1.Overview
The following Terms and Conditions (“T&Cs”) apply to all the holders of Options for Future Certificates (“OFCs”) awarded by Unaico Holding Group Ltd. (“Unaico”). By purchasing or receiving the OFCs through the platform created or operated by Unaico or third party designated by Unaico, you agree to be bound by the T&Cs and all applicable laws. If you do not agree with any of the terms in the T&Cs, you will not be able to enjoy the benefit and interest contained in the OFCs. In the event of the violation of the T&Cs, Unaico reserves the right to seek all the remedies available by applicable laws.
2.Identity of Holders
You are obligated to provide Unaico or third party designated by Unaico with the actual identity information, including personal identity card number, nationality, address, telephone number, etc. within the period designated by Unaico. The OFCs will be revoked and holders of such OFCs will not be able to enjoy the benefits and interests contained in the OFCs if he or she fails to comply with Unaico’s request and does not provide relevant personal information within the period prescribed by Unaico.
3.Modification of the T&Cs
Unaico reserves the right to amend and modify any terms and conditions of this T&Cs without obtaining any consent from the holders of OFCs.
4.OFCs
You fully understand that the OFCs are certificates that may grant the holders shares in Unaico or any other company designated by Unaicoin the event that Unaico or any other company designated by Unaico embarks on a listing exercise. The OFCs are unsecured obligations of Unaico and rank paripassu among themselves.
Unaico has the discretion to designate any other company to issue the shares to you for the conversion of OFCs. The conversion rate of OFCs to shares will be discretionarily decided by Unaico based on the market valuation.
5.Expenses and Taxation
OFCs holder must pay all taxes, duties, expenses, including any applicable depository charges, transaction or exercise charges, stamp duty, stamp duty reserve tax, issue, registration, securities transfer and/or other taxes or duties arising from any issuance, purchase, transfer, settlement or conversion of such OFCs. Unaicowill not be liable for any Related Expenses for the issuance, transfer and conversion of OFCs.
“Related Expenses” means (a) all present, future, prospective, contingent or anticipated Taxes which are (or may be) or were (or may have been) withheld or payable under the laws, regulations or administrative practices of any state (or any political sub-division or authority thereof or therein), and (b) any other present, future or contingent expenses (including without limitation, any applicable depositary charges, transaction charges, issue, registration, securities transfer or other expenses) which are (or may be) or were (or may have been) payable, in each case in respect of or in connection with:
(i) the issuance, transfer or conversion of the OFCs;
(ii) any payment (or delivery of assets) to holders; and
(iii)any of Unaico's (or any affiliates') hedging arrangements in connection with the OFCs.
“Taxes” means taxes, levies, imposts, duties, deductions, withholdings, assessments or other charges (including any stamp, registration or transfer tax, duty or other charge or tax on income, payments (or delivery of assets), profits or capital gains) together with any interest, additions to tax or penalties.
6.Limitation of Rights
You fully understand that the OFCs are not freely tradable and may only be exchanged among the business partners within the back office made available by Unaico or third party designated by Unaico. Furthermore, OFCs do not grant you any corporate, voting, or any similar rights.
7.Discretion
Unaico makes no warranties or representations, express or implied, that OFCs are able to be transformed into shares at a profitable price in the future. The conversion rate and the price of OFCs will be discretionarily determined by Unaico based on the market valuation and market conditions. Unaico has exclusive discretion to determine the timing for the conversion of OFCs into shares.
8.Disclaimer
By holding the OFCs, you agree to waive your right to initiate any actions against Unaico, its’ shareholders and executives at any time for any reason.