TERMS OF SERVICE

Please read these Terms of Ser­vice of BMCP GmbH (col­lec­tive­ly with Black Man­ta Cap­i­tal Part­ners S.à.r.l. and its sub­sidiaries “BMCP”, “we”, “us” or “our”) (the “Terms of Ser­vice”) ful­ly and care­ful­ly before using our invest­ment por­tal (the “Site” or “Por­tal”) and the ser­vices, fea­tures, con­tent or appli­ca­tions offered by BMCP (togeth­er with the Site, the “Ser­vices”). The term “User”, “you” or “You” shall refer to any per­son or enti­ty who views, uses, access­es, brows­es or sub­mits any con­tent or mate­r­i­al to the Site, in par­tic­u­lar Issuers or Investors. These Terms of Ser­vice set forth the legal­ly bind­ing terms and con­di­tions for your use of the Site and the Services.

DISCLAIMER

The infor­ma­tion to which this Por­tal gives access is exclu­sive­ly intend­ed for per­sons who are not locat­ed in or res­i­dent of cer­tain oth­er restrict­ed juris­dic­tions, and who are oth­er­wise per­mit­ted to receive such information.

The infor­ma­tion to which this Por­tal gives access does not con­sti­tute an offer or an invi­ta­tion to pur­chase secu­ri­ties in the Unit­ed States, Aus­tralia, Cana­da, Japan, South Africa or the People’s Repub­lic of Chi­na or in any oth­er juris­dic­tion in which such offer or invi­ta­tion is not autho­rised or to any per­son to whom it is unlaw­ful to make such offer or invitation.

Users of this infor­ma­tion are request­ed to inform them­selves about and to observe any such restric­tions. Secu­ri­ties can­not be offered or sold in the Unit­ed States with­out reg­is­tra­tion under the Unit­ed States Secu­ri­ties Act of 1933, as amend­ed, or pur­suant to an exemp­tion from such registration. 

1. Accep­tance of Terms of Service

• By reg­is­ter­ing for and/or using the Ser­vices in any man­ner, includ­ing but not lim­it­ed to vis­it­ing or brows­ing the Site, you agree to these Terms of Ser­vice and all oth­er oper­at­ing rules, poli­cies and pro­ce­dures that may be pub­lished from time to time on the Site by us, each of which is incor­po­rat­ed by ref­er­ence and each of which may be updat­ed from time to time with­out notice to you.
• Cer­tain of the Ser­vices may be sub­ject to addi­tion­al terms and con­di­tions spec­i­fied by us from time to time; your use of such Ser­vices is sub­ject to those addi­tion­al terms and con­di­tions, which are incor­po­rat­ed into these Terms of Ser­vice by this reference.
• These Terms of Ser­vice apply to all users of the Ser­vices, includ­ing, with­out lim­i­ta­tion, users who are con­trib­u­tors of con­tent, infor­ma­tion, and oth­er mate­ri­als or ser­vices, reg­is­tered or otherwise.

2. Pro­vi­sion of Ser­vices

In the BMCP Por­tal Users may pro­vide and raise funds. BMCP only acts as bro­ker of such fund­ing process. Users as Issuers may raise cer­tain funds by Users as Investors through the BMCP Por­tal and receive cer­tain ben­e­fits relat­ing to such Issuers in return if an invest­ment has been suc­cess­ful. The Ser­vices offered in the BMCP Por­tal are only offered to Users who ful­fil cer­tain con­di­tions set forth in these Terms of Ser­vice and who have suc­cess­ful­ly reg­is­tered in the BMCP Por­tal and accept­ed these Terms of Ser­vice. It is the respon­si­bil­i­ty of the Issuers and/or Users to inde­pen­dent­ly assess in detail the impli­ca­tions of the Ser­vices and prod­ucts pro­vid­ed by the BMCP Por­tal on their busi­ness or indi­vid­ual finan­cial posi­tion. BMCP may, at its sole dis­cre­tion, from time to time and with­out pri­or notice to you, mod­i­fy, sus­pend or dis­able, tem­porar­i­ly or per­ma­nent­ly the Ser­vices, in whole or in part, for rea­sons such as, but not lim­it­ed to, as a result of a secu­ri­ty incident.

3. Eli­gi­bil­i­ty

You rep­re­sent and war­rant that you are at least 18 years of age. If you are under age 18, you may not, under any cir­cum­stances or for any rea­son, use the Ser­vices. We may, in our sole dis­cre­tion, refuse to offer the Ser­vices to any per­son or enti­ty and change its eli­gi­bil­i­ty cri­te­ria at any time. You are sole­ly respon­si­ble for ensur­ing that these Terms of Ser­vice are in com­pli­ance with all laws, rules and reg­u­la­tions applic­a­ble to you and the right to access the Ser­vices is revoked where these Terms of Ser­vice or use of the Ser­vices is pro­hib­it­ed or to the extent offer­ing, sale or pro­vi­sion of the Ser­vices con­flicts with any applic­a­ble law, rule or reg­u­la­tion. Fur­ther, the Ser­vices are offered only for your use, and not for the use or ben­e­fit of any third party.

4. Con­tent

• For pur­pos­es of these Terms of Ser­vice, the term “Con­tent” includes, with­out lim­i­ta­tion, infor­ma­tion, data, text, pho­tographs, videos, audio clips, soft­ware, algo­rithms, writ­ten posts and com­ments, soft­ware, scripts, graph­ics, and inter­ac­tive fea­tures gen­er­at­ed, pro­vid­ed, or oth­er­wise made acces­si­ble on or through the Ser­vices. For the pur­pos­es of this Agree­ment, “Con­tent” also includes all User Con­tent (as defined below).
• User Con­tent. All Con­tent added, cre­at­ed, uploaded, sub­mit­ted, dis­trib­uted, or post­ed to the Ser­vices by users (col­lec­tive­ly “User Con­tent”), whether pub­licly post­ed or pri­vate­ly trans­mit­ted, is the sole respon­si­bil­i­ty of the per­son who orig­i­nat­ed such User Con­tent. You rep­re­sent that all User Con­tent pro­vid­ed by you is accu­rate, com­plete, up-to-date, and in com­pli­ance with all applic­a­ble laws, rules and reg­u­la­tions. You acknowl­edge that all Con­tent, includ­ing User Con­tent, accessed by you using the Ser­vices is at your own risk and you will be sole­ly respon­si­ble for any dam­age or loss to you or any oth­er par­ty result­ing there­from. We do not guar­an­tee that any Con­tent you access on or through the Ser­vices is or will con­tin­ue to be accurate.
• Notices and Restric­tions. The Ser­vices may con­tain Con­tent pro­vid­ed by us, our part­ners or our users that is pro­tect­ed by copy­rights, trade­marks, ser­vice marks, patents, trade secrets or oth­er pro­pri­etary rights and laws. You shall abide by and main­tain all copy­right notices, infor­ma­tion, and restric­tions con­tained in any Con­tent accessed through the Services.
• Use License. Sub­ject to these Terms of Ser­vice, we grant each user of the Ser­vices a world­wide, non-exclu­sive, non-sub­li­cens­able and non-trans­fer­able license to use Con­tent sole­ly for pur­pos­es of using the Ser­vices. Use, repro­duc­tion, mod­i­fi­ca­tion, dis­tri­b­u­tion or stor­age of any Con­tent for oth­er than pur­pos­es of using the Ser­vices is express­ly pro­hib­it­ed with­out pri­or writ­ten per­mis­sion from us. You shall not sell, license, rent, or oth­er­wise use or exploit any Con­tent for com­mer­cial use or in any way that vio­lates any third par­ty right.
• License Grant. By sub­mit­ting User Con­tent through the Ser­vices, you here­by do and shall grant us a world­wide, non-exclu­sive, per­pet­u­al, roy­al­ty-free, ful­ly paid, sub­li­cens­able and trans­fer­able license to use, edit, mod­i­fy, trun­cate, aggre­gate, repro­duce, dis­trib­ute, pre­pare deriv­a­tive works of, dis­play, per­form, and oth­er­wise ful­ly exploit the User Con­tent in con­nec­tion with the Site, the Ser­vices and our (and our suc­ces­sors’ and assigns’) busi­ness­es, includ­ing with­out lim­i­ta­tion for pro­mot­ing and redis­trib­ut­ing part or all of the Site or the Ser­vices (and deriv­a­tive works there­of) in any media for­mats and through any media chan­nels (includ­ing, with­out lim­i­ta­tion, third par­ty web­sites and feeds), and includ­ing after your ter­mi­na­tion of your Account or the Ser­vices. You also here­by do and shall grant each user of the Site and/or the Ser­vices a non-exclu­sive, per­pet­u­al license to access your User Con­tent through the Site and/or the Ser­vices, and to use, edit, mod­i­fy, repro­duce, dis­trib­ute, pre­pare deriv­a­tive works of, dis­play and per­form such User Con­tent, includ­ing after your ter­mi­na­tion of your Account or the Ser­vices. For clar­i­ty, the fore­go­ing license grants to us and our users does not affect your oth­er own­er­ship or license rights in your User Con­tent, includ­ing the right to grant addi­tion­al licens­es to your User Con­tent, unless oth­er­wise agreed in writ­ing. You rep­re­sent and war­rant that you have all rights to grant such licens­es to us with­out infringe­ment or vio­la­tion of any third par­ty rights, includ­ing with­out lim­i­ta­tion, any pri­va­cy rights, pub­lic­i­ty rights, copy­rights, trade­marks, con­tract rights, or any oth­er intel­lec­tu­al prop­er­ty or pro­pri­etary rights.
• Avail­abil­i­ty of Con­tent. We do not guar­an­tee that any Con­tent will be made avail­able on the Site or through the Ser­vices. We reserve the right to, but do not have any oblig­a­tion to, (i) remove, edit or mod­i­fy any Con­tent in our sole dis­cre­tion, at any time, with­out notice to you and for any rea­son (includ­ing, but not lim­it­ed to, upon receipt of claims or alle­ga­tions from third par­ties or author­i­ties relat­ing to such Con­tent or if we are con­cerned that you may have vio­lat­ed these Terms of Ser­vice), or for no rea­son at all and (ii) to remove or block any Con­tent from the Services.

5. Rules of Conduct

• As a con­di­tion of use, you promise not to use the Ser­vices for any pur­pose that is pro­hib­it­ed by these Terms of Ser­vice. You are respon­si­ble for all of your activ­i­ty in con­nec­tion with the Services.
• You shall not (and shall not per­mit any third par­ty to) either (a) take any action or (b) upload, down­load, post, sub­mit or oth­er­wise dis­trib­ute or facil­i­tate dis­tri­b­u­tion of any Con­tent on or through the Ser­vice, includ­ing with­out lim­i­ta­tion any User Con­tent, that:
  • infringes any patent, trade­mark, trade secret, copy­right, right of pub­lic­i­ty or oth­er right of any oth­er per­son or enti­ty or vio­lates any law or con­trac­tu­al duty;
  • you know is false, mis­lead­ing, untruth­ful or inaccurate;
  • is unlaw­ful, threat­en­ing, abu­sive, harass­ing, defam­a­to­ry, libelous, decep­tive, fraud­u­lent, inva­sive of anoth­er’s pri­va­cy, tor­tious, obscene, vul­gar, porno­graph­ic, offen­sive, pro­fane, con­tains or depicts nudi­ty, con­tains or depicts sex­u­al activ­i­ty, or is oth­er­wise inap­pro­pri­ate as deter­mined by us in our sole discretion;
  • con­sti­tutes unau­tho­rized or unso­licit­ed adver­tis­ing, junk or bulk e‑mail (“spam­ming”);
  • con­tains soft­ware virus­es or any oth­er com­put­er codes, files, or pro­grams that are designed or intend­ed to dis­rupt, dam­age, lim­it or inter­fere with the prop­er func­tion of any soft­ware, hard­ware, or telecom­mu­ni­ca­tions equip­ment or to dam­age or obtain unau­tho­rized access to any sys­tem, data, pass­word or oth­er infor­ma­tion of ours or of any third party;
  • imper­son­ates any per­son or enti­ty, includ­ing any of our employ­ees or rep­re­sen­ta­tives; or
  • includes anyone’s iden­ti­fi­ca­tion doc­u­ments or sen­si­tive finan­cial information.
• You shall not: (i) take any action that impos­es or may impose (as deter­mined by us in our sole dis­cre­tion) an unrea­son­able or dis­pro­por­tion­ate­ly large load on our (or our third par­ty providers’) infra­struc­ture; (ii) inter­fere or attempt to inter­fere with the prop­er work­ing of the Ser­vices or any activ­i­ties con­duct­ed on the Ser­vices; (iii) bypass, cir­cum­vent or attempt to bypass or cir­cum­vent any mea­sures we may use to pre­vent or restrict access to the Ser­vices (or oth­er accounts, com­put­er sys­tems or net­works con­nect­ed to the Ser­vices); (iv) run any form of auto-respon­der or “spam” on the Ser­vices; (v) use man­u­al or auto­mat­ed soft­ware, devices, or oth­er process­es to “crawl” or “spi­der” any page of the Site; (vi) har­vest or scrape any Con­tent from the Ser­vices; or (vii) oth­er­wise take any action in vio­la­tion of our guide­lines and policies.
• You shall not (direct­ly or indi­rect­ly): (i) deci­pher, decom­pile, dis­as­sem­ble, reverse engi­neer or oth­er­wise attempt to derive any source code or under­ly­ing ideas or algo­rithms of any part of the Ser­vices (includ­ing with­out lim­i­ta­tion any appli­ca­tion), except to the lim­it­ed extent applic­a­ble laws specif­i­cal­ly pro­hib­it such restric­tion, (ii) mod­i­fy, trans­late, or oth­er­wise cre­ate deriv­a­tive works of any part of the Ser­vices, or (iii) copy, rent, lease, dis­trib­ute, or oth­er­wise trans­fer any of the rights that you receive here­un­der. You shall abide by all applic­a­ble local, state, nation­al and inter­na­tion­al laws and regulations.
• We also reserve the right to access, read, pre­serve, and dis­close any infor­ma­tion as we rea­son­ably believe is nec­es­sary to (i) sat­is­fy any applic­a­ble law, reg­u­la­tion, legal process or gov­ern­men­tal request, (ii) enforce these Terms of Ser­vice, includ­ing inves­ti­ga­tion of poten­tial vio­la­tions here­of, (iii) detect, pre­vent, or oth­er­wise address fraud, secu­ri­ty or tech­ni­cal issues, (iv) respond to user sup­port requests, or (v) pro­tect the rights, prop­er­ty or safe­ty of us, our users and the public.

6. Reg­is­tra­tion and Lim­i­ta­tions of Use of the BMCP Portal

• In order to use the BMCP Por­tal to its full extent, each User must reg­is­ter and cre­ate an account in the BMCP Por­tal (each a “User Account”). The reg­is­tra­tion requires all request­ed data to be pro­vid­ed com­plete­ly and truth­ful­ly. In pro­vid­ing the reg­is­tra­tion infor­ma­tion, you agree that you will not pro­vide false infor­ma­tion, omit or mis­rep­re­sent infor­ma­tion, or oth­er­wise con­ceal your iden­ti­ty or any mate­r­i­al infor­ma­tion. By click­ing on the but­ton ‘Com­plete reg­is­tra­tion’ the User sub­mits a bind­ing offer on the con­clu­sion of the con­tract about the use of the Ser­vice that require reg­is­tra­tion and agrees to the Terms of Use, which are valid at the time of reg­is­tra­tion. Before send­ing this bind­ing offer the User may check and amend the pro­vid­ed infor­ma­tion. The User may then receive a con­fir­ma­tion email for reg­is­tra­tion, how­ev­er, such email does not imply an accep­tance of the User’s offer. BMCP may only declare the accep­tance under the con­di­tion that the User clicks on the acti­va­tion link giv­en in the con­fir­ma­tion email. This link must be clicked on in order to acti­vate the account. If the account is not acti­vat­ed with­in a rea­son­able peri­od of time the reg­is­tra­tion process will be stopped and all pre­vi­ous­ly filled-in data will be delet­ed. Fur­ther­more, BMCP will only pro­vide its Ser­vices for reg­is­tered Users if such User com­plies with the con­di­tions set forth here­in and as set forth in the BMCP Por­tal. The con­tract is only con­clud­ed when the dec­la­ra­tion of accep­tance is sub­mit­ted by BMCP, which is sent with a sep­a­rate email or upon first (full) access to the BMCP Por­tal for reg­is­tered Users.
• There is no legal enti­tle­ment for using the Ser­vices pro­vid­ed by BMCP. BMCP has the right to stop or deny any reg­is­tra­tion with­out giv­ing any rea­sons. BMCP reserves the right to refuse to accept any User who fails to pro­vide suf­fi­cient infor­ma­tion or who, in our opin­ion, is unqual­i­fied to invest in the giv­en asset class.
• Please note that the BMCP Por­tal does not allow reg­is­tra­tion of indi­vid­ual or cor­po­rate Investors or Issuers cur­rent­ly resid­ing in the coun­tries iden­ti­fied by the Euro­pean Union Exter­nal Action: Com­mon For­eign and Secu­ri­ty Pol­i­cy list­ed on their web­site. Please also note that, due to reg­u­la­to­ry restric­tions, the BMCP Por­tal may reject Users as cit­i­zen of, incor­po­rat­ed in, or resid­ing in, the Unit­ed States of America.
• If an indi­vid­ual per­son is reg­is­ter­ing on behalf of a busi­ness enti­ty as Investor or Issuer, such indi­vid­ual per­son and busi­ness enti­ty war­rants that such indi­vid­ual per­son has the author­i­ty to bind that enti­ty to these Terms of Ser­vice. Fur­ther­more, all reg­is­tra­tion infor­ma­tion must be kept up to date at all times. This means that you shall noti­fy oper­a­tors of the BMCP Por­tal prompt­ly of any mate­r­i­al change in the valid­i­ty of pre­vi­ous­ly pro­vid­ed infor­ma­tion via email or amend­ing such details in your User Account.
• Fol­low­ing suc­cess­ful reg­is­tra­tion, you will be able to use the BMCP Por­tal. Please note that use of the BMCP Por­tal requires a wal­let. Users may use an exist­ing wallet.
• Please note that BMCP reserves the right to change Por­tal spec­i­fi­ca­tions at any time.

7. Rep­re­sen­ta­tions of User 

Rep­re­sen­ta­tions and war­ranties are per­son­al state­ments or assur­ances giv­en by you on which we will rely when we pro­vide the Ser­vices to you. By using the BMCP Por­tal, you rep­re­sent and war­rant that at all times, you acknowl­edge and con­firm that all of the fol­low­ing is true:

• You are at least 18 years old, or the age of legal con­sent for engag­ing in finan­cial invest­ment activ­i­ties under the laws of any juris­dic­tion that applies to you;
• You are of sound mind and judgement;
• All the details that you have sub­mit­ted to us or any details giv­en to us when open­ing an User Account and/or mak­ing a deposit are accu­rate, up-to-date, com­plete and not mis­lead­ing and match the name on the pay­ment accounts in which you intend to deposit or receive monies from your account;
• You will noti­fy us imme­di­ate­ly of any changes to any infor­ma­tion you have pro­vid­ed to us in con­nec­tion with these Terms of Service;
• You under­stand that finan­cial reg­u­la­tions, finan­cial codes, finan­cial ethics and con­trac­tu­al require­ments vary world­wide and it is your respon­si­bil­i­ty to make sure that you com­ply with all laws and reg­u­la­tions applic­a­ble to you before using the Services.
• You have ver­i­fied and deter­mined that your use of the Ser­vices does not vio­late any such laws or reg­u­la­tions of any juris­dic­tion that applies to you;
• All mon­ey that you use and invest through the Ser­vices does not orig­i­nate in any way from drug traf­fick­ing, abduc­tion, ter­ror­ist activ­i­ty or any oth­er crim­i­nal activ­i­ty that is unlaw­ful or could be con­sid­ered unlaw­ful by any rel­e­vant authority.

8. Third Par­ty Services

The Ser­vices may per­mit you to link to oth­er web­sites, ser­vices or resources on the Inter­net, and oth­er web­sites, ser­vices or resources may con­tain links to the Ser­vices. When you access third par­ty resources on the Inter­net, you do so at your own risk. These oth­er resources are not under our con­trol, and you acknowl­edge that we are not respon­si­ble or liable for the con­tent, func­tions, accu­ra­cy, legal­i­ty, appro­pri­ate­ness or any oth­er aspect of such web­sites or resources. The inclu­sion of any such link does not imply our endorse­ment or any asso­ci­a­tion between us and their oper­a­tors. You fur­ther acknowl­edge and agree that we shall not be respon­si­ble or liable, direct­ly or indi­rect­ly, for any dam­age or loss caused or alleged to be caused by or in con­nec­tion with the use of or reliance on any such con­tent, goods or ser­vices avail­able on or through any such web­site or resource.

9. Pay­ments and Billing

• Paid Ser­vices. Cer­tain of our Ser­vices may be sub­ject to pay­ments now or in the future (the “Paid Ser­vices”). Please note that any pay­ment terms pre­sent­ed to you in the process of using or sign­ing up for a Paid Ser­vice are deemed part of this Agreement.
• Pay­ment Method. You can invest on the Por­tal using FIAT-Mon­ey (EUR or USD) through a SWIFT trans­fer, as well as rel­e­vant cryp­tocur­ren­cies by using your already exist­ing wal­lets. The terms of your pay­ment will be based on your Pay­ment Method and may be deter­mined by agree­ments between you and the finan­cial insti­tu­tion, cred­it card issuer or oth­er provider of your cho­sen Pay­ment Method.
• When you chose to use a cred­it card for your pay­ment, we and the Issuers on our Por­tal will use a third-par­ty pay­ment proces­sor (the “Pay­ment Proces­sor”) to bill you through a pay­ment account linked to your Account on the Ser­vices (your “Billing Account”) for use of the Paid Ser­vices. The pro­cess­ing of pay­ments will be sub­ject to the terms, con­di­tions and pri­va­cy poli­cies of the Pay­ment Proces­sor in addi­tion to this Agree­ment. We are not respon­si­ble for error by the Pay­ment Proces­sor. By choos­ing to use Paid Ser­vices, you agree to pay, through the Pay­ment Proces­sor, all charges at the prices then in effect for any use of such Paid Ser­vices in accor­dance with the applic­a­ble pay­ment terms and you autho­rize us, through the Pay­ment Proces­sor, to charge your cho­sen pay­ment provider (your “Pay­ment Method”). You agree to make pay­ment using that select­ed Pay­ment Method. We reserve the right to cor­rect any errors or mis­takes that it makes even if it has already request­ed or received payment.
• Cur­ren­cy Risk. You can invest on the Por­tal using FIAT (EUR or USD), as well as rel­e­vant cryp­tocur­ren­cies (BTH or ETH). Please note, that the cur­ren­cy risk remains with you and not with the Por­tal or Issuer until the funds have been received by the Issuer.
• Cur­rent Infor­ma­tion Required. YOU MUST PROVIDE CURRENT, COMPLETE AND ACCURATE INFORMATION FOR YOUR BILLING ACCOUNT. YOU MUST PROMPTLY UPDATE ALL INFORMATION TO KEEP YOUR BILLING ACCOUNT CURRENT, COMPLETE AND ACCURATE (SUCH AS A CHANGE IN BILLING ADDRESS, BANK ACCOUNT INFORMATION, CREDIT CARD NUMBER, OR CREDIT CARD EXPIRATION DATE), AND YOU MUST PROMPTLY NOTIFY US OR OUR PAYMENT PROCESSOR IF YOUR PAYMENT METHOD IS CANCELED (E.G., FOR LOSS OR THEFT) OR IF YOU BECOME AWARE OF A POTENTIAL BREACH OF SECURITY.
• Change in Amount Autho­rized. If the amount to be charged to your Billing Account varies from the amount you preau­tho­rized (oth­er than due to the impo­si­tion or change in the amount of state sales tax­es), you have the right to receive, and we shall pro­vide, notice of the amount to be charged and the date of the charge before the sched­uled date of the trans­ac­tion. Any agree­ment you have with your pay­ment provider will gov­ern your use of your Pay­ment Method. You agree that we may accu­mu­late charges incurred and sub­mit them as one or more aggre­gate charges dur­ing or at the end of each billing cycle.
• User funds. BMCP does not accept direct pay­ments of User funds and at no time do User funds pass through our accounts. All invest­ed funds are direct­ly trans­ferred to the Issuers’ accounts and/or wal­lets. If an Investor or any per­son trans­fers funds by acci­dent to BMCP please con­tact Alexan­der Rap­atz who is in accor­dance with Para­graph 81 (5) WpHG our offi­cer for the pro­tec­tion of finan­cial instru­ments and funds: Alexan­der Rap­atz — alex@blackmanta.capital

10. Ter­mi­na­tion

We may ter­mi­nate your access to all or any part of the Ser­vices at any time, with or with­out cause, with or with­out notice, effec­tive imme­di­ate­ly, which may result in the for­fei­ture and destruc­tion of all infor­ma­tion asso­ci­at­ed with your mem­ber­ship. All pro­vi­sions of these Terms of Ser­vice which by their nature should sur­vive ter­mi­na­tion shall sur­vive ter­mi­na­tion, includ­ing, with­out lim­i­ta­tion, licens­es of User Con­tent, own­er­ship pro­vi­sions, war­ran­ty dis­claimers, indem­ni­ty and lim­i­ta­tions of liability.

11. Indem­ni­fi­ca­tion

You shall defend, indem­ni­fy, and hold harm­less us, our affil­i­ates and each of our and their respec­tive employ­ees, con­trac­tors, direc­tors, sup­pli­ers and rep­re­sen­ta­tives from all lia­bil­i­ties, claims, and expens­es, includ­ing rea­son­able attor­neys’ fees, that arise from or relate to your use or mis­use of, or access to, the Ser­vices, Con­tent, or oth­er­wise from your User Con­tent, vio­la­tion of these Terms of Ser­vice, or infringe­ment by you, or any third par­ty using your Account or iden­ti­ty in the Ser­vices, of any intel­lec­tu­al prop­er­ty or oth­er right of any per­son or enti­ty, includ­ing your use of the Ser­vices to pro­vide a link to anoth­er web­site or to upload Con­tent or oth­er infor­ma­tion to the Ser­vices. We reserve the right to assume the exclu­sive defense and con­trol of any mat­ter oth­er­wise sub­ject to indem­ni­fi­ca­tion by you, in which event you will assist and coop­er­ate with us in assert­ing any avail­able defenses.

12. Lim­i­ta­tion of Liability 

In the event our Ser­vices are free of charge the statu­to­ry lia­bil­i­ty pro­vi­sions shall apply.

In the event our Ser­vices are not free of charge the fol­low­ing shall apply: Lia­bil­i­ty of BMCP on dam­ages by or in con­nec­tion with the exe­cu­tion of con­trac­tu­al oblig­a­tions shall be exclud­ed. The lim­i­ta­tion of lia­bil­i­ty shall not apply to:

• dam­ages aris­ing out of death, injury to body or health;
• dam­ages due to a neglect of duty by BMCP con­cern­ing essen­tial con­trac­tu­al rights and oblig­a­tions, which are absolute­ly nec­es­sary for a prop­er exe­cu­tion of the con­tract, and which might endan­ger the ful­fil­ment of the con­trac­tu­al pur­pose (mate­r­i­al con­trac­tu­al oblig­a­tions). In that case, how­ev­er, lia­bil­i­ty shall be lim­it­ed to typ­i­cal and fore­see­able damages;
• dam­ages caused delib­er­ate­ly or due to gross neg­li­gence by BMCP;
• lia­bil­i­ty accord­ing to the Prod­uct Lia­bil­i­ty Act;
• lia­bil­i­ty in the case of the accep­tance of a guarantee.

An exemp­tion from lia­bil­i­ty as well as lim­i­ta­tions of lia­bil­i­ty of BMCP shall also apply to the legal rep­re­sen­ta­tives and assis­tants of BMCP. BMCP shall not be deemed liable for dam­ages due to labor dis­putes and/or force majeure.

BMCP is not respon­si­ble for the suc­cess of the list­ed projects in its Por­tal and shall there­fore not be deemed liable for any fail­ure. The Por­tal oper­ates sole­ly as an invest­ment bro­ker and not as an invest­ment advisor.

13. Gov­ern­ing Law and Jurisdiction 

This offer is exclu­sive­ly and expres­sive­ly sub­ject to Ger­man law to the exclu­sion of the ref­er­ence norms of Ger­man inter­na­tion­al pri­vate law and the UN Con­ven­tion on Con­tracts for the Inter­na­tion­al Sales of Goods. For all dis­putes aris­ing out of or in con­nec­tion with this offer, includ­ing dis­putes con­cern­ing the valid con­clu­sion infringe­ment, dis­so­lu­tion or inva­lid­i­ty, the exclu­sive juris­dic­tion of the court hav­ing sub­ject mat­ter juris­dic­tion at the reg­is­tered office of BMCP in Munich — Ger­many, and exer­cis­ing juris­dic­tion in com­mer­cial mat­ters is agreed. 

Con­sumers

For con­sumer trans­ac­tions, the above pro­vi­sions also apply to the extent that they are per­mit­ted under the pro­vi­sions of REGULATION (EU) No 1215/2012 (OF THE EUROPEAN PARLIAMENT AND OF THE COUNCIL of 12 Decem­ber 2012) on juris­dic­tion and the recog­ni­tion and enforce­ment of judg­ments in civ­il and com­mer­cial matters.

14. Mod­i­fi­ca­tion

We reserve the right, in our sole dis­cre­tion, to mod­i­fy or replace any of these Terms of Ser­vice, or change, sus­pend, or dis­con­tin­ue the Ser­vices (includ­ing with­out lim­i­ta­tion, the avail­abil­i­ty of any fea­ture, data­base, or con­tent) at any time by post­ing a notice on the Site or by send­ing you notice through the Ser­vices, via e‑mail or by anoth­er appro­pri­ate means of elec­tron­ic com­mu­ni­ca­tion. We may also impose lim­its on cer­tain fea­tures and ser­vices or restrict your access to parts or all of the Ser­vices with­out notice or lia­bil­i­ty. While we will time­ly pro­vide notice of mod­i­fi­ca­tions, it is also your respon­si­bil­i­ty to check these Terms of Ser­vice peri­od­i­cal­ly for changes. Your con­tin­ued use of the Ser­vices fol­low­ing noti­fi­ca­tion of any changes to these Terms of Ser­vice con­sti­tutes accep­tance of those changes, which will apply to your con­tin­ued use of the Ser­vices going for­ward. Your use of the Ser­vices is sub­ject to the Terms of Ser­vice in effect at the time of such use.

15. Feed­back

We wel­come and encour­age you to pro­vide feed­back, com­ments and sug­ges­tions for improve­ments to the Ser­vices (“Feed­back”). You may sub­mit Feed­back by email­ing us at feedback@blackmanta.capital. You acknowl­edge and agree that all Feed­back will be the sole and exclu­sive prop­er­ty of us and you here­by irrev­o­ca­bly assign to us and agree to irrev­o­ca­bly assign to us all of your right, title, and inter­est in and to all Feed­back, includ­ing with­out lim­i­ta­tion all world­wide patent, copy­right, trade secret, moral and oth­er pro­pri­etary or intel­lec­tu­al prop­er­ty rights there­in. At our request and expense, you will exe­cute doc­u­ments and take such fur­ther acts as we may rea­son­ably request to assist us to acquire, per­fect, and main­tain its intel­lec­tu­al prop­er­ty rights and oth­er legal pro­tec­tions for the Feedback.

16. Email

By reg­is­ter­ing or plac­ing an order with us, you are con­sent­ing to receive E‑mails from us regard­ing your order. Addi­tion­al­ly, by reg­is­ter­ing or plac­ing an order with us, you are con­sent­ing to receive com­mer­cial E‑mail from us. If you do not wish to receive com­mer­cial E‑mail from us, you may remove your name from the E‑mail list by con­tact­ing us.

17. Mis­cel­la­neous

• Entire Agree­ment and Sev­er­abil­i­ty. These Terms of Ser­vice are the entire agree­ment between you and us with respect to the Ser­vices, includ­ing use of the Site, and super­sede all pri­or or con­tem­po­ra­ne­ous com­mu­ni­ca­tions and pro­pos­als (whether oral, writ­ten or elec­tron­ic) between you and us with respect to the Ser­vices. If any pro­vi­sion of these Terms of Ser­vice is found to be unen­force­able or invalid, that pro­vi­sion will be lim­it­ed or elim­i­nat­ed to the min­i­mum extent nec­es­sary so that these Terms of Ser­vice will oth­er­wise remain in full force and effect and enforce­able. The fail­ure of either par­ty to exer­cise in any respect any right pro­vid­ed for here­in shall not be deemed a waiv­er of any fur­ther rights hereunder.
• Force Majeure. We shall not be liable for any fail­ure to per­form our oblig­a­tions here­un­der where such fail­ure results from any cause beyond our rea­son­able con­trol, includ­ing, with­out lim­i­ta­tion, mechan­i­cal, elec­tron­ic or com­mu­ni­ca­tions fail­ure or degradation.
• These Terms of Ser­vice are per­son­al to you, and are not assign­a­ble, trans­fer­able or sub­li­cens­able by you except with our pri­or writ­ten con­sent. We may assign, trans­fer or del­e­gate any of our rights and oblig­a­tions here­un­der with­out consent.
• No agency, part­ner­ship, joint ven­ture, or employ­ment rela­tion­ship is cre­at­ed as a result of these Terms of Ser­vice and nei­ther par­ty has any author­i­ty of any kind to bind the oth­er in any respect.
• Unless oth­er­wise spec­i­fied in these Term of Ser­vice, all notices under these Terms of Ser­vice will be in writ­ing and will be deemed to have been duly giv­en when received, if per­son­al­ly deliv­ered or sent by cer­ti­fied or reg­is­tered mail, return receipt request­ed; when receipt is elec­tron­i­cal­ly con­firmed, if trans­mit­ted by fac­sim­i­le or e‑mail; or the day after it is sent, if sent for next day deliv­ery by rec­og­nized overnight deliv­ery ser­vice. Elec­tron­ic notices should be sent to feedback@blackmanta.capital.
• No Waiv­er. Our fail­ure to enforce any part of these Terms of Ser­vice shall not con­sti­tute a waiv­er of our right to lat­er enforce that or any oth­er part of these Terms of Ser­vice. Waiv­er of com­pli­ance in any par­tic­u­lar instance does not mean that we will waive com­pli­ance in the future. In order for any waiv­er of com­pli­ance with these Terms of Ser­vice to be bind­ing, we must pro­vide you with writ­ten notice of such waiv­er through one of our autho­rized representatives.
• The sec­tion and para­graph head­ings in these Terms of Ser­vice are for con­ve­nience only and shall not affect their interpretation.

You may con­tact us at the fol­low­ing address:

BMCP GmbH

Kuf­stein­er Platz 5
D‑81679 Munich

contact@blackmanta.capital

Effec­tive Date: Jan­u­ary 2023