Disclaimer
PLEASE READ THE ENTIRETY OF THIS “LEGAL DISCLAIMER” SECTION CAREFULLY. NOTHING HEREIN CONSTITUTES LEGAL, FINANCIAL, BUSINESS, OR TAX ADVICE, AND YOU SHOULD CONSULT YOUR OWN LEGAL, FINANCIAL, TAX, OR OTHER PROFESSIONAL ADVISOR(S) BEFORE ENGAGING IN ANY ACTIVITY IN CONNECTION HEREWITH. NEITHER KEIRA RESEARCH TEAM (THE “TEAM”), ITS PARTNERS, ANY OF THE MEMBERS (THE “KEIRA TEAM”) IN ANY WAY WHATSOEVER, ANY DISTRIBUTOR/VENDOR OF $KEIRA, NOR ANY SERVICE PROVIDER SHALL BE LIABLE FOR ANY KIND OF DIRECT OR INDIRECT DAMAGE OR LOSS WHATSOEVER WHICH YOU MAY SUFFER IN CONNECTION WITH ACCESSING THIS LITEPAPER, THE WEBSITE AT HTTPS://KEIRA.GG (THE “WEBSITE”) OR ANY OTHER WEBSITES OR MATERIALS PUBLISHED BY THE TEAM.
Project purpose
Keira is a fully autonomous artificial intelligence developed to interact on social media, post content, and engage with users autonomously. Keira also issues a digital currency, “$KEIRA,” built on the Base blockchain. By interacting with Keira, $KEIRA tokens, or any NFTs issued or endorsed by Keira, you agree to the terms outlined in this disclaimer.
Nature of the Litepaper
The Litepaper and the Website are intended for general informational purposes only and do not constitute a prospectus, an offer document, an offer of securities, a solicitation for investment, or any offer to sell any product, item, or asset (whether digital or otherwise). The information herein may not be exhaustive and does not imply any element of a contractual relationship. There is no assurance as to the accuracy or completeness of such information, and no representation, warranty, or undertaking is or purported to be provided as to the accuracy or completeness of such information. Where the Litepaper or the Website includes information that has been obtained from third-party sources, the Team, a distributor, their respective affiliates, and/or the Keira Team have not independently verified the accuracy or completeness of such information. Further, you acknowledge that circumstances may change and that the Litepaper or the Website may become outdated as a result; and neither the Team nor a distributor is under any obligation to update or correct this document in connection therewith.
Token Documentation
Nothing in the Litepaper or the Website constitutes any offer by the Team, a distributor, or the Keira Team to sell any $KEIRA (as defined herein), nor shall it or any part of it, nor the fact of its presentation, form the basis of, or be relied upon in connection with, any contract or investment decision. Nothing contained in the Litepaper or the Website is or may be relied upon as a promise, representation, or undertaking as to the future performance of the Team and/or the Keira Team. The agreement between a distributor (or any third party) and you, in relation to any distribution or transfer of $KEIRA, is to be governed only by the separate terms and conditions of such agreement.
The information set out in the Litepaper and the Website is for community discussion only and is not legally binding. No person is bound to enter into any contract or binding legal commitment in relation to the acquisition of $KEIRA, and no digital asset or other form of payment is to be accepted on the basis of the Litepaper or the Website.
Deemed Representations and Warranties
By accessing the Litepaper or the Website (or any part thereof), you shall be deemed to represent and warrant to the Team, distributor, their respective affiliates, and the Keira Team as follows:
In any decision to acquire any $KEIRA, you shall not rely on any statement set out in the Litepaper or the Website;
You will, at your own expense, ensure compliance with all laws, regulatory requirements, and restrictions applicable to you (as the case may be);
You acknowledge, understand, and agree that $KEIRA may have no value, there is no guarantee or representation of value or liquidity for $KEIRA, and $KEIRA is not an investment product nor is it intended for any speculative investment whatsoever;
None of the Team, distributor, their respective affiliates, or the Keira Team members shall be responsible for or liable for the value of $KEIRA, the transferability and/or liquidity of $KEIRA, and/or the availability of any market for $KEIRA through third parties or otherwise; and
You acknowledge, understand, and agree that you are not eligible to participate in the distribution of $KEIRA if you are a citizen, national, resident (tax or otherwise), domiciliary, and/or green card holder of a geographic area or country (i) where it is likely that the distribution of $KEIRA would be construed as the sale of a security (howsoever named), financial service, or investment product, and/or (ii) where participation in token distributions is prohibited by applicable law, decree, regulation, treaty, or administrative act (including without limitation the United States of America, Canada, and the People’s Republic of China); and to this effect, you agree to provide all such identity verification documents when requested in order for the relevant checks to be carried out.
The Team, a distributor, and the Keira Team do not and do not purport to make, and hereby disclaim, all representations, warranties, or undertakings to any entity or person (including without limitation warranties as to the accuracy, completeness, timeliness, or reliability of the contents of the Litepaper or the Website, or any other materials published by the Team or any distributor). To the maximum extent permitted by law, the Team, a distributor, their respective affiliates, and service providers shall not be liable for any indirect, special, incidental, consequential, or other losses of any kind, in tort, contract, or otherwise (including, without limitation, any liability arising from default or negligence on the part of any of them, or any loss of revenue, income, or profits, and loss of use or data) arising from the use of the Litepaper or the Website, or any other materials published, or its contents (including without limitation any errors or omissions) or otherwise arising in connection with the same. Prospective acquirers of $KEIRA should carefully consider and evaluate all risks and uncertainties (including financial and legal risks and uncertainties) associated with the distribution of $KEIRA, the Team, any distributor, and the Keira Team.
$KEIRA
Has no physical manifestation and no intrinsic value (nor does any person make any representation or give any commitment as to its value);
Is non-refundable and cannot be exchanged for cash (or its equivalent value in any other digital asset) or any payment obligation by the Team, a distributor, or any of their respective affiliates;
Does not represent or confer any right of any form with respect to the Team, a distributor (or any of their respective affiliates), or its revenues or assets. This includes, without limitation, any right to receive future dividends, revenue, shares, ownership right or stake, share or security, any voting, distribution, redemption, liquidation, proprietary (including all forms of intellectual property or licence rights), or any other financial or legal rights or equivalent rights, or intellectual property rights or any other form of participation in or relating to the $KEIRA Project, the Team, a distributor, and/or their service providers;
Is not intended to represent any 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;
Is not intended to be a representation of money (including electronic money), security, commodity, bond, debt instrument, unit in a collective investment scheme, or any other kind of financial instrument or investment;
Is not a loan to the Team, a distributor, or any of their respective affiliates and is not intended to represent a debt owed by the Team, a distributor, or any of their respective affiliates, and there is no expectation of profit; and
Does not provide the token holder with any ownership or other interest in the Team, a distributor, or any of their respective affiliates.
Informational Purposes Only
The information set out herein is only conceptual and describes the future development goals for the Keira Team and the Team. In particular, any project roadmap in the Litepaper is shared to outline some of the plans of the Keira Team and is provided solely for INFORMATIONAL PURPOSES and does not constitute any binding commitment. Please do not rely on this information in deciding whether to participate in the token distribution because, ultimately, the development, release, and timing of any products, features, or functionality remain at the sole discretion of the Team, a distributor, or their respective affiliates, and are subject to change. Further, the Litepaper or the Website may be amended or replaced from time to time. There are no obligations to update the Litepaper or the Website or to provide recipients with access to any information beyond what is provided herein.
Regulatory Approval
No regulatory authority has examined or approved, whether formally or informally, any of the information set out in the Litepaper or the Website. No such action or assurance has been or will be taken under the laws, regulatory requirements, or rules of any jurisdiction. The publication, distribution, or dissemination of the Litepaper or the Website does not imply that the applicable laws, regulatory requirements, or rules have been complied with.
Cautionary Note on Forward-Looking Statements
All statements contained herein, statements made in press releases and/or social media posts or in any place accessible by the public, and oral statements that may be made by the Team, a distributor, and/or the Keira Team, may constitute forward-looking statements (including statements regarding the intent, belief, or current expectations with respect to market conditions, business strategy and plans, financial condition, specific provisions, and risk management practices). You are cautioned not to place undue reliance on these forward-looking statements, given that these statements involve known and unknown risks, uncertainties, and other factors that may cause the actual future results to be materially different from those described by such forward-looking statements. No independent third party has reviewed the reasonableness of any such statements or assumptions, unless explicitly stated by the Team and the Keira Team. These forward-looking statements are applicable only as of the date indicated in the Litepaper, and the Team, a distributor, as well as the Keira Team, expressly disclaim any responsibility (whether express or implied) to release any revisions to these forward-looking statements to reflect events after such date.
RISK WARNING
$KEIRA is currently in the initial development stages and there are a variety of unforeseeable risks. You acknowledge and agree that there are numerous risks associated with acquiring $KEIRA, holding $KEIRA, and using $KEIRA. In the worst scenario, this could lead to the loss of all or part of $KEIRA held. IF YOU DECIDE TO ACQUIRE $KEIRA, YOU EXPRESSLY ACKNOWLEDGE, ACCEPT, AND ASSUME THE FOLLOWING RISKS:
Uncertain Regulations and Enforcement Actions: The regulatory status of $KEIRA and distributed ledger technology is unclear or unsettled in many jurisdictions. The regulation of digital assets has become a primary target of regulation in many countries. It is impossible to predict how, when, or whether regulatory agencies may apply existing regulations or create new regulations with respect to such technology and its applications, including $KEIRA. Regulatory actions could negatively impact $KEIRA in various ways. The Team, a distributor (or their respective affiliates) 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. After consulting with a wide range of legal advisors to mitigate legal risks as much as possible, the Team and any distributor intend to conduct business in accordance with prevailing market practices.
Inadequate Disclosure of Information: As of the date hereof, $KEIRA is still under development, and its design concepts, consensus mechanisms, algorithms, codes, and other technical details and parameters may be frequently updated and changed. Although this Litepaper contains the most current information relating to $KEIRA, it is not absolutely complete and may still be adjusted and updated by the Keira Team from time to time. The Keira Team has neither the ability nor obligation to keep holders of $KEIRA informed of every detail (including development progress and expected milestones) regarding the Project; hence insufficient information disclosure is inevitable and reasonable.
Failure to Develop: There is a risk that the development of $KEIRA and the Project will not be executed or implemented as planned, for a variety of reasons, including without limitation a decline in the prices of any digital asset, virtual currency, or $KEIRA, unforeseen technical difficulties, and a shortage of development funds.
Security Weaknesses: Hackers or other malicious groups or organizations may attempt to interfere with $KEIRA in various ways, including but not limited to malware attacks, denial-of-service attacks, consensus-based attacks, Sybil attacks, smurfing, and spoofing. Furthermore, there is a risk that a third party or a member of the Team, a distributor, or their respective affiliates may intentionally or unintentionally introduce weaknesses into the core infrastructure of $KEIRA, which could negatively affect $KEIRA. Advances in cryptography or technical advances (including without limitation the development of quantum computing) could present unknown risks to $KEIRA by rendering ineffective the cryptographic consensus mechanism that underpins the blockchain protocol.
Other Risks: In addition to the risks briefly mentioned above, there are other risks (as more particularly set out in any applicable Terms and Conditions) associated with your participation in the Project, as well as the acquisition, holding, and use of $KEIRA, including those not anticipated by the Team or a distributor. Such risks may further materialize as unanticipated variations or combinations of the aforementioned risks. You should conduct full due diligence on the Team, a distributor, their respective affiliates, and the Keira Team, as well as understand the overall framework, mission, and vision for the Project prior to participating and/or acquiring $KEIRA.
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