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Blockpeer

Terms of Service

Introduction

Welcome to BlockPeer! We provide a blockchain-wallet embedded, integrated digital asset and fiat accounting platform designed to streamline your financial operations. Please read these Terms and Conditions carefully before using our services.

Definitions

  • "Service" refers to the functionalities provided by BlockPeer including but not limited to digital asset management, fiat accounting, and the creation and management of MPC and Safe Multisig wallets.
  • "User" means the individual or entity that registers and/or uses the Service.
  • "Wallet" refers to MPC Wallet and Safe Multisig Wallet functionalities provided within the Service.

Limitations of Use

By using this website, you warrant on behalf of yourself, your users, and other parties you represent that you will not:

  • Modify, copy, prepare derivative works of, decompile, or reverse engineer any materials and software contained on this website.
  • Remove any copyright or other proprietary notations from any materials and software on this website.
  • Transfer the materials to another person or "mirror" the materials on any other server.
  • Knowingly or negligently use this website or any of its associated services in a way that abuses or disrupts our networks or any other service BlockPeer Technologies, Inc provides.
  • Use this website or its associated services to transmit or publish any harassing, indecent, obscene, fraudulent, or unlawful material.
  • Use this website or its associated services in violation of any applicable laws or regulations.
  • Use this website in conjunction with sending unauthorized advertising or spam.
  • Harvest, collect, or gather user data without the user’s consent.
  • Use this website or its associated services in such a way that may infringe the privacy, intellectual property rights, or other rights of third parties.

Account and Wallet

  1. Account Registration: Users must register for an account to access the Service. By registering, Users agree to provide accurate and complete information and to keep this information updated.
  2. Wallets: The Service includes features that allow Users to create and manage MPC Wallets and Safe Multisig Wallets:
    • Non-Custodial: BlockPeer is a non-custodial service. BlockPeer does not have access to your wallets or keys. Users are solely responsible for managing and maintaining their wallets' security and the associated private keys.
    • MPC Wallets: Users can create MPC wallets using email-based passwordless authentication. Wallets can be exported in a secure, password-protected .json format and imported into third-party services like Metamask.
    • Safe Multisig Wallets: Integration with Safe Global allows for the creation of Safe Multisig wallets within the platform.

Usage Rights and Restrictions

  1. License: BlockPeer grants Users a non-exclusive, non-transferable, revocable license to use the Service according to these Terms and Conditions.
  2. Prohibited Use: Users may not use the Service for any illegal or unauthorized purpose. Users agree to comply with all local, state, national, and international laws applicable to their use of the Service.

Confidentiality Clause

BlockPeer understands the critical importance of protecting the confidentiality and integrity of the data entrusted to us by our clients. Our commitment extends to ensuring the security and privacy of all information processed, stored, or transmitted through our integrated digital asset and fiat accounting platform.

  1. Definition of Confidential Information: Confidential Information includes, but is not limited to, all client data processed, stored, or transmitted on BlockPeer’s platform, business plans, financial information, software, and any other information disclosed or submitted by the client during the course of using the service.
  2. Obligation of Confidentiality: BlockPeer commits to maintaining the Confidential Information in the strictest confidence for the sole and exclusive benefit of the client. We will take robust measures to prevent unauthorized access, disclosure, duplication, or misuse of the Confidential Information. This includes implementing and maintaining industry-standard cybersecurity measures to protect the data on our servers.
  3. Exclusions from Confidential Information: Information will not be deemed confidential if it is publicly known through no fault of BlockPeer, lawfully obtained from third parties not bound by confidentiality, independently developed by BlockPeer without access to the Confidential Information, or disclosed with the prior written consent of the client.
  4. Disclosure Required by Law: Should legal requirements demand the disclosure of Confidential Information, BlockPeer will notify the client promptly in writing to allow the client to seek a protective order or other appropriate remedy. BlockPeer will disclose only the minimum information required under such circumstances.
  5. Term of Confidentiality: The confidentiality obligations hereunder shall remain in effect for the duration of the client’s use of BlockPeer’s services and for five (5) years thereafter.

Client Escalation Matrix

BlockPeer is committed to providing exceptional service and support to all our clients. To ensure timely and effective resolution of issues, we have established a clear escalation matrix:

  1. Primary Contact: For immediate assistance, clients are encouraged to contact their designated account manager directly via email, as provided at the onset of the service agreement.
  2. Secondary Contact: If the issue remains unresolved or if the primary contact is unavailable, clients may escalate the matter to our Client Support Team by emailing support@blockpeer.finance or through the support section on our platform.
  3. Tertiary Contact: For issues requiring higher-level intervention, clients can escalate further to the Head of Client Services at head.clientservices@blockpeer.finance. We guarantee a response within one business day.
  4. Executive Escalation: In the rare case that resolutions are not met with satisfaction, the matter can be escalated to the Chief Operations Officer. Contact details will be provided upon request at the tertiary escalation level.

Each level of escalation is designed to provide increasing degrees of attention and resources to ensure issues are resolved to the client’s satisfaction as quickly as possible. We strive to address all concerns within the timelines stipulated at each stage of escalation.

Intellectual Property

The intellectual property in the materials contained in this website are owned by or licensed to BlockPeer Technologies, Inc and are protected by applicable copyright and trademark law.

This constitutes the grant of a license, not a transfer of title. This license shall automatically terminate if you violate any of these restrictions or the Terms of Service, and may be terminated by BlockPeer Technologies, Inc at any time.

Liability

Our website and the materials on our website are provided on an 'as is' basis. To the extent permitted by law, BlockPeer Technologies, Inc makes no warranties, expressed or implied, and hereby disclaims and negates all other warranties including, without limitation, implied warranties or conditions of merchantability, fitness for a particular purpose, or non-infringement of intellectual property, or other violation of rights.

In no event shall BlockPeer Technologies, Inc or its suppliers be liable for any consequential loss suffered or incurred by you or any third party arising from the use or inability to use this website or the materials on this website, even if BlockPeer Technologies, Inc or an authorized representative has been notified, orally or in writing, of the possibility of such damage.

In the context of this agreement, "consequential loss" includes any consequential loss, indirect loss, real or anticipated loss of profit, loss of benefit, loss of revenue, loss of business, loss of goodwill, loss of opportunity, loss of savings, loss of reputation, loss of use and/or loss or corruption of data, whether under statute, contract, equity, tort (including negligence), indemnity or otherwise.

Because some jurisdictions do not allow limitations on implied warranties, or limitations of liability for consequential or incidental damages, these limitations may not apply to you.

Privacy and Data Protection

BlockPeer is committed to protecting the privacy and security of its Users' data. Please refer to our Privacy Policy for details on how we collect, use, and disclose information.

Termination and Suspension

BlockPeer may terminate or suspend access to the Service immediately, without prior notice or liability, if Users breach these Terms and Conditions. Upon termination, Users’ right to use the Service will cease immediately.

Disclaimers and Limitations of Liability

The Service is provided on an "as is" and "as available" basis. BlockPeer does not guarantee that the Service will be uninterrupted or error-free. To the maximum extent permitted by law, BlockPeer excludes all liability for damages arising out of or in connection with your use of the Service.

Changes to Terms

BlockPeer reserves the right to modify these Terms and Conditions at any time. We will provide notice of these changes by updating the terms on our website and/or sending Users an email notification.

Governing Law

These Terms and Conditions shall be governed and construed in accordance with the laws of the jurisdiction in which BlockPeer is registered, without regard to its conflict of law provisions.

Contact Us

If you have any questions about these Terms and Conditions, please contact us at hello@blockpeer.finance.

By using BlockPeer, you acknowledge that you have read, understood, and agree to be bound by these Terms and Conditions.

PART A – DEFINITIONS

1                 Definitions

"BlockPeer eBL": The electronic bill of lading (subject to and compliant with the laws of England and Wales being an MLETR-compliant jurisdiction which recognises its validity as equivalent to paper bills) and permitted to be issued, signed and transferred within the BlockPeer System, Subsequent eBL Systems or Previous eBL Systems and which incorporates the Model eBL Terms or such equivalent terms.

"BlockPeer System" or "this System": The eBL System operated under these Terms and Conditions by the Service Provider.

"Carrier": A User who is the carrier as described in the bill of lading or its authorised representative.

"Confidential Information": Confidential Information includes, but is not limited to, all User data processed, stored, or transmitted on the BlockPeer System, business plans, financial information, software, and any other information disclosed or submitted by the User during the course of using the BlockPeer System.

"Consignee": A User who is the consignee as described in the bill of lading and recipient of the shipped goods.

"Delivery Order": A document given by the Carrier in exchange for a bill of lading containing an undertaking by the Carrier to the person identified in the document, to deliver the goods to which the document relates, to that person.

"eBL": An electronic bill of lading.

"Harmful Components": Technologically harmful programs, phishing, data or code including, but not limited to, viruses, trojan horses, worms, time-bombs, keystroke loggers, spyware, or adware.

"IG": The International Group of P&I Clubs.

"Model eBL Terms": Part C of these Terms and Conditions as published on the BlockPeer website.

"Originating User": The Carrier who issues and signs the BlockPeer eBL.

"Previous eBL System": The eBL System or Systems, if any, used prior to the BlockPeer System to issue, sign or transfer possession of the same BlockPeer eBL.

"Previous User": A User of a Previous eBL System or this System who was previously the holder of the same BlockPeer eBL regardless of which eBL System was used.

"Service Provider": BlockPeer Technologies, Inc ("BlockPeer") being the provider of the BlockPeer System pursuant to these Terms and Conditions.

"Shipper": A User who is the shipper of the goods as described in the bill of lading.

"Subsequent eBL System": The eBL System or Systems, if any, used after the BlockPeer System to transfer possession of the same BlockPeer eBL.

"Subsequent User": A User of a Subsequent eBL System or this System who becomes the holder of the same BlockPeer eBL, regardless of which eBL System is used.

“TradeTrust Adopter”: Any system provider who has integrated and uses the TradeTrust Software and operates a TradeTrust Enabled eBL System.

“TradeTrust Enabled eBL System”: An eBL system which has integrated TradeTrust Software and is interoperable with other TradeTrust Enabled eBL Systems and which incorporates the Model User Agreement Terms and requires all eBLs used on the system to incorporate the Model eBL terms and such equivalent terms as may be approved by the IG.

“TradeTrust Software”: Free and open-source software developed and/or amended from time to time and made available by the IMDA to TradeTrust Adopters through the TradeTrust website.

"User": Any individual, company, or entity that registers for, accesses and uses the BlockPeer System, as the case may be.

"User Agreement": An agreement between the Service Provider and the User of this System.

 

PART B – USER AGREEMENT TERMS AND CONDITIONS

1                 Preamble/Background Recitals

(A)             The Service Provider has developed platforms and systems integrating TradeTrust Software, which it makes available for use via the internet by itself or by group companies or to third party subscribers on a subscription and pay-per-use basis for the purpose of, amongst other things, issuing, signing and transferring possession of BlockPeer eBLs and/or interoperating with other TradeTrust Enabled eBL Systems.

(B)             The User wishes to use, and the Service Provider wishes to provide, services for the use of BlockPeer eBLs subject to these Terms and Conditions.

2                 eBL Clausing

Notwithstanding details provided by the Shipper to the Carrier for issuing the BlockPeer eBL, the Carrier may "clause" the eBL with remarks as to the leading marks, number, quantity, weight and/or apparent good order and condition of the goods ("Clausing"). Such Clausing may only take place before issuance of the eBL to the Shipper. The Service Provider accepts no responsibility for any such remarks which the Carrier may choose to make.

3                 Rejection of the eBL

Without prejudice to the Previous Users' legal rights and obligations, any User being the lawful holder of the BlockPeer eBL may reject the transfer of the eBL, thereby transferring possession of the eBL back to the Previous User who last had possession of the eBL.

4                 Switch to Paper

At any time prior to the delivery of the goods covered by the BlockPeer eBL, the Originating User undertakes, at the request of any Subsequent User, who is then the holder of the BlockPeer eBL, to accept the return by way of transfer of possession of the BlockPeer eBL and issue a paper bill of lading in its place. Upon acceptance of the return of the BlockPeer eBL, the BlockPeer eBL shall be made inoperative and ceases to have any effect or validity and no further transfer of possession of the BlockPeer eBL shall be permitted. The paper bill of lading shall accurately reflect the wording of the BlockPeer eBL together with the terms and conditions contained in and/or incorporated by reference in the BlockPeer eBL. The change of medium in accordance with this paragraph shall not affect the rights and obligations of the parties. The paper bill of lading shall state the date of issue in accordance with the BlockPeer eBL, the date of conversion to paper and the paper bill of lading shall be accompanied by a printout of the electronic record of holders between the date of issue and the date of conversion to paper.

The paper bill of lading will contain the following statement:

"This is a paper bill of lading issued and signed by the Carrier in compliance with a request from the lawful holder of the BlockPeer eBL on [date] to switch to paper. Pursuant to the governing laws of England and Wales, being an MLETR-compliant jurisdiction, the change of medium shall not affect the rights and obligations of the parties. The BlockPeer eBL has been made inoperative and has ceased to have any effector validity and no further endorsement or transfer of possession of the BlockPeer eBL shall be permitted."

5                 Surrender, Delivery and Accomplishment

5.1            Before a User who is the holder of the BlockPeer eBL is entitled to physical delivery of cargo, the User must surrender the BlockPeer eBL by transferring possession to the Carrier upon which (subject to any legal exception or impediment to this obligation) the Carrier is obliged to physically deliver the cargo or provide a Delivery Order to that User. The Carrier shall be entitled to require reasonable proof of identity from the party taking delivery of the goods. The Service Provider does not warrant the accuracy of such identity information and accepts no liability in respect thereof whatsoever in this regard.

5.2            Upon acceptance of the surrender of the Blockpeer eBL and after delivery of the cargo or provision of a Delivery Order to the User in clause 5.1, the BlockPeer eBL shall be made inoperative and ceases to have any effect or validity in transferring title to the cargo and no further transfer of possession of the eBL shall be permitted. The Carrier shall then record the status of the eBL as accomplished.

6                 Usage Rights and Restrictions

6.1            The Service Provider grants Users a non-exclusive, non-transferable, revocable licence to use the BlockPeer System according to these Terms and Conditions.

6.2            Users may not use the BlockPeer System for any illegal or unauthorized purpose. Users agree to comply with all local, state, national and international laws applicable to their use of the BlockPeer System.

7                 Confidentiality

7.1            The Service Provider commits to maintaining the Confidential Information in the strictest confidence for the sole and exclusive benefit of the User. The Service Provider shall take robust measures to prevent unauthorized access, disclosure, duplication, or misuse of the Confidential Information. This includes implementing and maintaining industry-standard cybersecurity measures to protect the data on the Service Provider’s servers.

7.2            Information will not be deemed confidential if it is publicly known through no fault of the Service Provider, lawfully obtained from third parties not bound by confidentiality, independently developed by the Service Provider without access to the Confidential Information or disclosed with the prior written consent of the User.

7.3            Should legal requirements demand the disclosure of Confidential Information, the Service Provider will notify the User promptly in writing. The Service Provider will disclose only the minimum information required under such circumstances.

7.4            The confidentiality obligations hereunder shall remain in effect for the duration of the User's use of the BlockPeer System and for five (5) years thereafter.

8                 Intellectual Property

8.1            The intellectual property in the materials contained in the BlockPeer System are protected by applicable copyright and trademark law.

8.2            This constitutes the grant of any applicable license, not a transfer of title. This license shall automatically terminate if you violate any of the restrictions in these Terms and Conditions and may be terminated by the Service Provider at any time.

9                 Changes to Terms

The Service Provider reserves the right to modify these Terms and Conditions at any time. The Service Provider will provide notice of these changes by updating the terms on its website and/or sending Users an email notification.

10              Liability of Service Provider for Errors, Malfunction and Corrections

10.1         The Service Provider has no liability whatsoever to any User for any loss, damage or delay of whatsoever nature whether direct or indirect, physical or financial due to a cause or combination of causes, any of which is beyond the reasonable control of the Service Provider.

10.2         The Service Provider does not represent or warrant that the BlockPeer System will be error-free, free of Harmful Components or that defects will be corrected or that the defects will always be accessible to be corrected. However, should any errors or defects occur, or any Harmful Components be discovered, the Service Provider shall be entitled to a reasonable amount of system downtime in order to use all reasonable efforts to correct such errors or defects and/or remove such Harmful Components.

10.3         The Service Provider does not warrant or represent that the information available on or through the Blockpeer System will be correct, accurate, timely, or otherwise reliable.

10.4         Notwithstanding clauses 10.2 and 10.3 above and subject to clauses 10.1 above and 10.5 below, the Service Provider accepts liability, up to, but not exceeding, the limit of liability in clause 11 below, in the event that the User suffers loss, damage or delay solely and directly caused by failure of the BlockPeer System, subject to such losses not being reasonably avoidable and/or mitigatable by the User. It is agreed that reasonable avoidance and mitigation shall include the User requesting or agreeing to the Carrier switching the BlockPeer eBL to paper pursuant to clause 4.

10.5         Notwithstanding any provision in this agreement, the Service Provider does not accept any liability whatsoever to any User who is not either a Carrier, Shipper, Consignee and/or lawful holder of the BlockPeer eBL.

11              Limit of Liability

11.1         The Service Provider will not be liable under contract, tort or otherwise to any User for more than USD200,000 per claim.

11.2         The Service Provider shall not be liable for any consequential loss arising out of, or in connection to, the use of the BlockPeer System. Consequential loss shall include, but is not limited to, indirect loss, real or anticipated loss of profit, loss of benefit, loss of revenue, loss of business, loss of goodwill, loss of opportunity, loss of savings, loss of reputation, loss of use and/or loss or corruption of data, whether under statute, contract, equity, tort (including negligence), indemnity or otherwise.

12              SANCTIONS

12.1         For the purposes of this clause:

(i)               “Sanctioned Activity” means any activity, service, carriage, trade or voyage subject to sanctions imposed by a Sanctioning Authority.

(ii)             “Sanctioning Authority” means the United Nations, European Union, United Kingdon, United States of America or any other applicable competent authority or government.

(iii)            “Sanctioned Party” means any persons, entities, bodies designed by a Sanctioning Authority.

12.2         Users warrant that for the time at which they use the BlockPeer System in any capacity, they, any Previous Users and any Subsequent Users are not a Sanctioned Party.

12.3         The Service Provider warrants that at the date of these Terms and Conditions and while these Terms and Conditions are in effect, it is not a Sanctioned Party.

12.4         The Users warrant that they, any Previous Users and any Subsequent Users shall not use the BlockPeer System for any Sanctioned Activity.

13              Termination

BlockPeer may terminate or suspend access to the BlockPeer System immediately, without prior notice or liability, if Users breach these Terms and Conditions. Upon termination, Users' right to use the BlockPeer System will cease immediately.

14              Dispute Resolution

14.1         Any dispute arising out of or in connection with these Terms and Conditions, including any question regarding the User Agreement's existence, validity or termination, shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre ("SIAC") in accordance with the Arbitration Rules of the Singapore International Arbitration Centre ("SIAC Rules")current at the commencement of the arbitration, which rules are deemed to be incorporated by reference in this clause.

14.2         The seat of the arbitration shall be Singapore.

14.3         The Tribunal shall consist of three arbitrators.

14.4         The language of the arbitration shall be English.

14.5         The law governing this arbitration agreement shall be the laws of England and Wales.

15              Governing Law

These Terms and Conditions shall be governed by and construed in accordance with the laws of England and Wales.


 

 

PART C – BLOCKPEER EBL PROVISIONS

Notice

1                 This is a BlockPeer eBL governed by the laws of England and Wales which has adopted the UNCITRAL Model Law on Electronic Transferable Records ("MLETR"). This BlockPeer eBL meets the requirements of the MLETR as implemented under the laws of England and Wales which gives legal recognition to it as equivalent to a paper bill of lading.

Carrier's Right to Receive Back

2                 This BlockPeer eBL has been issued and signed by the Carrier using the BlockPeer System. The Carrier has the right to receive this BlockPeer eBL back on the same BlockPeer System from which it issued and signed the eBL when the BlockPeer eBL is surrendered in return for discharge of the cargo as further set out below.

Switch to Paper

3                 At any time prior to the delivery of the goods covered by the BlockPeer eBL, the Carrier undertakes, at the request of any lawful holder of the BlockPeer eBL, to accept the return by way of transfer of possession of the BlockPeer eBL and issue a paper bill of lading in its place. Upon acceptance of the return of the BlockPeer eBL, the BlockPeer eBL shall be made inoperative and ceases to have any effect or validity and no further transfer of possession of the BlockPeer eBL shall be permitted. The paper bill of lading shall accurately reflect the wording of the BlockPeer eBL together with the terms and conditions contained in and/or incorporated by reference in the BlockPeer eBL. The change of medium in accordance with this paragraph shall not affect the rights and obligations of the parties. The paper bill of lading shall state the date of issue in accordance with the BlockPeer eBL, the date of conversion to paper and the paper bill of lading shall be accompanied by a printout of the electronic record of holders between the date of issue and the date of conversion to paper.

The paper bill of lading will contain the following statement:

"This is a paper bill of lading issued and signed by the Carrier in compliance with a request from the lawful holder of the BlockPeer eBL on [date] to switch to paper. Pursuant to the governing laws of England and Wales, being an MLETR-compliant jurisdiction, the change of medium shall not affect the rights and obligations of the parties. The BlockPeer eBL has been made inoperative and has ceased to have any effector validity and no further endorsement or transfer of possession of the eBL shall be permitted."

Surrender, Delivery and Accomplishment

4                 Upon acceptance of the surrender of the BlockPeer eBL, the Carrier shall be entitled to require reasonable proof of identity from the party taking delivery of the goods or receiving the Delivery Order and thereafter (subject to any legal exception or impediment to its obligation) to deliver the cargo to the party entitled to take delivery. Upon making delivery of the goods in this clause 4, the eBL shall be made inoperative and ceases to have any effect or validity in transferring title and no further transfer of possession of the eBL shall be permitted. The Carrier shall then record the status of the eBL as accomplished.

Dispute Resolution

5                 Any dispute arising out of or in connection with these Terms and Conditions, including any question regarding the BlockPeer eBL's existence, validity or termination, shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre ("SIAC") in accordance with the Arbitration Rules of the Singapore International Arbitration Centre ("SIAC Rules") current at the commencement of the arbitration, which rules are deemed to be incorporated by reference in this clause.

(i)               The seat of the arbitration shall be Singapore.

(ii)             The Tribunal shall consist of three arbitrators.

(iii)            The language of the arbitration shall be English.

(iv)            The law governing this arbitration agreement shall be the laws of England and Wales

Governing Law

6                 These Terms and Conditions shall be governed by and construed in accordance with the laws of England and Wales.

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