Lockdrop Disclaimer

BASTION PROTOCOL BSTN GOVERNANCE TOKEN ISSUANCE LOCKDROP AGREEMENT (“AGREEMENT”)

This Agreement sets out the terms and conditions in relation to the Bastion Protocol Governance Token Issuance Lockdrop Event between the Governance Token Issuer and You (“You” or the “Acquirer”), the undersigned, for your intended acquisition of the Governance Tokens from the Governance Token Issuer, during the Acquisition Period. The Lockdrop Event and Governance Token issuance shall be facilitated by the mechanisms of a Lockdrop delineated under Appendix 1 and deposits by You of Selected Accepted Digital Currencies into a Lockdrop Contract. Each of You and the Token Issuer shall hereinafter be referred to as a “Party”, and collectively, You and the Token Issuer shall hereinafter be referred to as the “Parties”.
Please read this Agreement set out herein carefully before clicking the “I Agree” button on the Designated Web Address. The Tokens are not intended to constitute securities of any form, units in a business trust, units in a collective investment scheme, capital markets products or any other form of regulated investment or investment product in any jurisdiction. The Tokens represent solely tools of governance of the experimental Bastion Protocol decentralised system and do not represent any ownership or economic rights of any kind whatsoever. You are not claiming or receiving any Governance Tokens for a speculative purpose and do not have any intent of acquiring $BSTN tokens as an investment or with the aim of making a profit and will have no expectation of profit from governance participation or from acquisition of Governance Tokens. You understand that $BSTN tokens have no intrinsic value and are solely tools of governance, and as such have no intrinsic potential for future appreciation in any form whatsoever. This document and this Agreement do not constitute a prospectus or offer document of any sort and are not intended to constitute an offer of securities of any form, units in a business trust, units in a collective investment scheme, capital markets product, or any other form of regulated investment or investment product, or a solicitation for any form of regulated investment or investment product in any jurisdiction. No regulatory authority has examined or approved of this Agreement. No such action has been or will be taken by the Governance Token Issuer to obtain such approval under the laws, regulatory requirements or rules of any jurisdiction. The provision of this Agreement to You does not imply that the applicable laws, regulatory requirements or rules have been complied with.
Please note that You are NOT eligible and You are NOT to acquire any Tokens in this Lockdrop Agreement if you are a Disqualified Person by reason of jurisdiction exclusion or any other such reason which would render your participation in this lockdrop agreement prohibited under the laws of your jurisdiction. The specific definition of a Disqualified Person can be found below.
By clicking the “I Agree” button on the Designated Web Address, You shall be electronically signing this Agreement and agreeing to and offering to contract with the Governance Token Issuer on and subject to the terms and conditions of this Agreement, and subject to the Governance Token Issuer accepting your offer to contract by electronically signing this Agreement, You and the Governance Token Issuer will be legally bound by this Agreement (including the Annexes hereto); and You expressly acknowledge and represent that You have carefully reviewed this Agreement and fully understand the risks, costs and benefits, if any, of acquiring such Tokens under this Agreement.
IF YOU ARE IN ANY DOUBTS TO THE ACTION YOU SHOULD TAKE, YOU SHOULD CONSULT YOUR LEGAL, FINANCIAL, TAX OR OTHER PROFESSIONAL ADVISOR(S). IF YOU DO NOT AGREE TO THIS AGREEMENT, PLEASE DO NOT ACCEPT THIS AGREEMENT OR ACQUIRE ANY TOKENS.
The headings in this Agreement are included for convenience only and shall not be taken into account in construing this Agreement. References to a “Paragraph” and “Annex” are to be construed as references to the paragraphs of and the annexes to this Agreement. In these terms, words and expressions not otherwise defined shall have the meanings respectively ascribed thereto in Annex 2 of this Agreement.
The Parties HEREBY AGREE as follows:
  1. 1.
    INTRODUCTION
1.1 Unless otherwise stated herein, this Agreement including the Annexes hereto shall govern your acquisition of Tokens from the Governance Token Issuer in the Token Issuance during the Issuance Period.
1.2 The Governance Token Issuer is a company limited by shares incorporated in the British Virgin Islands.
1.3 The Token Issuance is conducted ONLY during the Issuance Period.
1.4 No information contained in or on, and no part of the following:
the finalized, published and adopted version or draft of the Whitepaper, or any other documents such as documentation at https://bastionprotocol.gitbook.io/official/, uploaded on the Website at https://www.bastionprotocol.com/ or the social media channels associated with the Project Group, the Project and/or Bastion Protocol, namely the Discord Group at https://discord.com/invite/YHfQbCsYk3 , the Medium account at https://bastionprotocol.medium.com/, the Twitter account at https://twitter.com/BastionProtocol (collectively, the “Channels”); the Channels; any website or other social media channels directly or indirectly linked to the Whitepaper or the Channels; or any other information or document, shall constitute part of this Agreement, and no representations, warranties or undertakings are or are intended or purported to be given by the Governance Token Issuer in respect of any information contained in or on, or any part of the items as stated in Paragraphs 1.4(a) to (d) above.

ELIGIBILITY TO ACQUIRE TOKENS

Eligibility to Participate
2.1 You shall not participate in the Token Issuance if there are applicable legal restrictions in your country of residence or domicile. It is your sole responsibility to ensure that your participation in the Token Issuance is not prohibited, restricted, curtailed, hindered, impaired or otherwise adversely affected in any way by any applicable law, regulation or rule in your country of residence or domicile.
2.2 You are not eligible and You are not to acquire any tokens in the Token Issuance if:
You are an individual, You are a citizen, domiciled in, resident of, or physically present / located in an Excluded Jurisdiction;
You are a body corporate: (i) which is incorporated in, or operates out of, an Excluded Jurisdiction or (ii) which is under the control of one (1) or more individuals who is/are citizens of, domiciled in. or residents of, or physically present / located in, an Excluded Jurisdiction;
You are an individual or body corporate: (i) included in the Consolidated List published by the United Nations Security Council of individuals or entities subject to measures imposed by the United Nations Security Council accessible at https://www.un.org/securitycouncil/content/un-sc-consolidated-list; or (ii) included in the United Nations List (UN Lists) or within the ambit of regulations relating to or implementing United Nations Security Council Resolutions listed by MAS an accessible by https://www.mas.gov.sg/regulation/anti-money-laundering/targeted-financial-sanctions/regulations-for-targeted-financial-sanctions and https://www.mas.gov.sg/regulation/anti-money-laundering/targeted-financial-sanctions/lists-of-designated-individuals-and-entities; or
You are an individual or body corporate who is otherwise prohibited or ineligible in any way, where in full or in part, under any law applicable to such individual or body corporate from participating in any part of the transactions contemplated in this Agreement, or
The Token Issuance is prohibited, restricted or unauthorized in any form or manner whether in full or in part under the laws, regulatory requirements or rules in any jurisdiction applicable to You.
(collectively, the “Disqualified Persons”)

Token Issuance via Lockdrop

2.3 You have been granted access to view this Agreement because You have chosen to participate in the Token Issuance of $BSTN via Lockdrop by the Governance Token Issuer.
2.4 To the extent that the Governance Token Issuer determines, in its sole discretion, that it is necessary to obtain certain information about You in order to comply with applicable laws or regulations in connections with the acquisition of Tokens, you shall provide such information promptly upon such request insuch form or manner as the Governance Token Issuer may require, and You acknowledge and accept that the Governance Token Issuer may refuse to sell and/or withhold delivery of Tokens to You until such requested information has been provided to the satisfaction of the Governance Token Issuer. You shall notify the Governance Token Issuer of any change in the documents and information provided by You to the Governance Token Issuer for purposes of participating in the Token Issuance and in the absence of any notification in writing notifying the Governance Token Issuer of any change, the Governance Token Issuer is entitled to assume that the information provided by You remains true, correct and not misleading and unchanged.

TOKEN ISSUANCE PERIOD

3.1 The Token Issuance is undertaken during the period (the “Issuance Period”):
commencing at 08:00 AM (PT) on 19th March 2022 (the “Commencement Time”); and
ending at 08:00 AM AM (PT) on 24th March 2022 (the “Issuance Expiry Time”)
Please note that Paragraph 3.3 will be applicable to any attempted acquisition of Tokens after the Issuance Expiry Time. The Issuance Expiry Time will be announced by the Governance Token Issuer as soon as practicable thereafter on the Channels or such other channels of communication as may be determined by the Governance Token Issuer.
3.2 The Governance Token Issuer may, in its sole and absolute discretion, determine that the Issuance Expiry Time shall be such time other than as set out in Paragraph 3.1(b). The Governance Token Issuer, pursuant to the aforementioned, reserves the right to extend the Issuance Expiry Time in whole or in particular with any one individual participant or groups thereof.
3.3 In the event that You attempt to make an acquisition of Tokens after the Issuance Expiry Time and You have made any transfers of Selected Accepted Digital Currency for such attempted acquisition of Tokens, You acknowledge and agree that:
notwithstanding any provisioning in this Agreement and provided that such transfer of such Selected Accepted Digital Currency is validated and verified on the blockchain applicable to such Selected Accepted Digital Currency (with such transfer having the Required Confirmations) as successful and complete, You will not be entitled to any refund of such Selected Accepted Digital Currency and even if the Governance Token Issuer decides, at its sole and absolute discretion, to provide any refund of such transfer whether in full or in part, any such refund shall be without interest and net of all administrative and/or third party charges and/or transaction fees (if any) that may be incurred in connection with such refund, which administrative and/or third party charges and/or other transaction fees (if any) incurred in connection with any such refund shall be borne by You;
the Governance Token Issuer shall have no obligations in any form or manner whatsoever to You in respect of such attempted acquisition; and
You hereby waive all rights, claims and/or causes of action (present or future) under law (including any tortious claims) or contract against the Governance Token Issuer and the Indemnified Persons in connection with or arising from such attempted acquisition, and shall further hold harmless, the Governance Token Issuer and the Indemnified Persons from and against any and all losses, damages, taxes, liabilities and expenses that may be incurred by You in connection with or airing from such attempted acquisition or excess transfer.

ACCEPTED DIGITAL CURRENCY(IES), ACQUISITION, AND TRANSFER PROCEDURE

Acquisitions only through the Designated Web Address
4.1 You may only acquire Tokens in the Token Issuance through the Designated Web Address and no other website or place. In the event that You attempt to acquire Tokens through any website or place other than the Designated Web Address, You acknowledge and agree that:
the Governance Token Issuer shall have no obligation to deliver, and You shall have no right to receive, any Tokens;
the Governance Token Issuer shall have no obligation to provide, and You shall have no right to receive, any refund for any part of the monies deposited into the Lockdrop Contract transferred by You through such other website or place; and
the Governance Token Issuer shall have no obligations to You in any manner or form in respect of such purported acquisition.

Accepted Digital Currencies for Acquisition and Confirmed Acquisitions

4.2 The Governance Token Issuer shall accept, as Lockdrop deposits for the acquisition of Tokens, only the Selected Accepted Digital Currency. No other legal tender, fiat currencies, cryptocurrencies, blockchain assets or tokens shall be accepted as acceptable units for acquisition of Tokens. Subject to the provisions of this Agreement, your attempted acquisition of Tokens under this Agreement shall be deemed to be a confirmed acquisition (“Confirmed Acquisition”) only upon:
your acceptance of this Agreement by clicking the “I Agree” button displayed on screen at the Designated Web Address as determined by the Governance Token Issuer; and
the validation and verification on the blockchain applicable to the Selected Accepted Digital Currency that your transfer of the Selected Accepted Digital Currency to the relevant Designated Address applicable to the Selected Accepted Digital Currency (with such transfer having the Required Confirmations), as consideration for your intended acquisition of Tokens, is successful and complete;

Acquisition Details

4.3 (a) The acquirable number of Tokens (the “Acquisition Amount”) in the Token Issuance to You shall be dependent on the delineated functions and requirements under Annex 1 and the cumulative USD equivalent of digital currencies cUSDC, cETH, cNEAR or cUSDT (the “Selected Accepted Digital Currency”) deposited within the Bastion Lockdrop Contract during the Issuance Period.
(b) Only Accepted Digital Currency deposited into the Lockdrop Contract by You will be accepted as sufficient required deposits pursuant to the receipt of the $BSTN Governance Tokens. Accordingly, the unit of deposit required by You into the Bastion Lockdrop Contract for the Intended Acquisition can be affected by You only in Selected Accepted Digital Currency and You can select any type(s) of Selected Accepted Digital Currency that Governance Token Issuer offers You as an option for the Intended Amount.
PLEASE NOTE THAT THIS TOKEN ISSUANCE ROUND IS OPERATING VIA A LOCKDROP MECHANISM. THE TOKEN ISSUANCE ROUND INCLUDES SEVERAL TIERS AT WHICH YOU ARE ABLE TO PARTICIPATE IN, AT YOUR SOLE AND ABSOLUTE DISCRETION. THE DETAILS OF THIS TOKEN ISSUANCE ROUND IS EXPLAINED IN ANNEX 1 ATTACHED TO THIS AGREEMENT.
4.4 The Intended Acquisition of $BSTN shall be exclusive of all administrative and/or third party charges and/or other transaction fees (if any) that may be incurred in connection with your transfer of such Accepted Digital Currency to the Bastion Lockdrop Contract for your intended acquisition of Tokens. Any such administrative and/or third party charges and/or other transaction fees or transaction failures (if any) incurred in connection with your deposits of such Accepted Digital Currency into the Bastion Lockdrop Contract for your intended acquisition of Tokens shall be borne by You.
It shall be your sole responsibility to ensure that amount of transaction fees paid by You in connection with your transfer of Accepted Digital Currency to the Lockdrop Contract for your intended acquisition of Tokens, is sufficient for your transfer to be validated and verified on the blockchain applicable to such Accepted Digital Currency (with such transfer having the Required Confirmations), as a successful and complete transfer prior to the Issuance Expiry Time.
Any amount (s) of transaction fees recommended by the Governance Token Issuer through the Channels or any other public or private communication channel is only indicative, and may not be representative or reflective of the actual amount(s) of transaction fees required for your deposit of Accepted Digital Currency to the relevant Designated Address in settlement of such Intended Acquisition to be validated and verified on the blockchain as successful and complete (with such transfer having the Required Confirmations) prior to the Issuance Expiry Time. Accordingly, there is no assurance that any amount(s) of transaction fees recommended by the Governance Token Issuer through the Channels or any other public or private communication channel will be sufficient for your transfer of Accepted Digital Currency to be validated and verified on the blockchain applicable to such Accepted Digital Currency as successful and complete (with such transfer having the Required Confirmations) prior to the Issuance Expiry Time.
Address for Directing Deposits for Intended Acquisition of $BSTN
4.5 You shall deposit the Selected Accepted Digital Currency for your intended acquisition of Tokens to the relevant Designated Address as may be provided to You by the Governance Token Issuer on the Designated Web Address, within the relevant Transfer Period.
4.6 Any deposits of Accepted Digital Currency for your intended acquisition of Tokens shall be made from the acquirer’s Digital Wallet which You have connected to the Designated Web Address for the Token Issuance and which is not an account or wallet established and maintained with any Centralized Exchange. In the case where You transfer Accepted Digital Currency to the Designated Address from the address of an account or wallet established and maintained with any Centralized Exchange, regardless of whether such transfer is validated and verified on the blockchain applicable to such Accepted Digital Currency as successful and complete or having the Required Confirmations, You acknowledge and agree that:
the Governance Token Issuer shall not be under any obligation to deliver any Tokens to You;
the Governance Token Issuer shall not have any obligation to provide any refund for any part of such transfers of Accepted Digital Currency to the relevant Designated Address to You;
the Governance Token Issuer shall not have any obligation in any form or manner whatsoever to You in respect of such attempted acquisition; and
You hereby waive all rights, claims and/or causes of action (present or future) under law (including any tortious claims) or contract against the Governance Token Issuer and the Indemnified Persons in connection with or arising from such attempted acquisition, and shall further hold harmless, the Governance Token Issuer and the Indemnified Persons from any against any and all losses, damages, taxes, liabilities and expenses that may be incurred by You in connection with or arising from such attempted acquisition.
4.7 The Governance Token Issuer is entitled, at its sole and absolute discretion, to:
transfer such Accepted Digital Currency transferred by You to the Designated Address, to the Receiving Address; and/or
(if such Accepted Digital Currency is not otherwise denominated in USDC) convert such Accepted Digital Currency into USDC.
4.8 Any deposits of Selected Accepted Digital Currency for your intended acquisition of Tokens in the Token Issuance shall be made to only the Designated Address, the Bastion Lockdrop Contract, listed via the Designated Web Address or through Official Communications Channels in posts and messages rendered by official representatives of the Token Issuer, and no other address within the relevant Transfer Period. In the event that any deposit is made to any address or place other than the Designated Address, or made after the expiry of the Issuance Period and/or otherwise outside of the Transfer Period, You agree and acknowledge that:
in respect of deposits made to any address or place other than the Designated Address, such Accepted Digital Currency will not be received by the Governance Token Issuer and shall be regarded by the Governance Token Issuer as invalid deposits, and the Governance Token Issuer shall not be under any obligation whatsoever to deliver any Tokens to You;
in respect of deposits made to the Designated Address after the expiry of the Issuance Period and/or otherwise outside of the Transfer Period, the Governance Token Issuer may, notwithstanding any provision in this Agreement, elect in its sole and absolute discretion, to reject your deposit of such Accepted Digital Currency and, in it’s sole and absolute discretion, elect to provide a refund of such Accepted Digital Currency in full or in part without interest and net of all administrative and/or third party charges and/or other transaction fees (if any) that may be incurred in connection with such refund, in which case such administrative and/or third party charges and/or other transaction fees (if any) incurred in connection with such refund shall be borne by you;
the Governance Token Issuer shall be entitled to charge an administrative fee and an exchange fee for any such deposits of Accepted Digital Currency made to the Designated Address after the expiry of the Issuance Period and/or otherwise outside of the Transfer Period;
save for any refund that the Governance Token Issuer may elect to provide the Governance Token Issuer shall have no obligations in any form or manner whatsoever to You in respect of such attempted acquisition; and
You hereby waive all rights, claims and/or causes of action (present or future) under law (including any tortious claims) or contract against the Governance Token Issuer and the Indemnified Persons in connection with or arising from such attempted acquisition, and shall further hold harmless, the Governance Token Issuer and the Indemnified Persons from any against any and all losses, damages, taxes, liabilities and expenses that may be incurred by You in connection with or arising from such attempted acquisition.

Attempts to double spend and acquisitions in violations of laws

4.9 In the event that Governance Token Issuer discovers, at any time after your acceptance of this Agreement and prior to the delivery of Tokens in accordance with Paragraph 6, an attempt by You to double spend Accepted Digital Currency in the deposit of Accepted Digital Currency into the Lockdrop Contract for your attempted acquisition, or that your acquisition of Tokens is determined to be in violation of any applicable laws, regulations and You have made any transfer of Accepted Digital Currency for such attempted acquisition or such attempted acquisition is in violation of any applicable laws, regulations or rules, You acknowledge and agree, regardless of whether such deposits of Accepted Digital Currency into the Lockdrop Contract are reflected as validated and verified on the blockchain application to such Accepted Digital Currency (with such transfer having the Required Confirmations) or otherwise, that the attempted acquisition of Tokens will be regarded as invalud and/or void ab initio, and:
the Governance Token Issuer shall have no obligation to provide and, You shall have no right to receive, any refunds for any transfers of Accepted Digital Currency made by You whether such transfer was made to the relevant Designated Address and validated and verified on the blockchain applicable to such Accepted Digital Currency as successful and complete (with such transfer having the Required Confirmations);
The Governance Token Issuer shall not be obliged to deliver any Tokens to You and shall have no obligations in any form or manner whatsoever to You in respect of such attempted acquisition; and
You hereby waive all rights, claims and/or causes of action (present or future) under law (including any tortious claims) or contract against the Governance Token Issuer and the Indemnified Persons in connection with or arising from such attempted acquisition, and shall further hold harmless, the Governance Token Issuer and the Indemnified Persons from any against any and all losses, damages, taxes, liabilities and expenses that may be incurred by You in connection with or arising from such attempted acquisition.
IT IS YOUR SOLE RESPONSIBILITY TO ENSURE THAT THERE IS NO ATTEMPT TO DOUBLE SPEND ACCEPTED DIGITAL CURRENCY AND THAT YOUR TRANSFER OF ACCEPTED DIGITAL CURRENCY AS LOCKDROP DEPOSIT FOR THE ACQUISITION OF TOKENS IS NOT IN VIOLATION OF ANY APPLICABLE LAWS, REGULATIONS OR RULES.

RESPONSIBILITY TO ESTABLISH AND MAINTAIN ELECTED ACQUISITION DIGITAL WALLET

5.1 For purposes of your deposit of Accepted Digital Currency into the Bastion Lockdrop Contract for receipt of $BSTN tokens and receipt of any refund (where applicable and as has been provided for in the sole discretion of the Governance Token Issuer) in the Token Issuance, You shall have the sole responsibility to establish, and maintain, in fully operational, secure and valid status, access to your Digital Wallet meant to receive the Governance Token and maintain, in your fully secure possession, the credentials for accessing such Digital Wallet and the private key of such Digital Wallet.
For avoidance of any doubt, any refunds that the Governance Token Issuer may provide to You under this Agreement shall be made at the sole and absolute discretion of the Governance Token Issuer in Accepted Digital Currency (or a combination thereof) in denomination(s) that are the same as or that are different from that of the Accepted Digital Currency received from You in settlement of the Intended Acquisition for your acquisition of Tokens at such exchange rate as the Governance Token Issuer may, in its sole and absolute discretion, determine for conversion.
5.2 For purposes of your receipt of Tokens, You shall have the sole responsibility to establish and/or maintain, in fully operational, secure and valid status, access to your aforementioned Digital Wallet in your fully secure possession, the credentials for accessing such Digital Wallet and the private key of such Digital Wallet.
5.3 You shall also provide to the Governance Token Issuer at the time when making deposits to the Lockdrop Contract for your intended acquisition of Tokens through the Designated Web Address:
for purpose of your receipt of Tokens, the address of your Digital Wallet to receive the Governance Token as referred to in Paragraph 5.2; and
for purposes of your receipt of refunds (if any), the address of your Digital Wallet as referred to in Paragraph 5.1.
5.4 In the event of any loss, hack or theft of cryptocurrencies from your Digital Wallet, You acknowledge and confirm that You shall have no right(s), claim(s) or causes of action in any way whatsoever against the Governance Token Issuer.
5.5 Any obligation of the Governance Token Issuer to make claimable any Tokens to You or any discretionary provision by the Governance Token Issuer of any refund under this Agreement shall be subject to your compliance with the provisions of Paragraphs 5.1 to 5.2. In the event that the Governance Token Issuer is unable to deliver any Tokens to You or provide You with any refund under this Agreement due to your Digital Wallet not being initialized, valid or operational, the Governance Token Issuer may, at its sole and absolute discretion, hold such Tokens or refund in escrow or do such other acts as it may determine.

CLAIMING OF TOKENS AND RIGHTS OF TOKEN HOLDERS

6.1 The Governance Tokens will be made available via claiming portal after a minimum of seven (7) days have lapsed (the “Commencement of the Claim Period”) following the Issuance Expiry Time. The Governance Token Issuer shall have sole discretion in determining the exact time and day in which the claim portal for the Governance Tokens shall be available to You in the Commencement of the Claim Period.
The Tokens shall be deemed to be received by You upon validation and verification of receipt of Tokens in your Digital Wallet selected to receive the Governance Token.
6.2 The Governance Token Issuer may, in its sole and absolute discretion, determine that the Commencement of the Claim Period shall be such time other than as set out in Paragraph 6.1.
6.3 The availability of claiming of the Governance Tokens to You in accordance with Paragraph 6.1 is conditional on the satisfaction of all of the following:
Deposits into the Lockdrop Contract of the Selected Accepted Digital Currency for your acquisition of Tokens in accordance with Paragraph 4;
the Digital Wallet provided by You to the Governance Token Issuer in accordance with Paragraph 5.3(a) being maintained in fully operational, secure and valid status; and
validation and verification of transfers and deposits of the Accepted Digital Currency to the Lockdrop Contract (with such transfer having the Required Confirmations) as successful and complete.
You shall do and execute or procure to be done and execute all such further acts, deeds, things and documents as may be necessary to give effect to this Agreement.
6.4 In the case where Actual Acquired Tokens have been made available to You for claiming by the Governance Token Issuer in accordance with Paragraphs 6.1, but where the selected Digital Wallet to receive the Governance Tokens provided by You to the Governance Token Issuer is an account or wallet established and maintained with any Centralized Exchange, You acknowledge and agree that:
the Governance Token Issuer shall not have any obligation to ensure your receipt of any Tokens so delivered;
the Governance Token Issuer shall not have any obligation in any form or manner whatsoever to You in respect of your attempted acquisition of Tokens; and
You hereby waive all rights, claims and/or causes of action (present or future) under law (including any tortious claims) or contract against the Governance Token Issuer and the Indemnified Persons in connection with or arising from such attempted acquisition, and shall further hold harmless, the Governance Token Issuer and the Indemnified Persons from any against any and all losses, damages, taxes, liabilities and expenses that may be incurred by You in connection with or arising from such claim of Tokens.
6.5 Actual Acquired Tokens shall be delivered to and accepted by You on an “as is” basis without warranties of any kind by the Governance Token Issuer. The Governance Token Issuer hereby expressly disclaims all express and implied warranties in relation to Tokens and claim thereof, with particular consideration to their lack of provision of economic or ownership rights of any kind as solely a tool of governance and in consideration of their particular lack of intrinsic value, their subsequent inability to represent any appreciable value.
6.6 There is no assurance of any availability, transferability or tradability of Tokens on any cryptocurrency exchange and any availability, transferability or tradability of Tokens on any cryptocurrency exchange shall not be construed, interpreted or deemed by You as an indication of the merits of the Governance Token Issuer, the Project Group, the Project, the Bastion Protocol Platform, the Whitepaper, the Channels, the Token Issuance and/or Tokens.
6.7 Save for such right as may be granted by the Governance Token Issuer in its sole and absolute discretion, to holders of Tokens to use and access certain functions within the Bastion Protocol Platform as described in the Whitepaper or relevant documentations (with the terms and conditions, and extent, of any such granted right also being determined by the Governance Token Issuer in its sole and absolute discretion), ownership and holding of Tokens shall carry no other rights, express or implied, in relation to You, the Governance Token Issuer, the Project Group or any other person.

WITHDRAWALS, CANCELLATIONS, REJECTIONS OF ACQUISITIONS AND TERMINATION OF TOKEN ISSUANCE

7.1 Upon validation and verification of Accepted Digital Currency as deposited value for the acquisition of Tokens on the blockchain applicable to such Accepted Digital Currency as successful and complete (in the case of transfers made in Accepted Digital Currency), save as provided for under this Agreement:
such transfer shall be deemed to be final; and
unless otherwise required by the applicable laws, regulations or rules, You shall not be entitled to any withdrawals outside of the lapse of the selected Lock Up Duration or cancellations of transfers or acquisitions, or any refunds.
7.2 The Governance Token Issuer reserves the right, in its sole and absolute discretion, to reject any acquisitions of Tokens or terminate the Token Issuance at any time after your acceptance of this Agreement and prior to the claim of Tokens in accordance with Paragraph 6. The Governance Token Issuer reserves the right, in its sole and absolute discretion, to treat the Token Issuance and any acquisition of Tokens therein as being invalid, notwithstanding any claim of Tokens which may have been affected in accordance with Paragraph 6, in the case where there is any change in any applicable law, regulation or rule after such claim which prohibits, restricts, curtails, hinders or impairs or otherwise adversely affects the Token Issuance to any extent.
7.3 In the event of any such rejection of your acquisition of Tokens, termination of the Token Issuance or the completed Token Issuance as being treated as invalid, where You have made any transfer of Accepted Digital Currency for such rejected acquisition of Tokens or such acquisition of Tokens which is the subject of the terminated Token Issuance or the completed Token Issuance being treated as invalid (as the case may be), You acknowledge and agree that:
notwithstanding any provision in this Agreement and provided that your deposit of Accepted Digital Currency to the relevant Designated Address for intended acquisition of Tokens is validated and verified on the blockchain applicable to such Accepted Digital Currency (with such transfer having the Required Confirmations) as successful and complete, the Governance Token Issuer may, subject to Paragraph 7.3(b), elect in its sole and absolute discretion to provide a refund of such Accepted Digital Currency in full or in part without interest and net of all administrative and/or third party charges and/or other transaction fees (if any) that may be incurred in the connection with such refund, in which case such administrative and/or third party charges and/or other transaction fees (if any) incurred in connection with such refund shall be borne by You;
the Governance Token Issuer shall be entitled to charge an administrative fee and an exchange fee for any further attempted transfer of Accepted Digital Currency after the Issuance Expiry Time;
save for any refund that the Governance Token Issuer may elect to provide under Paragraph 7.3(a), the Governance Token Issuer shall have no obligations in any form or manner whatsoever to You in respect of such intended acquisition; and
save for the Token Issuer’s discretionary right to such refund potentially afforded to You under Paragraph 7.3(a), You hereby waive all rights, claims and/or causes of action (present or future) under law (including any tortious claims) or contract against the Governance Token Issuer and the Indemnified Persons in connection with or arising from such attempted acquisition, and shall further hold harmless, the Governance Token Issuer and the Indemnified Persons from any against any and all losses, damages, taxes, liabilities and expenses that may be incurred by You in connection with or arising from such intended acquisition.

REPRESENTATIONS AND WARRANTIES

8.1 By accepting these terms, You represent and warrant to the Governance Token Issuer as follows:
You acknowledge and agree that the Governance Tokens are not intended to constitute securities of any form, units in a business trust, units in a collective investment scheme, capital markets product, or any other form of regulated investment or investment product in any jurisdiction;
You are not a citizen or resident of a country the laws of which prohibit or conflict with the Token Issuance or your participation in the Token Issuance;
You acknowledge and agree that this Agreement do not constitute a prospectus or offer document of any sort and is not intended to constitute an offer of securities of any form, units in a business trust, units in a collective investment scheme, capital markets product, or any other form of regulated investment or investment product in any jurisdiction or solicitation for any form of investment in any jurisdiction;
You acknowledge and agree that no Token is to be construed, interpreted, classified or treated as enabling, or according any opportunity to, You to participate in or receive profits, income or other payments or returns arising from or in connection with the Governance Token Issuer, the Project Group, the Project, Bastion Protocol Platform, the Tokens or the proceeds of the Token Issuance, or to receive sums paid out of such profits, income, or other payments or returns due to the Governance Token lacking any economic or ownership rights whatsoever, and as a result have no reasonable expectation of future appreciation or monetary return resultant of acquisition of the Governance Token pursuant to this agreement;
You acknowledge and agree that no regulatory authority has examined or approved of this Agreement, no such action has been or will be taken under the laws, regulatory requirements or rules of any jurisdiction, and the provision of this Agreement to You does not imply that the applicable laws, regulatory requirements or rules have been complied with;
the provision of this Agreement, any part thereof or any copy thereof, or acceptance of the same 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 have observed and complied with all such restrictions at your own expense and without liability to the Governance Token Issuer;
You have read and understood all of this Agreement including the Annexes hereto;
You are not a Disqualified Person;
You have full power and capacity to accept this Agreement and perform all your obligations hereunder and in the case where You are accepting this Agreement on behalf of a corporation;
such corporation is duly incorporated and validly existing under the applicable laws of the corporations jurisdiction and is acquiring the Governance Token solely for the purpose of participation in the governance structure of Bastion Protocol; and
You are duly authorized to accept this Agreement and procure the performance of obligations hereunder
if You are a natural person, You are of sufficient age and capacity under the applicable laws of the jurisdiction in which You reside and the jurisdiction of which You are a citizen to accept this Agreement and perform all your obligations hereunder;
You acknowledge and agree that the Tokens are not to be construed, interpreted, classified or treated as:
any kind of currency other than cryptocurrency
debentures, stocks or shares issued by the Governance Token Issuer;
rights, options or derivatives in respect of such debentures, stocks or shares;
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;
units in a collective investment scheme;
units in a business trust;
derivatives of units in a business trust; or
any other security, class of securities or form of investment (whether regulated or otherwise);
You have a basic degree of understanding of the operation, functionality, usage, storage, transmission mechanisms, and other material characteristics of cryptocurrencies, blockchain assets, and tokens including the Tokens, blockchain-based software systems, cryptocurrency wallets or other related token storage mechanisms, blockchain technology and smart contract technology;
You are fully aware of, understand and agree to assume all the risks (including direct, indirect or ancillary risks) associated with the conduct of the Token Issuance via the Designated Web Address, the Governance Token Issuer, the Project Group, the Project, the Bastion Protocol Platform, the Token Issuance, the Tokens, your acquisition of Tokens, your Digital Wallet, including but not limited to the risks set out in the Annex 3 hereto;
this Agreement constitute legal, valid and binding obligations on You, enforceable in accordance with its terms and neither the acquisition of, nor receipt, nor holding of Tokens is in breach of contravention of any applicable law, regulation or rule in your jurisdiction;
no consent, approval, order or authorisation of, or registration, qualification, designation, declaration or filing, with any regulatory authority in any jurisdiction (the “Approvals”) is required on your part in connection with your acquisition of Tokens, or where any Approvals are required, such Approvals have been obtained and remain valid in full force and effect;
the cryptocurrencies that You will use to acquire Governance Tokens were not and are not directly or indirectly derived from any activities that were in connection with anti-money laundering and/or terrorism financing laws or regulations or any other acts in breach of contravention of any applicable law, regulation or rule;
none of You or (and in the case where You are accepting this Agreement on behalf of a corporation) or any of your related corporations (if any), any of your directors or officers nor, any of your employees, agents or any other person acting on behalf of your and of your related corporations is an individual or entity that is, or is owned or controlled by an individual or entity:
is currently the subject of any sanction administered by the OFAC or any other United States government authority, is not designated as a “Specially Designated National” or “Blocked Person” by OFAC or subject to any similar sanctions or measures imposed or administered by the United Nations Security Council, the European Union, Her Majesty’s Treasury of the United Kingdom or similar sanctions administered or imposed by the government of Singapore or any other country (collectively, the “Sanctions”);
is located, organised or resident in a country or territory that is subject of such Sanctions (including, without limitation, the Central African Republic, the Russian Federation, the Democratic People’s Republic of Korea, the Democratic Republic of Congo, Iran, Libya, Mali, Somalia, South Sudan, Sudan and Yemen) (“Sanctioned Countries”) or
is participating from any prohibited jurisdiction determined by the Governance Token Issuer
has engaged in and is not now engaged in any dealings or transactions with any government, person, entity or project targeted by, or located in any country or territory, that at the same time of the dealing or transaction is or was the subject of any Sanctions;
none of: (i) You; (ii) any person controlling or controlled by You; (iii) if You are a privately-held entity, any person having a beneficial interest in You; or (iv) any person for whom You are acting as agent or nominee in connection with your participation in the Token Issuance is a senior foreign political figure, or any immediate family member or close associate of a senior foreign political figure, as such terms are defined below;
if You are affiliated with a Foreign Bank, or if You receive deposits from, make payments on behalf of, or handle other financial transactions related to a Foreign Bank, You represent and warrant to the Governance Token Issuer that: (i) the Foreign Bank has a fixed address, and not solely an electronic address, in a country in which the Foreign Bank is authorised to conduct banking activities; (ii) the Foreign Bank maintains operating records related to its banking activities; (iii) the Foreign Bank is subject to inspection by the banking authority that licensed the Foreign Bank to conduct its banking activities; and (iv) the Foreign Bank does not provide banking services to any other Foreign Bank that does not have a physical presence in any country and that is not a regulated affiliate;
You have sufficient cryptocurrencies to fulfil your obligations under this Agreement and the Token Issuances in respect of any acquisition of Tokens by You;
the Tokens to be delivered to and received by You will not be used for any purpose in connection with money laundering, terrorism financing or any other acts in breach or contravention of any applicable law, regulation or rule;
You are acquiring Tokens as principal and for your own use and participation in the Bastion Protocol governance structure and You are not acting on the instructions of, or as nominee or agent for or on behalf of, any other person;
You bear the sole responsibility to determine what tax implications your participation in the Token Issuance and/or acquisition of Tokens may have for You and agree not to hold the Governance Token Issuer or any other person involved in the Token Issuance liable for any tax liability associated with or arising therefrom;
You agree and acknowledge that the Governance Token Issuer is not liable for any direct, 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 this Agreement or any part thereof by You;
You waive the right to participate in a class action lawsuit or a class wide arbitration against the Governance Token Issuer and/or any person involved in the Token Issuance and/or with the creation and distribution of the Tokens; and
You have been afforded the opportunity to obtain independent legal advice before acceptance of this Agreement and have either done so or have waived the right to independent legal advice in connection with the entering into this Agreement with the Governance Token Issuer.
all the above representations and warranties are, and will continue to be, true, complete, accurate and non-misleading from the time of your acceptance of this Agreement notwithstanding the receipt by You of all of the Tokens.
8.2 The Governance Token Issuer does not make, and hereby disclaims, any representation or warranty in any form whatsoever, including any representation or warranty in relation to:
the information set out on the Whitepaper, the Channels or any other place and communications rendered to You whether directly or indirectly by the Governance Token Issuer, without limitation to it’s signatories, agents, representatives or otherwise;
the Governance Token Issuer and the Project Group;
the Project;
the Token Issuance;
the Tokens;
your acquisition of Tokens;
the Third Party Applicable Exchange Rates;
the Designated Address and Receiving Address;
the Digital Wallet elected by You for receipt of the Governance Token; and
the Bastion Protocol Platform

DISCLAIMERS

9.1 To the maximum extent permitted by all applicable laws, regulations, and rules and except as otherwise provided in this Agreement, the Governance Token Issuer hereby expressly disclaims its liability and shall in no case be liable to You or any person for:
any Issuance or transfer of any Tokens acquired by You hereunder to any person at any time;
the cryptocurrencies used to acquisition Tokens being obtained through any acts in connection with money laundering, terrorism financing or any other acts in breach or contravention of any applicable law, regulation or rule;
use of Tokens for any purpose in connection with money laundering, terrorism financing or any other acts in breach or contravention of any applicable law, regulation or rule;
rejection of acquisitions of Tokens or termination of the Token Issuance pursuant to Paragraph 7.2;
failure or delay in the delivery by the Governance Token Issuer, and receipt by You, of Tokens in accordance with Paragraph 6;
your acquisition of Tokens in an amount that is less than potentially expected by You;
failure, malfunction or breakdown of, or disruption to, the operation of the Governance Token Issuer, the Lockdrop Contract/Lockdrop mechanisms, the Tokens or any technology (including but not limited to smart contact technology) on which the Governance Token Issuer, the Project Group, the Project, the Bastion Protocol Platform, the Tokens, the Designated Web Address, the Receiving Address, your elected Digital Wallet to receive Governance Tokens, or the network which the Token Issuance relies on, due to occurrences of hacks, mining attacks (including but not limited to double-spend attacks, majority mining power attacks and “selfish-mining” attacks), cyber-attacks, distributed denials of service, errors, vulnerabilities, defects, flaws and programming of source code or otherwise, regardless of when such failure, malunction, breakdown or disruption occurs or any other act of God;
failure, malfunction or breakdown of, or disruption to, the operation of any blockchain, any blockchain-based software systems or any blockchain technology in connection with the operations of the Governance Token Issuer, the Lockdrop Contract/Lockdrop mechanisms, the Project Group, the Project, the Bastion Protocol Platform, the Tokens, the Designated Address, the Receiving Address, the Acquirer Digital Wallet, or which the Token Issuance relies on, due to occurrences of hacks, mining attacks (including but not limited to double-spend attacks, majority mining power attacks and “selfish-mining” attacks), cyber-attacks, distributed denials of service, errors, vulnerabilities, defects, flaws and programming of source code or otherwise, regardless of when such failure, malunction, breakdown or disruption occurs;
any virus, error, bug, flaw, defect or otherwise adversely affecting the operation, functionality, usage, storage, transmission mechanisms, transferability or tradeability (after Tokens have been made available for trading on a cryptocurrency exchange (if applicable)) and other material characteristics of Tokens;
decreases or potential volatility in traded prices or trading volume of Tokens (after Tokens have been made available for trading on a cryptocurrency exchange (if applicable));
vulnerabilities in any smart contracts associated with Token Issuance; before, during and after the Governance Token Issuance;
failure or unfitness of Tokens for any specific purpose;
the manner of utilisation of the proceeds received by the Governance Token Issuer from the Token Issuance;
failure to disclose information relating to the progress of the Token Issuance;
loss of possession of the credentials for accessing, or loss or destruction of the private keys of, the Digital Wallet which has been elected by You for receipt of Governance Tokens in any manner and to any extent;
failure or delay in the availability of Tokens for trading on a cryptocurrency exchange (if applicable);
any rejection of trading of Tokens by a cryptocurrency exchange (if applicable);
any prohibition, restriction or regulation by any government or regulatory authority in any jurisdiction of the operation, functionality, usage, storage, transmission mechanisms, transferability or tradeability (after Tokens have been made available for trading on a cryptocurrency exchange (if applicable)) and other material characteristics of Tokens;
any risks associated with the Whitepaper (if any), the Channels, the Governance Token Issuer, the Lockdrop Contract/Lockdrop mechanisms the Project Group, the Project, the Bastion Protocol Platform, the Token Issuance, your acquisition of Tokens, the Designated Address, the Receiving Address and the Digital Wallet elected by You for receipt of Governance Tokens, including but not limited to the risks set out in Annex 3 hereto; and
all other risks, direct, indirect or ancillary, whether in relation to the Whitepaper (if any), the Channels, the Governance Token Issuer, the Lockdrop Contract/Lockdrop mechanisms, the Project Group, the Project, the Bastion Protocol Platform, the Token Issuance, your acquisition of Tokens, the Designated Address, the Receiving Address and the aforementioned elected Digital Wallet which are not specifically or explicitly contained in or stated in this Agreement or set out in Annex 3 hereto.
9.2 In the event of any loss, hack or theft of cryptocurrencies from the Designated Address, the Receiving Address or the aforementioned Digital Wallet elected by You, You acknowledge and confirm that You shall have no right(s), claim(s) or causes of action in any way whatsoever against the Governance Token Issuer.

LIMITATION OF LIABILITY AND INDEMNIFICATION

10.1 To the maximum extent permitted by the applicable laws, regulations and rules:
the Governance Token Issuer and Indemnified Persons shall 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 the acquisition of, use, receipt or holding of Tokens by You;
the aggregated liability, if any, of the Governance Token Issuer, in tort, contract or otherwise, arising out of or in connection with the acquisition of, use, receipt or holding of Tokens by You shall be limited to the amount of Accepted Digital Currency transferred by You as a deposit into the Lockdrop Contract for your intended acquisition hereunder; and
You hereby agree to waive all rights to assert any claims under the applicable laws, regulations and rules and You may make claims based only on this Agreement.
10.2 To the maximum extent permitted by the applicable laws, regulations and rules, You shall indemnify, defend, and hold the Governance Token Issuer and/or Indemnified Persons harmless from and against any and all claims, damages, losses, suits, actions, demands, proceedings, expenses, and/or liabilities (including but not limited to reasonable legal fees incurred and/or those necessary to successfully establish the right to indemnification) filed/incurred by You or any third party against any of the Governance Token Issuer or the Indemnified Persons arising out of a breach of any warranty, representation, or obligation hereunder.

NO ASSIGNMENT

Subject to this Agreement, only You and no other person shall have the right to any claim against the Governance Token Issuer in connection with your acquisition hereunder. You shall not assign, trade or transfer, or attempt to assign, trade or transfer, your right to any such claim. Any such assignment or transfer shall not impose any obligation or liability of the Governance Token Issuer to the assignee or transferee.

INTELLECTUAL PROPERTY RIGHTS

12.1 This Agreement shall not entitle You to any intellectual property rights, including the rights in relation to the use, for any purpose, of any information, image, user interface, logos, trademarks, trade names, Internet domain names or copyright in connection with the Whitepaper, the Channels, the Governance Token Issuer, the Project Group, the Project, the Token Issuance, the Tokens, your acquisition of Tokens and the Bastion Protocol Platform.
12.2 There are no implied licenses under this Agreement, and any rights not expressly granted to You hereunder are reserved by the Governance Token Issuer.

SURVIVING TERMS

Notwithstanding the expiry of the Issuance Period, any delivery of Tokens to You or any abortion of the Token Issuance pursuant to this Agreement, Paragraph 8 to 16 and 18 to 22, and the Annexes hereto and any other provision which shall normally survive shall survive and shall remain valid and in full force and effect.

NO WAIVER

Any failure of the Governance Token Issuer to enforce this Agreement or to assert any right(s), claim(s) or causes of action against You under this Agreement shall not be construed as a waiver of the right of the Governance Token Issuer to enforce any right(s), claim(s) or causes of action against You.

ENTIRE AGREEMENT

15.1 This Agreement contains the entire agreement and the understanding between the Parties and supersedes all prior agreements, understandings or arrangements (both oral and written) in relation to the Token Issuance and your acquisition of Tokens.
15.2 In the event that the Governance Token Issuer discovers that You, in your participation in the Token Issuance, have engaged in unfair, excessive or abusive usage or conduct, the Governance Token Issuer reserves the right to take such actions as may be necessary, to the fullest extent possible under law, to protect the Governance Token Issuer from losses, damages, harm or degradation of any form and manner.

TAXES

16.1 The Accepted Digital Currency that You transfer into the Lockdrop Contract for your acquisition of Tokens shall be exclusive of all taxes that are applicable to your acquisition of, receipt and holding of Tokens in any jurisdiction (“Payable Tax”).
16.2 You shall be responsible for determining any Payable Tax and declaring, withholding, collecting, reporting and remitting the correct amount of Payable Tax to the appropriate authorities.

NOTICES

17.1 Any notice or other communication to be given under this Agreement shall be in writing, and shall be deemed to have been duly served on, given to or made in relation to a Party if it is:
left at the address of that Party or posted by prepaid airmail/first-class/registered post addressed to that Party at such address, in which case such notice shall be deemed to have been delivered and received at the time of delivery; or
transmitted by email or facsimile, in which case such notice shall be deemed to be delivered and received at the time of transmission in legible form.
PROVIDED that where, in the case of delivery by hand, the delivery occurs after 6.00p.m. on a business day or on a day which is not a business day, receipt shall be deemed to occur at 9.00a.m. on the next business day.
17.2 For the purposes of this Agreement, the contact details of the Governance Token Issuer shall be the contact details (including, if applicable, the details of the person for whose attention a notice or communication is to be addressed) as the Token Issuer may announce on the Channels or notify to You in writing from time to time in accordance with the requirements of this Paragraph 17.
17.3 For the purposes of this Agreement, your contact details shall be such contact details as You may notify to the Token Issuer in writing from time to time in accordance with the requirements of this Paragraph 17.

GOVERNING LAW AND JURISDICTION

18.1 This Agreement shall be governed by, and construed in accordance with, the laws of the British Virgin Islands without regard to conflict of law principles and the parties hereto irrevocably submit to the exclusive jurisdiction of the courts of the British Virgin Islands.
18.2 Any dispute arising out of or in connection with this Agreement (“Dispute”), including questions regarding its existence, validity, or termination, shall initially be negotiated between the Parties in good faith a remedy to the specified breach. In the event no amicable negotiation is possible between the contracting parties and the effectiveness of negotiation is in doubt, it is agreed that all claims shall be subject first to mediation under the International Chamber of Commerce ("ICC") Mediation Rules. In the event that neither negotiation in good faith nor remedy is able to solve the Dispute, the Dispute will then be referred to and finally resolved by arbitration in London, United Kingdom. The tribunal shall consist of one (1) arbitrator to be nominated by the Governance Token Issuer. The language of the arbitration shall be in English and governed by the laws of the United Kingdom.
18.3 Notwithstanding any Dispute or reference of certain Disputes (or part of certain Disputes) for determination by arbitration pursuant to Paragraph 18.2, the Parties will continue to comply with their respective obligations under this Agreement.

CONTRACTS (RIGHTS OF THIRD PARTIES) ACT

19.1 Save for the Governance Token Issuer’s affiliates who shall have rights to the extent accorded thereto under this Agreement, a person who is not a Party shall not have any rights whatsoever under this Agreement or to enforce this Agreement.

SEVERANCE AND PARTIAL INVALIDITY

20.1 If any of this Agreement is rendered void, illegal or unenforceable by any legislation to which it is subject, it shall be rendered void, illegal or unenforceable to that extent and no further and, for the avoidance of doubt, the rest of this Agreement shall continue to be valid and in full force and effect and shall in no way to be affected, impaired or invalidated, and the Parties here to shall use any commercially reasonable efforts to find and employ and alternative means to achieve the same or substantially the same result as that contemplated by such term, provision, covenant or restriction. It is hereby stipulated and declared to be the intention of the Parties that they would have executed the remaining terms, provisions, covenants and restrictions without including any of such that may be hereafter declared invalid, illegal, void or unenforceable.
20.2 The illegality, invalidity or unenforceability of any provision of this Agreement under the law of any jurisdiction shall not affect its legality, validity or enforceability under the law of any other jurisdiction nor the legality, validity or enforceability of any other provision.

PRIVACY POLICY

Any personal data or information which You provide to us is also subject to our private policy which is incorporated by reference into this Agreement.

SIGNATURE

This Agreement is said to be entered by You when clicking the “I Agree” button on the Designated Web Address and provided that such transfer of such Selected Accepted Digital Currency is validated and verified on the blockchain applicable to such Selected Accepted Digital Currency (with such transfer having the Required Confirmations) as successful and complete.
THIS AGREEMENT HAS BEEN ENTERED INTO BY THE PARTIES ON THE DATE THE SIGNATURE PURSUANT TO PARAGRAPH 22 HAS BEEN SIGNED.
Governance Token Issuer
Bastion Protocol
ACQUIRER
Signed by: You (Acquirer)
Also known as You for the purpose of this Agreement and with reference to Paragraph 22.
ANNEX 1 DETAILS OF TOKEN ISSUANCE VIA LOCKDROP Lockdrop Network : Aurora on Near Total Token Supply to be Issued : 0-8% of the total supply of $BSTN , dependent on the delineated function herein Selected Accepted Digital Currency
: cUSDC / cNEAR / cETH / cUSDT Token to be Acquired : $BSTN Tokens
The Lockdrop mechanism allows You to acquire Governance Tokens by locking your Selected Accepted Digital Currency into the Bastion Lockdrop Contract at the Designated Address (the ‘Lockdrop Contract’). The Selected Accepted Digital Currency can be deposited into the Lockdrop Contract for varying durations of your choice according to the table below; fig.1 ‘Lockdrop Table’ (the ‘Lock Up Duration’). You understand and agree that the entire balance of the Selected Accepted Digital Currency deposited within the Lockdrop Contract will be non-withdrawable during the period selected by You and may be subject to various risks during the Lock Up Duration. The selected Lock Up Duration and the USD value of your total locked Selected Accepted Digital Currency will result in varying pro-rata distributions of the $BSTN Governance Token to You, subject to the applicable multiplier based on the selected tier and the Supply Release Function. (the ‘Pro-rated Distribution’, ‘Pro Rata Distribution’ or ‘Adjusted Pro Rata Basis’)
All Lock Up Durations will commence on the day of the 24th of March, 2022 with their respective Lock Up Duration lapses and subsequent enabled withdrawability delineated below.
Tier Lock Up Duration (Months) Multiplier Lock Up Duration Lapse Day (Enabled WIthdrawability) 1 1 1x April 24th, 2022 2 3 3x June 24th, 2022 3 6 6x September 24th, 2022 4 9 9x December 24th, 2022 5 12 12x March 24th, 2023
fig 1. Lockdrop Table
The Pro Rata Distribution to You shall be determined pursuant to a linear function contingent on the total cumulative market value of assets within the Lockdrop Contract at the end of the Lockdrop period (“Total Deposited Value”). At a cumulative market value of zero (0) dollars locked in the Lockdrop Contract at the end of the Lockdrop period, zero (0) percent of total supply shall be distributed, linearly increasing to a maximum of eight (8) percent of the total supply of $BSTN Governance Tokens at a Total Deposited Value of $60MM+. For a visual representation of the Supply Release Schedule, see fig.2 ‘Supply Release Function’. The total supply released in accordance with the delineated function shall adjust the appropriate Pro-Rated Distribution of tokens to You.
fig 2. Supply Release Function
Following the lapse of the selected Lock Up Duration, 100% of funds deposited shall be returned to You in addition to any interest accrued, if any, and your Pro Rata Distribution of the $BSTN Governance Token.
$BSTN tokens shall be distributed in accordance with the preceding mechanisms and the Adjusted Pro Rata Basis at the discretion of the Governance Token Issuer after a minimum period of seven (7) days following the lapse of the Issuance Period.
ANNEX 2 DEFINITIONS
  • In this Agreement, the following words and expressions shall, where not inconsistent with the context, have the following meaning respectively:
“Accepted Digital Currency” means cUSDC, cNEAR, cETH or cUSDT that the Governance Token Issuer shall in Governance Token Issuer’s absolute discretion decide to accept as, and make available as an option to the acquirer for selection for, acquisition of Governance Tokens during the Token Issuance.
“Acquirer Digital Wallet” means a digital wallet owned and controlled by You on a blockchain compatible with (a) any of the Accepted Digital Currencies and (b) the Tokens, as provided by You to the Governance Token Issuer.
“Applicable Exchange Rate” means such (a) Accepted Digital Currency to USD, or (b) USD to USDC exchange rate as may be published from time to time on the Designated Web Address.
“Approvals” has the same meaning ascribed to it in Paragraph 8.1(o).
“Bastion Protocol Platform” means the platform associated with the Project to be deployed on the Near Network.
“Centralized Exchange” means any centralized web and API platform which provides services to allow users of the platform to convert certain cryptocurrencies, cryptographic tokens and blockchain assets.
“cETH” means collateral Ethereum, a cryptographic token in respect of which token contract address is 0x4E8fE8fd314cFC09BDb0942c5adCC37431abDCD0 on Aurora, a smart contract on the Near blockchain.
“cNEAR” means collateral NEAR, a cryptographic token in respect of which token contract address is 0x8C14ea853321028a7bb5E4FB0d0147F183d3B677 on Aurora, a smart contract on the Near blockchain.
“cUSDC” means collateral USDC, a cryptographic token in respect of which token contract address is 0xe5308dc623101508952948b141fD9eaBd3337D99 on Aurora, a smart contract on the Near blockchain.
“cUSDT” means collateral USDT, a cryptographic token in respect of which token contract address is 0x845E15A441CFC1871B7AC610b0E922019BaD9826 on Aurora, a smart contract on the Near blockchain.
“Channels” has the meaning ascribed to it in Paragraph 1.4 (a).
“Close associate” in relation to a senior foreign political figure means a person who is widely and publicly known to maintain an unusually close relationship with such foreign political figures, and includes a person who is in a position to conduct substantial domestic and international financial transactions on behalf of such senior foreign political figure.
“Commencement Time” has the meaning ascribed to it in Paragraph 3.1(a).
“Confirmed acquisition” has the meaning ascribed to it in Paragraph 4.2.
“Designated Address” means the blockchain address or addresses whose details are provided to You to the Governance Token Issuer at the Designated Web Address for your deposit of Selected Accepted Digital Currency and subsequent acquisition of Tokens in accordance with the terms herein.
“Designated Web Address” means website link or such unique web address notified to You by the Governance Token Issuer via announcement prior to the Public Issuance.
“Dispute” has the meaning ascribed to it in Paragraph 18.2.
“Disqualified Persons” has the meaning ascribed to it in Paragraph 2.2.
“Double Spend” means to undertake, or attempt to undertake, two (2) or more different transactions on a blockchain or cryptocurrency network and spend the same account balance on each of the transactions.
“ERC-20” means the ERC-20 token standard associated with the Ethereum blockchain.
“ETH” means Ethereum, a cryptographic token in respect of which token contract address is 0xC9BdeEd33CD01541e1eeD10f90519d2C06Fe3feB on the Near Blockchain and 0xC02aaA39b223FE8D0A0e5C4F27eAD9083C756Cc2 on the Ethereum blockchain.
“Excluded Jurisdiction” means any of the following: the People’s Republic of China, the United States of America, New Zealand, a jurisdiction identified by the Financial Action Task Force (FATF) for strategic anti-money laundering / counter-financing of terrorism deficiencies and included in FATF’s listing of “High-risk and Other Monitored Jurisdictions” accessible at < https://www.fatf-gafi.org/publications/high-risk-and-other-monitored-jurisdictions>, a jurisdiction (including but not limited to the Sanctioned Countries) in which the Token Issuance is prohibited, restricted or unauthorized in any form or manner whether in full or in part under the laws, regulatory requirements or rules in such jurisdiction.
“Foreign Bank” means a non-United Kingdom banking institution.
“Governance Token Issuer” means Agamodo Inc., a company limited by shares incorporated in the British Virgin Islands.
“Immediate Family” in relation to a senior foreign political figure includes such figures' parents, siblings, spouse, children and in-laws.
“Indemnified Persons” means the Governance Token Issuer and its related companies, affiliates, directors, officers, employees, agents, successors, and permitted assignees.
“Issuance Expiry Time” has the meaning ascribed to it in Paragraph 3.1(b).
“Issuance Period” has the meaning ascribed to it in Paragraph 3.1.
“Lockdrop” means an innovative initial token distribution mechanism, allowing users to acquire tokens by locking up capital into the protocol.
“Lockdrop Contract” means the Governance Token Issuer designated contract address to which users are to deposit their Selected Accepted Digital Currency in attempted acquisitions of Tokens.
“NEAR” means Near, a cryptographic token in respect of which token contract address is 0xC42C30aC6Cc15faC9bD938618BcaA1a1FaE8501d on the Near blockchain.
“OFAC” means the United States Office of Foreign Assets Control of the United States Department of the Treasury.
“Payable Tax” has the meaning ascribed to it in Paragraph 16.1.
“Project” means the Bastion Protocol project.
“Project Group” means the Governance Token Issuer and its affiliate.
“Receiving Address” means the Designated Address(es) or address(es) on the relevant blockchain as the Governance Token Issuer or You may transfer deposits/proceeds pursuant to this Token Issuance to.
“Required Confirmations” in relation to a transfer of digital assets (including Accepted Digital Currency) to a blockchain address, such transfer having such confirmations on such blockchain that such transfer is effectively immutable.
“Sanctions” has the meaning ascribed to it in Paragraph 8.1 (q)(i).
“Sanctioned Countries” has the meaning ascribed to it in Paragraph 8.1 (q)(ii).
“Selected Accepted Digital Currency” has the meaning ascribed to it in Paragraph 4.3.
“Senior Foreign Political Figure” means a senior official in the executive, legislative, administrative, military or judicial branch of a government (whether elected or not), a senior official of a major political party, or a senior executive of a foreign government-owned corporation. It includes any corporation, business or other entity that has been formed by, or for the benefit of, a senior foreign political figure.
“Token Issuance” means the Issuance of Tokens to You in accordance with this Agreement.
“Tokens” means the Bastion Protocol Governance Tokens (BSTN), which is the cryptographic token native to the Project to be sold by the Governance Token Issuer pursuant to the Token Issuance, and “Token” shall be construed accordingly.
“Transfer Period” means the period of twenty four (24) hours commencing from such time that You click “I Agree” on the Designated Web Address to confirm your acceptance of this Agreement.
“USD” or “US$” means United States Dollars, the lawful currency of the United States of America for the time being.
“USDC” means USD Coin, a ERC-20 compliant cryptographic token in respect of which token contract address is 0xB12BFcA5A55806AaF64E99521918A4bf0fC40802 on the Near blockchain and 0xa0b86991c6218b36c1d19d4a2e9eb0ce3606eb48 on the Ethereum blockchain.
“USDT” means USD Tether, a ERC-20 compliant cryptographic token in respect of which token contract address is 0x4988a896b1227218e4A686fdE5EabdcAbd91571f on the Near blockchain and 0xdAC17F958D2ee523a2206206994597C13D831ec7 on the Ethereum blockchain.
“Website” means https://www.bastionprotocol.com/.
“Whitepaper” means the whitepaper where all the information about Bastion Protocol is stored and a documentation that covers the purpose and technology behind it and in this instance is currently unavailable (6nd March 2022).
  1. 1.
    In this Agreement, a reference to:
(a) the Governance Token Issuer includes its duly authorised agents and/or delegates;
(b) a person includes a reference to any individual, body corporate, unincorporated association or partnership;
(c) an agreement or other document is a reference to that agreement or document as from time to time supplemented or amended;
(d) the masculine gender includes the feminine and neuter genders and vice versa;
(e) the singular includes the plural and vice versa; and
(f) any law or regulation is a reference to that law or regulation as amended from time to time and, where the same has been repealed, to any re-enactment or replacement of the same.
ANNEX 3 RISK FACTORS You should carefully consider and evaluate each of the following risk factors and all other information contained in this Agreement before deciding to participate in the Token Issuance. To the best of the Governance Token Issuer’s knowledge and belief, all risk factors which are material to You in making an informed judgement to participate in the Token Issuance have been set out below. If any of the following considerations, uncertainties or material risks develop into actual events, the business, financial position and/or results of operations of the Governance Token Issuer or the Project Group and the development, maintenance and level of usage of the Bastion Protocol Platform could be materially and adversely affected.
(1) RISKS RELATING TO PARTICIPATION IN THE TOKEN ISSUANCE
This Agreement may not be transferred without the consent of the Governance Token Issuer
This Agreement provides that You may not transfer or assign this Agreement without the consent of the Governance Token Issuer.
The tax treatment of this Agreement, the acquisition rights contained herein, and the Token Issuance is uncertain and there may be adverse tax consequences for You upon certain future events.
The tax characterization of this Agreement and the Tokens are uncertain, and You must seek your own tax advice in connection with an acquisition of Tokens. An acquisition of Tokens pursuant to this Agreement may result in adverse tax consequences to You, including withholding taxes, income taxes, and tax reporting requirements. You should consult with and must rely upon the advice of your own professional tax advisors with respect to the tax treatment of an acquisition of Tokens pursuant to this Agreement.
Token transactions may be irreversible and, accordingly, losses due to fraudulent or accidental transactions; or malfunctioning of the Token or unintended function may not be recoverable.
Transactions in the Tokens may be irreversible and, accordingly, an acquirer of the Tokens may lose all the Tokens in a variety of circumstances, including in connection with fraudulent or accidental transactions, technology failures or cyber-security breaches. If applicable, real-time settlement would further increase the risk that correction of trading errors may be impossible and losses due to fraudulent or accidental transactions may not be recoverable.
Additionally, the Tokens and any network with which the Tokens are interacting may malfunction or function in an unexpected or unintended manner. This may be caused by a Token itself, such networks or a number of other causes, some of which are foreseeable. Any malfunction or unintended function could also result in the complete loss of the Tokens.
Because there is a lack of a central regulatory authority and structure and due to the global nature of digital assets and blockchain technologies. You may have limited or no legal remedies or recourse against the Project Group, the Governance Token Issuer, other users, holders, acquirers or sellers of the Tokens, and any other person or entity that may interfere with the Tokens or your digital wallet.
There is no assurance of any success of the Project and the Bastion Protocol Platform.
The Project and Bastion Protocol Platform has not been fully developed, finalized, and integrated and is subject to further changes, updates, and adjustments prior to its launch. Such changes may result in unexpected and unforeseen effects on its projected appeal to users, and hence impact its success.
Alternative interoperable solutions may be established that compete with or are more widely used than the Bastion Protocol Platform.
It is possible that alternative technology solutions could be established that attempt to facilitate services that are materially similar to the services offered on the Bastion Protocol Platform, and the Project may compete with these alternative platforms.
The cryptocurrencies deposited pursuant to the Token Issuance are exposed to risks of theft.
The Governance Token Issuer will make every effort to ensure that the cryptocurrencies received from the Token Issuance will be securely held at such Receiving Address(es). Further, upon receipt of the cryptocurrencies, the Governance Token Issuer will make every effort to ensure that the cryptocurrencies received will be securely held through the implementation of security measures. Notwithstanding such security measures, there is no assurance that there will be no theft of the cryptocurrencies as a result of hacks, mining attacks (including but not limited to double-spend attacks, majority mining power attacks, “selfish-mining” attacks and race condition attacks), sophisticated cyber-attacks, as well as other new forms of attack that may be created, distributed denials of service or errors, vulnerabilities or defects on the Receiving Addresses, the Bitcoin blockchain, Ethereum blockchain, or any other blockchain or otherwise. Such events may include, for example, flaws in programming or source code leading to exploitation or abuse thereof. Mining attacks may also target other blockchain networks with which the Tokens interact, which may consequently significantly impact the Tokens.
In such event, even if the Token Issuance is completed, the Governance Token Issuer may not be able to receive the cryptocurrencies raised and the Governance Token Issuer may not be able to utilize such funds for the development of the Bastion Protocol Platform, and the launch of the Bastion Protocol Platform might be temporarily or permanently curtailed and You may be rendered unable to access withdrawals of all or any deposits into the Lockdrop Contract.
The Tokens, as a store of value, are not like bank accounts or other similar accounts and are entirely uninsured, unless You specifically obtain private insurance to insure them. Any value they may hold at any time may decrease or be limited in the future. In the event of any loss or loss of value of the Tokens, You may have no recourse.
If Bastion Protocol Platform’s security is compromised or if they are subjected to attacks that frustrate or thwart users’ ability to access Bastion Protocol Platform and its products and services, users may cut back on or stop using Bastion Protocol Platform altogether, which could seriously curtail the utility of the Governance Tokens.
The Project and Bastion Protocol Platform is still in an early development stage and are unproven, and there can be no assurances that Bastion Protocol Platform and the creating, transfer or storage of the Tokens will be uninterrupted or fully secure which may result in a complete loss to users’ Tokens or an unwillingness of users to access, adopt and utilise the Bastion Protocol Platform. Further, the Project’s reserve system may also be the target of malicious attacks seeking to identify and exploit weaknesses in the software or Bastion Protocol Platform which may result in the loss or theft of Tokens. For example, if the Tokens and the respective underlying protocols and Bastion Protocol Platform are subject to unknown and known security attacks (such as malware attacks, denial of service attacks, consensus-based attacks, Sybil attacks, smurfing, spoofing, social engineering, phishing emails, man-in-the-middle, phone hijacking, double-spend attacks, 51% attacks, ransomware, consensus-based or other malicious attacks), this may materially and adversely affect the Project and the Bastion Protocol Platform.
The further development and acceptance of blockchain networks and blockchain-based tokens, including Bastion Protocol Platform and the Tokens, which are part of a new and rapidly changing industry, are subject to a variety of factors that are difficult to evaluate. The slowing or stopping of the development or acceptance of blockchain networks and blockchain assets would have a material adverse effect on the successful development and adoption of Bastion Protocol Platform.
The growth of the blockchain industry in general, as well as the blockchain networks with which Bastion Protocol Platform will rely and interact, is subject to a high degree of uncertainty. The factors affecting the further development of the cryptocurrency industry, as well as blockchain networks, include, without limitation: · worldwide growth in the adoption and use of Bitcoin and other blockchain technologies; · government and quasi-government regulation of Bitcoin and other blockchain assets and their use, or restrictions on or regulation of access to and operation of blockchain networks or similar systems; · the maintenance and development of the open-source software protocol of blockchain networks; · changes in consumer demographics and public tastes and preferences; · general economic conditions and the regulatory environment relating to cryptocurrencies; or · a decline in the popularity or acceptance of Bitcoin or other blockchain-based tokens.
There may be weaknesses, vulnerabilities or bugs in the protocols, systems, and smart contracts in connection with the Token Issuance, Lockdrop mechanisms and / or Bastion Protocol Platform.
The Project Group will make reasonable efforts to ensure that the protocols, systems, and smart contracts in connection with the Token Issuance and / or the Project are audited, tested, and approved by technical experts.
However, we may rely on technology, including smart contracts, to implement certain restrictions on transferability in accordance with the federal securities law of the United States of America. Smart contract technology is still in its early stage of development and there can be no assurance that such technology will function properly. Its application of experimental nature carries significant operation, technological, financial, regulatory, financial and reputational risks, there are inherent risks that such protocols, systems, and / or smart contracts could contain weaknesses, vulnerabilities, or bugs which could result in technological limitations or transferability and expose the Project Group to legal and regulatory issues. Smart contracts may not be fit for the purpose intended by the Project Group and may contain flaws, vulnerabilities or other issues, which may cause technical problems or the complete loss of Tokens.
Acquirers of Tokens should understand and accept that there are no warranties that Tokens are fit for a particular purpose or do not contain any weaknesses, vulnerabilities, or bugs. In the event that any of the aforementioned risks materialises, the business strategies, results of operations and outlook of the Project Group may also be adversely affected.
Acquirers of Tokens should understand and accept that the depositing of funds into the Bastion Protocol Platform carries risk that your digital assets may lose some or all of their value while they are supplied to the Protocol through the Interface, you may suffer loss due to the fluctuation of prices of tokens in a trading pair or liquidity pool, depegging of assets, cascading liquidation events or general liquidation, and experience significant price slippage and cost.
There may be risks relating to acts of God, natural disasters, wars, terrorist attacks, riots, civil commotions widespread communicable diseases and other force majeure events beyond the control of the Project Group.
The Token Issuance and the performance of the activities of the Project Group and / or Bastion Protocol Platform may be interrupted, suspended or delayed due to acts of God, natural disasters, wars, terrorist attacks, riots, civil commotions widespread communicable diseases and other force majeure events beyond the control of the Project Group. Such events could also lead to uncertainty in the economic outlook of global markets and there is no assurance that such markets will not be affected, or that recovery from the global financial crisis would continue. In such events, the business strategies, results of operations and outlook of the Project Group may be materially and adversely affected. Further, if an outbreak of such infectious or communicable diseases occurs in any of the countries in which the Project Group, the developers, data providers and / or data consumers have operations in the future, market sentiment could be adversely affected and this may have a negative impact on Bastion Protocol Platform and the community.
There may be unanticipated risks arising from the Tokens.
Cryptographic tokens such as the Tokens are a relatively new and dynamic technology. In addition to the risks included herein, there are other risks associated with your acquisition, holding and use of the Tokens, including those that the Project Group cannot anticipate. Such risks may further materialise as unanticipated variations or combinations of the risks discussed herein.
(2) RISKS RELATING TO THE RECEIVING ADDRESSES AND WALLETS
The Receiving Addresses may be compromised and the cryptocurrencies may not be able to be disbursed.
The Receiving Addresses are designed to be secure. However, in the event that the Receiving Addresses are, for any reason compromised (including but not limited to scenarios where the private key to such Receiving Addresses is lost, destroyed or otherwise compromised), the funds held by the Receiving Addresses may not be able to be retrieved and disbursed, and may be permanently unrecoverable. In such an event, even if the Token Issuance is successful, the Project Group will not be able to receive funds raised and the Project Group will not be able to utilize such funds for the development of Bastion Protocol Platform, and the implementation of Bastion Protocol Platform may be temporarily or permanently curtailed and you may be rendered unable to withdraw deposits made to the Receiving Addresses.
The loss or compromise of information relating to your acquirer Digital Wallet may affect your access and possession of the Tokens.
Your access to the Tokens (if any) in your Acquirer Digital Wallet depends on among other things, the safeguards to the information to such Acquirer Digital Wallet, including but not limited to the user account information, address, private key, and password. In the event that any of the foregoing is lost or compromised, your access to the Acquirer Digital Wallet may be curtailed and thereby adversely affecting your access and possession to the Tokens, including such Tokens being unrecoverable and permanently lost.
Your elected Digital Wallet to receive Governance Tokens or your elected Digital Wallet service provider may not be technically compatible with the Tokens.
Your elected Digital Wallet to receive Governance Tokens or your Digital Wallet service provider may not be technically compatible with the Tokens which may result in the delivery or claiming of Tokens being unsuccessful or affect your access to such Tokens.
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BASTION PROTOCOL BSTN GOVERNANCE TOKEN ISSUANCE LOCKDROP AGREEMENT (“AGREEMENT”)
ELIGIBILITY TO ACQUIRE TOKENS
Token Issuance via Lockdrop
TOKEN ISSUANCE PERIOD
ACCEPTED DIGITAL CURRENCY(IES), ACQUISITION, AND TRANSFER PROCEDURE
Accepted Digital Currencies for Acquisition and Confirmed Acquisitions
Acquisition Details
Attempts to double spend and acquisitions in violations of laws
RESPONSIBILITY TO ESTABLISH AND MAINTAIN ELECTED ACQUISITION DIGITAL WALLET
CLAIMING OF TOKENS AND RIGHTS OF TOKEN HOLDERS
WITHDRAWALS, CANCELLATIONS, REJECTIONS OF ACQUISITIONS AND TERMINATION OF TOKEN ISSUANCE
REPRESENTATIONS AND WARRANTIES
DISCLAIMERS
LIMITATION OF LIABILITY AND INDEMNIFICATION
NO ASSIGNMENT
INTELLECTUAL PROPERTY RIGHTS
SURVIVING TERMS
NO WAIVER
ENTIRE AGREEMENT
TAXES
NOTICES
GOVERNING LAW AND JURISDICTION
CONTRACTS (RIGHTS OF THIRD PARTIES) ACT
SEVERANCE AND PARTIAL INVALIDITY
PRIVACY POLICY
SIGNATURE