GOLDMINT PTE. LTD. TERMS OF TOKEN SALE

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1 GOLDMINT PTE. LTD. TERMS OF TOKEN SALE Last updated: 28 August 2017 Version: 1.00 Please read these terms of token sale carefully. By making a contribution to GoldMint PTE. LTD., a private limited company organized under the laws of Singapore (the "Company" or "GoldMint") with a purpose of the purchase of MNT pre-launch tokens ("MNTP") during the token sale period you will be bound by these Terms of token sale and all terms incorporated herein by reference. Note that Section 19 contains a binding arbitration clause and class action waiver, which affect your legal rights. If you do not agree to these terms of token sale, do not make any contribution to the Company and do not purchase MNTP tokens. Your purchase of MNTP during the public sale of MNTP from the Company is and will be subject to these terms of token sale (the "Terms"). Each of you and the Company is a "Party" and, together, the "Parties" hereto. If you have any questions regarding these Terms, please contact us at invest@goldmint.io. You and the Company hereby agree as follows: 1. Company; Platform; GOLD; MNT and MNTP tokens (a) Company and Platform. The Company was founded on 15 July 2017 by the founders and members of a group of companies running a business of purchasing of unwanted gold assets from pawnshops, processing them and selling them to jewelers. The Company and the group intend to develop and offer a platform ("GoldMint Platform" or the "Platform") allowing the investors to invest in gold-backed cryptoassets and use such cryptoassets in several ways for the savings purposes, the collateral provision purposes as well as for the purposes of making profits from the investment. GoldMint founders and developers have a long record of working with gold and cryptocurrency, and we believe that the team together with the advisers possesses the marketing, programming, logical, technical, and operational skills needed to develop, deploy and maintain the Platform. GoldMint Platform runs on a blockchain ledger and works via a digitized cryptoasset called GOLD which cryptocurrency value is based on physical gold. The Platform is decentralized and uses a special blockchain that helps gold owners trade, loan, invest in and, generally, use their commodities for profit. GoldMint buys, sells and repurchases GOLD at the current market price for physical gold. The Company uses exchange-traded funds (ETF) or physical gold (of 999 quality) as its security. ETF helps trade gold far faster than physical gold does. GoldMint s gold reserves are always either equal to or exceed the minted amounts of GOLD. GoldMint Platform uses Proof-of-Stake concept where miners are doled blocks/transactions according to the amount of MNT they hold. Both physical gold and ETFs are stored in programmed decentralized storage units. (b) GOLD, MNT and MNTP. GoldMint uses its own digitized cryptoasset called GOLD, as well as its own blockchain and altcoin, called MNT, for GOLD transactions. GOLD is a cryptoasset issued by GoldMint that uses the current price of gold set on the LBMA exchange at the time of sale. The characteristics of the GOLD cryptoasset include the following: (i) value equal to one ounce (31,1035 grams) of gold (999 quality); 1

2 (ii) (iii) (iv) (v) may be divided into 100,000 parts; 100% transparency of information about all GOLD owned by GoldMint, disclosing the Company s gold reserves and its ability to buy back GOLD at its current trading price; decentralized blockchain used for smart contracts and for harboring of GOLD; may be stored using the unique Custody Bot developed by GoldMint. As a cryptoasset, GOLD provides the following benefits: (i) (ii) (iii) it serves as a type of futures contract in there is a legal agreement to buy or sell the gold at a predetermined price at a specified time in the future; you can hedge crypto-trading risks; it may generate passive income as market price of GOLD rises. MNT are GoldMint Platform tokens and internal cryptocurrency. They are used for various purposes, such as to confirm transactions with GOLD cryptoasset, as a stake within Proof-of- Stake consensus algorithm and to participate in making of certain decisions regarding the Platform activities. MNT tokens will be based on GoldMint Platform's own blockchain called "Graphene". Any person holding MNT tokens may act as a validator using his own or rented computational powers. The more MNT a validator holds, the more blocks of GoldMint blockchain he can validate and add to the chain. As a result such validator (miner) gets 75% in GOLD equivalent from the commissions for the transactions validated. In case at the moment of block validation the miner doesn t have enough computational power to validate the block or in case he cannot do this for some other reasons he can be deleted from the White List of reliable miners and will lose the right to accomplish a block. In this case the right to validate blocks goes over to another user who has been chosen by GoldMint algorithm. To become a validator all you need is to download GoldMint Wallet app from the official website and launch it using your GoldMint account. MNT tokens do not give their holders rights to participate in the Company management, they are not shares or participatory interests of any kind. MNT tokens holders however have a right to vote on GoldMint Platform regarding certain matters introduced by the Company and relating to some changes within the GoldMint Platform, such voting to be made proportionally to the number of tokens they hold. The characteristics of MNT include the following: (i) the maximum amount of MNT tokens at any time: Ten million (10,000,000); (ii) (iii) (iv) growth of MNT value depends on turnover of GOLD; MNT is emitted once and shall not be subject to additional emission; MNT tokens can t be burnt. MNTP are MNT (pre-launch) tokens, created on the base of Ethereum platform, which sole purpose is to be offered to purchasers within the Sale and upon the conclusion of the Sale to be converted into MNT tokens at 1:1 rate as soon as the amount of GOLD reaches the threshold necessary to independently support the Platform and its functioning. 2

3 (c) More Detailed Description. You may find more information and description of the Company, the GoldMint Platform and possible applications of GOLD cryptoasset in Exhibit A hereto, and description of MNT functionality in Exhibit B hereto, as well as on the GoldMint website ( and in GoldMint whitepaper ( Please note however that all the information contained on the GoldMint website, as well in the Whitepaper, are for informational purposes only, shall not be binding for the Company and do not form part of these Terms, by reference or otherwise. 2. Scope of Terms (a) Unless otherwise stated herein, these Terms govern only your purchase of MNTP tokens from the Company during the Sale Period (as defined below). (b) Conditions of any use of MNTP and MNT tokens in connection with GoldMint Platform, including acting as validators, use of certain investment mechanisms provided by the Platform, as well as any conditions and terms of Platform-based investment actions, will be governed primarily by other applicable terms and policies, including our privacy policy, which will be available on GoldMint website (collectively, the Platform Terms and Policies ). The Company may add new terms or policies to the Platform Terms and Policies in its sole discretion, and may update each of the Platform Terms and Policies from time to time according to modification procedures set forth therein. (c) To the extent of any conflict with these Terms, the Platform Terms and Policies shall control with respect to any issues relating to the use of MNT tokens in connection with any activities made within the GoldMint Platform. 3. Eligibility (a) In order to be eligible to participate in a public sale of MNTP tokens (the "Sale") you will have to provide us with your name, address and telephone number (your User Credentials ). You must also have an Ethereum ("ETH") wallet that supports the ERC-20 token standard in order to receive any MNTP tokens you purchase from us and provide the address for that wallet (the "Wallet Address"). That means that your Ethereum wallet must possess technical infrastructure that is compatible with the receipt, storage and transfer of tokens created basing on the ERC20 token standard. We reserve the right to prescribe additional guidance regarding specific wallet requirements. Finally, if you select Bitcoin ("BTC") as your Payment Currency (as defined below) you must provide us with a refund address to receive any necessary refunds (the "Refund Address"). For the avoidance of doubt, any refunds will be made in the currency of the respective payment. We are not responsible for any delays, losses, costs, non-delivery of refunds or of MNTP tokens, or other issues arising from the failure to provide, or providing an inaccurate or incomplete Wallet Address or Refund Address. Participation in the pre-order of MNTP tokens shall not in any way limit your rights to participate in the Sale. (b) You are not eligible and you are not to purchase any MNTP tokens if you are a green card holder of the United States or a citizen or resident (tax or otherwise) of the United States of America or Singapore, or other U.S. Person or Singapore Person. "U.S. Person" is generally defined as a natural person, residing in the United States, including American Samoa, Guam, Northern Mariana Islands, Puerto Rico, U.S. Virgin Islands, or any entity organized or incorporated under the laws of the United States. U.S. citizens living abroad may also be deemed "U.S. Persons" under certain rules. "Singapore Person" is generally defined as a natural person, residing in Singapore, or any entity organized or incorporated under the laws of Singapore. 3

4 4. Commencement and Duration of MNTP Token Sale (a) The Company will conduct the Sale during the Sale period (the "Sale Period"), which will begin September 20, 2017 (the "Sale Starting Date") and end either on October 20, 2017 (the Sale End Date ) or on the date when the cap amount of MNTP tokens equal to Seven million (7,000,000) (the "Cap Amount") has been sold, whichever is earlier. (b) In case if upon meeting of any of conditions for the end of the Sale as referred in clause 2(a) above the Company continues to receive contributions from the MNTP token purchasers (the "Purchasers"), the Company may at its sole discretion opt to extend the period of the Sale for another 24 hours. (c) The Company may allow potential purchasers to execute pre-order for the purchase of a certain portion of MNTP tokens before the Sale Starting Date ("Token Pre-Order"). Under such Token Pre-Order arrangements, by agreeing to pay the Company for MNTP tokens before the Sale Starting Date, a MNTP token purchaser may receive some bonuses in form of additional MNTP tokens, as may be described on the GoldMint website. Such purchasers must acknowledge and agree to be bound by these Terms, and receive MNTP pursuant to the procedures for receiving MNTP set forth in Section 6 hereof. The MNTP tokens preordered under such procedure will be distributed between the relevant purchasers within the period provided in clause 6(d) hereof. 5. Conditions of MNTP Token Sale (a) Price per Token. The USD price per MNTP token ("Price Per Token") during the whole Sale Period shall be equal to Seven US dollars (US$ 7.00). (b) Payment Currencies. While the Price Per Token is set in US$, you can make contribution either in Ethereum or in Bitcoin (each, a "Payment Currency"), or by combination of these methods. (с) Methods of Payment. (i) (ii) Payments to be made in Ethereum must be sent from an Ethereum wallet which you provided within the registration on the GoldMint website and in respect of which you can identify your private key. Your private key shall be required to verify your ETH transfer to the Company and to enable the Company to issue MNTP to you through the applicable smart contract. ETH contributions shall be sent to the GoldMint Ethereum wallet address specified on the GoldMint website. We cannot guarantee due receipt of any Ethereum payment sent from the wallet you failed to provide during registration. You confirm that such payment may be permanently lost and the Company will not be liable in any way for any loss or damage connected with such loss of payment. Important: We don t accept funds transferred via Ethereum Wallet by Freewallet. We recommend using Jaxx, Blockchain Wallet or MyEtherWallet.com instead. Important: Do not use any cryptocurrency exchange addresses, since you will not be able to receive MNTP. Important: Only contributions made from the mentioned above ETH address will be registered in your personal account. We will only deposit MNTP to this address. If you ve made your transfer from another wallet please contact us at invest@goldmint.io. Payments to be made in Bitcoin must be sent from a Bitcoin wallet in respect of which you can identify your private key. Your private key shall be required to verify your Bitcoin transfer to the Company and to enable the Company to issue MNTP to 4

5 (iii) (iv) you through the applicable smart contract. Bitcoin contributions shall be sent to the GoldMint Bitcoin wallet address specified on the GoldMint website. GoldMint will virtually convert any contributions received in Bitcoin or Ethereum to USD to determine the amount of MNTP which are purchased using the relevant rates of exchange based on the respective exchange rates available as of 05:00 am UTC on September 20. The cryptocurrency exchanges to be used for this purpose shall be selected by the Company acting in its sole and absolute discretion. The Company shall not be responsible or liable for any losses of the Purchaser as a result of this conversion methodology, nor shall it be liable for any errors in the rates of exchange published by any cryptocurrency exchange from which the Company will obtain exchange rates for the purpose of such conversion. For the avoidance of any doubt, the Company did not and will not authorize any third party to receive any payments for the purposes of the Sale, or to provide any information for making transfers for the purposes of the Sale. GoldMint website shall be the sole source of information regarding the details required for making of any transfers for the purposes of the Sale. The Company shall not be responsible or liable for any losses of the Purchaser related to incorrect or misleading information obtained by the Purchaser from the third parties and/or from unauthorized websites. (d) Multiple Purchases Per Purchaser. You will be allowed to make multiple purchases during the Sale, provided that you observe the conditions provided herein. However all such purchases should be made by you personally, and you agree not to allow anyone to make transfers on your behalf or share your User Credentials with any other person for the purpose of facilitating their unauthorized access to the GoldMint Platform. If you do share your User Credentials with anyone we will consider their activities to have been authorized by you. You alone are responsible for any acts or omissions that occur during the Sale through the use of your User Credentials. We reserve the right to suspend or block your access to the Sale upon suspicion of any unauthorized access or use, or any attempt thereof, by anyone associated with your User Credentials. (f) Records of Payments. The Company will keep a record of each transfer or payment received by the Company within the Sale (whether in Ethereum or Bitcoin) including (i) Payment Currency; (ii) amount received; (iii) the time the transfer had been received; (iv) wallet address from which the payment had been sent. 6. Issue and Distribution of MNTP; Conversion into MNP (a) The Company have developed a number of smart contracts (the Smart Contracts ) using the Ethereum platform and may continue developing them for the purposes of GoldMint Platform functioning and development. Some of Smart Contracts had been developed solely and specifically for the purposes of emission, sale and refund of MNTP. MNTP are based on the ERC20 token standard and are intended to have the functionality set out in Exhibit B hereto. (b) Once you have made a transfer of certain amount in Payment Currency to the Company, the Company will perform a contribution verification procedure whereby the received contributions will be linked to the relevant and Ethereum wallet addresses. (c) To issue and distribute MNTP, the Company will issue the respective amount of MNTP and transfer them to the Ethereum wallet address which details you provided to the Company. The Company shall not be responsible or liable for any losses of the Purchaser as a result of provision of a wrong or unavailable Ethereum address. (d) Subject to compliance with the foregoing provisions of this Section 6, emission, distribution and delivery of MNTP tokens to your Ethereum wallet address shall be made approximately within 7 5

6 days after the end of the Sale Period as provided in Section 4 hereof. 7. Purpose and General Description of MNTP and MNT (a) MNTP tokens are implemented as utility-token instruments and shall be converted into MNT tokens in accordance with terms and conditions provided in the Platform Terms and Policies. (b) MNT tokens will be created on the basis of the GoldMint proprietary Graphene blockchain and distributed between the Purchasers of MNTP tokens in exchange for MNTP tokens. The Company will issue MNTP tokens as a one-off activity during the Sale Period and no additional issuance will be possible. (c) MNT can be used by their owners to act as validators (as defined in the GoldMint whitepaper and relevant Platform Terms and Policies) and to exercise all options and possibilities provided by the GoldMint Platform for active involvement in the process of GOLD circulation. MNT tokens will be always connected to the GoldMint Platform. (d) The purpose of MNT is to facilitate the participation of their holders in the GoldMint Platform and entrance in transactions involving GOLD cryptoasset. Such participation in the capacity of the validator shall include provision of computing powers for facilitation of operations within Graphene blockchain, as well as participation in making of some Platform decisions together with the Company and other MNT holders (together the "Participation"). For the avoidance of any doubt it is hereby expressly provided that the Participation shall in no case mean that the MNT holder will acquire any rights to capital, property, equity of the Company or GoldMint Platform, rights on any passive income or other similar rights, it means only provision of efforts and advice for the Platform and Graphene blockchain functioning and development. Additional information regarding the GoldMint Platform, the Participation and the Company is summarized in Exhibit A hereto and described in the GoldMint whitepaper. (e) Purchase, ownership, receipt, or possession of MNTP and/or MNT carries no rights, express or implied, other than the right to use MNTP and/or MNT, respectively, in accordance with the Platform Terms and Policies, and in the case of MNT including as a means to enable usage of and interaction with the GoldMint Platform and the Participation in it and Graphene blockchain, if successfully completed and deployed. In particular, you understand and accept that neither MNTP nor MNT will represent or confer any ownership right or stake, share, security, or equivalent rights, or any right to receive future revenue shares, intellectual property rights or any other form of participation in or relating to the GoldMint Platform and/or the Company and/or its group and its members, other than any rights provided herein and in the relevant Platform Terms and Policies. Neither MNTP nor MNT tokens are intended to be a digital currency, security, commodity, or any kind of financial instrument. (f) Protections offered by applicable law in relation to the acquisition, storage, sale and/or transfer of the instruments and/or investments referred to in clause 7(d) above shall not apply to any payments and transfers made under these Terms for the acquisition of MNTP tokens or to your storage, sale and/or transfer of MNTP and/or MNT tokens. (g) The Company makes no warranties or representations and offers no assurances (in each case whether express or implied) that MNTP or MNT shall confer any actual and/or exercisable rights of use, functionality, features, purpose or attributes in connection with the GoldMint Platform. 8. Possible Migration of MNTP Tokens (a) MNTP tokens are being created as ERC-20 tokens on the Ethereum protocol. We reserve the right to migrate the ERC-20 based MNTP (the "Initial Tokens") to another protocol before full deployment of Graphene blockchain and conversion of MNTP into MNT, and to generate 6

7 replacement MNTP tokens on the new protocol (the "Replacement Tokens") in the future, should we determine, in our sole discretion, that doing so is necessary or useful to the operation of the GoldMint Platform and due conversion of MNTP tokens into MNT tokens. (b) Should we decide to migrate MNTP as described above, we may no longer provide support for the Initial Tokens, except with respect to the migration process. Although the Company does not at this time anticipate that it will require any of the Initial Token holders to convert their Initial Tokens into the Replacement Tokens, the Company anticipates there will be significant incentives for the Initial Token holders to do so, since the conversion of the Initial Tokens into MNT may be limited or restricted once the Replacement Tokens are created. Accordingly, by accepting these Terms you acknowledge and agree that in order for you to keep the possibility to convert MNTP into MNT you may need to exchange any MNTP you purchase during the Sale into the Replacement Tokens in the future. (c) Should we decide to migrate MNTP, we will (i) notify you via the address you provided to us at the time of the Sale, and/or (ii) make a public announcement both on GoldMint website and via specific online media. For this purpose you are solely responsible for updating us should your contact information change. 9. Cancellation; Refusal of Purchase Requests; Suspension and Termination of Sale (a) Subject to otherwise expressly provided in this Section 9, all purchases of MNTP tokens from the Company during the Sale are final, and there are no refunds or cancellations except as set forth herein or as may be required by applicable law or regulation. (b) The Company has imposed a minimum aggregate Sale target equivalent to One million US dollars (US$ 1,000,000) ("Minimum Target"). If on conclusion of the Sale the aggregate equivalent of all transfers received by the Company is less than the Minimum Target, the Company shall, within a reasonable period of time, exercise reasonable endeavors to procure that transferred amounts of Payment Currency are returned to each respective Purchaser. (c) The Company reserves the right to refuse or reject any contributions made at any time in its sole and absolute discretion. To the extent that the Company refuses or rejects a transfer from the Purchaser, the Company will exercise reasonable endeavors to procure that the transferred amount is returned to the Purchaser, however, we do not warrant, represent or offer any assurances that we will successfully be able to recover and/or return any such transfers. (d) At any time prior to the expiration of the Sale Period and receipt of the aggregate amount of transfers in full in equivalent provided in clause 4(a), we may either temporarily suspend or permanently abort the Sale for security reasons. Any suspension or abort of the Sale shall be deemed to commence from the moment that we publish a notice to that effect on GoldMint website. (e) Contributors who send us contributions (after we publish a notice that the Token Sale has been suspended or aborted in accordance with clause 9(d) risk losing their entire contribution and we shall not be responsible or liable for recovering or returning any such contributions to the Contributor nor shall we be responsible or liable for any losses incurred by the Contributor in this respect. Contributors are therefore strongly advised to check our website before sending a contribution to the Smart Contract System. (f) In case the Company acknowledges any taxation, licensing, regulatory or other risks existing in connection with holding and/or transfer of MNTP tokens by certain holders, the Company shall be entitled to execute a repurchase of MNTP tokens from such holder for a price per MNTP token equal to US$ Such repurchase will be mandatory and binding on that certain BMC token holder subject to the repurchase, whether the token holder cooperates with it or not. 7

8 10. Acknowledgment and Assumption of Risks You acknowledge and agree that there are risks associated with purchasing, owning, and using MNTP tokens and acquisition of MNT tokent and their use for the Participation in the GoldMint Platform, as disclosed and explained in Exhibit C hereto. By purchasing MNTP tokens, you expressly acknowledge and assume these risks. 11. Security You are responsible for implementing reasonable measures for securing the wallet, vault, or other storage mechanism you use to receive and hold MNTP tokens purchased from us, including any requisite private key(s) or other credentials necessary to access such storage mechanism(s). You shall implement similar security measures upon conversion of MNTP tokens into MNT tokens. If your private key(s) or other access credentials are lost, you may lose access to your MNTP and/or MNT tokens. We are not responsible for any losses, costs, or expenses relating to lost access credentials. 12. Personal Data We may determine, in our sole discretion, that it is necessary to obtain certain information about you in order to comply with applicable laws or regulations in connection with selling MNTP tokens to you. You agree to provide us such information promptly upon request and acknowledge that we may refuse to sell MNTP tokens to you until you provide such requested information and we have determined that it is permissible to sell you MNTP tokens under applicable laws or regulations. 13. Taxes Any amounts that you pay for MNTP are exclusive of all applicable taxes. You are responsible for determining what, if any, taxes apply to your purchase of MNTP and their future conversion into MNT, including, for example, sales, use, value added, and similar taxes. It is also your responsibility to withhold, collect, report and remit the correct taxes to the appropriate tax authorities. We are not responsible for withholding, collecting, reporting, or remitting any sales, use, value added, or similar tax arising from the your purchase of MNTP tokens. 14. Representations and Warranties By sending ETH, BTC or other Payment Currency (as may be additionally introduced by the Company from time to time) to purchase MNTP from us, you represent and warrant that: (a) You have read and understand these Terms (including all Exhibits hereto); (b) You acknowledge and agree that there are risks associated with purchasing MNTP, owning MNTP and MNT, and using MNT for the Participation and otherwise operating in the GoldMint Platform including (but not necessarily limited to) the risks described in Exhibit C; (c) You have sufficient understanding of technical and business matters (including those that relate to the Participation and the GoldMint Platform), cryptographic tokens, token storage mechanisms (such as token wallets), cryptoassets and blockchain technology to understand these Terms and to appreciate the risks and implications of purchasing MNTP; (d) You understand the restrictions and risks associated with the creation of MNTP and MNT as set forth herein, and acknowledge and assume all such risks; (e) You have obtained sufficient information about GoldMint, GOLD, MNT, MNTP, Graphene blockchain, the Participation and the GoldMint Platform to make an informed decision to purchase 8

9 MNTP; (f) You understand that MNTP confer only the right to convert them into MNT, and MNT confer only those rights that are expressly described in the GoldMint whitepaper and the Platform Terms and Policies, including the right to take part in the Participation in the GoldMint Platform (and potentially contribute to the functioning and development of the GoldMint Platform), and rights associated with GOLD cryptoasset and its exchange to gold, and confer no other rights of any form with respect to the GoldMint Platform or the Company, including, but not limited to, any ownership, distribution, redemption, liquidation, proprietary (including all forms of intellectual property), or other financial or legal rights; (g) You are purchasing MNTP solely for the purposes of their conversion into MNT for further Participating in the GoldMint Platform and its development as a validator, and/or further use of MNT tokens in their connection with GOLD cryptoasset, being aware of the commercial risks associated with the Company and the GoldMint Platform. You are not purchasing MNTP for any other purposes, including, but not limited to, any speculative purpose; (h) Your purchase of MNTP and further acquisition of MNT comply with applicable laws and regulations in your jurisdiction, including, but not limited to, (i) legal capacity and any other threshold requirements in your jurisdiction for the purchase of the MNTP/MNT and entering into contracts with the Company or the third parties with the use of MNT, (ii) any foreign exchange or regulatory restrictions applicable to such purchase, and (iii) any governmental or other consents that may need to be obtained; (i) You will comply with any applicable tax obligations in your jurisdiction arising from your purchase of MNTP and/or acquisition or holding of MNT; (j) You are not purchasing MNTP on behalf of any third party, including individual or legal entity, and you accept these Terms solely on your own behalf and you will be responsible for breach of these Terms; (k) You are not (i) a citizen or resident of a geographic area in which access to the GoldMint Platform, or involvement in the Participation, or the acceptance of delivery of MNTP or MNT is prohibited by applicable law, decree, regulation, treaty, or administrative act, or (ii) a US Person, or (iii) a Singapore Person. You agree that if your country of residence or other circumstances change such that the above representations are no longer accurate, that you will immediately cease your Participation and act to dispose of your MNTP/MNT tokens. You are not registering to use the GoldMint Platform on behalf of a third party, including any individual or legal entity. 15. Indemnification (a) To the fullest extent permitted by applicable law, you will indemnify, defend and hold harmless the Company and our respective past, present and future employees, officers, directors, contractors, consultants, equity holders, suppliers, vendors, service providers, parent companies, subsidiaries, affiliates, agents, representatives, predecessors, successors and assigns (the "Company Parties") from and against all claims, demands, actions, damages, losses, costs and expenses (including attorneys fees) that arise from or relate to (i) your purchase or use of MNTP, (ii) conversion of your MNTP tokens into MNT tokens; (iii) your responsibilities or obligations under these Terms, (iv) your violation of these Terms, or (v) your violation of any rights of any other person or entity. (b) The Company reserves the right to exercise sole control over the defense, at your expense, of any claim subject to indemnification under clause 15(a). This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and the Company. 16. Disclaimers 9

10 (a) To the fullest extent permitted by applicable law and except as otherwise specified in a writing by us, (i) MNTP tokens are sold on an as is and as available basis without warranties of any kind, and we expressly disclaim all implied warranties as to MNTP tokens, including, without limitation, implied warranties of merchantability, fitness for a particular purpose, title and noninfringement, (ii) we do not represent or warrant that MNTP tokens are reliable, current or error-free, meet your requirements, or that defects in MNTP tokens will be corrected, and (iii) we cannot and do not represent or warrant that MNTP tokens or the delivery mechanism for tokens are free of viruses or other harmful components. (b) Some jurisdictions do not allow the exclusion of certain warranties or disclaimer of implied terms in contracts with consumers, so some or all of the exclusions of warranties and disclaimers in this Section 16 may not apply to you. 17. Limitation of Liability (a) To the fullest extent permitted by applicable law (i) in no event will the Company or any of the Company Parties be liable for any indirect, special, incidental, consequential, or exemplary damages of any kind (including, but not limited to, where related to loss of revenue, income or profits, loss of use or data, or damages for business interruption) arising out of or in any way related to the sale or use of MNTP tokens or otherwise related to these Terms, regardless of the form of action, whether based in contract, tort (including, but not limited to, simple negligence, whether active, passive or imputed), or any other legal or equitable theory (even if the Party has been advised of the possibility of such damages and regardless of whether such damages were foreseeable), and (ii) in no event will the aggregate liability of the Company and the Company Parties (jointly), whether in contract, warranty, tort (including negligence, whether active, passive or imputed), or other theory, arising out of or relating to these Terms or the use of or inability to use MNTP tokens, exceed the amount you pay to us for MNTP tokens. (b) The limitations set forth in clause 17(a) will not limit or exclude liability for the gross negligence, fraud or intentional, willful or reckless misconduct of the Company. (c) Some jurisdictions do not allow the limitation or exclusion of liability for incidental or consequential damages. Accordingly, some of the limitations of this Section 17 may not apply to you. 18. Release To the fullest extent permitted by applicable law, you release the Company and the other Company Parties from responsibility, liability, claims, demands and/or damages (actual and consequential) of every kind and nature, known and unknown (including, but not limited to, claims of negligence), arising out of or related to disputes between participants in the GoldMint Platform and the acts or omissions of any third parties. You expressly waive any rights you may have under any applicable law as well as any other statute or common law principles that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release. 19. Dispute Resolution; Arbitration (a) Binding Arbitration. Except for any disputes, claims, suits, actions, causes of action, demands or proceedings (collectively, "Disputes") in which either Party seeks to bring an individual action in small claims court or seeks injunctive or other equitable relief for the alleged unlawful use of intellectual property, including, without limitation, copyrights, trademarks, trade names, logos, trade secrets or patents, you and the Company (i) waive your and the Company s respective rights to 10

11 have any and all Disputes arising from or related to these Terms resolved in a court, and (ii) waive your and the Company s respective rights to a jury trial. Instead, you and the Company will arbitrate Disputes through binding arbitration (which is the referral of a Dispute to one or more persons charged with reviewing the Dispute and making a final and binding determination to resolve it instead of having the Dispute decided by a judge or jury in court). (b) No Class Arbitrations, Class Actions or Representative Actions. Any Dispute arising out of or related to these Terms is personal to you and the Company and will be resolved solely through individual arbitration and will not be brought as a class arbitration, class action or any other type of representative proceeding. There will be no class arbitration or arbitration in which an individual attempts to resolve a Dispute as a representative of another individual or group of individuals. Further, a Dispute cannot be brought as a class or other type of representative action, whether within or outside of arbitration, or on behalf of any other individual or group of individuals. (c) Notice; Informal Dispute Resolution. Each Party will notify the other Party in writing of any arbitrable or small claims Dispute within thirty (30) days of the date it arises, so that the Parties can attempt in good faith to resolve the Dispute informally. Notice to the Company shall be sent by e- mail to the Company at invest@goldmint.io. Notice to you shall be by to the address you provide to us. Your notice must include (i) your name, postal address, address and telephone number, (ii) a description in reasonable detail of the nature or basis of the Dispute, and (iii) the specific relief that you are seeking. If you and the Company cannot agree how to resolve the Dispute within thirty (30) days after the date notice is received by the applicable Party, then either you or the Company may, as appropriate and in accordance with this Section 19, commence an arbitration proceeding or, to the extent specifically provided for in clause 19(a), file a claim in court. (e) Process. Any Dispute arising out of or in connection with these Terms, including any question regarding their existence or validity, where the Parties fail to resolve it informally in accordance with clause 19(c), shall be referred to and finally resolved by arbitration administered by the Singapore International Arbitration Centre ("SIAC") in accordance with the Arbitration Rules of the Singapore International Arbitration Centre ("SIAC Rules") for the time being in force, which rules are deemed to be incorporated by reference in this clause. The seat of the arbitration shall be Singapore. The tribunal shall consist of one arbitrator. The language of the arbitration shall be English. (f) Authority of Arbitrator. As limited by these Terms, and SIAC Rules, the arbitrator will have (i) the exclusive authority and jurisdiction to make all procedural and substantive decisions regarding a Dispute, including the determination of whether a Dispute is arbitrable, and (ii) the authority to grant any remedy that would otherwise be available in court; provided, however, that the arbitrator does not have the authority to conduct a class arbitration or a representative action, which is prohibited by these Terms. The arbitrator may only conduct an individual arbitration and may not consolidate more than one individual s claims, preside over any type of class or representative proceeding or preside over any proceeding involving more than one individual. 20. Governing Law These Terms and any Dispute or claim arising out of or in connection with their subject matter or formation (including non-contractual disputes and claims) shall be governed by and construed in accordance with Singapore Law. Any Dispute between the Parties arising out or relating to these Terms that is not subject to arbitration under Section 19 hereof will be resolved in Singapore courts, and the Parties irrevocably agree that Singapore courts shall have exclusive jurisdiction to settle any such Dispute or claim. 21. Severability 11

12 If any term, clause or provision of these Terms is held unlawful, void or unenforceable, then that term, clause or provision will be severable from these Terms and will not affect the validity or enforceability of any remaining part of that term, clause or provision, or any other term, clause or provision of these Terms. 22. Miscellaneous These Terms constitute the entire agreement between you and us relating to your purchase of MNTP from us. We may assign our rights and obligations under these Terms. Our failure to exercise or enforce any right or provision of these Terms will not operate as a waiver of such right or provision. We will not be liable for any delay or failure to perform any obligation under these Terms where the delay or failure results from any cause beyond our reasonable control. Purchasing MNTP from us does not create any form of partnership, joint venture, or any other similar relationship between you and us. Except as otherwise provided in herein, these Terms are intended solely for the benefit of you and us and are not intended to confer third-party beneficiary rights upon any other person or entity. You agree and acknowledge that all agreements, notices, disclosures, and other communications that we provide to you, including these Terms, will be provided in electronic form. 12

13 EXHIBIT A Company and GoldMint Platform 1. Company GoldMint PTE. LTD., registered in Singapore, registered office at 1100 Lower Delta Road, #02-05 EPL Building, Singapore (169206). 2. GoldMint Platform GoldMint Platform is a set of technologies, techniques, interfaces, know-how, legal frameworks, and partnerships with pawnshops and other entities and other participants of gold market. The resulting platform will allow transactions with gold through use of GOLD cryptoasset represented with MNT tokens, as well as savings storage and investment transactions, subject to all applicable regulatory requirements. 3. GOLD Cryptoasset Possible Applications GoldMint will be working to develop the Platform in such way that it will enable the following applications of GOLD cryptoasset via the use of MNT tokens (however no guarantees are made, express or implied, that the Platform will provide such functionality upon its deployment): (a) Savings Storage Platform users should be able to store GOLD cryptoassets for long-term periods in a special and secure storage bot with plans of either converting the gold to fiat or to some form of cryptocurrency, like BTC, ETH, Dash, and so forth. GOLD will use then current price of gold set on the LBMA Gold Price, so its market value fluctuates accordingly. (b) Gold Secured Loans Platform users should be able to receive a cryptocurrency or fiat loan from GoldMint PTE LTD, using GOLD as collateral. All applicants will need to undergo the KYC procedure to be able to claim for such loan. All Platform users holding GOLD will be allowed to receive GoldMint partner banks credit cards, aligned with VISA and MasterCard systems. Additional information on such application of GOLD may be fount in the Platform Terms and Policies, GoldMint whitepaper and website. (c) Gold Investment Returns Platform users should be allowed to transfer their GOLD cryptoassets to the Company's trust management in exchange for receipt of an interest at the rate from time to time offered by the Company. The Company will use certain custody bot to provide the Platform users with debt financing using the funds in trust management through pawn shops all over the world. Interest on such trust management is paid in GOLD. (d) Gold Exchange for GOLD GoldMint will help the Platform users to convert gold into GOLD cryptoasset and reconvert GOLD cryptoasset back into gold to facilitate border crossings in order to simplify crossborder circulation of gold. All applicants for such service will need to go through GoldMint KYC procedure. 13

14 EXHIBIT B Distribution of MNTP/MNT and Intended Functionality of MNT 1. General Information MNT is the internal token of the GoldMint Platform working on the basis of GoldMint own blockchain Graphene. This token plays an instrumental role on the Platform: (a) MNT tokens held by validators will be considered for the purposes of Proof-of-Stake concept implemented in Graphene blockchain and the validators will be doled blocks/transactions generally basing on the amount of MNT they hold; (b) Any transaction with GOLD cryptoasset will be made through the respective or connected transaction with MNT tokens representing the respective amount of GOLD assets based on a 1:1 ratio; (c) MNT tokens shall give its holders the right to participate in the GoldMint Platform s decision-making process. The number of MNT tokens will be fixed upon the conclusion of the Sale and no additional creation is possible after the distribution period. MNT tokens shall not be deemed as securities and should be considered as utility tokens of the GoldMint Platform. 2. Distribution The distribution of MNTP shall take place as provided in the Terms. All available MNTP will be issued during the Sale Period. This will be a one-time operation and no additional issuance is available for MNTP tokens. The total number of MNTP to be issued will be Ten million (10,000,000), of which Seven million (7,000,000) will be available for the purchase within the Sale. 7,000,000 of the MNTPs will be offered for allocation to the Purchasers who will participate in the Sale process (including bonuses provides to certain Purchasers in compliance with the Platform Terms and Policies). The rest of the MNTPs, as well as those MNTPs offered to the Purchasers but not allocated during the Sale Period, will be allocated to the Company reserve for the purposes of the Company and Platform development, including distribution within the Company's team and external advisers. Of this amount, (i) 2,000,000 MNTP tokens will be allocated to the GoldMint team, locked in a smart contract with a 12-month vesting period (allocation of not more than 500,000 MNTP per quarter), and a two-month cliff, and (ii) 700,000 MNTP tokens will be allocated between advisory and outsourcing teams, locked in a smart contract with a two-month cliff. 3. Validators Commission Any MNT holder may act as a validator using his own or rented computing powers. To do so, MNT holder will have to download GoldMint Wallet app from the GoldMint website and launch it using his GoldMint account. All GOLD transactions will be certified by validators from the number of MNT holders, who will receive a 75% commission for mining. For this purpose, whenever any GOLD transaction is conducted, the following occurs: - 75% of the subsequent commission in GOLD is received by the validators from the number of MNT holders to confirm the transaction; 14

15 - the remaining 25% of that GOLD commission is spent on GoldMint maintenance needs and to charity institutions chosen from time to time by the Company at its sole discretion. POSSIBILITY OF CHANGE TO THE FUNCTIONALITY OF MNT Please note that the Company is in the process of undertaking a legal and regulatory analysis of the functionality of MNT. Following the conclusion of this analysis, we may decide to amend the intended functionality of MNT in order to ensure compliance with any legal or regulatory requirements to which we are subject. We shall publish a notice on GoldMint website of any changes that we decide to make to the functionality of MNT and it is your responsibility to regularly check our website for any such notices. On the conclusion of this analysis, we will decide whether or not to change the functionality of MNT. 15

16 EXHIBIT C Certain Risk Factors Relating to Purchase of MNTP Tokens and Holding of MNTP/MNT tokens Important: As noted elsewhere in these Terms, MNTP and MNT tokens are not being structured or sold or distributed as securities or any other form of investment product. Accordingly, none of the information presented in this Exhibit C is intended to form the basis for any investment decision, and no specific recommendations are intended. The Company expressly disclaims any and all responsibility for any direct or consequential loss or damage of any kind whatsoever arising directly or indirectly from: (i) reliance on any information contained in this Exhibit C, (ii) any error, omission or inaccuracy in any such information or (iii) any action resulting from such information. 1. Risk of losing access to tokens due to loss of private key(s): a private key, or a combination of private keys, is necessary to control and dispose of MNTP tokens stored in your digital wallet(s). Accordingly, loss of requisite private key(s) associated with your digital wallet(s) will result in loss of all MNTP/MNT tokens stored in such wallets. Moreover, any third party that gains access to such private key(s), including by gaining access to login credentials of a hosted wallet service you use, may be able to misappropriate your MNTP/MNT tokens. You acknowledge, understand and accept that if your private key or password gets lost or stolen, the obtained MNTP/MNT associated with your Ethereum or Graphene wallet address may be unrecoverable and permanently lost. 2. Risk of Platform failure: the creation and issue of MNTP/MNT and the development of the GoldMint Platform may be abandoned for a number of reasons, including lack of interest from the public, lack of funding, lack of commercial success or prospects. There is no assurance that, even if the GoldMint Platform is partially or fully developed and deployed, you will receive any benefits through MNTP that you hold, including those MNTP converted into MNT. 3. Risks associated with Ethereum protocol: Smart Contracts and the underlying software applications and software platforms (including without limitations the Ethereum blockchain) is in an early development stage and unproven and s under constant risk of various malfunctions. There is no warranty or assurance that the process for creating and distribution of MNTP will be uninterrupted or error-free and there is an inherent risk that the software could contain defects, weaknesses, vulnerabilities, viruses or bugs which may result in the complete loss of contributions and/or MNTP. 4. Risks associated with Graphene blockchain: There is no warranty or assurance that the process for development and deployment of the Platform and Graphene blockchain will be successful and error-free, and thus that creating and distribution of MNT will be uninterrupted or error-free and there is an inherent risk that the software could contain defects, weaknesses, vulnerabilities, viruses or bugs which may result in the complete loss of contributions and/or MNT. 5. Regulatory risks: blockchain technology allows new forms of interaction and it is possible that certain jurisdictions will apply existing regulations on, or introduce new regulations addressing, blockchain technology based applications, which may be contrary to the current setup of the Smart Contract system and which may, inter alia, result in substantial modifications to the Smart Contract system and/or the GoldMint Platform, including its termination and the loss of MNTP/MNT for the Purchaser or subsequent holder. Additionally, regulation of proposed activities of the GoldMint Platform is currently uncertain owing to the potential crossovers that the GoldMint Platform may have into commodities trading or financial services and blockchain technology laws and regulations. It is not known what regulatory framework the proposed GoldMint Platform and associated applications will be caught by, the nature and obligations that will be imposed on the Company in order to comply with any such regulatory framework or when/if the Company will even be able to apply to be regulated, or successfully obtain the necessary licenses so that it may lawfully carry out 16