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Risk Factors

Acknowledgment

By accessing this document, you represent, warrant and acknowledge that you are not in the United States or any other Restricted Jurisdiction; you are not a US Person (as defined by Regulation S to the Securities Act) or otherwise resident in the United States or any other Restricted Jurisdiction; you are not investing or otherwise acting for the account or benefit of a US Person or a resident of the United States or any other Restricted Jurisdiction; you are not domiciled or located in the United States when accessing or trading LNXB, LNXD, LNXG or the Credits required to purchase them; any related trading activities (including trading through Liquidity Exchange App) must not be conducted within the United States; and neither this document or any other related marketing materials may be copied or redistributed within or outside of the Restricted Jurisdiction for any other purpose; you represent and warrant that you are accessing the document for information purposes only; the information contained in the document may be subject to change and update from time to time and you are responsible for ensuring that you review the information contained in the latest version of this document. 

 

Risk Factors

Purchasing and investing in LNXB, LNXD, LNXG or the Credits required to purchase them will involve certain risks. It is important that prospective purchasers and/or investors in LNXB, LNXD, LNXG or the Credits required to purchase them understand such risks before making any relevant decision. A non-exhaustive description of certain key risk is set out in "Risk Factor Disclosure" section of the Terms and Conditions (which can be found on the website of Liquidity Decentralized Finance at www.defi-liquidity.io) which any prospective purchaser and/or investor should read and understand before making any purchase or investment decision or otherwise accessing, using or purchasing any Products or Services available through Liquidity Exchange or Liquidity Ecosystem. Prospective purchasers should conduct their own due diligence before investing and consult a certified financial adviser if any terms of the documentation are not fully understood. 

 

By purchasing and investing in LNXB, LNXD, LNXG or the Credits required to purchase them or otherwise using related products or services you acknowledge that you have read and understood such risks. In particular, prospective purchasers and/or investors should note that:

 

  • LNXB, LNXD, LNXG or the Credits required to purchase them are not intended to be securities or regulated financial products and may not be purchased in any jurisdiction where, under applicable laws they constitute securities or regulated financial products and are not therefore afforded any protections under such laws;

 

  • LNXB, LNXD, LNXG or the Credits required to purchase them are not legal tender and are not backed by any government or insurance against loss;

 

  • Credits can only be used on Liquidity Exchange or within Liquidity Ecosystem and once purchased, you have no automatic right to receive fiat currency or digital-assets in respect of such Credits;

 

  • The nature of digital assets may lead to an increased risk of fraud or cybercrimes;

 

  • Transactions related to digital assets may be irreversible, and, accordingly, losses resulting from fraudulent or accidental transactions may not be recoverable; and

 

  • The volatility and unpredictability of the price of digital assets and consequently, prices of corresponding Credits, may result in significant loss over a short period; and Investors in crypto assets in general, must be willing to lose the entirety of their invested capital and accept that they may have no recourse in the event that purported rights or benefits of any crypto asset is not received, any relevant project does not proceed, or other investors in the market become unwilling to exchange fiat currency for such crypto asset. Negative events in respect of a particular crypto asset are likely to have a corresponding negative impact on any Credits corresponding to such Liquidity digital asset.

Disclosures

The Secondary Market was created and is operated by Liquidity in its sole and absolute discretion via the Liquidity Exchange. No broker-dealer or FINRA member firm is or has been involved in the development or operation of the Secondary Market.

The Liquidity digital assets are not listed on any national stock exchange or other regulated securities market;

Neither Liquidity nor any of its affiliates is registered, licensed, or supervised as a broker dealer or investment adviser by the Securities and Exchange Commission (SEC), the Financial Industry Regulatory Authority (FINRA), or any other financial regulatory authority or licensed to provide any financial advice or services. The Secondary Market is not a registered national securities exchange, Alternative Trading Platform regulated pursuant to Rule ATS or securities information processor.

The information on the Secondary Market does not consist of firm quotes, but rather is merely a list of digital assets which holders have indicated a desire to buy or sell from the Liquidity Exchange, the proposed price at which they would buy or sell such digital assets and a mechanism for potential buyers to communicate with these potential buyers or sellers. Liquidity does not assure any participant that any particular transaction will occur. All transactions between participants must be executed by the participants independent of Liquidity or the Issuer or any of their respective affiliates;

All applicable state and federal securities laws (including the anti-fraud and anti-manipulation provisions) apply to any offer made or transaction consummated using the Secondary Market.

To contact Liquidity about the Secondary Market:

Liquidity Decentralized Finance, LLC, a Commonwealth of Puerto Rico limited liability company located at Metro Office Park, Metro Parque 7, Street #1, Suite 204, Guaynabo, San Juan, PR 00968. Contact email: liquidityteam@protonmail.ch

Any person that is a broker-dealer, an associated person of a broker-dealer, or who has a state securities license is responsible for identifying that fact to Liquidity prior to participating on this platform.

Two-sided quotes in which a participant indicates an offer to buy a digital asset at one price and an offer to sell that same digital asset at a higher price are prohibited.

The registration requirements of the federal securities laws apply to all offers and sales through the Secondary Market, absent an available exception or exemption.

SEC Filings

When deemed appropriate, Liquidity as an issuer to be listed on the public bulletin board platform would file documents with the SEC which can be obtained by clicking the link filings link on www.sec.gov — you should carefully review the information contained in the offering document and other SEC filing relating to a particular Liquidity issuer before investing.

 

Risk of Investing

Investing involves a number of significant risks and uncertainties. Please click here for a summary discussion of risk factors and important disclosures you should consider prior to investing. 

 

YOU ARE URGED TO CAREFULLY REVIEW THE RELEVANT LIQUIDITY OFFERING CIRCULAR AND OTHER DOCUMENTS THE ISSUER FILED WITH THE SEC BEFORE DECIDING TO INVEST.

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