PCH Whitepaper Terms and Conditions
PCH Whitepaper Terms and Conditions
PCH Whitepaper Terms and Conditions
CRYPTOCURRENCY TOKEN
(PCH) WHITEPAPER
including the
IF YOU DO NOT AGREE TO THESE TERMS, DO NOT PURCHASE PCH FROM THE
COMPANY. BY PURCHASING PCH FROM THE COMPANY, YOU WILL BE BOUND BY
THESE TERMS AND ANY TERMS INCORPORATED BY REFERENCE. IF YOU HAVE
ANY QUESTIONS REGARDING THESE TERMS, PLEASE CONTACT THE COMPANY AT
[email protected]. By purchasing PCH, and to the extent permitted by law, you are
agreeing not to hold any of the Company and its respective past, present and future
employees, officers, directors, contractors, consultants, equity holders, suppliers, vendors,
service providers, parent companies, subsidiaries, affiliates, agents, representatives,
predecessors, successors and assigns (the “PCASH Team”) liable for any losses or any
special, incidental, or consequential damages arising from, or in any way connected to the
Page 1 of 32
sale of PCH, including losses associated with the terms set forth below.
YOU ARE NOT ELIGIBLE TO ACQUIRE NOR RECEIVE A PCH TOKEN IF YOU ARE A
CITIZEN, RESIDENT (TAX OR OTHERWISE) OR GREEN CARD HOLDER OF THE
UNITED STATES OF AMERICA, OR A CITIZEN OR RESIDENT OF CHINA, THE UAE,
OR SINGAPORE. For any of these Countries, except China and the US, the company can
under certain circumstances decide to issue PCH tokens solely on a “private placement”
basis, in any case, refraining from public offering. Under no circumstances, there will be
more that 99 token buyers from any of these countries. FOR CITIZENS, RESIDENTS (TAX
OR OTHERWISE) OR GREEN CARD HOLDER OF ANY OF THE EU MEMBER STATES,
ONLY PCH PURCHASES CAN ONLY BE EXCHANGED WITH SELECTED
Page 2 of 32
CRYPTOCURRENCIES, SUCH AS BITCOIN OR ETHEREUM. UNDER NO
CIRCUMSTANCES THE COMPANY WILL ACCEPT CASH OR MONEY REMITTANCES
IN FIAT CURRENCIES.
When you purchase, exchange or otherwise receive, a PCH token, you may only do so by
accepting the following conditions and, by doing so, you warrant and represent that the
following are a true and accurate reflection of the basis on which you are acquiring the PCH
tokens:
• Neither the Company nor any of the PCASH Team has approached you regarding a
token purchase.
• You approached PCASH, based on an existing client relationship with PCASH, on your
own initiative, to acquire the tokens.
• Neither the Company nor any of the PCASH Team has provided you with any advice
regarding whether PCH is a suitable investment for you;
• You have sufficient understanding of the functionality, usage, storage, transmission
mechanisms and intricacies associated with cryptographic tokens, such as Bitcoin and
Ether, as well as blockchain-based software systems generally;
• You are legally permitted to receive and hold and make use of PCH in your and any
other relevant jurisdiction;
• You will supply us with all information, documentation or copy documentation that we
require in order to allow us to accept your purchase of PCH and allocate PCH to you;
• you have not supplied us with information relating to your acquisition of PCH or
otherwise which is inaccurate or misleading;
• you will provide us with any additional information which may be reasonably required in
order that we can fulfill our legal, regulatory and contractual obligations, including but not
limited to any anti-money laundering obligation;
• you will notify us promptly of any changes to the information supplied by you
to us;
• you are of a sufficient age (if an individual) to legally obtain PCH, and you are not
aware of any other legal reason to prevent you from obtaining PCH;
• you take sole responsibility for any restrictions and risks associated with receiving and
holding PCH, including but not limited to these set out in Annex A;
• by acquiring PCH, you are not making a regulated investment, as this term may be
interpreted by the regulator in your jurisdiction;
• you are not obtaining or using PCH for any illegal purpose, and will not use PCH for
any illegal purpose;
• you waive any right you may have / obtain to participate in a class action lawsuit or a
Page 3 of 32
class wide arbitration against any entity or individual involved with the sale of PCH;
• your acquisition of PCH not involve your purchase or receipt of shares, ownership or
any equivalent in any existing or future public or private company, corporation or other
entity in any jurisdiction;
• to the extent permitted by law and provided we act in good faith, the Company makes
no warranty whatsoever, either expressed or implied, regarding the future success of
PCH and/or the Ethereum Network;
• you accept that PCH is created and you obtain PCH on an “as is” and “under
development” basis. Therefore, provided the Company acts in good faith, you accept
that the Company is providing PCH without being able to provide any warranties in
relation to PCH, including, but not limited to, title, merchantability or fitness for a
particular purpose;
• you accept that you bear sole responsibility for determining if
(i) the acquisition, allocation, use or ownership of PCH
(ii) the potential appreciation or depreciation in the value of PCH over time, if any,
(iii) the sale and purchase of PCH; and/or
(iv) any other action or transaction related to PCH has tax implications.
Page 4 of 32
and Apple. This model is extensively used in the gaming and blockchain industry, yet
the business model is flexible and, thus, can be easily applied across various industries
including FinTech; the industry in which PCASH primarily operates. The purchasing
voucher business model works the following way - Every platform user has the
opportunity to purchase and/or pre-order different types of products: merchant goods
(both digital and physical goods), various cryptographic tokens (PGX Goldtoken – a
future products), as well as the PCASH utility token (PCH). All platform related products
and services can only be accessed with the PCH token, as a means of payment for fees
and services. At the same time, new products and services are going to be released,
which must be paid for in PCH. In case of the purchase of platform merchant goods,
ownership of PCASH tokens is a necessary prerequisite for ordering. Naturally, entering
into the pre-order agreement results in paying a certain fee.
PCH Tokens are accepted on the PCASH platform solely for the time being. Since the
tokens will be released after the token generation event, secondary market trading is
possible. Token buyers have to be aware that due to the utility nature of the token a rise
in value is possible, however certainly not the goal of the project. Thus PCH tokens shall
not be regarded as an investment, but as a voucher for the purchase of existing and
future goods, both digital and physical.
Token Utility
PCHs are primarily a means of payment, „a digital coupon“ for all the services and
fees PCASH and their platform merchants provides, for existing, as well as for upcoming
products. No other means of payment will be accepted for goods and services. PCH
allows buying of services and fees on the various merchant platforms and acts as a
value transfer with no other use. This is a pure utility function and has no profit sharing
qualities signaling a low to moderate risk of PCASH token being considered a security
(please contact us if you are interested in learning more about token utility). PCASH
has conducted a thorough analysis of PCASH token versus securities on the basis
of the most applicable securities regulation with the help of external lawyers.
However, as these legal and regulatory matters are in constant development
internationally, this is only a momentary assessment. We will closely monitor
international regulatory development and act accordingly).
Page 5 of 32
3. PCH Price
Purchasers of PCHs will be allocated their PCH tokens in exchange for various
cryptocurrencies. Purchaser must have cryptocurrency in order to acquire any PCH tokens.
At the time of the order, there will be a pricing indication, with respect to the actual purchase
price on the platform. The actual PCH exchange price can be higher or lower than indicated,
depending on the actual settlement price at the time of the purchase on the ICONOMI
platform.
PCASH will execute all PCH orders received on its own platform from its existing clients
within 3 business days.
The PCH order is expected to be available from October 1st 2019 on, via public sale (ICO).
Various restrictions and blacklisting apply, please refer above, to the white paper, AML/KYC
policy, and the information given on our website. The public PCH sale will run for 6 month’s
time or when the PCH sale cap is reached. Apart from the public offering, the Company will
conduct a limited number of private B2B / institutional transactions, provided legal and
regulatory provisions are met. PCASH expects less than 50 such private sales agreements
in total. Under no circumstances, there will be more than 99 such agreements (hard cap on
the number of private sales).
IMPORTANT: UNCONDITIONAL EXIT CLAUSE: PCASH does its best efforts in surveilling
the local and international regulatory environment. In case of regulatory changes, regulatory
tightening, or even a certain degree of uncertainty, the company reserves the right to unwind
any transaction whatsoever at any time (voiding the sales contract), providing the purchaser
full refund.
Page 6 of 32
The Company reserves the right to change the sale dates or extend the sale duration for
any reason, including the unavailability of the Website or other unforeseen security or
procedural issues.
The Purchasers should have no expectation of influence over governance of the Company.
Upon the conclusion of a successful PCH sale, the PCH tokens will be distributed.
Vesting periods
Please note, that the company has on its sole discretion, any right to impose, modify and
cancel vesting periods at any time, on Tokens allocated to Supporters, Business Partners,
Bounty partners, Airdrop receivers, Advisors, Employees, Referral other Service Providers,
generally any party or user not exchanging ETH or BTC for the PCH tokens.
Prior to a Purchaser receiving PCH after the PCH token sale completion, such Purchaser
shall ensure that the buyer of any such PCH undertakes to fully comply with all the
provisions of these Terms, the laws and regulations of the UAE, and all other terms and
conditions the company has set, such as the KYC/AML policy.
6. Legal Jurisdiction
You expressly agree that any claim or dispute arising from your use of our website and/or
our services will be governed by the laws of the United Arab Emirates (UAE). You further
agree that any such claims or disputes shall be resolved in UAE courts, and you agree to be
subject to the personal jurisdiction, and the exclusive venue of such courts and waive any
objection to such jurisdiction and venue for the purpose of litigating any such claim or
dispute.
Page 7 of 32
7. All purchases of PCH are final
FOR THE COMPANY, PCHs ARE A MEANS OF FINANCING, AND ACCORDING TO THE
UTILITY NATURE OF THE TOKEN (UNSPECIFIED VOUCHER FOR FUTURE
SERVICES), WILL BE TREATED AS A LIABILITY (FUTURE PERFORMANCE
OBLIGATION, FOR FURTHER DETAILS SEE IFRS 15) TO THE RESPECTIVE BUYER IN
OUR COMPANY’S ACCOUNTING.
9. Privacy
Page 8 of 32
The Purchasers may be contacted by email by the Company. Such emails will be
informational only. The Company will not request any information from Purchasers in an
email. See our Privacy Policy available on the Website for additional information
• 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),
• security issues arising from the technology
used,
Page 9 of 32
THE PURCHASER EXPRESSLY AGREES THAT THE PURCHASER IS PURCHASING
PCH AT THE PURCHASER'S SOLE RISK AND THAT PCH 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 PCASH TEAM WARRANTS THAT THE PROCESS FOR
PURCHASING PCH WILL BE UNINTERRUPTED OR ERROR-FREE.
Page 10 of 32
PARTICULAR, NOTHING IN THESE TERMS SHALL AFFECT THE STATUTORY RIGHTS
OF ANY PURCHASER OR EXCLUDE INJURY ARISING FROM ANY WILFUL
MISCONDUCT OR FRAUD OF THE PCASH TEAM.
These Terms set forth the entire understanding between the Purchaser and the Company
with respect to the purchase and sale of PCH. For facts relating to the sale and purchase,
the Purchaser agrees to rely only on the Terms in determining purchase decisions and
understands that the Terms govern the sale of PCH and supersede any public statements
about the PCH token sale made by third parties or by the PCASH Team or individuals
associated with any of the PCASH Team, past and present and during the PCH token sale.
14. Severability
The Purchaser and the Company 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.
15. No Waiver
The failure of the Company to require or enforce strict performance by the Purchaser of any
provision of these Terms or the Company’s failure to exercise any right under these Terms
shall not 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. The express waiver by the
Company 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 these Terms, no representations,
statements, consents, waivers, or other acts or omissions by the PCASH Team shall be
deemed a modification of these Terms nor be legally binding.
Page 11 of 32
16. Updates to the Terms
The Company reserves the right, at its sole discretion, to change, modify, add, or remove
portions of the Terms at any time by posting the amended Terms on the Website. Any
Purchaser will be deemed to have accepted such changes by purchasing PCH. The Terms
may not be otherwise amended except by express consent of both the Purchaser and the
Company.
The Company will cooperate with all law enforcement enquiries, subpoenas,
or requests provided they are fully supported and documented by the law in
the relevant jurisdictions.
18. Indemnification
To the fullest extent permitted by applicable law, you will indemnify, defend and hold
harmless the PCASH Team from and against all claims, demands, actions, damages,
losses, costs and expenses (including attorneys’ fees) that arise from or relate to: (i) your
purchase or use of PCH; (ii) your responsibilities or obligations under these Terms; (iii) your
violation of these Terms; or (iv) your violation of any rights of any other person or entity.
The Company reserves the right to exercise sole control over the defense, at your expense,
of any claim subject to indemnification under this Section 18. This indemnity is in addition to,
and not in lieu of, any other indemnities set forth in a written agreement between you and
the Company.
19. Security
Page 12 of 32
You are responsible for implementing reasonable measures for securing the wallet, vault or
other storage mechanism you use to receive and hold PCH purchased from the Company,
including any requisite private key(s) or other credentials necessary to access such storage
mechanism(s). If your private key(s) or other access credentials are lost, you may lose
access to your Tokens. The Company is not responsible for any losses, costs or expenses
relating to lost access credentials.
20. Language
Currently, only English versions of any PCASH's communications are considered official.
The English version shall prevail in case of differences in translation.
The Terms, the arbitration clause contained in them, and all non-contractual obligations
arising in any way whatsoever out of or in connection with these Terms are governed by,
construed, and take effect in accordance with the rules and regulations of the DIFC
(Dubai/UAE), and English civil law.
ANNEX A
PCH Risks
By purchasing, owning, and using PCH, you expressly acknowledge and assume the
following risks:
A private key, or a combination of private keys, is necessary to control and dispose of PCH
stored in your digital wallet or vault. Accordingly, loss of requisite private key(s) associated
with your digital wallet or vault storing PCH will result in loss of such PCH. Moreover, any
third party that gains access to such private key(s), including by gaining access to login
Page 13 of 32
credentials of a hosted wallet service you use, may be able to misappropriate your PCH.
Any errors or malfunctions caused by or otherwise related to the digital wallet or vault you
choose to receive and store PCH in, including your own failure to properly maintain or use
such digital wallet or vault, may also result in the loss of your PCH. Additionally, your failure
to follow precisely the procedures set forth in for buying and receiving Tokens, including, for
instance, if you provide the wrong address for the receiving PCH, or provides an address
that is not ERC-20 compatible, may result in the loss of your Tokens.
Because PCH and the PCASH platform are based on the Ethereum protocol, any
malfunction, breakdown or abandonment of the Ethereum protocol may have a material
adverse effect on the platform or PCH. Moreover, advances in cryptography, or technical
advances such as the development of quantum computing, could present risks to the PCH
and the platform, including the utility of the PCH for obtaining services, by rendering
ineffective the cryptographic consensus mechanism that underpins the Ethereum protocol.
As with other decentralized cryptographic tokens based on the Ethereum protocol, PCH are
susceptible to attacks by miners in the course of validating PCH transactions on the
Ethereum blockchain, including, but not limited, to double-spend attacks, majority mining
power attacks, and selfish-mining attacks. Any successful attacks present a risk to the
platform and PCH, including, but not limited to, accurate execution and recording of
transactions involving PCH.
Hackers or other malicious groups or organizations may attempt to interfere with the
platform or PCH in a variety of ways, including, but not limited to, malware attacks, denial of
service attacks, consensus-
based attacks, Sybil attacks, smurfing, and spoofing. Furthermore, because the platform is
based on open-source software, there is a risk that a third party or a member of the
Company team may intentionally or unintentionally introduce weaknesses into the core
infrastructure of the platform, which could negatively affect the platform and PCH, including
the utility of PCH for obtaining services.
If secondary trading of Tokens is facilitated by third party exchanges, such exchanges may
be relatively new and subject to little or no regulatory oversight, making them more
susceptible to fraud or manipulation. Furthermore, to the extent that third-parties do ascribe
an external exchange value to PCH (e.g., as denominated in a digital or fiat currency), such
Page 14 of 32
value may be extremely volatile.
Unlike bank accounts or accounts at other financial institutions, PCH are uninsured unless
you specifically obtain private insurance to insure them. Thus, in the event of loss or loss of
utility value, there is no public insurer or private insurance arranged by Company, to offer
recourse to you.
The regulatory status of PCH and distributed ledger technology is unclear or unsettled in
many jurisdictions. It is difficult to predict how or whether regulatory agencies may apply
existing regulation with respect to such technology and its applications, including the
PCASH platform and PCH. It is likewise difficult to predict how or whether legislatures or
regulatory agencies may implement changes to law and regulations affecting distributed
ledger technology and its applications, including the platform and PCH. Regulatory actions
could negatively impact the platform and PCH in various ways, including, for purposes of
illustration only, through a determination that the purchase, sale and delivery of PCH
constitutes unlawful activity or that PCH are a regulated instrument that require registration
or licensing of those instruments or some or all of the parties involved in the purchase, sale
and delivery thereof. The Company may cease operations in a jurisdiction in the event that
regulatory actions, or changes to law or regulation, make it illegal to operate in such
jurisdiction, or commercially undesirable to obtain the necessary regulatory approval(s) to
operate in such jurisdiction.
The tax characterization of PCH is uncertain. You must seek your own tax advice in
connection with purchasing PCH, which may result in adverse tax consequences to you,
including withholding taxes, income taxes and tax reporting requirements.
It is possible that alternative platforms could be established that utilize the same open
source code and protocol underlying the platform and attempt to facilitate services that are
materially similar to the PCASH services.
Page 15 of 32
their utility for obtaining services.
Cryptographic tokens such as PCH are a new and untested technology. In addition to the
risks included in this Annex A of these Terms, there are other risks associated with your
purchase, possession and use of PCH, including unanticipated risks. Such risks may further
materialize as unanticipated variations or combinations of the risks discussed in this Annex
A of these Terms.
Further Information
For further information regarding the PCH sale, please contact [email protected].
This policy (together with our Terms of Use and our Privacy and Data Protection policy
available at Pcash.Gold (“Website”) and any other documents referred to on it) sets out the
basis on which any personal data we collect from you, or that you provide to us, will be
processed by us. Please read the following carefully to understand our views and practices
regarding your personal data and how we will treat it. By visiting the Website you are
accepting and consenting to the practices described in this policy.
• Information you give us. This is information about you that you give us by filling in forms on
the Website (https://PCASH.com) or by corresponding with us by phone, email or
otherwise. The information you give us may include your name, address, email address and
phone number, financial and credit card information, personal description and photograph
• Information we collect about you. With regard to each of your visits to our site we will
automatically collect the following information:
Page 16 of 32
o technical information, including the Internet protocol (IP) address used to connect your
computer to the Internet, your login information, browser type and version, time zone
setting, browser plug-in types and versions, operating system and platform; o information
about your visit, including the full Uniform Resource Locators (URL), clickstream to, through
and from our site (including date and time), products you viewed or searched for, page
response times, download errors, length of visits to certain pages, page interaction
information (such as scrolling, clicks, and mouse-overs), the methods used to browse away
from the page, and any phone number used to call our customer service number.
• Information we receive from other sources. We are working closely with third parties
(including, for example, business partners, sub-contractors in technical, payment and
delivery services, advertising networks, analytics providers, search information providers,
credit reference agencies) who may provide us information about you.
COOKIES
Our website uses cookies to distinguish you from other users of our website. This helps us
to provide you with a good experience when you browse our website and also allows us to
improve our site.
o to carry out our obligations arising from any contracts entered into between you and us
and to provide you with the information, products and services that you request from us; o
to comply with applicable laws and legislation; o to provide you with information about other
goods and services we offer that are
similar to those that you have already purchased or enquired about; o to notify you about
changes to our service; o to ensure that content from our site is presented in the most
effective manner for you
and for your computer.
• Information we collect about you. We will use this information:
Page 17 of 32
o to administer our site and for internal operations, including troubleshooting, data
analysis, testing, research, statistical and survey purposes; o to comply with applicable
laws and legislation;
o to improve our site to ensure that content is presented in the most effective manner for
you and for your computer; o to allow you to participate in interactive features of our
service, when you choose to do
so; o as part of our efforts to keep our site safe and secure; o to measure or understand
the effectiveness of advertising we serve to you and others,
and to deliver relevant advertising to you; o to make suggestions and recommendations to
you and other users of our site about
goods or services that may interest you or them.
• Information we receive from other sources. We will combine this information with
information you give to us and information we collect about you. We will use this information
and the combined information for the purposes set out above (depending on the types of
information we receive).
You agree that we have the right to share your personal information with:
• Any member of our group, which means respective past, present and future employees,
officers, directors, contractors, consultants, equity holders, suppliers, vendors, service
providers, parent companies, subsidiaries, affiliates, agents, representatives, predecessors,
successors, and assigns (“PCASH Team”).
• Selected third parties including business partners, suppliers, and sub-contractors for the
performance of any contract we enter into with them or you;
• In the event that we sell or buy any business or assets, in which case we will disclose your
personal data to the prospective seller or buyer of such business or assets.
• If PCASH or substantially all of its assets are acquired by a third party, in which case
personal data held by it about its customers will be one of the transferred assets.
• If we are under a duty to disclose or share your personal data in order to comply with any
legal obligation, or in order to enforce or apply our terms of use of the Website and other
Page 18 of 32
agreements; or to protect the rights, property, or safety of PCASH or PCASH Team, our
customers, or others. This includes exchanging information with other companies and
organisations for the purposes of fraud protection and credit risk reduction.
Unfortunately, the transmission of information via the internet is not completely secure.
Although we will do our best to protect your personal data, we cannot guarantee the
security of your data transmitted to our site; any transmission is at your own risk. Once we
have received your information, we will use strict procedures and security features to try to
prevent unauthorised access.
YOUR RIGHTS
You have the right to ask us not to process your personal data for marketing purposes. You
can also exercise the right at any time by contacting us at [email protected].
Our site may, from time to time, contain links to and from the websites of our partner
networks, advertisers and affiliates. If you follow a link to any of these websites, please note
that these websites have their own privacy policies and that we do not accept any
responsibility or liability for these policies. Please check these policies before you submit
any personal data to these websites.
Any changes we make to our privacy policy in the future will be posted on this page. Please
check back frequently to see any updates or changes to our privacy policy.
CONTACT
Questions, comments and requests regarding this privacy policy are welcomed and should
be addressed to [email protected].
Page 19 of 32
PCH PURCHASE AND DELIVERY
APPLICATION
A. Confidentiality
a. I will keep confidential and will not disclose to third parties (other than my tax or other
financial advisors under like conditions of confidentiality) any and all information regarding
PCASH, registered under the laws of the UAE, (“PCASH”) provided, however, that this
confidential treatment shall not apply to the tax treatment and tax structure of an acquisition
of PCH tokens and all materials of any kind (including opinions or other tax analyses) that
are provided to me relating to such tax treatment and tax structure. 2. Authorization and
Indemnification
b. I hereby authorize and instruct each of PCASH to accept and execute any instructions
given in relation to any PCH acquired for by me. I agree to keep each of them indemnified
against any loss of any nature whatsoever arising to any of them as a result of any of them
acting upon such instructions and they may each rely conclusively upon and shall incur no
liability in respect of any action taken upon any notice, consent, request, instructions or
other instrument believed in good faith to be genuine or to be signed by properly authorized
persons.
B. Indemnification
2. I indemnify and hold harmless PCASH against any loss of any nature whatsoever arising
to any of them as a result of any of them acting upon instructions given in relation to any
PCH token purchased by me.
3. I indemnify and hold harmless PCASH and their respective directors, members, partners,
shareholders, officers, employees, agents, and affiliates (collectively, the Indemnified
Parties) from and against any and all losses, liabilities, damages, penalties, costs, fees and
expenses (including legal fees and disbursements) that may result, directly or indirectly,
from any inaccuracy in or breach of any representation, warranty, covenant or Application
set forth in this Application or in any other document I deliver to PCASH r, or from my
assertion of my proper authorization to act.
Page 20 of 32
4. I indemnify and hold harmless PCASH and each of its agents and delegates and each of
their respective principals, members, managers, officers, directors, stockholders,
employees, and agents (each a FATCA Indemnified Party) and hold them harmless from
and against any withholding and any FATCA (or other withholding or information reporting)
related liability, action, proceeding, claim, demand, costs, damages, expenses (including
legal expenses) penalties or taxes whatsoever which a FATCA Indemnified Party may
suffer or incur as a result of any action or inaction on my part (or on the part of any person
related to me). This indemnification shall survive my death or the disposition of my PCH
token(s). 5. I indemnify and hold harmless the PCASH against any loss arising as a result
of a delay or failure to process this application or a redemption request if I have failed to
provide such evidence as is required by such parties to satisfy applicable anti-money
laundering rules. 6. I understand, acknowledge and agree that:
a. any Indemnified Party, FATCA Indemnified Party or other identifiable person who is not a
party to this Application may enforce any rights granted to it pursuant to this Application in
its own right as if it was a party to this Application. Except as expressly provided in the
foregoing sentence, a person who is not a party to this Application shall not have any right
to enforce any term of this Application. Notwithstanding any term of this Application, the
consent of or notice to any person who is not a party to this Application shall not be
required for any termination, rescission or Application to any variation, waiver, assignment,
novation, release or settlement under this Application at any time;
b. PCASH may rely conclusively upon and shall incur no liability in respect of any action
taken upon any notice, consent, request, instructions or other instrument believed in good
faith to be genuine, howsoever given; and
c. PCASH will protect and indemnify its agents, delegates, service providers, officers,
directors and other representatives against liability. Under no circumstances agents,
delegates, service providers, smart contract providers (PECUNIO) and their
respective officers can be held liable for any potential losses or damages arising
from the purchase of PCH or any other asset from PCASH.
C. Acknowledgments
Interpretation
1. Terms not defined herein will be as defined in the herein stated Terms and Conditions
(collectively, the Token Sale Terms) located at pcash.gold (the Website).
Page 21 of 32
2. References to Token Sale Terms and the Articles are to those documents as they may
be amended from time to time.
(i) the Token Sale Terms and have taken appropriate legal and tax advice with respect to
the same.
4. I understand that PCH tokens do not represent nor do they entitle the holder, in any way
whatever, to a0: Depository Account; a. Custodial Account; b. Cash Value Insurance
Contract; c. Annuity Contract; or d. Equity and/or Debt Interest in PCASH;
5. PCH tokens are held subject to the terms and conditions of the Token Sale Terms , the
white paper, and all supplementary rules and requirements, such as the AML/KYC policy,
Privacy and Data Protection policy, and other policies and regulations set by UAE or
international law or the company.
6. No certificate will be issued to in relation to my PCH tokens and my personal PCH token
holding will not be reflected, recognized or recorded in any account or ledger maintained by
PCASH.
7. I understand that Acquisitions and Reversions will be processed by PCASH as per its
Token Sale Terms.
8. I understand that, prior to any purchase of PCH tokens, I must send Digital Currency
(Contributed Amount) to PCASH in accordance with the Token Sale Terms to the
cryptocurrency address indicated by PCASH.
9. Upon acceptance of my request to purchase PCH tokens, only upon AML, KYC and
Blacklist clearance, PCH tokens will be distributed to the purchaser.
Page 22 of 32
10. I acknowledge and understand that, for so long as any Reversion Proceeds are held as
assets of PCASH, I shall accept the risk that a creditor of PCASH may seek to and may be
successful in securing discharge of a liability of PCASH out of PCASH assets, thereby
materially adversely affecting the value of my Contributed Amount and/or Reversion
Proceeds and potentially reducing one or both to zero. Furthermore, I acknowledge that any
interest accruing with respect to such Contributed Amount and/or Reversion Proceeds held
in this manner shall be for the benefit of PCASH only.
11. The PCH purchaser fully accepts and complies to the general AML/KYC policy of the
company, which is available on the website, and when purchasing PCHs. In addition, the
company may ask all users at any time to comply and confirm the general AML/KYC policy.
In addition, PCH purchasers are required to confirm and comply with all following rules and
requirements.
12. PCASH (and/or its delegate) may request such evidence as is necessary to verify the
identity and source of funds of a prospective token purchaser and to confirm the AML status
of any redeeming PCH token holder. PCASH shall not accept or repay any Contributed
Amount and/or application for PCH tokens and shall not pay any Reversion Proceeds until
all information required for verification purposes has been provided.
13. If, as a result of any information or other matter which comes to his attention, any
person resident in the UAE knows or suspects or has reasonable grounds for knowing or
suspecting that another person is engaged in criminal conduct or is involved with terrorism
or terrorist property and the information for that knowledge or suspicion came to their
Page 23 of 32
attention in the course of business in the regulated sector, or other trade, profession,
business or employment, the person will be required to report such knowledge or suspicion
to: (i) the Financial Reporting Authority of the UAE, pursuant to the Proceeds of Crime Law
(Revised) of the UAE if the disclosure relates to criminal conduct or money laundering; or
(ii) a police constable not below the rank of inspector, or the Financial Reporting Authority,
pursuant to the Terrorism Law (Revised) of the UAE, if the disclosure relates to involvement
with terrorism or terrorist financing and property. Such a report shall not be treated as a
breach of confidence or of any restriction upon the disclosure of information imposed by
any enactment or otherwise.
14. PCASH prohibits acceptance of funds by any persons or entities that are acting, directly
or indirectly: (i) in contravention of any U.S. or international laws and regulations, including
anti-money laundering regulations or conventions; (ii) on behalf of terrorists or terrorist
organizations, including those persons or entities that are included on the List of Specially
Designated Nationals and Blocked Persons maintained by the U.S. Treasury Department’s
Office of Foreign Assets Control [1] (“OFAC”), as such list may be amended from time to
time; (iii) for a senior foreign political [2] figure, any member of a senior foreign political
figure’s immediate family or any close associate of a senior foreign political, unless the
PCASH, after being specifically notified in writing that the Purchaser is such a person,
conducts further due diligence, and determines that such acquisition shall be permitted; or
(iv) for a foreign shell bank [3] (such persons or entities in (i) – (iv) are collectively referred
to as “Prohibited Persons”).
15. I acknowledge that PCASH may be subject to certain obligations (the Tax Information
Exchange Obligations) to gather and disclose to the competent authorities information
relating to purchasers of PCH token under: (i) the United States Foreign Account Tax
Compliance Act provisions enacted under the United States Hiring Incentives to Restore
Employment Act and any guidance, or regulations relating thereto (FATCA); (ii) any other
legislation, regulations or guidance enacted in any jurisdiction which seeks to implement
similar tax reporting, tax information exchange, reporting and/or withholding tax regimes
(including the OECD Common Reporting Standard on the automatic exchange of financial
account information); (iii) any intergovernmental Application between the UAE (or any UAE
government body) and the U.S., the U.K. or any other jurisdiction (including any
government bodies in any other such jurisdiction), entered into, in order to comply with,
facilitate, supplement or implement the legislation, regulations or guidance described in (i)
and (ii), including the OECD Multilateral Competent Authority Application; and (iv) any
legislation, regulations or guidance in the UAE that give effect to the foregoing.
Page 24 of 32
16. I shall execute properly and provide to PCASH in a timely manner any documentation
or other information that PCASH or its agents may request in writing from time to time in
connection with the Tax Information Obligations. I waive any provision under the laws and
regulations of any jurisdiction that would, absent a waiver, prevent or inhibit PCASH's
compliance with applicable law as described in this paragraph, including but not limited to
by preventing either (i) the Purchaser from providing any requested information or
documentation, or (ii) the disclosure by PCASH and its agents of the provided information
or documentation to applicable regulatory authorities.
17. Without limitation, I shall provide any documentation or other information regarding
myself and my beneficial owners requested by PCASH or its agents in connection with the
Tax Information Exchange Obligations. 18. If I provide information and/or documentation
that is in anyway misleading, or I fail to provide PCASH or its agents or delegates with the
information and documentation that has been requested, (whether or not such action or
inaction leads to compliance failures by PCASH, or a risk of PCASH or its token holders
being subject to withholding tax or other penalties), PCASH reserves the right: . to take any
action and/or pursue all remedies at PCASH's disposal including, without limitation,
compulsory Reversion of my PCH tokens in full or in part; and
a. to hold back from any Reversion proceeds in respect of the Tokens so reverted, any
liabilities, costs, expenses or taxes arising (directly or indirectly) from such action or
inaction.
Further, I shall have no claim against PCASH or Smart Contract Supporter PECUNIO, or
either of their agents or delegates, for any form of damages or liability as a result of actions
taken or remedies pursued by or on behalf of PCASH or Smart Contract Supporter
PECUNIO in order to comply with the Tax Information Exchange Obligations.
19. I accept that such electronic communications are not secure and may contain computer
viruses or other defects, may not be accurately replicated on other systems, or may be
intercepted, deleted or interfered with or without the knowledge of the sender or the
intended recipient. PCASH and Smart Contract Supporter make no warranties in relation to
these matters. Each of PCASH and Smart Contract Supporter reserve the right to intercept,
monitor, and retain email messages to and from their systems as permitted by applicable
law. If I have any doubts about the authenticity of an electronic communication purportedly
sent by PCASH or Smart Contract Supporter I am required to contact the purported sender
immediately. PCASH's acceptance of my PCH token purchase is not conditioned on my
giving consent to electronic delivery of PCASH related information. If I do not have reliable
Page 25 of 32
access to the internet or e-mail, I shall not acquire Tokens. I shall not be entitled to receive
any information from PCASH in paper format.
2. I am acquiring the PCH tokens solely for my own account and not as nominee or
custodian for another person or entity.
3. I am not:
4.4 I did not acquire and will not transfer any PCH tokens within the United States of
America, its territories or possessions (hereinafter collectively referred to as the “United
States”).
4.5 I did not engage (except as specifically authorized by the PCASH) and will not engage
in any activity relating to the sale of PCH tokens in the United States;
4.6 I will not transfer directly or indirectly any of my PCH tokens or any interest therein
(including without limitation any right to receive dividends or other distributions) without the
consent of the directors of the PCASH and further, I shall not transfer directly or indirectly
any of my PCH tokens or any interest therein (including without limitation any right to
receive dividends or other distributions) to a U.S. Person or to any other person or entity
unless the proposed transferee has made the same representations and warranties as set
out herein.
Page 26 of 32
4.7 I did not acquire and will not transfer any PCH tokens within [the Republic South Africa,
its territories or possessions (hereinafter collectively referred to as the “Restricted
Territory”).
4.8 I did not engage (except as specifically authorized by the PCASH) and will not engage
in any activity relating to the sale of the PCH tokens in the Restricted Territory;
No solicitation
4.9 I am not aware of and am in no way relying on, and did not become aware of the sale of
PCH tokens through or as a result of, or in any of the United States, UAE or Republic of
South Africa: any form of general solicitation or general advertising including, without
limitation, any article, notice, advertisement or other communication published in any
newspaper, magazine or similar media or broadcast over television or radio, or electronic
mail over the internet, in connection with the offering and sale of PCH tokens and I am not
purchasing PCH tokens and did not become aware of the offering of PCH tokens
through or as a result of, in any of the United States, UAE or Republic of South
Africa, any seminar or meeting to which I was invited by, or any solicitation of a
subscription by, a person not previously known to me in connection with
investments in securities generally.
4.10 I am responsible for the decision to acquire PCH tokens and I have legal competence
and capacity to execute this Application.
4.11 I have the knowledge, expertise, and experience in financial matters to evaluate the
risks of acquiring PCH token, I am aware of the risks inherent in acquiring and the method
by which the assets of the PCASH are held and/or traded and I can bear the risk of loss of
my entire token acquisition.
4.12 I am qualified and authorized to make such acquisition decision and, to the extent
deemed necessary, I have consulted my own advisors and legal counsel regarding
acquisition of PCH tokens. In making the decision to acquire PCH tokens, I have not relied
on any advice or recommendation from the PCASH, Smart Contract Supporter nor any
placement agent associated with the PCASH, or any of their affiliates.
4.13 To the extent that I am acting on behalf of an entity, I have the full power and authority
under such entity's governing instruments to do so and that entity has the full power and
authority under its governing instruments to acquire PCH tokens.
Page 27 of 32
Binding Application and extent of representations and warranties
4.14 This Application constitutes a valid and binding Application and is enforceable
against me in accordance with its terms.
4.16 (i) I am not, nor is any person or entity controlling, controlled by or under common
control with me, a Prohibited Person,
(ii) the digital funds paid or exchanged for PCH tokens on my own behalf of any of
my beneficial owner(s), were not and are not derived from activities that may contravene
any U.S. or international laws and regulations, including anti-money laundering laws and
regulations and
(A) I have carried out thorough due diligence to establish the identities of
such beneficial owners,
(B) based on such due diligence, I reasonably believe that no such beneficial
owners are Prohibited Persons,
(C) I hold the evidence of such identities and status and will maintain all such
evidence for at least five years from the date of my complete redemption from
PCASH, and
(D) I will make available such information and any additional information that
PCASH may require upon request in accordance with applicable regulations. If any
of the representations, warranties or covenants in this section cease to be true or if
PCASH no longer reasonably believes that it has satisfactory evidence as to their
truth, notwithstanding any other agreement to the contrary, PCASH may, in
accordance with applicable regulations, be obligated to freeze my token rights, either
by prohibiting additional acquisition, declining or suspending any redemption
requests, or my PCH may immediately be involuntarily redeemed by PCASH, and
PCASH may also be required to report such action and to disclose my identity to
OFAC or other authority. In the event that PCASH is required to take any of the
Page 28 of 32
foregoing actions, I understand and agree that it shall have no claim against PCASH
and its respective affiliates, directors, members, partners, shareholders, officers,
employees and agents for any form of damages as a result of any of the
aforementioned actions.
4.17 Having reviewed the Token Sale Terms, I hereby agree with PCASH, subject to
PCASH's provisional acceptance, to acquire for as many of the PCH tokens as the
Contributed Amount shall purchase.
IMPORTANT NOTES:
[1] The OFAC list may be accessed on the web at http://www.treas.gov/ofac.
[2] Senior foreign political figure means a senior official in the executive, legislative,
administrative, military or judicial branches of a foreign government (whether elected or
not), a senior official of a major foreign political party, or a senior executive of a foreign
government-owned corporation. In addition, a senior foreign political figure includes any
corporation, business or other entity that has been formed by, or for the benefit of, a senior
foreign political figure. The immediate family of a senior foreign political figure typically
includes the political figure’s parents, siblings, spouse, children and in- laws. A close
associate of a senior foreign political figure is a person who is widely and publicly known
internationally to maintain an unusually close relationship with the senior foreign political
figure, and includes a person who is in a position to conduct substantial domestic and
international financial transactions on behalf of the senior foreign political figure.
[3] Foreign shell bank means a foreign bank without a physical presence in any country, but
does not include a regulated affiliate. A post office box or electronic address would not be
considered a physical presence. A regulated affiliate means a foreign shell bank that:
(1) is an affiliate of a depository institution, credit union, or foreign bank that
maintains a physical presence in the United States or a foreign country, as applicable; and
(2) is subject to supervision by a banking authority in the country regulating such
affiliated depository institution, credit union, or foreign bank.
[4] See Exhibit A attached hereto for the definition of a “U.S. Person”.
[5] See Exhibit A attached hereto for the definition of a “U.S. Person”.
[6] Beneficial owners will include, but not be limited to:
(i) shareholders of a corporation;
(ii) partners of a partnership;
(iii) members of a limited liability company;
(iv) investors in a fund-of-funds;
(v) the grantor of a revocable or grantor trust;
Page 29 of 32
(vi) the beneficiaries of an irrevocable trust;
(vii) the individual who established an IRA;
(viii) the participant in a self-directed pension plan;
(ix) the sponsor of any other pension plan; and
(x) any person being represented by the Purchaser in an agent, representative,
intermediary, nominee or similar capacity. If the beneficial owner is itself an entity,
the information and representations set forth herein must also be given with respect
to its individual beneficial owners. If the Purchaser is a publicly-traded company, it
need not conduct due diligence as to its beneficial owners.
EXHIBIT A
(2) Notwithstanding (1) above, any discretionary account or similar account (other than an
estate or trust) held for the benefit or account of a non-U.S. Person by a dealer or other
professional fiduciary organized, incorporated, or (if an individual) resident in the United
Page 30 of 32
States shall not be deemed a “U.S. Person”. (3) Notwithstanding (1) above, any estate of
which any professional fiduciary acting as executor or administrator is a U.S. Person shall
not be deemed a U.S. Person if:
i.an executor or administrator of the estate who is not a U.S. Person has sole or
shared investment
discretion with respect to the assets of the estate; and
ii. the estate is governed by non-U.S. law.
(4) Notwithstanding (1) above, any trust of which any professional fiduciary acting as
trustee is a U.S. Person shall not be deemed a U.S. Person if a trustee who is not a U.S.
Person has sole or shared investment discretion with respect to the trust assets, and no
beneficiary of the trust (and no settlor if the trust is revocable) is a U.S. Person. (5)
Notwithstanding (1) above, an employee benefit plan established and administered in
accordance with the law of a country other than the United States and customary practices
and documentation of such country shall not be deemed a U.S. Person. (6) Notwithstanding
(1) above, any agency or branch of a U.S. Person located outside the United States shall
not be deemed a “U.S. Person” if:
(7) The International Monetary Fund, the International Bank for Reconstruction and
Development, the Inter-American Development Bank, the Asian Development Bank, the
African Development Bank, the United Nations, and their agencies, affiliates and pension
plans, and any other similar international organizations, their agencies, affiliates and
pension plans shall not be deemed “U.S. Persons.
WEBSITE DISCLAIMER: IMPORTANT LEGAL DISCLAIMER Access to products and services detailed on this
website may be restricted for certain persons or countries. In particular, the products and services referred to herein are not
available to U.S. Persons, as defined by Regulation S of the United States Securities and Exchange Commission, as
amended (“U.S. Persons”). The information contained on this website is not available to U.S. Persons. Investors who are
such "U.S. Persons" should not view this website. The provision of the information in this website does not constitute an
offer of securities to any person in the United States or to any "U.S. Person." PCASH is not registered under the U.S.
Investment Company Act of 1940, as amended, nor is the sale of PCASH tokens registered under the U.S. Securities Act of
1933, as amended. Consequently, it cannot be offered for sale or be sold in the United States, its territories, possessions or
protectorates under its jurisdiction, nor to nationals, citizens or residents in any of those areas, except pursuant to a valid
exemption. More generally, the products and services presented on this website may only be purchased in jurisdictions in
Page 31 of 32
which their marketing and distribution are authorised. PCASH advises all interested parties to check in advance whether
they are legally entitled to purchase the products and/or services presented on the website.
In addition to the Offer Documentation with regard to any PCash Token ("The Crypto Assets", as set forth
below) Offering, Promotion, or Issuance in the U.A.E. the company ("ET Premium FZC") declares:
(1) The Crypto Assets are not Securities under the laws of the U.A.E. and are not afforded any protections
under such laws.
(2) The Crypto Assets are not legal tender in any country and are not backed by any government, including the
U.A.E. The U.A.E. Authority has not approved or endorsed the issuance of the Crypto Assets and not
reviewed, or verified or approved any documents in connection with, the Crypto Assets.
(3) Where not approved by the Authority for listing and trading on a Crypto Asset Exchange in the U.A.E., the
Crypto Assets are not available on any exchange in the U.A.E., may never be so available and, as a result, the
Crypto Assets are illiquid and/or subject to restrictions on their resale in the U.A.E.
(4) Prospective purchasers of the Crypto Assets offered should conduct their own due diligence before
investing and consult an authorised financial adviser if any terms of the documents are not fully understood.
(5) The nature of Crypto Assets may lead to an increased risk of fraud or cyber attack.
(6) Transactions in Crypto Assets may be irreversible, and, accordingly, losses due to fraudulent or accidental
transactions may not be recoverable.
(7) The volatility and unpredictability of the price of the Crypto Asset relative to fiat currency may result in
significant loss over a short period of time.
(8) Investors must be willing to lose the entirety of their invested capital and accept that they may have no
recourse in the event that purported rights or benefits of the Crypto Assets are not received, any relevant
project does not proceed, or market participants become unwilling to exchange fiat currency for such Crypto
Asset.
Page 32 of 32