The following Terms and Conditions ("Terms") govern your (“you” or the “Purchaser”) purchase of cryptographic tokens ("ERC-20") from Dope Technologies Plc. Registered in Estonia with registry code: 14415408, having its seat and address at Parda tn 4-411-1, Kesklinna linnaosa, Tallinn, Harju maakond, 10151, (the “Company”). Each of you and the Company is a “Party” and, together, the “Parties” to these Terms. This document is not a solicitation for investment and does not pertain in any way to an offering of securities in any jurisdiction. This document describes the INCHAINZ token (“INCHAINZ”) sale.
The Terms describe the initial sale will be made through a token generation event (the “Token Generation Event” or “TGE”) as well as the rights and obligations arising for INCHAINZ token owners. Please read the Terms carefully before using the services described by the Company or making offers to purchase INCHAINZ tokens. By using the website of the Company used for the TGE or making offers to purchase INCHAINZ tokens (“Tokens” or “INCHAINZ Tokens”), you acknowledge that you have read these Terms and you agree to be bound by them. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT PURCHASE OR MAKE OFFERS TO PURCHASE INCHAINZ TOKENS FROM THE COMPANY. IF YOU HAVE ANY QUESTIONS REGARDING THESE TERMS, PLEASE CONTACT THE INCHAINZ LEGAL SUPPORT AT [firstname.lastname@example.org].
By purchasing INCHAINZ tokens, and to the extent permitted by law, you are agreeing not to hold any of the Company and its respective past, present and future employees, officers, directors, contractors, consultants, advisors, equity holders, suppliers, vendors, service providers, parent companies, subsidiaries, affiliates, agents, representatives, predecessors, successors and assigns (the “Team”) liable for any losses or any special, incidental, or consequential damages arising from, or in any way connected, to the sale of INCHAINZ tokens, including losses associated with the terms set forth below.
DO NOT PURCHASE INCHAINZ TOKENS IF YOU ARE NOT AN EXPERT IN DEALING WITH CRYPTOGRAPHIC TOKENS AND BLOCKCHAIN-BASED SOFTWARE SYSTEMS. PRIOR TO PURCHASING INCHAINZ TOKENS, YOU SHOULD CAREFULLY CONSIDER THE TERMS BELOW AND CONSULT AN APPROPRIATE TECHNICAL EXPERT, LAWYER, ACCOUNTANT, OR TAX PROFESSIONAL.
PURCHASES OF INCHAINZ TOKENS SHOULD BE UNDERTAKEN ONLY BY INDIVIDUALS, ENTITIES, OR COMPANIES THAT HAVE SIGNIFICANT EXPERIENCE WITH, AND UNDERSTANDING OF, THE USAGE AND INTRICACIES OF CRYPTOGRAPHIC TOKENS, INCLUDING ETHEREUM TOKENS, AND BLOCKCHAIN BASED SOFTWARE SYSTEMS.
Purchasers should have an expertise and experience with storage and transmission mechanisms of cryptographic tokens. The Company WILL NOT be responsible in any way for loss of cryptocurrency, Ethereum, INCHAINZ or any other funds resulting from the conduct of a Purchaser. If you DO NOT have relevant experience or expertise, then you should not purchase INCHAINZ tokens. You understand, agree and acknowledge the tokens will be received by you after the TGE. Your participation in the INCHAINZ token sale is deemed as your acknowledgement that you satisfy the requirements mentioned in this paragraph.
THE COMPANY RESERVES THE RIGHT TO CHANGE, MODIFY, ADD OR REMOVE THE PROVISIONS OF THESE TERMS AT ANY TIME FOR ANY REASON. ALTHOUGH WE AIM AT INFORMING KNOWN USERS OF SUCH CHANGES, THIS MAY NOT BE POSSIBLE. THUS IT REMAINS AS YOUR OBLIGATION TO REVIEW THESE TERMS PERIODICALLY. ANY CHANGES SHALL BE EFFECTIVE IMMEDIATELY UPON POSTING AT OUR WEBSITE.
PURCHASER AGREES TO BUY, AND COMPANY AGREES TO SELL, INCHAINZ TOKENS IN ACCORDANCE WITH THE FOLLOWING TERMS:
1. The INCHAINZ token is a cryptographic token to be issued by the Company. The INCHAINZ token is based on Ethereum, and purchase and future handling of INCHAINZ Tokens requires access to generally accepted storage and transmission systems of Ethereum.
2. The InChainz Platform is intended to be an all-in-one solution for the handling and beneficial use of contacts based on blockchain and smart contracts (further information on the project may be found in the White Paper (the “White Paper”) provided at https://www.inchainz.com (the “Website”) as of the date the Purchaser acquires INCHAINZ tokens) and provide the Purchasers with early and preferential access to the related products and services to be provided by the Company and/or other ecosystem participants. To the extent they do not contradict these Terms, the rights connected to INCHAINZ Tokens are subject to the limitations set out in the White Paper, but this should in no case create obligations for the Company in addition to the ones contained in these Terms.
3. INCHAINZ Tokens can be held and used at the sole discretion of the holder to the extent this does not contradict these Terms and any other applicable laws. INCHAINZ Tokens are solely intended as utility tokens and cannot perform or have a particular value outside the INCHAINZ business platform. Therefore, the INCHAINZ Tokens should not be used or purchased for speculative or investment purposes.
4. In respect of the tasks described in 1.3 above, the Company has only such obligations and duties as expressly described in these Terms. Other obligations and duties are excluded.
5. The INCHAINZ token is not a security. INCHAINZ Tokens are not (and are not intended to have any such characteristics as) shares and do not give any right to participate to the any shareholder or similar decision making authority of the Company. INCHAINZ Tokens are not (and are not intended to have any such characteristics as) a digital currency, commodity, or any other kind of financial instrument and they have not been registered under the securities laws of any country, including the securities laws of any jurisdiction in which a potential token holder is a resident. The Company is not an investment advisor and does not give investment advice to you. General information on the nature of the tokens, may be found in the White Paper.
6. The Company is not a financial intermediary according to Estonian law and general EU regulations, and it is not required to obtain any authorisation for Anti Money Laundering purposes. However, good practices imposed by compulsory guidelines issued by financial regulators in certain countries require the verification of buyers identity and residency.
II. CONDITIONS OF THE INCHAINZ TOKEN SALE
7.1. You may not be eligible and are not permitted to participate in the INCHAINZ token sale (as referred in these terms). If you are not aware of the current legislation in your jurisdiction, please consult a professional adviser.
7.2. Restricted Persons may be any firm, company, partnership, trust, corporation, entity, government, state or agency of a state or any other incorporated or unincorporated body or association, association or partnership (whether or not having separate legal personality) that is established and/or lawfully existing under the laws of the restricted jurisdictions.
8. When you purchase, or otherwise receive, an INCHAINZ token, you may only do so by accepting the following conditions and, by doing so, you warrant and represent that the following are a true and accurate reflection of the basis on which you are acquiring the INCHAINZ tokens:
8.1. Neither the Company nor any member of our Team has provided you with any advice regarding whether the INCHAINZ token is suitable for you to buy;
8.2. You have sufficient understanding of the functionality, usage, storage, transmission mechanisms and intricacies associated with cryptographic tokens, such as Bitcoin and Ether, as well as blockchain-based software systems generally;
8.3. You are legally permitted to receive and hold and make use of INCHAINZ Tokens in your and any other relevant jurisdictions;
8.4. You will supply us with all information, documentation or copy documentation that we require in order to allow us to accept your purchase of INCHAINZ Tokens and allocate them to you;
8.5. The whole information relating to your acquisition of INCHAINZ Tokens or otherwise is not inaccurate or misleading;
8.6. You will provide us with any additional information which may be reasonably required in order that we can fulfil our legal, regulatory and contractual obligations, including but not limited to any anti-money laundering obligation;
8.7. You will notify us promptly of any change to the information supplied by you to us;
8.8. You will comply with our Know Your Customer Policy (“KYC policy” or “KYC”) as made available on the Website and as amended, when necessary, at our discretion;
8.9. You are of a sufficient age to legally obtain INCHAINZ tokens, and you are not aware of any other legal reason to prevent you from obtaining INCHAINZ tokens;
8.10. You take sole responsibility for any restrictions and risks associated with receiving and holding INCHAINZ tokens;
8.11. By acquiring INCHAINZ tokens, you are not making a regulated investment, as this term may be interpreted by the regulator in your jurisdiction;
8.12. You are not obtaining or using INCHAINZ Tokens for any illegal purpose, and will not use INCHAINZ Tokens for any illegal purpose;
8.13. You waive any right you may have / obtain to participate in a class action lawsuit or a class wide arbitration against any entity or individual involved with the sale of INCHAINZ tokens;
8.14. Your acquisition of INCHAINZ Tokens does not involve purchase or receipt of shares, ownership or any equivalent in any existing or future public or private company, corporation or other entity in any jurisdiction;
8.15. To the extent permitted by law and provided we act in good faith, the Company makes no warranty whatsoever, either expressed or implied, regarding the future success of the Company, the INCHAINZ token, the Ethereum network and/or achieving any of the aspirations set forth in the White Paper;
8.16. You accept that the INCHAINZ token is created and you obtain INCHAINZ token on an “as is” and “under development” basis. Therefore, provided the Company acts in good faith, you accept that the Company is providing \ INCHAINZ Tokens without being able to provide any warranties in relation to them, including, but not limited to, title, merchantability or fitness for a particular purpose;
8.17. You accept that you bear sole responsibility for determining if (i) the acquisition, the allocation, use or ownership of INCHAINZ tokens, (ii) the potential appreciation or depreciation in the value of the INCHAINZ token over time, if any, (iii) the sale and purchase of INCHAINZ tokens, and/or (iv) any other action or transaction related to INCHAINZ Tokens has tax implications. You are solely responsible for performing any and all obligations related to relevant tax implications, including, among other, declaring and paying applicable taxes.
8.18 You acknowledge that neither the Company nor any of its affiliates (however construed) are required to provide a refund for any reason, and that You will not receive money or other compensation for any INCHAINZ Token that is not used or remains unused for any reason or it is freezed or restricted for any grounds, which are related to the legality of you holding and/or disposal of the Tokens.
8.19. You hereby expressly agree that, to the maximum extent permitted by the applicable laws, neither the Company nor any of its affiliates (however construed) shall be liable to You, regardless of the basis or theory upon which the liability is claimed, 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:
8.19.1. the use of, inability to use, or availability or unavailability of the Website or the material, information, software, facilities, services or content on the Website;
8.19.2. Your failure to use and/or Your use of the INCHAINZ Tokens;
8.19.3. any change of the value of the INCHAINZ Tokens or any cryptocurrency;
8.19.4. the ability or inability to sell or transfer INCHAINZ Tokens, or the existence or nonexistence of any platform to exchange INCHAINZ Tokens for fiat currencies, cryptocurrencies or cryptoassets at any time;
8.19.5. any illegal or unauthorized use of the Website or use of the INCHAINZ Tokens;
8.19.6. the use or purchase of any third-party websites (other than the Website) or other internet-resources that copy the Website or propose to sell INCHAINZ Tokens;
8.19.7. the resale or exchange or attempted resale or exchange of INCHAINZ Tokens for any fiat currency, cryptocurrency or cryptoasset;
8.19.8. the product failing to be suitable for the special or particular purpose you intend,
or the failure of any services on or related to the Website, including online cryptocurrency
services, assets or platforms or the information, images or audio contained or related to the
8.19.9. the Website being infected with any malicious code or viruses.
8.20 You have the necessary and relevant experience and knowledge to deal with cryptographic Tokens, cryptocurrencies and Blockchain-based systems, as well as full understanding of their framework, and is aware of all the merits, risks (including but not limited to the risks described herein or in the White Paper) and any restrictions associated with cryptographic Tokens (their purchase and use), cryptocurrencies and Blockchain-based systems, as well as knows how to manage them, and is solely responsible for any evaluations based on such knowledge.
III. STRUCTURE OF THE TGE
9. The sale will target raising USD 18,000,000 (more specifically its ETH equivalent at the time of opening the generation event) in overall sale proceeds, with a minimum floor for completion set at USD 3 million and a hard cap of USD 18 000 000. The sale will run until the earlier of: (1) oversubscription is reached related to the hard cap; or, (2) time for the generation period has expired.
10. The ongoing development of the INCHAINZ platform will be funded by at least 80 % of the amount raised through TGE (depending on the amount achieved through the TGE). These funds will be placed in an Escrow smart contract and will be released subject to the achievement of milestones and after the successful closure of the TGE / the end of the Generation Period.
11. Depending on the funds raised through the TGE, the remaining amount (maximum) 20% will be allocated to the Company as payment for the service provision on account of the ideation, design and planning of Project INCHAINZ, the formation and initial organization and maintain of the internal ecosystem, and to cover other expenses required to successfully kick-off and future run the project.
12. The Company reserves its right to grant initial access to the sale the INCHAINZ community of existing contributors and users and other whitelisted early backers.
13. Within the TGE all tokens will be sold to purchasers at the same price, solely as a factor of time-to-closing.
14. We acknowledge both the security of our customers and the ecosystem as a whole and we will be requesting identification that is digitally mapped and stored in a database, therefore all buying orders will require full identity disclosure via KYC and AML procedures (where it may be required from time to time). You hereby agree and acknowledge that the above check may be of voluntary nature.
15. The following limits apply on quantity of INCHAINZ offered for purchase during the TGE:
15.1. There will be a maximum number of 840,000,000 INCHAINZ sold through this generation event;
15.2. The minimum purchase quantity is $50 equivalent in INCHAINZ Token and the maximum is 2% of the total token pool outstanding post sale.
16. If for any reason fund are returned a deduction of up to 3% will be applied to cover estimated direct third party transaction costs, whereas the exchange rate risk is borne by the Purchaser.
17. Consideration received during the sale will be provisionally exchanged for INCHAINZ tokens. The sale will be followed by a lockup period of up two months post generation period. During the lockup period additional KYC and/or AML procedures may be put in place. The Company reserves the right to adjust the final distribution of INCHAINZ tokens.
18. Purchaser must have an Ethereum wallet that supports the ERC20 token standard in order to receive any INCHAINZ Tokens purchased from the Company.
19. The Company’s founders will not receive any direct monetary compensation, in either fiat, crypto currency or INCHAINZ tokens.
IV. PRICE OF INCHAINZ TOKENZ
20. During the TGE, INCHAINZ Tokens will be subscribed in exchange for Ethereum. The value of payments in Euros or in cryptocurrencies other than Ether, and the amount of INCHAINZ Tokens to be subscribed in exchange for such payments will be calculated based on exchange rates applicable at the time the payment has been confirmed by the network (in case the payment is made by transferring a cryptocurrency) or at the time the payment is credited to the Company’s current account (in case the payment is made in Euros). The Company is not liable for any changes in the exchange rate and the Purchaser accepts that the changes may decrease the number of INCHAINZ Tokens to be allocated. The Company shall determine at its sole discretion which cryptocurrencies are acceptable for acquiring INCHAINZ Tokens. In order to meet business plan targets or any other goals set in the White Paper or if market interest dictates, the price of the INCHAINZ Tokenz may be amended, upon the Company's sole discretion.
21. The sale will be divided into weekly tranches and stepped price increases may be introduced for each successive tranche.
22. Any third party which supports our token sale through the issuance of tokens at a discounted rate will be fully transparent before the token sale kicks off.
V. TIMING OF INCHAINZ SALE
23. The pre-sale is targeted to start end of August, 2018, with initial access granted only to the community of existing contributors and users and other whitelisted early backers as per article 12 above. After this initial pre-sale period, the sale will be opened to the public.
24. The sale will run until the earlier of: (i) the time four times oversubscription relative to the hard cap is reached; or, (ii) a four weeks public sale period.
25. The Company shall regularly publish the total number of INCHAINZ subject to purchase orders and the notional distribution of all INCHAINZ Tokens between the participating Ethereum accounts.
26. The INCHAINZ purchase may differ during the various phases of the sales period. Only purchase requests that are received by the Company during the relevant period and accepted by the Company under these Terms, entitle the Purchaser to relevant benefits arising from the relevant purchase order.
27. The Company reserves the right to change the dates defined in article 23 above or extend the sale duration for any reason, including any commercial, security, regulatory or procedural reason or issue.
28. Estonian time (UTC/GMT +3) shall apply to any dates and deadlines stipulated in these Terms.
VI. PURCHASE OF THE INCHAINZ
29. During the TGE, the Purchaser can acquire INCHAINZ Tokens via the Website according to the procedure thereunder. In order to complete the purchase of INCHAINZ Tokens, the Purchaser must comply with the Company’s KYC procedures.
30. In order to purchase INCHAINZ Tokens during the TGE, the Purchaser:
30.1. Creates a personal account on the Website;
30.2. Specifies the method and (crypto) currency for making the payment for acquiring INCHAINZ Tokens;
30.3. Makes the payment for acquiring INCHAINZ Tokens according to the instructions on the Website and these Terms. In case of non-compliance with the instructions and the Terms, the Company may either (a) return the payment to the Purchaser in the currency of the original payment after deducting relevant costs and charges the Company has incurred in connection with processing such payment (in which case no INCHAINZ will be allocated to the Purchaser), or (b) require additional information from the Purchaser.
31. Making a payment for acquiring INCHAINZ Tokens in accordance with article 30.3 is considered an irrevocable, unconditional and binding purchase order for acquiring INCHAINZ Tokens for the Purchaser.
32. The Purchaser is aware that due to processing time of payments and fluctuations of the exchange rates, the Ethereum equivalent of the payment made by the Purchaser may be different from the Ethereum equivalent of the payment received by the Purchaser. The exact quantity of the INCHAINZ Tokens allocated to the Purchaser depends on the exact Ethereum equivalent of the payment received by the Company from the Purchaser for relevant INCHAINZ tokens.
33. Within two months from the end of the Generation Period, the Company will process all purchase orders received in the course of the TGE and shall allocate INCHAINZ Tokens (in the amount calculated in accordance with article 20) to the wallet address provided by each Purchaser.
34. The Purchaser is entitled to allocation of the INCHAINZ subject to compliance with the Company’s KYC policy. The Company may require additional information from the Purchaser for KYC purposes. Non-compliance with the said policy results in consequences stipulated in the same policy.
35. You are not regarded as shareholders, bondholders of anything similar and thus have no legal or financial expectation of influence over governance of the Company.
VII. NO INVESTMENT ADVICE, NO TAX ADVICE
36. Although the Company has taken reasonable steps to ensure the integrity and accuracy of information communicated, the Company nor any of its agents owe any duty of care to you, nor make any express or implied representation or warranty, and no responsibility or liability is accepted by any of them with respect to the adequacy, accuracy, completeness or reasonableness of the facts, opinions, estimates, forecasts, projections or other information in the White Paper or any further information, written or oral notice, or other document at any time provided in connection with INCHAINZ, the Company or any other aspect of the activities of the Company, including but not limited to such information on the website. Nothing shall be relied upon as a promise or representation regarding any historic or current position or future events. The opinions, descriptions, plans and intentions expressed by the Company are those held by the authors at the date of the relevant communication and may be subject to change.
37. Any materials and information published by the Company, inter alia the White Paper, are intended for informational purposes only. It may not be considered investment advice, investment research, recommendation, solicitation of any kind or an endorsement, nor will it form a part of any investment decision or any other decision regarding INCHAINZ. You are solely responsible for determining whether acquisition of INCHAINZ Tokens is appropriate or suitable for you based on your investment objectives and financial situation. Any decisions or actions taken on the basis of information presented by the Company, inter alia in the White Paper, the Website or other content is done at your own risk and discretion.
38. There is no guarantee that the Company will be successful. Similarly, there is no guarantee for the value of the INCHAINZ tokens. You are advised to thoroughly assess the risks and uncertainties involved before making any decisions. No promises in terms of INCHAINZ Tokens value or future performance are made.
39. The Purchaser bears the sole responsibility to determine if the purchase of INCHAINZ or the potential appreciation or depreciation in the value of INCHAINZ Tokens over time has tax implications for the Purchaser in the Purchaser’s home jurisdiction. By purchasing INCHAINZ Tokens, and to the extent permitted by law, the Purchaser agrees not to hold any of the Company or the Team liable for any tax liability associated with or arising from the purchase of INCHAINZ Tokens.
VIII. EXCLUSION OF LIABILITY
40. The Company intends to operate in a highly regulated business area which requires a number of licenses and authorizations. The Company might not succeed in obtaining any or all of the necessary licenses and may therefore have to change its business plan. The Company disclaims all liability and responsibility to the maximum extent of the law for any statement or informative material communicated.
41. The sale of INCHAINZ is not registered or otherwise approved by any regulatory authority in any jurisdiction. The White Paper does not constitute an offer to sell or a solicitation of an offer to acquire INCHAINZ in any jurisdiction where such an offer or solicitation is unlawful or would impose any unfulfilled registration, qualification, publication or approval requirements, or undue burden, on the Company. Among other, this offer by INCHAINZ does not constitute an offer to sell or the solicitation of an offer to buy in any country, state or jurisdiction to any person to whom it is unlawful to make such an offer or solicitation in such country, state or jurisdiction, especially. You hereby agree, that your participation within the platform may be freezed or restricted and your Tokens may be resold if it is found that your participation within the platform, the holding, selling and distribution of Tokens, is illegal. You agree that the Company will not be liable for any losses related to such illegality.
42. In addition to other considerations and limitations, the INCHAINZ Tokens are only suitable for individuals and entities (i) who have significant experience with and understanding of the usage and intricacies of cryptographic tokens, (ii) who understand and are willing to assume the potential risk of loss and who understand that there may be limited liquidity and/or usage for INCHAINZ Tokens; and (iii) who understand and are willing to assume the risks involved.
43. These Terms are subject to copyright with all rights reserved. They may not be published, distributed or transmitted by any other person by any means or media, directly or indirectly, in whole or in part.
IX. DISCLAIMER OF WARRANTIES
44. THE PURCHASER EXPRESSLY AGREES THAT THE PURCHASER IS PURCHASING INCHAINZ TOKENS AT THE PURCHASER’S SOLE RISK AND THAT INCHAINZ IS PROVIDED ON AN “AS IS” AND “UNDER DEVELOPMENT” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE (EXCEPT ONLY TO THE EXTENT PROHIBITED UNDER APPLICABLE LAW).
X. LIMITATIONS AND WAIVER OF LIABILITY
45. THE PURCHASER ACKNOWLEDGES AND AGREES THAT, TO THE FULLEST EXTENT PERMITTED BY ANY APPLICABLE LAW, THE DISCLAIMERS OF LIABILITY CONTAINED HEREIN APPLY TO ANY AND ALL DAMAGES OR INJURY WHATSOEVER CAUSED BY OR RELATED TO (i) USE OF, OR INABILITY TO USE, INCHAINZ TOKENS OR (ii) THE TEAM UNDER ANY CAUSE OR ACTION WHATSOEVER OF ANY KIND IN ANY JURISDICTION, INCLUDING, WITHOUT LIMITATION, ACTIONS FOR BREACH OF WARRANTY, BREACH OF CONTRACT OR TORT (INCLUDING NEGLIGENCE) AND THAT NOT THE COMPANY OR NONE OF THE TEAM SHALL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING FOR LOSS OF PROFITS, GOODWILL OR DATA, IN ANY WAY WHATSOEVER ARISING OUT OF THE USE OF, OR INABILITY TO USE, OR PURCHASE OF, OR INABILITY TO PURCHASE, INCHAINZ, OR ARISING OUT OF ANY INTERACTION WITH THE SMART CONTRACT IMPLEMENTED IN RELATION TO INCHAINZ. THE PURCHASER FURTHER SPECIFICALLY ACKNOWLEDGES THAT THE COMPANY OR THE TEAM IS NOT LIABLE FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OTHER PURCHASERS OF INCHAINZ TOKENS, AND THAT THE RISK OF PURCHASING AND USING INCHAINZ TOKENS RESTS ENTIRELY WITH THE PURCHASER. TO THE EXTENT PERMISSIBLE UNDER APPLICABLE LAWS, UNDER NO CIRCUMSTANCES WILL THE COMPANY OR ANY OF THE TEAM BE LIABLE TO ANY PURCHASER FOR MORE THAN THE AMOUNT THE PURCHASER HAS PAID TO THE COMPANY FOR THE PURCHASE OF INCHAINZ TOKENS. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES. THEREFORE, SOME OF THE ABOVE LIMITATIONS IN THIS ARTICLE AND ELSEWHERE IN THE TERMS MAY NOT APPLY TO A PURCHASER. IN PARTICULAR, NOTHING IN THESE TERMS SHALL AFFECT THE STATUTORY RIGHTS OF ANY PURCHASER OR EXCLUDE INJURY ARISING FROM ANY WILLFUL MISCONDUCT OR FRAUD OF THE COMPANY OR THE TEAM.
XI. COMPLETE AGREEMENT
47. The Purchaser and the Company agree that if any portion of these Terms is found illegal or unenforceable, in whole or in part, such provision shall, as to such jurisdiction, be ineffective solely to the extent of such determination of invalidity or unenforceability without affecting the validity or enforceability thereof in any other manner or jurisdiction and without affecting the remaining provisions of the Terms, which shall continue to be in full force and effect.
XIII. NO WAIVER
48. The failure of the Company to require or enforce strict performance by the Purchaser of any provision of these Terms or the Company’s failure to exercise any right under these Terms shall not be construed as a waiver or relinquishment of the Company’s right to assert or rely upon any such provision or right in that or any other instance. The express waiver by the Company of any provision, condition, or requirement of these Terms shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement. Except as expressly and specifically set forth in these Terms, no representations, statements, consents, waivers, or other acts or omissions by the Team shall be deemed a modification of these Terms nor be legally binding.
XIV. UPDATES AND CHANGES TO THE TERMS
49. The Company reserves the right, at its sole discretion, to change, modify, add, or remove portions of the Terms at any time during the sale by posting the amended Terms on the Website. Any Purchaser will be deemed to have accepted such changes by purchasing INCHAINZ Tokens. The relationship between the Company and the Purchaser is regulated by the version of the Terms in effect at the time of deciding on relevant right or obligation. The Company may change the price of the Tokens, upon its sole discretion. For any such change, you shall refer to the current price of the Tokens, published on the website.
XV. COOPERATION WITH LEGAL AUTHORITIES
50. The Company will cooperate with all law enforcement enquiries, subpoenas, or requests provided they are fully supported and documented by the law in the relevant jurisdictions.
51. To the fullest extent permitted by applicable law, the Purchasers will indemnify, defend and hold harmless the Company and the Team from and against all claims, demands, actions, damages, losses, costs and expenses (including attorneys’ fees) that arise from or relate to: (i) your purchase or use of INCHAINZ Tokens; (ii) your responsibilities or obligations under these Terms; (iii) your violation of these Terms; or (iv) your violation of any rights of any other person or entity.
52. You are responsible for implementing reasonable measures for securing the wallet, vault or other storage mechanism you use to receive and hold INCHAINZ Tokens purchased from the Company, including any requisite private key(s) or other credentials necessary to access such storage mechanism(s). If your private key(s) or other access credentials are lost, you may lose access to your Tokens. The Company is not responsible for any losses, costs or expenses relating to lost access credentials.
XVIII. FORCE MAJEURE
53. The Company or the Team shall not be held responsible for non-compliance with these Terms, if the non-compliance is caused by a Force Majeure event which separately of in combination with other similar risks is beyond the reasonable control of the Company.
XIX. APPLICABLE LAW AND DISPUTES
54. The TGE as well as any other rights and obligations arising from INCHAINZ are governed by the laws of the Republic of Estonia.
55. You hereby acknowledges and accepts that the Company is registered and operating in Estonia. Any potential token holder or a contract party to any matter related to the INCHAINZ project agrees to seek an amicable settlement prior to bringing any legal action. However if such settlement was not reached all disputes arising with the with papers provided, shall be resolved by arbitration in accordance with the Estonian rules of international arbitration of the Estonian chambers of commerce and industry. The arbitration panel shall consist of one arbitrator only.
57. Currently, only English versions of any communications with the Company is considered official. The English version shall prevail in case of differences in translation.
Last updated: August 30th, 2018