Please read this disclaimer section carefully. Please seek independent professional advice prior to acting on any of the information contained in this Pitchdeck.
This Pitchdeck serves as a current overview and blueprint for the future of The LoveChain Pty Ltd ACN 631 780 786 (“Company”) business, platform and the offer to purchase $LOV (“LOV Tokens”). You should also read our Whitepaper as it delves deeper into the Company’s business and platform.
LOV Tokens are tokens that are offered for purchase by the Company. The LOV Tokens are available for purchase initially by way of an Initial Exchange Offering (“IEO”) on digital exchanges domiciled in the Asia-Pacific and North American regions. In future the LOV Tokens may be available for purchase on other digital exchanges domiciled in other jurisdictions. The LOV Tokens do not have the legal qualification of a security since it does not give any rights to dividends or interests. LOV Tokens are not shares and therefore a holder of LOV Tokens is not a shareholder of the Company, is not entitled to any level of ownership of the Company and the holder of LOV Tokens is not given any right to any legal or equitable interest in or to the Company (or any related entity or business) or participate in the annual general meeting or any other meeting of the Company. Taking part in the IEO and the purchase of the LOV Tokens does not confer any financial or legal rights in the Company to the purchaser. The purchase of LOV Tokens is final and non-refundable.
The LOV tokens will allow the user to access the service provided by the Company’s platform. The LOV Tokens are functional utility tokens or a cryptocurrency designed for the Company’s platform. More information on the functionality of the LOV Tokens can be found in the Company’s Whitepaper.
Anyone purchasing LOV tokens expressly acknowledges and represents that they have carefully read this Pitchdeck and the Company’s Whitepaper and fully understands the risks, costs and benefits associated with the purchase of LOV Tokens.
The following information may be incomplete and in no way implies a contractual relationship. While the Company and its authors make every effort to ensure that all information in this Pitchdeck and any and all information available on the Company’s website (www.thelovechain.io) and participating in the LOV Token IEO outlined in this Pitchdeck is accurate, up to date as at the date of this Pitchdeck, and in compliance with the requirements of applicable laws, rules and regulations, such material in no way constitutes or is to be considered as professional advice. The Company neither guarantees nor accepts responsibility for the accuracy, reliability, completeness or relevance of the content in this Pitchdeck.
Anyone intending to purchase and own LOV Tokens should seek their own independent professional advice prior to acting on any of the information contained in this Pitchdeck.
The information in this Pitchdeck, the Company’s Whitepaper and on the Company’s website is provided on an “as is” basis and without any warranties of any kind, either expressed or implied. You assume all responsibility and risk with respect to your use of the information provided and ownership of any amount of LOV Tokens and their use.
If applicable law does not allow all or any part of the above limitation of liability to apply to you, the limitations will apply to you only to the maximum extent permitted by applicable law.
All company names, logos, trademarks, products and services are property, trademarks or registered trademark of the Company and all rights and interests in such things remains the property of the Company.
The information in this Pitchdeck is subject to change or update without notice and should not be construed as a commitment by the Company.
Given the lack of crypto-token or cryptocurrency qualifications in most countries, each purchaser is strongly advised to carry out a legal and tax analysis concerning the purchase and ownership of LOV Tokens according to their nationality and place of residence. You should note that the country you are a citizen or national of, resident (tax or otherwise) and/or visa holders of may deem the holding or ownership of any form of crypto-tokens or cryptocurrency as illegal and in violation of applicable laws and it is up to each person to undertake their own investigations and due diligence to ensure they comply with their local laws and not be in breach of any applicable laws. The Company will in no way be held responsible of a breach of laws by a person and each person indemnifies the Company should a person be found to be in breach of a local law regarding the holding or ownership of any form of crypto-tokens or cryptocurrency.
No part of this Pitchdeck, the Company’s Whitepaper or the Company’s website should be considered as business, legal, financial or tax advice regarding the Company, the LOV Tokens, the IEO or the IEO process or any of the matters to which all or any part of any information provided in this Pitchdeck, the Company’s Whitepaper or the Company’s website relates to.
You should consult your own legal, financial, tax or another professional advisor regarding Company, the LOV Tokens, the IEO or the IEO process or any of the matters to which all or any part of any information provided in this Pitchdeck, the Company’s Whitepaper or the Company’s website relates to. You should be aware that you are required to bear the financial risk of any purchase of LOV Tokens for an indefinite period.
LIMITATION OF LIABILITY
To the maximum extent permitted by applicable law, you hereby irrevocably and unconditionally waive: (i) all and any claims (whether actual or contingent and whether as an employee, office holder or in any other capacity whatsoever or howsoever arising) including, without limitation, claims for or relating to the excluded liability matters, any payment or repayment of monies, indemnity or otherwise that you may have against the Company or against any of the Company’s representatives; and (ii) release and discharge the Company and all of the Company’s representatives from any and all liability (of whatsoever nature or howsoever arising) it or they may have to you. If for any reason you hereafter bring or commence any action or legal proceeding in respect of any claim purported to be released and discharged pursuant to this paragraph or this disclaimer, or otherwise attempt to pursue any such claim against the Company or any of the Company’s representative then you hereby irrevocably and unconditionally undertake to indemnify, and keep indemnified the Company and all of the Company’s representatives fully on demand from and against: (a) all liabilities or losses suffered by the Company or any of the Company’s representative; and (b) all reasonable costs, charges and reasonable expenses (including without limitation reasonable legal costs and expenses) reasonably and properly incurred by the Company or any of the Company’s representative, in each case by reason of or in connection with the bringing or commencement of such action or pursuit of such claim by you.
If any provision or part-provision of this disclaimer section is or becomes invalid, illegal or unenforceable, it shall be deemed modified to the minimum extent necessary to make it valid, legal and enforceable. If such modification is not possible, the relevant provision or part-provision shall be deemed deleted. Any modification to or deletion of a provision or part-provision under this disclaimer shall not affect the validity and enforceability of the rest of this disclaimer.
FORWARD-LOOKING STATEMENTS, CAUTIONARY NOTES
All statements contained in this Pitchdeck, the Company’s Whitepaper, the Company’s website, statements made in any press releases or in any place accessible by the public and oral statements that may be made by the Company or any Company representatives (as the case may be), that are not statements of historical fact, constitute “forward-looking statements”. Some of these statements can be identified by forward-looking terms such as “aim”, “target”, “anticipate”, “believe”, “could”, “estimate”, “expect”, “if”, “intend”, “may”, “plan”, “possible”, “probable”, “project”, “should”, “would”, “will” or other similar terms. However, these terms are not the exclusive means of identifying forward-looking statements. All statements regarding the Company’s financial position, business strategies, marketing strategies, plans and prospects and the prospects of the industry which the Company is in are forward-looking statements. These forward-looking statements, including but not limited to statements as to the Company’s revenue profitability and growth, expected revenue profitability and growth, prospects, future, other expected industry trends and other matters discussed in this Pitchdeck, the Company’s Whitepaper and the Company’s website regarding the Company are matters that are not historical facts, but only estimations and predictions. The Company makes no representation or warranty on having made any predictions or estimates or expectations based on any formula, any mathematical or scientific modelling or forecast, or having made any due and proper inquiries or having undertaken any independent research or studies or otherwise. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual future results, performance or achievements of the Company to be materially different from any future results, performance or achievements expected, expressed or implied by such forward-looking statements. These factors include, among others:
(a) changes in political, social, economic, financial and stock or cryptocurrency market conditions, and the regulatory environment in the countries in which the Company conducts its business and operations;
(b) the risk that the Company may be unable to execute or implement its business strategies and future;
(c) changes in interest rates and exchange rates of fiat currencies and all forms of cryptocurrencies;
(d) changes in the anticipated growth strategies and expected internal growth of the Company;
(e) changes in Government and other regulatory bodies regulations and compliance requirements in the social media sector which the Company would have to adhere to or the cryptocurrency sector generally;
(f) changes in the availability and fees payable to the Company in connection with its business and operations;
(g) changes in the availability and salaries of employees who are required by the Company to operate its business and operations;
(h) changes in preferences of customers of the Company;
(i) changes in competitive conditions under which the Company operates, and the ability of the Company to compete under such conditions;
(j) changes in the future capital needs of the Company and the availability of financing and capital to fund such needs;
(k) war or acts of international or domestic terrorism;
(l) occurrences of catastrophic events, natural disasters and acts of God that affect the businesses and/or operations of the Company;
(m) other factors beyond the exclusive control of the Company; and
(n) any risk and uncertainties associated with the Company and its business and operations, the LOV Tokens, the IEO and reliance on all or any part of this Pitchdeck, the Company’s Whitepaper and/or the Company’s website.
All forward-looking statements made by or attributable to the Company or the Company’s representatives are expressly qualified in their entirety by such factors. Given that risks and uncertainties that may cause the actual future results, performance or achievements of the Company to be materially different from that expected, expressed or implied by the forward-looking statements in the Pitchdeck, the Company’s Whitepaper or the Company’s website, undue reliance must not be placed on these statements. These forward-looking statements are applicable only as of the later of the date of publication of the Pitchdeck, the Company’s Whitepaper and the latest date that the Company’s website has been updated. Neither the Company nor the Company’s representatives nor any other person represents, warrants and/or undertakes that the actual future results, performance or achievements of the Company will be as discussed in those forward-looking statements.
The actual results, performance or achievements of the Company may differ materially from that anticipated in these forward-looking statements. Nothing contained in the Pitchdeck, the Company’s Whitepaper is or may be relied upon as a promise, representation or undertaking as to the future performance or policies of the Company. Further, the Company disclaims any responsibility to update any of these forward-looking statements or publicly announce any revisions to these forward-looking statements to reflect future developments, events or circumstances, even if new information becomes available or other events occur in the future.
NO REPRESENTATIONS AND WARRANTIES
The Company does not make or purport to make, and hereby disclaims, any representation, warranty or undertaking in any form whatsoever to any entity or person, including any representation, warranty or undertaking in relation to the truth, accuracy, and completeness of any of the information set out in this Pitchdeck, the Company’s Whitepaper and/or the Company’s website.
REPRESENTATIONS AND WARRANTIES BY YOU BY HOWSOEVER ACCESSING AND/OR ACCEPTING POSSESSION OR COMMUNICATION OF ALL OR ANY PART OF THE AVAILABLE INFORMATION, YOU REPRESENT AND WARRANT (AND SHALL BE DEEMED TO REPRESENT AND WARRANT) TO THE COMPANY ON THE DATE OF SUCH ACCESS OR ON THE LATEST DATE ON WHICH YOU RETAIN POSSESSION OF ALL OR ANY PART OF THIS PITCHDECK, THE COMPANY’S WHITEPAPER OR THE COMPANY’S WEBSITE INFORMATION AS FOLLOWS:
(a) you are over 18 (eighteen) years of age;
(b) you agree and acknowledge that the LOV Tokens do not constitute securities in any form in any jurisdiction;
(c) you agree and acknowledge that this Pitchdeck, the Company’s Whitepaper and the Company’s website do not constitute a prospectus, information memorandum, product disclosure statement or offer document of any sort and are not intended to constitute an offer of securities in any jurisdiction or a solicitation for investment in securities and you are not bound to enter into any contract or binding legal commitment and no cryptocurrency or another form of payment is to be accepted on the basis of this Pitchdeck, the Company’s Whitepaper or the Company’s website;
(d) you agree and acknowledge that no regulatory authority has examined or approved of this Pitchdeck, the Company’s Whitepaper or the information on the Company’s website, no action has been or will be taken under the laws, regulatory requirements or rules of any jurisdiction and the publication, distribution or dissemination of all or any part of this Pitchdeck, the Company’s Whitepaper to you does not imply that the applicable laws, regulatory requirements or rules have been complied with;
(e) you agree and acknowledge that this Pitchdeck, the Company’s Whitepaper, the Company’s website, the undertaking of the IEO, or future trading of the LOV Tokens on any exchange or market (regulated, unregulated, primary, secondary or otherwise), shall not be construed, interpreted or deemed by you as an indication of the merits of the Company, the Company’s Tokens, the IEO, this Pitchdeck, the Company’s Whitepaper or the Company’s website;
(f) the distribution or dissemination of this Pitchdeck, the Company’s Whitepaper and/or the Company’s website any part thereof or any copy thereof, or acceptance of the same by you, is not prohibited or restricted by the applicable laws, regulations or rules in your jurisdiction, and where any restrictions in relation to possession are applicable, you have observed and complied with all such restrictions at your own expense and without liability to the Company;
(g) you agree and acknowledge that in the case where you wish to take part in the IEO and purchase any LOV Tokens, the LOV Tokens are not to be construed, interpreted, classified or treated as:
(i) any kind of currency, commodity or financial product;
(ii) debentures, stocks or shares issued by any person or entity (whether the Company or otherwise);
(iii) rights, options or derivatives in respect of such debentures, stocks or shares;
(iv) rights under a contract for differences or under any other contract the purpose or pretended purpose of which is to secure a profit or avoid a loss;
(v) units in a collective investment scheme or a managed investment scheme;
(vi) units in a business trust;
(vii) derivatives of units in a business trust;
(viii) any other security or class of securities; or
(ix) any type of investment (as such term is defined by the Corporations Act 2001 of Australia or the Australian Securities and Investments Commission Act 2001 of Australia (as amended or re-enacted from time to time) or as such term might be construed under similar legislation in any other part of the World);
(h) you are fully aware of and understand that you are not eligible to take part in the IEO and purchase any LOV Tokens or access this Pitchdeck, the Company’s Whitepaper or the Company’s website if you are a citizen, national, resident (tax or otherwise) and/or visa holder of a restricted jurisdiction or if you are a restricted person;
(i) you have a basic degree of understanding of the operation, functionality, usage, storage, transmission mechanisms and other material characteristics of cryptocurrencies, blockchain-based software systems, cryptocurrency wallets or other related token storage mechanisms, blockchain technology, and smart contract technology;
(j) you are fully aware and understand that in the case where you wish to purchase any LOV Tokens, there are risks associated with:
(A) the Company and its business and operations;
(B) the IEO;
(C) the LOV Tokens;
(D) the purchase of LOV Tokens; and
(E) relying or acting on all or any part of the information in this Pitchdeck, the Company’s Whitepaper or the Company’s website;
(k) you agree and acknowledge that the Company is not liable for any indirect, special, incidental, consequential or other losses of any kind, in tort, contract or otherwise (including but not limited to loss of revenue, income or profits, or loss of use or data, or loss of reputation, or loss of any economic or other opportunity of whatsoever nature or howsoever arising), arising out of or in connection with any acceptance of or reliance on any part of the information in the Pitchdeck, the Company’s Whitepaper and/or the Company’s website;
(l) you agree and acknowledge that any failure by the Company to complete the vision outlined in this Whitepaper for any reason does not entitle holders of LOV Tokens to a refund; and
(l) all of the above representations and warranties are true, complete, accurate and not misleading from the time of your last access to and/or possession of (as the case may be) this Pitchdeck (or any future version of the Pitchdeck) the Company’s Whitepaper (or any future version of the Company’s Whitepaper) or the Company’s website.
You should carefully consider and evaluate each of the following risk factors and all other information contained in this Pitchdeck, the Company’s Whitepaper and/or the Company’s website before deciding to take part in the IEO and purchase LOV Tokens. To the best of the Company’s knowledge and belief, all risk factors, which are material to you in making an informed judgment to participate in the IEO, have been set out below. If any of the following considerations, uncertainties or material risks develop into actual events, the business, financial position and/or results of operations of the Company and the maintenance and level of usage of the LOV Tokens could be materially and adversely affected.
Regulatory actions could negatively impact the LOV Tokens and the Company’s offering in various ways, including, for example, through a determination that the Company Tokens are regulated financial instruments required to be registered with the appropriate regulatory agency or the social media sector becomes subject to further compliance as a result of government and/or other regulatory body laws, rulings and/or actions which the Company would have to comply with. Any of these outcomes could prevent the Company from fully developing the LOV Tokens, the Company’s platform, other tokens and other offered products and services.
Further, a regulator could take action against the Company if it views the LOV Tokens and the Company’s platform as a violation of existing law. Any of these outcomes would negatively affect the utility of the LOV Tokens and/or could cause the Company to cease operations.
Prior to the IEO, there has been no public market for LOV Tokens. Although the Company may use reasonable endeavours to seek the approval for the availability of the LOV Tokens for trading on a cryptocurrency or digital exchange or market, there is no assurance that such approval will be obtained. Furthermore, even if such approval is granted by a cryptocurrency or digital exchange, there is no assurance that an active or liquid trading market for the LOV Tokens will develop, or if developed, will be sustained after the LOV Tokens have been made available for trading on such market. There is also no assurance that the market price of the LOV Tokens will not decline below the original or issue purchase price (the “Issue Price”). The Issue Price may not be indicative of the market price of the LOV Tokens after they have been made available for trading on a market. A LOV Token is not a currency issued by any central bank, commercial, retail or investment bank or other financial institution or national, supra-national or quasi-national organisation, nor is it backed by any hard assets or other credit nor is it a commodity in the traditional sense of that word.
The Company is not responsible for, nor does it pursue, the circulation and trading of LOV Tokens on any market. Trading of LOV Tokens will merely depend on the consensus on its value between the relevant market participants. No one is obliged to take part in the IEO or purchase any LOV Tokens from any holder of the LOV Tokens, including the purchasers, nor does anyone guarantee the liquidity or market price of LOV Tokens to any extent at any time.
Furthermore, LOV Tokens may not be resold to purchasers who are citizens, nationals, residents (tax or otherwise) and/or visa holders of restricted jurisdictions or to restricted persons or to purchasers in any other jurisdiction where the purchase of tokens or any form of cryptocurrency may be in violation of applicable laws. Accordingly, the Company cannot ensure that there will be any demand or market for the LOV Tokens, or that the Issue Price is indicative of the market price of LOV Tokens after they have been made available for trading on any cryptocurrency or digital exchange or market. Acquiring LOV Tokens and storing them involves various risks, in particular the risk that the Company may not be able to launch all anticipated operations and develop its platform, blockchain and provide all the products and services promised.
Therefore, and prior to taking part in the IEO and acquiring LOV Tokens everyone should carefully consider the risks, costs and benefits of acquiring LOV Tokens, and, if necessary, obtain any independent advice in this regard. Any interested person who is not in the position to accept or to understand the risks associated with taking part in an IEO or the activity (incl. the risks related to the early-stage development of the Company’s platform) or any other risks as is indicated in this Pitchdeck, the Company’s Whitepaper, the Company’s website or any other document should not acquire LOV Tokens.
Cryptographic tokens such as the LOV Tokens are a relatively new and dynamic technology. In addition to the risks set out in this Pitchdeck, the Company’s Whitepaper or on the Company’s website, there are other risks associated with taking part in the IEO and your purchase, holding, and use of the LOV Tokens, including those that the Company cannot anticipate or foresee. Such risks may further appear as unanticipated variations or combinations of the risks discussed above.
On concluding the IEO or the establishment of the Company’s platform, the LOV Tokens will be issued by a technical process referred to as a «Blockchain». This is an open source IT protocol over which the Company has no rights or liability in terms of its development and operation. Purchasers of LOV Tokens and users acknowledge and understand, therefore, that the Company (incl. its bodies and employees) assumes no liability or responsibility for any loss or damage that would result from or relate to the incapacity to use the LOV Tokens, except in case of intentional misconduct or gross negligence.
LOV Tokens are BEP20 tokens based on the Binance Smart Chain (“BSC”) protocol. The decentralised aspect of the Company’s platform is built on Algorand. Therefore, any malfunction, unplanned function or unexpected operation of the BSC or Algorand protocols may cause the Company’s network, platform, website or APP to malfunction or operate in a way that is not expected. Binance or BNB, the native BSC protocol account unit, may itself lose value in a similar way to LOV Tokens, and also in other ways.