Ambassador Rewards Plan Rules

RULES OF CONJEE AMBASSADOR PLAN RULES OF THE CONJEE AMBASSADOR PLAN (the “plan)

1. Objective

1.1 The objective of the Plan is to strengthen and grow the Conjee ecosystem and provide Ambassadors of the ecosystem with an opportunity to be awarded “CONJ” tokens if certain achievements and conditions are fulfilled. As part of its vision for a global and vibrant community, the Conjee Ecosystem has adopted this Plan to support its Ambassadors as they take an active part in spreading the word on Conjee’s platform and protocol.

1.2 The Plan aims to reward the creation of content around the Conjee platform and protocol, as well as the facilitation of events where new partnerships and connections are made. CONJ rewards will be allocated in the Conjee Ecosystem’s sole discretion to individual Ambassadors based on the fulfilment of achievements of the Ambassador Rewards Structure and in accordance with the terms of this Plan.

1.3 This Plan is effective as of the Adoption Date and shall terminate on 31 December 2022. This Plan is subject to annual renewal by the Board of Directors of the Conjee Ecosystem. The manner in which the Plan is to operate is set out in these Rules.

1.4 The Plan and these Rules shall be deemed to be adopted by the Conjee Ecosystem on the Adoption Date.

2. Interpretation

2.1 In these Rules, the following terms have these meanings unless the contrary intention appears: "Adoption Date" means 1st November 2021. "Award" means the grant of CONJ Tokens from the Conjee Ecosystem to an Ambassador, subject to the provisions of an Award Letter and this Plan. "Award Letter" means the letter addressed to the individual Ambassador setting out the details of the Award and any conditions thereto, in the form set out in Schedule 1. "Ambassador" means an individual person who is confirmed in writing to be appointed as an Ambassador of the Conjee Ecosystem and who has duly executed a Letter of Appointment with the Conjee Ecosystem. “Ambassador Rewards Structure” means the CONJ Token reward structure for achievements fulfilled by an Ambassador under the terms of this Plan as outlined in Rule 6, as modified or amended in the Conjee Ecosystems sole discretion. "Board" means the Board of Directors of the Conjee Ecosystem for the time being. "Companies Act" means the Companies Act of St. Vincent & Grenadines, as amended, modified or supplemented from time to time. "Conjee Ecosystem" means Conjee LLC. "Director" means a director of the Conjee Ecosystem for the time being. "Rules" means the rules contained in this Plan, as amended from time to time in the Conjee Ecosystem’s discretion. "Plan" means this 2022 Ambassador Rewards Plan, as amended from time to time in the Conjee Ecosystem’s discretion. “Token” means the “CONJ” native cryptographic token of the Conjee Blockchain. “US Tax Payer” means citizens of the United States of America, Green Card holders, persons who are tax resident in the United States of America or otherwise subject to the tax laws of the United States of America.

2.2 In the Rules, unless the contrary intention appears: (a) a reference to a rule, statute or other law includes regulations and other instruments under it and consolidations, amendments, re-enactments or replacements of any of them; (b) the singular includes the plural and vice versa; (c) a reference to any gender includes all genders; (d) a reference to a person includes a reference to the person's legal personal representatives, executors, administrators and successors, a firm or a body corporate; (e) where an expression is defined, another part of speech or grammatical form of that expression has a corresponding meaning; (f) a reference to USD is a reference to United States Dollar. (g) a reference to "amendment" includes addition, alteration, deletion, extension, modification and variation; (h) references to the exercise of a power or discretion include a decision not to exercise the power or discretion; (i) "including" when introducing a list of items does not exclude a reference to other items whether of the same class or genus or not; (j) the terms "subsidiary" and "related corporation" shall have the meanings ascribed to them by Sections 5 and 6 respectively of the Companies Act; and (k) headings are for convenience only and do not affect the interpretation of these Rules.

2.3 The Board's decision as to the interpretation, effect or application of these Rules or any restrictions or other conditions relating to any Award issued under this Plan is final and conclusive and shall be in its absolute and unfettered discretion.

3. Administration of the Plan

3.1 The Plan must be operated in accordance with these Rules which bind the Conjee Ecosystem and each Ambassador.

3.2 The Plan shall be administered by the Managing Director and such authorised persons on behalf of the Board of the Conjee Ecosystem.

4. Eligibility

4.1 The eligibility of an Ambassador to participate in the Plan, the size and conditions for an Award and the Ambassador Rewards Structure shall be determined at the absolute discretion of the Conjee Ecosystem.

4.2 The Conjee Ecosystem reserves the right to change the nature of any Award and/or require the return of any Awards if an Ambassador does not comply with these Terms, in the event of any illegality or if compliance with any applicable law is required.

4.3 An Award Letter issued to an Ambassador represents a grant of Tokens by the Conjee Ecosystem in accordance with the Rules of this Plan. Awards will be made in a single lump sum distribution to the CONJ wallet address provided by the Ambassador to the Conjee Ecosystem in writing. The Conjee Ecosystem shall not be liable for any loss, damage, theft, mishap or price fluctuations in the market price for any Tokens issued pursuant to an Award.

4.4 US Tax Payers who are Ambassadors are not eligible to receive an Award in Tokens from the Conjee Ecosystem.

4.5 An Award to each Ambassador shall be in writing and may include (or be accompanied by) the following details: (a) the Token or cash Award for which the Ambassador is entitled to under the Plan; (b) an acknowledgement section in which the Ambassador shall agree to the terms of this Plan in consideration of the Award; and (c) any other restrictions or information as required by any applicable law, and shall be substantially in the form set out in Schedule 1, subject to such modification as the Board may from time to time determine.

4.6 This Plan’s eligibility period will end on 31st December 2022 and all activities under this Plan shall be conducted by this date. Ambassadors have up to February 28th 2022 to provide Submissions (defined below) to the Conjee Ecosystem to claim an Award under this Plan.

4.7 An Award shall be personal to the Ambassador and may be transferred to the Ambassador's duly appointed personal representative in the event of the death or permanent incapacity of the Ambassador.

5. Grant of Award Letter

5.1 The Conjee Ecosystem may grant an Award to an Ambassador at any time during the period when this Plan is in force and impose such other conditions as contained in an Award Letter.

5.2 Ambassadors will be required to sign and return to the Conjee Ecosystem an acknowledgement section to agree to the terms of this Plan and indicate his/her CONJ Wallet Address in order to claim the Award. If an Ambassador cannot be contacted or fails to sign and return the acknowledgement section within the required time period, the Ambassador shall forfeit the Award.

6. Ambassador Rewards Structure shall be dictated

6.1 The Ambassador Rewards Structure and corresponding CONJ Token Rewards that an Ambassador may be entitled to are set in Schedule 1.

6.2 To claim an Award, Ambassadors shall submit supporting documentation, photos, videos as required by the Conjee Ecosystem for approval and assessment of each activity (“Submission”) before the Award will be granted. The Conjee Ecosystem has the right to substantiate/audit/verify the Ambassador’s information as provided in the final Submission. The Conjee Ecosystem may seek any further document or information, as may be reasonably required to verify the Ambassador’s Submission. All Awards and determination of Awards shall be at the Conjee Ecosystem’s sole and absolute discretion. Every Submission will be reviewed by the Conjee Ecosystem at its discretion. The Conjee Ecosystem reserves the right to approve or reject any Submission. Upon approval of any Submission, Ambassadors can expect to receive an Award Letter within two (2) months.

6.3 The Conjee Ecosystem will not provide any pre-approval or consent for any listed activity, nor is it required of the Ambassador to receive pre-approval from the Conjee Ecosystem for the conducting of any specific activity.

6.4 The Conjee Ecosystem reserves the right to request for further personal details from an Ambassador, including copies of passports / identification cards and proof of residence in the event an Ambassador is awarded more than 500,000 CONJ Tokens in a calendar year.

7. Acceptance of Award Letter and this Plan

7.1 Each Ambassador may accept an Award Letter and this Plan within thirty (30) days from the issuance of an Award Letter by countersigning and returning to the Conjee Ecosystem the acceptance portion of the Award Letter.

7.2 The Ambassador shall comply with the terms and conditions as stated in the Award Letter and provide further information and execute such further documents and waivers in favour of the Conjee Ecosystem as may be required by the Conjee Ecosystem or applicable law to issue the Award to the Ambassador.

8. Acceptable Use Policy

8.1 Ambassadors shall not take any action to interfere with the Plan or manipulate the Plan in any way. As an Ambassador, you are required to comply with all applicable statutes, orders, regulations, rules applicable to you in your jurisdiction. In addition, we expect Ambassadors to respect the rights and dignity of others.

8.2 In pursuing the activities under this Plan, Ambassadors shall not nor cause or encourage others to participate in any illegal, harmful, fraudulent, infringing, or objectionable activities. Here is a non-exhaustive list of prohibited activities: · Applications that would infringe any applicable laws and regulations, including AML/CFT laws and regulations · Information or content that is illegal or criminal, false, fraudulent, deceptive, misleading, defamatory, threatening, libelous, slanderous, disparaging, unlawfully harassing, profane, obscene, pornographic, hateful, indecent, inappropriate or injurious to any individual or any third party · Disrupting, manipulating, or degrading the operation of the Plan · Phishing, spamming, or pharming · Unsolicited contacting of users or other abusive behavior · Misleading and manipulative advertising or marketing activities · Infringing or misappropriating the rights of others · Creating a security risk for the Conjee Blockchain or the Plan

8.3 In the event that the Conjee Ecosystem discovers that an Ambassador, in participating in this Plan has engaged in unfair, excessive or abusive usage or conduct, the Conjee Ecosystem reserves the right to take such actions as may be necessary, to the fullest extent possible under law, to protect the Conjee Ecosystem from losses, damages, harm or degradation of any form and manner, including publishing the Ambassador’s disqualification from the Plan and requiring the return of any Awards awarded under the Plan.

8.4 Activities conducted under this Plan shall not shall not discriminate on the basis of race, color, religion, creed, gender, gender identity and expression, age, national or ethnic origin, disability, marital status, sexual orientation, familial status, genetic predisposition, criminal conviction, domestic violence victim status, veteran status and/or military status and all other protected classes, in any of its activities or operations.

9. Termination of Award

9.1 In the event that the Ambassador's appointment as Ambassador with the Conjee Ecosystem is terminated for any reason whatsoever including termination for cause (defined below) the Participant's entitlement to any undistributed Award shall lapse and be null and void with no effect, and the Ambassador shall have no claim against the Conjee Ecosystem for damages, losses, compensation or otherwise.

9.2 For the avoidance of doubt, "cause" shall, for the purposes of these Rules, mean any of the following situations: (a) if the Ambassador's appointment is terminated by reason of misconduct or a finding of fraud on the part of the Ambassador; (b) if the Ambassador is convicted of any criminal offence (except traffic offences, minor offences and offences which in the reasonable opinion of the Board does not affect the Ambassador's position as an employee or consultant); or (c) if the Ambassador commits any material and persistent breach of his obligations under his Letter of Appointment.

10. Amendment of Rules

10.1 Any or all of the Rules of the Plan may be modified and/or altered at any time and from time to time by a written resolution of the Board of Directors of the Conjee Ecosystem. 10.2 Notice of any modification or alteration made in accordance with this Rule shall be given to all Ambassadors but accidental omission to give notice to any Ambassador shall not invalidate any such modifications or alterations.

11. Suspension or Termination of the Plan or Awards

11.1 The Plan shall continue to be in force at the discretion of the Board. The Board may suspend or terminate the Plan at any time by giving notice to the Ambassadors.

11.2 Awards may be withheld or terminated by the Conjee Ecosystem due to changes in applicable law and local regulation.

11.3 The Conjee Ecosystem may terminate an Ambassador’s Award upon the occurrence of any of the following events: (i) any breach of this Plan by an Ambassador; (ii) work carried out by an Ambassador diverges materially from the approved Submission; (iii) abusive conduct, illegality, corruption and/or fraud; (iv) entry into any voluntary arrangement by any participant with its creditors, liquidation or bankruptcy of any Ambassador; or (v) the Conjee Ecosystem is of the opinion that the continued development of the Submission or the Plan is not or no longer viable.

12. Relationship of Parties

12.1 The Conjee Ecosystem acts as principal in the operation of the Plan and not as trustees or agents of an Ambassador. This Plan shall not create (or be construed to create) a trust or separate fund. The Plan shall not establish any fiduciary relationship between the Conjee Ecosystem and any Ambassador. To the extent that any Ambassador holds any rights by virtue of a binding Award Letter under the Plan, such rights shall be no greater than the right of an unsecured general creditor of the Conjee Ecosystem.

12.2 This Plan and the award of an Award Letter: (a) does not confer on any Ambassador the right to continue being appointed or engaged in any capacity by the Conjee Ecosystem; (b) does not affect any rights which the Conjee Ecosystem may have to terminate the appointment of, or dismiss, an Ambassador; (c) shall not confer on any person any legal or equitable rights against the Conjee Ecosystem directly or indirectly or give rise to any cause of action at law or in equity against any such company, its directors or employees; and (d) may not be used in any wrongful termination proceedings or to increase damages in any action brought against the Conjee Ecosystem in respect of such termination.

13. Ownership and Intellectual Property

13.1 By accepting these terms, you hereby represent and warrant that that all information submitted to the Conjee Ecosystem for an Award under this Plan (including any Submissions) do not infringe the intellectual property rights of any third party and that publication of press releases and relevant information by the Conjee Ecosystem via various media including web posting and social media, will not infringe on the rights of any third party. By accepting these terms, you agree to hold harmless and indemnify the Conjee Ecosystem against any such third party claims.

13.2 These Terms shall not entitle an Ambassador to any intellectual property rights, including the rights in relation to the use, except for authorised purposes in connection with this Plan, of any information, image, user interface, logos, trademarks, trade names such as the use of the word “CONJ” and “Conjee”, Internet domain names or copyright in connection with the Plan, the Conjee Ecosystem, the CONJ Tokens and the Conjee Blockchain. The Conjee Ecosystem’s trademarks shall only be incorporated after the Conjee Ecosystem’s consent is obtained.

13.3 There are no implied licences granted to an Ambassador under this Plan.

14. Privacy Policies / Intellectual Property

14.1 All personal data submitted to the Conjee Ecosystem will be subject to the Conjee Ecosystem’s Privacy Policy at: https://conjee-1.gitbook.io/conjee-docs/privacy-policy

14.2 By participating in this Plan, Ambassadors acknowledge and agree that they have read the Conjee Ecosystem’s privacy policy and fully understand their rights to access, correct, make any inquiries in relation to the use of personal information and withdraw their information anytime by sending a request to [e-mail].

14.3 The Conjee Ecosystem shall be granted the right and permission to reproduce, encode, store, copy, transmit, publish, broadcast, display, publicly perform, exhibit and/or otherwise use or reuse (without limitation as to when or to the number of times used), an Ambassador’s name, address, image, voice, likeness, statements, biographical material and idea/s (in each case, as submitted or as edited by Conjee Ecosystem, in the Conjee Ecosystem’s sole discretion), as well as any additional photographic images, video images, portraits, interviews or other materials relating to the Ambassador’s participation in this Plan (with or without using the Ambassador’s name) (collectively, the "additional materials") in any media (including social media) throughout the world for advertising and publicity purposes without additional review, compensation, or approval.

14.4 The Ambassador hereby waives any rights of publicity, rights of privacy, intellectual property rights, and any other legal or moral rights that might preclude the Conjee Ecosystem' use of the Submission or the additional materials for promotional purposes, and hereby waives any claim against the Conjee Ecosystem relating to the Conjee Ecosystem’s promotional use of those materials.

14.5 The Conjee Ecosystem shall not be held responsible for any illegality or loss or damage that any person or organization may suffer as a result of activities conducted by an Ambassador under this Plan, the Plan being withdrawn or its terms amended, or as a result of receiving an Award. An Ambassador agrees to comply with all applicable laws in the conducting of any activities under or pursuant to this Plan.

14.6 All decisions of the Conjee Ecosystem on all matters relating to the administration of the Plan are final and binding on all Ambassadors.

15. Representations and Warranties

15.1 By accepting this Plan and an Award Letter, each Ambassador (or “you”) represents, warrants and undertakes to the Conjee Ecosystem as follows: (a) you have read and understood all of Rules in this Plan; (b) you have full power and capacity to accept this Plan and perform all obligations hereunder and that your participation in this Plan does not contravene any relevant laws, statutes, regulations, by-laws, rules, guidelines and requirements; (c) this Plan constitutes legally, valid and binding obligations, enforceable in accordance with its terms; (d) the Tokens under the Plan do not constitute securities of any form, units in a business trust, units in a collective investment scheme or any other form of capital markets product or investment (e) you are not a citizen or resident of any jurisdiction the laws of which prohibit, restrict, curtail, hinder, impair, conflict or otherwise adversely affect the receipt of cryptographic tokens as an Award (each as applicable) for participation in the Plan; (f) you agree and acknowledge that no regulatory authority has examined or approved of this Plan and no action has been or will be taken under the laws, regulatory requirements or rules of any jurisdiction; (g) you are legally permitted to participate in the Plan and undertake all actions contemplated or associated with such participation; (h) you are participating as principal and for your own benefit and you are not acting on the instructions of, or as nominee or agent for or on behalf of any other person; (i) you shall not use any Awards given under the Plan for any illegal purpose; (j) you are not an individual or representing an entity that is, or is owned or controlled by an individual or entity that: a. is currently the subject of any sanction administered by the United States Office of Foreign Assets Control of the United States Department of the Treasury ("OFAC") or any other United States government authority, is not designated as a "Specially Designated National" or "Blocked Person" by OFAC or subject to any similar sanctions or measures imposed or administered by the United Nations Security Council, the European Union, Her Majesty’s Treasury of the United Kingdom or similar sanctions administered or imposed by the government of Singapore or any other country (collectively, the "Sanctions"); b. is located, organised or resident in a country or territory that is the subject of such Sanctions (including, without limitation, the Democratic People’s Republic of Korea, the Democratic Republic of Congo, Eritea, Libya, Somalia, South Sudan, Sudan and Yemen); or c. has engaged in and is not now engaged in any dealings or transactions with any government, person, entity or project targeted by, or located in any country or territory, that at the time of the dealing or transaction is or was the subject of any Sanctions; (k) you have an understanding of the operation, functionality, usage, storage, transmission mechanisms and other material characteristics of cryptocurrencies, blockchain-based software systems, cryptocurrency wallets or other related token storage mechanisms and blockchain technology; (l) you bear the sole responsibility to determine what tax implications your participation in the Plan and receipt of Tokens may have for you, and agree not to hold the Conjee Ecosystem or any other person involved in the Plan liable for any tax liability associated with or arising therefrom; (m) you agree and acknowledge that the Conjee Ecosystem is not liable for any direct, indirect, special, incidental, consequential or other losses of any kind, in tort, contract or otherwise (including but not limited to loss of revenue, income or profits, and loss of use or data or cryptographic tokens), arising out of or in connection with the acceptance of or reliance on this Plan, an Award Letter or receipt of Tokens by you; and (n) all of the above representations and warranties are true, complete, accurate and not misleading from the time of your acceptance of this Plan and shall continue to be true, complete, accurate and not misleading thereafter.

15.2 The Conjee Ecosystem does not make or purports to make, and hereby disclaims, any representation or warranty in any form whatsoever, including any representation or warranty in relation to: (a) the Plan; (b) the Award Letter; (c) the grant of Tokens; and (d) your participation in the Plan.

15.3 To the maximum extent permitted by the applicable laws, an Ambassador shall indemnify, defend, and hold each of the Conjee Ecosystem, its affiliates and/or (as the case may be) their respective subsidiaries, related companies, affiliates, directors, officers, employees, agents, successors, and permitted assignees (“Indemnified Persons”) harmless from and against any and all claims, damages, losses, suits, actions, demands, proceedings, expenses, and/or liabilities (including but not limited to reasonable legal fees incurred and/or those necessary to successfully establish the right to indemnification) filed/incurred by any third party against any of the Indemnified Persons arising out of a breach by an Ambassador of any warranty, representation, or obligation hereunder or in connection with his/her participation or activities under this Plan or the receipt of any Awards under the Plan.

16. Taxes and Other Expenses

16.1 Each party shall bear their own legal costs and taxes, including personal income tax in connection with this Agreement and the Award of any Tokens.

16.2 The Conjee Ecosystem is authorised to withhold from any Award due to an Ambassador, such amounts of withholding and other taxes due in connection with any Award, and to take such other action as the Board may deem necessary or advisable to enable the Conjee Ecosystem and the Ambassador to satisfy obligations for the payment of withholding taxes and other tax obligations relating to any Award.

17. Non-Assignment An Ambassador’s rights and interests under this Plan or an Award Letter may not be assigned or transferred.

18. Notices Any notice in connection with this Plan may be given by personal delivery or by sending the same by post at the Ambassador's last known address, or in such other manner as the Board determines. Any notice to be given to the Conjee Ecosystem in connection with the Plan shall be given by (a) personal delivery; (b) sending the same by post to its registered office or such other address as shall from time to time be notified to the Ambassador.

19. Disclaimer of Liability

19.1 Notwithstanding any provisions contained in this Plan, the Board and the Conjee Ecosystem shall not under any circumstances be held liable for any costs, losses, expenses and damages whatsoever and howsoever arising in respect of any matter under or in connection with the Plan or the receipt of an Award by an Ambassador.

19.2 The Conjee Ecosystem cannot and shall not be accountable / liable for any disruptions / stoppages / interruptions or cancellation of the Plan. The Conjee Ecosystem shall not be held responsible for matters out of its control and for force majeure reasons.

19.3 Tokens are digital cryptocurrencies which are subject to a high degree of risk, volatility and illiquidity. Ambassadors should make their own investigations and evaluations of digital currencies that will be delivered pursuant to an Award. Ambassadors should inform themselves as to the legal requirements applicable to them in respect of the acquisition, holding, trading, gifting, marketing and disposition of the digital currencies upon delivery, and as to the income and other tax consequences to them of such acquisition, holding, trading, gifting and disposition. The Conjee Ecosystem is in no way responsible for any change in the underlying value or existence of digital currencies for any reason. Failure to provide correct information required for the delivery of an Award may result in delayed delivery or permanent loss/ forfeiture of an Award.

20. Collection, Use and Disclosure of Personal Data For the purposes of implementing and administering the Plan, and in order to comply with any applicable laws, regulations and/or Anti Money Laundering laws and guidelines, the Conjee Ecosystem will collect, use and disclose the personal data of the Ambassadors, as contained in any Award, Award Letter notice or communication given or received pursuant to the Plan, and/or which is otherwise collected from the Ambassadors. By participating in the Plan, each Ambassador consents to the collection, use and disclosure of his personal data for all such purposes, including disclosure of data to related corporations of the Conjee Ecosystem and/or third parties who provide services to the Conjee Ecosystem (whether within or outside Singapore), and to the collection, use and further disclosure by such parties for such purposes.

21. Governing Laws and Dispute Resolution The Plan is governed by the laws of the St. Vincent & Grenadines. Any dispute arising out of or in connection with this Plan, including any question regarding its existence, validity or termination, shall be referred to and finally resolved by arbitration administered by the St. Vincent & Grenadines Arbitration Centre in accordance with its arbitration rules for the time being in force which rules are deemed to be incorporated by reference in this Paragraph. The seat of the arbitration shall be in St. Vincent & Grenadines. The Tribunal shall consist of one (1) arbitrator. The language of the arbitration shall be in English.