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Risk Disclosure

Last updated: June 2026 · Testnet · Operated by SWARM DAO
Participating in the SWARM Founding Round involves a HIGH RISK OF TOTAL LOSS. Only commit funds you can afford to lose entirely. This is not investment, legal, financial, or tax advice. Read this disclosure in full.

1. Nature of the instrument

The Founding Round is an offer of a SAFE (Simple Agreement for Future Equity). A SAFE is a high-risk, long-term, illiquid agreement that may convert into equity at a future priced financing. It is not a token, not a loan, not a deposit, and carries no interest, dividend, or guaranteed return. It may never convert and may end up worth nothing.

2. Total loss

Early-stage ventures frequently fail. You may lose 100% of your contribution. There is no protection scheme, insurance, or guarantee of return of capital.

3. Valuation is a cap, not a promise

The $50M figure is a maximum valuation cap, not a current or guaranteed valuation. Your SAFE converts at the actual priced-round valuation (or the cap, whichever is more favourable to you, subject to the stated discount). The final ownership percentage is determined at conversion and will differ from any estimate shown. Future financings may dilute your stake.

4. Illiquidity & no secondary market

The SAFE and the soulbound receipt are non-transferable. There is no secondary market, no listing, and no ability to redeem or exit. Your capital may be locked indefinitely.

5. Crypto-asset & on-chain risks

6. Regulatory & legal risk

A SAFE is generally a security. The offering may be restricted or unavailable in your jurisdiction, may require you to be an accredited/sophisticated investor, and may be subject to KYC/AML and securities laws. Regulatory treatment of crypto and token-settled securities is evolving and uncertain; future regulation could adversely affect SWARM, the SAFE, or your ability to realise value. You are responsible for the legality of your participation.

7. Execution, business & concentration risk

SWARM's plan depends on acquiring land, building datacenters, securing power, signing customers, and operating at scale — any of which may fail, be delayed, or cost more than expected. The project is early, unproven, and dependent on its team and market demand for AI compute, which may not materialise.

8. Forward-looking statements

All projections, valuations, ownership figures, roadmap dates, occupancy/ROI scenarios, and earnings examples anywhere on the Service are forward-looking estimates, not guarantees, based on assumptions that may prove wrong. Actual results will differ and may be materially worse.

9. Referral / affiliate risk

Referral commissions are paid from the round and are not a guarantee of any outcome. Promoting a securities offering may itself be regulated; you are responsible for lawful, truthful promotion and for any tax on commissions received. The program may be changed, suspended, or clawed back for abuse.

10. Tax

Participation, conversion, and any commissions may have tax consequences that vary by jurisdiction. Consult your own tax advisor.

11. No advice

Nothing on the Service is investment, legal, financial, or tax advice, or a recommendation. The binding terms are the executed SAFE document. Seek independent professional advice before participating.