Our Policies

Terms and Conditions

Last updated: January 11, 2023

Please read these terms and conditions carefully before using Our Service.

Interpretation

The words of which the initial letter is capitalized have meanings defined under the following conditions. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.

Definitions

For the purposes of these Terms and Conditions:

• Affiliate means an entity that controls, is controlled by, or is under common control with a party, where "control" means ownership of 50% or more of the shares, equity interest, or other securities entitled to vote for the election of directors or other managing authority.

• Account means a unique account created for You to access our Service or parts of our Service.

• Country refers to the United Arab Emirates

• Company (referred to as either "the Company", "We", "Us" or "Our" in this Agreement) refers to Blockready FZE, PO BOX 7072, UAE.

• Device means any device that can access the Service such as a computer, a cellphone, or a digital tablet.

• Feedback means feedback, innovations, or suggestions sent by You regarding the attributes, performance, or features of our Service.

• Goods refer to the items offered for sale on the Service.

• Orders mean a request by You to purchase Goods from Us.

• Promotions refer to contests, sweepstakes, or other promotions offered through the Service.

• Service refers to the Website.

• Terms and Conditions (also referred as "Terms") mean these Terms and Conditions that form the entire agreement between You and the Company regarding the use of the Service.

• Third-party Social Media Service means any services or content (including data, information, products, or services) provided by a third party that may be displayed, included, or made available by the Service.

• Website refers to Blockready, accessible from https://www.blockready.com/

• You means the individual accessing or using the Service, or the company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.

Acknowledgment

These are the Terms and Conditions governing the use of this Service and the agreement that operates between You and the Company. These Terms and Conditions set out the rights and obligations of all users regarding the use of the Service.

Your access to and use of the Service is conditioned on Your acceptance of and compliance with these Terms and Conditions. These Terms and Conditions apply to all visitors, users, and others who access or use the Service.

By accessing or using the Service You agree to be bound by these Terms and Conditions. If You disagree with any part of these Terms and Conditions then You may not access the Service.

You represent that you are over the age of 18. The Company does not permit those under 18 to use the Service.

Your access to and use of the Service is also conditioned on Your acceptance of and compliance with the Privacy Policy of the Company. Our Privacy Policy describes Our policies and procedures on the collection, use, and disclosure of Your personal information when You use the Application or the Website and tells You about Your privacy rights and how the law protects You. Please read Our Privacy Policy carefully before using Our Service.

Placing Orders for Goods

By placing an Order for Goods through the Service, You warrant that You are legally capable of entering into binding contracts.

Your Information

If You wish to place an Order for Goods available on the Service, You may be asked to supply certain information relevant to Your Order including, without limitation, Your name, Your email, Your phone number, Your credit card number, the expiration date of Your credit card, Your billing address, and Your shipping information.

You represent and warrant that: (i) You have the legal right to use any credit or debit card(s) or other payment method(s) in connection with any Order; and that (ii) the information You supply to us is true, correct and complete.

By submitting such information, You grant us the right to provide the information to payment processing third parties for purposes of facilitating the completion of Your Order.

Order Cancellation

We reserve the right to refuse or cancel Your Order at any time for certain reasons including but not limited to:

• Goods availability
• Errors in the description or prices for Goods
• Errors in Your Order

We reserve the right to refuse or cancel Your Order if fraud or an unauthorized or illegal transaction is suspected.

Your Order Cancellation Rights

Any Goods you purchase can only be returned in accordance with these Terms and Conditions and Our Returns Policy.

Our Returns Policy forms a part of these Terms and Conditions. Please read our Returns Policy to learn more about your right to cancel Your Order.

Your right to cancel an Order only applies to Goods that are returned in the same condition as You received them. You should also include all of the product instructions, documents, and wrappings. Goods that are damaged or not in the same condition as You received them or which are worn simply beyond opening the original packaging will not be refunded. You should therefore take reasonable care of the purchased Goods while they are in Your possession.

We will reimburse You no later than 14 days from the day on which We receive the returned Goods. We will use the same means of payment as You used for the Order, and You will not incur any fees for such reimbursement.

You will not have any right to cancel an Order for the supply of any of the following Goods:

• The supply of Goods made to Your specifications or clearly personalized.
• The supply of Goods which according to their nature are not suitable to be returned, deteriorate rapidly or where the date of expiry is over.
• The supply of goods that are not suitable for return due to health protection or hygiene reasons and were unsealed after delivery.
• The supply of goods which are, after delivery, according to their nature, inseparably mixed with other items.
• The supply of digital content is not supplied on a tangible medium if the performance has begun with Your prior express consent and You have acknowledged Your loss of cancellation right.

Availability, Errors and Inaccuracies

We are constantly updating Our offerings of Goods on the Service. The Goods available on Our Service may be mispriced, described inaccurately, or unavailable, and We may experience delays in updating information regarding our Goods on the Service and in Our advertising on other websites.

We cannot and do not guarantee the accuracy or completeness of any information, including prices, product images, specifications, availability, and services. We reserve the right to change or update information and to correct errors, inaccuracies, or omissions at any time without prior notice.

Prices Policy

The Company reserves the right to revise its prices at any time prior to accepting an Order.

The prices quoted may be revised by the Company subsequent to accepting an Order in the event of any occurrence affecting delivery caused by government action, variation in customs duties, increased shipping charges, higher foreign exchange costs, and any other matter beyond the control of the Company. In that event, You will have the right to cancel Your Order.

Payments

All Goods purchased are subject to a one-time payment. Payment can be made through various payment methods we have available, such as Visa, MasterCard, American Express cards, cryptocurrency, or online payment methods (PayPal, for example).

Payment cards (credit cards or debit cards) are subject to validation checks and authorization by Your card issuer. If we do not receive the required authorization, We will not be liable for any delay or non-delivery of Your Order.

Promotions

Any Promotions made available through the Service may be governed by rules that are separate from these Terms.

If You participate in any Promotions, please review the applicable rules as well as our Privacy policy. If the rules for a Promotion conflict with these Terms, the Promotion rules will apply.

User Accounts

When You create an account with Us, You must provide Us information that is accurate, complete, and current at all times. Failure to do so constitutes a breach of the Terms, which may result in immediate termination of Your account on Our Service.

You are responsible for safeguarding the password that You use to access the Service and for any activities or actions under Your password, whether Your password is with Our Service or a Third-Party Social Media Service.

You agree not to disclose Your password to any third party. You must notify Us immediately upon becoming aware of any breach of security or unauthorized use of Your account.

You may not use as a username the name of another person or entity or that is not lawfully available for use, a name or trademark that is subject to any rights of another person or entity other than You without appropriate authorization, or a name that is otherwise offensive, vulgar or obscene.

Intellectual Property

The Service and its original content (excluding Content provided by You or other users), features, and functionality are and will remain the exclusive property of the Company and its licensors.

The Service is protected by copyright, trademark, and other laws of both the Country and foreign countries.

Our trademarks and trade dress may not be used in connection with any product or service without the prior written consent of the Company.

Your Feedback to Us

You assign all rights, title, and interest in any Feedback You provide the Company. If for any reason such assignment is ineffective, You agree to grant the Company a non-exclusive, perpetual, irrevocable, royalty-free, worldwide right and license to use, reproduce, disclose, sub-license, distribute, modify and exploit such Feedback without restriction.

Links to Other Websites

Our Service may contain links to third-party websites or services that are not owned or controlled by the Company.

The Company has no control over and assumes no responsibility for, the content, privacy policies, or practices of any third-party websites or services. You further acknowledge and agree that the Company 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 web sites or services.

We strongly advise You to read the terms and conditions and privacy policies of any third-party websites or services that You visit.

Termination

We may terminate or suspend Your Account immediately, without prior notice or liability, for any reason whatsoever, including without limitation if You breach these Terms and Conditions.

Upon termination, Your right to use the Service will cease immediately. If You wish to terminate Your Account, You may simply discontinue using the Service.

Limitation of Liability

Notwithstanding any damages that You might incur, the entire liability of the Company and any of its suppliers under any provision of this Terms and Your exclusive remedy for all of the foregoing shall be limited to the amount actually paid by You through the Service or 100 USD if You haven't purchased anything through the Service.

To the maximum extent permitted by applicable law, in no event shall the Company or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever (including, but not limited to, damages for loss of profits, loss of data, or other information, for business interruption, for personal injury, loss of privacy arising out of or in any way related to the use of or inability to use the Service, third-party software and/or third-party hardware used with the Service, or otherwise in connection with any provision of this Terms), even if the Company or any supplier has been advised of the possibility of such damages and even if the remedy fails of its essential purpose.

Some states do not allow the exclusion of implied warranties or limitation of liability for incidental or consequential damages, which means that some of the above limitations may not apply. In these states, each party's liability will be limited to the greatest extent permitted by law.

"AS IS" and "AS AVAILABLE" Disclaimer

The Service is provided to You "AS IS" and "AS AVAILABLE" and with all faults and defects without warranty of any kind. To the maximum extent permitted under applicable law, the Company, on its own behalf and on behalf of its Affiliates and its and their respective licensors and service providers, expressly disclaims all warranties, whether express, implied, statutory, or otherwise, with respect to the Service, including all implied warranties of merchantability, fitness for a particular purpose, title and non-infringement, and warranties that may arise out of course of dealing, course of performance, usage or trade practice. Without limitation to the foregoing, the Company provides no warranty or undertaking, and makes no representation of any kind that the Service will meet Your requirements, achieve any intended results, be compatible or work with any other software, applications, systems or services, operate without interruption, meet any performance or reliability standards or be error-free or that any errors or defects can or will be corrected.

Without limiting the foregoing, neither the Company nor any of the company's provider makes any representation or warranty of any kind, express or implied: (i) as to the operation or availability of the Service, or the information, content, and materials or products included thereon; (ii) that the Service will be uninterrupted or error-free; (iii) as to the accuracy, reliability, or currency of any information or content provided through the Service; or (iv) that the Service, its servers, the content, or e-mails sent from or on behalf of the Company are free of viruses, scripts, trojan horses, worms, malware, timebombs or other harmful components.

Some jurisdictions do not allow the exclusion of certain types of warranties or limitations on applicable statutory rights of a consumer, so some or all of the above exclusions and limitations may not apply to You. But in such a case the exclusions and limitations set forth in this section shall be applied to the greatest extent enforceable under applicable law.

Governing Law

The laws of the Country, excluding its conflicts of law rules, shall govern this Terms and Your use of the Service. Your use of the Application may also be subject to other local, state, national, or international laws.

Disputes Resolution

If You have any concern or dispute about the Service, You agree to first try to resolve the dispute informally by contacting the Company.

For European Union (EU) Users

If You are a European Union consumer, you will benefit from any mandatory provisions of the law of the country in which you are resident.

United States Legal Compliance

You represent and warrant that (i) You are not located in a country that is subject to the United States government embargo, or that has been designated by the United States government as a "terrorist supporting" country, and (ii) You are not listed on any United States government list of prohibited or restricted parties.

Severability and Waiver

Severability

If any provision of these Terms is held to be unenforceable or invalid, such provision will be changed and interpreted to accomplish the objectives of such provision to the greatest extent possible under applicable law and the remaining provisions will continue in full force and effect.

Waiver

Except as provided herein, the failure to exercise a right or to require performance of an obligation under this Terms shall not affect a party's ability to exercise such right or require such performance at any time thereafter nor shall be the waiver of a breach constitute a waiver of any subsequent breach.

Translation Interpretation

These Terms and Conditions may have been translated if We have made them available to You on our Service. You agree that the original English text shall prevail in the case of a dispute.

Changes to These Terms and Conditions

We reserve the right, at Our sole discretion, to modify or replace these Terms at any time. If a revision is material We will make reasonable efforts to provide at least 30 days notice prior to any new terms taking effect. What constitutes a material change will be determined at Our sole discretion.

By continuing to access or use Our Service after those revisions become effective, You agree to be bound by the revised terms. If You do not agree to the new terms, in whole or in part, please stop using the website and the Service.

Contact Us

If you have any questions about these Terms and Conditions, You can contact us:

• By email: [email protected]

• By visiting this page on our website: https://www.blockready.com/contact

Disclaimers

Last updated: January 11, 2023

Interpretation

The words of which the initial letter is capitalized have meanings defined under the following conditions. The following definitions shall have the same meaning regardless of whether they appear in singular or in plural.

Definitions

For the purposes of this Disclaimer:

• Company (referred to as either "the Company", "We", "Us" or "Our" in this Disclaimer) refers to Blockready FZE, PO BOX 7072, UAE.
• Service refers to the Website.
• You means the individual accessing the Service, or the company, or other legal entity on behalf of which such individual is accessing or using the Service, as applicable.
• Website refers to Blockready, accessible from https://www.blockready.com/

Disclaimer

The information contained on the Service is for general information purposes only.

The Company assumes no responsibility for errors or omissions in the contents of the Service.

In no event shall the Company be liable for any special, direct, indirect, consequential, or incidental damages or any damages whatsoever, whether in an action of contract, negligence, or another tort, arising out of or in connection with the use of the Service or the contents of the Service. The Company reserves the right to make additions, deletions, or modifications to the contents on the Service at any time without prior notice.

The Company does not warrant that the Service is free of viruses or other harmful components.

FTC Affiliate Disclaimer

The disclosure that follows is intended to fully comply with the Federal Trade Commission's policy of the United States that requires to be transparent about any and all affiliate relations the Company may have on the Service.

You should assume that some of the links are "affiliate links", a link with a special tracking code.

This means that if You click on an affiliate link and purchase the item, the Company may receive an affiliate commission. This is a legitimate way to monetize and pay for the operation of the Service, and the Company gladly reveals its affiliate relationships to You.

The price of the item is the same whether it is an affiliate link or not. Regardless, the Company only recommends products or services the Company believes will add value to users.

Affiliate advertising programs that the Service uses are:

• Kajabi

• Binance

• Celcius Network

External Links Disclaimer

The Service may contain links to external websites that are not provided or maintained by or in any way affiliated with the Company.

Please note that the Company does not guarantee the accuracy, relevance, timeliness, or completeness of any information on these external websites.

Errors and Omissions Disclaimer

The information given by the Service is for general guidance on matters of interest only. Even if the Company takes every precaution to ensure that the content of the Service is both current and accurate, errors can occur. Plus, given the changing nature of laws, rules, and regulations, there may be delays, omissions, or inaccuracies in the information contained on the Service.

The Company is not responsible for any errors or omissions or for the results obtained from the use of this information.

Fair Use Disclaimer

The Company may use copyrighted material that has not always been specifically authorized by the copyright owner. The Company is making such material available for criticism, comment, news reporting, teaching, scholarship, or research.

The Company believes this constitutes a "fair use" of any such copyrighted material as provided for in section 107 of the United States Copyright law.

If You wish to use copyrighted material from the Service for your own purposes that go beyond fair use, You must obtain permission from the copyright owner.

Views Expressed Disclaimer

The Service may contain views and opinions which are those of the authors and do not necessarily reflect the official policy or position of any other author, agency, organization, employer, or company, including the Company.

Comments Published by users are their sole responsibility, and the users will take full responsibility, liability, and blame for any libel or litigation that results from something written in or as a direct result of something written in a comment. The Company is not liable for any comment published by users and reserves the right to delete any comment for any reason whatsoever.

No Responsibility Disclaimer

The information on the Service is provided with the understanding that the Company is not herein engaged in rendering legal, accounting, tax, or other professional advice and services. As such, it should not be used as a substitute for consultation with professional accounting, tax, legal, or other competent advisers.

In no event shall the Company or its suppliers be liable for any special, incidental, indirect, or consequential damages whatsoever arising out of or in connection with your access or use or inability to access or use the Service.

"Use at Your Own Risk" Disclaimer

All information in the Service is provided "as is", with no guarantee of completeness, accuracy, timeliness, or of the results obtained from the use of this information, and without warranty of any kind, express or implied, including, but not limited to warranties of performance, merchantability, and fitness for a particular purpose.

The Company will not be liable to You or anyone else for any decision made or action taken in reliance on the information given by the Service or for any consequential, special or similar damages, even if advised of the possibility of such damages.

Contact Us

If you have any questions about this Disclaimer, You can contact Us:

• By email: [email protected]

• By visiting this page on our website: https://www.blockready.com/contact

Affiliate Policy

Last updated: January 11, 2023

By clicking on “SignUp” (or a similar box or button) when you sign up to be a Blockready Affiliate or participate in any Affiliate Program activities, you agree to be bound by the following Affiliate Program Agreement (the “Agreement”). The Agreement is between you, as affiliate (“You” or “Affiliate”), and Block Ready (“Blockready”). Each of Affiliate and Blockready may be referred to as a “Party”, and together as the “Parties”. You can review the current version of the Agreement at any time at Blockready policies page. Blockready reserves the right to update and change the Agreement by posting updates and changes to our policies page. If a significant change is made, we will provide reasonable notice by email. You are advised to check the Agreement from time to time for any updates or changes that may impact You. Any reference to the Agreement includes any and all terms and documents incorporated by reference.

By agreeing to participate in the Affiliate Program, You agree with and accept all of the terms and conditions contained in this Agreement, and Blockready’s other policies, including but not limited to Blockready’s Terms & Conditions and Privacy Policy, all of which are included in our policies page. For the avoidance of doubt, all such Blockready Policies form part of this Agreement and are incorporated by reference.

1. Affiliate Responsibilities

1.1. Marketing Activities

1. Affiliate will bear all costs and expenses related to Affiliate’s marketing or promotion of Blockready or Affiliate’s products or services associated with Affiliate’s participation in the Affiliate Program (collectively, “Affiliate Marketing Activities”) in any area, location, territory or jurisdiction, unless otherwise determined by Blockready in its sole discretion.
2. In no event will Affiliate engage in any Affiliate Marketing Activities except as expressly set forth in this Agreement. In conducting all Affiliate Marketing Activities, Affiliate will comply with all applicable laws, rules, regulations and directives, including but not limited to those relating to email marketing and “spamming”.
3. Without limiting the generality of Section 1.1.2, Affiliate will (i) not send any email regarding Blockready to any individual or entity that has not requested such information; (ii) always include Affiliate’s contact information and “unsubscribe” information in any email regarding Blockready; and (iii) not imply that such emails are being sent on behalf of Blockready.
4. A Affiliate will not (i) engage in any fax, broadcast, telemarketing or any other offline marketing methods with respect to Blockready; (ii) use malware, spyware or any other aggressive advertising or marketing methods in any of its dealings relating to Blockready; (iii) make any false, misleading or disparaging representations or statements with respect to Blockready; (iv) solicit any of Blockready’s customers to leave Blockready; (v) copy, resemble or mirror the look and feel of Blockready’s websites, Blockready’s Trademarks (as defined below) or Blockready’s services or otherwise misrepresent Affiliate’s affiliation with Blockready; or (vi) engage in any other practices that may adversely affect the credibility or reputation of Blockready, including but not limited to, sending email communications or using any website in any manner, or having any content on any website, that (a) uses aggressive or low-quality marketing, including marketing services that are unrelated to Blockready or the Affiliate’s services; (b) promotes sexually explicit materials, violence, discrimination based on race, sex, religion, nationality, disability, sexual orientation or age, or any illegal or objectionable activities; or (c) violates any intellectual property or other proprietary rights of any third party;
5. Anything Affiliate communicates in marketing or advertising any Blockready product, service or opportunity must be true and accurate. Claims that relate to any Blockready product, service or opportunity that are untrue or fraudulent are strictly prohibited. Affiliate may not claim that any government, person, or entity endorses or supports Blockready. Affiliate may not use the intellectual property of any other person or entity in advertising any Blockready product, service or opportunity.

1.2. Compliance with Laws

In addition to, and without limiting the provisions of this Agreement, Affiliate will perform its obligations under this Agreement in accordance with the highest applicable industry standards and in compliance with all applicable laws, rules and regulations.

1.3 Unauthorized and Prohibited Activities

1. Affiliate will not promote or advertise Blockready on coupon, deal, or discount sites or on GTP/Get Paid to Click or other incentivized sites, or display any offer code on a public-facing page or through the use of a “click to display” offer code.
2. Affiliate will not use its links directly in any pay-per-click advertising;
3. Affiliate will not purchase search engine or other pay-per-click keywords (such as Google AdWords), trademarks or domain names that use the Blockready Trademarks (as defined below) or any variations or misspellings thereof that may be deceptively or confusingly similar to the Blockready Trademarks.
4. Affiliate will not create or participate in any third party networks or sub-affiliate networks without the express written permission of Blockready.
5. Affiliate will not use or encourage any means of delivering fraudulent traffic, including but not limited to use of bots or toolbar traffic, cookie stuffing, or use of false or misleading links.
6. Affiliate will not use direct linking to any page on any Blockready website, without prior written permission from Blockready.
7. Affiliate will not mask its referral sites or use deceptive redirecting links.
8. Affiliate will not disparage the products or services of any other person or entity, including without limitation the products or services of a competitor of Blockready, any other customer or partner of Blockready, or Blockready itself.

1.4. Other Affiliate Terms

1. Affiliate must have an active PayPal account in which to receive payment of any Referral Fees. If you do not currently have a PayPal account, you can sign up here https://www.paypal.com/us/home. Alternatively we can arrange payment via cryptocurrency.
2. If the Affiliate is an individual, You must be the older of (i) 18 years; or (ii) at least the age of majority in the jurisdiction where You reside and from where You carry out Affiliate activities.
3. You confirm that You are becoming a Affiliate for the purposes of carrying on a business activity and not for any personal, household or family purpose. 
4. To become a Affiliate, Affiliate must create a Affiliate Account by providing all information indicated as required. Blockready may reject an application for a Affiliate Account for any reason, in its sole discretion. Affiliate acknowledges that Blockready will use the email address provided by Affiliate as the primary method for communication. Affiliate is responsible for keeping its Affiliate Account password secure. Blockready cannot and will not be liable for any loss or damage arising from Affiliate’s failure to maintain the security of the Affiliate Account and password.
5. Affiliate acknowledges and agrees that Affiliate will be responsible for the performance of all of its obligations under the Agreement, regardless of whether it sublicenses or subcontracts any such obligations to any third party, including but not limited to any affiliates or subsidiaries of Affiliate.
6. Affiliate will promptly inform Blockready of any information known to Affiliate that could reasonably lead to a claim, demand or liability of or against Blockready by any third party.
7. Affiliate acknowledges and agrees that Blockready may amend this Agreement at any time by posting the relevant amended and restated Affiliate Program Agreement on Blockready’s website, available at Blockready policies page  and such amendments to the Agreement are effective as of the date of posting. If a significant change is made, Blockready will provide reasonable notice by email. Affiliate’s continued participation in the Blockready Affiliate Program after the amended Affiliate Program Agreement is posted to Blockready’s website constitutes Affiliate’s agreement to, and acceptance of, the amended Agreement. If Affiliate does not agree to any changes to the Agreement, Affiliate must terminate the Agreement by discontinuing its participation in the Blockready Affiliate Program.
8. Affiliate acknowledges and agrees that Affiliate’s participation in the Blockready Affiliate Program, including information transmitted to or stored by Blockready, is governed by the Blockready Policies found at Blockready policies page
9. If Affiliate’s recruiting efforts include claims related to the potential income a Blockready customer can make, or if You make reference to income You have made, or if You make reference to any lifestyle opportunities You have because of Blockready, the following guidelines must be adhered to: (a) Your statements must be completely true and accurate and supported by evidence; (b) if You use a hypothetical scenario, You must clearly label it as a hypothetical scenario; and (c) Your statements must be accompanied by the Blockready Income Disclosure Statement

2. Referral Fees

2.1. Payment of Fees

1. Upon acceptance into the Affiliate Program, You will be assigned one or more unique Affiliate URLs that You will use to advertise Blockready. When another person (a “Prospect”) clicks through that URL, a cookie (or similar tracking technology (hereinafter “Cookie”)) will be set in the Prospect’s browser. When the Prospect purchases a Blockready product by using Your Affiliate URL, the Cookie on the Prospect’s browser, corresponding to Your unique URL, registers a “Sale,” and each such account is a “Sold Account.” In the event that a Prospect has multiple Affiliate Cookies, the most recently-acquired Cookie will determine which Affiliate is credited with a Sale.
2. Subject to Affiliate’s compliance with this Agreement, You will be entitled to a referral fee for each Sold Account that generates a one time payment to Blockready or, in the case of a subscription, any payments generated monthly or annually. The referral fee amount is 25% of all fees received by Blockready for a Sold Account (the “Referral Fees”). Payments of any Referral Fees will be made on the 25th of each month following Blockready’s receipt of such payments.
3. Referral Fees are paid only for transactions that actually occur between Blockready and a Prospect. If the transaction does not actually occur, or if payment from a Sale is not actually received by Blockready, You will not be paid a Referral Fee on the transaction. If a referral does not link or attach to Your Affiliate account within 30 days from such referral’s subscribing to Blockready’s services, such referral will not be deemed Your Sold Account and You will not be entitled to any Referral Fees from such referral. In order for an account to be linked to your Affiliate account, a referral must either use your affiliate link directly or reach out to [email protected] within those first 30 days requesting to be linked.  If payment for a Sold Account later results in a refund or charge-back, and if a Referral Fee was paid to You for that Sold Account payment, then the applicable Referral Fee will be deducted from any future Referral Fees. If Blockready determines, in its reasonable discretion, that any Sale was procured fraudulently or as a result of any violation of this Agreement, in addition to Blockready’s rights under Section 3.1, no Referral Fees will be paid to You for such Sale, or if such violation or fraud is discovered by Blockready after payment, such amounts shall be deducted from any future Referral Fees.  A referral may request at any time to be removed from Your Affiliate Account and upon such request, You will no longer be entitled to receive any Referral Fees for such referral.
4. No Referral Fees will be paid on any Sold Account that is an affiliated business of the applicable Affiliate.

Affiliate Representations; Taxes

1. Affiliate hereby represents and warrants to Company that You are engaged in an independent business enterprise, and that You have complied with all business requirements necessary to operate Affiliate's business, if any, such as licensing, tax and other business operation requirements.
2. You are responsible for any and all tax liabilities, including without limitation income tax liabilities that arise from or in any way relate to any Referral Fees You receive from Blockready. Blockready may withhold tax (including without limitation VAT) where required to by applicable law. Where Blockready is required to withhold tax, Blockready will document such withholding.

2.3. Inventory Loading/Rebates

Affiliate will not be paid any Referral Fees for payments made on Your own customer Account(s). Affiliate is not permitted to open a Blockready customer account under the name of another person or entity, or under a fictitious name. Affiliate is not permitted to open a Blockready customer account under any name merely for the purpose of obtaining Referral Fees or any other compensation, including without limitation incentives or prizes that may be offered from time to time. Affiliate may not pay for another person’s account. Affiliate is not permitted to refer itself or any affiliated business. Affiliate is not permitted to offer cash rebates or other monetary incentives to actual or potential Sales. Violation of this paragraph shall constitute a material breach of this Agreement, and You agree to repay to Blockready all Referral Fees earned as a result of any such violation.

3. Termination

3.1. Termination

1. Unless otherwise specified in the Agreement, any Party may terminate this Agreement at any time, with or without cause, effective immediately upon notice to another Party.
2. Fraudulent or other unacceptable behavior by Affiliate, including breach of this Agreement or any Blockready Policies, as determined by Blockready in its sole discretion, may result in one or more of the following actions being taken by Blockready: (a) termination of Your affiliation with Blockready in its entirety and termination of all services provided to You; (b) suspension of some or all of Your privileges under the Affiliate Program; and/or (c) termination of Your Affiliate account entirely without notice to, or recourse for, You, in which case You shall forfeit all Referral Fees owed to You, either as of the date of termination or thereafter accruing.

3.2. Results of Termination

1. Upon termination of this Agreement: (a) Affiliate will immediately cease displaying any Blockready Materials (as defined below) or any Blockready Trademarks (as defined below) on any website or otherwise; and (b) all rights granted to Affiliate under this Agreement will immediately cease, including but not limited to the right of Affiliate to access the Affiliate Account and Affiliate Dashboard, or to receive any payments of Referral Fees under this Agreement, unless otherwise determined by Blockready in its sole discretion.
2. This Section 3.2 and the following Sections will survive any termination or expiration of this Agreement: Section 4.5 (Proprietary Rights of Blockready), Section 5 (Confidentiality), Section 6 (Disclaimer of Warranty), Section 7 (Limitation of Liability and Indemnification), and Section 8 (General Provisions). In addition, any provisions of this Agreement that by their nature are intended to survive, will survive termination.‍

4. Intellectual Property Rights

4.1. Blockready Materials

1. All Blockready Materials will be solely created and provided by Blockready unless otherwise agreed to by Blockready in writing in advance. Blockready will provide Affiliate with copies of, or access to, Blockready Materials. By using the Blockready Materials, You indicate Your acceptance of our usage guidelines set forth in this Agreement and You understand that a violation of these guidelines or this Agreement will result in the termination of Your license or permission to use the Blockready Materials. The Blockready Materials are provided “as is” and without warranty of any kind.
2. Affiliate may display Blockready Materials on its websites solely for the purpose of marketing and promoting Blockready and its products and services during the term of this Agreement, or until such time as Blockready may, upon reasonable prior notice, instruct Affiliate to cease displaying the Blockready Materials. Affiliate may not alter, amend, adapt or translate the Blockready Materials without Blockready’s prior written consent. Nothing contained in any Blockready Materials will in any way be deemed a representation or warranty of Blockready. The Blockready Materials will at all times be the sole and exclusive property of Blockready and no rights of ownership will at any time vest with Affiliate even in such instances where Affiliate has been authorized by Blockready to make changes or modifications to the Blockready Materials.
3. “Blockready Materials” means any marketing or promotional materials relating to Blockready or its products, including but not limited to copyrighted content, hypertext links, domain names, icons, buttons, banners, graphic files, images and the Blockready Trademarks.

4.2. Blockready Trademarks

• During the term of this Agreement, Blockready hereby grants to Affiliate a limited, revocable, non-exclusive, non-sublicensable and non-transferable license to display the Blockready Trademarks for the sole purpose of marketing and promoting Blockready and its products and services. Affiliate acknowledges and agrees that: (a) it will use Blockready’s Trademarks only as permitted under this Agreement; (b) it will use the Blockready Trademarks in a lawful manner and in strict compliance with all format(s), guidelines, standards and other requirements prescribed by Blockready in writing from time to time; (c) the Blockready Trademarks are and will remain the sole property of Blockready; (d) nothing in this Agreement will confer in Affiliate any right of ownership in the Blockready Trademarks and all use thereof by Affiliate will inure to the benefit of Blockready; (e) Affiliate will not, now or in the future, apply for or contest the validity of any Blockready Trademarks; and (f) Affiliate will not, now or in the future, apply for or use any term or mark confusingly similar to any Blockready Trademarks.
• “Blockready Trademarks” means the trademarks, logos, service marks and trade names of Block Ready, whether registered or unregistered, including but not limited to the word mark BLOCKREADY and the logo design.

4.3. Trademark Usage Guidelines

Affiliate shall only use and visually present the Blockready Trademarks as follows. Affiliate agrees that Your use of the Blockready Trademarks in violation of these guidelines will result in automatic termination of Your participation in the Affiliate Program, this Agreement, and the license and/or permission to use the Blockready Trademarks.

1. Your use must not mislead consumers as to our sponsorship of, affiliation with or endorsement of your company or your products or services.
2. The Blockready Trademarks are our exclusive property. All goodwill that results from Your use of the Blockready Trademarks will be solely to our benefit. You will not take any action that is at odds with our rights or ownership of the Blockready Trademarks.
3. The Blockready Trademarks must be used in a respectful manner. The Blockready Trademarks may not be used in a way that harms us, our products or services, or in a manner which, in our opinion, lessens or otherwise damages our reputation or the goodwill in our brand assets. You may not associate the Blockready Trademarks or any other of our brand assets with any illicit or illegal activities or use them in a way that is deceptive or harmful.
4. You may use the Blockready word mark to advertise Blockready in your non-paid advertising. Any time You use the Blockready word mark, You must do so in a way that is not likely to confuse readers or cause them to think that You are speaking for Blockready. Whether Your use of Blockready word mark is confusing will be determined by Blockready in Blockready’ sole and absolute discretion.

You must plainly display (i.e., not in a link, or in small font) the following disclaimer in any website, social media site, email, and/or other communication or media You choose to use: I am not an employee, agent or representative of Blockready. Blockready does not in any way endorse my products or services. I am an independent Blockready Affiliate and I receive referral payments from Blockready in this role. All opinions expressed herein are my own and are not official statements of Blockready or any party affiliated with Blockready.

4.4. Restrictions on Affiliate’s Use of the Blockready Trademarks

Notwithstanding Section 4.1, Affiliate will not:

1. use the Blockready Trademarks or variations or misspellings thereof in Affiliate’s business name, logo, branding, advertising, social media or domain name (including without limitation top-level domains, sub-domains and page URLs), products or services (including without limitation, in the name or design of any application or theme), unless gr
2. purchase or register search engine or other pay-per-click keywords (such as Google AdWords), trademarks, email addresses or domain names that use the Blockready Trademarks or any variations or misspellings thereof that may be deceptively or confusingly similar to the Blockready Trademarks.

4.5. Proprietary Rights of Blockready

As between Affiliate and Blockready, the Blockready Materials, Blockready Trademarks, all information relating to Blockready’s products and services, and all software, documentation, hardware, equipment, devices, templates, tools, documents, processes, methodologies, know-how, websites, and any additional intellectual or other property used by or on behalf of Blockready or otherwise related to Blockready’s services, the Affiliate Program, together with all copyrights, trademarks, patents, trade secrets and any other proprietary rights inherent therein and appurtenant thereto (collectively, “Blockready Property”) will be and remain the sole and exclusive property of Blockready. To the extent, if any, that ownership of any Blockready Property does not automatically vest in Blockready by virtue of this Agreement, or otherwise, and vests in Affiliate, Affiliate hereby transfers and assigns to Blockready, upon the creation thereof, all rights, title and interest Affiliate may have in and to such Blockready Property (and waives any and all moral rights, as applicable), including the right to sue and recover for past, present and future violations thereof.

5. Confidentiality

5.1 Definition

“Confidential Information” will include, but will not be limited to, any and all information associated with a Party’s business and not publicly known, including specific business information, technical processes and formulas, software, customer lists, prospective customer lists, names, addresses and other information regarding customers and prospective customers, product designs, sales, costs (including any relevant processing fees), price lists, and other unpublished financial information, business plans and marketing data, and any other confidential and proprietary information, whether or not marked as confidential or proprietary. For the avoidance of doubt, as between Blockready and Affiliate, any information related to a Blockready customer or other partner is the Confidential Information of Blockready.

5.2 Covenants

Each Party agrees to use the other Party’s’ Confidential Information solely as necessary for performing its obligations under this Agreement and in accordance with any other obligations in this Agreement including this Section 5. Each Party agrees that it will take all reasonable steps, at least substantially equivalent to the steps it takes to protect its own proprietary information, to prevent the duplication, disclosure or use of any such Confidential Information, other than (i) by or to its employees, agents and subcontractors who must have access to such Confidential Information to perform such Party’s obligations under this Agreement, who each will treat such Confidential Information as provided in this Agreement, and who are each subject to obligations of confidentiality to such Party that are at least as stringent as those contained in this Agreement; or (ii) as required by any law, regulation, or order of any court of proper jurisdiction over the Parties and the subject matter contained in this Agreement, provided that, if legally permitted, the receiving Party will give the disclosing Party prompt written notice and use commercially reasonable efforts to ensure that such disclosure is accorded confidential treatment. Confidential Information will not include any information that the receiving Party can prove: (A) was already in the public domain, or was already known by or in the possession of the receiving Party, at the time of disclosure of such information; (B) is independently developed by the receiving Party without use of or reference to the other Party’s/ies’ Confidential Information, and without breaching any provisions of this Agreement; or (C) is thereafter rightly obtained by the receiving Party from a source other than the disclosing Party without breaching any provision of this Agreement.

‍6. Disclaimer of Warranty

The Blockready Affiliate Program, the Blockready products and services, the Blockready Trademarks, and the Blockready Materials are provided “as-is”. Blockready makes no warranties under this Agreement, and Blockready expressly disclaims all warranties, express or implied, including, but not limited to, warranties of merchantability, non-infringement or fitness for a particular purpose. Without limiting the foregoing, Blockready further disclaims all representations and warranties, express or implied, that the Blockready products and services, the Blockready Trademarks, or the Blockready Materials satisfy all of Affiliate’s requirements and or will be uninterrupted, error-free or free from harmful components.‍

7. Limitation of Liability and Indemnification

7.1. Limitation of Liability

Blockready will have no liability with respect to the Blockready Affiliate Program, the Blockready products and services, the Blockready Trademarks, the Blockready Materials or Blockready’s obligations under this Agreement or otherwise for any direct, indirect, incidental, special, consequential or exemplary damages, including but not limited to, damages for losses of profits, goodwill, use, data or other intangible losses resulting in any way from Blockready’s products and services, the Blockready Trademarks, the Blockready Materials or Affiliate’s participation or inability to participate in the Blockready Affiliate Program, even if Blockready has been advised of the possibility of such damages. In any event, Blockready’s liability to Affiliate under this Agreement for any reason will be limited to the Referral Fees paid to Affiliate by Blockready during the six (6) month period immediately preceding the event giving rise to the claim for damages. This limitation applies to all causes of action in the aggregate, including, but not limited to, breach of contract, breach of warranty, negligence, strict liability, misrepresentations, and other torts. The foregoing limitations will apply to the fullest extent permitted by applicable law.

7.2. Affiliate Indemnification‍

Affiliate agrees to indemnify, defend and hold harmless Blockready and the directors, managers, officers, owners, employees, subcontractors and agents thereof (each, an “Indemnified Party”, and collectively, the “Indemnified Parties”), with respect to any claim, demand, cause of action, debt or liability, including reasonable attorneys’ fees (collectively, “claims”), to the extent that such claim is based upon or arises out of: (a) Affiliate’s breach of any representation, warranty, obligation or covenant under this Agreement; (b) Affiliate’s negligence or wilful misconduct; (c) any warranty, condition, representation, indemnity or guarantee relating to Blockready granted by Affiliate to any third party; (d) Affiliate’s breach of any term of this Agreement or the Blockready Policies (including any documents it incorporates by reference); (e) any third party claim that Affiliate’s products or services infringes the intellectual property or other rights of a third party; (f) Affiliate’s taxes, including any audits or penalties related thereto; (g) the performance, non-performance or improper performance of the Affiliate’s products or services; and (h) Affiliate’s non-compliance or violation of any applicable laws, rules or regulations

7.3. Notice of Indemnification

In claiming any indemnification under this Agreement, the Indemnified Party will promptly provide Affiliate with written notice of any claim that the Indemnified Party believes falls within the scope of the indemnifications provided under this Agreement. The Indemnified Party may, at its own expense, assist in the defense if it so chooses, provided that Affiliate will control such defense and all negotiations relative to the settlement of any such claim and further provided that in settling any claim the Affiliate will not make any admission on behalf of the Indemnified Party or agree to any terms or conditions that do or reasonably could result in any admission by, or the imposition of any liability upon, the Indemnified Party without the prior written approval of the Indemnified Party.‍

8. General provisions

8.1. Force Majeure

Blockready will not be liable for any delay or failure to perform any obligation under this Agreement where the delay or failure results from any cause beyond our reasonable control including acts of God, labor disputes or other industrial disturbances, pandemics, electrical or power outages, utilities or other telecommunications failures, earthquake, storms or other elements of nature, blockages, embargoes, riots, acts or orders of government, acts of terrorism, or war.

8.2. Independent Contractors

The Parties to this Agreement are independent contractors. Neither Party is an agent, employee, representative or related entity of the other Party. Neither Blockready nor the Affiliate will have any right, power or authority to enter into any agreement for, or on behalf of, or incur any obligation or liability of, or otherwise bind, the other Party. This Agreement will not be interpreted or construed to create an association, agency, joint venture or partnership between the Parties or to impose any liability attributable to such a relationship upon either Party.

8.3. Non-Exclusivity

Nothing in this Agreement is intended to create, nor will it be construed as creating, any exclusive arrangement between the Parties to this Agreement. This Agreement will not restrict either Party from entering into similar arrangements with others, provided it does not breach its obligations under this Agreement by doing so, including without limitation, any confidentiality obligations.

8.4. Notice

Any notice, approval, request, authorization, direction or other communication under this Agreement will be given in writing and will be deemed to have been delivered and given for all purposes on the delivery date if delivered by email to Affiliate’s email address listed in the Affiliate Account, and to [email protected]. Notice will be sent to the Affiliate at the address provided in the Affiliate Account.

8.5. No Waiver

The failure of any Party to insist upon or enforce strict performance by another Party of any provision of this Agreement or to exercise any right under this Agreement will not be construed as a waiver or relinquishment to any extent of such Party’s right to assert or rely upon any such provision or right in that or any other instance; rather, the same will be and remain in full force and effect. Each waiver will be set forth in a written instrument signed by the waiving Party.

8.6. Entire Agreement

This Agreement, including all Blockready Policies listed on Blockready policies page, any completed application form and all guidelines and other documents linked or otherwise incorporated or referenced in this Agreement, sets forth the entire agreement and supersedes any and all prior agreements, written or oral, of the Parties with respect to the subject matter hereof (including, but not limited to, any prior version of this Agreement). Neither Blockready nor the Affiliate will be bound by, and each Party specifically objects to, any term, condition or other provision that is different from or in addition to the provisions of this Agreement (whether or not it would materially alter this Agreement) and which is proffered by another Party in any correspondence or other document, unless the Party to be bound thereby specifically agrees to such provision in writing.

8.7. Assignment

All the terms and provisions of this Agreement will be binding upon and inure to the benefit of the Parties to this Agreement and to their respective heirs, successors, permitted assigns and legal representatives. Blockready will be permitted to assign this Agreement without notice to or consent from Affiliate. Affiliate will have no right to assign or otherwise transfer this Agreement, or any of its rights or obligations under this Agreement, to any third party without Blockready’s prior written consent, to be given or withheld in Blockready’s sole discretion.

8.8. Applicable Laws

This Agreement will be governed by and interpreted in accordance with the laws of the United Arab Emirates, without regard to principles of conflicts of laws. The United Nations Convention on Contracts for the International Sale of Goods will not apply to this Agreement and is hereby expressly excluded. The parties irrevocably and unconditionally submit to the exclusive jurisdiction of the courts of Dubai, UAE and appellate courts having jurisdiction of appeals from such courts with respect to any dispute or claim arising out of or in connection with this Agreement.

8.9. Competitive or Similar Materials

Blockready is not precluded from discussing, reviewing, developing for itself, having developed, acquiring, licensing or developing for or by third parties, as well as marketing and distributing materials, products or services that are competitive with Affiliate’s products or services, provided that Blockready does not use Affiliate’s Confidential Information in so doing.

8.10. Modifications to this Agreement

Blockready may modify this Agreement (including any Blockready Policies) at any time by posting a revised version on the Blockready website or by otherwise notifying Affiliate in accordance with Section 8.4. By continuing to participate in the Affiliate Program after the effective date of any modifications to this Agreement, Affiliate agrees to be bound by the modified terms.  It is Your responsibility to check the Blockready website regularly for modifications to this Agreement.  We last modified this Agreement on the date listed on the start of this Agreement.

8.11. Language

All communications and notices made or given pursuant to this Agreement must be in the English language. If we provide a translation of the English language version of this Agreement, the English language version of the Agreement will control if there is any conflict.

8.12. Non-exclusive remedies

In the event of any breach or threatened breach by Affiliate of any provision of this Agreement, in addition to all other rights and remedies available to Blockready under this Agreement and under applicable law, Blockready will have the right to (a) immediately enjoin all such activity, without the necessity of showing damages or posting bond or other security; (b) immediately terminate this Agreement and Affiliate’s access to the Affiliate Program; (c) receive a prompt refund of all amounts paid to Affiliate under this Agreement;and (d) be indemnified for any losses, damages or liability incurred by Blockready in connection with such violation, in accordance with the provisions of Section 7.

8.12. Severability

If any provision of this Agreement is, for any reason, held to be invalid, illegal or unenforceable in any respect, then such invalidity, illegality or unenforceability will not affect any other provision of the Agreement, and the Agreement will be construed as if such invalid, illegal or unenforceable provision had never been contained within the Agreement.

8.13  Blockready’s Right to Monitor‍

Blockready has the right, but not the obligation, to monitor or investigate any Affiliate website and Your use of Blockready’s products or services at any time for compliance with this Agreement or the Blockready Policies.  Our determination of whether a violation of any of these terms has occurred will be final and binding and any action taken with respect to enforcing this Agreement or any other terms, including taking no action at all, will be at our sole discretion.