last update: december/2023

These Acceptance Terms and General Conditions (“Terms of Use”) describe the terms and conditions applicable to the access and use of the Kanna platform functionalities by Producers and, as applicable, their Users, as provided by KANNA COIN TECNOLOGIA AMBIENTAL LTDA, a private legal entity, registered under CNPJ/MF No. 46.129.112/0001-48, headquartered at Rua Cônego Rodovalho, No. 199, Vila Resende, Caçapava – SP, ZIP Code 12.282-300 (“KANNA”)

By making use of the Kanna ecosystem tools, you, as a Client, expressly accept and bind yourself to its terms, conditions, and charges, committing yourself to always verify its content, which will be available on the platform, thus ensuring that you are always aware of its content, which may be modified at any time by Kanna without any prior consent from the Client.

For your convenience, the date at the top of this page is the date of the last revision of these Terms of Use. We recommend that every time you access the Kanna platform, you pay attention to new updates, as your access and use of the platform will be bound by any changes to these Terms of Use.

1. Definitions

For the purposes of these Terms of Use, the terms written with initial capitals will have the definitions below:

(a) “Kanna” has the meaning attributed to it in the preamble;

(b) “Legal Basis” means the legal hypothesis that authorizes the processing of personal data;

(c) “Controller” is the natural or legal person who is responsible for decisions regarding the processing of personal data;

(d) “Personal Data” means the information related to an identified or identifiable natural person;

(e) “Disclosing Party” means the Party that provides Confidential Information to the other Party;

(f) “Receiving Party” means the Party that receives Confidential Information from the other Party;

(g) “Producers” mean Cannabis or Hemp producers who are registered on the Kanna Platform;

(h) “User” means the Client who purchased KNN tokens on the Kanna platform;

(i) “Software” refers to the proprietary technological platform of Kanna;

(j) “Processing” means any operation carried out with personal data, such as collection, production, reception, classification, use, access, reproduction, transmission, distribution, processing, filing, storage, elimination, evaluation or control of the information, modification, communication, transfer, dissemination, or extraction;

(l) “Tokens” are digital representations of access to the Kanna community;

(m) “Operator” is the natural or legal person who processes personal data on behalf of the controller.

(n) “NFT” means a non-fungible token, which represents a unique digital item, used here to reward members who register early in the audit process.

(o) “Stake Pool” refers to a mechanism for locking KNN tokens, used as a guarantee for the integrity of the audit process.

(p) “Scoring” is the scoring system assigned to members at the end of the audit process, based on the accuracy of their evaluations.

2. Object

Through these Terms of Use, Kanna will provide the user with the Products which include the services related in a non-exclusive licensing modality for each product purchased by the Cliente.

3. Rules for Participation as a Producer

If you are a Cannabis or Hemp producer, you may participate in the Kanna community with the purpose of certifying the ESG compliance level of your cultivation, aiming to expand regenerative agriculture practices.

3.1. The process involves presenting documents related to the project, ranging from fiscal documents and licenses to proofs of consumption, pollution, and damage repair. These are validated by Kanna community members and specialists, especially when it comes to personal and sensitive data. Community members may be rewarded for this activity of validating documents and information sent by the Producers.

3.2. Producers and their cultivations may receive audits from the Kanna community, from companies and market experts, and from the Academic Community.

3.3. The process for registration on the Kanna platform and acquisition of the Seal consists of: (a) Registration on the platform, performed by the Producer (b) Submission of documentation and proofs related to cultivation, by the Producer (c) Verification and evaluation of the submitted documentation, performed by community members (d) Issuance of the operation report via the Kanna platform (e) Display of information about the cultivation and certification on the Kanna platform

3.4. The main information of the cultivation report is recorded on the Blockchain to ensure credibility, trust in the process, and the immutability of the data.

3.5. The deregistration of a Producer can be done at any time, without any penalty.

3.6. The Seal granted to the producer can be classified into the following levels: [Details of the seal levels] 3.7. If the Producer changes any procedure in their cultivation or advances in any aspect of sustainability, they can resubmit documents for analysis to receive an upgrade of their seal.

4. Rules for Participation as a Community Member (Holder)

From the moment an individual or legal entity acquires a KNN token, they automatically become a member of the Kanna community and gain access to the platform.

4.1. Upon accessing the platform, a holder member may:

(a) Interact with projects that they believe deserve to be promoted;

(b) Perform the validation of some documents submitted by the producers;

(c) Receive rewards for the validation of documents at the end of the process;

(d) Indicate cultivations through registration on the platform.

5. User Declarations

The User expressly declares and acknowledges that:

(a) in providing the Services, Kanna will use public or publicly accessible databases, as managed and made available by government authorities. It is expressly reserved that (i) Kanna will not be responsible for any proven and motivated failures in the provision of the Services resulting from failures in the said databases; (ii) Kanna analyzes and interprets the different databases provided by public bodies, highlighting possible divergences and nuances between them, and makes a technical recommendation on which databases it considers most suitable for the User’s purposes. The User must then choose which database will be used and whether to adopt a subsequent procedure to refine the result of each piece of information obtained through the chosen database, based on the expertise and processes developed by Kanna;

(b) reports resulting from the Services will be prepared strictly confidentially, at the request of the Producer due to their specific interest. Their purpose is to provide exclusively to the Producer certain information related to issues of their interest, namely, the Regenerative Cultivation Seal;

(c) the preparation of reports may be based on semi-automated technical analyses when necessary, provided it has already been approved by the Producer, conducted by a qualified technician from Kanna or a member of its community, aiming to confront certain geographic evidence with information compiled in databases available to the public and documents provided by the Producers themselves;

(d) certain records provided by third parties (such as satellite data, maps, documents, or photographic records) may be used to complement the above analyses;

(e) the use of the reports by the Producers or any decision made by them based on the conclusions contained in the reports is the exclusive responsibility of the Producer. Thus, Kanna assumes no responsibility, whether implicit or explicit, towards the Producer, its suppliers, or any third parties, including employees, arising from the use made by the Producer of the reports, data, or information and the decisions made by the Producer based on the conclusions therein. It should be noted that the conclusions of these reports resulting from the electronic processing of tens of thousands of pieces of information may still be refined and corroborated through additional procedures that, however, were not requested by the Producer from Kanna and, therefore, are not foreseen in these Terms of Use;

(f) in using the reports for any purpose, the Producer expressly acknowledges and declares that they accept the conditions established above and assumes full responsibility before Kanna or any third parties for any acts related to the use made of any report.

6. Personal Data Protection

Kanna, in providing the Services, will Process Personal Data at the request of the Producer to deliver the relevant information requested. The Producer declares that it will process the Personal Data eventually obtained through the Services provided by Kanna for legitimate, specific, explicit, and informed purposes to the Data Subjects. To this end, the Producer will have a valid Legal Basis for carrying out this Processing, which must be documented by the Producer, including for the sharing of Personal Data with Kanna.

6.1. The Parties agree that, within the scope of the execution of the Services, the Producer will act as the Controller of the Personal Data, and Kanna will act as the Operator, under the applicable legislation. Therefore, if a Data Subject questions the Producer about the treatment of their Personal Data carried out by Kanna within the scope of the Services or requests the exercise of any of their rights provided in the applicable legislation, Kanna will inform the Producer of such fact, in writing, and will refrain from responding directly to the Data Subject. In this case, Kanna will only take the measures indicated by the Producer to assist them in responding to such requests, under the terms of the applicable legislation.

7. Intellectual Property

The Producer declares and acknowledges that: (i) in providing the Services, Kanna will employ means subject to its own and third parties’ intellectual property rights, which will not be assigned or transferred in any way to the Producer or the community member; and (ii) all business processes, management and monitoring models, algorithms, polygonal geometries, spatial data, systems, and nomenclatures used in providing the Services are proprietary to Kanna or have been developed for the execution of the Services, and nothing in these Terms of Use implies the transfer of any rights regarding the ownership of said business processes, management and monitoring models, algorithms, polygonal geometries, systems, and nomenclatures, which continue to be the exclusive property of Kanna and are licensed for the use of the Producer within the scope and during the validity of these Terms of Use.

7.1. The Producer additionally commits to respect the intellectual property of Kanna on the business processes, management and monitoring models, algorithms, polygonal geometries, systems, and proprietary nomenclatures of Kanna or used by it in providing the Services, the Software, and other proprietary or licensed computer programs, obliging itself, as well as its agents, to make their best efforts to cease any potential acts of violation of Kanna’s intellectual property.

8. Computer Programs

For the execution of the Services, Kanna grants the community member personal, revocable, non-exclusive, and non-transferable access to use the Software, limited to the term of validity of these Terms of Use and to the country(ies)/territory(ies) contracted. The rights related to the Software and to such computer programs belong exclusively to Kanna or to third-party suppliers of Kanna, being protected by the applicable legislation in force.

8.1. The community member and the Producer expressly acknowledge that this Contract does not confer any rights over the Software and such computer programs beyond those encompassed in the respective usage licenses, the validity of which will accompany the validity of these Terms of Use.

8.2. It is forbidden for the community member and the Producer to reproduce, rent, transfer, copy, lend, sell, or market in any way reinstall, decompile, or reverse engineer the Software or computer programs owned by Kanna or third parties used in providing the Services.

9. Limitation of Liability

In any case addressed in these Terms of Use, Kanna’s responsibility for indemnifying the community member or the Producer is limited to the price agreed upon for the provision of the Services.

10. Assignment and Transfer

The rights arising from these Terms of Use, and the respective obligations, may not be assigned or transferred to third parties. By using our Services, you release KANNA from liability, obligations, claims, demands, and/or damages of all kinds and nature, arising from or related to disputes between you and other users of our Services.

11. Jurisdiction

The Parties elect the Court of the City of São Paulo, State of São Paulo, as the only competent jurisdiction to resolve any question, doubt, or controversy arising from this Contract, to the exclusion of any other, however privileged it may be or become.

11.1. This Term prevails over any eventual agreements, verbal negotiations, proposals, letters of intent, or memorandums of understanding, and should prevail over those.

12. Early Registration Process

Kanna offers the possibility of early registration in the audit process. This early registration allows members to guarantee their participation in the process before its actual start.

12.1. As an incentive, the first members to register and participate in the audit process will receive an exclusive NFT (Non-Fungible Token). This NFT symbolizes the commitment and anticipation of the member in supporting the audit initiatives of the community.

12.2. Early registration not only guarantees the member’s participation in the audit process but also ensures their privileged position as one of the first evaluators of the audited projects.

13. Application in the Stake Pool for Participation

To ensure the integrity and reliability of the audit process, it is essential for members to lock their KNN tokens in a stake pool during the audit.

13.1. This mechanism serves as a guarantee against fraud or manipulation in the audit process, reinforcing the confidence in the evaluation performed by the member. 13.3. If a member’s evaluation significantly deviates from the community’s consensus average, they risk losing both their reward and the tokens locked in the operation.

14. Responsibility in Evaluation

It is imperative that members conduct responsible and thorough evaluations. A member’s reputation on the platform, directly influencing future rewards and privileges in the community, depends on the quality of their evaluations.

14.1. The dynamics of Kanna are based on game theory in a model of proof of value. In this model, cooperation to achieve a consensus in correct evaluations is essential for the benefit of all.

14.2. Participants who do not follow the evaluation guidelines correctly may lose not only rewards and locked values but also the right to participate in future evaluations.

15. Rewards and Scoring

At the end of the audit process, each member will receive a score based on the accuracy of their evaluation compared to the average of network evaluators. This score directly influences the reward that the member will receive: the more aligned and accurate their evaluations are in relation to the general average, the greater their reward.

15.1. The calculation of the reward takes into account the number of tasks performed and also the accuracy in each of them. The closer you get to the official Kanna template, the greater your reward.

15.2. The criteria used for the award are fixed and will be distributed proportionally to all people who apply and participate in the process, taking into account the number of tokens applied in the stake pool, the number of tasks performed, and accuracy in the responses.

15.3. The maximum reward that can be applied is equal to 50% of the number of KNNs used in the process.

15.4. To be eligible for the reward, the user must keep their tokens in the stake pool for at least one month to be eligible for redemption. If there is a withdrawal from the process before this period, no reward will be generated, and a fee of 2 KNNs will be charged for the operation; the responses sent will not be recorded in the validation process.

16. Criteria Validated in the Governance Audit

16.1. Environmental Verification: Documents that can be evaluated include Property Registration or CAR (Rural Environmental Registry). This criterion checks for the need to preserve legal reserve areas or permanent preservation.

16.2. Waste Management Verification: Evaluated documents include the Solid Waste Disposal Statement. This criterion checks whether the producer follows proper waste management practices and the maturity level of this process.

16.3. Diversity and Inclusion Policies: Evaluated documents: N/A. This criterion is validated based on the information declared by the producer, to assess whether they implement diversity and inclusion practices.

16.4. Anti-Corruption Policy: Evaluated documents include Anti-Corruption Combat Policies or the Social Statute. This criterion serves to verify if the producer has guidelines and channels for reporting crimes.

16.5. Judicial Measure: Evaluated documents include HC for cannabis cultivation or a judicial measure that allows cannabis cultivation. This criterion serves to validate whether the producer is legally able to plant, transport, and distribute cannabis.

16.6. KYC of Partners: Evaluated documents include Criminal Records. This criterion serves to validate that there are no serious open crimes involving the members of the association’s board and directorate.

16.7. Origin of Genetics: Audited documents include photos of clones or purchase invoices of the seed. This criterion serves to validate that the origin of the plant comes from legal and regulated suppliers or from the cultivation of clones.