PLEASE READ THESE TERMS OF TOKEN SALE CAREFULLY.
WHEREAS, EverLifeAI Pte. Ltd. (“the Company”), located at 22 North Canal Road #02-00 SINGAPORE (048834), company registration number 201821579E, is the issuer of EVER token and provider of AI Avatar related services “EverLife.AI” (hereinafter - "EverLife.AI", "we", "us"); WHEREAS, you (“you” or the "User”) are an individual or entity that uses EVER token WHEREAS, www.EverLife.AI (the "Website") is the official website of EverLife.AI; NOW, THEREFORE, for and in consideration of the foregoing and the mutual covenants and agreements contained herein, the parties hereby stipulate, agree and enter into the agreement (the "Agreement") as follows:
- Account – online account created by the user at the Website - https://EverLife.AI
- Blockchain – type of distributed ledger, comprised of unchangeable, digitally recorded, data in packages called blocks
- EVER or any other related token name to our project that might be used in the future are virtual tokens created by EverLife.AI and known as EVER tokens (EVER)
- Cryptocurrency – is a digital asset designed to work as a medium of exchange using cryptography to secure the transactions and to control the creation of additional units of the token
- Stellar – an open blockchain platform at www.stellar.org.
- Stellar Lumens (XLM) – is the name of the cryptocurrency used within Stellar blockchain.
- Fiat – is another payment method (apart from cryptocurrency) in purchasing EVER token by major credit cards via PayPal
- Token Sale – a restricted initial coin offering by EverLife.AI to eligible Users regarding purchase of EVER tokens
- Services – any services provided by EverLife.AI and/or its affiliates, including the services available to registered Users on the Website
- Smart Contract – means the Stellar smart contract.
- Wallet – any type of wallet used for storage of cryptocurrencies.
- Whitepaper – the document located at the Website containing the Token Sale conditions and describing EverLife.AI’s project and business model
- Whitelist – a group of Users who have submitted their documents (government-issued ID and a photo of themselves holding the same ID for verification) and received a “KYC Approved” status. Know-Your-Customer Application is our due diligence process to fulfil our internal practice of AML-CFT.
- These terms outline the details on the EVER Token Sale by the EverLife.AI project will be used, and to the terms both the Token seller as well as its participants and/or buyers are bound to. Every effort has been made to spell out a clear and transparent summary of what is contained in the legal terms. If you have any questions, do not hesitate to contact the EverLife.AI team using the contact form on the home page. This summary may be subject to change. The legal terms can be found below.
- For purposes of this Agreement, EVER token is implemented on the public Stellar blockchain (the “Stellar Platform”) as a Stellar token, and intended for use in everyday digital services. EVER tokens are intended to be used for all transactions within EverLife.AI ecosystem comprised of digital services that participate in the right and opportunity to innovate and compete for compensation in the form of tokens (the “EverLife.AI Ecosystem”). EverLifeAI Pte Ltd will act as the governance body for the EverLife.AI Ecosystem.
- Unless otherwise stated herein, these Terms govern purchase of EVER token from the Company.
- Funds collected from the Token Sale shall be distributed in the following manner:
- Marketing & Expansion (40%)
- Research & Development (27%)
- Other Manpower (13%)
- Working Capital, Reserves & Others (17%)
- Governance & Legal (3%)
- Any use of EVER will be governed primarily by other applicable terms and policies, [which will be available on the Site or affiliated sites upon the distribution of the EVER tokens] (collectively, “EverLife.AI Terms of Service”). The EverLife.AI Terms of Service may change from time to time at the Company’s sole discretion with the amended EverLife.AI Terms of Service posted instead of the previous version.
- The lockdown period and vesting periods of the EVER token mentioned in Clause 1.4 are to be referred to the Whitepaper.
- You expressly agree that any claim or dispute arising from your use of our website and/or our services will be governed by the laws of Singapore without regard to the conflict of law provisions thereof. You further agree that any such claims or disputes shall be resolved in Singapore courts, and you agree to be subject to the personal jurisdiction in, and the exclusive venue of, such courts and waive any objection to such jurisdiction and venue for the purpose of litigating any such claim or dispute.
- Any disagreements or disputes of the User and EverLife.AI, arising from this Agreement, shall be settled by negotiations between the User and EverLife.AI. In case of failure to reach an agreement in 14 (fourteen) days, any disputes, disagreements or claims, arising from this Agreement or related to it, its breach, dissolution or validity, that have not been solved by the User and EverLife.AI, shall be settled in the competent court of Singapore. Both the User and EverLife.AI hereby submit to the exclusive jurisdiction of the courts in Singapore.
- EverLife.AI reserves the right to change the jurisdiction of EverLife.AI and this Agreement at any time in its own discretion, as well as use any parent companies, subsidiaries and/or other affiliated companies for execution of this Agreement, EverLife.AI’s products and services and other activities related to the TOKEN SALE and EverLife.AI’s business.
Acceptance And Changes To The Agreement
- EverLife.AI may change, amend, delete or add to this Agreement or any of the terms and conditions contained in any policies or rules governing the Website and/or the Services at any time and in its sole discretion without notice. Any such changes will be effective upon the posting of the revised Agreement or such policies and rules on the Website and you are solely responsible for reviewing any such notice and the corresponding changes to the Agreement. Your continued use of the Website and/or the Services following any such revisions to the Agreement or such policies and rules will constitute your acceptance of such changes. If you do not agree to any such changes, do not continue to use the Website and/or the Services.
- EverLife.AI may at any time change or remove (temporarily or permanently) the Website, Services and their information from the Website without indicating the reasons of such change or removal and you confirm that EverLife.AI shall not be liable to you for any such change or removal.
- EVER is an unregulated virtual token. If there are any regulations imposed regarding EVER token and virtual currencies, the terms and conditions of this Agreement and/or other conditions regarding usage of EVER may be changed significantly by EverLife.AI to meet such regulatory requirements.
- Use of the Website and/or the Services is limited to parties that are 18 years old or older and lawfully can enter into and form contracts under applicable law.
- EverLife.AI and its team will put in their best effort, but cannot guarantee the full implementation of its goals, promises and ideas indicated in this Agreement, the Whitepaper, the Website or elsewhere, especially if special circumstances arise that derails the plans and best efforts. EverLife.AI shall not be liable in any way for delays, failure in performance or interruption of service which result directly or indirectly from any cause or condition beyond our reasonable control, including but not limited to, any delay or failure due to any act of God, act of civil or military authorities, act of terrorism, civil disturbance, war, strike or other labour dispute, fire, interruption in telecommunications of Internet services or network provider services, failure of equipment and/or software, other catastrophe or any other occurrence which is beyond our reasonable control and shall not affect the validity of enforceability of any remaining provisions. By purchasing EVER tokens, you expressly acknowledge and assume these risks.
Representations and Warranties
- Please note that these terms do not constitute to be a prospectus of any sort, is not a solicitation for investment or an initial public offering or share/equity offering and does not pertain in any way to an offering of securities in any jurisdiction. The contribution to EverLife.AI does not involve the exchange of cryptocurrencies for any form of ordinary shares, neither does the EVER token holder receive any form of guaranteed dividend or other revenue right. EVER tokens only provide their holder – if and to the extent the EverLife.AI environment is successfully developed and deployed – with a right to use the EverLife.AI environment (usage license).
- In connection with the purchase of the EVER token, you represent and warrant to Company the following:
- Your participation in the Token Sale is voluntary and based on your own independent judgment without being coerced, solicited or misled by anyone else.
- You are aware of the terms and conditions of the EVER token and have acquired sufficient information about the EVER tokens to reach an informed and knowledgeable decision to acquire the EVER tokens.
- You have sufficient understanding of cryptographic tokens, token storage mechanisms (such as token wallets), and blockchain technology to understand the terms of these Terms and to appreciate the risks and implications of purchasing the EVER tokens.
- You understand that the EVER tokens confer only the rights described in the White Paper, and confer no other rights of any form with respect to EverLife.AI, including, but not limited to, any ownership, distribution, redemption, liquidation, proprietary (including all forms of intellectual property), or other financial or legal rights.
- You shall not purchase EVER tokens for any uses or purposes other than to use EVER tokens as provided in the White Paper, including, but not limited to, any investment, speculative or other financial purposes.
- You understand that the EVER tokens are not digital currency, security, commodity or any other kind of financial instrument and have not been registered under the securities law of Singapore, the Securities Act and securities laws of any state of the United States or the securities laws of any other country, including the securities laws of any jurisdiction in which Purchaser is resident.
- You understand that the EverLife.AI Token sale is not crowdfunding or initial public offer and you cannot participate in the TOKEN SALE with a view to crowdfunding or initial public offer.
- You have satisfied yourself as to the full observance of the laws of your jurisdiction in connection with any invitation to purchase the EVER tokens or any use of these Terms, including (i) the legal requirements within its jurisdiction for the purchase of the EVER tokens, (ii) any foreign exchange restrictions applicable to such purchase, and (iii) any governmental or other consents that may need to be obtained.
- Your purchase, payment for, and continued beneficial ownership of the EVER tokens will not violate any applicable laws of your jurisdiction.
- You shall comply with any applicable tax obligations in all relevant jurisdiction arising from the purchase of EVER tokens.
- You understand that the Website https://EverLife.AI and, the White Paper, as well as associated webpage and information, can be translated into several languages, but only the information placed in English shall bound the Parties of this Terms. Versions of websites and documents translated into other languages are for informational purposes only.
- You understand that you shall be guided by that version of Whitepaper which is put on the Website at the moment of EVER tokens purchased or later.
- You hereby certify to us that any funds used by you in connection with participation in the EVER Token Sale are either owned by you or that you are validly authorized to carry out transactions using such funds.
- If you are purchasing EVER tokens on behalf of any entity, you are authorized to accept these Terms on such entity’s behalf and that such entity will be responsible for breach of these Terms by you or any other employee or agent of such entity (references to “you” in these Terms refer to you and such entity, jointly).
- You understand that EverLife.AI cannot comply with the requirements of all the jurisdictions worldwide while doing business. If any provisions of this document break or to transgress or to violate the law to which Purchaser is subjected to, then Purchaser’s jurisdiction law shall prevail. The Purchaser entering into relationship with EverLife.AI shall oblige its jurisdiction law.
- You will contribute Stellar Lumen (XLM) from a Wallet or Wallet service provider that technically supports the EVER token.
- You accept and understand the risk that Blockchain technologies have been the subject of scrutiny by various regulatory bodies around the world. The functioning of the Stellar network and associated blockchains and Digital Assets and EVER tokens could be impacted by one or more regulatory inquiries or actions, including but not limited to restrictions on the use or possession of digital tokens like EVER tokens, which could impede or limit their existence, permissibility of their use and possession, and their value.
- You accept and understand the risk that Hackers or other groups or organizations may attempt to interfere with your Third-party Wallet, the Website or the availability of EVER tokens and Digital Assets in any number of ways, including without limitation denial of service attacks, Sybil attacks, spoofing, smurfing, malware attacks, or consensus-based attack.
- You accept and understand the risk that the Website and EVER tokens may unintentionally include weaknesses or bugs in the source code interfering with the use of or causing the loss of EVER tokens.
- You accept and understand that it is possible that the Stellar network or any other network, to which the EVER tokens are interacting with, malfunctions in an unfavorable way, including but not limited to one that results in the loss of EVER tokens.
- By participating in the EverLife.AI Token sale or receiving and holding EVER you acknowledge and agree that you fully understand that EVER may experience volatility in pricing and liquidity, and that, to the extent permitted by applicable law, you agree that EverLife.AI and any of its affiliates may not be held liable for any loss arising out of, or in any way connected your participation in the TOKEN SALE or receiving and holding EVER tokens
- To the fullest extent permitted by applicable law, you agree to indemnify, defend and hold harmless EverLife.AI, and our respective past, present and future employees, officers, directors, contractors, consultants, equity holders, suppliers, vendors, service providers, parent companies, subsidiaries, affiliates, agents, representatives, predecessors, successors and assigns (individually and collectively, the “EverLife.AI Parties ”), from and against all actual or alleged EverLife.AI Party or third party claims, damages, awards, judgments, losses, liabilities, obligations, penalties, interest, fees, expenses (including, without limitation, attorneys’ fees and expenses) and costs (including, without limitation, court costs, costs of settlement and costs of pursuing indemnification and insurance), of every kind and nature whatsoever, whether known or unknown, foreseen or unforeseen, matured or unmatured, or suspected or unsuspected, in law or equity, whether in tort, contract or otherwise (collectively, “Claims”), including, but not limited to, damages to property or personal injury, that are caused by, arise out of or are related to (a) your use or misuse of the Site, Content or EVER tokens, (b) any Feedback you provide, (c) your violation of this Agreement, and (d) your violation of the rights of another. You agree to promptly notify EverLife.AI of any third party Claims and cooperate with the EverLife.AI Parties in defending such Claims. You further agree that the EverLife.AI Parties shall have control of the defense or settlement of any third party Claims.
- You understand and accept that the purchase and sale of cryptocurrencies and tokens of any kind (including EVER token) involves risk. Due to the constant price fluctuations, you may increase or lose value in your assets at any time.
- You understand and acknowledge that the Services are being provided to you “as is” and “as available” without warranty of any kind. EverLife.AI and/or EVER token specifically disclaims any and all warranties, express or implied, including but not limited to any implied warranties of merchantability or fitness for a particular purpose, or non-12 infringement. EverLife.AI and/or EVERdoes not guarantee continuous, uninterrupted, error-free or secure access to any part of the TOKEN SALE, Website or our services.
- You agree to refrain from making, any negative, detracting or unfavorable statements concerning EverLife.AI, EVER token, any subsidiaries or affiliates, their respective business or business endeavors, products or product history, or their respective former or present officers, directors, agents, distributors or consultants, which may have the effect of diminishing the reputations of EverLife.AI, EVER, any subsidiaries or affiliates, or respective former or present officers, directors, agents, distributors or consultants of EverLife.AI or any subsidiaries or affiliates of its business or business endeavors.
- This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and EverLife.AI.
- There will be no refunds in regard to the EverLife.AI Token Sale, EVER token purchase and usage for any reason, including, but not limited to, loss of your EVER tokens due to technical reasons, errors, malfunction of the wallet, transaction failures, etc. All EVER tokens are sold as-is without any guarantee.
- By participating in the Token Sale, you are confirming that you have read and understand our no refunds policy, and you acknowledge that all purchases are final and non-refundable, regardless of the payment methods which includes Fiat, and EverLife.AI is not required to provide a refund for any reason, and that you will not receive money or other compensation in lieu of a refund, and you consent to no right of withdrawal from the Token Sale.
- EverLife.AI and its affiliates will monitor all potential transactions and potential transactions for fraudulent attempts to double spend XLM or any other cryptocurrency accepted in the TOKEN SALE. When any double spend of XLM or any other digital currency or asset accepted in the TOKEN SALE is detected, no EverLife.AI assets (EVER) will be distributed to the associated blockchain wallet address or EverLife.AI wallet.
- Users deemed to have engaged in fraudulent behavior or attempted fraudulent behaviour forfeit any potential refunds of their assets or tokens.
- You are responsible for maintaining the confidentiality and security of your login email and password, and accept responsibility for all activities that occur under your Account. You must notify EverLife.AI immediately in the event that the security of your login or password has been breached or compromised.
- You are also responsible for maintaining adequate security and control of any and all identification numbers, private keys, or any other codes that you use to access the Website and/or use EVER tokens.
- You agree to not hold EverLife.AI liable for any loss arising out of, or in any way connected to, your failure to properly secure and keep private your Account information, email address, any password, private keys and any other identification numbers/codes used in connection with participation in the Token Sale and usage of EVER token.
- EverLife.AI shall not bear any liability, whatsoever, for any damage or interruptions caused by any computer viruses, spyware, scareware, Trojan horses, worms or other malware that may affect your computer or other equipment, or any phishing, spoofing or other attack.
- EverLife.AI does not guarantee the confidentiality or privacy of any communication or information transmitted on the Website or any site linked to the Website. EverLife.AI will not be liable for the privacy or security of information, e-mail addresses, registration and identification information, disk space, communications, confidential or proprietary information, or any other content transmitted over networks accessed by the site, or otherwise connected with your use of the Website.
EverLife.AI Bounty Campaign and Promotion
- You are free to choose to promote EverLife.AI’s products and refer potential clients to, as well as via the rules stated in our Bounty Campaign or other bonus, discounts and benefits are solely determined by EverLife.AI.
- You shall ensure that all the links linking to the Website and/or EverLife.AI’s products operate correctly and redirect potential clients to the requested part of the Website. If any link fails or breaks you shall take all necessary steps to correct the problem within a reasonable period of time.
- EverLife.AI reserves the right to change the links, modify and remove products without notice to you or your consent. EverLife.AI shall have no liability or obligation for any such changes.
- You shall not to misrepresent or in any way make damage to EverLife.AI, its products or services and the Website. You shall not use EverLife.AI’s logo or any image, texts and links in any way which could dilute the identity of such logo, image, text and links or could cause confusion to the public. You shall also not to promote EverLife.AI’s products on websites that make available or promote sexually explicit material, violence, piracy or pirated materials, or sites that promote discrimination based on race, sex, religion, national origin, or physical disability or sites that promote illegal activities, or otherwise might damage reputation of EverLife.AI and its products.
- You shall not promote the Website and EverLife.AI’s products by use of "spamming", unsolicited commercial email, postings to forums, message boards, non-commercial newsgroups and cross-posting to multiple newsgroups at once or advertise in any way that effectively conceals or misrepresents your identity, your domain name or your return email address or in any other way that is likely to tarnish or damage EverLife.AI’s reputation. In addition, you (i) shall not use the Website address or any combination of EverLife.AI name in the meta tags keywords or description of any web page, (ii) submit the Website address or any confusingly similar web site address to any search engine or directory, or (iii) register any domain name confusingly similarly (or deliberately misspelled) to that of the Website address.
- Contingent upon successful promotion of EverLife.AI’s products as described in this Agreement, you shall earn rewards based specifically on our Bounty Campaign.
- The EverLife.AI logo and any EverLife.AI product or service names, logos or slogans that may appear on the Site are trademarks of EverLife.AI or our affiliates and may not be copied, imitated or used, in whole or in part, without our prior written permission. You may not use any metatags or other “hidden text” utilizing “EVER”, “EverLife.AI”, “EVER token”, or any other name, trademark or product or service name of EverLife.AI or our affiliates without our prior written permission. In addition, the look and feel of the Site, including, without limitation, all page headers, custom graphics, button Token Sales and scripts, constitute the service mark, trademark or trade dress of EverLife.AI and may not be copied, imitated or used, in whole or in part, without our prior written permission. All other trademarks, registered trademarks, product names and company names or logos mentioned on the Site are the property of their respective owners and may not be copied, imitated or used, in whole or in part, without the permission of the applicable trademark holder. Reference to any products, services, processes or other information by name, trademark, manufacturer, supplier or otherwise does not constitute or imply endorsement, sponsorship or recommendation by EverLife.AI.
Know Your Customer (KYC) & Anti-Money Laundering (AML) Policy
- EverLife.AI reserves the right to conduct “know your customer” procedure and any other kind of customer due diligence on you at any time (including after the close of the Token Sale). If EverLife.AI discovers your purchase of EVER tokens violating this Agreement or any anti-money laundering, counter-terrorism financing or other regulatory requirements, your purchase of EVER tokens under the Token Sale shall be invalid with retroactive effect and EverLife.AI shall be entitled to immediately terminate this Agreement with you, deny your access to the Token Sale, reject delivery of any EVER token and request return of any delivered EVER tokens, irrespective of any payment that you could have made.
- You may be required to provide EverLife.AI with certain personal information, including but not limited to, your name, gender, country of residence, telephone number, email address, date of birth, passport or ID number, etc. EverLife.AI may also require you to answer certain questions or take certain actions in order to verify your identity or comply with applicable law. In submitting this personal information, you verify that the information is accurate and authentic, and you agree to update it if any information changes. You hereby authorize EverLife.AI to directly make any inquiries we consider necessary to verify your identity and/or account information, and request and obtain any consumer report or similar information relating to you and to take action we reasonably deem necessary based on the results of such inquiries.
- It is EverLife.AI’s policy to ensure that it has reasonably identified each customer who uses EverLife.AI’s platform. Users may be identified using a variety of methods.
Account Opening Procedures
- Additionally, EverLife.AI will, as part of its account-opening process: (i) cross-check the names of users against compliance databases such as the OFAC Specially Designated Nationals list and other governmental watch lists; (ii) require users to provide proof of identification; and (iii) not permit any payment above 1,400 US dollar to be made with incomplete account-opening information.
Proof of Identification
- The following information is required a) Full Name b) Date of birth c) Any government-issued ID (eg. driver’s license, national ID, passport, etc.) d) A photo of him/herself holding the same ID e) Country of residence
- Documents used in opening an account relationship must be verified prior to establishing the account. Verification of identity will require multi-factor authentication, layered security and other controls to ensure a meaningful user identity confirmation process based on account size or other factors.
- The following are examples of verification methods EverLife.AI may use: a) Obtaining proof of address, such as a copy of a utility bill or bank statement from the account holder. b) Comparing the identifying information with information available from a trusted third party source, such as a credit report from a consumer-reporting agency, Veratad, Lexus Nexus Instant ID c) Analyzing whether there is logical consistency between the identifying information provided, such as the customer’s name, street address, ZIP code, telephone number, date of birth, and social security number (logical verification). d) Utilizing knowledge-based challenge questions. e) Utilizing complex device identification (such as “digital fingerprints” or geo-location checks). f) Obtaining a notarized copy of an individual’s birth certificate for valid identification. g) When the type of account increases the risk that EverLife.AI will not be able to verify the true identity of the customer through documents is confirmed the account will be closed.
- EverLife.AI is responsible for directing the annual Anti-Money Laundering (AML) audit of EverLife.AI’s operations. The independent audit will be conducted by an independent third party with working knowledge of Bank Secrecy Act (BSA)/ Countering the Financing of Terrorism (CFT)/ AML requirements, or by EverLife.AI’s personnel with working knowledge of BSA/ CFT/ AML requirements. EverLife.AI will develop corrective action plans for all issues that are raised in the audit and will provide the audit report and all corrective action plans to EverLife.AI’s senior management for review. Reports of the corrective action will continue until all are resolved.
- By agreeing to this Agreement, you acknowledge and agree that that we maintain verification levels that require user participation and verification to obtain, with levelled permissions based on user-supplied information, our ability to verify it, and our internal policies. You accept that you may not be able to achieve your desired level of verification, and we reserve the right in our sole discretion, to determine the appropriate verification level for any user, as well as the right to downgrade users without notice. We may, from time to time, implement policies restricting verification levels by nationality, country of residence, or any other factor. This may affect your right to purchase EVER tokens or withdraw EVER tokens in your Account, and you indemnify EverLife.AI against any losses associated with an inability to purchase or withdraw EVER tokens based on your verification level.
- Use of EVER and EVERLIFE.AI are subject to international export controls and economic sanctions requirements. By purchasing EVER tokens, you represent and warrant that your acquisition comports with and your use of the item will comport with those requirements. Without limiting the foregoing, you may not acquire EVER token if you are on any sanctions list or you intend to use EVER token in association with any persons or entities that are listed on any sanctions list.