Disclaimers & Disclosures
By engaging with the Kapital DAO or affiliated entities, you acknowledge that you have read and understood the below disclaimers. Please review the terms carefully.
The information set forth in the White Paper or these Legal Notices (“Legal Notices”) may not be exhaustive and should not be construed to create a contract between you and the Kapital DAO (the "DAO"). While we make every reasonable effort to ensure that all information: (i) in the White Paper; (ii) available on the Kapital DAO website https://kapital.gg/, (iii) available on its Twitter account (@KapitalDAO), (iv) its Discord Channel, or (v) any other available information moderated by Kapital DAO (collectively, the “Sites”) (all the information in the White Paper and all information available on the Sites hereinafter referred to as the “Current Information”) is accurate and up to date, such material in no way constitutes professional advice. Individuals intending to purchase the KAP token (each a “Token Purchase”) should seek independent professional advice prior to acting on any of the Current Information.
Notwithstanding any other provision of these Legal Notices or any statement made expressly or impliedly in the Current Information, Kapital DAO does not make or purport to make, and hereby disclaims, any representation warranty undertaking or covenant in any form whatsoever to any entity or person, including any representation warranty undertaking or covenant in relation to the truth, accuracy and completeness of any of the information set out in the Current Information.
By accessing the Current Information or engaging in a Token Purchase, you represent and warrant to Kapital DAO:
- you are over 18 (eighteen) years of age;
- you agree, accept, and acknowledge that the Tokens do not constitute shares or equities or securities or financial instruments or investments in any form in any jurisdiction for any purpose;
- you agree and acknowledge that the Current Information does not constitute a prospectus or offer document of any sort and is not intended to constitute an offer of securities in any jurisdiction or a solicitation for investment in securities;
- you agree and acknowledge that no regulatory authority has examined or approved of the Current Information, and presently there is no plan for the Current Information to be so reviewed;
- the distribution or dissemination of the Current Information any part thereof or any copy thereof, or acceptance of the same by you, is not prohibited or restricted by the applicable laws, regulations or rules in your jurisdiction, and where any restrictions in relation to possession are applicable, you have observed and complied with all such restrictions at your own expense and without liability to Kapital DAO;
- you will not make any representation to any person regarding the Tokens that conflict with these Legal Notices;
- you agree and acknowledge that in the case where you wish to purchase any Tokens, the Tokens are not to be construed, interpreted, classified or treated as:
- debentures, stocks or shares issued by any person or entity (whether Kapital DAO or otherwise);
- rights, options or derivatives in respect of such debentures, stocks or shares;
- rights under a contract for differences or under any other contract the purpose or pretended purpose of which is to secure a profit or avoid a loss;
- units in a collective investment scheme;
- units in a business trust;
- derivatives of units in a business trust;
- any other security or class of securities; or
- any type of investment
- you are fully aware of and understand that you are not eligible to purchase any Tokens or access the Current Information if you are a citizen, national, resident (tax or otherwise) of an internationally sanctioned country.
- you have a basic degree of understanding of the operation, functionality, usage, storage, transmission mechanisms and other material characteristics of cryptocurrencies, blockchain-based software systems, cryptocurrency wallets or other related token storage mechanisms, blockchain technology and smart contract technology;
- you are fully aware and understand, there are risks associated with: (A) Kapital DAO and its business and operations; (B) the Tokens; (C) the Token Purchase; (D) storage of the Tokens, and (E) relying or acting on all or any part of the Current Information;
- you agree and acknowledge that Kapital DAO is not liable for any direct, indirect, special, incidental, consequential, or other losses of any kind in tort contract or otherwise (including but not limited to loss of revenue income or profits or loss of use or data or loss of reputation or loss of any economic or other opportunity of whatsoever nature or howsoever arising) arising out of or in connection with any acceptance of or reliance on the Current Information, Token Purchase, or any part thereof by you; and
- all of the above representations and warranties are true, complete, accurate and not misleading from the time of your last access to and/or possession of (as the case may be) the Current Information.
Participating as a tokenholder or as a contributor in the initial Balancer Pool event of the DAO is expressly forbidden for individuals who are citizens or residents of the United States of America. IP geoblocking will be instituted across the token pool interfaces as well as any component of any app offered by the Kapital DAO that permits users to claim or earn KAP tokens.
CAUTIONARY NOTE ON FORWARD-LOOKING STATEMENTS
All statements contained in the Current Information, statements made in any press releases or in any place accessible by the public and oral statements that may be made by Kapital DAO or Kapital DAO representatives (as the case may be), that are not statements of historical fact, constitute “forward looking statements”. Some of these statements can be identified by forward-looking terms such as “aim”, “target”, “anticipate”, “believe”, “could”, “estimate”, “expect”, “if”, “intend”, “may”, “plan”, “possible”, “probable”, “project”, “should”, “would”, “will” or other similar terms.
However, these terms are not the exclusive means of identifying forward-looking statements. All statements regarding Kapital DAO's financial position, business strategies, plans and prospects and the future prospects of the industry which Kapital DAO is in are forward-looking statements. These forward-looking statements, including but not limited to statements as to Kapital DAO's revenue profitability and growth, expected revenue profitability and growth, prospects, future plans, network plans, other expected industry trends and other matters discussed in the Current Information regarding Kapital DAO are matters that are not historic facts, but only estimations and predictions.
Kapital DAO makes no representation or warranty on having made any predictions or estimates or expectations on the basis of any formula, any mathematical or scientific modelling or forecast, or having made any due and proper enquiries or having undertaken any independent research or studies or otherwise. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual future results, performance or achievements of Kapital DAO to be materially different from any future results, performance or achievements expected, expressed or implied by such forward-looking statements. These factors include, amongst others:
- changes in legal, political, social, economic, and stock or cryptocurrency market conditions and the regulatory environment in the countries in which Kapital DAO conducts its business and/or its operations or where you engage in a Token Purchase;
- the risk that Kapital DAO may be unable or execute or implement its business strategies and future plans;
- changes in interest rates and exchange rates of fiat currencies and cryptocurrencies;
- changes in the anticipated growth strategies and expected internal growth of Kapital DAO;
- changes in the availability and fees payable to Kapital DAO in connection with its business and operations;
- changes in the availability and salaries of employees who are required by Kapital DAO to operate its business and operations;
- changes in preferences of customers of Kapital DAO;
- changes in competitive conditions under which Kapital DAO operates, and the ability of Kapital DAO to compete under such conditions;
- changes in the future capital needs of Kapital DAO and the availability of financing and capital to fund such needs;
- war or acts of international or domestic terrorism;
- occurrences of catastrophic events, natural disasters and acts of God that affect the businesses and/or operations of Kapital DAO;
- other factors beyond the control of Kapital DAO; and
- any risk and uncertainties associated with Kapital DAO and its business and operations, the Tokens, the Token Purchase and reliance on all or any part of the Current Information.
All forward-looking statements made by or attributable to Kapital DAO or Kapital DAO representatives are expressly qualified in their entirety by such factors. Given that risks and uncertainties that may cause the actual future results, performance or achievements of Kapital DAO to be materially different from that expected, expressed or implied by the forward-looking statements in the Current Information, undue reliance must not be placed on these statements.
These forward-looking statements are applicable only as of the later of the date of publication of the White Paper and the latest date that the Sites have been updated. Neither Kapital DAO nor Kapital DAO representatives nor any other person represents, warrants and/or undertakes that the actual future results, performance or achievements of Kapital DAO will be as discussed in those forward-looking statements. The actual results, performance or achievements of Kapital DAO may differ materially from those anticipated in these forward-looking statements.
Nothing contained in the Current Information is or may be relied upon as a promise, representation or undertaking as to the future performance or policies of Kapital DAO. Further, Kapital DAO disclaims any responsibility to update any of those forward-looking statements or publicly announce any revisions to those forward-looking statements to reflect future developments, events or circumstances, even if new information becomes available or other events occur in the future.
This section on risk factors is not and does not purport to be a complete enumeration or explanation of the risks involved with the purchase of KAP tokens. There may be additional risks of which the DAO is not aware. The following therefore highlights certain risks to which the DAO is subject to and which the DAO wishes to encourage prospective purchasers of KAP tokens to discuss with their own professional advisors.
- Risk of software weaknesses. The Kapital DAO's platforms and the underlying technologies are still in an early development stage and unproven. There is no warranty that the process for creating the Kapital DAO's platforms will be uninterrupted or error-free and there is an inherent risk that the software could contain weaknesses, vulnerabilities or bugs causing, inter alia, the complete loss of the Tokens.
- Regulatory risk. Blockchain technology allows new forms of interaction, and it is possible that certain jurisdictions will apply existing regulations on, or introduce new securities law, tax or other laws or regulations addressing, blockchain technology-based applications and/or the issuance and sale of tokens, which may, inter alia, result in substantial modifications to the sale of KAP tokens and/ or any of the Kapital DAO's platforms, including its termination and the loss of all KAP tokens.
- Government action. Because of the regulatory uncertainty described above, blockchain activities, including the activities of the DAO, may be subject to heightened oversight and scrutiny, including investigations or enforcement actions. All of this could subject the DAO to judgments, settlements, fines or penalties or require or cause the DAO to restructure its operations and activities, to cease offering certain products or services in one or more jurisdictions or refrain from delivering the KAP tokens to certain persons or in certain jurisdictions.
- Risk of abandonment/lack of success. The creation of the KAP tokens and the development of the Kapital DAO platforms may be abandoned for a number of reasons, including lack of interest from the public, lack of funding, lack of commercial success or prospects (e.g. caused by competing projects). Also, even if the Kapital DAO platforms are partially or fully developed and launched, there is no assurance for its future users to use and access the Kapital DAO platforms as anticipated.
- Risk associated with other applications. It is possible that alternative platforms and businesses could be established that utilize the same open source code and protocol underlying certain components of the Kapital DAO platforms. The Kaptial DAO platforms may compete with these alternative platforms and businesses, which could negatively impact the adoption of the Kapital DAO platforms and the KAP tokens. In addition, the Kapital DAO platforms may give rise to other, alternative projects, promoted by unaffiliated third parties, under which the KAP tokens will have reduced, or potentially no, intrinsic value. There is a risk that the DAO or its members, or other third parties may intentionally or unintentionally introduce weaknesses or bugs into the core infrastructural elements of the Kapital DAO platforms interfering with the use of, or causing the loss of, the KAP tokens.
- Risk of theft. The smart contracts used to generate the Tokens and the underlying software applications may be exposed to attacks by hackers or other individuals including, but not limited to, malware attacks, denial of service attacks, consensus-based attacks, Sybil attacks, smurfing and spoofing. Any such successful attacks could result in theft or loss of payments made to the DAO and/or the KAP tokens, adversely impacting the ability to use or develop the Kapital DAO platforms and derive any usage or functionality from the KAP tokens.
- Development Risk. The timing for issuing the KAP tokens and for completing various steps in the implementation of the Kapital DAO platforms are set forth in this Whitepaper. However, there is no assurance that the DAO will meet those target dates. The KAP platform operationality may be limited at the time of the KAP tokens delivery date and not all of the anticipated operational features intended for the Kapital DAO platforms may be functioning at that time. The Kapital DAO platforms will still be subject to ongoing development and could undergo significant changes over time. In addition, because the development of the Kapital DAO platforms may be dependent upon third parties, the Company may have limited control over future KAP tokens functionality or in assuring the ongoing operation and performance of the Kapital DAO platforms.
- No Liquidity. KAP tokens are not intended for investment purposes. KAP tokenholders may not be able to sell, transfer or trade its unused KAP tokens to any other party. KAP tokens are intended to be used only in connection with the Kapital DAO paltforms. There may never be a secondary market for the KAP tokens. KAP tokens may be subject to significant transfer restrictions as a result of actions taken by the DAO or by government regulators.
- Early Stage Entities. The DAO is a start-up and has no operating history against which purchasers of the KAP tokens may consider the appropriateness of purchasing the KAP tokens. Many risks and uncertainties affect start-up and early-stage entities, which often have very limited operating history, profits or cash flow. There can be no assurance of the success of such enterprises. Their potential must be considered in light of the problems, expenses, difficulties, complications, and delays frequently encountered in connection with new or developing businesses, including technology risks, unproven business models, untested plans, uncertain market acceptance, competition and lack of revenues and financing.
As a transparent and decentralized autonomous organization, the DAO maintains an open statement of accounts tracked by TokenTerminal. You may view account balances and treasury health here. These balances can be easily audited by any ordinary practitioner on-chain, but, for ease of validation, the DAO's treasury multi-sig is stored at 0xbc450C9EcED158c6bD1AFfA8D37153E278e63e68 and its operating income multi-sig is stored at 0xFA3Df5C014BBd5a6a6D1047b82331917c3f9bB9d.
The KAP Token was deployed by the Kapital Foundation, a compliant Cayman Islands-based ownerless foundation. The Kapital Foundation owns and directs Guild Ventures I Ltd, which is the operating vehicle responsible for housing all related software IP, contractual agreements, and employees that contribute to supporting the KAP ecosystem.
The Kapital DAO utilizes a combination of on-chain governance and off-chain governance.
The KAP Token enables tokenholders to directly execute transactions against certain DAO-controlled smart contracts (i.e. "on-chain governance"). These contracts are fully disclosed and publicly audited at the addresses listed in this document, here.
While tokenholders cannot directly control the multi-sig that contains operational treasury resources (i.e. "off-chain governance"), tokenholders can control an on-chain treasury which may be sent various tokens or currencies by action of any member of the distributed community.
KAP Tokenholders may participate in nominating and electing Governance Councilmembers who interface with the Kapital Foundation to ratify and advise on off-chain governance decisions. These elections are carried out via Snapshot.
The KAP Token, its governance contracts, and its associated operational contracts have been audited by multiple parties and are under bug bounty programs, as outlined in the section of this document entitled "Audits."
The KAP Token is a fixed-supply token (1,000,000,000 maximum fixed supply) with 100% of that supply minted at launch, and locked across various operational and vesting wallets.
All fees inside of the KAP ecosystem can be paid for using the KAP Token, and many must be paid for exclusively in the KAP Token. The primary utility of the KAP Token is to engage with such products and services as the distributed developers of the KAP ecosystem deploy.