BeFaster Terms and conditions
PLEASE READ THE CONDITIONS FOR THE TOKEN SALE CAREFULLY. IF YOU DO NOT AGREE WITH THESE CONDITIONS, DO NOT BUY TOKENS.
§ 1 Business partner and subject
1.1. The subject of the business relationship is the purchase of the BeFasterHoldertoken (hereinafter referred to as BFCH).
1.2. The acquisition takes place within the framework of a private sale.
1.3. The Private Sale is offered by BeFaster.fit Limited, 4. Vincenzo Dimech Road, Floriana FRN 1504, Malta (hereinafter referred to as BeFaster, We), represented by the directors Irina Manilitsch and Maximilian Jurtz. The Private Sale is organised and executed by Corporate Management Solutions Ltd., P.O. Box 799, Two Artillery Court, 2nd Floor, 161 SheddenRoad, Grand Cayman KY1-1103 Cayman Islands; Primary payments partner: Payex OÜ, Lansnamae Linnaosa, Katusepapi tn 4-A803, 11412, Harju maakond, Tallinn, Estonia (hereinafter referred as Exchange).
1.4. We reserve the right to include further Exchanges for the Private Sale if this should be necessary for technical, legal or accounting reasons.
1.5. BeFaster is originally an ICO funded project under the responsibility of Tron Europe ltd. After completion of the ICO, BeFaster has established its own legal entity and now acts on its own account and in one name.
1.6. The proceeds from the Private Sale will be used to complete the DApp and to carry out global marketing.
1.7. With the purchase of the BFCH, the present terms and conditions, as well as the conditions incorporated by reference, become binding on the parties.
§ 2 Private sale realisation
2.1. The private sale begins on 01.04.2020 at 17.00 (CEST) and ends on 30.06.2020 at 23:59:59 (CEST).
2.2. For the private sale, the period of time indicated under I. is intended as the maximum term. If the total BFCH holdings intended for the private sale are exhausted prematurely, the private sale will be deemed to be terminated on this date. This is the case when all the BFCH available to the investors have been sold.
2.3. The private sale is divided into five phases based on the volume of BFCH sold. There is no timetable for the expiry of the phases.
2.4 Each phase includes the sale of 10 million BFCH to the investors. With the sale of 10 million BFCH each phase is completed and the next phase begins.
§ 3 Tokenisation and BFCH allocation
3.1. A total of BFCH 50 million is available for Private Sale.
3.2. BeFaster Ltd. will receive BFCH 135 million at the beginning, of which BFCH 105 million for the team and a further BFCH 30 million for operating business, will be freezed for 12 months (18. May 2019 until 18 May 2020, i.e. neither tradable nor transferable. Tron Europe ltd. will receive BFCH 30 million at the beginning. A total of BFCH 120 million is available to investors, with BFCH 50 million to be sold in private sale. A further BFCH 15 million is earmarked for marketing measures.
3.3. Marketing measures (e.g. lotteries and competitions, not conclusive) can be carried out in the former ICO an in the Private Sale. In this case, the distribution to the participants is made from the marketing volume earmarked for this purpose. By receiving the distributed BFCH, the participants become token holders and are therefore considered investors for the purposes of these conditions.
3.4. If the increase in financing is absolutely necessary for technical or factual reasons for the realisation of the project, the initiators can apply for an extension of the financing via BFCH via Tron Europe ltd. In doing so, the investors involved up to this point are guaranteed that they will maintain their percentage allocation of BFCH.
§ 4 Investor status, distribution of the proportional and partial participation right
4.1. Anyone who has BFCH tokens in their wallet is considered an investor. The BFCH serves to determine the ratio of the profit participation right to the partial participation in future company profits.
4.2. We distribute 50% of the partial profits to investors on a quarterly basis, starting on the date on which the application is published. The first distribution will take place 3 months after publication of the BeFaster app. The distribution is made in the ratio of the BFCH number held to the actual BFCH number in total.
4.3. The distribution of the profit participation right is based on Tron Europe ltd. model. Consequently, investor satisfaction is generally based on the Tron Europe Reward Coin (TERC). Deviations from this are possible in principle and will be implemented within the framework of the application upon request and/or with consent.
4.4. At the time of distribution, the relevant distribution volume in TERC is to be generated by income in the current application and/or by purchases via Exchanges.
§ 5 Purchase, Sale and Price of BFCH
5.1. The price of a BFCH is subject to the increases described in § 2 (d) depending on the volumes. The price increase is subject to the following principle:
1st 10 million BFCH each for 0.2 $
2nd 10 million BFCH each for 0.3 $
3rd 10 million BFCH each for 0.4 $
4th 10 million BFCH each for 0.5 $
5th 10 million BFCH each for 0.6 $
As soon as the available contingency is exhausted, there will be a price increase. This is reported by the exchange, so that the investor is aware of the current price.
5.2. The purchase of BFCH in Private Sale is possible with Bitcoin (BTC), Etherium (ETH) and Tronix (TRX). The respective price of the crypto currency is subject to constant volatility. This is not subject to the influence of BeFaster or the Exchange. When purchasing the payment currency (BTC, ETH, TRX), investors are encouraged to deal with the applicable rules and regulations independently.
5.3. As is usual in a Private Sale, an equivalence token, the BFCH-IEO, is distributed among the wallets during the relevant period. After completion of the private sale, all investors receive the BFCH au tomatically through the Exchange.
§ 6 Purpose and use of the BFCH
6.1. The purpose of the purchase of BFCH is to support the development, programming and worldwide marketing of the decentralized application BeFaster. The BFCH serves to determine the ratio in which the investors will participate in the partial company profit.
6.2. By purchasing, receiving or owning the BFCH, the investor agrees to have his BFCH wallet volume converted to another type of token, should this be necessary based on legal provisions, regulations and licenses. The investor is thus aware that the BFCH does not represent or grant any ownership rights or shares, stocks, securities or equivalent rights in or in relation to BeFaster or any of its affiliates, other than the rights expressly mentioned in these terms and conditions (participation right). The BFCH is not a security or other investment instrument.
§ 7 Possible migration of the tokens
The tokens are created as TRC – 10 tokens on the Tron protocol. We reserve the right to migrate the TRC -10 based tokens to another protocol in the future and to generate replacement tokens on the new protocol (the “replacement tokens”) if we, in our sole discretion, consider it necessary or appropriate.
§ 8 Scope of application of these conditions
8.1. These conditions exclusively govern the acquisition from BFCH in the context of a private sale.
8.2. The use of the tokens in connection with the providing or receiving of services on our application is governed by other applicable terms, conditions and policies. In particular, upon release, BeFaster will generate an application-internal utility token that has no direct or indirect influence on the function of the BFCH.
§ 9 Recognition and assumption of risks by investors
9.1. You acknowledge that there are risks associated with the purchase and possession of the BFCH. With the acquisition of BFCH, the investor expressly acknowledges that the following risks, among others, are associated with the purchase:
9.1.1. Risk of loss of access to tokens due to loss of the private key(s), errors in portfolio management or buyer errors.
A private key or a combination of private keys is required to manage and dispose of the tokens stored in your digital wallet or vault. If you lose the required private key(s) to your digital wallet or vault, in which the tokens are stored, the tokens will be lost. In addition, a third party may acquire your tokens unlawfully by gaining access to this private key(s), including by gaining access to the login details of a hosted wallet service you are using. Any error or malfunction caused by or otherwise related to the digital wallet or vault you have selected to receive or store the tokens, including your own errors in the administration or use of such digital wallet or vault, may also result in the loss of your tokens. If you do not strictly follow the procedures prescribed for the purchase and reception of the Tokens, for example by entering an incorrect or non-TRC-10 compatible receiving address for the Tokens, this may also result in the loss of your Tokens.
9.1.2. Risks associated with the TRON protocol.
Since the BFCH are based on the Tron protocol, a malfunction or failure or setting of the Tron protocol may have an adverse effect on the BFCH. In addition, advances in cryptography or technical advances, such as the development of the quantum computer, may pose risks to the BFCH and the network. This also includes the usefulness of BFCH for obtaining services if the cryptographic consensus mechanism underlying the Tron protocol becomes ineffective.
9.1.3. Risk of Mining Attacks.
As with other decentralized cryptographic tokens based on the Tron protocol, BFCH are vulnerable to Miner attacks when validating BFCH transactions on the Tron block chain. This includes, but is not limited to, double spending, 51% attacks, and selfish mining attacks. Any successful attack poses a risk to BFCH, including, but not limited to, the correct execution and recording of transactions with BFCH.
9.1.4. Hacking risk and security deficiencies.
Hackers and other malicious groups or organizations ma y attempt to influence the BFCH invarious ways. This includes, but is not limited to, malware, consensus-based attacks, Sybil attacks, smurfing and spoofing. Since BFCH is also based on open source software, there is a risk that a third party or a member of society may, intentionally or unintentionally, incorporate weaknesses in the core infrastructure of the token protocol, which could have a negative impact on BFCH, in particular on the usability of the tokens to obtain the services.
9.1.5. Risk of uninsured losses.
Unlike deposits on bank accounts, the tokens are not subject to deposit protection or other public safeguards. In the event of a partial or total loss of value of the tokens, there is thereforeno public institution to compensate you for this loss.
9.1.6. Risks associated with uncertain regulations and enforcement actions.
The regulatory status of the BFCH or the distributed ledger technology is unclear or open in many jurisdictions. It is unpredictable how and whether regulators will apply existing regulations to this technology and its applications, including network and BFCH. Similarly, it is not possible to predict how and whether legislators or regulators will make changes to laws and regulations that affect distributed ledger technology and its applications, including BFCH. Government action may have a negative impact on BFCH in a number of ways. Such action may include, but is not limited to, a governmental determination that the purchase, sale, or delivery of tokens constitutes an unauthorized act or that the tokens are a regulated instrument that requires registration or approval of such instruments or of all or any of the parties involved in the purchase, sale, or delivery of such instruments. The Company may cease operating in any jurisdiction where it becomes illegal as a result of regulatory action or changes in laws or regulations, or where it makes no economic sense to obtain the regulatory approval(s) necessary to operate in such jurisdiction.
9.1.7. Risks arising from taxation.
The tax characterization of the tokens is uncertain. The investor himself must seek tax advice from qualified advisors in connection with the purchase of tokens, as this can have a tax disadvantage for you, e.g. through withholding taxes, income taxes or tax reporting obligations.
9.1.8. Risks associated with the development and maintenance of the Network.
The Network is still under development and may experience significant changes over time. While we intend thetokens and the network to operate as described in the white paper and will take all commercially reasonable steps to do so, we do not intend to use the tokens or the network in any way that is not in accordance with this white paper. However, we may be forced to make changes to the token or network properties for a number of legitimate reasons. In addition, we have no control over how other participants will use the network, what third party products or services will be offered over the network, or to what extent (if any) third party products and services will use the tokens. This leads to the risk that the tokens or the network may not meet your expectations at the time of purchase as they are further developed and maintained. In addition, it is possible that disruptions or inadequacies in the development or maintenance of the network may occur, which may have negative effects on the network and tokens as well as the potential usefulness of the tokens, in particular for obtaining the services.
9.1.9. Risk of fluctuations in value.
If the BTC, ETH and TRX fluctuates in value during or after the token sale, we may not be able to finance the development or develop or maintain BeFaster as intended. In addition to the usual market forces, there are various possible events that could increase the risk of BTC, ETH and USDC fluctuations in value, e.g. security incidents or market irregularities on one of the main exchanges for crypto currencies.
9.1.10 Risk of liquidation of the company or BeFaster
For a variety of reasons, including, but not limit ed to, unfavorable fluctuations in the value of BTC, ETH, TRX (or other cryptographic currencies or fiat money), the decrease in the usability of the tokens (including usability for obtaining services), the failure of business relationships or challenges to intellectual property, the operation of BeFaster may no longer be profitable or the Company may dissolve or become insolvent.
9.1.11. Risks due to lack of control rights.
As the BFCHs do not confer any rights of control over the legal entity of BeFaster, all decisions concerning the Company’s products or services or the Company itself will be taken by the Company at its own discretion. This includes, but is not limited to, discontinuing decisions, products or services or selling or dissolving the Company.
9.1.12 Unforeseen risks.
Cryptographic tokens, such as the BFCH, are a new and not yet widely tested technology. In addition to the risks mentioned in this Section 10 of these Terms and Conditions, there are other risks associated with your purchase, ownership and use of the Tokens, in particular unforeseen risks. These risks may also materialize as unforeseen variations or combinations of the risks set forth in Section 9 of these Terms.
9.1.13 Total loss risk.
Each of the above-mentioned risks, individually or in combination with the realization of one or
more other risks, is likely to cause the partial or total loss (total loss) of the means employed
by investors to acquire BFCH. This also applies to the risks described in section 10 (a ) to (m).
IMPORTANT NOTE: As the BFCH are not intended to be or sold as securities or any other type of investment product, the information contained in this Section 9 should not be relied upon as the basis for any investment decision and does not constitute a recommendation to purchase BFCH. Any liability for any direct or indirect loss or damage of any kind whatsoever arising directly or indirectly from reliance on any information contained in this Section 9, any error, omission or inaccuracy in such information or any action taken in reliance thereon, is hereby expressly excluded.
9.2. Security of the Storage System
Investors are themselves responsible for taking reasonable measures to protect the Wallet, Vault or other storage system used by investors to receive and administer the BFCH purchased from us. This also includes any private keys or other registration data required for access to the Storage System(s). If investors’ private keys or other access data are lost, investors may lose access to BFCH. We are not liable for any loss, cost or expense related to lost access data.
§ 10 Taxes
All amounts paid by investors for BFCH are exclusive of any applicable taxes. Investors themselves are responsible for determining what taxes may be payable on their purchase of BFCH, including, for example, sales, use, value-added or similar taxes, and for complying with applicable tax regulations. It is also your responsibility to withhold, collect, report and pay the correct taxes to the appropriate tax authority. We are not liable for the withholding, collection, reporting and payment of sales, use, value-added or similar taxes arising from your purchase of BFCH.
§ 11 Assurances and warranties
By sending the payment currencies to us to purchase BFCH, investors represent and warrant that:
11.1. Investors have read, understood and agree to these terms and conditions.
11.2. Investors acknowledge and agree that the purchase of BFCH involves risks, including (but not limited to) the risks described in § 9.
11.3. Investors have a sufficient understanding of the technical, financial and business issues, cryptographic tokens, storage systems (such as wallets) and blockchain technology to understand these terms and conditions and to assess the risks and implications of purchasing BFCH.
11.4. Investors are aware of the limitations and risks associated with the preparation of BFCH described herein and are aware of and assume all such risks;
11.5. Investors have sufficiently informed themselves about the BFCH to make an informed decision about the purchase of tokens;
11.6. Investors understand that other than the rights expressly set forth in these Terms, no rights of any kind whatsoever in relation to Tron Europe ltd. or BeFaster are conferred by the BFCH, including but not limited to any ownership, distribution, redemption, liquidation, protection (including all forms of intellectual property) or other financial or legal rights;
11.7. Investors purchase BFCH solely for the purpose of supporting the development, testing, deployment and operation of BeFaster, being aware of the risks associated with BeFaster.
11.8. Investors purchase BFCH in compliance with applicable laws and regulations in their jurisdiction, including, without limitation, their legal capacity and other minimum requirements under their jurisdiction for the purchase of BFCH, foreign exchange agreements or regulatory restrictions to which the purchase is subject, and any government or other approvals to be obtained;
11.9. Investors will comply with all applicable tax obligations in their jurisdiction arising out of the purchase of BFCH;
11.10 Investors, if they purchase BFCH on behalf of a legal entity, are entitled to accept these Terms on behalf of that legal entity and that legal entity is liable for any breach of these Terms by it or any other of its employees or agents (the term “it” in these Terms referring to the investors and the legal entity together); other purpose, including but not limited to, not for investment, speculation, or economic purposes;
11.11 Investors are not citizens or permanent residents of the People’s Republic of China.
11.12 Investors are not U.S. citizens or permanent residents of the United States and do not have their primary residence or habitual abode in the United States of America, including Puerto Rico, Virgin Islands or any other property of the United States. In order to purchase BFCH and by purchasing BFCH, you agree to represent and warrant that none of the holders of the Company of which you are an authorized representative are U.S. citizens or permanent residents of the United States and you do not have your primary or habitual residence or possessions in the United States of America, including Puerto Rico, Virgin Islands or other United States possessions.
11.13 Investors are not citizens or residents of any geographical area in which access to or use of the Services or acceptance or delivery of BFCH is prohibited by law, regulation, order, agreement or administrative act, are not citizens, residents or residents of any geographical area subject to sanctions or embargoes of the United States or any other sovereign state, are not a natural person or an employee or member of any legal entity blacklisted on the U.S. Department of Commerce’s Denied Persons or Entity List of the U.S. Department of Commerce, or the Specially Designated Nationals or Blocked Persons Lists of the U.S. Treasury Department, or the Debarred Parties List of the U.S. State Department. You agree to immediately cease using the Services if your country of residence or other circumstances change such that the above representations no longer apply. If you register to use the Services on behalf of any legal entity, you further represent and warrant that such legal entity is a properly constituted and effective legal entity under the laws in force in the country in which it is established and that you are duly authorized by such legal entity to act on its behalf.
§ 12 Limitation of liability
12.1 As far as permissible according to applicable law BeFaster shall be liable. Or a company belonging to it is in no case liable for indirect, concrete accodental or consequental damages (including, but not limited to, damages in cpnnection with loss of revenue, income or profit, loss of data or damage due to business interruption ) arising out of or in connection with the sale or use of the website or any other way connected with these terms and conditions, and also not in the form of punitive damages, regardless oft he ac and regardless of whether the claims are based on contract or tort (including, without limitation, for simple negligence, whether active, passive or attributed negligenc), or any other legal basis ot theory of equity (even if the party has been advised oft he possibility of such damages and regardless of whether the damages were foreseeable), and the aggregate liability oft he company and ist affiliates (toghther) shall in no event exceed the amount you oay fort he tokens, regardless oft hat, wheteher the claims are made on the basis oft he contract or warranty or tort. Law (including, but not limited to, simple negligence, whether active, passive or attributed negligence) or on the basis of any other theory arising out or in connection with these terms and conditions or the use or inability tot he tokens.
12.2. The limitations set forth in these terms and conditions, in particular the limitations descibed in section 12.1. do not, however, constitute a limitation of liability or exclusion of liability in the event of gross negligence or wilful, wilful or negligent misconduct on the part oft he company or ist representatives, or in the event of injury to body, life or health caused intentionally or negligently by the company or ist representatives.
§ 13 Applicable law and place of jurisdiction
13.1. These Conditions shall be governed by, construed and enforced in accordance with the laws of the Republic of Malta, excluding the United Nations Convention on Contracts for the International Sale of Goods and notwithstanding any conflict of law rules or principles which would give rise to the application of the law of that other country.
13.2. The place of jurisdiction for all disputes arising out of or in connection with the purchase of BFCH shall be Valetta to the extent permitted by law.
§ 14 Severability clause
If any term, clause or provision of these Terms shall be deemed unlawful, void or unenforceable, this shall not affect the validity or enforceability of the remainder of these Terms. If any provision is invalid or unenforceable, that invalidity shall be remedied by a valid provision that the parties would have agreed upon had they known of the invalidity.
§ 15 Other
These terms and conditions constitute the entire agreement between us and you with respect to your purchase of BFCH from us. BeFaster is entitled to assign its rights and obligations under these terms and conditions. Should BeFaster not exercise or enforce any right or provision of these terms and conditions, this shall not constitute a waiver of such right or provision. BeFaster shall not be liable for default or impossibility of performance of any obligation under these terms and conditions if such default or impossibility is due to any cause beyond our control. The purchase of BFCH from BeFaster does not constitute a partnership, joint venture or similar relationship between the parties. Except as otherwise provided in these Terms, these Terms are for mutual benefit only and no transfer of rights to benefit any other person or entity under these Terms is intended. Investors acknowledge and agree that all agreements, notices, announcements and other communications made available by BeFaster to investors, including these Terms, will be made available in electronic form.
Right of withdrawal
You have the right to revoke this contract within fourteen days without giving reasons.
The withdrawal period shall be fourteen days from the date on which you or a third party other
than the carrier who has taken possession of the goods, designated by you, have taken possession
To exercise your right of withdrawal, you must contact us BeFaster ltd., represented by Irina Manilitsch and Maximilian Jurtz, Southridge Apartments, Block I, Flat 2.2., Louis Wettinger Street, Mellieha, Malta
Phone: +49 (0) 176 845 449 91
e-mail: [email protected] by means of a clear declaration (e.g. a lett er or e-mail sent by post)
of your decision to revoke this contract. You can use the attached sample revocation form, which is not mandatory.
In order to comply with the revocation period, it is sufficient that you send the notification of the
exercise of the right of revocation before the expiry of the revocation period.
Consequences of the revocation
If you revoke this Agreement, we shall promptly refund to you all payments we have received
from you, including delivery charges (other than additional charges arising from your choosing a method of delivery other than the cheapest standard delivery offered by us), within fourteen days of the date on which we receive notice of your revocation of this Agreement at the latest. We will use the same means of payment for such refund as you used for the original transaction unless expressly agreed otherwise with you and in no event will you be charged for such refund. We may refuse to refund until we have received the Goods back or until you have provided evidence that you have returned the Goods, whichever is earlier.
You must return or hand over the goods to us immediately and in any event within fourteen days of the day on which you notify us of the revocation of this contract at the latest. This period shall be deemed to have been observed if you dispatch the goods before the expiry of the period of fourteen days. We shall bear the costs of returning the goods.
You shall only be liable for any loss in value of the goods if such loss in value is due to handling of the goods that is not necessary for testing their condition, properties and functionality.
Sample withdrawal form (If you want to cancel the contract, please fill out this form and send it back.)
An BeFaster ltd., represented by Irina Manilitsch and Maximilian Jurtz, Southridge Apartments, Block I, Flat 2.2., Louis Wettinger Street, Mellieha, Malta, Phone: +49 (0) 176 845 449 91
e-mail: [email protected]
I/we (*) hereby cancel the contract concluded by me/us (*) for the purchase of the following
goods (*)/the provision of the following services (*)
Ordered on (*)/received on (*)
Name(s) of consumer(s)
Address of consumer(s)
Signature of consumer(s) (only for paper communication) date
(*) Delete as appropriate.