Legal Disclaimer

Last Updated: 17-Feb-2025

Important Notice for Participants in the ActlysAI Governance Token Offering

1. Decentralized Nature of ActlysAI

This governance token offering is managed by ActlysAI, a Decentralized Autonomous Organization (DAO) operating on a blockchain-based platform. ActlysAI is not a registered legal entity nor regulated in any specific jurisdiction. There is no central authority or individual entity controlling the DAO, which operates solely through smart contracts and collective decisions made by participants.

2. Purpose and Function of Governance Tokens

The governance tokens offered exclusively grant rights to participate in ActlysAI’s decision-making process, allowing token holders to vote on proposals concerning the management, development, and updating of the platform. Governance tokens DO NOT constitute financial securities, debt instruments, corporate shares, or economic rights under the applicable laws of any jurisdiction. They do not confer ownership rights, profit-sharing, dividends, interest, or any other form of financial reward.

3. Disclaimer of Liability for Founders, Developers, and Smart Contract Signatories

To the fullest extent permitted by applicable law:

• ActlysAI Founders: Are not liable for financial losses, damages, or legal disputes arising from the purchase, use, or holding of governance tokens, or for decisions made by participants through the governance process.

• ActlysAI and Smart Contract Developers: Do not guarantee the absence of bugs, vulnerabilities, or errors in the code and are not liable for damages caused by technical malfunctions, hacking, or security vulnerabilities.

• Smart Contract Signatories: Act solely as technical executors of collective decisions made by participants and assume no personal legal or financial liability arising from their role.

• All Involved Parties: Are not responsible for any changes in the legal classification or regulatory status of governance tokens, nor for the consequences such changes may have on participants or the tokens' value.

Participants expressly agree not to pursue any legal action or claims against such parties, acknowledging that ActlysAI operates in a decentralized system without centralized control.

4. No Guarantee of Value or Profit

ActlysAI and all parties involved in its creation or management make no implicit or explicit guarantees regarding the current or future value of governance tokens. Participants acknowledge that:

• Governance tokens may have no economic value on the market.

• There are no expectations of profit, financial return, or value appreciation associated with the purchase or holding of tokens.

5. Release and Indemnification

Participants agree to:

• Release ActlysAI, its founders, developers, smart contract signatories, and other collaborators from any liability arising from participation in the offering or use of governance tokens.

• Indemnify and hold harmless all aforementioned parties from any claims, damages, or costs arising from legal actions brought by third parties due to the use of governance tokens.

6. Limitation on Indirect Claims

Participants may not assign, transfer, or delegate any rights derived from participation in the token offering to third parties to initiate indirect claims against ActlysAI or its collaborators.

7. Token Manipulation and Misuse

ActlysAI is not liable for:

• Speculative activities or market manipulation involving governance tokens.

• Fraudulent or improper use of tokens by third parties or participants themselves.

8. Responsibility for External Vulnerabilities

ActlysAI is not responsible for vulnerabilities, attacks, or issues originating from external infrastructures, including but not limited to:

• Third-party blockchains.

• Wallet services or exchanges.

• Technology infrastructure providers not directly controlled by ActlysAI.

9. Risks Associated with Participation

Participating in the governance token offering involves significant risks, including but not limited to:

• Technological Risk: DAO smart contracts may contain bugs or vulnerabilities exploitable by malicious actors.

• Risk of Total Loss: Governance tokens may lose all their value.

• Regulatory Risk: Regulatory changes may limit the use or holding of tokens.

• Operational Risk: Collective decisions made by ActlysAI may negatively affect the project.

• Reclassification Risk: Authorities may reclassify governance tokens as financial instruments or other regulated assets, potentially creating legal and tax consequences for participants.

10. Limited Rights of Participants

Governance tokens strictly grant limited rights to participate in ActlysAI’s decision-making process. No other rights or benefits are guaranteed or implied.

11. Token Reclassification

Participants acknowledge and agree that:

• The legal classification of governance tokens may change in the future due to regulatory updates or interpretations by competent authorities in any jurisdiction.

• Any reclassification of tokens will not result in retroactive liability for ActlysAI, its founders, developers, or smart contract signatories.

• ActlysAI reserves the right to modify the structure, functionality, or distribution of tokens to comply with new regulatory requirements without incurring any liability toward participants.

12. Governing Law and Dispute Resolution

• ActlysAI’s operations and this disclaimer shall be governed by Swiss law, regardless of the domicile or nationality of participants.

• Any disputes shall be resolved exclusively through arbitration at the Swiss Arbitration Centre, located in Geneva.

• Participants expressly waive any right to initiate collective or class actions against ActlysAI or related parties.

13. Acceptance and Consent

By participating, the participant:

• Declares that they have read, understood, and fully accepted this disclaimer.

• Expressly waives any legal recourse against ActlysAI, its founders, developers, and smart contract signatories.

• Agrees that this disclaimer remains valid and binding even in the event of regulatory changes or reclassification of governance tokens by any competent authority.

This disclaimer is subject to changes and modifications. Continued use of ActlysAI’s governance platform constitutes acknowledgment and acceptance of the latest version of this disclaimer.