The Open Finance Group, and from time to time, its affiliates (“we”, “us” or “our”) are committed to fulfil the responsibilities in relation to the personal data we collect, hold, process, use and/or transfer by complying with the requirements under the Hong Kong Privacy (Data Protection) Ordinance (Chapter 486 of the Laws of Hong Kong) (“PDPO”). We are equally committed to ensuring that all our employees and agents uphold these responsibilities. This policy explains our policies and practices regarding how we use and share your personal data.

We regularly review this policy and may from time to time revise it or add specific instructions, policies and terms. Where any changes to this policy are material, we will notify you using the contact details you have provided us with and, where required by the PDPO, give you the opportunity to opt out of these changes by means notified to you at that time. Your continued usage of our website or your continued relationship with us shall be deemed to be your acceptance of and consent to this policy, as amended from time to time.

The following Privacy Policy sets forth our policies and practices regarding how we use and share the data we collect through your use of our products and services including our software and [our mobile applications], and your navigation of our Websites.

Scope of this Privacy Policy

Collection of Personal Data – How do we collect?

We collect personal information from you in the following circumstances:

1. when you wish to purchase any virtual assets from us;
2. when you complete any application form for virtual assets to us;
3. when you conduct direct or unsolicited interactions with us, such as voluntarily provide your information to us by contacting us, submitting requests and comments, subscribing to our newsletters or otherwise engaging with us through our Data Sources;
4. when you use or participate in our Data Sources; and
5. when a third party use our Data Sources relating to you;

In some cases, we may be required by law to collect certain types of personal information about you. The personal data will generally be acquired through our channels, but sometimes we may obtain data through a third party, such as representatives, agents or contractors who provide services to us, or third parties whom may refer you to us as they think you may be interested in our products or services.

Collection of Personal Data – What data do we collect?

From time to time we may collect your personal data, the kinds of personal data that we collect and hold about you may include:

1. identifying information, such as your name and date of birth;
2. information provided by third parties;
3. data of users;
4. contact information, such as your postal address, email address and telephone number;
5. social media profile information that you make available to us or to the public;
6. financial information, such as credit card, bank account or other payment details;
7. blockchain identifiers, such as blockchain addresses and public keys;
8. usernames and passwords that you create when registering for an account with us;
9. details of any products or services that we provide to you;
10. [other identifying information, such as your IP address, device name and device ID, MAC address, GUID, coarse location and fine location];
11. security information, such as your passwords, two-factor authentication software or key pairs, security questions (including the answers the said questions) and security device identification number;
12. information about how you use the products and services we provide; and
13. records of our communications with you, including any messages you send us.

We may also collect your identification details including but not limited to your identity card or passport number and process this as required under applicable law or regulation, as required by any regulator having authority over us and, subject to the PDPO, for the purpose of identifying you where it is reasonable for your identity card number to be used for this purpose.

Without this information, we may not be able to provide you with our products or services (or with all of the features and functionality offered by our products or services) or to respond to queries or requests that you submit to us.

We will indicate on the relevant forms, applications and documentations as to whether the information is mandatory or voluntary. Please note that if you do not provide us with your personal data (or relevant personal data relating to persons appointed by you to act on your behalf), we may not be able to provide the information, products or services you seek or process your requests, applications or registrations. You may, however, visit our Websites anonymously.

Use of Personal Data

We use personal data that we collect about you for the following purposes:

1. to verify your identity;
2. to determine your eligibility for any of our products or services;
3. to determine your compliance with the terms and conditions that apply to any of our products or services and applicable law;
4. to enable us to provide our products and services;
5. to improve our Websites based on your information and feedback;
6. to answer your queries and requests;
7. to comply with our legal and regulatory obligations;
8. to carry out market analysis and research;
9. to monitor use of our products and services;
10. to assess, maintain, upgrade and improve our products and services;
11. to carry out education and training programs for our staff;
12. to manage and resolve any legal or commercial complaints or issues;
13. to carry out planning and forecasting activities and other internal business processes;
14. to keep you informed about our activities, including by sending out newsletters; and
15. other purposes incidental to the above.

EEA Residents: For individuals who reside in the European Economic Area (the “EEA”) (including the United Kingdom) or Switzerland (collectively “EEA Residents”), pursuant to Article 6 of the EU General Data Protection Regulation (GDPR) or any equivalent legislation (collectively “EEA Data Protection Law”), we process this personal data based on our contract with you to comply with our legal obligations, to satisfy our legitimate interests as described above and to satisfy on your consent. Please also refer to the section entitled “European Economic Area Users & Data”.

Direct Marketing

Where you have given your consent and have not subsequently opted out, we may from time to time use your personal information in order to send you marketing materials about products or services that we think you may be interested in (including in some cases products and services that are provided by a third party).

If you do not wish to receive any promotional and direct marketing materials from us or do not wish to receive particular types of promotional and direct marketing materials or do not wish to receive such materials through any particular means of communication, you may contact us through the communication channel using the contact details set out below. To ensure prompt processing in timely intervals, please provide your full name, email address, account user or log-in name (as applicable) and details of the product and/or service you have subscribed.

Disclosure of Personal Data

Your personal data held by us will generally be kept confidential. For one or more of the purposes stated above, we may share personal information about you with the following persons in Hong Kong or elsewhere, in which case you consent to the transfer of your data outside of Hong Kong:

1. your representatives, advisers and others you have authorised to interact with us on your behalf;
2. our staff who need the information to discharge their duties;
3. related entities within our corporate group;
4. our business partners, agents, contractor, service providers or third party who provides administrative, telecommunications, computer, payment settlement, debt collection, data processing, know-your-client, know-your-business, due diligence, compliance, security or other services to us;
5. payment system operators and financial institutions;
6. prospective purchasers of all or part of our business or shares in our company or a related entity;
7. professional advisers who we engage to provide advice on our business;
8. government authorities who ask us to disclose that information, or to other people as required by law;
9. Third-party service providers who need access to Personal Data to provide advertising and analytics services; and
10. other parties as notified to you at the time of collection.

Under this privacy policy, you consent to your personal information being disclosed in such circumstances.

In some cases, the people to whom we disclose your personal information may be situated in locations where we have business operations or where its staff and data processing agents may perform duties for us. These locations may include, without limitation, Europe and other Asia Pacific locations including the Republic of Singapore. Your personal data may be transferred out of Hong Kong as a result. These parties adhere to their jurisdictional privacy customs and policies which we have no control over and may be subject to a different level of protection. There may not be in place data protection laws which are substantially similar to, or serve the same purposes as Hong Kong. As such, your personal information may not be protected to the same or similar extent as in Hong Kong.

We may also be required to retain, process and/or disclose your personal data in order to comply with applicable laws and regulations or in order to comply with a court order, subpoena or other legal process (whether in Hong Kong or elsewhere), or to comply with a request by a government authority, law enforcement agency or similar body (whether situated in Hong Kong or elsewhere). We will need to disclose your personal data in order to protect our rights, property or safety, or the rights, property or safety of our employees.

Third Party Applications and Websites

Our Website may contain links to third-party applications and websites not affiliated with us. Your use of an external application or websites or any informational content found on external applications or websites is subject to and governed by the privacy policies, terms, and conditions of that application or websites. We do not endorse or make any representations or warranties concerning, and will not in any way be liable for, any informational content, products, services, software, or other materials available on external applications or websites are framed within our Website. Further, we are not responsible for the privacy practices of any external applications and websites.

Protection and Storage of Personal Data

We implement a variety of security measures to maintain the safety of your personal information when you place an order or enter, submit, or access your personal information. We offer the use of a secure server, which can only be accessed by those with special access rights to our systems, and are required to keep the information confidential. [These servers may locate in places outside of Hong Kong.] We update these physical and technical security processes and procedures from time to time to address new and emerging security threats that you become aware of.

Use of Cookies

We use cookies on our Websites to monitor and observe your use of our Websites, compile aggregate data about that use, and provide you with more effective service (which may include customising parts of our websites based on your preferences and past activities on those websites). “Cookies” are small text files created and stored on your hard drive by your internet browser software, in order to hold relevant information and the webpage you are currently viewing.

You may refuse to accept cookies on your browser by modifying the settings in your browser or internet security software. However, if you do so you may not be able to utilise or activate certain functions available on our website.

Third Party Links

Occasionally, at our discretion, we may include links to third party products or services on our website. These third-party sites have separate and independent privacy policies. Further, we do not verify their content. We therefore have no responsibility or liability for the content and activities of these linked sites. Nonetheless, we seek to protect the integrity of our site and welcome any feedback about these sites.

Changes to our Privacy Policy

We may make changes to this policy from time to time, to take into account changes to our standard practices and procedures or where necessary to comply with new laws and regulations. The latest version of this policy will be available at our Website.

European Economic Area Users & Data

If you are a resident of the EEA, the Company is the controller with respect to your personal information. We determine the means and purposes of processing data in relation to e-wallet and cryptocurrency transactions.

Legal bases for processing personal information

Our legal bases for processing under General Data Protection Regulation are described above in the section entitled “Use of Personal Data”. We may process your personal information if you consent to the processing, to satisfy our legal obligations, if it is necessary to carry out our obligations arising from any contracts we entered with you, or to take steps at your request prior to entering into a contract with you, or for our legitimate interests to protect our property, rights or safety of the Company, our customers or others.

Direct Marketing

If you are a current customer residing in the EEA, we will only contact you by electronic means (email) with information about our services that are similar to those which were the subject of a previous sale or negotiations of a sale to you.

If you are a new customer and located in the EEA, we will contact you if you are located in the EU by electronic means for marketing purposes only if you have consented to such communication. If you do not want us to use your personal information in this way, or to pass your personal information on to third parties for marketing purposes, please contact us to opt-out immediately. You may raise such objection with regard to initial or further processing for purposes of direct marketing, at any time and free of charge. Direct marketing includes any communications to you that are only based on advertising or promoting products and services

Individual Rights

EEA residents have the following rights, which can be exercised by contacting us at [email address] so that we may consider your request under applicable law.

All EEA users will have the following rights which can be exercised anytime by contacting us:

• Right to withdraw consent. You have the right to withdraw your consent to the processing of your personal information collected on the basis of your consent at any time. Your withdrawal will not affect the lawfulness of the Company’s processing based on consent before your withdrawal.
• Right to be provided with information about how we process your Personal Data. This will include information on the categories of data, the sources from which it originated, the purpose and legal basis for the processing, the expected retention period, and the safeguards regarding data transfers to other jurisdictions, subject to the limitations set out in applicable laws and regulations.
• Right of access to and rectification of your personal information. You have a right to request that we provide you a copy of your personal information held by us. This information will be provided without undue delay subject to some fee associated with gathering of the information (as permitted by law), unless such provision adversely affects the rights and freedoms of others. You may also request us to rectify or update any of your personal information held by the Company that is inaccurate. Your right to access and rectification shall only be limited where the burden or expense of providing access would be disproportionate to the risks to your privacy in the case in question, or where the rights of persons other than you would be violated.
• Right to delete. You have the right to request deletion of your personal information that: (a) is no longer necessary in relation to the purposes for which it was collected or otherwise processed; (b) was collected in relation to processing that you previously consented, but later withdraw such consent; or (c) was collected in relation to processing activities to which you object, and there are no overriding legitimate grounds for our processing. If we have made your personal information public and are obliged to delete the personal information, we will, taking account of available technology and the cost of implementation, take reasonable steps, including technical measures, to inform other parties that are processing your personal information that you have requested the deletion of any links to, or copy or replication of your personal information. The above is subject to limitations by relevant data protection laws.
• Right to data portability. If we process your personal information based on a contract with you or based on your consent, or the processing is carried out by automated means, you may request to receive your personal information in a structured, commonly used and machine-readable format, and to have us transfer your personal information directly to another “controller”, where technically feasible, unless exercise of this right adversely affects the rights and freedoms of others. A “controller” is a natural or legal person, public authority, agency or other body which, alone or jointly with others, determines the purposes and means of the processing of your personal information.
• Right to withdraw any consent that you gave us to process your Personal Data. You have the right to withdraw any consent you may have previously given us at any time.
• Right to be informed about direct marketing. You have the right to request us to tell you how your Personal Data has been shared, if at all, with third parties for the third parties’ direct marketing purposes.
• Right to stop your Personal Data being used for direct marketing purposes. At your request, we will stop using your Personal Data for the purpose of direct marketing. If you want to stop us from contacting you in connection with marketing communications, please email us at the email address specified below.
• Right to restriction of or processing. You have the right to restrict or object to us processing your personal information where one of the following applies:
  1. You contest the accuracy of your personal information that we processed. In such instances, we will restrict processing during the period necessary for us to verify the accuracy of your personal information.
  2. The processing is unlawful and you oppose the deletion of your personal information and request the restriction of its use instead.
  3. We no longer need your personal information for the purposes of the processing, but it is required by you to establish, exercise or defence of legal claims.
  4. You have objected to processing, pending the verification whether the legitimate grounds of the Company’s processing override your rights.

Restricted personal information shall only be processed with your consent or for the establishment, exercise or defence of legal claims or for the protection of the rights of another natural or legal person or for reasons of important public interest. We will inform you if the restriction is lifted.

• Notification of deletion rectification and restriction. We will communicate any rectification or deletion of your personal information or restriction of processing to each recipient to whom your personal information has been disclosed, unless this proves impossible or involves disproportionate effort. We will inform you about those recipients if you request this information.
• Right to object to processing. Where the processing of your personal information is based on consent, contract or legitimate interests you may restrict or object, at any time, to the processing of your personal information as permitted by applicable law. We can continue to process your personal information if it is necessary for the defence of legal claims, or for any other exceptions permitted by applicable law.
• Automated individual decision-making, including profiling. You have the right not to be subject to a decision based solely on automated processing of your personal information, including profiling, which produces legal or similarly significant effects on you, save for the exceptions applicable under relevant data protection laws.
• Right to lodge a complaint. If you believe that we have infringed your rights, we encourage you to contact us first at [email to receive complaints] so that we can try to resolve the issue or dispute informally. You can also complain about our processing of your personal information to the relevant data protection authority. You can complain in the EU member state where you live or work, or in the place where the alleged breach of data protection law has taken place. In the UK, the relevant data protection authority is the Information Commissioner's Office (ICO).
  Information Commissioner's Office, Wycliffe House, Water Lane, Wilmslow, Cheshire, SK9 5AF, 0303 123 1113, casework@ico.org.uk.
• Storage of your personal information. The Company will try to limit the storage of your personal information to the extent that storage is necessary to serve the purpose(s) for which the personal information was processed, to resolve disputes, enforce our agreements, and as required or permitted by law.
• Your rights to personal information are not absolute. Access may be denied when:
  • Denial of access is required or authorized by law;
  • Granting access would have a negative impact on other's privacy;
  • To protect our rights and properties; and
  • Where the request is frivolous or vexatious.

Children’s Privacy

We do not market to and do not knowingly collect any Personal Data from or about a child under the age of 16 without the consent of the child’s parent or legal guardian. Our Data Sources are not intended for children under the age of 16. Children under the age of 16 must not use our Data Sources for any purpose without first obtaining legally valid parental/guardian consent to this Privacy Policy (both for themselves and on your behalf). If you believe we have any Personal Data from any children under the age of 16 without such parental/guardian consent, please contact us at the email address specified below.

Complaints

We try to meet the highest standards in order to protect your privacy. However, if you are concerned about the way in which we are managing your personal data and think we may have breached any applicable privacy laws, or any other relevant obligation, please contact us by using the contact details set out below. We will make a record of your complaint and refer it to our internal complaint resolution department for further investigation. We will deal with the matter as soon as we can, and keep you informed of the progress of our investigation.

If we have not responded to you within a reasonable time or if you feel that your compliant has not been resolved to your satisfaction, you are entitled to make a complaint to the Hong Kong Privacy Commissioner for Personal Data.

Termination and Retention of Personal Data

Should your account or relationship with us be terminated at any time, we shall cease processing your personal data as soon as reasonably practicable. Your personal data shall not be retained for a period longer than is necessary for the fulfilment of the purpose for which it is used or to be used, provided that we may keep copies of your data as is reasonably required for archival purposes, for use in relation to any actual or potential dispute, for the purpose of compliance with applicable laws and regulations and for the purpose of enforcing any agreement we have with you, for protecting our rights, property or safety, or the rights, property or safety of our employees.

Generally, we retain data for seven years. We shall securely delete or destroy your data retained at the end of such period, and require our agent, contractor, sub-contractor, sub-processor or third party (as applicable) to do likewise.

Access and Amendment of Personal Data

Under the PDPO, you have the right to ascertain whether we hold your personal data, to request access and correction of any of your data. When handling a data access or correction request, we will check and verify the identity of the requester to ensure that the person is the person legally entitled to make such data access or correction request.

We shall honour such requests, although we reserve the right to charge a reasonable fee, as allowed by applicable legislation.

Contact Details

If you want any further information from us on privacy matters, please contact us at:

By Post:

[Address]

By Email:

[Email Address]

[By Phone:

[Phone number]]

FF Tokens Sale

Terms and Conditions

(International)

Date: [*] (“Effective Date”)

IMPORTANT NOTE

YOU MUST READ THIS DOCUMENT BEFORE MAKING ANY DECISION WHETHER TO PURCHASE FF TOKENS (“FF TOKENS”).

THESE FF TOKENS SALE (THE “TOKEN SALE”) TERMS AND CONDITIONS (“THESE TERMS AND CONDITIONS”) AND ANY OTHER MATERIALS PUBLISHED, ISSUED, OR DISTRIBUTED BY OPEN SOURCE GROUP (“ANY OTHER RELEVANT MATERIALS”) AND THEIR SUBJECT MATTER HAVE NOT BEEN AND WILL NOT BE REGISTERED UNDER ANY LEGAL OR REGULATORY REGIME, NOR HAVE THEY BEEN OR WILL THEY BE REVIEWED OR APPROVED BY ANY REGULATORY AUTHORITY. THESE TERMS AND CONDITIONS AND ANY OTHER RELEVANT MATERIALS ARE NOT A PROSPECTUS NOR A SOLICITATION FOR INVESTMENT. THEY DO NOT PERTAIN TO AN OFFERING OF SECURITIES IN ANY JURISDICTION, AND UNDER NO CIRCUMSTANCES DO THESE TERMS ANDCONDITIONS OR ANY OTHER RELEVANT MATERIALS CONSTITUTE AN OFFER OR SOLICITATION IN ANY JURISDICTION IN WHICH SUCH OFFER, SOLICITATION OR SALE WOULD BE UNLAWFUL. IT IS YOUR SOLE RESPONSIBILITY TO DETERMINE IF YOU CAN LEGALLY PURCHASE FF TOKENS IN ACCORDANCE WITH YOUR HOME OR APPLICABLE JURISDICTION, AND YOU MUST NOT PURCHASE ANY FF TOKENS IF YOU ARE NOT ABLE TO LEGALLY DO SO UNDER THE LAWS OF YOUR HOME OR APPLICABLE JURISDICTION. OPEN SOURCE GROUP DOES NOT HOLD ITSELF OUT AS CARRYING OUT ANY REGULATED ACTIVITY IN ANY JURISDICTION.

FF SUPERCOINS SHOULD ONLY BE PURCHASED BY SOPHISTICATED PURCHASERS WHO ARE KNOWLEDGEABLE AND EXPERIENCED IN THE FEATURES AND RISKS OF RELEVANT DIGITAL APPS, VIRTUAL COMMODITIES, BLOCKCHAIN AND SMART CONTRACTS. OPEN SOURCE GROUP MAKES NO REPRESENTATION OR WARRANTY AS TO THE RELEVANCE OR COMPLETENESS OF THE INFORMATION SET OUT IN THIS DOCUMENT. ACCORDINGLY, POTENTIAL PURCHASERS SHOULD DETERMINE FOR THEMSELVES THE COMPLETENESS AND RELEVANCE OF THE INFORMATION CONTAINED IN THIS DOCUMENT AND ANY OTHER RELEVANT MATERIALS, IN EACH CASE AS SUPPLEMENTED FROM TIME TO TIME, AND CONDUCT THEIR OWN INDEPENDENT RESEARCH AND ENQUIRIES AS THEY DEEM NECESSARY. FOR THE AVOIDANCE OF DOUBT, NOTHING IN THESE TERMS ANDCONDITIONS OR ANY OTHER RELEVANT MATERIALS MAY CONSTITUTE OR BE CONSTRUED TO BE BUSINESS, LEGAL, ACCOUNTING, FINANCIAL, OR TAXATION ADVICE. ACCORDINGLY, YOU SHOULD SEEK YOUR OWN INDEPENDENT LEGAL, ACCOUNTING, FINANCIAL, OR TAXATION ADVICE PRIOR TO ENTERING INTO THESE TERMS AND CONDITIONS OR PURCHASING FF SUPERCOINS, AND ANY DECISION TO PURCHASE FF SUPERCOINS SHOULD BE BASED UPON SUCH INDEPENDENT INVESTIGATION AND ADVICE AS YOU DEEM NECESSARY. THESE TERMS AND CONDITIONS SHOULD ALSO NOT BE CONSIDERED AS A RECOMMENDATION BY ANY PERSON TO PURCHASE FF SUPERCOINS.

WITHOUT PREJUDICE TO THE GENERALITY OF ANY OF THE FOREGOING, YOU SHOULD NOT PURCHASE ANY FF TOKENS UNLESS YOU HAVE READ AND UNDERSTOOD THESE TERMS AND CONDITIONS AND ALL OTHER RELEVANT MATERIALS AND FULLY UNDERSTAND FF SUPERCOINS AND THE TERMS OF THEIR SALE, INCLUDING AT LEAST THE FOLLOWING:

• THE NATURE AND PURPOSE OF THE FF TOKENS, THE TOKEN SALE AND ITS CRYPTOGRAPHIC CONTEXT
• THESE TERMS ANDCONDITIONS OF THE TOKEN SALE
• THE PROCEDURES REQUIRED TO PURCHASE FF SUPERCOINS
• THE NATURE AND THE EXTENT OF THE RISKS TO WHICH YOU MAY BE EXPOSED TO AS A RESULT OF PARTICIPATING IN THE TOKEN SALE AND HOLDING FF TOKENS
• THE REGULATORY, TAX AND ACCOUNTING TREATMENT IN ANY APPLICABLE JURISDICTION OF PURCHASING FF SUPERCOINS AND HOLDING FF SUPERCOINS AS WELL AS ANY OTHER RELEVANT IMPLICATIONS OF SUCH PURCHASE OR HOLDING.

YOU MUST ALSO MONITOR THE WEBSITE FOR ANY ANNOUNCEMENTS THAT RELATE TO THE TOKEN SALE, AS THEY MAY ADD TO, ALTER, OR AFFECT THIS TERMS AND CONDITIONS.

THESE TERMS AND CONDITIONS AND OTHER RELEVANT MATERIALS MAY BE TRANSLATED. ANY VERSION OF THESE TERMS AND CONDITIONS AND ANY OTHER RELEVANT MATERIALS THAT IS NOT IN THE ENGLISH LANGUAGE (THE “NON-ENGLISH VERSIONS”) IS FOR REFERENCE PURPOSES ONLY AND IS NOT CERTIFIED BY ANY PERSON. ONLY THE ENGLISH VERSION OF THESE TERMS AND CONDITIONS SHALL HAVE ANY LEGAL EFFECT (“ENGLISH VERSION”) AND IN THE EVENT OF ANY CONFLICT OR INCONSISTENCY BETWEEN THE ENGLISH VERSION AND THE NON-ENGLISH VERSIONS, THE ENGLISH VERSION SHALL PREVAIL.

TABLE OF CONTENTS

I. BACKGROUND I

II. TOKEN SALE PARTICIPATION II

III. MISCELLANEOUS III

IV. RISK FACTORS IV

I. BACKGROUND

1. OVERVIEW

The Open Source Group (the “Company”) holds the vision of implementing the Open Source finance model. The Company is undertaking the sale of FF Tokens (the “Token Sale” or “Campaign”), a cryptographic token that can be used for trading. The value of the FF Tokens will be sold in a value reflecting the value of a trust reserve (the “Reserve”) that is kept and managed, at its sole and absolute discretion, by an associated company. The precise dates and times for the launch of the Campaign (“Token Sale Launch”) and the closing of the Campaign (“Token Sale End”) will be announced at the Company’s website (the “Website”).

In these Terms and Conditions, any reference to Company shall, where the context permits, include any of the Company’s affiliates, officers, directors, agents, joint ventures, employees, contractors, suppliers, or related corporations.

For further details about the Company, and the FF Tokens, please refer to the Open Source Finance Foundation (the “OSFF”) White Paper (the “White Paper”) as available at the Website.

2. ABOUT FF SUPERCOINS

An FF Token is a cryptographic token that can be traded. Further details are provided in the White Paper and will be supplemented by the announcements made on the Website. Nothing in these Terms and Conditions and Other Relevant Material shall constitute a guarantee by the Company that the FF Tokens would be sold for a certain value, or that there will definitely be other cryptographic tokens and/or cryptocurrencies available for purchase with the FF Tokens.

3. PURPOSE OF FF SUPERCOINS

One of the purpose of FF Tokens is its use in order to be traded and those set out under the White Paper (including but not limited to exclusive offer to events as organized by the Company). The FF Tokens do not have any other rights, use, purpose, value, attributes, functions or features whether expressed or implied.

It is important to note that none of the FF Tokens holders are entitled to any actual or economic rights whatsoever in the Company (including any right to a share of the profit or revenue of the Company) or the Reserve, any shares or stocks in the Company, any right to vote in any meetings of the Company, any claim on any of the Company’s assets and the Reserve, any right to redeem FF Tokens in exchange for a refund or any payment, or any commitment of value or potential value as to any FF Tokens from the Company or any other person. Furthermore, the FF Tokens holders do not have any right, title or interest whatsoever in relation to the Reserve. Usage does not entitle any person to participate in or receive any payments, profits, income or other returns from the Reserve, the Company or otherwise.

These Terms and Conditions, the White Paper, the Website or the FF Tokens are not, nor shall they in any case be understood, deemed, interpreted or construed under the laws of any applicable jurisdiction to be, any kind of:

(i) money, legal tender, currency or deposit;

(ii) investment (whether secured or unsecured), equity interest, proprietary interest, economic right (including any kind of right to payment, income, dividend, profit, or other return, or any sums to be paid, or likely to be paid, out of such return or profit), share or similar interest in or claim against the Company or the Reserve;

(iii) equity, debt or hybrid instrument, security, collective investment scheme, managed fund, financial derivative, futures contract, commercial paper, negotiable instrument, investment contract, note, bond, warrant, certificate or instrument entitling the holder to interest, dividends, principal or any kind of return, nor any other financial instrument;

(iv) right, title, interest or benefit whatsoever in whole or in part, in the Reserve, the Company or any assets related to either of them;

(v) offer or solicitation in relation to gambling, betting, lotteries or similar; or

(vi) any commodity that any person is obliged to redeem or purchase.

FF Tokens can be obtained through the following methods:

(i) purchasing the FF Tokens directly from the Company through the Token Sale.

4. TOTAL SUPPLY

The supply of FF Tokens will be limited to 1,000,000 in total (including those available for sale during the Campaign), they will be sold over several tranches and the precise date will be updated on the Website.

5. USE OF PROCEEDS FROM THE TOKEN SALE

Use of the proceeds raised during the Token Sale is in the sole and absolute discretion of the Company and to fund the development of FF Tokens, promotion and marketing of FF Tokens, maintenance of the FF Tokens community, operation of the Company, and other purposes consistent with the Company’s mandate. Relevant expenses that may be paid or reimbursed (as applicable) include but are not limited to the following:

• Research and development
• Business development
• Marketing and user acquisition
• Working capital and reserve

The directors of the Company will collectively formulate and approve the detailed plan to deploy the Token Sale proceeds after the Campaign has been completed. The Company’s rights and powers in relation to the use of the Token Sale proceeds are not limited by these Terms and Conditions in any way and may include transfer of the proceeds to any other wallets or addresses in any form.

6. PUBLICITY

Information relating to the Campaign will be announced on the Website by the Company as it becomes available. FF Tokens holders and prospective persons participating in the Token Sale (“Purchasers”) should pay attention to announcements made by the Company.

7. TERMS OF THE TOKEN SALE

The terms of the Token Sale are comprised of:

(i) these Terms and Conditions; and

(ii) any announcements made on the Website at any time before the Token Sale. Prospective purchasers of FF Tokens must monitor the Website for such announcements.

If there is any conflict or inconsistency between:

(i) an announcement on the Website and these Terms and Conditions or the White Paper or any other document, the announcement on the Website prevails to the extent of the inconsistency;

(ii) these Terms and Conditions and the White Paper or any other document, these Terms and Conditions shall prevail to the extent of the inconsistency;

(iii) any sale and purchase agreement and these Terms and Conditions and the White Paper, the sale and purchase agreement prevail to the extent of the inconsistency provided this is expressly agreed on by the parties in the sale and purchase agreement;

(iv) the Non-English of this Terms and Conditions and any translation, the English version prevails.

II. TOKEN SALE PARTICIPATION

1. TOKEN SALE SUMMARY

The following is provided for summary purposes only. Please read the whole of this Chapter II for full details of the Token Sale.

Lock-Up Period

To be decided and announced by the Company

2. PARTICIPATION IN THE CAMPAIGN

First Round

The Campaign will first be launched through a first round to selected parties (the “First Round”). The First Round will only be offered to selected [institutional and cornerstone buyers.]

Subsequent Round

Subsequent Round will be launched according to the schedule of the Company which will be announced on the Website.

(i) In addition to those described elsewhere in these Terms and Conditions:

(a) Participation in the Campaign is entirely on a voluntary basis. The following actions will not be deemed as a commitment or obligation to participate in the Campaign or purchase any FF Tokens:

• Visiting the Website.
• Registration on the Website for updates.
• Requesting or reading any materials (such as these Terms and Conditions or the White Paper) made available by the Company.
• Communicating with the Company in any manner.
• Attending any marketing events of the Token Sale.

(b) If a Purchaser is a citizen, tax or permanent resident of, person in, or otherwise has a relevant connection with, a jurisdiction where the offer, purchase or ownership of FF Tokens is prohibited, restricted or requires registrations of any kind (“Restricted Purchaser”), they must not participate in the Campaign or purchase FF Tokens.

(c) In cases where the Company discovers or suspects that the purchase or holding of FF Tokens by any Purchaser violates any applicable regulatory requirements, including but not limited to money laundering, terrorist financing, bribery, corruption, tax evasion, fraud, the trafficking of arms, drugs, humans or wildlife, slavery, proliferation of weapons of mass destruction, evasion of economic or trade sanctions, or any acts or attempts to circumvent or violate any applicable laws relating to these matters (“Financial Crime”), or made to Restricted Purchasers, such purchase is deemed to be invalid. In such case, the Company may immediately terminate its relationship with the Purchaser and take any actions considered by the Company in its sole and absolute discretion as necessary for the Company to meet its legal and regulatory obligations and is not obliged to return any purchase amounts to such Purchaser. The Company further reserves the right to immediately cancel delivery of any FF Tokens and may demand the full return of any FF Tokens that has already been delivered from such Purchaser. Such actions will be irrespective of any purchase amount that has been advanced by that Purchaser and the Company is under no obligation to provide reasons.

(d) The Company reserves the right to refuse to sell FF Tokens to any person at its sole and absolute discretion.

(e) The Company will only be responsible for sending the FF Tokens to the cryptographic utility token wallet address provided by the Purchaser. The Company will not be liable for any errors or omissions made by the Purchaser including the provision of incorrect or incomplete wallet address.

(f) Each Purchaser is fully responsible for keeping their cryptographic utility token wallet (including private keys) confidential, secure and intact at all times. The Company will not be held liable for the cryptographic utility token wallet of any Purchaser. Should any of these wallets be lost, compromised or stolen, the delivery of purchased FF Tokens may fail, become impossible or be incorrectly sent.

(ii) Specific terms and arrangements applicable to all Purchasers:

(a) Each Purchaser must irrevocably remit the purchase price of lawfully acquired BTC, BCH, ETH, EOS or USDT to the corresponding wallet address as provided to them by the Company. The Company will return the applicable number of FF Tokens to the destination wallet (“Designated Wallet”), subject to any right to reject any purchase by the Company.

(b) WARNING: Purchasers must not send BTC, BCH, ETH, EOS or USDT from, and/or must not designate, an exchange or hosted wallet to the Company. Otherwise the Company will send the applicable FF Tokens to the address of the exchange or hosted wallet, the Purchaser may not be able to retrieve their FF Tokens as a result.

(c) Purchasers will be required to complete the Company’s know-your-customer (“KYC”) and anti-money laundering and counter terrorist financing (“AML/CTF”) verifications by uploading the relevant document on the Website.

(d) In the event that a Purchaser cannot satisfy the Company’s in respect of KYC and AML/CTF verifications, then they will not be able to participate in the Campaign, have their purchase price confiscated and/or returned at the Company’s sole discretion.

3. TRANSFERABILITY OF FF SUPERCOINS

(i) FF Tokens that is purchased by a Purchaser may only be claimed by that Purchaser.

(ii) FF Tokens will not be transferable to any blockchain address during its lock-up period. Prior to the expiry of the lock-up period, a Purchaser cannot transfer nor attempt to transfer (whether by legal or equitable assignment, trust, charge, sub-contract, novation or otherwise) FF Tokens or any part or the whole of their rights, title or interest under these Terms and Conditions, including their right to claim those FF Tokens, to any other person or entity, whether with or without consideration. All such transfers and attempted transfers are strictly prohibited, will be deemed void and will not be recognized by, nor binding on, the Company.

(iii) Once all conditions herein are met and the lock-up period is expired, FF Tokens are transferable.

(iv) At the end of the lock-up period, Purchasers will be able to transfer any FF Tokens which they lawfully hold to another wallet or address. Such transfer will be deemed effective, and a transfer of any FF Tokens will only be effective, as at the time and date of the relevant transaction being included in a block on the [Ethereum] blockchain which has received such number of confirmations as the Company considers necessary for that transaction to be considered irreversible.

(v) By transferring any FF Tokens, a Purchaser assigns all their obligations, rights, title and interest under these Terms and Conditions to the owner of the wallet or address to which they transfer that FF Tokens.

(vi) The owner of the wallet in which any FF Tokens is held will (except as otherwise required by law or as ordered by a court of competent jurisdiction) be treated as the absolute owner of that FF Tokens for all purposes (regardless of any notice of any trust or any other interest, or the theft or loss of any private key) and neither the Company nor any other person will be liable for so treating that person as absolute owner.

(vii) The Company agrees that, if any rule of law (including any legislation, rule of common law, rule of equity or customary law) requires written notice to effect the transfer of any FF Tokens, such notice is deemed given as an electronic record by inclusion of the relevant transaction on a block on the Ethereum blockchain.

(viii) Notwithstanding any other provision in these Terms and Conditions, the Company reserves the right to treat as void any transfer of an FF Token which the Company reasonably believes to be unlawful for any reason.

(ix) Notwithstanding any of the above, there is no guarantee or assurance of the availability of any market for transfer of FF Tokens or any such market’s liquidity.

4. REPRESENTATIONS AND WARRANTIES

(i) By participating in the Campaign, each Purchaser represents and warrants that:

(a) they have read, understood and agree to these Terms and Conditions, White Paper and all relevant announcements on the Website, and sought all necessary advice;

(b) all information submitted by them to the Company is true, complete, valid and non-misleading;

(c) they are not a Restricted Purchaser;

(d) they have obtained any consents required for their participation at the Campaign and are legally permitted and capable to acquire, receive and hold FF Tokens and cryptographic utility tokens generally;

(e) they are not a statutory corporation, governmental or semi-governmental authority;

(f) if they are an individual, they are of sufficient age to participate in the Campaign and are persons with full legal capacity of conduct under the laws of the jurisdiction where they are domiciled or maintain citizenship;

(g) if they are a corporation, they are duly incorporated, validly existing corporation in good standing under the laws of the place in which they are incorporated;

(h) they are not bankrupt or insolvent and entry into and performing their obligations under these Terms and Conditions will not result in them becoming bankrupt or insolvent;

(i) they are sophisticated and experienced traders, experts, technicians and/or professionals in the fields of distributed ledger technology and cryptographic tokens and they are fully aware of the risks associated with the development and use of FF Tokens;

(j) their participation in the Campaign is entirely voluntary and the decisions to participate are based wholly on their own independent judgment without being coerced, solicited or misled by anyone else. They do not require any consent, approval, order or authorization of, or qualification, registration, declaration, designation or filing with, governmental authority or agent of any kind in relation to their participation in the Campaign;

(k) they are experienced in and fully capable of operating, maintaining and safekeeping the cryptographic token wallet private key out of which they make any contribution for purchasing the FF Tokens;

(l) they only use cryptographic tokens as lawfully acquired through mining and/or trading to make payments for FF Tokens and do not participate in the Campaign for any money-laundering, terrorism financing or other illegal or illegitimate purpose;

(m) their participation in the Campaign will not contravene any restriction legally binding on them or the assets which they send as payment;

(n) they have given full rights to the Company to use the Token Sale proceeds for whatever purpose the Company may in its sole and absolute discretion determine immediately upon transferring such proceeds to the Company;

(o) they or any of their affiliates or persons on whose behalf they are acting are not a person who:

(A) has been convicted or has any changes currently pending for any offence (other than motoring or other minor offences), including any offence involving fraud, dishonestly or breach of applicable securities, corporations, anti-trust, financial crime regulation or applicable tax laws; or is currently subject to any material criminal, regulatory or administrative investigation by any government agency or proceeding in relation to any such matter which has either been publicly announced or in respect of which written notice has been given to the affected person.

(B) without limiting paragraph (A), is a person who appears in another list of persons with whom dealings are proscribed by the United Nations or another government agency or relevant authority under applicable law, or its part of a group that appears in such a list; or

(C) acts on behalf, or for the benefit of, any person described in paragraph (A) or (B);

(p) they understand that the Company and Open Source Finance Trust Limited do not give any undertaking that, if the FF Token is used as a means of making payment for goods or services offered by anyone, the Company and/or Open Source Finance Trust Limited will not, or will not procure the external recipient of the FF Tokens to, accept the payment up to the amount of the money in the Reserve; and

(q) they do not have and will not make any claim against the Reserve.

5. All the above representations and warranties made by a Purchaser are true, accurate, complete and non-misleading on and from the date of that Purchaser making a contribution during the Campaign and are repeated thereafter. The Company reserves the rights to deny and invalidate payments made by, and withhold the distribution and/or activation of relevant FF Tokens from, or demand the return of any FF Tokens delivered from, any Purchaser who has made a false, incomplete or misleading representation in the sole judgment and sole and absolute discretion of the Company.

6. FF SUPERCOINS FOR THE TOKEN SALE

(i) At the sole and absolute discretion of the Company, the Token Sale may be closed in advance.

(ii) Out of the FF Tokens available for the Token Sale, each Purchaser can purchase any number of FF Tokens. However, due to the nature of FF Tokens, the amount of FF Tokens may be limited. The Company reserves the right to restrict the number of FF Tokens it will sell to any Purchaser, including the right not to sell any FF Tokens to any particular Purchaser.

7. PRICE

The price of FF Tokens is at least US$[*] to 1 FF Tokens during the First Round, but subject to the announcements made by the Company.

8. PAYMENT

(i) Any payment of the purchase price for FF Tokens during the Token Sale will be subject to the terms in this section.

(ii) By registering through the Token Sale website and completing the registration process and remitting the relevant payment, a Purchaser is deemed as having irrevocably agree to all the terms and conditions contained in these Terms and Conditions and any announcements on the Website whether made before or after such registration, and irrevocably offered to purchase FF Tokens in accordance with the same. Such irrevocable offer will become binding on the Company upon the issuance of FF Tokens by the Company. The Company shall have no obligations to the Purchaser under these Terms and Conditions until and unless the Company has issued FF Tokens to the Purchaser.

(iii) For the avoidance of doubt, (a) ETC (the native cryptographic tokens on the blockchain of the Ethereum Classic) or USDT or any cryptographic tokens resulting from any further forking of the Ethereum Classic after the date of these Terms and Conditions will not be deemed as identical or equivalent to ETH or USDT (as applicable); and (b) should the ETH blockchain be forked after the date of these Terms and Conditions, the Company shall have the absolute discretion to determine the cryptographic token of which branch or branches resulting from that forking would be accepted. The Company will announce its choice of branch as and when appropriate on the Website.

(iv) For the avoidance of doubt, (a) BTC (the native cryptographic tokens on the blockchain of the Bitcoin) or BCH or any cryptographic tokens resulting from any further forking of the Bitcoin after the date of these Terms and Conditions will not be deemed as identical or equivalent to BTC or BCH (as applicable); and (b) should the BTC blockchain be forked after the date of these Terms and Conditions, the Company shall have the absolute discretion to determine the cryptographic token of which branch or branches resulting from that forking would be accepted. The Company will announce its choice of branch as and when appropriate on the Website.

(v) For the avoidance of doubt, (a) EOS (the native cryptographic tokens on the blockchain of the EOS.IO) or any cryptographic tokens resulting from any further forking of the EOS.IO after the date of these Terms and Conditions will not be deemed as identical or equivalent to EOS; and (b) should the EOS.IO be forked after the date of these Terms and Conditions, the Company shall have the absolute discretion to determine the cryptographic token of which branch or branches resulting from that forking would be accepted. The Company will announce its choice of branch as and when appropriate on the Website.

(vi) Purchasers are responsible for all costs and other arrangements relating to their connections to the Company, including its Website.

(vii) In order to remit a valid contribution for the Campaign, each Purchaser is required to send BTC, BCH, ETH, EOS or USDT within the Payment Window to the BTC, BCH, ETH, EOS or USDT address as instructed by the Company. Arrangements and consequences for late contributions are stipulated in section 10 below.

(viii) A contribution by any Purchaser is considered as completed and irrevocably remitted for the purposes of this section 8 at a time to be determined by the Company in its sole and absolute discretion. Any double spending attempt when making a contribution will be deemed as fraud and will not be recognized by the Company as a valid contribution, nor will it entitle the sending Purchaser to claim any FF Token.

(ix) Unless otherwise stated in these Terms and Conditions or a Website announcement, the Company is not obliged to refund any payments made by Purchasers under any circumstances.

9. ADDRESS FOR RECEIVING FF SUPERCOINS CONTRIBUTION

The address to receive the contributions for the FF Tokens will be determined and announced by the Company on the Website. Each Purchaser shall remit their contribution to such address directly from their Purchaser’s Wallet or Designated Wallet. This is the only valid address for receiving contributions for the FF Tokens for Purchasers. Payments sent to any other address will not be recognized by the Company as a valid payment. Such payments will not entitle the sending person to any claim of FF Tokens.

10. PAYMENT WINDOW

The period to purchase FF Tokens and contribute to the Token Sale (the “Payment Window”) will be opened from a date to be decided by the Company in its sole and absolute discretion and announced on the Website through and until the earlier of:

(i) close of the Token Sale; or

(ii) at the Company’s sole and absolute discretion as announced on the Website.

No payments will be accepted on or after the close of the Payment Window. Late payments may be rejected by the Company, and no FF Tokens will be allocated. The Company will refund any contributions from late payments within 14 days after the End Date minus any network or third-party fees, including handling fees.

11. TERMINATION EVENTS

Notwithstanding any other provision of these Terms and Conditions, the Company is entitled to terminate the Campaign, without any prior notice, if any of the following events occurs:

(i) With or without reasons, the Company elects to cease the operation of the FF Tokens by making an announcement on the Website.

(ii) With or without reasons, the Company elects to terminate the Campaign prior to the close of the Payment Window by making an announcement on the Website.

(iii) The sale of FF Tokens is required by any applicable law or regulation to terminate or be fundamentally restructured.

(iv) The Company being notified by any government, quasi-government, authority or public body (including but not limited to any regulatory body of any jurisdiction) in any jurisdiction that the Campaign is under investigation, prohibited, banned or forced to cease, or the Company is otherwise required by law to end the Campaign.

(x) The sale of FF Tokens discontinues prior to the Token Sale due to any force majeure event (including but not limited to any act of god, war, terrorism, industrial disputes, natural disaster, adverse weather conditions, failure of communication systems, or any other cause beyond the control of the Company) and the Company, in its sole and absolute discretion, cannot reasonably expect work on the FF Tokens to be resumed within three (3) months of such event.

(v) The Company fails to issue the FF Tokens to the purchasers within [1] year from the End Date.

(vi) A purchaser has breached any provision of these Terms and Conditions or acted in a manner which clearly shows that it does not intend to or are unable to comply with any provision in these Terms and Conditions;

(vii) The Company considers it is required to do so by the application of any laws or regulations or by any government, quasi-government, authority or public body (including but not limited to any regulatory body of any jurisdiction); or

(viii) The Company determines that performing its obligations under these Terms and Conditions is no longer commercially viable.

The Company retains its sole and absolute discretion to declare termination of the Campaign upon the occurrence of any of the above events and the Purchasers are not entitled to object to or deny the decision made by the Company. The Company will inform Purchasers of such termination by notice in accordance with Chapter III section 20 (“Notices”). Subject to these Terms and Conditions, nothing in this section affects a Purchaser’s rights to any FF Token of which it is absolute owner.

For the avoidance of doubt, the Purchaser shall have no right to terminate its purchase of FF Tokens under these Terms and Condition for any reason whatsoever, including the occurrence of any event specified in this section 11 of these Terms and Conditions.

12. ACTIONS UPON TERMINATION

Upon termination of the Campaign in accordance with section 11 above, the Company will, to the extent permissible by applicable law, notify all Purchasers in writing immediately of the refund arrangement of the balances of any unspent Token Sale proceeds, which would be net of all expenses and taxes paid (including any transaction or network fees incurred for such refund). Any shortfall in such refund arising as a result of such expenses and taxes will be borne equally by all Purchasers pro rata in accordance to the proportion of FF Tokens purchased by each Purchaser. All Purchasers must reply to such notice within one month of the Company sending the notice otherwise would be deemed waived and the Company shall not be under any obligation to return the Token Sale proceeds.

For avoidance of doubt:

(i) the refunds shall only be made if the Campaign is terminated in accordance with the termination events as stated in section 11 of this Chapter II ;

(ii) no refunds shall be made to Purchasers who have not complied with any requirement in these Terms and Conditions; and

(iii) the amount of any Token Sale proceeds that have been spent by the Company will not form part of any pool of Token Sale proceeds which may be used to provide refunds to Purchasers. This means that the amount which may refunded may be less than originally paid. The Company will not have any obligation to refund such Token Sale proceeds as have already been spent by the Company prior to the termination.

Other than as set forth in this section 12, the Company shall have no obligation whatsoever to any Purchaser upon the termination of the Campaign.

13. NO REDEMPTION

Given FF Tokens are not securities of any kind nor do they represent any legal or contractual right, neither the Company nor anyone else is obliged to redeem or purchase any FF Tokens from any Purchaser at any time, nor to give a refund for the return of the FF Tokens. As a cryptographic utility token, FF Token is not intended to be redeemed, purchased or otherwise transacted for profit.

14. POST-DELIVERY ATTENTION

Upon the delivery of FF Tokens to the cryptographic token wallet address specified by the Purchaser during the Token Sale, the Company shall have no further obligations to any Purchaser whatsoever. Each Purchaser has the sole responsibility to attend and exercise due care to FF Tokens delivered to them. In particular, it is imperative that any private key(s) relating to their cryptographic token wallet are stored securely. The Company is not liable whatsoever for any FF Tokens loss or theft after delivery to the Purchaser, regardless the reason for such loss or theft.

III. MISCELLANEOUS

1. NO REPRESENTATION OR WARRANTY

The Company disclaims and makes no representation or warranty with respect to the Campaign, or FF Tokens (including but not limited to its merchantability or fitness for any particular purpose), except those expressly specified herein. Each Purchaser’s decision to participate in the Campaign and purchase any FF Token is made based on their own knowledge of the Company, FF Tokens and the information disclosed herein or in the White Paper. Notwithstanding the generality of the foregoing, each Purchaser will, upon Token distribution, accept FF Tokens and the purchased FF Tokens on an “as is” basis, irrespective of its technical specifications, parameters, performance or function.

2. NO LIABILITY

In addition to other disclaimers elsewhere in these Terms and Conditions and any Website announcement, neither the Company nor any other third party is liable to a Purchaser or any other person for any loss, damage, cost or expense whether direct, indirect, consequential, special, punitive, exemplary or economic (except in instances of gross negligence, fraud or wilful misconduct by the Company) which arises in tort, contract or otherwise whether under statute or the common law, in connection with anyone or more of the following:

(a) any person’s participation in the Campaign in violation of any regulatory requirements imposed by any jurisdictions that may be applicable to them. Such regulatory requirements include but not limited to those relating to Financial Crime;

(b) any person’s participation in the Campaign that may violate any warranty, representation, covenant, obligation or other provision under these Terms and Conditions, and the failure or inability to retrieve their contribution or to claim relevant purchased FF Tokens;

(c) termination of the Campaign for whatever cause;

(d) failure, termination or abandonment of the FF Tokens operation and any failure to deliver the purchased FF Tokens to the Purchasers;

(e) postponement or rescheduling of FF Tokens development and any failure to meet any anticipated milestone that may result;

(f) any flaw, error, bug, weakness or defect or otherwise of the source code of FF Tokens;

(g) any malfunction, instability, breakdown, paralysis, rollback or hard-forking of the blockchain on which FF Tokens are connected to and/or based upon;

(h) failure of FF Tokens to be used in any specific way or meet any specific purpose;

(i) the utilization of any or all of the proceeds raised through the Campaign;

(j) failure to timely and wholly disclose any information with regards to developments of FF Tokens;

(k) any Purchaser’s divulgence, destruction or loss of the private key relating to his cryptographic tokens or cryptographic token wallet;

(l) trading of FF Tokens by any person or entity, regardless whether it may be speculative in nature;

(m) listing or delisting of FF Tokens on or from any exchange, including but not limited to cryptographic token exchanges;

(n) Company’s failure to obtain any necessary licences, approvals and/or permit to conduct any of the services;

(o) FF Tokens being treated or classified by any government, quasi-government, authority or public body (including but not limited to any regulatory body of any jurisdiction) as a type of security, money, currency, commodity, asset, collective investment scheme, commercial paper, negotiable instrument, investment or otherwise that may be banned, regulated or subject to certain legal restrictions and/or approval processes;

(p) any direct and indirect outcome resulted from the risk factors disclosed in these Terms and Conditions. This also includes any subsequent claim, damage, liability, loss, punishment, cost or other adverse impact that is associated with, caused by, in connection with, consequential to or incidental to that particular risk factor;

(q) any other matter arising from or related to the subject matter of these Terms and Conditions.

Each Purchaser agrees that they will not commence, or attempt or threaten to commence, any proceedings, action or claim (including any claim for compensation or costs) against the Company, or any third party in any jurisdiction for the recovery of any loss, damage, cost or expense, or in relation to any liability, arising out of or in connection with FF Tokens.

If the Company’s liability (or the liability of any provider of information) for a breach of a right or term implied by law in a relevant jurisdiction (whether by statute or otherwise) is capable of exclusion, it is hereby excluded.

Further, if the Company’s liability in relation to any matter relating to or arising in connection with FF Tokens is capable of limitation (but not exclusion), it is hereby limited to the maximum extent that is permitted by applicable law.

3. VARIATION

The Company may vary these Terms and Conditions by notice given under these Terms and Conditions in accordance with section 20 of Chapter III provided that such notice expressly states that it modifies, varies, amends or supplements these Terms and Conditions.

To the extent of any inconsistency between this document and the Website, announcements made on the Website will prevail (in reverse chronological order).

No other person, including the Purchaser, is authorised to vary these Terms and Conditions. Purchasers must not rely on any unauthorised representations in respect of these Terms and Conditions, including the Purchaser’s rights and obligations under them.

4. SURVIVAL

The following sections survive termination of these Terms and Conditions and remain binding and effective at all times:

(i) this section 4 (“Survival”); (ii) Chapter I, section 3 (“Purpose of FF Tokens”); (iii) Chapter II, section 3 (“Transferability of FF Tokens”) to the extent any Purchaser continues to hold any FF Tokens; (iv) Chapter II, section 4 (“Representation and Warranties”) to the extent any Purchaser continues to hold any FF Tokens; and (v) Chapter III, all sections.

5. TAX

Each Purchaser takes full responsibility to declare, bear and pay all such taxes, duties, imposts, levies, tariffs and surcharges that might be imposed by the laws and regulations of any jurisdiction as a result of or in connection with the receipt, holding, use, purchase, appreciation, trading, remittance or disposal of FF Tokens (no matter whether purchased during the Campaign or otherwise acquired). In addition, each Purchaser is solely liable for all such penal consequences, claims, fines, penalties, liabilities or otherwise arising from his underpayment, undue payment, belated payment or non-payment of any relevant tax. The Company does not give any advice on tax related matters and makes no representation as to the tax implication, if any, of any Purchaser’s participation in the Campaign. It is the responsibility of each Purchaser to consult their tax advisors before purchasing FF Tokens during and after the Campaign.

6. NO WAIVER

From time to time, the Company may decide not to require, or strictly enforce a Purchaser’s compliance in relation to any provision in these Terms and Conditions. The Company may also decide not to exercise any or all of its rights empowered herein. None of these should be construed as a waiver or relinquishment of the Company's right to assert or rely upon any such provision or right in that or any other instance. If applicable, an express or implied waiver given by the Company of any condition, provision, or requirement of these Terms and Conditions does not constitute a waiver of any future obligation to comply with such condition, provision or requirement.

7. SEVERABILITY

If any portion of these Terms and Conditions is held to be illegal, unenforceable or invalid, whether in whole or part, under the laws of any jurisdiction, that portion should be severed, and such illegality, unenforceability or invalidity does not affect the legality, enforceability or validity of the rest of these Terms and Conditions in that jurisdiction. This section has no effect if the severance alters the basic nature of this document or is contrary to public policy.

8. TITLES AND SUBTITLES

The titles and subtitles used in these Terms and Conditions are provided for convenience only and should not be considered in construing or interpreting these Terms and Conditions.

9. GOVERNING LAW AND JURISDICTION

These Terms and Conditions, the White Paper and any announcements made on the Website are governed by the laws of Hong Kong. Any present or future law which operates to vary the obligations of the Company in connection with these Terms and Conditions with the result that the Company’s rights, powers or remedies are adversely affected (including by way of delay or postponement) is excluded except to the extent that its exclusion is prohibited or rendered ineffective by law.

10. ARBITRATION

Any dispute, controversy or claim arising out of or relating to these Terms and Conditions, or the breach, termination, or invalidity thereof, shall be finally and exclusively settled by arbitration in Hong Kong in accordance with the UNCITRAL Arbitration Rules for the time being in force. The arbitration shall be administered by the Hong Kong International Arbitration Centre in accordance with its Practice Note on UNCITRAL cases. The law of this arbitration clause shall be construed and interpreted in accordance with Hong Kong law. The place of arbitration shall be Hong Kong. The number of arbitrators shall be 3. The arbitrators shall be appointed by the Company, save that if the Purchasers object on the arbitrators to be appointed within 15 days of a party to these Terms and Conditions giving notice of its intention to commence arbitration to the other party, the arbitrators are to be appointed by the President or Vice-President of the Hong Kong International Arbitration Centre. The language to be used in the arbitral proceedings shall be English. The seat of arbitration shall be Hong Kong.

11. RIGHTS OF THE COMPANY

Unless these Terms and Conditions expressly states otherwise, the Company may exercise a right, power or remedy or give or refuse its consent, approval or a waiver in connection with this document in its sole and absolute discretion (including by imposing conditions).

The rights, powers and remedies of the Company in connection with these Terms and Conditions are in addition to other rights, powers and remedies given by law independently of this document.

12. INDEMNITIES AND REIMBURSEMENT OBLIGATIONS

Any indemnity, reimbursement or similar obligation in this document given in favour of the Company:

(i) is a continuing obligation despite the satisfaction of any payment or other obligation in connection with this document, any settlement or any other thing; and

(ii) is independent of any other obligations under these Terms and Conditions, the White Paper or any Website announcement and continues after any of them end.

It is not necessary for the Company party to incur expense or make payment before enforcing a right of indemnity in connection with the subject of these Terms and Conditions.

13. FURTHER STEPS

Each Purchaser agrees to do anything (such as obtaining consents, signing and producing documents, producing receipts and getting documents completed and signed), which the Company asks and considers necessary to:

(i) bind the Purchaser and any other person intended to be bound in connection with FF Tokens;

(ii) show whether the Purchaser is complying with applicable law and these Terms and Conditions, the White Paper and/or any Website announcement;

(iii) enable the Company to obtain any necessary consent to this document of any other person; and

(iv) comply with its legal, regulatory and governance requirements.

14. CERTIFICATES

The Company may give a person a certificate about any other matter in connection with this document, and such certificate shall be deemed to be final and conclusive of the amount or matter to the extent permissible by any applicable law.

15. NO LIABILITY FOR LOSS

Without limiting any other disclaimer in these Terms and Conditions or Website announcement, the Company is not liable for any loss, liability, costs or expenses arising in connection with the exercise or attempted exercise of, any failure to exercise, or delay in exercising, a right, power or remedy in connection with this document.

16. INFORMATION PROVIDED TO PURCHASERS

The Company endeavours to ensure the accuracy and reliability of any information provided to Purchasers, whether in the White Paper, these Terms and Conditions, the Website, or any Other Relevant Material but the Company does not in any way guarantee the accuracy, completeness or reliability of such information and accepts no liability (whether in tort or contract or otherwise whether under statute or common law) for any loss or damage arising from any inaccuracies or omissions in such information. The use of such information is at the Purchaser’s sole risk. The Purchaser should undertake his own due diligence to verify the accuracy, completeness, or reliability of such information. Such information is provided to the Purchaser only and may not be furnished to or relied on by any other person or entity (in whole or part) for any reason without the prior written consent of the Company, which consent may be conditional.

The Company does not guarantee the timeliness, sequence, accuracy, adequacy, consistency or completeness of any information provided to Purchasers from time to time and any such information is provided on an “as is”, “as available” basis. In particular, the Company does not give any express or implied warranties (including warranties of merchantability or fitness for a particular use) with respect to such information.

Information provided to Purchasers may be derived from third party products. No third party makes any warranty to a Purchaser nor assumes any responsibility or undertakes to provide any support with respect to any information provided to a Purchaser.

17. FORWARD LOOKING STATEMENTS

Any statements or information contained in the White Paper, Website, these Terms and Conditions or any Other Relevant Material made by the Company which are not statements of historical fact are considered “forward looking statements”. Often, but not always, such statements include terms such as ‘aim’, ‘target’, ‘goal’, ‘anticipate’, ‘believe’, ‘could’, ‘estimate’, ‘expect’, ‘if’, ‘intend’, ‘may’, ‘plan’, ‘possible’, ‘probably’, ‘project’, ‘should’, ‘would’, ‘will’ or other similar terms. All future looking statements, including any statements regarding the FF Tokens’ future development, technical aspirations, plans and prospects, and any similar statements about the market in which the FF Tokens intends to operate, including market trends, are forward looking statements.

All forward-looking statements include known and unknown risks, uncertainties and other factors which may cause the actual future results, performance or achievements of the FF Tokens to be materially different to those noted in the forward-looking statements. Accordingly, no reliance may be placed on these statements as being a promise, representation or undertaking by the Company as to the future performance or state of the FF Tokens.

Neither the Company nor any other person represents, warrants or undertakes that the actual future results, performance and achievements of the FF Tokens will be as noted in the forward-looking statements, and the Company disclaims any responsibility to update any of those forward-looking statements or announce any revisions to those forward-looking statements.

18. NO IMMUNITY

To the extent the law permits, each Purchaser irrevocably and unconditionally waives, with respect to itself and its revenues and assets (irrespective of their use or intended use), all immunity on the grounds of sovereignty or other similar grounds from:

(i) suit;

(ii) jurisdiction of any court;

(iii) relief by way of injunction or order for specific performance or recovery of property;

(iv) attachment of its assets (whether before or after judgment); and

(v) execution or enforcement of any judgment to which it or its revenues or assets might otherwise be entitled in any proceedings in the courts of any jurisdiction (and irrevocably agrees, to the extent permitted by applicable law, that it will not claim any immunity in any such proceedings).

19. THIRD PARTY RIGHTS

Any person, who is not a party to these Terms and Conditions between the Company and the Purchaser (including any FF Tokens holder deemed to be a Purchaser) shall have no right under Contract (Rights of Third Parties) Ordinance (Cap 623 of the Hong Kong law) or under any other applicable law to enforce or to enjoy the benefit of any term of that agreement.

20. NOTICES

Each Purchaser agrees that the Company may give notices and communications, under or in connection with these Terms and Conditions by announcement on the Website or by email to the email address which a Purchaser registers with the Company and that such notice is deemed to be effective and received by the Purchaser at the earlier of the time when such notice or communication is published on the Website, or, such email is sent by the Company to the relevant email address unless the Company promptly receives an automated message indicating failed delivery of that notice.

All notices and communications from the Company must be in Chinese but may be accompanied by one or more translations authorized by the Company.

Any translation of any notice and/or communication under or in connection with these Terms and Conditions made by the Company, whether authorized by the Company or prepared by a third-party, has no legal effect and is provided for convenience only. Where there is conflict or inconsistency between the Chinese version of any notice and/or communications made under or in connection with these Terms and Conditions by the Company, and any other non-Chinese version of the same, the Chinese version shall prevail to the extent of such conflict or inconsistency.

Any notice or communication required to be given by the Purchaser to the Company under these Terms and Conditions must be sent to the email address specified on the Website for such purpose. All notices to the Company must be in Chinese or English. Any notice or communication given to the Company in any other mode (including notices given to the Company through the Website) have no legal effect.

21. GENERAL INTERPRETATION

Headings are for convenience only and do not affect interpretation. Unless the contrary intention appears, in this these Terms and Conditions and any Website announcement:

(i) labels used for definitions are for convenience only and do not affect interpretation;

(ii) the singular includes the plural and vice versa;

(iii) a reference to a document includes any agreement or other legally enforceable arrangement created by it (whether the document is in the form of an agreement, deed or otherwise);

(iv) a reference to a document refers to the most recent variation, replacement or novation of it;

(v) the meaning of general words is not limited by specific examples introduced by “including”, “for example”, “such as” or similar expressions;

(vi) a reference to “person” includes an individual, a body corporate, a partnership, a joint venture, an unincorporated association and an authority or any other entity or organisation;

(vii) a reference to a particular person includes the person’s executors, administrators, successors, substitutes (including persons taking by novation) and assigns;

(viii) a reference to “law” includes common law, principles of equity and legislation (including regulations);

(ix) a reference to any legislation includes regulations under it and any consolidations, amendments, re-enactments or replacements of any of them;

(x) a reference to “regulation” includes instruments of a legislative character under legislation (such as regulations, rules, by-laws, ordinances and proclamations) as well as instruments issued or endorsed by relevant government authorities;

(xi) an agreement, representation or warranty in favour of two or more persons is for the benefit of them jointly and each of them individually;

(xii) a reference to a group of persons is a reference to any two or more of them jointly and to each of them individually;

(xiii) a reference to any thing (including an amount) is a reference to the whole and each part of it; and

(xiv) a reference to “property” or “asset” includes any present or future, real or personal, tangible or intangible property, asset or undertaking and any right, interest or benefit under or arising from it.

IV. RISK FACTORS

This Chapter IV does not purport to advise you of all of the risks and other significant aspects of the FF Tokens or the Token Sale. You should also consider any additional risks and considerations relating to the FF Tokens and Token Sale and to consult your own legal, tax, financial and other advisers before entering into any transaction. In a worst-case scenario, you could lose your entire payment amount.

There are a number of risks involved in this Token Sale, as well as the future development, maintenance and running of FF Tokens. Some of these risks are beyond the control of the Company and the Company’s liability is limited as set out in Chapter III, section 2. Each Purchaser should comprehend, consider and evaluate carefully the risks described below in addition to any other available information before committing to the Campaign.

Each Purchaser should pay particular attention to the fact that, although the Company is established in Hong Kong, FF Tokens does not have any specific physical presence. In addition, the legal and regulatory position of FF Tokens may vary depending on the facts and circumstances. They may therefore fall within the purview of one or more jurisdictions, at least to some extent, and the legal and regulatory implications may therefore be unexpected.

Participation in the Campaign shall be taken as an action after careful and prudent analysis and evaluation, and will be deemed as the relevant Purchaser having been fully informed, advised and willing to bear all of the risks associated with it, including those as set out in this Chapter IV. You agree that the Company shall not be liable for, amongst others, any loss in connection with any risk whether disclosed or not disclosed in these Terms and Conditions. Any such loss will be at your sole and absolute risk.

(1) AMENDMENT OR TERMINATION OF THE CAMPAIGN

At the date of these Terms and Conditions, the Company is still seeking legal advice on a number of matters including but not limited to the governance structure, operational plan and the Token Sale process. Pending such advice, some or all aspects of these Terms and Conditions, the White Paper and other materials may need to be amended, as announced on the Website. The Purchaser should be aware of the risks associated with any possible changes, which may have adverse effects on the utility and legitimacy of FF Tokens. Also, the Campaign may be terminated pursuant to Chapter II Sections 11 and 12 but the Purchaser will not be entitled to any refund except pursuant to these Terms and Conditions.

(2) LIMITED AVAILABILITY OF SUFFICIENT INFORMATION

FF Tokens are still at an early development phase as of the date of these Terms and Conditions. Its governance structure, fees, purpose, consensus mechanism, algorithm, code, infrastructure design and other technical specifications and parameters may be updated and changed frequently without notice. While the White Paper contains the key information currently available, it is subject to adjustments and updates from time to time, as announced on the Website. Purchasers will not have full access to all the information relevant to FF Tokens. Nevertheless, given the nature of the FF Tokens, it is anticipated that significant milestones and progress reports will be announced on the Website, together with Subscription options as applicable.

(3) IMMEDIATE USE OF TOKEN SALE PROCEEDS AND REFUND POLICY

Initially the Company will operate with limited funding and will therefore rely heavily on the Token Sale proceeds raised in the Campaign in order to maintain the FF Tokens, and the operation of the Company. By participating in the Token Sale, you acknowledge that the Company shall be entitled to utilize the proceeds raised immediately and, in the event that the development of the FF Tokens is terminated for whatever reason, you may not be entitled to refund of the part of the proceeds that were spent already by the Company.

(4) REGULATORY MEASURES

Cryptographic tokens may be overseen by the legal and regulatory authorities of a number of jurisdictions globally. The Company may receive notices, queries, warnings, requests or rulings from one or more authorities upon short notice, or may even be ordered to suspend or terminate any action in connection with the Campaign as a whole without prior notice. Furthermore, many aspects of FF Tokens also involve untested areas of law and regulation, and could be subject to new laws or regulations. Therefore, their legal and regulatory outcome in all relevant jurisdictions is not possible to predict. The planning, development, marketing, promotion, execution or otherwise of the FF Tokens or the Campaign may be seriously affected, hindered, postponed or terminated as a result of such new laws and/or regulations. Since regulatory policies can change with or without prior notice, any existing regulatory permissions for or tolerance of FF Tokens or the Campaign in any jurisdiction may be withdrawn without warning. FF Tokens could be deemed from time to time as a commodity or virtual commodity, a digital asset or even as money, securities or currency in various jurisdictions and therefore could be prohibited from being sold, purchased, traded, distributed or held in certain jurisdictions pursuant to local regulations. In turn, the FF Tokens could be deemed to be a regulated or restricted product. There is no guarantee that FF Tokens can maintain any particular legal or regulatory status in any particular jurisdiction at any time.

(5) CRYPTOGRAPHIC PROTECTIONS

Cryptography is evolving and there can be no guarantee of security at all times. Advancement in cryptography technologies and techniques, including but not limited to code cracking, the development of artificial intelligence and/or quantum computers, could be identified as risks to all cryptography-based and/or blockchain based systems including FF Tokens. When such technologies and/or techniques are applied to FF Tokens, adverse outcomes such as theft, loss, disappearance, destruction, devaluation or compromising of FF Tokens may result. The security of FF Tokens cannot be guaranteed as the future of cryptography or security innovations is unpredictable.

(6) ABANDONMENT OR DEVELOPMENT FAILURE

Due to the technically complex nature of the FF Tokens, the Company could face difficulties from time to time that may be unforeseeable and/or unresolvable. Accordingly, the development of the FF Tokens could fail, terminate or be delayed at any time for any reason (including but not limited to a lack of funds). Development failure or termination may render FF Tokens not transferable, of reduced or no utility whatsoever, and/or obsolete.

(7) THEFT OF TOKEN SALE PROCEEDS

There may be attempts to steal the Token Sale proceeds. Such theft or attempted theft may impact the ability of the Company to fund the development or maintenance of FF Tokens. While the Company will endeavour to adopt industry best practices to keep the Token Sale proceeds safe (including but not limited to the use of cold storage and multi-signature authentications), successful cyber thefts may still occur.

(8) FLAW IN THE SOURCE CODE

While the Company adopts quality assurance procedures to help ensure the source codes as accurately as possible reflect their intended operation, the flawlessness of the source codes cannot be guaranteed. They may contain bugs, defects, inconsistencies, flaws or errors, which may disable some functionality, create vulnerabilities or cause instability. Such flaws may compromise the predictability, usability, stability, and/or security of FF Tokens. Open source codes rely on transparency to promote community-sourced identification and solution of problems within the code.

(9) COMPROMISED SECURITY

FF Tokens relies on open source software and unpermissioned decentralised distributed ledgers including but not limited to Ethereum. Accordingly, anyone may intentionally or unintentionally compromise the core infrastructural elements of FF Tokens and its underlying technologies. This may consequently result in the loss of any digital tokens held on the FF Tokens wallet and may cause the utility of FF Tokens to fall.

(10) UNAUTHORIZED CLAIM OF FF SUPERCOINS

FF Tokens can be claimed in bad faith by any person who successfully gains access to the holder’s wallet, email or if applicable, the Purchasers account they have registered the Website. This can be as a result of deciphering or cracking the holder’s password or private key, phishing scams and/or other hacking techniques. Subsequently, these FF Tokens may be sent to anyone and such remittance is not revocable or reversible. It is recommended that all FF Tokens holders should take appropriate security measures to safeguard their wallets (including but not limited to the use of two-factor authentication). Each FF Tokens holder is responsible for the security of their wallet, email and account on the Website at all times.

(11) LOSS OF PRIVATE KEY

The loss or destruction of a private key will permanently and irreversibly deny the holder access to their FF Tokens. FF Tokens are controlled only by the validation of both the relevant unique public and private keys through the local or online wallet. While it is recommended that all FF Tokens holders protect and securely store their private keys, each holder is responsible for safeguarding the private keys applicable to their own wallets.

(12) FORKING

FF Token is developed on the Ethereum blockchain, which is an open source protocol. Once released to the open source community, anyone may develop a patch or upgrade for the source code of Ethereum without prior permission by anyone else. The acceptance of patches or upgrades by a significant, but not necessarily overwhelming percentage of the Ethereum holders could result in a “fork” in the Ethereum blockchain.

The temporary or permanent existence of forked blockchains could adversely impact the operation of and the utility of FF Tokens. While a fork in the blockchain could possibly be rectified by community-led efforts to re-merge the two separate branches, success is not guaranteed and could take an undetermined amount of time to achieve.

(13) POPULARITY

FF Tokens may not be popular, prevalent or widely distributed after the Token Launch. FF Tokens may remain marginalized in the long run, appealing to only a minimal fraction of users. Also, it may be the case that speculators could end up being key drivers of FF Tokens demand. An absence of active users or low level of utilization may negatively affect the long-term development and future of the FF Tokens, and reduce or obviate the utility of FF Tokens.

(14) MARKET LIQUIDITY

After the Token Launch, the Company is not responsible for the subsequent circulation and trading (if any) of FF Tokens. FF Tokens is not money, legal tender or currency, fiat or otherwise, issued by any individual, entity, central bank or national, supra-national or quasi-national organization, nor is it backed by any type or quantity of assets, property or credits, nor does it represent any entitlement to any distributions of profits, dividends, or any other returns or payments of any kind from the Company and/or the Reserve. The utility of FF Tokens is solely based on the views expressed by buyers and sellers. There is no obligation of the Company nor anyone else to redeem, repurchase or acquire any FF Tokens from any FF Tokens holder. There is no guarantee or assurance that there may be a market where holders may readily trade FF Tokens.

(15) PRICE VOLATILITY

The circulation of FF Tokens is not the responsibility of the Company, and the Company will not support or otherwise facilitate the secondary trading of FF Tokens. As a result, FF Tokens may not circulate freely or widely, and may not be listed on any secondary markets.

Many cryptographic tokens have volatile prices. Even if FF Tokens do circulate on secondary markets, large fluctuations in price over short timeframes may occur. Such fluctuations could result from market dynamics (including but not limited to speculations), regulatory changes, technical advancements, exchange availabilities and other factors that impact the equilibrium between token supply and demand.

(16) THE COMPANY’S EXPOSURE TO CRYPTOGRAPHIC TOKENS

After the completion of this Token Sale, the Company expects that a certain portion of the proceeds may be converted into and/or held in other cryptocurrencies or cryptographic utility tokens. The Company expects to convert an appropriate proportion of cryptographic utility tokens received into fiat currencies at the sole and absolute discretion of the directors of the Company. For the avoidance of doubt, no FF Tokens holder has any right, title or interest in any such fiat currencies and/or cryptographic tokens.

(17) CONFLICT OF INTERESTS

As the initial supplier and architect of the FF Tokens, the Company has substantial influence in the set-up, governance and initial operations of the Company. The Company may undertake its activities, and exercise applicable rights, powers and remedies, even if this involves an actual or perceived conflict of duty, or any person has a personal interest in their exercise.

(18) POTENTIAL CONCENTRATED OWNERSHIP OF FF SUPERCOINS

Immediately after the completion of the Campaign, a number of individuals, including but not limited to the directors, advisors and early backers of the Company, may directly or indirectly own significant proportion of total available FF Tokens. These significant FF Tokens holders may, acting alone or in concert, not necessarily make decisions that are in the best interests of the other FF Tokens holders or the wider community as a whole.

(19) THIRD PARTY DEVELOPERS AND SUPPLIERS

By virtue of its decentralized factor, the FF Tokens will aggregate systems and contents from third parties. These will be provided by third parties, including users of the FF Tokens community or shall be other come from other decentralized ledger projects or open source technologies. Some or all of these third-party applications, programs or services may connect into or be set up on the underlying blockchain which are beyond the Company’s restriction, vetting, authorization or control. The Company neither intends nor has the capabilities to act as an authority to scrutinize to any extent any applications, programs or services to be developed on, connected to or otherwise associated with underlying blockchain.

(20) PRIVACY AND DATA RETENTION ISSUES

As a part of the Token Sale, the Company may collect personal information from Purchasers. The collection of such information is subject to applicable laws and regulations. All information collected will be used for purposes of Token Sale, thus it may be transferred to contractor, service providers and consultants worldwide as appointed by the Company. Apart from external compromises, the Company and its appointed entities may also suffer from internal security breach whereby their employees may misappropriate, misplace or lose personal information of Purchasers. The Company may be required to expend significant financial resources to alleviate problems caused by any breaches or losses, settle fines and resolve inquiries from regulatory or government authorities. Any information breaches or losses will also damage the Company’s reputations, thereby harming its long-term prospects.

(21) GENERAL RISKS RELATING TO THE USE OF THE INTERNET OR OTHER ELECTRONIC MEDIUM

Without limiting the foregoing risks, any communication or transaction via or information (including any document) transmitted via the internet or other electronic medium involves risks and by participating in the Campaign, you acknowledge that you understand and accept the following risks:

• We and/or Third Parties may use such authentication technologies as we deem appropriate. No authentication, verification or computer security technology is completely secure or safe. You agree to bear all risks of unauthorized access/use, hacking or identity theft.
• The internet or other electronic media (including without limitation electronic devices, services of third-party telecom service providers such as mobile phones or other handheld trading devices or interactive voice response systems) are an inherently unreliable form of communication.
• Any information (including any document) transmitted, or communication or transactions made, over the internet or through other electronic media (including electronic devices, services of third party telecom service providers such as mobile phones or other handheld trading devices or interactive voice response systems) may be subject to interruption, transmission blackout, delayed transmission due to data volume, internet traffic, market volatility or incorrect data transmission (including incorrect price quotation) or stoppage of price data feed due to the public nature of the internet or other electronic media.

• As a result of such unreliability:

o there may be time-lags, delays, failures or loss of data or loss of confidentiality in the transmission of data and receipt of communications; and

o while the Company may believe certain data to be reliable, there may be no independent basis for it to verify or contradict the accuracy or completeness of such data.

This is not an exhaustive list of all the consequences arising from such unreliability.

• Purchasers are solely responsible for preventing anything which may be harmful to any equipment that they use in connection with FF Tokens (including any computer virus, malicious program or harmful component) from affecting any such equipment, regardless of whether it originated in connection with FF Tokens.

(22) TAX MATTERS RELATING TO THE COMPANY’S OPERATIONS

Tax laws and regulations are highly complex and subject to interpretation. Consequently, the Company is subject to changes in tax laws, treaties and regulations. The Company’s income tax expense is based upon its interpretation of the tax laws in effect at the time when the expense was incurred. A change in these tax laws, treaties or regulations, or in the interpretation thereof, which is beyond the Company’s control could result in a materially higher tax expense, which in turn may limit the financial resources available to the Company. Also, as the Company actively solicits interests for the Campaign in multiple jurisdictions, such solicitations may lead to increased tax exposures for the Company.

In addition, the Company’s tax payments may be subject to review or investigation by tax authorities from time to time. If any tax authority successfully challenges the Company’s operational structure, or if the Company loses a material tax dispute, or any tax challenge of the Company’s tax payments is successful, the Company’s tax liabilities could increase substantially and the Company’s financial resources could be adversely impaired.

(23) TAX MATTERS RELATING TO PARTICIPATION IN THE CAMPAIGN

Participation in the Campaign may have tax reporting implications and liabilities for Purchasers from certain jurisdictions. Such liabilities shall be borne by the Purchasers alone and all Purchasers are advised to consult their tax advisors prior to participating in the Campaign.

(24) PERSONAL CONNECTIONS WITH PARTICULAR JURISDICTIONS

Residents, tax residents or persons having a relevant connection with certain jurisdictions are excluded from the Token Sale. Changes in a Purchaser’s place of domicile or the applicable law may result in a Purchaser violating legal or regulatory requirements of the applicable jurisdiction.

Purchasers are responsible for ensuring that the delivery, holding, use or exchange of FF Tokens is, and remains lawful despite changes to applicable laws, residence and circumstances.

(25) FURTHER TOKEN SALES AND DEVELOPMENT AND SALE OF ADDITIONAL TOKENS

The Company may, from time to time, and without prior notice or consultation, sell additional FF Tokens outside of the Token Sale from FF Tokens’ reserve. Further, the Company may develop and sell additional FF Tokens it deems necessary. Purchasers will not necessarily receive notice of the sale of additional FF Tokens or of any other tokens or fundraising means.

(26) UNANTICIPATED RISKS

Cryptographic tokens such as the FF Tokens are a new and relatively untested technology. In addition to the risks noted above, there are other risks associated with your purchase, holding and use of FF Tokens, including those that the Company cannot anticipate. Such risks may further materialise as unanticipated variations or combinations of the risks set out above.

(27) FAILURE TO OBTAIN LICENCES

Whilst the Company aims to obtain all necessary licences, approvals and permits under any applicable jurisdiction from the government and licencing authority, such application is beyond the control of the Company and may result in the Company’s failure to obtain such licences, approvals and permits. This may result in the Company’s failure to provide any services as indicated under the White Paper, the Website and/or these Terms and Conditions.

[END OF THE MAIN SECTION OF THE TERMS AND CONDITIONS]

Anti-Money Laundering and Counter-Terrorist Financing (AML/CTF) Policy and Know Your Customer (KYC) Policy

The Open Source Finance group (the “Company”) has put in place an Anti-Money Laundering /Counter-Terrorist Financing Policy and a Know Your Customer Policy (collectively, the “AML/KYC Policies”) based on recommendations made to and approved by its Board for the operation of the Company’s token sale (the “Token Sale”) of the FF Tokens. The AML/KYC Policies are revisited periodically and amended from time to time based on prevailing industry standards and international regulations designed to facilitate the prevention of illicit activity including money laundering and terrorist financing. All senior management and employees of the Company are required to acknowledge and be familiar with the AML/KYC Policies.

The AML/KYC Policies are designed to lay down a framework to:

1. prevent the Company from being used, intentionally or unintentionally, by criminal elements for money laundering or financing terrorist activities;
2. enable the Company to know/understand its customers, clientele, contributors, business associates, and other contacts with which the Company has any financial dealings with (collectively, “Dealing Entities”) in relation to the Company and their financial background and source of funds better, which in turn would help it to manage its risks prudently;
3. put in place appropriate controls for detection and reporting of suspicious activities in accordance with applicable laws, procedures and regulatory guidelines; and
4. equip employees of the Company with the necessary training and measures to deal with matters concerning AML/KYC procedures and reporting obligations.

THE POLICIES

RISK-BASED APPROACH

The Company shall adopt and maintain a Risk-Based Approach (“RBA”) towards assessing and containing the money laundering and terrorist financing risks to the Company arising from the use of the services on the Company. The guidelines are as follows:

1. Before entering into any transaction or proposed transaction, necessary checks shall be conducted in line with the RBA so as to ensure that the identity of the Dealing Entities or persons associated with the entities does not match with any person with known criminal background or with banned entities such as individual terrorists or terrorist organizations.
2. For the purpose of risk categorization of Dealing Entities, the relevant information shall be obtained from the Dealing Entities at or before the time of entering into the transaction or commencement of business relationship.
3. The risk categorization process for different types of Dealing Entities may take into account the background of the Dealing Entities, nature of business activity, location of Dealing Entities / activity and profile of participants of the Company, country of origin, sources of funds, mode of payments, volume of turnover, social and financial background.
4. The outcome of the risk categorization process shall be decided based on the relevant information provided by the Dealing Entities at the time of commencement of business relationship.
5. Enhanced due diligence would be required for higher risk Dealing Entities, especially those for whom the sources of funds are not clear, or for transactions of higher value and frequency, which shall be determined by the Company at its sole and absolute discretion.
6. The Company must be able to satisfy the competent authorities that due diligence was observed based on the risk profile of the Dealing Entities in compliance with the relevant legislations in place.
7. If the Company deems necessary, the Company may appoint a Third-Party AML/KYC specialist screening firm to ensure compliance with prevailing regulations and the Company’s policies. The Company must be satisfied that such third party is adequately regulated, supervised or monitored, and has measures in place for compliance with participant due diligence and record-keeping requirements in line with the requirements and obligations under the applicable regulations, and that the third party is not based in a country or jurisdiction assessed as high-risk.

1. PARTIPATION AT THE TOKEN SALE:
   1. Establishing and maintaining risk-based due diligence, identification, verification and KYC procedures, including enhanced due diligence for those Dealing Entities presenting higher risk, such as Politically Exposed Persons (PEPs).
   2. The Company should not allow the participation from any Dealing Entities in fictitious name or on behalf of other persons whose identity has not been disclosed or cannot be verified.
   3. The maintenance of appropriate records for the minimum prescribed periods, but also subject to the Company’s privacy policy.
2. INTERNAL CONTROLS
   1. The Company will develop and implement internal controls for the purpose of ensuring that all of its operations comply with AML/KYC legal requirements and that all required reports are made on a timely basis. Some of those internal controls are listed within this document and may include, but are not limited to, the Customer Identification Program, the Suspicious Activity Reporting system, and the required reports on the Policies’ effectiveness to the Board.
3. CUSTOMER IDENTIFICATION PROGRAM
   1. The Customer Identification Program is to be carried out at the following stages: (i) prior to committing to purchase any FF Tokens from the Company at the Token Sale; (ii) before or during the carrying out of any financial transaction; and (ii) when there is any doubt about the authenticity/veracity or the adequacy of the previously obtained Dealing Entities’ identification data.
   2. The Company will require Dealing Entities to provide proof of identification.
   3. When there shall be any suspicion of money laundering or terrorism financing activities, or where there shall be any doubt about the adequacy or veracity of previously obtained Dealing Entities’ identification data, the due diligence measures shall be reviewed, including verifying again the identity of the Participant and obtaining information regarding the purpose and intended nature of the business relationship with the Company.
4. PROOF OF IDENTIFICATION:
   1. For natural persons, sufficient identification data shall be obtained to verify:
      • Full name
      • Date of birth
      • Nationality/ Citizenship
      • Country of birth
      • City or town of birth "Government-issued identification number (where applicable): i.e. national identity number or Passport number"
      • Gender
      • Residential address
      • Verification of address is required by obtaining a copy of acceptable address proof document (one or more, at the discretion of the Company) issued in the 3 months prior to establishing an account. The document must carry the Participant's name and address.
      • Permanent address (if different from residential)
      • Correspondence address (if different from residential)
      • Identification and Verification of authorized agents (e.g. any power of attorney of the account)
   2. For other legal entities, sufficient documentation shall be obtained to verify:
      • Name
      • Government-issued identity documents (for connected parties)
      • Address proof document for connected parties (issued within 3 months of date received)
      • Certificate of Incorporation/ or Certificate of Registration
      • The Company Search Report/ or Certificate of Incumbency (COI)
      • M&AA/ Constitution/ Articles of Incorporation/ By-Laws
      • Organization chart for ownership structure
      • The standing of any person purporting to act on behalf of the legal entity
      • The ownership and control structure of the legal entity, and to determine who are the natural persons who ultimately control the legal entity
      • The Identification Data of the natural persons who ultimately control the legal entity (see above)
      • List of key controllers
      • Trust Deed (If any)
      • If partial Trust Deed is provided, this should include the front page of the initial trust deed and the last pages of the latest Deed, which should contain the following information;
      • Appointment of current Trustees,
      • Full name of the Trust and Trading As Name, and
      • Trustees' signature (If any)
      • Declaration of Trust (If any)
      • Foundation Charter (If any)
      • Declaration of Foundation (If any)
   3. For other legal entities, sufficient documentation may (at the Company’s determination) be obtained to verify:
      • Latest Annual Report
      • Partnership agreement (Full)
      • Partnership agreement (Partial) or Latest Annual Report
      • Evidence from reliable public sources e.g. extract of latest listed stock register, indicating that the Participant is listed on a stock exchange in a FATF member country
5. VERIFICATION
   1. Documents used for participation at the Token Sale must be verified prior to the acceptance of the Dealing Entities as a purchaser of the FF Token. Verification of identity may require multi-factor authentication, layered security and other controls to ensure a meaningful user identity confirmation process based on account size or other factors.
   2. The following are a list of documents that the Company will require from Dealing Entities for verification:
      • Identity document (such as passport copy);
      • Source of funds information (which may include bank statements and previous trading portfolio);
   3. The following are examples of verification methods the Company may use but is not an exhaustive list of the documents that the Company may request:
      • Obtaining proof of address, such as a copy of a utility bill or bank statement from the account holder.
      • Comparing the identifying information with information available from a trusted third-party source, such as a credit report from a consumer-reporting agency.
      • Analyzing whether there is logical consistency between the identifying information provided, such as the Dealing Entities’ name, street address, postal code, telephone number, date of birth, and social security number (logical verification).
      • Utilizing knowledge-based challenge questions.
      • Utilizing complex device identification (such as “digital fingerprints” or IP geo-location checks).
      • Obtaining a notarized or certified true copy of an individual’s birth certificate for valid identification.
6. SUSPICIOUS PARTICIPATION AND ACTIVITY REPORTS
   1. For the purpose of the Policies, a “Suspicious Transaction” means a transaction or attempted transaction, which to a person acting in good faith:
      • gives rise to a reasonable ground of suspicion that it may involve proceeds of criminal or other illicit activity, regardless of the value involved;
      • appears to be made in circumstances of unusual or unjustified complexity;
      • appears to have no economic rationale or bona fide purpose; and
      • gives rise to a reasonable ground of suspicion that it may involve financing of the activities relating to terrorism.
   2. Internal controls will be implemented so that a monitoring system is in place to reasonably detect any Dealing Entities who appears to be conducting or have conducted Suspicious Transaction. When a Suspicious Activity is detected, the Company’s senior management will make the decision as to whether the transaction meets the definition of Suspicious Transaction or activity and whether any filings with law enforcement authorities should be filed. The Company reserves the right to report Suspicious Transactions or activity to law enforcement authorities at its sole discretion.
   3. The Company will maintain a copy of the filing as well as all backup documentation. The fact that a filing has been made is confidential. No one, other than those involved in the investigation and reporting should be told of its existence. In no event should the parties involved in the suspicious activity be told of the filing. The Company may inform the Company’s Board of the filing and the underlying transaction.
7. MAINTAINING RECORDS
   1. Reasonable procedures for maintaining records of the information used to verify a person’s name, address and other identifying information submitted for the purposes of utilizing the services on the Company are required under this Policy. The following are required steps in the record keeping process:
      • The Company is required to maintain a record of identifying information provided by the Dealing Entities.
      • Where the Company relies upon a document to verify identity, the Company must maintain a copy of the document that the Company relied on that clearly evidences the type of document and any identifying information it may contain.
      • The Company must also record the methods and result of any additional measures undertaken to verify the identity of the Dealing Entities.
      • The Company must record the resolution of any discrepancy in the identifying information obtained.
      • All transaction and identification records will be maintained for as long as reasonably necessary for the purpose of operating the Platform and to comply with applicable regulations.
   2. All information collected from the Participants will be subject to the Company’s privacy policy, which is announced from time-to-time.
   3. For citizens from European Economic Area (the “EEA”), we shall only obtain and record your information for the purpose of this policy and our privacy policy. Please refer to our privacy policy on how your information may be used.

Disclaimer

GENERAL DISCLAIMER

YOU ACKNOWLEDGE, THAT TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, THE WEBSITE, INCLUDING WITHOUT LIMITATION THE SITE AND OTHER MATERIALS PROVIDED TO YOU BY THE OPEN SOURCE FINANCE GROUP (THE “COMPANY”), ARE PROVIDED ON AN “AS IS” BASIS. OTHER THAN EXPRESSLY PROVIDED UNDER THE AGREEMENT, THE COMPANY GIVES NO OTHER WARRANTIES, EXPRESS, IMPLIED, STATUTORY OR IN ANY COMMUNICATION WITH USER.

THE USE OF THE WEBSITE AND RELIANCE ON THE CONTENT AVAILBLE THROUGH THE WEBSITE IS DONE SOLELY AT YOUR OWN RISK. THE COMPANY DISCLAIMS ANY AND ALL WARRANTIES RELATING TO THE WEBSITE, THEIR CONTENT AND OTHER MATERIALS, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO THE IMPLIED WARRANTIES OF NON-INFRINGEMENT OF THIRD PARTY RIGHTS, SATISFACTORY QUALITY, AVAILABILITY, SECURITY, TITLE, ABILITY TO OPERATE AND FITNESS FOR A PARTICULAR PURPOSE.

ANY RELIANCE ON THE WEBSITE IS AT THE USER’S OWN RISK. THE COMPANY DOES NOT WARRANT THAT THE WEBSITE WILL MEET YOUR REQUIREMENTS, AND DOES NOT GUARANTEE THAT THE USE OR OTHER EXPLOITATION OF THE WEBSITE WILL LEAD TO CERTAIN RESULTS. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED BY YOU FROM THE COMPANY OR THROUGH THE WEBSITE WILL CONSTITUTE ANY WARRANTY AND/OR REPRESENTATION.

WE DO NOT WARRANT NOR REPRESENT THAT ANY CONTENT THAT THE WEBSITE PROVIDED WILL BE ACCURATE OR ERROR-FREE, THAT ACCESS THERETO WILL BE UNINTERRUPTED, THAT ALL DEFECTS WILL BE CORRECTED, OR THAT THE SERVERS, AND THE CONTENT AVAILABLE THERE THROUGH IS OR WILL BE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

THE COMPANY MAY PAUSE OR INTERRUPT THE WEBSITE AT ANY TIME, AND USERS SHOULD EXPECT PERIODIC DOWNTIME FOR UPDATES TO THE WEBSITE.

WE WILL NOT BE LIABLE TO YOU OR ANY THIRD PARTY FOR ANY DIRECT, INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR EXEMPLARY DAMAGES (INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, USE, OR DATA), EVEN IF A PARTY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, WE WILL NOT BE RESPONSIBLE FOR ANY COMPENSATION, REIMBURSEMENT, OR DAMAGES ARISING IN CONNECTION WITH: (A) YOUR INABILITY TO USE THE WEBSITE, INCLUDING AS A RESULT OF ANY (I) TERMINATION OR SUSPENSION OF THE AGREEMENT OR YOUR USE OF OR ACCESS TO THE WEBSITE, (II) OUR DISCONTINUATION OF ANY OR ALL OF THE WEBSITE, OR, (III) WITHOUT LIMITING ANY OBLIGATIONS UNDER ANY SEPARATELY AGREED SERVICE-LEVEL AGREEMENTS, ANY UNANTICIPATED OR UNSCHEDULED DOWNTIME OF ALL OR A PORTION OF THE WEBSITE FOR ANY REASON, INCLUDING AS A RESULT OF NETWORK FAILURE; (B) ANY INVESTMENTS, EXPENDITURES, OR COMMITMENTS BY YOU IN CONNECTION WITH THE AGREEMENT OR YOUR USE OF OR ACCESS TO THE WEBSITE; OR (C) ANY UNAUTHORIZED ACCESS TO, ALTERATION OF, OR THE DELETION, DESTRUCTION, DAMAGE, LOSS OR FAILURE TO STORE ANY OF YOUR CONTENT OR OTHER DATA.

YOU ACCEPT RESPONSIBILITIES OF ALL ACTIVITIES AND CONTENTS GENERATED BY YOU. YOU FURTHER ACKNOWLEDGE THAT THE COMPANY DOES NOT ACT AS YOUR BROKER, INTERMEDIARY, AGENT OR ADVISOR WITH RESPECT TO ANY TRANSACTION YOU MAKE OR PROPOSE TO MAKE RELEVANT TO THE WEBSITE AND OWES YOU NO FIDUCIARY DUTY.

The Company hereby expressly disclaims its liability and refuse to be liable for the following liabilities:

1. Any person’s purchase of FF Tokens in violation of any anti-money laundering, counter-terrorism financing or other regulatory requirements that are imposed in any jurisdiction;
2. any error, flow, defect or other issues in the source code of FF Tokens;
3. any malfunction, breakdown, collapse, rollback or hard forking of the original public chain of any FF Tokens;
4. any purchaser’s divulgence, loss or destruction of the private key to his/her wallet for any FF Tokens;
5. any default, breach, infringement, breakdown, collapse, service suspension or interruption, fraud, mishandling, misconduct, malpractice, negligence, bankruptcy, insolvency, dissolution or winding up of any third-party platform which the services of the Company relies on;
6. FF Tokens being classified or treated by any government, quasi-government, authority or public body as a type of currency, securities, commercial paper, negotiable instrument, investment instrument or otherwise that results in it being banned, regulated or subject to certain legal restrictions.

TAXATION

It is your responsibility to determine what taxes duties or governmental fees apply to the payments you make or receive, and it is your responsibility to collect, report and remit the correct tax duties or governmental fees to the appropriate tax authority, regardless of jurisdiction. The Company is not responsible for determining whether taxes duties or governmental fees apply to your transaction, or for collecting, reporting or remitting any taxes arising from any transaction, to you or any taxation, governing or third authority.

WEBSITE

The content on this website is subject to change at any time without notice, the Company has taken reasonable measures to ensure the accuracy of the information on the website, however, does not guarantee its accuracy, and will not accept liability for any loss or damage which may arise directly or indirectly from the content or your inability to access the website, for any delay in or failure of the transmission or the receipt of any instruction or notifications sent through website.

COMMUNICATION

Electronic communications may contain computer viruses, and may also be intercepted, corrupted or delayed. The Company and its related companies do not accept any liability for electronic communications that have been altered in the course of delivery or that have not been delivered in a timely manner. By communicating with the Company through electronic communications you are taken to have accepted these risks.

EXTERNAL DATA

The information and statistical data herein have been obtained from sources we believe to be reliable. Such information has not been independently verified and we make no representation or warranty as to its accuracy, completeness or correctness. Any opinions or estimates herein reflect the judgment of the Company at the date of this communication and are subject to change at any time without notice.