WORKING DRAFT · NO LIVE PRESALE
CLOCKED OUT ($OFF)
Working whitepaper — version 0.8
Date: 12 September 2026
DRAFT FOR DISCUSSION. NO LIVE SALE. NOT A FINAL OFFER DOCUMENT.
This document describes a proposed independent Solana meme-community project. The website presents the real mainnet token recorded below. The sale contract is deployed and initialized with 800 million OFF. Website purchase signing remains disabled. The contract contribution window starts on 26 October 2026 at 09:00 UTC; its rules apply to any compatible client independently of website availability. This draft has not undergone independent legal or security review and must not be represented as a compliant regulatory whitepaper or an audit.
1. The idea
CLOCKED OUT is an original character-led meme community. Its purple alien arrived on Earth, worked one shift, and resigned. The creative theme is everyday work, meetings, exhaustion, and time off. The proposed activities are original memes, short character stories, downloadable artwork, and community participation.
People can participate without purchasing tokens. The project does not claim to build a new blockchain, Bitcoin layer 2, bridge, or financial protocol.
2. The proposed token
CLOCKED OUT (OFF) is a fungible token on Solana. Availability and potential name conflicts have not been cleared. The project mint is 9ZJSdCJZVaF1Deo95suKxgVHidj4imdaePFvnS2kKdiu on Solana mainnet. Creation was independently checked using RPC on 10 September 2026: the transaction is finalized, supply is 1 billion units with 6 decimals, mint authority is 4KMdkHmVnMGcSisQhsMDTZCxbfK2yu5DUmzh6yVYYYgC, and freeze authority is disabled. The owner reports a successful on-chain name and symbol update to CLOCKED OUT and OFF. The owner confirmed the on-chain logo metadata attachment on 11 September 2026.
No income, dividend, ownership interest, redemption value, fixed return, or price appreciation is promised. Staking and staking yield are not part of the current proposal. No binding governance rights or paid-access utility have been specified. The initial concept is a speculative community token associated with the character and brand.
3. Current status
Completed: community website, original visual artwork, mainnet token creation, and the owner-confirmed name and symbol update.
The owner completed program deployment and sale initialization through wallet approvals. Finalized chain state at slot 446416678 verifies the expected program code and authority, the initialized sale, an 800 million OFF vault balance, and zero recorded USDC purchases. Purchase, claim, refund and owner-operation clients have internal tests; independent review and the complete buyer wallet transaction flow remain outstanding.
Not completed: complete buyer wallet transaction rehearsal, independent contract review, legal assessment of the offering, final sale terms, website payment activation, purchaser eligibility controls, token distribution, and trading liquidity.
The simulated purchase form has been removed. The website does not accept presale funds.
4. Founder-selected presale terms
On 11 September 2026, the founder selected and confirmed an all-or-nothing funding model. These terms replace the earlier US$10 million fundraising example. These economic parameters are implemented in the deployed contract. Website purchase signing remains disabled.
- Current recorded minted supply: 1,000,000,000 OFF. Mint authority remains enabled, so this is not a permanently fixed maximum.
- Sale allocation: 800,000,000 OFF, or 80% of recorded supply.
- Price: 0.005 USDC per OFF.
- Required minimum funding and maximum contributions: both 4,000,000 USDC.
- Planned opening: 26 October 2026 at 09:00 UTC.
- Contribution deadline: 1 April 2027 at 08:50 UTC.
- Full claims after a successful sale: from 5 April 2027 at 08:50 UTC, without vesting.
- Remaining 200,000,000 OFF: allocation undecided; no final team, liquidity or treasury split has been approved.
The entire sale allocation must be subscribed for the sale to succeed. If total recorded purchases are less than 4,000,000 USDC at the deadline, the owner remains responsible for refunding buyers’ recorded contributions. The owner may withdraw and use funds before the deadline, so actual refunds depend on available funds and may be delayed or fail. The deployed contract does not guarantee that withdrawn funds will be replaced.
The arithmetic is 800,000,000 OFF × 0.005 USDC = 4,000,000 USDC. This is a funding target, not funds raised or profit. USDC can deviate from US$1. The approximately 4,000 USDT preparation budget is separate from sale proceeds and liquidity commitments.
Buyer limits, treatment of cancelled sales, refund access windows and fees, unsold tokens, mint-authority policy, liquidity arrangements and final issuer terms still need to be specified before opening. Contributions must remain unavailable until the sale system is implemented and reviewed.
5. Proposed sale process
The proposed route is an independent Solana presale followed by a separately arranged liquidity pool. A standard Pump.fun launch is no longer the planned route. No exchange, launchpad, market maker, or liquidity provider has committed to support this project.
The selected payment asset is USDC on Solana. SOL or card payments would require additional implementation and review and are not currently offered.
Before contributions can open, the project must specify the issuing entity, permitted buyer jurisdictions, token mint, sale program, unit price, allocation, start and end dates, minimum funding threshold, maximum raise, buyer limits, claim schedule, and applicable terms. The website does not collect contributions.
6. Owner withdrawals and refund funding risk
The founder authorized owner-controlled USDC contributions on 11 September 2026. This changes the earlier fully funded escrow design. The 4,000,000 USDC funding threshold and failed-sale refund obligation remain.
The owner may withdraw USDC during the contribution period and spend it on the project or other stated project activities. Funds may be spent or lost. Such use does not guarantee investment returns, a higher OFF price, trading liquidity, or greater value when tokens are claimed.
Success is determined by total recorded purchases, not the remaining USDC vault balance. Withdrawals do not reduce the purchase counter. Replenishment and direct donations do not count as new purchases or create token entitlements.
If purchases fall below the threshold at the deadline, the owner remains responsible for full refunds of recorded contributions. Withdrawn funds may need to be replaced. The contract cannot compel the owner to replenish it or guarantee that the owner can do so. Refunds may be delayed or fail because of insufficient funds.
The drafted rules stop owner USDC withdrawals after a failed sale. Buyers can request a full refund of their recorded contribution. When the vault lacks that amount, the request fails without marking the buyer as paid; the receipt remains available for retry after replenishment. Refunds are not automatically prorated: with limited liquidity, some buyers may be repaid before others. No contract-imposed claim or refund expiry is included in this draft. Users must submit a transaction and pay network costs. These functions are deployed but remain subject to their contract timing and funding conditions. Website signing for these actions remains disabled.
All 800 million sale OFF tokens have been deposited into the program-controlled token vault; the balance was verified on 12 September 2026. There is no early owner withdrawal or cancellation of this OFF deposit. Owner USDC withdrawals do not release those OFF tokens. Full OFF claims are planned from 5 April 2027 at 08:50 UTC, only after successful funding; the owner can recover the sale OFF deposit following a failed sale.
Before launch, final terms must address cancellation, custody, refund administration, fees and legal recourse. The production program identity and upgrade authority must be disclosed. If upgrades remain possible, that authority could alter program behavior; source code alone does not ensure immutable protections.
7. Use of funds and liquidity
No final use-of-funds budget has been approved. It must distinguish preparation costs, content and community operations, legal and technical services, liquidity capital, ongoing operations, and reserves. Any founder remuneration or related-party payments should be disclosed.
The approximately 4,000 USDT preparation budget does not establish that a live sale can be delivered securely. Costs and feasibility must be assessed before committing to a launch.
For a later liquidity pool, the project must disclose the venue, quote asset, amount of capital and tokens committed, initial pricing method, timing, control of liquidity positions, and any lock conditions. No liquidity lock, minimum depth, listing, or supported price is promised by this draft.
Presale receipts are not equivalent to distributable profit. Delivery costs, liquidity commitments, refunds, operating obligations, and applicable taxes must be considered.
8. Roadmap based on readiness
Phase 1 — Community and token: artwork, community website, mainnet mint creation, name and symbol. Completed, including the logo metadata attachment.
Phase 2 — Validation: assess genuine community participation, project economics, platform options, issuer structure, and professional review requirements. Not completed.
Phase 3 — Sale preparation: finalize terms and allocations; implement contracts, buyer records, claim and refund paths; independently review and test the complete flow. Not completed.
Phase 4 — Potential presale: planned for 26 October 2026 at 09:00 UTC, only if the preceding requirements are met.
Phase 5 — Potential distribution: full claims planned from 5 April 2027 at 08:50 UTC after a successful sale. Trading and liquidity dates are not scheduled.
These are proposed milestones, not delivery guarantees.
9. Material risks
A meme token can lose its entire value. There may be no buyers, insufficient liquidity, extreme volatility, or concentrated holdings. A successful fundraising total does not prove sustainable demand.
Other risks include contract defects, compromised administrator keys, misleading impersonation sites, wallet errors, network outages, stablecoin depegging, third-party service failure, project abandonment, delayed distribution, and changes in regulatory treatment. Independent review reduces some risks but cannot eliminate them.
The project presently has no independent audit report or completed legal assessment to cite. No regulatory approval or platform endorsement is claimed.
10. Issuer details and remaining offering information
The founder supplied the following proposed issuer details on 12 September 2026:
- Legal name: ADG HOLDING AS.
- Organisation number: 816 317 592.
- Registration date: 1 December 2015.
- Incorporation date: 15 November 2015.
- Contact email: post@adgholding.no.
These details are founder-supplied. Company registry status and authority to conduct this offering have not been independently verified for this draft.
Before a live offering, add the registered business address, responsible representative and their role, issuing jurisdiction, governing terms, complaints process, target buyer jurisdictions, buyer restrictions, privacy arrangements, and applicable disclosure obligations. Final offering, cancellation, liquidity and refund-response terms remain outstanding.
This document must not be marketed as a finalized MiCA whitepaper. Recording company details does not establish legal compliance or regulatory approval.
11. Transparency and updates
Before accepting funds, publish the official mint and program addresses, relevant authority settings, approved allocations and vesting, treasury controls, reviewed contracts and review scope, final sale terms, and verified community channels.
Publish progress using verifiable records. Do not present simulated purchases, invented partners, unverified fundraising figures, or illustrative prices as real activity. Changes to material terms should be clearly versioned and communicated before buyers commit.
12. Document history
Version 0.1 — 10 September 2026: initial working draft based on the founder's concept, fundraising ambition, and preparation budget. All illustrative economics remain subject to revision. No live offering is authorized by this document.
Version 0.2 — 10 September 2026: recorded verified mainnet mint creation. Presale remains a simulation; sale allocations, price, and terms are still drafts.
Version 0.3 — 10 September 2026: removed the purchase simulation and featured the existing mainnet token. Recorded the owner-confirmed name and symbol update. Presale remains closed.
Version 0.4 — 11 September 2026: recorded the owner-confirmed logo attachment and added an owner presale-settings draft tool. No sale program or payment facility has been deployed.
Version 0.5 — 11 September 2026: recorded founder-selected terms and explicit confirmation of a 4 million USDC all-or-nothing funding threshold. Contracts remain undeployed.
Version 0.6 — 11 September 2026: owner approved early USDC withdrawals while retaining the 4 million USDC failed-sale refund obligation. Added explicit refund-liquidity and price-risk disclosures. Custody contract remains undeployed.
Version 0.7 — 12 September 2026: added founder-supplied ADG HOLDING AS identity and contact details and updated internal implementation/test status. Company authority and final offering terms remain unverified; no live sale or publication is authorized by this update.
Version 0.8 — 12 September 2026: recorded verified deployment and initialization with 800 million OFF at finalized slot 446416678. Website purchase signing remains disabled; contract opening is 26 October 2026 at 09:00 UTC. No independent audit or legal approval is claimed.