DIGITAL HUMANITY TERMS OF SALE

16 JULY 2018

PLEASE READ THESE TERMS OF SALE CAREFULLY BEFORE PURCHASING TOKENS ISSUED BY DIGITAL HUMANITY, AS THEY AFFECT YOUR OBLIGATIONS AND LEGAL RIGHTS INCLUDING BUT NOT LIMITED TO, WAIVERS OF RIGHTS AND LIMITATION OF LIABILITY. YOU WILL NOT BE ABLE TO PROCEED TO PURCHASE TOKENS WITHOUT AGREEING TO BE BOUND BY THESE TERMS

Your purchase of DIGITAL HUMANITY Tokens (“DHT Tokens” or “Tokens”) from Digital Humanity inc. is a company registered in Ontario, Canada, registration number: 002609786 (“Digital Humanity”) is subject to these Terms of Sale (“Terms”). Each of you and Digital Humanity are a “Party,” and together are the “Parties.” These Terms take effect in the public sale when you click an “I Accept” button or check box presented with these Terms and in respect of DHT Tokens purchased under a simple agreement for future tokens (“SAFT“) when you execute a SAFT (as appropriate, the “Effective Date“).

• 1. GENERAL
  • 1.1 Terms: You hereby acknowledge and undertake that you will adhere to all rules and regulations as promulgated by Digital Humanity in respect of your purchase of and utilization of Tokens, including the Policies as defined in Clause 14. You hereby acknowledge that you have read and fully understand the Digital Humanity Whitepaper (Version 1/2018), and the Token Sale Offering Memorandum dated on or about 16 July 2018 (and as applicable, your SAFT) (collectively, the “Token Documentation”) and hereby undertake to read any updates thereto that Digital Humanity will make available from time to time, either directly by email to you or made available to you on any public forum organised by Digital Humanity for the dissemination of information relating to Digital Humanity and/or the Tokens. You hereby acknowledge and agree that you fully understand and agree to these Terms and the Token Documentation, and acknowledge that you have been given sufficient opportunity to discuss these Terms and the Token Documentation with Digital Humanity and with your independent legal and financial advisors.
  • 1.2 Support: You acknowledge and agree that Digital Humanity and/or its delegate will provide webbased support only, including email, web forums, and knowledge-based support, in connection with the utilisation of the Tokens.
  • 1.3 Third Party Content: Third Party Content may be made available directly to you by other companies or individuals under separate terms and conditions, including separate fees and charges. Because Digital Humanity may not have tested or screened the Third Party Content, and expressly provides no warranties or representations in respect of any Third Party Content, your use of any Third Party Content is at your sole risk. Digital Humanity does not accept liability for any fees incurred or damages caused by your use of any Third Party Content. Digital Humanity does not guarantee the availability of any Third Party Content for any purpose. Digital Humanity does not guarantee the accuracy or precision of any information provided to us by any third party, including, without limitation, network information, pricing information or other statistical data. Digital Humanity may change, discontinue, or deprecate any of the Third Party Content.
  • 1.4 Token Use; No Security; No Equity: Ownership of the Tokens carries no right, express or implied, other than to enable usage of and interaction with the Digital Humanity Platform, if successfully completed and deployed. In particular, you understand and accept Tokens do not represent or confer any ownership right or stake, share, equity or security or equivalent rights, or any right to receive future revenue shares, intellectual property rights or any other form of ownership participation in or relating to the Digital Humanity Platform, and/or Digital Humanity and its corporate affiliates, other than personal rights relating to use of the Digital Humanity Platform, subject to limitations and conditions in these Terms and applicable Policies. DHT Tokens are not intended to be a digital currency, security, commodity or any other kind of financial instrument.
• 2. OFFERING
  • 2.1 Purchase: You agree to purchase, and Digital Humanity agrees to sell, on the terms set forth herein, the DHT Tokens. Your purchase is final. Any refunds will be solely at the discretion of Digital Humanity. DHT Tokens may be purchased from the Distribution Smart Contract using ether (“ETH”). Pricing will be as set out in the Token Sale Offering Memorandum. Digital Humanity may in its absolute discretion offer discounts in pricing to (a) one or more private sale purchasers pursuant to a SAFT and/or (b) one or more public sale purchasers as further set out in the Token Sale Offering Memorandum.
  • 2.2 Delivery Date: The Distribution Smart Contract will make available to you the Resulting Distribution upon both of the following having occurred: (a) having received full payment for the DHT Tokens in ETH and (b) having verified identification pursuant to the relevant blockchain registry.
  • 2.3 Delivery Method: You shall purchase DHT Tokens with ETH. Once the ETH is received from you the Distribution Smart Contract will make available the appropriate amount of DHT Tokens on the provided ETH address or the ETH address from which your ether was sent.
  • 2.4 Third Party: If you purchase DHT Tokens using a third party, that third party is your agent, not the agent of Digital Humanity, for any purpose, including but not limited to the purpose of the payment of ETH. You, not Digital Humanity, are responsible for ensuring that Digital Humanity actually receives the appropriate amount of ETH. Digital Humanity is not responsible for any loss of funds due in any part to the use of a third party to send or receive ETH.
  • 2.5 Restrictions: Citizens and residents (whether a natural or legal person) of:
    (a) the United States of America (including the Commonwealth of Puerto Rico, the United States Virgin Islands and other possessions of the United States of America),
    (b) the Republic of Singapore,
    (c) the Hong Kong Special Administrative Region of the People’s Republic of China;
    (d) the People’s Republic of China, and
    (e) any other jurisdiction designated by Digital Humanity from time to time, are prohibited from purchasing DHT Tokens. Digital Humanity reserves the right to refuse sale of DHT Tokens to anyone who is, in the absolute discretion, ineligible to apply to purchase DHT Tokens.
  • 2.6 Creation: Digital Humanity reserves the right to mint and distribute, on terms and in the manner determined in its absolute discretion, an unlimited number of DHT Tokens.
• 3. SECURITY AND DATA PRIVACY
  • 3.1 Your Security: You will implement reasonable and appropriate measures designed to secure access to (i) any device associated with the email address associated with your account, and (ii) private keys required to access any relevant Ethereum address or your DHT Tokens. In the event that you are no longer in possession of any private key or device associated with your provided Ethereum address, you understand you may never be able to access your DHT Tokens.
  • 3.2 Additional Information: You will provide to us, immediately upon our notice of request, from time to time, information and documentation that we, in our sole discretion, deem to be required to maintain compliance with any international, federal, state or local law, regulation or policy. Such documents include, but are not limited to, passports, driver’s licenses, utility bills, photographs of you, government identification cards, letters of reference from trusted professionals, or sworn statements. Should you fail to provide us with such information or documentation you acknowledged that we shall be entitled to take such action as we determine is reasonable for us to comply with applicable laws, including, without limitation, refusing to deliver Tokens or restrict access to the Platform. You acknowledge and consent to us disclosing such information or documentation to the extent we determine advisable or necessary to comply with applicable law, regulation or policy.
  • 3.3 Privacy Policy and Data Protection: We shall adhere to the “DIGITAL HUMANITY” Privacy Policy” in form as appended or uploaded to the Digital Humanity Site from time to time.
  • 3.4 Your Information: We may use aggregate statistical information about your activity, including, without limitation, your activity on the Digital Humanity Site and logins to various websites, for marketing or any other purpose in our sole discretion. However, we will not release your personally-identifying information to any third party without your consent, except as set forth herein or in any Policy.
• 4. YOUR RESPONSIBILITIES
  • 4.1 Security and Backup: You are responsible for properly configuring any software in connection with your access to, storage or use of the DHT Tokens.
  • 4.2 End User Violations: You will be deemed to have taken any action that you permit, assist or facilitate any person or entity to take related to these Terms. You are responsible for End Users’ purchase and use of DHT Tokens. You will ensure that all End Users comply with your obligations under these Terms and that the terms of your agreement with each End User are consistent with these Terms.
  • 4.3 End User Support: You are responsible for providing customer service (if any) to End Users. We do not provide any support or services to End Users unless we have a separate agreement with you or an End User obligating us to provide support or services.
• 5. TAXES
  • You are responsible for complying with all applicable law regarding the payment of taxes (and any reporting) related to the purchase, transfer, sale, assignment, utilization, import and export of DHT Tokens. Digital Humanity is not responsible for your compliance with tax law. You agree that for all purposes the DHT Tokens are deemed to be delivered, upon their distribution by Digital Humanity, in the Cayman Islands.
• 6. TERM; TERMINATION
  • 6.1. Term: The term of these Terms will commence on the Effective Date and will continue until terminated in accordance with these Terms.
  • 6.2 Termination: These Terms will terminate automatically upon earlier of: the delivery of substantially all of your Resulting Distribution or after five (5) days of the successful completion of all milestones for the development of the Platform, as noted in the Digital Humanity Whitepaper from time to time. We may terminate these Terms in our sole discretion if you breach any term or Policy.
  • 6.3 Effect of Termination: Upon any termination of these Terms: (a) all your rights under these Terms immediately terminate; (b) you are not entitled to a refund of any amount paid; (c) you will immediately return or, if instructed by us, destroy all Digital Humanity Content in your possession; and (d) Clauses 3.2, (Additional Information), 3.3 (Privacy and Data Protection), 4.1 Security and Backup), 5 (Taxes), 6.3 (Effect of Termination), 7 (Proprietary Rights), 8 (Additional Representations and Warranties), 9 (Indemnification), 10 (Risk and Disclaimers), 11 (Limitations of Liability), 12 (Modifications to the Agreement), 13 (Miscellaneous) and 14 (Definitions), will continue to apply in accordance with their terms. We will not be liable for any special, incidental or consequential damages you sustain, including, without limitation, any special, incidental or consequential damages due to any loss of credentials, login information or private keys for any website or software or your inability to access any website or account.
• 7. PROPRIETARY RIGHTS
  • 7.1 Suggestions: If you provide any Suggestions to us or our affiliates, we will own all right, title, and interest in and to the Suggestions, even if you have designated the Suggestions as confidential or proprietary. We and our affiliates will be entitled to use the Suggestions without restriction. You hereby irrevocably assign to us all right, title, and interest in and to the Suggestions and agree to provide us any assistance we may require to document, perfect, and maintain our rights in the Suggestions.
  • 7.2 Hardware and Software: Under no circumstances will you gain any proprietary rights in any computer hardware or software (except the DHT Tokens in your Resulting Distribution) used by Digital Humanity or its affiliates.
  • 7.3. Intellectual Property: We retain all right, title and interest in all of our intellectual property, including inventions, discoveries, processes, marks, methods, compositions, formulae, techniques, information and data, whether or not patentable, copyrightable or protectable in trademark, and any trademarks, copyrights or patents based thereon. You may not use any of our intellectual property for any reason, except with our express, prior, written consent.
• 8. ADDITIONAL REPRESENTATIONS AND WARRANTIES
  • 8.1 Representations and Warranties: By purchasing DHT Tokens from Digital Humanity, and without limitation to other statements you have made, you represent and warrant that: You have read and understand these Terms and the Token Documentation;
    • You have a sufficient understanding of the functionality, usage, storage, transmission mechanisms and other material characteristics of cryptographic tokens like Bitcoin and Ether, token storage mechanisms (such as token wallets), blockchain technology and blockchain-based software systems to understand these Terms and the Token Documentation and to appreciate the risks and implications of purchasing DHT Tokens;
    • You have obtained sufficient information about DHT Tokens to make an informed decision to purchase DHT Tokens;
    • You understand the restrictions and risks associated with the creation of DHT Tokens by the Distribution Smart Contract and acknowledge and assume all such risks;
    • You understand, acknowledge and assume the risks associated with the purchase, holding and use of DHT Tokens in connection with the Platform;
    • You are purchasing DHT Tokens solely for the purpose of receiving accessing the Platform, and supporting the development, testing, deployment and operation of the
    Platform, being aware of the commercial risks associated with the Digital Humanity and the Platform. You are not purchasing DHT Tokens for any other purposes, including, but
    not limited to, any investment, speculative or other financial purposes;
    • Your purchase of DHT Tokens complies with applicable law and regulation in your jurisdiction, including, but not limited to, (i) legal capacity and any other applicable legal requirements in your jurisdiction for purchasing DHT Tokens, using DHT Tokens, and entering into contracts with us, (ii) any foreign exchange or regulatory restrictions applicable to such purchase, and (iii) any governmental or other consents that may need to be obtained;
    • The funds you use to purchase any DHT Tokens including any ETH are not derived from or related to any unlawful activities, including but not limited to money laundering or terrorist financing and you will not use DHT Tokens to finance, engage in or otherwise support any unlawful activities;
    • To the extent required by law, you comply and have complied with all anti-money laundering and counter-terrorism financing requirements;
    • Neither you nor any person having a direct or indirect beneficial interest in you (if you are not an individual) or in DHT Tokens being acquired by you or any person for whom you may be acting as agent or nominee in connection with the DHT Tokens, is the subject of sanctions administered or enforced by any country or government (collectively, “Sanctions”) or is organized or resident in a country or territory that is the subject of country-wide or territory-wide Sanctions;
    • Neither you nor any person having a direct or indirect beneficial interest in you (if you are not an individual) or in DHT Tokens being acquired by you or any person for whom you may be acting as agent or nominee in connection with the DHT Tokens, is a citizen or resident of any of the jurisdictions outlined in Clause 2.5 (Restrictions) hereof;
    • You will comply with any applicable tax obligations in your jurisdiction arising from your purchase of DHT Tokens; and
    • You understand and acknowledge that, to the fullest extent permitted by applicable law, title to, and risk of loss of, DHT Tokens you purchase from Digital Humanity and receive from the Distribution Smart Contract is intended by you and us to pass from Digital Humanity to you in the Cayman Islands.
• 9. INDEMNIFICATION
  • 9.1. General: You will defend, indemnify, and hold harmless Digital Humanity, our affiliates and licensors, and each of our and their respective employees, officers, directors, and representatives (the “Indemnified Parties”) from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys’ fees) arising out of or relating to any third party claim concerning these Terms or your use of DHT Tokens, whether or not the DHT Tokens were sold to you under these Terms. If any of the Indemnified Parties are obligated to respond to a third party subpoena or other compulsory legal order or process described above, you will also reimburse the relevant Indemnified Parties for reasonable attorneys’ fees, as well as the relevant employees’ and contractors’ time and materials spent responding to the third party subpoena or other compulsory legal order or process at reasonable hourly rates.
  • 9.2. Process: Digital Humanity will promptly notify you of any claim subject to Clause 9.1 (General), but its failure to promptly notify you will only affect your obligations under Clause 9.1 (General) to the extent that our failure prejudices your ability to defend the claim. You may: (a) use counsel of your own choosing (subject to our written consent) to defend against any claim; and (b) settle the claim as you deem appropriate, provided that you obtain our prior written consent before entering into any settlement. Digital Humanity may also assume control of the defense and settlement of the claim at any time.
  • 9.3 Reliance by Third Parties: Each Indemnified Party may enforce the terms of (and subject to and in accordance with) this Clause 9 (Indemnification).
• 10. RISKS AND DISCLAIMERS
  • 10.1 Risks: YOU UNDERSTAND AND ACKNOWLEDGE THAT BLOCKCHAIN TECHNOLOGY AND ETHEREUM AND ETHER ARE NEW AND UNTESTED TECHNOLOGIES OUTSIDE OF DIGITAL HUMANITY’ CONTROL AND ADVERSE CHANGES IN MARKET FORCES OR TECHNOLOGY, BROADLY CONSTRUED, WILL EXCUSE DIGITAL HUMANITY’ PERFORMANCE UNDER THESE TERMS. IN ADDITION, YOU UNDERSTAND DHT TOKENS AND BLOCKCHAIN ANCHORING TECHNOLOGY ARE SIMILARLY NEW AND UNTESTED AND ADVERSE CHANGES IN MARKET FORCES OR TO THE UNDERLYING TECHNOLOGY, BROADLY CONSTRUED, WILL EXCUSE SIGNAL’S PERFORMANCE UNDER THESE TERMS. IN PARTICULAR, AND IN ADDITION TO THESE TERMS, YOU ASSUME ALL RISK OF LOSS RESULTING FROM, CONCERNING OR ASSOCIATED WITH THE RISKS SET FORTH IN THE TOKEN DOCUMENTATION.
  • 10.2 Disclaimers: DHT TOKENS ARE DISTRIBUTED BY THE DISTRIBUTION SMART CONTRACT “AS IS.” WE AND OUR AFFILIATES AND LICENSORS MAKE NO REPRESENTATIONS OR WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY OR OTHERWISE REGARDING DHT TOKENS OR THE THIRD PARTY CONTENT, INCLUDING ANY WARRANTY THAT DHT TOKENS OR THIRD PARTY CONTENT WILL BE UNINTERRUPTED, ERROR FREE OR FREE OF HARMFUL COMPONENTS, OR THAT ANY CONTENT, INCLUDING YOUR CONTENT OR THE THIRD PARTY CONTENT, WILL BE SECURE OR NOT OTHERWISE LOST OR DAMAGED. EXCEPT TO THE EXTENT PROHIBITED BY LAW, WE AND OUR AFFILIATES AND LICENSORS DISCLAIM ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, SATISFACTORY QUALITY, FITNESS FOR A PARTICULAR PURPOSE, NON-INFRINGEMENT, OR QUIET ENJOYMENT, AND ANY WARRANTIES ARISING OUT OF ANY COURSE OF DEALING OR USAGE OF TRADE.
  • WE DO NOT AND WILL NOT PROVIDE YOU WITH ANY SOFTWARE. THE NETWORK WILL DISTRIBUTE DHT TOKENS IN YOUR RESULTING DISTRIBUTION.
• 11. LIMITATIONS OF LIABILITY
  • WE AND OUR AFFILIATES OR LICENSORS WILL NOT BE LIABLE TO YOU FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, OR DATA), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, NEITHER WE NOR ANY OF OUR AFFILIATES OR LICENSORS WILL BE RESPONSIBLE FOR ANY COMPENSATION, REIMBURSEMENT, OR DAMAGES ARISING IN CONNECTION WITH: (A) YOUR INABILITY TO USE DHT TOKENS, INCLUDING, WITHOUT LIMITATION, AS A RESULT OF ANY TERMINATION OR SUSPENSION OF THE NETWORK OR THESE TERMS, INCLUDING AS A RESULT OF POWER OUTAGES, MAINTENANCE, DEFECTS, SYSTEM FAILURES OR OTHER INTERRUPTIONS; (B) THE COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES; (C) ANY INVESTMENTS, EXPENDITURES, OR COMMITMENTS BY YOU IN CONNECTION WITH THESE TERMS OR YOUR USE OF OR ACCESS TO ANY DHT TOKENS; OR (D) ANY UNAUTHORIZED ACCESS TO, ALTERATION OF, OR THE DELETION, DESTRUCTION, DAMAGE, LOSS OR FAILURE TO STORE ANY DATA, INCLUDING RECORDS, PRIVATE KEY OR OTHER CREDENTIALS, ASSOCIATED WITH ANY DHT TOKENS, WHETHER OR NOT OBTAINED UNDER THESE TERMS AS PART OF THE RESULTING DISTRIBUTION.
  • IN ANY CASE, OUR AND OUR AFFILIATES’ AND LICENSORS’ AGGREGATE LIABILITY UNDER THESE TERMS WILL BE LIMITED TO THE VALUE (IN UNITED STATES DOLLARS AT THE TIME OF THE SALE) YOU PAID US IN EXCHANGE FOR THE OFFERING UNDER THESE TERMS.
  • YOU WAIVE YOUR RIGHT TO DEMAND THE RETURN OF ANY AMOUNTS YOU PAID US FOR THE OFFERING UNDER ANY CIRCUMSTANCES, INCLUDING, WITHOUT LIMITATION, A DEMAND FOR SPECIFIC PERFORMANCE.
• 12. MODIFICATIONS TO THE AGREEMENT
  • We may modify these Terms (including any Policies) at any time by posting a revised version on the Digital Humanity Site or, only if you have provided us with your email address, by email. The modified terms will become effective upon posting or, if we notify you by email, as stated in the email. It is your responsibility to check the Digital Humanity Site regularly for modifications to these Terms. We last modified these Terms on the date listed at the beginning of these Terms.
• 13. MISCELLANEOUS
  • 13.1 Confidentiality and Publicity: You may use Digital Humanity Confidential Information only in connection with your purchase of DHT Tokens under these Terms and pursuant to the terms of these Terms. You will not disclose Signal Confidential Information during the Term or at any time during the five (5) year period following the end of the Term other than to your advisors in connection with your purchase of DHT Tokens and provided they also hold such information on these Terms. You will take all reasonable measures to avoid disclosure, dissemination or unauthorized use of Digital Humanity Confidential Information, including, at a minimum, those measures you take to protect your own confidential information of a similar nature. You will not issue any press release or make any other public communication with respect to these Terms or your purchase, You will not misrepresent or embellish the relationship between us and you (including by expressing or implying that we support, sponsor, endorse, or contribute to you or your business endeavors), or express or imply any relationship or affiliation between us and you or any other person or entity except as expressly permitted by these Terms.
  • 13.2 Force Majeure: We and our affiliates will not be liable for any delay or failure to perform any obligation under these Terms where the delay or failure results from any cause beyond our reasonable control, including acts of God, labor disputes or other industrial disturbances, electrical, telecommunications, hardware, software or other utility failures, earthquake, storms or other elements of nature, blockages, embargoes, riots, acts or orders of government, acts of terrorism, or war, changes in blockchain technology (broadly construed), changes in the Ethereum or Platform protocols or any other force outside of our control.
  • 13.3 Independent Contractors; Non-Exclusive Rights: We and you are independent contractors, and neither party, nor any of their respective affiliates, is an agent of the other for any purpose or has the authority to bind the other. Both parties reserve the right (a) to develop or have developed for it products, services, concepts, systems, or techniques that are similar to or compete with the products, services, concepts, systems, or techniques developed or contemplated by the other party and (b) to assist third party developers or systems integrators who may offer products or services which compete with the other party’s products or services.
  • 13.4 No Third Party Beneficiaries: Save as noted in Clause 9 (Indemnification), these Terms do not create any third party beneficiary rights in any individual or entity.
  • 13.5 Import and Export Compliance: In connection with these Terms, you will comply with all applicable import, re-import, export, and re-export control and regulations promulgated by applicable regulatory authorities. For clarity, you are solely responsible for compliance related to the manner in which you choose to use DHT Tokens.
  • 13.6 Notice:
    (a) To You. We may provide any notice to you under these Terms by posting a notice on the Digital Humanity Site. Notices we provide by posting on the Digital Humanity Site will be effective upon posting. It is your responsibility to periodically review the Digital Humanity Site for notices.
    (b) To Us. To give us notice under these Terms, you must contact Signal by email to info@1ct.io. We may update this email address for notices to us by posting a notice on the Digital Humanity Site. Notices to us will be effective one business day after they are sent.
    (c) Language. All communications and notices to be made or given pursuant to these Terms must be in the English language.
  • 13.7 Assignment: You will not assign your rights under these Terms, or delegate or sublicense any of your rights under these Terms, without our prior written consent. Any assignment or transfer in violation of this section will be void. Subject to the foregoing, these Terms will be binding upon, and inure to the benefit of the parties and their respective successors and assigns.
  • 13.8 No Waivers: The failure by us to enforce any provision of these Terms will not constitute a present or future waiver of such provision nor limit our right to enforce such provision at a later time. All waivers by us must be unequivocal and in writing to be effective.
  • 13.9 Reformation and Severability: Except as otherwise set forth herein, if any portion of these Terms are held to be invalid or unenforceable, the remaining portions of these Terms will remain in full force and effect. Any invalid or unenforceable portions will be interpreted to effect the intent of the original portion. If such construction is not possible, the invalid or unenforceable portion will be severed from these Terms, but the rest of the Agreement will remain in full force and effect.
  • 13.11 Governing Law: These Terms will be governed by and construed and enforced in accordance with the laws of the Cayman Islands.
  • 13.12 Entire Agreement; English Language: These Terms includes the Policies and incorporates by reference the documents referred to herein, as amended from time to time, and is the entire agreement between you and us regarding the subject matter of these Terms. These Terms supersedes all prior or contemporaneous representations, understandings, agreements, or communications between you and us, whether written or verbal, regarding the subject matter of these Terms. Notwithstanding any other agreement between you and us, the security and data privacy provisions in these Terms contain the Parties and their affiliates’ entire obligation regarding the security, privacy and confidentiality of your personal information. We will not be bound by, and specifically object to, any term, condition or other provision which is different from or in addition to the provisions of these Terms (whether or not it would materially alter these Terms) and which is submitted by you in any order, receipt, acceptance, confirmation, correspondence or other document. If the terms of this document are inconsistent with the terms contained in any Policies, the terms contained in this document will control. If we provide a translation of the English language version of these Terms, the English language version of the Agreement will control if there is any conflict. Without prejudice to Clause 13.6 (Notice), you agree and acknowledge that all agreements, notices, disclosures and other communications that we provide you, including these Terms, will be provided in electronic form.
• 14. DEFINITIONS
  • “Content” means software (including machine images), data, text, audio, video, images or other content.
  • “Distribution Smart Contract” means the algorithmic code that distributes DHT Tokens to purchasers in accordance with the Exchange Rate and amounts sent to the Ethereum address contained within the code. Such code will be published on the GitHub repository or such other place as notified on the Digital Humanity Site.
  • “End User” means any individual or entity that directly or indirectly through another user purchases DHT Token on behalf of another person or entity.
  • “Exchange Rate” means the amount of DHT Tokens distributed per ETH as published on the Digital Humanity Site up to 24 hours prior to the Launch Time.
  • “Launch Time” means the beginning of the Token Distribution which will occur at 9:00am Toronto, ON time (GMT -5) on Wednesday August 1st , or such later date as determined in the absolute discretion of Digital Humanity and as posted on the Digital Humanity Site.
  • “Platform” means the Company’s software platform where, it is intended (subject to change in the absolute discretion of Digital Humanity) the DHT Token holders can create fully customisable robots trading on cryptocurrency exchanges. A detailed description of the Digital Humanity Platform is provided in the Whitepaper (the terms of which are subject to change in the absolute discretion of Digital Humanity).
  • “Policies” means these Terms, all restrictions described in the Digital Humanity Content and on the Digital Humanity Site, and any other policy or terms referenced in or incorporated into these Terms. Policies does not include whitepapers or other marketing materials referenced on the Digital Humanity Site. In the event of a conflict between any Policy and these Terms, these Terms will prevail.
  • “Resulting Distribution” means the amount of DHT Tokens distributed to you by the Distribution Smart Contract as a result of the amount you sent to the Distribution Smart Contract.
  • “Digital Humanity Confidential Information” means all nonpublic information disclosed by us, our affiliates, business partners or our or their respective employees, contractors or agents that is designated as confidential or that, given the nature of the information or circumstances surrounding its disclosure, reasonably should be understood to be confidential. Digital Humanity Confidential Information includes: (a) nonpublic information relating to our or our affiliates or business partners’ technology, customers, business plans, promotional and marketing activities, finances and other business affairs; (b) third-party information that we are obligated to keep confidential; and (c) the nature, content and existence of any discussions or negotiations between you and us or our affiliates. Digital Humanity Confidential Information does not include any information that: (i) is or becomes publicly available without breach of these Terms; (ii) can be shown conclusively by documentation to have been known to you at the time of your receipt from us; (iii) is received from a third party who did not acquire or disclose the same by a wrongful or tortious act; or (iv) can be shown conclusively by documentation to have been independently developed by you without reference to the Digital Humanity Confidential Information.
  • “Digital Humanity Content” means Content we or any of our affiliates make available in connection with these Terms or on the Digital Humanity Site to allow access to or purchase of DHT Tokens. Digital Humanity Content does not include DHT Tokens.
  • “Digital Humanity Site” means the website at https://ico.1ct.io and any successor or related site used by us.
  • “Suggestions” means all suggested modifications, improvements, additions or subtractions to our business that you provide to us.
  • “Token Documentation” means the Digital Humanity White Paper (Version 0.6/2017 as amended from time to time by Digital Humanity) and the Token Sale Offering Memorandum dated on or about 16 July 2018 (as amended from time to time by Digital Humanity).
  • “Term” means the term of these Terms described in Clause 6.1 (Term).
  • “Third Party Content” means Content made available to us or to you by any third party, including, without limitation, any price, speed, volume, frequency, or statistical information.
  • “Token Distribution” means the public distribution of the DHT Tokens.