TERMS AND CONDITIONS FOR CROWDSTART CAPITAL TOKEN SALE
TERMS AND CONDITIONS FOR CROWDSTART CAPITAL INITIAL COIN OFFERING
By buying XSC Tokens from Crowdstart Capital GmbH (hereinafter – the “Company” or “we”) during the CSC Token Sale you (hereinafter – “User” or “you”) agree to the following Terms and Conditions (hereinafter – the “Agreement”) .
1.1 Blockchain – type of distributed ledger, comprised of unchangeable, digitally recorded, data in packages called blocks. The Blockchain used for XSC Tokens is the Ethereum Blockchain.
1.2 CSC Token Sale – a restricted offering to eligible Users from 01.11.2017 00:00 CET, to 30.11.2017 24:00 CET.
1.3 XSC Tokens – cryptographic tokens issued by the Company during the Token Sale which are a software product (digital resource) run on the Blockchain.
2. SALE OF CSC TOKENS
2.1 XSC Tokens are assets. Money raised during the Token Sale will be used to invest in Blockchain-related startups. XSC Tokens do not entitle their holder (You) to have any rights in the Company.
2.2 XSC Tokens will be available for purchase to eligible Users only during the period of CSC Token Sale set out in section 1.2 of this Agreement. No more XSC Tokens are available for purchase at the Company after that time period.
2.3 During the Token Sale, the Company will sell maximally 2.5 billion (2.500.000.000) XSC Tokens. Price of one XSC Token will be 0,01 EUR in Bitcoin (XBT) or Ether (ETH). The number of the XSC Tokens allowed for purchase by one User must be worth less than 15.000 EUR. As soon as the amount of XSC Tokens sold in the Token Sle reaches 2.5 billion, the Token Sale will be closed, even if the announced TokenSale time period has not yet reached the end.
2.4 If the amount of XSC Tokens sold is below 100 million (100.000.000) XSC Tokens at the end of the Token Sale time period, the Token Sale is considered unsuccessful and all transactions are reversed, returning the funds to the buyer (without interest and in XBT/ETH at the EUR exchange rate applicable at the time of the respective purchase).
2.5 The XSC Tokens may be sold or transferred via cryptocurrency exchanges if the XSC Tokens are listed by that exchange, if there is a respective buyer and if the User complies with the terms and conditions imposed by that exchange. Furthermore, the lock-up period of 40 days starting 01.12.2017 00:00 CET must be elapsed.
2.6 By buying XSC tokens hereunder you represent and warrant that your funds in no way came from illegal or unethical sources, that you are not using any proceeds of criminal or illegal activity, and that no transaction involving XSC Tokens are being used to facilitate any criminal or illegal activity.
3. GENERAL INFORMATION
3.1 The Company cannot influence the price or the value (hereinafter the “Value”) of the XSC Tokens outside of the Token Sale. The Value is solely determined by third parties at cryptocurrency exchanges.
3.2 The Company cannot influence the operation of the Blockchain; the Company is, thus, not liable for any errors, bugs, unavailability or other disturbances of the Blockchain.
3.3 The XSC tokens are provided on an “as is” basis and without any warranties of any kind, either expressed or implied; you assume all responsibility and risk with respect to buying of any amount of the XSC Tokens and their use.
3.4 You confirm that you are aware that you are solely responsible for the use of your XSC Token and for everything done using your XSC Token. You are solely responsible for any loss or damage you or we may suffer as a result of your failure to manage your keys for the wallet where the XSC Token is stored. You agree to regularly backup those keys.
3.5 You confirm that you are aware of all the merits, risks and any restrictions associated with cryptographic tokens (their buying and use), cryptocurrencies and Blockchain- based systems, as well as you know how to manage them, and you are solely responsible for any evaluations based on such your knowledge.
3.6 You confirm that you have necessary and relevant experience and knowledge to deal with cryptographic tokens, cryptocurrencies and Blockchain-based systems, as well as you have full understanding of their framework.
4. LIABILITY AND INDEMNIFICATION
4.1 In any case of simple negligence Crowdstart Capital is liable for the breach of a contractual obligation which gives distinction to the contract and on which the contractual partner may rely on (essential obligation) and limited to the typical and foreseeable damage only; this exception does not apply to culpable damage to life, body or health nor in cases of mandatory liability including without limitation liability resulting from the German Product Liability Act.
4.2 User shall indemnify, defend, and hold Crowdstart Capital and/or its subsidiaries, affiliates, directors, officers, employees, agents, successors, and permitted assignees harmless from and against any and all claims, damages, losses, suits, actions, demands, proceedings, expenses, and/or liabilities (including but not limited to reasonable attorneys’ fees incurred and/or those necessary to successfully establish the right to indemnification) filed/incurred by any third party against the Company arising out of a breach of any warranty, representation, or obligation hereunder.
5.1 This Agreement shall be governed by and construed in accordance with the laws of the Federal Republic of Germany. The UN Convention on Contracts for the International Sale of Goods (CISG) shall not apply. Exclusive place of jurisdiction for all disputes regarding rights and duties under this Agreement, including its validity, shall be Munich, Germany.
5.2 This Agreement is intended to fully reflect the terms of the original agreement between the Parties. There are no verbal or written side agreements. Amendments and additions to this Agreement shall be valid only if made in writing. No provision of the Agreement shall be considered waived unless such waiver is in writing and signed by the Party that benefits from the enforcement of such provision. No waiver of any provision in the Agreement, however, will be deemed a waiver of a subsequent breach of such provision or a waiver of a similar provision. In addition, a waiver of any breach or a failure to enforce any term or condition of the Agreement will not in any way affect, limit, or waive a Party’s rights hereunder at any time to enforce strict compliance thereafter with every term and condition hereof.
5.3 Where this Agreement requires the written form, the electronic form and the text form are excluded. This also applies to any amendment to the written form clause.
5.4 The Company may, at its sole discretion, assign its rights and/or delegate its duties under this Agreement. You may not assign your rights or delegate your duties, and any assignment or delegation without the written consent of the Company, which the Company may withhold at its sole discretion, shall be void.
5.5 Severability. If any term, provision, covenant or restriction of this Agreement is held by a court of competent jurisdiction to be invalid, illegal, void or unenforceable, the remainder of the terms, provisions, covenants and restrictions set forth herein shall remain in full force and effect and shall in no way be affected, impaired or invalidated, and the Parties hereto shall use their commercially reasonable efforts to find and employ an alternative means to achieve the same or substantially the same result as that contemplated by such term, provision, covenant or restriction. It is hereby stipulated and declared to be the intention of the Parties that they would have executed the remaining terms, provisions, covenants and restrictions without including any of such that may be hereafter declared invalid, illegal, void or unenforceable.