Community Sale Terms and Conditions
PLEASE READ THESE TERMS AND CONDITIONS OF TOKEN SALE CAREFULLY. THE TERMS AND CONDITIONS SHALL NOT AND CANNOT BE CONSIDERED AS AN INVITATION TO ENTER INTO AN INVESTMENT OR SALE OF REGULATED FINANCIAL INSTRUMENTS. THE TERMS AND CONDITIONS (THE “T&C” OR “TERMS”) APPLY TO THE BUYER OF THE xDFIRE UTILITY TOKEN (HEREINAFTER “xDFIRE” or “xDFIRE TOKEN”) AND CONSTITUTE AN AGREEMENT BETWEEN DEFIRE DAO AND YOU. PLEASE READ THESE TERMS CAREFULLY BEFORE MOVING ONTO THE TOKEN SALE.
IF YOU DO NOT AGREE TO OR UNDERSTAND THESE TERMS AND CONDITIONS (OR ANY PART THEREOF), PLEASE DO NOT PURCHASE ANY xDFIRE TOKENS. BY PURCHASING xDFIRE TOKENS, YOU REPRESENT AND WARRANT THAT YOU MEET ALL OF THE ELIGIBILITY REQUIREMENTS IN THESE TERMS AND CONDITIONS. YOU MAY NOT USE OUR WEBSITE, SERVICES, PLATFORMS, AND ACQUIRE DFIRE UTILITY TOKENS, IF YOU ARE UNDER 18 YEARS OLD, AND/OR IF YOU ARE A CITIZEN, RESIDENT, HABITENT OR LEGAL ENTITY INCORPORATED IN RESTRICTED USE AREAS AS DESCRIBED BELOW IN THE ARTICLE 6.
You shall purchase xDFIRE tokens from DeFIRE DAO (“the DAO”, “we”, “us”, or “our”) and the purchase is subject to these Terms and Conditions of Token Sale (“Terms”).
DeFIRE is a project managed by DeFIRE DAO, a decentralised autonomous organisation. DeFIRE aims to bring crypto closer to people by establishing user-friendly DeFi platforms and educational content.
The DAO intends to issue and sell xDFIRE, blockchain utility tokens. xDFIRE tokens are claims to receive DFIRE tokens at the launch of BLAZE protocol as more particularly described in the litepapers (“Litepapers”) available at https://medium.com/@defire.org.
DeFIRE DAO contracted Wayfinders Incorporated, a company incorporated in the British Virgin Islands, registered address: Intershore Chambers, P.O. Box 4342, Road Town, Tortola, British Virgin Islands, registration number: 2099893 (“Company”) to facilitate the sale of xDFIRE token. The Company developed blockchain technology, website, and any other required infrastructure for the sale to happen. The Company is neither the issuer of xDFIRE tokens nor the end recipient of funds from the sale of xDFIRE tokens. The Company will (i) launch the token sale (on-chain contract deployment), (ii) hold deposited funds (in the deployed on-chain contract), (iii) transfer the funds to DeFIRE DAO multi-signatory wallet address (by calling pre-coded on-chain function with no possibility of transfer to any other wallet address) and (iv) close the sale of xDFIRE tokens.
By purchasing xDFIRE tokens you participate in the creation of the project. This document and any other document, produced and signed by DeFIRE DAO does not constitute an offer or solicitation to sell shares or securities in DeFIRE DAO or any of its affiliates. If you have any questions regarding these Terms, please contact us at support@defire.org.
You wish to purchase from the DAO a specific number of xDFIRE tokens as part of its public sale. These Terms set out the terms and conditions upon which the DeFIRE DAO will issue and sell xDFIRE to you.
You understand and accept that xDFIRE: (a) is not a loan to the DAO or the Company; (b) does not provide you with any ownership or other interest in the DAO or the Company; (c) is not intended to be a representation of currency or money (whether fiat, virtual, or any form of electronic money), security, commodity, bond, debt instrument or any other kind of financial instrument or investment; (d) is not intended to represent any rights under a contract for differences or under any other contract the purpose or pretended purpose of which is to secure a profit or avoid a loss; (e) is not any note, debenture, warrant or other certificate that entitles the holder to interest, dividend or any kind of return from any person; and (f) is not an offer or solicitation in relation to gaming, gambling, betting, lotteries and/or similar services and products, (g) is not considered as goods or services.
Protections offered by applicable law in relation to the purchase and offering of the financial instruments and/or investments do not apply to the sale and purchase of xDFIRE and neither this Terms nor the Litepapers constitute a prospectus or offering document, and are not an offer to sell, nor the solicitation of an offer to buy any investment or financial instrument in any jurisdiction.
Ownership of xDFIRE carries no rights, express or implied, other than the right to claim DFIRE utility token as disclosed in the Litepapers.
In particular, you understand and accept that xDFIRE does not represent or confer any ownership right or stake, share, equity or security or equivalent rights, or any right to receive future revenue, dividends, voting rights, shares, intellectual property rights or any other form of participation or governance in or relating to the DAO or the Company, unless expressly stated henceforth.
xDFIRE should not be acquired for speculative or investment purposes with the expectation of making a profit on resale. Given that xDFIRE is designed only for the particular uses with respect to the DeFIRE ecosystem, it is not necessarily merchantable and does not necessarily have any other use or value elsewhere but within the ecosystem of the DeFIRE.
Subject to these Terms, the DAO shall issue to you and you shall purchase from the DAO, a specific number of xDFIRE at a purchase price varying from 9.36 USDC per one (1) xDFIRE to 15.6 USDC per one (1) xDFIRE as described in the Litepapers.
You shall pay the purchase price for your desired amount of xDFIRE tokens by depositing the amount of USDC token that is equal to the purchase price of xDFIRE tokens. The deposits shall be facilitated by the interface offered at https://sale.defire.org.
The amount of xDFIRE purchased by you under these Terms shall be distributed to your ERC-20 wallet address.
DeFIRE DAO issues and sells 10,000 xDFIRE tokens in this sale event. The sale lasts until all xDFIRE tokens are sold or until DeFIRE DAO at their sole discretion decides to end the sale at any time and for any reason whatsoever.
Your purchase of xDFIRE from us is final, and there are no refunds or cancellations except as may be required by applicable law or regulation.
To the fullest extent permitted by applicable law and except as otherwise specified in writing by the DAO, (a) xDFIRE is sold on an “as is” and “as available” basis, without any warranties or representations of any kind, and the DAO and the Company expressly disclaims all implied warranties as to xDFIRE, including, without limitation, implied warranties of merchantability, usage, suitability or fitness for a particular purpose, title, and non-infringement, or as to the workmanship or technical coding thereof, or the absence of any defects therein, whether latent or patent; (b) the DAO and the Company cannot and do not represent or warrant that xDFIRE is reliable, current or error-free, meets your expectations or requirements, or that defects in xDFIRE will be corrected.
You acknowledge and agree that the DAO and the Company is under no obligation to issue replacement xDFIRE in the event any xDFIRE or private key is lost, stolen, malfunctioning, destroyed or otherwise inaccessible or unusable for any reason, which is not in the sphere of DeFIRE DAO and the Company.
Any potential future use of xDFIRE in connection with providing or receiving services of the DeFIRE ecosystem will be governed primarily by other special terms and policies, which will be made available on the Website. The DAO and the Company may add new terms or policies to the Service Terms and Policies in our sole and absolute discretion, and may update each of the Service Terms and Policies from time to time according to modification procedures set forth therein. In the event of any conflict between this Terms and the Service Terms and Policies, the Service Terms and Policies shall take precedence.
It shall be your responsibility to regularly check the Website for any such notices.
Acquiring and storing xDFIRE utility tokens involves various risks, in particular that DeFIRE DAO may not be able to launch some operations and continue developing its platform or community.
Therefore, and prior to acquiring xDFIRE, any user should carefully consider the risks, costs, and benefits of acquiring xDFIRE within the Token Sale, and, if necessary, obtain independent advice in this regard.
Any interested person who is not in the position to accept nor to understand the risks associated with the activity (incl. the risks related to the non-development of DeFIRE ecosystem) or any other risks as indicated in the T&C, should not acquire xDFIRE, at this stage or later.
There is a risk that in some jurisdictions xDFIRE tokens might be considered as a security, now or in the future. DeFIRE DAO does not give warranties or guarantees that xDFIRE utility tokens are not a security in all jurisdictions. Each user of xDFIRE shall bear its own legal or financial consequences of xDFIRE token being considered a security in their respective jurisdiction. The legal ability of the DAO to provide xDFIRE tokens in some jurisdictions may be eliminated by future regulation or legal actions. In the event that it turns out with a high degree of certainty that xDFIRE tokens are not legal in a certain jurisdiction, the DAO will base on its sole discretion either (a) cease operations in that jurisdiction, or (b) adjust xDFIRE tokens in a way to comply with the regulation should that be possible and viable. It is your obligation to check if acquisition and disposal of xDFIRE tokens is legal in your jurisdiction, and by accepting these Terms you expressly agree and warrant that you will not use xDFIRE should their use not be legal in the relevant jurisdiction. The law in certain jurisdictions may limit or restrict the purchase and/or sale of xDFIRE tokens, as stated at the beginning of this document.
PURCHASE OF xDFIRE TOKENS INVOLVES A HIGH DEGREE OF RISK. YOU SHOULD NOT SPEND ANY FUNDS IN THIS TOKEN SALE UNLESS YOU CAN AFFORD TO LOSE YOUR ENTIRE AMOUNT SPENT.
Additionally, any kind of trading of virtual assets and currencies involves significant risk. The value of virtual assets/currencies has high volatility, which means that value can increase and decrease significantly in a very short period of time and at any given moment. Such price fluctuations bring huge uncertainty and fear. The value of a virtual currency and collapse in demand may be influenced by many factors, including irrational (or rational) price movements, loss of confidence in the currency, changes in software development, government decisions, creation of a competitive currency, technical problems, political or non-political statements, statements of influencers, news, and hacker attacks. Your virtual assets may be lost by losing your password, private key or other security code. There are also other potential risks that may not be foreseen here or in the Terms of sale.
Do not buy xDFIRE tokens just because you have fear of missing out (FOMO).
You agree that you purchase, receive and hold the xDFIRE tokens at your own risk and that the tokens are provided on an ‘as is’ basis without representations and warranties of any kind, either express or implied. It is your own responsibility to determine if you are legally allowed to purchase xDFIRE tokens in your jurisdiction and whether you can resell xDFIRE tokens to another purchaser in any given jurisdiction. You bear the sole responsibility for determining or assessing the tax implications of your participation in the public sale, purchasing, or receiving and holding xDFIRE tokens in all respects and in any relevant jurisdiction.
You represent and warrant to us that the contributed funds do not derive from any illegal activity and allow us appropriate Anti-Money Laundering (AML)/counter terrorist financing (CTF) Checks.
DeFIRE DAO, its founders, team members, the Company, and any third party involved in DeFIRE project do not represent, warrant, or assume any legal liability arising out of or related to the accuracy, reliability, or completeness of any material contained in these terms and conditions or any accompanying material or statements. To the maximum extent permitted by the applicable laws, regulations and rules, DeFIRE DAO and the Company staff will not be liable for any indirect, special, incidental, consequential, or other losses of any kind, in tort, contract or otherwise (including but not limited to loss of revenue, income or profits, and loss of use or data), arising out of or in connection with any acceptance of or reliance on these terms and conditions or any part thereof, or any accompanied material, statements or information provided on DeFIRE’s website to you.
These terms and conditions may (but not necessarily) be updated or altered. We will notify you about the changes but it is your own responsibility to monitor the Website and other communication channels utilised by DeFIRE DAO in order to stay informed about potential changes.
You should also not participate in a token sale if you are a citizen, a (permanent) resident, a green card holder, or have any type of residential certificate in any of the following countries: Bangladesh, Bolivia, People’s Republic of China, Cuba, Algeria, Ecuador, Islamic republic of Iraq, Iran, Cambodia, Sri Lanka, Morocco, North Macedonia, Republic of Nepal, Pakistan, North Korea, Singapore, Seychelles, Russia, United States of America, Venezuela and other countries, not stated here that prohibit or limit the token sale according to laws, rules, legal acts and other regulations OR countries that consider token sale as selling stocks and other regulated financial instruments.
The DAO hereby represents and warrants to you that:
You hereby represent and warrant to the Company that:
You hereby acknowledge that the Parties have entered into these Terms in reliance upon the representations and warranties being true, accurate, complete, and non-misleading.
The Parties shall keep confidential, unless compelled to disclose by judicial or administrative process or by other requirements of law, all documents and information concerning the transactions contemplated by this Terms (including without limitation all commercial information such as sale price, number of tokens sold, discount [if any], as well as schedule for delivery of tokens).
This Terms sets forth the entire agreement and understanding of the Parties relating to the subject matter herein and supersedes all prior or contemporaneous disclosures, discussions, understandings and agreements, whether oral of written, between the Parties. Any provision of this instrument may be amended, waived or modified only upon the written agreement between the Parties.
In the event any one or more of the provisions of this Terms is for any reason held to be invalid, illegal or unenforceable, in whole or in part or in any respect, or in the event that any one or more of the provisions of this Terms operate or would prospectively operate to invalidate this Terms, then and in any such event, such provision(s) only will be deemed null and void and will not affect any other provision of this Terms and the remaining provisions of this Terms will remain operative and in full force and effect and will not be affected, prejudiced, or disturbed thereby.
All rights and obligations hereunder will be governed by the laws of the British Virgin Islands, without regard to the conflicts of law provisions of such jurisdiction. Any dispute between the Parties arising out of or relating to these Terms or its subject matter shall be resolved in the courts of the British Virgin Islands.