Alice NFT License agreement

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by Slash Vision Labs

This Alice NFT License is a legally binding agreement between Alice and you. You own all personal property rights to the Alice NFT underlying token (e.g., the right to freely sell, transfer, or otherwise dispose of that Alice NFT), but you do not own any associated artwork, branding or other intellectual property associated with that Alice NFT.

DEFINITIONS

“Alice NFT" means the Alice brand or NFT created by or for Slash Fintech Limited and Slash Vision Labs.
"Alice NFT Art" means any artwork, image or copyrighted work associated with a particular Alice NFT.
"Alice Trademark" means any logo, trademark, service mark or trade dress associated with Alice, Alice.com, Alice NFTs or Slash Payment, including the name "Alice" or "Alice.com" and any other Alice-related character or name of any product or including the names of other Ali-related characters and products and services developed by the Company.
"Slash" means Slash Fintech Limited and Slash Vision Labs /or its affiliates.
"Commercial Use" means any activity conducted with the intent to generate revenue, such as selling or giving away items (including NFTs) in any marketplace, creating and selling merchandise, creating comic books or video games.
"NFT" means a non-fusible token tracked on a blockchain, including one that complies with ERC-721A, ERC-721, ERC-1155, or any other non-fusible token standard.
"You" or "your" means the legal owner of the Alice NFT.

Capitalized terms as you see them have the meanings set forth in this "Definitions" section.

LICENSE GRANT

Alice NFT Art License. For so long as you lawfully own Alice NFT and subject to your compliance with the terms of this license, we grant you the following rights

As long as you own Alice NFT, what rights do we grant you?

  1. use, reproduce, display, modify, create derivative works of your Alice NFT art for personal and non-commercial use (such as putting it in a wallet, displaying it as a profile picture, creating a pixel art version for use on a third party platform, etc.) non-exclusive, worldwide, This is a royalty-free license.

    This means that you may display Alice NFT for non-commercial purposes and use it as your profile picture. You may also create derivative works for non-commercial purposes. However, please check with your local authorities as it may not be allowed as a passport photo.

  2. A non-exclusive, worldwide, royalty-free, sublicensable (but only to service providers who support commercial use) license to use, copy, reproduce and display the Alice NFT Art for your Alice NFT. The license in this Section (2) does not include the right to create derivative works from the Alice NFT Art, except as necessary to adapt and depict the Alice NFT Art in products or media created in accordance with this license, or as set forth in the "No Trademark Rights" section below. No rights shall be granted to you. However, this License permits you to cast and create new NFTs and NFT Projects based on your Alice NFT Art for your own Alice NFTs, provided that you do not use the Alice Trademark on or in advertising such new NFTs. Alice will not use the Alice Trademark in such new NFTs or in their promotion. We may work with third parties to create Alice NFTs that include artwork, images, copyrighted materials, logos, trademarks, service marks or trade dress owned by third parties ("Third Party Content"). The license in this section does not apply to any Alice NFT or Alice NFT Art that includes Third Party Content, and you may not, unless we or the applicable third party expressly agree in writing or publicly, in any commercial use based on such Third Party Content or any portion thereof You may not use, copy, reproduce, display, create derivative works of, or create new NFTs based on such Third Party Content or any portion thereof, unless expressly agreed to in writing or publicly.

    In other words, you may make commercial use of the Alice NFT. Yes, you may sell derivative works as long as you do not use the Alice trademark. However, if the Alice NFT is the product of a collaboration involving content other than ours, you may not make commercial use of that particular Alice NFT unless we or our partners expressly agree in writing or through publicity.

MODIFICATIONS AND DERIVATIVE WORKS

We recognize that you may wish to make modifications and derivative works of the Alice NFT Art, and you are permitted to do so within the scope of the license granted above. However, you acknowledge and agree that Slash Fintech Limited and Slash Vision Labs may modify, create derivative works of, and updat rt, and may create works that are similar or identical to your own adaptations, derivative works, and modifications of Alice NFT Art. Therefore, you, on behalf of yourself and your heirs, successors, and assigns, agree that with respect to any use of Alice NFT Art or any adaptation, derivative work, or modification thereof by Slash Fintech Limited and Slash Vision Labs, its affiliates, or licensees, even if such artwork or content was created by you You irrevocably covenant and agree that you will not sue, claim, demand, or contest the use of Alice NFT Art or any adaptation, derivative work, or modification thereof by Alice NFT Art or its affiliates or licensees, even if such artwork or content is similar or identical to an adaptation, derivative work, or modification of Alice NFT Art created by you.

Basically, we are allowing you to create dope pieces with Alice NFT Art, but we have the same mission. If what we make happens to be similar to what you make, no harm, no foul.

No Rights to Trademarks Nothing in this Agreement shall be construed to grant you any rights to the Alice trademark belonging to Slash Fintech Limited and Slash Vision Labs. You may not use the "Alice" trademark for any commercial use, including registering domain names or social media accounts using the "Alice" trademark, without our written permission. This includes the "Alice Trademarks" displayed on or contained in the "Alice NFT Art" of your "Alice NFT" (you must modify the "Alice NFT Art" to remove or obfuscate such "Alice Trademarks" prior to commercial use of the "Alice NFT Art"). (You must modify the "AliceNFT Art" to remove or obfuscate such "Alice Trademarks" before commercial use). You may not remove, erase or obscure any trademark notice, copyright notice or other intellectual property right notice on the Alice NFT or Alice NFT Art.

In other words, we do not grant you any rights to use the Alice trademark or any other logo. This means that your Alice NFT contains the Alice trademark, and you must obtain our written permission before using the Alice trademark or logo.

Transfer The license granted above is non-transferable. However, if you sell or otherwise transfer the Alice NFT, the grant of the above license in the Alice NFT art will terminate and such license will be transferred to the new owner of the Alice NFT associated with such Alice NFT art. or similar transaction, the transferee agrees that by purchasing, receiving, or otherwise acquiring the Alice NFT, the transferee shall be deemed to have agreed to the terms of this license. You shall not transfer Alice NFT to any transferee located in a country embargoed by the U.S. government, a country designated by the U.S. government as a state sponsor of terrorism, or a country on the U.S. government list of prohibited or restricted countries.

Essentially, these licenses may not be transferred unless Alice NFT is sold.

Restrictions Notwithstanding the above, you may not use Alice NFT Art in any manner that is unlawful, defamatory, harassing, abusive, fraudulent, racist, hateful, vulgar, cruel, illegal or obscene, or in any way that encourages such conduct.

There are reasonable restrictions on what you can do with Alice NFT.

Reservation of Rights: All rights to "Alice NFT Art" and all other intellectual property of Slash not explicitly licensed in this agreement are reserved by Slash Fintech Limited and Slash Vision Labs. All benefits arising from the use of the "Alice" trademark are solely attributable to Slash Fintech Limited and Slash Vision Labs.

If you are not specifically permitted to do so above, you must first ask us and obtain our consent.

DISCLAIMERS, LIMITATIONS OF LIABILITY, AND INDEMNIFICATION

Disclaimer: Users agree that access to and use of "Alice NFT" and "Alice NFT Art" is at their own risk and responsibility. Customers understand and agree that "Alice NFT" and "Alice NFT Art" are provided on an "as is" and "as available" basis. Without limiting the foregoing, to the maximum extent permitted by applicable law, Slash Fintech Limited and Slash Vision Labs, affiliates, officers, directors, employees, agents, representatives, partners, and licensors (collectively, "Slash Entities") expressly disclaim all warranties and conditions of merchantability, fitness for a particular purpose, and non-infringement. Slash Fintech Limited and Slash Vision Labs disclaim all responsibility and legal liability for the following, without making any warranties or representations regarding them: (a) the completeness, accuracy, availability, timeliness, originality, security, or reliability of Alice NFTs and Alice NFT Art, (b) the operation or compatibility with other applications or specific systems, devices, blockchains, digital wallets, hardware, or markets; (c) whether Alice NFTs and Alice NFT Art will meet your requirements, or be uninterrupted, secure, or error-free, and (d) the deletion or inability to store or transmit Alice NFTs and Alice NFT Art. Alice NFTs are intended solely for consumer enjoyment, use, and consumption, and are not "securities" as defined under the Securities Act of 1933, Securities Exchange Act of 1934, Investment Company Act of 1940, or any state securities laws in the United States.


Limitation of Liability. Except as prohibited by law, in no event shall Slash Fintech Limited and Slash Vision Labs be liable to the customer for any indirect, special, exemplary, incidental, consequential or punitive damages, including but not limited to, procurement of substitute goods or services, loss of use, data or profits, business interruption or any other damages or losses, whether in contract, strict liability or tort (including negligence or otherwise), regardless of the theory of liability, arising out of or in any way related to this License or the use or inability to use the Service or the Alice NFT Art, even if Slash Fintech Limited and Slash Vision Labs have been advised of the possibility of such damages, or (b) any other claims, demands or damages arising out of or in any way related to the delivery, use or performance of this License or the Service, whether in contract, tort (including negligence), or otherwise. In no event shall the total liability of Slash Fintech Limited and Slash Vision Labs for all damages, liabilities, and causes of action, whether in contract, tort (including negligence) or otherwise, arising out of or in connection with the Service or this License exceed (i) $1,000, or (ii) the total amount paid by the customer for the Alice NFT, whichever is greater. Some jurisdictions (such as the state of New Jersey) do not allow the exclusion or limitation of incidental or consequential damages, so the above exclusion or limitation may not apply to the customer.

If something happened with Alice or Alice NFT that you didn't like, would Slash Fintech Limited and Slash Vision Labs be held responsible without any limitation? No, there are limitations outlined here.

Disclaimer: By agreeing to this License and accessing or using Alice NFT or Alice NFT Art, you agree to defend, indemnify, and hold harmless Slash Fintech Limited and Slash Vision Labs from any and all claims, costs, damages, losses, liabilities, and expenses (including attorneys' fees and expenses) arising out of or in connection with: (i) your breach of this License or any applicable law or regulation, (ii) your infringement of any third-party rights, (iii) your access to or use of Alice NFT or Alice NFT Art, (iv) your modification or creation of derivative works of Alice NFT Art, or (v) your fraud, negligence, or willful misconduct, and any and all claims, costs, damages, losses, liabilities, and expenses (including attorneys' fees) incurred by Slash Fintech Limited and Slash Vision Labs as a result.

You are responsible for your use of Alice NFT. If someone sues us because of something you have done using Alice NFT, you will be liable for any damages we face (including our legal fees).

ADDITIONAL PROVISIONS

Slash Fintech Limited and Slash Vision Labs may offer additional features, access, content, items, or other benefits (hereafter referred to as "Additional Features") to owners of Alice NFTs. However, Slash Fintech Limited and Slash Vision Labs are not obligated to provide Additional Features to customers, and customers should not expect them when acquiring an Alice NFT. Additional Features may be subject to additional terms and conditions, which will be presented to customers at the time they become available.

This license permits us to add additional functionality to your Alice NFT, but does not obligate us to do so.

Renewal of this license. We may change this License from time to time. If we make material changes, we will make reasonable efforts to notify you, such as by prominently posting a notice on the first page of our website. However, it is your sole responsibility to review this License from time to time to ensure that you are aware of any such changes. Your continued access or use of "Alice NFT" or "Alice NFT Art" after this Agreement has been updated will constitute your acceptance of this Agreement as modified.

We will provide you with prominent advance notice of any changes to this License.

If the customer violates any of the terms of this license, all licenses granted by Slash Fintech Limited and Slash Vision Labs will automatically terminate. Upon termination of the license, the customer shall cease all marketing, distribution, or sale of goods, services, or media that use "Alice NFT Art" and shall cease all future use of "Alice NFT Art". All provisions that should survive the termination of this agreement shall continue to be fully effective despite the termination by either Slash Fintech Limited and Slash Vision Labs or the customer. Termination does not limit any other rights or remedies of Slash Fintech Limited and Slash Vision Labs under law or equity.

Essentially, this license shall terminate if you breach any of its terms.

Miscellaneous. If any provision of this License is found to be illegal, invalid, or unenforceable for any reason, that provision shall be deemed separable from this License and shall not affect the validity and enforceability of the remaining provisions. This Agreement and the license granted herein may be freely assigned by Slash Fintech Limited and Slash Vision Labs, but shall not be assigned by you without the prior written consent of Slash Fintech Limited and Slash Vision Labs. Any transfer in violation of this License shall be void. No waiver by either party of any breach or default of this Agreement shall be deemed a waiver of any preceding or subsequent breach or default. You represent and warrant that you have the legal capacity to agree to this License. This Agreement shall be governed by and construed in accordance with the laws of the British Virgin Islands, notwithstanding any conflict of laws principles, and any dispute arising out of or in connection with this Agreement shall be finally settled under the arbitration rules of the Singapore International Arbitration Centre ("SIAC Rules") by a court of arbitration appointed by the Singapore International Arbitration Centre ("SIAC") in accordance with the SIAC Rules. Each party expressly waives the right to a trial by jury in any litigation or proceeding arising out of or related to this Agreement or the License brought by either party against the other. You and Slash Fintech Limited and Slash Vision Labs agree that the United Nations Convention on Contracts for the International Sale of Goods shall not apply to the interpretation or construction of this License.