SportPunks NFT Terms of Use

Last updated: February 10th, 2022

1. General Disclaimer

These Terms of Use (“Terms”) apply to your purchase, sale and display of SportPunks non-fungible tokens (“SportPunks”). These Terms are entered into between you and Rorschach Design, Rorschach Labs, SportPunks (“Company,” “we,” or “us”). These Terms govern your access to and use of this site www.rorschachlabs.com/sportpunks/ (the “Site”), as well as all content, functionality, and services offered on or through the Site, including the SportPunks. Rorschach Labs and its affiliated sites are not responsible for, and expressly disclaim all liability for, damages of any kind arising out of use, reference to, or reliance on any information contained within this website. While the information contained within this website is periodically updated, no guarantee is given that the information provided in this website is correct, complete, and up-to-date. 

2. Limitation of Liability

2.1 To the maximum extent permitted by applicable law, in no event shall the Sites or their agents be liable for any direct, indirect, special, punitive, incidental, exemplary, or consequential damages, or any damages whatsoever resulting from any loss of use, loss of data, loss of profits, business interruption, litigation, or any other pecuniary loss, whether based on breach of contract, tort (including negligence), product liability, or otherwise arising out of or in any way connected with the use, operation, or performance of the service, with the delay or inability to use the service, any defects in the service, or with the provision of, or failure to make available, any information, services, products, materials, or other resources available on or accessible through the service, even if advised of the possibility of such damages.

2.2 The operation of the service – whether by the Sites, or their vendors – may not be secure. Security and privacy risks cannot be eliminated. Password protection and any other security measures may not prevent unauthorized access to materials.

2.3 With respect to products, or services purchased through the Sites and vendors’ sites, in no event shall the Sites be liable for any direct, indirect, special, punitive, incidental, exemplary, or consequential damages, or any damages whatsoever, resulting from any loss of use, loss of profits, litigation, or any other pecuniary loss, whether based on breach of contract, tort (including negligence), product liability, or otherwise, arising out of or in any way connected with the provision of or failure to make available any such products, goods, or services, even if advised of the possibility of such damages.

2.4 Furthermore, the Sites explicitly disclaims any responsibility for the accuracy, content, or availability of information found on sites that link to or from the site from third parties. We cannot be held responsible for the accuracy, copyright compliance, legality, or decency of material contained in third-party sites, and you hereby irrevocably waive any claim against us with respect to such sites.

2.5 Under no circumstances shall we or any other party involved in creating, producing, or distributing the site be liable for any direct, indirect, incidental, special, or consequential damages for loss of profits, good will, use, data or other intangible losses (even if we have been advised of the possibility of such damages) that result from (i) the use of or inability to use the site, (ii) the cost of procurement of substitute goods and services resulting from any data, information or services purchased or obtained or messages received or transactions entered into through or from the site; (iii) unauthorized access to or alteration of your registration information, transmissions or data; (iv) statements or conduct of any third party on the site; (v) negligent or willful acts of the Sites, its representatives or (vi) any other matter relating to the site.

2.6 You agree to indemnify and hold the Sites and representatives harmless from any claim or demand, including reasonable legal fees, made by any you or any third party due to or arising out of the content you submit, post to or transmit through the site, your use of the site, your connection to the site, your violation of the terms of use, or your violation of any rights of another.

2.7 You acknowledge and agree that the limitations set forth above are fundamental elements of this agreement and the service would not be provided to you absent such limitations.

2.8 We reserve the right to update, change or replace any part of these Terms of services without prior written notice at any time, and it is your responsibility to periodically review these Terms of Uses to stay informed of updates. Any changes to the Terms will be in effect as of the « last updated » referenced on the site.

2.9 Your continued use of this site after the last updated dates will constitute your acceptance of agreement.

3.0 By visiting the website of our products merchants, in particular www.opensea.io, you also engage and agree to be bound by their terms and conditions.

3.1 You may not use our products and/or services for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws).

3.2 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.

3.3 Review the Terms each time you access the Site to ensure that you understand how the Terms apply to your activities on the Site.

3. Personal Usage

Subject to your continued acceptance with these terms, Rorschach Labs allows you a worldwide, royalty-free license to use, copy and display the purchased Art, along with any derivative artwork or extensions that you could create or use, limited by the following purposes : (i) for your own personal, non commercial use; (ii) as part of a marketplace that allows the purchase and sales of you SportPunk / NFT, as long as the marketplace cryptographically verifies that you are the owner, to ensure that only the actual owner have the right to display the Art; or (iii) as part of a third party website or application that permits the inclusion, involvement or participation of your SportPunk, provided that the website or the application cryptographically verifies each SportPunk owner’s right to display the Art for their SportPunk, to ensure that only the actual owner can display the Art, and provided that the Art is no longer visible once the actual owner of the SportPunk leave the website or application.

4. Commercial Use

Subject to actual owner of SportPunks NFTs continued compliance with these Terms, Rorschach Labs grant you an unlimited, worldwide license to use, copy and display the purchased Art for the purpose of creating derivative works based upon the Art (« COMMERCIAL USAGE »). Examples of specified Commercial Use would be the use of the Art to produce and sell physical merchandise products (T-Shirt, Posters, etc.) displaying copies of the purchased Art. Please be aware that nothing in this section will be deemed to restrict you from (i) owning or operating a marketplace that permits the use and sale of SportPunks generally, provided that the marketplace cryptographically verifies each SportPunks owner’s right to display the Art of their SportPunks 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 SportPunks generally, provided that the third party website or application cryptographically verifies each SportPunks owner’s rights to display the Art for their SportPunk ans 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 SportPunks leaves the website/application; or (iii) earning revenue from any of the foregoing.

Further, Rorschach Labs reserves the right to use ANY character, including : print or digital advertising, or any purely creative media (including short film, anime, etc.) in support of the SportPunk community and message.

However, you cannot use the artwork in connection with images of hatred, violence or any other inappropriate behavior. The License granted in above only applies to the extent that you continue to own the relevant NFT. If at any time you trade, donate, giveaway, transfer or otherwise dispose of your NFT for any reason, the license granted above will immediately expire, without notice, and you will have no further right in or to the artwork of this NFT.

5. Intellectual Property

Other than Site Content and the rights to the Art, nothing gives you any rights to any other trademarks or other intellectual property rights belonging to Rorschach Labs including, without limitation SportPunks, Rorschach Labs and the associated logos. All of these rights are expressly reserved in the name of Rorschach Labs. Without limiting the foregoing, if you believe that third-party material hosted on the Site infringes your copyright or trademark rights, please file a notice of infringement by contacting the Designated Copyright Agent listed below.

Your notice must contain the following information as required by the Digital Millennium Copyright Act (17 U.S.C. §512) (“DMCA”):

• The full name and a physical or electronic signature of the person authorized to act on behalf of the copyright owner;

• Identification of the copyrighted work claimed to have been infringed. If multiple copyrighted works are covered by your notice, you may provide a representative list of the copyrighted works that you claim have been infringed;

• Reasonably sufficient detail to enable us to identify and locate the copyrighted work that is claimed to be infringing (e.g. a link to the page on the Site that contains the material);

• A mailing address, telephone number, and email address where we can contact you;

• A statement that you have a good faith belief that the disputed use of the copyrighted work is not authorized by the copyright owner, its agent, or the law; and

• A statement made by you, under penalty of perjury, that the information in the notice is accurate and that you are the copyright owner or authorized to act on behalf of the copyright owner.

Please submit your notice to the Designated Agent below:

Rorschach Design
Email: hello@rorschachlabs.com

Once you provide us with an adequate notice as described above, we will respond expeditiously and take whatever action, in our sole discretion, that is deemed appropriate including removal of the disputed copyrighted work from the Site..

6. Your Obligations 

6.1 SportPunks is a generative collection of digital artwork (NFTs) housed and run on the Ethereum Network. Users and Collector of these NFTs are solely responsible for the safety and the management of their own private assets, which include but are not limited to Ethereum Wallets, validating all transactions and contracts generated by this website prior to and after purchases.

6.2 Users certify through purchase that they understand that, as the SportPunks smart contract runs on the Ethereum network and is bound by their system and terms, there is no ability to undo, reverse, or restore any transactions.

6.3 When you link your cryptocurrency wallet, you understand and agree that you are solely responsible for maintaining the security of your wallet and your control over any wallet-related authentication credentials, private or public cryptocurrency keys, non-fungible tokens or cryptocurrencies that are stored in or are accessible through your wallet. Any unauthorized access to your cryptocurrency wallet by third parties could result in the loss or theft of SportPunks and/or funds held in your wallet and any associated wallets, including any linked financial information such as bank account(s) or credit card(s). We are not responsible for managing and maintaining the security of your cryptocurrency wallet nor for any unauthorized access to or use of your cryptocurrency wallet. If you notice any unauthorized or suspicious activity in your cryptocurrency wallet that seems to be related to this Site, please notify us immediately.

6.4 The Sites are not intended for users of under thirteen (13) years of age, and such individuals are not permitted to be Users. If individuals under thirteen (13) years of age wish to view Content on the Sites as a Visitor, their parent or guardian must agree to these Terms on their behalf.

6.5 You represent and warrant that: (a) you have the capacity to agree to these Terms; and (b) you are at least thirteen (13) years of age.

6.6 You are responsible for procuring the necessary equipment and the payment of telephone, internet and other charges necessary to access and/or use any Site or Service. We are not responsible for the reliability or continued availability of the telephone lines, internet and equipment you use to access and/or use a Site or a Service.

7. Content by Email

7.1 We may give you the option to request Content by email. We or our Third Party Service providers may also send you emails to keep you updated on developments in the Sites and Services. Your registration for and/or subscription to such an email Service and your use of the Content received through these email Services will be subject to these Terms.

7.2 For the avoidance of doubt, although you may opt out of receiving promotional messages under Clause 5.1, we retain the right to send you informational email messages about your account or administrative notices regarding the Sites, as permitted under the CAN-SPAM Act (15 U.S.C. §7701 et seq.) and other applicable laws.

8. Advertisements, Links and Third Party Transactions

8.1 The content of External Sites and Third Party Services is not maintained or controlled by us and we are therefore not responsible for the availability, content or accuracy of External Sites or Third Party Services. We do not (a) make any warranty, express or implied, with respect to the use of the links provided on, or to, a Site or Service; (b) guarantee the accuracy, completeness, usefulness or adequacy of External Sites or Third Party Services; or (c) make any endorsement, express or implied, of any External Sites or Third Party Services. Any advertisement or promotion on a Site of a Third Party Service is not an inducement by us for you to enter into any agreement with the relevant third party.

8.2 Any communications or contracts relating to Third Party Services, payment for and delivery of Third Party Services, and any other associated terms, conditions, warranties or representations are exclusively between you and the relevant third parties. You agree not to hold us liable for any loss or damage incurred as the result of any such contracts, communications or other dealings or the presence of such third parties on any Site.

9. No Guarantees or Investments

9.1 With respect to products, or services purchased through the Sites and vendors’ sites, you agree that the product or service is all you are guaranteed to receive in exchange for your purchase. Any future benefits are ancillary to this purchase and should not be taken into consideration when making your initial purchase. By using this Sites, you agree that you are not relying on any future commitments by Rorschach Labs, affiliated sites, or any other affiliated party when purchasing any products.

9.2 NFTs are intended as collectible items, not as investments. You agree that Rorschach Labs and any affiliated sites make absolutely no promise or guarantee that the NFT you purchase is worth more than what you and the market deem it to be worth. 

9.3 No refunds are permitted except with respect to any statutory warranties or guaranties that cannot be excluded or limited by law.