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By purchasing GRAYLL’s Decentralized Digital
GENERAL WARNING – By using the services provided by GRAYLL, you as either an Exchange Transaction, Equity Sale and/or TGE participant or User of GRAYLL products and/or services (the “User”), fully understands and agrees with the following: GRAYLL’s operating entity is currently an England and Wales, United Kingdom registered entity, being subject to England and Wales laws and regulations. The TGE will be conducted in the United Kingdom under the regulations of England and Wales, GRAYLL may choose to issue digital assets in another jurisdiction. The User understands and accepts to be subject to the laws and regulations in the jurisdiction in which the User is domiciled and that GRAYLL accepts no responsibilities for the legal status of the User as an Acquirer or Purchaser of the GRAYLL Digital Asset or Crowdfunding participant or otherwise being linked to GRAYLL (e.g. as asset holder after the TGE). The User should obtain local legal advice to clarify the legal status of the User in its own jurisdiction before acquiring or purchasing the GRAYLL Digital Asset or participating in a GRAYLL Digital Asset Distribution Event or Acquisition Event or Sales Event.
By transferring digitized assets or currencies to an Exchange mechanism or Marketplace to exchange digitized assets or currencies for the GRAYLL Decentralized Digital Utility Asset(s) (“GRAYLL Asset(s)”), the User understands and accepts that the User makes a contribution, as described in the Business Plan and/or White Paper and/or available information on the grayll.io Website(s) and/or the in app.grayll.io App(s) and/or the Platform(s). The User understands and acknowledges that GRAYLL assets may be provided by a smart contract in the order that transactions are received by it and no alteration of this can be made by any party. However, the User understands and accepts that smart contract technology is still in an early development stage and its application of experimental nature, which carries significant operational, technological, financial, regulatory and reputational risks. The User understands and accepts that GRAYLL, including its shareholders, directors, management, employees, stakeholders, advisors and any other person(s) affiliated with GRAYLL, carries no liability for the ability to take part in the contributions made to GRAYLL for reasons beyond the control of GRAYLL including but not limited to the Private Sale and/or Pre Sale and/or TGE duration, distributed ledger transaction delays, node-related issues and third party services issues. Pending a successful TGE and/or Equity Sale and/or other funding and financing methods, the GRAYLL team members will be focused on completing the company start-up and delivering on milestones according to the White Paper and/or Light Paper and/or Business Plan and/or Pitch Deck and/or One Pager which may change from time to time and/or the GRAYLL may choose to pivot the start-up and alter the business plan and strategy as required and endeavour to achieve user growth and revenue targets. Furthermore, the User understands and accepts that while GRAYLL has made reasonable efforts to develop and complete the GRAYLL App, as described in the White Paper and/or Business Plan or available information on the grayll.io Website(s), it is possible that such development may fail and that the User’s asset(s) acquired or purchased from GRAYLL may become useless and/or lose its value due to reasons of technical, commercial or regulatory nature or any other reason, within or outside GRAYLL’s control.
The User is also aware of the risks that even if all or parts of the GRAYLL’s App(s) are successfully developed and released in full or in parts, that the GRAYLL App(s) could be fully or partially closed, remain commercially unsuccessful or shut down due to lack of public interest or for any other reason. GRAYLL has the right to engage contractors, sub-contractors and freelancers to perform the entire or partial development and execution of the GRAYLL App, systems, system architecture, algorithms, website(s), and/or any other technological development and/or commercial and business development. The scope and extent of the development of the GRAYLL platform will be determined by the amount of contributions received during an Equity Sale and/or Private Sale and/or Pre-sale and/or DAGE and/or TGE, and/or other funding and/or financing activities, as set forth in the White Paper and/or Light Paper and/or Business Plan and/or Pitch Deck and/or One Pager and/or or available information on the grayll.io Website(s). The User understands and accepts that GRAYLL undertakes no obligations to act on behalf and in the interests of the User in any Equity Sale and/or Private Sale and/or Pre-sale and/or DAGE and/or TGE, and/or any other funding and/or financing activities being held in the future.
TAX WARNING – The User understands and accepts that GRAYLL does not act as a tax agent of the User. The User bears the sole responsibility to determine its tax responsibility of the contribution to obtain the GRAYLL Asset(s), and to determine whether the ownership, usage, the potential value appreciation or depreciation, or any gain or loss by the purchase or sale of the GRAYLL Decentralized Digital U
NO WARRANTIES – All information provided within the White Paper and within the Light Paper and within the Pitch Deck and within the One Pager and within GRAYLL’s Business Plan or available information on the grayll.io Website or the in app.grayll.io App is provided “AS-IS” and with no warranties whatsoever on GRAYLL, the GRAYLL App or GRAYLL’s Decentralized Digi
DISCLAIMER OF LIABILITY – The User acknowledges and agrees, to the extent permitted by any applicable law, that the User will not hold GRAYLL or any associated parties, including but not limited to any group entity, management, developers, contractors or shareholders, liable for any and all damages or injury whatsoever caused by or related to the use of, or the inability to use the GRAYLL asset(s), the Smart Contract System(s) or the GRAYLL platform, under any cause or action whatsoever of any kind in any jurisdiction. GRAYLL specifically, without limitations, disclaims liability for any loss or damages, including incidental or consequential damages, and assumes no responsibility or liability for any loss or damage suffered by any person as a result of the use, misuse or reliance of any of the information or content in the White Paper or in the Light Paper or in the Pitch Deck or in the One Pager or in GRAYLL’s Business Plan or on the GRAYLL Website(s) or Application(s) or Platform(s). Under no circumstances shall GRAYLL, or any associated party(-ies) as stated above, be liable to the User for any special, indirect, incidental, consequential, exemplary or punitive damages (including lost or anticipated revenues or profits and failure to realise expected savings arising from any claim relating to the services provided by GRAYLL) whether such claim is based on warranty, contract, tort (including negligence or strict liability) or otherwise or likelihood of the same. The User further specifically acknowledges that GRAYLL, or any associated parties as stated above, are not liable, and the User agrees to not hold them liable, for the conduct of any third parties, including other creators of GRAYLL’s asset(s), and that the risk of creating, exchanging, holding and using GRAYLL’s asset(s) rests entirely with the User.
USE AT YOUR OWN RISK – By utilising the App(s), the Smart Contract System(s), the Platform(s) or the grayll.io Website(s), including but not limited to, the transferring of any assets to GRAYLL’s legal entities, the User undertakes and understands all possible risks that directly or indirectly arise from the activity connected with the User’s participation in the GRAYLL ecosystem and/or use of GRAYLL’s services and products.
FORCE-MAJEURE – The User understands that GRAYLL will not be liable to the User for any breach hereunder, including for failure to deliver or delays in delivery of the Services occasioned by causes beyond the control of GRAYLL including but not limited to unavailability of materials, strikes, labour slowdowns and stoppages, labour shortages, lockouts, fires, floods, earthquakes, storms, droughts, adverse weather, riots, thefts, accidents, embargoes, war (whether or not declared) or other outbreak of hostilities, civil strife, acts of governments, acts of God, governmental acts or regulations, orders or injunctions, or other reasons, whether similar or dissimilar to the foregoing (each a “Force Majeure Event”).
MISCELLANEOUS / FINAL WARNING – The GRAYLL Decentralized Digit
This Disclaimer, the Light Paper, the Whitepaper, the One Pager, the Pitch Deck, the Business Plan, the Website(s), the App(s), the Platform(s) or any related document(s), application(s), platform(s) or site(s) do not constitute a prospectus of any sort, is not a solicitation for investment, financial trading or financial speculation and does not pertain in any way to an offering of securities in any jurisdiction. The User guarantees that he/she is a legally capable person of a sufficient age, and that the User complies with all legal rules and applicable laws of the jurisdiction where the User lives when acquiring, transferring, utilising, exchanging, trading, investing or speculating with digitized financial assets. The User further confirms to be legally permitted to hold and use the GRAYLL Asset(s) in the jurisdiction where the User is domiciled, and accepts to hold GRAYLL harmless should the User not be compliant to any such laws and regulations.
GRAYLL Asset(s) are only functional Decentralized Digit
GRAYLL invests in the safety and security of the services that GRAYLL provides. However, GRAYLL cannot protect against all possible sources of error and malicious deeds initiated by any party. Therefore all risks assumed by using the GRAYLL App(s), Platform(s) or System(s) in any capacity, acquiring, exchanging, transferring, receiving and accumulating GRAYLL Asset(s) are solely assumed and accepted by the User. GRAYLL’s Assets are meant to be held and used by those well experienced and knowledgeable in cryptographic assets, their acquisition, exchange, transfer, and use only for accessing the services offered by GRAYLL. By transferring Decentralized Dig
The User further represents and warrants to have knowledge of the decentralized account, public key and private key creation process and that the User will have its own contribution account to transfer Decentralized Digital
The User understands and accepts that no market liquidity may be guaranteed with regard to the GRAYLL Asset(s) and that its value may experience extreme volatility over time, including depreciation in full. A low level of market liquidity may result in frequent and/or extreme volatility of the GRAYLL Asset(s). A low level of market liquidity may also present opportunities for market manipulation of the value of the GRAYLL Asset(s), acts, causes, strategies and effects of market manipulation may be pre-determined or determined at the discretion of GRAYLL or by technology developed and/or employed by GRAYLL to detect potential, probable or actual market manipulation and determine which action(s) should be taken. GRAYLL may take any action(s) it deems necessary to avoid potential reputational, financial, operational, or any other risks and damages to GRAYLL, Users of the GRAYLL App(s), Platform(s) and System(s) and holders of the GRAYLL Asset(s). To address the manipulation of the GRAYLL Asset(s) and attempt to prevent any negative risks or damages, GRAYLL may decide to temporarily or indefinitely alter and/or stop providing some or all services to any number of Users regardless of the level of involvement to manipulate the value of the GRAYLL Asset(s). To protect GRAYLL, the users of the GRAYLL App(s), Platform(s) and System(s) and holders of the GRAYLL Asset(s), User access to the GRAYL App(s), Platform(s) and System(s) may be limited, paused or terminated. Any potential or actual market manipulation of the GRAYLL Asset(s) may result in a review and/or investigation to determine if any further action may be required to avoid potential reputational, financial, operational, or any other risks and damages to GRAYLL, users of the GRAYLL App(s), Platform(s) and System(s) and holders of the GRAYLL Asset(s). It may be determined that Users that have intentionally, unintentionally or coincidentally, and materially or immaterially benefited from market manipulation of the value of the GRAYLL Asset(s) may be required to redeem, refund or compensate GRAYLL for any loss of value and/or damages to GRAYLL and/or the Users of the GRAYLL App(s), Platform(s) and System(s), and/or holders of the GRAYLL Asset(s). GRAYLL may take legal action to recoup any loss of value and/or obtain payments for damages for itself and/or on behalf of Users of the GRAYLL App(s), Platform(s) and System(s), and/or holders of the GRAYLL Asset(s).
Should the User be a consumer and should any applicable consumer legislation or cancellation rights apply to such User in relation to the creation and obtainment of the GRAYLL Asset(s), the User waives any such consumer and cancellation rights, unless otherwise prescribed by mandatory law. The User further acknowledges and accepts that any applicable cancellation rights are waived and lost when the User obtains, acquires, exchanges, transfers or receives GRAYLL Asset(s), unless otherwise prescribed by mandatory law. The User understands and accepts that distributed ledger technology, distributed computing and distributed data storage allows new forms of interaction and that it is possible that certain jurisdictions will apply existing regulations on, or introduce new regulations addressing, distributed ledger technology based applications, which may be contrary to the current GRAYLL App(s), Platform(s) and System(s), inter alia, result in substantial modifications of the GRAYLL App(s), and/or Platform(s), and/or System(s), including its termination and the loss of the GRAYLL Asset(s) for the User. By using the GRAYLL App(s), Platform(s) and System(s) the User confirms that it has read, understood and agrees to comply with all restrictions set forth above. The User further confirms to not obtain the GRAYLL Asset(s) for any illegal purposes and that the Decentralized Digital Util
The User acknowledges and agrees that if any part of this Disclaimer or the White Paper or the Light Paper or the One Pager or the Pitch Deck or the Business Plan or any related document is found illegal or unenforceable and/or available information on the grayll.io Website or the in app.grayll.io App, in whole or in part, such provision(s) shall be ineffective solely to the extent of the invalidity or unenforceability under the laws of the applicable jurisdiction without affecting the validity or enforceability thereof in any other manner, and without affecting the remaining provisions of this Disclaimer or the White Paper or the Light Paper or the One Pager or the Pitch Deck or the Business Plan or available information on the grayll.io Website or the in app.grayll.io Appor any related document, which shall continue to be in full force and effect. This Disclaimer is governed by the laws of England and Wales and any claims brought forward against GRAYLL arising out of or in connection with the creation of GRAYLL assets and the development and execution of the GRAYLL system, shall be resolved and finally settled by the courts of England and Wales. GRAYLL and its team(s) will in any case abide within the laws set forth in each of its operational country(ies), and each operational unit shall be subject to its local laws and jurisdiction for the explicit operation such unit provides. GRAYLL’s White Paper, its Light Paper, its One Pager, its Pitch Deck, its Business Plan, available information on the grayll.io Website or the in app.grayll.io App its Application(s), Platform(s), System(s) and this Disclaimer, may be subject to changes by GRAYLL’s discretion at any time.
Last update: June 20, 2020.