Terms and Conditions for the "The Circle" Platform
Introductory Remarks
BLACKROLL AG, Hauptstrasse 17, CH-8598 Bottighofen, Switzerland (hereinafter referred to as “BLACKROLL”), is, among other things, a provider of innovative solutions in the digital environment.
As part of its product portfolio, BLACKROLL provides the “The Circle” a membership platform on the Internet. This platform is a software-as-a-service (SaaS) platform.
Unregistered users (“Visitors”) may use the platform only to the limited extent made available by BLACKROLL from time to time, in particular for informational purposes.
The use of additional platform functions, in particular the collection of Points, requires the Visitor to register and activate a personal user account (“User Account”). Following registration and activation, the Visitor is referred to as the “End User”.
1. Scope, Contracting Parties and General Provisions
These Terms of Use apply to all End Users who register on the platform and use the platform, its functions and the content accessible through the platform (collectively, the “Platform”).
The Platform may be used only in accordance with these Terms of Use as amended from time to time. The use of services in connection with the redemption of Points as part of the Platform requires the conclusion of additional terms between BLACKROLL and the End User (the “Redemption Terms”). These Terms of Use take precedence over any supplementary or subsequent agreements relating to individual services unless such agreements expressly provide otherwise.
Registration for and use of the Platform is permitted only for End Users who are at least 16 years old and whose legal residence is in Europe. End Users who are at least 16 but under 18 years of age may enter into these Terms of Use only with the consent of their legal guardians. By registering on the Platform, the End User confirms that the above requirements have been met and, where required, that the consent of the legal guardians has been obtained.
The End User accepts these Terms of Use during the registration process and confirms their valid incorporation by checking the relevant box before completing the registration process. The contractual relationship between the End User and BLACKROLL based on these Terms of Use is formed when BLACKROLL confirms the End User’s registration on the Platform by email. For this purpose, the End User must complete and submit the registration form provided on the Platform at https://blackroll.com/eu/en/account/register or in the official app, providing complete and accurate information (the “Conclusion of Contract”). Each End User may register and use only one User Account.
Any deviating, supplementary or conflicting terms of the End User or third parties shall not be accepted unless BLACKROLL expressly agrees to their validity in text form.
The Platform may be used only in its current version and to the extent made available to the respective End User. No specific quality, scope of functions or compatibility of the Platform has been agreed. From time to time, use of the Platform may require the End User to update their IT infrastructure, such as their Internet browser.
2. Subject Matter of the Contract and Principal Performance Obligations
Following successful registration, the contractual relationship enables the End User to participate in the customer membership programme offered by BLACKROLL. The principal performance obligations described below consist of providing a points-based system that enables the End User to collect Points as part of the Actions offered from time to time (the “Actions”) and to redeem those Points for the benefits offered in accordance with the applicable Redemption Terms (the “Benefits”).
3. Actions
The specific design of each Action, including the requirements for crediting Points, the number of Points credited and any restrictions or time limits, will be displayed to the End User on the Platform as part of the relevant Action.
Points credited for the purchase of a product are initially credited provisionally. If the statutory right of withdrawal is exercised or the purchase is reversed, the corresponding Points will automatically expire.
The End User may collect a maximum of 10,000 Points (the “Cap”). If the End User has reached the Cap and completes an Action that would otherwise result in the acquisition of redeemable Points, no Points will be credited for that Action.
Points are valid for 12 months from the date on which they are acquired unless expressly provided otherwise. Once this validity period has expired, the Points will lapse without replacement and may no longer be redeemed.
Points do not constitute currency. Points may not be converted into cash, and no cash payment of their value will be made. Points are personal to the relevant End User and are non-transferable. Trading in Points or rewards, for example via sales platforms, is prohibited.
BLACKROLL may adjust or discontinue the available Actions at any time or add new Actions.
4. Benefits
Points may be redeemed for specific Benefits only to the extent specified in the Redemption Terms and, where stated, only while stocks last. The Redemption Terms are available on the relevant offer page for the Benefit in question.
Points that are redeemed for a voucher are redeemed by providing a digital voucher code.
The dispatch of free products as part of the Benefits is subject to the simultaneous placement of a paid product order.
Free shipping obtained by collecting Points applies to standard shipping within Europe. Additional charges for express services or freight-forwarded goods are excluded.
Access to exclusive presales or similar Benefits merely gives the participant the opportunity to purchase certain products before their official launch or on an exclusive basis. Due to limited quantities, such access does not guarantee that the participant will be able to purchase the products advertised there.
The customer membership programme also consists of tiers, which are determined by the total number of Points earned by the End User. BLACKROLL determines the applicable tiers, the relevant Point thresholds and the Benefits associated with each tier and publishes them on the programme page. Tier status is adjusted automatically as soon as a Point threshold is reached or no longer met.
BLACKROLL may change, restrict, replace or discontinue the Benefits and tier status at any time. Benefits already finally redeemed or bindingly reserved by End Users and/or tiers already reached shall remain unaffected. Section 3.4 applies accordingly.
5. Third-Party Providers
In individual cases, Benefits or services offered through the Platform as part of the redemption of Points may be provided by third parties. The relevant third party’s terms of use, business terms or licence terms may additionally apply to the use of such third-party services (collectively, the “Third-Party Terms”).
The End User will be expressly informed of the applicability of any Third-Party Terms no later than during the redemption process. Use of the relevant third-party service requires the End User’s consent to the applicable Third-Party Terms.
6. Principles Governing the Provision of Services
- The services provided under these Terms of Use are intended solely for the End User’s own use in connection with the End User’s personal activities.
- BLACKROLL may further develop, adapt or modify the functions of the Platform and the content accessible through the Platform where there is an objective reason for doing so, in particular as a result of technological developments, legal requirements or measures to improve user-friendliness.
- BLACKROLL reserves the right to revoke Points or Benefits already granted, in whole or in part, if there are indications that the Points or the redemption were granted as a result of a technical or administrative error, through intentional or negligent breach of duty by the End User, in particular fraud or deception (for example, in the case of product reviews that violate these Terms of Use), or in any other unintended manner in breach of the underlying contractual terms. Further statutory claims remain unaffected.
- BLACKROLL aims to make the Platform available 95% of the time per year. However, maintenance, security or capacity requirements, as well as events outside BLACKROLL’s control, in particular disruptions to third-party services, public communications networks or the power supply, may result in restrictions or temporary unavailability. Restrictions outside BLACKROLL’s control will not be counted as Platform downtime for the purposes of the availability target pursued by BLACKROLL.
7. End User Obligations and Indemnification
The End User is responsible for ensuring that the hardware and software used by the End User and their data connection meet the minimum technical requirements necessary to use the Platform. The End User may not use any software or other technical equipment that could jeopardise the functioning of the Platform.
The End User undertakes to refrain from any conduct that could impair the security or stability of the Platform. In particular, the End User may not enter or store any data or content that could damage or endanger the Platform, its functions, the content accessible through the Platform, the software and systems connected with them, BLACKROLL’s servers or other IT infrastructure, or the data of BLACKROLL, third parties or other End Users.
In particular, the End User undertakes to protect the devices used to access the Platform against unauthorised access and to check them regularly for viruses or other malware. Devices suspected of being infected with a virus or similar malware may no longer be used to access the Platform.
The Platform contains content protected by trademark law, copyright law and other laws for the benefit of BLACKROLL or third parties. Unless expressly permitted by BLACKROLL, the End User is not entitled to use this content beyond the contractually agreed purpose, edit it, reproduce it, distribute it, communicate it to the public or use it for advertising purposes. End Users may use this content only in accordance with these Terms of Use and within the framework specified by BLACKROLL on the Platform.
Copyright notices, serial numbers, version numbers, trademarks and other identifying features on the Platform, such as logos, may under no circumstances be modified or removed by End Users.
The End User may not use robots or any other means to retrieve the content or data made accessible through the Platform, in particular Benefits, by automated means, incorporate it into databases, publish it, communicate it to the public or otherwise make it publicly accessible in any form, unless this is expressly provided for by the Platform’s functions, for example through a sharing function. This prohibition also applies where the activity is carried out on behalf of third parties and/or other End Users.
Any use of the Platform for unlawful purposes is prohibited. All applicable laws must be observed when using the Platform, in particular copyright, competition, data protection and criminal law, as well as agreements with third parties, such as confidentiality agreements. This applies in particular to the creation, transmission and publication of product reviews. Product reviews may be based only on the End User’s own actual experiences, must be factually accurate and may not contain false statements of fact, disparaging criticism, misleading information, advertising or any other unlawful content.
If third parties assert claims against BLACKROLL due to a breach of these Terms of Use by the End User, the End User shall, upon first demand, fully indemnify BLACKROLL against all resulting losses, expenses and other costs. The indemnification also covers the costs of reasonable legal defence.
8. Rights of Use
All content made available on the Platform is protected by copyright for the benefit of BLACKROLL or the respective third-party provider involved in providing the services.
Unless the End User is expressly granted rights of use under these Terms of Use, all rights of use under copyright and related rights, as well as all rights in industrial property and similar legal positions relating to the Platform, any work results created and other documents made available, belong exclusively to BLACKROLL or, where applicable, to the third-party providers involved in providing the services.
Subject to Section 8 of these Terms of Use, the End User is granted a time-limited, non-exclusive, non-transferable and non-sublicensable right to use the Platform for their own purposes to the extent and in the manner agreed in these Terms of Use.
The right of use granted is always limited to viewing the content made available on the Platform on a screen, unless the Platform expressly provides functions for more extensive use, such as downloading or printing content.
Any other use of the Platform, in particular its commercial exploitation or the transfer of Benefits to third parties, is expressly prohibited. The automated systematic retrieval of the Platform, the creation of systematic collections from retrieved content, manual saving, filming, the systematic creation of screenshots, the transfer or making available of content accessible through the Platform to third parties, and the use of such content for the purpose of providing information on a commercial basis are also prohibited. Editing or otherwise modifying the content accessible through the Platform, as well as any other form of use or exploitation, in particular reproduction, is expressly prohibited to the extent that it exceeds the manner or scope specifically provided for by BLACKROLL.
In all cases in which the End User’s right to use the Platform ends, the End User must immediately cease using the Platform and irrevocably forfeits, without replacement, all Points collected up to the time of termination. The End User must also destroy all copies of content downloaded from the Platform using the functions provided for this purpose that are in their possession, unless they are legally required to retain them for a longer period or have a legitimate interest in continuing to possess them. At BLACKROLL’s request, the End User shall confirm and provide evidence in writing that these obligations have been fulfilled.
The End User grants BLACKROLL all necessary non-exclusive, transferable and sublicensable rights of use under copyright and related rights, as well as rights in industrial property rights and similar legal positions, in the content provided and uploaded by the End User for the provision of the services covered by the contract. The rights granted include, in particular, the right to reproduce, distribute, make publicly accessible and edit the content, without limitation as to time, territory or subject matter. The grant of rights also includes the right to transfer and sublicense the rights of use referred to above to third parties commissioned to perform the contract and to third-party providers, as well as the right to process the content in full in AI systems of any kind.
9. Liability for Defects
BLACKROLL’s liability for defects in contractual services subject to statutory defect liability shall be governed by the statutory provisions, subject to Section 10.
In addition, impairments of the Platform’s functions do not constitute defects if they result from the End User’s hardware or software environment, faulty data, improper use, changes or adaptations to the Platform made by the End User, exceeding the rights of use or other circumstances within the End User’s area of responsibility, unless the End User proves that the defect is independent of these circumstances.
In order to enable BLACKROLL to improve and further develop the Platform at its own discretion, the End User shall notify BLACKROLL in text form of any defects or disruptions affecting the Platform, its functions or the content accessible through the Platform.
Where the services are provided free of charge, BLACKROLL provides no warranty.
10. Liability and Limitation Periods
BLACKROLL’s no-fault liability for damages resulting from defects in the Platform that already existed when the contract was concluded is excluded. In all other respects, BLACKROLL’s liability for damages is governed by statutory provisions, as modified by the following provisions of this Section 10.
BLACKROLL shall be liable without limitation for damage caused intentionally or by gross negligence.
In the event of a breach caused by ordinary negligence of a principal performance obligation or of an ancillary obligation whose breach jeopardises the achievement of the purpose of the contract, or whose fulfilment is essential for the proper performance of the contract and on compliance with which the End User was entitled to rely (a “Material Ancillary Obligation”), BLACKROLL’s liability shall be limited to the foreseeable damage typical for the contract at the time the contract was concluded. In the event of a breach caused by ordinary negligence of ancillary obligations that are not Material Ancillary Obligations, BLACKROLL shall not be liable.
The exclusions and limitations of liability set out in this Section 10 do not affect BLACKROLL’s liability for an expressly assumed guarantee of quality, fraudulent concealment, damage arising from injury to life, body or health, or product defects under the mandatory product liability legislation applicable. These provisions do not entail any change to the burden of proof to the detriment of the End User.
The above provisions apply accordingly to the reimbursement of wasted expenditure. They also apply in the same manner for the benefit of BLACKROLL’s legal representatives, corporate bodies, employees and other vicarious agents.
Claims by the End User for damages and reimbursement of wasted expenditure shall become time-barred within one (1) year. The statutory limitation period remains unaffected for claims against BLACKROLL based on intentional breaches of duty and in the cases referred to in Section 10.4 of these Terms of Use.
11. Data Protection and Data Security
BLACKROLL processes the End User’s personal data exclusively in accordance with applicable data protection law.
12. Term and Termination
The contractual relationship between BLACKROLL and the End User for the use of the Platform based on these Terms of Use is generally concluded for an indefinite period and may be terminated by BLACKROLL or the End User at any time by giving 14 days’ notice of ordinary termination. The consequences of termination are set out in Section 8.6.
The right to terminate the contract for good cause without notice remains unaffected.
Any termination must be made in text form, such as by email, in order to be effective.
Rights and obligations that are intended by their nature to continue after termination shall remain governed by these Terms of Use until they expire.
13. Final Provisions
New versions of these Terms of Use will be communicated to the End User in text form, for example by means of an announcement on the Platform and will become part of the contract if the End User expressly agrees to the new version or does not expressly object to it in text form within one (1) month of receiving the notice of amendment. The End User will be informed of the significance of their silence when the new version is communicated.
Except in the case of the assignment of monetary claims, any assignment or transfer by the End User to third parties of rights and obligations under these Terms of Use requires BLACKROLL’s prior written consent.
If individual provisions of these Terms of Use are or become invalid in whole or in part, or if these Terms of Use contain a gap, the validity of the remaining provisions shall remain unaffected. BLACKROLL and the End User undertake to replace or supplement any invalid or incomplete provision with a provision that comes as close as possible to the economic purpose of the contract.
The contractual relationship for the use of the Platform and all legal relationships between BLACKROLL and the End User connected with the use of the Platform shall be governed by Swiss law, excluding the UN Convention on Contracts for the International Sale of Goods (CISG). Mandatory rights under the law of the End User’s country of residence remain unaffected.
The place of performance is BLACKROLL’s registered office. The courts at BLACKROLL’s registered office shall have jurisdiction over all disputes arising from or in connection with these Terms of Use and the legal relationships established under them. The same applies if the End User has no general place of jurisdiction in Europe. BLACKROLL may alternatively bring an action against the End User before any other court with jurisdiction.
These Terms of Use are made available in multiple languages. Translations into other languages are provided solely for the End User’s information. In the event of any discrepancy between the German text and a translation, the German text shall prevail.
Last updated: September 2026