Last updated: 27 June 2019

1. Introduction

Competing business in the Automobile industry fall short of adopting blockchain technology across their value chain as bias consortiums and geographically isolated spon-sored blockchain projects lack consensus therefore slowing implementation. A decentralised platform that can manage the needs of multiple shareholders is paramount (see also about Curio, https://www.curioinvest.com/game).

Curio Capital AG is a Swiss-based company domiciled in Zug (also "we", "our", "us", etc.) with focus on collectible cars trading - introducing the world's first tokenized collection car platform ("CURIO-Platform"). We intend to launch a Security Token Offering ("CURIO-STO") next year. The CURIO-STO serves for the issuance of the CURIO-Token to be used on the CURIO-Platform and will be based on the DAICO Model, as one of the first DAICO Projects worldwide.

Persons who are interested in the CURIO-Platform are offered the possibility to participate in a Pre Game in order to get familiar with the CURIO-Platform.

BY PARTICIPATING IN PRE GAME, YOU EXPRESSLY ACKNOWLEDGE THAT YOU ARE NOT FROM THE JURISDICTIONS OF AFGHANISTAN, ALBANIA, BELARUS, BOSNIA & HERZEGOVINA, BURUNDI, CENTRAL AFRICAN REPUBLIC, COTE DIVOIRE, CUBA, DEMOCRATIC REPUBLIC OF THE CONGO, ETHIOPIA, GUINEA, GUINEA-BISSAU, IRAN, IRAQ, LEBANON, LIBERIA, LIBYA, NORTH KOREA, REPUBLIC OF MACEDONIA, SERBIA, SOMALIA, SOUTH SUDAN, SUDAN, SYRIA, TRINIDAD & TOBAGO, TUNISIA, UGANDA, UKRAINE, UNITED STATES OF AMERICA (USA), VENEZUELA, YEMEN AND ZIMBABWE (TOGETHER, THE “RESTRICTED JURISDICTIONS”).

IF YOU DO NOT AGREE TO ANY OF THE TERMS SET FORTH, OR ANY SUBSEQUENT MODIFICATION THEREOF, DO NOT PARTICIPATE OR CONTINUE TO PARTICIPATE IN PRE GAME.

2. Scope of these In Terms and Conditions

These In Terms and Conditions ("ITaC") govern your use of our website www.curioinvest.com/game ("Website"), participation in the Pre Game, any purchases made on our Website and apply to all interaction and contractual relationships between you (also "User") and Curio Capital AG, Zug/Switzerland.

Read the following ITaC carefully and thoroughly prior to using our Website or carrying out any purchases and participating in the Pre Game. By using our Website or carrying out any purchases and participating in the Pre Game you confirm that you understand these ITaC and accept them.

We may change the Website or add new features and alter aspects of the Pre Game at any time without any prior notice to you.

3. Pre Game

Before the launch of the CURIO-STO a temporary Pre Game will be accessible on our Website. In order to get access to the Pre Game you need to acquire game lives. The lives are incorporated in a utility token named CUR-Token. Each CUR-Token is the equivalent of two lives in the Pre Game. The CUR-Tokens are designed to be used as lives in our Pre Game only. No other rights or claims are attached to them.

4. Acquisition of CUR-Tokens

The CUR-Tokens can be purchased through the following channels:

On our Website

Forkdelta (www.forkdelta.app)

Binance DEX (www.binance.org) (Coming soon)

We accept ETH, BTC and Credit Cards. Spending of each user on our Website is limited to the equivalent of USD 3'000 in total.

By purchasing CUR-Tokens you do not acquire any rights or entitlements regarding the CURIO-STO.

5. Tax Implications

The prices of the CUR-Tokens displayed on our Website include all taxes (if any) due by us for the sale of CUR-Tokens under the laws of Switzerland. However, you are solely responsible for determining what, if any, taxes apply to your purchase of CUR-Tokens, including, for example, sales, use, value added, and similar taxes. It is also your sole responsibility to withhold, collect, report and remit the correct taxes to the ap-propriate tax authorities. You are urged to consult your own tax advisor as to the tax consequences of acquiring, owning and disposing of CUR-Tokens. You are not entitled to deduct the amount of any taxes from payments that you make to us or you owe us.

6. Ownership and Copyright

By using our Website and or purchasing CUR-Tokens, you acknowledge and agree that we and/or our licensors own all legal rights, titles, and interests in and to any and all elements of the Website and the Pre Game, including any and all intellectual property. This includes, but is not limited to: graphics, designs, information, systems, computer code, software, services, organization, content, compilation of content, data, design, and any and all other elements of the Website and the Pre Game. We retain complete and full ownership of all of these elements, as well as any other element related to the Website and the Pre Game not listed in these ToS. Each and every one of these elements is owned by us and protected by copyright, trademark laws and every other applicable property and proprietary rights laws.

Your use of the Website and the Car Game does not grant you ownership of or any rights to the content, code, data, and other materials you may use and see on the Web-site. Although you become the owner of the Car-Token itself, you do not own the car, nor any other elements.

7. Terminating these ITaC and Termination of Services

In order to terminate the ITaC contained herein and/or contractual relationship with us is you may discontinue any and all use or access to the Website. If you choose to discontinue any and all use or access to the Website, you will not receive any refunds for any transactions made on the Website or any payments made to us. The same appears to the CUR-Tokens. They do not entitle to any repayments or conversion, even in the case the Pre Game is terminated an no further use of the CUR-Tokens is possible.

By using our Website, you agree that we have the right to terminate these ITaC and/or contractual relationship with you for any reason we deem necessary. You also agree that we are not required to provide you with any advanced notice of any suspension or termination of the Website and the Pre Game, and that we are not liable to you or any other third party for any damages or consequences caused by this suspension or termination.

If access to our Website is terminated, you acknowledge and agree that we are under no obligation to maintain operations of our Website or the Pre Game and that you are not entitled to any compensation or repayment in connection with such termination.

8. Disclaimer and Warranties

By using our Website in any way, such as participating in the Pre Game or purchasing CUR-Tokens, you understand and agree that your access to and use of the Website is at your own risk. You acknowledge and accept that our Website and CUR-Tokens are provided on an “as-is” and “as-available” basis, and that we make no express or implied warranty regarding our Website, the Pre Game or the CUR-Tokens. We, and any party associated with us, make no warranty and disclaim any and all implied warranties regarding our Website, the Pre Game or the CUR-Tokens. This includes any implied warranty regarding product value, fitness for a specific purpose, non-infringement, correctness, and/or reliability. Neither us nor any of our subsidiaries or affiliates guarantee or warrant that your access or use of our Website, the Pre Game or the CUR-Tokens will meet your requirements and/or expectations; your access to the Pre Game or Website will be uninterrupted, free from error, or secure; or, that any data represented in the content, services, or features are accurate and/or free of viruses or other harmful content or components.

9. Limitation of Liability

To the fullest extent permitted by applicable law: (i) we or our auxiliary persons/subsidiaries/affiliates will in no event be liable for any indirect, direct, incidental, consequential, punitive, enhanced or exemplary damages of any kind (including, but not limited to, where related to loss of revenue, income or profits, loss of use or data, or damages for business interruption or diminution in value) arising out of or in any way related to using our Website, the Pre Game or the CUR-Tokens or otherwise related to these ToS, regardless of the form of action, whether based in contract, tort (including, but not limited to, simple negligence, whether active, passive or imputed), or any other legal theory (even if the party has been advised of the possibility of such damages and regardless of whether such damages were foreseeable); and (ii) in no event will the aggregate liability of us or any of our auxiliary persons (jointly), whether in contract, warranty, tort (including negligence, whether active, passive or imputed), or other theory, arising out of or relating to these ToS or the use of or inability to use our Website, the Pre Game or the CUR-Tokens.

Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the limitations of this Section may not apply to you.

10. Release

To the fullest extent permitted by applicable law, you release us and our auxiliary persons/subsidiaries/affiliates from responsibility, liability, claims, demands and damages (actual and consequential) of every kind and nature, known and unknown (including, but not limited to, claims of negligence), arising out of or related to disputes between you and the acts or omissions of third parties.

11. Indemnification

By using our Website in any way, such as participating in the Pre Game or purchasing CUR-Tokens, you agree to hold us harmless and to indemnify us and any of our auxiliary persons/subsidiaries/affiliates, from and against any claim, liability, loss, actual dam-age, and consequential damage of any kind or nature, including suits, judgements, litigation costs, and attorneys’ fees that occur or arise due to your breach of these ToS and/or your violation of any applicable laws, rules, and regulations.

12. Severability

Should one or more of the provisions or any part of a provision of these ITaC be or become void, illegal or unenforceable, then the validity, legality or non-enforceability of the remaining provisions of these ITaC shall not be affected thereby and the Parties shall use reasonable efforts to agree upon a new provision which shall, as nearly as possible, have the same commercial effect, meaning and spirit as the ineffective provision and to the purpose of these ToS. To the extent permitted by applicable law, each Party waives any provision of law which renders any provision of this Agreement invalid, illegal or unenforceable in any respect. In certain jurisdictions this clause might not be applicable due to consumer protection legislation.

13. Amendments

These ITaC constitute the entire contractual relationship between you and us relating to your use of our Website, the Pre Game or the CUR-Tokens and related purchases and payments. We reserve the right to make changes to these ITaC from time to time in our sole discretion without any prior notice to you. If we make changes, we will post the amended ITaC on our Website. The amended ITaC will be effective immediately and your continued interest, use or holding of the Website or CUR-Tokens shall constitute your acceptance of the modified ToS.

14. Relationship between you and us ("Parties")

Nothing herein shall be construed to create a joint venture or partnership between the Parties or an employee/employer or agency relationship. Neither Party shall have any express or implied right or authority to assume or create any obligations on behalf of or in the name of the other Party or to bind the other Party to any contract, agreement, or undertaking with any third party.

It is agreed and understood by the Parties that the Smart Contract System (code) used for the creation and handling of the CUR-Token does not form an agreement between the Parties. Rather such Smart Contract System is the execution assistance of these ITaC and is governed by these ITaC.

15. Receipt of Notice

Any notice required or permitted by these ITaC will be deemed received when sent by email to any e-mail address you have provided to us. If you fail to provide a valid e-mail address, you waive your right to any notices by us.

16. Privacy Policy

By using our Website and/or carrying out any purchases or participating in the Pre Game, you agree to the collection, use, storage, and disclosure of your data in accordance with our Privacy Policy.

17. Sale restrictions of future CURIO-STO

The sale of the CURIO-Tokens during the future CURIO-STO will be subject to several sale restrictions. On the basis of the current legal assessment, the CURIO-Tokens will not be offered directly or indirectly to minors, U.S. Citizens or U.S. Persons, or to citizens or persons from a country or jurisdiction where such offer would be considered unlawful or in which it would otherwise breach any applicable law or regulation or which would require us to amend any term or condition of the CURIO-STO in any way or which would require to make any additional action with regards to, any governmental, regulatory or legal authority.

In order to fulfill our legal duties regarding any sale restrictions, we fully reserve the right to refuse in our sole discretion any person in participating in the CURIO-STO. Furthermore, we fully reserve the right to refuse in our sole discre-tion any person in participating in the CURIO-STO on the basis of a negative KYC assessment.

Because the usage of the CUR-Tokens is limited within the Pre Game, according to our legal assessment, they do not fall under specific regulatory provisions. However, you are solely responsible for searching legal advice in the jurisdictions relevant to you prior to making any payments to us, in order to verify any legal issues with regard to the pur-chase of the CUR-Token and especially to the future CURIO-Token. If you are subject to any sale restriction and/or any negative KYC assessment you will not be able to participate in the CURIO-STO and you will not receive any refunds for any transactions made on our Website or any payments made to us.

An international overview about regulators' statements on initial coin offerings can be found on the Website of The International Organization of Securities Commissions (IOSCO): www.iosco.org/publications/?subsection=ico-statements. However, we have not conducted an assessment as to the accuracy and completeness of the information provided there.

18. Place of jurisdiction | Governing Law

Any dispute, controversy or claim arising out of, or in relation to these ITaC, including the validity, invalidity, breach, or termination thereof, shall be subject to the exclusive juris-diction of the competent courts of the city of Zug, Switzerland.

These ITaC and the acquisition and loss of rights related to and interest in the CUR-Token will be governed by and construed in accordance with the laws of Switzerland, without regard to conflict of law rules or principles (whether of Switzerland or any other jurisdiction) that would cause the application of the laws of any other jurisdiction.