WHITE PAPER

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TABLE OF CONTENTS1. DISCOVER THE CRYPTONIC UNIVERSE

PIONEERING BLOCKCHAIN GAMIFICATIONpage 1

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2. THE STAGE IS SET: EXPLAINING THE BACKGROUNDDEFINITIONSMAKING THE RIGHT MOVE AT THE RIGHT TIME

3. CRYPTONIC UNIVERSE: THE VISIONFEATURESCRYPTOCOLLECTIBLES: MAKING CRYPTO FUNCRYPTONS: COLLECTIBLES WITH SOULUNIVERSE WITH NO LIMITS: CREATING A TIMELESS PLATFORMREACHING OUT TO NEW AUDIENCES

4. MECHANICS OF THE UNIVERSETOKENS & COINSLAUNCH: PRE-ICO & ICOLAUNCH: PUBLIC STAGESHAPING THE WORLD OF CRYPTONS: THE FULL SPECTRUM

5. IN-DEPTH LOOK AT GAME DESIGNSHAPING THE EXPERIENCE: SETTINGSHAPING THE EXPERIENCE: STYLEGAME #1: CRYPTONS - COLLECTOR’S GAMEGAME #2: CRYPTONS - MOBILE CARD GAME

6. FINANCESSOURCES OF INCOMETOKENSBOUNTYMARKETPLACELOWERING THE COST OF TRANSACTIONSPRE-ICO & ICOPRE-ICO & ICO

7. VISUALIZATION OF THE ECONOMY

8. ROADMAP

9. SUMMARY

page 2210. NOTICE

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DISCOVER THE CRYPTONIC UNIVERSEPIONEERING BLOCKCHAIN GAMIFICATION

The Cryptonic Universe is the world's first blockchain ecosystem to combine a Crypto Collectibles platform and video games.

UpNorth creates an entire world and mythology of Cryptons, a race of intelligent machines, to encourage crypto explorers and gamers to interact with the platform. The unprecedented mix of gaming and storytelling makes the blockchain-based mechanics rewarding on the emotional level, adding a whole new layer of user experience.

TThe goal is to lower the entry point for new participants and make the platform appealing for a wider spectrum of users - in order to increase engagement and guarantee the platform's success.

THE STAGE IS SET: EXPLAINING THE BACKGROUNDDEFINITIONS

Initial Coin Offering (ICO) – a new and effective method of raising resources for a blockchain-based project by offering tokens to anyone - company or an individual - interested in the project.

GamificationGamification – application of gaming-related mechanics (scoring, experi-ence levels, achievements etc.) to other areas of activity in order to make a service appealing and boost users' engagement.

Blockchain – digital public ledger of cryptocurrency transactions.

Ethereum – the leading decentralized blockchain-based software platform enabling Smart Contracts and the creation of cryptocurrency-related appli-cations.

Smart Contracts – protocols serving to verify any type of widely under-stood contracts (agreements) between two parties, functioning in an automated way and existing within a public blockchain network.

Crypto Collectible – a unique blockchain-based asset that holds a certain value defined by its individual features.

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MAKING THE RIGHT MOVE AT THE RIGHT TIME

The reason for their interest in crypto, and the biggest advantage of cryptocurrencies, is decentralization. Blockchain is global and limitless. It exists outside the over-regulated banking ecosystem, where a single Big Brother-type of entity, limited by local regulations, is responsible for the safety of all transactions.

ThanksThanks to blockchain's public ledgers, every participant of a crypto platform is getting real-time cryptographically verified updates on all transactions in the system. The validity of all in-platform activity is verified by all independent participants. It's simple at its core and ensures the system's security infinitely better than any bank's efforts to single-handedly protect all the information.

Meanwhile…

GamificationGamification becomes a larger part of our lives. Even banks adopt systems that up until today have been known only to video game consumers. Their clients are encouraged to measure their progress and rewarded with unlocked achievements for completing milestones.

Gamification is successful because it is applicable to virtually any area of activity. In fitness, users collect medals and achieve new levels for completing training plans or beating their own records. In social media, they are rewarded with a colorful message and congratulations for connecting with a set number of friends.

However, gamification hasn't yet been properly introduced to cryptocurrencies.However, gamification hasn't yet been properly introduced to cryptocurrencies.

There have been attempts at making crypto-related games – but they were hardly successful. The reason is that they tried to exist as small, separate entities, while blockchain is tailored for large-scale ventures. This is why UpNorth is creating a whole Universe.

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ICO’s are booming. In November 2017 the price of bitcoin exceeded $10,000. Blockchain technologies are being experimented with all over the world, Wall Street included. Among the top crypto adopters there are: Blythe Masters, former managing director at J.P. Morgan; the Winklevoss brothers, pioneers of social media platforms; or billionaire Michael Novogratz.

CRYPTONIC UNIVERSE: THE VISIONUpNorth is a company set up by experienced mobile video game producers and developers as well as blockchain programmers. The Cryptons platform will use an Ethereum-based blockchain ledger with advanced Smart Contracts capabilities, custom-tailored to suit the needs of the avant-garde project.

This is where most blockchain white papers would end. UpNorth, however, offers much more. The company not only has an idea that elevates blockchain to a new level, but also pos-sesses the knowledge and resources to realize it.

World’s 1st gamified Crypto Collectibles universePlatform based on EthereumCryptons: blockchain collectibles in form of synthesizable (breedable) and customizable robotsCrypton marketplace with cheap and fast transactionsVideo games featuring Cryptons, with in-platform trading mechanicsDaily Mission contests for boosting engagementDaily Mission contests for boosting engagementGalaxies - hierarchically-structured player factionsStorytelling with in-depth lore and recurring charactersMultiple phases of development, with additional games and media

FEATURES

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Collectibles are the fundamental factor of gamification. Video games are founded on the idea of gathering: be it resources, points, experience or items. There are whole global markets focused on in-game items, such as the Counter-Strike skin trading industry, where the rarest skins (gun paint jobs) are sold for thousands of U.S. dollars. It shows how much players value collectibles.

CollectingCollecting is fun and challenging in itself, and combined with a good story around it, it becomes a way of life. The Pokemon series took the world by storm. Its mobile edition – Pokemon Go – engaged millions of people into demanding physical activities with a sole reward being a virtual creature added to a virtual inventory. These creatures had no monetary value.

ImagineImagine how much can be achieved when when blockchain projects employ the mechanics of emotional reward known from video games. This is why the Cryptontic Universe's driving gameplay element will be collecting, breeding and trading unique kinds of creatures called Cryptons.

CRYPTO COLLECTIBLES: MAKING CRYPTO FUN

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Cryptons are intelligent machines inhabiting Machinea, a universe where synthetic creatures are the dominant form of life. They are fully fledged characters with their own personalities and unique looks. Their design combines traditional space opera and retrofuturism with a comic book style and slight post-apocalyptic influences. Our main reference points are such franchises as Star Trek, Transformers, Dune, The Matrix and Fallout as well as works of Arthur C. Clarke, Stanisław Lem, Philip K. Dick, James S.A. Corey and Dan Simmons.

Lore-relatedLore-related Cryptons, with their own names and story purposes, are designed by our writers and visual artists. Other characters, however, are created in the process of synthesizing (breeding) by the users themselves. They can also be customized and levelled up with items and wearables available at the marketplace or as in-game progression rewards.

The most important way to create new Cryptons is synthesizing them - by breeding any two The most important way to create new Cryptons is synthesizing them - by breeding any two robots. It’s a mechanic that will be the foundation of every other activity on the platform. New Cryptons will possess hereditary traits that depend on their parent Cryptons’ look and abili-ties.

This is what differs UpNorth’s approach from other collectible games. Looking for the best possible mate in a huge breeding stock pool, and convincing the owner to lend it for breeding - it’s a fascinating game in itself, providing a great sense of accomplishment. The user can create a 100% unique Crypton, trade him and watch him become a part of the fictional world, connecting with the Universe on emotional level.

CRYPTONS: COLLECTIBLES WITH SOUL

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Selenium Spine

Rhodium

Although Pokemon Go was a resounding success, the game had a fundamental flaw which turned it into a seasonal fade. It was a single, enclosed production, and even the best game of all time will eventually get boring. However, Pokemon is a universe spanning multiple games and TV shows, which allows the franchise to spark new waves of interest and be appealing to new generations of gamers.

Creating a multimedia universe is UpNorth’s idea of a perfect crypto platform.

TheThe binding element is the concept of Cryptons – a race of intelligent machines inhabiting a fully-realized world. This framing enables the studio to produce new games, and other media (preferably collectible card games, collectible tabletop wargames, comics, cartoons, books etc.) in order to rekindle the interest of old users and attract new ones. With a varied choice of products it will be possible to satisfy different demographics.

The approach allows for constant development of the platform and staying ahead of the com-petition - without a need for a sudden and total revolution.

UpNorth has already planned four games for the early stage of the Cryptonic Universe, and more are in the conceptual phase. Their detailed explanation will follow in later sections of this document.

A game where players collect and cus-tomize their Cryptons with a variety of body parts in order to increase their sta-tistics and therefore their value. Upgrades and boosters are obtained by performing tasks and playing minigames.

A card game in the vein of Magic: The Gathering or Gwent. Players duel using customized decks of Crypton cards bought at the marketplace or won in the game. Global ELO ranking reflects their performance.

Players build their virtual Crypton empire and grow their economy.

Players challenge other players to Crypton duels in a multiplayer-only action / strategy game.

UNIVERSE WITH NO LIMITS: CREATING A TIMELESS PLATFORM

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CRYPTONS - COLLECTOR’S GAME UNTITLED COLLECTIBLE CARD GAME

UNTITLED ECONOMIC STRATEGY GAME

UNTITLED MMO / BATTLE ARENA GAME

Creating a multimedia platform makes it possible to reach more varied audiences than in case of most ICO projects. Usually ICOs require previous knowledge of blockchain and a sizeable capital. This makes access to projects very much limited and available mostly to pro-fessional businessmen.

UpNorth’s goal is to make blockchain accessible to pretty much anyone interested. The ICO phase is aimed mostly at crypto enthusiasts and people unfamiliar with blockchain who nev-ertheless intend to become early adopters. However, the intention is to attract a large base of video game consumers. This will be achieved when all the platform's features are launched in the official final release.

Video games will become not only tools for keeping the user base engaged, but also informa-tion vessels for newcomers that will ease their entrance into the blockchain business. Tutori-als will explain the mechanics of cryptocurrencies in a simple and approachable way. Game design allows to lead players step by step through the aspects of interface, Cryptons’ purpose, gameplay elements and lore. The process will be as natural as progressing through early stages of the single player campaign in StarCraft 2, or any other game focused on planning. Low cost of transactions will make the platform accessible to new users.

REACHING OUT TO NEW AUDIENCES

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MECHANICS OF THE UNIVERSE

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The Cryptonic Universe token is called Quintessence (QST) and will conform to ERC20 and ERC827. It will be available for the first users, who join the Universe during the private sale, pre-ICO or ICO. The overall amount of existing QST will be limited. The owners of QST will be able to use it to acquire Cryptons, positions in Galaxies and other assets, mostly at auctions.

EtherEther (ETH), the second strongest cryptocurrency in the Ethere-um-based domain, is used in transactions between users.

The Universe will come into existence in a series of introductory stages. Adopters will be able to exchange tokens for rare Zero Gen cryptons, which are the most important entities in the ecosystem.

TOKENS & COINS

LAUNCH: PRE-ICO & ICO

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The public stage will make the Universe open for both crypto adopters and new, inexperi-enced users attracted by our video games. Here, additional options will unfold, and the Universe will be revealed in full.

Actions the users will be able to perform:Exchange Token for a rare CryptonBuy a CryptonSynthesize new CryptonWin a rare CryptonWin a special item (in games available on the platform and mobile games)

Within the platform, users will be able to create their own Cryptonic empire and trade with other users. The token QST will be introduced to the primary market, and the secondary market will utilize the Ether coin. The trade will focus around Cryptons, each of whom will hold a monetary value depending on its hereditary traits. Users will be able to synthesize (breed) Cryptons. New units will share their parents' genetic code and traits. This mechanic will boost interactions between users, who will seek the best possible 'mate'.

Starter Cryptons are available to new users free or at a low price.

Zero Gen Cryptons are Cryptons available for the first users, in the earliest stage of the platform.

LAUNCH: PUBLIC STAGE

SHAPING THE WORLD OF CRYPTONS: THE FULL SPECTRUM

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Trading enables acquiring Cryptons from other users.

Crypton customization | Each Crypton can be customized with items (which will become our Tokens) in order to achieve a unique, appealing look. This way the users will be able to create their own 'brands' of Cryptons, easily recognizable among the community.

ItemItem acquisition | Items are parts that enable Cryptons’ customization. They are divided into three categories: Items that influence Crypton’s statistics, single-use Consumable upgrades, and appearance-changing Wearables. In the early stage of the platform Items will be distributed for free, but later on they will be sold or traded at the marketplace, or available to win in games and tournaments.

CryptonCrypton synthesizing | Any two Cryptons will be able to breed, producing another unit with similar genetic code and traits. In order to avoid limiting the players, there will be no gender diversification.

BELOW IS THE LIST OF ALL ADDITIONAL CRYPTON-RELATED MECHANICS:

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Capsule trading | A mechanic that introduces the element of risk. Each new crypton will “hatch” from an egg-like Capsule. Before hatching, its features will remain unknown. It will always resemble its parent Cryptons – however to an unknown degree. Players will be able to sell and buy unhatched Cryptons.

Additionally, we've envisioned two mechanics for boosting the users' activity:

MissionsMissions | A daily contest that motivates players to synthesize Cryptons. Every day a custom Crypton model will be created by the Cryptons team. Player's role is to create, through breeding, the Mission Spec - a Crypton that resembles the original as closely as possible. The closest genetic match wins, and the winner is rewarded with either Cryptons, Items or Quintessence. Each Mission has a unique story-related explanation, and each brings unique rewards.

GalaxiesGalaxies | Cryptons exist in a full-fledged fictional world called the Cryptonic Universe. In order to make it more approachable for the users, it has been divided into smaller segments. The Universe consists of Galaxies, which in turn contain Sectors, Solar Systems and Planets. Physical and visualized locations enrich Crypto Collectibles with an unheard-of level of depth. The number of slots available to be claimed by players in each location is limited. Interactions within a self-governing Galaxy will create a bond between players and establish a sense of community. Collaboration will be strongly encouraged withwith benefits. Bonuses, such as shorter hatching time, will increase in scale with the growing number and level of Cryptons inhabiting a Galaxy.

Other user activities:

Auctioning | Selling Cryptons, Capsules or items to the highest bidder. Cryptons can also be auctioned as breeding units.

Item trading | Tradable items are purchased or created on the platform. They are all related to Cryptons, affect their look or performance, and can be used to improve user’s performance in video games.

IN-DEPTH LOOK AT GAME DESIGN

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All of the games will take place within the Cryptonic Universe. In this world the dominant life forms are not carbon-based, but made of metal compounds. This fact makes the universe dis-tinctive and better suited to host blockchain mechanics than a standard fantasy setting.

Most gaming projects related with blockchain choose traditional fantasy. This is a mistake, as at the most basic, even subconscious level fantasy is ephemeral. There are no set and clear rules, and when telling a story about knights and wizards, it’s hard to avoid traps. Why didn’t Gandalf use his magical light more often if it worked so well in the one scene where he did? Questions of this kind arise and are never answered. It makes the foundation of a universe rather unstable. No one actually knows its rules - and no blockchain endeavor can afford to seem murky. It’s a question of gaining the audience’s trust.

Science-fiction,Science-fiction, on the other hand, is grounded. Nothing can happen simply because of magic. Rules are clear, which makes the genre much more appropriate for a project that needs to communicate firmness of its foundation.

SHAPING THE EXPERIENCE: THE SETTING

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The other element that makes the Cryptonic Universe appealing is the colorful and cartoonish art style. In sci-fi, realistic art can eventually become overwhelming, as realistic vision demands total consistency. All structures, robots or spaceships need to keep a high degree of believability, which means they can’t afford a strong and unique character. Looking even at the best-designed realistic sci-fi vistas will eventually make viewers tired due to the lack of variety.

UpNorthUpNorth creates a much more pleasant world. The collectibles need to be varied; items have to allow for creation of unique and memorable Cryptons. The cartoonish style lets the studio achieve just that and much, much more. The art is lighter and less exhausting for the eye. It’s colorful and vivid. It encourages designers to be more imaginative. It celebrates variety.

The users will not reach a point where they think they’ve seen it all and nothing will surprise The users will not reach a point where they think they’ve seen it all and nothing will surprise them. On the contrary - they will remain curious about what else they can find. With this premise, UpNorth will spark their interest in the Cryptonic Universe and keep their attention attention for much longer.

SHAPING THE EXPERIENCE: THE STYLE

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Platforms: iOS, AndroidGenre: Arcade, Action RPGTarget: male, 20-40, interested in blockchain; later also hardcore gamers

GAME #1: CRYPTONS - COLLECTOR’S GAME

Collection of action mini-games for player-owned Cryptons. A single mini-game session is short and takes from 30 seconds to 2 minutes to finish. Difficulty level is scalable to encour-age inexperienced players and add challenge for the more experienced ones.

Minigame performance is converted to experience points. Exceeding score thresholds brings higher rewards, which makes it easier to upgrade a Crypton. In-game performance of a Crypton is improved when his experience level is high and stats are well-developed.

Players upgrade their Cryptons with Items and Wearables, developing their skills: strength, agility, speed, jump, intelligence, attack, defence and perception. Each part has several levels of advancement and its own upgrade tree.

In-game shop is used to purchase items as well as single- or multiple-use boosters.

Players compete in single-player and multiplayer mini-games. They can put wagers on mul-tiplayer games.

Gameplay is driven by Tasks, which are set by UpNorth on a daily, weekly and monthly basis. Completing Tasks brings significant rewards. There are also achievements. Unlocking them brings additional rewards.

The end result of participating in the game is boosting the value of Cryptons owned by the player.

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Platforms: iOS, AndroidGenre: Collectible Card Game, Adventure Card GameTarget: card game fans, sci-fi fans, Cryptonic Universe users, crypto games players, 18 y/o and more

GAME #2: CRYPTONS - MOBILE CARD GAME

4-player Battle Royale card duels - last one standing wins.

Players use a deck composed of Crypton and Action cards. Crypton cards and most Action cards are unconcealed during the game.

Crypton cards reflect the Cryptons owned by the player. If a player doesn’t own a sufficient number of Cryptons, he receives generic cards of small value and power.

ActionAction cards allow to perform such actions as attacking, healing, defending etc. They are pur-chased in the in-game shop or obtained as rewards.

Players attack enemy cryptons with their cards, making a move or performing a combination of moves.

The goal is to bring the energy level of the enemy Cryptons down to zero.

Victory brings a reward in the in-game currency, which can be used to purchase packs of random Action cards.

Available game modes: tutorial, single-player storybased campaign, skirmish, ranked match, Battle Arena tournaments with rewards.er.

Player performance is reflected in the ELO ranking.

Players are expected to cooperate. They can form alliances to protect themselves from a more powerful enemy or bring him down together.

Introducing the game will widen the user base demographic, as well as increase the odds of keeping the user engaged and monetize his activities.

FINANCESpage 17

Pre-ICO:Token sales

ICO:Token sales

Public launch:8% transaction commision

Long-term:Merchandise sales (Cryptons action figures etc.)

SOURCES OF INCOME

ERC20 tokens called Quintessence (QST) will be sold in the first phase of the project. Their number will be limited to 56 million in order to increase their value with the influx of news users in later stages. The goal of the initial sale is to gather funds for thethe development of the Cryptonic Universe platform.

Token conversion:1000 QST = 1 ETH(not including discounts)

Token distribution:During pre-ICO QST will be sold for ETH through Smart Contracts on Ethereum. During ICO QST will be sold for ETH, BTC and USD.

Distribution share:

Token’s purpose:Exclusive auctions for new robotsExclusive auctions for ownership of new galaxiesExclusive sale of traits and itemsT.B.A.

TOKENS

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Advisors - 3% Bounty - 3 %

Pre-ICO - 9%

ICO - 81%

Team - 4%

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Marketplace is a platform for the users to auction Cryptons and trade items. An 8% trans-action fee is taken on each sale.

The currency used in trades between users will be tightly bound to the Ether and easily exchangeable for ETH - and, in turn, to USD.

The auction starts at a high price and drops linearly until it reaches a limit at which it will remain. It is possible to buy a Crypton at any time for the current price.

MARKETPLACE

The platform will utilize dual circulation, including tokens (QST) and coin (ETH). Establishing a side ETH chain - a new instance of Ethereum - chain will allow for lowering the cost of transactions and, in effect, make the Cryptonic Universe available to more users. Our chain works in the same way as the regular Ethereum chain, including the mechanism of Smart Contracts. In the future we would like to switch to other technology, such as, Plasma that would additionally lower the transaction prices by a significant factor.

LOWERING THE COST OF TRANSACTIONS

PRE-ICO & ICOTotal supply of tokens: 56,000,000 QST

Available in pre and main ICO (hard cap) : 56,000,000 QST

Emission rate

Pre-ICO

start: 16 April 2018end: 30 April 2018

Soft cap: 656 ETH (estimated 250,000 USD)Hard cap: 2624 ETH (estimated 1,000,000 USD)

Week 1: 50% discountWeek 2: 40% discount

No new Tokens will ever be created

ICO

start: 02 May 2018end: 31 May 2018

Soft cap: 3937 ETH (estimated 1,500,000 USD) Hard cap: 31496 ETH (estimated 12,000,000 USD)

Week 1: 30% discountWeek 2: 25% discountWeek 3: 15% discountWeek 4: 10% discount

ETH/USD as of 07.04 - $381 per ETH.

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VISUALIZATION OF THE ECONOMY

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marketplace

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prize

prize

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prize

enhances

marketplace

exclusiveauction

exclusiveauction

preICO/ICO

exchange

ROADMAPpage 20

16.04.2018 - 30.04.2018

Pre-ICOCryptons assets development

August 2018

Collector's Game - mobile game launchNew features launch: Galaxies and Items

July 2018New feature launch: Missions

Q3 - 2018

Mobile game #1 additional features

Q1 - 2019Mobile game #2 launch

May - June 2018

Platform developmentAssets development

Collector's Game - mobile game developmentMobile game #2 developmentBrowser game #1 development

(hard cap)

02.05.2018 - 31.05.2018ICO

June 2018

Platform’s soft launchFeatures launch: Breeding and Marketplace

Q4 - 2018Digital comic book series launch

Q4 - 2019Browser game #1 launch

SUMMARYpage 21

UpNorth is about to commence the world’s 1st gamified cryptocollectibles platform. The Cryptonic Universe, featuring low-cost operations, captivating story and setting, and a stream of fun and engaging games, will make it easy for anyone to enter the blockchain business.

We invite you to join us in shaping the future of blockchain based games.

Pre-ICO starts on 16.04.2018ICO starts on 02.05.2018

Stay updated at cryptonsgame.com

REVOLUTIONIZING CRYPTOCOLLECTIBLES

NOTICEpage 22

READ THIS NOTICE VERY CAREFULLY. CONSULT YOUR OWN LEGAL, TAX AND FINANCIAL ADVISOR BEFORE ENGAGING IN ANY ACTIVITY. NEITHER UPNORTH, ITS MANAGERS, EMPLOYEES, ADVISORS, OTHER AGENTS NOR ANY THIRD PARTY SERVICE PROVIDER SHALL BE LIABLE FOR ANY KIND OF DAMAGE OR LOSS, WHETHER DIRECT, INDIRECT, INCIDENTAL, SPECIAL, EXEMPLARY OR CONSEQUENTIAL (E.G. LOSS OF PROFIT, GOODWILL OR DATA), THAT MAY RESULT FROM READING THIS WHITE PAPER, OTHER MATERIALS PRODUCED BY WEBSITE, ACQUIRING QUINTES-SENCE TOKENS OR USING THE UPNORTH WEBSITE AT CRYPTONSGAME.COM.

This white paper does not constitute any relations between you and UpNorth. Acquiring of the Quintessence tokens is available only after accepting the Terms & Conditions of token sale (hereinafter – “T&C”). ThisThis white paper is intended for informational purposes only. It may not be considered as an investment advice, invest-ment research, recommendation, solicitation of any kind or an endorsement, nor will it form a part of any investment decision or any other decision regarding Quintessence tokens. You are solely responsible for determining whether acquisition of Quintessence tokens is appropriate or suitable for you based on your investment objectives and financial situation. Any decisions or actions taken on the basis of information presented in this white paper, the cryptons-game.com website or other content is done at your own risk and discretion. This white paper does not constitute an offer or an invitation to purchase shares, securities or rights of UpNorth or any affiliated entity. Acquisition of Quintessence cryptographic tokens does not present an exchange of cryptocurrencies for any form of shares of UpNorth and a holder of Quintessence cryptographic tokens is not entitled to any guaranteed form of dividend, holders of Quintessence tokens are only entitled to certain rights specified in this whitepaper. Quin-tessence tokens are not intended to constitute securities in any jurisdiction. This white paper does not constitute a prospectusprospectus or offer document of any sort, and is not intended to constitute an offer of securities or a solicitation for investments in securities in any jurisdiction. Accordingly, this white paper does not constitute investment advice or an invitation to invest in any security or financial instrument of any nature whatsoever.

NO OFFERS OF SECURITIES, ADVICE OR SOLICITATION

The information set forth in this white paper constitutes forward-looking information regarding the plans, intentions, future of the project, future events and projections. These statements may be identified by, but not limited to, words and phrases such as “will”, “estimate”, “aim”, endeavor”, “envision”, "believe", "expect", "project", "anticipate", or words of similar meaning. However, some forward-looking statements may not be identified by such phrases and you are expected to consider any statement regarding the future as a forward-looking statement. Such forward-looking state-mentsments are also included in other publicly available UpNorth materials such as videos, blog posts, interviews, etc. For-ward-looking statements include, but are not limited to: (i) execution and completion of the UpNorth ICO campaign; (ii) the projected performance and usability of Cryptonic Universe Platform; (iii) the expected development of Cryptonic Universe Platform and the services provided thereby; (iv) execution of the UpNorth's vision and strategy; (v) possible future liquidity, usage and benefits of Quintessence tokens. The forward-looking statements involve a variety of risks and uncertainties. Should any of these risks or uncertainties materialize, the actual performance and progress of Cryp-tonic Universe project might differ from expectations set by the forward-looking statements. These statements are not guarantees of future performance and no reliance should be placed on them. UpNorth undertakes no obligation to update forward-looking statements if circumstances change. By acting upon forward-looking statements in the white paper, cryptonsgame.com website and other materials produced by UpNorth, you bear the full risk and responsi-bility in the case of forward-looking statements not materializing.

FORWARD-LOOKING STATEMENTS

There is no guarantee that the Cryptonic Universe project will be a success. Similarly, there is no guarantee that the value of Quintessence tokens will rise. You should bear in mind that the value of Quintessence tokens can go up as well as down. You are advised to thoroughly assess the risks and uncertainties involved before making any decisions. No promises in terms of token value or future performance are made.

NO GUARANTEES

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Although UpNorth has taken reasonable steps to ensure the integrity and accuracy of information communicated, UpNorth nor any of its agents owe any duty of care to you, nor make any express or implied representation or warranty, and no responsibility or liability is accepted by any of them with respect to the adequacy, accuracy, com-pleteness or reasonableness of the facts, opinions, estimates, forecasts, projections or other information in this white paper or any further information, written or oral notice, or other document at any time provided in connection with Quintessence tokens, Cryptonic Universe project, UpNorth or any other aspect of the activities of UpNorth. Nothing shallshall be relied upon as a promise or representation regarding any historic or current position or future events. The opinions, descriptions, plans and intentions expressed herein are those held by the authors at the date of this white paper and may be subject to change. UpNorth disclaims all liability and responsibility to the maximum extent of the law for any statement or informative material communicated.

EXCLUSION OF LIABILITY

The sale of Quintessence tokens is not registered or otherwise approved by any regulatory authority in any jurisdiction. This white paper does not constitute an offer to sell or a solicitation of an offer to acquire Quintessence tokens in any jurisdiction where such an offer or solicitation is unlawful or would impose any unfulfilled registration, qualification, publication or approval requirements, or undue burden, on UpNorth. Among other, Quintessence tokens may not at any time be offered, sold, pledged or otherwise transferred or delivered, directly or indirectly, within the United States, to, oror for the account or benefit of, US Persons (as defined in Regulation S under the US Securities Act). Quintessence tokens are being offered and sold solely outside the United States to non-US Persons. In addition to other consider-ations and limitations, Quintessence tokens are only suitable for individuals and entities (i) who have significant experi-ence with and understanding of the usage and intricacies of cryptographic tokens, (ii) who understand and are willing to assume the potential risk of capital loss and who understand that there may be limited liquidity and/or usage for Quintessence tokens; (iii) for whom the acquisition of Quintessence tokens is part of a diversified investment program; and (iv) who understand and are willing to assume the risks involved. This white paper is subject to copyright with all rights reserved. It may not be published, distributed or transmitted by any other person by any means or media, directly or indirectly, in whole or in part.

LIMITATIONS

Upon taking action on the basis of information presented in this white paper, the cryptonsgame.com website or other content produced by UpNorth, you confirm that: (a) this white paper, the cryptonsgame.com website or any other material produced by UpNorth is not an offering, solicitation or prospectus of any kind; (b) you are acquiring Quintes-sence tokens at your sole risk and “as is” basis without any warranties, either express or implied; (c) UpNorth is exempted from any direct or indirect liability to the maximum extent of the law; (d) Quintessence tokens are not intended as securities or any other instruments the sale of which would require a license or an authorization of any kind,kind, and you may not acquire Quintessence tokens if Quintessence tokens may be regarded as securities or any other instruments the sale of which would require a license or an authorization of any kind in your jurisdiction; (e) you have a good understanding of the key components of blockchain technology and understand how blockchains operate. In addition, you fully understand how to use blockchain wallets, including safeguarding private keys; (f) you are aware of risks in the cryptocurrency industry and are able to bear potential losses in full (which may be equal to the price you havehave paid for Quintessence tokens); (g) you are not a citizen or a resident of the United States, China, Singapore or any other country whose legislation limits or forbids the offering, sale, acquisition of and/or other transactions with Quin-tessence tokens, or the envisioned activities of UpNorth; (h) you are liable for declaring and settling any applicable tax obligations, however, in case the initial sale of Quintessence tokens is or may be taxable in your jurisdiction, you may not acquire Quintessence tokens; (i) you have the legal capacity to acquire Quintessence tokens and, if applicable, have obtained all necessary approvals. You understand and agree that: (a) no regulatory authority has examined or approved any of the information set out in this white paper and (b) no such action has been or will be taken under the laws, regulatory requirements or rules of any jurisdiction and (c) the publication, distribution or dissemination of this White paper does not imply that the applicable laws, regulatory requirements, or rules have been complied.

REPRESENTATION AND WARRANTIES FOR THE READER