General Terms and Conditions for the use of the Block Stocks website


These Terms and Conditions (Terms) govern your use of the Block Stocks website, (Website). By using the Website, you confirm that you have
read, understood and accept these Terms and that you agree to comply with them.
The Terms and the privacy policy – see Section 9 (Privacy Policy) below govern the
legal relationship between the User and Block Stocks.

About Us

The Website is operated by Block Stocks Swiss AG (Block Stocks), a company
incorporated in Switzerland, with Registration Number CHE-300.601.632, having its
registered office at Baarerstrasse 135, 6300 Zug. The Website provides a platform
for individuals and organisations seeking to evaluate investment opportunities and
Start-Ups and Small-Medium Enterprises seeking to raise capital from investors.


To make these Terms quicker to read, we use a few key definitions: we refer to the
companies which seek to raise funds as Company (Companies), those that are
interested in investing in these Companies as Investor(s). Investors, Companies
and any other visitors to the site are referred to as User(s) (irrespective as to
whether they have applied for and/or been granted a membership). Investors and
Companies which have successfully applied for a membership with Block Stocks,
will be referred to as Members.

Regulatory Framework

Block Stocks does not operate as an exchange, nor do we hold ourselves out to be
one. As such Block Stocks is not regulated in the same way as a licensed
exchange. Block Stocks aims at connecting Companies and potential Investors and
does not offer any advice in relation to the investment.

The User acknowledges that the use of the Website by non-Swiss residents
and/or non-Swiss Companies and/or from outside of Switzerland may in
certain circumstances be inadmissible and could potentially violate the rules
and regulations of applicable foreign law. It is the User's responsibility to
obtain the applicable information and to comply with any such laws and
regulations applicable in respect of such User. Block Stocks does not accept
any liability in this regard whatsoever.

Membership Registration and Criteria

Use of the services of the Website presupposes registration as a Member. The
application for a Member’s account is (among other items) subject to agreeing to
these Terms.

Users acknowledge and agree that Block Stocks will only make the membership
available to Users who/which meet certain additional pre-determined criteria, which
may be changed by Block Stocks from time to time in its sole discretion. By filing an
application for membership, each User acknowledges and agrees that Block Stocks
explicitly reserves the right to deny a membership application and/or to terminate a
membership at any time and at its sole discretion without stating any reasons.

Registration as Member is only permitted for legal entities, partnerships and non-
incorporated companies and natural persons with unrestricted legal competence to
transact business. Minors, in particular, may not register with the Website.

The data requested by Block Stocks on registration (and/or requested by Block
Stocks or submitted by the Member at a later stage) must be provided correctly and
in full.

If the data which was supplied should change after registration, the Member is
obligated to correct the information in its/his/her Member’s account immediately.

On registering, Members choose a password. The member name is an e-mail

There is no entitlement to registration, membership, the use of the Website or to the
services of Block Stocks. In particular, Block Stocks is at liberty at any time to
refuse a registration, to exclude a Member, to prohibit a use or to discontinue a
service or the maintenance of the Website or parts thereof.

Obligations of the User and indemnification of Block Stocks

The User is responsible for the content submitted by it during the application for
membership and for all further data which a User submits and/or communicates to
Block Stocks and/or other Users thereafter. The User guarantees specifically that
its/this/her data is lawful, accurate and up-to-date.

Members are obliged to comply with applicable laws when accessing and/or using
the Website or other services rendered by Block Stocks. It is the responsibility of
each Member to ensure that its/his/her offers or content comply with all applicable
legal requirements and do not breach any third party rights.

Members must keep their password secret and protect access to their member
account. Members are obliged to inform Block Stocks immediately if there is
evidence that a Member’s account was misused by third parties.

Members are liable for all activities undertaken using their Member account.
Member accounts are not transferable and third parties must not be allowed to use

The User is liable to Block Stocks, its corporate bodies, employees, advisors and
auxiliary persons (each an Indemnified Person) for all damages which arise from
the access and/or use of the Website and/or services, regardless of any fault. If any
of the Indemnified Persons becomes subject to legal action by third parties or
government authorities resulting from the User's access to the Website and/or the
utilisation of any services rendered by Block Stocks, the User shall hold harmless
and indemnify any Indemnified Person from any claims by such third parties and
assume any resulting legal and extra-judicial costs. Following any third- party
notice, the User is obligated to join as a party to the action.

Restriction of Use Sanctions, blocking and termination

The User agrees to comply with all applicable local, national, and international laws
and regulations in its/his/her use of the Website.

The Member agrees not to make sexually explicit or sexually, racially, culturally,
ethnically offensive, harmful, harassing, intimidating, threatening, hateful,
discriminatory or abusive statements while using the Website and also not to
impersonate anyone else while using and accessing the Website.

Without giving reason, Block Stocks may have recourse to the following measures
at any time if there is specific reason to believe that a User is infringing the
provisions of law, third party rights or these Terms or if Block Stocks has any other
legitimate interest, particularly the protection of Members against fraudulent
a. The deletions of any content submitted by a User and/or displayed on the
b. Warning Members;
c. The restriction/limitation of the use of the Website;
d. Preliminary blocking of a Member; or
e. Permanent blocking of a Member.

Without limiting the generality of the foregoing, Block Stocks may in particular
permanently exclude a Member from using the Website (permanent blocking) if the
a. provides false or misleading information to any other Member or Block Stocks;
b. gave false contact information, particularly a false or invalid email address;
f. transfers its/his/her Member account or allows it to be used by third parties;
g. harms other Members or Block Stocks and in particular misuses Blocks Stocks
services or fails to comply with contractual obligations;
h. any other reason exists which, in Block Stocks sole discretion, justifies

As soon as a Member is blocked, this Member may no longer use the Website
including with different Member’s accounts and may not re-register.

Without giving any reasons Block Stocks may also terminate the membership
and/or access of a Member to the Website at any time by giving 14 days notice.
The right to block Members with immediate effect remains unaffected hereby.

Free Membership and Services versus Chargeable Services, Fees

Signing up to the Website, applying for a membership and accepting these Terms
will not result in any fees becoming payable.

While subscription to the Website and access to certain information and services
made available to Members is free of charge, certain other services are subject to
fees according to Block Stocks fee policy, which may be changed from time to time.

The provision of chargeable services is subject to the relevant Member entering into
a separate agreement with Block Stocks.

Privacy Policy

Block Stocks treats the User’s personal data in accordance with the provisions of
the applicable laws. Our privacy policy, which can be accessed by following the link will govern the User’s privacy rights in using
the Website.

Data Security & Confidentiality

The security of your data is of great importance at Block Stocks. Block Stocks takes
the necessary technical precautions to ensure that the Members’ personal data is
transferred and stored securely. Nevertheless, absolute security with regard to
confidentiality, integrity, authenticity or availability cannot be guaranteed even with
all the state-of-the-art security precautions.

Confidential information submitted by Companies to Block Stocks in respect
of their business (in particular business secrets such as financial
information) will be treated strictly confidential by Block Stocks and will be made accessible
to other Members and/or third parties only if and when the
relevant Company agrees to the publishing of such information.

Block Stocks supplies Members with information and content for their own
professional use. By accessing the Website, each Member expressly agrees not to
copy, disseminate, publish or provide access to the elements and information made
accessible to the Member, in any form whatsoever.

Intellectual Property Rights

“Block Stocks” and the corresponding logos are registered trademarks of Block
Stocks. Membership with Block Stocks does not constitute an express or implied
license or right to use the picture, the registered trademark or the logo of Block

All elements and contents of the Website associated with any services provided by
Block Stocks, including, but not limited to, all likeness, text, graphics, logos, button
icons, images, audio and video clips, software, subscriber lists, forms and layout
are the exclusive and comprehensive property of Block Stocks, unless otherwise


The information published on the Website does not constitute either a
request to submit an offer nor an offer nor a recommendation to invest in any
Company and/or to buy or sell any securities issued by such Company or to
enter into any other transactions having a similar effect.

Block Stocks does not become the contractual partner of the contracts for
investments and/or the sale or purchase of any securities issued by a Company;
these contracts are concluded exclusively between the Members and are also
concluded at the Members’ own risk. Performance of these contracts concluded via
introduction by Block Stocks is also exclusively between the members and at their
own risk.

Block Stocks only conducts a very limited investigation into the data which is
furnished during registration and/or submitted by its Members thereafter. The
Members must satisfy themselves of the identity, reputation and credit-
worthiness etc. of its/his/her contractual partner, as well as the legality,
accuracy, completeness or plausibility of any information and/or offer made
by any other Member. Any liability on the part of Block Stocks for the
inconvenience or loss suffered by a Member as a result of incorrect,
incomplete or misleading information from another Member is excluded in

The information published on the Website does not represent material which is
designed as an aid to making decisions on legal, financial, tax or other advisor-
related questions nor should decisions be taken on the basis of this information. It is
the User’s sole responsibility to conduct due diligence on any investment
opportunity and the relevant Companies and Investors should consult their own
experts (in particular financial, legal and tax advisors) before taking decisions.

System integrity and disruption to the Website

Users may not use any mechanisms, software or other scripts in connection with
the use of the Website which can disrupt the operation of the Website.

Users may not adopt any measures which can result in an unreasonable or
excessive load on the Block Stocks infrastructure.

Users may not block, overwrite or modify any content generated by Block Stocks or
interfere disruptively with the Website in any other way.

Without the prior consent of the owner of the rights, the content posted on the
Website may not be copied or disseminated or used in any other way or
reproduced. This also applies to copying by way of “robot/crawler” search engine
technologies or by other automatic mechanisms.

The User may not use any network monitoring or discovery software to determine
the Website architecture, or extract information about usage, individual identities or

Final Provisions

No Assignment

The User may not assign the membership as a whole, and may not assign, transfer
or sublicense his right to access the Website.

No Waiver

A failure to act with respect to a breach by a User or others does not waive Block
Stocks’ right to act with respect to subsequent or similar breaches.

Amendment of these Terms, severability clause

Block Stocks reserves the right to amend these Terms at any time and without
giving reasons. The amended Terms will be sent to Members at not later than two
weeks before they come into effect. If a Member should fail to protest against the
application of the new Terms within two weeks from receipt of the email, the
amended Terms are deemed to have been accepted. In the email containing the
amended Terms, Block Stocks will separately draw Members’ attention to the
significance of this two week period.

If individual provisions of these Terms should be void and/or invalid in whole or in
part, the validity and/or efficacy of the remaining provisions or parts of such
provisions remains unaffected. The invalid and/or inoperative provisions will be
replaced by such provisions as come closest to the financial intent and purpose of
the invalid and/or inoperative provisions in a manner which is effective in law. The
same applies in the event of any possible lacunae in the provisions.

Limitation of liability

The liability of Block Stocks for any loss or damage, for whatever reason in law, is
explicitly excluded to the extent permitted any subject to the mandatory provisions
of law. Hence, Block Stocks is only liable for direct loss or damage caused by its
wilful misconduct or gross negligence. Liability of Block Stocks for indirect and/or
consequential loss or damage, for whatever reason in law is expressly excluded in

Block Stocks is not liable for the temporary unavailability of the Website, the outage
of individual or all Website functions or for defective functioning of the Website.

Because of maintenance or other reasons, the Website can be temporarily
unavailable or have only limited availability without any entitlement against Block
Stocks on the part of any User arising therefrom.

Block Stocks is not obliged to verify any offers, assessments and other information
published by Members on the Website or made available otherwise and, without
limiting the generality of the provisions contained in Section 12 (Disclaimer) above,
particularly declines all liability of any nature whatsoever for the accuracy and/or
correctness of any information provided from the Companies and made available to
potential Investors.

In particular, Block Stocks is not liable for loss or damage suffered by Members or
third parties by the conduct of other Members in connection with the use or the
misuse of the Website.

Block Stocks accepts no warranty for the timeliness, accuracy, lawfulness,
completeness or quality of the content of third party websites which can be reached
via links on the Website and excludes all liability in this connection.

Applicable law and place of jurisdiction

The entire (contractual and non-contractual) relationship between Users and Block
Stocks, as well as these Terms is subject to the material law of Switzerland but with
the exclusion of the United Nations Convention on Contracts for the International
Sale of Goods.

The exclusive place of jurisdiction for all disputes arising from or in connection with
the relationship between Users and Block Stocks, including disputes arising from or in
connection with these Terms is the Head Office of Block Stocks in Zug, Switzerland.
Block Stocks unilaterally reserves the right to seek legal action at any
other place having ordinary jurisdiction (including but not limited to the domicile of
the relevant User) against any User.