Terms of use

BTCBACKED AG, a Swiss company limited by shares with its registered seat in Zug, Switzerland, CHE-432.413.733 (“BTCBACKED” or “we”) operates a platform that facilitates peer-to-peer loans which are collateralized with Bitcoin.

BTCBACKED is a regulated financial intermediary within the meaning of the Swiss Anti-Money Laundering Act and is affiliated with the self-regulatory organisation VQF Verein zur Qualitätssicherung von Finanzdienstleistungen.

These Terms of Use (“Terms”) constitute a legally binding agreement between BTCBACKED and you (“User”, “you” or “your”) and govern your access to and use of the Platform and all services offered by BTCBACKED via the Platform (“Services”). BTCBACKED and the User are hereinafter collectively referred to as the “Parties” and individually as a “Party”.

By ticking the acceptance box, connecting a digital wallet and/or using the Platform or Services, you confirm and acknowledge that you have carefully read these Terms, fully understand their content and effect, and expressly agree to be legally bound by them.

1 The Platform operated by BTCBACKED facilitates peer-to-peer loans which are collateralized with Bitcoin (“Platform”). It provides a marketplace that brings together Users wishing to borrow funds (“Borrowers”) and Users wishing to lend funds (“Lenders”), enables them to borrow and lend funds and provides escrow services for the Bitcoin collateral, as further described in Section 5.

2 By accessing or using the Platform and the Services, you represent and warrant to BTCBACKED, both at the time of first access and continuously throughout your use, that:

• •As an individual you are at least eighteen (18) years old or have reached the age of majority as defined by the laws of your country of residence.
• •As an individual or legal entity, you have full legal capacity and sufficient authorizations to enter into a binding contract.
• •You have not been previously suspended or removed from using the Platform or Services.
• •Neither you nor any of your affiliates, officers or directors are (i) a citizen or resident of, or located in, any jurisdiction subject to comprehensive sanctions or embargoes imposed by the United Nations, Switzerland, the European Union, the United States, or any other relevant governmental or regulatory authority; or (ii) domiciled in, or organized under the laws of, any jurisdiction in which the provision or use of the Services is prohibited by applicable law.
• •Neither you nor any of your affiliates, officers or directors (i) are listed on or owned or controlled by any person or entity listed on, the Swiss State Secretariat for Economic Affairs (SECO) Overall List of Sanctioned Individuals, Entities and Organizations, the EU Consolidated List of Persons, Groups and Entities Subject to EU Financial Sanctions, the U.S. Department of Commerce Denied Persons or Entity List, the U.S. Department of the Treasury Specially Designated Nationals or Blocked Persons List, the U.S. Department of State Debarred Parties List, or any equivalent national or international sanctions or embargo list; or (ii) are a resident, citizen, or located in any geographic area designated by the Financial Action Task Force (FATF) or any similar intergovernmental organization as non-cooperative with international anti-money laundering principles or procedures.
• •Your use of the BTCBACKED Services is legal in your local jurisdiction, and you are not and will not use BTCBACKED Services if such use is prohibited or otherwise violates the laws of the country in which you reside or of which you are a citizen.
• •You do not reside in nor are you a citizen of a country where distribution, publication, availability or use of Platform or Services is subjected to regulation which demands or may demand from BTCBACKED or its affiliates to comply with any registration or licensing requirement within such jurisdiction (save for requirements that we already meet).
• •All information, documents, and materials you provide to BTCBACKED are true, correct, complete, and not misleading in any material respect as of the date provided.
• •By submitting a blockchain address for registration you represent that such address is (including any crypto assets that are or may be, from time to time, associated with such address) (i) belonging exclusively to you, and (ii) under your direct (self-hosted wallet) or indirect (exchange wallet) control.
• •You have a sophisticated understanding of Bitcoin, stablecoins and the technology that underlies it in particular, you understand the following:
  • •blockchain transactions require digital signatures using the respective private keys; if you lose access to private keys required to control your assets, you will no longer be able to use these, and it will not be possible to recover this access; this also applies in the case that you lose the password used to set up the escrow account, which will mean that you cannot provide the signature required to release the funds from escrow to you;
  • •blockchain transactions require the payment of sufficient fees in order to be confirmed in time; if you do not include sufficient fees in your transaction, the confirmation might never occur or be significantly delayed; in the context of a loan, and depending on the applicable loan terms, this might mean you will not be able to meet your contractual obligations in time, e.g. by making a payment or topping up your collateral;
  • •the bitcoin price may fluctuate significantly at short notice, which might leave you with little to no time to react, e.g. by topping up your collateral in order to prevent a liquidation
  • •a Loan Stablecoin under the Collateralized Loan Agreement may lose its peg and not be eligible for repayments under the Collateralized Loan Agreement.
• •All tokens, funds, or value associated in any way with your use of the Platform or the Services are of lawful and legitimate origin, are not derived from or connected to any criminal, fraudulent, or otherwise unlawful activity, and do not constitute or result from any act that may constitute a breach of anti-money laundering or counter-terrorist financing laws or regulations, whether under the laws of the jurisdiction of origin, the laws of any relevant jurisdiction, or under applicable international standards.
• •You will comply with these Terms and all applicable laws, rules and regulations.

3 You acknowledge and agree that providing false, inaccurate, or misleading representations or warranties constitutes a material breach of these Terms. BTCBACKED may, at its sole discretion and without prior notice, immediately suspend or restrict your access to the Platform or the Services if it reasonably believes that any such representations or warranties have been breached or are no longer accurate. BTCBACKED shall not be liable for any loss, damage, or expenses arising from or related to measures taken in good faith pursuant to this provision.

4 To access the Platform and make use of the Services you must apply for a user account with us. BTCBACKED may, at its discretion, refuse to open an account for you, and we are under no obligation to inform you of the reasons for such refusal, if any.

5 You agree to provide, maintain and update any and all personal information requested by us and to ensure it is true, accurate, current, and complete at all times.

6 If you provide any information that is untrue, incorrect, inaccurate, not current, or incomplete or BTCBACKED has reasonable grounds to doubt the truthfulness, correctness, accuracy, currency, or completeness of such information, we have, without limitation of remedies or actions that we may undertake or other legal effects of such your provision under these Terms or applicable law, the right to restrict, suspend or terminate your BTCBACKED account.

7 You are solely responsible to ensure that private keys and/or passwords associated with your account and blockchain address are not lost, stolen or otherwise compromised. You are solely responsible for all activity that occurs on, in connection with or under your BTCBACKED account (whether or not authorized by you). You shall notify us immediately of any suspected or actual security breach of your account and cooperate with us in the investigation of any suspected or actual security breach, unauthorized access to, or use of your account. You understand and accept that we are allowed but not obliged to freeze your account if we have reason to believe that your account has been compromised.

8 The Platform provides Two-Factor Authentication (“2FA”) as an optional security feature that helps protect your BTCBACKED account by requiring two forms of verification. If you enable 2FA, you (i) agree to the terms set out in these Terms, (ii) acknowledge that 2FA uses a login and verification process that differs from the standard login process, (iii) agree to install and use a one-time password (“OTP”) authenticator application (or another 2FA method we support) on your device and link it to your BTCBACKED account, (iv) acknowledge that once enabled, access to the Platform and the completion of certain actions or steps in connection with the Services may require both your standard account credentials and a time-limited authentication code generated by the OTP application, and (v) acknowledge that any third-party OTP application is provided by an independent supplier under its own terms and conditions, and that BTCBACKED is not responsible for the performance, availability, security, or any loss, harm, or infringement arising from or related to your chosen third-party OTP application.

9 In order to satisfy applicable legal and regulatory obligations relating to customer identification, anti-money laundering, and counter-terrorist financing requirements, BTCBACKED may request, obtain, and maintain information concerning your identity, ownership structure, authorised representatives, and activities conducted through the Platform. Such information may include, where relevant, details regarding shareholders, beneficial owners, controlling persons, and the origin of funds or assets.

10 You agree to provide complete and accurate information and to cooperate with any requests reasonably necessary for compliance purposes. BTCBACKED may retain records of all information and documentation collected in this context.

11 You further agree to furnish, without undue delay, any data, materials, or supporting evidence requested by BTCBACKED or by third parties acting on BTCBACKED's behalf, including designated verification or compliance service providers. This obligation extends to situations where BTCBACKED's financial institution partners or other intermediaries require additional information, including inquiries relating to transaction activity or funding sources.

12 Information obtained in connection with compliance procedures may be shared with affiliated verification providers, professional advisers, financial institutions, supervisory or regulatory authorities, or other parties involved in compliance, risk management, or reporting functions, to the extent reasonably necessary.

13 You acknowledge that BTCBACKED and its verification partners may independently assess whether compliance requirements have been satisfied. Verification determinations may result in approval, restrictions, delays, or denial of access to certain Services. Compliance standards and verification measures may be adjusted over time to reflect evolving legal duties, internal risk assessments, or operational considerations, and BTCBACKED may request additional information at any stage of the relationship.

14 BTCBACKED may impose temporary or permanent limitations on account functionality, access to Services, or transaction processing where this is reasonably considered necessary to ensure adherence to applicable regulatory obligations or risk-management requirements. BTCBACKED applies an account tier framework. Your access to, and use of, BTCBACKED Services is limited to the scope available under your current BTCBACKED account tier. The applicable tiers are displayed on the Platform. BTCBACKED may amend the tier framework at any time (including creating, removing, or modifying tiers, and changing the features available or limits applicable to each tier), with or without notice. You acknowledge and agree that (i) your ability to actively use certain BTCBACKED Services, including borrowing and lending, may require you to obtain (or maintain) a specified account tier; and (ii) depending on your tier, your account may be subject to transaction limits or other restrictions in connection with your use of BTCBACKED Services. To request a tier upgrade, you must submit an application for the relevant upgrade and satisfy any requirements BTCBACKED may request (which BTCBACKED may set or update from time to time in its discretion) to BTCBACKED's satisfaction. BTCBACKED may, at its discretion, approve or decline any upgrade request. BTCBACKED may also, at its discretion, reduce your account tier (including to a view-only tier) and/or impose limits, restrictions, or other constraints on your account regardless of the tier shown. BTCBACKED is not required to provide you with the reasons for any such decision, to the extent permitted by applicable law.

5.1 General

15 The following Sections govern the rights and obligations of BTCBACKED, Borrowers and Lenders with respect to Bitcoin secured loans.

16 Borrowers and Lenders enter into separate collateralized loan agreements which are based on a template, the current version of which is available for reference at Collateralized Loan Agreement (“Collateralized Loan Agreement”). In case of discrepancies between the following Sections and the Collateralized Loan Agreement the latter shall take precedence.

17 Borrowers and Lenders agree to separate terms governing the escrow services of BTCBACKED which are based on a template, the current version of which is available for reference at Escrow Terms (“Escrow Terms”). In case of discrepancies between the following Sections and the Escrow Terms the latter shall take precedence.

18 We may revise or update the Collateralized Loan Agreement template including all its exhibits as well as the Escrow Terms template including all its exhibits at our sole and absolute discretion from time to time without notice. The version of the Collateralized Loan Agreement and Escrow Terms template that applies to a particular loan is the version made available to you at the time you confirm the Loan Details for that loan. Any later updates apply only to future loans unless all parties to the relevant loan expressly agree otherwise.

5.2 Marketplace and Instant Loans

19 Subject to availability, Users can choose between two distinctive options of a Bitcoin secured loan: (i) loan to be provided by a user whose request is matched with a respective borrowing request (“Marketplace Loan”), or (ii) loan to be provided by a dedicated loan provider on a pre-defined interest rate and other lending terms (“Instant Loan”).

5.3 No Lending or Borrowing by BTCBacked; No Guarantee

20 Bitcoin secured loans are privately issued and received by Borrowers and Lenders. BTCBACKED is the Service provider and not a Lender or Borrower.

21 You acknowledge and agree that we do not guarantee nor assume any legal responsibility (or liability) whatsoever as regards the compliance with (or breach of) the terms and conditions, including, but not limited to, the right and timely fulfillment of (or default on) any obligations or other legal duties, by respective Borrowers and Lenders.

5.4 Loan Request and Loan Offer

22 Borrowers and Lenders create loan requests (“Loan Request”) or loan offers (“Loan Offers”), respectively, on the Platform, specifying details such as, the loan amount (in stablecoins or fiat), the Loan-to-Value (LTV) ratio, the interest rate and the loan repayment period (“Loan Details”).

23 Borrowers and Lenders may submit multiple Loan Requests and multiple Loan Offers and may cancel their Loan Requests and Loan Offers before a Collateralized Loan Agreement has been concluded.

5.5 Collateralized Loan Agreement

24 Borrowers and Lenders select Loan Requests or Loan Offers that align with their risk tolerance and return expectations.

25 Once a Borrower and Lender selected a Loan Request or a Loan Offer, they are shown and prompted to confirm the Loan Details and may have to provide or confirm additional information, such as account details or wallet addresses (“Account Details”). They are required to complete the Loan Details within a reasonable timeframe.

26 By confirming the Loan Details, Borrowers and Lenders enter into a Collateralized Loan Agreement which includes the Loan Details, including Account Details, as confirmed by you, and agree to Escrow Terms.

27 The Collateralized Loan Agreement is concluded upon confirmation of the Loan Details but is subject to a condition precedent and becomes effective only once the Borrower has validly provided the collateral.

28 You understand and accept that in some instances the actual Loan Details provided may differ from the parameters set by you and you agree to review and check all the Loan Details carefully before confirming them.

29 Please be advised that Account Details shown to you will be based on information about your bank account or blockchain network address registered with us and in case of multiple bank accounts or blockchain network addresses registered with us, your selection of account for the concrete Collateralized Loan Agreement as made through the Platform. In any case, you agree to review and check the Account Details carefully before eventually confirming them; should you encounter any issues with the Account Details as shown to you, you will most probably have to appropriately update or alter the information about your bank account(s) or blockchain network address registered with us through your BTCBACKED account before eventually proceeding any further.

30 We will identify your Bitcoin secured loan counterparty to you by their unique identifier. Except where forming part of their payment details, you will not be shown personal data of your Bitcoin secured loan counterparty. You may ask for relevant legal identification details of your counterparty. You acknowledge and agree that we will provide you with such identification details, and provide your Bitcoin secured loan counterparty with such details on you (and/or your company) upon request that we deem substantiated, notably when provision of details sought is necessary or advisable for enforcement or protection of the requesting party's rights or fulfillment of their legal duties, and to the extent that we deem proportionate.

31 If you conclude a Collateralized Loan Agreement but fail to fulfil your obligations within a reasonable timeframe, a penalty fee may be charged. Repeated failure to meet your obligations under a Collateralized Loan Agreement might lead to the termination of your use of the Platform.

32 We do not represent nor guarantee that your Collateralized Loan Agreement or any term or condition thereof may not be found invalid, ineffective or unenforceable by any competent judicial or other authority and we shall bear no liability should it be the case.

33 BTCBACKED PROVIDES TEMPLATE DOCUMENTATION FOR CONVENIENCE ONLY AND DOES NOT REPRESENT THAT IT IS SUITABLE FOR YOUR CIRCUMSTANCES; YOU REMAIN RESPONSIBLE FOR OBTAINING INDEPENDENT ADVICE.

5.6 Collateral and Escrow

34 BTCBACKED does not take custody of the Borrower's collateral in the manner of a traditional custodian and does not owe fiduciary duties; however, BTCBACKED will perform its role as co-signer and escrow service provider in accordance with the Escrow Terms.

35 The Platform creates a 2-of-3 multi-signature wallet to which the Borrower, the Lender and BTCBACKED each hold one key (“Escrow Address”), as further set out in the Escrow Terms.

36 The Borrower then deposits the required bitcoin collateral into the Escrow Address, from where it cannot be moved without the signature of at least two of the three keyholders.

37 You acknowledge and agree that (i) if you are a Borrower, you shall send no bitcoin into the escrow environment unless you completely agree with its nature, including how it has been set, or that (ii) if you are a Lender, you shall not disburse any funds to the respective Borrower under your Collateralized Loan Agreement unless you verified that collateral has been deposited into the Escrow Address.

38 BTCBACKED monitors the value of the bitcoin collateral and the agreed upon LTV ratio on a best effort basis.

39 If the Bitcoin price drops below the agreed upon LTV ratio, margin calls are issued for Borrowers to deposit additional bitcoin collateral or to make partial repayments directly to the Lenders. If all margin calls are unmet and the maximum LTV ratio is reached, the collateral is liquidated (see Section 5.8).

40 Borrowers must be able to transfer bitcoin collateral from, and receive bitcoin collateral on, their Bitcoin blockchain address. Lenders must be willing to accept bitcoin collateral as in-kind repayment of their Bitcoin secured loan (principal plus interest).

41 We may screen or use third-party services to screen (including, but not limited to, examine and evaluate UTXO history) any bitcoin intended to be used as collateral for a Bitcoin secured loan. You acknowledge and agree that BTCBACKED is entitled (but shall not be obligated or have any other duty whatsoever), at its sole discretion, to refuse any such bitcoin that it may reasonably deem to have an unacceptable risk profile (in light of the AML rules, as regards its potential sale or otherwise) or for any other reasons. We are under no obligation to inform you of the grounds for any such refusal.

42 You acknowledge and agree that the Bitcoin network is operated by independent third parties and that the processing of Bitcoin transactions is subject to network conditions outside BTCBACKED's control, including, without limitation, mempool congestion, increased demand for block space, and miner fee dynamics. Accordingly, Bitcoin transactions (including deposits to, releases from, or liquidations involving the Escrow Address) may be delayed, remain unconfirmed for extended periods, or fail to be confirmed if the transaction fee is insufficient or for other network-related reasons. BTCBACKED does not represent or warrant that any Bitcoin transaction will be confirmed within any particular timeframe.

43 BTCBACKED and/or the Platform may require a minimum number of Bitcoin network confirmations before (a) a collateral deposit is treated as received, (b) a loan is treated as effective, (c) a margin call is treated as satisfied, or (d) a release, liquidation, or distribution is initiated or treated as final (“Confirmation Requirement”). The applicable Confirmation Requirement may vary based on network conditions and risk parameters and will be as set out in the Escrow Terms and/or the Collateralized Loan Agreement. Until the Confirmation Requirement is met, you acknowledge and agree that BTCBACKED and the counterparty may treat the relevant transaction as pending and may suspend related actions.

44 You acknowledge that Bitcoin network fees may increase materially and rapidly. Fee spikes may increase the costs associated with collateral management (including releases, liquidations, and distributions) and may cause delays where the effective fee is insufficient.

45 You acknowledge and agree that the Bitcoin network may experience protocol changes, chain splits (“Forks”), and/or temporary or permanent chain reorganizations (“Reorgs”), which may affect transaction finality, confirmations, and the perceived ownership or availability of Bitcoin. BTCBACKED may, acting reasonably and in accordance with the Escrow Terms, (a) pause collateral-related actions, (b) increase confirmation requirements, (c) determine which chain is supported for purposes of the Platform and the Escrow Address, and/or (d) take other measures to protect the integrity of the escrow process and compliance with applicable law. BTCBACKED shall not be liable for losses arising in connection with Forks or Reorgs.

46 You are solely responsible for ensuring that any bitcoin you send in connection with the Platform (including to the Escrow Address) is sent to the correct address and on the Bitcoin mainnet (or any other expressly supported network as specified by BTCBACKED in writing or in the Platform interface for the specific transaction). Sending bitcoin (or any other asset) to an incorrect address, using an unsupported network, or using an unsupported transaction type may result in permanent loss of funds. BTCBACKED has no obligation to recover such funds and makes no representation that recovery is possible. Any recovery attempt, if undertaken by BTCBACKED where possible and at its sole discretion, may be subject to additional requirements (including renewed KYC/AML checks) and fees, and may take an indefinite amount of time.

5.7 Loan Disbursement, Repayment and Release of Collateral

47 Lenders transfer the loan amount directly to the Borrowers. Borrowers repay the loan (principal plus interest) by the agreed loan term end date, as further set out in the Collateralized Loan Agreement. BTCBACKED is not involved in these transactions.

48 Upon full repayment of the loan, BTCBACKED and the Borrower will co-sign a transaction releasing the bitcoin collateral to the Borrower, provided that the applicable platform fee has been paid to BTCBACKED by the Borrower (see Section 6).

5.8 Liquidation and Distribution

49 Liquidation processes are triggered (“Liquidation Event”) in accordance with the applicable Collateralized Loan Agreement and Escrow Terms.

50 TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU WAIVE, ANY AND ALL LIABILITY, CLAIMS, REMEDIES AND CAUSES OF ACTION ARISING OUT OF OR IN CONNECTION WITH ANY LIQUIDATIONS OR DISTRIBUTIONS.

5.9 User Disputes; BTCBacked Escrow Key Decision

5.9.1 User Dispute

51 A dispute may arise between a Lender and a Borrower regarding a loan, repayment, collateral, liquidation, distribution, or instructions submitted through the Platform (“User Dispute”). BTCBACKED's decision is limited to how BTCBACKED will use its escrow key in accordance with the Collateralized Loan Agreement as well as the Escrow Terms and how it will operate the Platform. BTCBACKED does not act as an arbitrator and does not provide legal advice.

5.9.2 No Liability

52 To the maximum extent permitted by law, BTCBACKED shall not be liable for any losses arising from or relating to a User Dispute or BTCBACKED's decision or refusal to co-sign, except to the extent caused by BTCBACKED's fraud, wilful misconduct, or gross negligence.

5.10 Taxes

53 You are solely responsible for independently assessing and complying with all relevant tax and other legal requirements in connection with your Bitcoin secured loan. Without limiting the foregoing, you are solely responsible for the payment of any eventual taxes related to any revenue you generate.

5.11 Instant Loan Option

54 The Platform allows you to apply for a Bitcoin secured loan in form of an Instant Loan. Application mainly consists of your preferred Bitcoin secured loan type (Fiat disbursed loan or Stablecoin disbursed loan) and terms, mainly such as loan amount and currency and loan period. Applicable loan interest rate will be added automatically and shown to you before you will be prompted to submit your application.

55 Subject to availability of Instant Loan under loan terms as expressed in your application, you may be prompted to proceed into the contracting phase as described above.

56 We do not: (i) represent or guarantee that Instant Loans will be available or continue to be available in time; (ii) represent or guarantee that any Instant Loan will be suitable to you; (iii) assume or accept any liability or responsibility with regards to Instant Loan availability or suitability whatsoever. Without prejudice to the generality of the foregoing, if you are a Borrower, you acknowledge and agree that Instant Loan offerings may be limited, for example only to defined available loan tenors or loan amounts, and that Instant Loans will be provided on pre-defined lending terms which may differ from lending terms achievable in case of a similar Marketplace Loan (including that the interest rate on Instant Loans may be higher than any available Loan Offer or prevailing interest rates of a similar Marketplace Loan).

5.12 Stablecoin Depeg

5.12.1 Stablecoin Denomination

57 You acknowledge that stablecoins may lose their peg or otherwise fluctuate in value, become illiquid, be suspended, or fail (“Depeg Event”). A Depeg Event may materially affect the economics of a loan (including repayments, interest, collateralization and liquidation).

58 As a general rule, each loan is denominated and payable only in the stablecoin specified in the applicable Collateralized Loan Agreement (“Loan Stablecoin”). Amounts due under a loan (principal, interest) are calculated and payable in the Loan Stablecoin and will not be adjusted by reference to any fiat currency value, assumed parity, or exchange rate. The risk and consequences of any Depeg Event are therefore borne solely by the Lender and Borrower under their Collateralized Loan Agreement. BTCBACKED does not guarantee the value, convertibility, liquidity, stability or redemption of any stablecoin. However, in exceptional circumstances, the Loan Stablecoin may change in accordance with the Collateralized Loan Agreement.

5.12.2 Non-custodial

59 BTCBACKED does not receive, hold, control, transmit, remit, return, exchange or convert repayments on behalf of users. Any payments are made directly between Lender and Borrower (and/or via third-party banks/payment providers they choose).

60 If a Depeg Event occurs (or is reasonably suspected), BTCBACKED may implement reasonable protective measures on the Platform (including enhanced disclosures and temporary restrictions on features involving the affected stablecoin). Such measures do not create any obligation for BTCBACKED to compensate users.

61 To the maximum extent permitted by law, BTCBACKED disclaims liability for losses arising from or relating to any Depeg Event, including losses caused by stablecoin issuers, exchanges, banks, payment providers, price feeds, or other third parties.

62 You agree to pay us all applicable fees associated with your use of the Services as published on our Platform. We may update fees from time to time by publishing an updated fee schedule on the Platform; changes apply prospectively only.

63 All fees are exclusive of any applicable value added tax. If the related services are subject to value added tax, value added tax shall be charged at the applicable rate.

64 You understand and agree that in connection with our Services you may incur other costs, expenses or fees payable to third-parties, such as, for example, interest due to the Lender under your Collateralized Loan Agreement or fees for Bitcoin, stablecoin or bank transfers related thereto. You are solely responsible for paying all such costs, expenses and fees.

65 You hereby acknowledge and agree that we are entitled to deduct our fees from any amounts to be distributed to you.

66 Amounts below one Swiss franc (CHF 1) (or the equivalent in bitcoin at the time of distribution) or below network fees at the time of the transaction may, at our discretion, not be distributed but be kept by BTCBACKED.

67 Notwithstanding anything herein to the contrary, we shall be fully released from any obligations or other duties with executing any escrow environment transaction by signing and broadcasting such transaction in accordance with the Escrow Terms and shall incur no liability in contract or in law to you or any party whomsoever for, or in connection with, such transaction not being successfully executed (mined) at all or being executed (mined) with any kind of delay due to insufficient Bitcoin Blockchain fees.

68 Nothing made available through the Platform or under these Terms constitutes, or shall be construed as, investment advice, financial advice, legal advice, tax advice, or any other form of professional or fiduciary advice. BTCBACKED does not provide personalized recommendations or advisory services of any kind.

69 Nothing made available through the Platform or under these Terms shall be interpreted as an inducement, encouragement, promotion, or endorsement of any specific economic behaviour.

70 You remain solely responsible for evaluating the merits, risks, and suitability of any use of the Platform or the Services, and for obtaining independent professional advice from qualified advisors as appropriate.

71 If you are a natural person acting primarily for purposes outside that person's trade, business, craft or profession (“Consumer”), you shall be required to indemnify BTCBACKED only for third-party claims to the extent such claims are caused by your intentional or negligent breach of these Terms or applicable law, and only to the extent such indemnity obligation is permitted under mandatory law. In no event shall this Section 8 require you, as a Consumer, to indemnify BTCBACKED for BTCBACKED's own negligence or breach.

72 If you are a User who is not a Consumer (“Business User”), you agree to indemnify, defend and hold harmless BTCBACKED and its affiliates, directors, officers, employees, agents and service providers from and against any and all third-party claims, actions, proceedings, investigations, demands, losses, liabilities, damages, costs and expenses (including reasonable legal fees) arising out of or relating to: (i) your use of the Platform or the Services; (ii) any activity occurring through your account; (iii) your breach of these Terms, the Escrow Terms and/or the Collateralized Loan Agreement; (iv) your violation of applicable law or the rights of any third party; or (v) any content, instructions or data you provide to BTCBACKED.

73 Where an indemnity obligation applies, BTCBACKED may, at its option, assume control of the defence and settlement of the claim, provided that you may participate with counsel at your own expense. Any settlement that imposes non-monetary obligations on you requires your prior consent (not to be unreasonably withheld where an indemnity obligation applies).

74 Nothing in these Terms excludes or limits liability to the extent it cannot be excluded or limited under mandatory applicable law. In particular, nothing in these Terms excludes or limits liability for fraud, wilful misconduct, or gross negligence, and nothing limits liability where exclusion/limitation is prohibited by mandatory applicable law.

75 To the maximum extent permitted by applicable law, BTCBACKED shall not be liable for any indirect, incidental, special, consequential or punitive damages, or for any loss of profit, revenue, business, opportunity, goodwill, reputation, anticipated savings, or data (including corruption or loss of data), whether in contract, tort (including negligence) or otherwise, even if advised of the possibility of such damages.

76 To the maximum extent permitted by applicable law, BTCBACKED's total aggregate liability for direct damages arising out of or in connection with these Terms, the Platform or the Services shall not exceed:

• a)in relation to a specific loan, the total fees paid to BTCBACKED in connection with that loan during the twelve (12) months preceding the event giving rise to the claim; or, if no such fees were paid,
• b)the total fees paid by you to BTCBACKED for the Services during the twelve (12) months preceding the event giving rise to the claim,

whichever is lower.

77 To the maximum extent permitted by applicable law, and unless expressly stated otherwise in writing by BTCBACKED, the User acknowledges and agrees that:

• •the Platform and the Services are provided on an “as is” and “as available” basis, without any representations, warranties, conditions, or guarantees of any kind;
• •BTCBACKED expressly disclaims all warranties, whether express, implied, statutory, or otherwise, including, but not limited to any implied warranties of merchantability, fitness for a particular purpose, title, non-infringement, quiet enjoyment, or any warranties that may arise from course of dealing, usage, or trade practice;
• •BTCBACKED makes no representations or warranties that the Platform and/or Services will be uninterrupted or error-free, or that defects will be detected or corrected.
• •the Services depend on third parties and networks (including banks, stablecoin issuers, price feeds, and blockchain networks) and BTCBACKED is not responsible for outages, delays, or failures attributable to such third parties or networks.

78 Some jurisdictions do not allow the exclusion or limitation of certain warranties or implied terms in contracts with consumers. In such cases, the exclusions and disclaimers above shall apply only to the extent permitted by applicable law, and the remaining provisions of these Terms shall remain valid, enforceable, and in full effect.

79 In the course of providing the Services, BTCBACKED processes personal data disclosed by you. This also includes data processing for legally prescribed purposes, e.g. combating abuse, fraud and money laundering, fulfilling legal disclosure obligations and official orders, and complying with regulatory requirements. Further data processing carried out by BTCBACKED for its own purposes can be found in the current privacy policy, which is available under Privacy Policy, as amended from time to time.

80 Within the scope of providing the Services, BTCBACKED discloses user data to third parties and may outsource business areas and services (to its service providers abroad). You hereby release BTCBACKED from any corresponding confidentiality obligation. If third parties are affected, you shall ensure that they agree to any necessary release from BTCBACKED's confidentiality obligation before transmitting the data to BTCBACKED.

12.1 BTCBacked

81 BTCBACKED may, acting reasonably, suspend or terminate your access to your BTCBACKED account, the Platform and/or the Services (in whole or in part) as follows:

a) Termination for Cause

82 BTCBACKED may suspend or terminate access with immediate effect and without prior notice if BTCBACKED reasonably determines that: (i) you have materially breached these Terms, the Escrow Terms and/or the Collateralized Loan Agreement; (ii) you have provided false, incomplete or misleading information or failed to complete or maintain KYC/AML requirements; (iii) your continued access may expose BTCBACKED or its service providers (including banking partners) to legal, regulatory, sanctions, fraud, security or reputational risk; (iv) there is suspected or actual unauthorized access, fraud, or security incident relating to your account; or (v) BTCBACKED is required or requested to do so by applicable law, competent authorities, or under the AML rules.

b) Termination for Convenience

83 BTCBACKED may terminate your access to the Platform and/or Services for convenience by giving you at least thirty (30) days' prior notice in writing (or such shorter period as is reasonable where BTCBACKED ceases to provide the Services or materially changes its business). During the notice period, BTCBACKED may limit access to functions not required for the administration, repayment, liquidation or settlement of any existing loans.

c) Protective Measures

84 Notwithstanding the foregoing, BTCBACKED may, at any time, impose protective measures (including blocking withdrawals or releases, delaying distributions, limiting transaction functionality, or placing assets/transactions on hold) to the extent BTCBACKED reasonably deems necessary to comply with applicable law, the AML rules, sanctions requirements, or to address fraud or security risks. BTCBACKED will lift such measures once the relevant reason no longer applies, subject to applicable law. BTCBACKED shall not be liable for losses incurred in connection with any protective measures.

d) No Waiver of Existing Obligations

85 Any suspension or termination of account access does not terminate, rescind or otherwise affect the rights and obligations of the Parties under any Collateralized Loan Agreement, Escrow Terms, or any other agreement relating to an outstanding loan, which shall continue in full force until such loan (principal plus interest) is fully settled (including repayment, liquidation, and distribution), unless terminated in accordance with its own terms.

e) Assistance for Wind-Down

86 Following termination of account access, BTCBACKED may (and where required under the applicable rules shall) continue to provide such limited administrative and signing assistance as is necessary to administer and settle outstanding loans (principal plus interest) and escrow arrangements in accordance with the Escrow Terms, the Collateralized Loan Agreement and applicable law.

12.2 User Termination

87 You may terminate your BTCBACKED account at any time. Termination of your account does not affect any outstanding loan (principal plus interest) and escrow arrangements, which shall continue until fully settled in accordance with the Collateralized Loan Agreement and the Escrow Terms.

12.3 Consumer's Right of Withdrawal

88 This provision applies solely to Users who qualify as consumers under mandatory consumer protection legislation.

89 If and to the extent applicable law grants consumers a withdrawal right for agreements concluded by electronic means, you may revoke a qualifying services agreement within fourteen (14) days without providing justification. The withdrawal period begins on the day immediately following the formation of the contract.

90 The statutory withdrawal right may be excluded or cease to exist, in particular, where:

• a)BTCBACKED has fully performed the Services after you expressly consented to commencement of performance prior to the end of the withdrawal period and acknowledged that such consent results in the loss of the withdrawal right upon full performance; or
• b)the Services relate to activities whose pricing is inherently dependent on market movements outside BTCBACKED’s influence and which may occur during the withdrawal period.

91 Whenever you request Services through the Platform interface, you explicitly:

• •authorize BTCBACKED to begin service performance without waiting for the expiration of any withdrawal period; and
• •instruct BTCBACKED to provide the requested Services without delay where technically and operationally possible.

92 You understand and accept that completion of the Services may terminate any otherwise existing withdrawal rights. Your consent to early commencement of Services shall be considered granted each time you trigger Platform functions that reasonably require BTCBACKED's involvement, including, without limitation, confirming transaction or loan parameters.

93 For Users acting in the role of Borrower, services that are subject to fees in connection with a Bitcoin secured loan shall be deemed fulfilled at the latest once the relevant escrow structure has been successfully funded. Fee-based Services provided by BTCBACKED may consist of establishing contractual frameworks, performing technical coordination, or assuming designated functional roles. The loan agreements and escrow arrangements themselves constitute legally independent relationships and shall not be interpreted as paid service contracts between BTCBACKED and the Borrower.

94 Withdrawal rights may remain available for other eligible services engagements not covered by the exclusions above.

95 To exercise a withdrawal right, you must communicate your decision to BTCBACKED by means of an unambiguous declaration (for example, via email or written notice) using the contact details specified on the Platform. Submission within the withdrawal period is sufficient.

96 Where a withdrawal is validly exercised, BTCBACKED shall return payments received for the affected Services within fourteen (14) days following receipt of the withdrawal notice. Reimbursement shall generally be made using the payment method originally used, unless an alternative method is agreed.

97 BTCBACKED is not required to reimburse:

• •costs arising from third-party service providers;
• •blockchain network charges (including transaction validation fees);
• •banking or payment processing expenses.

If you requested that BTCBACKED begin performing Services prior to the expiration of the withdrawal period, BTCBACKED may retain or recover compensation proportionate to the Services delivered before withdrawal became effective.

13.1 Independent Parties

98 These Terms do not create a principal or agent, employer or employee partnership, joint venture, or any other relationship except that of independent contractors between the Parties. Nothing contained herein shall be construed to create or imply a joint venture, principal and agent, employer or employee, partnership, or any other relationship except that of independent contractors between the Parties, and neither Party shall have any right, power or authority to create any obligation, express or implied, on behalf of the other in connection with the performance hereunder.

13.2 Entire Agreement

99 These Terms, together with the Collateralized Loan Agreement and the Escrow Terms constitute the entire agreement between the Parties regarding use of the Platform and the Services and will supersede all prior written or oral agreements between the Parties.

13.3 Events Outside Our Control

100 We shall not be held liable or responsible to you nor be deemed to have defaulted under or breached these Terms for failure or delay in fulfilling or performing any obligation under these Terms when such failure or delay is caused by or results, fully or partially, from causes beyond our reasonable control, including but not limited to non-delivery, defective delivery of third-party services necessary to provide the Services (including but not limited to those of our partners, vendors and suppliers), strikes, lock-outs or other industrial action by third parties, riot, invasion, terrorist attack or threat of terrorist attack, war (whether declared or not) or threat or preparation for war, fire, explosion, storm, flood, earthquake, subsidence, epidemic or other natural disaster, or failure of public or private telecommunications networks or processing times of the Bitcoin or other blockchain.

13.4 Severability

101 If any provision of these Terms should be invalid in any jurisdiction under applicable law, the legality and enforceability of the remaining provisions hereof shall not in any way be affected or impaired thereby. In such an event, the Parties commit themselves to compose a legally valid replacement rule which approaches the invalid provision as closely as possible within the economic intent of this Agreement. With this in mind, this Agreement will be interpreted as though the invalid clause had been omitted from the outset.

13.5 Assignment

102 You may not assign or transfer any right to use BTCBACKED Services or any of your rights or obligations under these Terms without our prior written consent. Save for when prohibited by applicable law, BTCBACKED may assign or transfer any or all of its rights or obligations under these Terms, in whole or in part, without notice or obtaining your consent or approval.

13.6 No Waiver

103 The failure of one Party to require performance of any provision will not affect that Party's right to require performance at any time thereafter. At the same time, the waiver of one Party to seek recovery for the other Party's violation of these Terms or any provision of applicable terms shall not constitute a waiver by that Party of any subsequent breach or violation by the other Party or of the provision itself.

13.7 Electronic Communication

104 You acknowledge that these Terms are entered into electronically and all communications relating to the Services are provided by electronic means, unless otherwise requested or permitted by BTCBACKED. The Services are not designed for communications to be provided in paper format or through other non-electronic means.

105 BTCBACKED may communicate with you through the Platform and/or the email address associated with your account. You acknowledge and agree that any information, data or documents communicated to you in any such way (i) will satisfy any legal communication requirements, including but not limited to, that such communications be in writing, and (ii) shall be deemed delivered to you and you shall be deemed fully acquainted therewith irrespective of whether you actually have read or opened the respective message or document.

13.8 Class Action Waiver

106 TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU HEREBY IRREVOCABLY WAIVE ANY RIGHT TO PARTICIPATE IN ANY CLASS ACTION LAWSUIT, CLASS-WIDE ARBITRATION, OR ANY SIMILAR REPRESENTATIVE PROCEEDING AGAINST BTCBACKED, ITS AFFILIATES, OFFICERS, EMPLOYEES, AGENTS OR ANY OTHER INDIVIDUAL OR ENTITY INVOLVED IN THE PROVISION OF THE PLATFORM OR THE SERVICES.

13.9 Changes to the Terms

107 BTCBACKED may, at its discretion, update, modify, or otherwise change these Terms at any time by publishing the revised Terms on the Platform. Any such changes shall be notified to the user in accordance with Section 13.7 no later than fifteen (15) days prior to their proposed effective date. A longer notice period may be required when this is necessary to allow business users to make technical or commercial adaptations to comply with the changes.

108 Unless the user submits a written objection within fifteen (15) days following the notification, the changes shall be considered approved (presumed consent). Continued access to or use of the Platform or the Services after the effective date of the changes shall likewise constitute acceptance of the revised Terms.

13.10 Governing Law and Jurisdiction

109 These Terms, the use of the Platform and Services and all relationships arising therefrom or related in any way thereto (including, without limitation, liability relationships and relationships arising out of unjust enrichment), shall be governed by material Swiss law, excluding the United Nations Convention on Contracts for the International Sale of Goods of 11 April 1980 (UN Sales Convention) and excluding the provisions of international private law.

110 Notwithstanding the foregoing, where a Party qualifies as a consumer within the meaning of Article 6 of Regulation (EC) No 593/2008 (Rome I Regulation), such Party shall not be deprived of the protection afforded by the mandatory provisions of the law of the country in which such Party is habitually resident.

111 Unless otherwise provided by mandatory applicable law, the place of performance for all obligations arising out of or in connection with these Terms, the Platform and the Services shall be Zug, Switzerland.

112 Any disputes, claims or controversies arising out of or in connection with these Terms, the use of the Platform and Services shall be submitted to, and decided by, the courts of Zug, Switzerland. However, we shall always have the right to take legal proceedings in the court of competent jurisdiction of your domicile.

13.11 Information About BTCBacked

113 BTCBACKED AG, Bahnhofstrasse 7, 6300 Zug, Switzerland, CHE-432.413.733, member of the self-regulatory organisation VQF Verein zur Qualitätssicherung von Finanzdienstleistungen, support@btcbacked.com.