PLEASE READ THIS ENTIRE NOTICE VERY CAREFULLY. IF YOU ARE IN DOUBT AS TO THE ACTION YOU SHOULD TAKE IN RELATION TO THIS DOCUMENT, PLEASE CONSULT YOUR LEGAL, COMMERCIAL, FINANCIAL, TAX OR OTHER PROFESSIONAL ADVISORS
This White Paper contains indicative general information and describes the initial sale of Keypasco Tokens (KEYOTO). KEYOTO is the crypto token intended to be used for services to be performed by Keypasco AB, entities of Keypasco and any of its affiliates as well as merchants who subscribe to the Keypasco Blockchain Solution. Keypasco will not limit the usage of KEYOTO as a utility token or the types of business entities that would like to use KEYOTO for their business.
Keypasco may from time to time revise the White Paper in any respect without prior notice but does not undertake any obligation to update this White Paper or any information it contains. You shall be responsible to ensure that you have the latest version of the White Paper and that you read and understand its contents.
KEYOTO is not intended to constitute a security or an investment product in any jurisdiction. This White Paper does not constitute a prospectus or offer document of any sort by Keypasco to purchase any KEYOTO. It is not a solicitation for investment and does not pertain in any way to an offering of securities in any jurisdiction.
This White Paper and any other materials or explanations made by KEYPASCO, entities of Keypasco, its affiliates, officers and employees shall not and cannot be considered as an invitation to enter into an investment, and shall not be relied upon in connection with any investment decision or contract. This White Paper does not include nor contain any information or indication that might be considered as a recommendation or that might be used as a basis for any investment decision.
Please note that purchases of KEYOTO are final and non-refundable.
Individuals, businesses, and other organizations should carefully weigh the risks, costs, and benefits of acquiring KEYOTO.
No regulatory authority has examined or approved of any of the information set out in this White Paper. The publication, distribution or dissemination of this White Paper does not imply that the applicable laws, regulatory requirements or rules have been complied with.
Any agreement between Keypasco and you as purchaser in relation to the token sale is to be governed by only a separate document setting out the terms and conditions of such agreement. In the event of inconsistencies between the terms and conditions and this White Paper, the former shall prevail.
LIMITATION OF THE PURCHASERS
You are not eligible and you shall not purchase any KEYOTO through its initial token sale (as referred to in this White Paper) if you are a citizen, resident (tax or otherwise) or green card holder of the United States of America or a citizen or resident of North Korea, Yemen, Iran, Saudi Arabia, Nigeria or a citizen or resident of any country or state where the purchase of KEYOTO or similar crypto token may be prohibited or the initial token sale is deemed to be not compliant with applicable laws and regulations of that country or state.
The purchase of KEYOTO carries with it significant risks. Purchase of KEYOTO should be undertaken only by individuals, entities, or companies that have significant experience with, and understanding of, the usage, storage and transmission mechanisms associated with crypto tokens, and the blockchain based software systems. If you do not have the required experience or expertise, then you should not purchase KEYOTO or participate in the sale of KEYOTO.
You should carefully consider the risks, costs, and any other demerits of acquiring KEYOTO. If necessary you should obtain your own independent advice in this regard. If you are not in the position to accept nor to understand the risks associated with the token sale of KEYOTO and any other risks indicated in this White Paper, you should not acquire KEYOTO until you have received independent advice.
DISCLAIMER OF LIABILITY
To the maximum extent permitted by the applicable laws and regulations, Keypasco, entities of Keypasco, its affiliates, officers and employees shall not be liable for any direct, indirect, special, incidental, consequential or other losses of any kind, in tort, contract or otherwise (including but not limited to loss of revenue, income or profits, and loss of use or data), arising out of or in connection with any acceptance of or reliance on this White Paper or any part thereof by you or any error, omission, or inaccuracy in any information in this White Paper.
Keypasco, entities of Keypasco, its affiliates, officers and employees shall not be liable for your loss of KEYOTO after it is transferred to you by reason of your failure to maintain or backup an accurate record of your password or the password cracking by any third party due to the lack of maintenance of your password.
Regulatory authorities are carefully scrutinizing businesses and operations associated to crypto tokens in the world. Regulatory measures, investigations or actions may impact Keypasco’s business and may limit or prevent it from developing its operations in the future. Any person undertaking to acquire KEYOTO must be aware that Keypasco’s business model and that the Keypasco Blockchain Solution may change or need to be modified because of new regulatory and compliance requirements from any applicable laws in any jurisdiction. In such case, purchasers and any person undertaking to acquire KEYOTO acknowledge and understand that KEYPASCO, entities of Keypasco, its affiliates, officers or employees shall not be held liable for any direct or indirect loss or damages caused by such changes.
KEYPASCO will do its best to launch its operations and develop Keypasco Blockchain Solution. Any person undertaking to acquire KEYOTO acknowledges and understands however that Keypasco does not provide with any warranty as to the development of the Keypasco Blockchain Solution. They acknowledge and understand therefore that Keypasco, entities of Keypasco, it affiliates, officers and employees assume no liability or responsibility for any loss or damage that would result from or relate to the incapacity to use the KEYOTO or any failure to develop the Keypasco Blockchain Solution as intended.
KEYPASCO, entities of Keypasco, its affiliates, officers and employees are not to be nor shall be considered as advisor in any legal, tax or financial matters.
Acquiring KEYOTO shall not grant any right or influence over KEYPASCO’s organization or governance to the purchasers.
The purchase of KEYOTO carries with it significant risks as the regulation of crypto tokens, token offerings, cryptocurrencies, crypto exchanges and blockchain technology is currently rapidly evolving and varies from jurisdiction to jurisdiction. Prior to purchasing KEYOTO, you should carefully consider the risks listed below and, to the extent necessary, consult a lawyer, accountant, and/or tax professional prior to determining whether to purchase KEYOTO: –
(a) KEYOTO will be stored in a wallet, which can only be accessed with a password selected by you. If you do not maintain an accurate record of your password, or if your password protection is weak and it is cracked or learned by somebody else, this may lead to the loss of KEYOTO. You must safely store your password in one or more backup locations that is/are well separated from the primary location.
(b) You recognize that the Keypasco Blockchain Solution is currently under development and may undergo significant changes before release. You acknowledge that your expectations regarding the form and functionality of the Keypasco Blockchain Solution may not be met for a variety of reasons.
(c) KEYOTO will be issued on the Ethereum blockchain. As such, any malfunction or unexpected functioning of the Ethereum protocol may impact your ability to transfer or securely hold KEYOTO. Such impact could adversely affect the value of KEYOTO, for which you shall not hold Keypasco, entities of Keypasco, its affiliates, officers or employees responsible.
(d) You understand that while KEYPASCO will make best efforts to release the Keypasco Blockchain Solution on time, the official release may be delayed for a variety of reasons and you shall not hold Keypasco, entities of Keypasco, its affiliates, officers or employees responsible for such delay.
(e) As with other crypto tokens, the value of KEYOTO may fluctuate significantly and become reduced in value for a variety of reasons, including but not limited to, supply and demand, overall crypto tokens’ market conditions, political or geographical reasons, changes of regulations in any jurisdiction, and technical reasons.
(f) Cryptocurrency is generally unregulated worldwide but numerous regulatory authorities have been considering implementation of rules and regulations which govern cryptocurrency and cryptocurrency markets. It is difficult to predict how these changes to laws and regulations affecting distributed ledger technology and its applications may be impact Keypasco, entities of Keypasco and its affiliates, KEYOTO, the Keypasco Blockchain Solution. Keypasco, entities of Keypasco and its affiliates may have to cease operations in jurisdictions which makes it illegal for Keypasco, entities of Keypasco and its affiliates to carry on their respective operations or commercially unviable or undesirable to obtain regulatory approval for their respective operations. In such cases, KEYOTO may be untradeable in that particular jurisdiction or its value may be significantly affected.
NO REPRESENTATIONS AND WARRANTIES
Keypasco does not make or purport to make, and hereby disclaims, any representation, warranty or undertaking in any form whatsoever to any entity or person, including any representation, warranty or undertaking in relation to the truth, accuracy and completeness of any of the information set out in this White Paper.
REPRESENTATIONS AND WARRANTIES BY YOU
By accessing and/or accepting possession of any information in this White Paper or such part thereof (as the case may be), you represent and warrant to Keypasco as follows:
(a) You are authorised and have full power to purchase KEYOTO according to the laws that apply in your jurisdiction or domicile;
(b) you are fully aware of and understand that you are not eligible to purchase any KEYOTO if you are a citizen, resident (tax or otherwise) or green card holder of the United States of America or a citizen or resident of any country or state where the purchase of KEYOTO or similar crypto token may be prohibited or where the token sale is deemed to be not compliant with applicable laws and regulations of that country or state;
(c) you have a good understanding of the operation, functionality, usage, storage, transmission mechanisms and other material characteristics of cryptocurrencies, and including but no limited to blockchain- based software systems, cryptocurrency wallets or other related token mechanisms, blockchain technology, smart contract technology and other technology in relation to crypto tokens and token sale.
(d) you will not use the KEYOTO purchased or the token sale for any illegal activity, including but not limited to money laundering and the financing of terrorism;
(e) you agree to be bound by the limitations and restrictions described herein;
(f) you are aware that various legislative bodies in Singapore and other countries may adopt laws, regulations or guidance which may impact the development of KEYOTO and/or the Keypasco Blockchain Solution;
(g) you agree and acknowledge that in the case where you wish to purchase any KEYOTO, they are not to be construed, interpreted, classified or treated as:
(i) any kind of currency other than cryptocurrency;
(ii) debentures, stocks or shares issued by any person or entity (whether Keypasco or its affiliates)
(iii) rights, options or derivatives in respect of such debentures, stocks or shares;
(iv) rights under a contract for differences or under any other contract the purpose or pretended purpose of which is to secure a profit or avoid a loss;
(v) units in a collective investment scheme;
(vi) units in a business trust;
(vii) derivatives of units in a business trust; or
(viii) any other security or class of securities.
(h) you agree and acknowledge that this White Paper does not constitute a prospectus or offer document of any sort and is not intended to constitute an offer of securities in any jurisdiction or a solicitation for investment in securities and you are not bound to enter into any contract or binding legal commitment and no cryptocurrency or other form of payment is to be accepted on the basis of this White Paper;
(i) you agree and acknowledge that no regulatory authority has examined or approved of the information set out in this White Paper, no action has been or will be taken under the laws, regulatory requirements or rules of any jurisdiction and the publication, distribution or dissemination of this White Paper to you does not imply that the applicable laws, regulatory requirements or rules have been complied with;
(j) you agree and acknowledge that this White Paper, the undertaking and/or the completion of the KEYOTO initial token sale, or future trading of the KEYOTO on any cryptocurrency exchange, shall not be construed, interpreted or deemed by you as an indication of the merits of Keypasco or KEYOTO;
(k) the distribution or dissemination to you of this White Paper, any part thereof or any copy thereof, or acceptance of the same by you, is not prohibited or restricted by the applicable laws, regulations or rules in your jurisdiction, and where any restrictions in relation to possession of this White Paper are applicable, you have observed and complied with all such restrictions at your own expense and without liability to Keypasco, entities of Keypasco, its affiliates, officers and employees;
(l) You agree and acknowledge that the token sale is final and non-refundable and you shall make no claim against Keypasco, entities of Keypasco, its affiliates, officers and employees for any refund.
(m) all of the above representations and warranties are true, complete, accurate and non-misleading from the time of your access to and/or acceptance of possession this White Paper or such part thereof (as the case may be).
CAUTIONARY NOTE ON FORWARD-LOOKING STATEMENTS
All statements contained in this White Paper, statements made in press releases or in any place accessible by the public and oral statements that may be made by Keypasco, entities of Keypasco, its affiliates, directors, officers or employees acting on behalf of Keypasco are not statements of historical fact, but constitute “forward-looking statements”.
Some of these statements can be generally identified by forward-looking terms such as (but shall not be limited to) “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 Keypasco’s business strategies, plans and prospects and the future prospects of the industry which
Keypasco is in are all forward-looking statements. These forward-looking statements, including but not limited to statements as to Keypasco’s expected revenue and profitability, prospects, future plans, and other expected industry trends.
These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual future results, performance or achievements of Keypasco 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 stock or cryptocurrency market conditions, and the regulatory environment in the countries in which Keypasco conducts or intends to conduct its respective businesses and operations;
(b) the risk that Keypasco may be unable or execute or implement their respective business strategies and future plans due to a variety of reasons;
(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 Keypasco;
(e) changes in the availability and fees payable to Keypasco in connection with their respective businesses and operations;
(i) changes in the future capital needs of Keypasco and the availability of financing and capital to fund such needs;
(l) factors beyond the control of Keypasco including the non-availability of relevant human resources; and
(m) any risk and uncertainties associated with Keypasco and its businesses operations, KEYOTO and the KEYOTO token sale.
Undue reliance must not be placed on all forward-looking statements made by or attributable to or persons acting on behalf of Keypasco and these forward-looking statements are applicable only as of the date of this White Paper.
The actual results, performance or achievements of Keypasco may differ materially from those anticipated in these forward-looking statements. Nothing contained in this White Paper is or may be relied upon as a promise, representation or undertaking as to the future performance or policies of Keypasco.
Further, Keypasco has no 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.
RESTRICTIONS ON DISTRIBUTION AND DISSEMINATION
The distribution and dissemination of this White Paper or any part thereof may be prohibited or restricted by the laws, regulatory requirements and rules of any jurisdiction. In the case where any restriction applies, you shall observe such restriction which are applicable (including but not limited to restrictions pertaining to your possession of this White Paper) at your own expense and without any liability on the part of Keypasco, entities of Keypasco, its affiliates, officers or employees.
Persons to whom access has been given to this White Paper whether in soft or hard copy form shall not circulate it to any other person, reproduce or otherwise circulate it or any information contained therein for any purpose whatsoever.
No person has been or is authorized to give any information or representation not contained in this White Paper. If given, such information or representation shall not be relied upon as having been authorized by Keypasco, entities of Keypasco, or its affiliates.
No part of this White Paper is to be reproduced, distributed or disseminated without including the abovementioned sections set out herein.
Keypasco reserves the right at is absolute sole discretion to amend, modify, add or remove parts of this White Paper as it deems fit and the terms at any time during the token sale by posting the amendment in the Keypasco website. You will be deemed to have accepted these changes by purchasing KEYOTO. If at any point you do not agree to any portion of the version of this White Paper prevailing at the time of sale, you should not purchase KEYOTO.
This information also applies to the information on this site, keypascoid.io and to any information in other channels where Keypasco informs about this ICO. In the event of different information on the website or other channel and in the white paper. The information in the most recently updated version of Keypascos White Paper in English is the one that applies.