terms and conditions

VERSION 1, 16 AUG 2017

1. Terms Overview

  • 1.1 These are the legal terms and conditions to access and use the tokens (‘Terms’) and they also include:
    • 1.1.1 Any Ancillary Policy which is specified in this document; and
    • 1.1.2 The computer software code of the Token Smart Contracts (as defined below).
  • 1.2 By indicating your acceptance of these Terms, you are submitting an offer to the Protocol Administrator (details - as set out below) to receive and use the relevant tokens (subject to these Terms).
  • 1.3 Your offer may be accepted (or declined) by the Protocol Administrator (in its absolute discretion), subject (in particular) to you meeting the customer due diligence requirements of the Protocol Administrator.
  • 1.4 In circumstances of your offer to receive and use the relevant tokens being accepted by the Protocol Administrator, you will become a Registered Token Holder (as defined below).

2. Variation

  • 2.1 If the Protocol Administrator ascertains that there has been a change in any law or any regulation applicable to any matter arising under or in connection with these Terms, in response to any such change and to ensure continued legal and regulatory compliance the Protocol Administrator may unilaterally vary (in its absolute discretion) any of these Terms, or may vary, suspend or terminate any aspects of the QNT or QNTR tokens (or the rights attached or the services related to such tokens) immediately and without prior notice to you (such notice to be provided as soon as is reasonably practicable).
  • 2.2 In all other circumstances, the Protocol Administrator may unilaterally vary these Terms (in its absolute discretion) upon giving you not less than fourteen days prior written notice. If afterwards you are still in possession or use QNT/QNTR then you would be deemed to have accepted the variation.

3. Portability

  • 3.1 Any variation of these Terms may result in a change of the computer software code of the Token Smart Contracts, in which case the Protocol Administrator will aim to promptly inform you of the addresses of the then current Token Smart Contracts. It will be your responsibility to ‘port across’ to the new addresses of the Token Smart Contracts when you next access your tokens.

4. Potential Restructuring

  • 4.1 The corporate structure and roles indicated below are subject to ongoing legal and regulatory advice and may be subject to future changes. However, the Protocol Administrator is under no obligation to carry out any such restructuring, which will be undertaken only if deemed appropriate by the Protocol Administrator in its absolute discretion.

5. Protocol Administrator’s Details

  • 5.1 Details of the legal entity administering the tokens.

    Protocol Administrator - Quanta PLC

    Quanta plc

    Corporate details

    The Protocol Administrator is incorporated in the Isle of Man (with registered company number 131057C).

    Specific licensing or registrations

    The Protocol Administrator is registered as an Isle of Man cryptocurrency Protocol Administrator and exchange under the Designated Business (Registration & Oversight) Act 2015.

6. Lottery Operator Details

  • 6.1 Details of the legal entity operating the B2C Lottery Business and the QTL Affiliate Programme (as described further below).

    Lottery Operator

    Quanta Technologies Ltd (“QTL”)

    Corporate Details

    QTL is incorporated in the Isle of Man with company number 130833C.

    Specific licensing or registrations

    QTL is a licensed online gambling and lottery provider, licensed by the Gambling Supervision Commission.

    Relationship of the Lottery

    QTL is a 100%-owned subsidiary of the Protocol Administrator.

    Operator to the Protocol Administrator

    Operation of a business-to-consumer lottery platform (the “B2C Lottery Business”) and of the associated QTL Affiliate Programme.

7. Potential Restructuring - Additional Of Trust Arrangement

  • Quanta Trustee

    Means, in the event that the introduction of a trust arrangement, foundation or similar structure is deemed appropriate by the Protocol Administrator to support the operation of the B2C Lottery Business, the QNT and QNTR tokens and / or the provision of services associated with such tokens, the entity appointed as trustee in respect of any such arrangement (which shall be either the Protocol Administrator, or such third party provider of trustee services as may be appointed by the Protocol Administrator and notified to Registered Token Holders from time to time).

    Function

    The Quanta Trustee will at any and all times hold QNT and or QNTR tokens as legal owner on trust for Registered Token Holders for the purposes of conversion and distribution of QNT and QNTR in furtherance of the B2C Lottery Business and in accordance with these Terms.

8. Contact Support Team

  • 8.1 Please address any queries etc. surrounding use of the tokens via these contact details.

9. Token Details

  • 9.1 Details of the tokens issued by the Protocol Administrator (or related parties) and subject to these Terms.

    Categories of tokens

    Registered Tokens

    Registered Tokens

    Registered Tokens are QNT tokens or QNTR tokens that are controlled and owned by a Registered Token Holder.

    SNo Title or roprietary Claim to the Assets of the Protocol Administrator or QTL

    Nothing in these Terms shall assign or otherwise transfer to (nor shall any Registered Tokens that you own or control, or your use of any of the services attached to such tokens, constitute, comprise or confer on) you any legal right, title, interest or beneficial ownership rights over or other proprietary claims to or in any of the property of the Protocol Administrator or QTL (including, without limitation, any Intellectual Property (as defined below) rights that might subsist in or be connected to the Protocol Administrator, QTL or Registered Tokens).

    No Contractual Relationship with QTL under these Terms

    These Terms do not create any contractual relationship between you and QTL. All contractual rights that you have pursuant to these Terms are enforceable against the Protocol Administrator only.

    Intellectual Property

    Any patents, utility models, improvements rights to inventions (whether or not capable of protection by patent registration), copyright and neighbouring and related rights, moral rights, trade marks (whether or not registered) and service marks, business/trading names and domain names, rights in get-up and trade dress, goodwill and the right to sue for passing off or unfair competition, rights in designs (whether or not registered), rights in computer software, database rights, rights to use, and protect the confidentiality of confidential information (including know-how and trade secrets) and any and all other intellectual property rights, in each case whether registered or unregistered and including all applications and rights to apply for and be granted, renewals, reversions or extensions of, and rights to claim priority from, such rights and all similar or equivalent rights or forms of protection which subsist or will subsist now or in the future in any part of the world.

    Registered Token Holder

    The Protocol Administrator mandates that an intended recipient of Registered Tokens must be first registered with the Protocol Administrator as a Registered Token Holder before receiving any Registered Tokens.

    A person who:

    • Has accepted these Terms;
    • Has successfully completed the initial customer due diligence process (including as set out in the Customer Due Diligence Policy) so as to be accepted by the Protocol Administrator;
    • Registered the public key of their Ethereum address (Registered Public Key) that they will use to access the Token Smart Contract; and
    • Is not the Protocol Administrator, or Quanta Co., Ltd., or the Quanta Trustee (if any).

    Eligible Registered Token Holder

    A Registered Token Holder who:

    • Has not been adjudged by the Protocol Administrator to have failed any Ongoing Verification Requirements;
    • Has not been adjudged by the Protocol Administrator to otherwise be in breach of or to have failed to satisfy any conditions imposed on Registered Token Holders under these Terms (including, for the avoidance of doubt, under any Ancillary Policy).

    Token Smart Contracts

    The Tokens are controlled by smart contracts which are accessible at these locations.

    QNT Token Smart Contract: 0x98a985dd869d9cc32b257284d598f65eaca039d9

    QNTR Token Smart Contract:

10. QNT

  • QNT - Definition

    QNT is a cryptocurrency token, of which there are the following two types:

    • Standard QNT tokens; and
    • Locked QNT tokens.

    Locked QNT Tokens

    QNT tokens in respect of which access to certain associated services by Registered Token Holders owning such tokens has been temporarily suspended for a period of time specified by the Protocol Administrator and controlled by the relevant Token Smart Contract code. After the specified period of time has elapsed, Locked QNT tokens automatically convert into Standard QNT tokens.

    Number of QNT issued

    120 billion tokens

    Rights of Registered Token Holders

    Subject to the provisions of these Terms:

    • In respect of QNT tokens owned and controlled by any such person, the right to sell or otherwise transfer ownership or control of any one or more of such tokens to any other Registered Token Holder. solely via the Token Smart Contract mechanism provided.
    • The right to acquire ownership and control of any one or more QNT tokens from any other Registered Token Holder solely via the Token Smart Contract mechanism provided.

    Rights of Eligible Registered Token Holders

    Subject to the provisions of these Terms:

    • The right to apply to become (and if such application is successful, to operate as) an affiliate of QTL, subject to QTL’s absolute discretion, including (without limitation) the applicant meeting all of QTL’s requirements and due diligence obligations (each such appointee, a “QTL Affiliate”, and the related programme managed by QTL, the “QTL Affiliate Programme”)). Appropriate subsidiary governance policies have been implemented to ensure that any decision regarding the appointment of a Registered Token Holder as a QTL Affiliate (and any decision regarding such Registered Token Holder’s continued participation in the QTL Affiliate Programme) is not a decision of the Protocol Administrator, but is solely at the absolute discretion of QTL.
    • The right to receive bonuses payable to QTL Affiliates. Any bonuses declared for QTL Affiliates (which are intended to be based upon their performance, and to be paid by the Protocol Administrator or the Quanta Trustee in either Standard QNT or Locked QNT) will be subject to the absolute discretion and sole requirements of QTL, and will be subject to an affiliate contract to be entered into between the relevant parties (the terms of which shall be decided at the sole and absolute discretion of QTL).

    Rights of Eligible Registered Token Holders in respect of Standard QNT tokens

    Subject to the provisions of these Terms, in respect of Standard QNT tokens owned and controlled by any such person, the right to exchange one or more of such tokens for QNTR tokens on a 1:1 basis through the conversion service provided by the Protocol Administrator via the Token Smart Contracts and in accordance with these Terms (the “QNT Conversion Service”). The QNT Conversion Service will be available from the QNTR Smart Contract Initiation Date as designated by the Protocol Administrator and notified to the Registered Token Holders.

11. QNTR

  • QNTR - Definition

    QNTR is a royalty based token

    Number of QNTR issued.

    120 billion tokens.

    Rights of Eligible Registered Token Holders

    Subject to the provisions of these Terms:

    • ct to the provisions of these Terms: In respect of QNTR tokens owned and controlled by any such person, the right to receive one or more periodic payments from the Protocol Administrator (each such payment, a “Royalty Payment”) comprising a pro rata distribution of funds that the Protocol Administrator has received from QTL (net of any deductions or withholdings that the Protocol Administrator is required to make under any applicable tax laws) pursuant to the terms of a software licensing agreement entered into between the Protocol Administrator and QTL, as amended or supplemented by such parties from time to time (the “License Agreement”). The funds to be received by the Protocol Administrator from QTL under the License Agreement are paid in exchange for the Protocol Administrator granting QTL a license to use certain software, required to support the operation of the B2C Lottery Business, that has been developed (and in respect of which the Intellectual Property is owned) by the Protocol Administrator. The funds to be received by the Protocol Administrator out of which the Royalty Payments will be made amount to a perpetual royalty of 5% of the pooled funds collected by QTL solely from lottery participants in connection with each lottery game managed by QTL pursuant to the B2C Lottery Business. Under the terms of the License Agreement, the payment of such funds will be due from QTL to the Protocol Administrator upon or shortly after the conclusion of and in respect of each such lottery game. The Royalty Payment due from the Protocol Administrator to each Eligible Registered Token Holder will be pro-rated based on the number of QNTR tokens deemed by the Protocol Administrator to be held by such person as a proportion of the total number of QNTR Tokens deemed by the Protocol Administrator to be held by all Eligible Registered Token Holders as of the relevant distribution date.
    • In respect of QNTR tokens owned and controlled by any such person, the right to convert one or more of such tokens for Standard QNT tokens on a 1:1 basis through the conversion service provided by the Protocol Administrator via the Token Smart Contracts and in accordance with these Terms (the “QNTR Conversion Service”). The QNTR Conversion Service will be available from the QNTR Smart Contract Initiation Date as notified by the Protocol Administrator to the Registered Token Holders
    • For the avoidance of doubt:
      • The entitlement to receive any Royalty Payment is owed by and enforceable against the Protocol Administrator only, and does not constitute any right of recourse (whether contractual or otherwise) against QTL; and
      • QNT tokens do not qualify for or have attached to them any Royalty Payment entitlement whatsoever.

    QNTR Functionality and Restrictions

    Ownership or control of QNTR tokens or of the private keys controlling the registered address against which such tokens are recorded CANNOT be sold or otherwise transferred by any Registered Token Holder to any other party, including any other Registered Token Holder.

12. Exchange facilities

  • 12.1 This section describes the exchange facilities available for Registered Token Holders.

    Access to exchange facilities

    The Protocol Administrator aims to cooperate with specialist token exchanges (that will accept QNT Tokens). The Protocol Administrator does not provide any guarantee or assurance that there will be an active secondary market where you can readily buy, sell or trade your QNT Tokens. No exchange facility is to be provided for QNTR.

13. Token Smart Contract - Security

  • Security

    THE PROTOCOL ADMINISTRATOR HAS INTRODUCED THE FOLLOWING SECURITY FEATURES INTO THE TOKEN SMART CONTRACTS:

    • THE PROTOCOL ADMINISTRATOR IS ABLE IN ITS ABSOLUTE DISCRETION (BUT IS NOT OBLIGATED) TO SUSPEND FOR SECURITY REASONS THE OPERATION OF THE TOKEN SMART CONTRACTS AT ANY AND FOR ANY LENGTH OF TIME, INCLUDING WITHOUT LIMITATION IN CIRCUMSTANCES WHERE ANY PERSON HACKS OR OTHERWISE COMPROMISES THE CORE INFRASTRUCTURAL ELEMENTS OF THE TOKEN SMART CONTRACTS.
    • IN THE EVENT THAT THE PROTOCOL ADMINISTRATOR SUSPENDS THE OPERATION OF THE TOKEN SMART CONTRACTS, YOU MAY NOT BE ABLE NOR WILL YOU BE ENTITLED TO ACCESS (AND THE PROTOCOL ADMINISTRATOR WILL BE UNDER NO OBLIGATION TO SUPPORT OR PROVIDE) ANY OF THE FUNCTIONS OF THE TOKEN SMART CONTRACTS FROM THE MOMENT THE SUSPENSION IS ACTIVATED AND FOR SO LONG AS THE SUSPENSION REMAINS IN EFFECT (INCLUDING THE RIGHTS AND SERVICES TO WHICH YOU WOULD OTHERWISE BE ENTITLED IN THE ABSENCE OF ANY SUCH SUSPENSION AS A REGISTERED TOKEN HOLDER AND / OR AN ELIGIBLE REGISTERED TOKEN HOLDER IN RESPECT OF ANY QNT AND / OR ANY QNTR TOKENS ACQUIRED OR OWNED BY YOU DURING THE RELEVANT PERIOD, AS SET OUT IN CLAUSES 10 AND 11 OF THESE TERMS).
    • IN THE EVENT OF THE PROTOCOL ADMINISTRATOR SUSPENDING THE OPERATION OF THE TOKEN SMART CONTRACTS, THE PROTOCOL ADMINISTRATOR WILL AIM TO NOTIFY YOU OF SUCH SUSPENSION AS SOON AS IS REASONABLY PRACTICABLE.
    • FOLLOWING ANY SUSPENSION OF THE TOKEN SMART CONTRACTS IN ACCORDANCE WITH THIS SECURITY PROVISION, THE PROTOCOL ADMINISTRATOR MAY (IF AND WHEN IT DEEMS IN ITS SOLE ABSOLUTE DISCRETION SUCH ACTION APPROPRIATE), BUT IS NOT REQUIRED TO, VARY THESE TERMS BY REMOVING REFERENCES TO THE SUSPENDED TOKEN SMART CONTRACTS AND REPLACING THEM WITH TOKEN SMART CONTRACTS THAT SPECIFY AND ARE ACCESSIBLE VIA NEW ETHEREUM ADDRESSES. IN SUCH CIRCUMSTANCES THE PROTOCOL ADMINISTRATOR WILL NOTIFY YOU OF THE PROCESS BY WHICH YOU WILL BE ABLE TO REDEEM ANY QNT OR QNTR TOKENS THAT YOU OWN AND THAT WERE CONTROLLABLE VIA THE SUSPENDED LEGACY TOKEN SMART CONTRACTS IN EXCHANGE FOR THE ISSUE OF NEW REGISTERED TOKENS OF THE EQUIVALENT NUMBER AND TYPE ACCESSIBLE VIA THE NEW TOKEN SMART CONTRACTS.

14. Fees

  • Transfer Fees

    You are solely and entirely responsible for any fees payable to the Ethereum network in connection with any transfer or conversion of Registered Tokens that you own or control.

15. Registered Tokens - Particular Risks

  • Registered Tokens are not controlled by the Protocol Administrator

    As a result you acknowledge without reservation the following risks:

    • The Protocol Administrator does not have access to your private keys;
    • If you lose access to your Registered Tokens there is nothing that the Protocol Administrator can do for you in terms of restoring the Registered Tokens for you;
    • You should treat the security of Registered Tokens in the same way that you would protect access to bitcoins (or any other decentralised digital currencies);
    • The Registered Token Holder requirement in the Smart Contract has been added for anti-money laundering compliance reasons, and to confirm who is the de facto legal owner of any Registered Token; and
    • You are the owner and sole controller of all Registered Tokens in your name.

16. Additional Risks

  • 16.1 You acknowledge the following additional risks in relation to the use of Registered Tokens.

    1. Network failure

    The Ethereum protocol may fail. In the event of failure you may lose access or even ownership of your tokens.

    2. Amendment, Suspension or Termination Due To Ongoing Legal Advice

    Pending legal advice may result in changes (including suspension or termination) to any of the Registered Token issuance programme, the QTL Affiliate Programme, the structure of and rights attached to QNT or QNTR Tokens, the servicing of such rights by the Protocol Administrator, or the B2C Lottery Business. Any such changes may have adverse effects on the utility and legitimacy of QNT and / or QNTR Tokens and/or the B2C Lottery Business.

    3. Limited Availability of Sufficient Information

    While prospective and current Registered Token Holders will have access to key information in relation to the Registered Token issuance programme, the QTL Affiliate Programme, the structure of and rights attached to QNT or QNTR Tokens, the servicing of such rights by the Protocol Administrator, or the B2C Lottery Business, each of these elements is still in a relatively early development phase and subject to adjustments and updates from time to time. Accordingly, prospective and current Registered Token Holders may not have full access to all relevant information prior to acquiring, utilising or divesting of QNT Tokens, participating in the QTL Affiliate Programme or exercising conversion rights in respect of QNT or QNTR Tokens.

    4. Legal and Regulatory Characterisation & Compliance

    The Registered Token issuance programme, the QTL Affiliate Programme, the structure of and rights attached to QNT or QNTR Tokens (including the Royalty Payment entitlement associated with the latter), the servicing of such rights by the Protocol Administrator, or the B2C Lottery Business may be subject to the legal and regulatory authorities of a number of jurisdictions globally, as well as to evolving and untested legal and regulatory frameworks. Changes in regulatory or legal policies, or to the substance or interpretation of regulatory or legal frameworks may adverse impact on the utility, legitimacy, legality, or legal or regulatory characterisation of QNT or QNTR Tokens or of participation in the QTL Affiliate programme. Such legal and / or regulatory risks in any relevant jurisdiction howsoever arising shall be borne by holders of QNT and QNTR tokens alone and shall not in any way be the responsibility of the Protocol Administrator or QTL. Prospective and Current Registered Token Holders are advised to consult their legal advisors prior to the acquisition of any QNT tokens and are solely responsible for ensuring that their acquisition, holding or disposal of QNT and QNTR tokens and their use of any services associated with such tokens complies with all applicable laws and regulations in all relevant jurisdictions.

    5. Noncompletion/ Noncompliance with Customer Due Diligence Requirements

    Neither the Protocol Administrator nor QTL will be responsible for any losses suffered by prospective or existing Registered Token Holders that fail to satisfy at any time the Protocol Administrator’s customer due diligence requirements (including as set out in the Customer Due Diligence Policy).

    6. Cryptographic Protections

    Advancement in cryptography technologies and techniques could undermine the utility of or result in the theft, loss, disappearance, destruction, devaluation of QNT or QNTR Tokens.

    7. Abandonment or Development Failure

    The B2C Lottery Business could fail, terminate or be delayed at any time for any reason (including but not limited to lack of funds). Development failure or termination may render QNT Tokens untransferable, or reduce the utility of or render obsolete any QNT or QNTR Tokens.

    8. Theft of Token Sale Proceeds

    Theft of Registered Token sale proceeds could undermine the ability of the Protocol Administrator to provide funding for the development or maintenance of the B2C Lottery Business.

    9. Flaw in Source Codes

    Source Code flaws may compromise the predictability, usability, stability, and/or security of QNT or QNTR Tokens.

    10. Unpermissioned,Decentralised, and Autonomous Ledger

    The utility and integrity of any of QNT Tokens, QNTR Tokens or the platform supporting the B2C Lottery Business may be undermined if the stability, security or popularity of the decentralized Ethereum protocol is compromised.

    11. Source Code Updates

    Source code modifications can lead to unexpected or unintended outcomes that may adversely affect the B2C Lottery Business, and/or the utility of QNT and / or QNTR tokens. The Protocol Administrator cannot be held liable for any losses or other adverse outcome suffered by any holder of QNT and / or QNTR tokens as results of such updates. Source code modifications that constitute upgrades to the Token Smart Contracts may be required in connection with the development of QNT tokens, QNTR tokens and / or the services associated with such tokens. If you fail to participate in any such upgrades, you may no longer be able to use some or all of your Registered Tokens and your nonupgraded Registered Tokens may loses some or all of their functionality.

    12. Compromised Security

    The Ethereum protocol underpinning QNT and QNTR Tokens comprises open source software and an unpermissioned distributed ledger. Accordingly anyone may intentionally or unintentionally compromise the core infrastructural elements of such tokens and their related Token Smart Contracts, resulting (either directly or following any suspension of such Token Smart Contracts by the Protocol Administrator in accordance with these Terms) in their loss or a diminution in their value, utility or functionality (including the temporary or permanent loss or restriction on access to the rights and services to which Registered Token Holders and Eligible Registered Token Holders would otherwise be entitled in respect of such tokens, as set out in clauses 10 and 11 of these Terms).

    13. "Distributed Denial of Service" Attacks

    The platform supporting the B2C Lottery Business is connected to a number of public and unpermissioned systems and therefore may suffer cyber-attacks, including “distributed denial of service” at any time, rendering it unusable for an extensive and undefined period of time.

    14. Inadequacy of Processing Power

    The ramp up of the platform supporting the B2C Lottery Business may be accompanied by sharp increases in demand for processing power, leading to destabilisation and increased exposure to fraudulent transactions, which may adversely impact its usability, stability and security.

    15. Unauthorised Claim of QNT and / or QNTR Tokens

    QNT and / or QNTR tokens can be transferred or exploited in bad faith by any person who successfully gains access to the wallet or private keys linked to a Registered Public Key.

    16. Forking

    The temporary or permanent existence of forked blockchains on the Ethereum protocol could adversely impact the operation of the platform supporting the B2C Lottery Business and the utility of QNT or QNTR tokens.

    17. Popularity

    The utility of QNT and QNTR tokens is dependent on the popularity of the B2C Lottery Business.

    18. Price Volatility

    Many cryptographic tokens have volatile prices. The Protocol Administrator is not responsible for any secondary market acquisition, sale or trading of QNT tokens undertaken with third parties or via any third party exchange or trading platform.

    19. The Protocol Administrator’s Exposure to Cryptographic Tokens

    The Protocol Administrator holds certain funds in cryptographic tokens as a result of the issuance / sale of QNT tokens, which may in its sole discretion be converted over time in whole or in part into fiat currencies. For the avoidance of doubt, no QNT or QNTR holder has any right, title or interest in any such cryptographic tokens.

    20. Potential Competitors

    Other persons or groups may attempt to establish platforms that compete with or even outperform the B2C Lottery Business, rendering it obsolete.

    21. Third Party Developers and Suppliers

    The platform supporting the B2C Lottery Business will act as an open-access platform to accommodate various types of decentralized applications, smart contract programs and ancillary services. The Protocol Administrator neither intends nor has the capabilities to act as an authority to scrutinize to any extent any applications, programs or services to be developed on, connected to or otherwise associated with QTL’s platform.

    22. Legal or Regulatory Sanction against QTL’s Lottery Business

    Regulators of a number of jurisdictions in which lotteries or related activities are banned, restricted or deemed immoral may take administrative or judicial actions against QTL, the B2C Lottery Business and related programs, applications, services or even the relevant developers or users thereof as well as the Protocol Administrator, holders of QNT and / or QNTR tokens, and QTL Affiliates. Any penal action, sanction, crackdown or other regulatory effort made by any government, quasi-government, authority or public body (including but not limited to any regulatory body of any jurisdiction) may significantly deter existing or potential users away from using QTL’s platform, becoming a QTL Affiliate and / or holding QNT or QNTR tokens. In such circumstances, the prospects and viability of the B2C Lottery Business may be negatively impacted.

    23. Privacy and Data Retention Issues

    As part of the issuance of QNT tokens as well as the prior and ongoing customer due diligence processes, the Protocol Administrator may collect personal information from prospective, current and former Register Token Holders. The collection of such information is subject to applicable laws and regulations on data protection and retention, which could result in considerable financial resources being utilised to support compliance frameworks and potentially to settle fines or sanctions in the event of any breach, both of which could limit or undermine the development of the B2C Lottery Business.

    24. General Risks Relating to the Use of the Internet or Other Electronic Medium

    As prospective, current and former Registered Token Holders you acknowledge that you understand and accept the following risks:

    • You agree to bear all risks of unauthorized access/use, hacking or identity theft relating to the use of authentication technologies by or on behalf of the Protocol Administrator.
    • You agree to bear all risks relating to the potential unreliability of the internet or other electronic media as modes of communication for the transmission of information.
    • You are solely responsible for preventing anything that may be harmful to any equipment that you may use in connection with QNT tokens, QNTR tokens or the platform supporting the B2C Lottery Business (including any computer virus, malicious program or harmful component) from affecting any such equipment.

    25. Tax Matters Relating to the Protocol Administrator’s or QTL’s Operations

    If any tax authority successfully challenges the Protocol Administrator’s or QTL’S operational structure or their interpretation of their related tax liabilities, such liabilities could increase substantially and their respective financial resources could be adversely impaired.

    26. Tax Matters Relating to QNT and / or QNTR Tokens

    The purchase, retention, utilisation or disposal, and the exercise of conversion rights in respect of QNT or QNTR tokens and / or the receipt of payments in connection with the Royalty Payment entitlement attached to QNTR tokens may have tax reporting implications and liabilities for holders of QNT or QNTR tokens. Furthermore. the taxation of cryptocurrencies is a complex and evolving area and the characterisation of QNT or QNTR tokens and their associated rights may be subject to change. Such liabilities, obligations and re-characterisation risks shall be borne by such holders alone. Prospective and Current Registered Token Holders are advised to consult their tax advisors prior to the acquisition of any QNT tokens and are solely responsible for ensuring that their acquisition, holding or disposal of QNT and QNTR tokens and their use of any services associated with such tokens complies with all tax laws in all relevant jurisdictions.

17. Warranties

  • 17.1 You represent and warrant on the date of accepting these Terms, which representations and warranties will be deemed repeated on each date on which these Terms are in effect, the following:

    Age

    If a natural person, you are of a legal age to enter into and be bound by these Terms in your jurisdiction

    Capacity, Authority and Establishment/Or ganisation

    If a natural person, you are of a legal age to enter into and be bound by these Terms in your jurisdiction. Of your organisation, you have the capacity, full power and have been duly authorised to execute these Terms and to perform your obligations arising hereunder; you have full capacity and full power to (i) acquire, utilise, retain, dispose and exercise conversion rights in respect of QNT or QNTR tokens, (ii) utilise any and all of the services that may be provided by the Protocol Administrator under these Terms (including without limitation the receipt of cryptocurrency payments in connection with the Royalty Payment entitlement attached to QNTR tokens held by Eligible Registered Token Holders, and (iii) apply for consideration, be appointed and undertake activities as a QTL Affiliates; and these Terms have been duly executed by you (and any person or persons that have entered into these Terms on your behalf were authorised to do so) and constitute your valid, binding and enforceable obligations.

    Regulatory / Legal - Responsibility for Compliance

    It is your SOLE responsibility (and, to the fullest extent permitted by applicable law and regulation, is NOT and will NOT in any circumstances be the responsibility of the Protocol Administrator or QTL) to determine whether and to ensure that your acceptance of these Terms, any acquisition, holding or disposal by you of QNT or QNTR tokens and any use by you of any services associated with such tokens complies with all applicable laws and regulations in all relevant jurisdictions.

    Lawful Use; Noncontravention / Compliance with Applicable Laws / Regulations

    Any use by you of QNT or QNTR tokens and any use of any services associated with such tokens is for lawful purposes in your jurisdiction. Your acceptance of these Terms and any acquisition, holding or disposal by you of QNT or QNTR tokens and any use by you of any services associated with such tokens does NOT and will NOT: (i) contravene any laws or regulations applicable to such activities in any relevant jurisdictions, or any judgement, decree or approval, consent licence or registration to which you are subject; or (ii) contravene or conflict with any provision of your charter, by-laws, partnership agreement, trust agreement or other constitutional document.

    Non-investment Use

    Your acquisition or purchase of any Registered Tokens is and will NOT be for financial investment purposes but is primarily to support the development, testing, deployment and operation of QTL’s B2C Lottery Platform and to access the functionality of and the services associated with such Registered Tokens.

    Acknowledgement of Terms and Related Risks

    You have fully and carefully reviewed these Terms (including the code of the Token Smart Contracts). Accordingly you understand and accept that (i) any acquisition, utilisation, retention, disposal and exercise of conversion rights in respect of QNT tokens or QNTR tokens, (ii) any utilisation of any of the services associated with QNT tokens or QNTR tokens, and (iii) any participation in the QTL Affiliate Programme may expose you to significant financial, regulatory and / or reputational risks (including, but not limited to, the risks listed under the “Registered Tokens - Particular Risks” and the “Additional Risks” sections set out above).

    Personal Rights

    You are acting on your own behalf and not for the benefit of any other person.

    No transfer of private keys

    • You will not transfer or attempt to transfer control or ownership of any private keys associated with any Registered Public Address that has been designated in your name by the Protocol Administrator to any other party, including to any other Registered Token Holder.
    • You will not acquire or attempt to acquire control or ownership of any private keys associated with any Registered Public Address that has been designated in the name of any other party by the Protocol Administrator, including to any other Registered Token Holder
    • You will not acquire or dispose, nor will you attempt to acquire or dispose, of any Registered Tokens other than through the Token Smart Contract mechanisms provided.

    Duty to notify Protocol Administrator of discrepancies between text of these document and the Token Smart Contract

    In the event that you identify or become aware of any discrepancies between the computer software code of the Token Smart Contracts and the written text of this document, you will notify the Protocol Administrator immediately, providing comprehensive details of the relevant issues.

18. Data

  • 18.1. The Protocol Administrator will collect the following types of data on you:

    Type of data the Protocol Administrator collects from you

    Personal data in order to identify you as an individual or company. All other data required to verify you as an individual or company. Details about how we handle your personal information can be found in our privacy notice.

    Accurate data obligation

    It is your responsibility to ensure that the data you provide to the Protocol Administrator is complete, accurate and truthful at all times. You will notify the Protocol Administrator immediately if you become aware of any inaccuracies or omissions in relation to any data previously provided.

19. Verification Requirements

  • Verification Requirements

    The Protocol Administrator envisages carrying out ongoing ‘Know Your Client’ verification checks upon you in accordance with these Terms, and as a result of those checks, the Protocol Administrator may ask you for further information from time-totime. If the Protocol Administrator is unable to verify you, then the Protocol Administrator may immediately remove your Registered Public Key(s) from the ‘white list’ of Registered Token Holders pursuant to the Token Smart Contracts, and remove your designation as an Eligible Registered Token Holder. As a result, you will not be able to access any of the functions of the Token Smart Contracts that are available exclusively to Eligible Registered Token Holders.

    Ongoing Verification Requirements

    The Protocol Administrator envisages carrying out ongoing ‘Know Your Client’ verification checks upon you in accordance with these Terms, and as a result of those checks, the Protocol Administrator may ask you for further information from time-totime. If the Protocol Administrator is unable to verify you, then the Protocol Administrator may immediately remove your Registered Public Key(s) from the ‘white list’ of Registered Token Holders pursuant to the Token Smart Contracts, and remove your designation as an Eligible Registered Token Holder. As a result, you will not be able to access any of the functions of the Token Smart Contracts that are available exclusively to Eligible Registered Token Holders

20. Consequences of Non-Compliance with these Terms

  • 20.1 If the Protocol Administrator ascertains that you are in or have committed a breach of any of your obligations under these Terms, the Protocol Administrator may, unilaterally and in its absolute discretion, revoke or suspend any designation you may have as an Eligible Registered Token Holder, immediately on notice. As a result, you will not be able to access any of the functions of the Token Smart Contracts that are available exclusively to Eligible Registered Token Holders.