UCTalent Pioneer Community NFT Sale - Pre-Foundation Registration Terms and Conditions

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IMPORTANT NOTICE: UCTalent Labs, a registered software company in Vietnam, is facilitating the sale of these NFTs. The UCTalent Foundation, intended to be registered in the British Virgin Islands, is not yet a legal entity. By purchasing an NFT, you acknowledge and accept the increased risks associated with this pre-foundation registration period.

Released at 31/03/2025

1. Introduction and Acknowledgement of Pre-Foundation Status:

These Terms and Conditions ("Terms") govern your purchase and ownership of the UCTalent Pioneer Community NFTs ("NFTs"). These NFTs are being offered for sale by UCTalent Labs, a registered software company in Vietnam ("UCTalent Labs").
You acknowledge that the UCTalent Foundation, intended to be registered in the British Virgin Islands, is not yet a legal entity and that the legal status of this future entity is not yet finalized.
By purchasing an NFT, you acknowledge that you have read, understood, and agree to be bound by these Terms, with full awareness of the pre-foundation registration status and the associated risks.
UCTalent Labs reserves the right to amend these Terms at any time, with changes posted on the UCTalent website. Your continued purchase or holding of the NFTs constitutes acceptance of any changes.

2. NFT Purchase and Ownership (Pre-Foundation):

NFTs are digital collectibles representing certain rights and utilities within the UCTalent ecosystem, as described in the UCTalent white paper.
Purchase of an NFT during this pre-foundation period grants you a non-exclusive, non-transferable license to use and display the NFT for personal, non-commercial purposes, subject to the eventual legal structure of the UCTalent Foundation.
You acknowledge that the legal entity responsible for the UCTalent platform and the NFTs will be the UCTalent Foundation, once it is registered. During this pre-foundation period, UCTalent Labs is facilitating the sale.
The NFT is sold on the COTI V2 network.
The price of the level one NFT is 99 COTI.

3. Token Airdrops and Utilities (Pre-Foundation):

The UCTalent Foundation, once registered, intends to airdrop UCTalent tokens to NFT holders, as specified for each NFT level.
You acknowledge that the distribution of tokens and the provision of other utilities are contingent upon the successful registration of the UCTalent Foundation and may be subject to change.
Private sale access, special lotteries, and UPP program rewards are subject to the same contingencies.
UCTalent Labs does not guarantee the delivery of any token airdrops or utilities.

4. Representations and Warranties (Pre-Foundation):

You represent and warrant that you are of legal age to enter into a binding contract.
You represent and warrant that your purchase of NFTs complies with all applicable laws and regulations in your jurisdiction.
You acknowledge that NFTs and cryptocurrencies are highly volatile and speculative, and you assume all risks associated with their purchase and ownership, including the added risks associated with the pre-foundation status.
You acknowledge that the UCTalent platform, and the UCTalent token, is still in development, and that the team holds the right to change the direction of the project, especially during the pre-foundation period.

5. Limitation of Liability (Pre-Foundation):

UCTalent Labs, and any eventual UCTalent Foundation, shall not be liable for any direct, indirect, incidental, consequential, or punitive damages arising from your purchase or ownership of NFTs, especially during this pre-foundation period.
UCTalent Labs shall not be liable for any losses or damages resulting from network disruptions, security breaches, or other technical issues.
UCTalent Labs is not liable for any tax obligations that NFT owners may have.

6. British Virgin Islands Law and Jurisdiction (Intent):

The UCTalent Foundation, once registered, intends that these Terms shall be governed by and construed in accordance with the laws of the British Virgin Islands.
You acknowledge that the jurisdiction and enforceability of these Terms may be affected by the pre-foundation status and the involvement of UCTalent Labs.

7. Force Majeure (Pre-Foundation):

UCTalent Labs shall not be liable for any failure or delay in performance caused by events beyond its reasonable control, including but not limited to natural disasters,¹war, terrorism, and government actions, especially during the pre-foundation period.

8. AML/KYC (Intent):

The UCTalent Foundation, once registered, intends to conduct AML and KYC checks on NFT purchasers, as required by applicable laws and regulations.
You acknowledge that AML/KYC requirements may be delayed or affected by the pre-foundation status and the involvement of UCTalent Labs.

9. Intellectual Property (Pre-Foundation):

The UCTalent Logo, and art associated with the NFTs, are the intellectual property of UCTalent Labs, and will be transferred to the UCTalent Foundation once it is registered.
UCTalent Labs has the right to use the art, and logo, as it sees fit, during this pre-foundation period.

10. Disclaimer (Pre-Foundation):

NFTs are digital collectibles with no intrinsic value.
UCTalent Labs does not guarantee any future value or profitability of NFTs.
You acknowledge that you have conducted your own due diligence and understand the risks involved in purchasing NFTs, including the heightened risks associated with the pre-foundation status.

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