Disclaimer
PLEASE READ THE ENTIRETY OF THIS "LEGAL DISCLAIMER” SECTION CAREFULLY.
NOTHING HEREIN CONSTITUTES LEGAL, FINANCIAL, BUSINESS OR TAX ADVICE
AND YOU SHOULD CONSULT YOUR OWN LEGAL, FINANCIAL, TAKOR OTHER PRO-
FESSIONAL ADVISOR(S) BEFORE ENGAGING IN ANY ACTIVITY IN CONNECTION
HEREWITH. NEITHER Catoshi CO. (THE COMPANY), ANY OF THE PROJECT TEAM
MEMBERS (THE Catoshi TEAM) WHO HAVE WORKED ON Catoshi3.IO (AS DEFINED.
HEREIN) OR PROJECT TO DEVELOP CATOSHI.APP IN ANY WAY WHATSOEVER, ANY
DISTRIBUTOR/VENDOR OF CTSH TOKENS (THE DISTRIBUTOR), NOR ANY SERVICE PROVIDER SHALL BE LIABLE FOR ANY KIND OF DIRECT OR INDIRECT DAMAGE
OR LOSS WHATSOEVER WHICH YOU MAY SUFFER IN CONNECTION WITH ACCESS-
ING THIS WHITEPAPER, THE WEBSITE AT HTTPS://CATOSHİ.APP/ (THE WEBSITE) OR
ANY OTHER WEBSITES OR MATERIALS PUBLISHED BY THE COMPANY.
Project purpose: You agree that you are acquiring CTSH to participate in catoshi.app
and to obtain services on the ecosystem thereon. The Company, the Distributor and
their respective affiliates would develop and contribute to the underlying source
code for catoshi.app. The Company is acting solely as an arms’ length third party in
relation to the CTSH distribution, and not in the capacity as a financial advisor or
fiduciary of any person with regard to the distribution of CTSH .
Nature of the Whitepaper: The Whitepaper and the Website are intended for gen-
eral informational purposes only and do not constitute a prospectus, an offer doc-
ument, an offer of securities, a solicitation for investment, or any offer to sell any
product, item, or asset (whether digital or otherwise). The information herein may
not be exhaustive and does not imply any element of a contractual relationship.
There is no assurance as to the accuracy or completeness of such information and
no representation, warranty or undertaking is or purported to be provided as to
the accuracy or completeness of such information. Where the Whitepaper or the
Website includes information that has been obtained from third party sources, the
Company, the Distributor, their respective affiliates and/or the Catoshi team have
not independently verified the accuracy or completeness of such information. Fur-
ther, you acknowledge that circumstances may change and that the Whitepaper or
the Website may become outdated as a result; and neither the Company nor the
Distributor is under any obligation to update or correct this document in connec-
tion therewith.
Token Documentation: Nothing in the Whitepaper or the Website constitutes any
offer by the Company, the Distributor, or the Catoshi team to sell any CTSH (as de-
fined herein) nor shall it or any part of it nor the fact of its presentation form the
basis of, or be relied upon in connection with, any contract or investment decision.
Nothing contained in the Whitepaper or the Website is or may be relied upon as a
promise, representation or undertaking as to the future performance of catoshi.app.
The agreement between the Distributor (or any third party) and you, in relation to
any distribution or transfer of CTSH, is to be governed only by the separate terms
and conditions of such agreement.
The information set out in the Whitepaper and the Website is for community dis-
cussion only and is not legally binding. No person is bound to enter into any con-
tract or binding legal commitment in relation to the acquisition of CTSH, and no dig-
ital asset or other form of payment is to be accepted on the basis of the Whitepaper
or the Website. The agreement for distribution of CTSH and/or continued holding of
CT shall be governed by a separate set of Terms and Conditions or Token Distri-
bution Agreement (as the case may be) setting out the terms of such distribution
and/or continued holding of CTSH (the Terms and Conditions), which shall be sepa-
rately provided to you or made available on the Website. The Terms and Conditions
must be read together with the Whitepaper. In the event of any inconsistencies
between the Terms and Conditions and the Whitepaper or the Website, the Terms
and Conditions shall prevail.
Deemed Representations and Warranties: By accessing the Whitepaper or the
Website (or any part thereof), you shall be deemed to represent and warrant to the
Company, the Distributor, their respective affiliates, and the Catoshi team as follows:
a) in any decision to acquire any CTSH, you have shall not rely on any statement set
out in the Whitepaper or the Website;
b) you will and shall at your own expense ensure compliance with all laws, regulato-
ry requirements and restrictions applicable to you (as the case may be).
c) you acknowledge, understand and agree that CTSH may have no value, there is
no guarantee or representation of value or liquidity for CTSH, and CTSH is not an
investment product nor is it intended for any speculative investment whatsoever;
d) none of the Company, the Distributor, their respective affiliates, and/or the Catoshi
team members shall be responsible for or liable for the value of CTSH, the transfera-
bility and/or liquidity of CTSH and/or the availability of any market for CTSH through
third parties or otherwise; and
e) you acknowledge, understand and agree that you are not eligible to participate
in the distribution of CTSH if you are a citizen, national, resident (tax or otherwise),
domiciliary and/or green card holder of a geographic area or country (i) where it
is likely that the distribution of CTSH would be construed as the sale of a securi-
ty (howsoever named), financial service or investment product and/or (ii) where
participation in token distributions is prohibited by applicable law, decree, regula-
tion, treaty, or administrative act (including without limitation the United States of
America, Canada, and the People’s Republic of China); and to this effect you agree
to provide all such identity verification document when requested in order for the
relevant checks to be carried out.
The Company, the Distributor and the Catoshi team do not and do not purport to
make, and hereby disclaims, all representations, warranties or undertaking to any
entity or person (including without limitation warranties as to the accuracy, com-
pleteness, timeliness, or reliability of the contents of the Whitepaper or the Web-
site, or any other materials published by the Company or the Distributor). To the
maximum extent permitted by law, the Company, the Distributor, their respective
affiliates and service providers shall not be liable for any indirect, special, inciden-
tal, consequential or other losses of any kind, in tort, contract or otherwise (includ-
ing, without limitation, any liability arising from default or negligence on the part
of any of them, or any loss of revenue, income or profits, and loss of use or data)
arising from the use of the Whitepaper or the Website, or any other materials pub-
lished, or its contents (including without limitation any errors or omissions) or oth-
erwise arising in connection with the same. Prospective acquirors of CTSH should
carefully consider and evaluate all risks and uncertainties (including financial and
legal risks and uncertainties) associated with the distribution of CTSH, the Compa-
ny, the Distributor and the Catoshi team.
CTSH Token: CTSH are designed to be utilised, and that is the goal of the CTSH dis-
tribution. In particular, it is highlighted that CTSH:
a) does not have any tangible or physical manifestation, and does not have any
intrinsic value (nor does any person make any representation or give any commit-
ment as to its value);
b) is non-refundable and cannot be exchanged for cash (or its equivalent value in
any other digital asset) or any payment obligation by the Company, the Distributor
or any of their respective affiliates;
c) does not represent or confer on the token holder any right of any form with
respect to the Company, the Distributor (or any of their respective affiliates), or
its revenues or assets, including without limitation any right to receive future divi-
dends, revenue, shares, ownership right or stake, share or security, any voting, dis-
tribution, redemption, liquidation, proprietary (including all forms of intellectual
property or licence rights), right to receive accounts, financial statements or other
financial data, the right to requisition or participate in shareholder meetings, the
right to nominate a director, or other financial or legal rights or equivalent rights,
or intellectual property rights or any other form of participation in or relating to
Catoshi.app, the Company, the Distributor and/or their service providers;
d) is not intended to represent any 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;
e) is not intended to be a representation of money (including electronic money),
security, commodity, bond, debt instrument, unit in a collective investment scheme
or any other kind of financial instrument or investment;
f) is not a loan to the Company, the Distributor or any of their respective affiliates,
is not intended to represent a debt owed by the Company, the Distributor or any of
their respective affiliates, and there is no expectation of profit; and
g) does not provide the token holder with any ownership or other interest in the
Company, the Distributor or any of their respective affiliates.
Notwithstanding the CTSH distribution, users have no economic or legal right over
or beneficial interest in the assets of the Company, the Distributor, or any of their
affiliates after the token distribution.
To the extent a secondary market or exchange for trading CTSH does develop, it
would be run and operated wholly independently of the Company, the Distributor,
the distribution of CTSH and Catoshi.app. Neither the Company nor the Distributor
will create such secondary markets nor will either entity act as an exchange for
CTSH.
Informational purposes only: The information set out herein is only conceptual,
and describes the future development goals for Catoshi.app to be developed. In par-
ticular, the project roadmap in the Whitepaper is being shared in order to outline
some of the plans of the Catoshi team, and is provided solely for INFORMATIONAL
PURPOSES and does not constitute any binding commitment. Please do not rely
on this information in deciding whether to participate in the token distribution
because ultimately, the development, release, and timing of any products, features
or functionality remains at the sole discretion of the Company, the Distributor or
their respective affiliates, and is subject to change. Further, the Whitepaper or the
Website may be amended or replaced from time to time. There are no obligations
to update the Whitepaper or the Website, or to provide recipients with access to
any information beyond what is provided herein.
Regulatory approval: No regulatory authority has examined or approved, wheth-
er formally or informally, any of the information set out in the Whitepaper or the
Website. No such action or assurance has been or will be taken under the laws,
regulatory requirements or rules of any jurisdiction. The publication, distribution or
dissemination of the Whitepaper or the Website does not imply that the applicable
laws, regulatory requirements or rules have been complied with.
Cautionary Note on forward-looking statements: All statements contained here-
in, statements made in press releases or in any place accessible by the public and
oral statements that may be made by the Company, the Distributor and/or the
Catoshi team, may constitute forward-looking statements (including statements re-
garding the intent, belief or current expectations with respect to market condi-
tions, business strategy and plans, financial condition, specific provisions and risk
management practices). You are cautioned not to place undue reliance on these for-
ward-looking statements given that these statements involve known and
unknown risks, uncertainties and other factors that may cause the actual future results to be
materially different from that described by such forward-looking statements, and
no independent third party has reviewed the reasonableness of any such state-
ments or assumptions. These forward-looking statements are applicable only as of
the date indicated in the Whitepaper, and the Company, the Distributor as well as
the Catoshi team expressly disclaim any responsibility (whether express or implied)
to release any revisions to these forward-looking statements to reflect events after
such date.
References to companies and platforms: The use of any company and/or plat-
form names or trademarks herein (save for those which relate to the Company,
the Distributor or their respective affiliates) does not imply any affiliation with, or
endorsement by, any third party. References in the Whitepaper or the Website to
specific companies and platforms are for illustrative purposes only.
English language: The Whitepaper and the Website may be translated into a lan-
guage other than English for reference purpose only and in the event of conflict
or ambiguity between the English language version and translated versions of the
Whitepaper or the Website, the English language versions shall prevail. You ac-
knowledge that you have read and understood the English language version of the
Whitepaper and the Website.
No Distribution: No part of the Whitepaper or the Website is to be copied, repro-
duced, distributed or disseminated in any way without the prior written consent of
the Company or the Distributor. By attending any presentation on this Whitepaper
or by accepting any hard or soft copy of the Whitepaper, you agree to be bound by
the foregoing limitations.
Risk Warning
Catoshi.app is currently in the initial development stages and there are a variety
of unforeseeable risks. You acknowledge and agree that there are numerous risks
associated with acquiring CTSH, holding CTSH, and using CTSH for participation in
catoshi.app. In the worst scenario, this could lead to the loss of all or part of CT
held. IF YOU DECIDE TO ACQUIRE CTSH OR PARTICIPATE IN GEMPAD.APP, YOU EX-
PRESSLY ACKNOWLEDGE, ACCEPT AND ASSUME THE FOLLOWING RISKS:
Uncertain Regulations and Enforcement Actions: The regulatory status of
Catoshi.app, CTSH and distributed ledger technology is unclear or unsettled in
many jurisdictions. The regulation of digital assets has become a primary target
of regulation in all major countries in the world. It is impossible to predict how,
when or whether regulatory agencies may apply existing regulations or create
new regulations with respect to such technology and its applications, including
CTSH and/or catoshi.app. Regulatory actions could negatively impact CTSH and/
or Catoshi.app in various ways. The Company, the Distributor (or their respective
affiliates) 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 ju-
risdiction, or commercially undesirable to obtain the necessary regulatory ap-
proval(s) to operate in such jurisdiction. After consulting with a wide range of
legal advisors to mitigate the legal risks as much as possible, the Company and
Distributor have worked with the specialist blockchain department at with con-
tracted law firms and obtained a legal opinion on the token distribution, and
will be conducting business in accordance with the prevailing market practice.
Inadequate disclosure of information: As at the date hereof, Catoshi.app is still un-
der development and its design concepts, consensus mechanisms, algorithms,
codes, and other technical details and parameters may be constantly and fre-
quently updated and changed. Although this whitepaper contains the most cur-
rent information relating to Catoshi.app, it is not absolutely complete and may
still be adjusted and updated by the Catoshi team from time to time. The Catoshi
team has neither the ability nor obligation to keep holders of CTSH informed of
every detail (including development progress and expected milestones) regard-
ing the project to develop Catoshi.app, hence insufficient information disclosure
is inevitable and reasonable.
Failure to develop: There is the risk that the development of Catoshi.app will
not be executed or implemented as planned, for a variety of reasons, including
without limitation the event of a decline in the prices of any digital asset, virtu-
al currency or CTSH, unforeseen technical difficulties, and shortage of develop-
ment funds for activities.
Security weaknesses: Hackers or other malicious groups or organisations may
attempt to interfere with CTSH and/or Catoshi.app in a variety of ways, including,
but not limited to, malware attacks, denial of service attacks, consensus-based
attacks, Sybil attacks, smurfing and spoofing. Furthermore, there is a risk that a
third party or a member of the Company, the Distributor or their respective af-
filiates may intentionally or unintentionally introduce weaknesses into the core
infrastructure of CTSH and/or Catoshi.app , which could negatively affect CT
and/or Catoshi.app. Further, the future of cryptography and security innovations
are highly unpredictable and advances in cryptography, or technical advanc-
es (including without limitation development of quantum computing), could
present unknown risks to CTSH and/or Catoshi.app by rendering ineffective the
cryptographic consensus mechanism that underpins that blockchain protocol.
Other risks: In addition, the potential risks briefly mentioned above are not ex-
haustive and there are other risks (as more particularly set out in the Terms and
Conditions) associated with your participation in Catoshi.app, as well as acquisi-
tion of, holding and use of CTSH, including those that the Company or the Dis-
tributor cannot anticipate. Such risks may further materialise as unanticipated
variations or combinations of the aforementioned risks. You should conduct
full due diligence on the Company, the Distributor, their respective affiliates,
and the Catoshi team, as well as understand the overall framework, mission and
vision for Catoshi prior to participating in the same and/or acquiring CTSH.
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