The Tokens have not been and will not be registered under the United States Securities Act of 1933, as amended (the “Securities Act”), and may not be offered or sold in the United States or to or for the benefit of US persons (as defined in Regulation S under the Securities Act) unless they are so registered, or an exemption from the registration requirements of the Securities Act is available. One such exemption allows the resale of Tokens purchased for their own account and for investment purposes only by investors who (i) are not otherwise affiliated with the Medxchange Limited, (ii) are accredited investors, (iii) have been exposed for some time to the economic risks that ownership of Tokens entails, or (iv) are not part of the distribution of the Tokens. Further, the Tokens are not authorised by the Securities and Futures Commission (SFC) of Hong Kong, and are offered pursuant to an exemption or safe harbour as applicable to a “virtual commodity” as defined by the SFC.
“Affiliate” (concerning the “First Person”) means any other person which acts directly or indirectly through one or more mediators. Affiliate controls the First Person, is controlled by the First Person or is under common Control with the First Person.
“Closing Time” means the earlier to occur of:
- Upon reaching hard cap; or
- 12:00 PM GMT on August 30th, 2021.
“Commencement Time” means 12:00 PM GMT on May 1st, 2021.
“Control” means, in relation to any person, the possession of the power to direct or cause the direction of the management and policies of such person, whether via the possession of voting shares, by agreement or differently.
“Crowdfund” or “Crowdfunding” is the process of crowdfunding which is envisaged by the Whitepaper by which MXL will receive Funds. These funds are used for the development of Medxchange project as described in the Whitepaper.
“Participant” means the legal or natural person which participates in the Crowdfunding.
“Force Majeure Event” means any event or situation which: (i) is not under control of MXL or any of its subcontractors; (ii) causes MXL to fail in delivering the Medxchange Platform or any aspect of the Medxchange Platform; or (iii) is not able to be averted by MXL taking precautions and cannot be circumvented or circumnavigated by MXL.
“Funds” means funds sent by Participants to MXL in exchange for MedCash Tokens according to the then current exchange rate.
“Hard Cap” means the maximum amount we will accept in the Crowdfunding. Any additional amounts transferred will be returned to Participants who transfer after reaching the Hard Cap.
“Loss” means different types of damages, costs, business interruption, expenses (counsel’s or legal fees or the costs of any claim or suit), profits or income or other economic loss, any loss of cryptocurrency or digital assets, any work termination, data loss, computer failure or malfunction, or any other loss.
“Operator” is any MXL operator who participates in the development of Medxchange software or provides any other services ordered by MXL.
“Reserved Proportions” means the proportions of the total amount of Tokens which is provided due to Crowdfunding. Such proportions being the 25% reserved for the team of Medxchange founders, team members and early stage contributors.
“Smart Contract” is the Ethereum smart agreement which was created for Medcash. It is described in the Whitepaper.
“MedXchange Limited” or “MXL” or the “Company” is the limited company that owns and operates the MedXchange platform and is established within the laws of Hong Kong.
“MedXchange” or “Medxchange Platform” or “Medxchange Ecosystem” or “Medxchange System” means the system which is described in the Whitepaper. MXL develops and deploys this system with the assistance of Affiliates and third parties employed by MXL for that purpose.
“MedCash” or “MedCash Token”, “MedCash Blockchain Token”, “MEDCASH” or “Token” means the ERC-20 standard Ethereum token which is native to Medxchange. It is used to as a “virtual commodity” to facilitate sales transactions of all global medical devices and supplies on the Medxchange system, and it is used to incentivize miners and data silos, and it is used to support all other related and supporting transactions, including exchange transactions with fiat currencies and other selected cryptocurrencies. Medcash does not convey any equity or ownership interests, or any shareholders’ rights (such as the right to receive dividends and the right to participate in the distribution of the MXL’s surplus assets upon a winding up, if any); as such Medcash is a digital token and is not and may not be regarded as an interest in a “collective investment scheme” (CIS), as defined by the Hong Kong Securities and Futures Commission (SFC).
“MXL Party” is MXL, any Operator, Officer, Director, Employee, Contractor or any of their Affiliates and any Operator or their Affiliates.
“Soft Cap” means the minimum amount we will need to move forward with the development of Medxchange.
“Whitepaper” is the document in which the Medxchange project is described. It is available on the Website.
“US” or “USA” means the territories of the United States of America. It also means any state of the United States of America.
“GMT” is the Greenwich Mean Time.
“Website” means http://zvp.d77.myftpupload.com, and all related pages and all subdomains.
“Crowdfunding Platform” means an exchange, cryptocurrency exchange, crowdfunding service, broker or broker-dealer, or such other platform or service selected by Medxchange to conduct the Crowdfunding.
The Crowdfunding is being conducted by MXL and will take place outside the USA, Canada, and China.
By using the Website and participating in the Crowdfunding the Participant agrees to these terms and conditions. MXL retains the right to make corrections to the terms and conditions at any time. Such corrections will be immediately published on the Website. By continuing to use the Website and taking part in the Crowdfunding the Participant accepts such corrections. If the Participant does not agree to these terms and conditions, he must stop using the Website and taking part in the Crowdfunding.