Z3
ZE23

Terms & Conditions

ZE23 TECHNOLOGY LTD – Terms & Conditions for Participation in the Z3 Token Public Presale

Company: ZE23 TECHNOLOGY LTD, incorporated under the laws of the British Virgin Islands with company number 2176927 and its registered address at Intershore Chambers, Road Town, Tortola, VG1110, British Virgin Islands (hereinafter referred to as the "Company").

1. Introduction

These Terms & Conditions ("Terms") set forth the legally binding framework under which participants ("Participants") may engage in the acquisition of Z3 tokens during the public presale phase ("Presale"). By participating in the Presale, Participants affirmatively represent that they have reviewed, comprehended, and unconditionally accepted these Terms, including all disclaimers, risk disclosures, and waivers contained herein. The Participant's engagement in the Presale constitutes an irrevocable offer to purchase Z3 tokens pursuant to the conditions described herein.

2. Nature of Z3 Tokens

The Z3 tokens are expressly and solely designed as utility tokens to be employed within the ZE23 ecosystem, conferring functional access rights to specific features and functionalities offered through the ZE23 platform, including, but not limited to, advertising mechanisms, staking pools, creator-fan interactions, and revenue-sharing models powered by the proprietary ZAI algorithm. For the avoidance of doubt, Z3 tokens shall not in any manner be interpreted or construed as constituting equity, debt, or any other form of security, share, or ownership interest in the Company or its affiliates. No voting rights, dividend entitlements, or governance privileges are attached to Z3 tokens. The Company makes no representations or warranties regarding the classification or treatment of Z3 tokens under any applicable securities, commodities, or financial regulatory regimes, and Participants expressly acknowledge that Z3 tokens are not offered or intended as investments or financial instruments.

3. Purchase Mechanisms & Payment Terms

All purchases of Z3 tokens shall be denominated and transacted in USDC (operating on the Solana blockchain) or SOL cryptocurrency. Participants acknowledge that all payments are final, irrevocable, and not subject to rescission, refund, or chargeback under any circumstances. Token allocations are contingent upon the stage-specific pricing model established by the Company, which may be subject to amendment at the sole discretion of the Company in response to evolving market, technical, or regulatory considerations.

The Participant acknowledges and warrants that they are solely responsible for ensuring the accuracy of any wallet address or blockchain credentials provided to the Company for the receipt of tokens and that the Company shall not be liable for any losses, delays, or misdirected tokens resulting from errors or omissions in such details. Participants further affirm that their participation in the Presale complies with the applicable laws and regulations of the jurisdiction in which they reside or are domiciled.

4. Vesting & Unlocking Schedules

To promote orderly market behavior and minimize adverse impacts on token value, all Z3 tokens allocated during the Presale are subject to the following unlock and vesting schedules:

  • Private Sale Participants:Ten percent (10%) of allocated tokens shall become transferable and accessible five (5) days following the TGE (Token Generation Event), with the remaining ninety percent (90%) vesting in equal, linear installments over a period of eight (8) months.

  • Public Presale Participants:Five percent (5%) of allocated tokens shall become accessible ten (10) days subsequent to the TGE, with the balance of ninety percent (90%) vesting in equal, linear tranches over a period of ten (10) months.

The Company retains the unilateral discretion to amend, extend, or modify these schedules where necessary to ensure compliance with legal obligations, mitigate systemic risks, or preserve the long-term sustainability of the ecosystem.

5. Purpose & Functionality of Z3 Tokens

The fundamental objective of the Z3 token is to establish a decentralized medium of exchange and unit of account within the ZE23 ecosystem, facilitating a dynamic economy wherein Participants can engage with content creators, purchase advertising inventory, stake tokens to participate in revenue-sharing opportunities, and access premium features curated by the platform. The Z3 token's architecture and functionality are explicitly designed to stimulate utility-driven demand and foster an ecosystem wherein value accrues from active participation and adoption rather than speculative trading alone. The Company anticipates that continued engagement and token usage will contribute to sustainable tokenomics and long-term viability.

6. Acknowledgment of Risks & Disclaimers

Participants explicitly acknowledge and accept that:

  • Nature of Tokens:Z3 tokens do not constitute securities, investment contracts, or financial instruments of any kind.

  • Technological Risks:Blockchain networks and smart contracts are inherently susceptible to vulnerabilities, technical failures, bugs, and third-party attacks that may result in the partial or total loss of tokens or functionality.

  • Regulatory Uncertainty:Legislative or regulatory changes in any jurisdiction may materially affect the ability to utilize, trade, or otherwise interact with Z3 tokens or related services.

  • Market Volatility:The digital asset markets are volatile by nature and Participants may experience substantial fluctuations in the perceived or actual value of tokens without any recourse to the Company.

  • No Guarantees:The Company provides no assurances, representations, or warranties with respect to the timing or success of the TGE, the listing or liquidity of tokens on any exchange, or the potential for financial returns. Participants engage in this Presale entirely at their own risk and based on their own independent assessment.

7. Representations & Warranties by Participants

By participating in the Presale, the Participant represents, warrants, and covenants that:

  • They possess the requisite legal capacity and authority to enter into these Terms and participate in the Presale.

  • They are not a citizen, resident, or entity of the United States or any other jurisdiction where participation in crypto token sales is prohibited or restricted.

  • Funds used to purchase tokens are not derived from illicit sources and are free of encumbrances.

  • They have carefully reviewed the ZE23 whitepaper, project documentation, and these Terms, and have conducted their own due diligence.

  • They are participating in the Presale based on their own analysis and not in reliance on any representation or warranty of future performance or guaranteed returns by the Company.

8. Token Generation Event (TGE) & Token Delivery

The Company shall inform Participants of the scheduled date for the TGE. Upon completion of the TGE, Z3 tokens will be delivered to the wallet address provided by each Participant. Delivery shall be deemed complete upon transmission to the designated blockchain address, and the Company shall bear no liability for subsequent loss, misplacement, or technical difficulties related to wallet configurations or blockchain network disruptions. The Company will endeavor to maintain transparent and timely communications throughout the vesting and delivery process.

9. Failure or Delay of TGE

In the event that the TGE is delayed, suspended, or rendered infeasible due to unforeseen legal, technical, or market-related factors, the Company shall have the sole and exclusive discretion to:

  • Adjust the TGE timeline to reflect prevailing circumstances

  • Offer alternative forms of compensation, including but not limited to conversion to subsequent token rounds or allocation of platform credits

  • Regulatory compliance efforts

These measures are implemented in good faith to preserve the integrity and long-term viability of the ZE23 ecosystem and shall not be construed as an admission of liability or an undertaking of financial obligation to Participants beyond the scope of these Terms.

11. Non-Participation in Collective Actions

Participants expressly acknowledge and agree that they will not participate in, support, or initiate any collective legal proceeding, including class-action lawsuits or group arbitration, against the Company, its directors, officers, or affiliates. All disputes shall be resolved exclusively on an individual basis through confidential and binding arbitration conducted in the British Virgin Islands. Both parties commit to first pursuing a mutually constructive dialogue to resolve disputes amicably prior to engaging in any formal arbitration processes.

12. Confidentiality

Participants agree to maintain in strict confidence all proprietary information, business practices, and communications received from the Company in connection with the Presale. Disclosure of such information to any third party is prohibited without the prior express written consent of the Company.

13. Governing Law & Entire Agreement

These Terms constitute the entire and exclusive agreement between the Participant and the Company with respect to the Presale and supersede all prior or contemporaneous understandings, agreements, representations, and warranties. These Terms shall be governed by and construed in accordance with the laws of the British Virgin Islands, without regard to conflicts of law principles. Any provision of these Terms found invalid or unenforceable shall not affect the validity of the remaining provisions.

14. Disclaimer

These Terms do not constitute investment advice or an offer of securities in any jurisdiction. Participation in crypto-related activities entails significant risk, including the potential for the complete loss of funds. Participants are strongly encouraged to consult independent legal, financial, and tax advisors before participating.

Signature & Acknowledgement:

By participating in the ZE23 Token Presale, you confirm that you have read, understood, and voluntarily accepted these Terms in full.

MiCA Risk Disclosure Statement

Important Notice: The information provided on this website, including any information relating to the ZE23 Token Presale and associated services, is intended solely for general informational purposes. This content is not a prospectus or a financial promotion, nor does it constitute an offer to sell or a solicitation of an offer to buy any financial instruments within the meaning of the Markets in Crypto-Assets Regulation (MiCA) of the European Union.

The ZE23 Token ("Z3") is designed as a utility token within the ZE23 ecosystem. It does not represent equity, debt, or any form of financial security, and is not intended for speculative investment. Participation in the ZE23 Token Presale involves significant risks, including but not limited to:

  • High volatility and rapid price fluctuations inherent in digital assets.

  • Regulatory uncertainty in various jurisdictions, which may impact the availability or legality of Z3.

  • Technological risks associated with blockchain networks, including potential smart contract vulnerabilities.

  • The complete loss of any funds contributed to the Presale.

Prospective participants must conduct their own due diligence, assess their risk tolerance, and consult with professional legal, financial, or tax advisors before engaging in the ZE23 Token Presale. By participating, you acknowledge that you have read and understood this disclosure and the associated risks, and that you are doing so on your own initiative and responsibility.