DCX PPM NON US 12 20 update.pdf


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CERTAIN IMPORTANT NOTICES & TRANSFER RESTRICTIONS

 

 

 

 

 

 

 

This Memorandum is furnished for the purpose of providing certain information about a prospective
purchase of Securities. This Memorandum and the Token Purchase Agreement (available at
www.decentrax.io), are to be used by the person to whom those have been delivered solely in connection
with the consideration of the purchase of the Securities described herein. All recipients agree that they will
use this Memorandum for the sole purpose of evaluating a possible purchase of Securities. Acceptance of
the DCX Tokens by prospective purchasers constitutes an agreement to be bound by the terms of both this
Memorandum and the Token Purchase Agreement.
This Memorandum contains a summary of the Securities and certain other documents referred to
herein. However, these summaries do not purport to be complete and are subject to and qualified in their
entirety by reference to the actual text of the relevant document (such as the Token Purchase Agreement
and whitepaper), which are not incorporated herein by reference, and copies of which are available at
www.decentrax.io. In the event that descriptions in or terms of this Memorandum are inconsistent with or
contrary to the description in or terms of such other documents, such other documents shall control.
DecentraX reserves the right to modify the terms of the DCX Token offering described in this
Memorandum, and the Securities are offered subject to DecentraX’s ability to reject any commitment in
whole or in part.
This Memorandum is not a prospectus and does not purport in any manner to contain sufficient
information a reasonable purchaser may require to form an investment decision. This Memorandum shall
not be relied upon solely in relation to, and shall not be taken solely as the basis for, an investment
decision.
Prior to purchasing Securities, a prospective purchaser should consult with its own legal, financial, tax,
accounting, and other advisors regarding the applicable limitations on purchasers who are eligible to
purchase it and that restrict its resale or other transfer; the income and other tax consequences of
acquiring, holding and disposing of the Securities and the other potential consequences of acquiring them.
Purchasers should carefully consider whether purchasing Securities is suitable in relation to their
financial situation and goals.
No person has been authorized to make any statement concerning DecentraX or the sale of the DCX
Tokens discussed herein other than as set forth in this Memorandum, and any such statements, if made,
must not be relied upon. Purchasers should make their own investigations and evaluations of the
Securities, including the merits and risks of a purchasing thereof.
DCX Token purchase amounts are denominated in $USD and payable in Ethereum (“Ether” or “ETH”).
Digital currencies such as ETH are subject to fluctuation in exchange valuations. Such fluctuations may
have an adverse effect on the price or value of DCX Tokens.
THE SECURITIES WILL BE OFFERED AND SOLD TO QUALIFYING RECIPIENTS OF THIS
MEMORANDUM PURSUANT TO THE EXEMPTION OR EXCLUSION FROM THE
REGISTRATION REQUIREMENTS OF APPLICABLE SECURITIES LAWS. PURCHASERS SHALL
INFORM THEMSELVES AS TO THE LEGAL REQUIREMENTS AND TAX CONSEQUENCES
WITHIN THE COUNTRIES OF THEIR CITIZENSHIP, RESIDENCE, DOMICILE AND PLACE OF
BUSINESS WITH RESPECT TO THE ACQUISITION, POSSESSION, OR DISPOSAL OF
SECURITIES, AND ANY FOREIGN EXCHANGE RESTRICTIONS THAT MAY BE RELEVANT
THERETO PRIOR TO THE PURCHASE OF ANY SECURITIES.

 

 

UNDER THIS MEMORANDUM, THE SECURITIES MAY ONLY BE OFFERED, SOLD, OR
OTHERWISE TRANSFERRED TO U.S. NON-PERSONS (AS DEFINED IN REGULATION S
UNDER THE SECURITIES ACT) IN AN OFFSHORE TRANSACTION (AS DEFINED IN
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