Terms of Sale
Version 1.2 — December 2025LOCKIT tokens may lose all value. You may lose 100% of your purchase amount. There is no guarantee of value, utility, or appreciation.
LOCKIT is a governance token, not an investment. If you are purchasing with an expectation of profit derived from the efforts of others, you may be purchasing an unregistered security and should not proceed.
This sale may not be legal in your jurisdiction. You are solely responsible for compliance with all applicable laws. The protocol cannot verify your identity or location.
By purchasing LOCKIT tokens ("Tokens"), you ("Purchaser," "you") agree to be bound by these Terms of Sale ("Terms"). If you do not agree to these Terms in their entirety, do not purchase Tokens.
These Terms constitute a legally binding agreement between you and the LockItIn protocol and its contributors ("Protocol," "we," "us"). Your purchase of Tokens constitutes your acceptance of these Terms.
Your acceptance is confirmed by cryptographic signature, creating a verifiable, non-repudiable record of your agreement.
These Terms include a binding arbitration clause and class action waiver in Section 15.
By purchasing Tokens, you represent and warrant that:
The sale of LOCKIT tokens is NOT available to persons in the following jurisdictions:
Excluded Regions:
EXCLUDED PERSONS: The sale of LOCKIT tokens is not available to residents or citizens of the United Kingdom, European Union, European Economic Area, Canada, China, Singapore, Australia, Thailand, or Myanmar, or residents of or persons located in the U.S. states of California, New York, Hawaii, Texas, Alabama, Vermont, Maryland, or Nevada, nor to persons located in sanctioned jurisdictions. By proceeding, you confirm you are not a resident or citizen of any excluded region and are not purchasing on behalf of any person in those regions.
LOCKIT is a governance token for the LockItIn protocol. The Token's sole intended function is to enable holders to participate in protocol governance.
NO EXPECTATION OF PROFIT: You should not purchase LOCKIT with any expectation of profit or financial return. The Token is not designed to appreciate in value and may become worthless.
| Parameter | Value |
|---|---|
| Token Name | LOCKIT |
| Total Supply | 1,000,000,000 |
| Sale Allocation | 500,000,000 (50%) |
| Price per Token | $0.001 USDC |
| Sale Goal | $500,000 USDC |
| Network | Base (Ethereum L2) |
| Settlement Currency | USDC |
Use of Funds (Operational): Other than the burned LP provisioning, sale proceeds fund the Compliance Budget ($250,000), Development Services ($125,000), and Infrastructure Budget ($75,000) as described in the LockIt Labs Services Agreement. These operational allocations are held by LockIt Labs LLC in dedicated wallets (initially EOAs), remain the beneficial property of the DAO, and are intended for day-to-day protocol, explorer, and infrastructure operations. The protocol intends to migrate operational wallets to a multisig with signers selected via DAO governance (e.g., elections/proposals).
Operational Wallet Addresses (Base):
These addresses are provided for transparency and may change. Any change is expected to be announced publicly and ratified through governance as applicable.
Tokens are purchased by contributing USDC to the LOCKITLaunchVault smart contract. The sale operates as follows:
contribute() on the LaunchVault contract (do not transfer USDC directly)finalize()distribute()Refunds are available ONLY if:
finalize() function fails after multiple attempts (180-day timeout)Once finalize() succeeds, all sales are final and non-refundable.
TOKENS ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTY OF ANY KIND, EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT.
We make no warranty that:
By purchasing Tokens, you acknowledge and accept the following risks:
You may lose 100% of your purchase amount. The Token may become worthless. There is no guarantee of value, liquidity, or utility.
The protocol is experimental software. Bugs, vulnerabilities, or exploits may result in permanent loss of funds.
Regulatory actions may prohibit token ownership, trading, or protocol participation. Tokens may be deemed securities in some jurisdictions. You may face legal liability for your purchase or use of Tokens.
The protocol depends on third-party services (Chainlink, xAI, Circle, Base) that may fail, be discontinued, or become unavailable.
Governance may be captured, manipulated, or ineffective. Early token holders may have disproportionate influence.
Blockchain technology is experimental. Network failures, congestion, forks, or consensus issues may affect your Tokens.
TO THE MAXIMUM EXTENT PERMITTED BY LAW, IN NO EVENT SHALL THE PROTOCOL, ITS CONTRIBUTORS, DEVELOPERS, OR ANY AFFILIATED PARTIES BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING DAMAGES FOR LOSS OF PROFITS, GOODWILL, DATA, TOKENS, CRYPTOCURRENCY, OR OTHER INTANGIBLE LOSSES.
THE TOTAL LIABILITY OF ALL PROTOCOL CONTRIBUTORS FOR ANY CLAIM ARISING FROM THESE TERMS OR YOUR PURCHASE SHALL NOT EXCEED ZERO DOLLARS ($0.00 USD).
You acknowledge that this limitation of liability is a fundamental element of these Terms and that the sale would not proceed without it.
You agree to indemnify, defend, and hold harmless the Protocol, its contributors, developers, and affiliated parties from any claims, damages, losses, liabilities, costs, and expenses (including attorneys' fees) arising from:
You are solely responsible for determining and paying any taxes arising from your purchase, holding, or disposition of Tokens, including income tax, capital gains tax, value-added tax, or any other applicable taxes.
The Protocol will not withhold taxes, provide tax forms, or report any information to tax authorities on your behalf. Consult a qualified tax advisor.
Once the sale is finalized, all purchases are final and non-refundable.
You will not be entitled to a refund under any circumstances after finalization, including:
The purchase of Tokens does not grant you any rights to intellectual property, trademarks, copyrights, or other proprietary rights associated with the Protocol, except the right to use Tokens as described in these Terms.
The Protocol operates on a public blockchain. All transactions are publicly visible and permanent. We do not collect personal information, but your blockchain address and transaction history are publicly accessible.
Your signed acceptance of these Terms is stored and may be used as evidence of your agreement.
These Terms may be updated prior to the sale finalization. Material changes will be announced. Continued participation requires signing the updated Terms.
After sale finalization, these Terms cannot be unilaterally modified.
Any dispute arising from these Terms or your purchase of Tokens shall be resolved through binding arbitration administered by a mutually agreed arbitration service. The arbitration shall be conducted in English.
YOU WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION AGAINST THE PROTOCOL OR ITS CONTRIBUTORS.
Any claim must be brought within one (1) year of the date the claim arose, or be permanently barred.
If any provision of these Terms is found unenforceable, the remaining provisions shall continue in effect. The unenforceable provision shall be modified to the minimum extent necessary to make it enforceable.
These Terms constitute the entire agreement between you and the Protocol regarding the purchase of Tokens. These Terms supersede any prior agreements or understandings.
Your acceptance of these Terms is confirmed by signing a structured message (EIP-712) with your wallet's private key. This creates a cryptographically verifiable, non-repudiable record that:
This signed message may be stored and used as evidence of your agreement in any dispute.
Signatures are captured and stored in the token sale app to ensure the exact signed payload can be recovered and verified.
These statements are presented verbatim in the token sale app and are cryptographically signed.
These documents provide the formal governance and service arrangements that support this token sale.
For questions regarding these Terms, refer to the LockItIn documentation at lockitin.xyz or the verified smart contract source code on Basescan.
Signatures are recorded only inside the token sale app so we can store the exact signed payload for verification later.
Sign Terms in Token Sale App →