EZX tokens confer no voting rights, ownership of intellectual property, transfer of ownership upon company sale, control of company assets, or any decision-making ability regarding the EZ Exchange platform or its operations. EZX tokens are not in any way, either directly or indirectly, considered to be securities. The EZX token is a security token, not a Security, bond or share token which is meant be used on the EZ EXCHANGE Platform once the platform is launched. EZX tokens are sold as a security token.
The user acknowledges, understands, and agrees that EZX tokens are not securities and are not registered with any government entity or regulator as a security, and shall not be considered as such.
TOKEN TERMS AND CONDITIONS
The following Terms and Conditions (“Terms”) govern the sale of EZ EXCHANGE cryptographic tokens (“EZX”) to crowd sale participants (“Investors” collectively, and “Investor” individually). This document describes the initial sale in which the EZ EXCHANGE team (“EZ EXCHANGE team”) will operate. It is not a solicitation for investment and does not pertain in any way, either directly or indirectly, to an offering of securities in any jurisdiction. Individuals, businesses, and other organizations should carefully weigh the risks, costs, and benefits of acquiring EZX early in the initial sale instead of waiting to purchase EZX on open, third-party exchanges.
EZX is not a security. Ownership of EZX carries no rights, neither express or implied. Purchases of EZX are non- refundable. Investors should have no expectation of influence over governance of the EZ EXCHANGE Platform. By participating in the sale of EZX, you expressly acknowledge and represent that you have carefully reviewed the Terms & Conditions and fully understand the risks, costs, and benefits of purchasing EZX and agree to be bound by these Terms & Conditions. As set forth below, you further represent and warrant that, to the extent permitted by law, you are authorized to purchase EZX in your relevant jurisdiction, are of legal age to be bound by these Terms & Conditions, and will not hold liable for any losses or any special, incidental, or consequential damages arising out of, or in any way connected to the sale of EZX, now or in the future, EZ EXCHANGE and its affiliates, and the officers, directors, agents, joint ventures, employees and suppliers of EZ EXCHANGE or its affiliates.
The purchase of EZX carries with it various risks. Prior to purchasing EZX, you should carefully consider the risks listed below and, to the extent necessary, consult an appropriate lawyer, accountant, or tax professional. If any of the following risks are unacceptable to you, you should not purchase EZX. By purchasing EZX, and to the extent permitted by law, you are agreeing not to hold any of the EZ EXCHANGE Team Parties liable for any losses or any special, incidental, or consequential damages arising from, or in any way connected, to the sale of EZX, including losses associated with the risks set forth below.
Overview of Initial Sale of EZX
The EZ EXCHANGE Team will produce a quantity of EZX in a pre-sale event referred to as the initial sale, to be conducted on its web site at https://www.ezexchange.com (“the initial sale”). Investors in the initial sale will acquire EZX in exchange for BTC, ETH, and Fiat money at the USD value of each investment at the time of investment.
Investors of EZX in the initial sale will be granted user accounts on the website that will enable them to claim their purchase at the end of the initial sale. All EZX pre-sold this way will be created on the Ethereum networks after the end of the initial sale, although there are no guarantees that this will occur within a given timeframe. EZX purchased with ETH will be created on the Ethereum blockchain. The EZ EXCHANGE Team will allocate the purchased EZX to the corresponding user account on the web site, delivering it to their control.
Based on the recent performance of other similar blockchain projects, EZ EXCHANGE management has determined that this initial sale shall be divided and sold at decreasing discount rates as the sale proceeds. Full details about the various price points will be provided in a timely manner to Investors in the initial sale and will be available on the website at the time of purchase. Investors of EZX should expect prices to fluctuate significantly. The information published on the Site cannot guarantee that participants will not lose money, nor maintain a price support (floor), nor maintain their EZX value relative to their purchase price. EZX will be priced independently by markets and token exchanges, similar to other cryptocurrencies. There are many direct and indirect external factors and market forces that may influence the price of EZX, some or all of which may be outside the control and purview of EZ EXCHANGE Team.
Disclosure of Purchases
To enable EZX Investors with information to guide their decision-making process, EZ EXCHANGE Team will disclose in real-time the total proceeds raised in the EZX initial sale to enable the Investor to develop an understanding of the size of the existing EZ EXCHANGE funding pool at the time of EZX purchase.
Purchase of EZX from the EZEXCHANGE.com Website
The EZ EXCHANGE Team will maintain a store interface to be used to purchase EZX. The store interface will be available on the EZ EXCHANGE website (https://www.EZEXCHANGE.com). Instructions for purchasing EZX with BTC and other cryptocurrencies using the store interface will be embedded and available for review on the EZ EXCHANGE website during the duration of the initial sale. Failure to follow these instructions may limit, delay, or prevent an Investor from obtaining EZX.
Obligation to Determine If Investor Can Purchase EZX in Investor’s Jurisdiction
It is the responsibility of each potential Investor of EZX to determine if the Investor can legally purchase EZX in the Investor’s jurisdiction. Rules vary across jurisdictions. Consult the appropriate counsel and/or regulatoryauthorities. The regulatory regime in either Canada and/or the United States governing blockchain technologies, cryptocurrencies, and/or tokens is highly uncertain, and new regulations or policies may materially and adversely affect the development of the EZ EXCHANGE platform and the utility, liquidity, and value of EZX Tokens. Owing to different regulatory regimes and compliance uncertainty in different jurisdictions and the inability of citizensof certain jurisdictions to open accounts at exchanges located anywhere in the world, the liquidity of EZX may materially vary from one jurisdiction to another, and this may generate significant price discrepancies.
Acceptance of Terms and Conditions of the EZ EXCHANGE Sale
As a first step in the purchase process, EZ EXCHANGE Team will present the Investor with these Terms, and any other associated documents. By placing an order to buy EZX, the Investor: (i) consents and agrees to the Terms; (ii) represents and warrants that the Investor is legally permitted to purchase EZX in the Investor’s jurisdiction; (iii) represents and warrants that the Investor is of a sufficient age to legally purchase EZX or has received permission from a legal guardian who has reviewed and agreed to these Terms; (iv) represents and warrants that the Investor will take sole responsibility for any restrictions and risks associated with the purchase of EZX as outlined below; and (v) represents and warrants that the Investor has an understanding of the usage and intricacies of cryptographic tokens, including BTC, and blockchain-based software systems.
Receipt of EZX and the Purchase Email
As part of the purchase process, and in order to purchase EZX, an Investor must provide an email address (the “Purchase Email”). The Purchase Email will be used to email the Investor a notice of the creation of the Investor’s account on its website. By purchasing EZX, and to the extent permitted by applicable law, the Investor agrees not to hold any of the EZ EXCHANGE Team Parties liable for any losses or any special, incidental, or consequential damages arising out of, or in any way connected to, Investor’s failure to secure their account.
EZX Will Only Be Available for Sale on the EZ EXCHANGE Website
The EZ EXCHANGE Team will only sell EZX through the EZ EXCHANGE website, available at https://www.ezexchange.com. To the extent that any third-party website or service offers EZX for sale during the initial sale or facilitates the sale or transfer of EZX in any way during the initial sale, such third-party websites or services are not sanctioned by EZ EXCHANGE Team or its affiliates and have no relationship in any way with the EZ EXCHANGE Team Parties. As a result, EZ EXCHANGE Team prohibits the use of these third-party websites or services for the purchase of EZX prior to the end of the initial sale.
Fraudulent Attempts to Double Spend BTC
EZ EXCHANGE Team will monitor all potential transactions for fraudulent attempts to double spend BTC. Any identified double spend of BTC will result in no EZX being delivered to the associated Investor.
Certain Risks Associated with the Purchase of EZX
The purchase of EZX carries with it significant risk. Prior to purchasing EZX, the Investor should carefully consider the below risks and, to the extent necessary, consult a lawyer, accountant, and/or tax professionals before determining whether to purchase EZX.
All Purchases of EZX Are Non-Refundable
All purchases of EZX are final. purchases of EZX are non-refundable. by purchasing EZX, the investor acknowledges that neither EZ Exchange team nor any other of the EZ Exchange team parties are required to provide a refund for any reason, and that the investor will not receive money or other compensation for any EZX that is not used or remains unused.
Taxation of EZX and Taxation Related to the Initial Sale
EZ EXCHANGE Team makes no representations concerning the tax implications of the sale of EZX or the possession or use of EZX. The Investor bears the sole responsibility to determine if the purchase of EZX with BTC or the potential appreciation or depreciation in the value of EZX over time has tax implications for the Investor in the Investor’s home jurisdiction. By purchasing EZX, and to the extent permitted by law, the Investor agrees not to hold any of the EZ EXCHANGE Team Parties liable for any tax liability associated with or arising from the purchase of EZX. You are solely responsible for determining what, if any, taxes apply to your EZX Token transactions. Neither The EZ EXCHANGE Team nor any other party is responsible for determining taxes that apply to EZX Token transactions.
Although EZ EXCHANGE Team requires that Investors provide an email address, EZ EXCHANGE Team will not publish any identifying information related to EZX purchases, without the prior written consent of the Investor. The privacy of the Investor is not in any way shared with third-party sources. Investors may be contacted by email by EZ EXCHANGE Team regarding a purchase. Such emails will be informational only. EZ EXCHANGE Team will not request any information from Investors in an email.
Disclaimer of Warranties
The investor expressly agrees that the investor is purchasing EZX at the investor’s sole risk and that EZX is provided on an “as is” basis without warranties of any kind, either express or implied, including, but not limited to, warranties of title or implied warranties, merchantability or fitness for a particular purpose (except only to the extent prohibited under applicable law with any legally required warranty period to the shorter of thirty days from first use or the minimum period required). without limiting the foregoing, none of the EZ Exchange team parties warrant that the process for purchasing EZX will be uninterrupted or error-free.
Limitations Waiver of Liability
The investor acknowledges and agrees that, to the fullest extent permitted by any applicable law, the disclaimers of liability contained herein apply to any and all damages or injury whatsoever caused by or related to use of, or inability to use, EZX or the EZ Exchange platform under any cause or action whatsoever of any kind in any jurisdiction, including, without limitation, actions for breach of warranty, breach of contract or tort (including negligence) and that none of the EZ Exchange team parties shall be liable for any indirect,incidental, special, exemplary or consequential damages, including for loss of profits, goodwill or data, in any way whatsoever arising out of the use of, or inability to use, or purchase of, or inability to purchase, EZX. The investor further specifically acknowledges that EZ Exchange team parties are not liable for the conduct of third parties, including other investors of EZX, and that the risk of purchasing EZX rests entirely with the investor. To the extent permissible under applicable laws, under no circumstances will any of the EZ Exchange team parties be liable to any investor for more than the amount the investor may have paid to EZ Exchange team for the purchase of EZX. Some jurisdictions do not allow the exclusion of certain warranties or the limitation or exclusion of liability for certain types of damages. Therefore, some of the above limitations in this section and elsewhere in the terms may not apply to an investor. In particular, nothing in these terms shall affect the statutory rights of any investor or exclude injury arising from any wilful misconduct or fraud of EZ Exchange team.
a) EZ EXCHANGE Team and Investor (the “Parties”) agree to make good faith efforts to resolve any dispute, controversy or claim arising between them relating to this pre-sale and their respective rights and obligations hereunder arising under this Agreement (a “Dispute”). b) If the Parties, or their designated representatives, are unable to resolve the Dispute within ten (10) business days after referral of the matter to them, the Parties will submit the Dispute for resolution pursuant to paragraph c. of this Section. c) Except with respect to Disputes concerning(i) the right of either Party to apply to a court of competent jurisdiction for an interim or interlocutory injunction or other provisional remedy to preserve the status quo or prevent irreparable harm or (ii) any Disputes that may arise in connection with a breach of a Party’s obligations of confidentiality hereunder, if any Dispute is not resolved pursuant to paragraphs a. and b. above, the Parties will, acting reasonably, agree mutually on the forum for resolution of the Dispute by arbitration as set out in this Section. d) After the completion of the procedures set forth in paragraph b. and agreement by the Parties to enter into binding arbitration in accordance with paragraph c. of this Section, either Party may within thirty (30) calendar days refer the Dispute to arbitration by serving written notice of its intentionto arbitrate the Dispute to the other Party. e) The arbitration will be conducted by a single arbitrator to be mutually agreed to by the Parties within three (3) business days following the date of the referral of the Dispute to arbitration.
EZ EXCHANGE Team is not liable for failure to perform solely caused by: • unavoidable casualty, • delays in delivery of materials, • embargoes, • government orders, • acts of civil or military authorities, • acts by common carriers, • emergency conditions (including weather conditions), or • any similar unforeseen event that renders performance commercially implausible. If an event of force majeure occurs, the party injured by the other’s inability to perform may elect to suspend the Agreement, in whole or part, for the duration of the force majeure circumstances. The party experiencing the force majeure circumstances shall cooperate with and assist the injured party in all reasonable ways to minimize the impact of force majeure on the injured party.
These Terms set forth the entire understanding between each Investor and EZ EXCHANGE Team with respect to the purchase and sale of EZX. For facts relating to the sale and purchase, the Investor agrees to rely only on this document in determining purchase decisions and understands that this document governs the sale of EZX and supersedes any public statements about the initial sale made by third parties or by EZ EXCHANGE Team or individuals associated with any EZ EXCHANGE Team parties, past and present and during the initial sale. There are no warranties, representations, covenants, or agreements, express or implied, between the parties except those expressly set forth in this Agreement. This Agreement may only be amended by a written document duly executed by the parties.
The Investor and EZ EXCHANGE Team agree that if any portion of these Terms is found illegal or unenforceable, in whole or in part, such provision shall, as to such jurisdiction, be ineffective solely to the extent of such determination of invalidity or unenforceability without affecting the validity or enforceability thereof in any other manner or jurisdiction and without affecting the remaining provisions of the Terms, which shall continue to be in full force and effect.
The failure of EZ EXCHANGE Team to require or enforce strict performance by the Investor of any provision of these Terms or EZ EXCHANGE Team’s failure to exercise any right under these agreements shall not be construed as a waiver or relinquishment of EZ EXCHANGE Team’s right to assert or rely upon any such provision or right in that or any other instance. The express waiver by EZ EXCHANGE Team of any provision, condition, or requirement of these Terms shall not constitute a waiver of any future obligation to comply with such provision, condition or requirement. Except as expressly and specifically set forth in this these Terms, no representations, statements, consents, waivers, or other acts or omissions by EZ EXCHANGE Team shall be deemed a modification of these Terms nor be legally binding, unless documented in physical writing, hand signed by the Investor and a duly appointed officer, employee, or agent of EZ EXCHANGE Team.
Updates to the Terms and Conditions of the EZX Initial Sale
EZ EXCHANGE Team reserves the right, at its sole discretion, to change, modify, add, or remove portions of the Terms at any time during the sale by posting the amended Terms on the EZ EXCHANGE website (https://www.ezexchange.com). Any Investor will be deemed to have accepted such changes by purchasing EZX. The Terms may not be otherwise amended except in a signed writing executed by both the Investor and EZ EXCHANGE Team. For purposes of this agreement, “writing” does not include an e-mail message and a signature does not include an electronic signature. If at any point you do not agree to any portion of the then-current version of the Terms, you should not purchase EZX.
US Investor Restriction
If an Investor is a citizen, tax resident or green card holder of the United States of America (“US Investor”), he/she shall not participate in the offering.
Cooperation with Legal Authorities
EZ EXCHANGE Team will cooperate with all law enforcement enquiries, subpoenas, or requests provided they are fully supported and documented by the law in the relevant jurisdictions. EZ EXCHANGE Team will endeavor to publish any legal enquiries upon receipt.