Risk Disclosure
1. ESSENTIALS
AN INVESTMENT IN, ACCEPTANCE OF, AND TRANSACTING WITH ANY DIGITAL CURRENCY INVOLVES RISKS. THESE RISKS MAY INCLUDE, AMONG OTHERS, MARKET RISK, LIQUIDITY RISK, MARKET VOLATILITY AND ECONOMIC, POLITICAL AND REGULATORY RISKS AND ANY COMBINATION OF THESE AND OTHER RISKS. BY BUYING, SPENDING, RECEIVING, TRADING OR OTHERWISE USING THE IDON TOKEN, WHETHER ACQUIRED OR RECEIVED FROM THE ISSUER DIRECTLY OR THROUGH A THIRD PARTY, YOU CONSENT AND AGREE TO HAVING READ, UNDERSTOOD AND ACCEPTED THIS RISK DISCLOSURE. YOU UNDERSTAND THAT THE MATERIALIZATION OF SUCH RISKS MAY RESULT IN A TOTAL LOSS OF THE INVESTMENT.
IDON Tokens (the “Tokens”) are a payment token and are being used as a settlement currency on the Idoneus Platform. They have been issued by Idoneus International AG (the “Issuer”), a company incorporated under the laws of Switzerland, with registered offices at Baarerstrasse 12, 6300 Zug, Switzerland.
IDON Tokens are a digital currency issued by Idoneus, which is recognized as a Payment Token under the Swiss regulatory framework for digital currencies, and which may be used to pay for Products, Fees and Services on the Platform.
The Tokens do not represent any claim for repayment of a monetary sum against the Issuer, nor have persons or entities holding Tokens (“Token Holders”) any claim against the Issuer for payment of interests or for sharing of profits generated by the Issuer. A total loss of the value of IDON Tokens or any investment due to various causes cannot be excluded.
The Issuer has no intention to have the IDON Token listed at a public cryptocurrency exchange or trading platform. Token Holders can dispose of Tokens only by way of selling them on a bilateral basis, spending their tokens on the Idoneus Platform or spending their tokens on a private transaction. There is no guarantee that buyers for Tokens will be available, or that they will be willing to pay the price paid by the Token Holder at the time of the acquisition of the Token.
An acquisition of Tokens is suitable only for experienced persons who are in a position to evaluate the risks, including the risks related to the underlying technology, and who have sufficient resources to be able to bear any losses, including a complete loss, which may result from such acquisition. Before subscribing to or otherwise acquiring any Tokens, prospective buyers should specifically ensure that they understand the structure of, and the risk inherent to, the Tokens.
Prior to the acquisition of IDON Tokens, persons should independently assess any possible risks, seek advice with respect to the economic, legal, regulatory and tax implications of the purchase of IDON Tokens and should consult with his/her own investment, legal, tax, accounting or other advisors to determine the potential benefits, burdens, risks and other consequences of a purchase of IDON Tokens.
Prospective Token Holders are required to study the Issuer’s whitepaper, the website, the FAQ’s and all other available information sources, and are encouraged to clarify all their questions prior to the acquisition of Tokens.
It is the token buyers’ responsibility to fully observe the laws of any relevant territory or jurisdiction outside Switzerland in connection with any purchase of the tokens, including obtaining required governmental or other consents or observing any other required legal or other formalities.
Idoneus reserves the right to deny the purchase of the assets and tokens by any purchaser.
The IDON Token is designed as a payment token and does therefore, according to its structure, not constitute a security or financial instrument. Nothing in the Whitepaper, Website, Pitch Deck and any other informational sources (the “Sources”) shall be deemed to constitute a prospectus or offer document for securities or financial instruments of any kind in any jurisdiction nor does it in any way pertain to an offering or a solicitation of an offer to buy any securities in any jurisdiction.
The Sources are for project description and informational, illustration and discussion purposes only and does in no way provide an offer to sell nor a solicitation of any offer to buy neither the planned IDON Token, nor any security, nor any other financial instrument. Furthermore, the Sources does not constitute an investment recommendation to acquire IDON Token nor for the disinvestment of other securities, financial instruments or other assets.
The Sources do not imply any elements of a contractual relationship. The content of the Sources is not binding for the Issuer and is subject to change in line with the ongoing research and development of the Idoneus Platform. Any legal relationship between a token purchaser of the IDON Token and the Issuer is not established by this document but solely based on separate individual agreements and conditions, in which the rights and obligations of a token purchaser and the Issuer are ruled. In case of any ambiguities or contradictions the regulations of the individual agreement take precedence over the information contained in the Sources.
The Sources and the IDON token are in particular not directed at persons with registered residence or office, habitual residence or tax residence in countries or initiate the acquisition of IDON Token from or through countries in which the sale or purchase of tokens and cryptocurrencies is prohibited or subject to certain conditions, such as official approval, which have been classified as high-risk countries and countries under observation with regard to money laundering and terrorist financing by the Financial Action Tasks Force (FATF), or against which embargoes or sanctions have been imposed, in particular by Switzerland, the United States of America or the European Union.
The information contained in the Sources is for general understanding purposes only. The Sources are for discussion and presentation purposes only. The Issuer endeavors to keep the information contained in Sources up-to-date and correct, however, the Issuer has no obligation to update or keep current any information or projection. The Issuer does not make any representation or warranty of any kind as to the accuracy, completeness, reliability, suitability or availability of the information contained and the conclusions reached in the Sources.
2. IDON TOKEN INFORMATION
IDON is a payment token that enables its holders to purchase, rent or otherwise experience luxury assets, goods and services which are available on the Idoneus Platform.
Token Name: Idoneus Token
Token Ticker: IDON
Type: ERC20
Total Supply: 1,000,000,000 (1 billion)
3. RISK FACTORS RELATING TO THE ISSUER
The Issuer’s capital (equity) is limited. Negative developments such as the destruction of assets or an economic downturn could negatively affect the Issuer’s liquidity and/or solvency.
The Issuer’s success depends to a large extent on the continued involvement of key personnel. Such key personnel are either employed by the Issuer or made available through strategic partnership agreements.
The Issuer may be forced to cease operations for some reason. The Issuer may not successfully continue to develop, market and maintain the Idoneus Platform and the IDON Token and the IDON Token may not be widely adopted, may have limited users, could be subject to significant competition and may not be successful and not meet the expectations. The Issuer exclusively offers to facilitate mediation of services and the handling of payments but is in no way responsible for the execution of the facilitated service via the Idoneus Platform.
If the Idoneus Platform’s security is compromised or if the Idoneus Platform is subjected to attacks that frustrate or thwart our users’ ability to access the Idoneus Platform or IDON Token or the Idoneus Platform services, users may be prevented from, cut back on or stop using the Idoneus Platform altogether, which could seriously curtail the value of IDON.
IDON Token purchasers will not have voting rights or the ability to influence the Issuerʼs decisions.
The IDON Token is a payment token (cryptocurrency), which does not substantiate any debt claim against the Issuer and comprises any other rights but the right to use and have access to the Idoneus Platform and its Services via the IDON Token, thus no further rights than described in the Sources neither vis-à-vis the Issuer nor third parties, in particular no participation or membership rights, no voting rights, no dividend rights, no subscription rights.
IDON Tokens do not represent an investment or a share in a company. Token purchasers have no claim to any benefits. Token purchasers have no right to return acquired IDON Tokens to the Issuer.
There is no assurance that IDON Tokens will retain its value. There is no assurance that token purchasers will receive a token value increase and are able to sell their IDON Tokens. Rather, there is the risk of deterioration in the value and a total loss of the investment. Prices of tokens such as the IDON Tokens can be extremely volatile, especially over short time horizons, and fluctuations in the price, which are to be expected, could materially and adversely affect the Issuerʼs business.
Existing laws, regulations and financial oversight practice relevant to Idoneus and the IDON Token are subject to political debate and legislative changes in all jurisdictions where Tokens are offered for subscription. Changes in applicable laws and regulations may be implemented and enter into force without warning and with immediate or even retrospective effect leading to impacts on the Issuer’s operational results, the value of the investments made, the ability to offer, distribute and trade the Tokens. In very severe circumstances, jurisdictions may enforce a cancellation of the Offering or a closing of the platform and the Issuer respectively. This could lead to losses incurred by the Token Holders.
Token Holders are strictly reminded to observe legal and regulatory developments at all times and to consider their own position vis-à-vis those requirements. The Issuer has institutionalized internal processes to ensure compliance with the laws and regulations of Switzerland. If, despite these precautions, breaches of statutory or regulatory provisions occur, this could adversely affect the Issuer’s business activities and/or the price of the Tokens. Furthermore, changes to data protection laws or regulations may force the Issuer to disclose any kind of additional information to authorities in the future.
4. RISK FACTORS RELATING TO THE TOKEN
Currently, no liquid market for Tokens exists. Markets for cryptocurrency assets are not mature nor are there fully developed markets with sufficient liquidity and volume to provide stable prices, leading to high bid/ask spreads, very high volatility and vulnerability to price manipulation of large players in the market. In addition, cryptocurrency markets in general are subject to significant price and volume fluctuations.
All transactions on the blockchain are irrevocable and final as soon as the committed transactions have been signed and exchanged. Erroneous token transactions may not be recoverable and lead to loss of Tokens. The Token Holder bears the entire responsibility regarding the correct execution of token transactions.
Additionally, Tokens may be lost or become inaccessible, in particular if the Token Holder loses the respective passwords, pincodes and/or private keys to dispose of its Tokens, or due to malfunctioning of the e-wallet in which the Tokens are stored. The Token Holder bears the entire responsibility regarding the secure storage of passwords, pincodes and private keys (necessary to access and use the IDON Token).
Because IDON is a mere payment token, restitution of IDON Token to the Issuer and repayment of the purchase price by the Issuer are explicitly excluded. Purchasers of IDON Token must therefore take into account that the money used to purchase IDON Token might be tied in IDON Token and can only be changed in fiat currencies or other cryptocurrencies via trading systems of third parties, insofar as such trading systems are available. Unless a third party is willing to acquire IDON Tokens from the purchaser against fiat currencies or other cryptocurrencies, the purchaser of IDON Tokens cannot sell IDON Tokens and the acquired IDON Tokens might become useless or worthless to the purchaser.
5. RISK FACTORS RELATING TO LEGISLATION AND REGULATION
Legal and regulatory changes could adversely affect the Digital Assets market. Regulation of Digital Currencies and Token offerings such as, cryptocurrencies, blockchain technologies, and cryptocurrency exchanges is undeveloped and likely to rapidly evolve. In addition, regulation of Digital Assets varies significantly among international, federal and local jurisdictions and is subject to significant uncertainty. Various legislative and executive bodies may in the future, adopt laws, regulations, guidance, or other actions, which may severely impact the development and growth of the Digital Asset markets.
Failure by Idoneus or Clients of the Idoneus Platform to comply with any laws, rules and regulations, some of which may not exist yet or are subject to interpretation and may be subject to change, could result in a variety of adverse consequences, including civil penalties and fines. Exchanges to trade Digital Assets such as the Idoneus Platform face an uncertain regulatory landscape in many jurisdictions such as the European Union, China and Russia. Various jurisdictions may, in the near future, adopt laws, regulations or directives that affect the Idoneus Platform. In particular, authorities could prohibit the possibility to trade or redeem Digital Assets.
The effect of any future regulatory change is impossible to predict, but such change could be substantial and materially adverse to the development and growth of the Idoneus Platform. New or changing laws and regulations or interpretations of existing laws and regulations, may materially and adversely impact the value of Digital Currencies and the rights of the holders of such assets.
The legal status of certain Digital Currencies may be uncertain. This can mean that the legality of holding or trading them might be impacted. Whether and how one or more Digital Currencies and Tokens constitute property, or assets, or rights of any kind may also seem unclear. Clients are responsible for knowing and understanding how Digital Currencies and Tokens will be addressed, regulated, and taxed under applicable law.
The tax characterization of tokens is under development in different jurisdictions and may vary even within a respective jurisdiction. Token Holders must seek their own tax advice in the relevant jurisdictions in connection with acquiring tokens, which may result in adverse tax consequences, including withholding taxes, income taxes and tax reporting requirements.
A country risk can arise if a country restricts trading of or investing in Digital Currencies, for instance by imposing economic sanctions or currency restrictions.
6. RISK FACTORS RELATING TO THE TECHNOLOGY
In addition to the security risk inherent to internet use for accessing online services or for managing transactions, using blockchain technology involves different levels of exposure to risk and in deciding whether to use blockchain technology for investment purposes, potential investors and token holders should take note of the following.
Underlying software applications and software platforms (including the blockchain) are still in an early development stage and unproven. Therefore, an inherent risk that the software could contain weaknesses, vulnerabilities or bugs causing, inter alia, partial or the complete loss of Tokens exists.
As with other tokens based on the blockchain, the IDON Tokens are susceptible to attacks by miners during validating token transactions on the blockchain, including, but not limited to double-spend attacks, majority mining power attacks, and selfish-mining attacks. Hackers or other malicious groups or organizations may attempt to interfere with the Idoneus Platform or IDON Token in a variety of ways, including, but not limited to, malware attacks, denial of service attacks, consensus-based attacks, Sybil attacks, smurfing and spoofing. Any successful attacks present a risk to the Idoneus Platform and the IDON Token, including, but not limited to accurate execution and recording of transactions involving the token.
Direct or indirect damage may be incurred by the Token Holder in connection with transmission errors, transmission cutouts, technical defects, overload, service interruptions (e.g. systems maintenance), disruptions, interference, illegal intervention (e.g. hacking) and willful blockage of telecommunication devices and networks (e.g. “mail bombing”, attacks intended to cripple services, etc.) or in connection with other malfunctions or deficiencies on the part of telecommunication and network operators.
In using the Idoneus Platform, data is transmitted over open, generally public networks (e.g. the Internet). Data is regularly transmitted in an unsupervised manner across borders, even if the sender and the recipient are both located in the same place. Even where the data itself is encrypted, the sender and recipient can sometimes remain unencrypted, such that third parties may be able to infer their identity. Idoneus accepts no liability and gives no guarantee that data transmitted and published via the Internet are correct, accurate and complete. In particular, account-related data (transaction confirmations, account statements, account balances, etc.) and information in the public domain, e.g. exchange prices or exchange rates, shall not be binding.
The Idoneus Platform may be the target of malicious cyberattacks (e.g. phishing, man-in-the-middle, hijacking, deny of service, spoofing, injection, …) or may contain exploitable flaws in its underlying code or its software and hardware environment, which may result in inaccessibility of the Idoneus Platform, in security breaches, in information disclosure, or in the loss or theft of the Digital Currencies and Tokens.
7. EXCLUSION OF LIABILITY
The Issuer is not liable, not even in the case of negligence, for damage or consequential damage arising from or in connection with access to or use of the Idoneus Platform or the impossibility of access or use. Furthermore, the Issuer excludes any liability to the extent permitted by law in connection with the purchase, holding, sale or other disposal of IDON Tokens.
8. NO BASIS FOR DECISION, NO ADVICE
Sales documents or agreements for the purchase of Tokens from the Issuer and this document are not intended to provide investment advice or any other form of decision-making and do not constitute financial, legal, tax and/or other advice. These documents do not replace the qualified advice required prior to any purchase decision, in particular with regard to all associated risks. No investment or other decisions should be made based on these documents.
9. QUESTIONS AND CONTACT INFORMATION
Please check the Whitepaper and the FAQ on our website before contacting our support team. If you have general inquiries or comments about this Risk Disclosure, please contact us using the information below:
Idoneus International AG
Baarerstrasse 12
6300 Zug
Switzerland
E-Mail: compliance@idoneus.io
Last Revised Date: 16/04/2024
