Ultimate SAFT Owners Clause Samples
The 'Ultimate SAFT Owners' clause defines who is considered the final or true beneficial owner of a Simple Agreement for Future Tokens (SAFT). In practice, this clause clarifies ownership in cases where the SAFT may have been transferred, assigned, or held through intermediaries, ensuring that the actual individuals or entities with the ultimate economic interest are identified. This is important for regulatory compliance, transparency, and ensuring that only eligible parties receive tokens or benefits under the SAFT, thereby preventing disputes and facilitating clear record-keeping.
Ultimate SAFT Owners. (i) If the Purchaser is acting as trustee, agent, representative or nominee for the ultimate owner of the SAFTs (an “Ultimate SAFT Owner”), the Purchaser understands and acknowledges that the representations, warranties and agreements made in this Purchase Agreement are made by the Purchaser both (a) with respect to the Purchaser and (b) with respect to the Ultimate SAFT Owner. The Purchaser further represents and warrants that it has all requisite power and authority from the Ultimate SAFT Owner to execute and perform the obligations under this Purchase Agreement.
(ii) Except as otherwise agreed to in writing with the Company, the Purchaser agrees to indemnify the Sponsoring Parties for any and all costs, fees and expenses (including reasonable legal fees and disbursements) in connection with any damages resulting from the assertion of the Purchaser’s lack of proper authorization from the Ultimate SAFT Owner to enter into this Purchase Agreement or perform its obligations under it.