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Token Sale Agreement

Token Sale Agreement Template for Netherlands

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Key Requirements PROMPT example:

Token Sale Agreement

"I need a Token Sale Agreement for our upcoming utility token launch in March 2025, compliant with Dutch regulations, including KYC/AML procedures and specific vesting schedules for early investors."

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Document background
The Token Sale Agreement is a critical legal document used when an organization intends to conduct a token sale under Dutch jurisdiction. It serves as the primary contractual framework governing the relationship between token issuers and purchasers, incorporating essential elements required by Dutch financial regulations and EU directives. This document becomes necessary when launching a compliant token sale in the Netherlands, requiring careful consideration of the Dutch Financial Supervision Act (Wft), upcoming MiCA regulations, and other relevant European financial services laws. The agreement typically includes detailed sections on token economics, purchaser eligibility, compliance procedures, risk disclosures, and technical implementation details, while ensuring adherence to Dutch and EU regulatory requirements for digital asset offerings.
Suggested Sections

1. Parties: Identification of the token issuer and the purchaser

2. Background: Context of the token sale, nature of the tokens, and purpose of the agreement

3. Definitions: Detailed definitions of technical and legal terms used throughout the agreement

4. Token Sale Parameters: Details of the tokens, price, minimum/maximum purchase amounts, and sale period

5. Purchase Process: Step-by-step process for purchasing tokens, including payment methods and verification requirements

6. KYC/AML Requirements: Compliance requirements and procedures for identity verification and anti-money laundering checks

7. Token Distribution: Terms and mechanics of token delivery, including timing and wallet requirements

8. Representations and Warranties: Statements of fact and promises by both parties regarding their capacity, authority, and compliance

9. Risk Factors: Disclosure of risks associated with token purchase, including technical, regulatory, and market risks

10. Use of Proceeds: Description of how the funds from the token sale will be used

11. Tax Considerations: Tax implications and responsibilities for token purchases

12. Termination: Circumstances under which the agreement can be terminated and the consequences

13. Governing Law and Jurisdiction: Specification of Dutch law as governing law and jurisdiction for disputes

14. General Provisions: Standard legal provisions including notices, amendments, and severability

Optional Sections

1. Token Utility Features: Details of token functionality and utility features, included when tokens have specific use cases

2. Vesting Schedule: Terms of token release schedule if tokens are subject to vesting periods

3. Geographic Restrictions: Specific restrictions for certain jurisdictions, included when sales are prohibited in certain regions

4. Presale Terms: Special terms for presale participants, included when there is a presale phase

5. Governance Rights: Details of voting or governance rights, included when tokens confer such rights

6. Lock-up Provisions: Restrictions on token transfers, included when there are post-sale transfer limitations

7. Project Milestones: Development milestones and related token release conditions, included for projects in development

8. Token Buyback Rights: Terms for token buyback programs, included when issuer reserves such rights

Suggested Schedules

1. Token Specifications: Technical details of the token, including smart contract specifications

2. KYC/AML Procedures: Detailed procedures and requirements for identity verification

3. Risk Disclosure Statement: Comprehensive disclosure of all risks associated with the token purchase

4. Token Economics: Detailed breakdown of token distribution, vesting schedules, and economics

5. Privacy Policy: Detailed privacy policy compliant with GDPR requirements

6. Acceptable Jurisdictions: List of jurisdictions where token sale is permitted and related requirements

7. Wallet Requirements: Technical specifications for compatible wallets and transfer procedures

Authors

Alex Denne

Head of Growth (Open Source Law) @ ¶¶Òõ¶ÌÊÓƵ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

alex.den.21@genieai.co
Relevant legal definitions

















































Clauses





































Relevant Industries

Financial Technology

Blockchain

Cryptocurrency

Digital Assets

Financial Services

Technology

Software Development

Investment Services

Digital Banking

Legal Services

Relevant Teams

Legal

Compliance

Blockchain Development

Finance

Risk Management

Information Technology

Security

Treasury

Business Development

Operations

Relevant Roles

Chief Legal Officer

Compliance Officer

Token Sale Manager

Blockchain Developer

Smart Contract Developer

Legal Counsel

Financial Director

Chief Technology Officer

Risk Manager

KYC/AML Specialist

Investment Manager

Chief Financial Officer

Digital Assets Manager

Regulatory Affairs Director

Project Manager

Security Officer

Industries










Teams

Employer, Employee, Start Date, Job Title, Department, Location, Probationary Period, Notice Period, Salary, Overtime, Vacation Pay, Statutory Holidays, Benefits, Bonus, Expenses, Working Hours, Rest Breaks,  Leaves of Absence, Confidentiality, Intellectual Property, Non-Solicitation, Non-Competition, Code of Conduct, Termination,  Severance Pay, Governing Law, Entire Agreemen

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