible for the usability and compatibility of the equipment or software used by the User to visit the Arcade Platform and/or play Games. Updates to the User device’s software may render the use of the Arcade Platform and/or Games incompatible. Blocktrade does not warrant that the Arcade Platform and the Games will be compatible with any updates to, or prior versions of the devices.
8.3. Blocktrade is not liable for any third-party content or software, including for the Games provided by External Providers.
9. Termination
9.1. Blocktrade may terminate the User’s access to the Arcade Platform, or the Arcade Platform as a whole, under the terms and conditions as provided in clause 19 of the GTU, if not provided otherwise in these Arcade Terms.
9.2. Blocktrade reserves the right to terminate or suspend User accounts or accessibility to the Arcade Platform for any reason, including but not limited to violation of these Arcade Terms.
9.3. The User may terminate the use of the Arcade Platform (and thereby the respective agreement for the use of it) any time by simply stopping the use of the Arcade Platform. If the User has an account and the User wishes to cancel the legal relationship with Blocktrade in its entirety, then the User must follow the terms as provided in the GTU for account deletion and termination.
10. Links to and content from other websites
10.1. The Arcade Platform contains links to other websites and provides content from other websites, including websites where Games are made available by External Providers. Blocktrade is not responsible for and does not endorse the content, products, services or practices of any third-party website (including of External Providers’), and does not make any representations regarding their quality, content, accuracy, or suitability for viewing or use. The User’s use of third-party website (including External Provider’s Game or site) is at the User’s own risk and subject to the terms and conditions of use of such websites. Blocktrade does not make any express or implied representations or warranties regarding the goods or services offered by such third-party websites (including External Provider’s Game or site), including, but not limited to, warranties of merchantability, fitness for a particular purpose, title, non-infringement or compatibility.
11. Amendments
11.1. Blocktrade may amend the Arcade Terms at any time at the sole discretion of Blocktrade by uploading the amended terms to the Platform or the Arcade Platform, and the amended terms shall enter into force 30 days after the upload (except to the update of the terms under section 5.1 which shall enter into force immediately after upload). The amended Arcade Terms shall enter into force 30 days after they have been uploaded. The notice may be given at the Arcade Platform or otherwise. Continued use of the Arcade Platform constitutes acceptance of the amended Arcade Terms.
12. Miscellaneous
12.1. Limited right of use. Blocktrade grants the User a limited license to use the Arcade Platform at the terms provided in the Agreement, including GTU chapter 14. The license to use the Arcade Platform is given solely for the User’s personal use. The User may not reproduce, sublicense, distribute, sell or exploit for any commercial purposes any part of the Arcade Platform or its content. For the Games provided by External Providers, the license to play the Games is granted by the respective External Provider (if so determined by the relevant provider’s terms of use) or by Blocktrade as a sub-license at the same terms as the license to use the Arcade Platform is given.
12.2. Entire agreement. The Agreement, including these Arcade Terms contain the entire agreement between Blocktrade and the User on the subject matter hereof and supersedes and replaces any prior agreement, oral or written, reached by Blocktrade and the User.
12.3. Assignment. The User does not have the right to transfer its rights or obligations arising from the Arcade Platform or the Arcade Terms to any third party without the prior written consent of Blocktrade. Blocktrade may use third parties for the fulfilment of its obligations (e.g., KYC of the User, etc.).
GAMIFICATION XP TOKEN CHART
User level | XP required to level up | Cumulative XP to stay at this level | BTEX Tokens required to level up | BTEX Tokens required to stay at this level |
0 | 500 | – | – | – |
1 | 1,000 | 500 | – | – |
2 | 1,500 | 1,500 | – | – |
3 | 2,000 | 3,000 | – | – |
4 | 2,500 | 5,000 | 200 | – |
5 | 3,000 | 7,500 | – | 200 |
6 | 3,500 | 10,500 | – | 200 |
7 | 4,000 | 14,000 | – | 200 |
8 | 4,500 | 18,000 | – | 200 |
9 | 5,000 | 22,500 | 1,000 | 200 |
10 | 5,500 | 27,500 | – | 1,000 |
11 | 6,000 | 33,000 | – | 1,000 |
12 | 6,500 | 39,000 | – | 1,000 |
13 | 7,000 | 45,500 | – | 1,000 |
14 | 7,500 | 52,500 | 3,100 | 1,000 |
15 | 8,000 | 60,000 | – | 3,100 |
16 | 8,500 | 68,000 | – | 3,100 |
17 | 9,000 | 76,500 | – | 3,100 |
18 | 9,500 | 85,500 | – | 3,100 |
19 | 10,000 | 95,000 | 7,400 | 3,100 |
20 | 10,500 | 105,000 | – | 7,400 |
21 | 11,000 | 115,500 | – | 7,400 |
22 | 11,500 | 126,500 | – | 7,400 |
23 | 12,000 | 138,000 | – | 7,400 |
24 | 12,500 | 150,000 | 16,000 | 7,400 |
25 | 13,000 | 162,500 | – | 16,000 |
26 | 13,500 | 175,500 | – | 16,000 |
27 | 14,000 | 189,000 | – | 16,000 |
28 | 14,500 | 203,000 | – | 16,000 |
29 | 15,000 | 217,500 | 32,300 | 16,000 |
30 | 15,500 | 232,500 | – | 32,300 |
31 | 16,000 | 248,000 | – | 32,300 |
32 | 16,500 | 264,000 | – | 32,300 |
33 | 17,000 | 280,500 | – | 32,300 |
34 | 17,500 | 297,500 | 62,700 | 32,300 |
35 | 18,000 | 315,000 | – | 62,700 |
36 | 18,500 | 333,000 | – | 62,700 |
37 | 19,000 | 351,500 | – | 62,700 |
38 | 19,500 | 370,500 | – | 62,700 |
39 | 20,000 | 390,000 | 118,700 | 62,700 |
40 | 20,500 | 410,000 | – | 118,700 |
41 | 21,000 | 430,500 | – | 118,700 |
42 | 21,500 | 451,500 | – | 118,700 |
43 | 22,000 | 473,000 | – | 118,700 |
44 | 22,500 | 495,000 | 220,800 | 118,700 |
45 | 23,000 | 517,500 | – | 220,800 |
46 | 23,500 | 540,500 | – | 220,800 |
47 | 24,000 | 564,000 | – | 220,800 |
48 | 24,500 | 588,000 | – | 220,800 |
49 | 25,000 | 612,500 | 405,300 | 220,800 |
50 | – | 637,500 | – | 405,300 |