Gameon Token – Terms of Purchase

1. Introduction & Acceptance

These Terms of Purchase (the “Agreement”) govern your acquisition of Gameon's proprietary cryptographic tokens (“Gameon Tokens”). By filing the purchase form, clicking “I accept” or otherwise participating in a token sale conducted by or on behalf of Gameon (the “Company”), you acknowledge that you have read, understood and agreed to be bound by this Agreement, including any annexes or schedules referenced herein.

If you do not agree with these Terms, you must not purchase, hold, or use Gameon Tokens.

2. Company Representations & Warranties

The Company represents and warrants to you that, as of the date you accept these Terms:

• The Company is duly incorporated, validly existing and in good standing under applicable laws, and has the full power and authority to issue and sell Gameon Tokens and operate the Gameon platform.
• The execution and delivery of this Agreement, and the performance of its obligations hereunder, are within the Company’s powers and constitute a legal, valid and binding obligation of the Company, enforceable in accordance with its terms, subject to applicable insolvency and creditor rights laws and general principles of equity.
• To the Company’s knowledge, entering into and performing this Agreement does not violate (i) its constitutional documents, (ii) any material applicable law or regulation, or (iii) any material contract or instrument to which the Company is a party, in each case where such violation would reasonably be expected to have a material adverse effect.
• To the Company’s knowledge, the Company owns or has sufficient rights to use the intellectual property necessary to operate the Gameon platform as presently contemplated, without intending to infringe on third-party rights.

3. Purchaser Representations & Acknowledgements

By purchasing Gameon Tokens, you represent, warrant and agree that:

• You have satisfied yourself regarding all laws, regulations and restrictions applicable in your jurisdiction in relation to acquiring, holding, and using Gameon Tokens, and your participation does not violate any such laws.
• You have carefully reviewed and understood these Terms, any applicable tokenomics, whitepaper, website information, and other Gameon documents made available by the Company (collectively, “Gameon Documentation”). You acknowledge that these materials may be updated from time to time and that it is your responsibility to review such updates.
• You understand that acquiring Gameon Tokens is highly speculative and involves significant risk, including technology risk, platform risk, regulatory risk, and market risk. You accept that Gameon Tokens are provided on an “as is” and “under development” basis.
• You have sufficient knowledge, experience and understanding of business, blockchain, and financial matters to assess the merits and risks of purchasing Gameon Tokens, and you are able to bear all such risks, including a total loss of value.
• You acknowledge that purchasing Gameon Tokens gives you no ownership, equity, voting, management or other similar rights in the Company or any of its affiliates, and does not entitle you to dividends, profits or any other form of ownership interest.

4. Nature of Gameon Tokens & No Guarantees

Gameon Tokens are intended to function as a utility or access token within the Gameon ecosystem, in accordance with the Gameon Documentation. Accordingly, you acknowledge and agree that Gameon Tokens:

• Are not fiat currency, legal tender, bank deposits, electronic money, securities, or any other regulated financial instrument, unless explicitly stated otherwise under applicable law.
• Do not represent any claim on the Company or its assets, and do not grant ownership, equity or governance rights in the Company.
• May have no intrinsic or guaranteed value and may fluctuate significantly in price or become valueless.

To the fullest extent permitted by law, the Company disclaims all warranties of any kind (express or implied), including merchantability, fitness for a particular purpose, title and non-infringement, with respect to Gameon Tokens and the Gameon platform.

5. Risk Disclosures (Summary)

You expressly acknowledge that purchasing, holding and using Gameon Tokens involves a high degree of risk, including but not limited to:

• Technology failures, protocol bugs, exploits or hacks.
• Delays, changes or failures in the development or launch of the Gameon platform or related services.
• Regulatory changes, enforcement actions or legal restrictions that could affect the legality, functionality, or value of Gameon Tokens.
• Loss of private keys or wallet access, resulting in permanent loss of tokens.
• Volatility in cryptocurrency markets, including adverse price movements and lack of liquidity.
• Competition from alternative networks, platforms, or token models.

A non-exhaustive list of additional risks is set out in the Annex to these Terms. You confirm that you have read, understood and accept all such risks.

6. Compliance, AML / CFT & Sanctions

You represent and warrant that:

• Funds (fiat or digital assets) used to purchase Gameon Tokens are not derived from any unlawful activity, including money laundering, terrorist financing, fraud or other criminal acts.
• Neither you, nor any beneficial owner of Gameon Tokens held by you, is a person or entity subject to economic sanctions or located in a jurisdiction comprehensively sanctioned or otherwise restricted under applicable law.
• You will comply with all applicable anti-money laundering, counter-terrorism financing and sanctions laws in connection with your participation in the token sale and subsequent use of Gameon Tokens.
• The Company may conduct KYC/KYB/KYT checks and may refuse, suspend or cancel your participation or the transfer of Gameon Tokens if it reasonably suspects non-compliance, illegal activity, or conduct that may harm the Company’s reputation.

7. Taxes

You are solely responsible for determining and fulfilling any tax obligations that may arise in connection with your purchase, holding or disposal of Gameon Tokens, including (without limitation) income tax, capital gains tax, VAT, sales tax, withholding tax, or similar charges.

To the maximum extent permitted by law, you agree to indemnify, defend and hold harmless the Company and its affiliates from any claims, liabilities, penalties, or costs arising out of your failure to pay or report any taxes attributable to your Gameon Tokens.

8. Limitation of Liability & Indemnity

To the fullest extent permitted by applicable law, the Company, its officers, employees, contractors, founders and affiliates shall not be liable for:

• Any indirect, incidental, special, consequential, punitive or exemplary damages;
• Loss of profits, revenues, opportunities, data, or goodwill;
• Any loss or damage arising from or relating to your use, or inability to use, Gameon Tokens or the Gameon platform;
• Any loss arising from acts or omissions of third-party service providers, exchanges, wallets or protocols.

In any event, the aggregate liability of the Company arising out of or in connection with this Agreement will not exceed the total amount you paid to the Company for Gameon Tokens under this Agreement.

You agree to indemnify, defend and hold harmless the Company and its affiliates from and against any claims, damages, losses, liabilities, and expenses (including reasonable legal fees) arising out of or relating to: (i) your breach of these Terms; (ii) violation of applicable law; (iii) provision of inaccurate, incomplete or misleading information; or (iv) your negligent or wilful misconduct.

9. Miscellaneous

• Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction specified by the Company in the final executed version of the Agreement (the “Governing Jurisdiction”), without regard to conflict-of-laws rules.
• Dispute Resolution. Parties shall first attempt to resolve any dispute amicably. If no resolution is reached within a reasonable time, disputes may be finally resolved by binding arbitration in a venue and under rules selected by the Company (e.g., LCIA arbitration with seat in a specified city), unless mandatory law requires otherwise.
• Assignment. You may not assign or transfer your rights or obligations under this Agreement without the Company’s prior written consent. The Company may assign or novate this Agreement to affiliates or successors without your further consent, to the extent permitted by law.
• Notices. The Company may provide notices to you via email or other electronic means using the contact details you supplied. You are responsible for keeping your contact information current.
• Severability. If any provision of this Agreement is held invalid or unenforceable, it shall be modified to the minimum extent necessary to make it enforceable, and the remaining provisions will remain in full force and effect.
• Entire Agreement. This Agreement, together with the Gameon Documentation expressly incorporated by reference, constitutes the entire agreement between you and the Company regarding the subject matter and supersedes all prior or contemporaneous understandings or communications.
• No Waiver. Any failure by the Company to enforce a provision of this Agreement shall not be deemed a waiver of such provision or any other provision.

10. Key Definitions

“Gameon Token”

The proprietary cryptographic token of the Gameon ecosystem, intended to provide access or utility within the Gameon platform, as described in the Gameon Documentation.

“Company”

The Gameon legal entity responsible for issuing Gameon Tokens, as named in the final executed version of this Agreement.

“Gameon Documentation”

The whitepaper, website, tokenomics documents, terms and policies published by or on behalf of Gameon, as may be updated from time to time.

“Restricted Jurisdiction”

Any jurisdiction in which purchase or use of Gameon Tokens is prohibited, restricted or requires registration, licensing or approval which has not been obtained.

“Sanctions”

Any trade, economic or financial sanctions laws, regulations or embargoes administered or enforced by any relevant authority.

11. Jurisdictional Notices (High-Level Template)

The following are generic, high-level examples of jurisdictional notices. Your legal counsel must adapt these to your actual structure and applicable law:

• United States: Gameon Tokens are not registered under the U.S. Securities Act of 1933, and may only be offered or sold in compliance with an applicable exemption to eligible persons (e.g., “accredited investors”) outside the U.S. Persons in the U.S. or U.S. Persons may be restricted from participating.
• European Economic Area: No public offering is intended. Any offer will be made only to qualified or limited investors in reliance on available prospectus exemptions under applicable EU/EEA law.
• United Kingdom: This document is directed only at “relevant persons” under the Financial Services and Markets Act 2000 (Financial Promotion) Order, such as investment professionals and high net-worth entities, and must not be acted upon by others.
• Other Jurisdictions: No action has been taken to allow the offer, sale or distribution of Gameon Tokens in any jurisdiction where such actions are restricted. You are solely responsible for ensuring that your participation is permitted under the laws that apply to you.

These jurisdictional notices are illustrative only and must be customised by legal professionals for each target market.