Token Sale Organizer: The organizer of the Token Sale is LIMITLEX HOLDING LTD, 71-75 Shelton Street, Covent Garden, London, England, WC2H 9JQ (hereinafter referred to as “Token Provider” or “LIMITLEX”).
Please read the following Terms and Conditions carefully. If you do not agree to all of these terms, please do not use this Website or any information, links or content contained on this Website, do not use any documents and information sent to you by the Token Provider and do not participate in the ICO or pre-ICO of the Token Provider. Your access to and use of this Website, Token Provider’s ICO and Token Provider’s documents constitutes your acceptance of and agreement to abide by each of the terms set out below.
1. Introductory Provisions and Definition of the Terms Used
These General Terms and Conditions (hereinafter referred to as Terms) apply to the terms of distribution of LMX Tokens (hereinafter referred to as “Token” or “LMX” or “LMX Token”) and the Limitlex Project (hereinafter referred to as “The Project”).
1.1. Participant: A natural or legal person that participates in The Project by acquiring Tokens from the Token Provider by exchanging cryptocurrencies or EUR for LMX Tokens.
1.2. Bitcoin: A Token Coin of the Bitcoin blockchain called Bitcoin.
1.3. Cryptocurrency: A cryptocurrency (or crypto currency) is a term that may be used to describe any form of virtual currency, including but not limited to Bitcoin, Ether, etc.
1.4. Ether: A Token Coin of the Ethereum blockchain called Ether.
1.5. Ethereum platform: is an open-source, public blockchain, based on distributed computing platform featuring smart contract (scripting) functionality.
1.6. European Economic Area or EEA: shall mean all EU countries and in addition Iceland, Liechtenstein and Norway.
1.7. Hard Cap: The aggregate maximum amount of LMX Tokens supply offered for distribution to Participants in the Token Provider’s Public Crowdsale, Public Presale and Private Pre-ICO event.
1.8. ICO: Initial Coin Offering, comprising Public Presale and Public Crowdsale.
1.9. Intellectual Property: means all intellectual property rights and other similar proprietary rights in any jurisdiction, registered and unregistered, including, without limitation: (i) trademarks, service marks, brand names, certification marks, trade dress, assumed names, trade names and other indications of origin, the entire goodwill associated with the foregoing and registrations of, and applications to register, the foregoing; (ii) inventions, discoveries and improvements, whether patentable or not; (iii) patents, applications, provisional applications for patents, inventors' certificates and invention disclosures; (iv) non-public information, ideas, trade secrets and confidential information and rights to limit the use or disclosure thereof by any person; (v) copyrightable works, including writings, databases, computer software programs and documentation; (vi) copyrights, registrations or applications for registration of copyrights, and any renewals or extensions thereof; and (vii) moral rights.
1.10. Litecoin: A Token Coin of the Litecoin blockchain called Litecoin.
1.11. Personal Information: means any information relating to an identified or identifiable natural person, meaning an identifiable person is one who can be identified, directly or indirectly, in particular by reference to an identification number or to one or more factors specific to his physical, physiological, mental, economic, cultural or social identity. Aggregated and anonymized information are not personal information.
1.12. Platform: The Limitlex Platform including LMX Token (hereinafter referred to as the “Platform”).
1.13. Private Pre-ICO event: The period before the ICO starts when only invited Participants can acquire Tokens.
1.14. Project: shall mean the Platform, the Website and any other product that will be made available through the Website or the Platform during the duration of these Terms by LIMITLEX.
1.15. Terms: means these General Terms and Conditions.
1.16. Third-party Wallet: means a software solution, enabling Users to store their Ether, Bitcoin or Litecoin, which is not hosted at the Website or at the Platform and is not controlled by or related to LIMITLEX and LIMITLEX is not liable for Third-party Wallet or deriving services, whatsoever.
1.17. VAT: means value added tax of relevant jurisdiction.
1.18. Website: means the website located on the following web address: limitlex.io and any other websites and/or URL which may replace it.
LIMITLEX HOLDING LTD IS NOT A FINANCIAL INSTITUTION AND IS CURRENTLY NOT UNDER SUPERVISION OF ANY FINANCIAL SUPERVISORY AUTHORITY. LIMITLEX HOLDING LTD AND THE WEBSITE DO NOT PROVIDE INVESTMENT SERVICES (INCL. INVESTMENT ADVICE), FINANCIAL PRODUCTS OR ANY OTHER LICENSED FINANCIAL SERVICES. THE TERMS DO NOT CONSTITUTE A SOLICITATION FOR INVESTMENT OR ANY SECURITY AND SHALL NOT BE CONSIDERED AS ANY OFFER FOR SALE OR SUBSCRIPTION OF, OR ANY INVITATION TO OFFER TO BUY OR TO SUBSCRIBE FOR ANY SECURITIES, NOR LIMITLEX HOLDING LTD PRODUCTS.
WE RESERVE THE RIGHT TO CHANGE, MODIFY AND REPLACE THESE TERMS AT ANY TIME BASED ON OUR SOLE DISCRETION WITHOUT ANY PRIOR NOTICE TO YOU. ANY CHANGES WILL BE EFFECTIVE IMMEDIATELY UPON POSTING ON OUR WEBSITE. IT IS YOUR RESPONSIBILITY TO REVIEW THESE TERMS REGULARLY. IF AT ANY TIME YOU DO NOT AGREE TO THESE TERMS, PLEASE STOP USING OUR SERVICES AND ACCESSING OUR WEBSITE. YOU WILL BE DEEMED TO HAVE ACCEPTED CHANGES TO THE TERMS, BY CONTINUING TO USE OUR SERVICES AND ACCESS OUR WEBSITE, PLATFORM AND OUR PRODUCTS.
LIMITLEX HOLDING LTD EXPRESSLY DISCLAIMS ANY AND ALL RESPONSIBILITY FOR ANY DIRECT OR CONSEQUENTIAL LOSS OR DAMAGE OF ANY KIND WHATSOEVER ARISING DIRECTLY OR INDIRECTLY FROM: (I) RELIANCE ON ANY INFORMATION CONTAINED IN THESE TERMS, (II) ANY ERROR, OMISSION OR INACCURACY IN ANY SUCH INFORMATION OR (III) ANY ACTION RESULTING THEREFROM, (IV) USAGE OR ACQUISITION OF LIMITLEX HOLDING LTD TOKENS OR ANY OTHER PRODUCTS, AVAILABLE THROUGH THE WEBSITE.
2. The Project
The main goal of The Project is to develop an advanced cryptocurrency trading platform. The Project can be conducted by the Token Provider or its subsidiary, affiliate, contractor, agent or any such other entity as chosen by the Token Provider.
3. Website and Other Materials
3.1. Details about The Project are available on the Website. The Participant agrees not to copy any information from the Website without the permission of the Token Provider except information for personal non-commercial use.
3.2. The Token Provider has also prepared a Whitepaper which describes the Project thoroughly and it is available on the Website (hereinafter referred to as the Whitepaper). The Whitepaper shall form an integral part of these Terms. In case of any discrepancy between the provisions of these Terms and the provision of the Whitepaper or the Website, the provisions of the Terms shall prevail.
4. ICO, Public Crowdsale, Public Presale and Private Pre-ICO event
4.1. The Project shall be financed by contributions received from Participants by means of the Private Pre-ICO event and ICO.
4.2. The Public Presale and Public Crowdsale are together the process of the ICO.
4.3. Private Pre-ICO event is the process prior to ICO where Participants are offered to acquire LMX Tokens under specified conditions and at Token Provider’s discretion.
4.4. Bitcoin, Ethereum and Litecoin cryptocurrencies will be accepted for the exchange of LMX Tokens (hereinafter referred to as the “acceptable Cryptocurrencies”). Token Provider may also accept contributions in Euro currency (hereinafter referred to as “EUR”) and reserves the right to amend acceptable Cryptocurrencies at any time, based on its sole discretion.
5. Acceptance of the Terms
5.1. By inputting Participant’s data in the KYC form available on the Website and sending it to the Token Provider by pressing a button, the Participant confirms that they have thoroughly read and fully understood each and every provision of these Terms, which are effective and binding on both Parties.
5.2. By accepting these Terms, and provided that the other conditions set out hereunder have been met, the Participant enters into a binding contract with the Token Provider.
6. Creation of Tokens
There will be in total 500,000,000 (five hundred million) LMX Tokens generated (Total LMX Tokens) prior to the start of the ICO, and the Token Provider shall not create additional LMX Tokens at any time after the initial token release.
7. Token Distribution
7.1. LMX tokens shall be distributed in the following manner:
a) 5% of the Total LMX Tokens is intended for the bounty and referral pool for incentivizing a community to support and promote ICO and The Project. Any undistributed tokens from the bounty pool will go into a reserve fund (to be used for future partnerships, “bug bounties” or promotional activities).
b) 6% of the Total LMX Tokens is intended for advisors. Any undistributed tokens intended for advisors will go into a reserve fund (to be used for future partnerships, “bug bounties” or promotional activities).
c) 19% of the Total LMX Tokens shall belong to the LIMITLEX founders, team, and ambassadors. 12% of the tokens allocated to the founders and the team will be released immediately, and the remaining 88% of the tokens, allocated to the team, will be vested for 24 months with monthly cliffs starting after the end of the ICO;
d) 70 % of the Total LMX Tokens (350,000,000 LMX tokens) shall be offered to Participants in Private Pre-ICO event, Public Presale and Public Crowdsale (Available LMX Tokens) as follows:
(i) Private Pre-ICO event: the number of Tokens available to Participants in Private Pre-ICO event is determined by LIMITLEX at its sole discretion.
(ii) Public Presale: 88,000,000 LMX tokens shall be made available to Participants in Public Presale. Public Presale shall start on the date chosen by LIMITLEX and end: (1) when all Available LMX Tokens offered through Public Presale shall be acquired by Participants; (2) or in 2 weeks after the start of Public Presale; whichever is sooner. LIMITLEX reserves the right to change the dates, times and duration of Public Presale based at its sole discretion. Unless expressly provided otherwise, Public Presale Participants shall be rewarded with a 20% bonus, which means they shall receive additional 20% of LMX Tokens. The minimum amount of contribution in Public Presale is 0.1 ETH or equivalent value in acceptable Cryptocurrencies or in EUR which will be fixated by LIMITLEX in the week before the Public Presale starts.
(iii) Public Crowdsale: The Available LMX Tokens not acquired in Private Pre-ICO event and Public Presale shall be made available in Public Crowdsale. Public Crowdsale shall presumably start one week after the end of Public Presale, and end: (1) when all Available LMX Tokens shall be acquired from Participants; or (2) 29 days after the start of Public Crowdsale; whichever is sooner. LIMITLEX reserves the right to change the dates of the Public Crowdsale based at its sole discretion. The minimum accepted amount of contribution in Public Crowdsale is 0.1 ETH or equivalent value in acceptable Cryptocurrencies or in EUR which will be fixated by LIMITLEX in the week before the Public Presale starts.
e) Participants in the Public Crowdsale shall be rewarded with a bonus according to the following bonus schedule:
· the contributions confirmed within the first 24 hours shall be rewarded with a 12% bonus (meaning they shall receive additional 12% of LMX Tokens);
· the contributions confirmed within the day 2 and day 8 shall be rewarded with an 8% bonus (meaning they shall receive additional 8% of LMX Tokens);
· the contributions confirmed within the day 9 and day 15 shall be rewarded with a 6% bonus (meaning they shall receive additional 6% of LMX Tokens)
· the contributions confirmed within the day 16 and day 22 shall be rewarded with a 4% bonus (meaning they shall receive additional 4% of LMX Tokens).
7.2. Each individual Participant shall receive only the corresponding amount of Tokens, based on the value of the funds contributed and in the equivalent of 1 LMX per USD 0.1 value of the received funds by the Token Provider. For the avoidance of doubt, only the funds received in accordance with the provisions of these Terms shall count towards the calculation.
7.3. The amount of awarded Tokens will be calculated at the time Participant’s transaction is confirmed on the blockchain network, taking coinmarketcap.com volume weighted average USD price that has been updated in the LIMITLEX software at the time of confirmation for the corresponding cryptocurrency. LIMITLEX will be updating its software with the coinmarketcap.com prices every 10 minutes. For contributions in EUR, LIMITLEX will calculate the amount of awarded Tokens based on the foreign exchange rate EUR/USD as published by European Central Bank and updated in LIMITLEX software each day at 4 p.m. UTC (Coordinated Universal Time).
7.4. Execution of ICO:
a) During the duration of the ICO Participants wishing to participate in the token distribution by contributing ETH, will be obliged to send their ETH to the smart contract address, provided to them on LIMITLEX Website or sent to them by email after their successful registration. In a timeframe specified in subsection 8.1.(a), Participants shall receive the applicable amount of LMX Tokens to the ERC20 compatible wallet address from which the Participant has sent his/hers ETH, and which shall match the wallet address the Participant has previously specified in the KYC form on LIMITLEX Website.
b) During the duration of the ICO Participants wishing to participate in the token distribution by contributing BTC or LTC, will be obliged to send their BTC or LTC to the wallet address, sent to them by email after their successful registration. In a timeframe specified in subsection 8.1.(b), Participants shall receive the applicable amount of LMX Tokens to the ERC20 compatible wallet address which shall match the wallet address the Participant has previously specified in the KYC form on LIMITLEX Website.
c) If contributions in EUR are accepted, during the duration of the ICO Participants wishing to participate in the token distribution by contributing EUR will be obliged to transfer their EUR using SEPA to the bank account, provided to them on LIMITLEX Website or sent to them by email after their successful registration. In a timeframe specified in subsection 8.1.(c), Participants shall receive the applicable amount of LMX Tokens to the ERC20 compatible wallet address which shall match the wallet address the Participant has previously specified in the KYC form on LIMITLEX Website.
8. Acquisition of Tokens
8.1. The Participants who will successfully contribute during the LMX Token distribution shall receive LMX tokens as follows:
a) Participants contributing with ETH in the Public Presale and Public Crowdsale shall receive LMX Tokens immediately after the LIMITLEX Crowdsale smart contract successfully receives their contribution;
b) Participants contributing with BTC or LTC in the Public Presale and Public Crowdsale shall have their LMX Tokens reserved when the LIMITLEX Crowdsale BTC or LTC wallet address receives their contribution (with zero blockchain confirmations), and shall receive the LMX Tokens presumably within 1 hour after the transaction is confirmed by the blockchain network at a depth of 6 blocks;
c) Participants contributing in EUR in the Public Presale and Public Crowdsale shall receive LMX Tokens in a reasonable time upon our receipt of their contribution to Token Provider’s bank account (presumably but not necessarily within 2 days).
8.2. Issued LMX Tokens shall remain locked till the end of the Public Crowdsale and shall be automatically unlocked as soon as reasonably possible following the end of the Crowdsale (presumably but not necessarily within 7 days). However, the Token Provider reserves the right to postpone unlocking of the Tokens if additional checks and safeguards are needed prior to unlocking.
8.3. LMX Tokens are being created as ERC-20 tokens on the Ethereum protocol. We reserve the right to migrate the ERC-20 based LMX Tokens to another protocol and to generate replacement LMX Tokens on the new protocol in the future, should we determine, in our sole discretion, that doing so is necessary or useful for our operation and the Project.
9.1. Minimum Threshold (Soft-cap). The aggregate amount of 20,000,000 LMX Tokens acquired by Participants in the Private Pre-ICO event, Public Presale and Public Crowdsale is considered as the Soft-cap. If Soft-cap is not achieved by the end of Public Crowdsale, LIMITLEX can decide to proceed with one of the following two options at its sole discretion:
a) Option 1: All funds contributed, except the funds contributed during Private Pre-ICO event, will be refunded to Participants who made the contribution in the same form the contribution has been made as soon as reasonably possible after the end of Public Crowdsale. Refunds will be reduced by transaction fees (for fiat, BTC and LTC contributions) and gas is to be paid by Participant (for refunds of ETH contributions). In this circumstances Participants will not have the right to retain any LMX Tokens and all LMX Tokens will remain permanently locked and unusable, and LIMITLEX shall not have any further obligations to Participants, under these Terms or any other agreement, after Participant’s contribution is refunded to the Participant;
b) Option 2: The Token Provider will nevertheless develop and deploy the Project and no funds contributed will be refunded to the Participants.. Participants will have the right to retain all LMX Tokens, and LMX Tokens will be unlocked as per section 8.2. Due to not achieving the Soft-cap, the Project’s timeline may be extended.
LIMITLEX shall inform Participants about its decision as soon as reasonably possible after the end of the Public Crowdsale.
9.2. Maximum Threshold (Hard-cap). Participants will be able to acquire LMX Tokens until all Available LMX Tokens are sold.
9.3. In the event that not all Available LMX Tokens (as determined in Section 7.1.d) are distributed in Private Pre-ICO event, Public Presale and Public Crowdsale, the remaining tokens, offered to Participants as determined in Section 7.1.d, will be burned after the Public Crowdsale.
The Project Timeline is set out in the Whitepaper as the Roadmap. This Timeline is set out on a “best-effort” basis to predict future work and phases; however, given that it is almost impossible to exactly predict future events and development, the Token Provider reserves the right to adjust the Timeline to future business developments.
11. Cancellations and Refund Policy
11.1. The Participant acknowledges that all contributions to the Token Provider in exchange for LMX Tokens are final and non-refundable and the Token Provider is not obligated to refund or compensate in lieu of any token exchanges for any reason, except as specified in section 9.1.(a). You expressly agree and acknowledge that the Token Provider is not required to provide any refund and that you understand that LMX is not a consumer product and is therefore not covered by consumer protection regulation in any jurisdiction. The Participant has no right to withdraw from the ICO, and no right to cancellation of the token exchange.
11.2. The Participant is solely responsible for sending his/her ETH to the correct LIMITLEX smart contract address and LIMITLEX is not responsible for any ETH you send to a wrong smart contract address and LIMITLEX shall not provide any refund to the Participant for sending his/her ETH to a wrong smart contract address. The Participant is also not allowed to send his/her ETH to the smart contract address from the address of any cryptocurrency exchange and LIMITLEX is not responsible for any ETH the Participant sends from such address and the Participant acknowledges he/she may lose his/her payments made from such addresses and in these circumstances LIMITLEX shall not provide any refund.
11.3. The Participant is solely responsible for sending his/her BTC or LTC to the correct LIMITLEX wallet address and LIMITLEX is not responsible for any BTC or LTC the Participant sends to a wrong wallet address and LIMITLEX shall not provide any refund to the Participant for sending his/her BTC or LTC to a wrong wallet address.
12. Notices, Privacy and Data Protection Policy
12.1. The Participant is responsible for themselves and for their responsible persons for the confidentiality, protection and use of access passwords, Participant names and other data.
12.2. The Participant is responsible for the actions of their responsible persons as if they were their own.
12.3. The Token Provider and the Participant are obligated to protect all data concerning the other contracting party which they obtain through or in relation to their cooperation, as a business secret, during their cooperation and for at least three (3) years after the termination of the validity of the contractual relationship.
12.4. The information, which is a business secret, must not be used by the contracting parties on their own or with others for purposes beyond the contractual relationship, and must not be submitted to third parties or enable third parties to be acquainted with it. The prohibition of the submission information to third parties does not apply to the Token Provider where and to the extent it is necessary to provide services as per the concluded contractual relationship.
12.5. In no case may the Participant make a press statement using data that are considered a business secret, except with the prior written consent of the Token Provider.
12.6. The Participant agrees and consents to receive electronically all communications, agreements, documents, receipts, notices and disclosures, as well as other service-related messages (collectively, "Communications") that LIMITLEX or a third party providing services to LIMITLEX provide in connection with the ICO and the Project. The Participant agrees that these Communications may also include commercial messages (ads) from the Token Provider or third parties. The Participant acknowledges and agree that LIMITLEX may provide these Communications to him/her by posting them on its Website or by emailing them to the Participant at the email address provided. Any email communication will be considered to be received by the Participant within 24 hours after email is sent to him/her and Communication via our Website will be effective upon posting. Participant should maintain copies of electronic Communications by printing a paper copy or saving an electronic copy.
12.7. The Participant is responsible to keep his/her email address with LIMITLEX up to date so that LIMITLEX can communicate with the Participant electronically. The Participant understands and agrees that if LIMITLEX sends him/her an electronic Communication but does not receive it because his/her email address is incorrect, out of date, blocked by the service provider, or the Participant is otherwise unable to receive electronic Communications, LIMITLEX will be deemed to have provided the Communication to the Participant. Please note that if the Participant uses a spam filter that blocks or reroutes emails from senders not listed in his/her email address book, the Participant must add LIMITLEX to his/her email address book so that will be able to receive the Communications sent to him/her. The Participant can update his/her Contact Information at any time by sending such information to: [email protected].
12.8. The Participant may contact us by sending email to: [email protected] also for general questions. All legal notices (including legal disputes) must be sent in writing to the following address: [email protected] or postage prepaid by certified or registered mail, return receipt requested and addressed to the authorized representative of the relevant Party. All given notices must be in English language.
12.9. The Participant understands and agrees that in terms of sent email notifications, the Token Provider may record the data on the Participants who read a specific email message and the data on the online links in the respective message the Participants opened (clicked). The Participant agrees that the Token Provider may use the data thus obtained to adjust offers and/or contents of future email notifications sent to a specific Participant.
12.10. The Participant agrees that the Token Provider may use all the data gathered within the scope of implementing the services and deliveries for the Participant for its own needs without limitations, including market analyses and the adjustment of products and services to the findings of the analyses.
12.11. The Participant explicitly allows the Token Provider to send information, notifications and survey questionnaires directly or indirectly related to the Token Provider’s services to the Participant’s email address during the contractual relationship until the cancellation or opting-out of receiving these kinds of notifications.
12.12. LIMITLEX collects personal information needed to conduct the ICO and the Project and to enable Participants to use LIMITLEX Website and participate in the Project. LIMITLEX is the data processor and controller of Participants’ personal data and will not share Participants personal information with third parties, except as specified herein. For the purpose of conducting the ICO and the Project, LIMITLEX may share Participants’ personal information with any of its subsidiaries or its affiliates or any such other entity as chosen by the Token Provider performing services necessary to conduct the ICO and the Project. LIMITLEX collects personal information from running the Website and uses information, which you provide to us.
12.13. Upon signing in through our Website and creating the Account we shall collect, and store Participants contact information, including but not limited to his/her email address, name, phone, address and other information provided. For the Participant to be able to participate in the ICO and the Project we will require Participants to provide additional information, such as date of birth, identification number, tax number, copy of identification documents and other similar data which is used for identification purposes and which LIMITLEX may be required to collect to comply with applicable laws. We may also obtain information about you from third parties such as identity verification services.
12.15. We protect Participants’ information using physical, technical, and administrative security measures to reduce the risks of loss, misuse, unauthorized access, disclosure, and alteration. Some of the safeguards we use are firewalls and data encryption, physical access controls to our data centers, and information access authorization controls. We also authorize access to personal information only for those employees who require it to fulfil their job responsibilities.
12.16. We use personal information to be able to conduct the ICO and the Project, for administering our business activities, to communicate with you, to promote safety and security (we use personal information for loss prevention, antifraud and/or unauthorized activity and to enforce these Terms) and to provide you with customer service, technical support, for audit purposes, to prevent and investigate potentially prohibited or illegal activates and to notify you about improvements to our Website and the Project, that we think out Participants will find useful. We can use Personal Information so as to mitigate the risk of fraud and identity theft. We may use Participants’ names and email addresses to provide them with information about our services that may be of interest to them. Any Participant may access, review and edit his/her personal information or ask us to delete his/her personal information at any time by emailing us at: [email protected]. We may also create anonymous, aggregated and/ or other de-identified data records (“Anonymous Information”) from information that our Participants provide to us by excluding information (such as names) that makes the information personally identifiable. We use this Anonymous Information to analyse request and usage patterns so that we may enhance the content of our Project and to improve Site navigation. We reserve the right to use Anonymous Information for any purpose and to disclose such data to third parties in our discretion.
12.17. We take Participants’ privacy very seriously and will only share their personal information as needed with third party entities to perform our services and in the event if we are legally compelled to do so or in the events specified in these Terms. We reserve our right to share Participants’ personal information to:
• meet any legal, regulatory, or governmental request, including but not limited to events when we are compelled to do so by a subpoena, court order, or similar legal procedure; or to report suspected illegal activity or to investigate violations of our Terms;
• our banking partners;
• legal entities which are LIMITLEX’s subsidiary or its affiliate.
• third party service providers for fraud prevention purposes and in general to protect LIMITLEX and its Participants, or for legal purposes. We may disclose Participants’ information: (a) if we think it’s needed to detect, prevent or address illegal activity, or identify, contact or bring legal action against someone who appears to be causing injury to or interfering with our rights or property or other Participants; (b) as part of a LIMITLEX legal matter or investigation, including an investigation related to a suspected breach of our Terms; (c) when we believe that disclosure is required or permitted by law, including when responding to subpoenas, warrants, production orders, or similar instruments; or (d) if we believe that disclosure is needed to prevent financial loss; protect Participants’ safety or the safety of others, including when there is an emergency involving potential harm, loss of security or serious injury to people or threats of such emergencies; or are obligated to report illegal activity.
• our service providers and/or financial institutions. We may use third-party service providers to help operate our business. Examples include suppliers that host our data or provide customer service. Use of Participants’ personal information by our service providers is limited to the information they need to provide services on our behalf. For more information about how these service providers treat Participants’ personal information, or with any other comments, complaints or suggestions, contact us at the address below;
• audits. We may need to share Participants’ information to complete third party financial, technical and legal audits of our operations as part of that review. We are sometimes required to compare personal information of our Participants with third party databases in order to verify its accuracy and confirm our Participants’ identity. This allows us to comply with relevant regulations. We will not sell or rent any personal information to third parties. We may combine Participants’ information with information we collect from other companies and use it to improve and personalize the Website and our services, as well as our content and advertising.
12.18. We store and process Participants’ personal information on our servers in the European Economic Area (EEA) and elsewhere in the world, where our facilities or our service providers are located. The data may be transferred to other places outside the EEA. By using the Website and the Platform and participating in our Project, our Participants expressly agree and acknowledge that their personal data may be stored and/or transferred to countries which may not have laws in place to protect the data at the same level of protection as the privacy laws of their home countries. Participants’ personal data may also be processed by staff operating outside the EEA who work for us or for one of our service providers. Staff may be engaged in the fulfilment of our services and/or the processing of Participants’ details and the provision of support services. By submitting personal data, Participants agree to this transfer, storing, or processing. We will take all steps reasonably necessary to ensure that Participants’ data is treated securely and in accordance with these Terms.
13.1. The Participant is only allowed to acquire LMX Tokens if and by acquiring the LMX Tokens they covenant, represent, and warrant that they are neither a citizen, resident or tax resident nor have a primary residence or domicile of a country, state or territory where such rights are prohibited, not allowed as defined by these Terms or restricted to the level disadvantageous to the Participant to obey definitions set by these Terms and to enter into the purchase. Our Website, the Platform, the Project and any related services and products are not directed or allowed to any person in any jurisdiction where (by reason of that person's nationality, residence or otherwise) the publication or availability of such is or may be prohibited. Due to legal restrictions, Participants are not allowed to access our Website, the Platform, the Project and any related services and products, if they are located in, under the control of, resident, habitant or citizen of the United States of America (USA), Canada, Switzerland, China, the Democratic People's Republic of Korea (DPRK), Afghanistan, Ethiopia, Iraq, Iran, Yemen, Syria, Tunisia, Vanuatu, Trinidad and Tobago, Sri Lanka, Bosnia and Herzegovina, Guyana, Laos and Uganda or a legal entity based, domiciled, under the control of, located or incorporated in the United States of America (USA), Canada, Switzerland, China, the Democratic People's Republic of Korea (DPRK), Afghanistan, Ethiopia, Iraq, Iran, Yemen, Syria, Tunisia, Vanuatu, Trinidad and Tobago, Sri Lanka, Bosnia and Herzegovina, Guyana, Laos or Uganda, or in any other way considered to be an entity based in one the aforementioned jurisdictions under applicable legislation or if you are a resident, citizen or are located in any other jurisdiction in which applicable laws prohibit you to access our Website, the Platform, the Project and any related services and products (“Restricted Use Areas”). LIMITLEX EXPLICITLY PROHIBITS PERSONS OR ENTITIES IN RESTRICTED USE AREAS TO USE ITS WEBSITE, THE PALTFORM, THE PROJECT AND ANY RELATED SERVICES AND PRODUCTS AND LIMITLEX SHALL NOT BE HELD LIABLE FOR ANY LEGAL OR MONETARY CONSEQUENCE ARISING OF SUCH USE. BY ACCESSING OR USING OUR WEBSITE, THE PLATFORM, THE PROJECT AND ANY RELATED SERVICES AND PRODUCTS PARTICIPANTS REPRESENT AND WARRANT THAT THEIR ACTIVITIES ARE LAWFUL IN EVERY JURISDICTION WHERE THEY ACCESS OR USE THE WEBSITE, THE PLATFORM, THE PROJECT AND ANY RELATED SERVICES AND PRODUCTS. PLEASE NOT THAT RESTRICTED USE AREAS MAY CHANGE BEFORE/DURING/UNTIL THE END OF THE ICO. IN SUCH EVENT (IF RESTRICTED USE AREAS SHALL CHANGE UNTIL THE END OF THE ICO) WE RESERVE THE RIGHT TO RETURN TO PARTICIPANTS ALL DIGITAL ASSET OR FIAT SEND TO US AND WE SHALL NOT ISSUE/UNLOCK LMX TOKENS).
13.2. The Participant must be at least 18 years old to use our Website, the Platform or any related services or products and to be part of the Project. As the Participant, you represent and warrant that you: (a) are at least 18 years old; (b) you have full power and authority to enter into this agreement (c) have not been previously suspended or removed from using our Website, the Platform or related services and products or from being part of the Project (d) that you are not located in, under the control of, habitant a national or resident or located in or under control of Restricted Use Areas (e) have not been placed on any of the sanctions lists, published and maintained by the United Nations, European Union, any EU country, UK Treasury and US Office of Foreign Assets Control (OFAC) (f) you are not located in, under the control of, resident, habitant or citizen of Restricted Use Areas;
13.3. If the Participant is using our Website, the Platform or any related services or products and is being part of the Project on behalf of a legal entity, you represent and warrant that: (a) such legal entity is duly organized and validly existing under the applicable laws of the jurisdiction of its organization and not in Restricted Use Areas; (b) you are duly authorized by such legal entity to act on its behalf (c) you are not incorporated, under control of or in any other way considered to be to be U.S. entity under applicable legislation in Restricted Use Areas (e) any beneficial owner of the legal entity, director, employee, services provider or any other individual in any way connected with the Company has not been placed on any of the sanctions lists, published and maintained by the United Nations, European Union, any EU country, UK Treasury and US Office of Foreign Assets Control (OFAC) or Restricted Use Areas.
13.4. The Participant acknowledges and agrees that he/she is NOT purchasing LMX Tokens for purposes of investment, speculation, as some type of arbitrage strategy, for immediate resale or any other financial purposes. The Participant represents and warrants that the execution and delivery of, and performance under, this Terms require no approval or other action from any governmental authority or person other than the Participant itself. LIMITLEX shall have the right to implement necessary measures to monitor compliance of this section.
14. Warranties and Disclaimers
14.1. The Token Provider does not make and expressly disclaims any warranties, expressed or implied, neither during Private Pre-ICO event, ICO, in relationship towards the Participant or in general.
14.2. The Token Provider does not warrant that Tokens or the process of cryptocurrency transactions and receiving Tokens will be uninterrupted or flawless and that the exchange of Tokens will result in receiving Tokens by the Participant, and do not warrant the ability of anyone to exchange cryptocurrencies or use Tokens. The Participant acknowledges that they might lose the entire amount they paid to the Token Provider.
14.3. The Participant expressly acknowledges, understands and agrees that they are exchanging cryptocurrencies and acquiring Tokens at their sole risk and that the Tokens are each provided, used and acquired on an “as is” and on an “as available” basis without representations, warranties or guarantees by the Token Provider.
14.4. The Participant will implement all reasonable, appropriate and sufficient measures designed to secure access to: (a) any device associated with the Participant and utilized in connection with the acquisition of Tokens; (b) any private keys or access passwords to the Participant’s accounts and wallets; and (c) any other Participant name, passwords or other logins or identifying credentials. If the Participant is no longer in possession of the Participant’s private keys or any device associated with the Participant’s wallet or is not able to provide the Participant’s login or identifying credentials, the Participant may lose all of the Provider’s Tokens and/or access to the Token Provider’s or Participant’s account. The Token Provider is under no obligation to recover any Tokens and the Participant acknowledges, understands and agrees that all acquisitions of Tokens are non-refundable and non-irreversible.
14.5. The Participant must provide digital wallet address that supports the Token. If the Participant sends to the Token Provider a digital wallet address that is not an Ethereum compatible wallet or the Participant sends a wrong wallet address, the Participant may lose all the Tokens sent to this address.
14.6. If buying, selling, acquiring and the usage of cryptocurrency and/or Tokens, participation in the ICO and/or other transactions indicated in this Terms of Sale and/or the Website, are not legal in your country (whether you are a citizen, a resident and/or a tax resident of that country) and/or such transactions can be considered as securities, securities trading, initial public offering, crowdfunding or similar, you are obliged not to participate in the ICO, not to use the Website and not to use or acquire the LMX. Failure to comply with the local laws may result in the loss of your Account and any assets contained within.
14.7. The Token Provider shall reserve the right to refuse the exchange of funds to LMX, their allocation or distribution to anyone who does not meet the criteria necessary for their acquiring, as set out in these Terms, the Website and by the applicable law.
14.8. Tokens are not shares of the Token Provider. Tokens do not represent ownership, interests or grant ownership, control or voting rights in the Token Provider, nor do they grant any rights to receive a share of the Token Provider profit.
14.9. The LMX Token could be used later to utilize discount for fees or to purchase products, services and applications, as case may be, on the LIMITLEX platform.
14.10. The Website, the Whitepaper and other materials are prepared for the Participant’s general information only. It is not intended to be a recommendation to participate in the ICO and/or to use the LMX Tokens.
14.11. All payments/money transfers the Participant makes will be made only in the Participant’s name.
14.12. The Participant expressly acknowledges, understands and agrees that the Participant is using the Tokens, the Website and other Token Provider documents at the Participant’s sole risk and that the Tokens, the Website and other Token Provider documents are each provided, used and acquired on an “as is” an on an “as available” basis without representations, warranties, promises or guarantees whatsoever of any kind by the Token Provider and the Participant shall rely on its own examination and investigation thereof.
14.13. Token Provider reserves the right to change the name/symbol of the Token at any time during or after the Private Pre-ICO period or ICO, at its sole discretion.
15. Limitation of Liability
15.1. In no case shall the Token Provider be liable for any damage incurred by the Participant in using the Token Provider’s services or in relation thereof, if the damage is a direct or indirect result of:
- the action or omission of the Participant or a person for which the Participant is responsible, or who acts upon the Participant’s authorization or in the Participant’s interest;
- actions of third parties, including the persons who on their own behalf or together with the Token Provider provide the operation of an individual service or a part of a service or deliveries;
- force majeure; events that the Token Provider could not foresee upon concluding the contractual relationship and which or the consequences of which cannot be avoided are deemed as force majeure; for example, but not exclusively; force majeure includes floods, wars, extraordinary events, demonstrations, instances of civil disobedience, measures of national or local authorities, fire, earthquake, strikes, interruptions to production processes, traffic jams and other cases recognized by case. The Participant explicitly agrees that a long disconnection or disturbances to the power supply, unforeseen hardware or software faults, failures in the telecommunication network or disturbances to its access, technical problems of the suppliers of products and services required and used by the Token Provider shall also be deemed as force majeure; the foregoing events shall be deemed as force majeure even if they stem from the domain of the Token Provider.
15.2. In no case shall the Token Provider be liable for any indirect damages and for loss of profit.
15.3. In no case shall the Token Provider be responsible for any loss, damage or change to the Participant’s content saved on the Token Provider’s equipment.
15.4. In no case shall the Token Provider be liable for damages caused to the Participant by computer malware or other harmful and/or malicious programs or other software or due to breach of the computer or information system.
15.5. The Participant itself is responsible for preparing and saving backups of its data that have been stored on the Token Provider’s servers.
15.6. If in any case the exclusions of liability of the Token Provider shall be declared void or illegal, then the Token Provider’s liability shall be limited to the maximum extent allowed by the applicable legislation.
15.7. We may display third-party content, advertisements, links, promotions, logos and other materials on our Website (collectively, the “Third-Party Content”) for your convenience only. We do not approve of, control, endorse or sponsor any third parties or Third-Party Content, and we make no representations or warranties of any kind regarding such a Third-Party.
16.1. ICO projects are not well regulated yet, and there is significant absence of legal practice and regulators’ guidance. By participating in The Project, you acknowledge that you have been informed about the following risks associated with The Project, the Website, the Promotional materials, the LMX Tokens, the Platform and the LMX Token distribution.
16.2. Risk of losing LMX Tokens if the wrong Wallet Address has been provided. If you send to the Token Provider the wrong wallet address or a wallet address that does not support the LMX or you lose your private keys to the wallet address that was sent to the Token Provider, it can result in the loss of Tokens.
16.3. Risk of losing Tokens if the provided wallet address does not support Ethereum platform-based Tokens and risk of malfunction of Ethereum Network. If the Participant sends to the Token Provider a digital wallet address that is not an Ethereum compatible wallet or the Participant sends a wrong wallet address, the Participant may lose all the Tokens sent to this address. There is a possibility that the Ethereum Network (with which Tokens are in interaction) malfunctions which can result in a transfer delay or even the loss of Tokens.
16.4. Risk of a Crypto Exchange malfunction. The Token Provider is not and will not be responsible if the Participant is using Crypto or other Exchanges where one can trade with cryptocurrencies and crypto tokens.
16.5. Risk of loss of value. Since the value of the Tokens will be determined in the future by demand and supply, the value of the Tokens might fluctuate enormously or even drop to zero.
16.6. Risk of low or no liquidity. The Token exchange market price may experience extreme volatility. Cryptographic tokens or cryptocurrencies have demonstrated extreme fluctuations in price over short periods of time on a regular basis. You must be prepared to accept similar fluctuations in the LMX Token exchange value. Such fluctuations are due to the market forces and represent changes in the balance of supply and demand. The Token Provider cannot and does not guarantee any market liquidity for the LMX. Additionally, due to the different regulatory requirements in different jurisdictions, the liquidity of the Token may be markedly different in different jurisdictions.
16.7. Risk of a hacker attack. Participants understand and accept the risk that hackers or other groups or organizations may attempt to steal Tokens or otherwise interrupt or cancel the Token Provider’s ICO, business or usage of Tokens and Participants acknowledge that any such attempt resulting in a theft or loss of Tokens shall not be covered by the Token Provider at all times.
16.8. Risk of security weakness in the Tokens’ source code. There is a risk of unintended security weakness in the Tokens source code that might result in a loss of Tokens.
16.9. Risk of unfavourable regulatory action. Cryptocurrencies are being, or may be, scrutinized by the regulatory authorities of various jurisdictions. Token Provider may receive queries, notices, warnings, requests or rulings from one or more regulatory authorities from time to time, or may even be ordered to suspend or discontinue any action in connection with the Token Provider, as well as be impacted by one or more regulatory enquiries or regulatory actions which could impede or limit the ability of the Token Provider to conduct business any further. The development, marketing, promotion or otherwise the Token Provider may be seriously affected, hindered or terminated as a result.
16.10. Risk regarding security regulations. There is a risk that in some jurisdictions the Token might be recognized as a security, or it might be recognized as a security in the future. The Token Provider does not give a guarantee or warranty that Tokens are not a security in all jurisdictions. Therefore, the Token Provider appeals to each Participant to check his/her own legislation.
16.11. Transmission Risk. When the Token Provider transfers Tokens to the Participant’s wallet address, the transmission can be longer or delayed or can even be unsuccessful or it can result in the loss of Tokens for the Participant.
16.12. Risk of Token price fluctuation. Participant should understand and accept that acquiring and the sale of cryptocurrencies and tokens of any kind (including the LMX) involves risk. Due to the constant price fluctuations, you may increase or lose the value of your assets at any time.
16.13. Risk that the Platform or Project is not delivered in due time or according to the timeline/roadmap described in the Whitepaper or does not meet expectations. The Platform designed and developed may not deliver or meet functionalities or may substantially differ from expectations.
16.14. Risk of non-completions of the Platform or Project. There is a risk, even though the Token Provider estimates it as very low, that the Platform or Project will not be completed or deployed.
17.1. The Participant acknowledges, understands and agrees that:
(a) the acquisition of Tokens may have tax consequences for the Participant;
(b) the Participant is solely responsible for the Participant’s compliance with the Participant’s tax obligations; and
(c) the Token Provider bears no liability or responsibility with respect to any tax consequences to the Buyer.
17.2. Participants are solely responsible and liable to declare, bear and pay all taxes, duties, imposts, levies, tariffs and surcharges that might be imposed by the laws and regulations of any jurisdiction as a result of or in connection with the LMX Tokens, use of our Website, the Platform or any other LIMITLEX services or products. LIMITLEX is not giving any advice regarding tax issues and is not responsible for determining any tax implications. LIMITLEX makes no representation as to the tax implication of any jurisdiction. Participants shall be solely liable for all such penalties, claims, fines, punishments, liabilities or otherwise arising from his/her underpayment, undue payment or belated payment of any applicable tax.
17.3. All fees and charges payable by Participants to LIMITLEX are exclusive of any taxes and if certain taxes shall be applicable, they shall be added on top of applicable amount. Upon our request, Participants need to provide us any information we reasonably request to determine whether we are obligated to collect VAT from Participants, including their VAT identification number. If any deduction or withholding is required by law, Participants will notify us and will pay us any additional amounts necessary to ensure that the net amount that we receive, after any deduction and withholding, equals the amount we would have received if no deduction or withholding had been required. Additionally, Participants will provide us with documentation showing that the withheld and deducted amounts have been paid to the relevant taxing authority.
18. Lack of Legal and Tax Regulation Practice
The Participant acknowledges that Legal and Tax regulations regarding blockchain technology and crypto currencies are very limited and insufficient. Thus, the Participant expressly agrees that he has sufficient knowledge and understanding of the risks and merits of blockchain-based systems to make an informed decision to exchange Tokens and evaluate the risks of the exchange.
19. Obligation to Comply with the Laws of the Participant’s Jurisdiction
The Participant shall comply with and not break any law in his jurisdiction of residence or nationality by using the Token Provider’s services. The Participant shall be liable for any damage incurred due to a breach of this provision to himself and to the Token Provider, shall such acts result in any actions, and shall forfeit exchanged Tokens at the discretion of the Token Provider.
The Token Provider reserves the right to conduct “Know Your Customer”, due to legislation, regulatory or other reason, demand procedure and any other kind of Participant due diligence on him/her at any time (including after the close of the ICO). If the Token Provider discovers Participant’s acquisition of Tokens is violating this Terms or any anti-money laundering, counter-terrorism financing or other regulatory requirements, his/her acquisition of Tokens under the Private Pre-ICO event or ICO shall be invalid with retroactive effect and the Token Provider shall be entitled to immediately terminate this Agreement (Terms) with the Participant, deny his/her access to the ICO, reject the delivery of any Tokens and request the return of any delivered Tokens, irrespective of any payment that the Participant could have made. Participant may be required to provide the Token Provider with certain personal information, including but not limited to, name, surname, address, telephone number, email, date of birth, personal ID, passport, utility bills, proof regarding the source of funds or proof of wealth, video or live identification of the person etc. Participant hereby authorizes the Token Provider to directly make any inquiries we consider necessary to verify his/her identity and/or account information, and request and obtain any consumer report or similar information relating to the Participant and to take action we reasonably deem necessary based on the results of such inquiries.
21. Intellectual Property
The Token Provider retains all Intellectual Property rights, interests and titles to the full extent and without limitations. The Participant shall not use or abuse the Token Provider’s Intellectual Property without prior written approval of the Token Provider.
22. Governing Law
22.1. The Token Provider and the Participant shall cooperate in good faith to resolve any dispute or claim that might arise out of, relating to or in connection with these Terms, including with respect to the formation, applicability, breach, termination, validity or enforceability (thereof the Dispute). The relationship between the Token Provider and the Participant is subject to the laws of England and Wales, without the use of substance and procedure in private international law. Disputes between the contracting parties are to be settled by the competent court according to the location of the Token Provider’s registered office.
22.2. Prior to filling any claims, Participants agree to file such claim, notification of any dispute or request to LIMITLEX within thirty (30) days of when it arises as the attempt of informal resolution of dispute. Notice to LIMITLEX shall be sent to: [email protected] If dispute between Participant and LIMITLEX is not resolved within thirty (30) days, following the receipt of his/her request, Participant is entitled to file a claim in accordance with previous section. Claims filled contrary to the provision set out in this paragraph shall be rejected as premature.
22.3. Any dispute arising out of or related to this Terms is personal to Participant and LIMITLEX and will not be brought as a class arbitration, class action or any other type of representative proceeding.
23.1. Participant will defend, indemnify and hold LIMITLEX, its subsidiaries or its affiliates or any such other entity as chosen by the Token Provider performing services necessary to conduct the ICO and the Project and its officers, directors, contractors, employees, agents and representatives, harmless from and against all claims, actions, demands, liabilities, damages, losses, costs and expenses (including legal fees) relating to or arising from (a) Participant’s use of our Website, the Platform or any related services or products and being part of the Project (b) Participant’s breach of these Terms or any other liabilities arising out of his/her use of our Website, the Platform or any related services or products and being part of the Project or the use by any other person accessing our Website, the Platform or any related services or products and being part of the Project using his/her computer and/or Participant’s Personal Information (c) Participant’s violation of any rights of any other person or entity in connection with these Terms (d) third-party claims concerning this Terms or Participant’s thereof.
23.2. Participant will promptly notify us of any third-party claims, actions, or proceedings which he/she becomes aware of that involves LIMITLEX as a result of these Terms. LIMITLEX may participate with counsel of its own choosing in any proceedings describing above. If LIMITLEX will be required to respond to compulsory legal order, you will reimburse LIMITLEX for reasonable attorney and contractors fees for their time and material spent responding to obligatory legal orders. Participant will not agree to any settlement which imposes any obligation or liability for LIMITLEX without LIMITLEX prior written consent.
The determination of any of the provisions of these Terms by a court of competent jurisdiction which shall affect the validity or enforcement of any of the provisions, shall result in a modification of the provision to make it valid and fulfilling the original intent of the Parties to the extent possible. All the transactions shall be performed as originally anticipated to the extent possible.
25. Final Provision
25.1. Entire Agreement. These Terms represent the entire agreement and supersede all prior and contemporaneous understandings between Participants and LIMITLEX regarding the subject matter, especially regarding the Website, the Platform, the Project or any other related products and services. In the event of any conflict between these Terms and any other agreement you may have with LIMITLEX, the terms of that other agreement will prevail only if these Terms are specifically identified and declared to be overridden by such other agreement.
25.2. Assignment. These Term shall be binding upon and inure to the benefit of the parties and their permitted successors and assigns. Participant may not assign or transfer any of their rights or obligations under these Terms without prior written consent from LIMITLEX, including by operation of law or in connection with any change of control. LIMITLEX may assign or transfer any or all its rights under these Terms, in whole or in part, without obtaining Participant's prior written consent or approval.
25.3. An email message shall be deemed as a valid form of communication between the contracting parties. This email message must be sent to the email address stated upon registration or to the email address the contracting party has submitted to another contracting party as per the provisions of these Terms and is verified by the Token Provider. At any time and without stating the cause, the Token Provider may request the Participant to confirm the contents of an email via registered post or by any other appropriate means.
25.4. The message is deemed received upon its receipt by the other contracting party. The message is deemed received even if the other contracting party does not receive it and the sending party can prove that the message was sent as per the first paragraph of this Article.
25.5. The Participant guarantees to the Token Provider that its property (cryptocurrency or EUR that he transfers to the Token Provider) does not originate and is in no way related to money laundering, hiding money, tax evasion, terrorism, crime, illicit trade in weapons, drugs, trafficking or other offences and that it fully complies with the legislation in the field of money laundering and terrorism financing prevention.
25.6. The Token Provider reserves the right to change any and all provisions of these Terms at any time and without prior notice.
25.7. Survival. Sections: Eligibility, Risks, Intellectual Property, Warranties and Disclaimers, Limitation of Liability, Indemnity, Governing Law, Severability and this Final Provision shall survive any termination or expiration of these Terms.
25.8. These Terms shall apply from July 24, 2018.
25.9. If you need to contact us in relation to these Terms, please email us to: [email protected]