TERMS AND CONDITIONS OFUSE OF$ROLA, ROLA-COASTER, AND ROLA NFT
THIS TERMS AND CONDITIONS OF USE OF$ROLA, ROLA-COASTER,AND ROLA NFT(“Agreement”) contains the terms and conditions for (i) youruseof $ROLA (as defined below); (ii) your use of the ROLA-COASTER (as defined below); and (iii)your purchase and use of ROLA NFT.
By usingthe $ROLA;using the ROLA-COASTER;and/or purchasing and using the ROLA NFT,you confirm that you have read and understood this Agreement, and the LitePaper (as defined below).You further acknowledge that you intend to, in the capacity of a User(as defined below), enter into this Agreement, as a legally binding and enforceable contract, with CRYSTAL VISION DEVELOPMENTS LIMITED, a company incorporated under the laws of the British Virgin Islands, having its registered office at Wickhams Cay II, Road Town, Tortola, VG1110, British Virgin Islands (Company Registration No. (BVI) 1975930) (“Rola.ai”, “Our”, “Us”, or “We”)that owns, controls and operates the Platform (as defined below) and the Website (as defined below), on the terms herein contained and any amendments thereto which may from time to time be made without notice or reference to you.
1. Definitions: In this Agreement, unless the context otherwise requires:
“A.I.” refers to Rola.ai’s artificial intelligence;
“A.I. Pet” refers to the avatar of the Rola.ai signal, customized by the User, to be used on the Platform as their individual identity;
“Content” refers to any information that is available on the Platform or the Website;
“Holder” refers to a holder of $ROLAand/or the ROLA NFT, as applicable;
“LitePaper” means the information contained in the document titled “Rola.ai LitePaper”, version 1], at [insert link/URL], which was openly and transparently released on the Platform and the Website, prior to issuance of $ROLA;
“Parties” refer to the User and Rola.aiand “Party” refers to any one of the Parties;
“Platform” refers to theRola.ai Application, which is an A.I. based social network application, owned and operated by Rola.ai;
“ROLA” means Rola.ai’s machine-learning algorithm called the “Reiterated Open Learning Algorithm”;
“Rola.ai Terms and Conditions” refers to Platform’s terms and conditions accessible at T & C
“$ROLA” refers to the token issued by Rola.ai to its Users, on the Platform and the Website, in accordance with the $ROLA Allocation Schedule, for use on the Platform only;
“ROLA-COASTER” refers to the staking game feature of the Platform that allows users to staketheir $ROLA to theirpredictions of market outcomes for digital assets during a given time. Users who make correct predictions are rewarded from amongst the pool of $ROLA staked by all other users at a given time;
“ROLA NFT” refers to the non-fungible tokens generated on the Platform, including but not limited to “ROLAGRAMS”;
“$ROLA Allocation Schedule” refers to the $ROLA allocation schedule set out in the LitePaper, whereby 63% of $ROLAs will be allocated to the ROLA treasury, 15% will be allocated to public/private sale, 10% will be allocated to Rola.ai’s advisors, and 12% will be allocated to the Rola.ai team;
“User/You/Your” refers to a user of the Platform and/or the Website, including a Holder of the $ROLA and/or the ROLA NFT and/or a user of ROLA-COASTER; and
“Website” refers to the Rola.ai website accessible atthe following URL:https://rola.ai.
Words denoting the singular number shall include the plural number and vice versa and references to the masculine include the feminine and vice versa.
The headings in this Agreement are inserted for convenience only and shall be ignored in construing this Agreement.
2. About Rola.ai:
Rola.ai is an artificial intelligence based digital asset ecosystem, being developed to further the education, discussion, adoption, and usage of digital assets. It runs a “Predict-to-Earn” application designed to train its machine learning algorithm, ROLA, through continuous predictions of market outcomes for digital assets made by its Users. In order to incentivize its Users to make the accurate predictions, Rola.ai rewards them with $ROLA, out of the $ROLA held by the Rola.ai treasury in accordance with the $ROLA Allocation Schedule, in exchange for time taken by them to make accurate predictions. Rola.ai intends to improve the error rate of its long short-term memory neural network of A.I. through continuous predictions made by its Users. Once the A.I. has been adequately trained, the Users can benefit from the A.I.
3. Features of Rola.ai Application:
4. About $ROLA:
$ROLA is built on the polygon network on the ERC-20standard using smart contracts and is intended to be used on the Platform only. $ROLA can be earned on the Platform, as a reward, through its “vote and win” feature, by making predictions of market outcomes for digital assets. Users can also earn $ROLA from competitions played on the Platform. They can also purchase $ROLA from the Platformand/or Website. The emission of $ROLA is elastic to the growth of the PlatformUsers. The ROLA treasury intends to capture the $ROLA that is redistributed back into the economy to avoid overinflating the supply via new issuance of $ROLA. The ROLA treasury receives inflows of $ROLA through ROLA NFT purchases, a fee on the Platformactivity, transaction fees, ROLA NFT maintenance and other manners such as entry fees for tournaments.
5. Functions of $ROLA:
$ROLA is intended to be used only on the Platform and not outside of the Platform in marketplaces, between third-party merchants and their customers.ROLA.ai uses $ROLA for rewarding participants for their correct predictions made on the Platform. $ROLA may also be used as an incentive for marketing purposes and for incentivizing community engagement on the Platform. $ROLA also enablesUsers to carry out the following, subject to any changes which may be made at the sole and absolute discretion ofRola.aifor which Rola.aiis not obliged to inform the User:
- Accessing or utilising the products and services offered through the Platform by holding or staking the $ROLA;
- Making payment for purchases of ROLA NFT on the Platform;
- Making payment for maintenance of the ROLA NFT on the Platform;
- Making payment of transaction fees on the Platform;
- Making payments for the products and services offered through the Platform;
- Making payment of entry fees for special events, such as tournaments, on the Platform; and
- Accessing and utilising the ROLACOASTER feature of the platform that enables Users to staketheir $ROLA to their predictions of market outcomes and value of digital currencies and earn possible rewards for correct predictions;.
6. ROLA NFT:
- (a) The Platformgenerates ROLA NFTbased on User’s monthly activities, resulting in a unique non-fungible token for every User. These ROLA NFTare available monthly, and Users can purchase them by using $ROLA only.The Platformalso allows Users to maintain their ROLA NFT using their $ROLA.
- (b) The User may use the ROLA NFT in the following ways:
- (i) To participate in-app games and services where appropriate
- (c) The price of each ROLA NFT will be as determined by Rola.ai in its sole and absolute discretion, and displayed on the Platform at the time of purchase.
- (d) Rola.ai (or where applicable, its licensors) own all rights, title, and interest in and to the materials and proprietary source code, object code, and other technology associated with the ROLA NFT, and all intellectual property rights therein.
- (e) Rola.ai grants to the User who purchases a ROLA NFT a limited, non-exclusive, and revocable licence to access and use the ROLA NFT for their own personal, non-commercial use only.
- (f) Users may exchange and transact their ROLA NFT in secondary markets, for non-commercial purposes only.
- (g) Rola.ai reserves the right to modify or discontinue the ROLA NFTs with or without notice at any time and shall not be liable to the User for any modification, suspension, or discontinuance of the ROLA NFT.
- The ROLA-COASTERallows Users to stake their $ROLA to their prediction on the market outcome and value of digital assets. The ROLA-COASTERenables Users to stake their $ROLA to their prediction on events that have weekly, monthly, or annual timeframes.Users who make accurate predictions are rewarded outof the pool of $ROLA staked by other non-successful Usersin a respective event.
- The rewards distributed in each respective event is an estimate and may change over time.
- Rola.ai does not guarantee any rewards to its Users.
- Rola.ai may from time to time publish additional guidelines, rules, and conditions applicable to your use of the ROLA-COASTER which are deemed incorporated into and form part of this Agreement. By using the ROLA-COASTER, you shall be deemed to have accepted and to agree to comply with these additional guidelines, rules, and conditions.
- Rola.ai has no obligation to provide, or continue to provide ROLA-COASTER, now or in the future. Rola.ai reserve the right, at any time, temporarily or permanently, in whole or in part, without prior notification and without incurring any liability to the User, to modify, suspend or discontinue ROLA-COASTER, restrict, or modify access to ROLA-COASTER, and modify or waive any charges in connection with ROLA-COASTER. The User is deemed to agree to such modifications if the User continues the use of ROLA-COASTER.
- There may be usage, administrative, transaction, and/or third-party fees or charges arising out of or in connection with the usage of the ROLA-COASTER, as determined by Rola.ai and published on the Website or the Platform, and which shall be borne by the User.
- The User’s use of ROLA-COASTER is voluntary, and all risks shall be borne by the User only.
- In the event of any loss, hack, or theft of $ROLA in connection with the User’s use of the ROLA-COASTER, the USER shall have no rights, claims or any causes of action against Rola.ai.
8. Personal Data and Acceptable Use:
- license, sublicense, sell, resell, transfer, assign or otherwise commercially exploit or make available to any third party the Content in any way;
- modify or make derivative works based on the Content, or reverse engineer or access the underlying software for any reason;
- access or search, or attempt to access or search, the Content by any means (automated or otherwise) other than through the currently available, published interface which is provided by Rola.ai;
- interfere with or disrupt the Content or the servers or networks providing the Content; or
- perform any action with the intent of introducing to the Content or Website any software viruses, worms, Trojan horses or other harmful computer code, files, scripts, agents, or programs.
10. General Disclaimer:
Rola.aidoes not administer, oversee, govern, facilitate, or assume any responsibility for the secondary markets in which $ROLA may subsequently be traded and Rola.aidoes not administer, oversee, govern, facilitate, or assume any responsibility for the usage of the$ROLA or the Platform by the Users. The User and any party to whom the User transfers $ROLAshall not hold Rola.airesponsible for any losses that it may sustain arising out of and in connection with its usage of and dealing in $ROLA or the Platform.Rola.aidoes not assume any responsibility to the User for the accuracy of information on the Website and the User bears the sole risk of reliance on any information contained on the Website, including such risks set out under Appendix A below.
11. Products Disclaimer :
Rola.ai shall not be liable in any way to any Userwhether in contract, tort (including negligence or breach of statutory duty) or otherwise for any loss, damage or liability incurred or sustained by the Userarising out of or in connection with the User’spurchase and/or usage of the products and/or services offered on the Platform.
12. Exclusion of liability :
Rola.aihereby expressly disclaims its liability, and shall in no case be liable to any person or User, for:
- The User’sparticipation in any sale or issuance of $ROLA or trading of the $ROLA in any secondary market which results in the violation of any anti-money laundering, counter-terrorism financing or other regulatory requirements that are imposed in any jurisdiction;
- The User’s participation in any sale or issuance of $ROLAor trading of the $ROLA in any secondary market which results in violation of any representation, warranty, obligation, covenant or other provision under this Agreement, and the resulting failure or inability to retrieve his/her payment or to claim relevant purchased $ROLA;
- The User’s participation in any exchange or transaction of ROLA NFT in any secondary market which results in the violation of any anti-money laundering, counter-terrorism financing or other regulatory requirements that are imposed in any jurisdiction;
- The User’s participation in any exchange or transaction of ROLA NFT in any secondary market which results in violation of any representation, warranty, obligation, covenant or other provision under this Agreement, and the resulting failure or inability to retrieve his/her payment or to claim relevant purchased ROLA NFT;
- Early termination of any sale or issuance of $ROLA;
- Failure or abortion of Platform development or expansion and resulting failure to grant $ROLA to Users who have purchased $ROLA and/or ROLA NFT to Users who have purchased ROLA NFT;
- Any error, bug, flaw, defect or otherwise of the source code of the Platform;
- Any malfunction, breakdown, collapse, rollback or hardforking of related blockchains;
- Failure of the $ROLA and/or ROLA NFTto meet any specific purpose, or unfitness for any specific use;
- Utilisation of the proceeds raised through any sale or issuance of $ROLA;
- Failure to completely disclose any information relating to the development of the Platform on a timely basis;
- Any User’sdivulgence, loss or destruction of the private key of his/her cryptocurrency or cryptocurrency wallet (inter alia, the cryptocurrency wallet as downloaded and used by that User);
- Any default, breach, infringement, breakdown, collapse, service suspension or interruption, fraud, mishandling, misconduct, malpractice, negligence, bankruptcy, insolvency, dissolution or winding-up of any third party used to buy $ROLA and/or ROLA NFT;
- Any difference, conflict or contradiction between this Agreement and an agreement between any User and any third party;
- Trading or speculation of $ROLA by any person;
- Listing or delisting of $ROLA on or from any cryptocurrency exchange;
- $ROLA and/or ROLA NFTbeing classified or treated by any government, quasi-government, statutory board, authority or public body as a kind of currency, securities, commercial paper, negotiable instrument, investment or otherwise that may be banned, regulated or subject to certain legal restrictions; and
- The materialisation of any risk factors disclosed in this Agreement and any damage, loss, claim, liability, punishment, cost or other adverse impact that is caused by, associated with, in connection with, or incidental to them. For the avoidance of any doubt, Rola.ai hereby disclaims all liability (in whole and not in part) for any direct or indirect losses (in whole and not in part) that any User may suffer, arising in, out of, or in connection with, the acquisition, usage or trading of the $ROLA and/or ROLA NFTin any manner whatsoever.
13. No Warranty:
Notwithstanding anything contained in this Agreement, Rola.aimakes no warranty whatsoever with respect to $ROLA, ROLA-COASTER, or ROLA NFTincluding any (i) warranty of merchantability; (ii) warranty of fitness for a particular purpose; (iii) warranty against infringement of intellectual property rights of a third party, whether arising by law, course of dealing, course of performance, usage of trade or otherwise, except as expressly set forth herein. The User acknowledges that it has not relied upon any representation or warranty made by Rola.ai on theWebsite or by way of any publicly disseminated statement, article, report or in any written form, or by any other person on Rola.ai’s behalf.
14. Risk Factors:
By acquiring, holding, and using $ROLA and/or ROLA NFT, the User expressly acknowledges and assumes the risks set out in Appendix A herein.
15. No Agency :
The usage of the Website or Platform by the User shall in no way, create any agency relationship between the User and Rola.ai and neither Party shall have the right or authority to to assume, create, or incur any liability of any kind, express or implied, against or in the name of any of the other Party; or to otherwise act as the representative of the other Party by virtue of access to the Website or Platform.
16. Indemnification :
The User agrees to indemnify, defend, and hold harmless Rola.ai and its affiliates and successors from and against any and all claims of third parties (including all causes of actions, demands, losses, costs, damages and liabilities) resulting out ofthe User’s use of the Website and Platform.
TheUser shall ensure that its promotion, advertising, dealings in and usage of $ROLA, ROLA NFT, the ROLACOASTER, and the Platform do not violate any provisions of any laws, orders, or regulations in any of the applicable jurisdictions. Without prejudice to the generality of the foregoing, the User shall further ensure that its dealings in and usage of $ROLA, ROLA NFT, the ROLACOASTER and the Platform will not be in breach of the Securities and Futures Act 2001 or Payment Services Act 2019 in Singapore.
18. Warranties :
Rola.airepresents and warrants to and for the benefit of the User the statements in Part A of Appendix B herein. The User represents and warrants to and for the benefit of Rola.aithe statements in Part B of Appendix B herein. The User undertakes and agrees to notify Rola.aiimmediately if any of its representations and warranties set out in this Agreement becomes untrue or misleading in any manner. In the event that the User is in breach of any of the representations or warranties in this Agreement, any $ROLA allocated to or held by the User and/or any ROLA NFT purchased and held by the Usershall be void, without prejudice to any other remedies that may be available to Rola.ai.
19. Termination :
Rola.aimay terminate this Agreement immediately by written notice, without penalty or payment of termination charges, if the User is in breach of any of the terms of this Agreement, or if the User fails to meet Rola.ai’sKYC standards and requirements. For the avoidance of doubt, unless expressly provided for in this Agreement, the termination of this Agreement shall not entitle the User to a refund of any payments made on the Platform.
20. Remedies and Waivers:
No failure on the part of any Party to this Agreement to exercise, and no delay on its part inexercising, any right or remedy under this Agreement will operate as a waiver thereof, and any single or partial exercise of any right or remedy shall not preclude any other or further exercise thereof or the exercise of any other right or remedy. The rights provided in this Agreement are cumulative and not exclusive of any rights or remedies provided by law.
21. Severability :
If any term or provision of this Agreement is held to be illegal, invalid, or unenforceable, in whole or in part, under any enactment or rule of law, such term or provision or part shall to that extent be deemed not to form part of this Agreement but the legality, validity or enforceability of the remainder of this Agreement shall not be affected.
22. Assignment :
The User will not assign its rights under this Agreementto any individual or corporate or affiliate. Any assignment of this Agreement by theUser, by operation of law or otherwise, or any interest herein or any payment due or to become due hereunder, without the prior written consent of Rola.ai shall be void.
23. Governing Law :
This Agreement shall be governed by and interpreted in accordance with the laws of the Republic of Singapore.
24. Dispute Resolution :
All disputes arising out of or in connection with this Agreement shall be settled amicably between the Parties. If the Parties fail to reach an amicable resolution of the dispute within thirty (30) days from the date of their first meeting to resolve the dispute, any Party may submit the dispute for mediation. All disputes, controversies, or differences arising out of or in connection with this Agreement shall be submitted to the Singapore International Mediation Centre for resolution by mediation in accordance with the Mediation Procedure for the time being in force. The Parties agree to participate in the mediation in good faith and undertake to abide by the terms of any settlement reached. In the event that the dispute cannot be resolved by mediation, the Parties shall submit to the exclusive jurisdiction of the courts of Singapore.
25. Amendments :
This Agreement may be modified or amended at the sole and absolute discretion of Rola.aiwithout reference or notice to the User.
26. Survival :
Notwithstanding the termination or expiration of this Agreement, and except as otherwise stated in this Agreement, those obligations contained herein that by their terms or nature are intended to survive such termination or expiration shall do so and shall be binding upon the Parties and their legal representatives, heirs, successors, and assigns.
27. Third Party Rights :
A person who is not party to this Agreement has no rights under the Contracts (Rights of Third Parties) Act 2001 to enforce any term of this Agreement, but this does not affect any right or remedy of a third party which exists or is available apart from the said Act.
Risk of losing access to $ROLA due to loss of private key(s), custodial error or acquiror error
- A private key, or a combination of private keys, is necessary to control and dispose of $ROLA stored in your digital wallet or vault. Accordingly, loss of the requisite private key(s) associated with your digital wallet or vault storing $ROLAwill result in loss of such $ROLA. Moreover, any third party that gains access to such private key(s), including by gaining access to login credentials of a digital wallet or vault service you use, may be able to misappropriate your $ROLA. Any errors or malfunctions caused by or otherwise related to the digital wallet or vault you choose to receive and store $ROLAin, including your own failure to properly maintain or use such digital wallet or vault, may also result in the loss of your $ROLA. Transactions in $ROLAare irreversible and accordingly, losses due to fraudulent or accidental transactions may not be recoverable. For instance, if you provide the wrong address for receiving $ROLA, it may result in the loss of your $ROLA.
- Risks associated with the Platform
- Because $ROLAand the Platform are based on the polygon network, any malfunction, breakdown or abandonment of the polygon networkmay have a material adverse effect on the Platform or $ROLA. Moreover, advances in cryptography, or technical advances such as the development of quantum computing, could present risks to $ROLAand the Platform.
- It is not fully known whether the polygon networkwill be able to sustain long-term operation of the Platform. The polygon networkmay experience significant delays in processing block transactions due to extremely high volumes associated with similar token sales around that time. It is not certain whether the polygon networkdevelopment community will resolve such similar technical issues in the future.
- All transactions over the polygon network, including the transfer of $ROLA, have a real-world cost ("Gas"). While Gas prices for basic transactions over the polygon network are currently nominal, there is no certainty that Gas prices will not increase, thereby making the trading of $ROLA over the polygon networkcommercially unfeasible. In addition, high volumes could lead to very high Gas prices for processing transactions, making use of the polygon networkprohibitively expensive.
- While the polygon networktechnology presents, in our view, promising advances in blockchain technology today, there is no guarantee that polygon networkwill not be supplanted by competing protocols that improve upon the polygon networktechnology. The polygon networktechnology is open-source, which means anyone can copy and disseminate the same code with modifications. It is not known whether the polygon networkwill become the predominant protocol adopted by global industry. If polygon networkis surpassed or superseded, the $ROLAcould be impacted as usage and adoption declines.
- Risk of mining attacks
- As with other decentralized cryptographic tokens, $ROLA are susceptible to attacks by miners and validators in the course of validating $ROLA transactions on the polygon network, 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 $ROLA, including, but not limited to, accurate execution and recording of transactions involving $ROLA.
- Risk of hacking and security weaknesses
- Hackers or other malicious groups or organizations may attempt to interfere with the Platform,$ROLA, ROLA-COASTER or ROLA NFT in a variety of ways, including, but not limited to, malware attacks, denial of service attacks, consensus-based attacks, Sybil attacks, smurfing, phishing emails, man-in-the-middle, phone hijacking, ransomware, hacking, spoofing and other cyber-attacks. Furthermore, because the Platform is based on open-source software there is a risk that a third party or a member of the Rola.ai team may intentionally or unintentionally introduce weaknesses into the core infrastructure of the Platform, which could negatively affect the Platform,$ROLA, ROLA-COASTER, and/or ROLA NFT. Among other things, you could lose your $ROLA and/or ROLA NFTdue to the above threats. You are responsible for educating yourself on protecting your personally identifiable information and on cybersecurity best-practices. Rola.ai will take all steps that are commercially reasonable and customary to prevent or mitigate the impact of cyber-attacks. However, there can be no guarantee that Rola.aiwill be successful in preventing all cyberattacks on its systems.
- Risks associated with markets for $ROLA
- $ROLA is intended to be used solely on the Platform. Even if secondary trading of $ROLA 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 market-related risks. Furthermore, to the extent that third-parties do ascribe an external exchange value to $ROLA (e.g., as denominated in a digital or fiat currency), such value may be extremely volatile and diminish to zero.
- Further, there may be the risk of competition between the Platform and other blockchain-based businesses.
- Risks of uninsured losses
- Unlike bank accounts or accounts at some other financial institutions, $ROLA and/or ROLA NFTare 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 us, to offer recourse to you.
- Risks associated with uncertain regulations and enforcement actions
- The regulatory status of $ROLA and/or the ROLA NFT 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. It is likewise difficult to predict how or whether legislatures or regulatory agencies may implement changes to law and regulation affecting distributed ledger technology and its applications, including the Platform, $ROLA, ROLA-COASTER, and/or ROLA NFT. Regulatory actions could negatively impact the Platform, $ROLA,ROLA-COASTER,and/or ROLA NFT in various ways, including, for purposes of illustration only, through a determination that $ROLA and/or ROLA NFT are a regulated financial instrument that requires registration or licensing. Rola.ai 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.
- Risks arising from Taxation
- The tax characterization of $ROLA and/or the ROLA NFT is uncertain. You must seek your own tax advice in connection with acquiring $ROLA and/or the ROLA NFT, which may result in adverse tax consequences to you, including withholding taxes, income taxes and tax reporting requirements.
- Risk of an unfavourable fluctuation of currency values
- Rola.ai intends to use the proceeds from any sale or issuance of $ROLAto fund, among other things, the maintenance and development of the Platform. The proceeds of any sale or issuance of $ROLA will be denominated in $USDC, and may, at Rola.ai’sdiscretion, be converted into other cryptographic and fiat currencies. If the value of any of the above cryptocurrencies/ currencies, as the case may be, fluctuates unfavourably during or after any sale or issuance of $ROLA, Rola.ai may not be able to fund development, or may not be able to develop or maintain the Platform in the manner that it intended. This could result in the a loss in function of $ROLA for which the Holder bears the entire risk.
- Risks of disruption or dissolution of Rola.ai
- It is possible that, due to any number of reasons, including, but not limited to, an unfavourable fluctuation in the value of the applicable cryptographic or fiat currencies, decrease in $ROLA utility, the failure of commercial relationships, or intellectual property ownership challenges, Rola.aimay be dissolved. The digital nature of Platform means that technological difficulties experienced by Rola.ai and its affiliates may prevent the access or use of your $ROLA. While Rola.aiwill take all steps that are reasonable and customary to prevent or mitigate the impact of disruptions in Rola.ai’s business operations and services, there can be no guarantee that Rola.ai will be successful in preventing all such disruptions.
- Risks arising from lack of governance rights
- Because Rola.ai confers no governance rights of any kind with respect to $ROLA, and/or ROLA NFT or the Platform, all decisions involving $ROLA, and/or the ROLA NFT or the Platform will be made by Rola.ai at its sole discretion, including, but not limited to, decisions to discontinue the Platform, to grant more $ROLA for use in the Platform, or to sell or liquidate Rola.ai. These decisions could adversely affect the Platform and the utility of obtaining services on the Platform.
- Unanticipated risks
- Cryptographic tokens such as $ROLA are a new and untested technology. In addition to the risks included in this Agreement there are other risks associated with your acquisition, holding and use of $ROLA, including those that Rola.aicannot anticipate. Such risks may further materialize as unanticipated variations or combinations of the risks discussed in this Agreement.
Part A: ROLA.AI’s Representations and Warranties
1. AUTHORITY AND CAPACITY OF ROLA.AI
- Incorporation Rola.aiis a company duly incorporated and validly existing under the laws of the British Virgin Islands.
- Authority to enter into this Agreement etc. Rola.aihas the legal right and full power and authority to enter into and perform this Agreement, which when executed will constitute valid and binding obligations on Rola.ai, in accordance with its terms.
- No BreachThe execution and delivery of, and the performance by Rola.aiof its obligations under, this Agreement will not and are not likely to:
- result in a breach of any provision of the memorandum or articles of association, constitution, or by-laws of Rola.ai; or
- result in a breach of, or give any third party a right to terminate or modify, or result in the creation of any encumbrance under, any agreement, license or other instrument or result in a breach of any order, judgment or decree of any court, governmental agency or regulatory body to which Rola.aiis a party or by which Rola.aior any of its assets is bound.
- Authorisation All corporate action required by Rola.aivalidly and duly to authorise the entering of and delivery of, and to exercise its rights and perform its obligations under, this Agreement and any other documents to be executed by Rola.aipursuant to or in connection with this Agreement has been duly taken.
Part B: The User’s Representations and Warranties
- 1. The User is not a citizen or resident of a country, whose legislation conflicts with the terms of access to the Website,the purchase and/or use of $ROLA, and/orthe purchase and use of the ROLA NFT, and/or the usage of the ROLA-COASTER, and theusage of the Platform in general.
- 2. The User acknowledges and agrees that his/her decision to purchase, hold and/or use the $ROLA, purchase and use the ROLA NFT, and/or use the ROLA-COASTER is based primarily onhis/herindependent evaluation of the merits and risks of holding $ROLA and/or ROLA NFT, taking into account the risk disclosures in Appendix A of this Agreement.
- 3. Where the User is a company or association or body of persons, corporate or unincorporated (i) it is duly incorporated and validly existing under the laws of its country of incorporation; (ii) it has the legal right and full power and authority to enter into this Agreement, which when executed will constitute valid and binding obligations on such User; and (iii) it is not prohibited by its constitution or any applicable laws from entering into this Agreement.
- 4. The User has a deep understanding of the functionality, usage, storage, transmission mechanisms and intricacies associated with cryptographic tokens, and polygon network-based software systems.
- 5. The User has carefully reviewed the code of the $ROLA, ROLA-COASTER, the ROLA NFT, and the Platform and fully understands and accepts the functions implemented therein.
- 6. The User is legally permitted to receive and hold $ROLA and/or the ROLA NFTin the User’s jurisdiction.
- 7. The User is of a sufficient age to legally obtain $ROLA and/or the ROLA NFT.
- 8. The User shall take sole responsibility for any restrictions and risks associated with the receiving and holding of $ROLA and/or the ROLA NFTas set forth in this Agreement. .
- 9. The User is not obtaining or using $ROLA and/or ROLA NFTfor any illegal purposes and has not obtained the funds utilised to purchase$ROLAfrom the proceeds of fraudulent, illegal or money laundering activities.
- 10. The User understands the creation of $ROLA and/or ROLA NFTdoes not involve the purchase of shares or any equivalent in any existing or future public or private company, corporation or other entity in any jurisdiction.
- 11. The User understands that the transfer of payment through the polygon networkand the receiving and holding of $ROLA and/or purchasing and holding the ROLA NFTcarries significant financial, regulatory and reputational risks as further set forth in this Agreement.
- 12. The User understands and expressly accepts that there is no warranty whatsoever on $ROLA, the ROLA NFT, ROLA-COASTER,the Website,and the Platform, expressed or implied, to the extent permitted by law, and that the Website as well as the Platform is used and $ROLAand the ROLA NFTare created and obtained at the sole risk of the User on an “as is” basis and without, to the extent permitted by law, any warranties of any kind, including, but not limited to, warranties of title or implied warranties, merchantability or fitness for a particular purpose.
- 13. The User understands that a user of the Platform has no right against any other party to request any refund of the payment made through the polygon networkfor the issuance of the $ROLA under any circumstance.
- 14. The User understands that the value of $ROLA and/or the ROLA NFTover time may experience extreme volatility or depreciate in full.
- 15. The User understands that he/she bears the sole responsibility to determine if, the issuance, ownership, use or liquidation of$ROLA and/or the ROLA NFT, the potential appreciation or depreciation in the value of $ROLA and/or the ROLA NFTover time (if any), and the allocation of $ROLA and/or the ROLA NFThave tax implications for him/her; by creating, holding, using or liquidating the $ROLA and/or the ROLA NFT, and to the extent permitted by law, the User agrees not to hold any third party (including developers, auditors, contractors or founders) liable for any tax liability associated with or arising from the creation and ownership of $ROLA and/or the ROLA NFT.
- 16. The User agrees that he/she has sufficient knowledge and experience in business and financial matters to be able to evaluate the risks and merits of his/her use of this $ROLAand is able to bear the risks thereof. The User warrants that he/she, by usage of the Website, has gained sufficient knowledge ofRola.ai’s business affairs and the details set out in the LitePaper and has acquired sufficient information about the Platform to reach an informed and knowledgeable decision to acquire and use the $ROLA. The User understands that the $ROLAinvolve risks, all of which the User fully and completely assumes, including, but not limited to, the risk that (i) the technology associated with the Platform will not function as intended; and (ii) the User may be subject to investigation and/or punitive action from relevant statutory bodies.
- 17. ROLA.AIRESERVES THE RIGHT TO REQUEST USERS TO PROVIDE EVIDENCE TO VERIFY THEIR IDENTITY.
- 18. WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, THE USER ASSUMES ALL RISK AND LIABILITY FOR THE RESULTS OBTAINED BY THE PURCHASE AND USE OF ANY $ROLAAND REGARDLESS OF ANY ORAL OR WRITTEN STATEMENTS MADE BY ROLA.AI, BY WAY OF TECHNICAL ADVICE OR OTHERWISE, RELATED TO THE USE OF THE $ROLA.
- 19. The User understands that the User has no right against Rola.ai or any other third party except in the event of Rola.ai’s breach of this Agreement or gross negligence. NEITHER ROLA.AI NOR ITS REPRESENTATIVES SHALL BE LIABLE FOR CONSEQUENTIAL, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY, PUNITIVE OR ENHANCED DAMAGES, LOST PROFITS OR REVENUES OR DIMINUTION IN VALUE, ARISING OUT OF OR RELATING TO ANY BREACH OF THIS AGREEMENT OR THE USER’S PURCHASE OF $ROLA.
- 20. The User has full legal capacity, power and authority to enter into this Agreement and to perform its obligations hereunder.
- 21. This Agreement constitutes a valid and binding obligation on the User.
- 22. The entry of the User into this Agreement is not contrary to any laws in force in the User’s country of origin or jurisdiction of nationality or domicile.