Legal BS
Terms & Conditions
Last Revised: November 4, 2021
These Terms & Conditions (“Terms”) apply to your purchase, licensing, sale and display of Project LB52 Inc. non-fungible tokens (“NFTs”).
These Terms are entered into between you and Project LB52 Inc. (“Project LB52”, “Company,” “we,” or “us” or “our”). These Terms expressly incorporate any other documents referenced herein (such as our Privacy Policy) and govern your access to and use of this site projectlb52.com (the “Site”), as well as all content, functionality, and services offered on or through the Site, including NFTs. The project is not targeted towards minors. You agree that you are over the age of 18 years, or above the legal age in your jurisdiction; whichever is greater.
Project LB52’s Space Monkey Fight Club is a collection of multimedia digital artwork (NFTs) running on the Ethereum network. This website is only an interface allowing users to exchange collectibles. Ownership of the NFT is mediated entirely by the Smart Contract and the Ethereum Network: at no point may we seize, freeze, or otherwise modify the ownership of any of the Project LB52 NFT’s. The owners/licensees of the eventual 260 individual ERC-1155 Non-Fungible Tokens have personal and commercial rights to their non-fungible token(s).
By purchasing the NFT(s) defined below, the purchaser/licensee understands and agrees to the Terms & Conditions set forth in this agreement and terms of sale and use and agrees to be bound by this agreement.
Reviewing and Accepting These Terms
Please read these Terms carefully, as they set out your rights and responsibilities when you use this Site to buy Project LB52 NFTs.
We reserve the right to change or modify these Terms at any time and in our sole discretion. You agree and understand that by accessing or using the Site following any change to these Terms, you are agreeing to the revised Terms and all of the terms incorporated therein by reference.
Review the Terms each time you access the Site to ensure that you understand how the Terms apply to your activities on the Site. You understand that by purchasing any of our products and/or services you agree to accept these Terms and Conditions and by purchasing our NFT’s agree to any legal contracts that relate to them, verifiable through the purchase transaction.
Security
You - the purchaser/licensee; agree to purchase our NFT as a collectible. Once you purchase your Project LB52 tokens you gain full and complete ownership of your NFT, becoming its sole owner. All Blockchain transactions are visible on Etherscan. As the owner/licensee, you are entirely responsible for the safety and management of your own private cryptocurrency wallet(s) and validating all transactions and contracts generated by this website before approval. Smart contracts run on the Ethereum network, so there is no ability to undo, reverse, or restore any transactions.
Severability & Modifications
If any term, clause, or provision of these Terms is held invalid or unenforceable, then that term, clause, or provision shall be severable from these Terms and will not affect the validity or enforceability of any remaining part of that term, cause, or provision, or any other terms, clause, or provision of these Terms. You agree and understand that we may modify part or all of this Site or the Services without notice, and that we may update these Terms and any other document incorporated by reference therein at any time.
Terms of Sale
By placing an order on the Site, you agree that you are submitting a binding offer to purchase an NFT or other Service from the Company. If you are not the initial purchaser of a Project LB52 NFT, then amounts may be paid to the-then holder of the NFT. You also acknowledge and agree that Project LB52 Inc. receives 5.2% of every subsequent sale of a Project LB52 Space Monkey NFT (“Royalty”).
If you sell a Project LB52 NFT on a third-party NFT marketplace, you agree to include a statement substantially similar to the following in the description of the NFT:
“5.2% Royalty Applies. See Project LB52 Terms & Conditions for details.”
In addition, when you buy or sell an NFT on this Site, you agree to pay all applicable fees associated with the transaction. No refunds are permitted except with respect to any statutory warranties or guarantees that cannot be excluded or limited by law.
Taxes:
We are not responsible for determining the withholding, sales, use, value added, transfer or other taxes, together with any interest and penalties imposed with respect thereto (“Taxes”), that may apply to transactions on this Site. You agree that you are solely responsible for determining what, if any, Taxes apply to your transactions and to withhold, collect, report and remit the correct amounts of Taxes to the appropriate taxing authorities. This means that Sales Taxes become your sole responsibility.
Custom Song Process
Instrumental compositions (beats) are reserved on a first come, first serve basis (upon purchasing and filling out the Intake Form). Project LB52 is not obligated to provide any one specific instrumental composition to any one specific customer.
Project LB52 and contributing Artist(s) will make every reasonable effort to create a Custom Song NFT that meets the purchasers expectations. You agree and understand that once the Project LB52 Custom Song is on the Ethereum network it is completed and cannot be modified or altered in any way. Once your NFT is delivered it is seen as “Final Sale” and the transaction is completed.
You agree and understand that Project LB52 is not liable or responsible for any potential loss due to a Custom Song that does not meet the standards or satisfaction of the purchaser. There are absolutely no modifications, refunds or returns for Custom Songs, no exceptions.
You understand that Project LB52 Inc. is not liable in any way for the potential usage outcomes of the Custom Song NFT(s). Once a purchaser takes ownership of a Project LB52 NFT the purchaser assumes any and all potential legal implications that may arise from the Custom Song ownership, licensing, usage, or display.
Intellectual Property
Avatar Artwork:
Personal Use. Subject to your continued compliance with these Terms, the Company grants the purchaser/licensee an unlimited license to use, copy, and display the purchased Art, along with any extensions that you choose to create or use, solely for the following purposes: (i) for your own personal, non-commercial use; (ii) as part of a marketplace that permits the purchase and sale of your Project LB52 NFT, provided that the marketplace cryptographically verifies each Project LB52 owner’s rights to display the Art to ensure that only the actual owner can display the Art; or (iii) as part of a third party website or application that permits the inclusion, involvement, or participation of your Project LB52 NFT, provided that the website/application cryptographically verifies each Project LB52 owner’s rights to display the Art to ensure that only the actual owner can display the Art, and provided that the Art is no longer visible once the owner of the Project LB52 NFT leaves the website/application.
Commercial Use. Subject to your continued compliance with these Terms, the Company grants purchaser/licensee an unlimited license to use, copy, and display the purchased Art for the purpose of creating derivative works based upon the Art (“Commercial Use”). Examples of such Commercial Use would be the use of the Art to produce and sell merchandise products (T-Shirts, etc.) displaying copies of the Art or publishing the audio Art for promotional or income purposes. For the sake of clarity, nothing in this Section will be deemed to restrict you from (i) owning or operating a marketplace that permits the use and sale of Project LB52 NFT’s generally, provided that the marketplace cryptographically verifies each Project LB52 owner’s rights to display the Art to ensure that only the actual owner can display the Art; (ii) owning or operating a third party website or application that permits the inclusion, involvement, or participation of Project LB52 NFT Art generally, provided that the third party website or application cryptographically verifies each Project LB52 NFT owner’s rights to display the Art to ensure that only the actual owner can display the Art, and provided that the Art is no longer visible once the owner of the Purchased Project LB52 NFT leaves the website/application; or (iii) earning revenue from any of the foregoing.
Custom Song:
Personal Use. Subject to your continued compliance with these Terms, the Company hereby grants purchaser/licensee an unlimited, exclusive license to use, copy, and display the purchased Art (Avatar), along with any extensions that you choose to create or use, solely for the following purposes: (i) for your own personal, non-commercial use; (ii) as part of a marketplace that permits the purchase and sale of your Project LB52 NFT, provided that the marketplace cryptographically verifies each Project LB52 owner’s rights to display the Art to ensure that only the actual owner can display the Art; or (iii) as part of a third party website or application that permits the inclusion, involvement, or participation of your Project LB52 NFT, provided that the website/application cryptographically verifies each Project LB52 owner’s rights to display the Art to ensure that only the actual owner can display the Art, and provided that the Art is no longer visible once the owner of the Project LB52 NFT leaves the website/application.
Commercial Use. Subject to your continued compliance with these Terms, the Company hereby grants purchaser/licensee a unlimited, exclusive license to display, perform, and commercialize the Custom Song NFT(s) and grant non-exclusive licenses to third parties to use the NFT in whole or in part, such as for synchronization in any media now known or hereafter devised or discovered throughout the world in perpetuity subject to the following restrictions:
a. er/Licensee may authorize third parties to modify, edit, crop, remix, and otherwise alter the Cusom Song sound recording under a unlimited non-exclusive license;
b. r/Licensee may authorize third parties to use sound recording as a whole, exactly as it is presented in the NFT, and shall not, or authorize others to, edit, crop, modify, revise, or otherwise alter the underlying musical composition (beat) in any way.
Instrumental. Company owns all rights, title, and interest including, without limitation, the copyrights to the underlying musical composition intellectual property embedded in the digital files comprising the non-fungible token intellectual property. The Company is licensing the underlying musical compositions to the holders of the Custom Song token, granting purchasers/licensees an unlimited, non-exclusive license. The Company has the full right to use/display/sell/license the instrumental compositions used in the NFTs however it may see fit throughout the world in perpetuity.
The Company shall retain all Master rights to all of the instrumental compositions and will be entitled to 50% of the Custom Song(s) Writers Share and 50% of the Publishers Share.
Purchaser/Licensee shall require all Third Party NFT Licensees to accord Company a credit as the author/composer/recording artist of the NFT in all NFT Licenses in substantially the following:
[Song Title]: by Dan The Lost Boy, published by Project LB52 Inc.;
Artist: Dan The Lost Boy
Disclaimers
This website (projectlb52.com) and its connected services are provided “as is” and “as available” without warranty of any kind.The Company will not be liable for any loss of any kind from any action taken or taken in reliance on material or information contained on this site. The Company does not warrant that this site content is accurate, complete, reliable, current or error-free.
You agree and understand that you are entirely responsible for the safety and management of your own private cryptocurrency wallet(s) and validating all transactions and contracts generated by this website before approval. We are not responsible for managing and maintaining the security of your cryptocurrency wallet or for any unauthorized access to or use of your cryptocurrency wallet. If you notice any unauthorized or suspicious activity in your cryptocurrency wallet that may be related to this Site, please notify us immediately.
You agree and understand that you are solely responsible for determining the nature, potential value, suitability, and appropriateness of these risks for yourself, and that we do not give advice or recommendations regarding our NFTs. You understand that Project LB52 NFTs are not legal tender and are not backed by any government.
Project LB52 NFTs use Smart contracts that run on the Ethereum network, so there is no ability to undo, reverse, or restore any transactions. All Blockchain transactions are visible on Etherscan. Anyone and everyone has the ability to see your transactions.
The Company is not responsible or in control of the Smart Contract code. The Company uses a third-party platform (OpenSea) to create and distribute our NFTs.
As the owner/licensee, you are entirely responsible for the safety and management of your own private cryptocurrency wallet(s) and validating all transactions and contracts generated by this website before approval. Smart contracts run on the cryptocurrency network, so there is no ability to undo, reverse, or restore any transactions.
You agree not to use your Project LB52 tokens or the name of the Company or collection (Project LB52 & Space Monkey Fight Club) in any project or derivative work to engage in, or assist, in any activity that violates any law, is in violation of NFT community standards, or otherwise unacceptable in Company’s sole discretion.
The Company has the right to collect Royalties for NFT sales in perpetuity and may use those funds in any manner the Company sees fit.
Entire Agreement
These Terms comprise the entire agreement between you and us relating to your access to and use of the Site, Site Content and any Project LB52 NFTs you have purchased/licensed, and supersede any and all prior discussions agreements, and understandings of any kind.
If you are unsure whether a contemplated use of the Site Content or a Project LB52 NFT and its content would violate these Terms, please contact us at projectlb52@gmail.com
Space Monkey Fight Club: https://opensea.io/collection/space-monkey-fight-club
Space Monkey Fight Club Custom Songs: https://opensea.io/collection/space-monkey-custom-songs