Terms and conditions
BITFAM TOKEN AGREEMENT TERMS AND CONDITIONS
This Bitfam Community Token Airdrop Agreement (the “Agreement”) contains the Terms and Conditions (the “Terms”) that govern your use and purchase of Bitfam Community ERC-20 compliant tokens distributed on the Ethereum blockchain (“BFM Tokens”) and is a legally-enforceable contract between Bitfam Community., (the “Company”) and you or the entity that you represent (“Contributor” or “you”). Both Contributor and the Company shall also be referred to individually as “Party” and collectively as “the Parties” throughout the remainder of this Agreement.
PLEASE READ THIS AGREEMENT AND ALL THE TERMS IT CONTAINS CAREFULLY. BY PURCHASING BFM TOKENS FROM THE COMPANY, YOU WILL BE BOUND BY THESE TERMS AND ALL ADDITIONAL TERMS INCORPORATED HEREIN BY REFERENCE.
NOTE THAT SECTION 12 CONTAINS A BINDING ARBITRATION CLAUSE AND CLASS ACTION WAIVER, WHICH AFFECT YOUR LEGAL RIGHTS.
IF YOU DO NOT AGREE TO THESE TERMS, DO NOT MAKE ANY CONTRIBUTION TO THE COMPANY AND DO NOT PURCHASE BFM TOKENS.
If you have any questions regarding this Agreement or the Terms contained herein, please contact us at email@example.com.
IMPORTANT: PLEASE READ THIS AGREEMENT CAREFULLY AND IN ITS ENTIRETY.
WHEREAS, the Company is issuing and airdropping up to 100,000,000 BFM Tokens, which are tokens of utility that can be used to participate in the Company’s decentralized Bitfam Community ERC-20 compliant Ethereum-based blockchain platform, during the Token Generation Event (the “AIRDROP”) of the Company’s token airdrop, commencing on August 16th 2018.
NOW, THEREFORE, in consideration of the mutual representations, warranties and agreements contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Company and Contributor hereby agree as follows:
- Airdrop of BFM Tokens. The Airdrop of BFM Tokens starts on August 16th 2018. Please visit https://bitfam.co for the latest information regarding the Public AIRDROP.
- Public AIRDROP Offering of BFM Tokens. All the details regarding the airdrop and issuance of BFM Tokens during the Public AIRDROP Offering can be found at https://bitfam.co. Note that this information may be subject to change periodically so please visit https://bitfam.co regularly to get the latest details.
- Delivery of BFM Tokens.
(a) Contributor must provide the personal information requested by the Company in Section 5(c) below within twelve (12) months of Contributor’s contribution in order to receive their BFM Tokens. If Contributor fails to provide the requested information, the Company reserves the right to refuse delivery of the BFM Tokens and will not be liable for any refunds of Contributor’s contribution.
(b) Provided that Contributor has provided a token delivery wallet address and the personal information as outlined in Sections 3(a) and 5(c), the Company will deliver the quantity of BFM Tokens purchased by Contributor within 28 days of the end of the AIRDROP (the “Token Delivery Deadline”); provided, however, that Company reserves the right to extend the Token Delivery Deadline for up to two (2) additional weeks if necessary to address any unanticipated technical or market-related issues. For the avoidance of doubt, any such extension shall not affect the obligation of Company and Contributor to make and take delivery, respectively, of any BFM Tokens purchased.
(c) BITFAM may use various APIs to determine the real-time price of ETH at the time of contribution. (E.g., etherscan, cryptocompare, coinmarketcap, etc). BITFAM reserves the right to select and use any API service(s) it deems most suitable.
- Purpose and Use of Tokens on the Bitfam Community Platform.
(a) BFM Tokens are utility tokens that shall be used in the Company’s decentralized Bitfam Community ERC-20 compliant Ethereum-based blockchain platform in the following ways (and as more fully described in the Company’s whitepaper at https://bitfam.co/whitepaper/):
(i) Access to the Bitfam Community Platform;
(ii) Value-based global supply chain payments on the Bitfam Community platform; and
(iii) Payment of Bitfam Community platform fees.
(b) Purchase, ownership, receipt, or possession of BFM Tokens carries no rights, express or implied, other than the right to use such tokens as a means to participate, interact or transact on the Company’s decentralized Bitfam Community ERC-20 compliant Ethereum-based blockchain platform and ecosystem, if successfully completed and deployed. In particular, Contributor understands and accepts that BFM Tokens do not represent or confer any ownership right or stake, share, security, or equivalent rights, or any right to receive future revenue shares, intellectual property rights or any other form of participation in or relating to the Company and its corporate affiliates, other than any rights relating to the provision and receipt of services from Company, subject to limitations and conditions in this Agreement. The BFM Tokens are not intended to be utilized outside the Bitfam Community platform nor as a digital currency, security, commodity, or any kind of financial instrument, and the Company shall not be liable to Contributor for any decrease in value of BFM Tokens or any other damages that Contributor may incur as a result of using or purchasing BFM Tokens for anything besides their intended use on the Bitfam Community platform.
(a) In order to be eligible to participate in the AIRDROP or the Airdrop, Contributor must have an Ethereum wallet that supports the ERC-20 standard in order to receive any BFM Tokens purchased from Company (the “Token Receipt Address”). Company reserves the right to prescribe additional guidance regarding specific wallet requirements.
(b) In order to be eligible to participate in the AIRDROP or the Airdrop, Contributors must be eighteen (18) years of age.
(c) In order to be eligible to participate in the Airdrop, Contributors must also enter all required personal information in the purchase flow and thereafter, including but not limited to Contributor’s name, date of birth, physical address, etc., and provide any requested identity verification documents requested by the Company in order to satisfy their “know your customer” requirements within twelve (12) months of the Contributor’s contribution.
(d) You are not eligible and you are not to purchase any BFM Tokens if you are a citizen or resident (tax or otherwise) of any of the following jurisdictions: Bangladesh; Bolivia; Canada; China; Iran; Kyrgyzstan; North Korea; Sudan; Syria or United States. For purposes of this section, a “resident” of these jurisdictions is defined as a natural person residing in any of these jurisdictions, or any entity organized or incorporated under the laws of any of these jurisdictions.
- Cancellation; Refusal of Purchase Requests. All BFM Tokens purchases from the Company are final, and there are no refunds or cancellations except as may be required by applicable law or regulation. Company reserves the right to refuse or cancel BFM Token purchase requests at any time in its sole discretion.
- Token Allocation. Important information about the Company’s creation and intended use of the BFM Tokens is provided in the Company’s whitepaper available at https://bitfam.co/whitepaper/. By purchasing BFM Tokens, Contributor acknowledges that Contributor has read and understands the whitepaper in its entirety.
- Acknowledgment and Assumption of Risks. Contributor acknowledges and agrees that there are risks associated with purchasing BFM Tokens, owning BFM Tokens, and using BFM Tokens for the provision or receipt of services on Company’s decentralized Bitfam Community ERC-20 compliant Ethereum-based blockchain platform. BY PURCHASING BFM TOKENS, CONTRIBUTOR EXPRESSLY ACKNOWLEDGES AND ASSUMES THESE RISKS.
- Security. Contributor is responsible for implementing reasonable measures for securing the wallet, vault or other storage mechanism Contributor uses to receive and hold BFM Tokens purchased from Company, including any requisite private key(s) or other credentials necessary to access such storage mechanism(s). If Contributor’s private key(s) or other access credentials are lost, Contributor may lose access to Contributor’s BFM Tokens. Company is not responsible for any losses, costs or expenses relating to lost access credentials.
- Personal Information. Company may determine, in its sole discretion, that it is necessary to obtain certain information about Contributor to comply with applicable laws or regulations in connection with selling BFM Tokens to Contributor. Contributor agrees to provide Company such information promptly upon request. Contributor acknowledges that Company may refuse to sell BFM Tokens to Contributor until Contributor provides such requested information and has determined that it is permissible to sell Contributor BFM Tokens under applicable laws or regulations.
- Taxes. Any amounts that Contributor pays for BFM Tokens are exclusive of all applicable taxes. Contributor is responsible for determining what, if any, taxes apply to Contributor’s purchase of BFM Tokens, including, for example, sales, use, value added, and similar taxes. It is also Contributor’s responsibility to withhold, collect, report and remit the correct taxes to the appropriate tax authorities. The Company is not responsible for withholding, collecting, reporting, or remitting any sales, use, value added, or similar tax arising from the Contributor’s purchase of BFM Tokens.
- Dispute Resolution; Arbitration
(a) Binding Arbitration. Except for any dispute, controversy or claim in which either Party seeks to bring an individual action in small claims court or seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, including, without limitation, copyrights, trademarks, trade names, logos, trade secrets or patents, the Parties (i) waive their respective rights to have any and all disputes, controversies or claims arising from or related to these Terms resolved in a court, and (ii) waive their respective rights to a jury trial. Instead, any dispute, controversy or claim arising out of or relating to this Agreement including any question regarding its existence, interpretation, validity, breach or termination or the business relationship created by it shall be referred to and finally resolved by arbitration under the Rules of the Canadian Arbitration Association Arbitration, which may be found online at the following URL: https://canadianarbitrationassociation.ca
(b) No Class Arbitrations, Class Actions or Representative Actions. Any dispute, controversy or claim arising out of or related to this Agreement or its Terms is personal to you and the Company and will be resolved solely through individual arbitration pursuant to Section 12(a) above 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 other form of arbitration in which one or more individuals attempt to resolve a dispute, controversy or claim as a representative (or representatives) of another individual or group of individuals. Further, no dispute, controversy or claim may 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.
(c) Notice; Informal Dispute Resolution. Each Party will notify the other Party in writing of any arbitrable or small claims dispute, controversy or claim within thirty (30) days of the date it arises, so that the Parties can attempt in good faith to resolve the dispute, controversy or claim informally. Notice to the Company shall be sent by email to the Company at [email address for service on the Company]. Notice to you shall be by email to the email address you provide to the Company. Your notice must include (i) your name, postal address, email address and telephone number, (ii) a description in reasonable detail of the nature or basis of the dispute, controversy or claim, and (iii) the specific relief that you are seeking. If you and the Company cannot agree how to resolve the dispute, controversy or claim within thirty (30) days after the date notice is received by the applicable Party, then either you or the Company may, as appropriate and in accordance with this section, commence an arbitration proceeding or, to the extent specifically provided for in Section 12(a), file a claim in court.
- Governing Law. The Terms and Conditions of this Agreement and any dispute, controversy or claim arising out of or in connection with their subject matter or formation (including non-contractual disputes and claims) shall be governed by and construed in accordance with Canadian Law. Any dispute, controversy or claim between the Parties arising out or relating to this Agreement or its Terms and Conditions that is not subject to arbitration under Section 12 hereof will be resolved in Canadian courts, and the Parties irrevocably agree that Canadian courts shall have exclusive jurisdiction to settle any such dispute, controversy or claim.