CRYPTICORN UTILITY TOKEN TERMS OF SALE (TOS) version 1.0 dated 14 September 2023
1.1 Purpose of the TOS
This document serves as the binding Terms of Sale (hereinafter “TOS”) for the Crypticorn utility token, issued by The Useless Company PTE LTD, registered in Singapore (hereinafter “TUC”). It aims to define the conditions under which potential purchasers may participate in the pre-sale of Crypticorn utility tokens. All participants are required to read, understand, and expressly accept all terms, conditions, and notices set forth herein before engaging in any transaction related to Crypticorn utility tokens.
1.2 Definitions of key terms
· Crypticorn Utility Token: Hereinafter referred to as the “Token”, it is a digital asset issued by TUC intended to be utilised on crypticorn.com and its ecosystem.
· Participant: Any individual or legal entity that engages in the purchase of the Crypticorn utility token during its pre-sale phase.
· Pre-Sale: The phase during which Crypticorn utility tokens are made available for purchase before they are released to the general public.
· The Useless Company PTE LTD: A company duly registered and operating under the laws of Singapore, with its registered address at 210 TURF CLUB ROAD #B29, THE GRANDSTAND, SINGAPORE (287995).
· Sanctioned Countries: Countries, jurisdictions, or territories which, as per the prevailing laws of Singapore and international regulations, face certain sanctions, embargos, or restrictions, thereby prohibiting or restricting financial and other transactions.
2.1 Acknowledgment and Agreement
By engaging in the pre-sale of Crypticorn utility tokens, the Participant acknowledges that they have read, understood, and unequivocally agree to be bound by the entirety of this TOS. If the Participant does not agree with any of the terms or conditions stipulated herein, they are expressly instructed not to participate in the pre-sale or any other associated activity.
2.2 Age and Legal Capacity
To participate in the Crypticorn utility token pre-sale, the Participant must be of legal age and capacity in their jurisdiction of residence or incorporation. It is the Participant’s responsibility to ensure that they are legally permitted to purchase and hold Crypticorn utility tokens. If it is found that a Participant lacks the legal capacity or is underage, any tokens purchased by them will be deemed null and void.
2.3 Continuous Review
Participants are encouraged to regularly review this TOS, as TUC reserves the right to modify the TOS at any given time. Any changes to the TOS will be communicated via the company’s official communication channels, e.g., its official website, email newsletter, Telegram or Discord. Continued
participation in the pre-sale, post any modifications, will be considered as an acceptance of the revised terms.
2.4 Electronic Agreement
This TOS is executed and delivered electronically, and Participants acknowledge that all terms, conditions, agreements, notices, disclosures, and other communications that TUC provides electronically satisfy any legal requirement that such communications would satisfy if they were in writing.
3.1 Purpose and Functionality of the Crypticorn Utility Token
The Crypticorn utility token is a digital asset devised and issued by TUC. The Token’s primary purpose is to facilitate transactions within the Crypticorn ecosystem, serve as a medium of exchange, or enable access to specific features and services. The functionalities and potential use cases for the Token are detailed in the “Crypticorn Whitepaper”, which Participants are strongly advised to review prior to engaging in the pre-sale.
3.2 Token Specifications
3.3 Token Distribution
Tokens allocated for the pre-sale will amount to 68% of the total supply. The distribution breakdown is as follows:
Vesting and cliff periods according to the whitepaper.
3.4 Limitations and Restrictions
Crypticorn utility tokens do not represent any share, stake, security, or equivalent rights, including, but not limited to, any right to future earnings or dividends. Participants should not expect, and there is no guarantee or implication that they will receive any future profit or benefit from the Crypticorn utility tokens or TUC.
4.1 Duration of the Pre-Sale
The pre-sale of Crypticorn utility tokens is scheduled to commence on 10.09.2023 at 12:00 GMT and will conclude on 01.06.2024 at 18:00 GMT, or when the maximum cap is reached, whichever occurs first.
4.2 Token Pricing and Purchase Methods
4.3 Procedures for Purchasing Tokens
Participants desiring to purchase Crypticorn utility tokens during the pre-sale must:
4.4 Allocation and Delivery
Purchased Crypticorn utility tokens will be allocated to Participants’ registered vesting wallets (0x356e2Bc8dCa02C0479A65C5825FfD3B68bF4e0fb) shown inside Crypticorn’s Sale Platform. Tokens will be distributed according to the whitepaper’s vesting periods after the conclusion of the pre-sale.
4.5 Refunds and Unsold Tokens
Tokens that remain unsold at the end of the pre-sale will be burned/destroyed. All sales of Crypticorn utility tokens are final, and no refunds will be issued except under exceptional circumstances at the sole discretion of TUC.
5.1 Excluded Jurisdictions
Participants who are residents of, domiciled in, or purchasing from the United States of America or any of the Sanctioned Countries are expressly prohibited from participating in the Crypticorn utility token pre-sale. It is the responsibility of each Participant to ensure they are not in breach of this clause.
5.2 Sanctioned Countries
For the purposes of this TOS, Sanctioned Countries include, but are not limited to, North Korea, Iran, Syria, Sudan, and any other country subject to sanctions imposed by the United Nations. Participants are advised to remain updated on the prevailing Sanctioned Countries list, as it may be amended from time to time based on international regulations and the laws of Singapore.
5.3 Verification of Residency and Domicile
To ensure compliance with this exclusion clause:
5.4 Indemnity for Misrepresentation
If a Participant misrepresents their location, residency, or domicile, and participates in the Crypticorn utility token pre-sale despite being from an excluded jurisdiction, they hereby indemnify TUC against any losses, liabilities, damages, costs, or expenses, including legal fees, that may arise as a result.
6.1 Acknowledgement of Risks
By participating in the pre-sale of Crypticorn utility tokens, Participants acknowledge and accept the inherent risks associated with cryptocurrency and blockchain technologies. These risks may include, but are not limited to, market volatility, technological vulnerabilities, and regulatory changes that could result in the total loss of value of the Tokens.
6.2 No Guarantee of Value or Utility
TUC does not and cannot guarantee that the Crypticorn utility tokens will maintain their original value or that they will serve successfully as a medium of exchange within the Crypticorn ecosystem. Tokens are provided as-is, without any warranties of any kind, either expressed or implied.
6.3 Regulatory Uncertainty
Cryptocurrency and blockchain technologies are subject to a myriad of regulations around the globe. The regulatory environment is rapidly evolving, and changes can adversely impact the status and functionality of the Crypticorn utility tokens. TUC cannot guarantee the continued legality of owning, holding, or trading Crypticorn utility tokens in every jurisdiction.
6.4 Technological Risks
Blockchain and digital assets are nascent technologies that face inherent risks. These risks include, but are not limited to, software bugs, hacking attempts, and unforeseen vulnerabilities. TUC will make every reasonable effort to mitigate these risks but cannot guarantee total immunity.
6.5 Force Majeure
In the event that TUC is unable to perform any of its obligations under this TOS due to events beyond its control (such as, but not limited to, acts of God, technological failures, or changes in governmental policy), it will not be deemed in breach of its obligations or be held liable for any direct, indirect, consequential, or incidental damages.
7.1 Non-Advisory Nature of Information
The information presented by TUC, particularly in relation to the pre-sale of Crypticorn utility tokens, is strictly informational. It does not, in any manner, constitute financial, investment, legal, or tax advice. Participants are explicitly cautioned not to interpret any information provided by TUC or its representatives as advice of any nature.
7.2 Need for Independent Advice
All Participants are strongly advised to seek independent financial guidance before deciding to engage in the Crypticorn utility token pre-sale. This decision should be based on a thorough assessment of their financial situation, risk tolerance, and objectives, best assessed by a licensed financial advisor or relevant professional.
8.1 Method and Timing
Upon successful completion of the Crypticorn utility token pre-sale and once all requisite verifications are concluded, tokens will be dispatched to the designated cryptocurrency wallet address provided by the Participant during the registration process. The scheduled timeline for this distribution is according to the whitepapers vesting periods post the conclusion of the pre-sale. Participants are strongly advised to ensure that they provide an accurate and compatible wallet address, as TUC will not be responsible for tokens sent to incorrect or incompatible addresses.
8.2 Potential Delays and Associated Risks
While TUC endeavours to adhere to the aforementioned delivery schedule, Participants must acknowledge the potential for unforeseen delays. Such delays might arise from, but are not restricted to:
In the event of a delay, TUC commits to provide regular updates to Participants. However, Participants must recognise and accept the inherent risks associated with such delays, including the potential variation in token value.
9.1 Conditions for Refunds
Under normal circumstances, once a Participant has successfully completed a transaction during the Crypticorn utility token pre-sale, no refunds will be permitted. However, in the rare and unlikely event that the Crypticorn utility token sale does not reach completion due to extraordinary and unforeseen circumstances beyond the control of TUC, refunds may be considered. Such circumstances will be defined and specified by TUC, and decisions regarding eligibility for refunds in these circumstances will be at the sole discretion of TUC.
9.2 Refund Request Process
Should the conditions for a refund, as described in Section 9.1, be met:
Participants are urged to provide accurate and complete details to ensure a smooth refund process. TUC holds no liability for refunds sent to incorrect or incompatible addresses due to inaccurate information provided by Participants.
10.1 Disclaimers of Warranties
The Crypticorn utility tokens are provided on an “as is” and “as available” basis, without any representations, warranties, covenants, or conditions of any kind, either express or implied. To the maximum extent permitted by applicable law, TUC expressly disclaims all warranties and conditions, including but not limited to, warranties of merchantability, fitness for a particular purpose, title, non-infringement, and those arising from the course of dealing or usage of trade.
TUC makes no representation or warranty that the Crypticorn utility tokens will meet the Participant’s requirements or that their acquisition will be uninterrupted, timely, secure, or error-free.
10.2 Limitation on Liability for Damages
In no event shall TUC, its affiliates, directors, employees, or agents be liable for any direct, special, indirect, consequential, incidental damages or any damages whatsoever, whether in an action of contract, negligence, or other tort, arising out of or in connection with the use, inability to use, or performance of the Crypticorn utility tokens or the information, services, products, and materials available from TUC. This limitation applies even if TUC has been advised of the possibility of such damages.
Notwithstanding the foregoing, in no event shall the total liability of TUC to a Participant, for all claims arising from or relating to this TOS or the Crypticorn utility tokens, exceed the amount paid by the Participant to TUC for the purchase of Crypticorn utility tokens.
11.1 Processing of Personal Data
TUC is committed to upholding the highest standards of data protection and privacy. Participants’ personal data will be collected, processed, stored, and protected in accordance with the laws of Singapore. For Participants based in the European Union or the United Kingdom, the provisions of the General Data Protection Regulation (GDPR) will apply where they differ or are more stringent than Singapore’s regulations.
The data collected will be utilised solely for purposes relating to the Crypticorn utility token pre-sale and will not be shared with third-party entities, except where required by law or to fulfil TUC’s obligations under this TOS. All data will be stored securely using industry-accepted encryption standards and best practices.
11.2 Participants’ Rights Regarding Personal Data
All Participants have the right to:
Participants wishing to exercise any of these rights or raise concerns regarding the processing of their personal data can reach out to the designated Data Protection Officer at email@example.com.
12.1 Governing Law and Jurisdiction
This TOS, its interpretation, execution, and the settlements of the disputes herein shall be governed by and construed under the laws of Singapore. Any and all disputes, controversies, or differences that may arise between the parties out of or in relation to or in connection with this TOS shall be exclusively settled by the competent courts of Singapore.
12.2 Assignment and Third-Party Rights
Participants may not assign, delegate, or transfer their rights or obligations under this TOS without the prior written consent of TUC. This TOS is intended solely for the benefit of TUC and the Participant, and it is not intended to confer third-party beneficiary rights upon any other person or entity.
12.3 Entire Agreement Clause
This TOS embodies the entire agreement and understanding between the parties hereto and supersedes all prior agreements, representations, and understandings relating to the subject matter hereof.
12.4 Force Majeure
TUC shall not be liable for any delays, failures to perform, damages, losses or destruction, or malfunction of any equipment or any consequence thereof caused or occasioned by, or due to fire, earthquake, flood, war, terrorism, strike, embargo, acts of civil or military authorities, acts of God, or by any other means, events or causes beyond its control.
If any provision of this TOS is determined to be invalid or unenforceable in whole or in part, such invalidity or unenforceability shall attach only to such provision and the remaining part of such provision and all other provisions of this TOS shall continue to be in full force and effect.
No failure or delay by TUC in exercising any right under this TOS shall operate as a waiver of such right or extend to or affect any other or subsequent event, nor shall any single or partial exercise of any right preclude any further exercise of that or any other right.
12.7 Amendments and Updates to the TOS
TUC reserves the right, at its sole discretion, to change, modify, or replace this TOS at any time. If a revision is material, we will provide at least 14 days’ notice prior to any new terms taking effect. By continuing to access or participate in the Crypticorn utility token pre-sale after any revisions become effective, you agree to be bound by the revised terms. If you do not agree to the new terms, you are no longer authorised to participate in the pre-sale.
For any inquiries, concerns, or requests pertaining to the Crypticorn utility token pre-sale or any other associated matters, participants are directed to make contact with Crypticorn via the following means:
Postal Address: 210 TURF CLUB ROAD #B29, THE GRANDSTAND, SINGAPORE (287995)
Contact Hours: Monday to Friday, 09:00 to 16:00 GMT
We endeavour to address all communications with diligence and expediency. We encourage participants to ensure their queries are detailed and specific to facilitate a swift and comprehensive response.