By creating and/or signing into your airdrop account on the website https://airdrop.cosmoscr.io and/or accepting these terms and conditions, you hereby agree (i) to become a party to this agreement (the “Agreement”) and (ii) that your counterparty is Cosmos CR B.V., a limited liability company (besloten vennootschap met beperkte aansprakelijkheid) incorporated under the laws of the Netherlands, having its statutory seat and registered offices in (3112 DD) Schiedam, the Netherlands at the address of Broersvest 16, registered with the Dutch Chamber of Commerce under file number 72782919 (“Cosmos CR”).

RECITALS:

  1. Cosmos CR is engaged in the development of a project based on blockchain technology with the ultimate goal of setting up a decentralised virtual reality metaverse (hereinafter referred to as: the “COSMOS CR Metaverse”) based on that development in which future cryptographic tokens play a central part. The project is further described in the Cosmos CR whitepaper, published on Cosmos CR’s website: https://cosmoscr.io.
  2. In order to promote the Project and the Cosmos CR Metaverse, Cosmos CR has launched an airdrop campaign, in which campaign selected parties can receive $CYBR Tokens in exchange for performing pre-determined achievements.
  3. You are interested in the Project and therefore want to participate in the Airdrop, on the terms and conditions set forth in this Agreement.
  4. You realise that any participation in the Airdrop is subject to constant monitoring by Cosmos CR, whereas Cosmos CR has the right to exclude you from the at any time without any prior notice or justification whatsoever.
  5. You realise that any participation in the Airdrop and/or entering into this Agreement does not give you any rights and/or does not oblige Cosmos CR to (do) anything, except for the actions expressed in this Agreement. More specifically and for the avoidance of doubt: admission to the Airdrop and/or entering into this Agreement does not give you the right and/or does not oblige Cosmos CR to enter into any further agreement whatsoever and/or to obtain (future) $CYBR Tokens in any form whatsoever.
  6. You realise that the Project as described in recital A is very high-risk which means that, among other things but not limited to that, there is a significant risk for you that the $CYBR Tokens (in the end) will not represent any, or only very limited, actual (monetary) value, and that you specifically, but not limited to that:
    1. do not have any opportunity to acquire shares or similar (property and/or equity) rights in Cosmos CR’s capital;
    2. will not receive any dividend in any form whatsoever;
    3. will not obtain any control over or in Cosmos CR, or any other legal entity, in any form whatsoever;
    4. realise that the Project’s development is not yet finalised which means that the Project may not be feasible for technical, economic, commercial or other reasons, in which case you do not have any right to compel Cosmos CR to continue developing the Project, and/or to compel Cosmos CR to carry out and/or to cause others to carry out any other action(s);
    5. realise that the future $CYBR Tokens have not been issued yet, which means it may be possible that the $CYBR Tokens cannot (in practice) be issued as a result of (changed) market conditions, (amended) legislation, (changed) points of view on the part of the regulators and/or for other reasons, so that it is not certain that you will actually obtain the Allocated Tokens, in which case you are not entitled to any compensation in any form whatsoever;
    6. realise that this Agreement is an agreement sui generis and does not in any way constitute a loan agreement, purchase agreement, barter agreement or security, while the funds provided by you do not in any way constitute a debt owed by Cosmos CR towards you nor does it grant you any rights with respect to Cosmos CR other than as stipulated in this Agreement, while furthermore the activities of Cosmos CR in connection with this Agreement are not regulated under the Dutch Financial Supervision Act (Wet op het Financieel Toezicht);
    7. acknowledge that the $CYBR Tokens are not are securities (effecten), within the meaning of the Dutch Financial Supervision Act and no items or objects (zaken), within the meaning of the Dutch civil code (Burgerlijk Wetboek); and
    8. are not entitled to personally or via (a) class action(s) hold Cosmos CR, its advisors, shareholders and/or its directors, liable for any damages arising out of any of these or the foregoing recitals, nor for any damages arising out of or in connection with (the execution of) this Agreement as a whole and/or the Project.
  7. In order to illustrate your (technical) knowledge of the status and functioning of blockchain-technology and the application thereof, you hereby acknowledge (that you realise), amongst other things but not limited to, that:
    1. blockchain is a new and largely unregulated form of interaction and doing business. Many jurisdictions have not yet adopted their legal systems to this up and coming application of technology. As a result of this, upcoming changes in legal systems and/or other circumstances may result in substantial changes in the blockchain application and/or (the execution of) the Project and/or the Cosmos CR Metaverse, which in turn may lead to (the complete) loss (of the value) of the future $CYBR Tokens; and
    2. once the future $CYBR Tokens have been transferred by Cosmos CR, they are only accessible via a digital wallet that supports the ERC-20 token standard. The wallet requires the means to store and access the private key. If either the private key or wallet is compromised this can result in the unrecoverable and permanent loss of the future $CYBR Tokens which are held in that wallet.
  8. You realise and acknowledge that the Project and the Cosmos CR Metaverse are still in the process of development and this development has no fixed timeline or deadline. Cosmos CR is the sole representative of the Project. The issuing and distribution of future $CYBR Tokens is planned 1 (one) month after the end of the Cosmos CR token sale, on a best effort basis. You realise and acknowledge that digital tokens and other blockchain-related technologies are new and untested, and are thus inherently risky. Cosmos CR is not responsible for any non-performance resulting from adverse changes in market forces or the technology. In addition, you understand that the following, non-exhausting list of risks may occur in relation to the Project and/or the Cosmos CR Metaverse:
    1. legal risks regarding securities regulations;
    2. risks associated with blockchain-related technologies;
    3. risks of unfavourable regulatory actions;
    4. risks of cyber theft and hacking;
    5. risks of security weakness of codes & software;
    6. weaknesses of cryptography & mining attacks;
    7. risk of loss of value of tokens;
    8. Cosmos CR may not meet your expectations;
    9. the Cosmos CR Metaverse may never be completed; and/or
    10. regulatory risks associated with the airdrop and the Cosmos CR Metaverse;
  9. You realise and acknowledge that this Agreement does not constitute an offer or invitation to subscribe for or to purchase any securities nor solicit any investment. You agree to seek professional advice if you are in any doubt as to any aspect of this Agreement.

HAVE AGREED AS FOLLOWS:

  1. Interpretation
    1. In this Agreement, the capitalised words have the following meaning:
      Achievement a pre-determined task related to the promotion of the Project and/or the Cosmos CR Metaverse, published on the website https://airdrop.cosmoscr.io or any other website determined by Cosmos CR
      Agreement this agreement
      Airdrop the promotion campaign as described in recital B of this Agreement
      Allocated Tokens the $CYBR Tokens that you may obtain under this Agreement
      Article an article of this Agreement
      Available Tokens the maximum number of $CYBR Tokens that are available for, and can be earned in the Airdrop
      Cosmos CR signatory 1
      Cosmos CR Metaverse the decentralised network as described in recital A of this Agreement
      $CYBR Tokens Cryptographic ERC-20 tokens which play a central part in the Cosmos CR Metaverse and the Project
      Parties Cosmos CR and you jointly
      Party a party to this Agreement
      Project the project as described in recital A of this Agreement
    2. These definitions apply in the singular form as well as in the plural form of these definitions.
    3. The contents of the recitals in this Agreement form an integral part of what the Parties have agreed upon.
    4. The Annexes are an integral part of this Agreement.
  2. Participation in the Airdrop
    1. Your eligibility to participate in the Airdrop is exclusively determined by Cosmos CR and/or a party designated by Cosmos CR.
    2. Cosmos CR has no (further) obligation(s) whatsoever, except as expressed in this Agreement. Any participation in the Airdrop and/or entering into this Agreement does not give you any right, except as expressed in this Agreement. More specifically: under no circumstances does Cosmos CR have the obligation to enter into any further agreement with you and/or any other person, including, but not limited to, any agreement with respect to the public sale of CYPR Tokens.
    3. Participation in the Airdrop is subject to constant monitoring by Cosmos CR. (Continued) participation in the Airdrop and/or access to your Airdrop account is at the sole discretion of Cosmos CR. Cosmos CR has the right to refuse you and/or any person like you (further) participation in the Airdrop at any time, without any prior notice or justification.
    4. You are solely responsible for determining what, if any, taxes apply in your jurisdiction regarding entering into this Agreement. It is also your sole responsibility to withhold, collect, report and remit the correct taxes to the appropriate tax authorities. Cosmos CR is not responsible for withholding, collecting, reporting, or remitting any sales tax arising from you entering into this Agreement, in any from whatsoever.
  3. Obligations of Cosmos CR
    1. Any and all obligations of Cosmos CR as described in this Agreement and this Article 3 will be executed on a best effort basis by Cosmos CR.
    2. In consideration for performing one or more Achievements, Cosmos CR hereby undertakes the obligation with respect to you to ensure that you will obtain the Allocated Tokens. The aforementioned obligation is subject to the following cumulative conditions precedent (cumulatieve opschortende voorwaarden):
      1. the Airdrop takes place;
      2. the $CYBR Tokens are created; and
      3. you have completed one or more Achievements before the Airdrop ends.
    3. The Allocated Tokens that you will receive under this Agreement, are envisaged to be distributed 1 (one) month after the end of the Cosmos CR token sale, which means that the Tokens will be locked up to the actual date of distribution.
    4. The Airdrop ends (i) when the Available Tokens have been allocated, or (ii) at the sole discretion of Cosmos CR.
    5. The number of Available Tokens is exclusively determined by Cosmos CR. Cosmos CR has the right to amend the number of Available Tokens at any time, without prior notice.
  4. Achievements and Allocated Tokens
    1. The number of Allocated Tokens is calculated on the basis of the following table:
      Achievement Number of allocated tokens
      Airdrop joiner 50 $CYBR Tokens
      Airdrop referrer 25 $CYBR Tokens
      CCR community joiner 100 $CYBR Tokens
      CCR Medium follower 100 $CYBR Tokens
      CCR Reddit subscriber 100 $CYBR Tokens
      CCR Twitter subscriber 100 $CYBR Tokens
      CCR Twitter mention 100 $CYBR Tokens
      CCR airdrop retweet 100 $CYBR Tokens
      CCR ICO retweet 100 $CYBR Tokens
      CCR Youtube subscriber 100 $CYBR Tokens
      Nick Friedrich Twitter follower 100 $CYBR Tokens
    2. Every Achievement can only be completed once, except for the Airdrop referrer achievement which can be completed up to and including 25 (twenty five) times.
    3. The observation whether an Achievement has been completed or not, is exclusively determined by Cosmos CR.
    4. Cosmos CR has the right to change (the contains of) the Achievements and/or the table in Article 1 at any time, without prior notice.
    5. The Allocated Tokens will be transferred to the wallet address that you provide to Cosmos CR. This address must be the address of an ERC-20 compatible wallet of which you personally hold the private key yourself.
  5. Representations and warranties from Cosmos CR to you
    By entering into this Agreement, Cosmos CR represents and warrants to you that:

    1. Cosmos CR is a duly and legally incorporated private company under the laws of the Netherlands;
    2. Cosmos CR is not involved in any proceedings or disputes related to this Agreement or the Project; and
    3. entering into this Agreement does not constitute an attributable breach on the part of Cosmos CR with respect to one or more third parties.
  6. Representations and warranties from you to Cosmos CR
    By entering into this Agreement, you represent and warrant to Cosmos CR that:

    1. you are legally permitted under the applicable laws to enter into this Agreement and are capable to earn, receive and hold $CYBR Tokens as described in this Agreement;
    2. you are not under the age of 18 (eighteen) years;
    3. you are not involved in any proceedings or disputes related to this Agreement or the Project;
    4. entering into this Agreement does not constitute an attributable breach on your part with respect to one or more third parties;
    5. you have had the opportunity to conduct a due diligence audit into the Project and its supporting information, while you have obtained from Cosmos CR, or third parties designated by Cosmos CR, all the information that is of material interest for entering into this Agreement, which information was found correct, complete and not in any respect misleading;
    6. what has been included in recitals D up to and including I of this Agreement is correct, while you are aware of the risks as described in recitals D up to and including I of this Agreement;
    7. you are entering into this Agreement to provide or receive (future) services with respect to the Project and/or to support the development, testing, deployment and operation of the Project. You are not entering into this Agreement for any other uses or purposes, including, but not limited to, any investment, speculative or other financial purposes;
    8. you have provided Cosmos CR with an ERC-20 compatible wallet address of which you personally hold the private key;
    9. you will comply with any applicable tax obligations in your jurisdiction arising from you entering into this Agreement; and
    10. you are not a citizen of Afghanistan, Bahamas, Bosnia and Herzegovina, Botswana, Canada, Democratic People’s Republic of Korea (North Korea), Ethiopia, Ghana, Guyana, Iran, Iraq, Lao PDR, Pakistan, Serbia, Sri Lanka, Syria, Trinidad and Tobago, Tunisia, Uganda, United States of America (USA), Vanuatu or Yemen.
  7. Warranty
    1. Cosmos CR is not bound to give you any warranty, indemnity or a combination thereof regarding the $CYBR Tokens, the Cosmos CR Metaverse, the Project and/or any other respect in any form whatsoever.
    2. By entering into this Agreement, you acknowledge and agree that you will not hold Cosmos CR, its directors, its employees and/or any third party involved with the (creation of this) Agreement and/or the Project liable for any and all damages caused by and/or related to this Agreement and/or to the Project. You are not entitled to personally or via a class action hold Cosmos CR, its directors, its employees and/or any third party involved with the (creation of this) Agreement and/or the Project liable or file for claims for any damages arising out of or in connection with this Agreement and/or the Project.
    3. By entering into this Agreement you acknowledge and agree that you will indemnify Cosmos CR, its directors, its employees and/or any third party involved with the (creation of this) Agreement and/or the Project against (any) third-party claim(s), including but not limited to the claims, which arise from you entering into this Agreement and/or a breach of any or all warranties as described in Article 6.
  8. Termination of this Agreement
    1. Cosmos CR reserves the right to stop the Airdrop at any time and/or change the terms and conditions at any time without prior notice.
    2. As soon as (i) you have obtained the Allocated Tokens, or (ii) the Airdrop ends, this Agreement will automatically terminate.
    3. Cosmos CR is entitled to terminate this Agreement with immediate effect, and without any prior warning or due regard of any (termination) notice.
    4. The obligations set forth in Articles 6, 7 and 9 shall survive the termination of this Agreement indefinitely.
  9. Other provisions
    1. Each Party pays its own expenses incurred for the realisation and execution of this Agreement, including the consultants’ fees.
    2. All the communications, notices and announcements under this Agreement must be made in writing.
    3. This Agreement includes all the arrangements between the Parties relating to the Airdrop and replaces all the previously written and oral arrangements made between the Parties in this matter, except for and notwithstanding any confidentiality agreement entered into by the Parties.
    4. If a provision of this Agreement turns out to be void or non-binding, the Parties continue to be bound to the other provisions of this Agreement.
    5. Notwithstanding the provisions in this Agreement, you hereby waive your rights to annul and/or dissolve this Agreement, or cause it to be annulled or dissolved, on any grounds whatsoever, including, but not limited to, pursuant to section 6:265 to section 6:272, and section 6:228 of the Dutch Civil Code that relate to the annulment or dissolving of this Agreement on account of an error or to apply to a court of law to annul or dissolve this Agreement. Furthermore, you waive your right to demand this Agreement to be amended on any grounds whatsoever including, but not limited to, pursuant to section 6:230(2) or section 6:258 of the Dutch Civil Code.
    6. The rights and powers vested in you to rely on a settlement, setoff and/or suspension are excluded with the exception of the provisions in this Agreement in this regard.
    7. The claims that may ensue from this Agreement, including but not limited to your right to obtain the Allocated Tokens as mentioned in Article 2, cannot be transferred, this with effect under property law (met goederenrechtelijke werking) as defined in section 3:83(2) of the Dutch Civil Code.
    8. This Agreement and any non-contractual obligations arising out of or in connection with the Agreement and/or the Project are solely and exclusively governed by and shall be construed in accordance with the laws of the Netherlands, with the exception of the rules of conflict of laws under Dutch international private law.
    9. Any disputes arising out of or in connection with this Agreement and/or the Project, including regarding the existence or validity of this Agreement, and any non-contractual obligations arising out of or in connection with this Agreement and/or the Project, are subject to the sole and exclusive jurisdiction of the competent court in Amsterdam, the Netherlands