Whiskey Coin Token Sale

Terms & Conditions

Whiskey Coin Token “WSKY” may be acquired by US based accredited investors as defined by the SEC under Rule 506 of Regulation D. If you are a non-accredited investor, please email hello@whiskey.io to subscribe to updates.

WSKY may be acquired by accredited investors as defined by the SEC under Rule 506 of Regulation D during the Pre-Initial Coin Offering “ICO” and Post-Initial Coin Offering “ICO” phase of WSKY.

When you acquire, or otherwise obtain a WSKY you are accepting the following conditions and by doing so you warrant the following is true:

“The Company” (Newport Whiskey LLC, Newport Capital LLC, or www.Whiskey.io) nor any of the Whiskey Coin Team has supplied you with any information or advice relating to whether WSKY is a suitable investment for you;

You have adequate knowledge and understanding of the various aspects and functionality of the blockchain, storage, mining, usage, and complexities relating to crypto-currency tokens or coins, such-as Bitcoin, Litecoin, Ethereum, and other blockchain related technologies;

You are abiding by the laws of your local jurisdiction, and other relevant jurisdictions, and are permitted to receive, transmit and hold WSKY.

You will provide us with any and all applicable information or documentation we or our partners require in order to transmit WSKY to you or an entity you represent. You will not provide us with inaccurate or misleading information relating to your transmission or acquisition of WSKY.

If we require any additional information due to regulations, legal, governmental or contractual obligations relating but not limited to the Patriot Act or anti-money laundering regulations – you will provide us with any of the additional information that we require.

You take responsibility for acquiring WSKY in your local jurisdiction and will not hold us liable if you acquire or obtain WSKY outside of the laws of the jurisdiction where you reside.

You are of legal age to acquire WSKY in the jurisdiction where you reside and are not aware of any reason preventing you from obtaining WSKY.

You are not acquiring WSKY for any illegal purpose and will not transmit WSKY to anyone knowingly involved in illegal activity. 

You are not making a regulated investment. The term “regulated investment” may be interpreted by your local jurisdiction differently than the operating jurisdiction of The Company.

When you acquire WSKY, you are waiving your right to participate in a class action lawsuit or class wide arbitration against us, or any entity or individual involved with the sale of WSKY.

You are not acquiring WSKY based on any ownership promise or future private company or public offering, corporation, foundation, non-profit, or other entity in any other jurisdiction.

To the full extent permitted by the law and provided we act in good ethics, transparency, and good faith, WSKY nor its partners (the Company) makes no claim or warranty whatsoever to the implied or expressed success of WSKY, Cryptocurrency, the Blockchain, or the Ethereum network. WSKY is an ERC20 token based on Ethereum technology.

You agree and accept that you alone bear the responsibility of determining if (a) acquiring WSKY, use or ownership, (b) the potential depreciation, the potential appreciation of WSKY over time, (c) the transfer or sale of WSKY, (d) or any other transaction has tax implications and liabilities relating to the jurisdiction where you reside.

WSKY was created on good faith, we intend to act in good faith and providing that we do so – you accept that WSKY is offered “as is” without warranty and relating to WSKY and fitness for any reason or purpose.

WSKY Sale Overview & Price
The “White Paper” found on https://whiskey.io (the “Website”) defines the complete utilization and full operation of Whiskey Coin where WSKY is the required token. Each WSKY is backed by the purchase of underlying assets as described in the White Paper. The purchase of underlying assets will occur after the sale. All rights connected with WSKY are subject to the limitations of the White Paper to the extent that they do not contradict these Terms. In the case of contradiction between these Terms and the White Paper, these Terms shall prevail. The maximum total amount of WSKYs that will be issued under these Terms will be 10,500,300 roughly worth $50,000,000 USD. All WSKYs have been generated in total before the sale. The sale will remain active until all WSKYs have been sold or the founders elect to close the ICO Campaign.  Purchases of WSKY are non-refundable.

The planned coin fund distribution from the ICO Campaigns are as follows:

Pre-ICO (9.52% of Coin Supply)
Price Per WSKY: $3.00 USD
Coins Offered at Phase: 1,000,000
Whiskey Stock: 80%
Legal / Admin: 10%
Tech: 3%
Storage / Insurance: 7%

Phase 1 - ICO (38.10% of Coin Supply)
Price Per WSKY: $6 USD
Coins Offered at Phase: 4,000,000
Whiskey Stock: 80%
Legal / Admin: 4.5%
Tech: 1%
Storage / Insurance / WSKY Library: 12%
Go Public: 2.5%

Phase 2 - ICO (38.19% of Coin Supply)
Price Per WSKY: $6 USD
Coins Offered at Phase: 4,010,000
Whiskey Stock: 80%
Legal / Admin: 3%
Tech: 2%
Storage / Insurance / WSKY Library: 15%

Founders Coins: 1,050,000 (10% of Coin Supply)
Issued at time of ICO launch.

Bonus Coins: 440,300 (4.19% of Coin Supply)
Bonus Coins will be applied to WSKY Coin purchased in Phase 1 or Phase 2 of the ICO Campaigns.

Unsold Tokens:
If applicable, unsold tokens will be burned at the time of ICO closure.

WSKY is available for purchase for either BTC, LTC, or ETH. The Website will use dynamic calculation based on daily exchange rates. The actual USD amount invested into WSKY will depend on the price of the collected BTC, LTC, and ETH at the time of currency conversion into USD.

Purchaser must have a user account and wallet at the Website in order to receive any WSKY from the Company.

The WSKY sale will remain active until all tokens are sold based on the aforementioned phases.

The Company reserves the right to modify or otherwise change the WSKY sale dates or extend the sale for any reason as allowed by United States regulations.

After the WSKY Sale
After the Pre-ICO phase all assets purchased for the backing of WSKY will be transparently purchased through an registered industry broker.

The value of all assets purchased may be validated by a third party such as “Rare Whisky 101) (https://rarewhisky101.com) or publicly available sources such as “The Whiskey Exchange” (https://www.thewhiskyexchange.com) and other websites where fine and rare whiskies are sold.

By purchasing WSKY, you (the purchaser) will have no expectations over influence or governance of the Company.

The Company will provide all purchasers with regular reporting and audits on the existence of all assets backing the WSKY token.

The Company will make available all whiskey bottles and cask purchased for sale by redemption of WSKY. Upon remittance of WSKY for a physical asset, the same WSKY will go back into public escrow and re-release based on the “Remaining Coins Sale” provisions.

All WSKY held in public escrow will be sold at current exchange rates of WSKY and/or verified by “Coin Market Cap” (https://coinmarketcap.com).

WSKY Purchases are Final
ALL PURCHASES OF WSKY ARE FINAL. NO REFUNDS ARE OFFERED.

The Company may choose at its sole discretion to purchase back WSKY from any purchaser at the rate the investor purchased WSKY, if the Company believes the purchaser represents legal risk or material regulatory risk.

Taxation of WSKY
The Purchaser assumes all tax liability from the potential appreciation or depreciation in the value of WSKY tokens. The Purchaser agrees to not hold any of the Company, officers, executives or partners liable for any tax liability that may arise from the purchase of WSKY.

Force Majeure
In the event either party is unable to perform its obligations under the terms of this Warrant Agreement because of acts of God, strikes, acts of terrorism, nuclear events, failure of carrier or utilities, equipment or transmission failure or damage that is reasonably beyond its control, or any other cause that is reasonably beyond its control, such party shall not be liable for damages to the other for any damages resulting from such failure to perform or otherwise from such causes. Performance under this Agreement shall resume when the affected party or parties are able to perform substantially that party's duties.

 

Disclaimer of Warranties
EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THIS AGREEMENT, THE COMPANY MAKES NO REPRESENTATIONS AND GRANTS NO WARRANTIES, EXPRESS OR IMPLIED, EITHER IN FACT OR BY OPERATION OF LAW, BY STATUTE OR OTHERWISE, THE PURCHASER EXPRESSLY AGREES THE COMPANY WILL PROVIDE WSKY ON AN AS-IS BASIS.

 

Limitations Waiver of Liability
NOTWITHSTANDING ANYTHING IN THIS AGREEMENT TO THE CONTRARY, NEITHER THE COMPANY OR ANY MEMBER OF THE COMPANY, ON THE ONE HAND, NOR PARENT OR ANY MEMBER OF THE PARENT GROUP, ON THE OTHER HAND, SHALL BE LIABLE UNDER THIS AGREEMENT TO THE OTHER FOR ANY INDIRECT, PUNITIVE, EXEMPLARY, REMOTE, SPECULATIVE OR SIMILAR DAMAGES IN EXCESS OF COMPENSATORY DAMAGES OF THE OTHER ARISING IN CONNECTION WITH THE TRANSACTIONS CONTEMPLATED HEREBY (OTHER THAN ANY SUCH LIABILITY WITH RESPECT TO A THIRD-PARTY CLAIM).

Severability
If any provision of this Agreement is held to be illegal, invalid or unenforceable, (a) the legality, validity and enforceability of the remaining provisions of this Agreement shall not be affected or impaired thereby and (b) the parties shall endeavor in good faith negotiations to replace the illegal, invalid or unenforceable provisions with valid provisions the economic effect of which comes as close as possible to that of the illegal, invalid or unenforceable provisions. The invalidity of a provision in a particular jurisdiction shall not invalidate or render unenforceable such provision in any other jurisdiction.

No Waiver
No failure by either party hereto at any time to give notice of any breach by the other party of, or to require compliance with, any condition or provision of this Agreement shall be deemed a waiver of similar or dissimilar provisions or conditions at the same or at any prior or subsequent time.

  

Indemnification
To the fullest extent permitted by applicable law, the purchaser of WSKY will defend and hold harmless the Company from any loss, cost, liability, or expense that may be imposed upon or reasonably incurred by such member in connection with or resulting from any claim, action, suit, or proceeding to which he or she may be a party or in which he or she may be involved by reason of any action or failure to act pursuant to the Plan and against and from any and all amounts paid by him or her in satisfaction of judgment in such action, suit, or proceeding against him or her; provided he or she gives the Company an opportunity, at its own expense, to handle and defend the same before he or she undertakes to handle and defend it on his or her own behalf. The foregoing right of indemnification shall not be exclusive of any other rights of indemnification to which such persons may be entitled pursuant to the Company’s Certificate of Incorporation or Bylaws, as a matter of law, or otherwise, or any power that the Company may have to indemnify them or hold them harmless.

 

Security
You are responsible for securing your WSKY token wallet and implementing reasonable security measures to keep your WSKY wallet, vault or other storage mechanism you use to receive and hold WSKY purchased from the Company, or received from another purchaser including any passwords, requested private keys or other information that would allow the breech of your WSKY tokens. You agree that the Company is not liable or responsible for losses that may occur due to Purchaser negligence.

Arbitration

Any controversy, dispute or claim arising out of or relating to this Agreement, or its interpretation, application, implementation, breach or enforcement which the parties are unable to resolve by mutual agreement, shall be settled by submission by either party of the controversy, claim or dispute to binding arbitration in Laramie County, Wyoming (unless the parties agree in writing to a different location), before a single arbitrator in accordance with the rules of the American Arbitration Association then in effect. The decision and award made by the arbitrator shall be final, binding and conclusive on all parties hereto for all purposes, and judgment may be entered thereon in any court having jurisdiction the