Last update: January 2022
There are risks associated with investing. Therefore, Please first read the AFM information document, the FAQ and the Note Terms.
- Who are we and what do we offer? We are Brxs B.V. (Brxs, also: we, us and our).
We provide an online Platform, where (one or more) User(s) (also: you), as retail investors, can invest in real estate properties through standardized loans (Notes) that give you the right to receive interest and the repayment of your initial investment amount. If you wish to make use of our Platform, you are required to create a personal account with Brxs (the Account). You can access our Platform via our Website www.brxsapp.com.
In these terms and conditions (the Terms) we stipulate the provisions that apply to your use of our Platform and Website. Please find more information about us on our Website.
These Terms along with the Privacy Notice, constitute a legally binding agreement made between you (whether personally or on behalf of a legal person, partnership or otherwise) and Brxs and its affiliated companies, websites (including the Website), applications and tools, concerning the access to and the use of the Platform and the Website as well as any other media form, media channel, mobile website or mobile application related or connected thereto.
The use the Platform is conditioned upon User’s compliance and acceptance of these Terms. Brxs may amend these Terms at any time. The latest version of the Terms always applies to the relationship between Brxs and the User.
Once you have created an Account (as defined below) and are logged in, you can start buying Notes through the Platform. There are risks associated with investments. The process of buying Notes and the risks associated with buying Notes are set out in the Note Terms (obligatievoorwaarden), the information document (informatiedocument Autoritieit Financiële Markten), and the Frequently Asked Questions. You will need to read each of these documents to assess your risk and we encourage you to do so. In case of a conflict between these Terms and the Note Terms, the Note Terms will prevail.
To access or use the Platform, you must be a resident of The Netherlands, at least 18 years old, and have authorization and legal capacity to create an Account (as defined below) and use the Platform. You may not use the Platform without Brxs’ prior written consent if Brxs has terminated your Account or banned you from using the Platform.
3.1 To use the Platform, Brxs requires you to register and create an Account. To create an Account, you must, among other things, provide your e-mail address and choose a strong password. The e-mail address and chosen password, together, form your Login Credentials.
- 3.2 You are fully responsible for non-disclosure of your Login Credentials to and the use of your Account by unauthorised persons. You may not allow use of your Account by any third party nor by others that do not have the authority to represent you. You guarantee that any third party that uses your Account is authorized to represent you. If you suspect that your Account’s security has been breached, you shall report this immediately to firstname.lastname@example.org.
- 3.3 You shall only provide correct and complete information when creating an Account on the Platform. You are solely responsible for the accuracy of the data in your Account and Brxs cannot be held liable in that respect.
- 3.4 If a legal entity wants to create an Account, the natural person that opens the Account on behalf of such legal entity warrants that it has the legal capacity and power to:
- act on behalf of and to represent the specific legal entity;
- proceed with the registration of the prospective retail investor to the Platform and the creation of the Account; and
- accept the present Terms and all other policy and guidelines.
- 3.6 At its own discretion, Brxs may always suspend, block, or delete Accounts of Users. You are not entitled to any compensation by Brxs in connection with the suspension, blocking, or deletion of the Account by Brxs and you hereby waive any right to any compensation of damages.
- 3.7 Every User may only create one (1) Account. If, for whatever reason, your Account is blocked or deleted, you are no longer entitled to use the Platform in any way (whether through that Account, another Account, or without an Account).
- 3.8 At all times, you must act in accordance with the guidelines and instructions of Brxs regarding the use of the Platform.
- 3.9 Brxs is entitled, at all times, to no longer make available certain functionalities of the Account on the Platform, to not grant an Account, or to demand additional information and/or undertakings from you for granting an Account.
- Use of the Platform
- 4.1 You shall ensure that you use the Platform and Website in conformity with these Terms and Brxs’ instructions and for the purpose that Brxs intended them for. You are not allowed to use the Platform in any way that affects the integrity or continuity of Brxs’ systems and/or any services offered by Brxs.
- 4.2 It is your responsibility to use the Platform in compliance with applicable law and with any third-party rights. More specifically (but without limitation), you are not allowed to use the Platform:
- (a) in a way that infringes on a third party's intellectual property rights;
- (b) in a way that violates a person's privacy; or
- (c) to conduct any illegal activity or solicit the performance of any illegal activity or other activity that infringes the rights of third parties.
5. Availability of the Website and the Platform and Warranty Disclaimer
- 5.1 You acknowledge and agree that Brxs provides the Website and Platform on an “as is” basis without warranty of any kind. To the maximum extent permitted by applicable law, Brxs does not guarantee that the Website or the Platform will be available 24 hours a day, 7 days a week. Brxs will use reasonable efforts to provide you with access to the Platform as soon as possible, but cannot give any guarantees that access will not be interrupted or that there will be no delays, failures, errors, loss or similar of transmitted information. Brxs does not accept any responsibility whatsoever concerning the unavailability of the Website or the Platform at any time, or any difficulty or inability to download or access content, or any other communication system failure which may result in the Website or the Platform being unavailable.
- 5.2 Brxs may – at its own discretion – update, modify, or adapt the Website, the Platform and their functionalities from time to time. This may result in downtime of the Website and/or the Platform. Brxs is not liable for any damage as a result of such downtime. Brxs will use reasonable efforts to announce planned maintenance timely.
- 6. Liability
6.1 You are fully responsible and liable for the use of the Platform through your Account.
- 6.2 You are solely responsible for the technical operation and maintenance of your internet connection, internal network, and all other systems that are relevant or necessary for undisturbed use of the Platform.
- 6.3 Unless there is wilful misconduct or gross negligence on the part of Brxs, Brxs is not liable in any way for your (direct or indirect) damages or costs of whatsoever nature in connection with use of the Platform, the Account or the information shared on the Platform, such as, but not limited to, damages and costs due to the lack of a proper functioning of the Platform, technical faults, and unlawful information on the Platform. Brxs cannot be and is not responsible for compliance with your obligations rising from these Terms.
- 6.4 A claim will in any case lapse if Brxs is not notified in writing of the claim within one (1) year of the discovery of an event or circumstance that gives rise to or could give rise to liability.
- 6.5 Nothing in these Terms shall exclude or limit Brxs’ liability when it cannot be excluded or limited under applicable law. If, for whatever reason, Brxs is liable for any damage to you in connection with these Terms, Brxs’ liability will be limited to an amount of EUR 100 or to the amount the insurance company of Brxs disburses in that specific case, whichever is lower.
7.1 You shall indemnify, defend, and hold harmless Brxs from any third-party claims, liability, damages and/or costs (including, but not limited to, attorney fees) arising from your use of the Platform, or violation of these Terms.
7.2 Brxs reserves the right to assume the exclusive defence and control of any matter subject to indemnification by you, in which event you will assist and cooperate with Brxs asserting any available defences.
8. Intellectual Property
8.1 Brxs is the exclusive owner of all intellectual property rights vesting in and relating to the Platform, documents and materials related thereto, such as – but not limited to – patents, patent applications, trademarks, trademark applications, database rights, service marks, trade names, copyrights, trade secrets, licenses, domain names, know-how, property rights, and processes (Intellectual Property Rights).
8.2 Brxs grants you a non-transferrable, non-exclusive, and revocable license intended for fair use of the Platform.
- 8.3 You will not reproduce, resell, or distribute the Intellectual Property Rights, without Brxs’ explicit prior written consent.
- 9. Privacy
The Platform also records non-personal data. Brxs may use these data to monitor the Platform, for analysis purposes and to improve the Platform.
- Third Party Sites and Services
10.1 The Platform or Website may contain content that links to other websites, services or resources on the Internet, and other websites, services, or resources may contain links to the Platform or Website. As a User, you access third party websites at your own risk. These other websites are not under Brxs’ control, and you acknowledge that Brxs is not responsible or liable for the content, functions, accuracy, legality, appropriateness, or any other aspect of such websites or resources. The inclusion of any such link does not imply endorsement by Brxs or any association with its operators.
- 10.2 You further acknowledge and agree that Brxs 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 third-party website or resource.
- 11. Miscellaneous
11.1 No omission or delay on the part of Brxs in exercising any right, power or remedy under these Terms shall prejudice or impair such right, power or remedy or be construed as a waiver thereof. Any single or partial exercise of such right, power or remedy shall not preclude any other or future exercise thereof or the exercise of any other right, power or remedy.
- 11.2 Brxs reserves the right to unilaterally modify or replace these Terms at any time if Brxs finds this reasonably necessary and useful. When Brxs changes these Terms in a significant way, we will notify you via email and/or through the Platform and/or in your Account.
- 11.3 Except as explicitly stated otherwise, any notices given to Brxs shall be given by email to the address listed in the contact information below. Any notices given to you shall be given to the email address provided during the registration process, or such other address as you may specify in your Account. Notice shall be deemed to be given twenty-four (24) hours after the email is sent, unless the sending party is notified that the email address is invalid. Brxs may also choose to send notices by regular mail.
- 11.4 If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the maximum extent necessary, so that the rest of these Terms will remain in full force and effect and stay enforceable. Any such unenforceable or invalid provision shall be replaced or be deemed to be replaced by a provision that is valid and enforceable, and which interpretation shall be as close as possible to the intent of the invalid provision.
- 11.5 You cannot transfer your rights and obligations under these Terms to third parties. Brxs may assign and/or transfer all rights and obligations under these Terms to a third party, without your consent being required, but provided that either Brxs remains jointly liable for the performance of these Terms by the assignee/transferee or the the assignment/transfer is effectuated in connection with a transfer of an enterprise which encompasses the liabilities and corresponding rights under these Terms.
- 11.6 All provisions of these Terms which by their nature should survive termination shall survive termination, including, without limitation, ownership provisions, warranty disclaimers, indemnity, and limitations of liability.
- Applicable Law and Competent Court
12.1 These Terms and any disputes in relation to these Terms shall be governed by and construed in accordance with the laws of the Netherlands.
- 12.2 Unless mandatory law compels differently, all disputes resulting from or arising in connection with these Terms shall be exclusively submitted to the competent court of Amsterdam, the Netherlands, unless the dispute can be settled in an amicable fashion.
- Queries, Remarks and Suggestions
Brxs wants to offer you an optimum service. For any queries, remarks or suggestions, please contact Brxs using the chat box or send an email to email@example.com. Brxs will endeavour to respond to messages within five (5) working days.