# Terms & Conditions
Source: https://docs.xmaquina.io/auctions/terms
Genesis Auction Terms & Conditions
**Last Updated: January 20, 2025 - Version: 1.0**
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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.
2. 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.
3. 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.
4. 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.
5. 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.
6. 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.
7. 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.
8. 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.
9. 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.
10. 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.
11. 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.
12. 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.
13. 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.
14. 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.
15. 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.
16. 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.
17. 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.
18. 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.
19. 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](mailto: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.
20. 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](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](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.
2. 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.
3. 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.
4. 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.
5. 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.
6. 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.
7. 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.
8. 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.
9. 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.
2. 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.
3. 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.
4. 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.
5. 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.
6. 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.
7. 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.
8. 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.
# Treasury Attestations
Source: https://docs.xmaquina.io/dao/attestations
XMAQUINA publishes independent third-party treasury attestations conducted by [**Andersen LLP**](https://global.andersen.com/) confirming capital deployment and ownership of equity positions held by the DAO.
As part of the DAO’s transparency framework, independent verification is commissioned once investments have been executed and ownership has been formally secured.
Each attestation confirms alignment between governance-approved proposals and executed transaction documentation.
Attestation letters verify:
• The governance proposal authorizing the allocation
• The investment vehicle used for execution
• The underlying company exposure where applicable
• Capital committed and total capital funded
• Execution date and supporting documentation reviewed
### **Current Attestations**
[• BOT-01 — Apptronik Strategic Allocation](https://cdn.prod.website-files.com/67cae587932184fb780414f6/69a89bccfc66445d779f1348_Apptronik%20Inc%201.pdf)
[• BOT-03 — Figure AI Strategic Allocation](https://cdn.prod.website-files.com/67cae587932184fb780414f6/69aedeeb0f6095c1abdb8058_Figure%20AI%20Inc.pdf)
• [BOT-04 — Agility Robotics Strategic Allocation](https://cdn.prod.website-files.com/67cae587932184fb780414f6/69a8533d9d3362a47964ad90_Agility%20Robotics%20Attestation%20.pdf)
[• BOT-06 — Apptronik Follow-On Allocation](https://cdn.prod.website-files.com/67cae587932184fb780414f6/69a89bccf6fda116be90c0c3_Apptronik%20Inc%202.pdf)
•[ BOT-07 — 1X Technologies Strategic Allocation](https://cdn.prod.website-files.com/67cae587932184fb780414f6/69a886935e4994c3ea972151_1X%20Holdings%20Attestation.pdf)
• [BOT-09 — NEURA Robotics Strategic Allocation](https://cdn.prod.website-files.com/67cae587932184fb780414f6/69aeded88c4c5cac91e0a65d_Neura%20Robotics%20GmbH.pdf)
### **Ongoing Standard**
Treasury attestations form part of the DAO’s ongoing transparency framework and will be issued for each DAO investment once ownership has been formally secured.
Attestation letters are available above and on the individual company pages within the [DAO Portal.](https://dao.xmaquina.io/)
# DEUS Governance
Source: https://docs.xmaquina.io/dao/deus-governance
How DEUS token holders govern the DAO through a vote-escrowed xDEUS model with onchain execution via Aragon.
XMAQUINA DAO is governed by DEUS token holders.
Governance determines:
* Treasury allocations
* Capital deployment decisions
* Ecosystem initiatives
* Protocol upgrades
* SubDAO mandates
The DAO operates under an onchain governance framework powered by a vote-escrowed (veToken) model. Governance combines community proposal discussion, Snapshot signaling, and binding onchain execution through Aragon.
DEUS holders must stake their tokens to mint xDEUS, the DAO’s non-transferable governance veToken, in order to participate in onchain voting.
## **Governance Structure**
The governance system includes:
* veToken-based voting (xDEUS)
* Optimistic dual governance mechanisms
* Northstar Council delegated proposals
* Community-led proposal pathways
* Onchain execution via Aragon
This structure balances speed, decentralization, and accountability.
Read the full documentation
# DAO Formation Ceremony
Source: https://docs.xmaquina.io/dao/formation
The Machine DAO Formation Ceremony Declaration.
**Effective Date: January 29, 2025**
***
Recitals
WHEREAS, the XMAQUINA Machine DAO initiative has been proposed by the XMAQUINA Foundation, a Cayman Islands foundation company, with the aim of decentralizing physical AI and promoting robotic automation technologies, the open machine economy, the development of robotic products and solutions, decentralized robotics ecosystems, decentralized physical infrastructure networks (DePIN), and associated technologies, as well as supporting various research and development activities, venues, and projects (the "Initiative");
WHEREAS, in furtherance of the Initiative, the Machine DAO formation ceremony is being held, during which the DEUS Token Genesis Auction is being conducted, allowing participants to apply for and purchase DEUS Tokens;
WHEREAS, this declaration outlines the overall vision and core components of the Initiative, its anticipated governance and corporate structure, and marks the commencement of the Machine DAO formation;
WHEREAS, the person agreeing to this declaration (the "Participant") intends to participate in the DEUS Token Genesis Auction and wishes to acknowledge and endorse the Initiative, its objectives, purposes, structure, and community-driven principles;
NOW, THEREFORE, it is agreed and acknowledged as follows:
Declaration
1. Overview
The Machine DAO formation ceremony marks a historic step in establishing the XMAQUINA Machine DAO Initiative. The Participant is invited to join the Initiative, acknowledge and endorse its vision, objectives, purposes, structure, and contribute to its development through any suitable means. The Machine DAO will be established as a DAO LLC under the laws of the Marshall Islands, it will be a member-managed organization recognizing the holders of the DEUS token as its members.
2. Key Acknowledgments
By agreeing to this declaration, the Participant acknowledges the following:
The mission and vision of the Machine DAO;
The proposed corporate structure of the MachineDAO in the form of a non-profit Marshall Islands DAO LLC.
The DAO governance framework and its decentralized decision-making mechanisms.
The formation and authority of the initial DAO committees, including the Northstar Council and DEUS Labs.
The role of the XMAQUINA Foundation (the "Foundation") in the Initiative and DAO formation process.
3. Machine DAO
The Machine DAO is envisioned as an organization of persons willing to participate in the Initiative or contribute to its purposes and objectives. The Machine DAO will be established as a DAO LLC in the Marshall Islands substantially in line with the following process:
Genesis Auction: Public announcement and invitation for participants to join the Initiative by purchasing the DEUS tokens through the DEUS Token Genesis Auction.
Receipt Token Event: Initiation of the Machine DAO through the initial distribution of the non-transferable receipt tokens, enabling the claim of the DEUS tokens at a later stage. Until the DEUS tokens become claimable, the receipt tokens will enable Initiative participants to take part in the Initiative-related signalling votes.
TGE & Operational Launch: The Machine DAO becomes fully operational once the DEUS token is deployed, with governance and resource allocation mechanisms active.
DAO LLC Formation: Incorporation of the Machine DAO as a non-profit Marshall Islands DAO LLC. The Foundation agreed to facilitate the formation process.
Treasury Formation: Formation of the Machine DAO treasury.
Committee Formation: Initial DAO committees, such as DEUS Labs and the Northstar Council, are established and allocated resources to execute their strategic objectives.
Foundation Subordination: The Foundation is formally subordinated to the Machine DAO, ensuring alignment with the decentralized governance.
4. Vision and Mission
Although the mission and vision of the Machine DAO may be further expanded, presently, the core mission and vision are to:
Expand access to previously inaccessible opportunities, including private robotics companies and tokenised intellectual property in physical AI;
Enable open, ethical innovation through decentralised governance and community collaboration;
Promote robotic automation technologies, open machine economy, development of robotic products and solutions, decentralised robotics ecosystems, and associated technologies;
Drive the adoption of growth of Decentralised Physical Infrastructure (DePIN) for large-scale autonomous systems.
Empower communities to co-create and co-govern value generated by the robotics economy.
Build a future where physical AI serves humanity as a shared public good.
Learn more about the Machine DAO's mission and vision in the XMAQUINA documentation.
5. Governance Processes
The key components of the Machine DAO governance process include:
Member Management:
Machine DAO is a member-managed organization, with DEUS token holders playing the central role in its governance and decision making. All major decisions within the DAO require member approval, with members being able to vote on governance proposals, veto proposals, and guide the DAO's activities, development, and evolution.
veToken Model:
The governance relies on the veToken (vote-escrowed token) system to align long-term incentives. To gain voting power within the DAO, the members need to stake the DEUS tokens in the governance smart contracts. Upon staking, the members mint non-transferable xDEUS tokens, entitling members to participate and vote in Member votes. The amount of xDEUS minted depends on both the number of DEUS tokens staked and the staking duration, encouraging long-term commitment to the DAO's objectives.
Optimistic Dual Governance:
The governance framework incorporates the Optimistic Dual Governance plugin from the Aragon OSx stack, enabling an efficient and flexible decision-making process. This plugin will be active during a 24-month period following the DEUS deployment. It enables the Northstar Council, relying on the authority delegated by the DAO members, to act swiftly on strategic initiatives while ensuring accountability to the community. DAO members retain the right to veto or reject any proposals submitted by the Northstar Council through the Member votes. Learn more about Optimistic Dual Governance.
Northstar Council:
Composed of the DAO member delegates, the Northstar Council oversees the DAO's strategic direction and ensures mission alignment. During the early stages, it is delegated with authority to submit proposals for Member vote under the Optimistic Dual Governance procedures, enabling quick adaptation to opportunities and challenges.
Foundation:
The Foundation is an independent unit within the Machine DAO ecosystem. Its purposes align with the vision and mission of the DAO, and its role is expected to include holding, managing, and protecting IP and goodwill, contributing to the mission and purposes of the Machine DAO, and engaging in certain other transactions on an as-needed basis.
Learn More About the DAO's Governance Processes
The governance process includes stages such as ideation, proposal drafting, Snapshot voting, and onchain decision-making. For a detailed explanation, visit the Governance Section in our documentation to learn more.
6. DAO Committees
At the outset of the Machine DAO's operations, two key committees will be established under the Machine DAO LLC structure. These committees will serve distinct roles in advancing the DAO's mission, ensuring focused execution of critical objectives while maintaining alignment with the broader governance framework.
(1) DEUS Labs Committee
Purpose: DEUS Labs Committee is delegated by the DAO members with authority to function as the DAO's in-house development lab, focusing on the incubation and funding of Physical AI projects. This committee is designed to drive technological innovation and accelerate the development of robotics and decentralized infrastructure within the broader Machine DAO ecosystem.
Key Details:
Token Allocation: DEUS Labs will be allocated 7.5% of the DEUS token supply.
Independent Management: Managed independently by the DEUS Labs Committee within the DAO-granted mandate, this allocation ensures that the lab has the resources to actively fund R\&D and incubate Physical AI projects.
(2) Northstar Council Committee
Purpose: The Northstar Council Committee is delegated by the DAO members with authority to oversee the operational and strategic direction of the DAO during its formative stages, driving adoption and growth.
Key Details:
Fund Allocation: The Northstar Council Committee will be allocated 8% of the assets contributed by the participants to the DEUS Token Genesis Auction. This will be in the form of the Genesis Auction funding tokens.
Management Structure: Assets allocated to the Northstar Council will be secured through a multisig wallet and managed independently by the Council's member delegates within the DAO-granted mandate.
Responsibilities:
Overseeing the DAO's direction and long-term strategy to ensure it is aligned with the DAO's missions and purposes.
Driving growth and adoption of the DAO.
Partaking in organizing DAO units and committees.
Providing leadership for key initiatives and scaling the ecosystem.
Overseeing the development of DAO products, such as "MachineDAO Portal," "DAO AI Agent," and "Machine Economy Launchpad", in alignment with the public DAO roadmap.
Important Notice
This Document: This document provides an overview of the Initiative and anticipated Machine DAO and serves as a framework for its proposed mission, vision, and structure. As the Machine DAO is in its early stages, certain elements or details described in this document may evolve, develop, or change over time without prior notice, liability, or the Participant's consent.
Acknowledgment by the Participant: By agreeing to this document, the Participant acknowledges and endorses the proposed mission, vision, and structure of the Machine DAO, including its organizational, governance, and corporate framework, in their entirety and without modifications. Participation in the Initiative is voluntary and solely for personal interest or enjoyment. The Participant further acknowledges that participation in the Initiative or Machine DAO does not confer any rights to any profits, dividends, or financial returns of any kind or nature. No warranties or representations are made regarding the Initiative or Machine DAO, or their overall success or performance.
Legal Notice
(a) This declaration shall be governed by and construed in accordance with the laws of England and Wales, without regard to its conflict of laws principles.
(b) This document constitutes the complete and exclusive declaration (statement) regarding the Initiative and anticipated Machine DAO, as well as other matters it covers or addresses. This document supersedes and replaces any prior declarations, statements, representations, or communications from the Foundation or other entities involved in the Initiative concerning the subject matter herein.
(c) Nothing in this document, nor any materials published or communicated in connection with the Initiative, shall be construed to create a partnership, joint venture, or agency relationship between or involving the Foundation or other entities engaged in the Initiative, or between any individuals or entities.
(d) Nothing in this document, nor any communication related to the Initiative or Machine DAO, constitutes financial, legal, tax, or investment advice. The Participant is strongly encouraged to seek independent professional advice before making any decisions related to the Initiative or Machine DAO.
(e) For the avoidance of doubt, this document does not apply to, govern, or regulate the DEUS Token Genesis Auction or any associated matters, which are governed by a separate agreement.
(f) To the maximum extent permitted by applicable law, neither the Foundation nor any entity involved in the Initiative shall be liable for any direct, indirect, incidental, consequential, or punitive damages arising from the Participant's involvement in the Initiative or Machine DAO.
(g) Participation in the Initiative does not automatically grant the Participant membership in the Machine DAO or any right to participate in its governance, unless and until the Participant converts its receipt tokens into DEUS tokens in accordance with applicable terms and conditions.
(h) The Participant agrees that it cannot amend or modify the content of this document in any way.
# Genesis Auctions
Source: https://docs.xmaquina.io/dao/genesis-auctions
The Genesis Auction marked the formation of XMAQUINA DAO’s capital base and governance community.
Through a series of publicly announced, onchain auction waves, DEUS tokens were distributed directly to participants under transparent and equal terms. Each wave was open access, with pricing defined per wave and no private allocations or preferential conditions.
## **Capital Raised & Distribution**
The Genesis phase consisted of five public auction waves.
Across these auctions:
* Approximately \$10 million USD was raised
* 23.24% of total DEUS supply was distributed
* No further Genesis auctions are planned
The proceeds formed the initial DAO treasury and enabled early governance-approved humanoid robotics allocations.
## **Auction Structure**
The Genesis Auction was conducted onchain through successive public waves.
Each wave:
* Had its own publicly disclosed pricing
* Accepted specified eligible assets
* Was open to all eligible participants
Pricing varied between waves based on timing and market conditions. However, all participants within a given wave entered under identical terms.
There were no private allocations or preferential side agreements outside of the announced wave structure.
Participants received non-transferable receipt tokens representing their future DEUS allocation. These receipt tokens enabled:
* Future DEUS claims according to vesting terms
* Early governance participation prior to token transferability
## **Vesting Terms**
All Genesis participants received DEUS under the same vesting schedule:
* 33% unlocked at TGE
* 67% vested linearly over 12 months
No special vesting arrangements or alternative unlock schedules were granted.
## **Role in DAO Formation**
The Genesis Auction:
* Bootstrapped the DAO treasury
* Distributed initial governance power
* Enabled early member participation
* Initiated the transition toward onchain governance
# Governance Framework
Source: https://docs.xmaquina.io/dao/governance
The vote-escrowed governance framework powered by xDEUS, including onchain treasury and multisig infrastructure.
XMAQUINA DAO operates under a vote-escrowed governance framework powered by DEUS.
Governance authority resides with xDEUS holders. Participants stake DEUS to mint non-transferable vote-escrow tokens (veTokens), aligning voting power with long-term commitment and ecosystem participation.
The governance system balances decentralization with execution efficiency. To support different asset types and operational requirements, the DAO maintains two governance-controlled treasury systems:
• Onchain treasury contracts governed via Aragon OSx
• A governance-authorized multisig infrastructure used for operational settlement and transaction execution
Both treasury systems operate under approved governance mandates. No capital deployment occurs without prior DAO approval.
Treasury wallet addresses are available via the [DAO Portal](https://dao.xmaquina.io/). All material capital movements follow approved DAO proposals, and balances and transactions can be independently verified onchain.
From TGE onward, XMAQUINA operates under a veToken-based governance model, with xDEUS governing proposal approval and veto authority.
# Governance Parameters
Source: https://docs.xmaquina.io/dao/governance-parameters
Configurable governance parameters including voting thresholds, veto mechanics, staking configuration, and proposal eligibility.
Governance parameters define the operational mechanics of proposal approval, staking configuration, and voting thresholds within XMAQUINA.
All governance parameters are configurable through approved governance proposals.
The governance venues reflect the current active configuration. Nothing in this section is permanently fixed.
## **Voting Thresholds**
Explicit vote proposals operate under a unified approval model.
For proposals requiring affirmative approval (e.g., BOT and XMQ):
• A quorum threshold must be met
• Approval requires a majority of participating xDEUS voting power.
Quorum thresholds are defined within the governance interface and may be modified through governance.
## **Optimistic Governance & Veto**
Optimistic proposals (e.g., OPX and CDG) operate under a veto-based model.
Under this structure:
• Proposals execute unless vetoed within the defined veto window
• A veto participation threshold must be met to block execution
Veto window duration and veto thresholds are defined within the governance interface and are governance-configurable.
## **Voting Duration**
Voting periods are defined per proposal and are visible within the governance interface.
Typical voting periods align with governance epochs.
Voting duration is governance-configurable.
## **Staking Configuration**
The veToken model operates under configurable staking parameters.
Current configuration includes:
• Minimum stake per position
• Multiplier growth model and cap
• Minimum lock duration prior to withdrawal request
• Withdrawal cooldown period
All staking parameters are governance-configurable.
## **Multiplier Configuration**
Governance weight and reward weight are determined by a time-weighted multiplier.
The multiplier:
• Begins at a base value upon staking
• Increases progressively over time
• Caps at a defined maximum
Multiplier growth rate and cap are governance-configurable.
## **Proposal Eligibility**
Certain proposal types may require:
• Initiation by authorized DAO units
• A minimum xDEUS threshold for community initiation
Eligibility thresholds are governance-configurable and visible within the governance interface.
## **Treasury Routing**
Proposals are routed based on the treasury system they affect:
• Aragon OSx for assets held within DAO smart contract treasury
• Snapshot for signaling votes and proposals authorizing multisig-executed actions
## **Governance Venues**
Governance proposals are executed through the following official venues:
• [XMAQUINA Snapshot](https://snapshot.xmaquina.io/#/)
• [XMAQUINA Aragon DAO](https://app.aragon.org/dao/base-mainnet/0xfEA21e0500022F34dE0a02Ae3A7D04dF923Ed020/dashboard?members=0xF02Ed0A44a093624a9e2362c261F33aa79e7f4Ea-multisig_2\&proposals=all)
All active proposals, quorum settings, and voting parameters are visible within the respective governance venue.
## **Governance Authority**
Ultimate governance authority resides exclusively with xDEUS holders.
All governance parameters:
• May be modified through approved governance proposals
• Take effect upon successful approval and execution
# Governance Process
Source: https://docs.xmaquina.io/dao/governance-process
Step-by-step governance workflow from proposal origination through voting, approval, execution, and onchain verification.
Governance actions follow a structured framework while allowing flexibility across different proposal types and operational contexts.
![High Level Architecture (7)]()
Proposals may relate to:
• Treasury allocations
• Equity investments
• Liquidity provisioning
• Ecosystem incentives
• Governance parameter updates
• Product or infrastructure initiatives
• Operational matters
### **1. Proposal Origination**
Proposals may originate through:
• Community discussion
• SubDAO initiatives
• Strategic mandates
• Time-sensitive opportunities
In some cases, preliminary work is conducted within a SubDAO or operational unit before formal submission. For material proposals, written briefings or proposal drafts are typically posted in the [XMAQUINA Discord](https://discord.gg/xmaquina) forum, and community calls may be held to provide context and address questions prior to voting.
### **2. Proposal Formation**
A formal proposal outlines:
• Strategic rationale
• Scope and objectives
• Capital requirements, if applicable
• Risks and potential outcomes
Depending on governance type, proposals may be initiated by authorized DAO units or eligible xDEUS holders.
### **3. Voting Venue**
Proposals are routed based on the treasury system they affect.
• [Aragon OSx](https://app.aragon.org/dao/base-mainnet/0xfEA21e0500022F34dE0a02Ae3A7D04dF923Ed020/dashboard?members=0xF02Ed0A44a093624a9e2362c261F33aa79e7f4Ea-multisig_2\&proposals=all) is used for binding proposals that affect assets held directly within the onchain DAO treasury smart contracts.
• [Snapshot](https://snapshot.xmaquina.io/) is used for signaling votes and for proposals that authorize actions executed through the governance-approved multisig treasury.
In all cases, capital movements follow approved DAO proposals.
Each proposal is submitted to a single governance venue based on its scope.
### **4. Approval**
Approval mechanics depend on governance type.
Certain proposals operate under optimistic governance and pass unless vetoed within the defined time-lock period.
Other proposals require explicit voting and must meet quorum thresholds.
Within explicit voting:
• Some proposals use a binary yes or no format
• Others may use multiple-choice or weighted voting formats
The voting format is defined in each proposal and visible within the governance venue.
Governance parameters may evolve through future proposals.
### **5. Execution**
Once approved, execution occurs through the appropriate treasury system:
• Onchain treasury contracts
• Governance-authorized multisig infrastructure for operational settlement
Execution strictly follows the approved mandate.
### **6. Verification**
Treasury wallet addresses are available via the [DAO Portal](https://dao.xmaquina.io/). All material capital movements follow approved DAO proposals, and balances and transactions can be independently verified onchain.
# Governance Rewards
Source: https://docs.xmaquina.io/dao/governance-rewards
The DAO may distribute up to 40% of realized value to active xDEUS holders through multiplier-weighted governance rewards.
The DAO may generate value through:
• RCM Protocol fees
• Realized gains from equity positions
Equity positions include both external robotics investments and DAO-incubated ventures.
All allocation of value is determined exclusively through DAO governance.
There is no automatic distribution mechanism.
## **Distribution Framework**
When value is realized and received by the DAO treasury, governance may allocate up to 40% of the amount received toward multiplier-weighted distribution to active xDEUS holders.
The remaining portion may be:
• Retained in treasury
• Reinvested into new allocations
• Deployed into strategic ecosystem development
• Used for DEUS buybacks
The specific percentage, structure, and timing of allocation are defined in each approved governance proposal.
Governance retains full discretion to allocate less than the maximum or to retain all proceeds within the treasury.\
\
Capital distributions are executed via on-chain smart contracts integrated with governance voting power. Distribution weighting reflects multiplier-adjusted xDEUS balances. The current implementation utilizes the [Aragon OSx Capital Distributor](https://github.com/aragon/osx-capital-distributor).
## **Example: Protocol Revenue (Illustrative)**
Assume the protocol generates \$1,000,000 in revenue over a one-month period.
If \$700,000 is received by the DAO treasury during that period, that amount falls under governance control.
Governance may elect to allocate up to 40% of the amount received by the DAO treasury:
• Up to \$280,000 may be distributed pro-rata to active xDEUS holders
• Distribution is calculated using multiplier-weighted balances
• Snapshot timing is defined in the approved proposal
The remaining portion remains under treasury control.
This example is illustrative.
Revenue generation does not imply automatic or periodic distribution.
## **Example: Equity Liquidity Event (Illustrative)**
Assume the DAO receives \$5,000,000 into its treasury following the sale of an equity position.
That amount falls under governance control.
Governance may elect to allocate up to 40% of the amount received:
• Up to \$2,000,000 may be distributed pro-rata to active xDEUS holders
• Distribution is calculated using multiplier-weighted balances
• Snapshot timing is defined in the approved proposal
The remaining portion may be retained for reinvestment or future strategic deployment.
This example is illustrative.
A liquidity event does not imply automatic distribution.
## **Multiplier-Weighted Distribution**
Where governance approves distribution:
• Allocation is calculated pro-rata based on multiplier-weighted governance balance
• Only active staking positions participate
• Snapshot timing is defined in the proposal
The same multiplier that governs voting power also determines reward weight.
## **Incentive Programs**
Separately, governance may approve time-bound incentive programs, including staking campaigns or governance transition incentives.
Such programs:
• Operate under defined allocation limits
• Have specified duration
• Do not create ongoing entitlement
Campaign parameters are defined in the relevant governance proposal.
## **No Automatic Entitlement**
Participation in governance does not constitute entitlement to profits, dividends, or financial returns.
All rewards are discretionary and subject to governance approval.
# Governance Types
Source: https://docs.xmaquina.io/dao/governance-types
XMAQUINA governance operates through defined proposal categories and structured approval mechanisms.
There are four proposal categories:
• **BOT** — Treasury allocations
• **XMQ** — Ecosystem initiatives
• **CDG** — Community directives
• **OPX** — Optimistic proposals
Each governance type determines how a proposal is reviewed and approved. It does not determine how a proposal originates or how it is executed following approval.
All governance actions remain subject to defined quorum requirements and voting periods.
## **1. BOT Proposals**
BOT refers to the Dual Governance model used exclusively for treasury allocations into robotics companies and related equity investments.
These proposals authorize capital deployment from the DAO treasury into external robotics positions.
BOT proposals may be voted on through either governance venue, depending on where the affected assets are held.
Approval mechanics:
• A proposal is submitted
• xDEUS holders vote yes or no
• A quorum threshold must be met
• More than 50% of participating votes must be in favor
If quorum and majority requirements are satisfied, the proposal is approved.
No robotics capital deployment occurs without approval through a BOT proposal.
## **2. XMQ Proposals**
XMQ refers to ecosystem and operational governance proposals within the DAO.
These may include:
• Liquidity provisioning
• Infrastructure and tooling upgrades
• Campaigns and ecosystem growth initiatives
• Governance parameter updates
• Operational authorizations
• Prioritization or allocation decisions
XMQ proposals follow the same quorum-based approval model as BOT proposals.
Under this structure:
• A quorum threshold must be met
Depending on proposal design, XMQ proposals may also use weighted voting.
In weighted voting formats:
• xDEUS holders may distribute their multiplier-weighted voting power across multiple options
• Total allocated voting weight cannot exceed the holder’s available governance balance
The voting format is defined at the time of submission and is visible within the governance venue.
The distinction between BOT and XMQ reflects proposal scope rather than differences in core approval mechanics.
## **3. CDG Proposals**
CDG stands for Community Dual Governance and refers to community-initiated proposals operating under the DAO’s optimistic governance framework.
Eligible xDEUS holders meeting the defined minimum voting power requirement may submit a CDG proposal.
Under this model:
• A proposal is submitted by eligible token holders
• A defined time-lock period begins
• xDEUS holders may veto during this period
• If the veto threshold is not reached, the proposal is approved
CDG enables grassroots participation while maintaining governance safeguards.
## **4. OPX Proposals**
OPX stands for Optimistic Dual Governance and operates under an optimistic framework initiated by authorized DAO units.
These are typically used for time-sensitive or mandate-driven actions requiring execution efficiency.
Under this model:
• A proposal is submitted by an authorized DAO unit
• A defined time-lock period begins
• xDEUS holders may veto during this period
• If the veto threshold is not reached, the proposal is approved
OPX enables execution efficiency while preserving token-holder oversight.
## **Governance Parameters**
Quorum thresholds, proposal thresholds, veto mechanics, and voting durations are defined by governance parameters and may evolve through future proposals. Optimistic (OPX) proposals may update certain governance parameters, subject to veto conditions.
All governance types remain subject to:
• Defined participation requirements
• Time-bound voting periods
• Onchain verifiability
No capital deployment or material governance action occurs outside of these defined governance types.
# Legal Structure
Source: https://docs.xmaquina.io/dao/legal-structure
Multi-entity legal framework connecting onchain governance with compliant off-chain execution through MachineDAO LLC.
XMAQUINA operates through a structured multi-entity framework designed to connect onchain governance with compliant offchain asset execution.
This structure ensures that governance authority and beneficial control remain aligned with the DAO, while enabling participation in real-world investment activities.
## **MachineDAO LLC (Marshall Islands)**
XMAQUINA DAO operates through MachineDAO LLC, a non-profit DAO LLC organized under the laws of the Republic of the Marshall Islands.
MachineDAO LLC serves as the governance and treasury entity of the ecosystem. It is governed through onchain DEUS token voting mechanisms and retains authority over capital deployment decisions.
MachineDAO LLC:
* Controls the onchain treasury
* Approves capital allocation proposals
* Oversees subordinate entities involved in ecosystem operations
Participation in DAO governance does not constitute equity ownership in MachineDAO LLC unless expressly provided through separate legal agreements.
## **Supporting Entities**
To facilitate ecosystem operations, additional entities support specific functions within the structure.
These may include:
* A foundation entity responsible for executing offchain investments and holding legal title to assets on behalf of the DAO
* A special-purpose entity responsible for token issuance and related contractual matters
Each supporting entity operates within defined roles and does not supersede the governance authority of the DAO.
## **Governance Sovereignty**
All material capital deployment decisions originate from DAO governance processes.
The structure is designed to:
* Provide limited liability to participants
* Enable enforceable execution of governance-approved decisions
* Maintain alignment between token-based governance and offchain execution
Participation in the XMAQUINA ecosystem is voluntary and does not grant rights to profits, dividends, or financial returns unless explicitly defined under separate agreements.
# DAO Overview
Source: https://docs.xmaquina.io/dao/overview-dao
XMAQUINA DAO is the capital allocation and governance authority coordinating treasury deployment into humanoid robotics.
XMAQUINA DAO is the capital allocation and governance authority of the XMAQUINA ecosystem.
It coordinates treasury deployment into humanoid robotics companies and related infrastructure through structured, onchain decision-making.
The DAO operates as a member-governed organization in which DEUS token holders direct capital allocation and strategic priorities through transparent voting mechanisms.
Within the ecosystem, the DAO:
* Deploys capital into private humanoid robotics companies and enabling infrastructure
* Governs strategic direction across treasury, protocol, and incubation initiatives
* Oversees the Robotics Capital Markets (RCM) Protocol
* Supervises DEUS Labs and ecosystem expansion efforts
* Maintains treasury discipline and liquidity management
All material capital deployment and ecosystem-level decisions originate from DAO governance processes.
The DAO functions as the sovereign coordination layer of XMAQUINA, aligning capital formation, liquidity infrastructure, and ecosystem development under a unified governance framework.
# xDEUS Activation Program
Source: https://docs.xmaquina.io/dao/staking-activation-program
A fixed DEUS incentive pool allocated to xDEUS holders during the initial activation of XMAQUINA's vote-escrow governance system.
To support the launch of xDEUS governance, **1,000,000 DEUS** has been allocated to participants who stake DEUS during the activation period.
Staking is available through the [**Stake page on the DAO Portal**](https://dao.xmaquina.io/stake), where users mint xDEUS and track estimated rewards in real time.
## **Incentive Pool**
* **Total allocation:** 1,000,000 DEUS
* **Reward token:** DEUS
* **Distribution:** vested following the activation period
The incentive pool is fixed. No additional DEUS will be emitted.
## **Activation Period**
The activation period runs for 90 days:
* **Start:** May 18 at 13:00 UTC
* **End:** August 16 at 13:00 UTC
During this period:
* Participants stake DEUS and mint xDEUS
* Voting power accrues based on the [veToken multiplier](https://docs.xmaquina.io/dao/xdeus)
* Positions held over time continue increasing reward and voting power.
Because voting power increases with time, earlier and longer-held positions receive a larger share of the final allocation.\
\
Positions are considered from the official staking activation point on May 11 at 13:00 UTC, and any multiplier accrued prior to this is not counted.
## **Snapshot**
A single voting power snapshot is taken on the Base network at:
* **August 16 at 13:00 UTC**
The snapshot records:
* Each wallet’s multiplier-weighted voting power
* The total voting power across all active xDEUS positions
Only voting power held at the snapshot is counted.\
Positions withdrawn before the snapshot do not contribute to the allocation.
## **Allocation Calculation**
Each participant’s share of the incentive pool is calculated as:
**User Voting Power ÷ Total Voting Power**
This ratio is applied to the 1,000,000 DEUS pool to determine the participant’s final allocation.
**Example:**
If the snapshot records:
* **Total voting power:** 10,000,000
* **User voting power:** 100,000
Then:
* **Share:** 100,000 ÷ 10,000,000 = 1%
* **Allocation:** 1% × 1,000,000 DEUS = 10,000 DEUS
## **Estimated Staking APY**
The DAO Portal displays an estimated staking APY based on:
* the fixed incentive pool
* total xDEUS participation
As more DEUS is staked, the share allocated to each position adjusts.
Early participants initially share the incentive pool among fewer participants, while their positions continue to accumulate multiplier weight throughout the activation period.
## **Distribution**
Allocations are distributed through the [**Aragon OSx Capital Distributor**](https://github.com/aragon/osx-capital-distributor).
* **Snapshot:** August 16, 2026 at 13:00 UTC
* **Vesting start:** August 21, 2026 at 13:00 UTC (5 days after program end)
* **Vesting duration:** 30 days (linear)
After the snapshot:
* Final allocations are calculated from onchain voting power data
* A distribution contract is deployed onchain
* Allocations begin vesting at the time specified above
* Participants claim vested allocations through the DAO Portal
All allocations are verifiable onchain and tied to the wallet holding the xDEUS position at the snapshot.
## **Eligibility**
To receive an allocation:
* DEUS must be staked through the [Stake page on the DAO Portal](https://dao.xmaquina.io/stake) before the snapshot
* The xDEUS position must remain active and held by the same wallet at the snapshot
Withdrawing a position before the snapshot removes its voting power from the calculation and forfeits its allocation.
## **Additional Information**
For full details on governance mechanics, including voting, proposal execution, and multiplier design, refer to the [Governance Documentation](https://docs.xmaquina.io/dao/governance).
# Staking Mechanics
Source: https://docs.xmaquina.io/dao/staking-mechanics
Position-based DEUS staking mechanics including minimum requirements, multiplier accrual, withdrawal cooldowns, and principal return.
DEUS staking converts DEUS into xDEUS, enabling governance participation.
Staking and withdrawal are executed through the [Stake](https://dao.xmaquina.io/stake) interface on the DAO Portal.
Staking is non-custodial and governed by smart contracts.
## **Position-Based Staking**
Staking is position-based.
Each time DEUS is staked:
• A new soulbound NFT is minted
• The NFT represents that specific staked amount
• Multiplier accrual is tracked independently for that position
**Example:**
If a participant stakes:
• 100 DEUS → one staking position is created
• Later stakes 200 DEUS → a second staking position is created
Each position:
• Accrues multiplier independently
• Has its own staking duration
• Can be withdrawn independently
Total voting power equals the sum of all active staking positions.
## **Minimum Staking Requirements**
To create a staking position:
• Minimum stake per position: 100 DEUS
• Minimum lock before withdrawal request: 5 days
Both parameters are governance-configurable.
A minimum of 100 DEUS must be deposited in a single staking transaction to create a governance position.
## **Multiplier & Reward Accrual**
Each staking position begins with a 1x multiplier.
The multiplier increases progressively over time and reaches a maximum of 12x after 12 months of continuous staking.
Multiplier updates occur per governance epoch.
Effective weight per position:
Staked DEUS × Position Multiplier
The same multiplier governs:
• Voting power
• Quorum participation
• Reward allocation, where applicable
The multiplier caps at 12x.
## **Withdrawal Process**
Unstaking occurs per staking position.
To withdraw a position:
1. A withdrawal request is initiated
2. A cooldown period begins
3. After cooldown expires, the DEUS from that position becomes withdrawable
Cooldown period: 5 days
This parameter is governance-configurable.
During withdrawal:
• The position’s governance and reward multiplier is removed
• The associated soulbound NFT is burned
Other active staking positions remain unaffected.
## **Principal Return**
Unstaking returns the exact amount of DEUS associated with that staking position.
There is:
• No slashing
• No dilution
• No protocol-imposed loss of principal
If DEUS is restaked after withdrawal, a new staking position is created and begins again at the base 1x multiplier.
# SubDAOs & Committees
Source: https://docs.xmaquina.io/dao/sub-daos
Specialized operational units within the DAO: Northstar Council, DEUS Labs, Scoring Committee, and Execution Engine.
XMAQUINA DAO operates through specialized SubDAOs and committees that enable focused execution while preserving decentralized governance.
Governance authority resides with DEUS token holders. SubDAOs operate under mandates approved by governance and remain accountable to the DAO.
## **What Is a SubDAO?**
A SubDAO is a mandate-driven operational unit composed of up to 6 contributors responsible for leading a defined initiative or strategic activity.
SubDAOs function as structured project teams within the DAO and operate within clearly defined governance boundaries.
Each SubDAO:
• Operates under a governance-approved mandate
• May receive a defined budget approved by DAO governance
• May utilize a dedicated multisig wallet for operational execution
• Reports transparently to the DAO
• Remains subject to oversight, modification, or dissolution by governance
All capital allocations, treasury movements, or funding authorizations must be approved by the main DAO through its governance framework. SubDAOs do not have independent authority to deploy treasury capital beyond what has been explicitly approved.
SubDAOs execute. Governance decides.
# Active SubDAOs
## **Northstar Council**
The Northstar Council is a strategic SubDAO responsible for guiding long-term direction and coordinating high-priority initiatives.
It is currently composed of founding members and core contributors with deep familiarity across the DAO’s mission and ecosystem.
The Council operates under authority delegated by DAO governance and acts within clearly defined mandates. Its responsibilities include:
• Submitting strategic proposals
• Coordinating time-sensitive initiatives
• Supporting ecosystem growth
• Operating within the approved governance framework
The Northstar Council does not override DAO members. All capital deployment and mandate changes remain subject to governance approval.
## **DEUS Labs**
DEUS Labs is a SubDAO responsible for leading the DAO’s innovation and incubation initiatives at the intersection of robotics and Web3.
As a mandate-driven unit, it:
• Leads internal venture incubation efforts
• Coordinates builders and technical contributors
• Advances selected initiatives toward MVP and market readiness
• Supports ecosystem expansion aligned with the DAO mission
DEUS Labs operates under a governance-approved mandate. All funding decisions remain subject to DAO governance approval.
For a detailed overview of the DEUS Labs model and venture examples, see the dedicated DEUS Labs section.
# Advisory & Operational Units
## **Scoring Committee**
The Scoring Committee is an advisory body composed of experienced builders, investors, and industry leaders across robotics, AI, and Web3.
It supports the DAO by:
• Evaluating allocation proposals
• Conducting structured due diligence
• Drafting evaluation memos
• Providing strategic recommendations
The Scoring Committee does not control capital. Its role is advisory. All funding decisions remain subject to DAO governance approval.
To learn more about the members of the Scoring Committee and their backgrounds, see:
[The Voices Behind the DAO’s Scoring Committee.](https://www.xmaquina.io/blog/the-voices-behind-the-daos-scoring-committee)
## **Execution Engine**
The Execution Engine implements governance-approved decisions.
Its responsibilities include:
• Deal sourcing and structuring
• Legal and compliance coordination
• Treasury execution
• Governance process support
• Communications and operational coordination
The Execution Engine executes decisions but does not determine them.
Over time, responsibilities may decentralize further as the DAO matures.
# Token Contracts
Source: https://docs.xmaquina.io/dao/token-contracts
Official contract addresses for DEUS across supported networks. DEUS is deployed omnichain across supported EVM and SVM networks.
## **DEUS Token Contracts**
### Network: Base
[0x940A319B75861014A220D9c6c144d108552B089B](https://basescan.org/token/0x940A319B75861014A220D9c6c144d108552B089B)
### Network: Solana
[7JoGUTeaXkjcMGa6xJP2idYNYiLreto1WnsACHnpw3Gd](https://solscan.io/token/7JoGUTeaXkjcMGa6xJP2idYNYiLreto1WnsACHnpw3Gd)
### Network: peaq
[0x940A319B75861014A220D9c6c144d108552B089B](https://peaqscan.xyz/contract/0x940a319b75861014a220d9c6c144d108552b089b)
# Token Utility
Source: https://docs.xmaquina.io/dao/token-utility
DEUS is the governance and coordination token of the XMAQUINA ecosystem.
It connects treasury strategy, protocol infrastructure, and ecosystem expansion under a unified system.
## **1. Treasury Participation**
DEUS enables participation in governing a treasury that includes equity positions in leading robotics and embodied AI companies.
By staking DEUS and minting xDEUS, holders vote on:
• Capital allocation into robotics companies
• Portfolio construction and treasury deployment
• Protocol development funding
• Strategic ecosystem initiatives
This structure allows the community to influence how robotics capital is deployed and managed.
## **2. Capital Allocation Decisions**
When value flows into the DAO treasury through protocol activity or realized asset events, governance determines how that capital is managed.
Approved proposals may direct treasury-held assets toward:
• Reinvestment into new robotics opportunities
• [Distributions to active xDEUS holders](/dao/governance-rewards) based on multiplier-weighted balances
• DEUS buybacks
• Strategic ecosystem expansion
All such actions require explicit governance approval.
## **3. RCM Protocol Integration**
The Robotics Capital Markets Protocol integrates DEUS as the base pairing asset for asset-specific markets anchored to robotics exposure.
Each asset listed within the protocol is paired against DEUS, placing the token at the center of protocol-level market activity.
Protocol fees that flow to the DAO treasury are governed by xDEUS holders.
## **4. Ecosystem Growth**
Through DEUS Labs and related initiatives, the DAO incubates robotics and Web3 ventures.
DAO-backed ventures may integrate DEUS into their product architecture or broader ecosystem design, where appropriate.
As new ventures go to market, DEUS may assume additional functional roles across the expanding ecosystem.
![High Level Architecture (7)]()
# Tokenomics
Source: https://docs.xmaquina.io/dao/tokenomics
The DEUS token has a fixed maximum supply and a structured allocation model designed to support long-term governance, treasury growth, and ecosystem expansion.
All supply mechanics and vesting parameters are defined below.
## **Supply Overview**
• Ticker: DEUS
• Maximum Supply: 1,000,000,000
• Total Supply: 1,000,000,000
• Inflation: None
• Token Standard: ERC20 (omnichain-compatible)
• Governance Model: veToken (xDEUS)
> The DEUS supply is capped at 1 billion tokens. No additional tokens may be minted beyond this maximum.
## **Allocation Breakdown**
![Screenshot 2026 02 23 At 8 56 48 PM]()
The total supply is allocated across the following categories:
**DEUS Development Lab — 7.5%**
Allocated to the DAO’s internal innovation hub incubating robotics and Web3 ventures, enabling DAO-backed spin-outs that expand ecosystem reach and DEUS utility.
**Genesis Auctions — 23.24%**
Allocated to the community through the Genesis auction process, establishing initial governance participation and seeding the DAO treasury.
**DAO Treasury — 30%**
Reserved for long-term capital allocation under DAO governance. Deployment requires approved governance proposals.
**RCM Protocol — 2%**
Allocated to fund development, legal structuring, and expansion of the Robotics Capital Markets (RCM) Protocol.
**Liquidity & Ecosystem Growth — 8.26%**
Allocated for exchange listings, market-making, liquidity provisioning, and targeted ecosystem growth initiatives.
**Strategic Contributor Fundraise — 8%**
Allocated to strategic contributors who participated in the early fundraising round supporting initial DAO and infrastructure development.
**Advisors — 1%**
Allocated to advisors providing strategic guidance and ecosystem support to the DAO.
**Core Contributors — 12.5%**
Allocated to founding builders and core developers responsible for protocol development and transition to decentralized governance.
**Foundation — 7.5%**
Allocated to the foundation entity supporting operational execution, service providers, and ecosystem coordination under DAO oversight.
# Treasury
Source: https://docs.xmaquina.io/dao/treasury-dao
Treasury mandate, composition, capital deployment framework, and liquidity management for the XMAQUINA DAO.
The XMAQUINA DAO treasury is structured with a concentrated focus on the humanoid robotics stack.
Its mandate is to deploy capital into humanoid robotics companies and enabling infrastructure while maintaining sufficient liquidity for operational flexibility and strategic execution.
Treasury activity is governed by DEUS token holders and executed through approved legal structures. Real-time treasury composition and asset breakdowns are available via the [DAO Portal](https://dao.xmaquina.io/).
## **Mandate**
The treasury exists to:
• Accumulate strategic exposure within the humanoid robotics sector
• Support ecosystem infrastructure aligned with the DAO mandate
• Maintain liquidity for execution flexibility
• Generate long-term value through disciplined capital allocation
All allocations follow the DAO’s structured evaluation and governance framework.
## **Treasury Composition**
The treasury is composed of:
• Equity positions in humanoid robotics companies
• Stablecoins and fiat reserves
• Strategic crypto assets aligned with the humanoid ecosystem
• DEUS token reserves governed by the DAO
The composition evolves in accordance with governance decisions and market conditions.
## **Capital Deployment Framework**
All allocations follow a structured process:
• Opportunity sourcing
• Technical and strategic evaluation
• Governance discussion
• Onchain voting
• Execution through approved legal structures
• Public reporting via the DAO Portal
## **Liquidity & Capital Efficiency**
Subject to governance approval, the treasury may participate in:
• Liquidity provisioning
• DeFi strategies
• Ecosystem incentive programs
Such participation is designed to support market access, enhance capital efficiency, and strengthen ecosystem infrastructure.
All strategies remain subordinate to the DAO’s long-term humanoid focus.
## **Treasury Formation**
The treasury was initially capitalized through five public DEUS Genesis Auctions, raising approximately \$10 million USD in aggregate.
Details regarding token distribution and vesting are outlined in the Genesis section.
Since completion of the Genesis phase, the treasury evolves exclusively through governance-approved deployment and ecosystem activity.
# Vesting & Unlock Schedule
Source: https://docs.xmaquina.io/dao/vesting-and-emissions
Detailed vesting schedules and unlock timelines for all DEUS token allocation categories from TGE through full distribution.
DEUS has a fixed maximum supply of 1,000,000,000 tokens. Each allocation follows its own defined unlock and vesting schedule. These schedules may include:
• Defined lock-up periods
• Linear vesting over time
• Partial unlock at TGE
• Immediate availability at TGE
Allocation-specific details are outlined below.
## **Unlock Schedule Overview**
![2026 02 23 20 59 09]()
The unlock schedule reflects differentiated timelines across ecosystem allocations, contributor allocations, and treasury reserves to support long-term alignment and sustainable ecosystem growth.
## **Vesting Summary by Allocation**
**• Strategic Contributor Fundraise**
7.5% unlocked at TGE, 6-month lock, 18-month linear vest
**• Core Contributors**
12-month lock, 12-month linear vest
**• Advisors**
12-month lock, 12-month linear vest
**• Foundation**
7.5% unlocked at TGE, 12-month lock, 12-month linear vest
**• Genesis Auctions**
33% unlocked at TGE, 67% linear vest over 12 months
**• DAO Treasury**
33% unlocked at TGE, 67% linear vest over 48 months
**• Liquidity & Ecosystem Growth**
100% unlocked at TGE\
Includes unallocated Genesis supply rolled into this category under Proposal XMQ-02. Allocated for exchange listings, liquidity provisioning, and ecosystem expansion.
**• RCM Protocol**
100% unlocked at TGE\
Allocated for RCM Protocol development and approved fundraising activities under Proposal XMQ-03.
**• DEUS Development Lab**
33% unlocked at TGE, 67% linear vest over 24 months
## **Detailed Vesting Data**
For full token amounts, monthly release schedules, and allocation-level breakdowns, refer to the embedded vesting spreadsheet below.
All schedules are subject to governance-approved modifications where applicable.
# xDEUS veToken Model
Source: https://docs.xmaquina.io/dao/xdeus
Governance within XMAQUINA is powered by xDEUS, a vote-escrowed governance token minted by staking DEUS.
DEUS must be staked to participate in governance. xDEUS represents a locked governance position and aligns long-term participation with decision-making influence.
![Token Structure (2)]()
## **What Is xDEUS**
xDEUS is a non-transferable governance token minted when DEUS is staked.
xDEUS:
• Grants voting rights across all governance types
• Governs approval of treasury distributions and capital deployment flows
• Determines quorum participation
• Enables veto authority in optimistic governance models
• Represents time-weighted governance power
## **veToken Model**
XMAQUINA uses a vote-escrow model to align governance influence with long-term commitment.
Under this structure:
• DEUS is staked
• xDEUS is minted
• Governance weight increases with staking duration
This model rewards sustained participation and reduces short-term governance volatility.
Governance influence reflects both capital commitment and time commitment.
## **Multiplier Mechanics**
Effective multiplier is determined by:
• The amount of DEUS staked
• The duration DEUS remains staked
Each DEUS token begins with a base multiplier of 1x.
Voting power and reward weight increase progressively with staking duration, capped at 12x after 12 months.
![High Level Architecture (7)]()
Although multiplier updates occur per governance epoch, time progression is commonly referenced in monthly intervals for simplicity.
The same multiplier applies to:
• Voting power in governance proposals
• Share of staking reward distributions, where applicable
**Example:**
If 100 DEUS is staked:
• At staking start: 100 effective voting power and 1x reward weight
• Over time: both governance weight and reward multiplier increase progressively
• After reaching maximum duration: up to 1,200 effective voting power and 12x reward weight
The multiplier caps at 12x and does not increase further beyond that threshold.
## **Unstaking and Multiplier Reset**
If DEUS is unstaked:
• xDEUS is burned
• Voting power resets
• Any future staking begins again at the base 1x multiplier
For example:
If 100 DEUS has been staked for 12 months, it may have reached the maximum 12x multiplier, resulting in:
• 1,200 effective voting power
If that stake is withdrawn:
• The 1,200 governance weight is eliminated
• xDEUS is burned
If the same 100 DEUS is later restaked:
• Voting power restarts at 100
• Multiplier accrues again over time
• Maximum weight must be rebuilt through continuous staking
This structure reinforces long-term alignment by rewarding sustained participation rather than short-term staking cycles.
## **Soulbound Design**
xDEUS staking positions are represented as non-transferable soulbound NFTs.
Each staking transaction mints a distinct NFT corresponding to that specific stake.
These NFTs:
• Cannot be sold
• Cannot be transferred
• Cannot be delegated outside governance logic
Governance rights remain strictly tied to the wallet that initiated the stake.
Because staking positions are soulbound:
• Governance weight cannot be traded
• Voting power cannot be transferred independently of the underlying stake
• Participation remains aligned with long-term capital commitment
## **Governance & Incentive Alignment**
By linking both voting power and reward allocation to staking duration, XMAQUINA aligns governance authority with long-term participation.
The same multiplier-weighted balance governs:
• Voting authority
• Quorum weight
• Veto power
• Reward allocation, where applicable
This structure:
• Incentivizes sustained commitment
• Reduces short-term governance manipulation
• Aligns rewards with long-term contributors
• Encourages ecosystem stewardship
Governance influence and incentive allocation operate through a unified multiplier model.
# DEUS Labs Overview
Source: https://docs.xmaquina.io/deus-labs-overview
DEUS Labs is XMAQUINA’s in-house innovation and incubation hub.
It brings together technologists, researchers, builders, and founders to develop ventures at the intersection of robotics and Web3.
## **Purpose**
DEUS Labs exists to:
• Launch high-conviction ventures aligned with the robotics economy
• Incubate robotics and Crypto x Robotics startups
• Expand the DAO’s ecosystem footprint
• Deepen DEUS utility across robotics-native applications
• Create new revenue surfaces and strategic ownership positions
Each initiative is designed to align long-term ecosystem expansion with DAO treasury growth.
DEUS Labs complements treasury capital allocation by enabling proactive ecosystem construction alongside equity acquisitions.
## **Strategic Role**
DEUS Labs expands XMAQUINA from a capital allocator into an ecosystem architect.
It enables the DAO to:
• Build intelligence and visibility layers around robotics markets
• Establish distribution surfaces for RCM markets
• Integrate DEUS into robotics-native platforms
• Capture early-stage ownership in strategic robotics infrastructure
• Strengthen capital coordination capacity across the ecosystem
This creates structural alignment between:
• Treasury-held robotics equity
• Ecosystem infrastructure
• Onchain liquidity markets
• Governance participation through xDEUS
DEUS Labs is not a grant program.
It is a structured mechanism for ecosystem expansion and strategic ownership.
## **Incubation Process**
DEUS Labs operates through a structured pathway from concept to DAO-backed venture.
### **Ideation**
Concepts may originate from DAO members, contributors, researchers, or external founders.
Proposals must align with XMAQUINA’s mission and strategic focus on robotics and decentralized infrastructure.
### **Evaluation**
Selected concepts undergo structured review and may be presented to the DAO through formal governance processes.
Community feedback and contributor input help refine positioning, scope, and feasibility prior to capital deployment.
### **Capital Allocation**
If approved through governance, the DAO may deploy treasury capital in exchange for equity, tokens, or other forms of strategic exposure.
Each allocation is structured independently and subject to DAO approval.
### **Incubation & Integration**
Approved initiatives may receive:
• Strategic guidance
• Technical collaboration
• Ecosystem distribution support
• Integration with DEUS and the RCM Protocol where appropriate
Ownership models, integration depth, and structural design may vary by initiative.
### **Spinout & Growth**
Ventures operate independently while maintaining structural alignment with the DAO.
XMAQUINA may retain meaningful ownership exposure, and ecosystem integrations may evolve over time.
## **Robotico: First Incubation**
[Robotico](https://snapshot.xmaquina.io/#/proposal/0x1189e8781a479773b71f7599e0a96945f5390be15cdaa466f0774173b78222dd) represents the first incubation under DEUS Labs.
The DAO approved a treasury allocation to acquire a 20% equity position at the pre-seed stage.
Robotico is developing an intelligence and indexing platform focused on the humanoid robotics sector, aggregating structured data on companies, funding activity, valuations, product benchmarks, and market signals.
Strategically, Robotico may function as:
• An intelligence and visibility layer for humanoid robotics
• A distribution channel for RCM-related markets
• A sector entry point into the XMAQUINA ecosystem
• A structural template for future DAO-powered spinouts
Robotico demonstrates how DEUS Labs combines ecosystem building with strategic equity ownership.
Future incubations may differ in structure, scope, and integration depth.
***
## **DEUS Integration**
DEUS Labs strengthens the role of DEUS across the robotics ecosystem by:
• Expanding governance influence over ecosystem infrastructure
• Embedding DEUS utility within incubated platforms where strategically aligned
• Supporting integration with RCM liquidity markets
• Increasing treasury exposure to robotics-native assets
As ecosystem infrastructure expands, DEUS functions as:
• Governance coordination layer
• Treasury control mechanism
• Strategic exposure vehicle
• Liquidity anchor within RCM markets
## **DEUS Labs SubDAO**
DEUS Labs operates as an independent SubDAO under its own mandate, with oversight from the XMAQUINA DAO.
Any capital allocations from the XMAQUINA DAO treasury require formal approval through governance.
Incubation frameworks may evolve as the ecosystem expands.
# Market Thesis
Source: https://docs.xmaquina.io/humanoid/core-thesis
XMAQUINA focuses exclusively on humanoid robots and the embodied AI ecosystem around them.
## **Core Thesis**
Humanoid robotics represents a hardware-anchored platform for artificial intelligence operating within environments built for humans.
Unlike specialized robotic systems designed for a single workflow, humanoids are structured around the human form. This enables them to interact with existing tools, infrastructure, and physical spaces without requiring systemic redesign.
As artificial intelligence systems mature, humanoids function as a general-purpose execution layer for AI in the physical world.
XMAQUINA concentrates exclusively on this domain.
## **Why Humanoids**
Human built infrastructure such as factories, warehouses, retail environments, vehicles, and domestic spaces is optimized for human scale and movement.
Robotic systems that replicate the human form can operate across these environments with minimal adaptation. This gives humanoids cross sector applicability not typically available to specialized automation systems.
This structural compatibility positions humanoids as a scalable physical AI layer rather than a niche robotics category.
## **Sector Scope**
XMAQUINA deploys capital exclusively within the humanoid robotics sector and its directly enabling infrastructure.
This includes:
* Humanoid platform manufacturers
* AI and autonomy systems purpose-built for embodied and physical operation
* Core hardware, actuation, sensing, and mobility technologies
* Deployment infrastructure and enabling software
* Data, simulation, and training systems supporting humanoid development
* Ecosystem intelligence and market infrastructure strengthening humanoid capital formation
Expansion beyond this scope requires explicit governance approval.
## **Strategic Orientation**
Humanoid robotics is a long cycle infrastructure build out.
XMAQUINA operates with a long-term orientation aligned with:
* Hardware development timelines
* Ecosystem standardization cycles
* Capital formation phases
Capital allocation prioritizes structural positioning within the humanoid robotics stack.
## **Capital Allocation Framework**
All allocations follow the DAO’s structured evaluation and governance framework, ensuring transparency, discipline, and alignment with the DAO mandate.
# Core Principles
Source: https://docs.xmaquina.io/introduction/core-principles
Foundational principles guiding XMAQUINA: sector focus, governance-led direction, transparency, capital discipline, and long-term orientation.
XMAQUINA is designed as infrastructure for coordinated participation in humanoid robotics markets.
Its architecture and governance operate under the following principles.
## **Focus**
XMAQUINA concentrates exclusively on humanoid robotics and closely related infrastructure.
This narrow mandate ensures capital, liquidity, and incubation efforts remain aligned with a single, defined sector rather than diffuse across broader themes.
## **Governance-Led Direction**
Strategic direction is determined through structured, onchain governance.
DEUS token holders collectively guide capital deployment, protocol evolution, and ecosystem development. Authority flows through governance rather than centralized control.
## **Structural Transparency**
Treasury composition, governance decisions, and DAO wallet activity are publicly accessible through the DAO Portal.
Transparency is treated as infrastructure, not marketing.
## **Capital Discipline**
All allocations follow the DAO’s structured evaluation and governance framework.
Deployment prioritizes long-term sector positioning and structural relevance over short-term speculation.
## **Layered Integration**
The XMAQUINA DAO, RCM Protocol, DEUS Token, and DEUS Labs operate as interconnected components of a unified system.
Capital deployment, liquidity generation, and ecosystem expansion reinforce one another under shared governance.
## **Long-Term Orientation**
XMAQUINA is structured for sustained participation in humanoid robotics markets.
Strategic decisions prioritize durability, ecosystem growth, and coordinated capital formation over cyclical market dynamics.
# Ecosystem Architecture
Source: https://docs.xmaquina.io/introduction/eco-architecture
The four core layers of the XMAQUINA ecosystem: DAO capital allocation, RCM liquidity, token governance, and DEUS Labs incubation.
XMAQUINA operates as an integrated humanoid capital coordination system composed of four core layers. Each layer serves a distinct role within the ecosystem
Together, they enable capital deployment, liquidity formation, governance participation, and infrastructure expansion.
![High Level Architecture (5)]()
## **XMAQUINA DAO**
**Capital Allocation Layer**
The XMAQUINA DAO governs treasury deployment through structured, onchain governance.
Its responsibilities include:
* Deploying capital into private humanoid robotics companies
* Managing treasury structure and liquidity
* Approving ecosystem funding initiatives
* Coordinating long-term capital strategy
The DAO serves as the primary capital vehicle within the ecosystem.
Read the full documentation
## **Robotics Capital Markets (RCM) Protocol**
**Liquidity Layer**
The RCM Protocol introduces structured onchain liquidity to private humanoid robotics markets.
Its role within the ecosystem is to:
* Enable asset-specific exposure to humanoid robotics allocations
* Bring structured private positions onchain
* Facilitate 24/7 secondary market trading
* Generate protocol revenue for the DAO
* Reinforce demand for the DEUS token through liquidity pairing
Trading activity within RCM generates fees that flow to the DAO treasury and are governed by DEUS holders. By integrating liquidity with capital deployment, RCM connects private humanoid equity to decentralized market infrastructure.
Read the full documentation
## **Token-Based Governance**
**Coordination Layer**
DEUS functions as the coordination and governance mechanism across the ecosystem.
It enables:
* Proposal submission and voting
* Treasury direction and capital allocation approval
* Alignment between capital deployment, liquidity, and incubation initiatives
* Governance over treasury events, including liquidity events, protocol-generated resources, and staking incentives
Governance decisions are executed through transparent, structured processes.
Read the full documentation
## **DEUS Labs**
**Incubation & Ecosystem Expansion Layer**
DEUS Labs is the DAO’s in-house incubation hub developing ventures at the intersection of robotics and Web3.
Its mandate is to:
* Incubate products that expand the XMAQUINA ecosystem
* Integrate DEUS into new utility surfaces and distribution channels
* Increase visibility and market presence across the humanoid robotics sector
* Secure ownership stakes in ventures building within the humanoid robotics sector
* Create additional value pathways for the DAO beyond treasury allocations
DEUS Labs extends XMAQUINA beyond capital deployment by building and backing ventures that grow ecosystem reach, token utility, and long-term positioning.
Read the full documentation
# XMAQUINA
Source: https://docs.xmaquina.io/introduction/xmaquina
XMAQUINA is a decentralized ecosystem designed to provide structured access to the robotics capital markets.
Humanoid robotics is emerging as a new asset class. Access, however, remains largely confined to private funding rounds and institutional capital. Retail participants and onchain capital have limited direct exposure to this sector
XMAQUINA introduces governance-led infrastructure to coordinate capital deployment, liquidity formation, and secondary market access within the robotics sector.
The ecosystem integrates four core components:
Deploys capital across the humanoid robotics sector.
Directs capital and ecosystem strategy through time-weighted voting power.
The liquidity infrastructure for robotics markets.
The incubation engine for ecosystem expansion.
The following sections outline each layer in detail.
# RCM Protocol Overview
Source: https://docs.xmaquina.io/rcm-protocol
The Robotics Capital Markets (RCM) Protocol is XMAQUINA’s infrastructure layer for allocation-specific robotics capital formation and structured onchain liquidity.
RCM expands the DAO’s capital coordination framework by introducing market infrastructure around individual robotics allocations held through dedicated Special Purpose Vehicles (SPVs).
It builds on XMAQUINA’s treasury model while introducing allocation-level capital formation and decentralized liquidity infrastructure.
![High Level Architecture (7)]()
## **Purpose**
Robotics is emerging as a significant global capital market, yet access remains structurally restricted and secondary liquidity fragmented.
XMAQUINA’s existing treasury model enables collective capital deployment into high-conviction robotics opportunities.
The RCM Protocol expands this framework by introducing:
• Asset-specific capital formation
• Structured onchain liquidity
• Market-based participation layers
• Protocol-level fee generation that accrues to the DAO treasury\
\
The RCM Protocol introduces a market infrastructure layer around robotics allocations, enabling continuous capital formation and structured liquidity across private robotics markets.
## **Core Design**
RCM is designed to:
• Facilitate capital formation around individual robotics allocations
• Hold acquired equity through dedicated SPVs
• Issue allocation-specific coordination tokens
• Enable decentralized exchange liquidity infrastructure
• Integrate DEUS as the base pairing asset within liquidity pools
• Establish protocol-level fee flows that accrue to the DAO treasury
## **RCM Lifecycle**
The RCM Protocol operates through Robotics SubDAO Auctions, which are structured onchain capital formation events centered on specific robotics allocations.
Each allocation progresses through a defined lifecycle:
### **1. Deal Sourcing**
XMAQUINA identifies and evaluates robotics allocation opportunities aligned with its mandate.
### **2. Robotics SubDAO Auction**
Capital is raised onchain for a specific allocation through a public auction mechanism.
If the minimum capital threshold is not reached, the allocation does not proceed.
### **3. SPV Formation**
Upon a successful raise, a dedicated Special Purpose Vehicle (SPV) is established to hold the acquired equity position.
The SPV serves as the shareholder of record.
### **4. SubDAO Token Issuance**
An asset specific SubDAO Token is issued in connection with the SPV-anchored allocation.
The token enables governance over allocation-level matters and is structured for liquidity on decentralized exchanges.
### **5. Liquidity Deployment**
The SubDAO Token is paired against DEUS within a decentralized liquidity pool, establishing open market infrastructure around the allocation.
### **6. Ongoing Protocol Activity**
Secondary market activity generates protocol level fees that accrue to the DAO treasury.
## **SubDAO Tokens**
SubDAO Tokens are coordination tokens associated with individual robotics allocations held through dedicated SPVs.
Each token corresponds to a single allocation and operates within the broader RCM infrastructure.
SubDAO Tokens are:
• Asset specific
• Structured for liquidity on decentralized exchanges
• Anchored to SPV-held equity positions
• Designed to coordinate participation around a defined allocation
SubDAO Tokens enable governance over allocation-level matters. Their function is to facilitate coordination and liquidity around individual robotics allocations within the RCM framework.
## **Strategic Role Within XMAQUINA**
XMAQUINA’s core model centers on acquiring equity stakes in leading robotics companies through governance-directed capital deployment.
RCM extends this model by introducing allocation-specific capital formation and structured liquidity infrastructure around individual robotics positions.
In addition to supporting new allocations, the RCM framework may enable structured onchain liquidity mechanisms for existing treasury-held positions, subject to governance approval.
This expands the DAO’s capital coordination capabilities while preserving governance control over treasury strategy and capital allocation.
## **DEUS Integration**
The RCM Protocol integrates DEUS at the infrastructure level.
• All robotics SubDAO markets are paired against DEUS within DEX pools
• Protocol governance oversight is exercised by xDEUS holders
• Protocol-level fees accrue to the DAO treasury
By pairing SubDAO markets against DEUS and routing protocol-level fees to the DAO treasury, RCM positions DEUS at the center of ecosystem liquidity and governance.
## **Development Status**
The RCM Protocol is under active legal structuring and technical development.
Mechanisms, token structures, liquidity architecture, governance scope, and compliance frameworks may evolve prior to deployment.
Detailed technical documentation and finalized legal structures will be published as implementation progresses.
# How It Works
Source: https://docs.xmaquina.io/rcm/how-it-works
High-level mechanism of the RCM Protocol — from a gated allocation to a freely-traded onchain market.
High-level and **directional**. Mechanics, token structure, fees, and legal form are being finalized with counsel and **may change**. Nothing here is an offer or solicitation; participation in an allocation is limited to **eligible, onboarded investors** under the applicable framework.
## At a glance
Each robotics allocation moves through a defined lifecycle — from sourcing, to a **gated capital-formation round for eligible investors**, to a **freely-tradable onchain market** — with returns driven by the underlying position's own **liquidity events**.
```mermaid theme={null}
flowchart TD
A["Deal sourcing — a robotics allocation is identified"] --> B["Gated allocation — eligible, onboarded (KYC) investors subscribe"]
B --> C["Issuer acquires & holds the position; issues a per-allocation note"]
C --> D["Post-mint lock-up — short, configurable window"]
D --> E["Onchain secondary market — note trades freely, paired vs DEUS"]
E --> F["Liquidity event — IPO / M&A / sale realises net proceeds"]
F --> G["Event-driven payout — to onboarded, KYC'd holders"]
```
## The lifecycle
1. **Deal sourcing.** A robotics allocation aligned with the mandate is identified and evaluated.
2. **Gated capital formation.** Capital is raised through a **gated allocation round** open only to **eligible, onboarded investors** (KYC / eligibility checks) — **not a public sale**. If a minimum threshold isn't reached, the allocation doesn't proceed and subscriptions are returned.
3. **Issuance.** A dedicated **issuer** acquires and holds the position (directly or via an SPV) and issues a **per-allocation note** — a **limited-recourse** claim that tracks the **net realised proceeds** of that single position. Holders do **not** receive equity, shares, or voting rights in the underlying company.
4. **Lock-up.** Freshly-issued notes carry a short, **configurable post-mint lock-up** before they become transferable.
5. **Onchain secondary market.** After the lock-up, the note is **freely transferable** and trades on decentralized exchanges, **paired against DEUS**. Secondary liquidity is seeded and operated by an **independent market maker** — not the issuer.
6. **Returns.** There is **no holder-initiated redemption**. Returns are **event-driven**: when the underlying position has a **liquidity event** (e.g. IPO, acquisition, secondary sale), the net proceeds are distributed to **onboarded, KYC'd holders**.
## The DEUS flywheel
Every allocation market is **paired against DEUS** as the base asset, so each new allocation routes more activity through DEUS — positioning it at the center of RCM liquidity. Protocol governance oversight sits with **xDEUS** holders, and a **protocol-level fee** is designed to accrue to the DAO ecosystem *(the exact fee model is being finalized)*.
## Roles, kept separate by design
A core principle of the RCM Protocol is a clean separation between the regulated issuance layer and the protocol/market layers:
* **Issuer** — acquires and holds the position and issues the note; runs the gated primary allocation and any payouts. Does **not** operate the market.
* **Protocol / app layer** — the public interface and protocol infrastructure.
* **Independent market maker** — seeds and operates secondary liquidity, on its own account.
Participation is intended for **eligible investors** under the applicable offering framework. Final eligibility, note terms, fees, and the legal structure will be published as structuring completes.
# Roadmap
Source: https://docs.xmaquina.io/rcm/roadmap
Indicative, high-level roadmap for the RCM Protocol — directional and subject to change.
This roadmap is **indicative and subject to significant change**. It is **not a commitment, offer, or guarantee** of any feature, timeline, or outcome. Sequencing will evolve as legal structuring and development progress.
## Where we are
The RCM Protocol is in **active legal structuring and design**. The core direction is set; mechanics, token structure, and the compliance framework are being finalized with counsel.
## Indicative phases
Legal structuring with counsel, protocol design, and the first allocation framework. *(In progress.)*
An initial robotics allocation: capital formation, SPV, a per-allocation token, and onchain liquidity paired against DEUS.
Structured onchain liquidity and price discovery; protocol fee flows to the DAO ecosystem.
Multiple allocations, broader eligible participation, and supporting tooling — subject to governance.
No dates are committed. Each phase depends on legal sign-off and DAO governance.
# Vision & Opportunity
Source: https://docs.xmaquina.io/rcm/vision
Why XMAQUINA is building the Robotics Capital Markets (RCM) Protocol.
Directional overview — **subject to change** and **not an offer, solicitation, or investment advice**. The protocol is under active legal structuring and development.
## The opportunity
Robotics and physical AI are emerging as one of the defining capital markets of the coming decade. Yet access to leading **private** robotics companies is structurally restricted, and secondary liquidity for those positions is fragmented or non-existent.
XMAQUINA's mission is to open participation in the machine economy. Its treasury model already lets the community direct capital into high-conviction robotics opportunities through onchain governance.
## What RCM adds
The **Robotics Capital Markets (RCM) Protocol** is XMAQUINA's infrastructure layer for **allocation-specific** capital formation and **structured onchain liquidity** around individual robotics positions.
* **Asset-specific capital formation** — coordinate capital around a single robotics allocation.
* **Structured onchain liquidity** — open, continuous markets around positions that are otherwise illiquid.
* **DEUS at the center** — allocations pair against DEUS, and protocol fees flow back to the DAO ecosystem.
RCM extends XMAQUINA's treasury model from one-off acquisitions toward a repeatable framework for capital formation and liquidity across private robotics markets — while preserving DAO governance over strategy.
See [How It Works](/rcm/how-it-works) for the mechanism and the [Roadmap](/rcm/roadmap) for sequencing.
# Smart Contract Audits
Source: https://docs.xmaquina.io/smart-contract-audits
Independent security audit reports by Hashlock for the Genesis Auction Swap Contract and DEUS Token Contract.
The Genesis Auction Swap Contract and the DEUS Token Contract have undergone an independent security audit conducted by [**Hashlock.**](https://hashlock.com/audits/xmaquina)
## **Scope**
* Genesis Auction Swap Contract
* DEUS Token Contract
* Access controls and core logic
* Vulnerability assessment
## **Reports**
* [Genesis Auction Swap Contract Audit](https://hashlock.com/wp-content/uploads/2024/10/XMaquina-Smart-Contract-Audit-Report-Final-Report.pdf)
* [DEUS Token Contract Audit](https://hashlock.com/wp-content/uploads/2024/10/XMAQUINA-2nd-Smart-Contract-Audit-Report-Final-Report-v2.pdf)
# xDEUS Token Contract
Source: https://docs.xmaquina.io/xDEUS
Official contract addresses for xDEUS, XMAQUINA’s vote-escrowed governance token, minted through staking DEUS.
## Network: Base
[0xE6d5f7439Bc236C40054e2275f765f59343D4431](https://basescan.org/address/0xE6d5f7439Bc236C40054e2275f765f59343D4431)