Terms and Conditions
The Terms and Conditions (the “T&C”) apply to the buyer of the QNT Token (hereinafter the “QNT” or the “QNT Token”) and user of the Quant Network platform (the “User”). PLEASE READ THESE TERMS CAREFULLY BEFORE PARTICIPATING TO THE TOKEN SALE. THE T&C AFFECT YOUR OBLIGATIONS AND LEGAL RIGHTS, INCLUDING, BUT NOT LIMITED TO, WAIVERS OF RIGHTS AND LIMITATION OF LIABILITY. IF YOU DO NOT AGREE TO THESE TERMS OF SALE, DO NOT PURCHASE TOKENS.
By purchasing the QNT Token during the token sale (sometimes referred to as the “token generation event” or “TGE” or “crowdsale”) period (hereinafter the “Token Sale”), in the jurisdiction of Switzerland, you will be bound by these T&C, and all terms incorporated by reference. Your purchase of QNT Tokens is subject to these T&C.
- The following T&C constitute the agreement (the “Agreement”) between Quant Network AG (in constitution; hereinafter “Quant Network” or the “Company”), a Swiss Company Limited by Shares incorporated in Zug, and you with respect to the purchase of the QNT Token and the use of the services offered through the Quant Network platform. By using our services, you are agreeing to be bound by the T&C in its latest version. You are aware that Quant Network may change this T&C at any time at it’s sole discretion. Your continued use of the Quant Network Platform or your continued hold of the QNT Tokens, means that you accept any new or modified terms.
- Quant Network empowers applications to function across multiple blockchains. Quant Network securely removes the barriers that prohibit communication across multiple blockchains.
- In particular, Quant Network runs an agnostic platform that connects the world’s networks to current and future blockchains. Quant Network has created an Overledger that sits on top of current and future blockchains providing a meta-gateway to existing networks to connect to blockchain and vice-versa. Through the Overledger, internet gets connected with the Blockchain.
- Quant Network has released a token (QNT), which gives access to the Overledger framework for both developers and Users of the application. The QNT is used also to connect the User to the Quant network.
- For the service mentioned above, Quant Network charges the Users with a fee/generates revenue:
- for each transaction in Quant;
- for creating new RegTech, FinTech products (Quant Software as a Service);
- for creating distributed enterprise products;
- for licensing Quant IP to manufacturers and Internet Providers/Blockchain providers.
- Quant Network does not allow the deposit, withdrawal or direct exchange of assets between Users of the service. Quant Network is not a market-maker. All purchase and disposal of crypto assets by Quant Network take place through its platform.
The QNT Token
- QNT Token functions as a utility token on the Quant Network platform, which will allow Users the access of the Quant Network platform. Through the Token Sale, the Users acquire the rights to use the Quant Network platform.
- QNT Token does not have the legal qualification as a security, since it does not give any rights on dividends or interest. QNT Token does not have the legal qualification as a payment token, since it is not intended to be used as a means of payment to acquire goods or services outside Quant Network’s services, or a means of money or value transfer. QNT Token is final and non-refundable. QNT Token is not a share and does not give any right to participate in the general meetings of the Company. QNT Token cannot have a performance or a particular value outside the Quant Network platform. The purchase and use of QNT Token shall therefore not be done for speculative usage.
- QNT Token can be purchased during the Token Sale directly from the Company or after the Token Sale at the Company.
- Any User purchasing QNT Token expressly acknowledges and represents that she/he has carefully reviewed the T&C and fully understands the risks, costs and benefits associated with the purchase of this token as indicated in the T&C.
- The User undertaking to purchase QNT Token in relation to the Token Sale should ensure that she/he understands and has significant experience of cryptocurrencies, blockchain systems and services, and that she/he fully understands the risks associated with the Token Sale as well as the mechanism related to the use and custody of cryptocurrencies.
- Quant Network shall not be responsible for any loss of QNT Token or situations making it impossible to access to QNT Token, which may result in any actions or omissions of the User or any person undertaking to acquire QNT Token.
Voluntary Know-your customer (KYC)
- There will be a KYC procedure that Users will have to perform within the Quant Network platform in order to contribute to the token sale and to accept that Quant Network can refuse any payment which is not compliant with the internal due diligence.
- Where the User acts on behalf of a group of token buyers then the User assumes full responsibility of identifying and verifying the token buyers in the group, and ensured that none of the byers are sanctioned by any jurisdiction or authority. The User further acknowledges that any politically exposed persons are identified and appropriate due diligence performed. Quant will accept no responsibility in this regard.
- Acquiring and storing QNT Token involves various risks, in particular that Quant Network may not be able to further develop its platform. Therefore, and prior to acquiring QNT Token, any User should carefully consider the risks, costs, and benefits of acquiring QNT Token within the Token Sale, and, if necessary, obtain independent advice in this regard. Any interested person who is not in the position to accept nor to understand the risks associated with the activity Quant Network or any other risks as indicated in the T&C, should not acquire QNT Token, at this stage or later.
- The T&C shall not and cannot be considered as an invitation to enter into an investment. They do not constitute or relate in any way nor should they be considered as an offering of securities in any jurisdiction. The T&C do not include or contain any information or indication that might be considered as a recommendation or that might be used to base any investment decision. This document does not constitute an offer or an invitation to sell shares, securities or rights belonging to Quant Network or any related or associated company. QNT Token will be used as a utility token and is not intended to be used as an investment.
- Any information in the T&C is given for general information purpose only and is relevant to the day it has been written and Quant Network does not provide with any warranty as to the accuracy and completeness of this information now or in the future.
- The offering of QNT Token on a trading platform is done in order to access the Quant Network platform, purchase services related exclusively to the latter and not for speculative purposes.
- Quant Network is an operative entity managing the Quant Network platform. Quant Network is not a financial intermediary according to Swiss Law and is not required to obtain any authorization for Anti Money Laundering purpose.
- Regulatory authorities are carefully scrutinizing businesses and operations associated to cryptocurrencies in the world. In that respect, regulatory measures, investigations or actions may affect Quant Network’s business and even limit or prevent it from developing future operations. Any person undertaking to acquire QNT Token must be aware that the Quant Network business model and the T&C may change or need to be modified because of new regulatory and compliance requirements from any applicable laws in any jurisdictions. In such case, any person undertaking to acquire QNT Token acknowledge and understand that neither Quant Network nor any of its affiliates shall be held liable for any direct or indirect loss or damages caused by such changes.
- Quant Network will do its best to launch all of its operations and further develop the Quant Network platform. Any person undertaking to acquire QNT Token acknowledges and understands that Quant Network platform will function and provide access and services as at the launching of the crowdsale. Depending on further potential developments of the Quant Network platform, other services may be released and offered to the Users.
- Acquiring QNT Token shall not grant any right or influence over Quant Network’s organization and governance to the Users. These tokens will be issued by a technical process referred to as a «Blockchain». This is an open source IT protocol over which the Company has no rights or liability in terms of its development and operation. The token distribution mechanism will be controlled by a Smart Contract; this involves a computer program that can be executed on the Ethereum network or on another blockchain network that is compatible with the Smart Contract programming language. User acknowledge and understand therefore that Quant Network (incl. its bodies and employees) assumes no liability or responsibility for any loss or damage that would result from or relate to the incapacity to use the QNT Token, excepted in case of intentional misconduct or gross negligence.
- QNT Token is based on the Ethereum protocol. Therefore, any malfunction, unplanned function or unexpected operation of the Ethereum protocol may cause the QNT Token network to malfunction or operate in a way that is not expected.
- Employees of Quant Network are allowed to operate with QNT Token at market price if they are not in knowledge of information that may modify the price of the QNT Token.
Representation and Warranties
- By participating in the Token Sale, the User agrees to the T&C and in particular, they represent and warrant that they:
- are authorized and have full power to purchase QNT Token according to the laws that apply in their jurisdiction of domicile;
- are not a S. citizen, resident or entity (a “U.S. Person”) nor are they purchasing QNT Token or signing on behalf of a U.S. Person;
- are not a Chinese resident or entity nor are they purchasing QNT Token or signing on behalf of a Chinese resident;
- are familiar with all related regulations in the specific jurisdiction in which they are based and that purchasing cryptographic tokens in that jurisdiction is not prohibited, restricted or subject to additional conditions of any kind;
- are not acting for the purpose of speculative investment;
- live in a jurisdiction which allows Quant Network to sell the QNT Token through a crowdsale without requiring any local authorization;
- does not lives in a jurisdiction which is qualifying token issued through a crowd sale as securities;
- will not use the Token Sale for any illegal activity, including but not limited to money laundering and the financing of terrorism;
- will ensure all buyers in a group are identified and verified and ensure none of the byers are sanctioned by any jurisdiction or authority, and that any politically exposed persons are identified and appropriate due diligence performed;
- are solely responsible for determining whether the acquisition of QNT Token is appropriate for them;
- are acquiring QNT Token exclusively for use of the Quant Network platform;
- understand the risks associated with the Token Sale (incl. the risks related to the non-development of Quant Network platform and operations) and
- understand the use of cryptocurrencies and its associated risks.
- in the case of a legal entity buyer have disclosed all beneficial owners who ultimately control the legal entity that hold at least 25 per cent of the capital or voting rights in the legal entity or otherwise control it.
- acknowledges and accepts that the QNT Token crowdsale is taking place within a Swiss legal environment that is still under development.
Intellectual Property Rights
- To the extent that copyright trademark or any other intellectual property rights exist in the Quant Network platform, such as software, know-how, analysis or programs, those existing and future copyrights and other intellectual and industrial rights (hereinafter “IP rights’) belong solely to Quant Network and its affiliated companies and you as a buyer do not and will not have any related rights in such IP Rights.
Limitation of Liability
- Quant Network, as well as its officers, directors, agents, joint ventures, employees, suppliers and advisors and anyone on its behalf, assumes no liability or responsibility for any loss raised from the Token sale, arising out of or related to the use of the Quant Network platform or any technical, interruption or malfunction of the Quant Network platform.
- The limitation of liability set out above shall not be applicable in the event that Quant Network, or a Quant Network-employee, has caused the damage by intentional misconduct or by gross negligence.
- If any of the provisions of the T&C or of the Agreement are deemed to be invalid, void or unenforceable, the remaining provisions shall continue in full force and effect.
Applicable Law and Jurisdiction
- The T&C are subject to and governed by Swiss Law to the exclusion of Swiss International Private Law and any International Treaties. Any User and Quant Network agree to seek an amicable settlement prior to bringing any legal action All disputes arising from or under these T&C shall be resolved by arbitration in accordance with the Swiss Rules of International Arbitration of the Swiss Chambers of Commerce in force on the date when the Notice of Arbitration is submitted in accordance with these Rules. The arbitration panel shall consist of one arbitrator only. The seat of the arbitration shall be Zug, Switzerland. The arbitral proceedings shall be conducted in English.