Terms and Conditions
Uhive Uhive (NFT) Marketplace Terms and Conditions Last revised: 27 April 2022 1. Acceptance of NFT Terms; Modification of NFT Terms Welcome to the Uhive Uhive (NFT) Marketplace owned and operated by www.uhive.com (“Uhive”, “we”, “us”, or “our''). These Terms and Conditions (“NFT Terms”) constitute a legally binding agreement between Uhive and each registered or unregistered end user (each, a “User”, “you” or “your”) of the Uhive Uhive (NFT) Marketplace located at https://market.uhive.com or such other URL as may be designated by Uhive from time to time, as well as any mobile apps or other related services or applications thereto (collectively, the “Uhive (NFT) Marketplace”).
We may change or amend the Uhive (NFT) Marketplace or these NFT Terms at any time at our sole and absolute discretion. Any changes to these NFT Terms will be in effect as of the “LAST REVISED” date referred to at the top of this page. You acknowledge and agree that the form and nature of the Uhive (NFT) Marketplace, and any part of it, may change from time to time without prior notice to you, and that we may add new or remove existing features and change any part of the Uhive (NFT) Marketplace. IF ANY PROVISION OF THESE NFT TERMS OR THE UHIVE TERMS OR ANY FUTURE CHANGES ARE UNACCEPTABLE TO YOU, DO NOT USE OR CONTINUE TO USE THE Uhive (NFT) Marketplace. YOUR CONTINUED USE OF THE Uhive (NFT) Marketplace FOLLOWING THE POSTING OF ANY NOTICE OF ANY CHANGE TO THESE TERMS OF SERVICE SHALL CONSTITUTE YOUR ACCEPTANCE AND AGREEMENT TO SUCH CHANGE. ARBITRATION NOTICE: THE UHIVE TERMS CONTAIN AN ARBITRATION CLAUSE. EXCEPT FOR CERTAIN TYPES OF DISPUTES MENTIONED IN THAT ARBITRATION CLAUSE, YOU AND COMPANY AGREE THAT DISPUTES BETWEEN US WILL BE RESOLVED BY MANDATORY BINDING ARBITRATION. YOU AND COMPANY WAIVE ANY RIGHT TO PARTICIPATE IN A CLASS-ACTION LAWSUIT OR CLASS-WIDE ARBITRATION.
1. Overview of the Uhive (NFT) Marketplace.
The Uhive (NFT) Marketplace provides you with the opportunity to create (or as we call it, mint), sell, purchase, bid on, collect, trade, showcase and otherwise transact digital blockchain collectibles, which may be represented as a non-fungible token (“NFT”) linked with certain digital media and art (“NFT Media”). We facilitate transactions between buyer and seller of an NFT, but we are not a party to any agreement between buyer and seller of an NFT on the Uhive (NFT) Marketplace.
We collect revenue on the Uhive (NFT) Marketplace via transaction fees and other applicable fees which we display when you interact with the Uhive (NFT) Marketplace. For the avoidance of doubt, NFTs transacted on the Uhive (NFT) Marketplace are considered “Digital Assets” as defined in the Uhive Terms. Company reserves the right to be the final decision maker on any disputes arising from purchases via the Uhive (NFT) Marketplace, including in connection with any auctions or other purchase methods.
For NFT Sellers: By minting, providing, or selling an NFT through the Uhive (NFT) Marketplace, you hereby represent and warrant that you own all legal right, title and interest in all intellectual property rights to the NFT Media linked or associated with such NFT, or you are legally authorized by the intellectual property owner to mint, provide or sell the NFT on the Uhive (NFT) Marketplace.
Except for NFTs minted on the Uhive (NFT) Marketplace, in order to list any NFT for sale on the Uhive (NFT) Marketplace, you must first deposit the NFT for sale for custody with Uhive until such time as the NFT is sold or you decide to remove the NFT from the Uhive (NFT) Marketplace.
For clarity, Uhive has no obligation or liability to you for keeping, storing, or helping you recover any NFT Media associated with your NFTs. For NFT Buyers: When you purchase an NFT, you own the NFT that is associated with certain NFT Media, but you do not own any intellectual property rights in such NFT Media except for the license grants expressly set forth herein. In certain cases, we may help to evaluate or provide you with information about a seller of an NFT. However, such information is provided for informational purposes only. You bear full responsibility for verifying the authenticity, legitimacy, identity of any NFT you purchase on the Uhive (NFT) Marketplace. We make no guarantees or promises about the identity, legitimacy, or authenticity of any NFT on the Uhive (NFT) Marketplace. We do make active efforts to ensure the legitimacy of NFT projects, although take no responsibility for fraudulent NFT procurement.
2. License to Your Content.
In connection with your use of the Uhive (NFT) Marketplace, you may be able to post, upload, or submit content to be made available through the Uhive (NFT) Marketplace, including NFT Media that is tied to NFTs you wish to sell on the Uhive (NFT) Marketplace as a seller, and any other content associated with your NFTs (“Your Content”). You retain all rights to Your Content you post, upload, submit, or otherwise made available through the Uhive (NFT) Marketplace, except for rights expressly granted herein. In order to operate the Uhive (NFT) Marketplace, we must obtain from you certain license rights in Your Content so that actions we take in operating the Uhive (NFT) Marketplace are not considered legal violations. Accordingly, by using the Uhive (NFT) Marketplace and uploading Your Content or otherwise made Your Content available, you grant us a license to access, use, host, cache, store, copy, reproduce, transmit, display, publish, distribute, adapt and modify (for technical purposes, e.g., making sure content is viewable on smartphones as well as computers and other devices) Your Content in any and all media or distribution methods (now know or later developed) but solely as required to be able to operate and provide services of the Uhive (NFT) Marketplace.
You agree that this license includes the right for us to provide, promote, and improve the Uhive (NFT) Marketplace and to make Your Content available to other companies, organizations or individuals for the distribution, promotion or publication of Your Content on other media and services. You agree that these rights and licenses are royalty free, transferable, sub-licensable, worldwide and irrevocable (for so long as Your Content is stored with us), and include a right for us to make Your Content available to, and pass these rights along to, others with whom we have contractual relationships related to the provision of the Uhive (NFT) Marketplace, and solely for purpose of providing the Uhive (NFT) Marketplace, and to otherwise permit access to disclose Your Content to third parties if we determine such access is necessary to comply with our legal obligations.
As part of the foregoing license grant you agree that the other Users of the Uhive (NFT) Marketplace shall have the right to comment on and/or tag Your Content and/or to use, publish, display, modify or include a copy of Your Content as part of their own use of the Uhive (NFT) Marketplace; except that the foregoing shall not apply to any of Your Content that you post privately for non-public display on the Uhive (NFT) Marketplace. By posting or submitting Your Content to the Uhive (NFT) Marketplace, you represent and warrant that you have, or have obtained, all rights, licenses, consents, permissions, power and/or authority necessary to grant the rights granted herein for Your Content. You agree that Your Content will not contain material subject to copyright or other proprietary rights, unless you have the necessary permission or are otherwise legally entitled to post the material and to grant us the license described above.
If you sell an NFT through the Uhive (NFT) Marketplace, you grant to the buyer of the NFT a worldwide, non-exclusive, non-transferable, royalty-free license to use, copy, and display the NFT Media for such purchased NFT, solely for the following purposes: (a) for the buyer’s own personal use; (b) as part of a marketplace that permits the purchase and sale of such NFTs, provided that the marketplace cryptographically verifies each NFT’s owner’s rights to display the NFT Media for their NFTs to ensure that only the actual owner can display the NFT Media; or (c) as part of a third party website or application that permits the inclusion, involvement, or participation of your NFT, provided that the website/application cryptographically verifies each NFT’s owner’s rights to display the NFT Media for their NFTs to ensure that only the actual owner can display the NFT Media, and provided that the NFT Media is no longer visible once the owner of the NFTs leaves the website/application (the “NFT Purchase License”).
If you are a buyer of NFTs, then you acknowledge and agree that the NFT Purchase License set forth above only lasts as long as you are the valid owner and holder of the NFT associated with the licensed NFT Media. If you sell or transfer the NFT to another person, this NFT Purchase License will transfer to another owner or holder of the NFT, and you will no longer have the benefits of such NFT Purchase License.
Unless otherwise specified by the seller of an NFT in writing, your purchase of an NFT does not give you the right to publicly display, perform, distribute, sell or otherwise reproduce the NFT or its related NFT Media for any commercial purpose. If you sell an NFT, you agree that you will not have any claims against Uhive for any breach of these NFT Terms by a purchaser, including if they make commercial use of the related NFT Media in breach of these NFT Terms.
We have the right to remove or refuse to post any of Your Content, including NFTs, (a) for any or no reason in our sole discretion; and (b) take any action with respect to Your Content that we deem necessary or appropriate in our sole discretion, including if we believe that Your Content violates these NFT Terms, infringes any intellectual property right of any person or entity, threatens the personal safety of Users of the Uhive (NFT) Marketplace or the public, or could create liability for Uhive or other Users.
3. Copyright Policy.
Uhive may, but is not obligated to, monitor the NFTs, NFT Media and Your Content uploaded to the Uhive (NFT) Marketplace for any infringement of a third party’s intellectual property rights. However, Uhive cannot undertake to review all such content before it is posted on the Service, and cannot ensure prompt removal of objectionable content after it has been posted. Accordingly, Uhive assumes no liability for any action regarding transmissions, communications, or content provided by any user or third party. If you believe that any text, graphics, photos, audio, videos or other materials or works uploaded, downloaded or appearing on the Services have been copied in a way that constitutes copyright infringement, you may submit a notification to our legal department, by providing the following information in writing.
- (a) identification of the copyrighted work that is claimed to be infringed.
- (b) identification of the allegedly infringing material that is requested to be removed, including a description of where it is located on the Uhive (NFT) Marketplace.
- (c) information for our copyright agent to contact you, such as an address, telephone number and e-mail address.
- (d) a statement that you have a good faith belief that the identified, allegedly infringing use is not authorized by the copyright owners, its agent or the law;
- (e) a statement that the information above is accurate, and under penalty of perjury, that you are the copyright owner or the authorized person to act on behalf of the copyright owner.
- (f) the physical or electronic signature of a person authorized to act on behalf of the owner of the copyright or of an exclusive right that is allegedly infringed.
Notices of copyright infringement claims should be sent by mail to: Uhive,3 Shortlands, Hammersmith, London W6 8DA, United Kingdom; or by e-mail to firstname.lastname@example.org. It is our policy, in appropriate circumstances and at our discretion, to disable or terminate the accounts of Users who repeatedly infringe copyrights or intellectual property rights of others.
Any User of the Uhive (NFT) Marketplace who has uploaded or posted materials identified as infringing as described above may supply a counter-notification. When we receive a counter notification, we may reinstate the posts or material in question, in our sole discretion. To file a counter-notification with us, you must provide a written communication (by fax or regular mail or by email) that sets forth.
- (a) your name, address, telephone number, e-mail address and physical or electronic signature.
- (b) identification of the material that has been removed or to which access has been disabled and the location at which the material appeared before it was removed or access to it was disabled.
- (c) A statement under penalty of perjury that you have a good faith belief that the material was removed or disabled as a result of mistake or misidentification of the material to be removed or disabled. Please note that you will be liable for damages if you materially misrepresent that content or an activity is not infringing the copyrights of others.
4. Restrictions on Marketing and Promotional Activities and Logo Use.
Any marketing and promotional activities, whether in digital, print or any other form, that you may conduct in connection with your use of the Uhive (NFT) Marketplace are subject to our review and prior written approval. We will only allow marketing and promotional activities to be referred to strictly as collaboration with Uhive Marketplace (but not with Uhive). You should submit any such plan relating to marketing and promotional activities and materials for our review and provide any information that we reasonably request. The plan should contain all key information including but not limited to details of the relevant NFT projects, all planned media channels or distributions, relationships between different counterparties, etc. No mention of token-related topics or any implication relating to token issue or listing, or collaboration with Uhive may be included. You must not create and/or publish any marketing or promotional materials that may:
- (a) be deemed false and misleading.
- (b) breach or infringes the rights of any third parties, including intellectual property rights.
- (c) breach any applicable laws and regulations;
- (d) breach any of our guidelines or instructions that may be made available to you.
- (e) bring into disrepute or damage the goodwill of Uhive and/or Uhive (NFT) Marketplace.
We reserve the right to request changes or suspension to such plan and activity as we deem necessary and reject any plan and activity in its entirety in our absolute discretion. Subject to further guidelines that may be made available to you, we may permit you to use the Uhive Marks, at our sole discretion, for the sole purposes of marketing or promoting your NFTs on the Uhive (NFT) Marketplace. Terms of such guidelines made available to you shall be incorporated into these terms by express reference herein. You must not use Uhive’s name, logo, trade names and any other marks (“Uhive Marks”) without our prior written approval. You agree to indemnify us against all liabilities, costs, expenses, damages and losses (including but not limited to any direct, indirect or consequential losses, loss of profit, loss of reputation, loss of goodwill and all interest, penalties and legal costs (calculated on a full indemnity basis) and all other professional costs and expenses) suffered or incurred by us arising out of or in connection with any such marketing and promotional activities that you conduct in connection with your use of the Uhive (NFT) Marketplace.
5. Verification and Payment.
When you make purchases through the Uhive (NFT) Marketplace, including, without limitation, any purchase for NFTs, you must provide and maintain valid payment information in connection with your Uhive Account (as defined in the Uhive Terms) with us. You represent and warrant that you are authorized to use the payment method you use via the Uhive (NFT) Marketplace to make any purchase. You authorize us to charge your payment method for the total amount of your purchase price.
Your order may be suspended or canceled for any reason, including if the payment method cannot be verified, is invalid or is otherwise not acceptable. Other payment terms for purchases are set forth in the relevant sections of the Uhive Terms. We have no liability to you or to any third-party for any claims or damages that may arise as a result of any payments or transactions that you engage in via the Uhive (NFT) Marketplace, or any other payment or transactions that you conduct via the Uhive (NFT) Marketplace. We do not provide refunds for any purchases that you might make on or through the Uhive (NFT) Marketplace – whether for NFTs or anything else, unless the purchase is made for an NFT that is found to be in violation of these terms (section 4.). In case of the aforementioned, You will be reimbursed for the NFT’s purchase price, once the violating NFT has been suspended (please note; if you export your NFT from Uhive’s (NFT) Marketplace before a suspension can take place, you will not receive a refund). You will be solely responsible to pay any and all sales, use, value-added and other taxes, duties, and assessments (except taxes on our net income) now or hereafter claimed or imposed by any governmental authority associated with your use of the Uhive (NFT) Marketplace or NFTs, except for income taxes levied on us as a result of such purchases of NFTs.
6. Assumption of Risks.
Any purchase or sale you make, accept or facilitate outside of the Uhive (NFT) Marketplace of an NFT will be entirely at your risk. You acknowledge that you have obtained sufficient information to make an informed decision to purchase an NFT, including carefully reviewing the code of the smart contract and the NFT and fully understand and accept the functions of the same. We do not control or endorse purchases or sales of NFTs outside of the Uhive (NFT) Marketplace. We expressly deny and disclaim any liability to you and deny any obligation to indemnify you or hold you harmless for any losses you may incur by transacting, or facilitating transactions, in NFTs outside of the Uhive (NFT) Marketplace.
Certain parts of the Uhive (NFT) Marketplace may display, include or make available content, data, information, applications or materials from third parties (“Third Party Materials''). By using the Uhive (NFT) Marketplace, you acknowledge and agree that Uhive is not responsible for examining or evaluating the content, accuracy, completeness, availability, timeliness, validity, copyright compliance, legality, decency, quality or any other aspect of such Third Party Materials. We do not warrant or endorse and do not assume and will not have any liability or responsibility to you or any other person for any third-party services, Third Party Materials, or for any other materials, products, or services of third parties.
General questions or comments about the Uhive (NFT) Marketplace or these NFT Terms should be sent either by mail to Uhive, 3 Shortlands, Hammersmith, London W6 8DA, United Kingdom; or by e-mail to email@example.com.