GENERAL TERMS AND CONDITIONS
Company Soft Lab LLC

1.INTRODUCTION

Version No.02 valid as of February 2023

1.1. The Terms and Conditions (hereinafter the “T&C” or “Terms”) are published on the Company Soft Lab LLC website: https://binstarter.ai and accordingly all information and agreements posted on this website and accepted by the Parties, constitute legal relations between the Parties and are the Agreement between the User and Soft Lab LLC Company (collectively, “Company Soft Lab LLC”, “Company” “us” or “we”). Company Soft Lab LLC is a legal company incorporated and operating under the laws of Saint Vincent and the Grenadines.

1.2. Please read these Terms carefully, as these Terms govern your use of the Site to access the order book, matching engine, smart contracts, decentralized applications. These Terms expressly cover your rights and obligations, and our disclaimers and limitations of legal liability, relating to your use of, and access to, the Site and the Services.

1.3. By using our site, you confirm that you accept these terms of use and that you agree to comply with them. We reserve the right, in our sole discretion, to modify these Terms from time to time. If we make changes, we will provide you with notice of such changes, such as by providing notice through the Services or updating the “Last Updated” date at the top of these Terms. If you do not agree to these terms of use, you must not use our site.

2. DEFINITIONS 

Company
Soft Lab LLC is a legal company incorporated and operating under the laws of Saint Vincent and the Grenadines.

System
"Binstarter" Platform served by the company Soft Lab LLC, its subsidiaries and/or assigns - services in the computer network (hereinafter referred to as the Internet), at the address https://binstarter.io, intended for the use of services provided by the Company.

Authentication
Registration procedure in the https://binstarter.ai website, which allows the Company to verify that the connection was made by User by means of electronic identification data.

Electronic Identification Data
User email address, password and user-generated access code ensures secure authentication.

Verification
AML procedures, performed by the Company for the receipt and processing of a set of documents from the User confirming the occupation and the identity of the User, or the identity of the authorized persons of the User, as well as describing the User’s activities.

User/Contributor
Individual person that is registered in the System.

Account
User personal access to the Company services.

Transaction:
Transactions from the Contributor Account to other accounts of Contributor.

Fiat Currency
Legal Currency of a nation, backed by the government issuing it.

Virtual currency 
Virtual currency a value represented in the digital form, which is digitally transferable, preservable or tradable and which natural persons or legal persons accept as a payment instrument, but that is not the legal tender of any country or funds for the purposes of Article 4(25) of Directive (EU) 2015/2366 of the European Parliament and of the Council on payment services in the internal market, amending Directives 2002/65/EC, 2009/110/EC and 2013/36/EU and Regulation (EU) No 1093/2010, and repealing Directive 2007/64/EC (OJ L 337, 23.12.2015, pp. 35–127) or a payment transaction for the purposes of points (k) and (l) of Article 3 of the same Directive;

3.USE OF SERVICES 

3.1. Soft Lab LLC is the organizer of a project in the Information Technology field. «Binstarter» platform was introduced as the first multi-chain IDO Platform with an Insurance Protocol in June 2021. Today, as a multi-chain platform, the Company works with Binance Smart Chain, Polygon, Avalanche, and Ethereum-based crypto projects. 

3.2. As a condition to accessing or using the Services or the Site, you represent and warrant to the Company the following:

• if you are entering into these Terms as an individual, then you are of legal age in the jurisdiction in which you reside and you have the legal capacity to enter into these Terms and be bound by them;

• if you are entering into these Terms as an entity, then you must have the legal authority to accept these Terms on that entity’s behalf;

• you must not be a resident, citizen or agent of, or incorporated in, and do not have a registered office in Iran, Cuba, North Korea, Syria, Myanmar (Burma), the regions of Crimea, Donetsk or Luhansk, or any other country or region that is the subject of comprehensive country-wide or region-wide economic sanctions by the United States (collectively, “Restricted Territories”);

• you are not the subject of economic or trade sanctions administered or enforced by any governmental authority or otherwise designated on any list of prohibited or restricted parties (including the list maintained by the Office of Foreign Assets Control of the U.S. Department of the Treasury) (collectively, “Sanctioned Person”);

• you do not intend to transact with any Restricted Person or Sanctioned Person.

3.3. As a condition to accessing or using the Services or the Site, you acknowledge, understand, and agree to the following:

• «Binstarter» Platform performs as an entry ticket and is required to qualify for to avoid risks related to volatility Company may manage the funds received through the Token distribution, by trying to minimize and/or avoid risks related to volatility using its best efforts, based on Company sole discretion. You expressly agree to any measure Company may apply trying to avoid and/or minimize risks related to volatility;

• we reserve the right to disable or modify access to the Site and the Services (such as restricting features of the Services) at any time in the event of any breach of these Terms, including, if we reasonably believe any of your representations and warranties may be untrue or inaccurate, and we will not be liable to you for any losses or damages you may suffer as a result of or in connection with the Site or the Services being inaccessible to you at any time or for any reason;

• Soft Lab LLC is not a financial institution and is currently not under supervision of any financial supervisory authority. Soft Lab LLC does not provide any licensed financial services, such as investment services, fund management or investment advice. None of the information or analysis presented herein are intended to form the basis for any investment decision, no specific recommendations are intended;

• the pricing information and other data provided on the Site does not represent (i) an offer, a solicitation of an offer, or recommendation to enter into, or (ii) any advice regarding a transaction entered into using the Site and the Services. You are solely responsible for your use of the Services, including all of your transfers of Digital Assets;

• Token distribution is not a public offering of equity or debt and consequently does not fall under the securities or any prospectus regulation. You can make contributions into a smart contract system in "USDT" and "BNB" (acceptable Digital Assets) and receive "Tokens" in exchange. Company reserves the right to amend acceptable digital assets at any time, based on its sole discretion. 

4. KNOWLEDGE REQUIRED 

4.1. The User purchasing Tokens expressly acknowledges and represents that she/he has carefully reviewed the T&C and fully understands the risks, costs and benefits associated with the acquisition of this token as indicated in the T&C.

4.2. The User undertaking to acquire Tokens in relation to the token sale should ensure that she/he understands and has significant experience of cryptocurrencies, blockchain systems and services, and that she/he fully understands the risks associated with the Token Sale as well as the mechanism related to the use and custody of cryptocurrencies.

4.3. Soft Lab LLC is not a provider of (a) exchange services between virtual currency and fiat currency; (b) wallet or custodial services of credentials necessary to access virtual currencies or cryptocurrency mining services. User expressly agrees and acknowledges that anytime throughout the duration of these Terms, Tokens may require material, technical, commercial or any other changes and understands that an upgrade or modification of the Tokens may be required. If a user decides not to participate in such an upgrade, the user acknowledges and agrees that non- upgraded Tokens may lose their functionality in full and that they may no longer use the Tokens.

5.RISKS 

5.1. Development failure or abortion. Acquiring and storing Tokens involves various risks, in particular that Soft Lab LLC may not be able to launch some operations and continue developing its platform or community. Therefore, any user should carefully consider the risks, costs, and benefits of acquiring within the Token Sale, and, if necessary, obtain independent advice in this regard. Any interested person who is not in the position to accept nor to understand the risks associated with the activity or any other risks as indicated in the T&C, should not acquire tokens, at this stage or later.

5.2. Risk of malfunction of blockchain. Nobody can guarantee the source code used by the Company will be flaw-free. It may contain certain flaws, errors, defects and bugs, which may disable some functionality for users, expose users’ information or otherwise. Such flaw would compromise the usability and/or security of Company and consequently bring adverse impact on the value of Company open source codes rely on transparency to promote community-sourced identification and solution of problems within the code.

5.3. Update of the Source Code. The source code could be updated, amended, altered or modified from time to time by the developers and/or the community. Nobody is able to foresee or guarantee the precise result of such update, amendment, alteration or modification. As a result, any update, amendment, alteration or modification could lead to an unexpected or unintended outcome that adversely affects Tokens and/or Company operation or market value.

5.4. Cryptography risks. You acknowledge that there are risks associated with cryptography, such as code cracking or technical advances such as the development of quantum computers, could present risks to all crypto-currencies including Tokens. This could result in the theft, loss, disappearance, destruction or devaluation of the Tokens. To a reasonable extent, Company will be prepared to take proactive or remedial steps to update the protocol underlying Company in response to any advances in cryptography and to incorporate additional reasonable security measures where appropriate. It is impossible to predict the future of cryptography or the future of security innovations to an extent that would permit the Company accurately guide the development of Company to take into account such unforeseeable changes in the domains of cryptography or security.

5.6. Risk of unfavorable regulatory action in one or more jurisdictions. Blockchain technologies have been the subject of scrutiny by various regulatory bodies around the world.

5.7. Risk of loss of value and uninsured losses. Value of Tokens may fluctuate and you may suffer loss in value of such acquired Token. In addition to loss of value risk, Tokens are entirely uninsured and are unlike bank accounts or accounts at some other financial institutions.

5.8. You acknowledge, agree and warrant that you have been warned of the potential risks involved by

using our services, website and product and other relevant technologies mentioned herein as well as that there may be other risks involved, which are not specified herein and that you fully accept such risks.

6.IMPORTANT DISCLAIMER 

6.1. The 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 or contain any information or indication that might be considered as a recommendation or that might be used to base any investment decision. This document does not constitute an offer or an invitation to sell shares, securities or rights belonging to the Company or any related or associated company. 

6.2. Soft Lab LLC will be an overseeing entity managing the "Binstarter" platform. Soft Lab LLC is not a financial intermediary and is not required to obtain any authorization for Anti Money Laundering purposes.

6.3. Regulatory authorities are carefully scrutinizing businesses and operations associated with cryptocurrencies in the world. In that respect, regulatory measures, investigations or actions may affect Soft Lab LLC business and even limit or prevent it from developing its operations in the future.

6.4. Any person undertaking to acquire Tokens must be aware that the Company 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.

6.5. Soft Lab LLC will do its best to launch its operations and develop the "Binstarter" Platform. Any person undertaking to acquire Token acknowledges and understands that Soft Lab LLC does not provide any guarantee that it will manage to achieve it.

7.ELIGIBILITY, REPRESENTATION AND WARRANTIES 

7.1. As a condition to accessing or using the Services or the Site, you covenant to the Company the following:

• in connection with using the Services, you only will transfer legally-obtained Digital Assets that belong to you;

• you will obey all Applicable Laws in connection with using the Services, and you will not use the Site or the Services if the laws of your country, or any other Applicable Law, prohibit you from doing so;

• any Digital Assets you use in connection with the Services are either owned by you or you are validly authorized to carry out actions using such Digital Assets. 

• The User must  be at least 18 years old to use our services, product and website. By using our services, products and accessing our website you represent and warrant that you: (a) are at least 18 years old; (b) you have full power and authority to enter into this agreement (c) have not been previously suspended or removed from using our services (b) have not been placed on any of the sanctions lists, published and maintained by the United Nations, European Union, any EU country, UK Treasury and US Office of Foreign Assets Control (OFAC).

7.2. By participating in the Token Sale, the User agrees to the T&C and in particular, they represent and warrant that they are authorized and have full power to acquire the Tokens according to the laws that apply in their jurisdiction of domicile. 

7.3. To the extent that copyright or other intellectual property rights exist on the Company platform, website, Token and services such as software, know-how, analysis or programs, those copyrights and other intellectual and industrial rights belong to Soft Lab LLC. Under no circumstances will these Terms be construed as granting, by implication, estoppel or otherwise, a license to any Intellectual Property or components thereof other than as specifically granted in these terms. You agree that Company’s Intellectual Property may be used only as provided in these terms. All rights not expressly granted herein are reserved.

8. VIII. LIMITATION OF LIABILITY

8.1. Soft Lab LLC, as well as its officers, directors, agents, joint ventures, employees, suppliers and advisors, assumes no liability or responsibility for any loss raised from the token sale, arising out of or related to the use of the "Binstarter'' platform or any technical, interruption or malfunction of the "Binstarter" Platform, website, token, services or otherwise. In no event shall Soft Lab LLC, as well as its officers, directors, agents, joint ventures, employees, suppliers and advisors, be liable for any special, indirect, incidental, punitive or consequential damages of any kind whatsoever, including without limitation any damages caused by or resuming from reliance by any user or any information obtained from the Company, or that result from mistakes, omissions, interruptions, deletion of files or email, errors, defects, viruses, delays in operation or transmission or any failure of performance, whether or not resulting from a force majeure event, suspension of  network communication failure, theft, destruction or unauthorized access to company’s records, services, website. In addition to the above, the company shall not be liable for any loss of profit, loss of business, trading losses, loss in value, or any other loss. This applies even if such damages are foreseeable.

8.2. The limitation of liability set out above shall not be applicable in the event that Soft Lab LLC, or the Soft Lab LLC-employee, has caused the damage by intentional misconduct or by gross negligence.

8.3. Each party acknowledges that the fees payable hereunder reflects the allocation of risk set forth in the agreement and that each party would not enter into the agreement without these limitations on liability.

9.TERM AND TERMINATION

9.1. This agreement is entered into for unlimited duration. We reserve the right to terminate and/or suspend your access to our services/website, without giving you prior written notice and delete all related information and files related to your use of our services, website, platform, mobile application, without liability to you, at any time for any reason, including, but not limited to, if based on our sole discretion believe: (i) You have violated these Terms, (ii) You create risk or possible legal exposure for us.

9.2. You agree and consent to receive electronically all communications, agreements, documents, receipts, notices and disclosures (collectively, Communications”) that Company provides in connection with your use of Company Services, Website, Platform and mobile application. You acknowledge and agree that the Company may provide these communications to you by posting them on its Website or by emailing them to you at the email address you provide. Any email communication will be considered to be received by you within 24 hours after we email it to you and Communication via our Website will be effective upon posting. You should maintain copies of electronic Communications by printing a paper copy or saving an electronic copy.

10.TAXES 

10.1. You are solely responsible and liable to declare, bear and pay all taxes, duties, imposts, levies, tariffs and surcharges that might be imposed by the laws and regulations of any jurisdiction as a result of or in connection with the use of services, website, platform, Token or any other Company product. Company is not giving any advice regarding tax issues and is not responsible for determining any tax implications connected with its Services, Website, Platform, and Tokens. Company makes no representation as to the tax implication of any jurisdiction. You shall be solely liable for all such penalties, claims, fines, punishments, liabilities or otherwise arising from his/her underpayment, undue payment or belated payment of any applicable tax.

11.MISCELLANEOUS 

11.1. These “T&C” shall be binding upon and inure to the benefit of the parties and their permitted successors and assigns. You may not assign or transfer any of your rights or obligations under these Terms without Company’s prior written consent from, including by operation of law or in connection with any change of control. Company may assign or transfer any or all of its rights under these Terms, in whole or in part, without obtaining your prior written consent or approval.

11.2. The Company shall not be liable for (1) any inaccuracy, error, delays or omission of (i) any information, or (ii) the transmission or delivery of information; (2) any loss or damage arising from flood, extraordinary weather conditions, earthquake, or other act of God, fire, war, insurrection, riot, labor dispute, accident, action of government, communications, power failure, or equipment or software malfunction or any other cause beyond Company’s reasonable control (each, aka“Force Majeure Event”).