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A Token Sale Agreement sets out the legal terms when a company sells digital tokens or cryptocurrencies to investors in Belgium. It covers key details like token pricing, purchase limits, and investor rights while ensuring compliance with Belgian financial regulations and EU securities laws.

The agreement protects both sellers and buyers by clearly defining token distribution methods, vesting periods, and refund conditions. Belgian companies must include specific anti-money laundering provisions and ensure their token sales align with FSMA guidelines on virtual currencies and digital assets.

Use a Token Sale Agreement when launching a cryptocurrency or digital token offering in Belgium, especially before accepting any investor funds or making public announcements. The timing is crucial - you need this agreement in place before starting your marketing campaign or opening discussions with potential investors.

Belgian startups and established companies typically implement Token Sale Agreements during initial coin offerings (ICOs), security token offerings, or when creating utility tokens. The agreement becomes essential once you've defined your token economics and are ready to engage with the FSMA for regulatory compliance, particularly regarding prospectus requirements and investor protection measures.

• Simple Token Sales: Basic agreements for straightforward utility token sales, focusing on purchase terms and token functionality
• Security Token Agreements: Complex structures incorporating Belgian investment law requirements, voting rights, and profit-sharing mechanisms
• Platform-Specific Agreements: Customized for specific blockchain platforms like Ethereum or Polygon, detailing technical distribution methods
• Staged Release Agreements: Include vesting schedules and milestone-based token distributions, popular among Belgian tech startups
• Hybrid Token Agreements: Combine utility and security features, with specific FSMA compliance provisions for mixed-use tokens

• Token Issuers: Belgian tech companies, startups, or established businesses launching cryptocurrency or digital token projects
• Legal Counsel: Specialized blockchain attorneys who draft and review agreements to ensure FSMA compliance
• Investors: Individual and institutional buyers participating in token sales, including Belgian and EU residents
• Financial Regulators: FSMA officials who oversee token sales and enforce compliance with securities laws
• Technical Teams: Blockchain developers implementing smart contracts and token distribution mechanisms
• Compliance Officers: Internal staff ensuring adherence to AML regulations and investor verification requirements

• Token Details: Document your token's technical specifications, total supply, and distribution mechanics
• Investment Terms: Define pricing, minimum/maximum purchase limits, and payment methods accepted
• Compliance Check: Review FSMA guidelines and EU regulations on virtual currencies and securities
• KYC Framework: Establish investor verification procedures meeting Belgian AML requirements
• Vesting Schedule: Plan token release timelines and any lock-up periods
• Risk Disclosures: List potential investment risks and market volatility factors
• Technical Integration: Confirm smart contract functionality and security measures

• Token Description: Detailed technical specifications, rights, and functionality of the digital asset
• Purchase Terms: Price, payment methods, and minimum/maximum investment limits
• Distribution Mechanism: Token delivery process, timing, and technical implementation details
• KYC Requirements: Belgian-compliant identity verification and anti-money laundering procedures
• Risk Disclaimers: Comprehensive disclosure of investment risks and market volatility
• Governing Law: Explicit reference to Belgian jurisdiction and applicable EU regulations
• Dispute Resolution: Clear procedures for handling conflicts under Belgian law
• Privacy Provisions: GDPR-compliant data handling and protection measures

A Token Sale Agreement differs significantly from a Simple Agreement for Future Tokens (SAFT) in several key aspects. While both deal with digital assets, their timing and structure serve different purposes in Belgium's crypto landscape.

• Timing of Token Delivery: Token Sale Agreements facilitate immediate token transfers upon payment, while SAFTs promise future token delivery once the network launches
• Regulatory Framework: Token Sale Agreements operate under current Belgian securities laws, whereas SAFTs typically fall under investment contract regulations with different FSMA requirements
• Risk Profile: SAFTs carry higher risk as they deal with pre-development projects, while Token Sale Agreements cover existing tokens with established functionalities
• Investor Rights: Token Sale Agreements grant immediate token ownership rights, but SAFTs only provide contractual rights to future tokens