# Leandro Lopes Whitepaper {% content-ref url="/pages/1QnjLkeGQTvpFXwIv34m" %} [1. Chairman’s Foreword](/v1/1.-chairmans-foreword) {% endcontent-ref %} {% content-ref url="/pages/Zuf1P2MMHLf4neawP7Nk" %} [2. Summary](/v1/2.-summary) {% endcontent-ref %} {% content-ref url="/pages/7Jb80e7v1Xd9nbPi4j1n" %} [3. Vision and Mission](/v1/3.-vision-and-mission) {% endcontent-ref %} {% content-ref url="/pages/Bys8kQ46ugmNDC8kj9W8" %} [4. Leandro Lopes Fashion Business](/v1/4.-leandro-lopes-fashion-business) {% endcontent-ref %} {% content-ref url="/pages/MtiXcLKCkfbIY8YCbVoO" %} [5. The $Lopes and the $Lopes-ECOSYSTEM](/v1/5.-the-usdlopes-and-the-usdlopes-ecosystem) {% endcontent-ref %} {% content-ref url="/pages/4FiAUcdrp5hPkc6D891e" %} [6. Lopes-Platform & Technology](/v1/6.-lopes-platform-and-technology) {% endcontent-ref %} {% content-ref url="/pages/jFm7zt09kyNeaH6ePq9x" %} [7. Risk Factors](/v1/7.-risk-factors) {% endcontent-ref %} {% content-ref url="/pages/q34zCs1ujz9yTmPfet84" %} [8. LL-Charity Program](/v1/8.-ll-charity-program) {% endcontent-ref %} {% content-ref url="/pages/fzT0WizeftP27pzZ0ucJ" %} [9. Environment & Social Responsibility](/v1/9.-environment-and-social-responsibility) {% endcontent-ref %} {% content-ref url="/pages/q7FfYTdIsKFjCTS6aCSQ" %} [10. Overview of the Development of the Fashion Market](/v1/10.-overview-of-the-development-of-the-fashion-market) {% endcontent-ref %} {% content-ref url="/pages/354odcrrbHPjtiUK3ZRa" %} [11. Issuer](/v1/11.-issuer) {% endcontent-ref %} {% content-ref url="/pages/gm3TCqDEI6MxUT0EO3ir" %} [12. Management Team and Senior Employees of the LL-Group](/v1/12.-management-team-and-senior-employees-of-the-ll-group) {% endcontent-ref %} {% content-ref url="/pages/gJSbsofqR65pUiW7K3QV" %} [13. Advisors](/v1/13.-advisors) {% endcontent-ref %} {% content-ref url="/pages/eTZLUGc7qdBNDArWbxFO" %} [14. Celebrities and Influencers](/v1/14.-celebrities-and-influencers) {% endcontent-ref %} {% content-ref url="/pages/zLSYvY7xd6z7ytIfJVAC" %} [15. LL-Token Offering](/v1/15.-ll-token-offering) {% endcontent-ref %} {% content-ref url="/pages/ukttbwzsEbWoqC7CH4sb" %} [16. Road Map](/v1/16.-road-map) {% endcontent-ref %} {% content-ref url="/pages/gvoeaLrFoIYIMZNIYsv8" %} [17. Disclaimer](/v1/17.-disclaimer) {% endcontent-ref %} # Important Notice ### Important Notice This LL-Whitepaper is on a voluntary basis compiled in accordance with the legal requirements of the *Token and Trusted Technology Service Provider Act* (“**TVTG**”) enacted by the Principality of Liechtenstein and which forms the legal framework regulating the entire life cycle of crypto assets of all kinds. The TVTG provides rules for the nature of digital assets as well as the requirements for the provision of professional services in connection with distributed ledger technology (“**DLT**”). The TVTG sets forth the civil law rules for the creation, ownership, transfer, and deletion of a token, and therefore, the entire life cycle of a token. The purpose of the TVTG is to provide general rules for initial public token offerings of any kind of token that shall protect investors, increase trust in token offerings and prohibit the abuse of token offerings for unlawful purposes. The purpose of this LL-Whitepaper is to present the LL-Token (“**$Lopes**”) and the related $Lopes-Ecosystem (“**LL-Ecosystem**”) to potential customers in connection with the proposed ICO. The information set forth below may not be exhaustive and does not imply any elements of a contractual relationship. Its sole purpose is to provide relevant and reasonable information to potential purchasers of the $Lopes token to determine whether to undertake a thorough analysis of the $Lopes token, the LL-Ecosystem and the companies belonging to it with the intent of purchasing the $Lopes token. Nothing in this Whitepaper shall be deemed to constitute a prospectus of any sort or a solicitation for investment in securities, nor does it in any way pertain to an offering or a solicitation of an offer to buy any securities in any jurisdiction. The $Lopes token is a utility token. It is not intended to constitute securities or financial instruments in any jurisdiction. This LL-Whitepaper does not constitute or form part of any opinion on any advice to sell, or any solicitation of any offer by the Issuer to purchase any $Lopes, nor shall it, or any part of it, nor the fact of its presentation form the basis of or be relied upon in connection with any contract or investment decision. It has not been registered under the Securities Act or any other securities laws of any state of the United States or the securities laws of any other country, including the securities laws of any jurisdiction in which a potential token holder is a resident. No regulatory authority has examined or approved any of the information set out in this Whitepaper. No such action has been or will be taken under the laws, regulatory requirements, or rules of any jurisdiction. The publication, distribution or dissemination of this Whitepaper does not imply that the applicable laws, regulatory requirements, or rules have been complied with. # 1. Chairman’s Foreword ### Chairman’s Foreword Dear members of our community, Leandro Lopes (LL) is a multidimensional and authentic upcoming fashion brand, which constitutes integrity through high quality and exclusive individual designs. Leandro Lopes is more than just fashion or clothing. Leandro Lopes expresses a special spirit and lifestyle driven towards connecting people. Because of its celebrities and influencers and their communities of over 20 million followers, Leandro Lopes has a huge potential. Many of the market participants consider Leandro Lopes as one of the fastest growing fashion brands in 2022. Leandro Lopes embraces on values to produce only in Europe, establishing a wide range of core products such as sneakers, Tops, Pants, and other shoes handmade from high quality materials. The production of all LL-Products takes place solely in factories in Portugal, where the Lopes family has been long running shoe factories and business since 1962. To accelerate the growth and internationalisation of the LL-Fashion Business, the Leandro Lopes group has decided to leverage blockchain technology to introduce the $Lopes token and a cryptocurrency-based infrastructure via an initial token offering (“**LL-ITO**” or “**ITO**”). The goal in establishing such a strategy adheres to a full and long-term vision of which will require a capital raise of approximately CHF 25 million needed for rapid growth into international markets, particularly the huge US-Market, a milestone that will catapult Leandro Lopes into the premier league of fashion brands. The purpose of the LL-ITO is not only to increase awareness of the brand but also comes with the intention of contributing to the health and wellness of people and the environment. Leandro Lopes wants to move people all over the world and plans to do so through an innovative program labelled the LL “**Wear to Earn**”-program. ‘Wear to Earn 'is an innovative program designed to complement the iconic $Lopes Sneakers; whereby users are to be incentivised to walk with the $Lopes Sneakers in exchange for rewards deployed by the brand internal token structure, $Lopes tokens. Anyone can earn $Lopes tokens by wearing $Lopes Sneakers, the more a user walks, the more $Lopes tokens one is able to accrue. The benefit of earning $Lopes tokens will help to encourage and grow the LL-Ecosystem, providing value for users such that the tokens can be used for further purchases of Leandro Lopes products. This is because the total number of $Lopes tokens that are created is limited and the LL-Ecosystem ensures the scarcity of the $Lopes token itself. Of course, the LL-Ecosystem is completed by an attractive loyalty and status program additionally which acts to suit the supply and demand side of this strategy. Another important goal that the LL brand will look to accomplish in the future will be the introduction of virtual reality and digital asset-based collections for the LL-Fashion Business. Specially designed shoes and other garments will be made available as NFTs that can later be used in various metaverses and avatar economies; this will allow users to wear and accessories using Leandro Lopes products across virtual environments. With the merging of the physical and virtual worlds, we are entering a new era of fashion and business. This is a crucial step towards further growth of our community in the future. We are sure that this concept will make us a highly recognizable pioneer across the fashion world. In this Whitepaper, we will describe in detail how our successful and established fashion business will be further enhanced using blockchain technology. We will present the Leandro Lopes Token (“**$Lopes**” or “**$Lopes tokens**”) and explain the LL-Ecosystem as well as elaborate on the use of the funds raised by the issuance of the $Lopes token and our future plans for growth and scalability. Please read on and join our thriving online and offline community to ask questions, learn more, and take advantage of the unique opportunities that the LL-Ecosystem creates. Thank you for taking the time to read our Whitepaper and learn more about the unique Leandro Lopes community. Leandro Lopes CEO # 2. Summary ### Summary **Warning Notice!** Any person that is interested in purchasing and acquiring the offered Leandro Lopes Tokens is advised of the following: *(a) This summary is intended as an overview of the following basic information;* *(b) The acquirer of Leandro Lopes Tokens shall read all basic information before acquisition; and* *c) those persons who have assumed responsibility for the summary including a translation thereof, or from whom the issuance thereof from whom its issuance emanates, may be held liable, but only in the event that the summary is misleading, inaccurate or is misleading, inaccurate or inconsistent when read together with the other parts of the Basic Information when read together.* ***Background of the Leandro Lopes Fashion Business*** Leandro Lopes is a fashion brand name that Generation Z is already familiar with. In line with their requirements, Leandro Lopes does not only stand for innovation, top design, and high quality but also for an environmentally friendly, socially responsible, and transparent corporate governance (ESG). Leandro Lopes started in 2014 and produces sneakers and other shoes as well as hoodies, sweaters, T-shirts, and accessories in Portugal. The shoe production side comes from a family business that operated shoe factories in Portugal for generations. The Leandro Lopes fashion business is an existing operative business that has been fully acquired by the Leandro Lopes AG, Liechtenstein. It has decided to introduce blockchain solutions into its current business model as a means of raising a targeted capital goal of up to CHF 25 million through the issuance of the $Lopes token which is based on ERC-20-technology. The Leandro Lopes AG is the issuer of the $Lopes tokens and the developer of the LL-Ecosystem (“**Issuer**”). The funds raised by the LL-ITO shall primarily be used for investments in the opening of various LL-Flagship Stores and the expansion of the fashion business into USA and Asia. ***Leandro Lopes Token ($Lopes) and the Lopes LL-Ecosystem*** The Leandro Lopes token (“**$Lopes**”) is a utility token based on ERC-20 blockchain technology. Polygon Blockchain is the public blockchain used for receiving and sending $Lopes tokens. However, to save on transaction costs and energy, Polygon will be used as the main blockchain for public transactions, i.e. sales and vesting of $Lopes tokens that will be mined or delivered as loyalty rewards or discount are provided on an EVM-compatible platform which is an Ethereum compliant version of the Polygon blockchain privately hosted by the Issuer (“**LL-Private Blockchain**”). To ensure users the absence of manipulations, the public Matic blockchain will be integrated for frequent verification purposes. The $Lopes token forms as a key agent to the full LL-Ecosystem. It is innovative and shall merge the physical presence of the Leandro Lopes brand with the virtual. NFTs, the metaverse and other digital assets are the main elements that customers may use to enter the virtual fashion space, a world where they can wear and use virtual shoes, clothing, and other items in avatar ecosystems currently in massive growth. The LL-Ecosystem offers several innovative opportunities for customers to earn with the $Lopes token and the NFTs offered through the Lopes LL-Ecosystem. The $Lopes token is a means of granting discounts and loyalty rewards related to the purchase of Leandro Lopes products. The base discount rate is 2% and is granted when purchases are paid with $Lopes. Further discounts of up to 15% are available under the LL-Status Program. $Lopes can be used for purchases of Leandro Lopes products in the Leandro Lopes Online Shop or in Leandro Lopes Flagship Stores. Further rights associated with $Lopes are described in the following. ***Scarcity of $Lopes*** The total number of $Lopes tokens is limited to 650 million. $Lopes tokens may be purchased at a discount, the percentage of which depends on the respective sales round in which a purchaser participates. $Lopes tokens purchased at a discount are vested for one year after their purchase. $Lopes that are earned or acquired at the regular purchase price are not vested. To ensure continuity of the Lopes LL-Ecosystem, $Lopes tokens are not burned. Instead, used $Lopes tokens will be collected and resold. In addition, $Lopes tokens will be repurchased by the Issuer for mining purposes. ***Wear to Earn*** The Leandro Lopes Token (“**$Lopes**”) is a new and innovative token primarily designed to encourage people to walk and contribute to people's health and well-being. Everybody who buys the $Lopes Shoe will be rewarded with $Lopes tokens when and if the shoes are being used. The slogan “**Wear to Earn**” comes to life as users who wear the shoes are in tune and connected to a central Leandro Lopes APP that is used to count steps and activity per day. Depending on the number steps walked and further conditions, $Lopes tokens are produced and distributed to users depending on various variables associated. The idea is to earn $Lopes by just walking and then utilising the rewards to purchase shoes and other Leandro Lopes products, making it possible for Leandro Lopes products to become more accessible to a wider audience. Through an in-house developed technology, steps are electronically counted via the $Lopes shoe. The technology uses a pressure sensor in the sole of the shoe that counts and electronically transmits the steps. For the "**Wear to Earn**" program, a pool of $Lopes tokens (“**LL-Mining Pool**”) will be established from which the $Lopes tokens will be scooped for mining purposes. Each participant in the program will receive a share of the amount of $Lopes tokens made available in the LL-Mining Pool, calculated according to the ratio of the number of steps taken by the user amongst the total number of steps taken by all participants. ***LL-Loyalty Program*** The LL-Ecosystem includes a comprehensive loyalty and rewards program. After registration, all buyers of Leandro Lopes shoes, garments and accessories will receive a discount on the purchase price in the form of $Lopes tokens. The discount rate will depend on amounts and quantities spent throughout various purchase sessions. Further developments related to the LL-Loyalty Program are underway to incentivise users to engage in the LL-Ecosystem, benefiting from various reward schemes offered through the $Lopes token infrastructure. ***LL-Status Program*** The LL- Program includes the following three status levels designed to increase the attractiveness of buying, acquiring, and holding $Lopes. The LL-Status Program is tied to the number of $Lopes held and locked for a minimum of 12 months. The number of $Lopes possessed determines the category under which a $Lopes member falls. The three categories that are awarded are as follows: * Lopes Plutonium 87 Status – 1,000,000 $Lopes * Lopes Palladium Status – 500,000 - 999,999 $Lopes * Lopes Platinum Status – 50,000 - 499,999 $Lopes. Each of these categories provides for certain rewards. ***LL-NFTs*** Each pair of shoes bears a unique identification number. Successful buyers of these shoes are eligible to receive a virtual replica in the form of an NFT (non-fungible token), which is a virtual certificate of ownership that runs on the blockchain. Each NFT evidences the owner with the type, size, day of purchase etc. Via the NFT and the digital proof of ownership provided, owners of the NFT and the $Lopes shoes will be eligible to take part in the “Wear to Earn” Loyalty, and LL-Status Program developed by the Issuer. NFTs are made in limited edition from shoes and other garments designed by and given to award-winning members of the LL Designing Club. Other NFTs related to Leandro Lopes products will be launched at further stages. The Issuer believes that merging the physical products with the virtual will enhance the possibilities associated within the LL-Ecosystem and allow only the authentic users of the $Lopes token to benefit from the programs being developed across the $Lopes-Ecosystem. NFTs have become a sensation in recent years. With this in mind, the Issuer will look to leverage its position in this space to promote the brand through various influencer networks and partnerships within the web3 industry, building a solid backing of value for its user base and those associated with the $Lopes token network. ***LL-Metaverse*** The metaverse is an expanding terrain of virtual environments including platforms where users can create games and geographies for others, or which provide multiplayer games or social spaces for other entertainment and investment purposes. The Leandro Lopes Holding AG has planned to introduce the LL-Metaverse by the end of 2023, with a focus directly related to the launch of Leandro Lopes digital luxuries specifically catered to the virtual environment. The LL-Metaverse shall provide virtual social places where participants can interact, meet community members and celebrities, play games, interact with Leandro Lopes fashion events, and purchase items within the Leandro Lopes product offering. ***Mining and Staking of $Lopes*** The mining program is directly associated with the “Wear to Earn"-Program. The $Lopes shoe enables the mining of $Lopes tokens. The number of tokens that can be mined per day depends on the number of steps that users take per day and the available amount of $Lopes in the LL-Mining Pool on that particular day. The $Lopes -Ecosystem comprises a special staking program. $Lopes holders have the option to use their $Lopes for staking purposes by subjecting the $Lopes to a disposal restriction for a certain period. This disposition restriction shall be 1 year, or a whole multiple thereof, to maintain a specified status in the Lopes Status Program. Separately, owners of $Lopes may subject their $Lopes to disposition restriction for a period of their choosing to mine $Lopes, e.g. for 30, 60, 90, 120 or more days. The staking yield amounts to 8% per year of the $Lopes Tokens used for staking. During the vesting period, $Lopes tokens will not be eligible for staking. ***Purpose of the Lopes Issuance; Underlying Legal Transaction*** The purpose of the Lopes issuance is to raise funds in the amount of up to CHF 25 million which shall mainly be used for the expansion of the Leandro Lopes business to the USA and Asia, the opening of Leandro Lopes Flagship Stores and for marketing purposes. The purchase, sale, and transfer of $Lopes by the Issuer to the purchasers is subject to the Liechtenstein Act on Tokens and VT Service Providers (*Gesetz vom 3. Oktober 2019 über Token und VT-Dienstleister*) --TVTG. A transaction requires the signing of an on- or off-line subscription agreement, the registration and the transfer of the $Lopes tokens into a metamask wallet of the purchaser. ***Terms & Conditions of the Offering of the $Lopes*** The standard selling price for one $Lopes is set at USD 0.25. The minimum purchase during the Private Presale phase is to EUR 100,000 after the application of the discount. During the Private Pre Sale phase (June 1 until August 31, 2022) a discount of 30% on the selling price will be applied to the sale price, resulting in an effective price of USD 0.175 per Lopes. The Private Sale phase is followed by the Public Presale phase (September 9 until November 30, 2022). The minimum purchase is USD 100. Discount rates will be granted depending on the amount of the purchase price paid. For example, if someone purchases $Lopes for USD 1,000 the discount rate is 10% and in case of a purchase in the amount of USD 15,000 and above, the discount rate is 25%. For further details see section 15.2. ***Risks*** The value and development of the $Lopes token is subject to a variety of risks. Therefore, a total loss of the invested capital cannot be excluded.
# 3. Vision and Mission ### Vision and Mission The Leandro Lopes’ brand has a vision to become a leading global luxury brand for physical and digital fashion standing for (i) innovation and sustainability, (ii) high quality and a high level of interaction and cooperation with its large customer base, (iii) affordability, and (iv) ESG compliance. What you wear physically, you should also be able to wear digitally across metaverses. The merging of the physical world with the digital one is already being strived for. Leandro Lopes not only wants to sell fashion to its customers, but also provide earning opportunities for those who engage in its fashion community. It should be affordable and easy to become part of the Leandro Lopes community, regardless of gender, religion, background, and mindset. The idea is to earn crypto by (i) acquiring the fashion, (ii) creating it, (iii) wearing it, and most importantly (iv) using it. The latter is of utmost importance as the Leandro Lopes brand strives to provide innovative value to its customers so that they can live a healthier and more prosperous lifestyle as part of the core community and the brand. The launch of the Leandro $Lopes Token ("$**Lopes**") and its associated LL-Ecosystem is the main tool to achieve these planned goals. It is the cosmos designed to grow the Leandro Lopes community and develop an interactive system that connects the physical world with the virtual one and even allows earning in the form of digital currency. The innovative technology used foresees that, for example, each LL item, such as a pair of shoes, is tokenized as an NFT and facilitates the mining of $Lopes tokens while they are used by the customer. The $Lopes token is designed to achieve a constant value growth based on demand and stimulated by attractive rewards and scarcity. If $Lopes will be used for the purchase of shoes, clothing and other goods, a discount will be applied. In addition, $Lopes can be earned by wearing the Leandro Lopes shoes. Finally, the $Lopes are rewarded through an attractive status program. Depending on the number of $Lopes owned, and the period of staking endured by the users. $Lopes owners are entitled to several benefits such as participating in fashion shows, special events with celebrities, creation of new shoes and in a valuable NFT program and community ecosystem. The entire $Lopes program is to be rounded off by a platform that will allow members of the Leandro Lopes community to buy Leandro Lopes shoes, clothing and accessories in virtual form and virtually utilise them across Web3 ecosystems. # 4. Leandro Lopes Fashion Business ### Leandro Lopes Fashion Business ### 4.1 Historical Background Since 1962, the Lopes family has owned several shoe factories in Portugal and therefore has extensive knowledge in the production and distribution of shoes and other fashion items throughout the EU. Leandro Lopes, who was born in early 1987, learned the fashion business at a young age and understood how shoes are designed, produced, and then delivered to the target audience. Today, he uses his extensive family network to produce shoes for his own brand, "Leandro Lopes." Mr. Lopes' knowledge ranges from the selection and purchase of materials to manual and quality manufacturing. In addition, the entire collection of the brand is designed independently. In continuation of the family legacy, Leandro Lopes started under his name the production of handmade shoes and other apparel in December 2014 and sold the Leandro Lopes premium fashion mainly through online stores and other fashion houses that serve the upscale market segment The brand's recognition and individuality are considered, as well as the demands of the target customers, to create a sustainable and attractive brand for intergenerational communities. ### 4.2 Current Status The Leandro Lopes AG continues the Leandro Lopes Fashion Business since June 2022. All products have an individual design and are handmade in Portugal. The materials and workmanship are of very high quality. For example, soft calfskin is mainly used to make the shoes comfortable. Complementing the shoes, all clothing is also offered and perceived by customers as a premium brand for a premium audience. The used materials are sourced exclusively from Europe. Leandro Lopes shoes are made in São João de Madeira (Portugal), where the Leandro Lopes AG has a very extensive network of production contacts in the region. The quality standards in this region and also in the Leandro Lopes factories are exceptionally high. The shoes are handmade with the utmost precision and, once completed, are shipped directly to a warehouse in Stadtlohn, Germany. To further cultivate the relationship with suppliers, Mr. Lopes, who is the Chief Strategy Officer of the Issuer, can usually be found on location in Portugal, where he deals directly with the purchase of suitable raw materials for a variety of products. These trips will continue to increase in the coming years to intensify the collaboration between the main vision of the brand and the production sites involved. Since 2015, Leandro Lopes products have been sold through its very own online store. Since 2016, the shoes have also been offered through fashion houses in the upscale market segment. The total sales of Leandro Lopes product range increased from EUR 1.3 million in 2018 to EUR 10.9 million in 2020, and are currently expected to reach EUR 11.2 million in 2022. ***Online Shop*** The online store of Leandro Lopes AG is clearly structured and gives a quick overview of the product range. The entire store is mobile as well as highly optimised for conversion. As a part of the online offering, users are also able to subscribe to the LL-Newsletter, which is used to inform subscribers and existing customers about new collections, offers, models as well as for reordering products. In the future, content marketing will be increasingly expanded in the Leandro Lopes’ Online Store. Visitors will be provided precise and in-depth detail about the design and manufacturing process of the various models. With the help of the built-in newsletter in the Leandro Lopes Online Store, 31,000 e-mail addresses of customers have been collected so far. These customers form the core and basis of the Leandro Lopes community and are subject to potential repeat purchase behaviour, they can be contacted quickly, inexpensively and are thus regularly encouraged to make purchases related to the latest products on offer. In addition to the Leandro Lopes Online Shop, Leandro Lopes products are offered on online marketplaces like Farfetch, MyBudapester, mybestbrands, Zalando and Breuninger. Moreover, the Leandro Lopes footwear collection is also available in retail shops in cities such as Düsseldorf, Cologne, Munich, Berlin, Hamburg, Frankfurt, Stuttgart, Eindhoven, Roermond, Tilburg, Laren, Groningen, Apeldoorn, Milwaukee, Cincinnati, Memphis, Chicago and sold through locally well-known fashion stores like KaDeWe, Alsterhaus, Breuninger, Wormland, Ansons, Engelhorn, Barrows, Vip Diverso, Beau Beerens, Vip Fashion, Solitude, Lee Chough, Vengeance 75, Village Mart, The Vault or Zumnorde. These fashion stores offer the opportunity to introduce the brand to new groups of customers away from the online business and to give customers the chance to see the quality and design of the shoes for themselves in person. In addition, sales in these fashion stores have a positive impact on the brand's reputation as the products are strategically placed right next to globally established brands such as Gucci, Louis Vuitton, and Givenchy. Communication with existing and new customers takes place mainly through Leandro Lopes' social media channels. The main channels are Facebook and Instagram, with other channels under development to reach different audiences and ranges. Regular relevant posts such as pictures and videos ensure that attention is drawn to new collections and that the community of Leandro Lopes fashion continues to be excited about the products. Ads on Facebook and Instagram are also used to reach relevant target groups and thus generate potential new customers. The social media posts keep redirecting to the Leandro Lopes online store to get as many website views as possible, generating more sales. Remarketing measures repeatedly refer online visitors to the Leandro Lopes Online Store and to the products they have viewed. Leandro Lopes is already represented in the higher-priced fashion segment. This can be seen in the price trend for sneakers. The original market entry price per pair of sneakers in 2015 was EUR 170, which increased by up to 20 percent from season to season. In 2019, the price was still EUR 285, and by March 1, 2022, it was EUR 315. These classic models constantly appear in the cyclical fashion collections. The latest collections are also developed based on the latest trends to meet the demands of the fashion world. The core price range of Leandro Lopes shoes is between EUR 315 and 365; however, the entry price is currently EUR 169. ***General Marketing Strategy*** The marketing strategy of Leandro Lopes AG is a main factor of expanding and achieving business growth. Besides classic marketing channels and strategies like Google Ads, SEO optimization, social media marketing, public relations, the Leandro Lopes has been successful with a strong and focused influencer marketing strategy. The current business growth is built on collaborations with well-known influencers and celebrities. The indirect access to their communities is a strategy that has had tremendous leverage and effect for business growth. ### 4.3 Planned Fashion Business Development The mid-term goal of the Issuer is to build a strong community of 350,000 existing customers, each of whom spends an average of USD 1,000 per year on Leandro Lopes fashion products, is an active member of the brands community and is interested to receive information about the Issuer’s future developments. The medium-term economic goal is to achieve a turnover of more than USD 25 million by 2023. A mid-term goal is to reach a turnover of USD 350 million in 2029. These goals are to be achieved with an investment of USD 25 million which is to be generated by the issuance of the $Lopes token. ***LL-Flagship Stores*** In order to increase the awareness of the Leandro Lopes as a brand, the LL-Flagship Stores shall be opened in top locations starting in Dusseldorf and Los Angeles. Depending on the success of these, additional flagship stores shall be established in London, Paris, New York and other major cities. Walking into a LL-Flagship Store will be like entering a new world. The stores will use state-of-the-art technologies such as Virtual Reality (VR) and holograms to exhibit new and exciting Leandro Lopes fashion products and innovations. At the entrance of the LL-Flagship Stores, customers will be greeted with holograms to inform them how to find the right service or employee within the Leandro Lopes fashion world. A new world of fashion experience will be provided that not only displays shoes and clothes physically, but also integrates the virtual world. By using virtual reality, customers and shoppers have the possibility to meet celebrities wearing Leandro Lopes shoes and clothes, participate in music and other entertainment shows and sports events. Each LL-Flagship Store offers fashion shows through virtual reality events. Across LL-Flagship Stores, physical and virtual worlds will merge for the purpose of inspiring interested customers and to build a community-based journey across brand products. Therefore, the LL-Flagship Stores will also be a special venue to personally meet celebrities and influencers and to present the brand in an authentic and exclusive way. Moreover, within a number of the LL-Flagship Stores, there will be dedicated service areas, where individuals of all ages and knowledge-levels can get help services with respect to the LL-Token and its Ecosystem. Although many people nowadays have heard of blockchain and cryptocurrencies, only the fewest individuals have enough knowledge and feel sufficiently confident to purchase cryptocurrencies or even trade in cryptocurrencies. The same is with NFTs. For example: To purchase the $Lopes, one must open the appropriate wallet, complete a Know Your Customer (KYC) process, create an account on an ITO website or an exchange platform etc. These tasks can seem overwhelming to someone who has no experience and can discourage people from actually making the purchase. However, customers seeking assistance can obtain support or useful information at the flagship stores. The LL-Flagship Stores will be visually attractive and fun to visit. Customers will be able to interact with a wide range of technological advancements and innovations and also be served with knowledgeable staff who are able to support users with their journey across the $Lopes LL-Ecosystem. Similar to an apple store, users will be able to interact with the latest products and also get service on products within the brands ecosystem. ***LL-Fashion Shows*** LL-Fashion Shows are another tool to promote the Leandro Lopes brand. These LL-Fashion Shows shall take place physically, as well as virtually at various places and times. The positive increase in the reputation of the brand Leandro Lopes as well as the perception as a relevant designer brand will expectedly receive good press coverage in the fashion industry. Furthermore, this strategy will allow the brand to achieve access to new target groups and potential new customers. Appearances are expected to increase the attention of global sales representatives providing growth opportunities and access to international markets as well as luxury fashion houses. # 5. The $Lopes and the $Lopes-ECOSYSTEM ### The $Lopes and the $Lopes-ECOSYSTEM The Issuer has developed an ecosystem centred around $Lopes tokens. The $Lopes ecosystem ("**LL-Ecosystem**") includes features, use cases, and benefits of using the $Lopes. The LL-Ecosystem is rounded out by an introduction of NFTs and the Metaverse. ### 5.1 $Lopes Qualification and Use The $Lopes is a utility token representing a voucher that can be used for the purchase of Leandro Lopes products in the Leandro Lopes Online Shop and LL-Flagship Stores. Users can choose whether to pay for the entire purchase with $Lopes or only a part of it. If the user pays the purchase price only partially with $Lopes, the remaining amount must be paid with other existing payment methods (PayPal, CC, etc.). Users of the $Lopes are rewarded with a discount on purchased Leandro Lopes products. In addition, under certain conditions, the $Lopes entitle the users to participate in the Loyalty Program, which is associated with numerous monetary and non-monetary benefits. In addition, $Lopes can be earned by wearing the $Lopes\[1] shoes. The determining factor for the number of $Lopes earned is the number of steps walked within a certain period and compared to the total $Lopes-Ecosystem in the Wear to Earn program. $Lopes can exclusively be used for the purchase of Leandro Lopes products offered by a company belonging to the Leandro Lopes Group. $Lopes tokens are not designed to be used for the purchase of goods or services offered by third party companies. ### 5.2 “Wear to Earn”-Program The Leandro Lopes Token (“$Lopes”) is a new and innovative token designed specifically to encourage people to walk and contribute to people's lifestyle. Everybody who buys the $Lopes\[2] Shoes will be rewarded with $Lopes tokens when and if the shoes are used. The idea is to earn $Lopes by just walking and thereby making the shoe more cost effective for clientele. The $Lopes\[3] Shoe is created as a core Leandro Lopes product that everyone should be able to afford. In every country and on every continent, the $Lopes\[4] Shoes should be affordable for everyone. For this reason, in addition to the luxury versions, there will also be a basic version/offering of the $Lopes \[5] Shoes, specifically designed for different regions, and priced accordingly. This basic version will be, as all products, met by Leandro Lopes' quality standards. The Mining of $Lopes is intended to make a decisive contribution to the affordability of Leandro Lopes products. $Lopes that can be mined by wearing the Leandro Lopes shoes are taken from the Lopes-Mining-Pool. Each user will get a FIAT equivalent of minimum 0,08 USD in tokens per 1.000 steps. For calculating the amount of $Lopes tokens a user is getting each day, the current value of $Lopes is used. As long as the $Lopes is not listed, the price per $Lopes is set to 0,35 USD The amount of steps per user a day is capped to 20.000 steps. Each user can double his cap on a daily basis, by posting a picture of him using the shoe on social media and performing additional interactions across the LL ecosystem and Social Media Accounts. **“Wear to Earn” Calculation Example (with example numbers) to illustrate the mechanism:** **​​** | **User** | **Steps made this day** | **FIAT equivalent user receives this day** | **Current $Lopes price** | **$Lopes user receives this day** | | ---------- | ----------------------- | ------------------------------------------ | ------------------------ | --------------------------------- | | **User A** | **2.420** | **2,42 \* 0,08 USD = 0,19 USD** | **0,35 USD** | **0,5428571 $Lopes** | | **User B** | **20.000** | **20,0 \* 0,08 USD = 1,60 USD** | **0,35 USD** | **4,5714285 $Lopes** | | **User C** | **5.200** | **5,20 \* 0,08 USD = 0,42 USD** | **0,35 USD** | **1,2 $Lopes** | | **User D** | **17.500** | **17,5 \* 0,08 USD = 1,40 USD** | **0,35 USD** | **4 $Lopes** | | **User E** | **27.800** | **27,8 \* 0,08 USD = 2,22 USD** | **0,35 USD** | **6,3428671 $Lopes** | **Note:** *This is just a simplified example to illustrate the logic. Of course, we will have more users, different amounts and the daily number of $Lopes available for the distribution under the “Wear to Earn”-Program will also change every day.* Technologically, the counting of steps is made possible by a special chip integrated into the sole of the $Lopes \[6] Shoes. This registers each step through the pressure exerted on the sole of the shoes with each step. The corresponding signals are automatically transmitted via Bluetooth to the Leandro Lopes App and processed by an automated calculation system. The $Lopes earned are then distributed directly to the wallet of participating users of the $Lopes\[7] Shoes program. The shoes are, at purchase, equipped with a rechargeable battery that can be charged using a Leandro Lopes induction mat. ### 5.3 LL-Mining Pool The Issuer will establish the LL-Mining Pool as a source for $Lopes that can be mined. The mining reserve will be replenished with 70 million $Lopes when the private and public presale of the $Lopes are completed and the $Lopes made available for sale are sold out. A certain percentage of the $Lopes in the Lopes-Mining Pool, which is regularly determined and announced by the Issuer, is reserved for the daily mining of the $Lopes under the “Wear to Earn”-Program. The Issuer will buy back $Lopes from the market to make $Lopes available for mining. Therefore, 10% of the net revenue generated from the sale of the $Lopes \[8] Shoe is used to buy back $Lopes from the public market. These $Lopes are used to replenish the Lopes-Mining Pool. ### 5.4 LL-Loyalty Program The basic LL-Loyalty Program provides a discount on all Leandro Lopes products purchased with $Lopes in the Leandro Lopes Online Shop or the LL-Flagship Stores. The basic discount amounts to 2% of the regular purchase price when $Lopes are used for respective purchases. However, depending on the respective level held under the LL-Status Program, further discounts are available. In addition, the LL-Status Program includes the following three levels designed to increase the attractiveness of buying, acquiring, and holding $Lopes. The LL-Status Program is tied to the number of $Lopes held and locked for at least one year. The number of $Lopes possessed determines the category into which an Lopes holder falls. The three categories that are awarded are as follows: The three categories that are awarded are as follows: ● Lopes- Plutonium 87 Status – 1,000,000 $Lopes ● Lopes Palladium Status – 500,000 - 999,999 $Lopes ● Lopes Platinum Status – 50,000 - 499,999 $Lopes. Each of these categories provides for certain rewards. The Lopes- Plutonium 87 Status is the top level followed by the Lopes-Palladium Status and the Lopes-Platinum Status. The respective higher level includes the rewards of the lower-level status. The holder of $Lopes is entitled to the rewards only if the respective number of $Lopes providing a LL-Status are upheld for one year or a multiple thereof. For these purposes, the $Lopes will be locked-up, i.e. cannot be sold or otherwise used until the elapse of the lock-up period of at least one year is complete. The Lopes**-Plutonium 87 Status** provides the following benefits: ● 10% discount on all LL-Products purchases ● Free entrance as VIP to two fashion shows per year ● Free participation in two special events with celebrities per year ● Free membership in the LL-Plutonium 87 Designing Club ● Participation in design creation events rewarded by NFT ● Production of goods customised to the status holder ● One Free Visit of the LL-Factory in São João de Madeira, Portugal ● Preview of the next fashion six month before presentation ● Monthly update of the development of the LL-Business. ● Direct meeting with Leandro Lopes? ● Signed pair of shoes The Lopes**- Palladium Status** provides the following benefits: ● 7.5% discount on all LL-Products purchases ● Production of goods customised to the status holder ● One Free Visit of the LL-Factory in São João de Madeira, Portugal ● Preview of the next fashion six month before presentation ● Monthly update of the development of the LL-Business. The Lopes**- Platinum Status** provides the following benefits: ● 5.0% discount on all LL-Products purchases ● Preview of the next fashion six month before presentation ● Monthly update of the development of the LL-Business. The **LL- Plutonium 87 Designing Club** is the think tank and decision-making body for the development of new LL-Products. Its main purpose is to discuss and create new fashion lines and products and decide on new editions of shoes, clothing, and accessories. The members of the LL- Plutonium 87 Designing Club are the professional designers of Leandro Lopes including Leandro Lopes himself and other creatives as well as the holders of the Lopes-Plutonium 87 Status. Lopes-Plutonium 87 Status holders are given the opportunity to propose new designs and outfits. When a Lopes- Plutonium 87 Status holder’s proposal is approved for inclusion in the product portfolio, the Lopes- Plutonium 87 Status holder receives a unique NFT for that product and, in addition, a special reward in the form of a lifetime share of 3.5% in the sales of the award-winning shoes for lifetime. ### 5.5 Staking of $Lopes Owners of $Lopes may earn new $Lopes via the Leandro Lopes staking mechanism which can be found directly on the Issuer’s website. The staking process runs when $Lopes are vested for a specific amount of time. ***Lock-up Periods*** Each $Lopes holder has the right to subject the $Lopes he/she holds to a specific lock-up period in order to stake $Lopes. For example, the $Lopes holder decides not to use a certain number of his $Lopes for staking purposes for 6 months. In this case, he must hold these $Lopes under the $Lopes staking mechanism and enter the desired term of the staking in return for rewards in the form of $Lopes. Similarly, $Lopes will be staked if a holder of $Lopes decides to use a certain number of $Lopes to achieve or maintain a certain $Lopes status under the Lopes-Status Program (see 5.3 above). The minimum lock-up period in this case is one year or a whole multiple of thereof. ***$Lopes-Staking Yield*** The yield generated by the staking of $Lopes amounts to 8% per year of the $Lopes locked-up. The number of $Lopes will be calculated in accordance with the Act/Act ICMA method. ### 5.6 Leandro Lopes-NFTs (LL-NFTs) ***Use as Certificate of Authenticity*** Each pair of shoes that will be produced bears a unique identification number (code). Successful buyers will receive a nonfungible token “NFT’, which is a virtual certificate of ownership representing their individual and unique shoe ID that will be stored directly on the blockchain. After completion and registration on their LL-App, users are directly issued the respective NFTs on their wallets within the LL-App. This kind of NFT serves only authentication purposes. Each NFT evidences the owner, the type, size, day of purchase, a picture of the purchased shoes etc. With this proof of authenticity, an owner is entitled to taking part across various elements of the LL-Ecosystem. ***NFT as Collectible*** Limited editions of shoes and other apparels will be created in cooperation with selected celebrities, artists and the LL-Designing Club. For each single designed product, an NFT will be generated. The NFT can then either be sold together with the respective physical product or independently. Only one single NFT per product is available at any one time. For example, each NFT will be produced bearing a picture of the respective shoes and further individualised details. ***Use of NFTs in Metaverse*** NFTs may be showcased on virtual arenas where tens of thousands of users interact daily through avatars – flaunting their skins and outfits. This creates an improved possibility for users within the web3 space to proudly establish their online appearances, just as people do in the real world. Called “skins,” these outfits or shells are bought by players to painstakingly customise their appearance in online games and other environments across web3. This is a new trend that must be taken seriously, especially after [Facebook’s rebrand](https://www.bloomberg.com/news/articles/2021-10-28/facebook-changes-name-to-meta-in-embrace-of-virtual-reality) as “Meta” has refocused the company towards creating a simulated digital world where users can interact as if in a real physical space. Suddenly this niche practice has the potential to get very big. In an October 2021 video announcement of its plans, Chief Executive Officer Mark Zuckerberg could be seen using his and his colleagues’ avatars to try on clothes, play cards, pay artists, and even go surfing. “Avatars will be as common as profile pictures today, but instead of a static image, they’re going to be living 3D representations of you, your expressions, your gestures,” Zuckerberg explained. “You’re going to have a wardrobe of virtual clothes for different occasions designed by different creators and from different apps and experiences.” He went on to describe how Meta would help creators make clothing, home décor, and accessories that can be carried from one platform to the other—say, from Meta’s universe to the game world of *Halo*. The goal of LL-NFTs is to create unique identities across multiple metaverse platforms, enabling users to equip themselves with LL-branded gear in both the physical and virtual worlds. ### 5.7 LL-Metaverse The metaverse is an expanding terrain of virtual environments including platforms where users can create games and geographies for others, or which provide multiplayer games or social spaces for other entertainment and investment purposes. The Leandro Lopes Holding AG has planned to introduce the LL-Metaverse by the end of 2023 and launch a Leandro Lopes digital luxuries brand. LL-Metaverse is intended to create virtual social places and experiences where participants can meet celebrities, show off, participate in model contests, take part in fashion shows, competitions or other fashion related challenges or games. Leandro Lopes store items are to appear in custom-developed Leandro Lopes blockchain-based worlds, where the currency is exclusively digital, and participants "own" parcels of land used to store and sell items. Use of Leandro Lopes virtual products are also intended to be used across competing blockchain-based worlds such as Decentraland and Sandbox. The Issuer will use its current income to pay the costs and expenses required for the development of the LL-Metaverse. ### 5.8 Wallet Each user of $Lopes tokens must obtain a personal wallet that can be used for transactions on the Private LL-Polygon Blockchain as well as on the public Polygon blockchain. $Lopes tokens are built on ERC20 technology and will be transferred into the wallet when purchased, staked or mined. The sale and transfer of $Lopes happens on the public Polygon blockchain. The advantage of the public Polygon blockchain in comparison to the Ethereum Blockchain is the substantially lower transaction costs (gas fees), faster transaction executions and dramatically lower impact on the environment through low energy requirements (no Proof-of-work mining). The user’s wallet plays a significant role in the LL-Ecosystem, allowing users to make P2P transfers between users of the LL-Ecosystem The wallet is a metamask wallet free to download. After downloading the browser-addon of metamask, the users must register to purchase $Lopes tokens during the presales round by performing the required KYC/AML procedures allowing them eligibility to purchase the tokens. The user’s wallet address within metamask is then automatically captured by the presale application and the $Lopes tokens are then delivered to the purchasers’ metamask wallets on a daily basis as a means of preventing hacking and/or fraud. The private key and password users create will give them access to their wallets. The metamask wallet has an interface that is user-friendly and simple to operate. Users do not need to have a bank account to set up the wallet. The interface allows users to connect and transact within the Private LL-Polygon network or to transact on the public Polygon blockchain. The wallet is secure by design. Using a blockchain explorer, users can view their history of transactions. This creates a transparent ecosystem that detaches the need of financial reporting. ### 5.9 The Lopes-App The Lopes-App functionalities cover all $Lopes related features within the $Lopes LL-Ecosystem. These are in particular (but not exclusively): \- $Lopes LL-Mining Shoe Sneakers Management; \- Management of the LL-Mining Shoe Sneakers Rewards; \- Management of the $Lopes LL-Staking Program; \- Display of $Lopes-wallet balance; and \- Overview and holding on LL NFTs. For each purchase made, customers will earn a certain percentage of cashback via the $Lopes token, which is immediately credited to the respective customer’s metamask wallet and can be further then used for payments and purchases of LL-Products either online or within the LL-Flagship Stores. The LL-App is the main tool for receiving $Lopes and making payments within the LL-Ecosystem. Therefore, the wallet will be connected to the LL-App. The LL-App functions purely as the interface to control the features within the ecosystem. The LL-App does not have any Private Keys or similar stored and cannot be accessed. Data, such as balances of $Lopes are only displayed in the LL-App. Signing of transactions can only ever be done by the user and its wallet. Leandro Lopes AG has no access to this. $Lopes can be received and transferred via the wallet only. Traditional functions for making payments with Euro or other fiat currencies will also be available within the LL-App at a later stage. *** # 6. Lopes-Platform & Technology ### Lopes-Platform & Technology The $Lopes is a utility token using the ERC20-standard. It will be published on the Polygon Blockchain for strategic reasons, with the $Lopes using a so-called hybrid Blockchain infrastructure. ### 6.1 Lopes Hybrid Blockchain For strategic and economic reasons, $Lopes will be run on a so-called hybrid blockchain. In addition to the public Polygon blockchain there will also be a privately hosted version of the Polygon blockchain which is Ethereum compliant (Ethereum Virtual Machine – EVM– Compatibility). This means that also Ethereum can be deployed if wanted. The main reason to use an EVM compatible blockchain is for better performance and much lower GAS fees. The servers for hosting the private blockchain are located in different regions. Using different server locations makes the system crashproof, even in cases similar to OVH datacentre fire in 2021. In case of failure of one of DC, private Blockchain will still be working, in case of destruction of more than one of the servers, all data still can be recovered from one copy, because all data blocks are digitally signed and can be verified on recovery. Having the private blockchain gives several strategic advantages. It is much more cost-efficient because transactions performed on private blockchain don’t cost any transaction fees. Because of that, all transactions which are performed within the internal ecosystem like receiving mining rewards, receiving loyalty tokens, using tokens to pay in the Leandro Lopes e-commerce shop, using staking rewards, etc. can be performed without any fees. Since the NFTs will be provided on the public Polygon blockchain, usual fees will be charged. Because there will be thousands of daily so-called microtransactions (only sending out daily mining rewards) all users of the LL- ecosystem will benefit from the advantages of the private blockchain. The private blockchain is constantly notified on the public Polygon blockchain (private blockchain headers are periodically stored on the public blockchain). Therefore, every movement on the private chain is 100% transparent. Having all these microtransactions sent over through one batch transactions to the public Polygon blockchain costs significantly less gas fees. That means the Leandro Lopes hybrid blockchain combines all advantages of a lean private blockchain with the transparency and security of a public blockchain, where customers will take advantages of security, fast transactions and zero limitation across all regions. ### 6.2 Wallet and Hybrid Blockchain The metamask wallet can be connected to the LL-Private Blockchain by adding the private LL blockchain as a network. Neither token purchases nor the allocation of tokens as part of the loyalty or LL-Staking Program are processed via the LL-Private Blockchain. The LL-Private Blockchain merely serves as a "logic core" for performing calculations and enabling or controlling certain functions. When a user transacts, for example to buy products from a Leandro Lopes store, the customer interacts with the LL-Private Blockchain. Here, the purchase is recorded and processed for the purpose of the loyalty program (i.e., calculating how many $LOPES to spend as cashback for a purchase or as reward for walking with the LL-Mining Shoe Sneakers the staking of $Lopes). The result is then transmitted to the Public Blockchain in bundled form to perform the final transactions of the users. The actual transfer of tokens takes place exclusively on the Public Blockchain. Likewise, the smart contract for blocking the tokens participating in the LL-Staking Program is located on the LL-Private Blockchain. Also, the transfer of NFTs takes only place on the LL-Public Blockchain is triggered by the LL-Private Blockchain. ### 6.3 Advantage of Polygon Blockchain The reason for using the Polygon blockchain for the Lopes is very simple. The smart-contract technology of Polygon blockchain is identical to the Ethereum blockchain. But in comparison to the Ethereum blockchain it is much more energy efficient and also has much lower less transaction costs. The operation and interaction of the LL-Private Blockchain and the Polygon public blockchain is illustrated in the graph below. ![](/files/s4hMe3wVO7fNn2wUYe8Z) The Leandro Lopes community is expected to grow very fast, and in the future, will have thousands of daily transactions going through the LL ecosystem. In preparation for this, the company has decided to use a well-known energy efficient blockchain, which also leans on Leandro Lopes philosophy to count on and support sustainable technologies. The following graph shows that a BTC transaction causes about 945 kilograms of CO2, while the transaction of one $Lopes causes only 0.0003 kilogram. ![](/files/3YYioFdcd4pK32sIOtXD) # 7. Risk Factors ### Risk Factors The purchase of the Leandro Lopes Token (“**$Lopes**”) involves a high degree of risk, including but not limited to the risks described below. Before acquiring $Lopes tokens, it is recommended that each buyer carefully weighs all the information and risks detailed in this Whitepaper, and, specifically, the following risk factors. Please further note that the establishment and operation of the LL--Ecosystem may be subject to other risks not foreseen. ### 7.1 Risks Related to Issuer and its Business #### 7.1.1 Dependence on IT-Infrastructure The Lopes and the Lopes-Ecosystem is dependent on the functioning of the software applications, computer hardware, and the internet. This implies that no assurances can be given that a system failure would not adversely affect the use of the $Lopes token. Despite the intended implementation of all reasonable network security measures, the processing IT-systems, in particular used centre servers, are vulnerable to computer viruses, physical or electronic break-ins or other disruptions of a similar nature. Computer viruses, break-ins or other disruptions caused by third parties may result in interruption, delay, or suspension of services, which would limit the use of the Lopes. #### 7.1.2 Smart Contract Limitations Smart contract technology may carry significant operational, technological, regulatory, reputational and financial risks. Consequently, it cannot be ensured that smart contracts to the extent used will properly work or that it contains no flaws, vulnerabilities or issues which could cause technical problems and thereby can cause damages. #### 7.1.3 Insufficient Penetration of the Fashion Market The success of the $Lopes and the LL-Ecosystem depends on the growth of the Leandro Lopes fashion business and accordingly of the user base of the $Lopes token. Although the Leandro Lopes community already has approximately 30,000 members, it is not ensured that all of these will remain in the future. Furthermore, the planned growth of the Leandro Lopes community reaching more than 10,000,000 members by 2029 cannot be assured. #### 7.1.4 Competition The fashion market is extremely competitive. Leandro Lopes is still a young brand that wishes to establish itself in the upper market segment for younger fashion-conscious buyers. Whether it will succeed cannot be predicted with certainty. The decisive factors depend on a competitive marketing strategy that takes into account the latest developments, especially across social media and digital environments. The required involvement of celebrities and influencers is necessary for growth in brand reach and relevance across a strong fashion-based audience. Direct competitors are, for example, Philipp Plein, Balenciaga, but also Louis Vuitton, Prada and Gucci. Admittedly, their products are still significantly more expensive than Leandro Lopes products as they have considerably greater financial power for successful gain in market share. These strong fashion brands have already recognized the virtual fashion world, which appeals to younger customers in particular. Against this background, it is not certain that Leandro Lopes will be able to achieve its goals and the success aimed for in its long-term strategy. In such a case, the value of the Lopes would suffer; also, a total loss cannot be excluded. #### 7.1.5 Strategic & Business Risks Strategic risk is the risk associated with future business plans and the strategies of the Issuer. Improper strategic choices or the actual implementation of strategic decisions, as well as lack of responsiveness to changes in the economic environment, can have a serious and significant impact on prospective financial results. The Leandro Lopes Group’s main strategic decision is to expand its business activities to the USA and Asia. The implementation of this strategic decision requires presumably the use of considerable financial resources. The amount of about EUR 10 million that the Leandro Lopes Group aims to spend to achieve successful implementation for these purposes might be far too low. In the case that there will be a need to invest more money than calculated, which might not be available at a certain point, the Leandro Lopes business might not develop as planned. Therefore, the main business risk that may materialise is that the Leandro Lopes Group will not be able to reach a substantial market share to attract masses of customers and the flow of businesses required to make use of the LL-ecosystem and $Lopes infrastructure across its communities. As a consequence, the value of the $Lopes could suffer. A total loss of the purchased $Lopes cannot be excluded. #### 7.1.6 Regulatory Risks The issuance of $Lopes up to an amount of CHF 5 million is permitted in Liechtenstein without registration under the TVTG. However, if $Lopes will be sold abroad, there might exist a different legal treatment concept. Such regulations may conflict with the current $Lopes and LL-Ecosystem. This may result in the need to make substantial modifications, and the suspension or termination of a part or all $Lopes functions and the LL-Ecosystem in a specific jurisdiction. In particular, the $Lopes token could be qualified and classified as security or payment token and therefore, may only be offered in certain jurisdictions only after registration and distributed in specific jurisdictions via regulated financial instruments brokers or agent intermediaries. If these requirements will not be met, the regulatory authorities in such countries might prohibit the sale of $Lopes and require the unravelling of the purchases of $Lopes tokens. However, the Leandro Lopes AG as issuer of $Lopes might not have the liquidity to pay back the purchase price to the purchasers of $Lopes. This is particularly the case if the amounts to be repaid are very high. Furthermore, should the $Lopes token be qualified by the Liechtenstein FMA as payment token, Leandro Lopes Holding AG would need to obtain and maintain an e-money licence. Although the current financial services are rendered by an e-money institute, it cannot be excluded that it will terminate its business relation with the Leandro Lopes Holding AG in the future, for example because of a change in its business politics. Should the Leandro Lopes Holding AG in such a case not be able to replace it by another e-money institution or bank nor obtain its own e-money licence, the LL-Ecosystem would collapse and therewith also the $Lopes token system. As a consequence, the investment in $Lopes tokens might be lost. #### 7.1.7 Force Majeure The performances under the LL-Ecosystem may be interrupted, suspended, or delayed due to force majeure circumstances. For the purposes of this Whitepaper, force majeure shall mean extraordinary events and circumstances which could not be prevented and shall include acts of nature, wars, armed conflicts, mass civil disorders, industrial actions, epidemics, lockouts, slowdowns, prolonged shortage or other failures of energy supplies or communication service, acts of municipal, state or federal governmental agencies, other circumstances beyond the Issuer’s control, which were not in existence at the time of the Whitepaper release. #### 7.1.8 Disclosure of Information Personal information received from holders of $Lopes, the information about the number of tokens owned, the wallet addresses used, and any other relevant information may be disclosed to law enforcement, government officials, and other third parties when the Leandro Lopes Group AG is required to disclose such information by law, subpoena, or court order. The Leandro Lopes Group AG shall at no time be held responsible for such information disclosure. #### 7.1.9 Lack of Funds from ITO Proceeds The Leandro Lopes Group AG may not reach the target sale amount and may not have sufficient funds to execute its business plan. Furthermore, the Leandro Lopes Group AG may not succeed in creating the necessary momentum and acceptance for $Lopes, which may result in low liquidity and depletion of trades. As a consequence, the positions and plans outlined in this Whitepaper may not only be altered as the project progresses, but also lead to a total loss of the purchased $Lopes. #### 7.1.10 Delayed Projects & Competition Although the Leandro Lopes Group AG believes that its assumptions underlying its forward-looking statements are reasonable, any of these may prove to be inaccurate. As a result, it can offer no assurances that the forward-looking statements contained in this Whitepaper will prove to be accurate. In light of the significant uncertainties inherent in the forward-looking statements contained herein, the inclusion of such information may not be interpreted as a warranty on the part of the Leandro Lopes Group AG that the objectives and plans of the LL-Ecosystem and the Leandro Lopes fashion business project will be successfully achieved. #### 7.1.11 Non-compliant Use or Misuse of Funds Generated Funds generated by the $Lopes-ITO shall be used in compliance with this Whitepaper. However, for different reasons, the generated funds may not be distributed accordingly. The order of as well as the amounts of the distributions may be changed. This may be caused for good reason, but also because of negligence. Also, the misuse of the generated funds cannot be excluded. This may harm the business of the Leandro Lopes Group AG, and thereby the value of the $Lopes and lead to a total loss of the paid purchase price. ### 7.2 Risks Related to the $Lopes #### 7.2.1 Value of $Lopes Once purchased, the value of the $Lopes may significantly fluctuate due to various reasons. For example, the markets on which $Lopes will be traded can be manipulated by third parties, the change of the market conditions for cryptocurrencies can be further restricted or prohibited by governments. If such a risk materialises, the purchase of the $Lopes token can even lead to a total loss. In the long run, there is no guarantee that users will be able to acquire sufficient $Lopes for their use within the LL-Ecosystem and through external platforms, nor is there any guarantee that users will be able to acquire $Lopes through external platforms. The total number of $Lopes is technically limited. If more $Lopes are used for mining purposes than $Lopes are used to purchase Leandro Lopes products and thus recaptured for the delivery and the supply of mined $Lopes, at some point there may not be enough $Lopes to meet mining demands and the Lopes LL-Ecosystem may collapse. Consequently, the value of the $Lopes may be lost. Furthermore, every $Lopes holder naturally carries the risk of volatile exchange rate fluctuations of the $Lopes towards both other cryptocurrencies and FIAT money exchange rates. Furthermore, every $Lopes holder naturally carries the risk of volatile exchange rate fluctuations of the $Lopes towards both other cryptocurrencies and FIAT money exchange rates. #### 7.2.2 Bitcoin and Ethereum Volatility The value development of the $Lopes may be significantly influenced by general digital currency market trends. Disruptions of the token market in general may lead to a severe depreciation of the value of $Lopes. Assumptions with respect to the foregoing involve, among other things, judgments about the future economic, competitive and market conditions and business decisions, most of which are beyond the control of the Leandro Lopes Group AG and are therefore difficult or impossible to accurately predict. #### 7.2.3 Tax Risks Holders of $Lopes tokens may be required to pay taxes associated with transactions contemplated herein. It will be a sole responsibility of $Lopes holders to comply with the tax laws of the jurisdictions applicable to them and pay all relevant taxes. In addition, it cannot be ruled out that the Leandro Lopes AG will have to pay taxes on the proceeds from the sale of the $Lopes tokens. In this case, the net profit could be lower than calculated. As a result, the Leandro Lopes AG might not have the funds it needs to achieve its business objectives. This could mean that the purchase of $Lopes tokens could prove to be useless. ### 7.3 Risk of Total Loss There is a risk that investments in the $Lopes could lead to a total loss of the paid purchase price for each of the reasons mentioned above or for any other reason ### # 8. LL-Charity Program ### LL-Charity Program Leandro Lopes and the Leandro Lopes Group (“**LL-Group**”) is dedicated to helping increase equal opportunities for socially and financially disadvantaged young people from the low-income quarters in the USA, favelas in Latin America and slums in parts of Africa. Details of the Leandro Lopes Charity Program (“**LL-Charity Program**”) will be developed by a five-headed LL-Charity Committee. Permanent members of this committee will be Leandro Lopes and Mohamad Sharif. The other three members will be appointed by them on an annual rotating basis. ### 8.1 Talent Development & Scholarships One element in achieving the charity goals is the promotion of talent and the granting of scholarships for university education. Young people interested in fashion design will be invited to participate in online design competitions that are held regularly. Participants must demonstrate their talent in designing shoes, T-shirts, jackets and other garments, as well as accessories. The best 20 participants of each contest are selected and take part in a final round, where a jury composed of top designers and celebrities, appointed by the LL-Charity Committee, will select three winners. The three winners will be given an opportunity to compete for a university scholarship at the expense of the LL- Group and the other 17 finalists will receive Leandro Lopes fashion items for their successful participation in the competition. Furthermore, the LL-Group may decide to offer jobs to the winners or assist them in finding employment in the fashion industry. . ### 8.2 Donations in Kind It is the company’s belief that disadvantaged young people should not be excluded from personal and/or educational developments due to a lack of clothing options. For this reason, the LL- Group will donate in kind a dedicated portion of up to 10,000 Leandro Lopes fashion items to disadvantaged youth on a yearly basis. The LL-Charity Committee will be given the responsibility to take final decisions regarding the distribution conditions and mechanisms of these donations. ### 8.3 Donations in Cash The LL-Group donates further money in amounts and purposes determined by the LL-Charity Committee. Currently, the LL-Group makes donations to non-profit organisations for charitable purposes, especially financially destitute children. # 9. Environment & Social Responsibility ### Environment & Social Responsibility The LL-Group is committed to environmental protection and contributes to the avoidance of CO2 emissions. It also pays attention to equal rights movements and gender equality across its activities, guided by international ESG standards. ### 9.1 CO2 Avoidance; Use of Renewable Energy The LL-Group has included in its corporate strategy clauses dedicated to the production of its fashion items to be produced in closest proximity to its direct consumer market, thus avoiding long transport routes that are harmful to the environment. The Leandro Lopes European market is served by production in Portugal. In the future, production in the USA and other countries will also be established accordingly to serve respected audiences and markets. The LL-Group incentives walking instead of transportation methods. For these purposes the $Lopes \[1] Shoe has been developed to further reward walking behaviour amongst the LL-Community. In addition, the LL-Group uses renewable energy as a source for needed energy. Offices and warehouses belonging to the LL-Group are already equipped with solar power systems. In Portugal, LL-Group currently purchases its electricity from renewable energy sources provided by local utility companies. ### 9.2 Fairness and Gender Equality A major element of social responsibility is the promotion of equal employment rights and the promotion of female employees within the LL-Group with 64% of the current workforce being women. Salary policies are governed by a principle of same work, same wage, independent of gender, religion, and origin of the employees. Employees receive above-average wages and benefit from good working conditions. LL-Group prides itself on taking into account respective life situations for each of its employees and heavily promotes internal growth and career development across its brand and ecosystem. *** # 10. Overview of the Development of the Fashion Market ### Overview of the Development of the Fashion Market ### 10.1 General The COVID-19 pandemic has changed the world we live in over the past two years. The years 2020 and 2021 will be remembered for their far-reaching impact on social, economic, cultural and psychological life and coexistence and will have a formative character for the future. These two years have led to global impairments and market disruptions, affecting the fashion and clothing industry as much as other industries. In 2019 to 2020, the fashion and clothing industry recorded a 20 percent decline in sales, while EBITA profit margin decreased by 3.4 percentage points to 6.8 percent. According to the McKinsey Global Fashion Index, a record of 69 percent of companies destroyed value in 2020, compared to 61 percent in 2019 and only 28 percent in 2011. About 7 percent of companies left the market, either due to financial difficulties or due to consolidation through acquisition.\[1] Driven by the drastic impact of the pandemic, 2022 will be a pivotal year for the fashion industry as companies seek to enter in recovery and grow while struggling with new and existing challenges. Nevertheless, the results of the State of Fashion 2022 report by The Business of Fashion (BoF) and McKinsey & Company reveal a generally optimistic outlook.\[2] According to McKinsey, the global fashion industry is setting itself up for a recovery in 2022, with sales that could exceed 2019 levels by 3% to 8%, with the strongest recovery expected in China and the U.S., while Europe lags behind. Supply chain pressures were identified as the biggest challenge facing the industry and are slowing the pace of recovery, with 67% of all companies expecting price increases in the coming year. Supply chain interruptions are expected to have a negative impact on margins. Companies must consider new sourcing and supply chain management strategies to meet consumer demand, as logistical congestion, rising shipping costs and bottlenecks only further complicate the supply chain system. Sustainability continues to play a major role for fashion companies and 60% of them are increasing their investment in closed-loop recycling solutions to mitigate their impact on the environment. 32% of industry executives see digitalization as the biggest potential growth driver, followed by sustainability (12%). Digital environments are becoming more and more advanced, offering increasingly multidimensional virtual worlds to billions of people. This also applies to the fashion industry where they are establishing themselves as one of the most important channels for reaching and attracting the lucrative younger consumer groups. Social shopping is experiencing an upswing across brands, from 37%. In the study, industry executives named social commerce as one of three topics that will have a particularly strong impact on their business in 2022. In this context the "metaverse" offers new opportunities for expanding audiences and increasing revenue for fashion brands. This is done by being able to monetize their digital products by developing and selling Non-fungible Tokens (NFTs) and allowing gamers to purchase, use and trade virtual fashion items themselves. With the gaming industry on a growth trajectory and potentially worth a total of $219 billion by 2024\[3], according to Newzoo, this means the metaverse offers a potential growth area for fashion companies. Sustainability and, in particular, circular economy and closed-loop recycling within the global fashion system are further important topics on which companies will increasingly focus their attention in 2022. According to Textile Exchange's Preferred Fiber & Materials Market Report 2021, less than 10% recyclable materials are used in the fashion world to date.\[4] Industry-wide investment is needed to expand closed-loop recycling technologies and processes so that they can help companies improve their environmental footprint. The maturity of technological solutions appears to be the most important factor in enabling the required expansion of closed-loop recycling solutions. While 60% of executives surveyed said they have invested in closed-loop recycling or at least plan to do so in the coming year, according to McKinsey, significant progress still needs to be made there if this is to become the mass standard. Furthermore, companies' own attitudes towards sustainability are becoming an increasingly important aspect of attracting and retaining talented employees. Employees today demand that their employers have values similar to their own and that meaningful work is a particularly important factor when deciding on an employer. The State of Fashion 2022 report by The Business of Fashion (BoF) and McKinsey & Company identified the following ten themes across three categories that will be critical for the fashion industry in 2022.\[5] **Category: Global Economy** Theme 01 - Uneven Recovery: Recovery from the pandemic will vary widely by region: Regions with stable healthcare and economic resilience will fare better than others. Fashion companies with an international presence will need to regularly assess local conditions and circumstances to mitigate risks. About 4 out of 5 vaccine doses worldwide have been administered in high- to upper-middle-income countries as of September 2021. Theme 02 - Logistics Gridlock: Pressure on global supply chains, rising costs and logistical bottlenecks are threatening the industry's ability to deliver products to its customers. Companies therefore need to rethink their sourcing strategies and introduce new supply chain management processes to meet demand in the coming year. From the viewpoint of 49% of fashion industry executives, supply chain disruptions will have a particularly serious impact on their business in 2022. **Category: Consumer Shifts** Theme 03 - Domestic Luxuries: A full recovery of international tourism is not expected before 2023. To offset losses from international buyers, luxury brands should focus more on domestic consumers. Air travel between Asia and Europe is likely to be 51% of 2019 levels in 2022. Theme 04 - Wardrobe Reboot: Loungewear and sportswear boomed during the pandemic. As the world gradually opens up and returns to normal, and societal restrictions fall away, consumers will begin spending more on other categories again. 37% of industry executives expect special occasion clothing to be one of the top three categories for year-over-year sales growth. Theme 05 - Metaverse Mindset: Fashion brands looking to increase their appeal to the valuable segment of younger consumers should explore the potential of non-fungible tokens (NFTs), gaming and virtual fashion to create new communities and revolutionize commerce. 81% of Generation Z have played video games in the past six months, an average of 7.3 hours per week. **Category: Fashion System** Theme 06 - Social Shopping: Fashion players are using social commerce to create seamless shopping experiences, from information search to purchase completion. Of course, the potential differs by market, but nonetheless, all companies should consider in-app checkout solutions, as well as testing live streaming, augmented reality and related technologies. 37% of fashion executives consider social commerce to be one of the top three issues that will impact their business in 2022. Theme 07 - Circular Textiles: The increased use of closed-loop recycling solutions in the fashion industry could help to optimize the environmental balance at the material level. These technologies are now well developed and are constantly being refined. Companies should therefore include them in their product development and introduce collection and sorting processes on a large scale. 60% of fashion executives have already invested in closed-loop recycling or plan to do so in the coming year. Theme 08 - Product Passports: Brands are increasingly using product passports to share information with consumers and their partners to provide greater transparency, improved authentication, and sustainability. To do this, however, they would have to agree on common standards and engage with pilot projects at scale. About two out of five executives in the fashion industry plan to introduce product passports in 2022 or have already done so. Theme 09 - Cyber Resilience: Companies are facing unprecedented challenges, including threats from cyber-attacks and misuse of data, to name a few. As a result, they must immediately adopt adequate protection and defence measures and make targeted investments to make digital security a top strategic imperative. 53% of executives believe their company is likely or very likely to be the victim of a critical cyberattack in 2022. Theme 10 - Talent Crunch: In the post-pandemic environment, both senior management and operations staff will rethink their priorities. If you want to attract and retain the best talent, you need to create a flexible, diverse and fully digitized work environment. 45% of fashion company employees cited "meaningful work" as a key influencer in their decision to stay with their employer. According to Bof-McKinsey's State of Fashion 2022 survey, digitization and sustainability offer the biggest growth opportunities for the fashion industry, while supply chain pressures will challenge the industry in 2022. The following charts show the top three responses, in % of respondents who mentioned these words:\[6] ![](/files/Nx41VJ8ImFpVXAJaXRl0) To Summarize, from virtual reality and digital fashion to the expansion of the circular economy, the latest trends and developments in the textile and apparel industry are promising. ### 10.2 Relevant Market Segment Luxury is on the move. While luxury retail was still hit hard in 2020 due to closures and travel restrictions that impacted the wealthiest consumers, it recovered to some extent in 2021. According to McKinsey, luxury segments already outperformed the overall market in 2020, while the mid-market segment in particular continued to come under pressure. The luxury was the only value segment that, as a whole, managed to maintain margins within its 10-year historic range. The prominent position of luxury brands can be attributed to the economic resilience of the more affluent segments of the population, resulting in sustained demand for bags, luxury jewellery and ready-to-wear.\[7] According to a Bain and Company study conducted in collaboration with Altagamma - the Italian Foundation for Luxury Goods Retailing - in 2021, Bain forecasts that the personal luxury goods market will continue to grow at a compound annual growth rate (CAGR) of 5 to 9 percent to EUR 360 billion to EUR 380 billion by 2025.\[8] International tourism, and therefore luxury brands, are expected to fully recover between 2023 and 2024. In the meantime, to compensate for the loss of international customers, luxury brands will have to focus on domestic and local consumers and add domestic market share to their existing markets. Corresponding to the State of Fashion 2022 report by The Business of Fashion (BoF) and McKinsey & Company Luxury fashion sales in the US and China will broadly recover by 2021, while Europe will not recover until beyond 2022. As travel shut down due to Covid-19 restrictions, domestic spend on luxury goods in China exploded as spend previously allocated abroad was repatriated to China. As a result, luxury markets in the US and Europe dropped, while China soared, also driven by duty-free incentives and local brand initiatives.\[9] ![](/files/7ppxD6ocBV0Wwa7S6mDY) According to Bain, Gen Y and Gen Z will represent more than 70 percent of the total personal luxury market by 2025. With the pandemic and recovery accelerating structural changes in the luxury market, luxury brands will continue to redefine themselves and become facilitators of social and cultural change. This is particularly visible in the growth of the second-hand luxury market where consumers are embracing luxury brands as "value seals" rather than purely "wealth seals" as in previous times. Trends like sharing & 2nd life business models, co-creation & customization, digital detox & sustainability, health & mindfulness are substantially changing luxury markets right now. Luxury brands, luxury customers, understanding of luxury - everything is in dynamic motion. While the pandemic initially challenged the luxury fashion industry on various levels, it has also accelerated the development of future strategies to address these challenges and inspired the industry to innovate, with a particular focus on the productive and efficient use of technology within the fashion value chain. In 2022, the use and development of technology in the fashion industry is expected to grow exponentially, with artificial intelligence, virtual and augmented reality, blockchain, and mobile commerce taking a standout position. ### 10.3 Fashion and Blockchain The fashion industry is showcasing its innovative spirit once again, using digital technologies and blockchain to break new grounds. In this respect, blockchain technology has become a tool that creates transparency, can reward users, and thus brings new shopping experiences. Fashion is going digital. The fashion industry is increasingly tapping into the virtual world, from digital influencers to the metaverse. Fashion companies are switching their product development to 3D. This opens up new possibilities. Digital products can be marketed online and tried on via personalized avatars before they have even been produced. Fashion shows and fashion campaigns with digital models such as Lil Miquela, a digital model with over three million followers on Instagram since 2016\[10], are becoming more and more popular in the fashion world. Finally, the virtual world of the metaverse opens up a whole new area for digital fashion. Fashion brands can sell their products not only in the real world, but via non-fungible tokens NFTs in virtual games, because fashion plays an increasingly important role there as well, for example in the design of personal avatars. The trend toward digital fashion and consumer worlds opens up a growth market that needs to be developed. Players on this market will include not only classic fashion companies, which combine the digital and real worlds of fashion with each other according to their individual business concept, but also fashion companies specializing purely in the digital world of fashion. According to McKinsey, the luxury and streetwear segments are particularly predestined for this new digital fashion world. The metaverse became one of the fashion industry’s hottest buzzwords in 2021, as interest in digital products linked to blockchain-powered nonfungible tokens (NFTs) exploded, and activity on virtual reality interfaces surged as the global fanbase of video games made their presence felt. Luxury brands vied to gain a foothold in these rapidly evolving virtual worlds.\[11] Blockchain technology has the potential to be harnessed and deployed on other levels as well. Among other things, it can serve as a means of combating brand piracy and counterfeiting. A chip replaces conventional QR codes that can be easily copied. The data on the chip cannot be manipulated. This means that the authenticity of the garment can always be proven. Especially for branded and luxury goods, this technology offers security against counterfeiting. The system is also suitable for second-hand business of high-value products, as buyers are guaranteed to purchase an original. The blockchain can help to make the origin, including any certificates and the history of products, transparent and therefore work as “Product Passports”. For all the marketing hype, there are indications that digital fashion assets can generate significant revenue streams, with monetization opportunities likely dependent on the psychology of shortages and limited editions that are driving NFTs along with the security of authentication and community-building potential they offer. The most likely fashion segments to lead the way are luxury and streetwear. ### 10.4 Competition Luxury fashion brands are ready to join the NFT party. Fashion NFTs had a pretty good run in 2021, with big-name brands jumping on the trend. 2022 is being announced as the year of fashion NFTs, driving competition among market-entering players. Dolce & Gabbana's NFT sale shows that millions are at stake here. With its Collezione Genesi, a hybrid physical/NFT concept, the Italian fashion house generated more than USD 6 million. The nine-piece collection featured five NFTs that were accompanied by custom physical pieces and four strictly digital NFTs. The physical items and the NFTs were then sold together to customers, appealing to the more traditional high-fashion clientele and explaining the high price tag. Recently acquired by Nike, digital fashion creator and NFT specialist RTFKT could be the next big name in the fashion industry. The company's business concept sets it apart from most of the current players dominating the industry in that very few of its products are physically tangible and the majority of its goods - more than 90 percent - are offered in the form of non-fungible tokens ("NFTs"), whether in the form of virtual sneakers or digital jeans, for example. The company generated more than USD 3 million with its Fewo Sneakers collection. The sneakers can be worn both in real life and in the Decentraland metaverse. Subsequently RTKFT has made developments to their lineup by partnering with the digital fashion house “The Fabricant” to create a new collection of 7 virtual items receiving 8 million USD in their latest round of fundraising. Nike plans to serve and grow RTFKT's creative communities and extend its digital footprint. The British luxury fashion house Burberry has collaborated with Mythical Games to develop a non-fungible token (NFT) collection that can be used and resold in the digital party game Blankos Block Party. Gucci's entry into NFT world came with the auction of its four-minute short film Aria as NFT, created and directed by Alessandro Michele, the brand's creative director, along with photographer Floria Sigismondi. The NFT was sold at Christie's for USD 25,000. Louis the Game, a video game released by fashion house Louis Vuitton that can be downloaded to mobile devices, followed a more traditional path where players could search for thirty hidden collectible NFTs, by ten of which were designed in collaboration with the famous digital artist Beeple. NFTs in this game were open for collection and are not for sale to the public. Givenchy took a similarly traditional route into the world of NFTs. Together with digital artist Chito, fifteen unique NFT avatars were created and sold on OpenSea, the largest marketplace for NFTs. With the Balmain X Barbie collection, French luxury fashion label Balmain has partnered with U.S. toy company Mattel to create a collection of three NFT Barbie avatars that feature a unique set of Balmain fashions. The high-end streetwear label Overpriced as sold for USD 26,000 on the platform “Blockparty” a wearable NFT-powered Hoodie as one-of-one piece with scannable V-codes that allow users to wear, authenticate and show off their unique NFT through a pop-up image link on any smartphone. Another player within the NFT party is Auroboros. A digital fashion house inspired by biomimicry and pioneering an IRL X URL future that is sustainable and inclusive. Its products are digital couture purchasable as NFTs on Decentraland. Auroboros debuted as first-ver biomimicry digital ready-to-wear collection line at London Fashion Week 2021. As a direct competitor in the Luxury Streetwear sector, Philipp Plein is positioning itself in the Metaverse Universe. According to NFT Culture, Philipp Plein may not be the first designer to bring clothing to the Metaverse. But, he is the first designer to have a brand new line made exclusively in Decentraland by humanoids. Plein bought a property there in February for over USD one million and named it Plein Plaza. Plein was also the first fashion designer to accept crypto payments last year.\[12] Plein is launching his vision of Plein Sport, as a hyperfuturistic sportswear brand, as bringing Plein Sport NFT collection to life digitally, meaning no models and no catwalks but humanoid robots that guide you into Decentraland and give you an exclusive view of Plein Plaza. Following the motto be an art collector not just a sneaker owner, his new clothing line will feature a digitized sneaker collection in the form of NFTs, with each NFT accompanied by a physical sneaker. The Luxury Brands Selling Luxury NFTs\[13] ![](/files/tx9fbg7L6VgwlP3m3KrH) \*Converted from ETH on 10.02.2022 \*\* Digital collectable sneakers brand, acquired by Nike in December 2021 \*\*\* Collectable but not for sale In terms of the fashion industry, the Metaverse is still a young market in the process of development. Nevertheless, the targeted entry of luxury fashion houses shows the importance of this new market and the potential it offers. The market has not yet been divided up, but claims are being staked out. Those who establish themselves now may gain a leading edge, set trends, reshape the fashion scene and may tap into new target groups and sales markets. # 11. Issuer **11.1 $Lopes Token Issuer Information** The Issuer of the $Lopes is the Leandro Lopes AG, a private stock corporation, registered in the company register of Lichtenstein, having its registered seat at Schaaner Straße 13, Vaduz, Liechtenstein. Founding shareholders of the Issuer are Mohamad Sharif (90%) and Stanislav Scharapow (10%). The founding shareholder Mohamad Sharif will transfer his shares of the Issuer to the Leandro Lopes FZCO, a private limited liability company to be established by Leandro Lopes in Dubai, United Arab Emirates. After the share transfer, Mohamad Sharif and Leandro Lopes will hold 51% of the shares of the Leandro Lopes FZCO. The Leandro Lopes FZCO is the owner of the brand name “Leandro Lopes” and will provide the Issuer with the main license for the use of the brand name. The board of directors of the Issuer (Verwaltungsrat) are: * Mr. Dr. Wolfgang Strub resident in Vaduz, Liechtenstein, * Mr. Mohamad Sharif residing in Gladbeck, Germany, and * Mr. Stanislav Scharapow, Gronau, Germany. Mr. Sharif has been appointed as president of the board of directors and Chief Marketing Officer. Mr. Scharapow has been appointed as Chief Technical Officer. Two members of the board of directors jointly represent the Company. Mr. Leandro Lopes, Stadtlohn, Germany, is employed as non-executive Chief Strategy Officer of the Issuer. The share capital of the Issuer amounts to CHF 100,000. The fiscal year of the Issuer equals the calendar year and runs from 1 January to 31 December of each year, but the year 2022 is the first year and therefore starts from the day of incorporation of the Issuer. The purpose of the Issuer is \- the production, trade and distribution of shoes, textiles, and accessories of all kinds and \- the holding and managing of shares of companies in the Principality of Liechtenstein and abroad as well as the financing of the companies held. The Company is furthermore entitled \- to advise the companies held, and \- to acquire, own, manage, exploit, and dispose of trademarks, patents and other intellectual property rights and in particular to grant licenses for the use of its intangible assets and property rights as well as the commercial use of property rights in any form commercially. The company may engage all commercial and financial transactions, which serve its purpose. Excluded are transactions which require a separate permission of the Liechtenstein Financial Market Authority. **11.2 Corporate Governance and Compliance of the Issuer** The Issuer has introduced corporate governance and compliance rules. These rules have been adopted by the Board of Directors (Verwaltungsrat) in the form of binding organizational regulations including: organisational and compliance rules, internal control mechanisms, conflict of interest rules, general risk management rules, business continuity management rules, KYC/AML due diligence rules (Sorgfaltspflichten), and IT and blockchain process and responsibilities rules. **11.3 Establishment of an Internal Control Mechanism** **11.3.1 Legal Requirements** Leandro Lopes AG ensures voluntarily the following: (1) With respect to basic information \- the disclosure of basic information at all times (Art. 30 to 38 TVTG) during the token issuance and at least ten years thereafter; \- the prevention of abuse with regard to the possibility of the token transferee to waive basic information (Art. 31 para. 1 let. a TVTG); and \- the implementation of the token issue in accordance with the terms of the basic information (2) the maintenance of the operated activities in case of interruptions during the token issuance (Business Continuity Management). **11.3.2 Basic Information Control Policy** The internal Basic Information Control Policy regarding the dealing with basic information and the performance of the ITO in accordance with the terms & conditions shall be implemented by the management of the Company prior to the commencement of the issuance of the $Lopes. To this end, the compliance function shall prepare a list of all relevant persons who must comply with this policy. The list shall be approved by the management. The list shall be updated by the compliance function on an ongoing basis. The compliance with the policy shall be monitored by the compliance function on a regular basis. The compliance function shall conduct trainings on the importance of and compliance with the internal Basic Information Control Policy on a regular basis, but at least twice a year. The compliance function shall report to the management of the company on his activities on a regular basis, but at least two times a year. (a) Disclosure of Basic Information The basic information (Art. 30 to Art. 38 of the TVTG) must be always disclosed during the period of the issuance of the $Lopes and, in addition, for a period of at least 10 years thereafter. The disclosure shall be ensured by making the basic information paper (Whitepaper) permanently available to all interested parties on the company’s website. In addition, the Whitepaper shall be sent free of charge in electronic form to any interested party upon request. The compliance function shall be responsible for ensuring that it is always available and conduct reviews on a regular basis, but at least quarterly. (b) No Waiver of Basic Information No acquiror of $Lopes shall have the possibility to waive the right to inspect the Basic Information Paper (Whitepaper) (Art. 31 para. 1 let. a). For this purpose, the Compliance Officer shall conduct inspections. (c) Performance of the ITO in accordance with its Terms & Conditions The $Lopes must be issued strictly in accordance with the terms of the Whitepaper. Compliance with the terms and conditions of the Whitepaper (in the respective version) shall be ensured by the compliance function through trainings and shall be checked at least quarterly. In accordance with Article 17 of the TVTG, the Issuer implemented the special internal control mechanism described below, which has the quality of an internal policy to be observed at all times by the Issuer’s management and all persons involved in the process of sale and transfer of $Lopes (“**Internal Control Policy**”). Prior to the commencement of the issuance of the $Lopes, the compliance function shall prepare a list of all relevant persons who must comply with this policy. The list shall be approved by the management. The list shall be updated by the compliance function on an ongoing basis. The compliance with the policy shall be monitored by the compliance function on a regular basis. The compliance function shall conduct trainings on the importance of and compliance with the internal Basic Information Control Policy on a regular basis, but at least twice a year. The compliance function shall report to the management of the company on his activities on a regular basis, but at least two times a year. **11.4 Business Continuity Management** The Business continuity management includes, in particular, ensuring IT security and IT functionality as well as the emergency concept. It is described in detail in the Organizational Instruction Leandro Lopes AG, Liechtenstein. **15.4 Registration and KYC/AML** The purchase, sale and transfer of $Lopes by the Issuer to the purchasers is subject to the Liechtenstein Act on Tokens and VT Service Providers (Gesetz vom 3. Oktober 2019 über Token und VT-Dienstleister) –TVTG. The TVTG forms the legal framework for transaction systems based on trustworthy technologies transaction systems and regulates in particular: (a) the civil law basis in relation to tokens, the representation of rights by means of tokens, as well as their transfer; and b) the supervision and the rights and obligations of VT service providers. However, the Issuer is not yet registered as a VT service provider in the meaning of this law because it offers tokens to the public in its own name or in the name of a principal to the public up to an amount of CHF 5 million in the beginning. As soon as the Issuer will be registered as VT service provider, it may sell $Lopes for more than CHF 5 million. The owner of $Lopes is a person who is holding the VT key. He has the power of the disposal over the $Lopes. Since the Issuer creates the $Lopes at the Lopes generation event, it is holding the respective VT key and is therefore the first owner of the created $Lopes. If the Issuer purchases $Lopes to distribute $Lopes in accordance with its loyalty, status, and mining program, it will acquire the respective private VT key. The disposal of a Lopes requires that (a) the transfer of the Lopes has been completed in accordance with the rules of the VT-System and the transferor and transferee agree to transfer the right to dispose of the Lopes; and b) the transferor is entitled to dispose of the Lopes in accordance with Article 5 of the TVTG. In compliance with these requirements, the purchaser of $Lopes must fill in and sign an online subscription form claiming the will to buy and acquire a certain number of $Lopes for a certain purchase price. As soon as the purchaser has registered for the purchase of $Lopes tokens, paid the purchase price, and passed the required KYC and/or AML processing, the purchases is then connected through the metamask wallet to a presale application account, achieved by downloading the browser-add on within metamask. The purchased $Lopes will then be transferred via a smart contract into the wallet of the purchaser. As soon as the purchased $Lopes arrives, the transaction is considered completed. If the received $Lopes tokens are not vested, the owner can freely use his $Lopes for staking for a certain period. # 12. Management Team and Senior Employees of the LL-Group ### Management Team and Senior Employees of the LL-Group The organisation of the LL-Group consists currently of a total of 30 people. The core LL-Team of the LL-Group includes: ![](/files/lVRPBbF681IDMWbNKs9O) **Leandro Lopes – (non-executive) Chief Strategy Officer** Leandro Lopes started designing shoes and other fashion products at the age of 13. Through his extensive experience in the fashion industry and a unique understanding of the operational frameworks needed to run a successful fashion line, Leandro was able to build the ‘Leandro Lopes’ brand from the ground up to what it is today. Leandro continues to focus on the growth and scalability of the LL brand, heading production, processing and quality control which allow ‘Leandro Lopes’ to be considered as one of the highest quality and upcoming fashion brands in Europe. !\[Ein Bild, das Person, Wand, Mann, drinnen enthält. Automatisch generierte Beschreibung]\(file:///C:/Users/User/AppData/Local/Temp/msohtmlclip1/01/clip\_image004.jpg)![](/files/cJrexIn7u4ojytCKGLj9) **Mohamad Sharif – Chief Marketing Officer** Mohamad Sharif has built a successful career and experience in the public relations and marketing sector, contributing to various projects which have led to his contribution and high-level affiliation to the Leandro Lopes brand. Mohamad has over 10 years in influencer management, building an internal network of influencers including A-list celebrities, entrepreneurs, music, and movie icons used to develop outward marketing campaigns and enhanced brand engagement and reach. !\[Ein Bild, das Person, Wand, Mann, drinnen enthält. Automatisch generierte Beschreibung]\(file:///C:/Users/User/AppData/Local/Temp/msohtmlclip1/01/clip\_image006.jpg)![](/files/dXmpmsZz1kyLWSR5jr4O) **Stanislav Scharapow – Chief Technical Officer** Stanislav is responsible for the whole technical ecosystem and operations infrastructure of the Leandro Lopes Group. Stanislav has over 10 years of experience, working previously for several well-known E-Commerce Companies. He has also tremendous and extensive experience in building highly scalable models for growth, previously achieving 9-figure yearly turnovers. !\[Ein Bild, das Person, Anzug, Mann, tragen enthält. Automatisch generierte Beschreibung]\(file:///C:/Users/User/AppData/Local/Temp/msohtmlclip1/01/clip\_image008.jpg)![](/files/3AqQrV80NyQ5pLbmtcPD) **Dr. Wolfgang Strub – Member of the Board of Directors** Wolfgang has more than 25 years of international banking experience and has held senior positions in financial analysis and portfolio management for many years. Among others, he worked for Darier & Co, Schweiz. Volksbank and Banque Paribas. He is a member of the Liechtenstein Banking Commission (1997 - 2004). Since 2007 owner and managing director of Taragon Capital AG, Vaduz, and Treuhandgesellschaft Strub AG. !\[Ein Bild, das Person, Mann, Brille, haltend enthält. Automatisch generierte Beschreibung]\(file:///C:/Users/User/AppData/Local/Temp/msohtmlclip1/01/clip\_image010.jpg)![](/files/ihw15byDjfuljfvDgDJs) **Hugo Melo - Head of Sneaker Design** With his classical education in industrial Footwear design and Textile manufacturing, Hugo has 15 years’ experience in fashion design and is currently a very important component of the Leandro Lopes design team. Hugo has worked as designer in several international textile and fashion brands. As of 2016, Hugo has taken responsibility as Head of Sneaker Design for the whole Leandro Lopes sneaker portfolio, focusing on the look and feel of the brand now and more importantly in the future. ![](/files/qYxLnsI1QDMWmWS9MtQT) **Louis Thesing - Head of Sales** After achieving a Bachelor of Arts in “Fashion and Design Management” Louis started to work full-time for Leandro Lopes as Head of Sales focusing purely on the German market. As Head of Sales, Louis manages the control of international sales agencies and is currently responsible for international fairs and exhibitions. !\[Ein Bild, das Person, Wand, Mann, darstellend enthält. Automatisch generierte Beschreibung]\(file:///C:/Users/User/AppData/Local/Temp/msohtmlclip1/01/clip\_image014.jpg)![](/files/OJTVsb0M8a6oim4XP3gW) **Marcel Korth - Product Manager** Parallel to completing his Bachelor of Arts in “Fashion and Design Management” in university in Düsseldorf, Marcel started working for Leandro Lopes as part-time product manager. Marcel is responsible for managing the product throughout each Lifecycle, gathering and prioritising product and customer requirements and working closely with the production quality assurance Team. !\[Ein Bild, das Person, Wand, Kleidung, darstellend enthält. Automatisch generierte Beschreibung]\(file:///C:/Users/User/AppData/Local/Temp/msohtmlclip1/01/clip\_image016.jpg)![](/files/1QsIYIkbHMJQo33ul93Z) **Angelina Leuker - Head of Accounting** Finishing her education as a qualified accountant in 2013, Angelina has worked for 6 years as a well-known tax and business consultant. Since 2019 Angela operates as the Head of Accounting at Leandro Lopes and is responsible for running the scalable and professional accounting structure needed for international expansion. !\[Ein Bild, das Person, Wand, Mann enthält. Automatisch generierte Beschreibung]\(file:///C:/Users/User/AppData/Local/Temp/msohtmlclip1/01/clip\_image018.jpg)![](/files/4dvbE1dtXaZhnoH4hhFz) **Andre Perreira - Head of Logistics** Andre has been a part of the Leandro Lopes brand from its starting stages. To date, Andre has set up all the logistic processes across the Leandro Lopes operations. With the growing turnover, Andre has set up a scalable logistic process for international logistics and orders. In 2021 Andre and his team managed to send out over 20.000 packages to international private customers and additionally hundreds of pallets to resellers and sales agencies. !\[Ein Bild, das Person, Mann enthält. Automatisch generierte Beschreibung]\(file:///C:/Users/User/AppData/Local/Temp/msohtmlclip1/01/clip\_image020.jpg)![](/files/PHFrOpaPxHG25K4AIXeo) **Victor Santos – Factory Director Portugal** Victory has over 20 years of experience in producing shoes and factory management strategies. Since 2018, Victor has been working as the Factory Director responsible for all processes in the Leandro Lopes shoe factory. Victor is continuously improving the supply chain workflow within the factory and ensuring that all necessary standards are fulfilled. # 13. Advisors ### Advisors ![](/files/JuSKOdUgqpW6kzX2HeB5) **Jason Hung** Jason was rated as one of top ICO expert by ICOHolder and ICObench since 2018. He is a results-driven and innovative thinking executive with extensive knowledge in general management, sales, product marketing, project management, managing operations, product management, and corporate development experience with start-up, leading companies in the consulting, enterprise software, IT, animation and movie production and mobile markets. ![](/files/FJiAkJKX2sqOCQeeecx3) **Robert Wojciechowski** Robert Wojciechowski as an expert in multi-industry strategy marketing and management has been engaged in traditional finance for 30 years and blockchain and cryptocurrency for over 5 years with world reputation. He took part in the establishment of, among others, the Polish Audit Bureau of Circulation and Polish Readership Survey. In 2018 he also organised the Polish Internet Survey where he acted as the President of the Management Board. The President of the Board of the Blockchain Chamber of Commerce and New Technologies. In OAAM Consulting Ltd he provides entities with blockchain strategy and support in crowdfunding and business tokenization. !\[A person with a beard Description automatically generated with low confidence]\(file:///C:/Users/User/AppData/Local/Temp/msohtmlclip1/01/clip\_image002.gif)![](/files/i0zcfwA3sOwwF8czWCvX) **Tobias Engelsberger** Working in Management for several international- ly renowned companies, Tobias is a leading ex- pert in the fields of IT and marketing with a concentration on mobile payment and cloud-based SaaS Solutions. After receiving his diploma in media and computer science, he immediately began his career in management positions in the IT industry. Throughout the last 10 years, he has been responsible for building several SaaS business models and worked as advisor in several ICO projects. !\[A person in a suit Description automatically generated with medium confidence]\(file:///C:/Users/User/AppData/Local/Temp/msohtmlclip1/01/clip\_image004.gif)![](/files/6kCcxi08S7j8GlSfHXqD) \ **Marco Rechenberg** After his law studies (University of Hamburg, Boston University, Harvard University), postgraduate degree and admission to the bars of Germany and the state of New York Marco Nikolaj Rechenberg took a job as editor of the German edition of Vanity Fair out of his passion for journalistic writing. He held various positions at numerous magazines for over ten years, covering the worlds of fashion and luxury. Most recently, he served as Deputy Editor-in-Chief of GQ and Editor-in-Chief of GQ Watches. As an internationally renowned expert in fashion, Marco Nikolaj Rechenberg founded the agency ADVISORY BOARD Rechenberg Consulting in 2020 to be a creative sparring partner for the industry and to develop PR and communication strategies at the highest level. !\[A person wearing glasses Description automatically generated with medium confidence]\(file:///C:/Users/User/AppData/Local/Temp/msohtmlclip1/01/clip\_image008.gif)![](/files/kBb3Pgaue4Ke8swpLugv) **Jassem Osseiran** Jassem is an advisor in the financial services, alternative investments sector with a demonstrated history in leading commercial operations, strategic partnerships, and capital deployment. He collaborates with investors, entrepreneurs, and regulators to identify, qualify and maximise opportunities across the digital assets space. With a background in technology, digital media, and corporate finance, Jassem has worked across a number of boards to develop traditional businesses entering new digital environments. !\[A person in a black suit Description automatically generated with medium confidence]\(file:///C:/Users/User/AppData/Local/Temp/msohtmlclip1/01/clip\_image010.jpg)![](/files/F9QwOR9YXsPg15jFqY8N) **Danny Membre** Danny Membre is an entrepreneur who has built several successful businesses. His entrepreneurial path is a successful one. Danny is a fire starter, a networker and brings companies and individuals together. That makes him good at what he does and that is helping and building companies. # 14. Celebrities and Influencers ### Celebrities and Influencers One of the biggest strengths of the Leandro Lopes brand is its collaboration with celebrities and influencers. The partner and marketing director, Mohamad Sharif, has many celebrity contacts, as a result of which well-known artists such as Jerome Boateng, James Rodriguez, Floyd Mayweather, Migos, P Diddy, Lil Baby, Neymar, Jason Derulo, Tyga, Snoop Dog or Kollegah, among others, have posted Leandro Lopes products for free on their own social media channels, thus reaching a significant number of followers for the LL brand. This can generate very high reach, which in turn translates into higher sales figures in the Leandro Lopes online store. Due to the cost-effective ways to quickly and easily collaborate with well-known influencers like the ones mentioned above, the Issuer will try to leverage its contracts and promote the “Lopes token offer” through careful promotion. Elaborate photo and video shoots will be used to showcase the selection process involving the influencers as brand ambassadors, awareness, perception and reach of the Leandro Lopes brand. # 15. LL-Token Offering ### LL-Token Offering The Lopes is designed as a utility token. In the form of a digital voucher, it enables the purchase of Leandro Lopes products (online or in LL-Flagship Stores) and forms the basis for a comprehensive loyalty program (cash back, status program, mining; see section 5. above). The funds raised during the Lopes-Offering (private and public presale) will be used to finance the expansion of the Leandro Lopes fashion business by the further development of the Leandro Lopes brand into the USA and later to Asia and to establish LL-Flagship Stores (for details see section 4.3 above). In addition, the Lopes serves as a central means for the continued development of the Leandro Lopes community, allowing its members to contribute to the development of the Leandro Lopes brand and earn money from the Lopes. The number of $Lopes is limited. Therefore, the value of $Lopes will increase as the demand for them increases. $Lopes needed for loyalty or mining purposes will only be taken from the LL-Mining Pool. New $Lopes are not created. Therefore, the value of the Lopes can be expected to increase due to the scarcity of $Lopes. ***Lock-up Period (Vesting)*** ***$Lopes*** purchased during the Private Sale or Public Sale are principally available after the completion of the Lopes sale, i.e. the purchased $Lopes will be delivered to the wallet of the purchaser. However, the $Lopes will remain locked-up (vested). This means that the $Lopes are not immediately at the free disposal of the respective $Lopes holder at the time of the listing, which is currently expected to take place on February 15, 2023, but are released in tranches as follows: ● 100% of the purchased $Lopes will be committed to a hard-lock of 6 months ● 50% of the purchased $Lopes will be released immediately after lock up period, cliff ● Linear release of the remaining 50% of the purchased $Lopes over a 6 month period- released daily starting June 1, 2023. Investors will be able to sell $Lopes tokens if and to the extent the purchased $Lopes tokens are released. $Lopes tokens earned by using the LL-Ecosystem (war-to-earn, loyalty tokens and mined tokens) or purchased without a discount are not vested. ### 15.1 LL-Token Economics (Tokenomics) **Token name**: $Lopes **Ticker symbol**: Lopes **Platform**: Polygon **Total amount of $Lopes**: 650,000,000 **Fundraising amount**: less than CHF 5,000,000 **Private Presale Start**: June 1, 2022 **Private Sale of $Lopes**: 90,000,000 **Private Sales Price**: USD 0,25 = 1 $Lopes **Private Sale Discount**: 30% **Final Private Sales Price**: USD 0.175 = 1 $Lopes **Public Presale of $Lopes**: 60,000,000 **Public Sale Start**: September 1, 2022 **Public Presales Price**: USD 0.25 = 1 Lopes **Discount Rates**: Depending on the purchase amount **Minimum purchase amount**: USD 100 **Exchange Listing Price**: USD 0.35 **Market Capitalization Listing**: USD 227,5 million **Unsold $Lopes**: Remain in the LL-Mining Pool ### 15.2 Timing, Pricing, Discount & Collections The offering of the Lopes is divided in two only presales phases. The private pre sale phase begins on the June 1, 2022, and ends on the August 31, 2022, followed by the public presale phase, which begins on the of September 1, 2022, and ends on the 30th of November 2022. As adherence to the schedule depends on various parameters, the start and end dates of the individual sales phases may change. For example, if the volume of $Lopes per pre-sale phase is exhausted earlier than planned, the Issuer may decide to start the public pre-sale earlier. A change in the offering schedule will be announced publicly, in particular by means of a notice on the Issuer's website. The sales price is USD 0.25 per Lopes. However, during the private presale a discount of 30% on the sales price is given, ending up to an effective sales price of USD 0.175 per Lopes. The sales price shall usually be settled by the transfer of USD, EUR or CHF. The Issuer will initially accept USDT. At a later stage, other stable coins or more established crypto currencies may be accepted. Payments can be made by bank-to-bank transfer. A licensed payment service provider will be used to receive payment by credit card and with USTD. During the public presale, there is no general discount on the purchase. Instead, there is a discount system that depends on the amount of investment paid for the purchase of $Lopes. The principle is that the more money that will be spent for the purchase of $Lopes tokens, the higher the discount rate. The respective discount rate is strictly related to one transaction, i.e., the purchase transactions of a single buyer are not added up. The Issuer envisages to raise by the offering an amount of up to approximately less than CHF 5million. The further details are summarised in the following table. . | Pre-Sales Phases | Timeframe | Token Allocation | Price per Lopes | Discount | Effective Price | Potential Collection | | ---------------- | ------------------- | ------------------------- | --------------- | ------------------------ | --------------- | -------------------- | | Private Presale | 01.06.22 – 31.08.22 | 90 million | 0.25 USD | 30% | 0.175 USD | 15.75 million USD | | Public Presale | 01.09.22 -30.11.22 | 60 million | 0.25 USD | Depending on paid amount | 0.250 USD | 15 million USD | | Last Call | 01.12.22 -31.12.22 | Remaining $Lopes (if any) | 0.25 USD | See before | 0.250 USD | open | **Oversubscription** The $Lopes Token Offer is limited to a maximum amount of CHF 25 million. If and to the extent that purchases exceed the maximum amount, purchases exceeding it will be cancelled and the amounts paid will be refunded to the buyers. Cancellations will be made in the chronological order from the last subscription to the subscription that exceeds the CHF 25 million limit. Should the CHF 25 million limit be exceeded, no more purchase applications will be accepted. Below are the discount rates that will be given during the public pre-sale period and the number of $Lopes that will be delivered to the buyer depending on the purchase price paid for $Lopes. The following contains the discount rates granted in dependence on the paid purchase price for $Lopes: | **Paid Purchase Price in USD** | **Discount Rate** | **Number of $Lopes based on the USD 0.25 per $Lopes** | | ------------------------------ | ----------------- | ----------------------------------------------------- | | 100 | 0.0% | 400 | | 250 | 2.5% | 1,026 | | 500 | 5.0% | 2,105 | | 1,000 | 10.0% | 4,444 | | 2,500 | 12.5% | 11,429 | | 5,000 | 15.0% | 23,529 | | 10,000 | 20.0% | 50,000 | | 15,000 and above | 25.0% | 80,000 | The number of $Lopes tokens granted at the discounted levels mentioned is fixed. ### 15.3 Purchase, Sale and Transfer of $Lopes The Issuer voluntarily bases the purchase, sale and transfer of $Lopes to buyers on the Liechtenstein Token and VT Service Provider Act (TVTG). The owner of $Lopes is a person who is holding the VT key. He has the power of the disposal over the $Lopes. Since the Issuer creates the $Lopes at the Lopes generation event, it is holding the respective VT key and is therefore the first owner of the created $Lopes. If the Issuer purchases $Lopes to distribute $Lopes in accordance with its loyalty, status, and mining program, it will acquire the respective private VT key. The disposal of a Lopes requires that (a) the transfer of the Lopes has been completed in accordance with the rules of the VT-System and the transferor and transferee agree to transfer the right to dispose of the Lopes; and b) the transferor is entitled to dispose of the Lopes in accordance with Article 5 of the TVTG. In compliance with these requirements, the purchaser of $Lopes must fill in and sign an online subscription form claiming the will to buy and acquire a certain number of $Lopes for a certain purchase price. As soon as the purchaser has registered for the purchase of $Lopes tokens, paid the purchase price, and passed the required KYC and/or AML processing, the purchases is then connected through the metamask wallet to a presale application account, achieved by downloading the browser-add on within metamask. The purchased $Lopes will then be transferred via a smart contract into the wallet of the purchaser. As soon as the purchased $Lopes arrives, the transaction is considered completed. If the received $Lopes tokens are not vested, the owner can freely use his $Lopes for staking for a certain period. ### 15.4 Registration and KYC/AML The purchase, sale and transfer of $Lopes by the Issuer to the purchasers is subject to the Liechtenstein Act on Tokens and VT Service Providers (Gesetz vom 3. Oktober 2019 über Token und VT-Dienstleister) –TVTG. The TVTG forms the legal framework for transaction systems based on trustworthy technologies transaction systems and regulates in particular the civil law basis in relation to tokens, the representation of rights by means of tokens, as well as their transfer. However, the Issuer is not yet registered as a VT service provider in the meaning of the TVTG because it offers tokens to the public in its own name or in the name of a principal to the public up to an amount of CHF 5 million. As soon as the Issuer will be registered as VT service provider, it may sell $Lopes for more than CHF 5 million. The owner of $Lopes is a person who is holding the VT key. He has the power of the disposal over the $Lopes. Since the Issuer creates the $Lopes at the Lopes generation event, it is holding the respective VT key and is therefore the first owner of the created $Lopes. If the Issuer purchases $Lopes to distribute $Lopes in accordance with its loyalty, status, and mining program, it will acquire the respective private VT key. The disposal of a Lopes requires that (a) the transfer of the Lopes has been completed in accordance with the rules of the VT-System and the transferor and transferee agree to transfer the right to dispose of the Lopes; and b) the transferor is entitled to dispose of the Lopes in accordance with Article 5 of the TVTG. In compliance with these requirements, the purchaser of $Lopes must fill in and sign an online subscription form claiming the will to buy and acquire a certain number of $Lopes for a certain purchase price. As soon as the purchaser has registered for the purchase of $Lopes tokens, paid the purchase price, and passed the required KYC and/or AML processing, the purchases is then connected through the metamask wallet to a presale application account, achieved by downloading the browser-add on within metamask. The purchased $Lopes will then be transferred via a smart contract into the wallet of the purchaser. As soon as the purchased $Lopes arrives, the transaction is considered completed. If the received $Lopes tokens are not vested, the owner can freely use his $Lopes for staking for a certain period. ### 15.5 Delivery of Purchased $Lopes; Disposal Restrictions (Vesting) $Lopes purchased during the Private Sale or Public Sale will be delivered to the -wallet of the Purchaser upon completion of the $Lopes sale. However, 50% of the $Lopes acquired at a discount remain locked in (vested) for a period of 6 months following the listing of the $Lopes. For example, if a purchase of $Lopes is completed on the 1st of July 2022 for a discount of 30%, the purchaser can dispose of 50% of the purchased tokens. The further 50% will be released across the vesting period 6 months after the listing. If the listing takes place on the 15th of February 2023, the remaining 50% will be released on the 15th of August 2023. The $Lopes that the LL-Team receives as an incentive for their services are vested as follows: * 50% for a period of 36 months and * 50% after a further period of 12 months after the listing of the $Lopes token. $Lopes that will be purchased without a discount or mined by the owner of $Lopes are not vested. These can freely be sold and transferred. . ### 15.6 Token Allocation The total number of $Lopes that will be created is limited by the system to 650 million. The $Lopes shall be allocated as follows: | **Use** | **Number of $Lopes** | **Share in %** | | ---------------------- | -------------------- | -------------- | | Presale | 150 million | 23,08 | | Team | 85 million | 13,08 | | LL-Mining Pool | 70 million | 10,77 | | Liquidity Reserve | 160 million | 24,62 | | Marketing | 70 million | 10,77 | | Listing Tokens | 4.5 million | 0,69 | | Sales | 20.5 million | 3,15 | | Staking Pool | 40 million | 6,15 | | Reserve Community Drop | 50 million | 7,69 | | **Total** | **650million** | **100.00** | ### 15.7 Use of Lopes Sales Proceeds The revenues from the ITO are intended mainly to finance the expansion of the Leandro Lopes fashion business to the USA and to open LL-Flagship Stores in Los Angeles and Dusseldorf, further promoting the Leandro Lopes brand name and Community. These investments will start to take place immediately after a successful closing of the ITO. Furthermore, the development and implementation of blockchain and metaverse strategies into the existing Leandro Lopes’ fashion business will require a significant investment for implementation. Finally, the sales & marketing of $Lopes tokens will be carried out by independent distributers. The fees for their services will be calculated at 19% of the revenue generated from the ITO sales. The funds generated from the sale of $Lopes shall be used as follows: ▪ Marketing and PR: 25% ▪ Influencer Marketing: 10% ▪ R\&D: 5% ▪ 2 Flagship LL Stores: 15% ▪ Team: 10% ▪ Market Making: 20% ▪ Web3 Design/ Product Development: 10% ▪ Legal & Consulting: 5% # 16. Road Map ### Road Map The Issuer expects to raise approximately CHF 25 million by the LL-ITO until the end of 2022. According to the business plan, the Lopes-Group’s business will develop as follows: In 2023, a Leandro Lopes Fashion company will be established in Los Angeles and the first LL-Flagship Store will be opened there. A second LL-Flagship Store will be opened in Dusseldorf. Further LL-Flagship Stores will follow in London, Paris, Miami and New York in 2025. In 2026, the Leandro Lopes Group will start with its expansion in Asia and open LL- Flagship Stores in Singapore, Tokyo, Hong Kong and Shanghai. The milestones of the turnover of the Lopes-Group are projected as follows: • End of 2023: USD 25 million • End of 2025: USD 50 million • End of 2029: USD 200 million The LL-Community is expected to count 350,000 members by the end of 2029. At the end of 2023, the LL-Metaverse will be introduced where users can create games and geographies for others, and which provides multiplayer games or social spaces for other entertainment and investment purposes. Customers will be able to enter virtual social places where participants meet celebrities, show off, play sports or other games and interact with all areas of the LL ecosystem. **Q1 2022** • Private Pre-Sale Contracts • Pre-Sale Frontend • Locked LP & Vesting Schedule • Release on Polygon - Alpha **Q3 2022** • Public Presale • Launch on $LOPES Sneaker sales • Deployment of LL APP • Staking mechanism **Q1 2023** • Listing of the $Lopes Token • Limited Edition NFT Drops • Entrance into GameFi • Migration to 3D Boutique LL NFT Marketplace **Q4 2023** • Last Call for remaining $Lopes (if any) • Opening of LL-Flagship Stores in Dusseldorf and Los Angeles; • Introduction of the LL-Metaverse • Turnover of the LL-Group: USD 25 million p.a **BEYOND** • Opening of LL-Flagship Stores in London, Dubai, Paris, Berlin, Monaco, Milan, New York, Singapore, Tokyo, Hong Kong and Shanghai • LL-Group’s turnover: USD 200 million • LL Digital footprint of 10 million users • Strategies developed to support AR/VR and immersive technology # 17. Disclaimer PLEASE READ THIS SECTION AND THE FOLLOWING SECTIONS ENTITLED “DISCLAIMER OF LIABILITY”, “NO REPRESENTATIONS AND WARRANTIES”, “REPRESENTATIONS AND WARRANTIES BY YOU”, “CAUTIONARY NOTE ON FORWARD-LOOKING STATEMENTS”, “MARKET AND INDUSTRY INFORMATION AND NO CONSENT OF OTHER PERSONS”, “NO ADVICE”, “NO FURTHER INFORMATION OR UPDATE”, “RESTRICTIONS ON DISTRIBUTION AND DISSEMINATION”, “NO OFFER OF SECURITIES OR REGISTRATION” AND “RISKS AND UNCERTAINTIES” CAREFULLY. IF YOU ARE IN ANY DOUBT AS TO THE ACTION YOU SHOULD TAKE, YOU SHOULD CONSULT YOUR LEGAL, FINANCIAL, TAX OR OTHER PROFESSIONAL ADVISOR(S). The Lopes is not intended to constitute securities or financial instruments in any jurisdiction. This Whitepaper does not constitute a prospectus or offer document of any sort and is not intended to constitute an offer of securities or a solicitation for investment in securities in any jurisdiction. This Whitepaper does not constitute or form part of any opinion on any advice to sell, or any solicitation of any offer by the Issuer of the Lopes to purchase any Lopes nor shall it or any part of it nor the fact of its presentation form the basis of, or be relied upon in connection with, any contract or investment decision. The Issuer is the Leandro Lopes AG, Liechtenstein, and will deploy all proceeds of sale of the $Lopes to fund the herein described expansion of the Leandro Lopes businesses and operations. No person is bound to enter into any contract or binding legal commitment in relation to the sale and purchase of the $Lopes and no cryptocurrency or other form of token is to be accepted based on this Whitepaper. Any agreement between the Issuer and you as a purchaser, and in relation to any sale and purchase of the Lopes (as referred to in this Whitepaper) is to be governed only by a separate document setting out the terms and conditions (the “T\&Cs”) of such agreement and the applicable TVTG, Liechtenstein. In the event of any inconsistencies between the T\&Cs and this Whitepaper, the former shall prevail. You are not eligible and not allowed to participate in the Lopes ITO(as referred to in this Whitepaper) if you are a citizen, resident (tax or otherwise) or green card holder of the United States of America, People’s Republic of China or a citizen or resident of the Republic of Singapore, Socialist Republic of Vietnam or resident of a country where American embargoes and sanctions are in force, namely Iran, North Korea, Syria, Sudan, or Cuba. This Whitepaper forms a basic information sheet (*Basis Informations Dokument*) in the meaning of the TVTG. No regulatory authority has examined or approved of any of the information set out in this Whitepaper. No such action has been or will be taken under the laws, regulatory requirements or rules of any jurisdiction. The publication, distribution or dissemination of this Whitepaper does not imply that the applicable laws, regulatory requirements, or rules have been complied with. There are risks and uncertainties associated with the Lopes, the different elements of the LL-Ecosystem and their respective services, businesses, and operations (each as referred to in this Whitepaper). This Whitepaper, any part thereof and any copy thereof must not be taken or transmitted to any country where distribution or dissemination of this Whitepaper is prohibited or restricted. No part of this Whitepaper is to be reproduced, distributed or disseminated without including this section and the following sections entitled “Disclaimer of Liability”, “No Representations and Warranties”, “Representations and Warranties By You”, “Cautionary Note On Forward-Looking Statements”, “Market and Industry Information and No Consent of Other Persons”, “Terms Used”, “No Advice”, “No Further Information or Update”, “Restrictions On Distribution and Dissemination”, “No Offer of Securities Or Registration” and “Risks and Uncertainties”. DISCLAIMER OF LIABILITY To the maximum extent permitted by the applicable laws, regulations and rules, the Leandro Lopes AG or any entity or person being a part of the LL-Ecosystem shall not be liable for any 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), arising out of or in connection with any acceptance of or reliance on this Whitepaper or any part thereof by you. NO REPRESENTATIONS AND WARRANTIES The Leandro Lopes AG and any entity or person being a part of the LL-Ecosystem does not make or purport to make, and hereby disclaims, any representation, warranty or undertaking in any form whatsoever to any entity or person, including any representation, warranty or undertaking in relation to the truth, accuracy and completeness of any of the information set out in this Whitepaper. REPRESENTATIONS AND WARRANTIES BY YOU By accessing and/or accepting possession of any information in this Whitepaper or such part thereof (as the case may be), you represent and warrant to the Leandro Lopes AG or any entity or person being a part of the LL-Ecosystem as follows: (a) you agree and acknowledge that the Lopes does not constitute securities in any form in any jurisdiction; (b) you agree and acknowledge that this Whitepaper does not constitute a prospectus or offer document of any sort and is not intended to constitute an offer of securities in any jurisdiction or a solicitation for investment in securities and you are not bound to enter into any contract or binding legal commitment and no cryptocurrency or other form of payment must be accepted based on this Whitepaper; (c) you agree and acknowledge that no regulatory authority has examined or approved of the information set out in this Whitepaper, no action has been or will be taken under the laws, regulatory requirements or rules of any jurisdiction and the publication, distribution or dis-semination of this Whitepaper to you does not imply that the applicable laws, regulatory requirements or rules have been complied with; (d) you agree and acknowledge that this Whitepaper, the undertaking and/or the completion of the ITO of the Lopes, or future trading of the Lopes on any cryptocurrency exchange, shall not be construed, interpreted or deemed by you as an indication of the merits of the Leandro Lopes AG or any entity or person being a part of the LL-Ecosystem; (e) the distribution or dissemination of this Whitepaper, any part thereof or any copy thereof, or acceptance of the same by you, is not prohibited or restricted by the applicable laws, regulations or rules in your jurisdiction, and where any restrictions in relation to possession are applicable, you have observed and complied with all such restrictions at your own expense and without liability to the Leandro Lopes AG or any entity or person being a part of the LL-Ecosystem; (f) you agree and acknowledge that in the case where you wish to purchase any Lopes, the Lopes is not to be construed, interpreted, classified, or treated as: • any kind of currency other than cryptocurrency; • debentures, stocks or shares issued by any person or entity • rights, options or derivatives in respect of such debentures, stocks or shares; • units in a collective investment scheme; • units in a business trust; • derivatives of units in a business trust; or • any other security or class of securities. (g) you are fully aware of and understand that you are not eligible to purchase any Lopes if you are a citizen, resident (tax or otherwise) or green card holder of the United States of America or a citizen or resident of the People’s Republic of China or the Republic of Singapore; (h) you have a basic degree of 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, Blockchain technology and smart contract technology; (i) you are fully aware and understand that in the case where you wish to purchase any Lopes, there are risks associated with the Lopes and the LL-Ecosystem and their respective services, business and operations; (j) you agree and acknowledge that neither the Leandro Lopes AG nor any entity or person being a part of the LL-Ecosystem is liable for any 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), arising out of or in connection with any acceptance of or reliance on this Whitepaper or any part thereof by you; and rights under a contract for differences or under any other contract the purpose or pretended purpose of which is to secure a profit or avoid a loss; (k) all the above representations and warranties are true, complete, accurate and non-misleading from the time of your access to and/or acceptance of possession of this Whitepaper or such part thereof (as the case may be). CAUTIONARY NOTE ON FORWARD-LOOKING STATEMENTS All statements contained in this Whitepaper, statements made in press releases or in any place accessible by the public and oral statements that may be made by the Leandro Lopes AG and/or any entity or person being a part of the LL-Ecosystem, including their respective directors, executive officers or employees acting on behalf of them that are not statements of historical fact, constitute “forward-looking statements”. Some of these statements can be identified by forward-looking terms such as “aim”, “target”, “anticipate”, “believe”, “could”, “estimate”, “expect”, “if”, “intend”, “may”, “plan”, “possible”, “probable”, “project”, “should”, “would”, “will” or other similar terms. However, these terms are not the exclusive means of identifying forward-looking statements. All statements regarding the Leandro Lopes AG’s financial position, business strategies, plans and prospects and the prospects of the industry which the Leandro Lopes AG and/or any other entity or person being a part of the LL--Ecosystem is in are forward-looking statements. These forward-looking statements, including but not limited to statements as to the Leandro Lopes AG’s or the LL-Ecosystem’s revenue and profitability, prospects, future plans, other expected industry trends and other matters discussed in this Whitepaper are matters that are not historical facts, but only predictions. These forward-looking statements involve known and unknown risks, uncertainties and other factors that may cause the actual future results, performance or achievements of the Leandro Lopes AG and the LL-Ecosystem to be materially different from any future results, performance or achievements expected, expressed or implied by such forward-looking statements. These factors include, amongst others: (a) changes in political, social, economic and stock or cryptocurrency market conditions, and the regulatory environment in the countries in which the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem conducts its respective businesses and operations; (b) the risk that the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem may be unable or execute or implement their respective business strategies and future plans; (c) changes in interest rates and exchange rates of fiat currencies and cryptocurrencies; (d) changes in the anticipated growth strategies and expected internal growth of the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem; (e) changes in the availability and fees of the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem in connection with their respective businesses and operations; (f) changes in the availability and salaries of employees who are required by the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem to operate their respective businesses and operations; (g) changes in preferences of customers of the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem; (h) changes in competitive conditions under which the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem operate, and the ability of the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem to compete under such conditions; (i) changes in the future capital needs of the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem and the availability of financing and capital to fund such needs; (j) war or acts of international or domestic terrorism; (k) occurrences of catastrophic events, natural disasters and acts of God that affect the businesses and/or operations of the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem; (l) other factors beyond the control of the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem; and (m) any risk and uncertainties associated with the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem and their businesses and operations, the $Lopes tokens and the Lopes-ICO (each as referred to in the Whitepaper). All forward-looking statements made by or attributable to the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem or persons acting on behalf of the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem are expressly qualified in their entirety by such factors. Given that risks and uncertainties that may cause the actual future results, performance or achievements of the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem to be materially different from that expected, expressed or implied by the forward-looking statements in this Whitepaper, undue reliance must not be placed on these statements. These forward-looking statements are applicable only as of the date of this Whitepaper. Neither the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem nor any other person represents, warrants and/or undertakes that the actual future results, performance or achievements of the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem will be as discussed in those forward-looking statements. The actual results, performance or achievements of the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem may differ materially from those anticipated in these forward-looking statements. Nothing contained in this Whitepaper is or may be relied upon as a promise, representation or undertaking as to the future performance or policies of the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem. Further, the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem disclaim any responsibility to update any of those forward-looking statements or publicly announce any revisions to those forward-looking statements to reflect future developments, events or circumstances, even if new information becomes available or other events occur in the future. MARKET AND INDUSTRY INFORMATION AND NO CONSENT OF OTHER PERSONS This Whitepaper includes market and industry information and forecasts that have been obtained from internal surveys, reports and studies, where appropriate, as well as market research, publicly available information and industry publications. Such surveys, reports, studies, market research, publicly available information and publications generally state that the information that they contain has been obtained from sources believed to be reliable, but there can be no assurance as to the accuracy or completeness of such included information. Save for the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem and their respective directors, executive officers and employees, no person has provided his or her consent to the inclusion of his or her name and/or other information attributed or perceived to be attributed to such person in connection therewith in this Whitepaper and no representation, warranty or undertaking is or purported to be provided as to the ac-curacy or completeness of such information by such person and such persons shall not be obliged to provide any updates on the same. While the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem have taken reasonable actions to ensure that the information is extracted accurately and in its proper context, the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem have not conducted any independent review of the information extracted from third party sources, verified the accuracy or completeness of such information or ascertained the underlying economic assumptions relied upon therein. Consequently, neither the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem, nor their respective directors, executive officers and employees acting on their behalf makes any representation or warranty as to the accuracy or completeness of such information and shall not be obliged to provide any updates on the same. TERMS USED To facilitate a better understanding of the Lopes being offered for purchase by the Leandro Lopes AG, and the businesses and operations of the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem, certain technical terms, and abbreviations, as well as, in certain instances, their descriptions, have been used in this Whitepaper. These descriptions and assigned meanings should not be treated as being definitive of their meanings and may not correspond to standard industry meanings or usage. Words importing the singular shall, where applicable, include the plural and vice versa and words importing the masculine gender shall, where applicable, include the feminine and neuter genders and vice versa. References to persons shall include corporations. NO ADVICE No information in this Whitepaper should be considered business, legal, financial or tax advice regarding the Lopes, the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem and the Lopes-ICO (each as referred to in the Whitepaper). You should consult your own legal, financial, tax or other professional advisor regarding the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem and their respective businesses and operations, the $Lopes tokens and the LL-ITO(each as referred to in the Whitepaper). You should be aware that you may be required to bear the financial risk of any purchase of $Lopes tokens for an indefinite period. NO FURTHER INFORMATION OR UPDATE No person has been or is authorized to give any information or representation not contained in this Whitepaper in connection with the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem and their respective businesses and operations, the $Lopes tokens and the Lopes-ICO (each as referred to in the Whitepaper) and, if given, such information or representation must not be relied upon as having been authorized by or on behalf of the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem. The Lopes-ITO (as referred to in the Whitepaper) shall not, under any circumstances, constitute a continuing representation or create any suggestion or implication that there has been no change, or development reasonably likely to involve a material change in the affairs, conditions and prospects of the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem or in any statement of fact or information contained in this Whitepaper since the date hereof. RESTRICTIONS ON DISTRIBUTION AND DISSEMINATION The distribution or dissemination of this Whitepaper or any part thereof may be prohibited or restricted by the laws, regulatory requirements, and rules of any jurisdiction. In the case where any restriction applies, you are to inform yourself about, and to observe, any restrictions which are applicable to your possession of this Whitepaper or such part thereof (as the case may be) at your own expense and without liability to the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem. Persons to whom a copy of this Whitepaper has been distributed or disseminated, provided access to or who otherwise have the Whitepaper in their possession shall not circulate it to any other persons, reproduce or otherwise distribute this Whitepaper or any information contained herein for any purpose whatsoever nor permit or cause the same to occur. NO OFFER OF SECURITIES OR REGISTRATION This Whitepaper does not constitute a prospectus or offer document of any sort and is not intended to constitute an offer of securities or a solicitation for investment in securities in any jurisdiction. No person is bound to enter into any contract or binding legal commitment and no cryptocurrency or other form of payment is to be accepted based on this Whitepaper. Any agreement in relation to any sale and purchase of Lopes (as referred to in this Whitepaper) is to be governed by only the T\&Cs of such agreement and no other document. In the event of any inconsistencies between the T\&Cs and this Whitepaper, the former shall prevail. You are not eligible to purchase any Lopes in the Lopes-ITO (as referred to in this Whitepaper) if you are a citizen, resident (tax or otherwise) or green card holder of the United States of America or a citizen or resident of the People’s Republic of China or the Republic of Singapore. No regulatory authority has examined or approved of any of the information set out in this Whitepaper. No such action has been or will be taken under the laws, regulatory requirements, or rules of any jurisdiction. The publication, distribution or dissemination of this Whitepaper does not imply that the applicable laws, regulatory requirements, or rules have been complied with. RISKS AND UNCERTAINTIES Prospective purchasers of Lopes (as referred to in this Whitepaper) should carefully consider and evaluate all risks and uncertainties associated with the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem and their respective businesses and operations, the $Lopes tokens, and the LL-ITO (each as referred to in the Whitepaper), all information set out in this Whitepaper and the T\&Cs prior to any purchase of $Lopes. If any of such risks and uncertainties develops into actual events, the business, financial condition, results of operations and prospects of the Leandro Lopes AG and/or any other entity being a part of the LL-Ecosystem Provider could be materially and adversely affected. In such cases, you may lose all or part of the value of the $Lopes. JURISDICTION AND GOVERNING LAW The ITO, any related material and especially the content of this Whitepaper, the Whitepaper itself and any associated documents and material and any conflict arising from it or in relation to it shall be exclusively governed by the laws of Liechtenstein. The courts of Liechtenstein shall have the whole and exclusive jurisdiction.