TERMS & CONDITIONS

The following Terms and Conditions ("Terms") govern the use of the services provided by BTC Consultants, LLC ("Company", "we", "us", "our"). We offer a comprehensive array of bitcoin-related services aimed at fostering a functional understanding of bitcoin and utilization of best-practice operational security. Our services include, but are not limited to (1) acquisition, consultation, and assembly of critical infrastructure; (2) detailed training on best-practice operational security; (3) consultation on integration with legacy systems including financial, tax, and estate planning, as well as trust agreements; and (4) IT support. The decision to engage with our services indicates an acknowledgement and acceptance of these Terms. By availing of our services, clients commit to adhering to these Terms, which form a binding contractual agreement between the client and BTC Consultants, LLC.

NON-FINANCIAL PROVIDER DISCLAIMER

BTC Consultants, LLC operates as a technical consul and does not engage in any financial activities, including but not limited to handling, managing, or investing client funds. Our services are strictly limited to providing technical consultation and assembly of publicly available open-source solutions obtainable from reputable vendors. We explicitly state that we do not hold, control, or have access to client funds or financial assets. Our role is solely as consul, and we do not act as custodians or intermediaries for any financial transactions. We do not provide financial advice or investment recommendations. Clients are solely responsible for managing their own funds, including the selection of wallets, storage methods, and security measures. We strongly encourage clients to conduct thorough research and seek advice from qualified financial professionals before making any financial decisions.

BTC Consultants, LLC is not a financial institution, bank, or licensed financial service provider. We do not offer banking services, investment products, or any form of financial intermediation. We do not guarantee any specific financial outcomes or investment returns. BTC Consultants, LLC does not and cannot sell, hold, invest, send or receive money or cause or effect any digital or virtual currency or asset transaction.

By using the services of BTC Consultants, LLC in any manner or capacity, clients acknowledge and agree that BTC Consultants, LLC is not in the business of providing financial, legal, tax, accounting, or investment advice or services, none of the services are intended to provide or contain any such advice or services, and any and all services are provided for informational purposes only. Clients further agree upon using our services in any manner or capacity to indemnify and hold harmless BTC Consultants, LLC, its affiliates, partners, and employees from any claims, losses, damages, liabilities, or expenses arising from or related to their financial decision, actions, or transactions.

SERVICES

Engagement with BTC Consultants, LLC’s services is subject to the following conditions aimed at ensuring a productive and respectful utilization of both our time and resources. Client adherence to these guidelines helps us maintain the high standard of service BTC Consultants, LLC is committed to providing for all its clients. BTC Consultants, LLC offers a comprehensive array of operational security services, including, but not limited to:

(a)   consultation on operational security for hardware and software technologies;

(b)   consultation on the integration of technologies with legacy system procedures, including financial, estate, and tax planning as well as trust agreements;

(c)   hosting services for critical information and infrastructure in relation to operational security; and

(d)   assembly services for critical information and infrastructure in relation to operational security.

BTC Consultants, LLC is dedicated to offering insights on best-practice for operational security. Please note that BTC Consultants, LLC does not directly offer financial, legal, or tax services. For financial, legal or tax advice, we recommend consulting with a professional advisor before taking any action.

ELIGIBILITY

The services of BTC Consultants, LLC are available only to individuals, businesses, and organizations that can form legally binding contracts under applicable law.

To avail our services, clients of BTC Consultants, LLC must be at least 18 years old, or the age of majority in their jurisdiction. If prospective clients are under the age of 18 or the age of majority in their jurisdiction, the prospective client must not use our services unless supervised by a parent or legal guardian who agrees to be bound by these Terms.

If prospective clients are registering as a business or an organization, the prospective clients represent and warrant that they are authorized to bind that entity to these Terms and that they are in good standing under the laws of jurisdiction in which your business or organization is established.

Prospective clients must not be in violation of any laws or regulations applicable to the prospective client or engage in activities that are prohibited by such laws or regulations. This includes, but is not limited to, compliance with tax laws and anti-money laundering laws.

Prospective clients acknowledge that they are financially responsible for all uses of our services under their name or account. Prospective clients also represent and warrant that all information provided to us is accurate, current, and complete, and that active clients will promptly update any changes to this information.

Prospective clients confirm that they have the necessary technological capacity, including but not limited to an adequate internet connection and computational device to avail of our services.

By using our services, prospective clients represent and warrant that they meet all of the above eligibility requirements. If prospective clients do not meet these requirements, they must not access or use our services. We may, in our sole discretion, refuse to offer our services to any person or entity and change our eligibility criteria at any time.

FEES AND PAYMENTS

The current fee structure at BTC Consultants, LLC is crafted for utmost transparency and fairness. Our services are currently offered on a value-for-value basis: clients agree to compensate the services of BTC Consultants, LLC post hoc the amount to which they believe the service is worth. Clients agree to compensate BTC Consultants, LLC in full for the acquisition of critical infrastructure undertaken on behalf of the client.

Fees for our services are directly communicated to our clients before we initiate any service. The cost may vary depending on the service’s nature, complexity, and duration. A quotation or estimate will be provided before work begins, and we will not exceed this estimate without the explicit consent of our clients.

Fees must be settled in advance unless a different arrangement is documented in writing and held and agreed to by both parties. Our clients hold the responsibility for timely payment of all fees and any taxes incurred through our services, using an accepted method of payment.

If for any reason we are unable to provide the agreed-upon services, we will issue a refund of the fees paid. If the client decides to end or stop using our services, BTC Consultants, LLC does not offer refunds. Once the service has been initiated or utilized in any capacity, the client is responsible for the full payment of the service.

We reserve the right to alter our fees at our discretion. Should there be any changes, we will ensure that clients receive reasonable notice by direct notification. By continuing to utilize our services after such changes, our clients accept the revised fee structure.

Should any fees not be received by the due date, we reserve the right to (a) charge late interest on the outstanding balance at a rate of 1.5% per month, or the maximum rate permissible by law, from the due date until payment is made, and/or (b) require future service renewals and confirmations to adhere to alternative payment terms.

In the event of a default by our clients, those clients agree to cover all reasonable attorney’s fees and collection costs permitted by law.

CONFIDENTIALITY

This Confidentiality clause sets forth the obligations of both parties in respect to the use and protection of such information. For the purpose of these Terms, “Confidential Information” refers to any data or information, oral or written, treated as confidential that relates to either party’s business, research, development, technology, services, or business relationships, regardless of whether it is marked as ‘confidential’ or ‘proprietary’.

Both parties agree to hold each other’s Confidential Information in strict confidence. The parties agree not to make each other’s Confidential Information available in any form to any third party or to use each other’s Confidential Information for any purpose other than as specified in these Terms.

Confidential Information shall not include information that: (a) is or becomes documented in public record; (b) the receiving party can demonstrate was already lawfully in its possession prior to disclosure; (c) is independently developed by the receiving party without the use of any Confidential Information; or (d) is lawfully obtained from a third party who has the right to make such a disclosure.

If either party is required by law, regulation, or court order to disclose any of the other party’s Confidential Information, it will promptly notify the other party in writing prior to making any such disclosure, to allow the other party to seek a protective order or other appropriate remedy.

Upon termination of these Terms, or upon request of the disclosing party, the receiving party agrees to return all Confidential Information received from the disclosing party, or to destroy all physical and electronic copies thereof, and to certify in writing that it has done so.

This Confidentiality clause shall survive the termination or expiration of these Terms and continue in effect until all Confidential Information disclosed hereunder becomes publicly known and made generally available through no action or inaction of the receiving party.

Any breach of the Confidentiality clause by the receiving party may result in immediate termination of these Terms and potential legal action.

LIMITATIONS OF LIABILITY

To the maximum extent permitted by applicable law, in no event shall BTC Consultants, LLC, its affiliates, or any of its respective members be liable for any direct, indirect, consequential, or incidental damages arising out of or related to the use of or inability to use our services, even if advised of the possibility of such 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, misrepresentation, and other torts.

Nothing in these Terms shall be interpreted to limit liability for death or personal injury caused by our negligence or for fraudulent misrepresentation, or for any other liability that cannot be excluded by law.

We may provide links to third party websites or services, or cooperate with third parties to offer combined services. We are not responsible for the content, terms, or privacy practices of those third parties. We do not endorse or assume any responsibility for any such third party sites, information, materials, products, or services.

Our clients understand and agree that they use our services at their own discretion and risk, and that they are solely responsible for any personal injury, death, damage to their property, or third party claims that result from the use of our services.

To the extent permitted by law, in no event shall our aggregate liability for any and all claims arising out of or related to these Terms or the use of our services by our clients exceed the total amount of fees, if any, paid by you for using our services during the six months prior to the bringing of the claim.

By agreeing to these Terms, you acknowledge and agree to this limitation of liability.

INDEMNIFICATION

This section outlines the responsibility of our clients to protect BTC Consultants, LLC from legal harm that might arise from their use of our services or violation of these Terms.

BTC Consultants, LLC’s clients agree to indemnify, defend, and hold harmless BTC Consultants, LLC, its parent companies, subsidiaries, affiliates, partners, and their respective officers, directors, employees, and agents (collectively, the "Indemnified Parties") from and against any and all claims, damages, losses, liabilities, costs, expenses, or demands (including reasonable attorneys' fees and costs), incurred or sustained by them due to or arising out of:

a) the use of our services;

b) the violation of any provision of these Terms;

c) the violation of any law or the rights of a third party;

d) any dispute or issue between our clients and any third party;

e) the willful misconduct of our clients.

BTC Consultants, LLC reserves the right, at the expense of our clients, to assume the exclusive defense and control of any matter subject to indemnification by you. Our clients agree to cooperate with our defense of such claims. Clients may not settle any claim covered by this Indemnification clause without the prior written consent of BTC Consultants, LLC.

‍This Indemnification clause will survive the termination or expiration of these Terms and the use of our services by our clients.

Our clients agree to use best efforts to prevent or mitigate any such damages, losses, costs, or expenses.

‍By agreeing to these Terms, our clients affirm their understanding and commitment to this indemnification obligation. Any failure by a client to comply with this clause could result in termination of that client’s access to our services and legal action.

‍

CHANGES TO TERMS

We reserve the right, at our sole discretion, to modify or replace these Terms at any time. If a revision is material, as determined solely by us, we will use reasonable efforts to provide at least 30 days' notice prior to any new terms taking effect.

Changes will be communicated to our clients by means that we deem to be reasonable. These means may include, but are not limited to, posting on our website, email notifications, written notice by mail, facsimile machine, or other electronic communications. It is the responsibility of our clients to regularly check our website, their mailbox, facsimile machine, or provided email address for any such notifications.

By continuing to access or use our services after any revisions become effective, our clients agree to be bound by the revised Terms. If prospective clients do not agree to the new Terms, they are no longer authorized to use our services, and should discontinue use immediately.

Each version of these Terms will indicate at the top of the page the date when they were last revised. We will also keep prior versions of these Terms in an archive for review by our clients upon their request.

If prospective or active clients have any questions about these Terms or any changes made, please contact us for clarification.

Please note that these Terms govern the contractual relationship between our clients and BTC Consultants, LLC and the acceptance of these Terms by prospective and active clients is required if they wish to use our services. If a prospective or active client does not agree to these Terms, they should discontinue use of our services immediately.

GOVERNING LAW

This section specifies the laws and courts that will be applied in case of any disputes or legal proceedings.

These Terms and any dispute or claim arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the laws of the jurisdiction in which BTC Consultants, LLC is established, without giving effect to any choice or conflict of law provision or rule that would cause the application of the laws of any jurisdiction other than the one in which BTC Consultants, LLC is established.

Our clients agree to submit to the personal and exclusive jurisdiction of the courts located within the jurisdiction in which BTC Consultants, LLC is established, for the purpose of litigating all such disputes or claims. This includes any actions for which we retain the right to seek injunctive or other equitable relief in a court of competent jurisdiction.

Our clients acknowledge and agree that in the event of a breach or threatened violation of our intellectual property rights and confidential and proprietary information by a client, we will suffer irreparable harm and will therefore be entitled to injunctive relief to enforce these Terms.

To the fullest extent permitted by applicable law, our clients hereby waive their right to a jury trial of any claim or cause of action related to or arising out of these Terms. The scope of this waiver is intended to be all-encompassing of any and all disputes that may be filed in any court.

This Governing Law and Jurisdiction clause shall survive any termination or expiration of these Terms.

The acceptances of these Terms by our clients constitute an agreement to and acceptance of the jurisdiction and choice of law provisions. This agreement to jurisdiction and choice of law is without prejudice to any rights that may lawfully apply to our clients under their own national laws.

TERMINATION

We reserve the right, at our sole discretion, to terminate a client’s access to and use of our services at any time, for any reason, and without prior notice. This could include situations where we suspect a client has breached these Terms, violated any applicable laws or regulations, or if a client’s use of our services could harm BTC Consultants, LLC, our affiliates, or any user.

Upon termination, the right to use our services by a terminated client will immediately cease, and all rights and licenses granted to the terminated client under these Terms will be revoked. The terminated client will no longer have access to any data or information related to our services, and we are under no obligation to maintain or provide the terminated client with any data or information that they may have used or created while using our services.

Termination will not affect any rights or obligations that were incurred prior to termination. Any provision of these Terms that by its nature should survive termination, such as but not limited to provisions related to Intellectual Property, Confidentiality, Limitation of Liability, Indemnification, Governing Law and Jurisdiction, and Severability, will continue to be effective post-termination.

While we will endeavor to provide our clients with notice of termination where feasible, we reserve the right to terminate a client’s access to our services without prior notice.

DISCLAIMER OF WARRANTIES

Our services are provided "as is" and "as available", without any warranties of any kind, either express or implied. We do not promise that our services will be uninterrupted, error-free, secure, or available at all times.

We expressly disclaim all warranties, whether express or implied, including but not limited to the implied warranties of merchantability, fitness for a particular purpose, title, and non-infringement. We do not guarantee that the services will meet the requirements or expectations of our clients.

We make no warranties or representations about the quality, safety, or legality of any third-party content, products, or services that are advertised or offered by third parties through our services or any website our clients can link to from our services.

The use of our services by our clients is entirely at their own risk. We will not be responsible for any harm to a client’s computer system, loss of data, or other harm that results from the access to or use of our services.

PRIVACY POLICY

BTC Consultants, LLC prioritizes the privacy of our clients. While we may collect personal information from our clients, all entities which avail our services are not required to use their real name or a personal identifying email address. BTC Consultants, LLC collects personal information that our clients voluntarily provide to us, including, but not limited to, name, email address, phone number, and any other contact or identifying details that our clients directly provide. All personal information that BTC Consultants, LLC’s clients directly provide is exclusively utilized for communications between BTC Consultants, LLC and its clients to provide optimal service.

DISPUTE RESOLUTION & ARBITRATION

BTC Consultants, LLC encourages its clients to contact us if they have an issue. If a dispute arises between a client and BTC Consultants, LLC, our goal is to provide them with a neutral and cost-effective means of resolving the dispute quickly. Accordingly, our clients agree that we will resolve any claim or controversy at law or equity that arises out of this Agreement or our services (a "Claim") in accordance with this section.

Except for claims for injunctive or equitable relief or claims regarding intellectual property rights (which may be brought in any competent court without the posting of a bond), any dispute arising under these Terms shall be finally settled in accordance with the arbitration laws of the jurisdiction where BTC Consultants, LLC is established. The arbitration shall take place in the same jurisdiction, conducted in English, and the arbitral decision may be enforced in any court.

Any notices or other communications permitted or required hereunder, including those regarding modifications to these Terms, will be in writing and given by BTC Consultants, LLC via email, a posting on our website, or other reasonable means now known or hereafter developed.

FORCE MAJEAURE

BTC Consultants, LLC shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control or unforeseen circumstances such as acts of nature or God, fire, flood, earthquake, accidents, strikes, war, terrorism, governmental act, failure of common carriers (including internet service providers), or shortages of transportation facilities, fuel, energy, labor or materials.

ENTIRE AGREEMENT

These Terms represent the entire agreement between BTC Consultants, LLC and its clients with respect to the subject matter of these Terms, and supersede and replace any prior or contemporaneous agreements, or terms and conditions applicable to the subject matter of these Terms.

No waiver of any provision of these Terms by us shall be deemed a further or continuing waiver of such provision or any other provision, and our failure to assert any right or provision under these Terms shall not constitute a waiver of such right or provision.

These Terms, and any rights and licenses granted hereunder, may not be transferred or assigned by you, but may be assigned by BTC Consultants, LLC without restriction. Any attempted transfer or assignment in violation hereof shall be null and void.

ACCEPTANCE OF TERMS

By using our services, our clients confirm that they have read, understood, and agreed to be bound by these Terms.

If prospective and active clients do not agree to these Terms, they should not use our services. By using our services, prospective and active clients acknowledge that they have read and understood these Terms and agree to be bound by them.

We reserve the right to make changes to these Terms at any time. The continued use of our services following any such changes will constitute an acceptance of the revised Terms.

By using our services, prospective and active clients confirm that they are of legal age to form a binding contract with us, or if they are a minor, confirm that parental or guardian consent to use our services is established.