THE OFFER AND SALES OF THESE SECURITIES ARE NOT REGISTERED UNDER THE AMENDED 1933 U.S. SECURITIES Act (“Securities Act ” ) OR CERTAIN STATES SECURITIES LAWS. THIS SECURITY IS NOT PROVIDED, PROVIDED, FOR SALE OR OTHERWISE, TRANSFERRED OR OTHERWISE BY PERMITTED BY APPLICABLE REGISTRATION STATEMENT OR EXEMPTION BY LAW AND APPLICABLE STATE SECURITIES LAWS.
F NOT PERMITTED BY SECURITIES LEGISLATION, THE OWNER SHOULD NOT TRADE THE SECURITY BEFORE THE DATE IT WAS ISSUED IN ANY PROVINCIAL OR REGION.
THE RIGHTS SHALL NOT BE PROVIDED OR SALE IN THE PEOPLE'S REPUBLIC OF CHINA, DIRECTLY OR IMPLIED, OR (FOR SUCH PURPOSES, NOT IN THE SPECIAL AUTHORITIES OF HONG KONG AND MACAU) OR SALE. SECURITIES AND OTHER LAWS AND REGULATIONS OF THE PEOPLE'S REPUBLIC OF CHINA
N THE ENGLAND, THIS DOCUMENT IS GUIDED ONLY AND IS GUIDED ONLY (AND WILL ONLY BE DIRECTED AT ALL RELEVANT INVESTMENT ACTIVITIES): ( i ) INVESTMENT PROFESSIONALS MANUFACTURING PROFESSIONALS (2000) ANNUAL ENERGY ENERGY (PARTICULTURAL ANNOUNCEMENTS TO THE INVESTMENT MANUFACTURING NETWORKS 2005) (2005 ) "; ( ii ) PEOPLE OR ORGANIZATIONS OF THE TYPE DEFINED IN ARTICLE 49 OF THE FPO; ( iii ) CERTIFIED EXPERT INVESTORS (IN THE MEANING OF ARTICLE 50(1) FPO); AND ( iv ) OTHER PERSONS WHO CAN BE LEGALLY AND LEGALLY CONTACTED (ALL PERSONS TOGETHER AS "CONTACT PERSON"). THIS DOCUMENT HAS NOT BEEN APPROVED BY AN AUTHORIZED PERSON. ANY INVESTMENT RELATED TO THIS DOCUMENT IS FOR RELATED PERSONS ONLY (AND ALL RELATED INVESTMENT ACTIVITIES WILL BE MADE WITH RELATED PERSONS ONLY). THIS DOCUMENT IS DIRECTED TO RELATED PERSONS ONLY, AND PERSONS WHO ARE NOT RELATED SHOULD NOT TAKE ANY ACTION AND RELY ON THIS DOCUMENT. YOUR GUARANTEE TO THE COMPANY, TO ITS DIRECTORS AND ITS STAFF ARE THE CONDITIONS FOR YOU TO RECEIVE AND KEEP THIS DOCUMENT.
THIS CERTIFICATE is issued to ISUSGO COMPANY LTD . a company (" Company ") hereby grants the Buyer a right ( " Right ") in certain units of ISUS Coin ("Token" or "ISUS Coin") , subject to the conditions set forth below .
• Events
(a) Network Initialization . If there is a Network Launch prior to the expiration or termination of this instrument, the Company will automatically issue the Buyer with a number of Token units equal to the Purchase Amount divided by the Discount Price.
In connection with and prior to the issuance of Tokens by the Company to Recipient pursuant to this Section 1(a):
(i) Buyer shall issue and submit to Company all other transaction documents related to this SAFT, including verification of accredited investor status or non-US person status under applicable securities laws ; and
(ii) (ii) Recipient shall provide Company with a network address to allocate Recipient's Tokens when Network Starts.
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(b) Termination . The term of this instrument is (i) issuance of Tokens to the Buyer pursuant to Section 1(a); (ii) any amounts due to Buyer pursuant to Section 1(b) are paid or set aside for payment; (iii) 09/08/2023 (“ Deadline ”), if Network Launch has not occurred on that date; however, the Company shall have the right, at its sole discretion, to extend the Deadline by sixty
(60) days[; and (iv) failure to generate more than $1000000 in net income from the sale of all rights pursuant to SAFTs ; however , in the event of (iv), the Company will have an obligation to reimburse Buyers the total amount of all Purchase Amounts.]1
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2. Definitions
“Discount Price” means the maximum price per Token sold to the public by the Company at the time of Network Launch multiplied by the Discount Rate. “Discount Rate” is 50%. Termination Event means
(i) the voluntary termination of the operations of the Company,
(ii) a general transfer in favor of the creditors of the Company, or (iii) any other voluntary or involuntary dissolution, dissolution or liquidation of the Company.
3. Company Representatives
(a) The company is a duly organized company, in force and in good standing under the laws of the [Republic of the Marshall Islands], and has the power and authority to own, lease and operate its properties and to continue its business as it is now run.
(b) The performance, delivery and performance of this instrument by the Company is within the jurisdiction of the Company and has been duly authorized by all parties with respect to the transactions to be made during the issuance of the Tokens to the Buyer. Necessary transactions on behalf of the company. This instrument constitutes a legal, valid and binding obligation of the Company, enforceable against the Company in accordance with its terms, unless limited by bankruptcy, insolvency or other general practice laws pertaining to or affecting the enforcement of the general and general rights of creditors. equality principles. To the best of the Company's knowledge, it does not violate (i) its existing articles of association or statute, (ii) any significant statute, rule or regulation applicable to the Company, or (iii) any material contract or agreement. In any event to which the Company is a party or is affiliated, such breach or default, alone or in combination with any such breach or default, can be expected to have a material adverse effect on the Company.
(c) To the Company's knowledge, the performance and completion of transactions contemplated by this tool: (i) do not and will not violate any material jurisdiction, statute, rule or regulation applicable to the Company; (ii) cause the expediting of any major contract or agreement to which the Company is a party or is bound; or (iii) the creation or imposition of any lien on any property, assets or income of the Company, or the suspension, confiscation or non-renewal of any financial permit, license or authorization applicable to the Company, its business or operations.
(d) No permits or approvals are required in connection with the performance of this instrument, other than: (i) Company corporate approvals; and (ii) any qualifications or applications under applicable securities laws.
(e) To the best of its knowledge, the Company has or has (or may obtain on commercially reasonable terms) adequate legal rights to all patents, trademarks, service marks, trade names, copyrights, trade secrets, licenses, information, processes and other intellectual property. . Rights necessary for their work as it is currently carried out and currently proposed to be carried out, without violating the rights of others. [Token name] is not a registered trade name of the Company.1
4. Buyer Representations
(a) Buyer has full legal capacity, power and authority to execute and deliver this document and to fulfill its obligations hereunder. Unless limited by bankruptcy, insolvency or other general applicable laws and general principles of equity regarding or affecting the enforcement of creditors' rights in general , enforceable in accordance with its terms constitutes the valid and binding obligation of the Buyer.
(b) The Buyer has been informed that this instrument is a security and that offers and sales of this instrument are not registered under the securities laws of any country and therefore cannot be resold unless the laws of that country are complied with. The Buyer is purchasing this instrument for its own account, not as an agent or intermediary, and for investment purposes and not for the purpose of resale for or in connection with its distribution, and Buyer does not engage in any participation or other distribution. The Buyer has so much knowledge and experience in financial and commercial matters that the Buyer can evaluate the benefits and risks of such an investment, completely forfeit such an investment without impairing the Buyer's financial condition and withstand the economic conditions. such an investment risk for an indefinite period.
(c) Buyer enters this SAFT with the predominant expectation that it will profit from successful development and Network Launch resulting from the Company's and its employees' efforts to develop and market the product, as the case may be. [Network] and [Network Initiation] and corresponding sale of Tokens.
(d) Buyer shall be responsible for its own damage, loss or risk.
5. Procedures for the Purchase of Rights and Evaluation of Purchase Amount.
(a) The Company will accept payment in [USDT (Tether)] for the Right purchased under this SAFT. The Buyer shall make the necessary payment to the Company through the procedures set forth in Appendix A in return for the Buyer's purchase of the Right pursuant to SAFT .
(b) The Buyer shall make the payment to the Company's wallet/account given below:
0x98a2f04686926c414d75239018C6919746943585
6. Miscellaneous
(a) This document sets forth herein the entire agreement and understanding of the parties with respect to the subject matter and supersedes all statements, discussions, agreements and agreements between the parties, oral or written, prior or contemporaneous. This instrument is one of a number of similar instruments entered by the Company from time to time. Any provision of this instrument may be changed, waived or amended only with the written consent of the majority holders of the Company and the total of the Purchase Amounts paid to the Company in respect of all SAFTs outstanding at such date. modification, waiver or modification.
(b) Any notice required or permitted by this tool shall be deemed sufficient when sent by e- mail to the relevant address indicated on the signature sheet and subsequently superseded by written notice received by the appropriate party.
(c) Buyer, as the owner of this instrument, has no right to vote or receive dividends for any purpose or to be considered as the owner of the Company's capital stock and nothing contained herein shall be construed as conferred to Buyer as follows. the right to vote for any of the rights of any Company shareholder or for the election of directors or on any matter presented to shareholders at any meeting, or to approve or disapprove of any corporate action, or to receive notice of meeting, or to obtain subscription rights or otherwise.
(d) Neither this document nor any of the rights contained herein may be assigned by either party, by law or otherwise, without the prior written consent of the other; provided that this instrument and/or the rights herein may be transferred by the Purchaser without the consent of the Company to any other entity that directly or indirectly controls, is controlled by, or is under common control with the Buyer; limitation, any venture capital fund now or hereinafter controlled by any general partner, managing member, officer or director of the Buyer, or by one or more general partners, or sharing the same management company with the Buyer; and further provided that the Company is able to transfer this instrument entirely without the consent of the Buyer in connection with a reunification to change the domicile of the Company.
(e) If any or more provisions of this document are for any reason found to be invalid, illegal or unenforceable in whole or in part or in any respect, or the provisions of this document shall attempt or prospectively operate to override this document, then and in such event, such provision(s) shall be deemed null and void and shall not affect the other provisions of this document and the remainder of this document. shall remain in effect and in full force and effect and shall not be affected, prejudiced or disturbed by it.
notwithstanding any conflict of laws provisions of such jurisdiction. The Parties have implemented this SAFT as of the Effective Date stated above. By signing this SAFT document, investors declare that it is ISUSGO COMPANY LTD. and they accept that it is the only document to be considered valid by them. By submitting the funds, investors acknowledge that they have read the Business Deck, Isuspaper and are aware that deadlocks will occur. As follows: