XBTO Trend
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Notice to qualified investors
This website (“Site”) is the property of XBTO and its affiliates (collectively, “Company” / “We”). Please read the terms and conditions set forth in this Site carefully before using the Site. By using this Site, you acknowledge that you have read, understood and agreed to the terms and conditions of use (“Terms”). If you do not agree to these Terms and conditions of use, you may not access or use the Site. XBTO Global Ltd., XBTO International Ltd (“XBTOI”), Stablehouse Ltd., and their respective affiliates (collectively referred to as “XBTO,” “us”, “we” or “our”) reserves the right, at our discretion, to change, modify, add or remove portions of these terms at any time. Therefore, we suggest that you review these terms periodically for changes. By using our Site after we have posted changes to these terms and conditions of use, you are agreeing to be bound by these Terms.
Jurisdictional issues
Users of this Site are responsible for observing all applicable laws and regulations in their relevant jurisdictions before proceeding to access the information contained herein. The information provided in or accessible through the Site is not intended for distribution to, or use by, any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject XBTO to any registration or other requirement within such jurisdiction or country. XBTO reserves the right to limit access to the Site to any person, geographic region or jurisdiction. By proceeding to access the information, you are deemed to have represented and warranted that the applicable laws and regulations of your relevant jurisdiction allow you to do so.
Eligibility
You must be a non-U.S. Person and a “qualified participant” as defined in section 9 of the Bermuda Investment Funds Act to be eligible to participate in our products and services. See definitions below.
Definitions:
A “Qualified Participant” is a person described in one or more of the following paragraphs:
For residents in the United Kingdom
The services and products described in the Site are “controlled activities” and “controlled investments” within the meaning of the United Kingdom Financial Services and Markets Act 2000 (Financial Promotion) Order 2005 (the “FPO”). Their promotion or offering in the United Kingdom is restricted pursuant to the FPO, to, amongst others (a) persons having professional experience of participating in matters relating to investments, falling within Article 19 of the FPO (see detailed definition below) and (b) high net worth bodies corporate, partnerships, unincorporated associations, trusts, etc. falling within Article 49 of the FPO (see detailed definition below) (together, “Permitted Persons”).
Definitions:
For residents in the United States
None of the information contained in this Site constitutes an offer to sell, or a solicitation of an offer to buy or subscribe for, any shares or other securities in the United States or in any other jurisdiction, nor shall it, or the fact of its distribution, form the basis of, or be relied upon, in connection with or act as an inducement to enter into any contract or commitment therefor.
Shares may not be purchased by an “employee benefit plan” within the meaning of the U.S. Employee Retirement Income Security Act of 1974, as amended (“ERISA”), including (i) an investor using assets of: (A) an “employee benefit plan” as defined in Section 3(3) of ERISA that is subject to Title I of ERISA; (B) a “plan” as defined in Section 4975 of the U.S. Internal Revenue Code, as amended (the “IRC”), including an individual retirement account or other arrangement that is subject to Section 4975 of the IRC; or (C) an entity which is deemed to hold the assets of any of the foregoing types of plans, accounts or arrangements that is subject to Title I of ERISA or Section 4975 of the IRC.
Neither XBTO nor any of its affiliates is, or expects to be, registered as an investment company under the U.S. Investment Company Act of 1940, as amended (the “Investment Company Act”), and investors will not be entitled to the benefits of the Investment Company Act.
In addition, shares in XBTO Crypto Opportunities Fund SAC Ltd (XCOF) have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the “Securities Act”). Consequently, Shares in XCOF may not be offered, sold or otherwise transferred within the United States or to, or for the account or benefit of, “U.S. persons” as defined in Regulation S under the Securities Act absent registration or an exemption from registration under the Securities Act. No public offering of any shares in XCOF is being, or has been, made in the United States.
Risks of investing
All investments are subject to risk. Investment in funds such as XCOF are speculative and involve a high degree of risk. Investment in XCOF is available solely to institutions or sophisticated high net worth individuals who are willing and able to bear the economic risks of the investment and who meet all other qualifications set forth in the fund documentation and under applicable law and regulation. Risks include the possibility of a total loss of an investor’s capital in the fund.
Prior to the execution of any transaction, you should consult your business advisor, attorney and tax and accounting advisors with respect to the price, suitability, value, risk or other aspects of any security or other investment.
Pricing and other information generated through the use of data or services made available herein may not reflect actual prices or values that would be available in the market at the time provided or at the time that the user may want to purchase or sell a particular security or other instrument.
Certain statements on the Site reflect XBTO views, estimates or opinions (which may be based on proprietary models and assumptions), and there is no guarantee that these views, estimates, opinions or predictions are currently accurate or that they will be ultimately realized. To the extent these assumptions or models are not correct or circumstances change, the actual performance of XBTO and its subsidiaries may vary substantially from, and be less than, the estimated performance. None of XBTO nor any of its respective affiliates, shareholders, partners, members, directors, officers, management, employees or representatives makes any representation or warranty, express or implied, as to the accuracy or completeness of any of the information on this Site. Each of the aforementioned parties expressly disclaims any and all liability relating to or resulting from the use of the information on this Site.
Governing law and consent to jurisdiction
These Terms will be governed by and construed and enforced solely in accordance with the laws of Bermuda and you consent and submit exclusively to the jurisdiction of the courts of Bermuda for the purposes of litigating any dispute arising out of these Terms against XBTO, except with regard to injunctive relief.
Regulatory Matters
XBTOI is an exempted company limited by shares, incorporated in Bermuda and licensed as a digital assets business by the Bermuda Monetary Authority with a Class F licence to operate as a digital assets services vendor (market maker for digital assets). XCOF and its cells are managed by XBTOI and XBTOI is currently applying to the Bermuda Monetary Authority for a class B Registration under the Investment Business Act 2003.
Stablehouse Ltd. ("Stablehouse") is an exempted company limited by shares, incorporated in Bermuda and licensed as a digital assets business by the Bermuda Monetary Authority with a Class M licence to operate as (a) a payment service provider business utilising digital assets, which includes the provision of services for the transfer of funds; (b) a digital asset exchange (c) a digital asset services vendor and (d) a business providing custodial wallet services.
XBTO must comply with various legal requirements, including without limitation the Companies Act 1981 and the Digital Asset Business Act 2018 and the Digital Asset Business (Client Disclosure) Rules 2018 (each, as amended from time to time). Should any of those laws change, the legal requirements to which Stablehouse, XBTOI and you may be subject could differ materially from current requirements.
CUSTOMER COMPLAINT NOTICE
Complaints may be reported to the Compliance Officer or Legal Counsel by email at compliance@xbto.com or legal@xbto.com or by mail at the following address:
XBTO Global Ltd.G/F. Ideation House, 94 Pitts Bay Road, Pembroke, Bermuda HM08 Attn: Legal /Compliance
Version date: [May 7, 2024]
Last updated: [May 7, 2024]
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The financial products and services are not available in the United States and generally available only to qualified participants, as defined by Bermuda law. Additional restrictions may apply. This website contains trademarks of XBTO Global Ltd and its affiliates, including XBTO Beehive, LLC. All rights reserved.
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