Terms and Conditions

These Terms and Conditions (the “T&C”) apply to future users of the Santiment Platform which have acquired the Santiment Token (SAN) during the token sale. You should read these Terms of Service carefully before participating to the token sale.

Applicability

  1. The following T&C constitute the agreement (the “Agreement”) between Santiment LLC (hereinafeter “Santiment”), a Swiss Company with registration number CHE-424.007.779, and you (the “Future User”) with respect to the use of the services offered through the Santiment Platform. By using our services, you are agreeing to be bound by the T&C in its latest version. You are aware that Santiment may change this T&C in any time. Your continued use of the Platform means that you accept any new or modified terms.

Services

  1. Santiment is building the market data infrastructure for cryptocurrency and blockchain assets. It will be the a platform for providing cryptocurrency-related datafeeds, exclusive content streams, and a regularly updated database of cryptocurrency projects for reference. This infrastructure gives traders the information edge to maximize profit and mitigate risk. Focus will be on sentiment analysis, content, and datafeeds to start, since crowd sentiment is the current driving force in the crypto-markets.
  2. Santiment will provide access to datafeeds via web terminals. We will also directly integrate into 3rd party services such as exchanges and asset management platforms, providing even broader access to an ever-increasing market of crypto-traders and investors. Datafeeds and a data infrastructure make new kinds of crypto-financial businesses and technologies possible. A mobile ALPHA is already complete which includes price feeds, a trollbox sentiment feed, and a sentiment journaling tool. It is currently being tested by early members of our community and will be available to everyone in our community soon.
  3. Santiment’s long term goal is to transform how financial information in crypto-markets is distributed. Santiment aims to create market standards for cryptocurrency market data, best practices, and project transparency, all available in one place — essentially becoming the data and information hub of cryptocurrency and blockchain assets.
  4. The Future User acknowledge to known that the Services described above will be provided only in the future, once the infrastructure is developed. Even if Santiment makes its best effort to complete features according to the timeline as described in the white paper published on the 4th of July 2017, Santiment cannot guarantee that the Platform will be ever complete and functional.

The Santiment Token (SAN)

  1. The token system is the beating heart of the Platform. The Santiment Network Token Prototype (SAN) has four main functions:
    1. SAN tokens can be locked and staked to give holders, at the sole discretion of Santiment, access to a limited but ‘free’ stream of content and datafeeds. Exchanges and asset platforms will receive special staking arrangements that allow them to share this stream of content and datafeeds with their entire customer base, along with some extra information.
    2. SAN tokens are required for use in Santiment auctions. These auctions involve selling highly valuable raw datasets, crowd sentiment datafeeds, and exclusive content to the Santiment community. Auctions will be used where the information edge drops as more people gain access, to restrict distribution.
    3. Certain actions will require a payment in SAN tokens to protect the health of the network, as well as support further development of the network.
    4. SAN tokens held in the Reward Pool after the initial token distribution are distributed, at Santiment’s sole discretion, to participants which contribute to the improvement of the the data and information services.
  2. The SAN token is a voucher, which will allow the Future User to make use of the Santiment Platform services. Through the Token Sale, the Future User acquires the future rights to use the Santiment platform at a discounted price, i.e. at a price that takes into consideration the risk that Santiment may not be able to launch its planned business.
  3. The SAN token does not have the legal qualification of a security, since it does not give any rights on dividend or interest. The SAN token is final and non-refundable. The SAN token is not a share and does not give any right to participate in the general meetings of Santiment. The SAN token cannot have a performance or a particular value outside the Santiment Platform. The purchase of SAN token shall therefore not be done for speculative usage.
  4. The offering of the SAN token on a trading platform is done in order to allow the purchase for new users and not for speculative purposes.
  5. Any Future User purchasing any SAN token, expressly acknowledge and represent that he/it have carefully reviewed these T&C and fully understand the risks, costs and benefits associated with the purchase of of this voucher as indicated in the Terms.

Knowledge required

  1. The Future User undertaking to purchase SAN token in relation to the Token token sale should ensure that he/it understands and has significant experience of cryptocurrencies, blockchain systems and services, and that he/it fully understands the risks associated with the Token Sale as well as the mechanism related to the use of cryptocurrencies (incl. storage).
  2. Santiment shall not be responsible for any loss of SAN token or situations making it impossible to access to SAN token, which may result of any actions or omissions of the Future User or any person undertaking to acquire SAN token.

Risks

  1. Acquiring SAN token involves various risks, in particular that Santiment may not be able to launch its operations and develop its platform. Therefore, and prior to acquiring SAN token, any Future User should carefully consider the risks, costs, and benefits of acquiring SAN token within the Token Sale, and, if necessary, obtain any independent advice in this regard. Any interested person being not in the position to accept nor to understand the risks associated with the Token Sale (incl. the risks related to the non-development of Santiment network and operations) or any other risks as indicated in the Terms, should not acquire SAN token, at this stage or later.

Self acquisition

  1. Santiment is allowed to acquire at market price from the market SAN Token in order to increase its reward pooling stock. The acquisition must be authorized by the Board of Directors, under the condition that no conflict of interests are identified with this operation. Through the self acquisition Santiment is not allow to perform operations such as manipulation of the SAN market.

Important disclaimer

  1. These T&C shall not and cannot be considered as an invitation to enter into an investment. They do not constitute or relate in any way nor should they be considered as an offering of securities in any jurisdiction. The T&C do not include nor contain any information or indication that might be considered as a recommendation or that might be use to base any investment decision. The SAN token is just a utility token and is not intended to be used as an investment.
  2. Neither Santiment nor any of its affiliates are to be or shall be considered as advisor in any legal, tax or financial matters. Any information in the Terms is given for general information purpose only and Santiment does not provide with any warranty as to the accuracy and completeness of this information.
  3. Santiment will be an operative entity managing a platform and the SAN token is only a utility token. Therefore, Santiment is not a financial intermediary according to Swiss Law and is not required to obtain any authorization for Anti Money Laundering purpose.
  4. Acquiring SAN token shall not grant any right or influence over Santiment’s organization and governance to the Purchasers.
  5. Regulatory authorities are carefully scrutinizing businesses and operations associated to cryptocurrencies in the World. In that respect, regulatory measures, investigations or actions may impact Santiment’s business and even limit or prevent it from developing its operations in the future. Any person undertaking to acquire SAN token must be aware that Santiment business model and the T&C may change or need to be modified because of new regulatory and compliance requirements from any applicable laws in any jurisdictions. In such case, Purchasers and any person undertaking to acquire SAN token acknowledge and understand that neither Santiment nor any of its affiliate shall be held liable for any direct or indirect loss or damages caused by such changes.
  6. Santiment will do its best to launch its operations and develop Santiment platform. Any person undertaking to acquire SAN token acknowledge and understand however that Santiment does not provide with any guarantee that it will manage to achieve it. They acknowledge and understand therefore that Santiment (incl. its bodies and employees) assumes no liability or responsibility for any loss or damage that would result from or relate to the incapacity to use the SAN token, excepted in case of intentional misconduct or gross negligence.

Representation and warranties

  1. By participating in the Token Sale, the Future User agrees to the T&C and in particular, they represent and warrant that they:
    1. are authorized and have full power to purchase SAN according to the laws that apply in their jurisdiction of domicile;
    2. are not a U.S. citizen, resident or entity (a “U.S. Person”) nor are you purchasing SAN Tokens or signing on behalf of a U.S. Person.
    3. are not acting for the purpose of speculative investment;
    4. will not use the Token Sale for any illegal activity, including but not limited to money laundering and the financing of terrorism;
    5. are solely responsible for determining whether the acquisition of SAN is appropriate for them;
    6. are acquiring SAN for a future use of the Santiment platform;
    7. understand the risks associated with the Token Sale (incl. the risks related to the non-development of Santiment network and operations).
    8. understand the use of cryptocurrencies and its associated risks

Intellectual Property Rights

  1. To the extent that copyright or other intellectual property rights exist in the Platform such as software, knowhow, analysis or programs, those copyrights and other intellectual and industrial rights belong to Santiment.

Limitation of Liability

  1. Santiment, as well as its officers, directors, agents, joint ventures, employees and suppliers, assumes no liability or responsibility for any loss arising out of or related to the cryptocurrency-related datafeeds provided by the Platform, the Services, as well as any inaccurate information on the Platform, any technical, interruption or malfunction of the Platform. In particular, the Future User is aware that the data feeds provided by the Platform are just a means that can help her/him to make an investment decision, but that the investment decision is the sole responsibility of the Future User, without any influence from Santiment or its team.
  2. The limitation of liability set out above shall not be applicable in the event that Santiment, or a Santiment-employee has caused the damage by intentional misconduct or by gross negligence.

Severability

  1. If any of the provisions of these T&C or of the Agreement are deemed to be invalid, void or unenforceable, the remaining provisions shall continue in full force and effect.

Applicable Law and Jurisdiction

  1. These T&C are subject to and governed by Swiss law to the exclusion of Swiss International Private Law and any International Treaties. All disputes arising from or under these T&C shall be resolved by arbitration in accordance with the Swiss Rules of International Arbitration of the Swiss Chambers of Commerce in force on the date when the Notice of Arbitration is submitted in accordance with these Rules. The arbitration panel shall consist of one arbitrator only. The seat of the arbitration shall be Lugano, Switzerland. The arbitral proceedings shall be conducted in English.