Request a Demo

Terms and conditions of use of the Tokn1 Platform

Terms and Conditions of Use of the Tokn1 Platform

Version 1. January 10th 2023.

1. Introduction

Aquiles Inversiones S.A. de C.V., a Salvadoran company duly incorporated in San Salvador, El Salvador, with address at Edificio Avante, level 7, Number 7-04, Santa Elena, Antiguo Cuscatlan, La Libertad, San Salvador, Republic of El Salvador and its affiliated companies and subsidiaries (“Tokn1”, “Us”, “We”) collectively operate a software, market and service platform, (collectively, the “Platform”), to facilitate the issuance of tradable securities in the primary market and transactions in secondary markets (the “Transactions”) of and related to said tokenized tradable securities of private companies (the “Digital Assets”). The Platform is available on the website www.tokn1.com and through the Tokn1 mobile application.

These Terms and Conditions of use (the “Terms”) are a binding agreement between Tokn1, on the one hand, and the individual, user duly registered on the Platform (“You” or the “User”) who accesses, browses or otherwise uses the Platform or any services related to the services offered by Tokn1 (collectively, the “Services” of Tokn1).

By using the Platform and Services, You are agreeing to be bound by these Terms. By registering as a «User» (as described below) You express your full consent, representing and acknowledging that You have read, understood and accepted these Terms, and all notices, rules, policies and procedures that we may publish on the Platform. Likewise, by using the Platform You consent to the collection, use and disclosure of information in accordance with the Tokn1 Privacy Policy (“Privacy Policy”) The Platform: (i) provides Users with general information about our products and services; and (ii) provides a Platform for issuing companies (the “Issuers” or “Issuer” interchangeably) to make offers of Digital Assets that comply with the applicable regulations and for Users to buy and sell said Digital Assets, using stable cryptocurrencies to funding their accounts.

If You access the Platform and/or use the Services on behalf of a company or corporate entity («Organization»), You hereby represent and warrant that You have the authority to bind such Organization and that Your acceptance of these Terms will be deemed acceptance by the Organization. In that case, “User” (defined above) and “You” in this Agreement shall refer to the Organization.

BY ACCESSING OR USING THE SITE OR OUR SERVICES, YOU AGREE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS. IF YOU DO NOT ACCEPT OR AGREE TO THESE TERMS, YOU SHOULD NOT ACCESS OR USE THE PLATFORM OR OUR SERVICES.

We may require You to agree to additional terms and/or policies from time to time in connection with your use of the Platform or Services («Additional Terms»). Such Additional Terms may include terms governing your rights in connection with any participation in the Issuers’ offerings. Except as otherwise expressly provided in such Additional Terms, all Additional Terms are incorporated into and subject to this Agreement, and this Agreement shall prevail in the event of any conflict or inconsistency with the Additional Terms to the extent of the conflict or inconsistency

2. Users

“Users” are considered all those people who have the legal capacity to contract and who are duly registered on the Platform. In the case of human people, they must have the legal capacity to contract and be of legal age, as established by the national legislation of the country where the User operates. As for legal entities, they must be duly registered as Tokn1 Users, having provided all the information requested by Tokn1 at the time of registration on the Platform.

  • The User may not be so in case of:

(i) the User is prohibited from using the Services under applicable law;

(ii) the User is located in, under the control of, or are nationals or residents of countries included in the GAFI blacklist, or are nationals or residents of the United States of North America;

(iii) the User is not using the Services solely for personal use or is using the Services for another entity without the authorization of such entity, and or the User does not have the authority to accept and be bound by these Terms on behalf of such entity; and

(iv) the User does not comply with these Terms of Service and all applicable local, state, national and international laws, rules and regulations in the use of the Services.

  • To be considered a duly registered User of Tokn1, and therefore have an account on the Platform (the “Tokn1 Account”), an User must:

(i) complete the KYC process, when registering on the Platform, as well as provide the information and/or documentation that Tokn1 requests to complete it; and

(ii) register a wallet that works with the network(s) received on the Platform, to include it in the whitelist database (“Whitelist”) that will allow the User to operate, receive and send funds to and from it, such as Digital Assets or Cryptocurrencies.

THE PLATFORM AND/OR THE SERVICES ARE NOT INTENDED FOR PEOPLE UNDER 18 YEARS OF AGE OR FOR USERS PREVIOUSLY SUSPENDED OR BLOCKED FROM THE PLATFORM BY TOKN1. IF YOU ARE UNDER 18 YEARS OLD, YOU SHOULD NOT USE OR ACCESS THE PLATFORM AT ANY TIME OR IN ANY MANNER. Additionally, by using the Platform or the Services, You affirm that You are at least 18 years of age and have the legal capacity to contract, and that Tokn1 has not previously suspended or blocked You from the Platform.

YOU ARE SOLELY RESPONSIBLE FOR ENSURING THE ACCURACY AND COMPLETENESS OF ALL INFORMATION AND MATERIALS THAT YOU PROVIDE TO US IN CONNECTION WITH YOUR USE OF THE SITE OR THE SERVICES, INCLUDING, WITHOUT LIMITATION, ALL INFORMATION AND MATERIALS THAT YOU PROVIDE TO US IN CONNECTION WITH US. CHECK YOUR BACKGROUND AS DESCRIBED BELOW. YOU HEREBY REPRESENT AND WARRANT THAT: (A) ALL SUCH INFORMATION AND MATERIALS ARE TRUE, ACCURATE AND COMPLETE IN ALL RESPECTS, COMPLY WITH ALL APPLICABLE LAWS, RULES AND REGULATIONS, AND DO NOT VIOLATE OR INFRINGE ANY RIGHTS OF THIRD PARTIES; AND (B) YOU WILL PROMPTLY NOTIFY US AND CORRECT ANY INACCURACIES IN SUCH MATERIALS OR INFORMATION.

2.1 Whitelist Database.

The «Whitelist Database» or “Whitelist” is a Tokn1 database. The Whitelist contains a record of information about Users and entities that have complied with Tokn1’s KYC/AML compliance procedures (“KYC”) and are therefore eligible to hold the Digital Assets. This information includes the address of the digital wallet, which is associated with the User’s full name and ID, residence address, nationality, among other information that is collected in the KYC process. This information is recorded on the blockchain in an encrypted format and is not readable by the general public. Tokn1 will have a private key that will allow You to add or change wallet addresses and personal information to the Whitelist.

Any User, whether or not the holder of Digital Assets, may from time to time be asked to provide proof of residence, proof of income or movement and/or any other document or information, to verify their registration information. registration and/or operations carried out on the Platform, this being at the discretion of Tokn1 and when it considers it reasonably necessary or appropriate, and to guarantee that the User has provided sufficient information to comply with KYC/AML requirements and that the transfer of Digital Assets to or from said User and all other actions or operations carried out on the Tokn1 Platform comply with the requirements of applicable law.

2.2 Third Party Wallets.

YOU ACKNOWLEDGE AND AGREE THAT: (i) WE HAVE NO CONTROL OVER ANY WALLET THAT YOU MAY USE IN CONNECTION WITH YOUR USE OF THE PLATFORM AND THE SERVICES, WHETHER TO WITHDRAW FUNDS FROM YOUR ACCOUNT, OTHER THAN YOUR TOKN1 ACCOUNT; (ii) ALL WALLETS ARE PROVIDED BY THIRD PARTIES THAT WE HAVE NO RIGHT OR ABILITY TO CONTROL, EXCEPT FOR THE ABOVE-MENTIONED WHITELIST PROCESS; AND (iii) ANY DISPUTE BETWEEN YOU AND ANY THIRD PARTY WALLET PROVIDER IS BETWEEN YOU AND SUCH THIRD PARTY WALLET PROVIDER.

3. Membership Types

All those who access the Platform, use the Services and/or accept these Terms are considered Users. There are two types of Members:

“Visitors”, who visit the Platform for any reason, without completing a complete KYC process;

«Users» are those natural or legal persons who have established a Tokn1 Account, as long as their account is still active and has not been blocked, suspended or disabled. Likewise, Tokn1 has approved and acknowledged that it complies with the legal conditions and these Terms, in addition to those conditions that Tokn1 may establish, including, but not limited to, KYC, anti-money laundering processes and other diligence controls, and investor self-certification accredited or qualified buyer, among others.

4. Registration. Accounts. Credentials.

While You can always browse the public parts of the Platform without registering with Us, in order to access Tokn1’s Platform and Services, the USer must complete the registration and KYC processes on the Platform. 

You are responsible for keeping your email address and phone number updated in your Tokn1 account profile to receive any notices or alerts we may send You (including notices or alerts of actual or suspected situations).

Each User will be responsible for their Account, in that each User will know and be responsible for their personal credentials (username, password and email address associated with said Account). At no time will Tokn1 be responsible in cases of hacking and/or theft of said credentials due to the negligence of the User and/or violation of their personal credentials associated with their Tokn1 Account.

You are responsible for the security of your Tokn1 Account and are fully responsible for all activities that occur through the use of your credentials. You agree to notify us immediately at support@tokn1.com if You suspect or are aware of any unauthorized use of your login credentials or any other breach of security with respect to your Tokn1 Account. We will not be liable for any loss or damage arising from the unauthorized use of your credentials.

5. Services

5.1 Digital Asset Issuances.

Tokn1 acts as a digital vehicle from which interested private companies will be able to issue their Digital Assets, based on the tokenization of tradable securities of their choice and that at the same time are permitted by Tokn1.

Those interested companies, first of all, must undergo a Due Diligence process both internally (carried out by Tokn1) as well as externally, carried out by the latter’s partners. This is with the objective of establishing a correct evaluation of the company that will issue Digital Assets and providing a fair price to Users interested in investing in companies that decide to tokenize, thus protecting Users by corroborating that the information provided by the companies is genuine.

Once the issuance and placement of Digital Assets in the primary market has been carried out, Users will be able to access those Digital Assets present in the primary market through the “Assets” section.

5.2 Digital Asset Transactions.

Likewise, Tokn1 acts as a digital vehicle that facilitates “Transactions” in the secondary market. Transactions are understood to be all those operations of purchase and sale of Digital Assets carried out between Users of the Platform through the use of cryptocurrencies funds deposited in their Tokn1 Account (the “Funds”). These Transactions can then occur between “Investors” who are those Users who wish to own Digital Assets of certain companies, for which they enter the primary or secondary market of Tokn1.

The Tokn1 User declares that all the Funds deposited, used and transacted on the Platform will have a lawful origin, and, therefore, will not be related to crimes generating Money and Asset Laundering, Terrorist Financing, or any other type of crime or illegal activity. This statement is considered consigned by each User by accepting these Terms and Conditions and using the Tokn1 Platform.

The User can access the Platform as an Investor or not. If You are not a potential Investor, but wish to examine or experience the Platform as a student, researcher, academic, analyst, journalist, auditor, researcher, private equity broker, as an investor advisor, or in some other role, your access to certain features of the Platform and the Service will be limited or blocked, including, without limitation, the ability to make requests for Transactions or close Transactions. However, the User in this case will be able to use the Tokn1 social network, as will be detailed in clause 6.2.

Transactions can be initiated through the Platform, in the “Secondary Market” section.

The Platform and the Services and their use are associated with and conditional on your acceptance of these Terms. If You do not agree with them, we ask You to refrain from using the Platform and/or associated Services.

5.3. Custody of Digital Assets and Cryptocurrencies.

The User hereby grants to Tokn1, the custody of the Digital Assets and the cryptocurrencies that are their property, to be deposited in a wallet owned by Tokn1 (the “Omnibus Wallet”), with the objective of exercising custody and safekeeping thereof. 

The User is the owner of their Digital Assets and cryptocurrencies entered into the Platform at all times, and will be able to observe their holdings in Digital Assets and cryptocurrencies owned by them, in their Tokn1 Account, in which they will see their portfolio reflected.

By simply exercising custody, Tokn1 will comply with all the instructions that the User gives regarding their Digital Assets and cryptocurrencies, being able to dispose of and operate with them whenever they wish.

6. Use of the Platform

The purpose of the Tokn1 Platform is the marketing and transaction of Digital Assets. Likewise, it offers a social network, where Users can comment and share their experiences, as well as companies that become Issuers can interact with them.

6.1 Products.

Any Digital Assets listed on the Platform or as part of the Services are only suitable for prospective investors who are familiar with and willing to accept the high risks associated with private investments, including the risk of complete loss of the investment. Digital Assets will be subject to resale and transfer restrictions, including holding period requirements. Investing in private placements requires a high risk tolerance, a low need for liquidity and a willingness to make long-term commitments. Investors must be able to afford to lose their entire investment. The investment opportunities reflected on the Platform are not insured, may lose value and are not guaranteed by any bank or institution.

All Digital Assets listed on the Platform have been issued and registered in accordance with the Digital Asset Issuance Law of El Salvador (Ley de Emisión de Activos Digitales).

The claimed characteristics of the Digital Assets listed on the Platform depend significantly on the accuracy of the representations made by the Issuers, each of which may be reflected in the applicable documents presented on the Tokn1 Platform for the User to analyze before deciding on an investment (the “Transaction Documents”). In the event that such statements turn out to be false, it is possible that the characteristics of the Digital Assets listed may not match. Although Tokn1 carries out an exhaustive study of Issuers before issuing a Digital Asset, these risks are not exhaustive and are intended to highlight certain risks associated with investing in Digital Assets, beyond their registration with the National Commission for Digital Assets of El Salvador (“CNAD”). WE STRONGLY ADVISE ALL INDIVIDUALS AND ORGANIZATIONS WHO CHOOSE TO ENGAGE IN TRANSACTIONS TO CONSULT LEGAL, TAX AND FINANCIAL PROFESSIONALS BEFORE, CAREFULLY REVIEW ALL SPECIFIC RISK DISCLOSURES PROVIDED AS PART OF ANY TRANSACTION MATERIALS, AND REQUEST ANY ADDITIONAL INFORMATION.

6.2 Social Network.

Tokn1 provides the social network service (the “Social Network”) which consists of a news feed where Users can interact and exchange opinions.

Tokn1 reserves the exclusive right to restrict the participation of certain Users and/or expel those Users who make publications and/or comments that go against these Terms and Conditions or violate the applicable legal provisions, among others.

Below are listed, for the sake of illustration, publications, posts and/or comments on the Social Network that are prohibited in the case of:

  1. Contain any type of commercial communication or brand;
  2. Contain information or images that infringe copyright, related rights, licenses and any other rights of third parties or violate the law in any way;
  3. Contain viruses or malicious code of any kind;
  4. Include content that annoys, intimidates or harasses other Users and/or any other third party both inside and outside Tokn1;
  5. Include content that is hurtful, offensive, intimidating or pornographic, that incites violence or contains nudity or graphic or unjustified violence, or that is contrary to morality and good customs;
  6. Include content that advertises, promotes or in any way incites the consumption of alcohol or drugs;
  7. Include content that allows its use to commit illegal, deceptive, malicious or discriminatory acts;
  8. Include any content that goes against these Terms and/or the General Terms and Conditions and/or the Privacy Policy;
  9. Tokn1 reserves the right to block those names, descriptions and/or images in User profiles that are combinations of letters and/or numbers and/or images that imply inappropriate, offensive, sexually explicit or obscene information, created with the intention to impersonate Tokn1 or our staff, or any other business, trade and/or company, which are discriminatory in nature, which may infringe the Tokn1o trademark or copyright of a third party, which are sensitive or cause offense for any reason not mentioned above.

7. Payments. Transactions

Tokn1 will be responsible for facilitating payment processing for Transactions. When carrying out a Digital Asset transaction between Tokn1 Accounts or when sending Digital Assets from a Tokn1 Account to an external wallet or vice versa, they must first be in the Tokn1 Whitelist Database to be allowed to operate between them. Also, Tokn1 will allow the on/off ramp pf stable cryptocurrencies on the Tokn1 Account of each User. 

8. Rewards

8.1. Participation Rights.

Subject to the conditions described in these Terms, holders of Digital Assets will be entitled to receive a portion equal to a certain percentage. Said amount will be determined by the Issuers of each Digital Asset and whose distribution will be entrusted to Tokn1. The amount to be distributed corresponding to the holding of each Digital Asset is set for each Issuer, taking into account its valuation, documentation presented and what is approved by the competent authority. This amount can be consulted on the Platform, based on the aforementioned information.

8.2. Distribution Payment. 

Distributions will be paid, at the option of the holder of the Digital Asset, in USTD to the address of the digital wallet containing the Digital Assets, provided by the User. Tokn1, based on the Issuer’s order, will deliver the corresponding distribution to each Investor User to the indicated address and from there You will be able to transfer these distributions as You wish, as long as it is approved within the Tokn1 ecosystem.

The Issuer may withhold or delay delivery of the distribution if such payment is prohibited by any law, regulation or court order, or other information or representations and warranties, as the Issuer may reasonably consider necessary to ensure compliance with applicable legislation. Likewise, Tokn1 is not responsible for the delay and/or failure in the delivery of distributions to each User, since Tokn1 is only limited to distributing the funds that correspond to each User, such delays and/or failures are the sole responsibility of the Issuer.

Until such distribution is duly delivered to a holder of a Digital Asset in accordance with these Terms, the Issuer or its designee will retain such distributable funds for the account of such holder of the Digital Asset, and the Issuer will remain obligated to deliver such funds to such holder. of a Digital Asset. No interest will accrue on any distribution amounts payable to the benefit of the holders of the Digital Assets.

8.3 Retention. 

The Issuer shall have the right to deduct and withhold from the distribution payable to any User in accordance with these Terms the amounts required to be deducted and withheld from such payment under any provision of any applicable tax law. To the extent Issuer deducts and withholds amounts, such amounts shall, for all purposes of these Terms, be deemed to have been paid to the person in respect of whom such deduction and withholding was made by Issuer.

9. Intellectual Property

Tokn1 reserves all rights not expressly granted to You by these Terms. As between the User and Tokn1, Tokn1 shall be the sole owner of all right, title and interest, including all intellectual property rights relating to the following (collectively, the Tokn1 «Content»):

  • Any information offered about the companies that issued Digital Assets listed on the Platform or that have to do with the provision of the Services (other than the information that the User provides), including their capitalization, valuation and history.

  • Any offer and demand, or information about completed or proposed Transactions (including Transactions in which the User participates).

  • All documents, contracts, forms, texts and images are subject to copyright displayed on the Platform or Services.

  • Any communication between the User, Tokn1, other Users and, if present.

  • Any text, image, graphic, video, audio file, chart, table, software, script, photograph, interactive feature, copyrighted material, trademark, service mark, icon and logo: (i) that forms part of the Site or Services, or (ii) displayed or provided to You on the Site or as part of the services.

The Platform and all of its Content are subject to copyright, trade secret, confidentiality and other rights under Salvadorans and foreign laws. Except as provided in these Terms, no part of the Tokn1 Platform and Content nor any of Tokn1’s proprietary rights therein are licensed to You for any purpose. No part of the Tokn1 Platform and Content may be reproduced, recorded, retransmitted, sublicensed, sold, rented, broadcast, distributed, published, uploaded, publicly displayed, modified to create new works, performed, digitized, compiled, translated or transmitted. no way. to any other computer, website or other medium or for any commercial purpose, except as provided in these Terms, without the express prior written consent of Tokn1.

Any information, data, passwords, usernames, PINs, login information, contracts, documents, materials and any other content (collectively, «User Content») that You provide in connection with the Services, You grant Tokn1 a unlimited license, free of charge, to use such information for the purpose of providing the Service, researching, studying, updating and building your repository of company and shareholder information, including any incidental distribution, sublicense or creation of derivative works in connection with this. Additionally, You grant Tokn1 permission to share and use the User Content as set forth in the Privacy Policy. If You have any agreement or duty with your entity or organization to restrict access to your User Content, it is important that You carefully avoid disclosing information to us that You do not have the right to disclose, and in the case of information that we must keep confidential, that You notify us to that we can take appropriate steps to do so.

10. Licence - Tokn1

Aquiles Inversiones S.A. of C.V. is authorized to operate as a Digital Asset Service Provider by the National Digital Asset Commission of El Salvador.

11. Disclaimers and Liability of Tokn1

Tokn1 does not carry out financial intermediation or savings collection. At no time does Tokn1 guarantee returns, collections, or capital gains of any kind. They depend on each Issuing User, market conditions and the economic decisions of each particular User.

Tokn1 make the following disclaimers and disclosures with respect to the information displayed or made available through the Platform (the “Content”). All Content on the Tokn1 Platform is provided without warranties of any kind, either express or implied.

Tokn1 does not warrant that the functions provided on the Platform or the Services will be uninterrupted or error-free, that defects will be corrected, that Tokn1 will retain all content and data in your Tokn1 Account in full integrity or will keep all content readily available. and the User’s data, or that the Platform or the means that makes it available are free of viruses or other harmful components.

Tokn1 does not provide, and disclaims any obligation to provide, information, advice, analysis, industry research, pricing information, verification or financial, tax, legal, investment and/or assistance of any kind. All charts, data and other information that Tokn1 may provide regarding company news and ideas, company valuations, digital assets, events and Digital Asset prices are for informational purposes only and do not constitute an endorsement or representation with respect to any company or the price or real value of any of its securities.

Tokn1 does not warrant or make any representations regarding the use or the results of the use of the Content present on the Platform or third parties, or regarding its correctness, accuracy, reliability or otherwise. We do not endorse or guarantee any trading opportunities that may arise, nor do we recommend whether You should participate in potential Transactions. There may be non-public information that affects the valuation of Digital Assets. Ratings are subject to change. Users should conduct their own research and analysis on companies of interest and should not rely solely on the information presented by Tokn1. Any information relating to outstanding Digital Assets or other financial or capitalization information relating to the companies and Digital Assets presented on the Platform must be independently verified by each user in connection with any investment opportunity.

Operations with Digital Assets of private companies are not suitable for all Users. An investment in Digital Assets from private companies is highly speculative and involves a high degree of risk and should only be considered after being analyzed in depth, personally, by each User. You must be prepared to endure a total loss of your investment. Digital Assets of private companies are also highly illiquid and there is no guarantee that their investment objectives will be met or that a market for such assets will develop. Each transaction also carries its own specific risks and the User must complete its own independent due diligence with respect to the transaction, including obtaining additional company information, opinions, financial projections and legal or other investment advice. Consequently, investing in Digital Assets of private companies is only appropriate for those Users who can tolerate a high degree of risk and do not require a liquid investment.

For this reason, under no circumstances should any person make commercial decisions based solely on the information provided on Tokn1. We are not a qualified financial advisor and You should not construe any information discussed herein as investment advice. It is strictly informational in nature. The User is solely responsible for making his or her own investment decisions and for any consequences related to such decisions.

Under no circumstances, including, but not limited to, negligence, will Tokn1 be liable for any special, direct or indirect, incidental or consequential damages resulting from the use of or inability to use the Platform or the Services. In no case will Tokn1 be the total liability towards You for damages or losses due to operations carried out by You on the Platform and using the Services.

TOKN1 WILL HAVE NO LIABILITY TO YOU IN CONNECTION WITH: (i) ANY INTERRUPTION OR UNAVAILABILITY OF THE PLATFORM OR ANY PROBLEM YOU MAY HAVE USING THE PLATFORM OR OUR SERVICES; (ii) ANY SECURITY BREACH AFFECTING ANY CONTENT FUNCTION OR SERVICES AVAILABLE ON THE PLATFORM; AND/OR (iii) THE PERFORMANCE OF ANY PRODUCT OR OTHER SERVICE IN WHICH YOU PARTICIPATE ON THE PLATFORM. YOU ASSUME ALL RISKS IN USING THE PLATFORM AND SHOULD ONLY PARTICIPATE TO THE EXTENT YOU ARE WILLING AND MAY LOSE ANY AMOUNT INVESTED.

TOKN1 MAKES NO REPRESENTATION REGARDING THE LIKELIHOOD THAT YOUR USE OF THE PLATFORM OR OUR SERVICES WILL ACHIEVE ANY PARTICULAR RESULT OR GOAL. PAST PERFORMANCE IS NO GUARANTEE OF FUTURE SUCCESS, AND VOLATILITY MEANS THAT PERFORMANCE IN ANY PERIOD MAY BE VERY DIFFERENT FROM PREVIOUS PERIOD. YOU MAY LOSE ALL OR PART OF ANY PARTICIPATION IN THE PLATFORM AND THROUGH OUR SERVICES. YOU FURTHER ACKNOWLEDGE AND AGREE THAT TOKN1 MAKES NO WARRANTIES OR OTHER COMMITMENTS REGARDING YOUR ABILITY TO ACCESS OR USE THE PLATFORM OR SERVICE.

12. Declarations and User Responsibility

You, the individual user of the Site or Services, expressly represent, warrant and agree as follows:

  • You are at least 18 years old, of legal age in the jurisdiction in which You live or can enter into contracts as an adult and have the right, authority and capacity to accept these Terms on your own, or if You are a legal entity, anyone who accepts these Terms does so on behalf of and representing their organization or entity.
  • You are using the Platform and Services on your own behalf or on behalf of your organization or entity and not as an agent, designee or representative of any other party.
  • You are using your real name and personal identity, and the real name and identity of any organization or entity, and are not impersonating another person, a fictitious person or an avatar.
  • All information, forms, documents or other materials You submit are true and accurate to the best of your knowledge.

The User accepts that it is prohibited to carry out any of the actions listed below, which imply a non-exhaustive but merely exemplary list, either directly by interacting with the Platform and the Services or through direct communication with Tokn1 staff:

  • Actions that cause any of the operations within the Platform to be false, inaccurate or misleading.
  • Make offers, solicitations or expressions of interest, unless You are an Investor and do so to consider potential transactions on your own behalf (and not on behalf of potential or actual clients).
  • Misrepresents or provides any information (or by not fully disclosing any relevant information creates an implication): (i) that You know or should know is inaccurate, incomplete, false or misleading, with respect to You, your financial information, your status as an Investor (if applicable), their intentions or desire to engage in Transactions, or (ii) in an attempt to manipulate market prices or participants (including Tokn1) rather than to consider potential Transactions.
  • Create Tokn1 Accounts under false or assumed identities, impersonate someone other than Yourself, or create multiple or «puppet» Tokn1 Accounts.
  • Attempt to obtain or request access to secure or private portions of the Site or Services, other than those that You are permitted to use
  • Allow others to use or access your Tokn1 Account, create accounts to be used by or on behalf of multiple people, or otherwise permit unauthorized use of your Tokn1 Account.
  • Create new site accounts after your site account has been locked, suspended, disabled, or terminated.
  • Modify, republish, sublicense or create applications derived from and/or based on any content You receive from the Platform or as part of the Services, except content that Tokn1 explicitly designates in writing as licensed for republication.
  • Use a bot, custom application, automated tool, or means other than a commercial web browser or mobile application provided by Forge to access the Site.
  • Collect, extract, scrape, compile, create a database or otherwise collect any information from the Platform or Services, by manual or automated means, except to contemplate and enter Transactions.
  • Use any bot, program or other automated and/or electronic means to retrieve, index, download or store any part of the Site or Services.
  • Attempt to obtain or request access to secure or private portions of the Platform or Services, or access the Tokn1 Account or information of any other person.
  • Upload or transmit any form of virus, worm, Trojan horse, code injection, phishing attempt or other malicious information or code.
  • Include meta tags, hidden codes or other hidden text in connection with any content You upload to the Platform or Services.
  • Interfere with the proper functioning of the Platform and Services.
  • To the extent You communicate with Tokn1 staff or others in the Tokn1 community, engage in any vulgar, harassing, pornographic, offensive, threatening, libelous or defamatory, unlawful or otherwise inappropriate behavior, including through oral communications or writings, images, or files.
  • Disable or impair the operation or appearance of the Platform, using tactics such as a denial of service attack.
  • Use the Services in a manner that violates securities laws and regulations in El Salvador, or the jurisdiction in which You are operating, or that violates any judgment, agreement or obligation to which You are bound.
  • Upload any information that is confidential, proprietary or proprietary to a third party. Even if You have the right to disclose these confidences for the purposes of the Transaction, You must inform Tokn1 of their confidential nature so that Tokn1 is aware of their confidential nature and of your authorization to use them without violating any obligation of confidentiality that You may owe to your company. .
  • Post or provide any content on the Platform that constitutes defamation, copyright or trademark infringement, a legal violation, is objectionable, obscene, inflammatory, fraudulent, harassing, invasive of the privacy or trust of others, interferes with the use and enjoyment of the Platform by others, that is promotional or a form of request different from or that may be confusing with the offers and requests published on the Platform.

13. Compensation

By accepting these Terms and using the Services, You agree that You will defend, indemnify and hold harmless Tokn1, its licensors and the parent organizations, subsidiaries, affiliates, officers, directors, members, employees, attorneys and agents of each such party from and against any and all claims, costs, damages, losses, liabilities and expenses (including attorneys’ fees and costs) arising out of or in connection with your violation or breach of any part of these Terms or any applicable law or regulation , whether or not referenced here. This indemnification obligation will survive termination of these Terms.

14. Suspension and permanent discharge

Tokn1 may modify or discontinue the Platform or any Service, at any time, upon 30 days’ notice. Additionally, We may discontinue, block or suspend your Tokn1 Account at any time, with respect to some or all of your listings as an individual, organization and/or entity, if we determine (in our sole discretion, which will not be subject to review) that You have violated these Terms or the Privacy Policy, or has otherwise engaged in actions that are inappropriate, offensive or harmful, whether directed at Tokn1 or other Users. 

15. Delete Account

You are free to cancel your Tokn1 Account at any time by submitting a written request to delete your Tokn1 Account or by using any feature of the Tokn1 Platform provided to do so. In the event of termination or suspension of your Tokn1 Account:

  • Deleting your Tokn1 Account will not affect your relationship with other Users regarding funds owed between You and other Users or any Transactions already completed or to be completed.
  • Tokn1 will honor, service and maintain any Transaction completed or to be completed in accordance with its own terms. However, You will be prevented from making new Transactions, if the termination was carried out by You or Tokn1 due to a default on your part, Tokn1 may terminate any of your ongoing incomplete Transactions. You will be responsible for completing any Transactions that are not terminated before requesting cancellation of your Tokn1 Account.
  • An electronic copy of all documents of the Transactions carried out will be provided to You upon request.
  • You may not be able to use the Services to access any dashboard or other tool to manage your Digital Assets or investments.
  • It is the User’s responsibility to withdraw their funds and/or Digital Assets outside the Tokn1 Platform before deleting their Tokn1 Account, since they will not be able to request deletion if the Tokn1 Account still has funds.

These Terms remain enforceable against the User in relation to any breach. Tokn1 reserves the right to take appropriate legal action, including, but not limited to, civil, criminal and injunctive relief.

The information on transactions, operations, movements, and all other essential information of the User will remain in the possession of Tokn1 for the time necessary to comply with its legal obligations. For more information about the retention period of your personal data, the User can visit Tokn1´s Privacy Policy.

16. Contact

For any reason, inconvenience or query, You can send us an email to support@tokn1.com.

17. Conflict resolution. Jurisdiction. Applicable law.

These Terms will be governed by the law of El Salvador and subject to the exclusive jurisdiction of the federal courts located in the city of San Salvador, El Salvador, without regard to the choice or conflicts of law provisions of any jurisdiction. All claims arising out of the use of the Platform and Services will be resolved exclusively by binding arbitration. You understand that by requiring arbitration, neither party will have the right to sue in court.

The arbitration will take place in the city of San Salvador. The parties will maintain the confidential nature of the arbitration proceedings and any award, including the hearing.

You and Tokn1 agree that any arbitration shall be limited to the dispute between Tokn1 and You. You acknowledge and agree that You and Tokn1 are each waiving the right to participate as a plaintiff or class member in any purported class action or representative proceeding. Further, unless both You and Tokn1 agree otherwise, the arbitrator may not consolidate more than one person’s claims and may not otherwise preside over any form of a representative or class proceeding.

Each party reserves the right to bring an individual action in ordinary court with respect to matters within its jurisdiction, or to seek injunctive or other equitable relief on an individual basis, with respect to any dispute relating to infringement, misappropriation or actual or threatened violation of a party’s intellectual property or proprietary rights.

18. Modifications

Tokn1 reserves the right and sole discretion to modify these Terms, the Privacy Policy and any notices, rules, policies and procedures that may be published on the Platform, when it deems necessary. Such modifications will be effective immediately after a modified version is posted on the Platform. 

It is the sole responsibility of the User to consult the Platform to see such changes. If You do not agree to all of the changes, You must stop using the Platform; Any use by You of the Services after any modification is made indicates your acceptance of the modified Terms or other provisions. 

Without limiting the foregoing and without limitation, Tokn1 may provide You with notice of such revision and require You to indicate your acceptance of any new version in order to continue using the Platform and Services.

19. Miscellaneous

No joint venture, partnership or agency relationship exists between the User, Tokn1 or any third party provider as a result of the Terms or use of the Platform or Services.

If any provision of these Terms is held invalid or unenforceable, such provision will be construed in accordance with applicable law and the remaining provisions will be applied to the maximum extent provided by law. Tokn1’s failure to enforce any right or provision in these Terms shall not constitute a waiver of such right or provision unless acknowledged and agreed to in writing by Tokn1.

These Terms, including the Privacy Policy, as well as the rest of the Policies, Manuals and Procedures published on our platform comprise the entire agreement between the User and Tokn1 regarding their status as a User of the Platform, and their use of the Platform. Platform and the Services, and supersede all prior or contemporaneous negotiations, discussions or agreements between the parties with respect to the subject matter contained in these Terms. 

These Terms will continue to apply between the User and Tokn1 with respect to the Platform and the Services, even after the termination, suspension or cancellation of the User’s Tokn1 Account.

Other than Tokn1 affiliates, there are no third party beneficiaries of these Terms. Your agreement with Agent, if any, will be on its own merits and not with respect to these Terms. You may not assign these Terms, in whole or in part, to any third party without our prior written consent, and any attempt by you to do so will be void. All of Forge’s rights and obligations under these Terms are freely assignable by us in connection with a merger, acquisition or sale of assets, or by operation of law or otherwise. Our rights under these Terms will survive any termination of these terms.

The titles are for convenience only and do not form part of the agreement between the parties.

20. Electronic Signature and Communication Consent

Unless otherwise provided, We will provide and receive communications in connection with the Platform and/or the Services, exclusively in electronic format. These communications include, but are not limited to, (i) agreements and policies required to use the Services, (ii) Transaction Documents, (iii) disclosures, notices, waivers and consents (iv) payment authorizations and transaction receipts or confirmations, ( v) account statements and history. We may also use electronic signatures and obtain them from You.

Your acceptance of these Terms confirms your ability and consent to receive electronic communications from Tokn1, rather than in paper form, and to the use of electronic signatures in our relationship with You.

If You decide to opt out or withdraw your consent, please make arrangements by contacting Tokn1.

To ensure that our communications reach You, please ensure that your contact information, including, but not limited to, your email address and telephone number, remains up to date.

It will be understood that for all applicable purposes, the User establishes an address in the email provided for the purposes of registration on the Platform. If You need to send any official notification or communication to Tokn1, or for any question about these Terms, it can be sent to support@tokn1.com.