\ TERMS & CONDITIONS




INTRODUCTION

These terms and conditions (hereinafter the “Terms”), Privacy Policy and any terms and Conditions published from time to time on the Website (https://proemthe.us, Crowdfunding Dashboard, all subdomains and all their respective pages) constitute the legal relationship and Agreement between you, the User/Contributor, and Proemtheus, in respect of your participation in the Crowdfunding, receiving and holding Tokens, and your use of the Website.

The Proemtheus project uses the domain proemthe.us. The domain termination (“.us”) does not intend to imply in any way that the project originated or is related to any entity in the USA. It represents simply a coincidence generated by the last two (2) letters of the name adopted for this project, the Greek legend Prometheus, whose name ends with the letters “us”, identical with the specific USA domain “.us”. “Website” means https://proemthe.us, the Crowdfunding Dashboard if applicable, all subdomains and all their respective pages.

“Proemtheus”, “Proemtheus Project” or “Project” represents the entity, foundation or company that will receive the crowdsale funds in order to develop the Proemtheus services and platform as described in the Whitepaper and the website (https://proemthe.us).

The founders reserve the right to incorporate the Proemtheus entity in any jurisdiction they see fit, in order to maintain the advantages for the intellectual property. Main jurisdictions considered are Switzerland and Netherland, but the only ones.

“Crowdfund” or “Crowdfunding” means the process by which Proemtheus will receive Donations in the exchange of tokens for the development of the software, services and infrastructure. “Donator”, “Contributor” and “User” means you, the legal or natural person participating in the Crowdfunding.

“Donation” or “Contribution” means funds which Users send to Proemtheus in exchange for Proemtheus Tokens.

“Proemtheus Token”, “PMTP” or “Token” means the token used in the Proemtheus Crowdfund, it represents the proof of participation in the ICO and the opportunity to receive benefits, if it applies as described in the Whitepaper. “Privacy Policy” means the document describing the methods about how Proemtheus collects, uses and releases information collected from Donators available on the Website. “Whitepaper” means the document describing the Proemtheus project available on the Website.

By using the Website and participating in the Crowdfunding you agree to these terms and conditions.

Proemtheus reserves the right to amend the terms and conditions at any time and such amendments will be effective immediately upon publication on the Website. By continuing to use the Website and participating in the Crowdfunding you accept such amendments.

If you do not agree to these terms and conditions, you must refrain from using the Website and participating in the Crowdfunding.

1.WEBSITE

1.1 Proemtheus reserves the right, at its sole and absolute discretion and without giving prior notice, to:
(a) vary, modify, add or remove features, or amend any content on the Website. You shall be deemed to have accepted and agreed to any such change if you access or use the Website after the change is published on the Website;
(b) block or restrict access to, terminate, withdraw or suspend use of the Website or any part of the Website. No Proemtheus Party will be liable for any Loss which may be incurred as a result of such action.

1.2 The Website may contain hyperlinks to websites which are not maintained or controlled by Proemtheus. All hyperlinks to such websites are provided as a convenience to you. Use of the hyperlinks and access to such websites is entirely at your own risk. Proemtheus disclaims any responsibility and liability for any third party content contained in websites linked to the Website and shall not be liable for any Loss arising from you accessing or using such websites.

1.3 The inclusion of any hyperlink does not imply endorsement by Proemtheus of such websites. Under no circumstances shall Proemtheus be considered to be associated or affiliated in any manner with any trade or service marks, logos, insignia or other devices used or appearing on websites to which the Website is linked.

2.CROWDFUNDING

2.1 Users will donate funds to Proemtheus for the development of the software, services and platform, and will receive Tokens in recognition of Donations.

2.2 From time to time Proemtheus may hold a poll to elicit the opinion of Token holders. Poll results will be taken into account in decisions made concerning the financial or technical direction or implementation of the Proemtheus project. However, the outcome of a poll will not, in any circumstances, be binding on Proemtheus or enforceable by Token holders. Proemtheus reserves the right to decide on making any changes to financial or technical direction or implementation in its sole discretion. Only valid Token holders are authorized to participate in a poll.

2.3 Tokens impart no proprietary rights, obligation or contract, express or implied, other than the ability to receive any rewards described in the Whitepaper, if the Proemtheus project is successfully completed and deployed. In particular, Users will not have any influence in the development or governance of the Proemtheus project. The sole and exclusive usage rights of these intellectual property rights are held by and assigned to Proemtheus and its nominees.

2.4 Crowdfunding will be conducted via the Website and will consist of Proemtheus accepting Donations and providing Tokens in recognition of such donations. Donators may donate using the cryptocurrencies or other payment methods notified on the Website. Failure to follow the Crowdfunding instructions on the Website may limit, delay, or prevent a User from donating. Any questions about such instructions should be directed to crowdfund@proemthe.us

2.5 The User understands and accepts that while the individuals and entities, including Proemtheus, assigned to this task will make all reasonable efforts to develop and complete the Proemtheus Project, it is possible that such development may fail due to technical, commercial, regulatory or any other reasons. The User is also aware of the risk that even if all or parts of the Proemtheus Project are successfully developed and released in full or in parts, due to a lack of public interest, the Proemtheus Project could be fully or partially abandoned, remain commercially unsuccessful or shut down for lack of interest or other reasons. The User therefore understands and accepts that the transfer of currency to the Proemtheus carry significant financial, regulatory and/or reputational risks (including the complete loss of value of created tokens, and attributed features of the Proemtheus Project).

2.6 By donating to Proemtheus, and to the extent permitted by applicable law, you agree to not hold any Proemtheus Party liable for any Loss arising out of, or in any way connected to, your failure to properly secure and keep private your email address and any password used in connection with Crowdfunding.

2.7 The Proemtheus team has decided for two different approaches for the ICO considering a couple of factors that tend to plague some recent ICO's:

2.7.1 Currency: we decided to accept EHT and BTC. This helps extend access for users more familiar with BTC transfers. Accepting multi-currency is related to the somehow difficult or maybe unfamiliar process of sending funds using only the ETH wallet. Without doubt transfers in BTC are far more popular and established.

2.7.2 Presale and ICO duration: not limited to Start and End time interval. We decided to have a flexible unfolding of the ICO: you can begin buying (in fact reserving) tokens before the ICO start. One can conveniently secure the tokens while avoiding all of the rush caused by limited time vs bonus conditions. If you decide to buy tokens simply use our website links and send the funds and we will credit the tokens, though we might enforce some quantity cap.

3.CREATION OF TOKENS

3.1 Tokens will be created and distributed to the Users wallets only after the end of Crowdfunding, and no later than 15 days.

3.2 Initially there will be 27,000,000 PMTP Tokens available for the purpose of the Crowdfunding. The crowdfunding process will be limited by time and not by the number of initial Tokens. If all tokens are sold but there are still interested Users in a significant number, new tokens will be issued over the initial number. Given the scope and mission of the Proemtheus project we want to make sure that the Tokens are distributed across as many users as possible.

3.2.1 If the number of sold Tokens does not reach the proportion allocated for sale (90% of the initial tokens), the remaining Tokens will be preserved for future needs.

3.3 The total amount of Tokens released at the end of the Crowdfunding is divided into 2 categories:

3.3.1 90% (presale and ICO) is provided to Users as a recognition of Donations including bonuses according to the bonus scheme (see bonus scheme at https://proemthe.us/join.html)

3.3.2 10% is reserved for the founders and team of the Proemtheus project.

3.3.3 The funds raised from the Crowdfunding will be applied towards the development, research and marketing of the Proemtheus project in accordance with the Whitepaper.

3.3.4 The price of the PMTP token is set at USD 1.00 and will not be modified.

4.TIMING OF CROWDFUNDING

4.1 Each stage of the Crowdfunding will be publicly announced on the website with at least 48 hours before the start. Will be announced the Start and Closing moment.

4.2 Proemtheus reserves the right to change the Start time or the Closing Time in its absolute discretion. Any such changes will be published on the Website with at least 48 hours in advance.

5.CROWDSALE BONUSES

Bonuses will be available during the whole duration of the Crowdfunding, in various forms as follows:

5.1 A Referral bonus of 18% will be offered for the presale, and will be reduced to 6% for ICO.

5.2 Token bonus presale: according to the presale bonus scale graph available on the Website as follows:
Since the presale is only hard caped at 1,000,000 PMTP tokens, only after the end of this stage we will divide the sold tokens in 25% intervals and apply the corresponding bonus.
(a) first 25% interval of pre-ICO tokens (202,500 PMTP) will bear a bonus of 10% in total 20,250 PMTP

(b) next 25% (25-50%) interval of pre-ICO tokens will bear a bonus of 7% in total 14,175 PMTP
(c) next 25% (50-75%) interval of pre-ICO tokens will bear a bonus of 4% in total 8,100 PMTP
(d) final 25% (75-100%) interval of pre-ICO tokens will bear a bonus of 2% in total 4,050 PMTP
(e) in total for the pre-ICO duration, if all allocated tokens are sold, total bonus will be 46,575 PMTP
(f) after the pre-ICO stage some Users will be entitled to:
- ICO level 2 priority if their contribution is above USD 5,000 priority level 2: retains the 12.5% bonus (10-20% interval) for the next 20-30% interval of sold tokens
- ICO level 1 priority if their contribution is above USD 10,000 priority level 1: retains the 15% bonus (0-10% interval) for the next 10-20% interval of sold tokens

5.3 Better seats at the main ICO bonus
The token bonus percentage level will be extended to the next interval of sold tokens as follows:
5.3.1 ICO level 2: Users with contribution above 5,000 PMPT will receive priority level 2 status, retaining the 12.5% bonus (10-20% interval) for the next 20-30% interval of sold tokens;
5.3.2 ICO level 1: Users with contribution above 10,000 PMPT will receive priority level 1 status: retaining the 15% bonus (0-10% interval) for the next 10-20% interval of sold tokens.

5.4 Token bonus for ICO: according to the presale bonus scale graph available on the Website as follows:
(a) first 10% of the ICO allocated tokens will bear a 15% bonus;
(b) next 10% interval of the ICO allocated tokens will bear a 12.5% bonus;
(c) next 10% interval of the ICO allocated tokens will bear a 10% bonus;
(d) next 10% interval of the ICO allocated tokens will bear a 7.5% bonus;
(e) next 10% interval of the ICO allocated tokens will bear a 5% bonus;
(f) next 10% interval of the ICO allocated tokens will bear a 3.8% bonus;
(g) next 10% interval of the ICO allocated tokens will bear a 2.5% bonus;
(h) next 10% interval of the ICO allocated tokens will bear a 1.3% bonus;
(i) the last 20% interval of the ICO allocated tokens will not bear any bonus.

5.5 for the 100 top Users by Donation amount a Founding Father status will be awarded.
These 100 Founding Fathers will split 20% of platform generated profits, based on their share within the pool of the top 100 backers.
NOTE: This benefit is not for US citizens. We are sorry for this restriction, but these Users have only their govt to thank for.
Because this bonus can be labeled security or investment for profit, the user is solely responsible to know if this is legal for him to receive in its fiscal jurisdiction. Furthermore, users
for which receiving this share of profit constitutes a legal problem must inform us and that bonus will be frozen. Upon legally clarifying the situation with the authorities from its jurisdiction, the status of that bonus will be unfrozen and made available for the user starting from that moment on. If the user does not inform our company and receives benefits in contradiction with the laws of its jurisdiction, we shall not be held responsible.

5.6 bonus named “the more you help us to develop project Proemtheus, the more we give you back” will be valid only during ICO: Users with high contributions (starting from 5,000 PMTP) will receive another 10% token bonus.

5.6 Proemtheus may determine in its absolute discretion that any other bonuses may apply during the Crowdfunding.

6.OBLIGATION TO COMPLY THE LAWS OF USER JURISDICTION

6.1 It is the responsibility of each potential User to determine if he, the User, can legally participate in the Crowdfunding, make donations to Proemtheus, and receive and hold Tokens in the User’s jurisdiction. Proemtheus will not be held liable in case of any User failure to meet this condition.

6.2 We do not emphasize the rejection or blocking of US citizens or residents simply because this would mean discrimination and also ultimately we have no means of stopping them to make Donations. They might use VPN or proxy so it’s impossible to stop US citizens or residents from participating in the Crowdsale. Nonetheless it’s their sole obligation to seek legal advice and comply with their laws regarding participating in the Crowdsale and holding tokens.

7.ACCEPTANCE OF CROWDFUNDING TERMS AND CONDITIONS

7.1 By participating in the Crowdfunding, you expressly acknowledge and admit that you have carefully reviewed these terms and conditions, the Whitepaper, the Website and fully understand the risks, costs, and benefits associated with Tokens and you agree to be bound by these terms and conditions.

7.2 By using the Website and participating in the Crowdfunding you represent and warrant that you:
(a) are legally permitted to participate in the Crowdfunding, make donations to Proemtheus, or receive and hold Tokens in your jurisdiction;
(b) are of a sufficient age to legally participate in the Crowdfunding, make donations to Proemtheus, or receive and hold Tokens;
(c) are not participating in the Crowdfunding, making donations to Proemtheus, receiving and holding Tokens, or exchanging any cryptocurrency for Tokens for the purpose of speculative investment;
(d) are not participating in the Crowdfunding, making donations to Proemtheus, or receiving and holding Tokens for an illegal purpose;
(e) have an understanding of the usage and intricacies of cryptocurrencies, cryptographic Tokens and blockchain based software systems.

7.3 Further, by using the Website and participating in the Crowdfunding you acknowledge and agree that:
(a) you take sole responsibility for any restrictions and risks associated with participating in the Crowdfunding, making donations to Proemtheus, or receiving and holding Tokens, whether referred to in these terms and conditions, arising under any applicable law or otherwise;
(b) you waive the right to participate in any class action lawsuit or any class wide arbitration against any Proemtheus party;
(c) you are participating in the Crowdfunding, making donations to Proemtheus, and receiving and holding Tokens to facilitate the development, testing, deployment and operation of the Proemtheus project (software, services and platform) being aware of the commercial risks associated with this project;
(d) the proposed outcomes discussed in the Whitepaper may not be achieved;
(e) Tokens may not provide the rewards envisaged;
(f) participating in the Crowdfunding, making donations to Proemtheus, or receiving and holding Tokens do not have any decision making power, including (without limitation) in relation to development, governance or the role, conduct or performance of the Proemtheus project;
(g) the User understands the purchasing and holding the PMTP does not involve the purchase of shares or any equivalent, IP rights in any existing or future public or private company, corporation or other entity in any jurisdiction;
(h) you will not hack into, interfere with, disrupt, disable, overburden or otherwise impair the proper working of the Website or project;
(i) you will not violate or attempt to violate the security of the Website or project;
(j) you will not access information or data which you are not authorized to access;
(k) you will promptly provide to Proemtheus, upon request, any additional information which Proemtheus may consider necessary in providing services on the Website;
(l) you will ensure that any information or content posted, or permitted or caused to be posted, on the Website, shall be non-confidential or nonproprietary unless expressly indicated otherwise, and not offensive, illegal under any applicable law, and that you will be responsible for all such information or content.

7.4 By using the Website and participating in the Crowdfunding you further agree to the following statements:

7.4.1 the tokens the User acquires are working tokens, meaning that they are used to pay for services in the network for the foreseeable future similar to paying in advance for a service subscription.

7.4.2 Because some of bonus bearing tokens can be considered securities or investments for profits, the user is solely responsible to know if these are legal for him to hold in its fiscal jurisdiction. Furthermore users for which holding these tokens constitutes a legal problem must inform us and those bonuses will be frozen. Upon legally clarifying the situation with the authorities from its jurisdiction, the status of those bonuses will be unfrozen and made available for the user starting from that moment on. If the user does not inform Proemtheus and receives benefits in contradiction with the laws of its jurisdiction, Proemtheus shall not be held responsible.

7.5 My purchase of Proemtheus Tokens is:
(a) made for my own account as principal;
(b) NOT made solely in anticipation of a further distribution of the Proemtheus Tokens to others;

8.TOKEN PURCHASE

8.1 Proemtheus will provide unique links only on the Website to the crypto wallets used so the User can make Donation (send the crypto currency).

8.2 Proemtheus will provide you with a Paypal address for Donations made in fiat currencies.

8.3 At the moment of Donation the User must identify itself with all elements requested by Proemtheus.

9.CROWDFUNDING ON THE WEBSITE AND AUTHORIZED EXCHANGES ONLY

9.1 Proemtheus will only Crowdfund via the Website. Any third party website or service, outside the Website are not in any way supported, endorsed or sanctioned by any Proemtheus Party and have no relationship in any way with Proemtheus.

9.2 The only official and authorized Crowdfunding website URL operated by Proemtheus is http://proemthe.us. You must ensure that the URL of your web browser indicates that it is using a hypertext transport protocol secure connection (“https”) and that the domain name is correct.

9.3 Proemtheus will never send the Donor a donation link using email or other communication services.

10.LIMITATIONS ON RECEIVING TOKENS

10.1 There will be no limitations on the amount of Tokens a Donor can receive during the Crowdfunding.

10.2 At the end of the Crowdfunding all sold Tokens will be considered to be 90% of the total supply. During the Crowdsale tokens will be created for every donation received.
Total PMTP tokens created = all tokens created during Crowdsale + bonus tokens according to the bonus scheme + tokens generated after the crowdsale end to the point that these last tokens represent the rest of 10% allocated to the TEAM. This is the total pool of tokens, representing 100% of all generated tokens.

11.GENERAL TERMS CONCERNING RISK

11.1 While Proemtheus will provide general guidelines in relation to use and storage of Tokens, you should have a functional understanding of storage and transmission mechanisms associated with cryptocurrencies, cryptographic tokens, and blockchainbased software systems. While Proemtheus will be available to assist you during and after the Crowdfunding, no Proemtheus Party will be liable for any Loss arising.

11.2 By participating in the Crowdfunding, making donations to Proemtheus, or receiving and holding Tokens, you acknowledge and agree that you fully understand that Tokens may experience volatility in pricing and liquidity, and that, to the extent permitted by applicable law, you agree that no other party may be held liable for any Loss arising out of, or in any way connected way to actions taken by, or any omissions by any Donator. Also no market liquidity can be guaranteed for the PMTP tokens.

11.3 It remains at the Proemtheus team sole discretion to decide how to allocate the funds in order to develop and execute successfully the Proemtheus project.

11.4 Insufficient interest in the Proemtheus project and PMTP It is possible that the Proemtheus software, services and platform will not be used by a large number of individuals, businesses and other organizations and that there will be limited public interest in the creation and development of its functionalities. Such a lack of interest could impact the development of the project. Proemtheus will contract with developers to help build the project, and is working with third-party developers around the world to create an interest in the project. However, Proemtheus cannot predict the success of these development efforts or the efforts of other third parties.

12.CANCELLATION AND REFUND POLICY

12.1 By participating in the Crowdfund, you acknowledge that Proemtheus is not required to provide a refund for any reason, and that you will not receive money or other compensation in lieu of a refund, and you consent to no right of withdrawal from the Crowdfund.

12.2 All Donations to Proemtheus are final and nonrefundable. Total amount of tokens will be hard caped at 30,000,000 PMTP offered for sale.

12.3 At the end of ICO, the Proemtheus team will decide based on the total amount of sold tokens if the project can be continued. Otherwise a refund will be issued.

12.4 All commissions for refund transactions will be deducted from the Donations.

13.TAXATION

13.1 Proemtheus makes no representations concerning the tax implications of participating in the Crowdfunding, making donations to Proemtheus, or receiving and holding Tokens.

13.2 You bear the sole responsibility for determining or assessing the tax implications of your participation in the Crowdfunding, Donations to Proemtheus, or receiving and holding Tokens in all respects and in any relevant jurisdiction.

13.3 By participating in the Crowdfunding, making donations, or receiving and holding Tokens, to the extent permitted by applicable law, you agree that no other party (including, without limitation any Proemtheus Party) may be held liable for any Loss arising out of, or in any way connected to, any tax liability that may incur in connection with you.

14.PRIVACY

14.1 Except as otherwise provided in these terms and conditions, Privacy Policy or on the Website, Proemtheus will not publish any identifying information relating to you without your prior written consent.

14.2 Users may be contacted by Proemtheus regarding the Crowdfunding before, during and after the Crowdfunding.

14.3 Proemtheus may request additional information from Users if such information is required by applicable laws or required to provide any technical support requested by the User.

15.INTELLECTUAL PROPERTY

15.1 Unless otherwise stated, the content and information on the Website are the property of Proemtheus Parties or other parties. You may not download, reproduce, or retransmit any information, other than for noncommercial individual use. This Website is to be used by the Users only. You, the User are granted a limited, nontransferable, revocable license to view and copy the information solely for personal use only, subject to clause 16.2.

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

16.“KNOW YOUR CUSTOMER” AND “ANTI-MONEY LAUNDERING”

Proemtheus reserves the right to conduct “Know your customer” and “Anti-money laundering” checks on Donators if it becomes required by the applicable laws.

17.COMPLETE AGREEMENT

17.1 These terms and conditions together with any terms and conditions published from time to time on the Website, set out the entire understanding between each User and Proemtheus and any other Proemtheus Party in relation to your participation in the Crowdfunding, Donations to Proemtheus, or receiving and holding Tokens.

17.2 To the extent this document conflicts with the Website or any other document, including but not limited to the Whitepaper, this document prevails.

17.3 To the extent this document conflicts with the Website or any other document, including but not limited to the Whitepaper, this document prevails.

17.4 To the extent that these terms and conditions, any terms and conditions published from time to time on the Website, the Prospectus conflict with translated copies, the English version prevails.

18.SEVERABILITY

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

19.DISCLAIMER OF WARRANTIES

20.1 The User expressly agrees that the User is participating in Crowdfunding, making donations to Proemtheus, and receiving and holding Tokens at their own risk and that Tokens are provided on an “as is” basis without warranties of any kind, either express or implied, including, but not limited to, warranties of title or implied warranties, merchantability or fitness for a particular purpose (except only to the extent prohibited under applicable law).

20.2 Without limiting clause 20.1, Proemtheus does not warrant that the process for participating in the Crowdfunding, making donations to Proemtheus, or receiving and holding Tokens will be uninterrupted or error-free

20.ACKNOWLEDGEMENT

Receiving and using Tokens may carry financial risk. You acknowledge and agree that in no event shall any Proemtheus Party be liable or responsible for any Loss in any way arising out of your participation in the Crowdfunding, Donations to Proemtheus, receiving and holding Tokens, or use of the Website and all Proemtheus Parties are hereby released by the User from liability for any and all such Loss.