RISK FACTORS DOCUMENT RELATING TO THE PURCHASE, SALE, REWARD, USE AND ACQUISITION OF GREENPLANETCOIN TOKENS
RISK FACTORS DOCUMENT RELATING TO THE PURCHASE, SALE, REWARD, USE AND ACQUISITION OF GREENPLANETCOIN TOKENS
THIS RISK FACTORS DOCUMENT IS SUPPLEMENTAL TO THE GREENPLANETCOIN TOKEN SALE AND REWARDING AGREEMENT TERMS AND CONDITIONS AND THE WHITE PAPER AND SHOULD BE READ ALWAYS IN CONJUNCTION WITH THEM TO WHICH CONSTITUTES AN INTERGRAL PART OF THEM.
RISKS AND UNCERTAINTIES
The purchase or reward of tokens of whatever nature, involves a high degree of risk, including but not limited to the risks described below.
Prospective Purchasers or Rewarded Persons of GreenPlanetcoin Tokens, (referred to as “GPC Tokens”) as these are defined on the Website and on the THE GREENPLANETCOIN TOKEN SALE AND REWARDING AGREEMENT TERMS AND CONDITIONS, (the “Agreement”), prior to any purchase of GPC Tokens, should carefully consider and evaluate all risks and uncertainties associated with them.
Terms used and not otherwise defined herein shall have the meanings set forth in the Agreement or in the GREENPLANETCOIN White Paper (hereinafter referred to as the “White Paper”) all found in the GreenPlanetcoin Website.
If any of such risks and uncertainties as defined below develop into actual events, the business, financial condition, results of operations and prospects of GPETEC LTD, of Larnaca, Cyprus, (The “Company”) under registration number HE 391842, being the issuing company of the GPC Tokens or GPC Tokens themselves, could be materially and adversely affected. In such cases, purchasers of GPC Tokens may lose all or part of the value of GPC Tokens.
ACKNOWLEDGEMENT OF RISKS
Purchasers or Rewarded Persons of GPC Tokens, by purchasing, owning, accepting and using GPC Tokens expressly acknowledge and assume the following RISKS:
A private key, or a combination of private keys, is necessary to control and dispose of GPC Tokens stored in purchaser’s digital wallet or vault. Accordingly, loss of requisite private key(s) associated with purchasers of GPC Tokens’ digital wallet or vault storing GPC Tokens will result in loss of such GPC Tokens.
Moreover, any third party that gains access to such private key(s), including by gaining access to login credentials of a hosted wallet service purchasers of GPC Tokens use, may be able to misappropriate purchasers of GPC Tokens.
Any errors or malfunctions caused by or otherwise related to the digital wallet or vault purchasers of GPC Tokens choose to receive and store GPC Tokens in, including purchaser’s own failure to properly maintain or use such digital wallet or vault, may also result in the loss of purchaser’s GPC Tokens.
Additionally, purchaser’s failure to follow precisely the procedures set forth for buying and receiving GPC Tokens, including, for instance, if purchasers of GPC Tokens provide the wrong address for the receiving GPC Tokens, or provide an address that is not ERC-20 compatible, may result in the loss of purchaser’s GPC Tokens.
The GPC Tokens may be held by the token holder in his digital wallet or vault, which requires a private key or a combination of private keys, for access. Accordingly, loss of requisite private keys associated with such token holder’s digital wallet or vault storing the GPC Tokens will result in loss of such GPC Tokens, access to token holder’s Token balance and/or any initial balances in blockchains created by third parties. Moreover, any third party that gains access to such private keys, including by gaining access to login credentials of a hosted wallet or vault service the token holder uses, may be able to misappropriate the token holder’s GPC Tokens.
Because GPC Tokens are based on the Ethereum protocol, any malfunction, breakdown or abandonment of the Ethereum protocol may have a material adverse effect on the GPC Tokens. Moreover, advances in cryptography, or technical advances such as the development of quantum computing, could present risks to GPC Tokens, including the utility of GPC Tokens for obtaining rewards or discounts, by rendering ineffective the cryptographic consensus mechanism that underpins the Ethereum protocol.
GPC Tokens use depend on functioning software applications, computer hardware and the Internet. This implies that the Company can offer no assurances that a system failure would not adversely affect the use of GPC Tokens. Despite the Company’s implementation of all reasonable network security measures, its processing centre servers are vulnerable to computer viruses, physical or electronic break-ins or other disruptions of a similar nature. Computer viruses, break-ins or other disruptions caused by third parties may result in interruption, delay or suspension of services, which would limit the use of the GPC Tokens.
Smart contract technology is still in its early stages of development, and its application is of experimental nature. This may carry significant operational, technological, regulatory, reputational and financial risks. Consequently, although the audit conducted by independent third party increases the level of security, reliability, and accuracy, this audit cannot serve as any form of warranty, including any expressed or implied warranty that the GreenPlanetcoin Smart Contract is fit for purpose or that it contains no flaws, vulnerabilities or issues which could cause technical problems or the complete loss of GPC Tokens.
If secondary exchange of GPC 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 GPC Tokens (e.g., as denominated in a digital or fiat currency), such value may be extremely volatile. There is no guarantee that a robust or liquid secondary market for GPC Tokens will develop.
The Company, cannot guarantee a specific price for GPC Tokens within any certain period of time, and is not responsible for any changes in the price of the GPC Tokens, or the failure of the GPC Tokens’ price to meet customer expectations, as the GPC Tokens price depends on many unforeseen and uncontrolled circumstances.
Likewise, the Company, cannot guarantee that the purchaser will receive any income or profit due to the fact that the GPC Tokens are intended for exclusive use within the GPC Platform solely as a utility token to enable the services and features entitled exclusively to it as described there in and in related documents and beyond that it does not have any value or use.
The Company or GPC Token’s performance and use may be interrupted, suspended or delayed due to force majeure circumstances. For the purposes of this Risk Factors paper, force majeure shall mean extraordinary events and circumstances which could not be prevented by the Company and shall include, amongst others: acts of nature, wars, armed conflicts, mass civil disorders, industrial actions, epidemics, lockouts, slowdowns, prolonged shortage or other failures of energy supplies or communication service, acts of municipal, state or federal governmental agencies, other circumstances beyond the Company’s control, which were not in existence at the time of White Paper release.
Once purchased, the value of GPC Token may significantly fluctuate due to various reasons such as, but not limited to, the issuers’ performance, success/ failure of business plans, commodity prices, foreign exchange market, stock market, other market trends, natural disasters, wars, political upheavals, changes in regulations, other cryptocurrencies, and unforeseeable events.
Especially with regards to token issuers, things to do not always go according to the original business plan and there is a possibility for the GPC Tokens held by clients to signiﬁcantly decrease in value from the original purchasing price, or for such GPC Tokens to lose value all together.
The purchase of GPC Token can even lead to a total loss.
The Company does not guarantee any specific value of the GPC Token over any specific period of time. The Company shall not be held responsible for any change in the value of GPC Token.
There is no guarantee that users can acquire sufficient GPC Tokens for their usage within the GreenPlanetcoin Ecosystem and neither is there a guarantee that users can cash out their GPC Token via external platforms or otherwise.
Furthermore, every GPC Token holder naturally carries the risk of volatile exchange rate fluctuations of the GreenPlanetcoin towards both other cryptocurrencies and Fiat money exchange rates.
The GPC Token may be significantly influenced by digital currency market trends and the GreenPlanetcoin value may be severely depreciated due to non-GreenPlanetcoin related events in the digital currency markets. Cryptocurrencies exchange rate volatility may impact the Company’s ability to provide services at the indicated prices. Assumptions with respect to the foregoing involve, among other things, judgments about the future economic, competitive and market conditions and business decisions, most of which are beyond the control of the GreenPlanetcoin Team and are therefore difficult or impossible to accurately predict.
The market of initial coin offerings is new. There is a risk that the market of initial coin offerings will not sustain its current growth rate and will instead decrease in the future.
It is possible that the GPC Platform will be deployed later than anticipated due to various factors. Until the GPC Platform has been deployed and has clients, GPC Tokens will not have a utility or be effective or any other use.
GPC Tokens are valid in respect of ICOs using Ethereum. To the extent the ICO market migrates away from Ethereum as the predominant ICO platform, GPC Tokens, and the rewards or discounts or use associated therewith, may have fewer applications. Although GPC Tokens do not expire, if ICOs cease to use Ethereum altogether, GPC Tokens will be hosted on another protocol.
GPC Token may lose market share due to, among other things, competition, poor management, ineffective marketing, and/or in the event the GPC Token does not appeal to customers and businesses, suffers security breaches, or is defective.
GPC Tokens are uninsured unless purchasers of GPC Tokens 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 the Company, to offer recourse to purchasers of GPC Tokens.
GPC Tokens are not investment products but rather serve as the means to access and use the GPC Platform. Without GPC Tokens, the general public or businesses may not access the GPC Platform.
There is also no expectation or promise or guarantee whatever of future profit or gain from the acquisition or use or exchange of GPC Tokens due to their utility nature.
For these and other reasons, the Company believes that the sale of GPC Tokens does not constitute a public offering of securities subject to prospectus registration requirements.
However, public policy towards token sales is changing, and regulators may seek to broaden the scope of token sale regulations. This could make token sales including GPC Tokens sales subject to registration requirements in jurisdictions willing to regulate or already regulating such token sales such as the U.S., Canada, Malta, Singapore, China, North and South Korea and similar jurisdictions on which jurisdictions and subjects the sale of GPC Tokens is prohibited and banned as indicated in the Agreement, the Restricted Territories.
If the sale of GPC Tokens becomes subject to registration requirements, this could delay or potentially postpone the proposed crowd sale until compliance in that jurisdiction or otherwise or indefinitely.
The tax characterization of GPC Tokens and its treatment is uncertain. Purchasers or Rewarded Persons of GPC Tokens must seek their own tax or VAT (Value Added Tax), advice in connection with purchasing or being rewarded of GPC Tokens, which may result in adverse tax or VAT consequences to Purchasers or Rewarded Persons of GPC Tokens, including withholding taxes, income taxes, VAT taxes and tax / VAT reporting requirements.
Purchasers or Rewarded Persons will be liable for any VAT liabilities might incur in any jurisdiction as a result of the rewards of GPC Tokens rewarded to them by the Company and they should take relevant measures to meet such obligations if any.
The Company reserves the right to conduct a “know your client” (KYC) assessment on all purchasers of GPC Tokens or users of the GPC Platform. Such KYC assessment may be conducted prior or following the receipt of funds / tokens from purchasers of GPC Tokens. In the event KYC assessment is not satisfied (as determined by the Company, in its sole discretion), or the purchaser does not pass the Registration and Verification process, the Company may return any such funds and refuse to issue GPC Tokens as this analytically is identified in the Agreement.
In such cases purchasers of GPC Tokens will not be compensated for any loss of use of such funds during the period beginning with such payment until so returned.
It is difficult to predict how or whether regulatory agencies may apply existing regulation with respect to such technology and its applications, including GPC Tokens.
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 GPC Tokens. Regulatory actions could negatively impact GPC Tokens in various ways, including, for purposes of illustration only, through a determination that the purchase, sale and delivery of GPC Tokens constitutes unlawful activity or that GPC Tokens 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, despite the purely utility nature of its GPC Token, 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 approvals to operate in such jurisdiction.
Cryptographic tokens such as GPC Tokens are a new and untested technology. In addition to the risks included in this list of Legal / Risk Factors, there are other risks associated with purchase, possession and use of GPC Tokens, indicated as unanticipated risks. Such risks may further materialize as unanticipated variations or combinations of the risks discussed in this list of GreenPlanetcoin Legal / Risk Factors.
All statements contained in the White Paper, the Agreement, statements made in press releases or in any place accessible by the public and oral statements that may be made by the Company or by any one of GreenPlanetcoin Team on behalf of the Company, that are not statements of historical fact, constitute “forward-looking statements”. Some of these statements can be identified by forward-looking terms such as “aim”, “target”, “anticipate”, “believe”, “could”, “estimate”, “expect”, “if”, “intend”, “may”, “plan”, “possible”, “probable”, “project”, “should”, “would”, “will” or other similar terms.
However, these terms are not the exclusive means of identifying forward-looking statements. All statements regarding the Company’s financial position, business strategies, plans and prospects and the future prospects of the industry which the Company are forward-looking statements. These forward-looking statements, including but not limited to statements as to the Company’s revenue and profitability, prospects, future plans, other expected industry trends and other matters discussed in the White Paper regarding the Company are matters that are not historical facts, but only predictions.
These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual future results, performance or achievements of the GPC Platform, GPC Tokens, or the Company and its Affiliates to be materially different from any future results, performance or achievements expected, expressed or implied by such forward-looking statements. These factors include, amongst others:
(a) changes in political, social, economic and/or cryptocurrency market conditions, and the regulatory environment in the countries in which any of the GPC platform, the Company, and/or its Affiliates conducts its respective businesses and operations;
(b) the risk that any of the GPC platform, the Company, and/or its Affiliates may be unable or execute or implement their respective business strategies and future plans;
(c) changes in interest rates and exchange rates of fiat currencies and cryptocurrencies;
(d) changes in the anticipated growth strategies and expected internal growth of any of the GPC Platform, the Company and/or its Affiliates;
(e) changes in the availability and fees payable to any of the GPC Platform, and/or the Company or its Affiliates in connection with their respective businesses and operations;
(f) changes in the availability and salaries of employees who are required by any of the GPC Platform, the Company and/or its Affiliates to operate their respective businesses and operations;
(g) changes in preferences of customers of any of the GPC Platform, the Company and/or its Affiliates;
(h) changes in competitive conditions under which any of the GPC Platform, the Company and/or its affiliates operate, and the ability of any of the GPC Platform, the Company and/or its Affiliates to compete under such conditions;
(i) changes in the future capital needs of any of the GPC Platform, the Company and/or its Affiliates and the availability of financing and capital to fund such needs;
(j) war or acts of international or domestic terrorism;
(k) occurrences of catastrophic events, natural disasters and acts of God that affect the businesses and/or operations of any of the GPC Platform, the Company and/or its Affiliates; and
(l) other factors beyond the control of any of the GPC Platform, the Company and/or its affiliates.
All forward-looking statements made by or attributable to the Company and/or GreenPlanetcoin Team or other Persons acting on behalf of the GreenPlanetcoin Team are expressly qualified in their entirety by such factors. Given that risks and uncertainties that may cause the actual future results, performance or achievements of any of the GPC Platform, the Company and/or its affiliates to be materially different from that expected, expressed or implied by the forward-looking statements in the White Paper, undue reliance must not be placed on these statements.
Neither the Company nor any other Person represents, warrants and/or undertakes that the actual future results, performance or achievements of the Company will be as discussed in those forward-looking statements. The actual results, performance or achievements of the Company may differ materially from those anticipated in these forward-looking statements.
Nothing contained in the White Paper or the Agreement is or may be relied upon as a promise, representation or undertaking as to the future performance or policies of the Company.
Further, the Company disclaims any responsibility to update any of those forward- looking statements or publicly announce any revisions to those forward-looking statements to reflect future developments, events or circumstances, even if new information becomes available or other events occur in the future.
The White Paper includes market and industry information and forecasts that may have been obtained from internal surveys, reports and studies, where appropriate, as well as market research, publicly available information and industry publications.
Such surveys, reports, studies, market research, publicly available information and publications generally state that the information that they contain has been obtained from sources believed to be reliable, but there can be no assurance as to the accuracy or completeness of such included information.
Save for the Company and GreenPlanetcoin Team, no Person has provided his or her consent to the inclusion of his or her name and/or other information attributed or perceived to be attributed to such Person in connection therewith in the White Paper or the Website, and no representation, warranty or undertaking is or purported to be provided as to the accuracy or completeness of such information by such Person and such Persons shall not be obliged to provide any updates on the same.
Neither the Company nor any member of GreenPlanetcoin Team has conducted any independent review of the information extracted from third party sources, verified the accuracy or completeness of such information or ascertained the underlying economic assumptions relied upon therein. Consequently, neither the Company nor any of member of GreenPlanetcoin Team makes any representation or warranty as to the accuracy or completeness of such information and shall not be obliged to provide any updates on the same.
To facilitate a better understanding of GPC Tokens being offered for purchase by the Company and the businesses and operations of the Company certain technical terms and abbreviations, as well as, in certain instances, their descriptions, have been used in the White Paper. These descriptions and assigned meanings should not be treated as being definitive of their meanings and may not correspond to standard industry meanings or usage.
Words importing the singular shall, where applicable, include the plural and vice versa and words importing the masculine gender shall, where applicable, include the feminine and neuter genders and vice versa.
No information in the White Paper or the Agreement or the Website should be considered to be business, legal, financial or tax advice regarding the Company, GPC Tokens, and/or the Company’s GPC Token sale. Purchasers of GPC Tokens should consult their own legal, financial, tax or other professional adviser regarding the Company and its business and operations, GPC Tokens, the Company token sale. Purchasers of GPC Tokens should be aware that they may be required to bear the financial risk of any purchase of GPC Tokens for an indefinite period of time.
No Person has been or is authorized to give any information or representation not contained in the White Paper, the Website, or the Agreement in connection with the Company and its business and operations, the GPC Tokens, the Company’s GPC Token sale, and, if given, such information or representation must not be relied upon. The Company’s GPC Token sale (as referred to in the Agreement, the White Paper and the Website) shall not, under any circumstances, constitute a continuing representation or create any suggestion or implication that there has been no change, or development reasonably likely to involve a material change in the affairs, conditions and prospects of the Company or in any statement of fact or information contained in the White Paper or the Website.