Terms of Sale

1. Introduction

These Terms of Sale ("Terms") govern your participation in the CryptoPassport (PASS) token generation event and Public Funding Round sale (the "Sale") operated by the CryptoPassport Protocol team ("we," "us," or "the Protocol"). By participating in the Sale, you agree to be bound by these Terms in their entirety.

2. Eligibility

By participating in this Sale, you represent and warrant that:

• You are at least 18 years of age or the age of majority in your jurisdiction.
• You are not a citizen, resident, or tax resident of any jurisdiction where participation in token sales is prohibited or restricted (including but not limited to the United States, China, and sanctioned territories).
• You are not on any government sanctions list (OFAC, EU, UN).
• You possess sufficient technical knowledge to understand the risks associated with blockchain-based digital assets.
• You are the legal owner of the wallet address used for the transaction and the funds originate from lawful sources.

3. Token Description

PASS is a Layer 0 utility token designed to power the CryptoPassport Protocol's on-chain identity, reputation scoring, and risk assessment infrastructure. PASS tokens:

• Are ERC-20 compatible utility tokens deployed on the Ethereum network.
• Grant access to protocol services including identity verification, reputation queries, and risk assessments.
• May be used for governance participation in the CryptoPassport DAO.
• Do NOT represent equity, shares, securities, or any ownership stake in any entity.
• Do NOT guarantee any financial return, profit, or income.

4. Sale Mechanics

The PASS Public Funding Round operates under the following conditions:

• Phased pricing: The sale is structured in multiple sequential phases with ascending price tiers.
• Accepted assets: ETH, USDT, and USDC on the Ethereum network.
• Verification: All transactions are verified on-chain before tokens are allocated.
• Finality: All contributions are final and non-refundable once verified on-chain.
• Token allocation: Tokens are allocated at the time of purchase based on the active phase price.
• Claim: Tokens become claimable after the Token Generation Event (TGE) via Merkle proof distribution.

5. No Vesting, No Staking

PASS tokens purchased during the Public Funding Round are not subject to any vesting schedule, lock-up period, or mandatory staking requirement. Once claimed after TGE, tokens are freely transferable.

6. Risks

Participation in this Sale involves significant risks, including but not limited to:

• Market risk: The value of PASS tokens may fluctuate significantly and may decline to zero.
• Regulatory risk: The regulatory status of cryptographic tokens is evolving and may adversely affect the Protocol.
• Technology risk: Smart contracts, blockchain networks, and cryptographic systems may contain vulnerabilities.
• Liquidity risk: There is no guarantee that a secondary market for PASS tokens will develop or be maintained.
• Irreversibility: Blockchain transactions cannot be reversed. Tokens sent to incorrect addresses may be permanently lost.

7. Intellectual Property

All intellectual property rights in the CryptoPassport Protocol, its branding, documentation, and smart contracts remain the exclusive property of the Protocol team. Purchasing PASS tokens does not grant any license or right to the Protocol's intellectual property.

8. Limitation of Liability

To the maximum extent permitted by applicable law, we shall not be liable for any indirect, incidental, special, consequential, or punitive damages arising from your participation in the Sale, including but not limited to loss of profits, data, or digital assets. Our total aggregate liability shall not exceed the amount of your contribution.

9. Governing Law & Dispute Resolution

These Terms shall be governed by and construed in accordance with the laws of the jurisdiction in which the Protocol is established. Any disputes arising under these Terms shall be resolved through binding arbitration, unless prohibited by applicable law.

10. Amendments

We reserve the right to modify these Terms at any time. Material changes will be communicated via official channels. Your continued participation in the Sale after changes constitutes acceptance of the modified Terms.

11. Contact

For questions or concerns regarding these Terms of Sale: