These Terms of Sale for a user (“You” or “Your” or “User”) contain important information about Your legal rights, remedies and obligations. By accessing or using the website www.womenoftomorrownft.com (“Website or “platform”), You agree to comply with and be bound by this Agreement.
The Website contains a collection of digital artworks (NFTs as defined hereinafter) running on the Ethereum network. This Website is only an interface allowing participants to exchange digital collectibles.
If any provision of these Terms of Service or any future changes are unacceptable to you, do not use or continue to use the Website, do not link your Ethereum Wallets to our platform and do not mint or purchase the Women of Tomorrow NFTs. Your continued use of the Website following the posting of any notice of any change to these Terms of Service shall constitute your acceptance and agreement to such change.
“Art” means any art, collage, design, drawing, fictional character, illustration, image, photography, vector, video, 3D asset, template asset, or any other graphic work associated with the NFT.
“Creator” means Women of Tomorrow (WoT).
“Extensions” means third party designs that: (i) are intended for use as extensions or overlays to the Art, (ii) do not modify the underlying Art, and (iii) can be removed at any time without affecting the underlying Art.
“NFT” means any blockchain-tracked, non-fungible token, such as those conforming to the ERC-721 standard.
“Own” means, with respect to an NFT, an NFT that you have purchased or otherwise rightfully acquired from a legitimate source, where proof of such purchase is recorded on the relevant blockchain.
“Purchased NFT” means an NFT that you Own.
“Royalty” means the amount payable by the NFT Owner to Women of Tomorrow on each sale on any secondary marketplace, where proof of such purchase is recorded on the relevant blockchain.
“Third Party IP” means any third party patent rights (including, without limitation, patent applications and disclosures), copyrights, trade secrets, trademarks, know-how or any other intellectual property rights recognized in any country or jurisdiction in the world.
You acknowledge and agree that the Women of Tomorrow NFT (or, as applicable, its licensors) owns all legal rights, title and interest in and to the Art, and all intellectual property rights therein. The rights that you have in and to the Art are limited to those described in this License. Women of Tomorrow reserves all rights in and to the Art not expressly granted to you in this License.
a. If you own an NFT, then we grant you a personal, non-sublicensable, non-exclusive, license to use, copy, display, modify, and create derivative works from the Art, subject to the limitation described in Section 3b below.
b. You may exercise your license set forth in Section 3a so long as your use of the Art does not result in commercial activity that generates more than hundred thousand US dollars ($250,000) in revenue or sales over a 12-month span.
If you generate more than $250,000 of revenue or sales through such commercial activity over a 12-month span, then you must enter a commercial license with us to use the Art for this activity.
c. **Transferring Your NFT.** You may sell or transfer your NFT, and upon such sale or transfer, your entire license to the Art and any associated rights will transfer to the new owner. The new owner will enjoy the license and any associated rights described in Section 3a and 3b (above), provided that the new owner’s ownership of the NFT is cryptographically verifiable on the Ethereum blockchain.
d. **Restrictions.** You agree to not use the Art in any way that is abusive, defamatory, harassing, harmful to minors, homophobic, libelous, obscene, pornographic, racist, sexist, unlawful, or otherwise objectionable to a reasonable person.
It is expressly agreed that all intellectual property rights assigned to the Primary Owner, as per the Primary Assignment, or to the subsequent Owners, as per a Secondary Assignment, are granted in consideration of the price paid by the Owner to purchase the Purchased NFT, as listed on the NFT marketplace on which it is acquired (the “Purchase Price”), where applicable, which shall be deemed fixed and definitive. Notwithstanding the foregoing, the Creator shall also be entitled to a compensation on any Resale of the Complete Work in accordance with the percentage of commission determined by the NFT marketplace on which said Resale is completed.
The license granted in Section 3 above applies only to the extent that you continue to Own the applicable Purchased NFT. If at any time you sell, trade, donate, give away, transfer, or otherwise dispose of your Purchased NFT for any reason, the license granted in Section 3 will immediately expire with respect to those NFTs without the requirement of notice, and you will have no further rights in or to the Art for those NFTs.
If you exceed the $250,000 limitation on annual gross revenue set forth in Section 3.b above, you will be in breach of this License, and must send an email to Women of Tomorrow at hello@womenoftomorrownft.com within fifteen (15) days, with the phrase “NFT License – Commercial Use” in the subject line, requesting a discussion with Women of Tomorrow regarding entering into a broader license agreement or obtaining an exemption (which may be granted or withheld in Women of Tomorrow’s sole and absolute discretion). If you exceed the scope of the license grant in Section 3.b without entering into a broader license agreement with or obtaining an exemption from Women of Tomorrow, you acknowledge and agree that: (i) you are in breach of this License; (ii) in addition to any remedies that may be available to Women of Tomorrow at law or in equity, Women of Tomorrow may immediately terminate this License, without the requirement of notice; and (iii) you will be responsible to reimburse Women of Tomorrow for any costs and expenses incurred by Women of Tomorrow during the course of enforcing the terms of this License against you.
Further, Women of Tomorrow reserves the right to use ANY artwork, including : print or digital advertising, or any purely creative media (including short films, sitcoms, commercial campaigns, animations, films, art prints etc.) in support of the Women of Tomorrow community and message. If your Purchased NFT is used for any commercial use or paid collaborations by Women of Tomorrow, you will be paid a royalty of 20% on each unit sold.
Women of Tomorrow has the sole discretion to decide how to distribute the Royalty between the team, within the network of Women of Tomorrow NFT Owners, charities or the community.
Women of Tomorrow may in its sole discretion at any point of time in the future, in its sole discretion, decide not to levy any Royalty.
If your Purchased NFT is used by Women of Tomorrow for sale of any merchandise, clothing line or the art store you will be paid a royalty of 20% on each sale.
Where multiple artworks are used in a merchandise, the 20% royalties will be shared proportionately between all owners. For avoidance of doubt, if a merchandise contains 10 Women of Tomorrow NFTs that are owned by 10 unique owners, the 20% royalties will be shared between the 10, therefore each owner receiving their share of 2% royalties.
Women of Tomorrow will maintain the record of all sales and royalty payments will be made on a quarterly basis.
The Creator shall have the right to enforce, on behalf of the author, all moral rights of the author of the Art, as provided by applicable law, which shall remain perpetual, inalienable, imprescriptible and, in general, absolute. The Owner hereby undertakes to abide, and make its contractors, including licensees and subsequent buyers, and third parties abide by the author’s moral rights in any and all use of the Art, and in particular the following rights: (i) right of authorship, which shall entitle the Creator to demand and claim at any time that the author’s chosen name be mentioned on any mode of publication of the Art; and (ii) right to preserve the integrity of the Art, which shall entitle the Creator to oppose any modification, deletion or addition likely to alter the Art, or any use of the Art that may alter its spirit, devaluate it or otherwise be deemed prejudicial to the reputation of the author.
When using the Art, in any way whatsoever, including but not limited to its publication, exploitation, and/or promotion, the Owner shall not use the trademarks, service marks, or proprietary words or symbols of the Creator, to the extent otherwise permitted by applicable law or by written agreement of the Creator. By exception, when using the Art for non-commercial purposes only, the Owner shall have the right to reference the Creator by using the denomination “Women of Tomorrow” or condensed denominations “WoT”, unless informed otherwise by the Creator. Such use shall not, in any way whatsoever, damage or adversely impact the Creator or author’s reputation. The Creator shall have the right, at its sole discretion, to promote, including through social media, any public use of the Art by the Owner, unless the Owner informs the Creator otherwise. The Owner shall not use the Art in a way that would or could present the Creator as endorsing, recommending or favoring, in any way whatsoever, the Owner and/or its use of the Art.
In case of any questions, queries, suggestions or complaints, please reach us at: hello@womenoftomorrownft.com
