Securities Disclaimer

VFT Chain LLC Effective Date: October 29, 2025 Version: 1.0 Last Updated: October 29, 2025

IMPORTANT NOTICE

VFTC tokens are NOT securities and are NOT investment products. This document provides critical information about VFTC token classification, utility, and associated risks. Contact: Thomas@vftchain.com

1. Token Classification

1.1 Utility Token Declaration

VFTC tokens are utility tokens designed solely for use within the VFTChain decentralized compute platform. They are NOT:

Securities under U.S. federal or state law

Investment contracts

Equity or debt instruments

Profit-sharing instruments

Investment vehicles of any kind

1.2 Howey Test Analysis

Under the U.S. Supreme Court's SEC v. W.J. Howey Co. test, a transaction is a security if it involves:

An investment of money

In a common enterprise

With an expectation of profits

Derived from the efforts of others

VFTC tokens fail ALL FOUR prongs: Prong 1 - Investment of Money:

VFTC tokens are NOT sold or offered for sale

No Initial Coin Offering (ICO), token sale, or fundraising conducted

Tokens distributed via mining/compute work or airdrops ONLY

Users acquire tokens through active participation, not passive investment

Prong 2 - Common Enterprise:

Non-custodial architecture: VFT Chain LLC does NOT control user funds

Decentralized peer-to-peer network with no central control

No pooling of user funds or shared investment vehicle

Each user operates independently

Prong 3 - Expectation of Profits:

VFTC tokens provide immediate utility (compute services access)

No promises, projections, or guarantees of profit or price appreciation

Token value (if any) is solely determined by market forces

Platform designed for utility consumption, not speculation

Prong 4 - Efforts of Others:

Decentralized network: value derived from distributed participants

No central management making post-distribution efforts

Users create value through their own compute contributions

Open-source protocol with community governance

Conclusion: VFTC tokens are utility tokens, NOT securities.

2. No Investment Advice

2.1 Platform Disclaimers

VFT Chain LLC and VFTChain platform:

Do NOT provide investment, financial, tax, or legal advice

Do NOT recommend buying, selling, or holding VFTC tokens as investments

Do NOT guarantee any financial returns or token value appreciation

Are NOT registered investment advisors or broker-dealers

2.2 User Responsibility

Users are solely responsible for:

Evaluating their own financial situation and risk tolerance

Consulting qualified financial, tax, and legal advisors

Making independent decisions about token acquisition and use

Understanding tax implications in their jurisdiction

Complying with local laws and regulations

2.3 No Guaranteed Value

CRITICAL WARNING:

VFTC tokens have NO guaranteed monetary value

Token value may fluctuate or become zero

Tokens may NOT be tradable on any exchange

Secondary market liquidity is NOT guaranteed

Past distribution patterns do NOT predict future availability

3. Regulatory Status

3.1 Current Position

United States:

VFTC classified as utility token (not security)

No SEC registration required based on utility classification

Not subject to Investment Company Act of 1940

Not subject to Securities Exchange Act of 1934

Compliance with OFAC sanctions mandatory

International:

Monitoring regulatory developments in all major jurisdictions

EU MiCA (Markets in Crypto-Assets) regulation compliance planned

UK FCA classification as utility token anticipated

Ongoing legal review in key markets

3.2 Regulatory Uncertainty

IMPORTANT:

Cryptocurrency regulation is evolving rapidly globally

Future regulatory changes may affect VFTC token classification

New laws or interpretations could impact token utility or availability

Regulatory action could restrict platform operations in certain jurisdictions

Users in regulated jurisdictions may face additional requirements

3.3 No Regulatory Approval

VFTC tokens have NOT been:

Approved by the SEC or any securities regulator

Registered as securities in any jurisdiction

Reviewed by any government agency for safety or legitimacy

Endorsed by any regulatory authority

This does NOT indicate regulatory approval or compliance—it reflects our classification as a non-security utility token.

4. Risk Disclosures

4.1 Technology Risks

Blockchain Technology:

Smart contracts may contain bugs or vulnerabilities

Blockchain transactions are irreversible—errors cannot be undone

Network congestion may delay transactions or increase costs

Protocol upgrades could cause incompatibilities or token loss

Platform Risks:

VFTChain platform is experimental technology

Software bugs could cause platform downtime or data loss

Compute jobs may fail, be corrupted, or produce incorrect results

Platform may be discontinued or significantly changed

4.2 Financial Risks

Market Volatility:

VFTC token value (if any) may be highly volatile

Token price could drop to zero permanently

No market maker or liquidity provider guarantees

Exchange listings (if any) could be delisted at any time

Loss of Access:

Private key loss = permanent token loss (non-recoverable)

Wallet errors could make tokens inaccessible

User error could result in sending tokens to wrong addresses

No customer support can reverse blockchain transactions

4.3 Legal and Regulatory Risks

Compliance Risks:

Future regulations could ban or restrict VFTC tokens in your jurisdiction

Tax treatment is uncertain and may be unfavorable

AML/KYC requirements may be imposed retroactively

Cross-border transactions may violate local laws

Litigation Risks:

Platform or token holders could face legal claims

Intellectual property disputes could affect operations

Regulatory enforcement actions could occur

Class action lawsuits are possible

4.4 Operational Risks

Platform Dependencies:

Relies on third-party infrastructure (Solana blockchain, AWS, etc.)

Third-party service failures could disrupt platform operations

Smart contract dependencies on external oracles

Network effects: platform value depends on user adoption

Counterparty Risks:

Compute providers may not fulfill job obligations

Platform participants could act maliciously or negligently

Escrow mechanisms may not fully protect all scenarios

Dispute resolution is binding arbitration (not courts)

5. Prohibited Jurisdictions

5.1 Complete Prohibition

VFTC tokens and VFTChain platform are NOT available to residents or citizens of: OFAC Sanctioned Countries:

Cuba

Iran

North Korea

Syria

Crimea, Donetsk, and Luhansk regions of Ukraine

Other Restricted Jurisdictions:

Any jurisdiction where cryptocurrency or platform use is illegal

Jurisdictions requiring licenses we do not hold

U.S. states with restrictive crypto regulations (where applicable)

5.2 User Representations

By using VFTChain platform or acquiring VFTC tokens, you represent that you:

Are NOT located in a prohibited jurisdiction

Are NOT on any OFAC sanctions list (SDN, FSE, etc.)

Are NOT acting on behalf of a prohibited person or entity

Will NOT use VPN, proxy, or other tools to circumvent geographic restrictions

5.3 Enforcement

Violation of geographic restrictions will result in:

Immediate account termination

Forfeiture of tokens and rewards

Referral to law enforcement authorities

No refunds or compensation

6. Anti-Money Laundering (AML)

6.1 AML Commitment

VFT Chain LLC is committed to preventing money laundering and terrorist financing. While we are non-custodial (not an MSB), we implement:

Automated wallet screening against OFAC sanctions lists

Transaction monitoring for suspicious patterns

Right to request identity verification for high-risk activities

Cooperation with law enforcement investigations

6.2 Suspicious Activity

We reserve the right to:

Freeze or suspend accounts exhibiting suspicious activity

Report suspicious transactions to FinCEN (Suspicious Activity Reports)

Require enhanced due diligence for certain transactions

Refuse service to users who cannot verify identity when requested

6.3 User Obligations

Users must NOT use VFTC tokens or VFTChain platform for:

Money laundering or terrorist financing

Sanctions evasion or prohibited transactions

Illegal activities of any kind

Transactions on behalf of prohibited persons or entities

7. Tax Implications

7.1 No Tax Advice

VFT Chain LLC does NOT provide tax advice. Tax treatment of VFTC tokens varies by jurisdiction and individual circumstances.

7.2 Potential Tax Obligations

Users may owe taxes on:

Mining rewards (ordinary income at fair market value)

Airdrop receipts (ordinary income or taxable prize/award)

Token sales or exchanges (capital gains/losses)

Use of tokens to purchase services (barter transaction reporting)

Staking or governance rewards (ordinary income)

7.3 User Responsibility

Users are solely responsible for:

Determining their tax obligations in all applicable jurisdictions

Keeping accurate records of all token transactions

Filing required tax returns and paying taxes owed

Consulting qualified tax professionals

Understanding local crypto tax rules (varies widely by country)

IMPORTANT: Tax evasion is illegal. VFT Chain LLC cooperates fully with tax authorities worldwide.

8. No Guarantees or Warranties

8.1 Platform Provided "AS IS"

VFTChain platform and VFTC tokens are provided "AS IS" and "AS AVAILABLE" without warranties of any kind, including:

No guarantee of platform uptime or availability

No guarantee of token functionality or utility

No warranty of merchantability or fitness for purpose

No warranty that platform meets your requirements

No warranty of error-free operation

8.2 Disclaimer of Representations

VFT Chain LLC makes NO representations or promises regarding:

Future platform development or features

Future token value, price, or market liquidity

Adoption rates or network growth

Success of the platform or token

Exchange listings or trading availability

Regulatory approval or classification

8.3 Forward-Looking Statements

Any statements about future plans, features, or developments are:

Forward-looking and inherently uncertain

Subject to change without notice

NOT guarantees or commitments

Dependent on factors outside our control

Should NOT be relied upon for investment decisions

Past performance does NOT indicate future results.

9. Limitation of Liability

9.1 Maximum Liability

To the maximum extent permitted by law, VFT Chain LLC's total liability for any claims arising from VFTC tokens or VFTChain platform is limited to: $100 USD (One Hundred U.S. Dollars) This applies regardless of:

Legal theory (contract, tort, negligence, strict liability, etc.)

Type of damages (direct, indirect, consequential, punitive, etc.)

Whether we were advised of the possibility of such damages

9.2 Excluded Damages

VFT Chain LLC is NOT liable for:

Lost profits or revenue

Loss of token value or market opportunity

Data loss or corruption

Business interruption

Reputational harm

Indirect, incidental, consequential, or punitive damages

Any damages exceeding $100 USD

9.3 Indemnification

Users agree to indemnify and hold harmless VFT Chain LLC from any claims, losses, or damages arising from:

User's violation of these terms or applicable laws

User's use of VFTC tokens or VFTChain platform

User's tax obligations or failure to pay taxes

User's violation of third-party rights

User's breach of representations or warranties

10. Acknowledgment and Acceptance

By acquiring, holding, or using VFTC tokens, you acknowledge and agree that you have:

Read and Understood:

- This Securities Disclaimer in its entirety - All risk disclosures provided herein - The Terms of Service and Privacy Policy - The non-investment nature of VFTC tokens

Consulted Advisors:

- Consulted with qualified financial, legal, and tax advisors (or knowingly waived this right) - Made an independent evaluation of risks and benefits - Understand your tax obligations

Accepted All Risks:

- Accept full responsibility for any financial losses - Understand tokens may lose all value - Acknowledge no guarantees of any kind exist - Accept that blockchain transactions are irreversible

Understand Classification:

- VFTC tokens are utility tokens, NOT securities - No investment returns are promised or expected - Platform is for compute services, not speculation - Token acquisition is NOT an investment

Compliance with Laws:

- Are not located in a prohibited jurisdiction - Are not on any sanctions list - Will comply with all applicable laws - Will not use platform for illegal purposes

Legal Capacity:

- Are at least 18 years old (or age of majority in your jurisdiction) - Have full legal capacity to enter binding agreements - Are not prohibited by law from using the platform IF YOU DO NOT AGREE WITH ALL OF THE ABOVE, YOU MUST IMMEDIATELY CEASE ALL USE OF VFTCHAIN PLATFORM AND VFTC TOKENS.

11. Updates and Changes

11.1 Right to Update

VFT Chain LLC reserves the right to update this Securities Disclaimer at any time due to:

Changes in applicable laws or regulations

Regulatory guidance or enforcement actions

Changes in token utility or platform features

Legal advice or risk assessments

11.2 Notice of Material Changes

Material changes will be communicated via:

Email notification (if email provided)

Prominent website notice for 30 days

In-app notification (if applicable)

Update to "Last Updated" date at top of document

11.3 Continued Use = Acceptance

Continued use of VFTC tokens or VFTChain platform after changes constitute acceptance of updated terms. If you disagree with changes:

You must cease all platform use immediately

You may dispose of tokens via available methods

No refunds or compensation will be provided

12. Severability and Governing Law

12.1 Severability

If any provision of this Securities Disclaimer is found invalid, illegal, or unenforceable:

That provision will be limited or eliminated to minimum extent necessary

Remaining provisions remain in full force and effect

Invalid provisions will be replaced with valid provisions achieving similar intent

12.2 Governing Law

This Securities Disclaimer is governed by:

Laws of the State of Delaware, United States (without regard to conflicts of law principles)

Applicable U.S. federal law

Local laws in user's jurisdiction (where more restrictive)

12.3 Dispute Resolution

All disputes arising from this Securities Disclaimer are subject to:

Binding arbitration as specified in Terms of Service

No class actions or jury trials

Delaware venue for any court proceedings

English language for all proceedings

13. Contact Information

For questions about this Securities Disclaimer or VFTC token classification: VFT Chain LLC c/o Corporation Service Company 251 Little Falls Drive Wilmington, DE 19808 United States Email: Thomas@vftchain.com Subject Line: "Securities Disclaimer Inquiry" Response Time: We will respond to legitimate inquiries within 10 business days.

14. Complete Agreement

This Securities Disclaimer, together with:

Cookie Policy

Compliance Framework

Compliance Statement

All other legal documents referenced herein

constitute the complete agreement between you and VFT Chain LLC regarding VFTC token classification, risks, and legal status. No oral or written representations outside these documents are binding.

15. Final Warning

READ THIS CAREFULLY: VFTC TOKENS ARE HIGHLY RISKY AND EXPERIMENTAL. YOU COULD LOSE YOUR ENTIRE INVESTMENT. ONLY USE VFTC TOKENS IF YOU:

Fully understand the technology and risks

Can afford to lose your entire token holdings

Are using tokens for utility purposes (not investment)

Have consulted qualified advisors

Accept all risks without recourse

IF YOU ARE SEEKING INVESTMENT RETURNS, GUARANTEED VALUE, OR PROFIT FROM TOKEN APPRECIATION—DO NOT USE VFTC TOKENS. THEY ARE NOT DESIGNED FOR THIS PURPOSE.

Last Updated: October 29, 2025 Version: 1.0 Document ID: VFTC-SEC-DISCLAIMER-2025-v1.0

© 2025 VFT Chain LLC. All rights reserved. This document contains forward-looking statements that involve risks and uncertainties. Actual results may differ materially from those projected. No part of this document constitutes an offer to sell or solicitation to buy securities. VFTC tokens are utility tokens, not securities.