LEGAL DISCLAIMER

PLEASE READ THE ENTIRETY OF THIS "LEGAL DISCLAIMER" SECTION CAREFULLY.

NOTHING HEREIN CONSTITUTES LEGAL, FINANCIAL, BUSINESS OR TAX ADVICE AND YOU ARE STRONGLY ADVISED TO CONSULT YOUR OWN LEGAL, FINANCIAL, TAX OR OTHER PROFESSIONAL ADVISOR(S) BEFORE ENGAGING IN ANY ACTIVITY IN CONNECTION HEREWITH. NEITHER  (THE COMPANY), ANY OF THE PROJECT EARLY CONTRIBUTORS (THE WC EARLY CONTRIBUTORS) WHO HAVE WORKED ON THE WC ECOSYSTEM (AS DEFINED HEREIN) OR PROJECT TO DEVELOP THE WC ECOSYSTEM IN ANY WAY WHATSOEVER, ANY DISTRIBUTOR AND/OR VENDOR OF WC TOKENS (OR SUCH OTHER RE-NAMED OR SUCCESSOR TICKER CODE OR NAME OF SUCH TOKENS) (THE DISTRIBUTOR), 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 THE PAPER, DECK OR MATERIAL RELATING TO WC (THE TOKEN DOCUMENTATION) AVAILABLE ON THE WEBSITE AT

HTTPS://WWW.WC.MEME/ (THE WEBSITE, INCLUDING ANY SUB-DOMAINS THEREON) OR ANY OTHER WEBSITES OR MATERIALS PUBLISHED OR COMMUNICATED BY THE COMPANY OR ITS REPRESENTATIVES FROM TIME TO TIME.
 

Project purpose: You agree that you are acquiring WC to participate in the WC ecosystem and to obtain services on the ecosystem thereon. The Company, the Distributor and their respective affiliates would develop and contribute to the underlying source code for the WC ecosystem. The Company is acting solely as an arms' length third party in relation to the WC distribution, and not in the capacity as a financial advisor or fiduciary of any person with regard to the distribution of WC.

Token utility: The native cryptographically-secure fungible protocol token of the

WC ecosystem (ticker symbol WC) is a transferable representation of attributed utility functions specified in the protocol/code of the WC ecosystem, and which is designed to be used solely as an interoperable utility token thereon.
 

WC is a functional multi-utility token which will be used as the medium of exchange between supporters of the WC ecosystem in a decentralized manner. The goal of introducing WC is to provide a convenient and secure mode of payment and settlement between participants who interact within the ecosystem on the WC ecosystem without any intermediaries such as centralized third party entity/institution/credit. It is not, and not intended to be, a medium of exchange accepted by the public (or a section of the public) as payment for goods or services or for the discharge of a debt; nor is it designed or intended to be used by any person as payment for any goods or services whatsoever that are not exclusively provided by the issuer. WC does not in any way represent any shareholding, participation, right, title, or interest in the Company, the Distributor, their respective affiliates, or any other company, enterprise or undertaking, nor will WC entitle token holders to any promise of fees, dividends, revenue, profits or investment returns, and are not intended to constitute securities in Canada, Singapore or any relevant jurisdiction. WC may only be utilized on the WC ecosystem, and ownership of the same carries no rights, express or implied, other than the right to use WC as a means to enable usage of and interaction within the WC ecosystem. The secondary market pricing of WC is not dependent on the effort of the WC early contributors, and there is no token functionality or schemes designed to control or manipulate such secondary pricing.
 

Further, WC provides the economic incentives which will be distributed to encourage users to exert efforts towards contribution and participation in the ecosystem on the WC ecosystem, thereby creating a mutually beneficial system, where every participant is fairly compensated for its efforts. WC tokens are an integral and indispensable part of the WC ecosystem, because without WC, there would be no incentive for users to expend resources to participate in activities or provide services for the benefit of the entire ecosystem on the WC ecosystem. Given that additional WC will be awarded to a user based only on its actual usage, activity and efforts made on the WC ecosystem and/or proportionate to the frequency and volume of transactions, users of the WC ecosystem and/or holders of WC which did not actively participate will not receive any WC incentives.

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Nature of the Token Documentation: The Token Documentation is a conceptual paper that articulates some of the main design principles and ideas for the creation of a digital token to be known as WC. The Token Documentation 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, any offer to sell any product, item, or asset (whether digital or otherwise), or any offer to engage in business with any external individual or entity provided in said documentation. The information herein may not be exhaustive and does not imply any element of, or solicit in any way, a legally-binding or 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 Token Documentation or the Website includes information that has been obtained from third party sources, the Company, the Distributor, their respective affiliates and/or the WC early contributors have not independently verified the accuracy or completeness of such information. Further, acknowledge that the project development roadmap, network functionality are subject to change and that the Token Documentation or the Website may become outdated as a result; and neither the Company nor the Distributor is under any obligation to update or correct this document in connection therewith.
 

Validity of Token Documentation and Website: Nothing in the Token Documentation or the Website constitutes any offer by the Company, the Distributor, or the WC early contributors to sell any WC (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 Token Documentation or the Website is or may be relied upon as a promise, representation or undertaking as to the future performance of the WC ecosystem.

The agreement between the Distributor (or any third party) and you, in relation to any distribution or transfer of WC, is to be governed only by the separate terms and conditions of such agreement.
 

The information set out in the Token Documentation 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 WC, and no digital asset or other form of payment is to be accepted on the basis of the Token Documentation or the Website. The agreement for distribution of WC and/or continued holding of WC shall be governed by a separate set of Terms and Conditions or Token Distribution Agreement (as the case may be) setting out the terms of such distribution and/or continued holding of WC (the Terms and Conditions), which shall be separately provided to you or made available on the Website. The Terms and Conditions must be read together with the Token Documentation. In the event of any inconsistencies between the Terms and Conditions and the Token Documentation or the Website, the Terms and Conditions shall prevail.
 

Deemed Representations and Warranties: By accessing the Token Documentation or the Website (or any part thereof), you shall be deemed to represent and warrant to the Company, the Distributor, their respective affiliates, and the WC early contributors as follows:
 

(a). in any decision to acquire any WC, you have not relied on and shall not rely on any statement set out in the Token Documentation or the Website;
 

(b). you will and shall at your own expense ensure compliance with all laws, regulatory requirements and restrictions applicable to you (as the case may be);
 

(c). you acknowledge, understand and agree that WC may have no value, there is no guarantee or representation of value or liquidity for WC, and WC is not an investment product nor is it intended for any speculative investment whatsoever;

 

(d). none of the Company, the Distributor, their respective affiliates, and/or the WC early contributors shall be responsible for or liable for the value of WC, the transferability and/or liquidity of WC and/or the availability of any market for WC through third parties or otherwise; and
 

(e). you acknowledge, understand and agree that you are not eligible to participate in the distribution of WC if you are a citizen, national, resident (tax or otherwise), domiciliary and/or green card holder of a geographic area or country 0) where it is likely that the distribution of WC 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: U.S.A., PEOPLЕ`S REPUBLIC OF CHINA, ONTARIO STATE OF CANADA, ANY COUNTRY, REGIONS OR JURISDICTIONS LISTED OR INDICATED IN THE UNITED NATIONS SECURITY COUNCIL SANCTIONS LIST, IRAN, IRAQ, LIBYA, SOMALIA, SOUTH SUDAN, SUDAN, YEMEN, DEMOCRATIC PEOPLE’S REPUBLIC OF KOREA, DEMOCRATIC REPUBLIC OF CONGO): and to this effect you agree to provide all such identity verification document when requested in order for the relevant checks to be carried out.
 

The Company, the Distributor and the WC early contributors do not and do not purport to make, and hereby disclaims, all representations, warranties or undertaking to any entity or person (including without limitation warranties as to the accuracy, completeness, timeliness, or reliability of the contents of the Token Documentation or the Website, or any other materials published by the Company or the Distributor). To the maximum extent permitted by law, the Company, the 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 Token Documentation 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 WC should carefully consider and evaluate all risks and uncertainties (including financial and legal risks and uncertainties) associated with the distribution of WC, the Company, the Distributor and the WC early contributors.
 

WC Token: WC`s are designed to be utilized, and that is the goal of WC distribution.

In particular, it is highlighted that WC
 

(a). does not have any tangible or physical manifestation, and does not have any intrinsic value (nor does any person make any representation or give any commitment as to its value);
 

(b). is non-refundable and cannot be exchanged for cash (or its equivalent value in any other digital asset) or any payment obligation by the Company, the Distributor or any of their respective affiliates;

 

(c). does not represent or confer on the token holder any right of any form with respect to the Company, the Distributor (or any of their respective affiliates), or their revenues or assets, including 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 license rights), right to receive accounts, financial statements or other financial data, the right to requisition or participate in shareholder meetings, the right to nominate a director, or other financial or legal rights or equivalent rights, or intellectual property rights or any other form of participation in or relating to the WC ecosystem, the Company, the Distributor and/or their service providers;
 

(d). 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;
 

(e). 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;
 

(f). is not a loan to the Company, the Distributor or any of their respective affiliates, is not intended to represent a debt owed by the Company, the Distributor or any of their respective affiliates, and there is no expectation of profit; and
 

(g). does not provide the token holder with any ownership or other interest in the Company, the Distributor or any of their respective affiliates.

 

Notwithstanding WC distribution, users have no economic or legal right over or beneficial interest in the assets of the Company, the Distributor, or any of their affiliates after the token distribution.
 

To the extent a secondary market or exchange for trading WC does develop, it would be run and operated wholly independently of the Company, the Distributor, the distribution of WC and the WC`s  ecosystem. Neither the Company nor the Distributor will create such secondary markets nor will either entity act as an exchange for WC.
 

Informational purposes only: The information set out herein is only conceptual, and describes the future development goals for the WC ecosystem to be developed. In particular, the project roadmap in the Token Documentation is being shared in order to outline some of the plans of the WC early contributors, 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 remains at the sole discretion of the Company, the Distributor or their respective affiliates, and is subject to change. Further, the Token Documentation or the Website may be amended or replaced from time to time. There are no obligations to update the Token Documentation or the Website, or to provide recipients with access to any information beyond what is provided herein.

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Regulatory approval: No regulatory authority has examined or approved, whether formally or informally, any of the information set out in the Token Documentation 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 Token Documentation 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 or in any place accessible by the public and oral statements that may be made by the Company, the Distributor and/or the WC early contributors, 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 that described by such forward-looking statements, and no independent third party has reviewed the reasonableness of any such statements or assumptions. These forward-looking statements are applicable only as of the date indicated in the Token Documentation, and the Company, the Distributor as well as the WC early contributors expressly disclaim any responsibility (whether express or implied) to release any revisions to these forward-looking statements to reflect events after such date.
 

References to companies and platforms: The use of any company and/or platform names or trademarks herein (save for those which relate to the Company, the Distributor or their respective affiliates) does not imply any affiliation with, or endorsement by, any third party.

References in the Token Documentation or the Website to specific companies and platforms are for illustrative purposes only.

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English language: The Token Documentation and the Website may be translated into a language other than English for reference purpose only and in the event of conflict or ambiguity between the English language version and translated versions of the Token Documentation or the Website, the English language versions shall prevail. You acknowledge that you have read and understood the English language version of the Token Documentation and the Website.
 

No Distribution: No part of the Token Documentation or the Website is to be copied, reproduced, distributed or disseminated in any way without the prior written consent of the Company or the Distributor. By attending any presentation on this Token Documentation or by accepting any hard or soft copy of the Token Documentation, you agree to be bound by the foregoing limitations.

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RISKS
 

The WC ecosystem 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 WC, holding WC, and using WC for participation in the WC ecosystem. In the worst scenario, this could lead to the loss of all or part of WC held. IF YOU DECIDE TO ACQUIRE WC OR PARTICIPATE IN THE WC ECOSYSTEM, YOU EXPRESSLY ACKNOWLEDGE, ACCEPT AND ASSUME THE FOLLOWING RISKS:

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Uncertain Regulations and Enforcement Actions: The regulatory status of the WC ecosystem,

WC and distributed ledger technology is unclear or unsettled in many jurisdictions. The regulation of digital assets has become a primary target of regulation in all major countries in the world. 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 WC and/or the WC ecosystem. Regulatory actions could negatively impact WC and/or the WC ecosystem in various ways. The Company, the 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 obtain the necessary regulatory approvals) to operate in such jurisdiction.

 

Inadequate disclosure of information: As at the date hereof, the WC ecosystem is still under development and its design concepts, consensus mechanisms, algorithms, codes, and other technical details and parameters may be constantly and frequently updated and changed. Although this material contains the most current information relating to the WC ecosystem, it is not absolutely complete and may still be adjusted and updated by the WC early contributors from time to time. The WC early contributors have neither the ability nor obligation to keep holders of WC informed of every detail (including development progress and expected milestones) regarding the project to develop the WC ecosystem, hence insufficient information disclosure is inevitable and reasonable.

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Loss of Talent: The development of the WC ecosystem greatly depends on the continued co-operation of the existing early contributors and expert consultants, who are highly knowledgeable and experienced in their respective sectors. The loss of any member may adversely affect the WC ecosystem or its future development. Further, stability and cohesion within the early contributors is critical to the overall development of the WC ecosystem.

There is the possibility that conflict within the early contributors and/or departure of core personnel may occur, resulting in negative influence on the project in the future.
 

Failure to develop: There is the risk that the development of the WC ecosystem will not be executed or implemented as planned, for a variety of reasons, including without limitation the event of a decline in the prices of any digital asset, virtual currency or WC, unforeseen technical difficulties, and shortage of development funds for activities.

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Security weaknesses: Hackers or other malicious groups or organisations may attempt to interfere with WC and/or the WC ecosystem in a variety of 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 Company, the Distributor or their respective affiliates may intentionally or unintentionally introduce weaknesses into the core infrastructure of WC and/or the WC ecosystem, which could negatively affect WC and/or the WC ecosystem. Further, the future of cryptography and security innovations are highly unpredictable and advances in cryptography, or technical advances (including without limitation development of quantum computing), could present unknown risks to WC and/or the WC ecosystem by rendering ineffective the cryptographic consensus mechanism that underpins that blockchain protocol.

 

Risk of Dissolution: Start-up companies such as the Company, the Distributor or their affiliates involve a high degree of risk. Financial and operating risks confronting start-up companies are significant, and the aforementioned entities are not immune to these. Start-up companies often experience unexpected problems in the areas of product development, marketing, financing, and general management, among others, which frequently cannot be solved. It is possible that, due to any number of reasons, including, but not limited to, an unfavorable fluctuation in the value of cryptographic and fiat currencies, decrease in the utility of WC due to negative adoption of the WC ecosystem, the failure of commercial relationships, or intellectual property ownership related challenges, the WC ecosystem may no longer be viable to operate and the Company, the Distributor or their affiliates may be dissolved.
 

Other risks: In addition, the potential risks briefly mentioned above are not exhaustive and there are other risks (as more particularly set out in the Terms and Conditions) associated with your participation in the WC ecosystem, as well as acquisition of, holding and use of WC, including those that the Company or the Distributor cannot anticipate. Such risks may further materialize as unanticipated variations or combinations of the aforementioned risks. You should conduct full due diligence on the Company, the Distributor, their respective affiliates, and the WC early contributors, as well as understand the overall framework, mission and vision.