KINDRED SPIRITS is a service made available by 1KIN LTD, a Limited Company having its registered address at 3 Bayside Executive Park, Nassau, N-4875, The Bahamas (hereinafter referred to as the “Service Provider”).
Please read the following carefully as it contains important information about your legal rights, remedies, and obligations. By accessing or using the website https://kindredspiritsnft.com/ (the “Website”), you agree to comply with and be bound by the following provisions (the“Agreement”)
The Website gives access to a collection of digital artworks stored as ERC-721A tokens on the Ethereum blockchain and hosted on IPFS. The Website is only an interface allowing its users to mint digital collectibles. If any provision of the Agreement or any future changes is unacceptable to you, please do not use or continue to use the Website and do not connect your Ethereum wallet to the Website. Continuing using the Website following any change in the Agreement shall constitute your acceptance of such change.
For the purpose of the Agreement, the following capitalized words shall have the meanings defined hereinafter:
“Artwork” means any NON-AUDIO ART, design, or drawing that may be associated with an NFT available or purchased on the Website.
“Buyer” means a User purchasing an NFT.
“Ethereum” means the blockchain platform with its own cryptocurrency called Ether (ETH) or Ethereum, and its own programming language, called Solidity.
“NFT” means a blockchain-tracked non-fungible token associated with an Artwork. It ensures the scarcity of the Artwork and the transparency of the service provided by the Website.
“NFT Owner” means a User owning an NFT
“Parent” means the legal guardian of any minor User.
“Purchased NFT” means an NFT owned by a User.
“Qualifying Transaction” means a transaction made by the NFT Owner to sell her/his NFT on a consumer-to-consumer basis or on any secondary marketplace, where proof of such purchase is recorded on the relevant blockchain.
“Royalty” means the amount payable by NFT Owner to Service Provider on each Qualifying Transaction.
“User” means any natural person or legal person using the Website with a full legal capacity.
2. USER OBLIGATIONS
User accepts the following:
2.1 User must be at least thirteen (13) years old; when User is between the ages of thirteen (13) and eighteen (18) years old (or any greater age required to be deemed to have reached the age of majority under the applicable law of the state or jurisdiction of User’s primary residence), User may only access and use the Website with the prior consent of her/his Parent(s), where the Parent certifies and warrants to the Service Provider that:
▪ User has her/his consent, and
▪ that he/she has reviewed and discussed the terms of the Agreement with User.
Since certain contents made available on the Website may not be suitable for minors, it is recommended that Parents who authorize a minor to become a User to supervise User activity, including, without limitation, any interaction with any other User thereon.
2.2 User warrants that the purchase of an NFT from the Website will not result in:
▪ A breach of any agreements with any third parties;
▪ A breach of any agreements with banks or financial institutions;
▪ A breach of any applicable law or regulation of her/his jurisdiction,
▪ An infringement, misappropriation or violation of a third party’s patent, copyright, trademark, trade secret, moral rights or other proprietary or intellectual property rights, or rights of publicity or privacy.
2.3 User confirms and warrants that User reasonably understands the cryptocurrencies and NFTs market, along with associated risks, expenses, and fees. To initiate certain transactions on the Website, User must voluntarily generate one or more smart contract operations from an Ethereum wallet. All such transactions on the Website, including sales or purchases of NFTs are initiated through one or more smart contracts at the sole discretion and at the complete risk of User. The smart contracts are configured to facilitate the execution of the transfer of an NFT. User acknowledges the risk of smart contracts and agrees to be bound by the outcome of any smart contract operation by generating, calling, requesting, or otherwise engaging with the smart contract, whether the smart contract behaves as per User’s expectations. User acknowledges and agrees that there are risks associated with purchasing and holding NFTs and using blockchain technology. These include, but are not limited to, risk of losing access to an NFT due to the loss of private key(s), custodial error or purchaser error, risk of mining or blockchain attacks, risk of hacking and security weaknesses, risk of unfavorable regulatory intervention in one or more jurisdictions, risks related to token taxation, risk of personal information disclosure, risk of uninsured losses, unanticipated risks, and volatility risks.
2.4 User understands that the NFT(s) will be purchased with Ethereum and that Service Provider has no control over gas fees collected by Ethereum miners. User also understands that Service Provider does not have the ability to reverse, undo or restore Ethereum transactions.
2.5 User is entirely responsible for the safety and management of her/his own private Ethereum wallet(s) and for validating all transactions and contracts generated on the Website before approval.
3. OWNERSHIP & ROYALTY
3.1 The ownership of a Purchased NFT is governed by a smart contract on Ethereum, which cannot be reversed or modified in any way whatsoever.
3.2 Subject to NFT Owner continued compliance with the Agreement, Service Provider grants NFT Owner a worldwide, exclusive, transferable, license to use, copy, and display an Artwork, subject to Royalties as detailed in clause 3.4 hereinbelow, solely for the following purposes:
▪ For NFT Owner’s own personal use;
▪ For commercial use subject to clause 3.3 hereinbelow;
▪ As part of a marketplace that permits the purchase and sale of Purchased NFTs, provided that the marketplace cryptographically verifies each NFT Owner’s rights to display any Artwork to ensure that only the actual owner can display such Artwork;
▪ Or as part of a third-party website or application that permits the inclusion, involvement, or participation of Purchased NFTs, provided that the website/application cryptographically verifies each NFT Owner’s rights to display the Artwork to ensure that only the actual owner can display such Artwork, and provided that such Artwork is no longer visible once such NFT Owner leaves the website/application.
3.3 Subject to NFT Owner continued compliance with the terms of the Agreement, Service Provider grants NFT Owner a limited, worldwide, exclusive, transferable license to use, copy, and display the Artwork for the purpose of commercializing User’s own merchandise that includes, contains, or consists of the Artwork.
For the sake of clarity, nothing in this section will be deemed to restrict NFT Owner from:
▪ Owning or operating a marketplace that permits the use and sale of NFTs generally, provided that the marketplace cryptographically verifies each NFT Owner’s rights to display the Artwork to ensure that only the actual owner can display such Artwork;
▪ Owning or operating a third-party website or application that permits the inclusion, involvement, or participation of NFTs generally, provided that the third-party website or application cryptographically verifies each NFT Owner’s rights to display the Artwork to ensure that only the actual owner can display such Artwork, and provided that such Artwork is no longer visible once such NFT Owner leaves the website/application.
3.4 In consideration for the rights granted to each User under the Agreement, Service Provider shall be entitled to receive a Royalty of five percent (5%) of the value of each Qualifying Transaction.
4. DIVISION OF ROYALTIES
4.1 Service Provider has the sole discretion to decide how to distribute the Royalty among NFT Owners or Users, which shall be communicated to NFT Owners and Users by Service Provider from time to time.
4.2 Service Provider may in its sole discretion at any point of time in the future, in its sole discretion, decide not to levy any Royalty.
5. DISCLAIMER OF LIABILITY
5.1 User expressly understands and agrees that access to and use of the Website is at User's own risk,
and that the Website is provided on an "as is" and "as available" basis without warranty of any kind,
either express or implied, except as otherwise provided by applicable law.
5.2 To the fullest extent permitted by law, Service Provider does not represent or warrant that:
▪ Access to or use of the Website will be uninterrupted, timely, secure, or error-free;
▪ Usage data provided by the Services or on the Website will always be accurate;
▪ The Services are free of malware or other harmful components.
5.3 User accepts the security risks inherent in the provision of information, online trading on the internet, and experimental technologies such as blockchains and non-fungible tokens and agrees that Service Provider shall not be liable for any breach of security unless caused by gross negligence on the part of Service Provider.
5.4 Service Provider is not responsible for any losses incurred by Users as a result of using the blockchain network and digital asset wallets. Service Provider has no control over the blockchain network and shall not be liable for any losses arising from the blockchain.
5.5 Some jurisdictions do not allow the exclusion of implied warranties in consumer contracts, so some or all of the above exclusions may not apply to all Users. If, notwithstanding the foregoing exclusions, it is determined that Service Provider is liable for damages, in no event will the aggregate liability, whether arising in contract, tort, strict liability, or otherwise, exceed one thousand US dollars (US$1000.00).
6. CONTACT INFORMATION
In case of any questions, suggestions, or complaints, please reach us at: firstname.lastname@example.org