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Our Code of Ethics


All employees, officers and directors of the Company should respect and comply with all of the laws, rules and regulations of the U.S. and other countries, and the states, counties, cities and other jurisdictions, in which the Company conducts its business or the laws, rules and regulations which are applicable to the Company, including the Sarbanes-Oxley Act of 2002 and all applicable rules and regulations of the Securities & Exchange Commission. Such legal compliance should include, without limitation, compliance with the “insider trading” prohibitions of the federal securities laws applicable to the Company and its employees, officers and directors. Generally, employees, officers and directors who have access to or knowledge of confidential or non-public information from or about the Company are not permitted to buy, sell or otherwise trade in the Company’s securities, whether or not they are using or relying upon that information. This restriction extends to sharing or tipping others about such information; especially since the individuals receiving such information might utilize such information to trade in the Company’s securities. 

 

Conflicts of Interest

All employees, officers and directors of the Company should be scrupulous in avoiding a conflict of interest with regard to the Company’s interests. A “conflict of interest” exists whenever an individual’s private interests interfere or conflict in any way (or even appear to interfere or conflict) with the interests of the Company. A conflict situation can arise when an employee, officer or director takes actions or has interests that may make it difficult to perform his or her Company work objectively and effectively. It is almost always a conflict of interest for a Company employee to work simultaneously for a competitor, customer or supplier. You are not allowed to work for a competitor as a consultant or Board member. The best policy is to avoid any direct or indirect business connection with our customers, suppliers or competitors, except on our behalf. Conflicts of interest may also arise when an employee, officer or director, or members of his or her family, receives improper personal benefits as a result of his or her position in the Company, whether received from the Company or a third party. Loans to, or guarantees of obligations of, employees, officers and directors and their respective family members may create conflicts of interest. Federal law prohibits loans to directors and executive officers made after July 30, 2002. Conflicts of interest may not always be clear-cut, so if you have a question, you should consult with the Company’s legal counsel. Any employee, officer or director who becomes aware of a conflict or potential conflict should bring it to the attention of the Company’s Chief Executive Officer.



Corporate Opportunities

Employees, officers and directors are prohibited from (a) taking for themselves personal opportunities that properly belong to the Company or are discovered through the use of corporate property, information or position; (b) using corporate property, information or position for personal gain; and (c) competing with the Company. Employees, officers and directors owe a duty to the Company to advance its legitimate interests when the opportunity to do so arises.

 

Confidentiality

Employees, officers and directors of the Company must maintain the confidentiality of confidential information entrusted to them by the Company or its suppliers or customers, except when disclosure is authorized by senior management or required by laws, regulations or legal proceedings. Whenever feasible, employees, officers and directors should consult legal counsel if they believe they have a legal obligation to disclose confidential information. Confidential information includes all non-public information that might be of use to competitors of the Company, or harmful to the Company or its customers if disclosed.

 

Fair Dealing

Each employee, officer and director should endeavor to deal fairly with the Company’s customers, suppliers, competitors, officers and employees. None should take unfair advantage of anyone through manipulation, concealment, abuse of privileged information, misrepresentation of material facts or any other unfair dealing practice. We seek to outperform our competition fairly and honestly. We seek competitive advantages through superior performance, never through unethical or illegal business practices. Stealing proprietary information, possessing trade secret information that was obtained without the owner’s consent, or inducing such disclosures by past or present employees of other companies is prohibited.

 

Protection and Proper Use of Company Assets

All employees, officers and directors should protect the Company’s assets and ensure their efficient use. Theft, carelessness, and waste have a direct impact on the Company’s profitability. All Company assets should be used for legitimate business purposes.

 

Accurate Books and Records

All transactions by or on behalf of the Company shall be accurately reflected on its books and in its records.

 

Accounting Complaints

The Company’s policy is to comply with all financial reporting and accounting regulations applicable to the Company. If any employee, officer or director of the Company has concerns or complaints regarding questionable accounting or auditing matters of the Company, then he or she is encouraged to submit those concerns or complaints to the Board of Directors.

 

Reporting Any Illegal or Unethical Behavior

Employees are encouraged to talk to supervisors, managers, officers or other appropriate personnel about observed illegal or unethical behavior and, when in doubt, about the best course of action in a particular situation. Employees, officers and directors who are concerned that violations of this Code or that other illegal or unethical conduct by employees, officers or directors of the Company have occurred or may occur should either contact their supervisor or superiors. If they do not believe it appropriate or are not comfortable approaching their supervisors or superiors about their concerns or complaints, then they may contact the company’s legal counsel. Legal counsel for the Company is not an employee of the Company, and owes a fiduciary duty to the Company as its client, and not any one of its officers, directors or employees. If any employee, officer or director’s concerns or complaints require confidentiality, including keeping his or her identity anonymous, then this confidentiality will be protected, subject to applicable law, regulation or legal proceedings.

 

No Retaliation

The Company will not permit retaliation of any kind by or on behalf of the Company and its employees, officers and directors against good faith reports or complaints of violations of this Code or other illegal or unethical conduct.

 

Public Company Reporting

As a public company, the Company’s filings with the Securities and Exchange Commission must be accurate and timely. Depending on his or her position with the Company, an employee, officer or director may be called upon to provide necessary information to assure that the Company’s public reports are complete, fair and understandable. The Company expects employees, officers and directors to take this responsibility very seriously and to provide prompt accurate answers to inquiries related to the Company’s public disclosure requirements.

 

Document Retention

Records should always be retained or destroyed according to the Company’s record retention policies. In accordance with those policies, in the event of litigation or governmental investigation please consult the Company’s legal counsel.

 

Penalties for Failure to Adhere to Code of Ethics

Any employee who ignores or violates this Code and any supervisor or superior who penalized a subordinate for attempting in good faith to comply with this Code, including for reporting suspected violations of this Code, will be subject to disciplinary action by the Company, including immediate dismissal.

 

Amendment/Modification

This Code may be amended, modified or waived by the Company’s Board of Directors.


SAFE HARBOR AND DISCLAIMER

This information does not constitute an offer to sell or a solicitation of an offer to buy securities or digital assets of Decentral Life, Inc.

All information presented herein with respect to the existing business and the historical operating results of Decentral Life (“the  Company”) and estimates and projections as to future operations are based on materials prepared by the management of the Company and involve significant elements of subjective judgment and analysis which may or may not be correct.  While the information provided herein is believed to be accurate and reliable, the Company makes no representations or warranties, expressed or implied, as to the accuracy or completeness of such information. In furnishing this information, the Company reserves the right to amend or replace some or all of the information herein, including but not limited to its business model, business strategy, and business execution at any time and undertakes no obligation to provide the recipient with access to any additional information.  Nothing contained herein is or should be relied upon as a promise or representation as to the future. This information includes certain statements, estimates and projections provided by the Company with respect to its anticipated future performance.

The Decentral Life Project that encompasses its blockchain and cryptocurrency technology (the “Technology”)  and the blockchain platform (the “Platform”),  as  described in this presentation and on the Company’s website (www.WDLF.ai), must be adequately funded via a Regulation A Offering or exempted  offering or SEC Registration Statement Offering to provide and complete all of the Technology and the Platform as explained in our presentation and website. the project.  Users of Technology and the Platform  may need to be licensed and registered with state and federal agencies, in order for it to be legally used, provided or even sold to our clients, or   otherwise require certain  compliance systems,  including for  instance: ((a)  establishing Money Transmitter License (MTL) with the Financial Crime Enforcement Network (FinCEN) in every U.S. State we or our clients operate; (b) being  registered as a national securities exchange; (c) operating  under an exemption from registration, such as the exemption provided for Alternative Trading System under SEC Regulation ATS; (d) Investment Company Act and Section 12(g) Exchange Act considerations; (e) compliance with US Money Laundering statutes; (f) Securities Act of 1933 considerations of the existence or non-existence of investment contracts; (g) registration as a broker-dealer or clearing agency with the SEC and FINRA.  The approval of such licenses and registrations and compliance systems implementation is never guaranteed, and if the required approvals are not received our Technology Platform would need to be changed to become compliant with the required rules and regulations to legally operate.

This information also contains certain forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.  These statements are identified by the use of the words “could”, “believe”, “anticipate”, “intend”, “estimate”, “expect, “may, “continue, “predict, “potential, “project” and similar expressions that are intended to identify forward-looking statements. All forward-looking statements speak only as of the date of this presentation.  You should not place undue reliance on these forward-looking statements.  Although we believe that our plans, objectives, expectations and intentions reflected in or suggested by the forward-looking statements are reasonable, we can give no assurance that these plans, objectives, expectations or intentions will be achieved. Forward-looking statements involve significant risks and uncertainties (some of which are beyond our control) and assumptions that could cause actual results to differ materially from historical experience and present expectations or projections.  Actual results to differ materially from those in the forward-looking statements and the trading price for our common stock may fluctuate significantly. Forward-looking statements also are affected by the risk factors described in the Company's filings with the U.S. Securities and Exchange Commission. Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.

No information in this presentation should be construed as any indication whatsoever of the Company's or any of the licensees in this presentation regarding their future financial results, revenues, WDLF token or stock price.

SAFE HARBOR AND DISCLAIMER

This information does not constitute an offer to sell or a solicitation of an offer to buy securities or digital assets of Decentral Life, Inc.

All information presented herein with respect to the existing business and the historical operating results of Decentral Life (“the  Company”) and estimates and projections as to future operations are based on materials prepared by the management of the Company and involve significant elements of subjective judgment and analysis which may or may not be correct.  While the information provided herein is believed to be accurate and reliable, the Company makes no representations or warranties, expressed or implied, as to the accuracy or completeness of such information. In furnishing this information, the Company reserves the right to amend or replace some or all of the information herein, including but not limited to its business model, business strategy, and business execution at any time and undertakes no obligation to provide the recipient with access to any additional information.  Nothing contained herein is or should be relied upon as a promise or representation as to the future. This information includes certain statements, estimates and projections provided by the Company with respect to its anticipated future performance.

The Decentral Life TBI Program and Business Plan,  as  described in the presentation section of this website, must be adequately funded in order to operate and grow. There are no guarantees that the company will be able to generate enough revenue or raise enough capital to continue existing business operations.  Users of our Technology and SaaS Platform  may need to be licensed and registered with state and federal agencies, in order for it to be legally used, provided or even sold to our clients, or   otherwise require certain  compliance systems,  including for  instance: ((a)  establishing Money Transmitter License (MTL) with the Financial Crime Enforcement Network (FinCEN) in every U.S. State we or our clients operate; (b) being  registered as a national securities exchange; (c) operating  under an exemption from registration, such as the exemption provided for Alternative Trading System under SEC Regulation ATS; (d) Investment Company Act and Section 12(g) Exchange Act considerations; (e) compliance with US Money Laundering statutes; (f) Securities Act of 1933 considerations of the existence or non-existence of investment contracts; (g) registration as a broker-dealer or clearing agency with the SEC and FINRA.  The approval of such licenses and registrations and compliance systems implementation is never guaranteed, and if the required approvals are not received our Technology Platform would need to be changed to become compliant with the required rules and regulations to legally operate.

The information on this website and on this web page may also contains certain forward-looking statements within the meaning of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995.  These statements are identified by the use of the words “could”, “believe”, “anticipate”, “intend”, “estimate”, “expect, “may, “continue, “predict, “potential, “project” and similar expressions that are intended to identify forward-looking statements. All forward-looking statements speak only as of the date of this presentation.  You should not place undue reliance on these forward-looking statements.  Although we believe that our plans, objectives, expectations and intentions reflected in or suggested by the forward-looking statements are reasonable, we can give no assurance that these plans, objectives, expectations or intentions will be achieved. Forward-looking statements involve significant risks and uncertainties (some of which are beyond our control) and assumptions that could cause actual results to differ materially from historical experience and present expectations or projections.  Actual results to differ materially from those in the forward-looking statements and the trading price for our common stock may fluctuate significantly. Forward-looking statements also are affected by the risk factors described in the Company's filings with the U.S. Securities and Exchange Commission. Except as required by law, we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise, after the date on which the statements are made or to reflect the occurrence of unanticipated events.

No information in this website should be construed as any indication whatsoever of Decentral Life's, or any of the TBI licensees, or clients, their future financial results, revenues, WDLF token price, or stock price.
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