RISKS AND DISCLAIMER


DISCLAIMER & RISK WARNING

TOKEN SALES ARE LARGELY CONDUCTED AND CONSIDERED AS EITHER UNREGULATED FORMS OF CROWDFUNDING OR UNREGULATED EXCHANGES OF CRYPTOGRAPHICALLY REPRESENTED VALUE. 

HOWEVER, REGULATION INTERPRETATION AND LAWS VARY BY JURISDICTION. THEY INVOLVE AND RELATE TO THE DEVELOPMENT AND USE OF EXPERIMENTAL SOFTWARE, TECHNOLOGIES AND EVEN BUSINESS MODELS THAT MAY NOT COME TO FRUITION OR ACHIEVE THE OBJECTIVES SPECIFIED IN THE INFORMATION PROVIDED TO CONTRIBUTORS (E.G. ANY PROSPECTUS). 

DELICIA GLOBAL WARNS ITS CUSTOMERS AND VISITORS THAT THE PURCHASE OF TOKENS REPRESENTS A VERY HIGH RISK TO ANY PARTICIPATING CONTRIBUTOR. 

ACTIVITY SHOULD ONLY BE UNDERTAKEN BY THOSE WITH SUBSTANTIAL TECHNICAL KNOWLEDGE AND THAT ARE ALSO ABLE TO UNDERSTAND THE SPECIFIC NETWORK AND RELATED TOKEN BEING OFFERED. 

CAREFUL DUE DILIGENCE SHOULD BE UNDERTAKEN ON THE PROJECTS, NETWORK, TOKENS AND TEAM BEHIND ANY TOKEN SALE AND WITH FULL UNDERSTANDING THAT YOUR CONTRIBUTIONS MAY NOT ULTIMATELY RESULT IN A USEABLE OR VALUABLE TOKEN AND THE VALUE OF YOUR CONTRIBUTIONS MAY THEREFORE BE SUBJECT TO TOTAL LOSS.

SOME OF THE MORE COMMON RISK FACTORS WITH TOKEN SALES AND CRYPTOCURRENCY CONTRIBUTIONS

To try to help ensure that any Site visitors are aware of the major issues involved in Token sales and the sector, we have worked with our legal advisors to set out some excerpts of the main issues to consider and risks that apply in this immature and innovative sector based on guidance from regulators and consideration of the nature of the sector and of Token sales and exchanges.

If you have any concerns about the nature, propriety or legality of any token sale, persons or projects referenced on our site or any associated channels or communications please contact [email protected] with detailed information about your concerns.



DEWBER Global’s list of some of the common material risk factors related to token sales

1. Definitions:

2. Contributor: a person that exchanges one form of value (normally cryptocurrency) for a Token.

3. Contributions: payments made by Contributors.

  1. Network: normally a decentralized network technology platform that enables transactions using Tokens.


  1. Token: crypto-tokens issued in respect of the development of the Network in return for Contributions as described in, and in accordance with, these Terms.


  1. Token Issuing Entity: an organization (company, partnership, foundation etc) or any person that issues a Token.



  1. Early Stage      Technology. Tokens are normally      created to be used to develop a network that is based on or in some way      involved with distributed ledger technologies (Network). You should only      engage in token sales if you understand and accept that the use of tokenized      stores of value is highly experimental. Participation in the proposed      Token sale and Network project therefore represents a very high risk to      Contributors. Token issuing entities (TIE’s) will normally invest in      software and new technologies and modes of doing business that in most      cases will still be in an early development stage and unproven. There is      an inherent risk that the software, technologies and related businesses      invested in by the Token Issuing Entity could be unfit for their intended      purpose and/or not have the value or utility expected.
  2. Main Protocol. Many of the Network project technologies and      Tokens will, at least initially, be based on the Bitcoin and the Ethereum      protocols. Any malfunction, breakdown, forking or abandonment of these      protocols may have a material adverse effect on the Network or the Tokens.      Moreover, advances in cryptography, or technical advances such as the      development of quantum computing, could present fundamental risks to the      value of such protocols.
  3. Risk of software weaknesses: The Network and the Tokens, the Contribution      software and other involved software and technology and technical concepts      and theories are likely to still be in an early development stage and      unproven, and there is no normally no warranty that the process for      receiving, use and ownership of Tokens will be uninterrupted or error-free      and there is an inherent risk that the software, Network, Tokens and      related technologies and theories could contain weaknesses,      vulnerabilities or bugs causing, inter alia, the partial or complete: loss      of Tokens; inability to use Tokens; and/or lack of usefulness of Tokens.
  4. Risk of blockchain      mining attacks: As with other public      blockchain based systems that depend upon independent miners, any Network      may be susceptible to mining attacks including but not limited to      double-spend attacks, majority mining power attacks, “selfish-mining”      attacks, and race condition attacks. Any successful attacks present a risk      to the Network, the TIE, Contributors, the expected proper execution and      sequencing of Tokens transactions, and expected proper execution and      sequencing of software computations.
  5. Cryptocurrency and      volatility. The TIE may wish to      store or convert cryptocurrency contributions into one or more fiat and/or      alternative cryptocurrencies and there could be significant difficulties      in making and managing such cryptocurrencies and funds including relating      to the lack of ready convertibility between fiat currencies,      cryptocurrencies and Tokens and the difficulty in being able to deal with      such assets via traditional market counterparties and intermediaries. If      the value of cryptocurrencies fluctuates unfavorably during or after the      Token Sale, the TIE may not be able to fund development, or may not be      able to develop or maintain the Network in the manner that is intended. In      addition to the usual market forces, there are several potential events      which could exacerbate the risk of unfavorable fluctuation in the value of      cryptocurrencies; or significant security incidents or market      irregularities at one or more of the major cryptocurrency exchanges.
  6. Risk of loss of your      credentials: If your own      crypto-wallet credentials are lost or stolen, the obtained Tokens      associated with any Contribution will be unrecoverable and will be permanently      lost. A private key, or a combination of private keys, is necessary to      control and dispose of Tokens stored in your wallet. Accordingly, loss of      requisite private key(s) associated with your wallet will result in loss      of such 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 you use, may be able to misappropriate your Tokens.      Any errors or malfunctions caused by or otherwise related to the wallet      you choose to receive and store Tokens, including your own failure to      properly maintain or use such wallet, may also result in the loss of your      Tokens. Failure to precisely follow the procedures set forth in any Token      sale documentation for buying and receiving Tokens, including, for      instance, providing an incorrect wallet address, or providing an address      that is not ERC-20 compatible, may result in the loss of your Tokens.
  7. Cybercrime. The acquisition and management of      cryptocurrencies and Tokens is inherently subject to the risk of      cybercrime that is difficult to manage and mitigate. This may result in      concerted attempts and even successful attempts to hack the Network, Token      Sale process and the Sites and software used to manage contributions      received in respect of Tokens and other software or technology components      and to defraud Contributors and the TIE and the Token Sale process may be      subject unauthorised access, hacking and/or theft of some of      cryptocurrency and Token assets. The TIE is unlikely to be required to      insure the assets of the TIE or may find it too difficult to do so given      commercial conditions for such insurance. Any unauthorised access or      cybercrime may result in theft or loss or inability to access      Contributions, impacting the ability to issue Tokens, the value of Tokens      and may also impact the ability to develop and launch the Network.
  8. Failure or      Abandonment. The Token Sale event      itself or the Network project may be fully or partially abandoned or      required to be re-structured for a number of reasons or remain      technologically or commercially unsuccessful, or be shut down for many      reasons including e.g., lack of interest from industry and/or the public,      changes in law or regulatory issues, lack of funding, lack of commercial      success or prospects (e.g. caused by competing projects). There is no      assurance that any Tokens or rights to Token acquired by Contributors will      have the value expected or any value at the time of realization or use of      any Tokens. Contributors should understand and accept that the      Contribution and/or the allocation, use and ownership of Tokens, carries      significant risks that could lead to the Tokens being unusable or      valueless particularly:
    1. as a means to       exchange information, services and value with other Network participants;       and
    2. given that they are       not normally capable of being exchanged or redeemed to the TIE in return       for fiat or alternative cryptocurrencies.
  9. Regulatory risk: There is a risk that the offer and or use of      the Tokens could be prohibited under applicable securities law. Blockchain      technology allows new forms of interaction and it is possible that certain      jurisdictions will apply existing regulations on, or introduce new      regulations addressing, blockchain technology based applications and token      sales, which may be contrary to the structure of the Contribution process      and which may, inter alia, result in substantial modifications of the      Network and Token utility, including potential loss of Tokens or Token      Value for Contributors. The TIE or any related entity 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 and/or use      the Tokens or make it commercially undesirable to obtain the necessary      regulatory approval(s) to operate in such jurisdictions.
  10. Risk of lack of      statutory protection: Tokens do not      represent deposits and are not subject to any statutory insurance or      guarantees. In the event of insolvency of a TIE or related or associated      party that provides the Network on which Tokens are intended to be used      there will be no protection in place to receiver losses on Contributions      or Tokens.
  11. Risk of governance      failure: Tokens normally confer      no governance rights of any kind with respect to the Network or TIE. All      decisions involving a TIE’s (or related or associated parties) products or      services will usually be made by the TIE or related or associated parties      at their sole discretion and without engagement or consultation with      Contributors, including, but not limited to, decisions to discontinue the      Network or Token or to sell or liquidate the TIE. These decisions could      adversely affect the Network and the utility of any Tokens you own. Whilst      TIEs are subject to the normal legal, accounting and tax standards, they may      be operated by persons with very limited actual business experience.
  12. Risk of lack of      oversight: Most token sales are      not structured as an offer of securities or a promotion, invitation or      solicitation for investment purposes or are not intended to do so. Unregulated      Token sales are not therefore intended to represent a security or similar      legal interest. The terms applicable to unregulated contributions are not      normally therefore subject to financial services offering requirements      including in respect of documentation or prospectus formats that must meet      certain standards required by law and market participants may not be      subject to independent supervision. The impact on Contributors for      investing in unregulated Tokens include that there is no independent review      or oversight required by law, and the accounts of Token offerors may not      be subject to audit requirements.
  13. Risk of a lack of a      suitable legal remedy: In the event of a      dispute as to whether: (i) Contributions have been appropriately used to      meet any legally binding representations made in any Token sale      documentation; (ii) the Network or Tokens have been developed within the      scope of the legally binding representations or function as represented;      (iii) the terms and conditions of the Token sale or exchange have been      breached; or (iv) any other potential legal claim against a TIE or any      related or associated third parties (Respondents), it may prove very      difficult and costly for Contributors to assert their legal rights in      their home jurisdiction (based on applicable law and jurisdiction and      enforcement issues) or in the jurisdiction of the Respondents and this may      dissuade Contributors from asserting their legal (including contractual      and statutory) rights. In addition, even if a claim is brought it may      prove difficult to distinguish between legally binding and enforceable      contractual representations, warranties and terms from mere statements of      the intended potential future use of a Token that are not sufficiently      certain legally binding promises and representations. Terms and conditions      of Token sales will also normally take significant care to warn      Contributors about the many risks involved in Tokens, Token sales, and the      viability of the underlying Network or platform on which Tokens are      intended to be used and this may also make it very difficult to bring a      claim successfully.
  14. Risk of fraud from bad      operators and agents: As a largely      unregulated form of crowdfunding there is an even greater risk than for      regulated securities that some bad actors and operators will use Token      sale events as a ‘get rich quick’ scheme and fail to even attempt to      deliver on the promises and representations made during the Token sale.      First and foremost, Contributors must remember the potential for people to      falsely attempt to gain financial benefits by misrepresentation.      Contributors must assess the quality and credibility of the whole team involved      in a Token sale and look carefully at any professional advisors that are      referenced in any Token sale as the risk of fraud is significant in this      sector particularly during this initial wave of excitement and whilst      industry standards and regulatory positions are being defined. In      addition, Contributors should look very carefully at the quality of the      jurisdiction of any Token issuer and the specificity of the      representations made regarding the use of proceeds from the Token sale.