EXIST WHITE PAPER TOUCHSTONE STEP/DOCUMENT 1.5 EXIST CRYPTO INC. EXIST CRYPTO (ONUS) TOKEN PURCHASE AGREEMENT A TECHNOLOGY SERVICES AGREEMENT-FINAL
EXIST WHITE PAPER TOUCHSTONE STEP/DOCUMENT 1.5
EXIST CRYPTO INC.
EXIST CRYPTO (ONUS) TOKEN PURCHASE AGREEMENT
A TECHNOLOGY SERVICES AGREEMENT
This Agreement is between Print Name:* (“You”) and/or between the entity that you represent:* (“Entity”) residing at/or with a principal place of business located at Address:*(“The Buyer”) and Exist Crypto, Inc., a Delaware Corporation, (hereinafter referred to as the “Company” and/or as the “Seller”). Buyer and Company are herein referred to individually as a “Party” and collectively, as the “Parties.”
This EXIST CRYPTO Inc., Token Purchase Agreement (this “Agreement”) contains the terms and conditions that govern the creation and use of the EXIST CRYPTO Alternate Virtual Equity Credit Tokens and the EXIST CRYPTO AVEC Token Distribution Contract.” EXIST CRYPTO Alternate Virtual Equity Credits, or “EXIST, AVEC” is defined as; an encrypted digital set of tokens (token species) that are applied to and represent a percentage of the owner's wholly-owned equity.
The Exist Crypto AVEC Token valuation is based on the Commercial Efficiency Valuation Association - Equity Proof of Stake Protocol hereinafter (CE-POS) upon equity verification, the equity is digitally represented by Exist Crypto, Alternate Virtual Equity Credits and recorded on the Deed of Trust to Run with the Land until redeemed by the original owner/purchaser of the Exist Token Purchase and Equity Conversion Agreement.
Exist Crypto AVEC are recorded by original owner/owners, or owner/owners qualified assignee, as an owner’s self-imposed lien against the verified amount of owner's property value and wholly-owned equity as defined in the owner’s original Exist Token Purchase and Equity Conversion Agreement.
The Exist Crypto AVEC (The Tokens) are recorded with the restricted rights of transfer associated with the owner's equity and may not be broken or infringed. The right of transfer is granted to transferee upon transferee's Purchase, Acknowledgement and Acceptance of this transaction “GRANT” Exist Crypto ONUS is created at the time of conversion by the original Owner and represents the original Owner’s unencumbered equity in a given piece of Real Property.
"Unconditional Waiver and Release of all lien rights to the property associated with this Exist Crypto Token Purchase. The consideration offered is Peer to Peer whether by Purchase, Trade, Swap, Spot, or any Exchange associated with this Transfer and is/are considered as Final Payment and are binding upon all parties and will not be reversed or refunded."
The lien is indentured and recorded on the Real Property Title Bundle by/in or through an owner’s desire, execution, and recording of a qualified Deed of Trust. The Deed of Trust is recorded at the proper public or municipal venue and may be acquired and viewed by purchasing a Property Title search at the request of the offeror.
By signing this Agreement, Buyer acknowledges that it is Buyer’s intent and purpose under this Agreement to “Exist to Build,” with a desire to use the items purchased in this Agreement (the Tokens) called, Exist Crypto Alternate Virtual Equity Credits to consume, occupy or develop their land or property in a way that Buyer sees fit.
Buyer acknowledges and understands that the Commercial Efficiency Valuation Association hereinafter “CEVA” or Commercial Efficiency Valuation Association Equity - Proof of Stake “CE-POS” shall operate as an unincorporated de-centralized oversight committee for CEVA Equity Proof of Stake and act as a self-governing organization created by and through the election of individuals or representatives from the Exist Family of Entities. CEVA may use various and multiple self- certified processes designed to establish CEVA Equity Proof of Stake Protocols for the valuation of owner equity for Buyer in any equity conversion process contemplated under the terms of this Agreement.
NOW, THEREFORE, in consideration of the mutual representations, warranties, and agreements contained in this Agreement, and for other good and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, Company and Buyer agree as follows:
IMPORTANT INFORMATION: PLEASE READ THIS AGREEMENT CAREFULLY AND IN ITS ENTIRETY.
LEGAL ADVICE DISCLAIMER:
EXIST CRYPTO INC. STATES THAT IF YOU DO NOT UNDERSTAND THE REPRESENTATIONS ASSOCIATED WITH THIS EXIST CRYPTO AVEC TOKEN PURCHASE AGREEMENT AND THE PERSONAL OR EXTENDED RISKS ASSOCIATED WITH THIS TRANSACTION, OR IF YOU DO NOT UNDERSTAND COMMERCIAL EFFICIENCY VALUATION ASSOCIATION AND/OR ITS ROLE AS A DECENTRALIZED UNINCORPORATED SELF-GOVERNING ORGANIZATION (SGO) AND/OR ITS ELECTED BODY OF REPRESENTATIVES FROM THE EXIST FAMILY OF ENTITIES FOR REPRESENTATIVE SELF GOVERNING OVERSIGHT, THEN YOU SHOULD GET OUTSIDE 3RD PARTY LEGAL ADVICE BEFORE YOU CONVERT YOUR EQUITY IN ANY GIVEN REAL PROPERTY BY PURCHASING THE EXIST CRYPTO TOKEN PURCHASE AND EQUITY (AVEC) CONVERSION SERVICES.
THE VALUE OF THE ORIGINAL TOKENS ASSOCIATED WITH OWNERS REDEMPTION OF SAID PROPERTY AND THE RELEASE OF ANY EXIST CRYPTO ENCUMBRANCES FOR THE ORIGINAL OWNER SHALL BE DETERMINED UPON AND RE-EVALUATED UPON THE SAME CE-POS PROTOCOLS AT THAT TIME IN THE CURRENT MARKET AS THEY WERE UPON THE DATE OF THE ORIGINAL OWNERS EQUITY CONVERSION DATE OF THE OWNERS REDEMPTION OF SAID PROPERTY IF THOSE THIRD-PARTY PROTOCOL SERVICES CONTINUE TO EXIST AT THAT TIME. IF THOSE THIRD-PARTY PROTOCOL SERVICES DO NOT EXIST OR HAVE CHANGED THEIR SERVICE FOOTPRINT AT TIME OF THIS PURCHASE, THEN A QUALIFIED PROPERTY APPRAISAL BY A LICENSED APPRAISER WILL BE REQUIRED.
I. TERMS OF PURCHASE
Buyer acknowledges, understands, and agrees to the following:
AS PERTAINING TO MATTERS OF EXISTCRYPTO INC., EXISTCRYPTO.COM, AND THE DEVELOPMENT OF THE SOFTWARE AND EXIST CRYPTO INC. TECHNOLOGIES PLATFORMS:
1.1 Exist Crypto Inc. is the “Sole Source Procurement” for technology developers and contract technology development service providers” for its parent company, and is developing through a combination of affiliate technologies, contractors, subcontractors, and associate partners, the www.existcrypto.com software and technologies platform (the “www.existcrypto.com Technologies platform”) as further described in the www.existcrypto.com Technical White Paper ( as it may be amended from time to time), (the “White Paper”).
1.2 At the White Paper development stage, Exist Crypto Inc. will award the necessary contracts for the development of the associated Exist Crypto Inc. Technology Platforms to its qualified technology contractor. Upon its testing and the completion of the www.existcrypto.com software and technologies platform, its release will take place under an open-source software license.
1.3 Any launch and implementation of an Exist Crypto Inc. Technology Platform may occur by third parties licensed by declarant.
1.4 Third parties launching any Exist Crypto Inc. software and technologies platform may delete, modify or supplement that Exist Crypto Inc. software and technology platform prior to, during, or after launching the Exist Crypto Inc. software and technology platform.
1.5 Third parties “MAY NOT” change and are RESTRICTED as individuals or entities from modifying or changing any code whatsoever that applies to the CEVA or CE-POS PROTOCOLS as they may be modified from time to time by qualified selection by the parent company or the elected individuals that represent the body of the Exist Family of Entities through CEVA;
1.6 Company will have no control over when, how, or whether or not an Exist Crypto Inc. software and technologies platform is adopted or implemented by a third party, or how, when, where, or whether or not the Exist Crypto Inc. software and technologies platform may be launched.
1.7. PURCHASE OF TOKENS AND TECHNOLOGY SERVICES IS/ARE NON-REFUNDABLE AND CANNOT BE CANCELLED.
1.8. “BUYER MAY LOSE ALL VALUE FROM EQUITY.”
1.9 EQUITY CONVERTED BY OWNERS INTO EXIST CRYPTO, “ALTERNATE VIRTUAL EQUITY CREDITS,” IS/ARE INDENTURED UPON THE REAL PROPERTY TITLE BUNDLE AND RECORDED ON THE DEED OF TRUST BY THE OWNER AS A VOLUNTARY SELF IMPOSED SPECIFIC LIEN AND ARE ORDERED BY THE OWNER TO BIND AND INURE TO THE BENEFIT OF, THE PARTIES AND THEIR RESPECTIVE ASSIGNS AND ARE MEANT TO RUN WITH THE LAND UNTIL REDEEMED BY THE ORIGINAL REAL PROPERTY OWNER OR THEIR QUALIFIED ASSIGNEE.
1.10 EQUITY CONVERTED TO EXIST CRYPTO, “ALTERNATE VIRTUAL EQUITY CREDITS,” OR EXIST “ONUS” EXIST CRYPTOCURRENCY IS/ARE INDENTURED UPON THE OWNER'S TITLE BUNDLE AS A VOLUNTARY SELF-IMPOSED SPECIFIC LIEN, AND ARE RECORDED ON THE TITLE OF OWNERS REAL PROPERTY BY OWNERS SELF-IMPOSED AND RECORDED DEED OF TRUST. THE REAL PROPERTY OWNERS RECORDED LIEN INCLUDES BUT IS NOT LIMITED TO; THE REAL PROPERTY OWNERS RIGHTS OF CONSUMPTION, OCCUPANCY, AND DEVELOPMENT INCLUDING THE RIGHT TO DISPOSE OF THEIR WHOLLY OWNED EQUITY IN THE REAL PROPERTY AND ALSO DEFINES THE RIGHTS OF TRANSFER THAT MAY BE GRANTED UPON OR AT THE TIME OF THE SALE OR EXCHANGE OF THEIR EQUITY POSITION IN THE REAL PROPERTY.
1.11 THIRD PARTY EXIST CRYPTO, AVEC TOKEN PURCHASERS MAY PURCHASE EXIST CRYPTO AVEC TOKENS AS A REPRESENTATION OF OWNERS RESTRICTED EQUITY WITH THE EXIST FAMILY OF ENTITIES AND THE ASSOCIATED TRANSFER RIGHTS AS DEFINED HEREIN.
1.12 EXIST CRYPTO AVEC TOKENS MAY BE REDEEMED FROM ENCUMBRANCE BY THE REAL PROPERTY OWNER AT THE REAL PROPERTY OWNER’S SOLE DISCRETION THROUGH PAYMENT IN US DOLLARS OR UPON THE SALE OR REFINANCE OF THAT REAL PROPERTY THAT THE EXIST CRYPTO AVEC OR EXIST ONUS TOKENS ARE TIED TO BY THE EXIST CRYPTO ENCUMBRANCES.
1.13 TRANSFER RIGHTS ARE GRANTED VOLUNTARILY BY ORIGINAL REAL PROPERTY OWNER UPON CONVERSION OF WHOLLY OWNED, OWNER EQUITY INTO EXIST CRYPTO AVEC AND RECORDED BY INDENTURE ON THE CHAIN OF TITLE BY DEED OF TRUST AT THE APPROPRIATE RECORDER’S OFFICE OR BY QUALIFIED ELECTRONIC RECEIPT WHERE APPLICABLE. UPON EXIST CRYPTO AVEC OR THE TOKEN OWNERS EXCHANGE, SWAP, SELL, TRADE OR TRANSFER, THE EQUITY ASSOCIATED WITH THE TOKENS AS STATED AT CONVERSION AND THE RIGHT OF TRANSFER OF SAID EQUITY BY TOKEN TRANSFER ARE GRANTED TO TRANSFEREE.
1.14 THE RIGHTS ASSOCIATED WITH THIS EXIST CRYPTO AVEC TOKEN PURCHASE AGREEMENT ARE GRANTED BY THE ORIGINAL REAL PROPERTY AND EQUITY OWNER AND ANY SUBSEQUENT TRANSFEREE OF THE REAL PROPERTY OWNER. THE RIGHT OF TRANSFER OF SAID TOKEN EQUITY ASSOCIATED WITH THIS AGREEMENT GRANTS TOKEN HOLDER THE RIGHT TO EXCHANGE, SWAP, SELL OR TRANSFER OWNERS EXIST CRYPTO AVEC TOKENS IN ANY WAY UNDER LAW. THE RIGHT OF TRANSFER TO ANOTHER PARTY IS GRANTED BY ORIGINAL REAL PROPERTY OWNERS EXST CRYPTO TOKEN PURCHASE AND EQUITY CONVERSION AGREEMENT AND THE ORIGINAL REAL PROPERTY OWNER’S EXECUTION THEREOF ON THE TITLE BY DEED OF TRUST FOR THEIR OWN PURPOSES.
1.15 RIGHT OF TRANSFER IS/ARE GRANTED “SPECIFICALLY” TO A TOKEN PURCHASER OR TO THE TRANSFEREE IN EXCHANGE FOR TRANSFEREE’S COMPLETE AND TOTAL UNCONDITIONAL LIEN WAIVER AND RELEASE OF ANY AND ALL LEGAL CLAIMS AGAINST ANY AND ALL REAL PROPERTY THAT THE EXIST CRYPTO AVEC TOKENS PURCHASED ARE TIED TO, ALONG WITH THE COMPLETE LIEN RELEASE OF PURCHASER OR TRANSFEREE INTERESTS IN ANY OTHER OF THE OWNERS REAL PROPERTY OR INCREASE ASSOCIATED WITH THE ORIGINAL REAL PROPERTY OWNER’S TITLE BUNDLE THAT ARE NOT SPECIFICALLY IDENTIFIED IN THE RIGHT OF TRANSFER DEFINED IN ORIGINAL OWNER'S EXIST CRYPTO TOKEN PURCHASE AND EQUITY (AVEC) CONVERSION AGREEMENT.
1.16 THE TERMS AND CONDITIONS OF USE, INCLUDING, THE COVENANTS, CONDITIONS AND RESTRICTIONS FOUND AT www.existcrypto.com, AND MADE A PART OF THE EQUITY IN THE REAL PROPERTY MADE SUBJECT TO AN EXIST CRYPTO TOKEN PURCHASE AGREEMENT, AND ITS CONTRACTUAL, DIGITAL, AND VIRTUAL REPRESENTATIONS MANIFEST BY THE COMPANY PROVIDED TECHNOLOGY SERVICES TO THE OWNER IN THIS EXIST CRYPTO TOKEN PURCHASE AND EQUITY (AVEC) CONVERSION AGREEMENT, ALONG WITH THE RECORDED CEVA EQUITY - PROOF OF STAKE PROTOCOLS OF VERIFICATION REFERENCED IN THIS AGREEMENT, ATTACHED IN FORM AND BOUND TO THE TITLE BY A RECORDED DEED OF TRUST AGAINST THE OWNERS SUBJECT REAL PROPERTY, COMPRISE THE TOTAL AGREEMENT BETWEEN THE COMPANY, THE ORIGINAL OWNER OF SAID SUBJECT PROPERTY AND THE TOKEN PURCHASER OR TRANSFEREE/ BUYER INCLUDING ALL SUBSEQUENT TRANSFEREE OWNERS OR HOLDERS OF STATED EXIST CRYPTO ALTERNATE VIRTUAL EQUITY CREDITS (THE TOKENS).
1.17 “IN ORDER FOR A COVENANT TO RUN WITH THE LAND, THERE MUST BE AN INTENT AGREED TO BY ALL PARTIES TO THE COVENANT THAT IT DO SO.” BY ACCEPTING THIS AGREEMENT, ALL PARTIES TO THIS AGREEMENT ACKNOWLEDGE, ACCEPT AND MAKE KNOWN TO ALL CURRENT PARTIES INCLUDING ALL OTHER SUBSEQUENT PARTICIPANTS, THAT THE PARTIES DESIRE AND AGREE UPON INTENT, AND THAT THE “TERMS AND CONDITIONS OF USE” INCLUDING THE EXIST CRYPTO INC. COVENANTS, CONDITIONS AND RESTRICTIONS FOUND AT www.existcrypto.com, THAT ARE ASSOCIATED WITH THIS AGREEMENT, CONSTITUTE THE OWNERS PURCHASE OF TECHNOLOGY SERVICES FOR A SELF IMPOSED LIEN AND CONVERSION OF OWNERS EQUITY INTO EXIST CRYPTO ALTERNATE VIRTUAL EQUITY CREDITS. THE AVEC TOKENS USED BY PURCHASER, BUYER OR TRANSFEREE UNDER THIS CONTRACT ARE TO RUN WITH THE LAND UNTIL REDEEMED BY THE ORIGINAL REAL PROPERTY OWNER UNDER THE TERMS OUTLINED IN THE CC&RS.
1.18 EXIST CRYPTO AVEC TOKENS MAY BE REDEEMED FROM ENCUMBRANCE OF EXIST CRYPTO INC. BY THE ORIGINAL REAL PROPERTY OWNER/BUYER AT THEIR SOLE DISCRETION. REDEMPTION MAY OCCUR UPON THE REPURCHASE OR SALE OF THE REAL PROPERTY BY OWNER AT MARKET VALUE. ALL FUNDS THAT ARE ACQUIRED BY EXIST CRYPTO INC.WILL BE PLACED BACK INTO COSTS ASSOCIATED WITH THE REAL PROPERTY MARKET, AT MARKET PRICE, AS CONDITIONS MAY APPLY IN CURRENT MARKETS AS INTERPRETED BY THE PARENT COMPANY.
1.19 ORIGINAL OWNERS’ EQUITY CONVERTED TO EXIST CRYPTO AVEC, THAT IS DISTRIBUTED BY THE OWNER AND TRADED, SWAPPED OR PURCHASED IN ANY WAY BY BUYERS OTHER THAN THE PRIMARY REAL PROPERTY OWNER, MAY BE REDEEMED AT CURRENT TOKEN MARKET VALUE, IF AND WHEN ONE EXISTS.
1.20 ANY EXIST CRYPTO AVEC TOKEN THAT IS REDEEMED BY NEW TOKEN PURCHASER, SHALL BE BASED ON THAT GIVEN EXIST CRYPTO AVEC TOKEN BUYER’S OWN UNDERSTANDING AND THEIR BEST EFFORTS TO SELF DETERMINE THE VALUE OF A GIVEN PURCHASE TRANSACTION OF EXIST CRYPTO AVEC TOKENS AND THE ABILITY TO NEGOTIATE FOR THEMSELVES.
1.21 ALL GAINS AND LOSSES ARE WHOLLY AND COMPLETELY THE RESPONSIBILITY OF THE BUYER. EXIST HAS NO PERSUASION OR AUTHORITY WHATSOEVER IN THE PEER TO PEER, TRADE, SWAP, EXCHANGE OR REDEMPTION THAT OCCURS BETWEEN PRIVATE PARTIES AND MAY NOT BE HELD ACCOUNTABLE FOR SUCH TRANSACTIONS.
1.22 THE EXIST CRYPTO AVEC TOKEN MARKET AND ITS VALUATION SHALL BE BASED UPON CEVA EQUITY PROOF OF STAKE (CE-POS) AND QUALIFIED INDEPENDENT REAL ESTATE MARKET VALUATION AS A BASELINE. ALL EXIST CRYPTO AVEC TOKEN VALUATIONS ARE CALCULATED AT THE TIME OF ORIGINAL CONVERSION, BY CE-POS, BASED ON THE THEN CURRENT OWNERS VERIFIED REAL AND WHOLLY OWNED EQUITY IN REAL PROPERTY.
1.23 THE CE-POS INDEPENDENT VALUATION IS A MARKET VALUE MARKER, RECORDING THE DATE, TIME AND CURRENT MARKET VALUE FOR THE OWNER OF REAL PROPERTY AND THEIR DESIRE TO CONVERT EQUITY INTO EXIST CRYPTO AVEC BY QUALIFIED INDEPENDENT SOURCES.
1.24 THE CE-POS MEASUREMENT AND VALUATION PROCESS IDENTIFIES AND DESIGNATES THE EQUITY AVAILABLE TO RUN WITH THE LAND ON TITLE AT THE REQUEST AND ORDER OF THE REAL PROPERTY OWNER AND CONVERTED TO DIGITALLY REFLECT THE PERCENTAGE OF THE EQUITY THAT REPRESENTS THE TOKENS AS A BASELINE FOR A QUALIFIED TOKEN VALUE OF EQUITY SECURED BY DEED OF TRUST. THE TOKEN VALUE IS BASED ON THE CURRENT MARKET VALUE OF THE OWNERS WHOLLY OWNED PROPERTY ALONG WITH THE OWNERS UNENCUMBERED EQUITY POSITION IN THE REAL PROPERTY. IT’S DISTRIBUTION IS APPLIED TO THE PERCENTAGE OF THE OWNER’S REMAINING AVAILABLE PRINCIPLE EQUITY IN THE REAL PROPERTY INCLUDING, FUTURE LOSES AND GAINS IN REAL ESTATE MARKET VALUE. A TOKEN WILL ENCUMBER TITLE BUNDLE UNTIL REDEEMED BY CREATOR AT TOKEN MARKET VALUE. (TOKEN MARKET VALUE AT REDEMPTION MAY REFLECT A DIFFERENT MARKET VALUE THAN THAT OF THE EQUITY AT TIME OF INITIAL CONVERSION AND SHOULD BE RECOGNIZED AS RISK).
1.25 COMMERCIAL EFFICIENCY VALUATION ASSOCIATION (CEVA) IS AN ELECTED SELF- GOVERNING ORGANIZATION. CEVA AND ITS BODY OF ELECTED PERSONS OR ENTITIES FUNCTION AS OVERSIGHT & COMPLIANCE FOR THE TRANSACTIONS ASSOCIATED WITH THE TRANSFER AND REDEMPTION OF EXIST CRYPTO ENCUMBERED PROPERTY. VALUE OF A GIVEN PROPERTY MAY FLUCTUATE DEPENDING ON VARIOUS CIRCUMSTANCES, WHICH MAY CONSTITUTE RISK ASSOCIATED WITH THIS TRANSACTION. BY ACCEPTING THIS AGREEMENT BUYER AGREES TO ALLOW CEVA TO OVERSEE TRANSACTIONS ASSOCIATED WITH THE TRANSFER AND REDEMPTION OF ANY EXIST CRYPTO AVEC TOKENS PURCHASED BY BUYER UNDER THIS AGREEMENT, AS WELL AS ANY RISK ASSOCIATED WITH CEVA’S ROLE DESCRIBED HEREIN AND ACCEPTS FULL RESPONSIBILITY FOR THEIR OWN DECISION IN REGARD TO THIS PURCHASE AND THEIR USE OF SAID TOKENS.
NOTWITHSTANDING THE AFOREMENTIONED, BUYER ACKNOWLEDGES AND ACCEPTS FULL RESPONSIBILITY FOR THEIR OWN DECISION IN REGARD TO THIS PURCHASE.
THIS AGREEMENT CONSTITUTES AND REPRESENTS RISK. IT POINTS TO THE TOUCHSTONE OF YOUR ABSOLUTE RESPONSIBILITY IN HOLDING, CONTROLLING, NEGOTIATING AND TRADING YOUR OWN EQUITY AND ANY ASSOCIATED RISKS THAT MAY EXIST IN AN UNDETERMINED AND EMERGING MARKET. (BUYER BEWARE)
1.26 THE OBLIGATIONS UNDER THIS AGREEMENT WILL BIND AND INURE TO THE BENEFIT OF SUCCESSORS, HEIRS AND ASSIGNS.
1.27 THE EXIST CRYPTO AVEC TOKENS ARE/IS INDENTURED UPON REAL PROPERTY WITH THIS AGREEMENT BY TRUST DEED.
1.28 NOTICE! DISCLOSURE ON RIGHTS OF TOKEN HOLDER:
EXIST CRYPTO AVEC TOKENS POSSESS NO RIGHTS OF INFRINGEMENT OR INTERRUPTION UPON THE ORIGINAL PROPERTY OWNERS’ RIGHT OF POSSESSION, RIGHT OF CONTROL, RIGHT OF EXCLUSION, RIGHT OF ENJOYMENT, RIGHT OF DISPOSITION, RIGHT OF PROFIT AND LOSS, RIGHT TO USE OR CONSUME THE ITEM PURCHASED TO OCCUPY OR DEVELOP THE LAND. THE ONLY RIGHTS CONVEYED TO A TOKEN HOLDER ARE THE RIGHTS TO TRANSFER, SELL OR TRADE OWNERSHIP OF THE TOKEN HOLDER’S INDIVIDUAL TOKEN(S) AND THE RIGHT TO INCUR PROFIT OR LOSS OF THE VALUE OF SAID TOKEN HELD. NO ADDITIONAL RIGHTS, INCLUDING DISPOSITION OR VOTING RIGHTS, ARE CONVEYED BY A REAL PROPERTY OWNER TO A TOKEN HOLDER
THE EXIST CRYPTO AVEC TOKENS ARE AN INDEPENDENTLY MARKED VALUE DIGITAL REPRESENTATION OF EQUITY AND RECORDED ON THE TITLE BUNDLE AS SUCH. THE VALUE OF THE TOKEN IS IN ITS LIMITATION OF DISTRIBUTION AND IN THE PROPER RECORDING ON THE REAL PROPERTY TITLE. THE TOKEN IS REPRESENTED IN ITS BASIC CE-POS VALUATION AS BEING TIED ONLY TO THE REAL PROPERTY EQUITY, BASED ON A PERCENT STRUCTURE AND IS DISTRIBUTED IN ITS LIMITED CAPACITY. NO DUPLICATE TOKENS WILL BE DISTRIBUTED ONCE A PERCENT OF EQUITY HAS BEEN CONVERTED. THE TOKENS ARE SERIAL SET AND REGISTERED ON THE TRUST DEED ASSOCIATED WITH THIS AGREEMENT.
1.29 THERE IS NO CLAIM FROM EXIST CRYPTO INC., OR ITS PARENT COMPANY, THAT EXIST CRYPTO TOKENS DO OR DO NOT HAVE VALUE. THE VALUE HERE DETERMINED SHOULD BE CONCLUDED TO BE VALUED (“AS IS”).
1.30. THERE IS NO KNOWN SECONDARY MARKET FOR EXIST CRYPTO ALTERNATE VIRTUAL EQUITY CREDITS.
1.31. UNTIL AN AGREEMENT IS FULLY APPROVED OR UPON ANY TIME EXIST CRYPTO, INC. DISCOVERS ANY FALSE INFORMATION, EXIST CRYPTO INC. RESERVES THE RIGHT TO REFUSE OR CANCEL TOKEN PURCHASE AND SERVICE AGREEMENT REQUESTS, AT ANY TIME, IN OR UPON ITS SOLE DISCRETION.
1.32. PLEASE READ THE REPRESENTATIONS AND WARRANTIES SET FORTH IN SECTION SIX CAREFULLY AND IN THEIR ENTIRETY.
1.33. THIS AGREEMENT INCLUDES PRE-DISPUTE RESOLUTION IN SECTION 10 AND REQUIRES ARBITRATION IN SECTION 10.2.
1.34 This Agreement shall be executed in the presence of no less than two (2) witnesses.
1.35 Successors and Assigns. This Agreement shall be binding upon and inure to the benefit of the parties and their successors and permitted assigns. The Company may not assign this Agreement or any rights or obligations hereunder without the prior written consent of each Purchaser (other than by merger). Any Purchaser may assign any or all of its rights under this Agreement to any Person to whom such Purchaser assigns or transfers any Exist Crypto AVEC, provided that such transferee agrees in writing to be bound to the transferred Exist Crypto Token and by the provisions of the Transactions and Documents that apply to the "Purchasers.”
II. ACCEPTANCE OF AGREEMENT AND PURCHASE OF TOKENS
2.1 Terms of Purchase. The Seller certifies that for consideration, by means of exchange or swap, for Exist Crypto Inc. Technology Services (consideration as attached, and made a part of this Agreement as Exhibit B.), for Buyers payment in the amount of $ * USD [or value in kind in an alternative means of Exist Crypto Inc. Supported digital currency, including real property equity, or Exist Crypto AVEC or ONUS as agreed upon by the parties] in the amount of (AVEC) * (ONUS) * or other in kind Exist Crypto Inc. Supported digital asset (ETH)* (BTC) * or request other (other) * (Identify request form@ support).
Buyer may substitute for payment to the Seller, at the Seller's sole right of refusal, and /or approval, a current market value equivalent of Exist Crypto AVEC, United States Dollars, Ethereum or Bitcoin. All other Cryptocurrencies will be handled on an individual basis and must be approved by the Company.
In the event that Buyer enters into this Agreement concurrently (at the same date and time) as their execution of the Exist Crypto Token Purchase and AVEC Equity Conversion Agreement, then the Technology Service fees and/or consideration described in this Section 2.1 shall not exceed payment of Ten US DOLLARS ($10.00), and the parties shall acknowledge that the execution of the Exist Crypto Token Purchase and AVEC Equity Conversion Agreement and payment of fees associated with that Agreement plus Ten US DOLLARS ($10.00) shall suffice for consideration under this Agreement . If this Agreement is executed at a time and/or date different than the time and date Buyer executed the Exist Crypto Token Purchase and AVEC Equity Conversion Agreement, then the consideration described herein in Section 2.1 applies under this Agreement.
2.1.1 Transaction Fees on Present and Future Transfer of Exist Crypto Inc., Alternate Virtual Equity Credits (“AVEC”) and the Exist Crypto (“ONUS”) Tokens under CE-POS, which is the Commercial Efficiency Valuation Association applied Owner CEVA Equity Proof of Stake Services. In addition to the payment terms outlined in Section 2.1, an additional Transaction or Transfer fee of One Percent (1%) of the value of the Exist Crypto Token being traded will be withheld from Buyer’s Token equity and held by Exist Crypto, Inc. upon transfer and exchange of the Tokens contemplated under this Agreement between Seller and Buyer. This amount is restricted to the value set at the original token purchase amount when originally converted to Exist Crypto AVEC and is withheld on the valuation of each given Exist Crypto Token in whole or in fraction in order to fund and maintain Exist tracking technology services for owner, and to also pay for independent CEVA/CE-POS Technology Services. This additional fee of One (1%) Percent value is assessed on a Pay Per Transaction Fee Basis; (this does not include other Owner Self Imposed Liens that may be associated with the Exist Crypto Tokens in this Agreement. Owner Self Imposed Liens may be in the form of any Supported Activity such as Use Fees, Equity Rents or other form of Consumer, Occupant or Development Fees). The CEVA 1% CE-POS Transaction and Pay Per Transaction Fees are to be held by a third party under the Declarant and Stakeholders to first identify Qualified Individuals to act under contract for Owner’s Qualified Intermediary, administer and maintain a third-party CEVA Qualified Intermediary, and from time to time distribute values in supported digital assets by contract to third-party organizations in order to establish, develop and maintain the Commercial Efficiency Valuation Association or CEVA/ CEVA Equity Proof of Stake Technology Services or Qualified Intermediaries tied to the Exist Crypto AVEC and Exist Crypto ONUS Tokens. Declarant, through Exist Crypto Inc. and CEVA, shall provide and maintain custody of records and CE-POS tracking for owner and owner equity technology services, information, and support services as a qualified intermediary, which in turn will provide to owner: (i) qualified administration and oversight for the development of the Commercial Efficiency Valuation Associations Measurement and Valuation Protocols; (ii) qualified intermediary CE-POS CEVA Equity Proof of Stake transfer ledger services; (iii) Exist Crypto ONUS Token owner transfer and disposal rights; and (iv) any other services supporting proper recording and authentication of Exist Crypto ONUS Tokens on the chain of title of the owners’ subject Real Property.
2.1.1 (a) CEVA Equity Proof of Stake Pay Per Transaction and other Use Fees associated with the Owner, Owners Real Property and the Owner’s Self-Imposed Lien against Owner's Equity in subject Real Property as they apply to the Exist Crypto ONUS subject to this agreement may be found in in the Owner’s Equity Qualified Intermediary Contract attached hereto as Exhibit B.
2.1.1(b) EQUITY RENTS TIED TO THE ONUS TOKENS AND THE REAL PROPERTY OWNER’S OCCUPANCY RIGHTS IN THE REAL PROPERTY ITSELF MAY BE SOLD SEPARATELY. EQUITY RENTS ASSOCIATED WITH THE EXIST CRYPTO ONUS CRYPTOCURRENCY, THAT OCCUR AND ARE DISTRIBUTED AT THE POINT OF SALE, FOLLOW THE TOKENS EXCHANGED AND REOCCUR WITH THE EQUITY VALUE OF THE TOKEN WHEN THE TOKENS EXCHANGE PEER TO PEER. THE EQUITY RENTS FROM ONUS MAY BE SOLD SEPARATELY FROM THE EQUITABLE GAINS OF THE AVEC CE-POS VALUATION AND ARE VALUED IN ADDITION TO THE UNDERLYING CE-POS VALUATION PROTOCOL AND MAY INCREASE VALUE FROM THE BASELINE INDEX. (SEE EXHIBIT (B)
OCCUPANCY BUNDLE OF RIGHTS TO THE REAL PROPERTY MAY BE SOLD SEPARATELY ONCE ALL THIRD PARTY UNDERLYING ENCUMBRANCES AND/OR DEBT HAS BEEN TERMINATED.
In order to create this set of Owner Equity backed Tokens as Exist Crypto ONUS under this Agreement, “Owner shall enter into an Owner’s Equity Qualified Intermediary Contract with an Exist Crypto CE-POS Qualified Intermediary, this is an Exist Touchstone Paper Contract associated with the WHOA T.I.M.E. Property Management, Community Development and Maintenance Contract, which is a required WHOA community property disclosure.
The Technology Services portion of this Agreement are provided by Exist Crypto Inc.. Original Exist Token Purchase and Equity AVEC Conversion is incorporated by reference herein under Exhibit A to this Exist Crypto ONUS Token Purchase and Technology Services Agreement and is made a part thereof.
The Technology Services portion of this Agreement are provided by Exist Crypto Inc.. Original Exist Token Purchase and Equity AVEC Conversion is incorporated by reference herein under Exhibit A to this Exist Crypto ONUS Token Purchase and Technology Services Agreement and is made a part thereof.
2.1.1(c) In the event that Buyer enters into this Agreement concurrently (at the same date and time) as their execution of the Exist Crypto Token Purchase and AVEC Equity Conversion Agreement, then the CEVA Equity Proof of Stake fees and/or consideration described in this Section 2.1.1 shall be waived and the parties shall acknowledge that the execution of the Exist Crypto Token Purchase and AVEC Equity Conversion Agreement and payment of CEVA Proof of Stake fees associated with that Agreement shall suffice for purposes of CEVA Proof of Stake services under this Agreement . If this Agreement is executed at a time and/or date different than the time and date Buyer executed the Exist Crypto Token Purchase and AVEC Equity Conversion Agreement, then the CEVA Proof of Stake fees described herein in Section 2.1.1 applies under this Agreement.
2.1.2 Nature of Exist Crypto, AVEC the Token. Exist Crypto ONUS are a tokenized digital representation of the Worldwide Homeowners Association community and shared property under WHOA management for its development and maintenance. It is an owner equity backed digital asset representing Owner’s unencumbered equity in a given piece of real property that can be used for commercial exchange within or without the commercial framework of the qualified membership of the Exist Family of Entities. ONUS may also be exchanged or traded on digital crypto trading platforms. See Exist ONUS CC&R’s at www.existcrypto.com for more details.
The Exist Wealth Architect ECO Register 1.2 Stakes CE-POS Third Party Verified Digital Exist Crypto AVEC or Exist Cryptoequity Tokens and or Exist Crypto ONUS Cryptocurrency Tokens and other Supported Cryptocurrency Tokens or fractions of those Tokens, based upon the Token’s particle age (or the age from the baseline of the Token’s creation). These Tokens are hosted in the Exist Wealth Architect ECO Register 1.2. The original Token age for Exist Crypto AVEC is/are designated at the Time and Date of an original Property Owner/ Buyer’s Equity Conversion into Exist Crypto AVEC and upon Token distribution. Each serial set of Exist Crypto AVEC Tokens that are created under this Agreement, are a serial set marked upon original equity conversion and then distributed. The batch Serial Number is held by Exist Crypto Inc. for CEVA Equity Proof of Stake, custody of records, origin, post value receipt and measurement & verification protocols including acting as an information data aggregating resource for CE-POS review and the development of CEVA Equity Proof of Stake Valuation Markers and continuing Measurement and Verification Protocols.
2.1.3. Token Value at the time of Transfer. The Tokens, in the form of Exist Crypto ONUS, shall be conveyed to Buyer upon Seller’s CE-POS Transaction Receipt of payment from Buyer. Upon receipt of payment from buyer in the value determined by the parties, Seller shall concurrently transfer to the Buyer the Exist Crypto ONUS Tokens through the Exist Crypto Inc. Technology Services Platform using their Exist Wealth Architect ECO Register 1.2 following the CE-POS “CEVA Equity Proof of Stake Token Transfer Protocols.”
2.1.3(a). The Token Value of One Exist Token for a value basis upon exchange shall be determined between peers “As Is” by the parties who desire the exchange.
2.1.4 Calculation of CE-POS Fees at the Time of Transfer. The third-party CE-POS Token Valuation Protocol is restricted to only verify a digital equity percentage of the original Owner third party verified wholly owned and controlled equitable value in the owner’s given Real Property at the date of conversion. CEVA CE-POS Token exchange transfer and transaction protocol fees are based on the valuation posted on the original Exist Crypto Token Purchase and Equity (AVEC) Conversion Agreement CE-POS transaction receipt. The receipt is retained for custody and reference from the time of conversion. (Any added CE-POS Transfer or Transaction fees or any other fees that may have been applied to this Serial Set of Exist Crypto ONUS Tokens by this Agreement are disclosed in the documents within the attached Exhibit B.)
2.1.5 Peer to Peer Valuation. Peer to Peer exchanges that occur between parties are determined by those parties doing the exchange. Exist Crypto Inc. has no say whatsoever in the exchange or negotiation of a member Peer to Peer transaction
2.1.6 Insufficient Value on Peer to Peer Exchange. Exist Crypto Inc. will not fulfill Exist Crypto Inc. Technology Services on Peer to Peer exchanges involving Exist Crypto ONUS or any other Exist Crypto Supported Digital Asset when the exchange is subject to deficits or insufficient funds in the associated accounts where a certain representation of value in the form of funds or equity is necessary, in order for both parties to have maintained to fulfill the Seller request order for CE-POS Receipt Protocol in any transaction.
2.2 White Paper. The white paper and other materials concerning the creation of Exist Crypto AVEC and the sale of said Tokens will be made available upon its completion at www.existcrypto.com, which may be amended from time to time (the “Exist Crypto Whitepaper”) is/are hereby incorporated by reference.
2.3 Real Property. The Buyer certifies that: (i) the Real Property made the subject of this Agreement is fully described in this Agreement under Exhibit A attached hereto; (ii) any unencumbered owner controlled equity position in the subject Real Property described herein shall be free and clear of encumbrances at the time of conversion.
III. PARTY RESPONSIBILITY ON SALE AND PURCHASE OF TOKENS
3. Responsibilities and Roles of the Parties.
3.1 Party Obligations. Seller shall: (i) provide the Buyer with Proof of Ownership of the Tokens as a condition precedent to any sale of Exist Crypto AVEC Tokens by Seller to Buyer. Buyer shall provide and verify an accurate Exist Wealth Architect ECO Register 1.2 compatible digital ECO System address to Seller before any Exist Crypto AVEC Tokens may be distributed to Buyer from Seller through the Exist Crypto CEVA Equity Proof of Stake Protocol.
3.2 Sources and Uses of Funds.
3.2.1 Use of Funds. Buyer shall not use the Tokens to finance, engage in, or otherwise support any unlawful activities.
3.2.2 Anti-Money Laundering; Counter-Terrorism Financing. To the extent required by applicable law, Buyer shall comply with all anti-money laundering and counter- terrorism financing requirements.
3.3 Present and Future Transfers and Exchange.
3.3.1 Transfer and Exchange Autonomy. The parties agree that once Buyer has acquired Exist Crypto ONUS, and the Buyer has paid Seller the agreed upon value outlined in Section 2 above, then Buyer may retain, transfer, trade, exchange or sell any amount of its virtual Exist Crypto ONUS Tokens.
3.3.2 Transfer Restrictions. Buyer agrees that outside third parties to this Agreement have placed, and again may place more limitations on the transferability or exchange of Tokens through the CEVA Equity - Proof of Stake Protocol.
3.3.3 Future Transfer Fee Disclosure - Buyer agrees that all future transfer and exchange fees associated with the exchange of Exist Crypto AVEC tokens in their possession are subject to a One Percent (1%) transaction fee that is calculated off of the original value of the tokens in the exchange, determined fee is based upon the value posted on the original date of conversion of the Exist Crypto ONUS token at time of the Tokens Creation. This transaction fee will be paid in part by Exist Crypto Inc. to third parties as consideration for exchange and digital Cryptoequity tracking of the Token(s) use, as it pertains to digital development and its application to chain of title with Exist Crypto Inc. CE-POS Measurement and Verification Protocol and Exist Crypto Technology Services as it pertains to the Exist family of entities commercial framework described in this Agreement.
3.3.4 Rights of Token Holder. The Buyer acknowledges its limitations on any Real Property rights as is described in Section 1 above. Buyer does not have any rights of infringement upon a given real property owner’s right of possession, right of control, right of privacy, right of exclusion, right of enjoyment, right of disposition, right of profit and loss, right to use or consume the real property or the right to occupy and/or develop the real property. The only rights the Buyer has in the Exist Crypto ONUS Token is the right to transfer their Exist Crypto ONUS Token and/or the right to redeem those Tokens upon any redemption event initiated by the real property owner.
3.3.5 Redemption Event. A redemption event of any given real property tied to Buyer’s Exist Crypto AVEC Tokens shall include the repurchase, sale or refinance of that given real property tied to Buyer’s Exist Crypto AVEC Tokens. IT IS THE RESPONSIBILITY OF THE BUYER TO MONITOR THEIR EMAIL AND/OR EXIST WEALTH ARCHITECT ECO REGISTER 1.2 ACCOUNT FOR NOTIFICATION OF ANY REDEMPTION EVENT OF REAL PROPERTY TIED TO THEIR EXIST CRYPTO AVEC TOKENS AND TO ACT IN CONFORMITY WITHIN THE REQUISITE TIME FRAME TO PROVIDE NOTICE TO THE REAL PROPERTY OWNER OF BUYERS INTENT TO REDEEM AT THE TIME OF THE REDEMPTION EVENT. (ADDED FEES MAY APPLY FOR TOKEN REDEMPTION AT ANY REDEMPTION EVENT).
3.3.6 Notice to Real Property Owner. Buyer agrees that receipt of electronic notice in the form of an email or other supported electronic notification shall be sufficient notice of a redemption event. Buyer shall notify the real property owner of their intention to redeem Buyer’s Exist Crypto ONUS Tokens associated with the redemption event no later than seven (7) days prior to the closing date to Exist Crypto Inc. In the event that Buyer has not provided notice under these terms, then Buyer’s Token’s value will be transferred to a new property upon the funds being used to purchase new property for its development within the Exist Family of Entities under the terms and conditions associated with this Agreement.
IV. NO OTHER RIGHTS CREATED
4.1 No Claim, Loan or Ownership Interest. The purchase of Tokens:(i) shall not provide Buyer with rights of any form with respect to any third party company that is not a party to the terms and conditions of this Agreement, or any of its revenues or assets, including, but not limited to, any voting, distribution, redemption, liquidation, proprietary (including all forms of intellectual property), or other financial or legal rights; (ii) shall not be; and (iii) shall not provide Buyer with any ownership or other interest in any third party company.
4.2 Intellectual Property. All right, title and interest in all of Exist Family of companies’ intellectual property, including, without limitation, inventions, ideas, concepts, code, discoveries, processes, marks, methods, software, compositions, formulae, techniques, information and data, whether or not patentable, copyrightable or protectable in trademark, and any trademarks, copyright or patents based thereon shall be retained by the Declarant for the benefit of Declarant and the Exist family of Entities. Buyer shall not use any of that company’s intellectual property for any reason without securing Exist Crypto Inc, and/or any other associated company’s prior written consent.
V. SECURITY AND DATA; TAXES AND FEES
5.1 Security and Data Privacy.
5.1.1 Buyer’s Responsibility for their Own Security. Buyer shall implement reasonable and appropriate measures designed to secure access to: (i) any device associated with Buyer and utilized in connection with Buyer’s purchase of Tokens; (ii) private keys to Buyer’s Exist Wealth Architect ECO Register 1.2 account; and (iii) any other username, passwords or other login or identifying credentials. In the event that Buyer is no longer in possession of Buyer’s private keys or any device associated with Buyer’s account or is not able to provide Buyer’s login or identifying credentials, Buyer acknowledges and understands that it may lose Tokens associated with the account and/or access to its account. In such an event, the Company shall be under no obligation to recover any lost Tokens and Buyer acknowledges, understands and agrees that all purchases of Tokens are non-refundable and Buyer shall not receive money or other compensation for any Tokens purchased.
5.2 Additional Information. Upon request, Buyer shall immediately provide to any governmental and/or regulatory authority information and documents that said governmental and/or regulatory authority, in its sole discretion, deems necessary or appropriate to comply with any laws, regulations, rules or agreements, including without limitation judicial process. This section also applies to any request for information from Exist Crypto, Inc. In the event that any given governmental and/or regulatory authority seeks information on Buyer’s Cryptoequity or Cryptocurrency holdings from Exist Crypto, Inc., Buyer hereby consents to Exist Crypto, Inc. or its family of entities disclosing such information and documents in order to comply with applicable laws, regulations, rules or agreements. Exist Crypto, Inc. may, in its sole discretion, refuse to distribute Tokens to Buyer until such requested information is provided.
5.3 Taxes. Buyer shall be solely responsible for compliance with “any” tax obligations arising from the purchase, exchange, trade, swap, sale or receipt of Exist Crypto ONUS Tokens. Neither Seller nor Exist Crypto, Inc. shall bear any liability or responsibility with respect to any tax obligation of Buyer in respect of the purchase and receipt of any virtual Exist Crypto Alternate Virtual Equity Credits (The Tokens). Buyer acknowledges that Buyer is in sole possession of their Exist Crypto ONUS Tokens upon receipt, and the onus of liability and any benefit or any of the use of Exist Crypto ONUS Tokens rest wholly upon the Buyer.
VI. REPRESENTATIONS AND WARRANTIES
6. Buyer Representations and Warranties. Buyer acknowledges, represents and warrants to Seller that as of the Effective Date of this Agreement:
6.1 Authority. Buyer has all requisite power and authority to execute and deliver this Agreement, and to carry out and perform his/her desire and obligations under this Agreement. (i) If an individual, Buyer is at least 18 years old and of sufficient legal age and capacity to purchase Tokens. (ii) If a legal person, Buyer is duly organized, validly existing and in good standing under the laws of its domiciliary jurisdiction and each jurisdiction where it conducts business, they may Purchase Exist Crypto ONUS Tokens under the Terms and Conditions of Use stated in the associated documents and/or found at www.existcrypto.com.
6.2 No Conflict. The execution, delivery and performance of this Agreement will not result in any violation of, be in conflict with, or constitute a material default under, with or without the passage of time or the giving of notice: (i) any provision of Buyer’s organizational documents, if applicable; (ii) any provision of any judgment, decree or order to which Buyer is a party, by which it is bound, or to which any of its material assets are subject; (iii) any material agreement, obligation, duty or commitment to which Buyer is a party or by which it is bound; or (iv) any laws, regulations or rules applicable to Buyer.
6.3 No Consents or Approvals. The execution and delivery of, and performance under, this Agreement requires no approval or other action from any governmental authority or person other than a Qualified Buyer.
6.4 No Public Market. Buyer understands that this Agreement is for services only and is not considered an investment. Additionally, no public market now exists for the Tokens, and that the Seller of Exist Crypto Inc. Technology Services has made no assurances that a public market will ever exist for the Tokens. Buyer understands that the Tokens may be notated with one or all of the following legends: “THE TOKENS REPRESENTED HEREBY HAVE NOT BEEN REGISTERED UNDER THE SECURITIES ACT OF 1933 AND HAVE BEEN ACQUIRED AS PART OF A SERVICE AND NOT FOR AN OUTRIGHT INVESTMENT AND NOT WITH A VIEW TO, OR IN CONNECTION WITH, THE SALE OR DISTRIBUTION THEREOF. NO SUCH TRANSFER MAY BE EFFECTED WITHOUT AN EFFECTIVE REGISTRATION STATEMENT RELATED THERETO OR AN OPINION OF COUNSEL IN A FORM SATISFACTORY TO THE COMPANY THAT SUCH REGISTRATION IS NOT REQUIRED UNDER THE SECURITIES ACT OF 1933.” Any legend required by the securities laws of any state to the extent such laws are applicable to the Tokens represented by the certificate, instrument, or book entry so stated by legend, if necessary.
6.5 Foreign Investors. If Buyer is not a United States person (as defined by Section 7701(a)(30) of the Code, a “Non-U.S. Person”), Buyer hereby represents that it has satisfied itself as to the full observance of the laws of its jurisdiction in connection with any invitation to subscribe for the Tokens or any use of this Agreement, including (i) the legal requirements within its jurisdiction for the purchase of the Tokens, (ii) any foreign exchange restrictions applicable to such purchase, (iii) any governmental or other consents that may need to be obtained, and (iv) the income tax and other tax consequences, if any, that may be relevant to the purchase, holding, redemption, sale, or transfer of the Tokens. Buyer’s purchase of the Tokens will not violate any applicable securities or other laws of Buyer’s jurisdiction. If the Buyer is a Non-U.S. Person, Buyer represents, warrants and undertakes that neither it, its affiliates (as defined in Regulation 501 under the Securities Act), nor any persons acting on its or their behalf has engaged or will engage in any directed selling efforts (as defined in Regulation S) with respect to this Agreement and the Tokens.
6.6 No General Solicitation. Neither Seller, nor any of its officers, directors, employees, agents, stockholders or partners has either directly or indirectly, including, through a broker or finder (a) engaged in any general solicitation, or (b) published any advertisement in connection with the offer and sale of the Tokens.
6.7 Exculpation Among Buyers. Buyer acknowledges that it is not relying upon any Person in deciding to pursue an Exist Crypto AVEC Tokens purchase. Buyer is not subject to any of the disqualifying events listed in Rule 506(d)(1) of Regulation D under the Securities Act of 1933 (a “Buyer Event”), and there is no proceeding or investigation pending or, to the knowledge of Buyer, threatened by any governmental authority, that would reasonably be expected to become the basis for a Buyer Event.
6.8 Buyer Knowledge and Risks of this Project. Buyer has sufficient knowledge and experience in business and financial matters, including a sufficient understanding of blockchain or cryptographic tokens and other digital assets, smart contracts, storage mechanisms (such as digital or token wallets), blockchain-based software systems and blockchain technology, to be able to evaluate the risks and merits of Buyer’s purchase of Exist Crypto ONUS Tokens, including but not limited to the matters set forth in this Agreement, and is able to bear the risks thereof, including loss of all equity converted, loss of Tokens, risks of liability associated with the Company and others for the acts and omissions of Buyer, including without limitation those constituting breach of this Agreement, negligence, fraud or willful misconduct. Buyer has obtained sufficient information in order to make an informed decision to purchase Tokens in the subject Real Property described herein from the seller.
6.9 Funds; Payments. Buyer represents that the proceeds used by Buyer in order to acquire Tokens has not been borrowed from a lender without written consent from said lender or derived from, acquired by or related to any unlawful activities, including but not limited to money laundering or terrorist financing.
6.10 No Obligation to Register. Buyer understands that the Tokens have not been, and will not be, registered under the Securities Act, by reason of a specific exemption from the registration provisions of the Securities Act which depends upon, among other things, the bona fide nature of the investment intent and the accuracy of the Buyer’s representations as expressed herein. Buyer acknowledges that the Company has no obligation to register or qualify the Tokens for resale.
6.11 Anti-Money Laundering (“AML”); Counter-Terrorism Financing. To the extent required by applicable law, Buyer has complied with all anti-money laundering and counter- terrorism financing requirements in that Buyer is converting cash, personal property or other Supported digital assets owned by Buyer into Exist Crypto AVEC Tokens and represents that Buyer has and will continue to comply with all federal and state AML requirements.
6.12 Sanctions Compliance. Neither Buyer, nor any person having a direct or indirect beneficial interest in Buyer or Tokens being acquired by Buyer, or any person for whom Buyer is acting as agent or nominee in connection with Tokens, is the subject of sanctions administered or enforced by any country or government (collectively, “Sanctions”) or is organized or resident in a country or territory that is the subject of country-wide or territory-wide Sanctions.
6.13 Cloud on Real Property Title. Buyer agrees that they will not prevent, bar, encumber or cloud title on the subject real property that the Exist Crypto ONUS Token is/are tied to in any way that places any encumbrance on the property associated with their ownership of Exist Crypto ONUS that is encumbering the subject real property on the chain of title of said real property.
6.14 No Seller Representations or Warranties.
(A) SELLER EXPRESSLY DISCLAIMS ALL REPRESENTATIONS AND WARRANTIES, EXPRESS, IMPLIED OR STATUTORY.
(B) WITH RESPECT TO THE TOKENS, THEIR UTILITY AND THE ABILITY OF ANYONE TO PURCHASE OR USE THE TOKENS WITHIN THE EXIST FAMILY OF ENTITIES, SELLER EXPRESSLY DISCLAIMS ANY REPRESENTATION OR WARRANTY, EXPRESS, IMPLIED OR STATUTORY, INCLUDING WITHOUT LIMITATION, ANY REPRESENTATIONS OR WARRANTIES OF TITLE, NON-INFRINGEMENT, MERCHANTABILITY, USAGE, SUITABILITY OR FITNESS FOR ANY PARTICULAR PURPOSE, OR AS TO THE WORKMANSHIP OR TECHNICAL CODING THEREOF, OR THE ABSENCE OF ANY DEFECTS THEREIN, WHETHER LATENT OR PATENT.
(C) COMPANY PARTIES DISCLAIM ALL REPRESENTATIONS AND WARRANTIES THAT THE PROCESS OF PURCHASING OR RECEIVING THE TOKENS WILL BE UNINTERRUPTED OR ERROR-FREE, OR THAT THE TOKENS ARE RELIABLE OR ERROR-FREE.
VII. BUYER ACKNOWLEDGMENTS AND CONSENTS
7.1 Agreement. Buyer acknowledges and understands that Buyer has read in full and understands this Agreement and the terms and conditions of use to which Buyer is bound.
7.2 White Paper. Buyer acknowledges and understands that it has access to read and view by request, the Exist White Paper. Buyer acknowledges the sensitive nature of the content and information contained in the document construction of the Exist White Paper and its restricted view until published. Abstract will be provided to Buyer. Construction of Exist White Paper is restricted to Exist Crypto Inc. Technology Services Contract participants, Worldwide Homeowners Association Licensed Founder Developers and CEVA CE-POS Protocol Qualified Intermediary and Peer Review.
7.3 Seller’s Use of Sale Proceeds. Buyer acknowledges and understands that the Tokens and/or proceeds from the sale of the Tokens under this Agreement may be utilized by Seller in their sole discretion.
7.4 Transaction Fees. Buyer acknowledges and understands that any present or future exchange transactions in the Tokens effectuated using the CEVA Protocols may be subject to additional exchange and/or transaction fees, payable in virtual Exist Crypto AVEC, ONUS, or other Supported digital assets set by the Exist Crypto Inc. CEVA Protocols, which may vary from time to time.
7.5 Not an Offering of Investment or Securities. Buyer acknowledges and understands that: (a) the Purchase of Tokens and the Tokens themselves are not investments, securities, commodities, swaps on a currency, security or commodity of any kind; (b) purchases and sales of Tokens are not subject to the protections of any mature body of laws governing those types of financial instruments and are currently being developed in an emerging market; (c) this Agreement and all other documents referred to in this Agreement, including the White Paper, do not constitute a prospectus or offering document, and are not an offer to sell, nor are they a solicitation of an offer to buy an investment, a currency, a security, commodity, or a swap on either a security or commodity or a financial asset of any kind.
VIII. BUYER ACKNOWLEDGEMENTS OF RISKS
8.1 Disclaimer. TOKENS MAY HAVE NO VALUE. BUYER MAY LOSE ALL AMOUNTS PAID. Buyer has carefully reviewed, acknowledges, understands and assumes the following risks, as well as all other risks associated with the Tokens (including those not discussed herein), all of which could render the Tokens worthless or of little value:
8.2 Basis for Purchase. Tokens are each provided, used and acquired on an “AS IS” and on an “AS AVAILABLE” basis without representations, warranties, promises or guarantees whatsoever of any kind by the Company. Buyer must rely on its own examination and investigation thereof.
8.3 No Rights, Functionality or Features. Tokens have no rights, uses, purpose, attributes, functionalities or features, express or implied, outside of identifying a digitized equity position in real property interests.
8.4 Purchase Price Risk. This is a Token purchase transaction Technology Service ONLY. There are no guarantees as to the price or value of Tokens at time of purchase by Buyer and no guarantees that the future price or value per Token in whole or in fraction determined by the market will be equal to or higher than the value presumed or stated at the time of purchase. There is the possibility that the price or value per Token may fall below the price or value recorded on receipt at the time of purchase by Buyer of Tokens. Company, Licensed Founder Developer or owner/ seller reserves the right to change the duration of any timeframe for the distribution of Tokens, including, without limitation, unforeseen procedural, compliance or security issues.
8.5 Blockchain Delay Risk. On any Exist Crypto AVEC, ONUS or CE-POS Protocol, transactions may not be recorded in the last-closed ledger until the transaction has been ratified through the EXIST/ CEVA consensus and algorithm. Timing of ratification may occur at random times. For example, Token transfers in a given open ledger may not be included in the next last-closed ledger and may be included in the candidate set for the beginning of the consensus process on the next open ledger. As a result, the last-closed ledger may not include Buyer’s transaction at the time Buyer expects and Buyer may not receive Tokens on the same day Buyer converts equity for the Tokens.
8.6 Exist Crypto, AVEC/ONUS Consensus Ledger. Transactions on the Exist Crypto AVEC/ONUS Consensus Ledger may be delayed or lost due to operational error or malicious attacks by third parties. Buyer acknowledges and understands that the last-closed ledger may not include Buyer’s transaction when Buyer wants or expects and that Buyer’s transaction may be excluded or discarded entirely.
8.7 Operational Error. Buyer may never receive Tokens as a result of interruptions and operational errors in the process of purchasing or receiving the Tokens.
8.8 Ability to Transact or Resell. Buyer may be unable to sell or otherwise transact in Tokens at any time, due to (a) diminution in value of the Tokens; (b) lack of liquidity for the Tokens; or (c) Company or regulatory venue imposing restrictions on the transferability of the Tokens.
8.9 Token Security. Tokens may be subject to expropriation and or/theft. Hackers or other malicious groups or organizations may attempt to interfere with the Tokens in a variety of ways, including, but not limited to, malware attacks, denial of service attacks, consensus-based attacks, Sybil attacks, smurfing and spoofing. Furthermore, because the Exist Crypto AVEC/ ONUS CEVA Protocol rests on open source software and Tokens are based on open source software, there is the risk that Exist Crypto AVEC Protocol may contain intentional or unintentional bugs or weaknesses which may negatively affect the Tokens or result in the loss of Buyer’s Tokens, the loss of Buyer’s ability to access or control Buyer’s Tokens or the loss of any other assets in Buyer’s account. In the event of such a software bug or weakness, there may be no remedy and holders of Tokens are not guaranteed any remedy, refund or compensation.
8.10 Access to Private Keys. Tokens obtained by Buyer may be held by Buyer in Buyer’s Exist Wealth Architect ECO Register 1.2 Account or a private data vault, which requires a private key, or a combination of private keys, for access. Accordingly, loss of requisite private key(s) associated with Buyer’s digital wallet or vault storing Tokens may result in loss of such Tokens, access to Buyer’s Token balance or any balances in blockchains created by third parties. Moreover, any third party that gains access to such private key(s), including by gaining access to login credentials of a hosted wallet or vault service Buyer users, may be able to misappropriate Buyer’s Tokens. Company is not responsible for any such losses.
8.11 New Technology. The Project and all of the matters set forth in the Whitepaper are new and untested. The Project might not be capable of completion, implementation or adoption. Even if the Project is completed, implemented and adopted, it might not function as intended, and any tokens associated with a blockchain adopting the Project may not have functionality that is desirable or valuable. Also, technology is changing rapidly, so the Tokens and the Project may become outdated or for regulatory conflict, act of war, acts of god or other unforeseen reasons, the project may be completely abandoned.
8.12 Tax Consequences. The purchase and receipt of Tokens may have tax consequences for Buyer. Buyer is solely responsible for Buyer’s compliance with Buyer’s tax obligations.
8.13 Reliance on Third-Parties. Even if completed, the Project may rely in whole or in part, on third parties to comprehend, adopt and implement it and to continue to develop, supply, and otherwise support it. There is no assurance or guarantee that those third parties will complete their work, properly carry out their obligations, or otherwise meet anyone’s needs, all of which might have a material adverse effect on the Project.
8.14 Failure to Map a Public Key to Buyer’s Account. Failure of Buyer to map a public key to Buyer’s account may result in third parties being unable to recognize Buyer’s Token balance on the Exist Crypto Inc. Consensus Ledger.
8.15 Exchange & Counterparty Risks. If Buyer chooses to maintain or hold Tokens through a third-party private vault or by other means, Buyer’s Tokens may be stolen or lost. In addition, third parties may not recognize Buyer’s claim to any primary or derivative tokens if and when launched by third parties according to the distribution rules set in the Project. If Buyer holds Tokens through a third party it is at Buyer’s own and sole risk.
8.16 Changes to the Exist Crypto Inc. Project. The Project is still under development and may undergo significant changes over time. Although the Company intends for the Project to have the features and specifications set forth in the developing White Paper, Company may make changes to such features and specifications for any number of reasons, any of which may mean that the Project does not meet Buyer’s expectations. As a result: (a) the Project may never be completed; (b) the Project may not be completed as initially proposed by Company, and in a different or modified form; (c) any of the blockchain utilizing or adopting features of the Project may never be launched; and (d) a blockchain may never be launched with or without changes to the Project.
8.17 Project Completion. The development of the Project may be abandoned for a number of reasons, including, but not limited to, lack of interest from the public, lack of funding, lack of commercial success or prospects, or departure of key personnel.
8.18 Lack of Interest. Even if the Project is finished, launched and adopted, the ongoing success of the Project relies on the interest and participation of third parties. There can be no assurance or guarantee that there will be sufficient interest or participation in the Project.
8.19 Uncertain Regulatory Framework. The regulatory status of cryptographic tokens, digital assets and blockchain technology is unclear or unsettled in many jurisdictions. It is difficult to predict how or whether governmental authorities may regulate such technologies. It is likewise difficult to predict how or whether any governmental authority may make changes to existing laws, regulations or rules that may affect cryptographic tokens, digital assets, blockchain technology and its applications. Such changes could negatively impact Tokens in various ways, including, for example, through a determination that Tokens are regulated financial instruments that require registration. Company may cease the distribution of Tokens, the development of the Project or cease operations in a jurisdiction in the event that governmental actions make it unlawful or commercially undesirable to continue to do so.
8.20 Risk of Government Action. The industry in which the Company operates is new, and may be subject to heightened oversight and regulatory or public scrutiny, including investigations or enforcement actions. There can be no assurance that governmental authorities will not examine the operations of Company or pursue enforcement actions against Company. Such governmental activities may or may not be the result of targeting the Company in particular. All of this may subject the Company to judgments, settlements, fines or penalties, or cause Company to restructure its operations and activities or to cease offering certain products goods or services, all of which could harm the Company's reputation or lead to higher or extensive operational costs, which may in turn have a material adverse effect on the Tokens or the development of the Project.
X. LIMITATION OF LIABILITY; INDEMNIFICATION
9.1 Limitation of Liability. To the fullest extent permitted by applicable law, Buyer disclaims any right or cause of action against Seller of any kind in any jurisdiction that would give rise to any Damages whatsoever, on the part of Seller. Seller shall not be liable to Buyer for any type of damages, whether direct, indirect, incidental, special, punitive, consequential or exemplary (including damages for lost profits, goodwill, use or data), even if and notwithstanding the extent to which Company has been advised of the possibility of such damages. Buyer agrees not to seek any refund, compensation or reimbursement from Seller, regardless of the reason, and regardless of whether the reason is identified in this Agreement. Seller is not and shall not be responsible or liable for the market or the market value of the Tokens, the transferability or liquidity of Tokens or the availability of any market for Tokens through third parties or otherwise.
9.2 Damages. Under no circumstances shall the aggregate joint liability of the Seller, whether in contract, warrant, tort or other theory, for Damages to Buyer under this Agreement exceed the amount received by Seller from Buyer.
9.3 Force Majeure. Buyer understands and agrees that Seller shall not be liable and disclaims all liability to Buyer in connection with any force majeure event, including acts of God, labor disputes or other industrial disturbances, electrical, telecommunications, hardware, software or other utility failures, software or smart contract bugs or weaknesses, earthquakes, storms, or other nature-related events, blockages, embargoes, riots, acts or orders of government, acts of terrorism or war, technological change, changes in interest rates or other monetary conditions, and, for the avoidance of doubt, changes to any blockchain-related protocol.
9.4 Release. To the fullest extent permitted by applicable law, Buyer releases Seller from responsibility, liability, claims, demands, or damages of every kind and nature, known and unknown (including, but not limited to, claims of negligence), arising out of or related to disputes between Buyer and the acts or omissions of third parties.
9.5 Indemnification. To the fullest extent permitted by applicable law, Buyer shall indemnify, defend and hold harmless and reimburse Seller from and against any and all actions, proceedings, claims, damages, demands and actions (including without limitation fees and expenses of counsel), incurred by Seller arising from or relating to: (i) Buyer’s purchase or use of Tokens; (ii) Buyer’s responsibilities or obligations under this Agreement; (iii) Buyer’s breach of and or violation of this Agreement; (iv) any inaccuracy in any representation or warranty of Buyer; (v) Buyer’s violation of any rights of any other person or entity; or (vi) any act or omission of Buyer that is negligent, unlawful or constitutes willful misconduct.
9.5.1 Seller reserves the right to exercise sole control over the defense, at Buyer’s expense, of any claim subject to indemnification under this Section 8.5. This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between Buyer and Seller.
X. DISPUTE RESOLUTION
10.1 Informal Dispute Resolution. The parties shall cooperate in good faith to resolve any dispute, controversy or claim arising out of, relating to or in connection with this Agreement, including with respect to the formation, applicability, breach, termination, validity or enforceability thereof (a “Dispute”). If the Parties are unable to resolve a Dispute within ninety (90) days of notice of such Dispute being received by all Parties, such Dispute shall be finally settled by Binding Arbitration as defined in Section 10.2 below.
10.2 Binding Arbitration. Any Dispute not resolved within 90 days as set forth in Section 10.1 shall be referred to and finally resolved by arbitration under the rules of the American Arbitration Association in effect at the time of the arbitration, except as they may be modified herein or by mutual agreement of the Parties. The number of arbitrators shall be one who shall be selected by Company. The seat, or legal place, of arbitration shall be Salt Lake City, Utah. The language to be used in the arbitral proceedings shall be English. The governing law of the Agreement shall be as set forth in Section 10.1 herein. The arbitration award shall be final and binding on the Parties (“Binding Arbitration”). The Parties undertake to carry out any award without delay and waive their right to any form of recourse insofar as such waiver can validly be made. Judgment upon the award may be entered by any court having jurisdiction thereof or having jurisdiction over the relevant Party or its assets. Company and the Buyer shall be responsible for their respective attorneys’ fees and expenses.
10.3 No Class Arbitrations, Class Actions or Representative Actions. Any dispute arising out of or related to this Agreement is personal to Buyer and Seller and shall not be brought as a class arbitration, class action or any other type of representative proceeding. There shall be no class arbitration or arbitration in which someone attempts to resolve a dispute as a representative of another individual or group of individuals. Further, a dispute cannot be brought as a class or other type of representative action, whether within or outside of arbitration, or on behalf of any other individual or group of individuals.
11.1 Governing Law and Venue. This Agreement shall be governed in all respects, including as to validity, interpretation and effect, by the laws of Delaware, without giving effect to its principles or rules of conflict of laws, to the extent such principles or rules are not mandatorily applicable by statute and would permit or require the application of the laws of another jurisdiction.
11.2 Assignment. Buyer shall not assign this Agreement. Any assignment or transfer in violation of this Section 11.2 shall be null and void. Subject to the foregoing, this Agreement, and the rights and obligations of the Parties hereunder, shall be binding upon and inure to the benefit of their respective successors, assigns, heirs, executors, administrators and legal representatives.
11.3 Entire Agreement. This Agreement, including the exhibits attached hereto and the materials incorporated herein by reference, constitutes the entire agreement between the Parties and supersedes all prior or contemporaneous agreements and understandings, both written and oral, between the Parties with respect to the subject matter hereof, including, without limitation, any public or other statements or presentations made by Company or seller about Exist Crypto Inc., Exist Crypto ONUS Tokens, or the Exist Crypto Inc. Project.
11.4 Severability. If any provision of this Agreement is determined by a court of competent jurisdiction to be invalid, inoperative or unenforceable for any reason, the provision shall be modified to make it valid and, to the extent possible, effectuate the original intent of the Parties as closely as possible in an acceptable manner in order that the transactions contemplated hereby be consummated as originally contemplated to the fullest extent possible.
11.5 Modification of Agreement. Company may modify this Agreement at any time by written addendum signed and accepted by both parties to this Agreement.
11.6 Termination of Agreement; Survival. This Agreement shall terminate upon the notification of either party and the completion of all contractual agreements between said parties. Company reserves the right to terminate this Agreement, in its sole discretion, in the event that Buyer breaches this Agreement. Upon termination of this Agreement: (a) all of Buyer’s rights under this Agreement immediately terminate; (b) Buyer is not entitled to a refund of any amount paid; and (c) Articles 3, 4, 6, 7, 8, 9, and 10 shall continue to apply between the parties in accordance with their terms beyond the termination of this Agreement.
11.7 No Waivers. The failure by the Company to exercise or enforce any right or provision of this Agreement shall not constitute a present or future waiver of such right or provision, nor limit Company’s right to enforce such right or provision at a later time. All waivers by Company must be unequivocal and in writing to be effective.
11.8 No Partnership; No Agency; No Third-Party Beneficiaries. Nothing in this Agreement and no action taken by the Parties shall constitute, or be deemed to constitute a partnership, association, joint venture or other co-operative entity between the Parties. No Party has, pursuant to this Agreement, any authority or power to bind or to contract in the name of the other Party. This Agreement shall not create any third- party beneficiary rights in any person other than those that may be specifically defined under the Exist Crypto Token Purchase and Equity (AVEC) Conversion Agreement.
11.9 Notice from Company and Electronic Communications. Buyer agrees and acknowledges that all agreements, notices, disclosures and other communications that Company provides Buyer pursuant to this Agreement or in connection with or related to Buyer’s purchase of Tokens, including this Agreement, may be provided by Company, in its sole discretion, to Buyer, in electronic form or as stated in the Exist Crypto Inc. Terms and Conditions of Use.
The remainder of this page left intentionally blank
THE PARTIES ACKNOWLEDGE HAVING READ ALL THE PROVISIONS OF THIS AGREEMENT AND AGREE TO ITS TERMS.
IN WITNESS WHEREOF, each of the undersigned acknowledges having read all the provisions of this Agreement and agree to its terms and do hereunto set his or her hand or caused this Agreement to be signed in its name by a person or persons duly authorized, all as of the date of this Agreement.
12.1). CEVA OVERSIGHT
EXIST CEVA QI OVERSIGHT ID# *
12.2). WHOA Licensed Founder Developer 1 ID # *
Exist WHOA Licensed Founder Developer Name: *
This is the WHOA Licensed Founder Developer who personally invited you to join WHOA.
12.3). WHOA Licensed Founder Developer or Marketing Founder Developer 2 ID # *
Exist WHOA Licensed Founder Developer or WHOA Marketing Founder Developer Name: *
This is the WHOA Licensed Founder Developer OR WHOA Marketing Founder Developer assisting the WHOA Licensed Founder Developer who personally invited you to join WHOA.
12.4). OWNER/ BUYER(S) ** Notice This Signature Line Requires a third party (wet) notary review and signature.
Title: Property Owner (Buyer One)
Property Owner: *
Owner Signature: *
By: * (Witness)
Title: WHOA “Licensed” Founder Developer ONE Date:*
Title: Property Owner (Buyer Two) or N/A
Property Owner: *
Owner Signature: *
By: * (Witness)
Title: WHOA “Marketing” Founder Developer TWO Date: *
Property Owner Buyer One Notary
STATE OF: ____
COUNTY OF: _____
I, a Notary Public for the County and State aforesaid, do hereby certify that the foregoing instrument was voluntarily executed for the purposes therein stated by ________________________________________, and ___________________________________________ who personally appeared before me this day and acknowledged that they are Licensed WHOA Founder Developers that Represent Exist Crypto, Inc. and that by authority duly given and being authorized to do so, executed the foregoing on behalf of the company, and is personally known to me or has produced a state Driver's License or state ID as identification.
Witness my hand and official seal this _____day of ______________________, month_________ year
Notary Public in and for the State of _________
Printed Name: _____________________________________
My Commission Expires: ____________________________
Property Owner Buyer TWO Notary (if applicable)
COUNTY OF: ____
12.5) SELLER: Exist Crypto, Inc.
AVEC CE-POS Verification and Receipt
Request for Exist Crypto Inc. CE-POS Receipt of Token transaction
By: James David Ray
Seller’s Signature verified through electronic verification
REAL PROPERTY DESCRIPTION, DESIGNATION AND TITLE CHAIN
Equity Rents/ CEVA/ Owner’s Equity Qualified Intermediary Contract
Equity Rents Description
Exist Crypto, “ONUS” Exist Cryptocurrency
May be calculated in whole, in part, or in fractions
Tokens are only ever created at Stated CE-POS Value, Each Token is Valued at $100.00 USD
CE-POS (Commercial Efficiency Valuation Association, EQUITY - PROOF OF STAKE)
EQUITY RENTS Owner Benefits upon Peer to Peer Transactions.
T.I.M.E. ECO Smart Contract Client Available Equity Rents are 1.5% on ONUS for WHOA Members
Taxes .125 of the Original Token Purchase and Equity Conversion Value
Over Balance to divert to Client Equity Account;
Equity Rewards Client Account .125 *Double Rewards
Balance of Owner Controlled Equity Rents are separated as follows;
Open Wallet .25 =+++ $$$ Value Hold for Client $2500 up to $4,999
Open Wallet .25 =+++ $$$ Value Hold for Client $5,00 up to $20,000
Open Wallet .25 =+++ $$$ Value Hold for Client $10,001 up to X Total Amount Investor wallet
*Equity Rewards Client WHOA Corporate Main Member Rewards Account .25
Wallet Holds *1 through *3 may be sold and distributed through the WHOA Equity Coin Offering by Contract through a “Qualified Intermediary” (QI) or an “ECO QI Smart Contract” when using the WHOA Initial Equity Coin Offering to cancel debt.
The Token distributions by value verified increases through CE-POS Protocols will be delivered through Airdrops. These Airdrops may be Distributed through the “ECO QI Smart Contract” from the Sales through the WHOA Equity Coin Offering.
Token Purchaser may be delivered to the ONUS Token Purchasers ERC20 Exist Crypto ONUS Compatible Wallet.
Envelope *4 may be moved through the ECO QI Smart Contract to its WHOA Corporate Rewards Account as the destination WHOA Corporate Reward Account is under Control of the Worldwide Homeowners Association.
Buyer/ Owner has the right under Exhibit D to the Exist Crypto ONUS Token Purchase Agreement that this Exhibit B is made a part of, to identify and impose Equity Rents on the ONUS created under the Exist Crypto ONUS Token Purchase Agreement.
2. CEVA Fee for any Peer to Peer transfer of ONUS anywhere on the Exist Technology Platform and beyond.
.5% of the value of the exchange transaction goes to CEVA.
The .5% Breakdown Percentages and their Distributions are as Follows: Each Register will receive of the .5% assessment:
.40 % SARA under a PSA CEVA Agreement
.225% EXIST HOLDINGS
.125% EXIST CRYPTO
.125% CREDIBLE YOU
All of the above percentages are a percent of the assessed 0.5% equity rent on the value of the transaction.
Buyer/ Owner has the right under Exhibit C to the Exist Crypto ONUS Token Purchase Agreement that this Exhibit B is made a part of, to identify and impose Equity Rents on the ONUS created under the Exist Crypto ONUS Token Purchase Agreement.
(3) Founder Developer Fees In the event that the Owner / Buyer has elected to pay Founder Developer fees under the Exist Crypto Token Purchase and Equity (AVEC) Conversion Agreement between the parties out of Owner/ Buyer’s ONUS, then the following will apply under this Agreement:
a. WHOA Showcase Model Property Platform - Founder Developer Fees are set at a fixed rate of 4.999% of the property value set at the original real property value submitted through the third party CEVA Equity Proof of Stake valuation process into the showcase model home platform prior to the time of equity conversion of the subject real property and distributed from the real property equity at that time of conversion to the referring Founder Developer.
b. Exist to Build Property Platform - Founder Developer Fees may be negotiated between Founder Developer and Property Owner at a rate between 0.000% and 3.999% of the property value set at the original real property value submitted through the third party CEVA Equity Proof of Stake valuation process into the exist to build platform prior to the time of equity conversion of the subject real property and distributed from the real property equity at that time of conversion to the referring Founder Developer.
EXIST CRYPTO WHITE PAPER TOUCHSTONE DOCUMENT 1.5(a-b-c)
WHOA ECO SMART CONTRACT
ONUS OWNER IMPOSED EQUITY RENTS
CEVA Oversight Fee - ONUS Tokens
Exist ID CEVA OVERSIGHT ID# *
Exist ID WHOA LED ID# *
Exist ID WHOA MED # *
WHOA Property Owner Member Name: *
WHOA Exist ID: *
RECITALS AND AGREEMENT
WHEREAS, Exist Crypto ONUS TOKENS are subject to an Owner’s self-imposed CEVA Oversight Fee REQUIRED FEE *(Initials) Int (YES) every time ONUS is traded or exchanged within the Exist family of entities or outside the Exist family of entities in any digital trading platform or exchange. ONUS may be traded or exchanged on any digital platform as well as within the Exist family of entities. The Fee occurs on each token every time a token is exchanged or traded. The Fee is equal to one half of one (½ or 0.005%) percent of a Token’s Value determined at the time of creation of the Token, regardless of change of value in Token at time of trade or exchange. The value determined is calculated from the CEVA Equity Proof of Stake CEVA Verification at the time the Owner Created the Tokens.
WHEREAS, The CEVA Oversight Fee is charged upon the initial or first time that the Token Distribution occurs, and then follows the token through the WHOA ECO Smart Contract. This Oversight Fee follows the Token, through the WHOA ECO Smart Contract, which runs with the land as its recorded with the Exist core documents on the land; and
WHEREAS, The WHOA ECO Smart Contract continues to follow all transactions and appears at each Point of Sale or Exchange to collect the Required CEVA Oversight Fee; and
WHEREAS, The CEVA Oversight Fee is programmed into the WHOA ECO Smart Contract, from the time of its programming forward indefinitely. Every time an Exist Crypto ONUS Token or Fraction of that Token Trades or Exchanges in any way on the Exist Crypto Technology Services Platform, the Owner’s Self Imposed CEVA Oversight is present at the moment of the Exchange, and the CEVA Oversight Fee is charged and distributed through the WHOA ECO Smart Contract to the Owner and other intended recipients designated by Owner in this Agreement.
NOW THEREFORE, I (Token Purchaser)*; Declare Exist Holdings and the Commercial Efficiency Valuation Association and the associated Exist Crypto Inc., CEVA Equity Proof of Stake Measurement and Verification Protocols along with the Exist Stakeholders as CEVA Oversight.
* (Initials) I Impose this CEVA Oversight Fee as a permanent Lien on my Exist Crypto ONUS Tokens and I Acknowledge and Accept the one half of one percent (½ or .005 %) ONUS CEVA Oversight Fee as described in my signed Exist Core Documents as Binding on the Exist Crypto ONUS Tokens listed in my Exist Crypto Onus Token Purchase Agreement.
I grant and/or reaffirm the oversight of my Exist Crypto AVEC Tokens as described herein to CEVA, as Exist Holdings, Exist Crypto Inc., Worldwide Homeowners Association Inc and Credible You Inc. along with their WHOA Licensed Stakeholders.
I acknowledge and Accept that as a Member of WHOA that CEVA acts as a Self-Governing Organization for the Exist Family of Entities.
THE OWNER/BUYER ACKNOWLEDGE HAVING READ ALL THE PROVISIONS OF THIS CEVA OVERSIGHT FEE AGREEMENT AND AGREE TO ITS TERMS.
IN WITNESS WHEREOF, the undersigned has hereunto set his or her hand or caused this Agreement to be signed in its name by a person or persons duly authorized, all as of the date of this Agreement.
State of: ______
County of: _________
I, a Notary Public for the County and State aforesaid, do hereby certify that the foregoing instrument was voluntarily executed for the purposes therein stated by _____________________, who personally appeared before me this day and is personally known to me or has produced a state Driver’s License as identification.
Witness my hand and official seal this ____ day of _____________, _____
Notary Public in and for the State of ______
My Commission Expires: ________________________
ADDITIONAL ONUS OWNER IMPOSED EQUITY RENTS
Equity Rents - ONUS Tokens
WHEREAS, Exist Crypto ONUS Tokens created under Owner’s Exist Crypto ONUS Token Purchase Agreement allows for owner benefits, in the form of Equity Rents, on potential future peer to peer transactions as the point of sale of the Tokens; and
WHEREAS, Equity Rents derived from ONUS are tied to Eco Smart Contract valuations like the equity rents on AVEC, which are identified and converted into WHOA returnable equity rents through the Owner’s self-imposed liens found in the Exist Crypto Token Purchase and Equity (AVEC) Conversion Agreement. ONUS derived Equity Rents are separate and distinct from the Equity Rents derived from AVEC; and
WHEREAS, under this equity rents and gains platform, Exist Crypto ONUS Tokens, which are backed by specific rights indentured on the property recorded in the Owner’s Exist Crypto AVEC Token Sale, are subject to an Owner’s self-imposed WHOA Equity Rents T.I.M.E Contract, which has a self-imposed REQUIRED FEE (Initials) * Int (YES) and may be subject to an Owner’s self-imposed set of additional Equity Rents every time ONUS is traded or exchanged within the Exist family of entities. ONUS may be traded or exchanged on any supported virtual trading or exchange platform as well as within the Exist family of entities. Equity Rents assessed on each token every time a token is exchanged or traded and is equal to up to a half of a percent (½ or .005%) of Token Value. The value determined is calculated from the CEVA Equity Proof of Stake CEVA verification at the time the Owner created the Tokens; and
WHEREAS, Exist Crypto ONUS Tokens are subject to Owner’s Equity Rents. The Equity Rents are ordered by the Owner to be distributed in the form of one (1) of the WHOA T.I.M.E. ECO Smart Contracts. A portion of the Owner’s WHOA Equity Rents are divided among the four categories in the T.I.M.E. Contract by a WHOA ECO Smart Contract distribution when a Token is traded or exchanged. T.I.M.E. is Taxes, Insurance Maintenance and Equity Rents, these are assessed at a rate of T.125 - I.125 - M.125 - E.125 or one half of one percent (½ or .005%) of Token Value as a REQUIRED FEE T.I.M.E. * (Initials) (YES) for Owner’s Equity Rents. The value determined is calculated from the CEVA Equity Proof of Stake CEVA Verification at the time the Owner Created the Tokens; and
WHEREAS, when an Owner’s ONUS Token is traded, the WHOA T.I.M.E. ECO Smart Contract associated with that Token triggers an Equity Rent charge and distribution upon the first Token Distribution and then follows the Token through the WHOA ECO Smart Contract. Once imposed, a WHOA T.I.M.E. ECO Smart Contract, like any other CEVA Oversight Fee identified in Exhibit ___ as recorded on title, in the Exist Crypto ONUS Token Purchase Agreement, runs with the land and is perpetual in nature; and
WHEREAS, Exist Crypto ONUS TOKENS may also be subject to additional Owner self-imposed Equity Rents in the form of Owner self-imposed Equity Rent Fees that are tied to a WHOA ECO Smart Contract. In addition to the T.I.M.E. Contract described in these recitals, Owner has the option under this Agreement to designate, assign and impose equity rent assessment liens on Owner’s ONUS for the benefit of Owner and other intended recipients as designated by Owner or by virtue of the Exist Crypto ONUS’s use in the trade/purchase/ exchange process; and
WHEREAS, The WHOA ECO Smart Contract, continues to follow all transactions a certain ONUS Token is associated with and appears at each Point of Sale or Exchange to collect the Required Owner’s self-imposed Equity Rents Fee assessed at a rate of OPTIONAL FEE up to an additional half of one percent (½ or .005%) of Token Value based off of what you the Owner decide to do in this Agreement. Once imposed, these Equity Rent Fees, like the WHOA T.I.M.E. ECO Smart Contract, and the CEVA Oversight Fee identified in Exhibit F above, runs with the land and is perpetual in nature.; and
WHEREAS, T.I.M.E. Equity Rents along with the Owners Self Imposed value gained Equity Rents are programmed into the WHOA T.I.M.E ECO Smart Contract, from the time of an ONUS Token’s programming forward. Every time the Exist Crypto ONUS Token or Fraction of an Exist ONUS Token Trades or Exchanges in any way on any technology services platform including the Exist Crypto Technology Services Platform, the Owner’s self-imposed WHOA T.I.M.E Equity Rents and other Equity Rents Liens are present at the moment of the Exchange. At that point in time, those Equity Rent fees are charged/debited and distributed to programmed virtual envelopes via the Owner’s own Exist Crypto, WHOA T.I.M.E. ECO Smart Contract to the Owner and other Owner assigned intended recipients.
NOW THEREFORE, I (Owner) *; impose WHOA Equity Rents as a permanent electronic lien upon my ONUS Tokens as identified and described in my Exist Crypto ONUS Token Purchase Agreement as follows:
Owner Name: *
Owner Acceptance: *
1. Owner Point of Demarcation. Here and now is when you the Owner develop and create the Equity Rents on your Tokens for yours and potentially other’s benefit.
2. Owner’s Unilateral Determination. It is under the Owner’s Onus, Responsibility and Control to determine how many Equity Rents you the Owner, impose or “keep” versus how many Equity Rents you the Owner do not impose or “Let”. When an Owner has the desire to use the items purchased (Exist Crypto ONUS Token Equity Rents) to consume, occupy or develop the land, you as a qualified WHOA Member may Impose these Equity Rent severances and make these demarcations in the form of indentured liens on the real property that may be represented in Exist Crypto ONUS Tokens.
3. Distributing Tokens after Imposition of Equity Rents. Once you have determined the self- imposed Equity Rents and how they are to be distributed, you the Owner may place the Exist Crypto ONUS Tokens for Sale by Owner. This can be done using an Exist Crypto Digital WHOA ECO (QI) 50/50 Smart Contract. This is a required Smart Contract for participation in a WHOA ECO Coin Offering. Alternatively, you may choose your own Qualified Intermediary as a private representative or do it yourself on the Exist to build Platform as it develops. Once you have made your decisions on the way you would like to proceed, you may choose to engage in a WHOA ECO Equity Coin Offering “Showcase Smart Contract'' or enter the “Exist to Build Equity Platform” and negotiate on your own as they continue to develop.
4. As a New WHOA Member, as you begin to Use the Exist Crypto Inc. Technology Services Platform, to Exist to Build Equity or if you choose to use the Worldwide Homeowners Association Equity Coin Operator (ECO) Offering, the choices you make will reflect in the values you choose to assign to your Exist Crypto ONUS Digital Assets in the WHOA ECO Equity Coin Offering and may influence its perceived value to any Buyer.
NOTICE! FUTURE VALUE OF THESE EQUITY RENTS HAVE NOT BEEN DETERMINED OR EVALUATED. AN OWNER SHOULD UNDERSTAND THAT IMPOSITION OF EQUITY RENTS MAY OR MAY NOT CONSTITUTE RISK AND SHOULD PROCEED ACCORDINGLY.
Owner’s Elected Imposed Equity Rents
a. The WHOA T.I.M.E. ECO Smart Contract is a CE-POS Required Smart Contract used to enter the WHOA ECO Coin Offering. The WHOA T.I.M.E. ECO Smart Contract allocates ½ of the Total 1% (0.5%) of Token Value that is available for Owner to assess Equity Rents on a given Token and is allocated as Owner Contributions to WHOA CE-POS Required Standard of Maintenance WHOA T.I.M.E. Protocol.
b. Under WHOA T.I.M.E. CE-POS Required Standard of Maintenance Protocol, an Exist Crypto Inc. WHOA ECO Smart Contract operates as an Owner Self Imposed Lien on AVEC Tokens in the form of Equity Rents. In a WHOA T.I.M.E. ECO Smart Contract, the WHOA self imposed equity rents are distributed as follows:
WHOA Power Rewards (Self Directed)
T.I.M.E. POWER REWARDS
.125 Property Taxes
.125 Owner Insurance
.125 WHOA Maintenance
.125 Exist Equity - (Owner’s Exist Wealth Architect ECO Register 1.2
Rewards (AVEC Primary Account)
c. Owner’s Exist Equity. WHOA T.I.M.E. ECO Smart Contract Distributions take place under the Exist Equity envelope and the Owner keeps their Equity in Owner’s own register of account. This register of account is called the Exist Wealth Architect ECO Register 1.2.
d. WHOA Member, by electronically signing each category, allocates the amount shown in each category as a percentage to be distributed to multiple parties according to the terms of Owner’s Self Imposed Equity Rents Lien as they pertain to Equity Rents and their Distribution in this WHOA ECO Smart Contract.
T. Taxes ----------------------(Owner Control) - (Supplemental) ------------------------------ .125
I. Insurance ---------------- (Owner Control) -------------------------------------------------- .125
M. Maintenance ------------ (WHOA Control) - (Maintenance) ---------------------------- .125
E. Exist WA-ECO-R-1.2 -------- (Owner Control) --------------------------------------------.125
(e) Under the T.I.M.E Contract, the first three digital envelopes of Taxes, Insurance and Maintenance (T.I.M.) Wallets Values may be sold and distributed through the WHOA Equity Coin Offering by Contract through a “Qualified Intermediary” (QI) or an “ECO QI Smart Contract” when using the WHOA Initial Equity Coin Offering and WHOA ECO Smart Contract to Convert Equity to Exist Crypto ONUS with Equity Rents, in order to pay taxes, eliminate debt and prepare the property for development.
(f) The fourth envelope of Equity is redeemed by the Owner wherein Owner receives a distribution of equity into Owner’s Exist Wealth Architect ECO Register of Account 1.2.
(g) The Token value gains and their distributions are verified through CE-POS Protocols.
(h) The gains or increases calculated are derived from the Exist Crypto ONUS CE-POS Baseline at the time of Token creation and will be distributed through Airdrops.
(i) The Value of these Airdrops may be sold and distributed through the WHOA “ECO QI Smart Contract”. The Value of these Airdrops may come from the sales that occur through the Owners WHOA Equity Coin Offering or accumulate from future peer to peer exchanges depending on how the Owner creates their Token sale.
(j) A Token purchaser’s values may be delivered to a given purchaser’s new guest member’s Exist Wealth Architect ECO Register 1.2 ERC20 Exist Crypto ONUS Compatible Modern Register of Account.
(k) The remaining T.I.M.E contract digital wallet, the Exist wallet, is Owner’s Exist Wealth Architect ECO Register 1.2 Main Account, wherein Owner may realize Exist Power Rewards and /or equity based off of Owner’s designation of distributions outlined below. The Rewards that go into this particular account are Exist Crypto ONUS. They are NOT severed into Exist Crypto OMNI Rewards Tokens.
6. Voluntary Designation of Exist Equity Distributions. Designation of Distributions may be made to a given Token Purchaser (Buyer) or may be Retained by the Owner. These additional Equity Rent allocations comprise the other ½ of the total 1% of Token Value that is available for Owner to assess Equity Rents on a given Token, and is also allocated as Owner Contributions to WHOA CE-POS Required Standard of Maintenance Protocol once Owner has designated distributions hereunder.
NOTICE: This is where you the Owner should consider:
(i) how You or the Buyer may view the values you have placed on your Property, and
(ii) if the Property has been placed under Seller’s (Owners) WHOA T.I.M.E. Property Management, Development and Maintenance Agreement;
or Owner’s declaration to Exist to Build Equity;
or if they have entered the WHOA Member Owner Builder “WHOA ECO 50/50 QI EXIST TO BUILD OWNER BUILDER “SHOWCASE” SMART CONTRACT” preparatory for the WHOA Showcase Model Home Debt Free Development.
You, the Owner, should be mindful of these considerations along with the values you place here on these Equity Rents or how it affects the values associated with the Exist Crypto AVEC Tokens Use.
(a). Owner has the option to create four additional digital incentive equity rent envelopes. The first three digital envelopes allow the holders of those envelopes to realize equity rent distributions allocated to those envelopes. The owners of those envelopes can either be the Owner or designated purchasers of equity.
(b). WHOA Member, by electronically signing each category hereunder, allocates the amount shown in each envelope category as a percentage to be distributed to multiple parties according to the terms of Owner’s Self Imposed Equity Rents Lien as they pertain to Equity Rents and their Distribution in this WHOA ECO Smart Contract.
CEVA OVERSIGHT ID #0 *
EXIST WHOA Licensed FD ID #1 *
EXIST WHOA Marketing FD ID #2 *
EXIST WHOA GUEST ID #1 *
(c) 1st Hold Envelope. Owner Equity Rents-----(Owner Control) - (Supplemental)---.125
OWNER Exist Crypto AVEC
WHOA MEMBER Exist ID: *
* I Choose to KEEP and Maintain this envelope of Equity Rents, Please Distribute to my main Wealth Architect ECO Register of Account1st Hold Envelope account number: * NA
* I Choose to SELL my Equity Rents to the WHOA Guest or WHOA Member BUYER listed below.
WHOA Equity Rents Owner Member Name: *
WHOA Owner Member Electronic Signature: *
WHOA GUEST ID: * (WHOA ECO QI Smart Contract Required)
WHOA GUEST Name: *
WHOA GUEST Electronic Signature: *
EXIST WHOA Member ID: *
WHOA Member Name:*
WHOA Member Electronic Signature:*
Equity Rents in this 1st hold envelope are assigned from OWNER to WHOA Licensed Founder Developer ID# *. for WHOA Founder Developer Services.
(d) 2nd Hold Envelope. Owner Equity Rents-(Owner Control) - (Supplemental) ---.125
* I Choose to KEEP and Maintain this envelope of Equity Rents, Please Distribute to my main Wealth Architect ECO Register of Account2nd Hold Envelope account number: * NA
WHOA GUEST ID: * (WHOA ECO QI Smart Contract Required)
WHOA GUEST Name:*
WHOA GUEST Electronic Signature:*
Equity Rents in this 2nd hold envelope are assigned from OWNER to WHOA Licensed Founder Developer ID# *. for WHOA Founder Developer Services.
(e) 3rd Hold Envelope. Owner Equity Rents--(Owner Control) - (Supplemental)- .125
* I Choose to KEEP and Maintain this envelope of Equity Rents, Please Distribute to my main Wealth Architect ECO Register of Account3rd Hold Envelope account number: * NA
* I Choose to SELL my Equity Rents to the WHOA Guest or WHOA Member BUYER listed below.
WHOA GUEST ID * (WHOA ECO QI Smart Contract Required)
EXIST WHOA Member ID:*
Equity Rents in this 3rd hold envelope are assigned from OWNER to WHOA Licensed Founder Developer ID# *. for WHOA Founder Developer Services.
(f) Rewards Equity Rent Envelope -Exist WA-ECO-R-1.2 - (WHOA Control) -
WHOA Equity Rents Property Owner Member Name: *
Owner Acceptance: *
THE OWNER/BUYER ACKNOWLEDGE HAVING READ ALL THE PROVISIONS OF THIS EQUITY RENTS – AVEC TOKENS AGREEMENT AND AGREE TO ITS TERMS.
Property Owner/ Buyer One ** Notice This Signature Line Requires a third party (wet) notary review and signature.
State of ______
County of _________
My Commission Expires: ________________________
Property Owner Buyer Two (if applicable) ** Notice This Signature Line Requires a third party (wet) notary review and signature.
Leave this empty:
Your legal name
Your email address
Signed by James Ray
Signed On: February 11, 2021
If you have questions about the contents of this document, you can email the document owner.
Document Name: EXIST WHITE PAPER TOUCHSTONE STEP/DOCUMENT 1.5 EXIST CRYPTO INC. EXIST CRYPTO (ONUS) TOKEN PURCHASE AGREEMENT A TECHNOLOGY SERVICES AGREEMENT-FINAL
Agree & Sign