CONSILIENCE 10|10 TOKEN SALES TERMS AND CONDITIONS
The following Terms and Conditions ("Terms") govern your (“you” or the “Purchaser”) purchase of cryptographic tokens ("NSIL1010") relative to CONSILIENCE 10|10 (the “Product”) from Consilience 1010 Limited, a company registered in the Delaware (the “Company”). Each of you and the Company is a “Party” and, together, the “Parties” to these Terms. This document is not a solicitation for investment and does not pertain in any way to an offering of securities in any jurisdiction. This document describes the NSIL1010 Token sale. IF YOU DO NOT AGREE TO THESE TERMS, DO NOT PURCHASE NSIL1010 FROM THE COMPANY. BY PURCHASING NSIL1010 FROM THE COMPANY, YOU WILL BE BOUND BY THESE TERMS AND ANY TERMS INCORPORATED BY REFERENCE. IF YOU HAVE ANY QUESTIONS REGARDING THESE TERMS, PLEASE CONTACT THE COMPANY AT admin@insaaphcapital.com.
By purchasing NSIL1010, and to the extent permitted by law, you are agreeing not to hold any of the Company and its respective past, present and future employees, officers, directors, contractors, consultants, equity holders, suppliers, vendors, service providers, parent companies, subsidiaries, affiliates, agents, representatives, predecessors, successors and assigns (the “CONSILIENCE 10|10 Team”) liable for any losses or any special, incidental, or consequential damages arising from, or in any way connected, to the sale of NSIL1010, including losses associated with the terms set forth below. Accordingly, any reference to the CONSILIENCE 10|10 Team in this “Agreement”, and such terms incorporated by reference elsewhere, shall include the Company as defined elsewhere in this agreement.
DO NOT PURCHASE NSIL1010 IF YOU DO NOT AN HAVE SPECIFIC KNOWLEDGE IN DEALING WITH CRYPTOGRAPHIC TOKENS AND BLOCKCHAIN-BASED SOFTWARE SYSTEMS. PRIOR TO PURCHASING NSIL1010, YOU SHOULD CAREFULLY CONSIDER THE TERMS LISTED BELOW AND, TO THE EXTENT NECESSARY, CONSULT AN APPROPRIATE LAWYER, ACCOUNTANT, OR TAX PROFESSIONAL. IF ANY OF THE FOLLOWING TERMS ARE UNACCEPTABLE TO YOU, YOU SHOULD NOT PURCHASE NSIL1010.
PURCHASES OF NSIL1010 SHOULD BE UNDERTAKEN ONLY BY INDIVIDUALS, ENTITIES, OR COMPANIES THAT HAVE SIGNIFICANT EXPERIENCE WITH, AND UNDERSTANDING OF, THE USAGE AND INTRICACIES OF CRYPTOGRAPHIC TOKENS, INCLUDING BUT NOT LIMITED TO ETHEREUM (ETH) TOKENS, AND BLOCKCHAIN BASED SOFTWARE SYSTEMS. PURCHASERS SHOULD HAVE A FUNCTIONAL UNDERSTANDING OF STORAGE AND TRANSMISSION MECHANISMS ASSOCIATED WITH OTHER CRYPTOGRAPHIC TOKENS. WHILE THE COMPANY WILL BE AVAILABLE TO ASSIST PURCHASERS OF NSIL1010 DURING THE SALE, THE COMPANY WILL NOT BE RESPONSIBLE IN ANY WAY FOR LOSS OF BTC, ETH OR NSIL1010 RESULTING FROM ACTIONS TAKEN BY, OR OMITTED BY PURCHASERS. IF YOU DO NOT HAVE SUCH EXPERIENCE OR EXPERTISE, THEN YOU SHOULD NOT PURCHASE NSIL1010 OR PARTICIPATE IN THE SALE OF NSIL1010. YOUR PARTICIPATION IN NSIL1010 IS DEEMED TO BE YOUR UNDERTAKING THAT YOU SATISFY THE REQUIREMENTS MENTIONED IN THIS PARAGRAPH.
THE PURCHASER AGREES TO BUY, AND COMPANY AGREES TO SELL, THE NSIL1010 TOKENS IN ACCORDANCE WITH THE FOLLOWING TERMS:
1. CONDITIONS TO NSIL1010 TOKEN SALE
YOU MAY NOT MAKE A ACQUIRE NSIL1010 TOKENS IF YOU ARE A CITIZEN, RESIDENT (TAX OR OTHERWISE) OR GREEN CARD HOLDER OF THE UNITED STATES OF AMERICA, OR A CITIZEN OR RESIDENT, OR THE CAYMAN ISLANDS.
When you purchase, or otherwise receive, a NSIL1010 Token, you may only do so by accepting the following conditions and, by doing so, you warrant and represent that the following are a true and accurate reflection of the basis on which you are acquiring the NSIL1010 Tokens:
a. Neither the Company nor any of the CCONSILIENCE Team has provided you with any advice regarding whether NSIL1010 is a suitable investment for you;
b. You have sufficient understanding of the functionality, usage, storage, transmission mechanisms and intricacies associated with cryptographic tokens, such as Bitcoin (BTC) and Ethereum (ETH), as well as blockchain-based software systems generally;
c. You are legally permitted to receive and hold and make use of NSIL1010 in your and any other relevant jurisdiction;
d. You will supply us with all information, documentation or copy documentation that we require in order to allow us to accept your purchase of NSIL1010 and allocate NSIL1010 to you;
e. You have not supplied us with information relating to your acquisition of NSIL1010 or otherwise which is inaccurate or misleading;
f. You will provide us with any additional information which may be reasonably required in order that we can fulfil our legal, regulatory and contractual obligations, including but not limited to any anti-money laundering obligation;
g. You will notify us promptly of any change to the information supplied by you to us;
h. You are of a sufficient age (if an individual) to legally obtain NSIL1010, and you are not aware of any other legal reason to prevent you from obtaining NSIL1010;
i. You take sole responsibility for any restrictions and risks associated with receiving and holding NSIL1010, including but not limited to these set out in Annexure A;
j. by acquiring NSIL1010, you are not making a regulated investment, as this term may be interpreted by the regulator in your jurisdiction;
k. You are not obtaining or using NSIL1010 for any illegal purpose, and will not use NSIL1010 for any illegal purpose;
l. You waive any right you may have / obtain to participate in a class action lawsuit or a class wide arbitration against any entity or individual involved with the sale of NSIL1010;
m. Your acquisition of NSIL1010 does not involve your purchase or receipt of shares, ownership or any equivalent in any existing or future public or private company, corporation or other entity in any jurisdiction;
n. To the extent permitted by law and provided we act in good faith, the Company makes no warranty whatsoever, either expressed or implied, regarding the future success of NSIL1010 and/or any Network we may use e.g. the Ethereum Network;
o. You accept that NSIL1010 is created and you obtain NSIL1010 on an “as is” and “under development” basis. Therefore, provided the Company acts in good faith, you accept that the Company is providing NSIL1010 without being able to provide any warranties in relation to NSIL1010, including, but not limited to, title, merchantability or fitness for a particular purpose;
p. You accept that you bear sole responsibility for determining if (i) the acquisition, the allocation, use or ownership of NSIL1010 (ii) the potential appreciation or depreciation in the value of NSIL1010 over time, if any, (iii) the sale and purchase of NSIL1010; and/or (iv) any other action or transaction related to NSIL1010 has tax implications.
2. OVERVIEW OF NSIL1010 TOKEN SALE
Consilience 1010 is designed to mimic is a closed ended fund which was initially capitalised on the 1 March 2020. NSIL1010 is only now being made available for purchase in the secondary markets.
3. ALL PURCHASES OF NSIL1010 ARE FINAL
ALL PURCHASES OF NSIL1010 ARE FINAL. PURCHASES OF NSIL1010 ARE NON-REFUNDABLE. BY PURCHASING NSIL1010, THE PURCHASER ACKNOWLEDGES THAT NEITHER THE COMPANY NOR ANY OF ITS AFFILIATES, DIRECTORS OR SHAREHODELRS ARE REQUIRED TO PROVIDE A REFUND FOR ANY REASON. IF THE COMPANY BELIEVES, IN ITS SOLE DISCRETION, THAT ANY INDIVIDUALS OR ENTITIES OWNING NSIL1010 CREATES MATERIAL REGULATORY OR OTHER LEGAL RISKS OR ADVERSE EFFECTS FOR THE COMPANY AND/OR NSIL1010, THE COMPANY RESERVES THE RIGHT TO: (A) BUY ALL NSIL1010 FROM SUCH NSIL1010 OWNERS AT THE THEN-EXISTING MARKET PRICE AND/OR (B) SELL ALL CRYPTOCURRENCY ASSETS OF THE COMPANY.
4. TAXATION OF NSIL1010 TOKENS
The Purchaser bears the sole responsibility to determine if the purchase of NSIL1010 with fiat e.g. USD or cryptoassets e.g. BTC, ETH, USDC, etc., or the potential appreciation or depreciation in the value of NSIL1010 over time has tax implications for the Purchaser in the Purchaser's home jurisdiction. By purchasing NSIL1010, and to the extent permitted by law, the Purchaser agrees not to hold any of the Company, its affiliates, shareholders, director, or advisors liable for any tax liability associated with or arising from the purchase of NSIL1010.
5. PRIVACY
The Purchasers may be contacted by email by the Company. Such emails will be informational only. The Company will not request any information from Purchasers in an email. See our Privacy Policy available on the Website for additional information.
6. FORCE MAJEURE
The CONSILEINCE 1010 Team is not liable for failure to perform solely caused by:
a. Unavoidable casualty,
b. Delays in delivery of materials,
c. Embargoes,
d. Government orders,
e. Acts of civil or military authorities,
f. Acts by common carriers,
g. Emergency conditions (including weather conditions),
h. Security issues arising from the technology used,
i. Or any similar unforeseen event that renders performance commercially implausible. If an event of force majeure occurs, the party injured by the other's inability to perform may elect to suspend the Terms, in whole or part, for the duration of the force majeure circumstances. The party experiencing the force majeure circumstances shall cooperate with and assist the injured party in all reasonable ways to minimize the impact of force majeure on the injured party.
7. DISCLAIMER OF WARRANTIES
THE PURCHASER EXPRESSLY AGREES THAT THE PURCHASER IS PURCHASING NSIL1010 AT THE PURCHASER'S SOLE RISK AND THAT NSIL1010 IS PROVIDED ON AN "AS IS" BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE (EXCEPT ONLY TO THE EXTENT PROHIBITED UNDER APPLICABLE LAW WITH ANY LEGALLY REQUIRED WARRANTY PERIOD TO THE SHORTER OF THIRTY DAYS FROM FIRST USE OR THE MINIMUM PERIOD REQUIRED). WITHOUT LIMITING THE FOREGOING, NONE OF THE CONSILIENECE 10|10 TEAM WARRANTS THAT THE PROCESS FOR PURCHASING NSIL1010 WILL BE UNINTERRUPTED OR ERROR-FREE.
8. LIMITATIONS WAIVER OF LIABILITY
THE PURCHASER ACKNOWLEDGES AND AGREES THAT, TO THE FULLEST EXTENT PERMITTED BY ANY APPLICABLE LAW, THE DISCLAIMERS OF LIABILITY CONTAINED HEREIN APPLY TO ANY AND ALL DAMAGES OR INJURY WHATSOEVER CAUSED BY OR RELATED TO (I) USE OF, OR INABILITY TO USE, NSIL1010 OR (ii) THE CONSILIENCE 10|10 TEAM UNDER ANY CAUSE OR ACTION WHATSOEVER OF ANY KIND IN ANY JURISDICTION, INCLUDING, WITHOUT LIMITATION, ACTIONS FOR BREACH OF WARRANTY, BREACH OF CONTRACT OR TORT (INCLUDING NEGLIGENCE) AND THAT NONE OF THE CONSILIENCE 10|10 TEAM SHALL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, ANY DAMAGES ARISING OUT OF HUMAN ERROR, INCLUDING FOR LOSS OF PROFITS, GOODWILL OR DATA, IN ANY WAY WHATSOEVER ARISING OUT OF THE USE OF, ARISING OUT OF TOKEN FUND MANAGEMENT BY THE CONSILIENCE 10|10 TEAM, OR INABILITY TO USE, OR PURCHASE OF, OR INABILITY TO PURCHASE, NSIL1010, OR ARISING OUT OF ANY INTERACTION WITH THE SMART CONTRACT IMPLEMENTED IN RELATION TO NSIL1010. THE PURCHASER FURTHER SPECIFICALLY ACKNOWLEDGES THAT THE CONSILIENCE 10|10 TEAM IS NOT LIABLE FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OTHER PURCHASERS OF NSIL1010, AND THAT THE RISK OF PURCHASING AND USING NSIL1010 RESTS ENTIRELY WITH THE PURCHASER. TO THE EXTENT PERMISSIBLE UNDER APPLICABLE LAWS, UNDER NO CIRCUMSTANCES WILL ANY OF THE CONSILIENCE 10|10 TEAM BE LIABLE TO ANY PURCHASER FOR MORE THAN THE AMOUNT THE PURCHASER HAS PAID TO THE COMPANY FOR THE PURCHASE OF NSIL1010. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES. THEREFORE, SOME OF THE ABOVE LIMITATIONS IN THIS SECTION AND ELSEWHERE IN THE TERMS MAY NOT APPLY TO A PURCHASER. IN PARTICULAR, NOTHING IN THESE TERMS SHALL AFFECT THE STATUTORY RIGHTS OF ANY PURCHASER OR EXCLUDE INJURY ARISING FROM ANY WILFUL MISCONDUCT OR FRAUD OF THE CONSILIENCE 10|10 TEAM.
9. COMPLETE AGREEMENT
These Terms set forth the entire understanding between the Purchaser and the Company with respect to the purchase and sale of NSIL1010. For facts relating to the sale and purchase, the Purchaser agrees to rely only on the Terms in determining purchase decisions and understands that the Terms govern the sale of NSIL1010 and supersede any public statements about the NSIL1010 Token sale made by third parties or by the CONSILIENCE 10|10 Team or individuals associated with any of the CONSILIENCE 10|10 Team, past and present and during the NSIL1010 Token sale.
10. SEVERABILITY
The Purchaser and the Company agree that if any portion of these Terms is found illegal or unenforceable, in whole or in part, such provision shall, as to such jurisdiction, be ineffective solely to the extent of such determination of invalidity or unenforceability without affecting the validity or enforceability thereof in any other manner or jurisdiction and without affecting the remaining provisions of the Terms, which shall continue to be in full force and effect.
11. NO WAIVER
The failure of the Company to require or enforce strict performance by the Purchaser of any provision of these Terms or the Company’s failure to exercise any right under these Terms shall not be construed as a waiver or relinquishment of the Company's right to assert or rely upon any such provision or right in that or any other instance. The express waiver by the Company of any provision, condition, or requirement of these Terms shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement. Except as expressly and specifically set forth in these Terms, no representations, statements, consents, waivers, or other acts or omissions by the CONSILIENCE 10|10 Team shall be deemed a modification of these Terms nor be legally binding.
12. UPDATES TO THE TERMS
The Company reserves the right, at its sole discretion, to change, modify, add, or remove portions of the Terms at any time during the sale by posting the amended Terms on its Website. Any Purchaser will be deemed to have accepted such changes by purchasing NSIL1010. The Terms may not be otherwise amended except by express consent of both the Purchaser and the Company.
13. COOPERATIONS WITH LEGAL AUTHORITIES
The Company will cooperate with all law enforcement enquiries, subpoenas, or requests provided they are fully supported and documented by the law in the relevant jurisdictions.
14. INDEMNIFICATION
To the fullest extent permitted by applicable law, you will indemnify, defend and hold harmless the CONSILIENCE 10|10 Team and the Company from and against all claims, demands, actions, damages, losses, costs and expenses (including attorneys’ fees) that arise from or relate to: (i) your purchase or use of NSIL1010; (ii) your responsibilities or obligations under these Terms; (iii) your violation of these Terms; or (iv) your violation of any rights of any other person or entity. The Company reserves the right to exercise sole control over the defense, at your expense, of any claim subject to indemnification under this Section 14. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and the Company.
15. PRIVACY POLICY
Insaaph is committed to protecting and respecting your privacy. Please refer to the Privacy Policy which sets out the basis on which any personal data we collect from you, or that You provide to us, will be processed by us. By visiting and/or using the Website, Platform and Services, You are accepting and consenting to the practices described in the privacy policy.
16. LANGUAGE
Currently, only English versions of any CONSILIENCE 10|10's communications is considered official. The English version shall prevail in case of differences in translation.
17. GOVERNING LAW
The Terms, the arbitration clause contained in them, and all non-contractual obligations arising in any way whatsoever out of or in connection with these Terms are governed by, construed, and take effect in accordance with English law.
18. ARBITRATION
Any dispute or difference arising out of or in connection with these Terms or the legal relationships established by these Terms, including any question regarding its existence, validity or termination (“Dispute”), shall be referred to and finally resolved by arbitration under the LCIA Rules which will be deemed to be incorporated by reference into this clause, save for any waiver of any rights the parties would otherwise have to any form of appeal or recourse to a court of law or other judicial authority, which rights are expressly reserved. The number of arbitrators shall be three. The seat of the arbitration shall be London. The language of the arbitration shall be English. A dispute arising out of or related to these Terms is personal to you and the Company and will be resolved solely through individual arbitration and will not be brought as a class arbitration, class action or any other type of representative proceeding. There will be no class arbitration or arbitration in which an individual attempts to resolve a Dispute as a representative of another individual or group of individuals. Further, a Dispute cannot be brought as a class or other type of representative action, whether within or outside of arbitration, or on behalf of any other individual or group of individuals.
19. LITEPAPER AND/OR TERMS AND CONDITIONS
You here affirm that you have received and reviewed: (i) the Token Sale Terms and have taken appropriate legal and tax advice with respect to the same. You further affirm that you understand that NSIL1010 Tokens do not represent nor do they entitle the holder, in any way whatever, to a:
a. Depository Account;
b. Custodial Account;
c. Cash Value Insurance Contract;
d. Annuity Contract; or
e. Equity and/or Debt Interest in CONSILIENECE 10|10 and or Insaaph Capital Proprietary Limited (“Insaaph”);
as such terms are defined in the Tax Information Authority (International Tax Compliance) (Common Reporting Standard) Regulations, 2015, BTLG1-8265751-5.
NSIL1010 tokens are held subject to the terms and conditions of the Token Sale Terms. No certificate will be issued in relation to my NSIL1010 Tokens and my personal NSIL1010 Token holding will not be reflected, recognised or recorded in any account or ledger maintained by CONSILEINCE 10|10.
20. ACQUISITION AND REVERSION
You understand that Acquisitions and Reversions will be processed by the Company as per its Token Sale Terms. For the purposes of this Agreement, a "Reversion" means a transaction directly between the Company and you whereby NSIL1010 Token/s registered on your public key revert back to a public key owned or controlled by the Company or its affiliates in accordance with the Terms and Conditions.
You understand that, prior to any purchase of NSIL1010 tokens, you must pay Fiat or Digital Currency (“Contributed Amount”) to the Company in accordance with the Token Sale Terms to the cryptocurrency address indicated by the Company and or Insaaph via the Platform. Upon acceptance of your request to buy NSIL1010 tokens, the Contributed Amount will be converted for NSIL1010 tokens in accordance with the Token Sale Terms. Any Reversion proceeds realised and due to you following a Reversion of NSIL1010 tokens held by you at the point of Reversion (“Reversion Proceeds”) in accordance with Token Sale Terms shall be paid to you as soon as practicable in the manner set forth in the Token Sale Terms. Contributed Amounts or Reversion Proceeds shall be transferred and/or reflected on the same Digital Currency address from which the Contributed Amount was originally remitted unless such account or Digital Currency address has been changed and notified to the Company and all relevant anti-money laundering and other verification procedures have been complied with prior to withdrawal. No Contributed Amount/s or Reversion Proceeds shall be paid to any Third Party account in respect of NSIL1010 tokens held by me and reverted.
You acknowledge and understand that, for so long as any Reversion Proceeds are held as assets of the Company and or the Product, you shall accept the risk that a creditor of the Company, if any, may seek to and may be successful in securing discharge of a liability of the Company out of the Company’s and or the Product’s assets, thereby materially adversely affecting the value of my Contributed Amount and/or Reversion Proceeds and potentially reducing one or both to zero. Furthermore, I acknowledge that any interest accruing with respect to such Contributed Amount and/or Reversion Proceeds held in this manner shall be for the benefit of the Company only.
21. ANTI-MONEY LAUNDERING
The Company (and/or its delegate) may request such evidence as is necessary to verify the identity and source of funds of a prospective token purchaser and to confirm the AML status of any redeeming NSIL1010 token holder. The Company and Insaaph shall not accept or repay any Contributed Amount and/or application for NSIL1010 Tokens and shall not pay any Reversion Proceeds until all information required for verification purposes has been provided.
The Company prohibits acceptance of funds by any persons or entities that are acting, directly or indirectly: (i) in contravention of any U.S. or international laws and regulations, including anti-money laundering regulations or conventions; (ii) on behalf of terrorists or terrorist organizations, including those persons or entities that are included on the List of Specially Designated Nationals and Blocked Persons maintained by the U.S. Treasury Department’s Office of Foreign Assets Control (“OFAC”), as such list may be amended from time to time; (iii) for a senior foreign political figure, any member of a senior foreign political figure’s immediate family or any close associate of a senior foreign political, unless the Company, after being specifically notified in writing that the Purchaser is such a person, conducts further due diligence, and determines that such acquisition shall be permitted; or (iv) for a foreign shell Bank (such persons or entities in (i) – (iv) are collectively referred to as “Prohibited Persons”).
22. TAX INFOIRMATION EXCHANGE OBLIGATIONS
I acknowledge that the Company and or Insaaph may be subject to certain obligations (the Tax Information Exchange Obligations) to gather and disclose to the competent authorities information relating to purchasers of NSIL1010 Token/s under: (i) the United States Foreign Account Tax Compliance Act provisions enacted under the United States Hiring Incentives to Restore Employment Act and any guidance, or regulations relating thereto (FATCA); (ii) any other legislation, regulations or guidance enacted in any jurisdiction which seeks to implement similar tax reporting, tax information exchange, reporting and/or withholding tax regimes (including the OECD Common Reporting Standard on the automatic exchange of financial account information); (iii) any intergovernmental Application between the Cayman Islands (or any Cayman Islands government body) and the U.S., the U.K. or any other jurisdiction (including any government bodies in any other such jurisdiction), entered into, in order to comply with, facilitate, supplement or implement the legislation, regulations or guidance described in (i) and (ii), including the OECD Multilateral Competent Authority Application; and (iv) any legislation, regulations or guidance in the Cayman Islands that give effect to the foregoing.
You shall execute properly and provide to the Company in a timely manner any documentation or other information that the Company, or its agents, or Insaaph may request in writing from time to time in connection with the Tax Information Obligations.
You waive any provision under the laws and regulations of any jurisdiction that would, absent a waiver, prevent or inhibit the Company and or the Products compliance with applicable law as described in this paragraph, including but not limited to by preventing either (i) the Purchaser from providing any requested information or documentation, or (ii) the disclosure by the Company, its agents and or Insaaph of the provided information or documentation to applicable regulatory authorities. Without limitation, you shall provide any documentation or other information regarding yourself and and beneficial owners requested by the Company, its agents and or Insaaph in connection with the Tax Information Exchange Obligations. If you provide information and/or documentation that is in anyway misleading, or I fail to provide the Company, its agents and or Insaaph with the information and documentation that has been requested, (whether or not such action or inaction leads to compliance failures by the Company and or Insaaph, or a risk of the Company, the Product or its token holders being subject to withholding tax or other penalties), the Company reserves the right:
a. to take any action and/or pursue all remedies at the Company’s disposal including, without limitation, compulsory Reversion of my NSIL1010 tokens in full or in part; and
b. to hold back from any Reversion proceeds in respect of the Tokens so reverted, any liabilities, costs, expenses or taxes arising (directly or indirectly) from such action or inaction.
Further, you shall have no claim against the Company or, or either of its agents or delegates, for any form of damages or liability as a result of actions taken or remedies pursued by or on behalf of the Company in order to comply with the Tax Information Exchange Obligations.
23. ELECTRONIC DELIVERY OF REPORTS AND OTHER COMMUNICATIONS
You accept that such electronic communications are not secure and may contain computer viruses or other defects, may not be accurately replicated on other systems, or may be intercepted, deleted or interfered with or without the knowledge of the sender or the intended recipient.
The Company make no warranties in relation to these matters. Each of the Company and Insaaph reserves the right to intercept, monitor, and retain e-mail messages to and from their systems as permitted by applicable law. If you have any doubts about the authenticity of an electronic communication purportedly sent by the Company and Insaaph you are required to contact the purported sender immediately. The Company’s acceptance of my NSIL1010 Token purchase is not conditioned on my giving consent to electronic delivery of Company and or Product related information. If I do not have reliable access to the internet or e-mail, I shall not acquire Tokens. I shall not be entitled to receive any information from the Company in paper format.
NSIL 1010 RISKS:
By purchasing, owning, and using NSIL1010, you expressly acknowledge and assume the following risks:
1. Risk of Losing Access to NSIL1010 Due to Loss of Private Key(s), Custodial Error or Purchaser Error A private key, or a combination of private keys, is necessary to control and dispose of NSIL1010 stored in your digital wallet or vault. Accordingly, loss of requisite private key(s) associated with your digital wallet or vault storing NSIL1010 will result in loss of such NSIL1010. Moreover, any third party that gains access to such private key(s), including by gaining access to login credentials of a hosted wallet service you use, may be able to misappropriate your NSIL1010. Any errors or malfunctions caused by or otherwise related to the digital wallet or vault you choose to receive and store NSIL1010 in, including your own failure to properly maintain or use such digital wallet or vault, may also result in the loss of your NSIL1010. Additionally, your failure to follow precisely the procedures set forth in buying and receiving Tokens, including, for instance, if you provide the wrong address for the receiving NSIL1010, or provide an address that is not ERC-20 compatible, may result in the loss of your Tokens.
2. Risks Associated with the Ethereum Protocol, Because NSIL1010 and the CONSILIENCE 10|10 platform are based on the Polygon protocol, any malfunction, breakdown or abandonment of either the Polygon or Ethereum protocol may have a material adverse effect on the platform or NSIL1010. Moreover, advances in cryptography, or technical advances such as the development of quantum computing, could present risks to the NSIL1010 and the platform, including the utility of NSIL1010 for obtaining services, by rendering ineffective the cryptographic consensus mechanism that underpins the Ethereum protocol.
3. Risk of Mining Attacks, As with other decentralised cryptographic tokens based on the Polygon protocol, NSIL1010 are susceptible to attacks by miners in the course of validating NSIL1010 transactions on the Polygon blockchain, including, but not limited, to double-spend attacks, majority mining power attacks, and selfish-mining attacks. Any successful attacks present a risk to the platform and NSIL1010, including, but not limited to, accurate execution and recording of transactions involving NSIL1010.
4. Risk of Hacking and Security Weaknesses, Hackers or other malicious groups or organizations may attempt to interfere with the platform or NSIL1010 in a variety of ways, including, but not limited to, malware attacks, denial of service attacks, consensus-based attacks, Sybil attacks, smurfing, and spoofing. Furthermore, because the platform is based on open-source software, there is a risk that a third party or a member of the Company team may intentionally or unintentionally introduce weaknesses into the core infrastructure of the platform, which could negatively affect the platform and NSIL1010, including the utility of NSIL1010 for obtaining services.
5. Risks Associated with Markets for NSIL1010, If secondary trading of Tokens is facilitated by third party exchanges, such exchanges may be relatively new and subject to little or no regulatory oversight, making them more susceptible to fraud or manipulation. Furthermore, to the extent that third-parties do ascribe an external exchange value to NSIL1010 (e.g., as denominated in a digital or fiat currency), such value may be extremely volatile.
6. Risk of Uninsured Losses, Unlike bank accounts or accounts at some other financial institutions, NSIL1010 are uninsured unless you specifically obtain private insurance to insure them. Thus, in the event of loss or loss of utility value, there is no public insurer or private insurance arranged by Company, to offer recourse to you.
7. Risks Associated with Uncertain Regulations and Enforcement Actions, The regulatory status of NSIL1010 and distributed ledger technology is unclear or unsettled in many jurisdictions. It is difficult to predict how or whether regulatory agencies may apply existing regulation with respect to such technology and its applications, including Insaaph Capital’s platform (the “Platform”) and NSIL1010. It is likewise difficult to predict how or whether legislatures or regulatory agencies may implement changes to law and regulation affecting distributed ledger technology and its applications, including the Platform and NSIL1010. Regulatory actions could negatively impact the Platform and NSIL1010 in various ways, including, for purposes of illustration only, through a determination that the purchase, sale and delivery of NSIL1010 constitutes unlawful activity or that NSIL1010 are a regulated instrument that require registration or licensing of those instruments or some or all of the parties involved in the purchase, sale and delivery thereof. The Company may cease operations in a jurisdiction in the event that regulatory actions, or changes to law or regulation, make it illegal to operate in such jurisdiction, or commercially undesirable to obtain the necessary regulatory approval(s) to operate in such jurisdiction.
8. Risks Arising from Taxation, The tax characterization of NSIL1010 is uncertain. You must seek your own tax advice in connection with purchasing NSIL1010, which may result in adverse tax consequences to you, including withholding taxes, income taxes and tax reporting requirements.
9. Risk of Competing platforms, It is possible that alternative platforms could be established that utilise the same open source code and protocol underlying the platform and attempt to facilitate services that are materially similar to the CONSILEINECE 10|10 services.
10. Risks Arising from Lack of Governance Rights, Because NSIL1010 confer no governance rights of any kind with respect to the Platform or the Company, all decisions involving the Company’s products or services within the Platform or the Company itself will be made by the Company and or Insaaph at its, their sole discretion. These decisions could adversely affect the Platform and the utility of any NSIL1010 you own, including their utility for obtaining services.
11. Unanticipated Risks, Cryptographic tokens such as NSIL1010 are a new and untested technology. In addition to the risks included in this Annexure A of these Terms, there are other risks associated with your purchase, possession and use of NSIL1010, including unanticipated risks. Such risks may further materialise as unanticipated variations or combinations of the risks discussed in this Annexure A of these Terms.
Further Information:
For further information regarding the NSIL1010, please contact admin@insaaphcapital.com.
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