The following Terms and Conditions (“Terms”) govern the sale of cryptographic tokens – Caerus Token (hereby referred to as “Caerus Token”). This document is not a solicitation for investment and does not pertain in any way to an offering of securities in any jurisdiction. This document describes the Token Generating Event (TGE) in which the token (Caerus Token) is sold.

IMPORTANT

Ownership of Caerus Token during the TGE carries no rights express or implied. Purchases of Caerus Token are non-refundable. Purchasers should have no expectation of influence over governance of the platform. By participating in the sale of Caerus Token, you expressly acknowledge and represent that you have carefully reviewed the Terms, fully understand the costs and benefits of purchasing Caerus Token, and agree to be bound by these Terms. As set forth below, you further represent and warrant that, to the extent permitted by law, you are authorized to purchase Caerus Token in your relevant jurisdiction, are of a legal age to be bound by these Terms, and will not hold Caerus Token, Caerus Technologies, LLC, its parent and affiliates, and the officers, directors, agents, joint ventures, employees and suppliers of Caerus Token or our parent or affiliates, now or in the future, and any other member of the Caerus Connections Team (collectively the “Caerus Connections Team & Parties”) liable for any losses or any special, incidental, or consequential damages arising out of, or in any way connected to, the sale of Caerus Token.

Purchases of Caerus Token should be undertaken only by individuals, entities, or companies who have significant experience with, and understanding of, the usage and intricacies of cryptographic tokens, like bitcoin (“BTC”), and blockchain-based software systems. Purchasers should have functional understanding of storage and transmission mechanisms associated with other cryptographic tokens. While the Caerus Token Team will be available to assist Purchasers of Caerus Token during the sale, the Caerus Token Team will not be responsible in any way for loss of BTC (or any other method of cryptographic currency) or Caerus Token resulting from actions taken by, or omitted by Purchasers. If you do not have such experience or expertise then you should not purchase Caerus Token or participate in the sale of Caerus Token.

WARNING: PURCHASERS OF CAERUS TOKEN MUST BE MADE AWARE OF CERTAIN FACTORS

Prior to purchasing Caerus Token, you should carefully consider the terms listed below and, to the extent necessary, consult an appropriate lawyer, accountant, or tax professional. If any of the following terms are unacceptable to you, you should not purchase Caerus Token. By purchasing Caerus Token, and to the extent permitted by law, you are agreeing not to hold any of the Caerus Connections Team & Parties liable for any losses or any special, incidental, or consequential damages arising from, or in any way connected, to the sale of Caerus Token, including losses associated with the terms set forth below.

TERMS AND CONDITIONS

  1. Overview of TGE of Caerus Token

The Caerus Connections recruiting platform will use Caerus Token (as a token) as its ‘fuel’ and primary method of payment. Caerus Token will initially be issued using the Ethereum blockchain and will allow access to Platinum features on the Caerus Connections platform, including a verifiable employment history network.

Purchasers of Caerus Tokens during the pre-TGE can claim their purchase once the the TGE is completed. All Caerus Token sold in this manner will be created in the Caerus Token Project’s initial Block—the initial block of the Caerus Connections Team’s blockchain which constitutes the inception of operation of the system—which is expected to be created during the month of March, although there are no guarantees this will occur in accordance to such a timeframe. After such time, the Caerus Connections Team will allocate the purchased Caerus Token to the corresponding user account on the website, delivering it to their control.

Timing of Sale

The pre-TGE begins at 00:00:00 MST on January 8, 2018 and ends on June 29, 23:59:59 MDT. The TGE will begin at 00:00:00 MDT on June 30, 2018 and end at 23:59:59 MDT on July 15, or when all the Caerus Token allocated for the TGE are sold. The Caerus Connections Team reserves the right to extend the sale duration for any reason, including the unavailability of the website or other unforeseen security or procedural issues. The maximum total amount of Caerus Tokens to be issued as part of the TGE is 17,000,000. The sale will finish at the designated end date above, or when all Caerus Tokens have been sold. Though it does not currently anticipate doing so, the Caerus Connections team also reserves the right to shorten the sale duration for any alternative reason.

  1. Caerus Token Pricing & Issuance

During the Pre-TGE and TGE phases, Caerus Token will be sold at a price of .0024ETH per token.  Caerus Connections Team, in its sole discretion, shall have the right to periodically offer bonuses on Token purchases.

  1. Disclosure of Purchases

In the spirit of openness, and to enable Caerus Token Purchasers to have as much information as possible to guide their decision making, the Caerus Connections Team will disclose, upon request, the total number of Caerus Token sold, reserved, and outstanding to enable the Purchaser to develop an understanding of the size of the existing Caerus Token pool at the time of their Caerus Token purchase. During the purchase process, the Team will provide Purchasers with official and regular updates on the website.

  1. Caerus Connections Team Will Not Purchase Caerus Token During TGE

The Caerus Connections Team (excluding Strategic Advisors) warrants that it will not purchase Caerus Token in its own sale. Furthermore, The Caerus Connections Team (excluding Strategic Advisors) warrants that it will not purchase Caerus Token from any third party, or acquire Caerus Token in any manner, or acquire future control of Caerus Token, during the period of the TGE.

  1. Caerus Token Refunds

PURCHASES OF CAERUS TOKEN ARE NON-REFUNDABLE (EXCLUDING ANY PURCHASES MADE DURING THE SEED ROUND OF PURCHASE) ONCE THE TOTAL FUNDS GENERATED DURING THE TGE SURPASSES THE TOTAL SUM OF 5,000 ETH WORTH OF CRYPTOGRAPHIC CURRENCY AND TRADITIONAL FIAT CURRENCY (EG. USD, EURO, GBP, ETC). BY PURCHASING CAERUS TOKEN, THE PURCHASER ACKNOWLEDGES THAT NEITHER THE PLATFORM NOR ANY OTHER OF THE CAERUS CONNECTIONS TEAM & PARTIES ARE REQUIRED TO PROVIDE A REFUND FOR ANY REASON, AND THAT THE PURCHASER WILL NOT RECEIVE MONEY OR OTHER COMPENSATION FOR ANY CAERUS TOKEN THAT IS NOT USED OR REMAINS UNUSED.

  1. Taxation of Caerus Token and Taxation Related to the TGE

The Purchaser bears the sole responsibility to determine if the purchase of Caerus Token or the potential appreciation or depreciation in the value of Caerus Token over time has tax implications for the Purchaser in the Purchaser’s home jurisdiction. By purchasing Caerus Token, and to the extent permitted by law, the Purchaser agrees not to hold any of the Caerus Connections Team & Parties liable for any tax liability associated with or arising from the purchase of Caerus Token.

  1. Privacy

Although the Caerus Connections Team requires that Purchasers provide proof of identity for AML and KYC purposes, the Caerus Token Team will not publish any identifying information related to a Caerus Token purchase without the prior written consent of the Purchaser. Purchasers may be contacted via email by the Caerus Connections Team or the Platform regarding a purchase. Such emails will be informational only. The Caerus Connections Team & Parties will not request any information from Purchasers in an email.

  1. Disclaimer of Warranties

THE PURCHASER EXPRESSLY AGREES THAT THE PURCHASER IS PURCHASING CAERUS TOKEN AT THE PURCHASER’S SOLE RISK AND THAT CAERUS TOKEN IS PROVIDED ON AN “AS IS” BASIS WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, WARRANTIES OF TITLE OR IMPLIED WARRANTIES, MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE (EXCEPT ONLY TO THE EXTENT PROHIBITED UNDER APPLICABLE LAW WITH ANY LEGALLY REQUIRED WARRANTY PERIOD TO THE SHORTER OF THIRTY DAYS FROM FIRST USE OR THE MINIMUM PERIOD REQUIRED). WITHOUT LIMITING THE FOREGOING, NONE OF THE CAERUS CONNECTIONS TEAM & PARTIES WARRANT THAT THE PROCESS FOR PURCHASING CAERUS TOKEN WILL BE UNINTERRUPTED OR ERROR-FREE.

  1. Limitations Waiver of Liability

THE PURCHASER ACKNOWLEDGES AND AGREES THAT, TO THE FULLEST EXTENT PERMITTED BY ANY APPLICABLE LAW, THE DISCLAIMERS OF LIABILITY CONTAINED HEREIN APPLY TO ANY AND ALL DAMAGES OR INJURY WHATSOEVER CAUSED BY OR RELATED TO USE OF, OR INABILITY TO USE, CAERUS TOKEN OR THE CAERUS CONNECTIONS TEAM & PARTIES UNDER ANY CAUSE OR ACTION WHATSOEVER OF ANY KIND IN ANY JURISDICTION, INCLUDING, WITHOUT LIMITATION, ACTIONS FOR BREACH OF WARRANTY, BREACH OF CONTRACT OR TORT (INCLUDING NEGLIGENCE) AND THAT NONE OF THE CAERUS CONNECTIONS PARTIES SHALL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL DAMAGES, INCLUDING FOR LOSS OF PROFITS, GOODWILL OR DATA, IN ANY WAY WHATSOEVER ARISING OUT OF THE USE OF, OR INABILITY TO USE, OR PURCHASE OF, OR INABILITY TO PURCHASE, CAERUS TOKEN. THE PURCHASER FURTHER SPECIFICALLY ACKNOWLEDGES THAT THE CAERUS CONNECTIONS TEAM & PARTIES ARE NOT LIABLE FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OTHER PURCHASERS OF CAERUS TOKEN, AND THAT THE RISK OF PURCHASING AND USING CAERUS TOKEN RESTS ENTIRELY WITH THE PURCHASER. TO THE EXTENT PERMISSIBLE UNDER APPLICABLE LAWS, UNDER NO CIRCUMSTANCES WILL ANY OF THE CAERUS CONNECTIONS TEAM & PARTIES BE LIABLE TO ANY PURCHASER FOR MORE THAN THE AMOUNT THE PURCHASER HAVE PAID FOR THE PURCHASE OF CAERUS TOKEN. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSION OF LIABILITY FOR CERTAIN TYPES OF DAMAGES. THEREFORE, SOME OF THE ABOVE LIMITATIONS IN THIS SECTION AND ELSEWHERE IN THE TERMS MAY NOT APPLY TO A PURCHASER. IN PARTICULAR, NOTHING IN THESE TERMS SHALL AFFECT THE STATUTORY RIGHTS OF ANY PURCHASER OR EXCLUDE INJURY ARISING FROM ANY WILFUL MISCONDUCT OR FRAUD OF THE CAERUS CONNECTIONS TEAM.

  1. Force Majeure

The Caerus Connections Team is not liable for failure to perform solely caused by:

  • unavoidable casualty,
  • delays in delivery of materials,
  • embargoes,
  • government orders,
  • acts of civil or military authorities,
  • acts by common carriers,
  • emergency conditions and acts of God (including weather conditions),
  • or any similar unforeseen event that renders performance commercially implausible.

If an event of force majeure occurs, the party injured by the other’s inability to perform may elect to suspend the Agreement, in whole or part, for the duration of the force majeure circumstances. The party experiencing the force majeure circumstances shall cooperate with and assist the injured party in all reasonable ways to minimize the impact of force majeure on the injured party.

  1. Complete Agreement

These Terms set forth the entire understanding between each Purchaser and the Caerus Connections Team with respect to the purchase and sale of Caerus Token. For facts relating to the sale and purchase, the Purchaser agrees to rely only on this document in determining purchase decisions and understands that these documents govern the sale of Caerus Token and supersede any public statements about the TGE made by third parties or by the Caerus Connections Team or individuals associated with any of the Caerus Connections Team & Parties, past and present, and during the TGE.

  1. Severability

The Purchaser and the Caerus Connections Team agree that if any portion of these Terms is found illegal or unenforceable, in whole or in part, such provision shall, as to such jurisdiction, be ineffective solely to the extent of such determination of invalidity or unenforceability without affecting the validity or enforceability thereof in any other manner or jurisdiction and without affecting the remaining provisions of the Terms, which shall continue to be in full force and effect.

  1. No Waiver

The failure of the Caerus Connections Team to require or enforce strict performance by the Purchaser of any provision of these Terms or the Caerus Connections Team’s failure to exercise any right under these agreements shall not be construed as a waiver or relinquishment of the Caerus Connections Team’s right to assert or rely upon any such provision or right in that or any other instance. The express waiver by the Caerus Connections Team of any provision, condition, or requirement of these Terms shall not constitute a waiver of any future obligation to comply with such provision, condition, or requirement. Except as expressly and specifically set forth in this these Terms, no representations, statements, consents, waivers, or other acts or omissions by the Caerus Connections Team shall be deemed a modification of these Terms nor be legally binding.

  1. Updates to the Terms and Conditions of the Caerus Token TGE

The Caerus Connections Team reserves the right, at its sole discretion, to change, modify, add, or remove portions of the Terms at any time during the sale by posting the amended Terms on the Caerus Connections website (https://www.caerusconnections.com). Any Purchaser will be deemed to have accepted such changes by purchasing Caerus Token. The Terms may not be otherwise amended except in a signed writing executed by both the Purchaser and the Caerus Connections Team. For purposes of this agreement, “writing” does not include an e-mail message and a signature does not include an electronic signature. If at any point you do not agree to any portion of the then-current version of the Terms, you should not purchase Caerus Token.

  1. Cooperation with Legal Authorities

The Caerus Connections Team will cooperate with all law enforcement enquiries, subpoenas, or requests provided they are fully supported and documented by the law in the relevant jurisdictions.

  1. Further Information

For further information regarding the Caerus Token sale, please contact: info@caerusconnections.com