The following describes the terms and conditions of investment ("Terms"), which govern the contractual basis for the purchase of the CBSL cryptographic token ("CBSL").

This document does not constitute a solicitation for investment and does not relate to an offering of securities of any applicable jurisdiction. The information in this white paper relates to the CeBioLabs project and the related offering of the CBSL token. The Issuer makes no warranty, express or implied, as to the future success of CBSL and or the technically underlying Binance Smart Chain network. Statements in this white paper regarding future development, forecasts and future business activities are based on assumptions at the time of the preparation of the white paper without any guarantee that the forecasted development will occur. The Issuer assumes no liability for the statements contained in the white paper regarding future developments, forecasts and business activities.

If you do not agree with the terms of this section, you should refrain from purchasing the CBSL tokens. By purchasing the CBSL Tokens, the purchaser agrees to be bound by all of the terms and all conditions incorporated by reference. If you have any questions regarding these terms, you may contact the Issuer at any time at info@cebiolabs.io.

Liability for any loss or damage incurred by the buyer as a result of the purchase of CBSL tokens is excluded to the fullest extent permitted by law. By purchasing CBSL, the buyer expressly agrees, to the fullest extent permitted by law, not to hold the Issuer and its current, former and future employees, affiliates, related companies, officers, contractors, consultants, shareholders, service providers, parents, subsidiaries, agents, representatives, assigns (the "CeBioLabs Team") liable for any loss or special, incidental or consequential damages arising out of or in any way connected with the sale of CBSL tokens, including losses related to the terms set forth below.

If you are not an expert in cryptographic tokens and blockchain-based systems and projects, you should refrain from purchasing CBSL tokens. Before purchasing CBSL, you should carefully review the terms and conditions set forth in this section and, if necessary, seek outside advice from a lawyer, tax professional or accountant. If any of the terms listed in this section are unacceptable to you, then you should not purchase CBSL. CBSL should only be purchased by individuals, entities or companies that have sufficient knowledge of the uses and potential complications associated with cryptographic tokens, including Binance Smart Chain (BSC) tokens, and blockchain-based systems and projects. Purchasers should have a functional understanding of the storage and transfer mechanisms of cryptographic tokens. Although the Issuer is available to assist buyers of CBSL during the sale, the Issuer is in no way responsible for any loss of Binance Token (BNB) or other accepted coins and tokens resulting from actions taken or omitted by buyers. If you do not have the required experience and expertise, you should not purchase CBSL or participate in the sale of CSBL. By participating in the sale of CBSL, the participant declares that all the requirements set forth in this paragraph have been met.

By Purchasing CBSL, the Buyer Acknowledges and Agrees to the Following Terms and Conditions:

Conditions for the Sale of CBSL Tokens

You may not purchase CBSL tokens if you are a citizen, resident (tax or otherwise) or Green Card holder of the United States of America.

By purchasing a CBSL token, you accept the following terms and that the following information truthfully and accurately reflects the basis on which you are purchasing the CBSL tokens:

- Neither the Issuer nor any member of the CBSL team has provided any advice in connection with the purchase of the CBSL token. You have solely determined that CBSL is a suitable investment for you based on your knowledge and experience.

- You have sufficient understanding regarding functionality, usage, storage, transfer mechanisms and other specifications and functionalities related to cryptographic tokens and blockchain-based systems and projects.

- You are legally authorized to receive, hold and use CBSL in your and any other relevant jurisdiction.

- You shall provide the Issuer, upon first request, with all relevant information, documentation or copies of documentation and shall promptly notify the Issuer of any change in information that the Issuer should require in order to accept your purchase of CBSL and allocate the purchased CBSL to you.

- You have not provided the Issuer with any inaccurate or misleading information with respect to your purchase of CBSL or otherwise.

- If you are not a corporation or legal entity, you are of legal age, and legally capable of entering into contracts and lawfully acquiring CSBL.

- You assume full and sole responsibility for all restrictions and risks associated with obtaining and possessing CBSL, including, but not limited to, those set forth in Section Risks.

- You are not making a regulated investment, as defined by your jurisdiction, by purchasing CBSL.

- You are not purchasing or using CBSL for an illegal purpose and will not use CBSL for an illegal purpose in the future.

- You waive any rights you may have or obtain to participate in a class action or arbitration against any entity or person involved in the sale of CBSL.

- Your purchase of CBSL does not include your acquisition or receipt of any interest, ownership or equivalent interest in any existing or future public or private corporation, partnership or other entity in any jurisdiction.

- You accept that, to the extent permitted by law and provided that it acts in good faith, the Issuer makes no express or implied warranty, representation or guarantee as to the future success of CBSL and or the technically underlying Binance Smart Chain network.

- You accept that CBSL is being created on an "as-is" basis and, therefore, on an "under development" basis. Provided that the Issuer acts in good faith, you therefore accept that the Issuer is providing CBSL without warranties as to any rights associated with CBSL, such as title, merchantability or fitness for a particular purpose.

- You accept that the acquisition, allotment, use or ownership of CBSL could result in the potential appreciation or depreciation of CBSL over time, that the sale and purchase of CBSL and/or any other action or transaction relating to CBSL has tax consequences, and that it is your own responsibility to determine such tax consequences in your respective jurisdiction and to comply with any obligations that may arise therefrom.

Overview of the Sale of CBSL

CBSL tokens have many uses in the enterprise project ecosystem and can be used as defined in this white paper. Related information and details will be posted and updated on https://cebiolabs.io. The Issuer will provide buyers with all information necessary for the purchase on the Website and provide all information regarding the process. In the token sale, the maximum total amount of CBSL issued is 25,000,000 (25 million). Ownership of CBSL during the CBSL token sale does not include any express or implied rights. Purchases of CBSL are non-refundable.

The anticipated use of the proceeds from the sale of the CBSL tokens is as follows:

  • - 25%: Development & Ecosystem
  • - 25%: Private & Public Sale (ICO)
  • - 20%: Team, Founders & Advisors
  • - 10%: Marketing activities
  • - 10%: Market Making & Liquidity Pools
  • - 5%: Strategic Reserves & Legal
  • - 5%: Airdrops & Bounty

CBSL-Price

Buyers, as participants in the CBSL token sale, will be allocated their CBSL tokens in exchange for Binance Coin (BNB), Ethereum (ETH) or Bitcoin (BTC) at the following rate:

  • - The first 10,000,000 CBSL tokens: $0.090 within the two-week sale phase 1. During this phase, the price is subject to a 10% discount.
  • - An additional 7,500,000 CBSL tokens: $0.095 within the three-week sales phase 2. During this phase, the price is subject to a 5% discount.
  • - Another 7,500,000 CBSL tokens: $0.1 within the three-week sale phase 3. This is the non-discounted price of the token.

The exchange rate of US dollars to BNB, ETH and BTC is used to dynamically set the rate of BNB, ETH and BTC to CBSL. Therefore, for the duration of the CBSL sale, the price to buy a CBSL is set as a BNB amount or a US dollar amount. 

The buyer must have a Binance Smart Chain wallet that supports the BEP-20 token standard to receive the CBSL purchased by the company.

CBSL Token Sale Schedule

The CBSL sale is expected to commence in the third quarter of 2022 following the completion of the regulatory review, the exact date of which will be posted on the Issuer's website. The CBSL sale will run for 56 calendar days and will end at the end of the 56th day after the start date, or if the CBSL sale cap of 25,000,000 has been previously reached, on the day the sale cap is reached. The Issuer reserves the right to change the sale dates or extend the duration of the sale for any reason, including website unavailability or other unforeseen security or procedural issues. The public will be able to view the distribution of all CBSL tokens to participating Binance Smart Chain accounts within the BSC network.

After the CBSL Token Sale

Buyers have no influence on the management of the issuer before, during and after the token sale. Upon completion of a successful CBSL sale, the CBSL tokens will be deemed to have been acquired in a transparent manner by the buyers who have paid the equivalent value of the tokens in BNB, ETH or BTC. The issuer will publish an official overview of the progress of the token sale with all relevant information after closing. No later than 14 days after the completion of the token sale, the issuer will send the acquired CBSL tokens to the deposited BSC wallet addresses to the buyers. Before a buyer disposes of the tokens after the completion of the CBSL token sale, it must ensure that the third-party buyer of the CBSL agrees to comply with all provisions of these terms and conditions as if such person were a buyer in the CBSL token sale.

All CBSL Purchases are Final

All purchases of CBSL tokens are final and non-refundable. By participating in the token sale, purchasers acknowledge that neither the issuer nor any of its affiliates, directors, employees or shareholders are obligated to provide a refund for any reason. If the issuer, in its sole discretion, believes that persons or entities holding CBSL create material regulatory or other legal risks or adverse effects for the issuer and/or CBSL, the issuer reserves the right to purchase all CBSL Tokens from such CBSL holders at the then-existing market prices and/or sell all of the issuer's cryptocurrency assets.

Taxation of CBSL and Taxation Related to the Token Sale

It is the sole responsibility of the purchaser to determine whether the purchase of CBSL with BNB, ETH, BTC or the potential appreciation or depreciation of CBSL over time will have any tax implications for the purchaser in its home country. By purchasing CBSL, and to the extent permitted by law, the purchaser agrees not to hold the issuer, its affiliates, directors, shareholders or advisors liable for any tax liabilities associated with or arising from the purchase of CBSL.

Exclusion of Guarantees

The purchaser expressly agrees that it is purchasing CBSL at its own risk and that CBSL is provided "as is" 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 to the extent prohibited by applicable law, in which case the statutory warranty period shall be limited to the lesser of thirty days from first use or the minimum period required). Without limiting the foregoing, neither the issuer nor the CBSL team warrants that the process of purchasing CBSL tokens will be uninterrupted or error-free.

Limitation and Waiver of Liability

The buyer acknowledges the disclaimers contained herein to the fullest extent permitted by applicable law for any and all damages or injuries of any kind whatsoever in connection with the use of, or inability to use, CBSL. The buyer further acknowledges that neither the issuer nor the CBSL team shall be liable for any indirect, incidental, special, exemplary or consequential damages, including loss of profits, goodwill or data, arising in any way out of the use of, or inability to use, or purchase or inability to purchase, CBSL or any interaction with the smart contracts implemented with respect to CBSL. In addition, the purchaser expressly acknowledges that the issuer is not liable for the conduct of any third party, including any other purchaser of CBSL, and that the risk of the purchase and use of CBSL rests entirely with the purchaser.

Risks

By purchasing, Owning, and Using CBSL, You Expressly Acknowledge and Agree to Bear the Following Risks:

1. Risk of loss of access to CBSL due to loss of private keys, custodial errors or errors by the buyer: The buyer is liable for the security of the private keys and the security of the wallets necessary for holding CBSL tokens. In addition, the buyer is liable for losses of CBSL that may result from receiving or sending CBSL if incorrect wallet addresses are provided for sending or receiving CBSL that are not BEP-20 compliant.

2. Risks related to the Binance Smart Chain network: CBSL is technically based on the Binance Smart Chain, therefore any disruption, failure or discontinuation of the Binance Smart Chain network may have a material adverse effect on the issuer's projects or on CBSL.

3. Risk of mining attacks: As with other cryptographic tokens based on the Binance Smart Chain network, CBSL may be vulnerable to attacks by miners in the course of validating CBSL transactions on the Binance Smart Chain blockchain, including but not limited to double-spend attacks, majority mining attacks and selfish mining attacks. Successful attacks pose a risk to the issuer's and CBSL's projects, including but not limited to the proper execution and recording of transactions with CBSL.

4. Risk of hacker attacks and security vulnerabilities: Hackers or other malicious groups or organizations may attempt to disrupt the issuer's or CBSL's projects in various ways, including, but not limited to, malware attacks, denial of service (DDOS) attacks, consensus-based attacks, Sybil attacks, smurfing and spoofing.

5. Risks associated with CBSL markets: When secondary trading of tokens is facilitated through third-party exchanges, such exchanges may be new and subject to little or no regulatory oversight, making them more vulnerable to fraud or manipulation. In addition, if third parties ascribe external exchange value to CBSL (e.g., in the form of a digital or fiat currency), that value may be volatile.

6. Risk of uninsured loss: Unlike bank accounts or accounts at other financial institutions, CBSL are not insured unless you specifically purchase private insurance to cover them. Therefore, in the event of a loss or reduction in value in use, there is no public insurer or private insurance purchased by the company for you to rely on.

7. Risks related to taxation: The tax classification of CBSL is uncertain. You will need to seek your own tax advice in connection with the purchase of CBSL, which may result in adverse tax consequences for you, including withholding taxes, income taxes and tax reporting requirements.

8. Risk of competing platforms: It is possible that alternative companies may be formed that pursue the same concept underlying that of the issuer and seek to facilitate services or offer products that are substantially similar to the issuer's services and products.

9. Unforeseen risks: Crypto tokens such as CBSL are a new and unproven technology. In addition to the risks set forth in this section, there are other risks. 

10. Other risks associated with the purchase, ownership and use of CBSL, including unforeseen risks. Such risks may materialize in the form of unforeseen variations or combinations of the risks described in this section of these terms.