Token & NFT Disclaimer

Last updated: April 27, 2026

Music Hall of Fame Club Ecosystem — Master Policy

Effective date: April 27, 2026 Version: 2.0 Last updated: April 27, 2026

Canonical version: This policy is published canonically at musichofc.com/policies/token-disclaimer and applies across the Music Hall of Fame Club ecosystem. The version published at musichofc.com/policies/token-disclaimer controls in case of any inconsistency.

Important Notice

This Disclaimer applies to your interaction with the Music Hall of Fame Club ecosystem, including the $JPACA utility token, the Jammin' Alpacas NFT collection, the Mystery Mint mechanism, and any current or future digital assets issued under the Music Hall of Fame Club (collectively, the "Ecosystem").

Read this Disclaimer carefully before participating in any aspect of the Ecosystem. Participation involves real and material risks. By participating, you confirm that you have read and accepted these risks.

This Disclaimer is provided in addition to, and not in substitution for, the Music Hall of Fame Club Terms of Use, Privacy Policy, NFT License & Usage Rights, Community Guidelines, and Commerce & Fulfillment Policy. In the event of any inconsistency, the Terms of Use control.

1. No Investment, Securities, or Financial Instrument

The $JPACA token and the Jammin' Alpacas NFTs are not offered, sold, or marketed as:

Securities under the U.S. Securities Act of 1933 or any other securities law
Investment contracts, ownership interests, or equity in Jammin Alpacas LLC, the Music Hall of Fame Club, or any affiliate
Commodities, derivatives, or other financial instruments
Yield-bearing assets, deposits, or loans
Funds, pooled investment vehicles, or fractional interests in any underlying asset

Acquiring, holding, or transferring $JPACA or a Jammin' Alpacas NFT does not entitle you to:

Profits, dividends, distributions, revenue share, or financial returns
Voting rights or governance rights in Jammin Alpacas LLC
Any claim against the assets, operations, or future cash flows of Jammin Alpacas LLC

Nothing in the Ecosystem constitutes an offer to sell securities or a solicitation of an offer to buy securities. Participation in the Ecosystem should not be interpreted as an investment, and should not be entered into with the expectation of profit, appreciation, or financial return.

2. No Financial, Legal, Tax, or Investment Advice

Nothing on the Music Hall of Fame Club websites, in our communications, or within the Ecosystem constitutes financial, legal, tax, or investment advice. You are solely responsible for evaluating the legal, financial, tax, and other consequences of acquiring, holding, transferring, or disposing of $JPACA, Jammin' Alpacas NFTs, or any other digital asset.

You are encouraged to consult independent professional advisors before participating in any aspect of the Ecosystem. Jammin Alpacas LLC and its founders, officers, employees, contractors, and agents are not your fiduciaries.

3. The $JPACA Utility Token

$JPACA is a utility token deployed on the Base network (an Ethereum Layer 2). It is intended solely to support participation within the Music Hall of Fame Club Ecosystem.

3.1 Specifications

Network: Base
Standard: ERC-20
Total Supply: 25,000,000,000 (25 billion), fixed
Decimals: 18
Symbol: $JPACA

3.2 Utility

$JPACA is intended to be used to:

Acquire Mystery Boxes during the Mystery Mint
Receive community rewards distributed by Jammin Alpacas LLC at its discretion
Support such other ecosystem mechanics as Jammin Alpacas LLC may introduce from time to time

$JPACA is not a payment currency for general commerce on The Merch Table or any other operating property. It is not pegged to any external asset. Its market price will fluctuate.

3.3 No Guarantees

Jammin Alpacas LLC does not guarantee:

Any specific market value, liquidity, or tradability of $JPACA
Continued availability of any particular utility, benefit, or use case
The performance, security, or continued operation of any third-party marketplace, exchange, wallet, or other service that handles $JPACA
That $JPACA will be listed on any centralized or decentralized exchange

3.4 Administrative Functions

The $JPACA smart contract includes administrative functions (Burn, Freeze, and Pause) that allow Jammin Alpacas LLC to respond to security incidents, regulatory requirements, and operational needs. These functions exist for legitimate purposes and represent a centralization point in the current architecture. Holders should understand that:

Jammin Alpacas LLC retains administrative control of the contract today
Misuse, error, or compromise of the keys controlling these functions could result in adverse consequences for holders
Specifics on multisig configuration, timelock parameters, and any planned trajectory toward decentralization will be disclosed prior to mainnet launch

4. The Jammin' Alpacas NFT Collection

The Jammin' Alpacas NFT collection is a 10,000-piece collection of digital collectibles deployed on the Base network. NFTs in the collection are governed by the NFT License & Usage Rights published at musichofc.com/policies/licenses.

4.1 Nature of the NFTs

Jammin' Alpacas NFTs are membership credentials of the Music Hall of Fame Club Founding Membership Community. Holders use their NFT to authenticate access to gated areas of the Music Hall of Fame Club ecosystem, receive holder benefits at The Merch Table, exercise weighted voting on the Jammin' Review, and participate in the Founding Membership Community.

The artwork associated with each NFT is the visual representation of that membership. The combined NFT-and-artwork is a digital collectible and a membership artifact. NFT ownership confers the rights described in the NFT License, and nothing more. NFT ownership does not confer:

Equity, voting rights, or revenue share in Jammin Alpacas LLC
Any guarantee of continued benefits, features, or experiences
Any rights in the Brand, trademarks, or logos of the Music Hall of Fame Club beyond what is expressly granted in the NFT License
Any rights in music, sound recordings, or other audio assets unless expressly stated in a Collection Schedule

4.2 Membership Benefits Are Not Guaranteed

Any access, utility, discounts, or benefits associated with holding a Jammin' Alpacas NFT:

Are subject to change, expansion, or discontinuation at any time
Are conditioned on the Holder's continued compliance with the Terms of Use, NFT License, and Community Guidelines
Do not create contractual rights beyond the rights expressly granted in the NFT License

5. The Mystery Box Promotional Program

The Music Hall of Fame Club operates a tiered promotional program through which holders who acquire $JPACA at specified thresholds receive a complimentary Mystery Box that opens to reveal a Jammin' Alpacas NFT membership credential.

5.1 Structure of the Promotional Program

The consideration in each transaction is for the $JPACA token, which carries its own utility within the Music Hall of Fame Club ecosystem (including community rewards eligibility, ecosystem participation, and other utility described in Section 3 of this Disclaimer). The Mystery Box and the resulting Jammin' Alpacas NFT membership credential are provided as promotional bonuses with the $JPACA purchase, at no additional charge.

The four promotional tiers are:

Floor — receive a Floor Mystery Box upon $12.50 (USD-equivalent) $JPACA purchase
Balcony — receive a Balcony Mystery Box upon $25 (USD-equivalent) $JPACA purchase
Backstage — receive a Backstage Mystery Box upon $50 (USD-equivalent) $JPACA purchase
Afterparty — receive an Afterparty Mystery Box upon $100 (USD-equivalent) $JPACA purchase

Different tiers provide access to different membership credentials, with credentials at higher tiers featuring rarer artwork from the Jammin' Alpacas collection. Specific rarity weightings for each tier are published on the Music Hall of Fame Club and Jammin' Alpacas websites and are encoded in the smart contract.

5.2 The NFT as a Membership Credential, Not a "Prize"

The Jammin' Alpacas NFT received through the Mystery Box promotional program is a membership credential in the Music Hall of Fame Club, as described in Section 4.1 of this Disclaimer and in the NFT License & Usage Rights. It is not a financial reward, a prize, or a yield on the $JPACA purchase. Its value to the holder is its function as a membership credential — authenticating access to the Club, enabling holder benefits, and serving as the holder's identity within the Founding Membership Community.

The promotional structure (purchase $JPACA, receive a complimentary membership credential) is comparable to standard "gift with purchase" promotions, tiered loyalty programs, and membership-tier benefits used across consumer commerce. The structure is not a paid randomization mechanic, a loot box, or a wagering arrangement: the consideration sits with $JPACA (an item of independent utility), and the membership credential is a complimentary bonus.

5.3 Probabilistic Reveal Within Each Tier

Within each tier's pool, the specific Jammin' Alpacas NFT membership credential a holder receives is determined by a verifiable on-chain randomness mechanism. By participating in the promotional program, you acknowledge and accept that:

The specific membership credential revealed within your tier's pool is determined by chance
Mystery Boxes are burned upon opening; the reveal is final and recorded on-chain
No refunds, exchanges, substitutions, credits, or recourse of any kind are available based on dissatisfaction with a revealed Jammin' Alpaca, as the NFT is a membership credential rather than a purchased product

You should be willing to accept whichever membership credential you receive within your selected tier's pool. The pool you draw from is determined by your tier; the specific credential within that pool is determined randomly.

5.4 Jurisdictional Compliance

The Mystery Box promotional program is structured as a "promotional gift with purchase" mechanic and is not intended as, and is not, a paid randomization mechanic, a loot box, a sweepstakes, a contest, or a gambling product. The consideration is for the $JPACA token; the membership credential is a complimentary bonus.

Notwithstanding this characterization:

Jammin Alpacas LLC may restrict participation from specific jurisdictions where applicable law requires
You are responsible for ensuring that your participation in the promotional program complies with all applicable laws and regulations in your jurisdiction
If the promotional program is not available in your jurisdiction, you must not participate

6. Risks of Participation

Participation in the Ecosystem involves real risks. The list below is illustrative, not exhaustive. New risks may emerge that are not described here.

6.1 Market and Value Risks

The market value of $JPACA and Jammin' Alpacas NFTs may decline substantially or to zero
There is no guarantee of liquidity at any particular price or at all
Digital asset markets are volatile and subject to sudden changes in sentiment, demand, regulation, and macroeconomic conditions
The market for music-themed Web3 projects has experienced significant boom-and-bust cycles since 2021; current market conditions may not support the long-term success of any particular project

6.2 Smart Contract and Technical Risks

The $JPACA token contract and the Jammin' Alpacas NFT contract are smart contracts; they may contain bugs, vulnerabilities, or logic errors despite professional development and audit
A successful exploit, oracle failure, or audit gap could result in partial or total loss of holder funds, inability to mint or transfer tokens or NFTs, or inability of the Ecosystem to function as described
The Base network is a Layer 2 operated by Coinbase; risks specific to Layer 2 networks include sequencer downtime, withdrawal delays, dependency on Ethereum mainnet for ultimate security, and possible network upgrades that affect contract behavior

6.3 Custody Risks

You are responsible for the security of your wallet, recovery phrases, and private keys
Jammin Alpacas LLC does not have access to holder wallets and cannot recover lost or stolen tokens, NFTs, or funds
Loss of access to a wallet results in permanent loss of any tokens or NFTs held in that wallet
Use of hardware wallets and other strong security practices is your responsibility

6.4 Regulatory Risks

The legal and regulatory treatment of digital assets is evolving rapidly across jurisdictions
Token issuance, NFT mints, randomized digital purchases, and cross-border digital asset distribution are all subject to active regulatory attention in the United States, the European Union, the United Kingdom, and other major jurisdictions
Regulatory developments may make it more difficult, expensive, or impossible for Jammin Alpacas LLC to continue operating the Ecosystem as currently designed
Holders bear the risk of regulatory developments affecting their participation, the Ecosystem mechanics, or the benefits described in our communications

6.5 Operational Risks

Jammin Alpacas LLC may modify, suspend, or discontinue any feature, benefit, or operation of the Ecosystem at any time
Roadmap items, planned features, and forward-looking communications reflect current intent only and do not constitute commitments
Third-party platforms (wallets, marketplaces, exchanges, infrastructure providers, payment processors) may experience downtime, security incidents, or terms changes that affect your participation
Jammin Alpacas LLC is not responsible for the operation, security, or behavior of any third-party platform

6.6 Centralization Risks

The Ecosystem currently relies on the trustworthiness, operational discipline, and continued operation of Jammin Alpacas LLC
Administrative functions on the smart contracts (Burn, Freeze, Pause) represent a centralization point disclosed in Section 3.4
Decentralization of administrative control, where it occurs, will be implemented progressively over time

7. Jurisdictional Restrictions

Acquisition of $JPACA and participation in the Jammin' Alpacas NFT collection are not available, permitted, or appropriate in all jurisdictions.

7.1 Restricted Persons

The following persons are not permitted to participate in the Ecosystem:

Persons or entities subject to United States economic sanctions, including persons appearing on the U.S. Treasury Department's Office of Foreign Assets Control ("OFAC") Specially Designated Nationals and Blocked Persons List, the Sectoral Sanctions Identifications List, or any other OFAC sanctions list
Persons or entities subject to United Nations, European Union, United Kingdom, or other applicable sanctions
Persons resident in, organized under the laws of, or otherwise subject to the jurisdiction of, any country or territory subject to comprehensive U.S. sanctions (currently including Cuba, Iran, North Korea, Syria, the Crimea region of Ukraine, the so-called Donetsk People's Republic and Luhansk People's Republic regions of Ukraine, and any other comprehensively-sanctioned country or region as may be designated from time to time)
Persons whose participation would violate applicable law in their jurisdiction, including securities, consumer protection, gambling, sweepstakes, anti-money-laundering, or sanctions law

7.2 Compliance Responsibility

You are responsible for:

Ensuring that your participation in the Ecosystem complies with all applicable laws and regulations in your jurisdiction
Understanding and complying with any tax, reporting, or licensing obligations that arise from your participation
Refraining from participation if your jurisdiction prohibits, restricts, or licenses any aspect of digital-asset acquisition, holding, or use that you would engage in

7.3 Screening and Enforcement

Jammin Alpacas LLC reserves the right to screen wallets, transactions, and participants for sanctions compliance and other legal compliance purposes, and to refuse or revoke access where required by law. Use of OFAC screening providers and other compliance tooling may be implemented at any time.

8. Forward-Looking Statements

Communications about the Ecosystem — including roadmaps, planned features, anticipated partnerships, and forward-looking statements about the future direction of the Music Hall of Fame Club — reflect current intent only. They are subject to change, delay, modification, or cancellation, with or without notice, and do not constitute contractual commitments to holders.

Actual results may differ materially from forward-looking statements for many reasons, including changes in market conditions, regulatory developments, technical difficulties, strategic re-prioritization, partner availability, and the evolution of the broader Web3 and music industries.

9. No Endorsement of Third-Party Services

The Ecosystem integrates with third-party platforms (blockchain networks, wallets, marketplaces, exchanges, infrastructure providers, payment processors, and others). Jammin Alpacas LLC does not endorse any specific third-party platform and is not responsible for the security, availability, or behavior of any third-party platform.

When you connect a wallet, sign a transaction, list an NFT for sale, or otherwise interact with a third-party platform, you do so at your own risk and subject to that platform's terms.

10. Acknowledgment

By participating in any aspect of the Ecosystem — including by acquiring $JPACA, minting a Jammin' Alpacas NFT, opening a Mystery Box, or transferring any digital asset issued under the Music Hall of Fame Club — you acknowledge that:

You have read and understood this Disclaimer
You accept the risks described in Section 6
You confirm you are not a Restricted Person under Section 7
You are responsible for your own compliance with applicable law
You understand that $JPACA and Jammin' Alpacas NFTs are utility tokens and digital collectibles, not investments, securities, or financial instruments

11. Updates to This Disclaimer

Jammin Alpacas LLC may update this Disclaimer from time to time. The "Last updated" date at the top reflects the most recent revision. Material changes will be communicated through the Music Hall of Fame Club website where feasible. Your continued participation in the Ecosystem after an update constitutes acceptance of the updated Disclaimer.

12. Contact

For questions about this Disclaimer:

Jammin Alpacas LLC Attn: Legal & Compliance 120 Eagle Rock Avenue, Suite 155 East Hanover, NJ 07936 United States Email: policies@mhofc.com

This policy applies across the Music Hall of Fame Club ecosystem. The canonical version is published at musichofc.com/policies/token-disclaimer.

Music Hall of Fame Club™ and Jammin' Alpacas are trademarks of Jammin Alpacas LLC.