Taxes & Indemnity

The Participant shall be responsible to pay all applicable taxes and duties, if any, that may arise in connection with its acquisition under this Agreement. Buyer will defend, indemnify and hold harmless the Company, its directors, officers, members, employees, agents, attorneys, representatives, affiliates and associates from any claims, damages, losses, liabilities, penalties, fines, costs and expenses arising out of or relating to any third-party claim concerning this agreement, including without limitation any claims related to taxes and duties mentioned.

9. Disclaimers: Limitation of Liability
THE ACQUISITION OF TOKENS UNDER THIS AGREEMENT, THE USE OF TOKENS AND THE PLATFORM ARE PROVIDED ON AN ‘AS IS’ AND ‘AS AVAILABLE’ BASIS. THE COMPANY AND ITS AFFILIATES MAKE NO REPRESENTATIONS OF ANY KIND, EXPRESS, IMPLIED, STATUTORY OR OTHERWISE REGARDING THE ACQUISITION OF TOKEN UNDER THIS AGREEMENT, AND THE PLATFORM INCLUDING ANY WARRANTY THAT THE PLATFORM WILL BE UNINTERRUPTED, ERROR-FREE OR FREE OF HARMFUL COMPONENTS OR THAT ANY CONTENT WILL BE SECURE OR NOT OTHERWISE LOST OR DAMAGED. EXCEPT TO THE EXTENT PROHIBITED BY LAW, THE COMPANY, ITS DIRECTORS, OFFICERS, MEMBERS, EMPLOYEES, AGENTS, ATTORNEYS, REPRESENTATIVES, AFFILIATES AND ASSOCIATES DO NOT ACCEPT ANY LIABILITY FOR ANY DAMAGE OR LOSS, INCLUDING LOSS OF BUSINESS, REVENUE, OR PROFITS, OR LOSS OF OR DAMAGE TO DATA, EQUIPMENT, OR SOFTWARE (DIRECT, INDIRECT, PUNITIVE, ACTUAL, CONSEQUENTIAL, INCIDENTAL, SPECIAL, EXEMPLARY OR OTHERWISE), RESULTING FROM ANY USE OF, OR INABILITY TO USE TOKENS, THE PLATFORM OR THE MATERIAL, INFORMATION, SOFTWARE, FACILITIES OR CONTENT ON THE PLATFORM, AS WELL AS FROM ACQUIRING OF TOKENS,

REGARDLESS OF THE BASIS, UPON WHICH THE LIABILITY IS CLAIMED. BUYER ASSUMES ALL RISK OF LOSS RESULTING FROM, CONCERNING OR ASSOCIATED WITH RISKS SET FORTH IN THIS AGREEMENT, WHICH ARE HEREBY INCORPORATED BY REFERENCE INTO THIS AGREEMENT.

10. Privacy Policy

10.1 The Company values Participants’ privacy by not requesting any information that is unnecessary for the holding and use of Tokens and/or Platform or to abide by obligations under applicable law. The Company commits itself to do its utmost to ensure that it, the Providers, its directors, officers, members, employees, agents, attorneys, representatives, affiliates and associates shall not disclose to any person, any non-public proprietary, documents or confidential information which we may have obtained as a result of the relationship between the Parties under the Terms except to the extent necessary further to any law, regulations, rules or agreements.

10.2 Nevertheless, the Company shall be entitled, at any time, to request from the Participant information and/or documentation that the Company and/or the Providers, in their sole discretion, deem fit and necessary in order to comply with any applicable law or regulation in connection with the holding and using of Tokens and/or Platform. The Participant agrees to provide the Company and/or the Providers with such information promptly upon request, and he acknowledges that the Company and/or the Providers may not provide the Services to the Participant until he provides such requested information and the Company and/or the Providers have determined that it is permissible under applicable law or regulation. The Company and/or the Providers reserve the right to require more due diligence documentation in compliance with any new or amended regulation which may come into force in the future.

10.3 It is agreed that the terms of the Agreement are subject to the duty of confidentiality on our part. The Company is committed to ensuring confidentiality. The Company commits itself to do its utmost to ensure not disclose to any person, any non-public proprietary, documents or confidential information which the Company may have obtained as a result of this Agreement for as long as such information remains non-public and unless such disclosure is duly authorized or required in terms of the law.

10.4 The duty of confidentiality does not extend to communications in furtherance of an illegal purpose nor to documents or facts showing the commission of a crime or fraud after the commencement of this engagement. Moreover, the Company are subject to the duty, (without need to informing the Client) to notify the police if the Company suspect that any property or money represents proceeds of corruption, drug trafficking or other serious crime or belongs to a terrorist or terrorist entity. Furthermore, the Company shall not be liable for any consequences of any disclosure where the Company acts in good faith in accordance with applicable law and you acknowledge that the Company is not bound by confidentiality obligations when disclosure is necessary for the Company’s opinion to protect its own interests.

11. Disclosure of Certain Risk Factors associated with Tokens

The Participant understands that the acquisition of Tokens involves substantial risk, including, without limitation, the following (the terms herein shall have the meaning assigned to them in the Agreement to which this is attached):

a)The Company has no operational history.
b)The Company maintains sole discretion in the conduct of its business, including as

related to its offer, maintenance and use of any Token and the Platform. The Participant will not have the ability to influence the performance or decisions made by Company.

c)The acquisition of Tokens is subject to severe constraints on liquidity. At the time of the Token Crowdsale Event, there is no market for the Tokens and such a market may not develop. The acquisition of Tokens is suitable only for sophisticated and experienced Participants who are financially able to maintain their tokens for an indefinite period of time and who can afford a loss of their entire Participation Amount.

d) Acquisition of Tokens is highly volatile and speculative and considered highly risky. In particular, the Participant understands and accepts the inherent risks associated with Tokens, including, but not limited to, risks associated with

(a) decentralization of the blockchain technology; (b) money laundering;
(c) fraud;
(d) anonymity of transactions;

(e) exploitation for illegal purposes;
(f) theft;
(g) instability and other flaws of exchanges or brokers/custodians; (h) the lack of regulation of tokens as of the date hereof.

e) The Participant understands and accepts that the software and hardware, technology and technical concepts and theories usually used by issuers of Tokens is still in an early development stage and unproven, there is no warranty that the technology will be uninterrupted or error-free and there is an inherent risk that the technology could contain weaknesses, vulnerabilities or bugs causing, inter alia, the complete loss of the Tokens and the Participant’s entire Participation Amount.

f) The Participant understands and accepts that the distribution of a Token and the development of the Project by the Crowdsale of Token, may be abandoned for a number of reasons, including but not limited to failure of the Project, lack of interest of the industry and/or the public, lack of funding, lack of commercial success or prospects (e.g. caused by competing projects) etc. The Participant, therefore, understands that there is no assurance that, even if such Project is partially or fully developed and launched, the Participant may receive any functionality through the Token held by him, and that they may become worthless. The Participant further understands and accepts that the Project financed by the Crowdsale of Token, may give rise to other, alternative projects, promoted by third parties unaffiliated to the issuer of the Token, under which the Token will have no intrinsic value.

g) Tokens are usually accessed using a private key that corresponds to the Wallet at which it is stored. The Participant understands and accepts that if the private key or the “seed” used to create the address and corresponding private key got lost or stolen, the obtained Token associated with the Participant’s address might be unrecoverable and will be permanently lost.

h) The Participant understands and accepts that the underlying software application and software platform of Token, the Platform, the internet, the blockchain network, the Participant, and other involved software, technology components and/or platforms concerned with Token may be exposed to attacks by hackers or other individuals that could result in theft or loss of Token and the Participant’s entire Participation Amount.

i) The Participant understands and accepts that public blockchain-based systems depend on independent validators, and therefore may be vulnerable to consensus attacks including, but not limited to, double-spend attacks, majority voting power attacks, race condition attacks and censorship attacks. Any successful attacks present a risk to such a system, expected proper execution and sequencing of Token related transactions, and expected proper execution and sequencing of software computations, including loss of the Participant’s entire Participation Amount.

12. Miscellaneous

12.1 Repayment of the Participation Amount or distribution of Tokens in accordance with Clause 4 or 5 above will constitute the full and final discharge of any and all obligations of the Company hereunder and thereupon this Agreement shall terminate and be void in its entirety with no further obligations of the Company.

12.2 The Company may withhold any amounts required by applicable law from any repayment or conversion of the Participation Amount. The Company may condition any repayment or conversion of the Participation Amount on the Participant satisfying any such withholding obligations.

12.3 Neither this Agreement nor any rights or obligations hereunder may be assigned by the Participant, in whole or in part, without the express prior written consent of the Company. The Company may transfer and assign its rights and obligations hereunder to any other natural or juridical person, to another affiliate, including any entity controlled, controlling or under common control with the Company, to a third party that acquires all or substantially all of the assets subject to this Agreement or securities of the Company or any entity into which the Company shall merge or any affiliate thereof.

12.4 All notices and other communications required or permitted hereunder to be given to a party to this Agreement shall be in writing and shall be sent by fax or email or mailed by registered or certified mail, postage prepaid, or otherwise delivered by hand or by messenger. Any notice sent in accordance with this Clause 12 shall be effective (i) if mailed, seven (7) days after mailing, (ii) if sent by messenger, upon delivery, and (iii) if sent via fax or email, on the first business day following transmission accompanied by delivery notification.

13. Amendments

The Agreement may only be amended by a written document signed by all the contracting Parties.

No waiver of any party‘s default or breach of its representations, warranties, covenants, duties, agreements, or obligations or any term or provision of this Agreement, will be effective unless in writing and signed by Parties; any waiver will be limited to the default or breach described therein and no waiver will be or be deemed a waiver of any other, similar, prior, continuing, or subsequent default or breach.

14. Validity of the Agreement

The illegality, invalidity or unenforceability of any provision of this Agreement decided by the law of another jurisdiction does not affect the legality, validity or enforceability under the law of another jurisdiction nor the legality, validity or enforceability of another provision of this Agreement.

15. Applicable law and jurisdiction

This Agreement and any dispute or claim arising out of or in connection with it or its subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the laws of Ireland.

16. Entire agreement

This Agreement embodies the entire agreement between the Parties and supersedes all previous statements, representations and agreements between the Parties relating to the subject matter of this Agreement.

Annex I-KYC

Individual Participants:
For participants that purchase with FIAT currencies through our Partner Transak, they shall require the following: 1. A copy of Passport; and 2. Proof of Residential Address (i.e. copy of utility bill not older than three months). Transak is the trading name of Light Technology Limited (a company registered in England & Wales, Company Number: 11539646) and is a registered crypto asset firm with the UK Financial Conduct Authority (FRN: 928910) under the Money Laundering, Terrorist Financing and Transfer of Funds (Information on the Payer) Regulations 2017 (as amended) in respect of its activities in crypto assets.

The Company reserves the right to request further documentation and/or the certification of the documentation.

Corporate or other Participants:

For KYC you will be asked to provide the Company with 1. Copy of Certificate of Incorporation or similar Constitutive Document. 2. Copy of Shareholders Register, Stockholders Ledger or Certificate of Incumbency (or any similar corporate document showing the shareholders of the entity). 3. For each ultimate beneficial holder of the entity – Copy of Passport; 4. For each ultimate beneficial holder of the entity - Proof of Residential Address (i.e. a copy of utility bill not older than three months).

The Company reserves the right to request further documentation and/or the certification of the documentation.

Annex II-Representations

Representations
In connection with the contribution towards the Project and allocation of Tokens from the Company, the Participant confirms, represents, warrants and agrees as follows:

The ETH or other crypto Wallet from which I have made the Contribution to the Project is beneficially owned by me. To the extent that Tokens will be sent to another Wallet, I confirm that the Wallet, the details of which I shall provide the Company is likewise beneficially owned by me.

I am not a Prohibited Participant as defined.

I, or my immediate family members and/or close associates, am/are not a

Politically Exposed Persons;

I have never been adjudged bankrupt;

I have never been subject to any investigation by a governmental, professional or

other regulatory or statutory body;

 I have never been a director, shareholder or manager of a business entity which

has been the subject of any investigation as aforesaid, or which has been adjudged bankrupt, compulsorily wound up or has made any compromise or arrangement with its creditors;

I have never been convicted of any criminal offence in any jurisdiction (other than a minor offence in connection with the use of a motor vehicle) and no criminal proceedings were instituted and/or are pending against me in any jurisdiction;

None of the property that the Participant has contributed to the Company further to the Token Crowdsale has been derived from, or related to, any activity that is deemed criminal under the laws of any applicable jurisdiction;

No contribution made by the Participant to the Company and no allocation of Tokens to the Participant from the Company shall cause the Company and/or the Providers to be in violation of the Prevention of Money Laundering Act, Prevention of Money Laundering and Funding of Terrorism Regulations, (EU) 2015/849 - Fourth Money Laundering Directive, Regulation (EU) 2015/847 on information accompanying transfers of funds.

Additional Information

(a) The Participant agrees to provide to the Company any additional information that the Company deems necessary or convenient to ensure compliance with all applicable laws concerning money laundering and similar activities.

(b) The Participant understands that the Company may release confidential information about the Participant and, if applicable, any underlying beneficial owners, if the Company, in its sole discretion, determines that it is in the best interest of the Company in light of relevant rules and regulations. The Participant undertakes to promptly notify the Company if at any time he is unable to satisfy the agreements set forth herein or if the representations set forth herein cease to be true.

Politically Exposed Persons
The term ‘politically exposed persons’ is broad and generally includes all persons who fulfil a prominent public function. A natural person who is or has been entrusted with a prominent public function shall include:

(a) Heads of State, Heads of Government, Ministers and Deputy and Assistant Ministers and Parliamentary Secretaries; (b) Members of Parliament; (c) Members of the Courts or of other high-level judicial bodies whose decisions are not subject to further appeal, except in exceptional circumstances; (d) Members of courts of auditors, Audit Committees or of the boards of central banks; (e) Ambassadors, charge d’affaires and other high-ranking officers in the armed forces; (f) Members of the administration, management or boards of State-owned corporations; and where applicable, for the purposes of (a) to (e), shall include positions held at the Community or international level.