“The terms and conditions of use set forth below apply to this [website/blog] (collectively, the “Site/Blog”). Please read these terms and conditions carefully before using the Site/Blog. By using this Site/Blog, you acknowledge that you have read, understood and agreed to the terms and conditions of use. If you do not agree to these terms and conditions of use, you may not access or use the Site/Blog. Bit Digital, Inc., its subsidiaries and their respective affiliates (collectively referred to as the “Company,” “us,” “we” or “our”) reserves the right, at our discretion, to change, modify, add or remove portions of these terms at any time. Therefore, we suggest that you review these terms periodically for changes. By using our Site/Blog after we have posted changes to these terms and conditions of use, you are agreeing to be bound by these terms.
Jurisdictional Considerations
Users of this Site/Blog are responsible for observing all applicable laws and regulations in their relevant jurisdictions before proceeding to access the information contained herein. The information provided in or accessible through the Site/Blog is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject the Company to any registration or other requirement within such jurisdiction or country. The Company reserves the right to limit access to the Site/Blog to any person, geographic region or jurisdiction. By proceeding to access the information, you are deemed to have represented and warranted that the applicable laws and regulations of your relevant jurisdiction allow you to do so.
No Offer, Recommendation or Solicitation Disclaimer
None of the information contained on this Site/Blog constitutes a recommendation, solicitation or offer by the Company or its affiliates to buy or sell any securities, futures, options or other financial instruments or provide any investment advice or service.
Without limiting the generality of the foregoing, no information contained on this Site/Blog constitutes or would be deemed to constitute an invitation in any jurisdiction to invest or otherwise deal in the shares or any securities (“Securities”) of the Company. None of the information contained in this Site/Blog constitutes an offer to sell, or a solicitation of an offer to buy or subscribe for, any Securities or other securities in the United States or in any other jurisdiction, nor shall it, or the fact of its distribution, form the basis of, or be relied upon, in connection with or act as an inducement to enter into any contract or commitment therefor.
Securities may not be purchased by an “employee benefit plan” within the meaning of the U.S. Employee Retirement Income Security Act of 1974, as amended (“ERISA”), including (i) an investor using assets of: i. an “employee benefit plan” as defined in Section 3(3) of ERISA that is subject to Title I of ERISA; ii. a “plan” as defined in Section 4975 of the U.S. Internal Revenue Code, as amended (the “IRC”), including an individual retirement account or other arrangement that is subject to Section 4975 of the IRC; or iii. an entity which is deemed to hold the assets of any of the foregoing types of plans, accounts or arrangements that is subject to Title I of ERISA or Section 4975 of the IRC.
Neither the Company nor any of its affiliates is, or expects to be, registered as an investment company under the U.S. Investment Company Act of 1940, as amended (the “Investment Company Act”), and investors will not be entitled to the benefits of the Investment Company Act.
The Company is an exempted company under the Companies Act (as amended) of the Cayman Islands. Neither the Cayman Islands Monetary Authority, the U.S. Securities and Exchange Commission, any securities administrator under any U.S. state securities laws, nor any other governmental authority or self-regulatory authority in the Cayman Islands, the United States or elsewhere has commented upon or approved the terms or merits of this disclaimer and takes no responsibility for the financial soundness of the Company or for the correctness of any of the statements made or opinions expressed with regard to it. Any representation to the contrary is a criminal offense in the United States.
Risk of Investing
All investment is subject to risk. The value of securities, including Securities in the Company, may go down as well as up. Past performance is no guarantee of future returns and there is no guarantee that the market price of Securities in the Company or other securities will fully reflect their underlying net asset value. There is also no guarantee that the Company’s or other securities’ investment objective will be achieved.
The information contained in this Site/Blog has been prepared without reference to any particular user’s investment requirements or financial situation. Certain transactions give rise to substantial risk and are not suitable for all investors.
Prior to the execution of any transaction, you should consult your business advisor, attorney and tax and accounting advisors with respect to the price, suitability, value, risk or other aspects of any security or other investment.
Pricing and other information generated through the use of data or services made available herein may not reflect actual prices or values that would be available in the market at the time provided or at the time that the user may want to purchase or sell a particular security or other instrument.
Certain statements on the Site/Blog reflect the Company’s views, estimates, opinions or predictions (which may be based on proprietary models and assumptions, including, in particular, the Company’s views on the current and future market for digital assets), and there is no guarantee that these views, estimates, opinions or predictions are currently accurate or that they will be ultimately realized. To the extent these assumptions or models are not correct or circumstances change, the actual performance of the Company and its subsidiaries may vary substantially from, and be less than, the estimated performance. None of the Company nor any of its respective affiliates, shareholders, partners, members, directors, officers, management, employees or representatives makes any representation or warranty, express or implied, as to the accuracy or completeness of any of the information on this Site/Blog. Each of the aforementioned parties expressly disclaims any and all liability relating to or resulting from the use of the information on this Site/Blog.
Forward-Looking Statements
Nothing in this Site/Blog is, or should be relied on as, a promise or representation as to the future. This Site/Blog contains forward-looking statements, which reflect the views of the Company or any of their respective affiliates with respect to, among other things, the Company’s operations. Investors can identify these forward-looking statements by the use of words such as “believe”, “expect”, “potential”, “continue”, “may”, “will”, “should”, “seek”, “approximately”, “predict”, “intend”, “plan”, “estimate”, “anticipate” or other comparable words. These forward-looking statements are subject to various risks, uncertainties and assumptions. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements, many of which are included in the Company’s risk factors in its filings available on www.bit-digital.com and the Investor Relations section of this Site/Blog. Should any assumptions underlying the forward-looking statements contained on this Site/Blog prove to be incorrect, the actual outcome or results may differ materially from outcomes or results projected in these statements. None of the Company or any of their respective affiliates undertakes any obligation to update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as required by applicable law or regulation.
Governing Law and Consent to Jurisdiction
These terms and your use of the Site/Blog shall be governed by the laws of the United States of America and the State of New York without regard to its conflicts of laws principles. Any legal action or proceeding related to this Site/Blog shall be brought exclusively in a federal or state court of competent jurisdiction sitting in New York.
No Reliance Disclaimer
Although the Company has taken all reasonable care to ensure that the information contained within this Site/Blog is accurate no representation or warranty (including liability towards third parties), expressed or implied, is made as to its accuracy, reliability or completeness by the Company. Opinions and any other contents expressed on this Site/Blog are provided for your personal use and informational purposes only and are subject to change without notice. Nothing contained on this Site/Blog constitutes investment, legal, tax or other advice and is not to be relied on in making an investment or other decision. You should obtain relevant and specific professional advice before making any investment decision.
No Warranty Disclaimer
The materials in the Site/Blog are provided “AS IS” and without warranties of any kind, either express or implied, to the fullest extent permissible pursuant to applicable law. The Company further does not assume any responsibility for, nor make any warranties that, information and supplies contained on this Site/Blog will be uninterrupted or error-free, that defects will be corrected, or that this Site/Blog or the servers that make it available will be free of viruses or other harmful components.
Liability Waiver
You agree that under no circumstances, including, but not limited to, negligence, shall Galaxy Digital or any third party that has provided information contained in this Site/Blog or any of their respective affiliates be liable for any direct, special or consequential damages that result from the access or use of, or the inability to access or use, the materials on this Site/Blog.
Linked Websites
This Site/Blog may provide links to other websites that we think might be of interest to our users. Please note that when you click on one of these links, you may be moving to another provider’s website. These linked sites and their providers are not controlled by us, and we are not responsible for the contents or the proper operation of any linked site. The inclusion of any link does not imply our endorsement or our adoption of the statements therein. We encourage you to read the terms of use and privacy statements of these linked sites as their policies may differ from ours.
Other
If any provision of these terms shall be deemed unlawful, void or for any reason unenforceable, then that provision shall be deemed severable from these terms and shall not affect the validity and enforceability of any remaining provisions. The Company reserves the right to alter or delete materials from this Site/Blog at any time at its discretion.
Proprietary Rights
Unless otherwise expressly noted, all information and materials, including, without limitation, images, illustrations, designs, icons, photographs, video clips, and written and other materials, that are part of the Site/Blog are copyrights, trademarks, service marks, trade names, trade dress and/or other intellectual property owned, controlled or licensed by the Company. No material from the Site/Blog may be copied, reproduced, republished, uploaded, posted, transmitted or distributed in any way; provided, however, that you may download, where specifically permitted, one copy of the materials on any single computer for your personal, non-commercial use only, provided you keep intact and properly display all copyright and other proprietary notices. You may not distribute, modify, transmit, reuse, repost, or use the content of the Site/Blog, including, without limitation, any text, images, audio and video, for public or commercial purposes without the Company’s written permission. Modification or use of the information or materials for any other purpose will violate the copyright and/or intellectual property rights of the Company. The Company will not treat users of this Site/Blog as its clients by virtue of their accessing this Site/Blog.
U.S. Patriot Act Notice
The U.S. Patriot Act and other applicable rules and regulations, require us to obtain, verify, and record information to identify each entity or individual that enters into a business relationship with us. We may ask for your address, identification number, corporate documents or other identifying information to help us verify your identity. We may use a third party source to confirm the information you provide us.
