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Terms of use

Last Updated: July 1, 2022

These Terms of Use (“Terms”) set forth the binding legal agreement between you and Blade Labs Inc. (together with Blade Labs DMCC, Blade Foundation Ltd. and our subsidiaries or affiliates, referred to as “Blade,” “we,” or “us” in this Agreement). These Terms govern your use of this website and all of the related websites, downloadable software (the “Software”), mobile apps, products and services offered by Blade and its affiliated entities including our plug-ins and browser extensions (collectively, the “Products“). 

We encourage you to review these Terms carefully. By accessing or using the Products in any way, including browsing any Blade-owned website, you are agreeing to these Terms in their entirety. If you do not agree to any of the Terms, you may not use the Products.

Blade may modify these Terms at any time and in our sole discretion. If we do so, we will change the “Last Updated” date at the beginning of these Terms. By Continuing to use the Products following the release of updated Terms you consent to the updated Terms. We invite you to check this page regularly for updates to these Terms.

Blade is not a bank or financial institution and does not provide investment or financial advice or consulting services to users of the Products. This wallet Software is highly experimental software. In these early days, users can expect to have issues, updates, and bugs. The Software and existing tools require advanced technical skills and involve risks which are outside of the control of Blade. Any use of this software is done at your own risk and on a “AS IS” basis, without warranties or conditions of any kind

SECTION 8 OF THE TERMS CONTAINS AN ARBITRATION AGREEMENT WHICH WILL, WITH LIMITED EXCEPTIONS, REQUIRE DISPUTES BETWEEN YOU AND BLADE TO BE SUBMITTED TO BINDING AND FINAL ARBITRATION. UNLESS YOU OPT OUT OF THE ARBITRATION AGREEMENT: (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AND SEEK RELIEF AGAINST US ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING; AND (2) YOU ARE WAIVING YOUR RIGHT TO SEEK RELIEF IN A COURT OF LAW AND TO HAVE A JURY TRIAL ON YOUR CLAIMS.

 

1. Using the Products.

  1. Who can use the Products? You must be at least the age of majority in the jurisdiction where you live to use the Products.
  2. Product Changes. We reserve the right to make changes or updates to Products, including content and formatting, at any time without notice. We reserve the right to terminate or restrict access to the Products (including any accounts you may have created through your use of the Products) for any reason whatsoever at our sole discretion.
  3. Privacy Policy. Our privacy practices are set forth in our Privacy Policy. By using the Products in any way, you understand and acknowledge that the terms of the Privacy Policy apply to you.
  4. Additional Terms. Specific terms and conditions may apply to specific content, products, materials, services or information contained on or available through various Products or transactions concluded through the Products. Such specific terms may be in addition to these Terms or, where inconsistent with these Terms, only to the extent the content or intent of such specific terms is inconsistent with these Terms, such specific terms will supersede these Terms.
  5. Feedback. We welcome your feedback and suggestions about how to improve the Products. Feel free to submit feedback at policies@bladelabs.io. By submitting feedback in this or in any other manner to us, you grant us the right, at our discretion, to use, disclose and otherwise exploit the feedback, in whole or part, without any restriction or compensation to you, as further described in Section 3(b) below.
  6. Necessary Equipment. You must provide all equipment and software necessary to connect to use the Products. You are solely responsible for any fees, including Internet connection or mobile fees, that you incur when accessing or using the Products.

2.  Our Software

  1. Blade Software.  Use of the Software is governed by these Terms. Blade delivers the Software via download and Blade will not provide you with any tangible copy of the Software. Subject to your compliance with the Terms, Blade grants you a nonassignable, non-transferable, non-sublicensable, revocable, and non-exclusive license to use the Software on computers you own or control solely for your personal or internal business purposes. Because the Software is locally installed, you are responsible for the security of the device on which it is installed, including ensuring that you keep anti-virus software current and otherwise protect the device on which the Software is installed against malware. Blade is not responsible for any loss or damages including loss of funds or lockout from accounts accessed via the Software resulting from your failure to keep the device on which the Software is installed safe and free of any malware. Blade cannot recover passwords or unlock account information stored on the Software in any circumstances, including if the Software is compromised by malware on your computer, and it is your sole responsibility to take all reasonable precautions to secure and backup your copy of the Software and the information stored on it.
  2. Updates.  The Software and Products are evolving and you may be required to accept or install updates to the Software or Products, or update third-party software (i.e., browsers or OS) in order to keep using the Software or Products or access their latest features, including security updates. We may update the Software and Products at any time, without providing notice.
  3. Private Keys. Blade does not store your private keys, backup phrases or passwords (“Private Information”) on its servers. It is very important that you backup and save your Private Information. We urge you to write down your backup phrase and store it offline in two different places. If you lose your Private Information, it will not be possible for Blade to recover it for you and you may lose access to the Products. Blade doesn’t have access to your wallet, your funds, your transactions or any other information. If you do not understand the above paragraph then we strictly recommend that you learn more about digital assets before using the Blade Products. If you do not maintain a backup of your Blade Wallet data outside of the Services, you will not be able to access the digital assets associated with your wallet.

3. Your Content

  1. Definition of Your Content. The Products may enable you to post materials, including without limitation photos, profile pictures, messages, comments, and testimonials. You may also post reviews of third-party service providers, third-party products, or third-party services. All materials that you post on the Products will be referred to collectively as “Your Content.
  2. License and Permission to Use Your Content. You hereby grant to us and our affiliates, licensees and sublicensees, without compensation to you or others, a non-exclusive, perpetual, irrevocable, royalty-free, fully paid-up, worldwide license (including the right to sublicense through multiple tiers) to use, reproduce, process, adapt, publicly perform, publicly display, modify, prepare derivative works, publish, transmit and distribute Your Content, or any portion thereof, throughout the world in any format, media or distribution method (whether now known or hereafter created) for the duration of any copyright or other rights in Your Content. Such permission will be perpetual and may not be revoked for any reason, to the maximum extent permitted by law. Further, to the extent permitted under applicable law, you waive, release and covenant not to assert any moral rights that you may have in Your Content. If you identify yourself by name or provide a picture or audio or video recording of yourself, you further authorize us and our affiliates, licensees and sublicensees, without compensation to you or others, to reproduce, print, publish and disseminate in any format or media (whether now known or hereafter created) your name, voice and likeness throughout the world, and such permission will be perpetual and cannot be revoked for any reason, except as required by applicable law. You further agree that we may use Your Content in any manner that we deem appropriate or necessary, including but not limited to Blade Business Purposes. “Blade Business Purposes” means any use in connection with a Product or Blade co-branded website, application, publication or service, or any use which advertises, markets or promotes Products, the services or the information within the Products, Blade, or its affiliates. Blade Business Purpose specifically includes the use of Your Content within the Products in connection with features and functions offered by Blade to our users that enable them to view and interact with Your Content.
  3. Ownership. We acknowledge and agree that you, or your licensors, as applicable, retain ownership of any and all copyrights in Your Content, subject to the non-exclusive rights granted to us in the paragraph above, and that no ownership of such copyrights is transferred to us under these Terms, except as may otherwise be provided in these Terms or another agreement between you and Blade.
  4. Your Responsibilities for Your Content. By posting, uploading, or submitting Your Content to any Products, you represent and warrant to us that you have the ownership rights, or you have obtained all necessary licenses or permissions from any relevant parties, to use Your Content in this manner. This includes obtaining the right to grant us the rights to use Your Content in accordance with these Terms. You are in the best position to judge whether Your Content is in violation of intellectual property or personal rights of any third-party. You accept full responsibility for avoiding infringement of the intellectual property or personal rights of others in connection with Your Content. You are responsible for ensuring that Your Content does not violate any applicable law or regulation, including but not limited to the intellectual property rights of any third party. You agree to pay all royalties, fees, and any other monies owed to any person by reason of Your Content.
  5. Limits. We reserve the right to remove Your Content, in whole or part, for any reason without notice. We do not guarantee that we will publish any or all of Your Content.

4. Our Content and Materials.

  1. Definition of Our Content and Materials. All intellectual property in or related to the Products (specifically including, but not limited to, our Software, the Blade marks, the Blade logos) (collectively, “Our Content and Materials“) is the property of Blade.
  2. Our License to You. Subject to these Terms of Use, including the restrictions below, we grant you a limited non-exclusive license to use and access Our Content and Materials in connection with your use of the Products. Except as expressly agreed to otherwise by us (such as your entering into another other agreement with us), your use of the Products must be limited to personal, non-commercial use. We may terminate this license at any time for any reason. Except for the rights and license granted in these Terms, we reserve all other rights and grant no other rights or licenses, implied or otherwise. Notwithstanding the foregoing, some content may be subject to open-source licenses, in which case the specific license(s) mentioned in connection with such content shall apply.
  3. Restrictions. Except as expressly provided in these Terms, you agree not to use, modify, reproduce, distribute, sell, license, reverse engineer, decompile, or otherwise exploit Our Content and Materials without our express written permission. Your permitted use of the Products expressly excludes commercial use by you of any product descriptions for the benefit of another merchant. You are expressly prohibited from any use of data mining, robots, or similar data gathering and extraction tools in your use of the Products. You may view and print a reasonable number of copies of web pages located on the Products for your own personal use, provided that you retain all proprietary notices contained in the original materials, including attribution to Blade. We have no obligation to delete content that you personally may find objectionable or offensive.
  4. Ownership. You acknowledge and agree that the Products and Blade marks will remain the property of Blade. The content, information and services made available on the Products are protected by U.S. and international copyright, trademark, and other laws, and you acknowledge that these rights are valid and enforceable. You acknowledge that you do not acquire any ownership rights by using or interacting with the Products.

 

5. Other Offerings on the Products.

  1. Third-Party Services. Please note that the Products may enable access to third-party content, products, and services, and may offer interactions with third parties that we do not control (collectively “Third-Party Services“). The availability of any Third-Party Services on the Products does not imply our endorsement or verification of the Third-Party Services. We assume no responsibility for, nor do we endorse or verify the content, offerings or conduct of third parties (including but not limited to the products or services offered by third parties or the descriptions of the products or services offered by third parties). We make no warranties or representations with respect to the accuracy, completeness or timeliness of any content posted on or in the Products by anyone. To the extent Third Party Services have terms that differ from these Terms, you may be required to agree to those terms in order to access their services. Please note that access to Third Party Services may be geo-blocked for residents of certain countries and certain states of the United States. 
  2. Third-Party Sites. The Products may contain links to other websites (the “Third-Party Sites“) for your convenience. We do not control the linked websites or the content provided through such Third-Party Sites. Your use of Third-Party Sites is subject to the privacy practices and terms of use established by the specific linked Third-Party Site, and we disclaim all liability for such use. The availability of such links does not indicate any approval or endorsement by us. We do not control the terms, policies, or performance of any third party, and are not responsible for any performance, or failure to perform, of any Third Party Services or Third Party Sites. When you leave the Blade Software and access the third-party’s software, their terms of use govern.
  3. Third Party Security Measures.  There can be no assurance that any security measures that we or our Third-Party Service providers have implemented will be effective against current or future security threats. While we take steps in an effort to protect the security of our platform and the availability, integrity, confidentiality and security of our data, our security measures or those of our Third-Party Service providers could fail and result in unauthorized access to or use of our platform or unauthorized, accidental or unlawful access to, or disclosure, modification, misuse, loss or destruction of, our or our customers’ data. Private keys may also be compromised if customers choose to store their private keys in non-secure systems, such as third-party email services or on their mobile devices, which may be susceptible to security breaches and security incidents, despite our efforts to discourage our customers from engaging in these practices. Do not share any credential, private key, or other sensitive information with any third party without validating their legitimacy.  

6. Disclaimers and Limitations of Liability.

PLEASE READ THIS SECTION CAREFULLY SINCE IT LIMITS THE LIABILITY OF BLADE ENTITIES TO YOU.

THE “BLADE ENTITIES” MEANS BLADE LABS DMCC, BLADE FOUNDATION LTD., AND ANY SUBSIDIARIES, AFFILIATES, RELATED COMPANIES, SUPPLIERS, LICENSORS AND PARTNERS, AND THE OFFICERS, DIRECTORS, EMPLOYEES, AGENTS AND REPRESENTATIVES OF EACH OF THEM. EACH PROVISION BELOW APPLIES TO THE MAXIMUM EXTENT PERMITTED UNDER APPLICABLE LAW:

  1. WE ARE PROVIDING YOU THE PRODUCTS, SERVICES, INFORMATION, OUR CONTENT AND MATERIALS, PRODUCT DESCRIPTIONS, AND THIRD-PARTY CONTENT ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. WITHOUT LIMITING THE FOREGOING, THE BLADE ENTITIES EXPRESSLY DISCLAIM ANY AND ALL WARRANTIES AND CONDITIONS OF MERCHANTABILITY, TITLE, ACCURACY AND COMPLETENESS, UNINTERRUPTED OR ERROR-FREE SERVICE, FITNESS FOR A PARTICULAR PURPOSE, QUIET ENJOYMENT, AND NON-INFRINGEMENT, AND ANY WARRANTIES ARISING OUT OF COURSE OF DEALING OR TRADE USAGE. NOTHING CONTAINED IN THE PRODUCTS IS INTENDED TO BE LEGAL, FINANCIAL, INVESTMENT OR TAX ADVICE.
  2. THE BLADE ENTITIES MAKE NO PROMISES WITH RESPECT TO, AND EXPRESSLY DISCLAIM ALL LIABILITY, TO THE MAXIMUM EXTENT PERMITTED BY LAW, FOR: (i) CONTENT POSTED BY ANY THIRD-PARTY ON THE PRODUCTS, (ii) THE PRODUCT DESCRIPTIONS OR PRODUCTS, (iii) THIRD-PARTY SITES AND ANY THIRD-PARTY PRODUCT OR SERVICE LISTED ON OR ACCESSIBLE TO YOU THROUGH THE BLADE PRODUCTS, AND (iv) THE QUALITY OR CONDUCT OF ANY THIRD PARTY YOU ENCOUNTER IN CONNECTION WITH YOUR USE OF THIS WEBSITE OR ANY BLADE PRODUCT.
  3. THE BLADE ENTITIES DO NOT WARRANT OR MAKE ANY REPRESENTATIONS AS TO THE SECURITY OF ANY OF ITS WEBSITES. YOU ACKNOWLEDGE ANY INFORMATION SENT THROUGH A WEBSITE MAY BE INTERCEPTED. THE BLADE ENTITIES DO NOT WARRANT THAT ITS WEBSITES OR THE SERVERS WHICH MAKE THIS WEBSITE AVAILABLE OR ELECTRONIC COMMUNICATIONS SENT BY BLADE ENTITIES ARE FREE FROM VIRUSES OR ANY OTHER HARMFUL ELEMENTS. THE BLADE ENTITIES DO NOT WARRANT THAT ANY E-MAIL OR OTHER ELECTRONIC CORRESPONDENCE BEING SENT TO BLADE WILL BE TIMELY RECEIVED OR PROCESSED. THE BLADE ENTITIES SHALL IN NO EVENT BE LIABLE FOR ANY CONSEQUENCES OF NOT TIMELY RECEIVING OR PROCESSING ANY E-MAIL OR OTHER ELECTRONIC CORRESPONDENCE.
  4. YOU AGREE TO COMPLY WITH ALL APPLICABLE U.S. AND NON-U.S. EXPORT CONTROL AND TRADE SANCTIONS LAWS (“EXPORT LAWS“). WITHOUT LIMITING THE FOREGOING, YOU MAY NOT DOWNLOAD THE APP OR USE THE SERVICES IF (I) YOU ARE IN, UNDER THE CONTROL OF, OR A NATIONAL OR RESIDENT OF CUBA, IRAN, NORTH KOREA, SUDAN, OR SYRIA OR ANY OTHER COUNTRY SUBJECT TO UNITED STATES EMBARGO, U.N. SECURITY COUNCIL RESOLUTIONS, HM TREASURY’S FINANCIAL SANCTIONS REGIME, OR IF YOU ARE ON THE U.S. TREASURY DEPARTMENT’S SPECIALLY DESIGNATED NATIONALS LIST OR THE U.S. COMMERCE DEPARTMENT’S DENIED PERSONS LIST, UNVERIFIED LIST, ENTITY LIST HM TREASURY’S FINANCIAL SANCTIONS REGIME; OR (II) YOU INTEND TO SUPPLY ANY SERVICES TO CUBA, IRAN, NORTH KOREA, SUDAN OR SYRIA OR ANY OTHER COUNTRY SUBJECT TO UNITED STATES EMBARGO OR HM TREASURY’S FINANCIAL SANCTIONS REGIME (OR A NATIONAL OR RESIDENT OF ONE OF THESE COUNTRIES), OR TO A PERSON ON THE SPECIALLY DESIGNATED NATIONALS LIST, DENIED PERSONS LIST, UNVERIFIED LIST, ENTITY LIST, OR HM TREASURY’S FINANCIAL SANCTIONS REGIME.
  5. YOU AGREE THAT TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE BLADE ENTITIES WILL NOT BE LIABLE TO YOU UNDER ANY THEORY OF LIABILITY. WITHOUT LIMITING THE FOREGOING, YOU AGREE THAT THE BLADE ENTITIES SPECIFICALLY WILL NOT BE LIABLE FOR (i) ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, INCIDENTAL OR EXEMPLARY DAMAGES, LOSS OF PROFITS, LOSS OF BUSINESS, BUSINESS INTERRUPTION, REPUTATIONAL HARM, OR LOSS OF DATA (EVEN IF THE BLADE ENTITIES HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES ARE FORESEEABLE) ARISING OUT OF AND IN ANY WAY CONNECTED WITH YOUR USE OF, OR INABILITY TO USE, THIS WEBSITE OR ANY BLADE PRODUCTS OR (ii) ANY AMOUNT, IN THE AGGREGATE, IN EXCESS OF ONE-HUNDRED DOLLARS (USD$100). YOUR USE OF THE PRODUCTS, INFORMATION, OR SERVICES IS AT YOUR SOLE RISK.

7. Indemnification.

You agree to fully indemnify, defend, and hold the Blade Entities and their directors, officers, employees, consultants, and other representatives, harmless from and against any and all claims, damages, losses, costs (including reasonable attorneys’ fees), and other expenses that arise directly or indirectly out of or from: (a) your breach of any part of these Terms, including but not limited to any policies referenced herein; (b) any allegation that any materials you submit to us or transmit to the Products infringe or otherwise violate the copyright, patent, trademark, trade secret, or other intellectual property or other rights of any third party; (c) your activities in connection with the Products or other websites to which the Products are linked; and/or (d) your negligent or willful misconduct.

8. Jurisdiction; Arbitration.

  1. Controlling Law. These Terms will be interpreted in accordance with the laws of Singapore, without regard to their conflict-of-law provisions. 
  2. Initial Dispute Resolution. If you have a dispute with Blade, you agree to contact us via email at policies@bladelabs.io to attempt to resolve the issue informally first. 
  3. Arbitration. Any dispute arising out of or in connection with these Terms, for which the dispute resolution provision as set forth in Section 7(b) does not resolve, 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”) for the time being in force, which rules are deemed to be incorporated by reference in this clause. The seat of the arbitration shall be Singapore. The Tribunal shall consist of one arbitrator. The language of the arbitration shall be English.
  4. Right to Opt-Out.  You have the right to opt-out and not be bound by the arbitration and class action waiver provisions set forth above by sending written notice of your decision to opt-out to the following email address: policies@bladelabs.io. The notice must be sent within 30 days of April 19, 2022 or your first use of the Products, whichever is later, otherwise you shall be bound to arbitrate disputes in accordance with the terms of those paragraphs. If you opt-out of these arbitration provisions, Blade also will not be bound by them.
  5. Class Action Waiver.  The parties further agree that any arbitration shall be conducted in their individual capacities only and not as a class action or other representative action, and the parties expressly waive their right to file a class action or seek relief on a class basis. YOU AND BLADE AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING. If any court or arbitrator determines that the class action waiver set forth in this paragraph is void or unenforceable for any reason or that an arbitration can proceed on a class basis, then the arbitration provision set forth above shall be deemed null and void in its entirety and the parties shall be deemed to have not agreed to arbitrate disputes.

9. Communications.

You are not required to agree to receive promotional text messages, calls or pre-recorded messages as a condition of using the Products. By electing to submit your phone number to us and agreeing to these Terms, you agree to receive communications from the Blade Entities, including via text messages, calls, pre-recorded messages, and push notifications, any of which may be generated by automatic telephone dialing systems. These communications include, for example, operational communications concerning your account or use of the Products, updates concerning new and existing features on the Products, communications concerning promotions run by us or third parties, and news relating to the Products and industry developments. Standard text message charges applied by your telephone carrier may apply to text messages we send. If you submit someone else’s phone number or email address to us to receive communications from the Blade Entities, you represent and warrant that each person for whom you provide a phone number or email address has consented to receive communications from Blade.

If you wish to stop receiving promotional emails or promotional text messages, we provide the following methods for you to opt-out or unsubscribe: (a) follow the instructions we provide in the email or initial text message for that category of promotional emails or text messages or (b) if you have an account on the Products, you may opt-out or unsubscribe using your settings.

10. Miscellaneous.

  1. Application Provider Terms. If you access the Products through a Blade application, you acknowledge that these Terms are between you and Blade only, and not with an application service or application platform provider (such as Apple, Inc., or Google Inc.), which may provide you the application subject to its own terms of use.
  2. Changes. We reserve the right to change the terms of these Terms, consistent with applicable law. You agree that your continued use of the Products after such changes become effective constitutes your acceptance of the changes. If you do not agree with any updates to these Terms, you may not continue to use the Products. Be sure to return to this page periodically to ensure your familiarity with the most current version of the Terms of Use. Any changes to the Terms will be effective on a going forward basis.
  3. Languages. The English version of these Terms will be the binding version and all communications, notices, and other actions and proceedings relating to these Terms will be made and conducted in English, even if we choose to provide translations of these Terms into the native languages in certain countries. To the extent allowed by law, any inconsistencies among the different translations will be resolved in favor of the English version.
  4. Assignment. No terms of these Terms, nor any right, obligation, or remedy hereunder is assignable, transferable, delegable, or sublicensable by you except with Blade’s prior written consent, and any attempted assignment, transfer, delegation, or sublicense shall be null and void. Blade may assign, transfer, or delegate these Terms or any right or obligation or remedy hereunder in its sole discretion.
  5. Waiver. Our failure to assert a right or provision under these Terms will not constitute a waiver of such right or provision.
  6. Headings. Any heading, caption, or section title contained is inserted only as a matter of convenience and in no way defines or explains any section or provision hereof.
  7. Further Assurances. You agree to execute a hard copy of these Terms and any other documents, and take any actions at our expense that we may request to confirm and effect the intent of these Terms and any of your rights or obligations under these Terms.
  8. Entire Agreement and Severability. This Agreement supersedes all prior terms, agreements, discussions and writings regarding the Products and constitutes the entire agreement between you and us regarding the Products. If any part of these Terms is found to be unenforceable, then that part will not affect the enforceability of the remaining parts of the Agreement, which will remain in full force and effect.
  9. Survival. The following provisions will survive expiration or termination of these Terms: Section 2 (Our Software), Section 3 (Your Content), Section 4(c)(Restrictions) and 4(d)(Ownership), Section 6 (Disclaimers and Limitations of Liability), Section 7 (Indemnification), Section 8 (Jurisdiction; Arbitration) and Section 10 (Miscellaneous).
  10. Contact. Feel free to contact us with any questions about these Terms. You can email us at policies@bladelabs.io.
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