These Site Terms apply solely to your access to, and use of, the website or mobile application of BFine (“BFine,” “we” or “our“), located at https://bfine.io and any other sites or mobile applications operated by BFine which link to these Site Terms (the “Sites“) and our online services (the Services). These Site Terms do not alter in any way the terms or conditions of any other agreement you may have with BFine, or its subsidiaries or affiliates, for products, services or otherwise. If you are using the Sites on behalf of any entity, you represent and warrant that you are authorized to accept these Site Terms on such entity’s behalf and that such entity agrees to be responsible to BFine for any violations of these Site Terms. BFine reserves the right to change or modify any of these Site Terms or any policy or guideline of the Sites, at any time and in its sole discretion. If BFine makes changes to these Site Terms, we will provide notice of such changes, such as by posting a notice on the Sites or updating the “Last Updated” date, which may be listed on the Sites. Your continued use of our Sites following the posting of changes or modifications will confirm your acceptance of such changes or modifications. Therefore, you should frequently review the Site Terms and applicable policies whenever you access the Sites and at least every thirty (30) days to make sure that you understand the terms and conditions that will apply to you and your use of the Sites. If you do not agree to the amended terms, you must stop using the Sites.
1. Services Securities Offerings
Among the Services, these Sites present information regarding potential investments in limited liability company membership interests (Interests) of various series of BFines (each, a Series). These Series Interests will be represented by cryptographic digital tokens (BFine), which are a new series of Ethereum blockchain-based smart contract digital tokens meeting the ERC-20 standard as modified to meet transfer restriction requirements.
By participating in a BFines Series offering through the Sites you agree and understand that each BFines Series offering has its own terms, rules and risks and it is your responsibility to carefully review all terms, rules, risk factors and Series offering documents and decide on your own if you agree to them.
BFine will allow you the opportunity to designate investment opportunities in which you would like to participate. However, your decision to participate in a Series offering of BFine does not mean that you will be permitted to participate in such an offering. Our decisions to permit your participation are subject to, among other things, demonstration to our satisfaction that you meet legal requirements for participation, consent of relevant third parties, execution of definitive documentation, and our discretion. We make no representation or warranty that the potential transaction you have identified will take place, or that if it takes place that you will be allowed to participate. If you are offered the opportunity to participate in a transaction, you will be required to sign additional documentation. BFine management decisions are final in all matters relating to the Sites, Services, investments and other activities related to the Sites.
The securities associated with any Series offering of BFine in which you participate will be governed by the terms and conditions set forth in the applicable investment documents related to the specific Series offering provided to you. You may need to complete several steps to purchase BFine in a specific Series offering including, but not limited to, (i) completing BFine’s user registration process, which includes you providing identification and qualification information to BFine, (ii) entering into Series offering agreements with the specific Series, (iii) funding one or more investments in fiat currency or a specified cryptocurrency, (iv) confirming an intention to move forward with participation in the Series offering at the closing, if required by the Series; (v) creating a digital asset wallet with a third party, and (vii) providing other information to BFine or the Series Manager or taking other action as requested throughout the Series offering process. The Series BFines being offered are highly speculative in nature, involve a high degree of risk and should be purchased only by persons who can afford to lose their entire investment. There can be no assurance that BFine’s business objectives will be achieved or that a secondary market will ever develop for the Interests, whether via the BFine Website, via the third-party registered broker-dealers or otherwise. Investing in private placements requires high-risk tolerance, low liquidity concerns, and long-term commitments. The Interests being sold are not FDIC insured, may lose value, and there is no bank or other guarantee.
Use of the Sites in violation of applicable laws is expressly prohibited. You are solely responsible for verifying that your use of the Sites and consummation of transactions contemplated by the Sites are permitted in your jurisdiction and comply with all applicable laws, regulations, orders, and court decisions. If you have any questions regarding legality in your jurisdiction, please consult your legal counsel. When you access, register for, or use the Sites, you do so at your own risk, and you are solely responsible for complying with all applicable rules and regulations in connection with activities relating to the Sites.
3. No Financial Advice
BFine is not a registered broker-dealer, funding portal, or investment advisor and does not conduct any activity that would require such registration. None of the information contained on the Sites constitutes a recommendation by BFine or its affiliates to buy or sell any securities or other assets. The information contained in the Sites has been prepared without reference to any particular user’s investment requirements or financial situation. Sites do not offer financial advice or recommend investments. We recommend that you consult with qualified professionals prior to making actual investments or financial decisions. Any information available through the Sites is not offered as financial advice and should not be the basis for actual financial activities. We are not liable for any reliance on the information available through the Sites by you or anyone who you may inform of its contents.
BFine, the BFine logo, and any other product or service name or slogan contained in the Sites are trademarks of BFine and its suppliers or licensors, and may not be copied, imitated or used, in whole or in part, without the prior written permission of BFine or the applicable trademark holder. You may not use any metatags or any other “hidden text” utilizing “BFine” or any other name, trademark or product or service name of BFine without our prior written permission. In addition, the look and feel of the Sites, including all page headers, custom graphics, button icons, and scripts, is the service mark, trademark and/or trade dress of BFine and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names, and company names or logos mentioned in the Sites are the property of their respective owners. Reference to any products, services, processes or other information, by trade name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation thereof by BFine.
You are granted a limited, non-exclusive right to create a text hyperlink to the Sites for non-commercial purposes, provided such link does not portray BFine or any of its products and services in a false, misleading, derogatory or otherwise defamatory manner and provided further that the linking site does not contain any adult or illegal material or any material that is offensive, harassing or otherwise objectionable. This limited right may be revoked at any time. You may not use a BFine logo or another proprietary graphic of BFine to link to this Sites without the express written permission of BFine. Further, you may not use, frame or utilize framing techniques to enclose any BFine trademark, logo or other proprietary information, including the images found at the Sites, the content of any text or the layout/design of any page or form contained on a page on the Sites without BFine’s express written consent. Except as noted above, you are not conveyed any right or license by implication, estoppel or otherwise in or under any patent, trademark, copyright or proprietary right of BFine or any third party.
BFine makes no claim or representation regarding and accepts no responsibility for, the quality, content, nature or reliability of third-party Web sites accessible by hyperlink from the Sites, or Web sites linking to the Sites. Such sites are not under the control of BFine and BFine is not responsible for the contents of any linked site or any link contained in a linked site, or any review, changes or updates to such sites. BFine provides these links to you only as a convenience, and the inclusion of any link does not imply affiliation, endorsement or adoption by BFine of any site or any information contained therein. When you leave the Sites, you should be aware that our terms and policies no longer govern. You should review the applicable terms and policies, including privacy and data gathering practices, of any site to which you navigate from the Sites.
10. Third-Party Content
BFine may provide third party content on the Sites and may provide links to Web pages and content of third parties (collectively, “Third-Party Content”) as a service to those interested in this information. BFine does not control, endorse or adopt any Third-Party Content and makes no representation or warranties of any kind regarding the Third-Party Content, including without limitation regarding its accuracy or completeness. You acknowledge and agree that BFine is not responsible or liable in any manner for any Third-Party Content and undertakes no responsibility to update or review any Third-Party Content. Users use such Third-Party Content contained therein at their own risk.
11. Third-Party Products and Services
BFine may provide or allow users to provide information about or links to third-party products or services on the Sites. Your business dealings or correspondence with, or participation in promotions of, such third parties, and any terms, conditions, warranties or representations associated with such dealings or promotions, are solely between you and such third party. BFine is not responsible or liable for any loss or damage of any sort incurred as the result of any such dealings or promotions or as the result of the presence of such non-BFine advertisers or third-party information on the Sites
You acknowledge and agree that any questions, comments, suggestions, feedback, ideas, plans, notes, drawings, original or creative materials or other information or materials regarding the Sites, BFine or BFine’s general products or services (the “Feedback”) that are provided by you in the form of email or other submissions to BFine, or any postings on the Sites, are (as between you and BFine) non-confidential and shall become the sole property of BFine. BFine shall own, and you hereby assign to BFine, all exclusive rights, including all intellectual property rights, and shall be entitled to the unrestricted use and dissemination of such Feedback for any purpose, commercial or otherwise, without acknowledgment or compensation to you.
You agree to defend, indemnify and hold harmless BFine, its affiliates, its independent contractors, service providers, and consultants, and their respective directors, employees, and agents, from and against any claims, damages, costs, liabilities, and expenses (including, but not limited to, reasonable attorneys’ fees) arising out of or related to any User Content you post, store or otherwise transmit on or through the Sites or your use of the Interactive Areas, including without limitation any actual or threatened suit, demand or claim made against BFine and/or its affiliates, independent contractors, service providers, employees, directors or consultants, arising out of or relating to the User Content, your conduct, your violation of these Site Terms or your violation of the rights of any third party.
Except as expressly provided to the contrary in a writing by BFine, the sites, the site materials contained therein and the services provided on or in connection therewith (the “services”) are provided on an “as is” basis without warranties of any kind, either express or implied. BFine disclaims all other warranties, express or implied, including, without limitation, implied warranties of merchantability, fitness for a particular purpose, title and non-infringement as to the sites and the services, including the information, content, and materials contained therein. BFine does not represent or warrant that materials in the sites or the services are accurate, complete, reliable, current, or error-free. BFine does not represent or warrant that the sites or its servers are free of viruses or other harmful components.
BFine is not responsible for typographical errors or omissions relating to pricing, text, or photography. While BFine attempts to make your access and use of the sites and the services safe, BFine cannot and does not represent or warrant that the sites or its server(s) are free of viruses or other harmful components; therefore, you should use industry-recognized software to detect and disinfect viruses from any download.
15. Limitation of Liability
In no event shall BFine, its directors, members, employees or agents be liable for any direct, special, indirect or consequential damages, or any other damages of any kind, including but not limited to loss of use, loss of profits or loss of data, whether in an action in contract, tort (including but not limited to negligence) or otherwise, arising out of or in any way connected with the use of or inability to use the Sites, the Services, the content of the materials contained in or accessed through the Sites, including without limitation any damages caused by or resulting from reliance by the user on any information obtained from BFine, or that result from mistakes, omissions, interruptions, deletion of files or email, errors, defects, viruses, delays in operation or transmission or any failure of performance, whether or not resulting from acts of God, communications failure, theft, destruction or unauthorized access to BFine’s records, programs or services. In no event shall the aggregate liability of BFine, whether in contract, warranty, tort (including negligence, whether active, passive or imputed), product liability, strict liability or other theory, arising out of or relating to the use of or inability to use the sites or the services or to these site terms exceed any compensation you pay, if any, to BFine for access to or use of the sites.
There are risks associated with using an internet based blockchain protocol (including the BFine we may create for you implementing a customized ERC-20 standard), including but not limited to, risks relating to hardware, software and internet connections, the risk of malicious software introduction, and the risk that third parties may obtain unauthorized access to information stored within your Account or the digital assets stored in your Wallet. You accept and acknowledge that BFine will not be responsible for any communication failures, disruptions, errors, distortions, delays, or third-party fraud you may experience caused by circumstances beyond our reasonable control.
BFINE WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSS AND TAKES NO RESPONSIBILITY FOR, AND WILL NOT BE LIABLE TO YOU FOR, ANY DAMAGES ARISING FROM ANY DECISIONS OR ACTIONS MADE BY YOU BASED ON BFINE SITES CONTENT OR INFORMATION ON BFINE SERIES OFFERINGS OR THROUGH USE OF CRYPTOCURRENCY OR BFINE INCLUDING BUT NOT LIMITED TO ANY LOSSES, DAMAGES OR CLAIMS ARISING FROM (A) USER ERROR SUCH AS FORGOTTEN PASSWORDS, INCORRECTLY CONSTRUCTED TRANSACTIONS, INCORRECT CRYPTOCURRENCY WALLET ADDRESSES, BANK WIRE INFORMATION OR MISTYPED ADDRESSES; (B) SERVER FAILURE OR DATA LOSS, (C) CORRUPTED WALLET FILES, (D) UNAUTHORIZED ACCESS TO SITES OR SERVICES, (E) ANY UNAUTHORIZED THIRD PARTY ACTIVITIES, INCLUDING WITHOUT LIMITATION THE USE OF VIRUSES, PHISHING, BRUTEFORCING OR OTHER MEANS OF CYBER ATTACK AGAINST THE BFINE SITES OR ANY ASSOCIATED SERVICES, INCLUDING THE BFINE.
16. Modifications to the Sites
BFine reserves the right to change any and all content contained in the Sites and to modify, suspend or discontinue the Sites or any Services offered through the Sites or any features or functionality of the Sites or the Services at any time without notice and without obligation or liability to you.
17. Applicable Law and Venue
These Site Terms and your use of the Sites shall be governed by and construed in accordance with the laws of the State of Florida, applicable to agreements made and to be entirely performed within the State of Florida, without resort to its conflict of law provisions. You agree that any action at law or in equity arising out of or relating to these Site Terms shall be filed only in the state and federal courts located in Miami-Dade County, Florida and you hereby irrevocably and unconditionally consent and submit to the exclusive jurisdiction of such courts over any suit, action or proceeding arising out of these Site Terms.
Notwithstanding any of these Site Terms, BFine reserves the right, without notice and in its sole discretion, to terminate your license to use the Sites, and to block or prevent future your access to and use of the Sites.
If any provision of these Site Terms shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these Site Terms and shall not affect the validity and enforceability of any remaining provisions.