tiktok³ÉÈ˰æ

Token Subscription Agreement Template for Canada

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Key Requirements PROMPT example:

Token Subscription Agreement

"I need a Token Subscription Agreement for a security token offering to accredited investors in Canada, with a planned issuance date of March 1, 2025, including KYC/AML provisions and a 12-month lock-up period."

Document background
The Token Subscription Agreement is a vital legal document used in the Canadian digital asset landscape when an entity wishes to issue digital tokens to subscribers. This agreement is particularly relevant in the context of initial token offerings, security token offerings, or utility token sales. It must comply with Canadian securities laws, anti-money laundering regulations, and digital asset requirements at both federal and provincial levels. The document typically includes detailed sections on token characteristics, purchase terms, compliance obligations, and risk factors. It's essential for protecting both issuer and subscriber interests while ensuring regulatory compliance. The agreement should be customized based on the token type (security, utility, or hybrid), the offering structure, and specific provincial requirements where the offering takes place.
Suggested Sections

1. Parties: Identification of the token issuer and subscriber

2. Background: Context of the token offering and purpose of the agreement

3. Definitions: Defined terms used throughout the agreement, including token specifications

4. Subscription and Purchase: Details of the token subscription, including quantity and price

5. Payment Terms: Payment methods, timing, and processing details

6. Token Issuance and Delivery: Process and timing for token delivery to subscriber

7. Representations and Warranties of the Issuer: Issuer's confirmations regarding authority, token characteristics, and compliance

8. Representations and Warranties of the Subscriber: Subscriber's confirmations regarding eligibility, understanding of risks, and compliance

9. KYC/AML Requirements: Compliance requirements for anti-money laundering and know-your-customer regulations

10. Transfer Restrictions: Limitations on token transfer and resale restrictions

11. Risk Factors: Disclosure of risks associated with token purchase

12. Privacy and Data Protection: Handling of personal information and data protection measures

13. Term and Termination: Duration of agreement and termination provisions

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

Optional Sections

1. Token Holder Rights: Specific rights attached to tokens (use when tokens confer governance or utility rights)

2. Lockup Provisions: Token trading restrictions and vesting schedules (use for team/advisor allocations)

3. Tax Considerations: Specific tax implications and responsibilities (use when tax treatment is complex or unusual)

4. Integration with Platform: Details of token utility within platform (use for utility tokens)

5. Staking Requirements: Token staking rules and rewards (use if staking is part of tokenomics)

6. Security Token Provisions: Additional requirements for security tokens (use if tokens are classified as securities)

7. Smart Contract Terms: Technical details of smart contract functionality (use for automated features)

Suggested Schedules

1. Schedule A - Token Specifications: Detailed technical specifications of the token

2. Schedule B - Token Purchase Details: Specific details of subscription amount, price, and payment terms

3. Schedule C - Risk Factors: Comprehensive list of risk factors and disclaimers

4. Schedule D - KYC/AML Requirements: Detailed compliance requirements and procedures

5. Schedule E - Token Holder Rights: Detailed description of rights and obligations of token holders

6. Appendix 1 - Accredited Investor Certificate: Certification of accredited investor status if applicable

7. Appendix 2 - Wallet Requirements: Technical requirements for token wallet compatibility

Authors

Alex Denne

Head of Growth (Open Source Law) @ tiktok³ÉÈ˰æ | 3 x UCL-Certified in Contract Law & Drafting | 4+ Years Managing 1M+ Legal Documents | Serial Founder & Legal AI Author

Relevant legal definitions
















































Clauses






























Relevant Industries

Financial Technology

Cryptocurrency

Blockchain

Financial Services

Technology

Digital Assets

Investment Services

Securities

Digital Payment Systems

Decentralized Finance

Relevant Teams

Legal

Compliance

Technology

Finance

Risk Management

Operations

Product Development

Treasury

Investment

Regulatory Affairs

Relevant Roles

Chief Legal Officer

Compliance Officer

Chief Technology Officer

Token Operations Manager

Blockchain Developer

Legal Counsel

Chief Financial Officer

Investment Manager

Risk Manager

Regulatory Affairs Director

Smart Contract Developer

Digital Assets Manager

Securities Lawyer

Crypto Operations Manager

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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