This Site taken by itself is not a contract or a contractual agreement of any kind, nor is it an invitation, solicitation, or offer to invest in the token or acquire or use tokens in any way and with any expectation of profit.

This document should not be construed as legal, tax, or transaction advice and, if you acquire $HALVIN Tokens, you will be required to make a representation to that effect. You should conduct your due diligence before participating in the Halvin the Meme Project and consult a certified financial adviser if any terms of this documentation are not fully understood. In particular, you should inform yourself as to the legal requirements and tax consequences within the country of your citizenship, residence, domicile, and place of business concerning the acquisition, holding, and disposal of $HALVIN Tokens and any foreign exchange or other restrictions that may be relevant thereto.

Before acquiring any $HALVIN Tokens, you should carefully consider various risk factors and conflicts of interest, as well as suitability requirements, restrictions on transfer of $HALVIN Tokens, inability to exchange the Tokens, and various legal, tax and other considerations, all of which are discussed elsewhere in this document.

You should consider acquiring the $HALVIN Tokens only if you are willing to undertake the risks involved. You should therefore bear in mind the following risk factors and conflicts of interest before purchasing Tokens:

Operating History. The Company has little to no operating history and is therefore subject to all risks associated with being a new enterprise.

Limited Liquidity. Acquisition of $HALVIN Tokens involves substantial restrictions on liquidity. There may be no market for the $HALVIN Tokens, and no market is guaranteed to develop.

Consequently, tokenholders may be unable to exchange or liquidate their $HALVIN Tokens. Tokenholders may be unable to exchange their Tokens promptly in the event of an emergency or for any other reason. Although a Tokenholder may attempt to

increase its liquidity by borrowing from a competent institution, the $HALVIN Tokens may not readily be accepted as collateral for a loan.

In addition, the transfer of a Token as collateral or otherwise to achieve liquidity may result in tax consequences to the transferor.

Dependence Upon the Managers and Directors. The Company’s success will depend on the management of the managers and directors and, in particular, on the skill and acumen of its staff. If some or all of the members or directors die, become disabled, or otherwise cease to participate in the Company’s business could be severely impaired. Tokenholders will not have any right or opportunity to participate in the management of the Company or to select or evaluate any of the Company’s strategies.

Although Company managers, directors, and staff intend to devote significant time to the business of the Company, they will not devote all of their time.

The Company is also dependent upon its counterparties and the businesses that are not controlled by the Company and that provide services to the Company, including

legal counsel and auditors. Errors are inherent in the business and operations of any business, and although the Company will adopt measures to prevent and detect errors by, and misconduct of, counterparties and service providers, and transact with counterparties and service providers it believes to be reliable, such measures may not be effective in all cases. Errors or misconduct could have a material adverse effect on the Company and the Token’s value. In addition, absent a direct contractual relationship between the purchaser and the relevant service provider, no Tokenholder will have any contractual claim against any service provider for any reason related to its services to the Company.

Relation to Token’s Value History. The history of the Token’s market value may not be indicative of the Token’s future value. The nature of, and risks associated with the Token may differ substantially from other cryptographic tokens on the market. There can be no assurance that the $HALVIN Tokens will perform as well as other cryptographic tokens or that the Company will be able to avoid losses.

Opinions and Estimates. Opinions and estimates offered herein constitute the judgment of the Company and are subject to change, as are statements about market trends. This Site may include forward-looking statements that

encompass statements beyond historical facts. It also incorporates projections, forecasts, and estimates that are speculative and based on specific Disclaimer 34 assumptions. All opinions and estimates are based on assumptions, all of which are difficult to predict and many of which are beyond the Company’s control. In addition, any calculations used to generate estimates were not prepared with a view toward compliance with any published guidelines. In preparing this document, the Company has relied upon and assumed, without independent verification, the accuracy and completeness of all information. The Company believes that the information provided herein is reliable; however, it does not warrant its accuracy or completeness.

Potential Conflicts of Interest. The Company and its affiliates and their respective directors, partners, members, officers, employees, and agents may be subject to certain conflicts of interest.

Lack of Registration. The $HALVIN Tokens have not been registered under the

U.S. Securities Act or under the securities or “blue sky” laws of any state of the United States and, therefore, may be subject to transfer restrictions if deemed a

security under the Securities Act or other applicable law. The $HALVIN Tokens have not been registered under the laws of any non-U.S. jurisdiction and may be subject to restrictions on issuances and transfers under the laws of such jurisdictions. In connection with an acquisition of $HALVIN Tokens, potential tokenholders must represent that they are acquiring the $HALVIN Tokens for purposes of using on the Company’s platform only and not with a view toward resale or distribution. The

The company does not have any plans or has assumed any obligation to register these

$HALVIN Tokens. Accordingly, the Tokens may not be transferred without an opinion of counsel addressed to the Company that the transfer will not involve a violation of the registration requirements of the U.S. Securities Act. Ordinarily, this means that transfers will be restricted to instances of death, gift, or passage by operation of law. These restrictions on transfer are in addition to those found in the Articles of the U.S. Securities Act.

Virtual Assets Generally. The characteristics of virtual assets generally differ from those of traditional currencies, commodities, or securities. Virtual assets are market-based: a virtual asset’s value is determined by (and fluctuates often, according to) supply and demand factors, and the value that various market participants place on it through their mutual agreement, barter, or transactions.

Virtual assets are an evolving, relatively new product and technology. The methods whereby each virtual asset is created, secured, accessed, and used may differ from one another. Different virtual assets may contain similar (or different) features.

Developing Regulatory Scheme. The regulatory regimes of virtual assets, blockchain technologies, and cryptocurrency exchanges are undeveloped, vary significantly among jurisdictions, and are subject to significant uncertainty. Any

jurisdiction may, in the near or distant future, adopt laws, regulations, policies, or

rules directly or indirectly affecting the blockchain network, generally, or restricting the right to acquire, own, hold, sell, convert, trade, or use virtual assets, or to exchange digital for other currency or other virtual assets. Any additional regulatory obligations Disclaimer 35 may cause the Company to incur extraordinary,

non-recurring expenses, and/or ongoing compliance expenses, possibly affecting the acquisition of $HALVIN Tokens adversely. If the Company determines not to comply with such regulatory requirements, the Company may be liquidated at a time that is disadvantageous to a tokenholder in the Company.

Cryptocurrencies are not Guaranteed by Central Banks. Virtual assets that operate as a medium of exchange are not issued or guaranteed by any central bank or a national, supra-national, or quasi-national organization, and there is no guarantee that such virtual assets may operate as a legal medium of exchange in any jurisdiction. Certain jurisdictions have completely prohibited the usage of certain virtual assets in such jurisdictions.

Third Party Usage. As a relatively new product and technology, virtual assets are not yet widely adopted as a means of payment for goods and services. Banks and other established financial institutions may refuse to process funds for cryptocurrency transactions, process wire transfers to or from cryptocurrency exchanges, blockchain-related companies, or service providers, or maintain accounts for persons or entities transacting in virtual assets.

Volatility. A principal risk in trading virtual assets is the rapid fluctuation of the market price of such assets. The value of the $HALVIN Tokens may relate directly to the value of the virtual assets held in the Company and fluctuations in the price of virtual assets could adversely affect the net asset value of the Company. There is no guarantee that the Company will be able to achieve a better-than-average market price for its virtual assets or will purchase such virtual assets at the most favorable price available. The price of virtual assets achieved by the Company may be affected generally by a wide variety of complex and difficult-to-predict factors such as supply and demand; rewards and transaction fees for the recording of transactions on the applicable blockchain; availability and access to virtual currency service providers (such as payment processors), exchanges, miners or other blockchain users and market participants; security vulnerability; inflation levels; fiscal policy; interest rates and political, natural and economic events.

Irreversible Nature of Blockchain Transactions. Transactions involving cryptocurrencies and $HALVIN Tokens that have been verified, and thus recorded as a block on the blockchain, generally cannot be undone. Even if the transaction turns out to have been in error, or due to theft of a user’s virtual assets, the transaction is not reversible. The Company may be unable to replace missing virtual assets or seek reimbursement for any erroneous transfer or theft of virtual assets. To the

extent that the Company is unable to seek redress for such action, error, or theft, such loss could adversely affect an acquisition of $HALVIN Tokens.

Theft or Loss. Hackers or malicious actors may launch attacks to steal, compromise, or secure virtual assets, such as by attacking the applicable blockchain network source code, exchange Disclaimer 36 servers, third-party platforms, cold and hot storage locations or software, virtual assets transaction history, or by other means.

As the Company increases in size, it may become a more appealing target of hackers, malware, cyber-attacks, or other security threats. At this time, there is no governmental, regulatory, investigative, or prosecutorial authority or mechanism through which to bring an action or complaint regarding missing or stolen virtual assets. Consequently, the Company may be unable to replace missing virtual assets or seek reimbursement for any theft, adversely affecting the acquisition of $HALVIN Tokens. Do not contribute any money that you can’t afford to lose to the Halvin the Meme Project. Make sure you read and understand this document and the TERMS AND CONDITIONS FOR PARTICIPATING in the Halvin the Meme Project (including all warnings regarding possible token value, technical, regulatory, and any other risks; as well as all disclaimers contained therein), as will be published on our website https://halvin.meme/Terms-And-Conditions (as they may be amended from time to time). Please note that the information and content presented within this Site are subject to potential modifications or updates and should not be

interpreted as a commitment, assurance, or guarantee made by the Company. Users are encouraged to regularly review this document for any changes or updates that may affect its accuracy or relevance. The management team holds the right to make changes as necessary to reflect evolving circumstances, industry standards, or

improvements in information. By accessing or utilizing this Site, users acknowledge and accept the possibility of future alterations to its contents. Should you have any questions regarding the Halvin the Meme or $HALVIN Tokens, the contents of this document, or the sale of Tokens, please, do not hesitate to contact [email protected]