Warranties

By purchasing (whether through an intermediary or otherwise), holding and/or using TEA, you represent and warrant that:

(i) You have read and understand these Terms and the Litepaper, and you have all requisite power and authority to execute and deliver these Terms, to participate in the TEA sale, to purchase, hold and/or use TEA , and to carry out and perform your obligations under these terms.

(ii) If you are an individual, you are at least 21 years old and in any case of sufficient legal age and capacity to purchase, hold and/or use TEA. If you are a legal person, you are duly organised, validly existing and in good standing under the laws of your domicile and each jurisdiction where you conduct business or where your assets are located. You are not purchasing, holding and/or using TEA token on behalf of any other entity or person.

(iii) The execution, delivery and performance of these Terms will not result in any violation of, be in conflict with, or constitute a default under, with or without the passage of time or the giving of notice: (a) any provision of your constitutional documents (if applicable), (b) any provision of any judgment, decree or order, or any agreement, obligation, duty or commitment to which you are a party, or by which you are bound, or to which any of its material assets are subject, (c) any laws, regulations or rules applicable to you, (d) any foreign exchange or regulatory restrictions applicable to such purchase, holding and/or usage of TEA, or (e) any governmental or other consents that may need to be obtained.

The execution and delivery of, and performance under, these Terms require no approval or other action from any governmental authority or person. You will and shall at your own expense ensure compliance with all laws, regulatory requirements and restrictions applicable to you (as the case may be).

(iv) Your purchase of TEA shall be made in full compliance with any applicable tax obligations to which you may be subject in any relevant jurisdiction. You understand that you bear the sole responsibility to determine if your use of the Platform, the transfer of any virtual currency to the Seller, the creation, ownership or use of TEA, the potential appreciation or depreciation in the value of TEA over time, the sale and purchase of TEA and/or any other action or transaction related to the Seller or the Platform have tax implications (including determining what taxes may apply to the acquisition, possession, storage, sale or other use of TEA including, for example, sales, use, value-added and similar taxes and for complying with any obligations to withhold, collect, report and remit the correct taxes to the appropriate tax authorities in relation to its acquisition, possession, storage, sale or other use of TEA); by creating, holding or using TEA, and to the extent permitted by law, you agree not to hold any third party (including developers, auditors, contractors or founders) liable for any tax liability associated with or arising from the creation, ownership or use of TEA or any other action or transaction related to the Seller (or any Group Entity) or the Platform.

(v) You have good and sufficient understanding in business and financial matters, including a good and sufficient understanding of the functionality, usage, storage, transmission mechanisms and other material characteristics of blockchain technology, blockchain-like technology, blockchain-based software systems as well as other similar technologies and systems, cryptographic tokens, and token storage mechanisms (such as digital token wallets) to understand these Terms and to appreciate the risks and implications of purchasing, holding and/or usage of TEA.

(vi) You have obtained sufficient information about TEA to make an informed decision to purchase, hold and/or use TEA. Additionally, you are aware of the Seller’s business affairs and financial condition and have obtained sufficient information about the Seller to reach an informed decision to purchase TEA.

(vii) The currency (including any fiat, digital currency, virtual currency or cryptocurrency) used to purchase TEA are obtained through “mining” activities or other lawful means, and are not derived from or related to any unlawful activities, including but not limited to money laundering or terrorist financing and all applicable statutes of all jurisdictions in which you are located, resident, organised or operating, and/or to which it may otherwise be subject and the rules and regulations thereunder (collectively, the Compliance Regulations), and you will not use TEA to finance, engage in, or otherwise support any unlawful activities or in a manner which aids or facilitates another party in the same. To the extent required by applicable laws and regulations, you shall fully comply with all Compliance Regulations and no action, suit or proceeding by or before any court or governmental agency, authority or body or any arbitrator involving it or any of your affiliates with respect to the Compliance Regulations is pending or, to the best of your knowledge (after due and careful enquiry), threatened.

(viii) Neither you (nor any of your subsidiaries, any director or officer, or any employee, agent, or your affiliate) nor any person having a direct or indirect beneficial interest in you or TEA being acquired by you, or any person for whom you are acting as agent or nominee in connection with TEA: (a) is the subject of any sanctions administered or enforced by any country or government or international authority, including the US Department of the Treasury’s Office of Foreign Assets Control ("OFAC"), the US Department of State, the United Nations Security Council, the European Union, Her Majesty's Treasury, the Hong Kong Monetary Authority or the Monetary Authority of Singapore (collectively, "Sanctions"); (b) is located, organised, citizen or resident in a country or territory that is, or whose government is, the subject of Sanctions; (c) is listed in any list of sanctioned persons including those maintained under the Sanctions including the List of Specially Designated Nationals and Blocked Persons or the Foreign Sanctions Evaders List maintained by OFAC; or (d) is directly or indirectly owned or controlled by any person subject to sub-clauses (a), (b) and (c) above.

(ix) Neither you (nor any of your subsidiaries, any director or officer, or any employee, agent, or your affiliate) nor any person having a direct or indirect beneficial interest in you or TEA being acquired by you, or any person for whom you are acting as agent or nominee in connection with TEA is: (a) a citizen or resident of, or located in, a geographic area or country designated as "High-risk and other monitored jurisdictions" (or such other similar classification) by the Financial Action Task Force; or (b) a Politically Exposed Person (defined as a current or former senior official in the executive, legislative, administrative, military, or judicial branch of a government (elected or not), a senior official of a major political party, a senior executive of a government owned commercial enterprise, and/or being a corporation, business or other entity formed by or for the benefit of any such individual, any individual publicly known (or actually known) to be a close personal or professional associate, or an immediate family member of such individual, meaning spouse, parents, siblings, children, and spouse’s parents or siblings).

(x) You are not a citizen, national, resident (tax or otherwise), domiciliary or green card holder of a geographic area or country (A) where participation in token sales is prohibited, restricted or unauthorised by applicable law, decree, regulation, treaty, or administrative act or (B) where it is likely that the sale of TEA would be construed as the sale of a security (howsoever named), financial service or investment product (including without limitation the United States of America and the People's Republic of China (the Restricted Countries).

(xi) You acknowledge and agree that: (a) you are familiar with all related regulations in the specific jurisdiction in which you are based and that acquiring TEA (through purchase or otherwise) in that jurisdiction is not prohibited, restricted or subject to additional conditions of any kind, (b) no regulatory authority has examined or approved of the information set out in the Litepaper or any other material in connection with TEA, (c) you will not use TEA if such use would constitute a public offering of TEA in any country or jurisdiction where action for that purpose is required, (d) the distribution or dissemination of the Litepaper, any part thereof or any copy thereof, or any use of TEA by you, is not prohibited or restricted by the applicable laws, regulations, or rules in your jurisdiction, and where any restrictions in relation to possession are applicable, you will observe and comply with all such restrictions at your own expense and risk without liability to the Seller, (e) you shall ensure that no obligations are imposed on the Seller in any such jurisdiction as a result of any of the actions taken by you in the preceding sub-clause, and (f) the Seller will have no responsibility for and it will not obtain any consent, approval or permission required by you for, the acquisition, offer, sale or delivery by it of TEA under the laws and regulations in force in any jurisdiction to which you may be subject or in or from which you use TEA.

(xii) The currency (whether fiat or virtual) used in the purchase of TEA will be made only in your name, from a digital wallet not located in a country or territory that has been designated as a “non-cooperative country or territory” by the Financial Action Task Force or any similar legislation.

You are purchasing, holding and/or using TEA to participate in the Platform, as well as to support the advancement, promotion, research, design and development of, and advocacy for TEA, an alternative demand-pegged model for token inflation for TEA projects, as well as potentially receiving services on the Platform (when the same is completed and deployed). You are not purchasing, holding or using TEA for any other uses or purposes, including, but not limited to, any investment, speculative or other financial purposes.

(xiii) You acknowledge that: (a) The Platform does not have any intrinsic value and that it may never recover any cash, cryptocurrency or other assets which are used directly or indirectly to acquire TEA; (b) there is no market-standard valuation process to determine the value of TEA at any given time; and (c) the Seller gives no guarantees whatsoever on the value of TEA which may be highly volatile and could reduce to zero.

(xiv) You acknowledge and agree that the Seller may impose eligibility criteria to access certain functionality in respect of TEA which may require it to incur additional time and money costs.

(xv) You shall not sell or transfer or agree to sell to transfer (whether pursuant to any public pool or private agreement with a subsequent purchaser or otherwise) any TEA prior to the completion of the public sale of TEA.

(xvi) You shall not sell or transfer any TEA prior to procuring the purchaser's or transferee's agreement to these Terms.

(xvii) You acknowledge that the currency (whether fiat or virtual) paid to us for the purchase of TEA will be held by us (or our affiliate) after the token sale, and you will have no economic or legal right over or beneficial interest in these contributions or the assets of that entity after the token sale.

(xviii) You acknowledge and undertake that you shall provide the Seller with such information as the Seller may deem necessary or appropriate in order to maintain compliance with applicable law including: (a) compliance with the representations set out in this Clause 7, and (b) to address any actual inquiries or inquiries that the Seller may (at its sole discretion) expect from regulatory authorities, courts or arbitral authorities in any jurisdiction.

(xix) You hereby acknowledge and agree that the Seller may have to procure an amendment to the functionality of TEA at any time in order to facilitate compliance with any legal or regulatory issues which may arise or shall be anticipated, including: (a) any actual action taken, or potential action that the Seller (in its sole discretion) expects to be taken, by a court or regulatory authority in any jurisdiction in relation to the use of TEA and all related matters, and (b) any additional legal or regulatory risk mitigation in respect of the functionality of TEA that the Seller decides to undertake at any time.

(xx) You hereby acknowledge that the Seller has entered into these Terms in reliance upon your representations and warranties being true, accurate, complete and non-misleading. The Seller does not and does not purport to make, and hereby disclaims, all representations, warranties or undertaking to you in in relation to the sale of TEA or otherwise. Prospective purchasers of TEA should carefully consider and evaluate all risks and uncertainties (including financial and legal risks and uncertainties) associated with the TEA token sale, the Seller, and any relevant Group Entity.