Terms

 

BY PARTICIPATING, YOU AGREE TO BE BOUND BY THESE TERMS AND ALL OTHER TERMS INCORPORATED BY REFERENCE.  IF YOU DO NOT AGREE TO ALL OF THESE TERMS, DO NOT USE OUR SERVICES.

 

TERMS OF SERVICE

These terms of service and any terms expressly incorporated herein (“terms”, “agreement,” “document”) apply to your access to, and use of, any services provided by LEDGERMARK LTD, a United Kingdom corporation, with its principle place of business at Level 18, 40 Bank Street, Canary Wharf, London, England, E14 5NR (hereinafter referred to as “Meridian,” “Meridian team,” “Meridian Loans Platform,” “mymdn.io,” “we,” “us” or “our”), including but not limited to our websites located at www.mymdn.io (the “site,” “website,” “platform,” “donation platform,”) mobile applications, hosted wallet services, our lending platform and our collateral exchange services provided as described in these terms (collectively, the “services”). These terms do not alter in any way the terms or conditions of any other agreement you may have with Meridian for products, services or otherwise. If you are using the services on behalf of any entity, you represent and warrant that (a) such legal entity is duly organized and validly existing under the applicable laws of the jurisdiction of its organization and (b) you are authorized to accept these terms on such entity’s behalf and that such entity agrees to be responsible to us if you violate these terms. Meridian reserves the right to change and to modify these terms at any time and in our sole discretion. Your continued use of the services will confirm your acceptance of the revised terms. If you do not agree to the amended terms, you must stop using the services. We encourage you to frequently review the terms to ensure you understand the terms and conditions that apply to your access to, and use of the services. If you have any questions regarding the use of the site, please contact [email protected]

 

 

 

 

 

Meridian Token Sale

 

1.        Terms

 

1.1.         The following terms and conditions (“terms,” “agreement”) govern the purchase (“donation,” “contribution”) from the Meridian Team (“Meridian”) by buyers (hereinafter referred to as “buyers” “customers” collectively, “you” “your” and “buyer” “customer” individually). The token sale (otherwise referred to as “initial coin offering,” “ICO,” “ICO campaign," “presale,” “presale campaign,” “crowdfund,” “crowdfunding,”) refers to the process and the period of time during which customers will be purchasing Meridian tokens.

 

1.2.         By using the site and participating in the token sale you agree to be bound by these terms and conditions. Meridian reserves the right to amend the terms and conditions at any time and such amendments will be effective immediately. By continuing to use the site and participating in the token sale you accept such amendments.

1.3.         If you do not agree with these terms and conditions, you must refrain from using the site and participating in the token sale.

 

1.4.         If you are under legal age (minimum age of 18, or the legal age in your jurisdiction), you are prohibited from taking any part in the token sale and requested to leave the site at once.

1.5.         Do not take any part in the token sale if you are not an expert in dealing with Blockchain based software systems. Donations to Meridian during the token sale are non-refundable and no allocation of Meridian tokens can be assured or warranted by Meridian.

 

1.6.         By participating in the token sale and contributing to Meridian you expressly acknowledge and represent that you have carefully and entirely reviewed the terms and fully understand the risks, potential costs, and benefits of contributing to Meridian and you explicitly agree to be bound by these terms

 

1.7.         By clicking the “I accept,” “I agree,” “continue,” “next,” "participate," buttons or checking the checkbox presented with the terms, you are, out of your own free will, agreeing that you are taking part in the token sale under the terms set forth in detail in this document at your own risk. If you are contributing to the token sale for another entity or any third-party, you hereby warrant that you have legal authority to bind that entity to these terms as set forth in this document.

 

1.8.         By contributing to the token sale you expressly agree to all of the terms set forth in this document. If you do not understand or do not agree to the terms, you should not take any part in the token sale.

 

1.9.         Participating in the token sale carries significant financial risk, including using experimental software. This document is not, under any circumstances, a solicitation for investment and does not pertain in any way to an offering of securities in any jurisdiction.

 

1.10.    The terms and disclaimers outlined in this document supersede any public statements about Meridian made by third parties, by Meridian official representatives or any individuals associated with Meridian in the past, present and future.

 

1.11.    By participating in the token sale you represent and warrant that you have a good understanding of the usage and intricacies of cryptographic tokens and Blockchain-based software systems;

 

1.12.    By participating in the token sale you represent and warrant that you are of legal age and are legally permitted to participate and have verified that, by doing so, you are not violating any law in your jurisdiction. You agree and warrant that you are solely responsible if any such law or laws are violated;

 

1.13.    By participating in the token sale you represent and warrant that you waive your right to participate in a class action lawsuit or a class-wide arbitration against any person or entity involved with the token sale or with Meridian;

 

1.14.    By participating in the token sale you represent and warrant that you understand that the participation in the token sale carries significant financial, regulatory and other risks and that you take sole responsibility for any restrictions and risks associated with the token sale as set forth below;

 

1.15.    By participating in the token sale you represent and warrant that you are not contributing or exchanging cryptocurrencies for Meridian Tokens for the purpose of speculative investment;

 

1.16.    By participating in the token sale you represent and warrant that you are not exchanging Meridian tokens for any illegal purpose within your jurisdiction;

 

1.17.    By participating in the token sale you represent and warrant that you understand that contributing to the token sale does not involve the purchase of shares or equivalent in any existing or future public or private company, corporation, or other entity in any jurisdiction;

 

1.18.    By participating in the token sale you represent and warrant that you understand that there is no warranty whatsoever on Meridian tokens, express or implied, to the extent permitted by law;

 

1.19.    By participating in the token sale you represent and warrant that you understand that you bear the sole responsibility to determine if your donation to Meridian, the creation, use or ownership of Meridian tokens, the potential appreciation or depreciation in the value (if any) of Meridian tokens over time, the sale and purchase of Meridian tokens and/or any other action or transaction related to Meridian or the Meridian Loans Platform have tax implications for you.

 

1.20.    You further agree to accept sole risk for your contribution to the token sale. You also recognize and accept that the Meridian Loans Platform is continuously being developed and may undergo significant changes over time.

 

2.        Disclaimers

 

2.1.         You agree that you are making this donation to Meridian at your own risk and that Meridian tokens are provided on an as is basis without warranties of any kind, either expressed or implied, including, but not limited to, warranties of title or implied warranties, merchantability or fitness for a particular purpose. Without limiting the foregoing, none of the third parties or individuals associated with Meridian warrant that the process for donating during the token sale will be uninterrupted or error-free.

 

2.2.         Meridian tokens do not represent or constitute an equity ownership share, stake, or equivalent in any public or private corporation, or other entity in any jurisdiction.

 

2.3.         Meridian tokens do not entitle any holder of Meridian tokens to any rights with respect to any corporation, or entity in any jurisdiction.

 

2.4.         Meridian tokens are not securities under any circumstance. There is no promise of profit or any future value.

2.5.         Meridian tokens do not constitute a currency equivalent as they are not issued by any government or central issuer, nor do they represent any relationship or rights to the owner of the protocol.

2.6.         Holders of Meridian tokens do not have any influence in the development or governance of Meridian. Meridian tokens do not represent or constitute any ownership right, share, stake, security or any right to receive future revenue shares or intellectual property rights from Meridian. The sole and exclusive usage rights of these intellectual property rights are held by and assigned to LEDGERMARK LTD and its nominees.

 

2.7.         Meridian tokens are provided on an as is basis without warranties of any kind, either express or implied, including, but not limited to, warranties of title or implied warranties, merchantability or fitness for a particular purpose (except only to the extent prohibited under applicable law).

 

2.8.         Meridian does not warrant that the process for participating in the token sale, or receiving and holding tokens, will be uninterrupted or error-free.

 

3.        Forward looking statements

This document, the Meridian whitepaper, Meridian advertising, Meridian communication and the website contains statements that are, or may be deemed to be, forward looking statements which are prospective in nature.

 

Forward looking statements may be identified by the use of the following words, and their equivalents; “outlook”, "plans", "expects" or "does not expect", "is expected", "continues", "assumes", "is subject to", "budget", "scheduled", "estimates", "aims", "forecasts", "risks", "intends", "positioned", "predicts", "anticipates" or "does not anticipate", or "believes", or variations of such words or comparable terminology and phrases or statements that certain actions, events or results "may", "could", "should", “shall”, "would", "might" or "will" be taken, occur or be achieved. Such statements are qualified in their entirety by the inherent risks and uncertainties surrounding future expectations.

 

Forward-looking statements are not based on facts, but rather on current predictions, expectations, beliefs, opinions, plans, objectives, goals, intentions and projections about future events, results of operations, prospects, financial condition and discussions of strategy. By their nature, forward-looking statements involve known and unknown risks and uncertainties, many of which are beyond anyone's control. Forward-looking statements are not guarantees of future performance. Meridian does not provide any representation, assurance or guarantee that the occurrence of the events expressed or implied in any forward-looking statements used by Meridian will actually occur. You are cautioned not to place undue reliance on these forward-looking statements. All parties involved with Meridian and the token sale disclaim any intention, obligation or undertaking to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. The making of this document does not constitute a recommendation regarding any securities.

4.        Jurisdiction

 

4.1.         This agreement shall be governed by and interpreted in accordance with the laws of the United Kingdom.

4.2.         Customers consent to jurisdiction in the United Kingdom.

4.3.         To the extent that these terms or any of the terms and conditions published from time to time on the website, or in the Meridian whitepaper conflict with translated copies, the English version prevails.

4.4.         Any term or provision of this agreement which is invalid or unenforceable in any jurisdiction shall, as to such jurisdiction, be ineffective to the extent of such invalidity or unenforceability without rendering invalid or unenforceable the remaining terms and provisions of this agreement, or affecting the validity or enforceability of any of the terms or provisions of this agreement in any other jurisdiction.

5.        Liability

5.1.         You acknowledge and agree that you will not hold Meridian and/or any third parties or individuals associated with Meridian liable for any damages caused by or related to the use of, or inability to use, the donation platform under any cause or action whatsoever of any kind in any jurisdiction, including, without limitation, actions for breach of warranty, breach of contract, tort or negligence and that neither Meridian, its affiliates and any third parties or individuals associated with the token sale shall be held liable for any direct, indirect, incidental, special, exemplary or consequential damages, including; loss of profits, goodwill or data, from the use of Meridian and the donation platform.

5.2.         You will indemnify Meridian from and against all loss in any way arising out of your participation in the token sale or receiving and holding tokens, or your use of the website.

5.3.         You further specifically acknowledge that Meridian and third parties or individuals associated with the token sale or with Meridian itself are not liable, and you agree not to seek to hold any third parties or individuals associated with Meridian liable, for the conduct of third parties, including other customers to the token sale, and that the risk and responsibility of participating and contributing to the token sale rests entirely with you.

6.        Risks

 

Participating in the token sale carries significant risk. Prior to proceeding with your donation, you are hereby requested to carefully consider the risks set forth below and, to the extent necessary, consult a lawyer, accountant, and/or tax professional prior to making a contribution.

 

6.1.         Alternative platforms might be established with the intent to imitate Meridian and its services. Whilst utilising the same underlying source code and protocol as Meridian, such platforms may become widely adopted. This may present a risk to customers and to the continued, ongoing development of Meridian.

6.2.         Digital currencies like or similar to Bitcoin have demonstrated extreme price fluctuations. By participating in the token sale, or holding Meridian tokens, you represent and warrant that you understand and accept that Meridian tokens may also demonstrate price volatility.

6.3.         By participating in the token sale, you acknowledge and agree that you will not hold Meridian and/or any third parties or individuals associated with Meridian liable for any loss arising out of, or in any way connected your participation in the token sale, or you receiving and holding Meridian tokens.

6.4.         Blockchain technology is still in a developmental phase and is therefore experimental in nature. As such, there is a risk that rogue participants in the token sale could introduce weaknesses or bugs into the software, causing the system to lose donations and/or Meridian tokens.

6.5.         The field of cryptographic currencies is still relatively new and for this reason, there may be a risk of unforeseen attacks on the underlying cryptographic protocols that govern the functionality of Meridian. There are methods of attack that have not yet been documented, as well as other vulnerabilities that may exist and this represents a risk that could lead to the loss of donations and/or Meridian tokens.

6.6.         Blockchain technology allows for new forms of interaction between individuals and/or companies, some of these interactions are yet to have been imagined and implemented. As such, there are regulatory implications. Unforeseen regulations may be created to govern the use of blockchain technologies. Such regulations may or may not strengthen the viability of Meridian. Conversely, such regulations may or may not impede or limit the ability of the continued development of Meridian.

6.7.         It is possible that Meridian might not be adopted by a large number of individuals, businesses and other organisations and that there may be limited public interest in the creation and development of its infrastructure. This might impact the continued development of Meridian. You therefore understand that, even if Meridian is partially or fully developed and launched, there is no assurance that you will receive any benefit.

6.8.         As with other digital assets, the blockchain used to govern the functionality of Meridian may be susceptible to mining attacks, including but not limited to double-spend attacks, majority mining power attacks, selfish-mining attacks, and race condition attacks. Any attack that is successful may present a risk to customers and to the ongoing development of Meridian.

6.9.         Customers acknowledge that Meridian is currently under development and may undergo significant changes before release. Customers also acknowledge that any expectations regarding the form and functionality of Meridian may change before its release for any number of reasons, including a change in implementation strategy and/or design.

 

7.        Apportions

7.1.         After completion of the token sale, Meridian tokens will be generated and apportioned to customers.

7.2.         Apportions made in accordance with contributions made to the token sale shall constitute a percentage of the total number of generated Meridian tokens. The percentage of tokens that remain after distribution to customers will be applied toward the continued marketing, development and maintenance of Meridian in accordance with the Meridian whitepaper.

8.        Taxation

8.1.         No party involved with Meridian makes any representations concerning the tax implications of donations or the creation, use or possession of Meridian tokens. You bear the sole responsibility of determining or assessing the tax implications of your participation in the token sale.

8.2.         You participate in the token sale out of your own free will. By participating in the token sale, creating, using or holding Meridian tokens, you agree not to hold any parties, third-parties, or individuals associated with Meridian liable for any tax liabilities associated with or arising from your donation to Meridian or the creation, use or possession of Meridian tokens or any other action or transaction related to Meridian.

8.3.         By participating in the token sale or receiving and holding Meridian tokens, you agree that none of the parties, third-parties, or individuals associated with Meridian may be held liable for any loss arising out of, or in any way connected to, any tax liability that you may incur in connection with your participation in the token sale, or receiving and holding Meridian tokens.

9.        Privacy

9.1.         Except as otherwise stated in these terms and conditions or on the Website, Meridian will not publish any identifying information relating to you without your prior written consent.

9.2.         Customers may be contacted by Meridian through email. Such emails will be informational only. Meridian will never request any information from customers via an email.

9.3.         By participating in the token sale, you are agreeing to act responsibly and in accordance with all laws and regulations, including data protection and privacy laws.

10.   Intellectual Property

 

10.1.    All content and information on the website shall vest in and remain property of Meridian. You may not download or reproduce any information other than for non-commercial individual use. This Website is to be used by customers only. Customers are granted a limited, non-transferable, revocable license to view and copy the information solely for personal use only, subject to clause 10.2.

10.2.    All intellectual property rights comprised in the information, text, graphics, logos, images, audio clips, videos, data compilations, scripts, software, technology, sound or any other materials or works found on the website shall vest in and remain property of Meridian. You are permitted to download and print such materials from the website for personal and non-commercial use provided that you do not breach these terms and conditions.

11.   Force Majeure

11.1.    You agree that Meridian is not liable in any way for failure to perform due to the occurrence of any force majeure event. By participating in the token sale or receiving and holding Meridian tokens, you agree that neither Meridian nor the parties associated with Meridian may be held liable for any loss arising out of, or in any way connected to, any force majeure event.

12.   Definitions

12.1.    Meridian Tokens (otherwise referred to as “MDN,” “token,” “tokens”) means digital asset and peer-to-peer transaction system, verified by network nodes that record transactions in a public, distributed ledger called the Meridian blockchain.

12.2.    Donations (otherwise referred to as “Bitcoin,” “Bitcoins,” “BTC,” “contribution,” “contributions”) means digital currency and peer-to-peer transaction system, verified by network nodes that record transactions in a public, distributed ledger called the blockchain.

12.3.    Whitepaper (Otherwise referred to as “Meridian Whitepaper”) is an informational document issued by Meridian to highlight the ideologies that underpin the Meridian services.

12.4.    Force majeure event means any event or circumstance, natural or unnatural, which: (1) is not within the reasonable control of Meridian; (2) directly or indirectly causes Meridian and/or it’s associates to fail to deliver any aspects of Meridian; and (3) cannot be prevented by Meridian.

12.5.    Loss means damages, claims, applications, loss, injuries, delays, accidents, costs, interruptions to business, expenses (including, without limitation, counsel’s or legal fees or the costs of any claim or suit), any incidental, direct, indirect, general, special, punitive, exemplary, special or consequential damages, any loss of goodwill, profits or revenue or any other economic loss, any loss of cryptocurrency, digital currencies, assets, or digital assets, any work stoppage, data loss, computer failure or malfunction, or any other commercial and/or personal loss.

13.   Miscellaneous

13.1.    Customers agree that if any portion of these terms are found illegal or unenforceable, in whole or in part, such provision shall, as to such jurisdiction, be ineffective solely to the extent of such determination of invalidity or unenforceability without affecting the validity or enforceability thereof in any other manner or jurisdiction and without affecting the remaining provisions of the terms, which shall continue to be in full force and effect.

13.2.    The terms govern the creation, transfer and holding of Meridian tokens and supersede any public statements about Meridian and the token sale made by anyone in the past, present or future.

13.3.    This agreement shall be governed by and interpreted in accordance with the laws of the United Kingdom. Customers consent to jurisdiction in the United Kingdom.

 

 

This document is NOT a solicitation for investment and does not pertain in any way to an offering of securities in any jurisdiction