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Genesis Auction Terms & Conditions Last Updated: January 20, 2025 - Version: 1.0
  1. Application and Acceptance
These T&C govern your participation in the Genesis Auction. Please read them carefully as they affect your obligations and legal rights. By applying for or participating in the Genesis Auction, connecting your Wallet to the Genesis Auction Page, or by clicking the button “I accept” or respective check box referencing these T&C, you acknowledge that you have read, accept without modifications, and agree to be bound by these T&C and all terms incorporated herein by reference, which form a legally binding agreement between you and us. If you do not agree to these T&C, you shall not apply for or take part in the Genesis Auction, and you must immediately discontinue your participation therein. If acting on behalf of an entity, you confirm that you are authorised to accept these T&C on its behalf and bind that entity.
  1. Eligibility
To be eligible to participate in the Genesis Auction, you must: (i) be capable of forming a legally binding agreement with us; (ii) not be a Prohibited Person nor participate in the Genesis Auction for their benefit; (iii) be at least 18 years old or of legal age in your jurisdiction; (iv) if acting on behalf of an entity, be authorised by the entity and confirm that it is properly existing and in good standing, and (v) comply with these T&C. If you do not meet these requirements, you must not participate or immediately suspend your participation in the Genesis Auction until you do.
  1. Genesis Auction
a. Token Genesis Subject to these T&C, by participating in the Genesis Auction you may purchase a certain number of Tokens, if and as may be made available to you. The Token parameters, features and other information regarding the Tokens may be further outlined in the Materials, provided, however, that the Materials are provided for information purposes only, are subject to change without further notice or liability, and do not form a part of these T&C. b. Our Rights We reserve the right at any time, acting at our sole and absolute discretion, to (i) limit the number of Tokens available for sale, and establish a minimum or maximum number of Tokens that can be purchased by one Genesis Auction participant; (ii) limit the number of the Genesis Auction participants; (iii) establish and introduce certain Participation Requirements and other restrictions in relation to the Genesis Auction, including indicating specific Virtual Assets that can be used to purchase the Tokens; (iv) sell the Tokens by any means, other than through the Genesis Auction Page, including through other venues and platforms, and on different terms including more favourable ones; (v) sell Tokens during specific time periods (waves) with Wave Terms varying from one another (potentially becoming less favourable), modify the number of waves by increasing or decreasing their number or parameters, or cancel any wave; or (vi) otherwise change the parameters and terms of the Genesis Auction at any time without notice and any liability whatsoever. c. Participation Requirements To participate in the Genesis Auction, you may be required to fulfil all applicable Participation Requirements within the specified timeframe, if any. We will determine, at our sole discretion, whether these Participation Requirements have been completed correctly and on time. Our decision will be final and cannot be disputed by you. If you fail to meet the Participation Requirements to our satisfaction, you may not be allowed to participate in the Genesis Auction or your participation may be cancelled. d. Purchase of Tokens The Genesis Auction may be conducted in multiple waves, each with its own Wave Terms. Wave Terms, including pricing, lock-up and unlock schedules, may vary between waves. The Genesis Auction or any specific wave may have a limited duration. If you do not complete your purchase and all applicable conditions within that timeframe, your right to buy Tokens will automatically expire and terminate. To purchase Tokens, you must transfer the respective amount in the designated Virtual Assets during the applicable period, as instructed on the Genesis Auction Page. Only the designated Virtual Assets may be used for payment; any unapproved Virtual Assets sent by you will be disregarded by us, forfeited and permanently lost, in which case we shall not be responsible for their loss or recovery, or any losses and damages sustained. Certain time periods indicated on the Genesis Auction Page or otherwise communicated by us may depend on events within the underlying blockchain network, such as block additions or block height; in such cases, the specified times and dates are provided for informational purposes only, and the actual timeline shall be determined by the relevant blockchain events. The actual timeframes may be determined and enforced by the applicable Smart-Contracts or by us manually. e. Restrictions Applicable to Tokens The Tokens purchased during the Genesis Auction may be subject to Restriction Terms outlined on the Genesis Auction Page, through applicable Smart-Contracts, or otherwise provided before, during, or after the Genesis Auction. Restriction Terms may differ between participants based on the wave in which the purchase occurs. We may set or change these Restriction Terms at our sole discretion, at any time, without notice or your approval, and without any liability, provided that such changes apply equally to all participants of the relevant wave. These Restriction Terms may differ between categories of purchasers and could include conditions such as lock-up and unlock restrictions, gradual token release over time or in particular instalments. The Restriction Terms are a key part of your Genesis Auction participation and may be programmed into applicable Smart-Contracts or relevant software. Ensure you fully understand all applicable Restriction Terms before participating in the Genesis Auction. The Wave Terms applicable to your wave, as well as the respective Restriction Terms, may be less favorable compared to other waves. You may choose the wave in which you participate while taking such restrictions and other applicable terms into consideration. We reserve the right to set, modify, or update Wave Terms at our sole discretion, at any time, without notice or approval, and without any liability. f. Token Distribution Depending on the applicable Restriction Terms, all or part of the Tokens will not be available to you immediately after the purchase. After sending the purchase amount through the Genesis Auction Page or other permitted means, if and as applicable, your Wallet will be assigned a Claim Token (or relevant number of Claim Tokens, if and as the case may be). The distribution of Tokens can be facilitated through relevant Smart-Contracts, which you hereby accept. To receive the purchased Tokens, you may be required to manually claim them from the respective distribution Smart-Contracts with a Wallet that is assigned to the Claim Token. The Tokens will be delivered to the distribution Smart-Contracts and will become available for claim as per the applicable Restriction Terms and Wave Terms, based on the wave during which the Tokens were purchased. It is your responsibility to monitor announcements related to the distribution of the Tokens, including in the Communication Channels, and to claim the Tokens according to the applicable Restriction Terms and Wave Terms, and within the applicable timeframes. The Claim Token is non-transferrable, therefore you shall be required to use the same Wallet that contains the Claim Token to claim and receive the Tokens. The claiming period may be limited in duration, and if you fail to claim the Tokens within the relevant period, the unclaimed Tokens shall be forfeited and lost; provided, however, that we may, at our sole and absolute discretion, decide to manually deliver the Tokens to your relevant Wallet or a configured Smart-Contract permitting further claim and distribution, although we are under no obligation to do so. All and any of our obligations relating to the purchased Tokens or their distribution to you shall end with the Closing. We shall not be responsible for any failure or inability on your part to claim or withdraw the purchased Tokens from a properly configured Smart-Contract. g. Ownership and Refunds When you transfer Virtual Assets to the applicable Smart-Contract in connection with your participation in the Genesis Auction, you relinquish ownership of the transferred Virtual Assets. You shall be deemed the owner of the Tokens only once and if you received them to your Wallet in accordance with the terms hereof. Your rights to participate in the Genesis Auction and purchase the Tokens shall be personal and non-transferable, and shall always be subject to the terms and conditions set forth herein. To the maximum extent permitted under the law, any purchase of the Tokens in the Genesis Auction shall be final and non-refundable. All our obligations concerning the Genesis Auction and sale of the Tokens to you shall be considered fulfilled and fully performed upon the Closing. h. Compliance Checks To participate in the Genesis Auction, you may be required to complete Compliance Checks, which we can require at any stage — before, during the Genesis Auction, or before the distribution of the purchased Tokens (whether to the Smart-Contract or directly to you). The Compliance Checks must be completed within a timeframe specified by us. Access to the Genesis Auction or purchased Tokens may be suspended or withheld until the Compliance Checks are successfully completed. We are not responsible for your inability to access, claim, or receive purchased Tokens if you fail to complete the Compliance Checks or meet the applicable requirements. If you fail to successfully pass the Compliance Checks, we may refuse to distribute the Tokens. In such a case, unless otherwise prescribed by the applicable law, we may refund the payment you made to the same Wallet from which it was sent or such other address, if and as may be agreed with us. We are not responsible for any delays, losses, or technical issues arising from such a refund process. Compliance Checks may be conducted by a Third-Party Service provider acting on our behalf, which is hereby accepted by you. You must provide accurate, complete, and true information during or in connection with the Compliance Checks. The decision on whether you have passed the Compliance Checks will be made solely at our discretion, is final and cannot be disputed by you.
  1. Wallet
a. General In order to participate in the Genesis Auction, you shall connect your Wallet through one of the compatible third-party software wallets. The Wallets and any software wallet solutions constitute Third-Party Services, and we are not responsible for, do not endorse, and cannot be held liable or responsible in connection therewith. We do not make any warranties, whether express or implied, as to the Wallets and software wallet solutions used by you in connection with the Genesis Auction. When using Wallets and software wallet solutions, you should review applicable terms and policies that govern your use thereof. b. Security Neither we nor the applicable Smart-Contract receive access to or control over your Wallets or Virtual Assets held in such Wallets. You are solely responsible for securing your Virtual Assets, Wallets, and Wallet Credentials. You should not disclose your Wallet Credentials to any third person nor allow any third person to access your Wallet. You will be solely responsible for any use of your Wallet, and Wallet Credentials, as well as their confidentiality. You remain responsible for all transactions carried out via your Wallet or using the Wallet Credentials.
  1. Smart-Contracts
a. General The Genesis Auction operates through certain Smart-Contracts. Although the Genesis Auction Page provides an interface to interact with the Smart-Contracts, the Genesis Auction Page is distinct from the Smart-Contracts which constitute independent software. Further details about the Smart-Contracts may be outlined in the Materials, provided, however, that the Materials are provided for information purposes only and do not form a part of these T&C. Access to, use of, and any other interaction with the Smart-Contracts shall be subject to such rules, limitations and restrictions as implemented in the respective Smart-Contracts. In the event of any discrepancies between the terms set forth herein and those programmed into the applicable Smart-Contracts, the terms of the Smart-Contracts shall govern and prevail for transactions conducted on the blockchain, and the terms set forth herein shall govern and control in all other circumstances. b. Disclaimer The Smart-Contracts are deployed on public blockchain networks that operate in a decentralised and autonomous manner. The Smart-Contracts may be open-source, meaning anyone can review, verify, use, copy, modify, or distribute them, subject to the applicable licence terms. You are responsible for thoroughly reviewing and assessing the Smart-Contracts and related software before using them and must conduct your own independent research before making the purchase decision. We do not control or operate the underlying blockchain networks or the software through which such networks are formed. Therefore, we are not responsible or liable in connection with the Smart-Contracts’ underlying blockchain networks or related software, and their operation, functioning, or use. You accept all associated risks, including potential losses or damages resulting therefrom.
  1. Term and Termination
a. Term These T&C will be in full force until terminated in accordance with the terms prescribed herein. b. Termination You shall not have the right to terminate these T&Cs without our prior consent. We may reject and terminate your participation in the Genesis Auction at any time with or without reason, and without notice and any liability whatsoever, in which case all our obligations on the sale, transfer, and distribution of the Tokens shall immediately cease and be of no further effect. If the termination occurs before the Closing, depending on the ground of the termination, you may be entitled to a refund for any undistributed Tokens, provided that the final decision on any refund shall be made by us at our sole discretion, given the circumstances of refund, and further provided that the refund, if any, shall be made to the same Wallet you have used to participate in the Genesis Auction. These T&C shall be deemed automatically terminated upon the occurrence of the earliest of the following events: (i) termination of the Genesis Auction by us; (ii) termination or cessation of your participation in the Genesis Auction; or (iii) the Closing. c. Survival Sections 6, 8-13, 15, 17-20, as well as any other terms herein construed to survive the termination of these T&S shall survive any expiration or termination of these T&C or the Genesis Auction, regardless of reason.
  1. Prohibited Use
You shall not conduct, engage, or participate in any of the following activities, whether directly or indirectly, when accessing the Genesis Auction Page, participating in the Genesis Auction, claiming or using the Tokens, or in connection with any of the foregoing: a. disrupting, interfering with, or inhibiting other Genesis Auction participants from using the Genesis Auction Page, technical infrastructure or software that is used for conducting the Genesis Auction, other products associated with the Project, such as the Website; b. carrying out activities that could disable, impair, or harm the functioning of the Genesis Auction, the Project, associated infrastructure or software; c. using multiple accounts, Wallets, automated bots or scripts for accessing the Genesis Auction Page, or participating in the Genesis Auction; d. circumventing or attempting to circumvent any access or functionality restrictions or limitations with respect to the Genesis Auction; e. participating in the Genesis Auction, using the Tokens or any related technical infrastructure or software for any illegal purposes, including, but not limited to, fraud, terrorism financing, or money laundering; f. purchasing the Tokens through inappropriate or illegal means, including, but not limited to, by using stolen Wallets, or those that you are not authorised to use; g. taking advantage of any technical glitch, malfunction, failure, delay, default, or security breach of the Genesis Auction or associated software; h. using malware, harmful code or software, undertaking hacker attacks or similar activities in relation to the Genesis Auction or associated software; i. participating in the Genesis Auction or using related technical infrastructure or software for any purpose that is harmful or detrimental to the Genesis Auction, Project, or any other Genesis Auction participants; j. violating any rights of any third person, including intellectual property rights; k. conducting fraudulent activities, providing any false, inaccurate, or misleading information in order to unlawfully obtain Virtual Assets, funds, or property of any person, including other Genesis Auction participants or third persons; and l. acting unfair and contrary to the principle of good faith, or carrying out any other unlawful activities, or activities that violate any applicable regulations, rules, orders, etc.
  1. Important Disclaimers
a. No Warranty You solely choose whether or not to participate in the Genesis Auction. There are no warranties of any kind, whether express or implied, with respect to the Genesis Auction or Tokens, all of which are expressly disclaimed and denied. In particular, we do not guarantee that participation in the Genesis Auction will be a good experience, meet your expectations, fit for a particular purpose, or be beneficial, profitable, or suitable to you, or will go as planned. b. Materials The Materials shall be subject to these T&C and are provided for informational purposes only. The Materials are provided strictly on an “as is” and “as available” basis. Nothing contained in the Materials constitutes a promise, warranty, or representation of any kind or nature. We do not warrant that the Materials will be true, accurate or non-misleading, and you expressly acknowledge and agree that we will be under no obligation to update or fix such Materials. Reliance on the Materials, either wholly or partially, and any use thereof is at your own discretion and risk, you must always conduct your independent research and analysis, and you shall be solely responsible for any possible damages or losses arising from such reliance or use. c. No Advice or Recommendation No part of these T&C or Materials is intended to be, or should be considered to be, or construed as, (i) a business, legal, financial, investment, tax or any other sort of advice, or advice of a broker regarding any matters to which all or any part of such information relates, and (ii) our recommendation, endorsement or solicitation to access, interact with and use the Tokens, their internal functionality, Third-Party Services or other third-party services or products, that may be mentioned or referred to in the Materials, or carry out any transaction involving the Virtual Assets. Before making the decision to participate in the Genesis Auction and carry out any transactions in connection therewith, you should consult your own legal, financial, tax, or other professional advisors regarding any such information. Any use of the Tokens, Third-Party Services or other third-party services or products, that may be mentioned or referred during the Genesis Auction and/or in the Materials, shall always be at your own risk and discretion. d. Third-Party Services When participating in the Genesis Auction, you may view or interact with the Third-Party Services. For illustrative purposes only, Virtual Assets, Telegram, X (Twitter), and Wallets are examples of the Third-Party Services. We neither endorse nor recommend or solicit to use any such Third-Party Services. You hereby affirm and acknowledge that your use of Third-Party Services and your interactions with them are at your own risk and may be subject to the terms established by the respective third-party operators of Third-Party Services. Unless you have reviewed and accepted the applicable terms of the Third-Party Services, you should refrain from using them. To the maximum extent permitted under the applicable law, in no event shall the Xmaquina Parties be liable for any losses or damages, including direct, consequential, incidental, or indirect damages, arising from your use of, interaction with, or reliance on Third-Party Services. e. No Broker or Fund Manager Relationship We are not your broker, fund manager, or any intermediary to any broker or fund manager. Neither the Genesis Auction nor anything in these T&C shall be considered as a broker, fund, asset management, or financial services, or any intermediation services thereto. f. No Fiduciary Relationship The Genesis Auction and these T&C are not intended to create or impose any fiduciary duty on us with respect to you or others. Notwithstanding anything to the contrary contained herein, to the maximum extent permitted by the applicable law, we shall owe no fiduciary duties to you, provided, however, that we shall have the duty to act in accordance with these T&C and the implied contractual covenant of good faith and fair dealing to the extent required by the applicable law. g. Explicit Obligations These T&C create and place no obligation on us or other Xmaquina Parties other than those expressly outlined herein and directly relating to the sale of Tokens, subject to and on the terms herein set forth. Nothing contained in these T&C places an obligation on any of the Xmaquina Parties to develop, deploy, launch, promote or operate the Project, Token, and any product or service related thereto, not limited to the above.
  1. Risk Disclosure Statement
By participating in the Genesis Auction or interacting with the Project, you acknowledge, accept, and assume the risks set out in the Schedule 1 attached to these T&C. You understand that any of these risks may result in damages or even complete loss of assets. To the maximum extent permitted by applicable law, you agree that we shall not be liable for any damages or losses arising out of or in connection with these risks. Please note that the risks listed in Schedule 1 are not exhaustive and are not presented in any specific order of priority. You shall not participate in the Genesis Auction, interact with the Project, or carry out any associated transactions if you cannot or do not accept these risks.
  1. Your Representations and Warranties
By entering into these T&C, you provide the following representations and warranties, which must be true, complete, accurate, and non-misleading from the time you accept these T&C and throughout their term: a. Acknowledgement of T&C You have read and understand these T&C, including all documents and items incorporated herein by reference, and have the authority to accept them, enter into a binding agreement with us, and fulfil the obligations outlined. You shall be solely responsible for all and any operations carried out by you in connection with the Genesis Auction and any transactions with the Virtual Assets. b. No Conflict Acceptance of these T&C will not breach or conflict with any court orders, judgments, or existing agreements or arrangements you are bound by. c. Entity Representation If you are acting on behalf of an entity, it is properly incorporated, registered, and in good standing in its jurisdiction, is responsible for any breach of these T&C by you or its employees, unless you are individually responsible under the law, and accepting these T&C will not breach or conflict with the entity’s organisational documents. d. Compliance Your entering into these T&C or participation in the Genesis Auction is in full compliance with all applicable laws. You will meet all tax obligations related to your participation in the Genesis Auction, as well as any acquisition, storage, sale, transfer or other disposal of the Virtual Assets. Any Wallet used by you in relation to the Genesis Auction and transactions contemplated hereunder is either owned by you, or you are validly authorised to carry out transactions using such Wallet. Any funds or Virtual Assets used by you in connection with the transactions contemplated hereunder (i) are either owned by you, or you are validly authorised to carry out actions using such Virtual Assets, (ii) are from legitimate sources, and (iii) were lawfully acquired. e. Prohibited Person Status You are not a Prohibited Person nor participate in the Genesis Auction for the benefit of a Prohibited Person. f. Participation Expectations You agree that the Tokens purchased in the Genesis Auction may be or may later become subject to certain Restriction Terms affecting, inter alia, the use or disposal of such Tokens. You understand that your participation in the Genesis Auction may not meet your expectations, fit for a particular purpose or be beneficial, profitable or suitable for you, and it is your decision whether to use or participate. Any expectations of financial gain or other benefits are solely your own responsibility, and we disclaim any liability for any loss or damage incurred from such expectations.
  1. Indemnification
To the fullest extent permitted by law, you agree to indemnify, defend, and hold harmless the Xmaquina Parties from any claims, demands, actions, damages, losses, costs, and expenses (including reasonable legal fees) arising from: (i) your violation of these T&C, including false representations or warranties; (ii) your participation in the Genesis Auction; (iii) your acquisition, or use of the Tokens; and (iv) your tax obligations related to the transactions contemplated hereunder. We reserve the right to control the defence of any indemnified claim, at your cost. This indemnity is in addition to any other legal remedies available to us.
  1. No Warranties and Representations
The Genesis Auction, the Genesis Auction Page, Smart-Contracts, Tokens, Claim Tokens and all components thereof are provided on an “as is” and “as available” basis. Your use thereof will always be at your own risk and you are solely responsible for determining whether to participate in the Genesis Auction. There is no warranty of any kind, express or implied, including, but not limited to, implied warranties of title, non-infringement, integration, merchantability, fitness for a particular purpose, and any warranties implied by any course of performance, or usage of trade, with respect to the Genesis Auction, the Genesis Auction Page, Smart-Contracts, Tokens, Claim Tokens and any components thereof, all of which are expressly disclaimed and denied. In particular, we do not warrant, whether expressly or impliedly, and hereby expressly disclaim any warranty or representation that the Genesis Auction, the Genesis Auction Page, Smart-Contracts, Tokens, Claim Tokens, their underlying blockchain network or related technical infrastructure or software will work as expected, have any specific functionality, or contain any particular components; be secure or available at any particular time or place, or will continue working for any period of time.
  1. Limitation of Liability
a. Damages We are liable only for reasonably foreseeable damages that directly arise from our breach of obligation hereunder or under the law. To the fullest extent permitted by law, Xmaquina Parties shall not be liable for any consequential, incidental, indirect, or punitive damages; any loss of profits, business, opportunities, data, goodwill, data; diminution of value and business interruption; or any liability related to another contract, regardless of the legal basis. b. No Personal Liability To the fullest extent permitted by law, in no event shall our or Affiliates’ officers, directors, employees, consultants, and shareholders be held personally liable in connection with these T&C and any transaction contemplated hereunder, provided that the foregoing shall not limit our liability as an entity. c. Liability Cap To the fullest extent permitted by law, the total liability of the Xmaquina Parties arising our of or in connection with these T&C, Genesis Auction, or any related transactions, whether in contract, tort, breach of duty, or otherwise, including attorney’s fees, will not exceed one hundred (100) U.S. dollars or the sums paid by you to us in the Genesis Auction, whichever is greater. d. Force Majeure Xmaquina Parties shall not be liable for any damages, losses, failures or delays in performance caused by Force Majeure Circumstances. e. Exclusions Nothing in these T&C limits liability for gross negligence, fraud, death or personal injury resulting from negligence, or any other liability that cannot be legally limited.
  1. Personal Data in Genesis Auction
Your personal data is processed in accordance with the Genesis Auction Privacy Notice available in Schedule 2 attached to these T&C. There we provide details specific to the data processing during the Genesis Auction. If you are not a data subject and you provide personal data to us on behalf of a data subject, the information contained in the Privacy Notice must be provided to such data subject before or at the moment when the personal data is provided to us. By providing personal data of data subjects, you acknowledge the Privacy Notice for yourself and for such data subjects. Otherwise, you shall not provide personal data of other data subjects to us.
  1. Taxes and Associated Costs
a. Taxes You are fully responsible for all current and future Taxes related to your participation in the Genesis Auction. This includes Taxes imposed, levied, collected, withheld or assessed by any state, government, or governmental authority. You must handle your own tax obligations, and failing to do so could result in penalties, fines, or other legal issues. If we are required by applicable law to collect or withhold any Taxes, we will do so, and you hereby agree to this. b. Third-Party Costs When participating in the Genesis Auction, you may incur certain Third-Party Costs, such as blockchain gas fees for transactions or commissions charged by software wallets. You are solely responsible for covering these Third-Party Costs. While we will make commercially reasonable efforts to display the fees associated with transactions, you should independently verify and review any Third-Party Costs involved.
  1. Updates and Availability
a. Updates and Modifications The Genesis Auction, including the applicable Smart-Contracts, technical infrastructure, security protocols and technical configurations, any processes, etc., may be updated, changed, or modified from time to time without prior notice to you, and we shall not be in any case held liable with respect to any such update; provided that those Smart-Contracts which are programmed as immutable cannot be changed or modified. b. Availability The Genesis Auction or its components may become inaccessible or inoperable from time to time due to various reasons, such as maintenance procedures, updates, disruptions, third-party interferences, hacker or malware attacks, Force Majeure Circumstances, failures in the operation or malfunction of the underlying technical infrastructure or software, unavailability of the Third-Party Services, and so forth. In the aforementioned cases, the access to the Genesis Auction Page or participation in the Genesis Auction may be prevented, limited, discontinued, or terminated without notice and any liability whatsoever, including the obligation to pay or compensate any damages or losses. c. Access Access to the Genesis Auction may be limited, suspended, or restricted with immediate effect and without notification and liability, regardless of reason, including if we, acting at our sole discretion, determine that (i) you have violated or may likely violate these T&C, applicable laws or regulations; or (ii) you or your actions create or may create legal exposure for us, Affiliates, or the Project; or (iii) you are or likely to be a Prohibited Person or act on behalf of a Prohibited Person. You shall comply with all limitations in these T&C and you shall not circumvent or bypass them in any way. We may incorporate certain software, solutions and/or tools allowing us to identify Prohibited Persons or users violating these T&C or the law, and reject their participation in the Genesis Auction. The Genesis Auction may be terminated or discontinued, in whole or in part, without prior notice and any liability whatsoever. There is no guarantee or warranty that the Genesis Auction, Genesis Auction Page or certain functionalities thereof will remain available or accessible.
  1. Void Transactions
Any funds or Virtual Assets misappropriated or obtained by you as a result of or in connection with the violation of these T&C or intended logic of the applicable Smart-Contracts, including any interference in the operation of the Smart-Contracts or attack of any kind on the Smart-Contracts or Genesis Auction participants, shall be prohibited, and any transactions related to the foregoing shall be considered null and void ab initio. If you have, or we determine or suspect that you have, while participating in the Genesis Auction, violated these T&C, you will not be entitled to receive the Tokens or any refunds, which amounts shall be retained by us as fair compensation for your violation.
  1. Applicable Law and Dispute Resolution
a. Law These T&C are governed by the laws of England and Wales, excluding any conflict of law rules. The United Nations Convention on Contracts for the International Sale of Goods does not apply. b. Negotiations You must first contact us to try to resolve any dispute related to these T&C or Genesis Auction informally. If no agreement is reached within 30 days, the dispute may be submitted to arbitration as outlined below. c. Arbitration Any dispute, controversy or claim arising out of or in connection with these T&C, or the existence, breach, termination or invalidity thereof shall be finally settled by arbitration in accordance with the Expedited Arbitration Rules of the London Chamber of Arbitration and Mediation for the time being in force, which rules are deemed to be incorporated by reference in this clause. The seat of the arbitration shall be London. The Tribunal shall consist of one arbitrator and the language of the arbitration shall be English. The law of this arbitration agreement shall be the law of England and Wales. d. Statutes of Limitation To the extent permitted by law, any claim related to these T&C or Genesis Auction must be filed within 12 months of its occurrence, or it will be permanently barred.
  1. Miscellaneous
a. Modification We may modify these T&C at our sole discretion. If we make any material changes, we will notify you in advance. Unless stated otherwise, updated T&C take effect immediately, and continued participation in the Genesis Auction confirms your acceptance. If you do not agree to the changes, you must stop participating in the Genesis Auction. b. Communication We will send you information electronically about these T&C, and Genesis Auction, including via the Communication Channels we choose. These communications will be considered official and delivered the day after they are sent or published. You can contact us at hello@xmaquina.io. We might ask for additional information or action to verify your identity. You shall always carefully assess and verify any information you access or receive via Communication Channels. You must cross-verify any hyperlinks and wallet addresses provided through the Communication Channels for authenticity, correctness, and accuracy by cross-referencing them with our other Communication Channels or through our officially designated moderators before relying on or using such information or details, or performing any transactions involving Virtual Assets. Be extra cautious regarding any hyperlinks or wallet addresses, or instructions on executing blockchain transactions which are shared only through one Communication Channel. There is always a risk that one or more of our Communication Channels may be compromised, which is a common occurrence in the blockchain space, resulting in unauthorised third parties gaining control over them and posting or sending misleading information in an attempt to steal or gain control over your assets. Accordingly, you hereby assume such risks and the responsibility to reasonably verify and assess any and all information you receive or access through our Communication Channels, at the very least by means mentioned herein. Neither we nor any of the Xmaquina Parties shall be held liable or responsible for, or in connection with, your reliance upon or use of unauthentic or misleading information or communications shared through the Communication Channels as a result of our loss of control or their compromise. We hereby disclaim any duty of care with respect thereto and shall not be held liable or responsible for any damages or losses sustained by you in connection with, or resulting from, the compromise of our Communication Channels. c. Entire Agreement These T&C and any incorporated documents constitute the entire agreement between you and us, superseding all prior and contemporaneous understandings, writings, or promises related to the subject matter. You acknowledge and confirm that you will not rely on and have no remedies in respect of any warranty, statement, promise, assurance, or statement (whether made innocently or negligently) that is not set out in these T&C. d. Third-Party Beneficiaries These T&C shall inure to the benefit of the Xmaquina Parties and any of the Xmaquina Parties shall be entitled to rely upon and enforce the provisions of these T&C as if they were a party hereto. However, no consent, approval or notice of Xmaquina Parties shall be required to alter, assign, novate, or otherwise change these T&C. e. No Waiver Our failure or delay in exercising any right or remedy under these T&C or by law does not waive that right or remedy. Similarly, a partial or single exercise of a right or remedy does not preclude further exercise of that or any other right or remedy. f. Language Only the English version of these T&C or any Communications is official. In case of translation differences, the English version prevails. g. Assignability You may not assign or transfer any rights or obligations under these T&C without our prior written consent. We may transfer or assign these T&C and our rights and obligations at any time without your consent. h. Validity and Enforceability If any provision or part-provision of these T&C is invalid or unenforceable, the remaining provisions will remain valid and in full force. i. No Partnership or Agency These T&C do not create a partnership, joint venture, or any co-operative entity. We or you have no authority to bind each other or make public statements on each other’s behalf. j. Survival Provisions hereof construed to survive the termination of these T&C shall survive any expiry or termination of these T&C.
  1. Definitions and Interpretation
a. Definitions In these T&C, unless the context requires otherwise, the terms shall have the following meaning: “Affiliate” means a person controlling, controlled by, or under the same control as us. “Claim Token” means a non-transferable token assigned to your Wallet used to purchase the Tokens as confirmation of the purchase, which you can use for claiming and receiving the purchased Tokens. “Closing” means any of the following events, whichever is earlier: (i) receipt of the purchased Tokens to your Wallet; or (ii) delivery of the purchased Tokens to a vesting or distribution Smart-Contract, whichever is earlier. “Communications” means any communications, agreements, documents, receipts, notices, and disclosures related to these T&C. “Communication Channels” means (i) the Website, (ii) the Genesis Auction Page, and (iii) social media accounts and communication channels associated with the Project that are provided on the Website. “Compliance Checks” means identification, know your customer (KYC), and know your business (KYB) checks or verification processes, that may be implemented by us at our sole and absolute discretion, for the purpose of ensuring compliance with applicable laws and regulations, as well as our policies. “Credentials” means the data that can be used to access or manage your Wallets, including username, passwords, seed phrases, private cryptographic keys, signing keys, or any other type of keys, PINs, etc. “Dispute” means any dispute, controversy, claim, suit, action, cause of action, demand, or proceeding. “Force Majeure Circumstances” means any circumstances that are out of our control interfering the performance hereof, which includes, without limitation, (i) fire, flood, hostility, pandemic, act of God, explosion, strike; (ii) war, undeclared war, civil war, revolution, riot, act of terrorism, military actions, interventions, and operations; (iii) epidemic, pandemic, insurrection, labour dispute, accident; (iv) sanctions, government actions, embargoes; (v) injunctions, cease and desist orders, restraining or similar orders of, or prohibitions established by a court, governmental or other authorities; (vi) weaknesses, vulnerabilities and bugs in the software, blockchain networks, Smart-Contracts, Wallets, other technologies used in connection with the Genesis Auction, 51% attacks or similar attacks on Virtual Assets’ underlying blockchain networks; (vii) actions, failures to act or inactions of Third-Party Service providers or other third parties, including fraud, loss or theft of funds by such third parties; (viii) system interference or destruction by any malicious programs; and (ix) power failure, equipment or software malfunction or error. “Genesis Auction” means the sale of Tokens by us through the Genesis Auction Page. “Genesis Auction Page” means the webpage dedicated to the Genesis Auction which serves as a user interface for connecting to and interacting with the Smart-Contracts, which is available at https://genesis.xmaquina.io. “Materials” means any information, statements, announcements, data, content, and materials provided by us via the Communication Channels or otherwise, which explicitly excludes any third-party content and Third-Party Services. “Participation Requirements” means certain eligibility and participation requirements for the Genesis Auction participants, as may be determined, implemented, and amended by us at our sole discretion, including Compliance Checks. “Prohibited Jurisdiction” means any of the following jurisdictions: Democratic People’s Republic of North Korea, Islamic Republic of Iran, Republic of Cuba, Syrian Arab Republic, Myanmar, Sevastopol and the Crimea Regions of Ukraine, Donetsk People’s Republic and Luhansk People’s Republic regions of Ukraine, United States of America (including its territories: American Samoa, Guam, Puerto Rico, the Northern Mariana Islands, and the U.S. Virgin Islands), Bolivarian Republic of Venezuela, the Russian Federation, Republic of Belarus, and any jurisdiction or territory in which participation in the Genesis Auction is prohibited by applicable laws or regulations, or which is subject to a country-wide or territory-wide sanction imposed by any country, government, or international authority. “Prohibited Person” means any citizen or resident of, or person subject to jurisdiction of, any Prohibited Jurisdiction, or person subject to any sanctions administered or enforced by any country, government or international authority, including the EU, OFAC, United Nations Security Council, but not limited to the above. “Project” means the project described on https://www.xmaquina.io, which description is provided for information purposes and may be updated from time to time. “Restriction Terms” means certain lock-up, unlock, and release terms and conditions, as well as other restrictions applicable to the Tokens purchased in the Genesis Auction. “Smart-Contracts” means autonomous binding self-executing smart-contracts deployed on blockchain networks designed to facilitate or process certain blockchain transactions, which are related to the Tokens or Genesis Auction. For example, a distribution smart contract enables a person to claim Tokens in accordance with the applicable Restriction Terms, while a vesting smart contract automates the transfer of Tokens to the respective distribution Smart-Contracts. “Taxes” means any income, earnings, capital gains, sales, use, value-added, or similar tax, arising from your transactions carried out in connection with the Genesis Auction. “T&C” means these Genesis Auction Terms & Conditions, together with all agreements and documents incorporated herein by reference, as may be amended from time to time. “Third-Party Costs” means any costs, fees, or expenses, other than the purchase amount, arising in connection with the Genesis Auction, including, for example, the fees imposed by the applicable blockchain networks, gas costs, fees related to the Third-Party Services, etc. “Third-Party Services” means any services, software, items, and solutions that are not provided by us, such as, for example, Wallets, software or hardware wallet solutions, Virtual Assets (except for Tokens), blockchain networks and their underlying software, etc. “Tokens” means the Project native tokens having the ‘DEUS’ ticker to be implemented on the Peaq blockchain network. “Virtual Assets” means cryptocurrencies and other digital tokens implemented on a public blockchain network, such as, for example, Tokens, USD Tether (USDT), USD Coin (USDC), and so forth. “Wallet” means a pair of public and private cryptographic keys which can be used to track ownership of, receive, manage, and spend Virtual Assets on a blockchain network. “Wave Terms” means specific price, lock-up, unlock, and distribution schedules applicable to a relevant Genesis Auction wave. “we”, “us”, “our” means RWA Robotics LTD, a company established under the laws of the British Virgin Islands which is the issuer (minter) of the Token. “XMAQUINA Parties” means us, any entity associated with the Project, Affiliates, and their respective shareholders, directors, officers, employees, agents, advisors, contractors, successors, and assignees. “you”, “your” means a person who accepts these T&C; if you are acting on behalf of an entity, “your” and “you” shall refer to both you as an individual participating in the Genesis Auction, and the entity on whose behalf you are acting. b. Interpretation Unless the context otherwise requires, a reference to one gender shall include a reference to the other genders; words in the singular shall include the plural and in the plural shall include the singular; any words following the terms including, include, in particular, for example or any similar expression shall be construed as illustrative and shall not limit the sense of the words, description, definition, phrase or term preceding those terms; Section headings do not affect the interpretation of these T&C. You hereby agree that a rule of construction does not apply to our disadvantage because we were responsible for the preparation of these T&C. The terms “investment”, “investor” and other similar terms, as may be used in the Materials, if any, are not meant to be interpreted literally. Rather, such terms are being used to draw rough, fuzzy-logic analogies between the heavily automated and mostly deterministic operations of decentralised smart-contracts and the discretionary performance of traditional off-chain transactions by people. When using smart-contracts, there are no legal agreements, promises of payment, or courts of law, and therefore there are no investments or other traditional transactions involved. Schedule 1 : Risk Disclosure Statement
  1. General Blockchain Risks
a. Irreversibility Please note that transactions on a public blockchain are irreversible. We do not and cannot control or influence transactions with Virtual Assets and, therefore, are not able to cancel, reverse, block, or freeze any transactions on a blockchain network. You must independently assess risks and make informed decisions before carrying out any transactions. We do not warrant that transactions will be executed with the gas fees you expect or that they will be executed at all, including because of high network demand. b. Autonomy of Infrastructure Blockchain-based infrastructure operates autonomously and is typically beyond anyone’s control. Any malfunction, breakdown, or abandonment of the underlying blockchain could significantly impact the Project, Tokens, or related Virtual Asset transactions. You are responsible for conducting thorough research before engaging with the Tokens. c. Privacy and Data Risks Blockchain data is publicly accessible and traceable by third parties, meaning transactions in Virtual Assets may expose certain information about you, though it is unlikely to directly reveal your identity. However, when combined with other personal information, it may allow third parties to infer your financial standing. Once recorded, blockchain data cannot be altered or deleted, making the decision to transact entirely your responsibility. d. Risk Associated with Hard Fork A hard fork in the underlying blockchain network of the Tokens, or any of its components, could require major changes. These changes might make the Smart-Contracts incompatible, dysfunctional, impractical, or more expensive to use. This could disrupt the execution and interaction of Smart-Contracts critical to the Genesis Auction. Adapting to a hard fork or changes in consensus rules may require significant time and resources, which might not be available or cost-effective. Consequently, the Project continued operation cannot be guaranteed. e. Risk Associated with Cryptography Development Advances in cryptography and technology, particularly quantum computing, could threaten blockchain systems by weakening or breaking the cryptographic consensus mechanisms that underpin them. As quantum computing evolves, algorithms once considered secure may become obsolete, leaving systems that rely on traditional cryptographic methods vulnerable. This could allow intruders to bypass existing security measures, compromise data integrity, as well as disrupt consensus mechanisms on blockchain networks.
  1. Financial and Market Risks
a. Risk of Loss Transacting with Virtual Assets involves the risk of monetary or other losses. These risks can arise from various factors, including market volatility, vulnerabilities in Smart-Contracts, cybersecurity threats such as hacking or phishing attacks, technical failures, regulatory changes, etc. Unforeseen events, including economic downturns, changes in market sentiment, etc, could also have a material adverse effect on your assets. b. Virtual Assets’ Value Risks In general, Virtual Assets are not backed by any physical assets and do not have any intrinsic value. We make no representations or warranties, whether express or implied, regarding Virtual Assets, including but not limited to implied warranties of merchantability, fitness for a particular purpose, or non-infringement. These are expressly disclaimed. You acknowledge that: (i) we do not warrant any inherent value with regard to Virtual Assets; (ii) there is no assurance Virtual Assets will gain value, will hold any particular value or price, or have any value at all; and (iii) we make no promises about future performance or value with respect to Virtual Assets, their price, supply amount, etc. Purchasing, storing, using, or disposing of Virtual Assets is entirely at your own risk. c. Volatility Risks Purchasing, using, or holding Virtual Assets involves significant risks. The crypto market is highly volatile, and prices can change drastically in short periods, potentially leading to substantial or total loss of your funds. Due to the nature and operation of blockchain protocols, the total amount of Virtual Assets in circulation could increase through, inter alia, the adoption of a new patch, upgrade of the source code, or additional mint. In no event shall we be responsible for or held liable in connection with any damages or losses that you may incur as a result of or in connection with the change in the composition, supply, value or price of any Virtual Assets. You are solely responsible for evaluating these risks, making informed decisions, and bearing any consequences, including losses. Only allocate funds to Virtual Assets that you can afford to lose. d. Liquidity and Market Risks There is no assurance that an active market will exist now or in the future for buying or selling Virtual Assets. Their price and liquidity cannot be assured, and it is possible that there may be no market or liquidity for Virtual Assets at all. In some cases, they may become useless or abandoned entirely. Specifically, we make no assurances that the Tokens will be listed on any exchanges, that a market for the Tokens will exist or develop, or that their prices will remain consistent across different platforms.
  1. Risks Associated with Project
a. Project Pivot The design, essence, particulars and description of the Project, including related products and services, may be amended or changed at any time without notice. There is no assurance that the Project will be developed, operated or maintained for any particular time period or at all. The Project may be pivoted at any time. Nothing in the T&C or Materials imposes an obligation to develop, deploy, launch, promote, or operate the Project, the Token, or any related products or services. b. Public Interest Uncertainty Public interest in the Project is not warranted, and low user engagement may negatively impact its development and associated business activities. c. Risk of Confusing Interface The user interface, design of the Project or associated infrastructure may sometimes cause confusion, leading to unintended actions or transactions, such as selecting the wrong Virtual Asset, transaction type, blockchain network, or account. d. Risk of Unofficial Projects There is always a risk of alternative projects or competing teams, including those creating similar products or forking (cloning) the Project and its associated software or components, which could negatively affect the Project. Additionally, you may be targeted by fraudulent activities, including fake websites, emails, text messages, or social media accounts impersonating us or the Project. They may aim to deceive you, steal your Virtual Assets, or otherwise profit unlawfully. Exercise extreme caution when interacting with websites, emails, text messages, and social media accounts, directing you to sources other than the official Project-associated websites or applications, or those asking you to connect your Wallet. Always verify the authenticity of any communication claiming to represent the Project.
  1. Technological Risks
a. Functionality and Flawed Logic of Software The Tokens and associated technical infrastructure are provided “as is” and may experience system failures, downtimes, unplanned interruptions in their underlying network or functionality, hardware or software defects, security breaches, or other causes that could adversely affect the Tokens or your access to them. We are not obligated to address these issues and do not warrant that any updates will resolve existing bugs or vulnerabilities, or avoid creating new, unanticipated issues. b. Software Weaknesses, Bugs and Vulnerabilities The Tokens-related software, including Smart-Contracts, as well as underlying logic of blockchain networks for Virtual Assets may contain weaknesses, flaws, bugs, vulnerabilities, defects, or impairments. This can cause the software or Smart-Contracts to operate incorrectly or not as expected, potentially resulting in transactions being executed contrary to their intended logic or your intents. Such issues can lead to the partial or complete loss of Virtual Assets involved in a transaction or other adverse outcomes. c. Lack of Remediation The software and Smart-Contracts may contain errors or vulnerabilities that are not immediately apparent. Addressing these issues can be challenging and may not always be effective. Additionally, many Smart-Contracts are immutable by design, meaning they cannot be modified once deployed. Efforts to remediate flaws, defects, errors, or vulnerabilities in blockchain software may be disruptive, risky, complex, expensive, and time-consuming. There is no warranty that such efforts will succeed in preventing adverse outcomes, including the potential complete or substantial loss of your Virtual Assets transferred to any Smart-Contracts. d. Downtime and Maintenance The Tokens-related services, products, or their components may occasionally become inaccessible or inoperable for various reasons, including maintenance, updates, technical disruptions, or third-party interference. Such occurrences may lead to downtime or a lack of access to them. These interruptions could result in delays or cancellations of transactions, an inability to complete transactions, and/or partial or complete loss of the Virtual Assets involved in those transactions. e. Delayed Updates There is no warranty that the software, including Smart-Contracts, the Project relies on will be updated quickly enough to address new threats, vulnerabilities, or required changes, or can be updated at all. Delays in updates can leave users exposed to risks such as errors, failed transactions, inability to execute time-sensitive operations, or the loss of Virtual Assets.
  1. Security Risks
a. Risk of Theft The blockchain networks can be attacked which may result in downtime, consensus split, long reorganisation of the chain, 51% attack or other adverse outcomes. There is no warranty that there will be no theft or loss of Virtual Assets due to attacks, hacks, software flaws, or blockchain vulnerabilities, which could result in partial or complete loss of the Virtual Assets. Even when using our official resources, remain vigilant for pop-ups or unusual program behaviour, as these could result from hacks or malicious code. b. Exploitation of Vulnerabilities Bugs, flaws in logic, and other vulnerabilities are not part of the intended operation of the Project-related software and Smart-Contracts. However, intruders may exploit these weaknesses or flaws, potentially causing financial losses, data breaches, or system malfunctions. The exploitation of bugs, flaws, or vulnerabilities in Smart-Contracts or associated software is strictly prohibited, regardless of the purpose or circumstances. Such acts, especially those that harm other users, may be considered criminal or other offences under applicable laws and could result in severe consequences for those involved. c. Risk Associated with Credentials If a third party gains access to your Wallet or its Credentials, they may control and use your Virtual Assets held in such Wallet. To reduce this risk, secure your electronic devices or systems (both hardware and software) used in relation to the Wallet and/or Project, as well as the Credentials against unauthorised access. We encourage you to properly back up all Credentials associated with your Wallets used in connection with Genesis Auction and the Project.
  1. Risks Related to Materials
a. Accuracy There is no assurance that any Materials will be true, accurate, complete, timely or non-misleading, and you expressly acknowledge and agree that we will be under no obligation to update or fix them. You shall solely evaluate all information provided by us or on our behalf. b. Risk of Impersonation Reliance on the Materials, whether in whole or in part, and any use of them, is entirely at your own discretion and risk. Always verify that any information you believe to be from us is posted or communicated by our authorised representatives. Be cautious of impersonation risks, including fake websites, counterfeit tokens resembling the Tokens, and fraudulent social media accounts or communications. Always ensure you are interacting with legitimate and verified sources. Verify information independently before acting. c. Forward-Looking Statements The Materials may contain opinions, forecasts, projections, future plans, or other statements about the Project and our business activities, excluding statements of historical fact. These are considered forward-looking statements based on current expectations and involve risks and uncertainties. There are no warranties that these statements will be accurate, and actual events, results, or outcomes may differ significantly. Do not place undue reliance on such statements. Risks and uncertainties may arise from economic conditions, competition, technical issues, and other factors affecting us, Affiliates, or the Project. d. Disparity of Information You acknowledge that we may possess material non-public information regarding the Tokens and the Project that is not available to you and that this information may impact the value of Tokens. You understand the disadvantage to which you may be subject due to the disparity of information between you and us. e. Updates The Materials may be updated from time to time with or without notice depending on various circumstances, including market conditions, applicable regulation, and governments’ actions.
  1. Third-Party Interaction Risks
a. Third-Party Services When interacting with the Project or its components, you may encounter Third-Party Services. Should any of these Third-Party Services exhibit vulnerabilities, encounter operational disruptions, or experience downtime, it could adversely impact the functionality and operation of the Project-related software and infrastructure. In severe cases, such issues may lead to the compromise of your assets. We do not endorse, recommend, or solicit to use any Third-Party Services and are not responsible for any such Third-Party Services, their functionality, or any associated risks. Your use of Third-Party Services, and your interactions with third parties are at your own risk and subject to the terms set by the respective third-party operators. b. Counterparty Risks You should always be diligent when dealing with third parties regarding Tokens. Such third parties may include, without limitation, exchanges, custodians, Wallet operators, service providers, fiat gateways, banks, or payment systems. Interactions with third parties carry risks, including fraud, insolvency, contract breaches, or security failures, which could result in the loss of your Virtual Assets. c. Third-Party Illegal Behaviour Due to the nature of permissionless blockchain software, there is a risk that the Project or its components could be misused by third parties for illegal activities, such as fraud, etc. Such misuse could result in legal and regulatory consequences affecting the Project’s operation and development. While we cannot control users’ actions, any misuse could expose us, the Project, and its users to lawsuits, government investigations, or other enforcement actions. These consequences may lead to liability and reputational harm for us and Affiliates, potentially disrupting the Project operation, hindering its development, and negatively impacting our business activities. d. Inaccurate Data The Project and its infrastructure may rely on and derive certain information from third-party data sources in an automated manner, such as oracles, third-party APIs, etc. This information is not manually verified or checked, and as a result, it may be incorrect, incomplete, outdated, inaccurate, or insufficient. In certain situations, immediate action may be required, and timely analysis of the available data is essential for making informed decisions. However, delays in the delivery of necessary information may occur, posing an inherent risk. The inability to act promptly due to such delays could result in partial or complete loss of Virtual Assets. You should always exercise caution when relying on any third-party data.
  1. Regulatory and Compliance Risks
a. Legal Uncertainty The Project and related activities may be subject to various laws and regulations in jurisdictions where we operate or intend to operate, including obtaining different licences or other permissive documents, if so directed by applicable laws. Additionally, changes in applicable laws or regulations, or evolving interpretations of existing law could, in certain circumstances, result in increased compliance costs or capital expenditures, which could affect the development, operation, and maintenance of the Project. In extreme cases, certain jurisdictions might even ban or severely restrict Project-related activities. Be aware that the legal status of Virtual Assets and transactions involving them remains uncertain, and some jurisdictions may impose full prohibitions on owning or transacting in them, which could apply to you. Penalties for any such potential violation would be unknown. You should independently research the legal implications of interacting with Virtual Assets, including all applicable tax requirements. b. Taxation Any acquisition, holding, use or disposition of Virtual Assets, as well as any transactions carried out in relation to the Project, may have tax implications for you as imposed by state or government authorities. Tax laws and their interpretations concerning Virtual Assets may be unclear or not well-defined in your jurisdiction. Additionally, current interpretations of tax laws and regulations are subject to change, and existing laws may be amended retroactively. You are solely responsible for understanding and fulfilling your tax obligations. Failure to properly collect, withhold, report, or remit applicable Taxes may lead to penalties, fines, or other legal consequences. It is strongly recommended that you seek professional advice to ensure compliance with all applicable tax requirements.
  1. Unanticipated Risks
In addition to the risks set forth herein, there are unanticipated risks. Further risks may materialise as unanticipated combinations or variations of the discussed risks or the emergence of new risks. Schedule 2: Genesis Auction Privacy Notice
  1. Introduction
We encourage you to carefully read this Privacy Notice as it provides you with information about your personal data being processed in connection with your participation in the Genesis Auction. In this Privacy Notice, personal data and personal information are used as synonyms and mean any information that directly or indirectly identifies you as an individual. This Privacy Notice explains which types of personal data we hold on you, how we process such data, how long we keep it, and so on.
  1. Intermediaries
In certain circumstances, you may provide your personal data to our authorised Third-Party Service providers. In such cases, it will be considered that you have entrusted your personal data to us. If you are not a data subject and you provide personal data to us on behalf of a data subject, the information contained in this Privacy Notice must be provided to such data subject before or at the moment when the personal data is provided to us. By providing personal data of data subjects, you acknowledge this Privacy Notice for yourself and for such data subjects. Otherwise, you shall not provide personal data of other data subjects to us.
  1. Type of Data
a. Identity Data Full name, citizenship, country of domicile, residential address, IP address, birth date, birthplace, compliance documentation (including, but not limited to, proof of identity and proof of address). It is collected only in case of Compliance Checks. b. Biometric Data Photo, liveness identity verification. It is collected only in case of Compliance Checks. c. Wallet Data Wallet address, information about transactions associated with the Wallet address (transaction IDs). d. Technical Data Вevice details, including the version of its operating system and location, internet protocol (IP) address, advertising identifiers GAID (for Android) and IDFA (for iOS). e. Contact Data Your full name, contact details (such as email address) and other data requested by us or data that you choose to provide us with.
  1. Data Use
a. Identity Data We process such information to comply with the applicable legislation and policies, including the AML, and to ensure security of the Genesis Auction. The lawful basis for such data processing is performance of the contract or taking steps to enter into a contract according to your request, compliance with the applicable law and legitimate interest to ensure security of the Genesis Auction. b. Biometric Data We process such information to verify your identity in order to comply with the applicable legislation and policies, including the AML. The lawful basis for such data processing is compliance with the applicable law and your consent. c. Wallet Data We process such data to allow you to participate in the Genesis Auction. We may also use these data for financial, accounting, and tax purposes. The lawful basis for such data processing is the performance of a contract with you. With respect to the financial, accounting, and tax purposes, the legal basis is compliance with the applicable law. d. Technical Data We process such data to ensure proper and secure operation of the Genesis Auction. The lawful basis is performance of contract and legitimate interest to secure the Genesis Auction. In addition, we use such data to improve the Genesis Auction and to fix and correct errors, malfunctions, and other technical issues. The lawful basis is legitimate interest to secure the Genesis Auction, including identifying Prohibited Persons. e. Contact Data We utilise this data in order to contact you in matters related to the Genesis Auction, as well as to respond to your inquiry. The lawful basis for such data processing is our legitimate interest in achieving the above purposes.
  1. Storage Period
a. Identity, Biometric, Wallet, and Contact Data We store such data for eight (8) years from the date of your participation in the Genesis Auction. This retention period is set in order to comply with applicable legislation, including anti-money laundering regulations and policies. b. Technical Data There is no storage period with respect to the Technical Data as such data is anonymous, aggregated and does not allow for identifying any particular person against the participants. If and to the extent we will be able to identify any particular person, a certain limitation period for the processing of the data will be established and this Section will be updated accordingly.
  1. Data Sharing
We do not sell or rent your data. We may share it in line with this Genesis Auction Privacy Notice, applicable laws, the T&C, or with your consent. We will take appropriate measures to protect your data during such transfers, including during transfers to the Compliance Checks providers, as applicable.
  1. Third-Party Services
During the Genesis Auction you may encounter Third-Party Services. Using those Third-Party Services may allow third parties to collect or share certain data about you. We do not control these Third-Party Services, and are not responsible for their privacy statements. We encourage you to read the privacy policy/notice/statement of every Third-Party Service you use.
  1. Rights
According to the applicable data protection legislation, you may have the following rights: a. to request access to your personal data (commonly known as a “data subject access request”). This enables you to ask us whether we process your personal data and, if we do process your data, you may request certain information about the processing activity and/or a copy of the personal data we hold about you and to check that we are lawfully processing it; b. to request correction of the personal data that we hold about you. This enables you to have any incomplete or inaccurate data we hold about you corrected, though we may need to verify the accuracy of the new data you provide to us; c. to request erasure of your personal data. This enables you to ask us to delete or remove personal data where there is no good reason for us to continue processing it. You also have the right to ask us to delete or remove your personal data where you have successfully exercised your right to object to processing (see below), where we may have processed your information unlawfully or where we are required to erase your personal data to comply with local law. Note, however, that we may not always be able to comply with your request of erasure for specific legal or technical reasons which will be notified to you, if applicable, at the time of your request; d. to object to processing of your personal data where we are relying on a legitimate interest and there is something about your particular situation which makes you want to object to processing on this ground as you feel it impacts your fundamental rights and freedoms. You also have the right to object where we are processing your personal data for direct marketing purposes. In some cases, we may demonstrate that we have compelling legitimate grounds to process your information which override your rights and freedoms; e. to request restriction of processing of your personal data. This enables you to ask us to suspend the processing of your personal data in the following scenarios: (1) if you want us to establish the data’s accuracy, (2) where our use of the data is unlawful but you do not want us to erase it, (3) where you need us to hold the data even if we no longer require it as you need it to establish, exercise or defend legal claims, (4) you have objected to our use of your data but we need to verify whether we have overriding legitimate grounds to use it; f. to request the transfer of your personal data to you or to a third party. We will provide to you, or a third party you have chosen, your personal data in a structured, commonly used, machine-readable format. Note that this right only applies to automated information which you initially provided consent for us to use or where we used the information to perform a contract with you; g. to withdraw consent at any time where we are relying on consent to process your personal data. However, this will not affect the lawfulness of any processing carried out before you withdraw your consent. If you withdraw your consent, we may not be able to provide certain products or services to you. We will advise you if this is the case at the time you withdraw your consent; h. not to be subject to a decision based solely on automated processing of data, including profiling, which produces legal effects concerning you or similarly significantly affecting you; i. to file a complaint with a relevant supervisory authority in case we violate your rights or obligations imposed on us under the applicable data protection legislation. The relevant supervisory authority will particularly depend on where you are located. In order to exercise your rights as a data subject, we may request certain information from you to verify your identity and confirm that you have the right to exercise such rights.