Terms and Conditions
These Terms and Conditions is a contract between you (‘User’) and ROCATI LIMITED that applies to you when using the website (https://www.rocati.net) including its subdomains or any services provided in conjunction with the website and association with the company.
THE ROCATI NAME, THE ITARCO NAME, THE WEBSITE, THE PLATFORM, THE WHITEPAPER AND ROCATI AND ITARCO SOCIAL MEDIA ACCOUNTS ARE THE SOLE PROPERTY OF ROCATI LIMITED, A LIMITED LIABILITY COMPANY REGISTERED IN MALTA.
In these Terms and Conditions:
- Terms and Conditions are also referred as ‘Agreement’;
- The user is also referred as ‘you’, ‘User’ or ‘your’;
- ROCATI LIMITED is also referred as ‘ROCATI’, ‘Company’ ,‘we’, ‘us’ or ‘our’;
- The ROCATI website and platform including its services is also referred as ‘website’, or ‘platform’.
When using this Website, Platform or Services, the user shall be deemed to have accepted and agreed to be bound by the terms and conditions of this Agreement. Website and Services usage includes viewing, transmitting, caching or storing any part of the website or using any functions, materials or content offered by ROCATI in or on the website. In addition, when using the website and the services, user agrees to any posted guidelines or rules applicable to a particular service. ROCATI reserves the right to post and modify any part of this agreement at any time.
Please do not use this website or any ROCATI’s services if you do not accept any of these terms and conditions. By proceeding to use this service, you also agree that any disputes between you and ROCATI will be resolved by binding, individual arbitration and any of the rights to participate in a class action lawsuit or class wide arbitration are waived by you.
ROCATI reserves the right, at its sole and absolute discretion and without giving prior notice, to vary, modify, add or remove features, or amend any content on the website and its services or any of the terms or conditions of this Agreement under which the Services are offered, from time to time. Any such change will be notified on the Website. User shall be deemed to have accepted and agreed to any such change if you access or use the Website after the change was notified on the Website.
Your purchase of ROCATI Tokens during the ROCATI TOKENS sale period (‘Sale Period’) also referred as ICO (‘Initial Coin Offering’’) is subject to these Terms of Sale (‘Terms’). By purchasing ROCATI TOKENS during the Sale Period and/or using ROCATI TOKENS, you will be bound by these Terms and all terms incorporated by reference.
Scope of Terms
Unless otherwise stated herein, these Terms govern only your purchase of ROCATI TOKENS from us during the Sale Period.
Cancellation, Refusal of Purchase Requests
Your purchase of ROCATI TOKENS from us during the Sale Period is final, and there are no refunds or cancellations. We reserve the right to refuse or cancel ROCATI TOKENS purchase requests at any time in our sole discretion.
Acknowledgment and Assumption of Risks
You acknowledge and agree that there are risks associated with purchasing ROCATI TOKENS, holding ROCATI TOKENS, and using ROCATI TOKENS. If you have any questions regarding these risks, please visit our dedicated website (https://www.rocati.net) or contact us at [TO INSERT]. BY PURCHASING ROCATI TOKENS, YOU EXPRESSLY ACKNOWLEDGE AND ASSUME THESE RISKS.
You are responsible for implementing reasonable measures for securing the wallet, vault or other storage mechanism you use to receive and hold ROCATI TOKENS you purchase from us, including any requisite private key(s) or other credentials necessary to access such storage mechanism(s). If your private key(s) or other access credentials are lost, you may lose access to your ROCATI TOKENSs. We are not responsible for any such losses.
Ownership of ROCATI TOKENS carries no rights, express or implied, other than the right to use ROCATI TOKENS. In particular, you understand and accept that ROCATI TOKENS do not represent or confer any ownership right or stake, share or security or equivalent rights, or any right to receive future revenue shares, intellectual property rights or any other form of participation in or relating to the Platform, and/or Company and its corporate affiliates, other than rights relating to the receipt of Services and use of the Platform, subject to limitations and conditions in these Terms and applicable Platform Terms and Policies (as defined below). ROCATI TOKENS are not intended to be a security, commodity or any other kind of financial instrument.
Undertaking by user
The user undertakes:
- to ensure that any information posted, or permitted or caused to be posted, on the Website, shall be non-confidential or non-proprietary unless expressly indicated otherwise, and not offensive, illegal under any applicable law, and that the user shall be solely responsible for the contents therein;
- to promptly provide to us, upon request, any additional information, which we may consider necessary in providing services on the Website;
- not to use the Website for any illegal purpose (such as money laundering or terrorism financing activities) or in any other manner inconsistent with these Terms and Conditions;
- not to access information or data, which the user is not authorised to access;
- not to violate or attempt to violate the security of the Website;
- not to hack into, interfere with, disrupt, disable, overburden or otherwise impair the proper working of the Website or other ROCATI services;
- to indemnify ROCATI, and its directors, officers, employees, agents, and representatives from and against all losses, claims, damages, payments, liabilities, costs, fines, taxes, penalties and expenses (including the amount paid in settlement of any claim, action, suit or proceeding and the fees and expenses of counsel incurred obtaining advice in respect of, or in defending or settling, any such claim, action, suit or proceeding) of whatsoever nature or kind to which they may become subject or otherwise involved by reason of or in any way arising out of the course of business.
Exclusion of Liability
ROCATI LIMITED shall in no event be liable (whether in an action in negligence, contract or tort based on a warranty or otherwise) for any damage, loss, expense or costs of any kind (including loss of profits, revenue, or loss or inaccuracy of data), whether direct or indirect, incidental, punitive, special, consequential or economic, even if ROCATI or its representatives are advised of the possibility of such damages, howsoever caused as a result, directly or indirectly, of or arising from or in connection with:
- any access, the use or inability to access or use of the Website or any of the Services;
- the user’s reliance on or use or inability to use the content and information of the Website or any linked website;
- any failure of performance, error, omission, interruption, defect, delay in operation or transmission, computer virus or line or system failure of the Website or any linked website;
- the cost of procurement of substitute goods and services resulting from any goods, data, information or services purchased or obtained or messages received or transactions entered into through or from the Website;
- unauthorised access to or alteration of your transmissions or data;
- statements or conduct of any third party on the Website;
- any other matter relating to the Website.
Confidentiality and Security
Users are responsible for maintaining the confidentiality and security of his/her private keys, and
accept responsibility for all activities that occur under his/her account. You must notify us immediately if the security of your login or password has been breached or compromised.
Unless otherwise stated, the content and information on this Website are the property of ROCATI LIMITED and/or other parties. You may not download, reproduce, or retransmit any information, other than for non commercial individual use. This Website is to be used by Users only. Users are granted a limited, nontransferable, revocable license to view and copy the information solely for internal use only, subject to the restrictions below.
All intellectual property rights comprised in the information, text, graphics, logos, images, video and audio clips, data compilations, scripts, software, technology, sound or any other materials or works found in the Website shall vest in and remain with ROCATI. You are permitted to download and print such materials from the website for personal and noncommercial use provided that you do not breach these Terms and Conditions.
You are not permitted to copy, transfer, distribute, reverse compile, adapt, modify, reproduce, republish, display, broadcast, hyperlink or transmit in any manner or by any means or store in any information retrieval system, any part of the Website without the prior written permission of ROCATI.
Links to the other Websites
The Website may contain hyperlinks to websites which are not maintained nor controlled by ROCATI. All hyperlinks to such websites are provided as a convenience to you. Use of the hyperlinks and access to such websites are entirely at your own risk. ROCATI disclaims all responsibility and liability for any third party content contained in websites linked to this Website and shall not be liable for any damages or loss arising from your access to or use of such websites.
The inclusion of any hyperlink does not imply endorsement by ROCATI of such websites. Under no circumstances shall ROCATI be considered to be associated or affiliated in whatever manner with any trade or service marks, logos, insignia or other devices used or appearing on websites to which the Website is linked.
The contents of the Website and system are provided on an “as is” basis without warranties of any kind and are made available for your general information only. No warranty of any kind, express, implied or statutory, is given in conjunction with the contents of the Website and the tools contained in the Website in general.
The User acknowledges and agrees that ROCATI does not act as a professional consultant, adviser, etc., and information provided to User at the website does not constitute a professional advice.
ROCATI does not warrant User the possibility to obtain a financial or other type of outcome, which is the result of use of ROCATI website and any services provided in conjunction with the website and association with ROCATI.
While every effort is made to ensure that all information contained in the Website is correct, ROCATI does not warrant the accuracy, adequacy, correctness, completeness, reliability, timeliness, non-infringement, title, merchantability or fitness for any purpose of the information on the Website or any website linked to the Website, or that the information available on the Website, or associated therewith, will be uninterrupted or error-free or that defects will be corrected or that this Website will be free from viruses, virus attacks or other harmful elements, and expressly disclaims liability for the same and any errors or omissions.
ROCATI does not guarantee the confidentiality or privacy of any communication or information transmitted on the Website or any site linked to the Website. We will not be liable for the privacy or security of information, email addresses, registration and identification information, disk space, communications, confidential or proprietary information, or any other content transmitted over networks accessed by the site, or otherwise connected with your use of the Website. ROCATI reserves the right, at its sole and absolute discretion and without giving prior notice to block or restrict access to, or terminate, withdraw, suspend, this Agreement or your use of the Website for any reason, including but not limited to breaches of this Agreement.
ROCATI shall not be liable for any loss, liability or damage, which may be incurred as a result of the termination of this Agreement.
Use of ROCATI and ROCATI TOKENS may carry financial risk, and is to be used as an experimental software product only. You acknowledge that purchasing ROCATI TOKENS (or any other digital tokens offered by ROCATI) involves risk and in no event shall ROCATI be liable or responsible for any damages, claims, applications, losses, injuries, delays, accidents, costs, business interruption costs, or other expenses (including, without limitation, attorneys’ fees or the costs of any claim or suit), nor for any incidental, direct, indirect, general, special, punitive, exemplary, or consequential damages, loss of goodwill or business profits, loss of cryptocurrency or digital assets, work stoppage, data loss, computer failure or malfunction, or any other commercial or other losses directly or indirectly arising out of or related to: our Terms; the Privacy and Transparency Statement; any service of ROCATI; any use of your digital assets or cryptocurrency on ROCATI by any other party not authorized by you (collectively, all of the foregoing items shall be referred to herein as ’Losses’). ROCATI is hereby released by you from liability for any and all Losses. We disclaim any and all warranties or guarantees, including any warranty of merchantability and warranty of fitness for any particular purpose. The foregoing limitations of liability shall apply whether the alleged liability or Losses are based on contract, negligence, tort, strict liability, or any other basis, even if ROCATI has been advised of or should have known of the possibility of such losses and damages, and without regard to the success or effectiveness of other remedies.
ROCATI will do its best to launch its operations and develop the Rocati platform.
Any person undertaking to acquire ROCATI TOKENS acknowledges and understands that ROCATI does not provide any guarantee that it will manage to establish an operative platform and therefore it cannot guarantee that the ROCATI TOKENS can be used to purchase services on the platform. They acknowledge and understand therefore that ROCATI (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 ROCATI TOKENS, except in the case of intentional misconduct or gross negligence.
Prohibited Jurisdictions/Selling Restrictions
It is prohibited to use or access ROCATI TOKENS if you are a citizen or entity that falls under the list as provided by the United Nations Security Council of Designated Individuals and Entities. By accessing this site or any services therein, you represent and warrant that you are not physically located in these prohibited jurisdictions.
THE INFORMATION PROVIDED ON THE WEBSITE OR ON THE WHITEPAPER IS NOT INTENDED FOR DISTRIBUTION TO, OR USE BY, ANY PERSON OR ENTITY IN THE UNITED STATES OR THE REPUBLIC OF SINGAPORE, OR IN ANY JURISDICTION OR COUNTRY WHERE SUCH DISTRIBUTION OR USE WOULD BE CONTRARY TO ANY LAW OR REGULATION, OR WHICH WOULD SUBJECT ROCATI, AND/OR ENTITY CREATING THE ROCATI TOKENS (INCLUDING THEIR AFFILIATES) OR ANY OF THEIR PRODUCTS OR SERVICES TO ANY REGISTRATION, LICENSING OR OTHER AUTHORIZATION REQUIREMENT WITHIN SUCH JURISDICTION OR COUNTRY.
YOU ARE ONLY ALLOWED TO PURCHASE ROCATI TOKENS TOKENS ONLY IF, BY BUYING ROCATI TOKENS YOU COVENANT, REPRESENT, AND WARRANT THAT YOU ARE NEITHER A U.S. CITIZEN OR PERMANENT RESIDENT OF THE UNITED STATES, NOR DO YOU HAVE A PRIMARY RESIDENCE OR DOMICILE IN THE UNITED STATES, INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, AND ANY OTHER POSSESSIONS OF THE UNITED STATES. IN ORDER TO BUY ROCATI TOKENS AND BY BUYING ROCATI TOKENS YOU COVENANT, REPRESENT, AND WARRANT THAT NONE OF THE OWNERS OF THE COMPANY, OF WHICH YOU ARE AN AUTHORIZED OFFICER, ARE U.S. CITIZEN OR PERMANENT RESIDENT OF THE UNITED STATES, NOR DO YOU HAVE A PRIMARY RESIDENCE OR DOMICILE IN THE UNITED STATES, INCLUDING PUERTO RICO, THE U.S. VIRGIN ISLANDS, AND ANY OTHER POSSESSIONS OF THE UNITED STATES. SHOULD THIS CHANGE AT ANY TIME, YOU SHALL IMMEDIATELY NOTIFY THE CREATOR OF ROCATI TOKENS.
THE CREATOR OF ROCATI TOKENS SHALL RESERVE THE RIGHT TO REFUSE SELLING ROCATI TOKENS TO ANYONE WHO DOES NOT MEET CRITERIA NECESSARY FOR THEIR BUYING, AS SET OUT HEREUNDER AND BY THE APPLICABLE LAW. IN PARTICULAR, THE CREATOR OF ROCATI TOKENS MAY REFUSE SELLING ROCATI TOKENS TO U.S. CITIZENS, PERMANENT RESIDENTS OF THE UNITED STATES AND THOSE USERS WHO DO NOT MEET ELIGIBILITY CRITERIA ESTABLISHED BY THE CREATOR OF ROCATI TOKENS FROM TO TIME IN ITS SOLE DISCRETION.
Each User shall declare, bear and pay all such taxes, duties, imposts, levies, tariffs and surcharges that might be imposed by the laws and regulations of any jurisdiction as a result of or in connection with the receipt, holding, use, purchase, appreciation, trading or divestment of ROCATI TOKENS. Each User shall be solely liable for all such penalties, claims, fines, punishments, liabilities or otherwise arising from his/her underpayment, undue payment or belated payment of any applicable tax.
ROCATI provides no advice and make no representation as to tax implications of any jurisdiction.
Forward Looking Statements
This document includes forward looking statements. Most of the time, forward looking statements can be identified by the use of words such as ‘believes’, ‘expects’, ‘does not expect’, ‘is expected’, ‘targets’, ‘outlook’, ‘plans’, ‘scheduled’, ‘estimates’, ‘forecasts’, ‘intends’, ‘anticipates’ or ‘does not anticipate’ or variations of such words and phrases or statements that certain actions, events or results ‘may’, ‘could’, ‘would’, ‘might’ or ‘will’ be taken, occur or be achieved. Forward looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of ROCATI to be materially different from any future results, performance or achievements expressed or implied by the forward looking statements. Although ROCATI believes it has a reasonable basis for making these forward looking statements, readers are cautioned not to place undue reliance on such forward looking information. By its nature, forward looking information involves numerous assumptions, inherent risks and uncertainties, both general and specific, which contribute to the possibility that the predictions, forecasts and other forward looking statements will not occur.
Certain Risks Relating to Purchase, Sale and Use of ROCATI TOKENS
Important Note: As noted elsewhere in these Terms, the ROCATI TOKENS are not being structured or sold as securities or any other form of investment product. ROCATI TOKENS can only be used to buy ROCATI services. Accordingly, none of the information presented herein is intended to form the basis for any investment decision, and no specific recommendations are intended. Company expressly disclaims any and all responsibility for any direct or consequential loss or damage of any kind whatsoever arising directly or indirectly from: (i) reliance on any information contained herein, (ii) any error, omission or inaccuracy in any such information or (iii) any action resulting from such information.
By purchasing, holding and using ROCATI TOKENS, you expressly acknowledge and assume the following risks:
- Risk of Losing Access to ROCATI TOKENS Due to Loss of Private Key(s), Custodial Error or Purchaser Error; A private key, or a combination of private keys, is necessary to control and dispose of ROCATI TOKENS stored in your digital wallet or vault. Accordingly, loss of requisite private key(s) associated with your digital wallet or vault storing ROCATI TOKENS will result in loss of such ROCATI TOKENS. Moreover, any third party that gains access to such private key(s), including by gaining access to login credentials of a digital wallet or vault service you use, may be able to misappropriate your ROCATI TOKENS. Any errors or malfunctions caused by or otherwise related to the digital wallet or vault you choose to receive and store ROCATI TOKENS, including your own failure to properly maintain or use such digital wallet or vault, may also result in the loss of your ROCATI TOKENS. Additionally, your failure to follow precisely the procedures for buying and receiving ROCATI TOKENS, including, for instance, if you provide the wrong address for receiving ROCATI TOKENS, may result in the loss of your ROCATI TOKENS.
- Risks Associated with the Ethereum Protocol;
Because ROCATI TOKENS are based on the Ethereum protocol, any malfunction, breakdown or abandonment of the Ethereum protocol may have a material adverse effect on ROCATI TOKENS. Moreover, advances in cryptography, or technical advances such as the development of quantum computing, could present risks to ROCATI TOKENS, including the utility of ROCATI TOKENS for obtaining Services, by rendering ineffective the cryptographic consensus mechanism that underpins the Ethereum protocol.
- Risk of Mining Attacks;
As with other decentralized cryptographic tokens based on the Ethereum protocol, ROCATI TOKENS are susceptible to attacks by miners in the course of validating ROCATI TOKENS transactions on the Ethereum blockchain, including, but not limited, to double-spend attacks, majority mining power attacks, and selfish-mining attacks. Any successful attacks present a risk to ROCATI TOKENS, including, but not limited to, accurate execution and recording of transactions involving ROCATI TOKENS.
- Risk of Hacking and Security Weaknesses;
Hackers or other malicious groups or organizations may attempt to interfere with ROCATI 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.
- Risks Associated with Markets for ROCATI TOKENS;
ROCATI TOKENS are intended to be used solely on the Platform, and Company will not support or otherwise facilitate any secondary trading or external valuation of ROCATI TOKENS. This restricts the contemplated avenues for using ROCATI TOKENS to obtain Services or access the Platform, and could therefore create illiquidity risk with respect to ROCATI TOKENSs you hold. Even if secondary trading of ROCATI TOKENS is facilitated by third party exchanges, such exchanges may be relatively new and subject to little or no regulatory oversight, making them more susceptible to market-related risks. Furthermore, to the extent that third-parties do ascribe an external exchange value to ROCATI TOKENS (e.g., as denominated in a digital or fiat currency), such value may be extremely volatile and diminish to zero.
- Risk of Uninsured Losses;
Unlike bank accounts or accounts at some other financial institutions, ROCATI TOKENS are uninsured unless you specifically obtain private insurance to insure them. Thus, in the event of loss or loss of utility value, there is no public insurer, such as the Federal Deposit Insurance Corporation, or private insurance arranged by us, to offer recourse to you.
- Risks Associated with Uncertain Regulations and Enforcement Actions;
The regulatory status of ROCATI TOKENS and distributed ledger technology is unclear or unsettled in many jurisdictions. It is difficult to predict how or whether regulatory agencies may apply existing regulation with respect to such technology and its applications. It is likewise difficult to predict how or whether legislatures or regulatory agencies may implement changes to law and regulation affecting distributed ledger technology and its applications, including ROCATI TOKENS. Regulatory actions could negatively impact ROCATI TOKENS in various ways, including, for purposes of illustration only, through a determination that ROCATI TOKENS are a regulated financial instrument that require registration or licensing. The Company may cease operations in a jurisdiction in the event that regulatory actions, or changes to law or regulation, make it illegal to operate in such jurisdiction, or commercially undesirable to obtain the necessary regulatory approval(s) to operate in such jurisdiction.
- Risks Arising from Taxation;
The tax characterization of ROCATI TOKENS is uncertain. You must seek your own tax advice in connection with purchasing ROCATI TOKENS, which may result in adverse tax consequences to you, including withholding taxes, income taxes and tax reporting requirements.
- Risks Associated with the Development and Maintenance of the Platform;
The Platform is still under development and may undergo significant changes over time. We may have to make changes to the specifications of ROCATI TOKENS or the Platform for any number of legitimate reasons. This could create the risk that ROCATI TOKENS or the Platform, as further developed and maintained, may not meet your expectations at the time of purchasing ROCATI TOKENS. Furthermore, despite our good faith efforts to develop and maintain the Platform, it is still possible that the Platform will experience malfunctions or otherwise fail to be adequately developed or maintained, which may negatively impact the Platform and the potential utility of ROCATI TOKENS, including its utility for obtaining Services.
- Risk of an Unfavorable Fluctuation of Ether and Other Currency Value;
The Company team intends to use the proceeds from selling ROCATI TOKENS to fund the maintenance and development of the Platform. The proceeds of the sale of ROCATI TOKENS will be denominated in Ether, and may, at our discretion, be converted into other cryptographic and fiat currencies. If the value of Ether or other currencies fluctuates unfavorably during or after the Sale Period, the Company team may not be able to fund development, or may not be able to develop or maintain the Platform in the manner that it intended.
- Risk of Dissolution of the Company;
It is possible that, due to any number of reasons, including, but not limited to, an unfavorable fluctuation in the value of Ether (or other cryptographic and fiat currencies), decrease in ROCATI TOKENS’s utility (including its utility for obtaining Services), the failure of commercial relationships, or intellectual property ownership challenges, the Platform may no longer be viable to operate and the Company may dissolve.
- Risks Arising from Lack of Governance Rights;
Because ROCATI TOKENS confer no governance rights of any kind with respect to the Platform or Company, all decisions involving the Platform or Company will be made by Company at its sole discretion, including, but not limited to, decisions to discontinue the Platform, to sell more ROCATI TOKENS for use in the Platform, or to sell or liquidate the Company. These decisions could adversely affect the Platform and the utility of ROCATI TOKENS that you hold, including ROCATI TOKENS’s utility for obtaining Services.
Cryptographic tokens such as ROCATI TOKENS are a new and untested technology. In addition to the risks included herein, there are other risks associated with your purchase, holding and use of ROCATI TOKENS, including those that the Company cannot anticipate. Such risks may further materialize as unanticipated variations or combinations of the risks discussed in this Exhibit C.
Use of ROCATI and purchasing of the ROCATI TOKENS may carry financial risk, and is to be used as an experimental software sale only. You acknowledge that purchasing ROCATI TOKENS (or any other digital tokens offered by ROCATI) involves risk and in no event shall, be liable or responsible for any damages, claims, applications, losses, injuries, delays, accidents, costs, business interruption costs, or other expenses (including, without limitation, attorneys’ fees or the costs of any claim or suit), nor for any incidental, direct, indirect, general, special, punitive, exemplary, or consequential damages, loss of goodwill or business profits, loss of cryptocurrency or digital assets, work stoppage, data loss, computer failure or malfunction, or any other commercial or other losses directly or indirectly arising out of or related to: our Terms; any service of ROCATI; any use of your digital assets or cryptocurrency on ROCATI by any other party not authorised by you (collectively, all of the foregoing items shall be referred to herein as ‘Losses’). ROCATI and its controlled entities are hereby released by you from liability for any and all Losses. We disclaim any and all warranties or guarantees, including any warranty of merchantability and warranty of fitness for any particular purpose. The foregoing limitations of liability shall apply whether the alleged liability or Losses are based on contract, negligence, tort, strict liability, or any other basis, even if ROCATI has been advised of or should have known of the possibility of such losses and damages, and without regard to the success or effectiveness of other remedies.