SLVR ICO Terms & Conditions
The following Terms and Conditions (“ Terms”) govern the sale of cryptographic tokens – SLVR (hereby referred to as “SLVR”). The ICO is managed by SLVR (“SLVR Platform”) to provide the physical silver backing the token and reserve the purchases of the SLVR to be issued and executed through The SLVR ICO and subsequent website and or Crypto currency exchanges to purchasers of SLVR (“Purchasers” collectively, and “Purchaser” individually). 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 ICO in which the token (SLVR) is sold.
Ownership of the SLVR token during the ICO carries no rights expressed or implied unless specifically set forth in these terms and conditions. Purchases of SLVR are non-refundable. Purchasers should have no expectation of influence over governance of the platform and or mining operation. By participating in the sale of the SLVR token, you expressly acknowledge and represent that you have carefully reviewed the Terms and Conditions . By participating you also fully understand the costs, and benefits of purchasing SLVR 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 SLVR in your relevant jurisdiction, are of a legal age to be bound by these Terms, and will not hold SLVR, its parent and affiliates, and the officers, directors, agents, joint ventures, employees and suppliers of SLVR or our parent or affiliates, now or in the future and any other member of the SLVR Team (collectively the “SLVR 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 SLVR.
DO NOT PURCHASE SLVR IF YOU ARE NOT AN EXPERT IN DEALING WITH CRYPTOGRAPHIC TOKENS AND BLOCKCHAIN-BASED SOFTWARE SYSTEMS
Purchases of SLVR should be undertaken only by individuals, entities, or companies that have significantexperience 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 SLVR Team will be available to assist Purchasers of SLVR during the sale, the SLVR Team will not be responsible in any way for loss of BTC, ETH or SLVR resulting from actions taken by, or omitted by Purchasers. If you do not have such experience or expertise, then you should not purchase SLVR or participate in the sale of SLVR.
WARNING: PURCHASERS OF SLVR TOKENS MUST BE MADE AWARE OF CERTAIN FACTORS
In addition to the other information you have received, you should consider carefully the risk factors set forth below prior to acquiring any of the Tokens offered hereby. Purchase in the Tokens involves a high degree of risk and should be undertaken only by persons, whose financial resources are sufficient to enable them to assume such risk, including the possibility of the loss of their entire Purchase. This Section sets forth a brief summary of some of the principal risk factors. The risks described below are not the only risks SLVR will, or may face. Additional risks of which the SLVR is not currently aware or which SLVR currently believes to be immaterial may also impair the projects operations and business results.
SLVR’s business prospects are difficult to evaluate because we are an early stage company and dependent upon profitable future operations. The SLVR is a relatively new company with limited operating history. While projections indicate a profitable future, there is no assurance that the SLVR will operate at a profit in the future. There is also no assurance that the SLVR will be able to provide offerings that will be appealing or demanded by consumers. The profitability and success of the SLVR will depend upon many factors beyond the control of the officers of the SLVR.
Some of the information provided is based on projections.
All projections and estimates are based on information and assumptions, which the Executive Team believes to be accurate; however, they are mere projections and no assurance can be given that actual performance will match or approximate the projections and actual results could vary substantially.
The SLVR’s future revenue and operating results are unpredictable and may fluctuate significantly.
It is difficult to accurately forecast the SLVR revenues and operating results and they could fluctuate in the future due to a number of factors. These factors may include: the SLVR’s ability to further develop its mine operations and services; acceptance by the public of the SLVR’s offerings; the amount and timing of operating costs and capital expenditures; competition from other market venues that may reduce market share and create pricing pressure; and adverse changes in general economic, industry and regulatory conditions and requirements. The SLVR’s operating results may fluctuate from year to year due to the factors listed above and others not listed. At times, these fluctuations may be significant.
Current and unforeseen economic conditions may affect the success of the SLVR. The marketability and profitability of the SLVR’s business may be adversely affected by local, regional, and national economic conditions beyond the control of the Management Team. Favorable changes may not necessarily occur or if such changes do occur, may not enhance the marketability or profitability of the SLVR’s products. Even under the most favorable marketing conditions, there is no guarantee that the sale of SLVR offerings will reach a level favorable to SLVR. Operating expenses can change due to factors beyond the Executives control.
The competitive risk in the digital marketing industry.
The digital coin industry is a highly competitive and new industry. Although we believe the SLVR’s offerings will compete favorably in our market segments, we may not maintain competitive positions against current or potential competitors. Market acceptance for our Tokens has not yet been fully demonstrated. Many of the current and potential competitors have longer operating histories, greater name recognition, and significantly greater financial, marketing, and sales resources than those of the SLVR. As a result, these competitors may be able to react more quickly to customer demands and requirements or to devote greater resources to the promotion and sale of their offerings.
The SLVR’s inability to protect its intellectual property could impair its competitive advantage.
The SLVR’s success and ability to compete depends, in part, upon its proprietary information. The SLVR project relies primarily on a combination of Mine ownership, and trade secrets, nondisclosure agreements and technical measures to protect its proprietary information, business operations and relationships. The SLVR project currently relies on common law rights to protect the SLVR’s unregistered or unfiled proprietary information and materials. There can be no assurance that the SLVR’s efforts to protect its intellectual property rights will adequately deter misappropriation or independent third-party development of the SLVR’s intellectual property or prevent an unauthorized third party from obtaining or using information that the SLVR regards as proprietary. There also can be no assurance that the SLVR’s competitors will not independently develop proprietary rights similar to those of the SLVR.
There are risks inherent in the operations of the Mine.
The SLVR Project is subject to all the risks inherent in a small Mining company. The likelihood of the SLVR’s success must be considered in light of the problems, expenses, difficulties, complications and delays frequently encountered with the development and execution of Token sales in a competitive environment. In addition, adverse economic conditions and acts of terrorism may reduce future demand for the SLVR’s offerings, which would negatively impact the SLVR’s revenues and possibly its ability to continue operations. It is not possible to accurately predict the potential adverse impacts on the SLVR Project, if any, of current economic conditions or acts of terrorism on its financial condition, operating results and cash flow.
The offering price of the Tokens was arbitrarily determined by SLVR Team.
The offering price of the Tokens has been arbitrarily determined by the SLVR Team and bears no relationship to any business factor other than the amount of funds the SLVR believes will be necessary to accomplish the SLVR’s objectives. If obtaining additional financing is required, there is no assurance that such financing will be available and, even if available, there is no assurance that such financing will not be dilutive to holders of the Tokens or will not reduce the SLVR’s profitability or subject the SLVR Project to additional economic risks, such as the risk of the continuance of adverse economic and market conditions.
There is no market for the SLVR’s Tokens.
No public market currently exists for the SLVR Tokens and it is only likely that public market will develop or exist in the foreseeable future if the SLVR Project is successful. In addition, resale of the Tokens is limited until such market exists. Accordingly, each Token Holder must be prepared to hold his/her/its Tokens for an indefinite period of time without any expectation of realizing any proceeds from the resale thereof during such period.
Reliance on securities law exemptions for this offering and potential consequences of a failure to comply or qualify for the exemptions.
The Tokens being offered hereby have not been registered under the Securities Act or qualified under any state securities laws and are being offered in reliance upon exemptions therefrom. Therefore NO U.S. Citizen may participate in this Initial Coin Offering. The SLVR Team has the right to refund any such Token holder without prior written notice if SLVR or its affiliates become aware of U.S. Citizens holding SLVR Tokens. If this Offering fails to qualify or otherwise meet the requirements for any of those registration or qualification exemptions under federal or state securities laws, it is possible that one or more of the investors would have the right to rescind their Purchases in the Tokens and to receive back from the SLVR the amounts paid for their Tokens. If, in any such case, investors were to successfully seek rescission, the SLVR Project could face financial demands that it would not be able to meet and, as a result, the SLVR might have to seek bankruptcy protection, which could result in a total loss of the Purchases made by Token holders in the SLVR Project.
Prior to purchasing SLVR, you should carefully consider the terms listed in here 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 SLVR. By purchasing SLVR, and to the extent permitted by law, you are agreeing not to hold any of the The SLVR Team & Parties liable for any losses or any special, incidental, or consequential damages arising from, or in any way connected, to the sale of SLVR,including losses associated with the terms set forth below.
TERMS AND CONDITIONS
- Overview of ICO of SLVR: The SLVR Team requires, for proper operation, and comprehensive utilization, a cryptographic token called SLVR. For the duration of the ICO, each purchase of an SLVR token is backed by one Ounce of .99 silver. The SLVR smart contract records the SLVR purchase on the blockchain through the Ethereum Smart Contract cryptocurrency ledger, and reserves the SLVR tokens to be issued to participants immediately by the SLVR platform. Purchasers in the ICO will reserve SLVR in exchange for BTC or ETH and or Alt currencies at the reduced price of $10.00 USD. Purchasers of SLVR in the ICO will be able to claim their purchase physical silver approx. 3 months after the ICO ends on a first come first serve basis if needed. Once the ICO ends on Sept. 1st , 2017 all SLVR sold in this manner will be slated for storage in the SLVR Vaults. During this ramp up time, Accounts will be created and emails sent out to respective token holders of their amounts of silver that will be available after the 3 month time frame. This will constitute the first completion of the silver reserves and the inception of SLVR as a silver backed currency, although there are no guarantees that this will occur in accordance to such a time-frame the SLVR Team will communicate more precise information before such dates in the timeline arrive. After such time, the SLVR Team will allocate the purchased SLVR to the corresponding user account on the web\site, delivering it to their control.
- TIMING OF SALE: The ICO begins at 12:00:00 EST on August 1st , 2017. -- The ICO will run for 30 days and will end at 23:59:59 EST on August 31st , 2017 or when all the initial 4,000,000 crowdsale SLVR tokens are sold. The SLVR Team reserves the right to extend the sale duration for any reason, including the unavailability of the website https://SLVRmine.com or other unforeseen security or procedural issues. The maximum total amount of SLVR tokens to be issued is 23,000,000. The sale will finish at the designated end date above, or when all SLVR tokens have been sold. Though it does not currently anticipate doing so, the SLVR team also reserves the right to shorten the sale duration for any alternative reason.
- SLVR Pricing & Issuance: At its purchase during the ICO, each SLVR Token is backed by and valued at one ounce of .99 silver for the duration of the SLVR Token, the price to reserve an SLVR token during the ICO is only $10 per token. The use of proceeds of the ICO will be as follows: 75% long-term business development, 1.5% marketing costs, 13.5% Operational costs and 10% salaries. The maximum total amount of SLVR tokens to be issued is 23,000,000. The breakdown is 4,000,000 for the ICO 16,000,000 for SLVR Token mining and 3,000,000 reserved for management. If the ICO tokens do not sell out, there will be a new total supply of SLVR equal to the amount of SLVR reserved in the mining SLVR for the future. After that, no more coins will be issued.
- Disclosure of Purchases and Silver Mined: In the spirit of openness, and to enable SLVR Purchasers to have as much information as possible to Ensure the validity of the silver being extracted from the mine, the SLVR Team will have quarterly audits done of the amount of proceesed ore as well as the silver being refined. The SLVR Team will also make public via a counter on the website the number of SLVR sold, reserved and outstanding to enable the Purchaser to develop an understanding of the size of the existing SLVR pool at the time of their SLVR purchase. This will be done by a 3rd party accounting firm that is highly respected. After the purchase process on the https://SLVRmine.com the SLVR Team will provide Purchasers with an official and regular quarterly audits conducted by Deloitt and Touche on the existence of the physical silver backing each SLVR token. Through this audit, Purchasers can track and confirm that the Purchasers of SLVR, and the physical silver backing it, have been received and stored securely. Knowledge of the audit for the physical silver does not constitute purchase receipt or indicate in any way that any party possessing such knowledge has rights to or ownership of the purchased SLVR.
- SLVR Team Will Not Purchase SLVR During ICO: The SLVR Team warrants that it will not purchase SLVR in its own sale. Furthermore, The SLVR Team warrants that it will not purchase SLVR from any third party, or acquire SLVR in any manner, or acquire future control of SLVR, during the period of the ICO. All Purchases of SLVR Are Non-Refundable ALL PURCHASES OF SLVR ARE FINAL. PURCHASES OF SLVR ARE NON-REFUNDABLE. BY PURCHASING SLVR, THE PURCHASER ACKNOWLEDGES THAT NEITHER SLVR PLATFORM NOR ANY OTHER OF THE SLVR TEAM & PARTIES ARE REQUIRED TO PROVIDE A REFUND FOR ANY REASON, AND THAT THE PURCHASER WILL NOT RECEIVE MONEY OR OTHER COMPENSATION FOR ANY SLVR THAT IS NOT USED OR REMAINS UNUSED.
- Taxation of SLVR and Taxation Related to the ICO: The Purchaser bears the sole responsibility to determine if the purchase of SLVR with BTC, ETH or the potential appreciation or depreciation in the value of SLVR over time has tax implications for the Purchaser in the Purchasers home jurisdiction. By purchasing SLVR, and to the extent permitted by law, the Purchaser agrees not to hold any of the SLVR Team & Parties liable for any tax liability associated with or arising from the purchase of SLVR.
- Privacy and Applicable Silver delivery laws: Although the SLVR Team only requires that Purchasers provide proof of identity UPON order of silver and physical delivery at this point a AML and KYC will have to be taken. The SLVR Team will not publish any identifying information related to an SLVR purchase, without the prior written consent of the Purchaser. Purchasers may be contacted by email by the SLVR Team or the SLVR Platform regarding a purchase. Such emails will be informational only. The SLVR Team & Parties will not request any information from Purchasers in an email. 1 ounce, 10 ounce and 100 oz silver bars are exempt when you ask for delivery as long as your total transaction does not exceed 1000 ounces. So a client who accumulates more than 1000 SLVR Tokens over time and asks for delivery of physical silver instead of BTC or Ethereum value all at once will be emailed Form 1099B. Anything under 1000 oz per 24 hour period there is no reporting according to the 24 hour rule. Please note that we will under no circumstances ship physical silver to the United States, Hong Kong or Singapore, furthermore if any of the SLVR Team comes to the knowledge that any persons trying to open an account fraudulently will have there BTC and ETH returned with a 20% processing fee penalty. The SLVR Team under any circumstances will NOT permit a US Citizen the ability to participate in this ICO.
- Disclaimer of Warranties: THE PURCHASER EXPRESSLY AGREES THAT THE PURCHASER IS PURCHASING SLVR AT THE PURCHASERS SOLE RISK AND THAT SLVR 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 SLVR TEAM & PARTIES WARRANT THAT THE PROCESS FOR PURCHASING SLVR WILL BE UNINTERRUPTED OR ERROR-FREE.
- 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, SLVR OR THE SLVR 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 SLVR 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, SLVR. THE PURCHASER FURTHER SPECIFICALLY ACKNOWLEDGES THAT THE SLVR TEAM & PARTIES ARE NOT LIABLE FOR THE CONDUCT OF THIRD PARTIES, INCLUDING OTHER PURCHASERS OF SLVR, AND THAT THE RISK OF PURCHASING AND USING SLVR RESTS ENTIRELY WITH THE PURCHASER. TO THE EXTENT PERMISSIBLE UNDER APPLICABLE LAWS, UNDER NO CIRCUMSTANCES WILL ANY OF THE THE SLVR TEAM & PARTIES BE LIABLE TO ANY PURCHASER FOR MORE THAN THE AMOUNT THE PURCHASER HAVE PAID FOR THE PURCHASE OF SLVR. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OF CERTAIN WARRANTIES OR THE LIMITATION OR EXCLUSIONOF 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 SLVR TEAM
- Force Majeure: The SLVR Team is not liable for failure to perform solely caused by:
- unavoidable casualty,
- delays in delivery of materials,
- government orders,
- acts of civil or military authorities,
- acts by common carriers,
- emergency conditions (including weather conditions),
- or any similar unforeseen event that renders performance commercially implausible.
- Complete Agreement: These Terms set forth the entire understanding between each Purchaser and The SLVR Team with respect to the purchase and sale of the SLVR Token. For facts relating to the sale and purchase,the Purchaser agrees to rely only on these two documents (WHITE PAPER and TERMS) in determining purchase decisions and understands that these documents govern the sale of SLVR and supersede any public statements about the ICO made by third parties or by the SLVR Team or individuals associated with any of the SLVR Team & Parties, past and present and during or after the ICO.
- Severability: The SLVR 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.
- No Waiver: The failure of the SLVR Team to require or enforce strict performance by the Purchaser of any provision of these Terms or the SLVR Teams failure to exercise any right under these agreements shall not be construed as a waiver or relinquishment of the SLVR Team 's right to assert or rely upon any such provision or right in that or any other instance. The express waiver by the SLVR 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 SLVR Team shall be deemed a modification of these Terms nor be legally binding.
- Updates to the Terms and Conditions of the SLVR ICO: The SLVR 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 SLVR website (https://SLVRmine.com ). Any Purchaser will be deemed to have accepted such changes by purchasing SLVR. The Terms may not be otherwise amended except in a signed writing executed by both the Purchaser and the SLVR 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 SLVR.
- Choice of Forum: It is agreed that all disputes and matters whatsoever arising out of, in connection with, or incident to this Contract shall first be mediated, in person, in Mexico City, Mexico. If mediation is unsuccessful, such disputes shall be litigated, if at all, before a court located in Mexico City, Mexico.
- Governing Law: The provisions, terms and conditions of this Contract shall be governed by and construed in accordance with the laws of Mexico and the United States.
- Cooperation with Legal Authorities:The SLVR 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. In Accord with one of the core principles of the SLVR project — transparency — the SLVR Team will endeavor to publish any legal enquiries upon receipt.
- Further Information. For further information regarding the SLVR sale, please contact support@SLVRmine.com.