Terms & Conditions

Please read these terms and conditions carefully before using Our Service.

Terms OF USE

 

March 12, 2022

 

PLEASE READ THESE TERMS OF USE CAREFULLY. 

The following Terms of Use ("Terms") governs this website, www.womenxmeta.xyz (the "Site"), as well as all functionality and services offered on or through the Site, including your purchase, sale and display of BadBitches NFTs ("BNFTs"). These Terms are entered into between you and Women X Meta, Inc. ("Company", "we", "us"). By using this Site or the BNFTs, you understand and agree to be bound by these Terms. 

We’ve aimed to keep these Terms as readable as possible, but in some cases for legal reasons, some of the language is necessarily "legalese". By visiting our Site and by purchasing and/or selling the BNFTs (through our Site or on the secondary market, as applicable), you are agreeing to these Terms. 

  1. DEFINITIONS. 

  • "Content" means all art, design, drawings, graphics, photographs, and the like, associated with the underlying BNFT that Holder owns.  

  • "Holder" means, with respect to a BNFT, an individual that has purchased or otherwise rightfully acquired from a legitimate source a BNFT, where proof of such purchase is recorded on the relevant blockchain. 

  • "Initial Purchaser" refers to the Holder who acquired the BNFT through its first sale from Company. 

  • "Initial Sale" refers to the first sale of the BNFT.

  • "NFT" means an identifiable, non-fungible, non-replicable, and transferrable cryptographic asset recorded on the blockchain. 

  • "BNFT" shall refer to Company's non-fungible tokens, which comprise of our Content and the underlying NFT. 

  • "Smart Contract" the transaction protocol governing the minting and the transfer of NFTs on the blockchain. 

  1. GENERAL INFORMATION.

    1. This "Site" is for informational purposes and for the purpose of carrying out the Initial Sale of the BNFTs.

    2. When you use the Site to buy BNFT (the "Services"), the agreement for sale is between us and the Initial Purchaser. If the Initial Purchaser decides to sell the BNFT through a secondary market, we are not a party to any agreement between such buyer and seller of the BNFT or between any other users.

    3. All BNFTs are stored on and accessible through its blockchain. As such, we do not maintain the BNFTs on this Site and, aside from transferring control of the BNFT to the Initial Purchaser, we have no control over the transfer, storage, ownership or maintenance of the BNFT.

    4. You understand and agree that we neither own nor control any wallet, such as MetaMask or Wallet Connect, or any third-party site, product, or service. We will not be liable for the acts or omissions of any such third party, nor will we be liable for any damage that you may suffer as a result of your transactions or any other interaction with any such third party. 

    5. 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. If you notice any unauthorized or suspicious activity in your cryptocurrency wallet that seems to be related to this Site, you agree to notify us immediately.

  2. OWNERSHIP. 

    1. Site. We own all content included on this Site and all content is protected under applicable copyright, patent, trademark, and other proprietary rights. Any copying, redistribution, use or publication by you of any such content or any part of the Site is prohibited, except as expressly permitted in this Agreement. Under no circumstances will you acquire any ownership rights or other interest in any content by or through your use of this Site.

    2. BNFT. 

      1. When you purchase a BNFT, what you actually purchase is the underling NFT. You do not own the Content that is associated with the BNFT. You only own the NFT. 

      2. We own all legal right, title and interest in and to the Content. The rights that you have in and to the Content are limited to those described in this herein. We reserve all rights in and to the Content not expressly granted to you. 

  3. BNFT CONTENT LICENSE

    1. License Grant. Subject to your compliance with these Terms, we grant you for the Term a non-exclusive, non-transferable, non-sublicensable license to use, sell, and display the Content solely for your own personal, non-commercial use.

    2. License Restrictions. You may not:

      1. Use any Content in a way that a reasonable person would find offensive, including but not limited to: a) in a pornographic, defamatory, or deceptive context; or b) engaging in immoral or criminal activities.

      2. Use Content in a manner that infringes upon any third party's trademark or other intellectual property, or would give rise to a claim of deceptive advertising or unfair competition.

      3. Use any Content (in whole or in part) as a trademark, service mark, logo, or other indication of origin, or as part thereof.

      4. Falsely represent, expressly or by way of reasonable implication, that any Content was created by you or a person other than the copyright holder(s) of that Content.

      5. Use any extensions or overlays that modify the Content or use such extensions or overlays if it cannot be removed at any time without affecting the underlying Content.

      6. Use, sell or display the BNFT on a marketplace, third party website, application, or the like (collectively, "Platforms"), that (i) does not cryptographically verify each NFT Holder’s rights to use, sell or display the content associated with their NFT, and (ii) does not remove the content associated with the NFT once the Holder leaves such Platform.

    3. If this License does not grant the rights you require, please email us at: hello@womenxmeta.xyz

    4. License Term and Termination. 

      1. Term. The license in Section 4.1 applies only to the extent that you continue to own the applicable BNFT. If at any time you sell, trade, donate, give away, transfer, or otherwise dispose of your BNFT for any reason, (i) the license granted in Section 4.1 will immediately expire with respect to that BNFT without the requirement of notice, (ii) you will have no further rights in or to the Content of that BNFT, and (iii) the license set forth in this Section 4 transfers to the subsequent BNFT Holder. 

      2. Termination. If you exceed the scope of the license grant in Section 4.1, without entering into a broader license agreement with us or obtaining an exemption from us, which we may withhold in our sole and absolute discretion, you acknowledge and agree that: (i) you are in breach of this license; (ii) in addition to any remedies that may be available to us at law or in equity, we may immediately terminate the license that was granted to you in Section 4.1, without requirement of notice; and (iii) you will be responsible to reimburse us for any costs and expenses incurred by us during the course of enforcing this license against you.  

    5. Content Infringement by Third Parties. 

      1. You shall notify us as soon as practicable of any intellectual property infringement of the Content by any person or entity. You also agree to cooperate with us in any investigation and prosecution of same.

      2. Whenever you notify us of intellectual property infringement of the Content by any person or entity, we, in our sole discretion, shall determine: (i) whether your report of infringement is accurate, and (ii) whether to take action, including, without limitation, sending a takedown notice, a cease-and-desist letter, negotiating a settlement, or filing litigation against an alleged infringer.

  4. FEES AND PAYMENT.

    1. If you elect to purchase a BNFT through our Site, you understand that we have no insight or control over any financial transactions conducted through the applicable blockchain network. With that in mind, you understand and agree that we do not have the ability to reverse any transactions, nor do we have any liability to you or a third party for any claims or damages that may arise as a result of any transactions that you engage in via our Site or any other transactions you conduct via the applicable blockchain network. 

    2. You understand that you may need to pay a blockchain-related transaction fee (a "Gas Fee") for each transaction that occurs through our Site. 

    3. As between us, you will be solely responsible for determining what, if any, taxes apply to your transactions and to withhold, collect, report and remit the correct amount to the appropriate taxing authorities. Unless indicated otherwise on an applicable invoice, amounts due on this Site are exclusive of sale, use, value added or similar taxes. 

  5. ROYALTIES.

    1. After the Initial Sale of the BNFT, you acknowledge and agree that we receive 8% of every subsequent sale of a BNFT ("Royalty"). For example, if you are the Initial Purchaser, and you sell a BNFT for $100 to a subsequent purchaser, $8 will automatically be transferred to us and you will receive $92. We have the right to collect Royalties for BNFT sales in perpetuity. 

    2. As such, if you sell a BNFT on a secondary marketplace, you agree to include a statement substantially similar to the following in the description of the NFT: "8% Royalty Applies. See Women X Meta, Inc's Terms of Use for details."

    3. You acknowledge and agree to not interfere with the desired functioning of the Smart Contract governing the BNFT, including any use intended to circumvent the application of Royalties.

  6. WARRANTY; DISCLAIMERS; LIMITATION OF LIABILITY. 

    1. Warranty. We warrant that BNFT Content does not infringe the copyright rights of any third party. WE MAKE NO WARRANTIES WHATSOEVER OTHER THAN THOSE EXPRESSLY MADE IN THIS "WARRANTY" SECTION.

    2. Disclaimers. 

      1. YOUR USE OF THIS SITE IS AT YOUR OWN RISK. THE SITE AND ANY PART OF IT (INCLUDING, WITHOUT LIMITATION, ANY SERVICES AND ANY EXTERNAL WEBSITES), THE BNFTS IS PROVIDED "AS IS" AND "AS AVAILABLE" AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESSED OR IMPLIED. WE DISCLAIM ALL WARRANTIES, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. WE DO NOT WARRANT THAT THE FUNCTIONS, CONTENT OR BNFT CONTAINED ON THE SITE WILL BE UNINTERRUPTED OR ERROR-FREE, THAT DEFECTS WILL BE CORRECTED, OR THAT THIS SITE OR THE SERVER THAT MAKES IT AVAILABLE ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. 

      2. WE DISCLAIM ALL LIABILITY WITH RESPECT TO THIRD-PARTY PRODUCTS OR SERVICES THAT YOU MAY USE IN CONNECTION WITH THE SITE, INCLUDING, BUT NOT LIMTIED TO, THE SERVICES OR BNFTS. WITHOUT LIMITING THE FOREGOING, WE WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSSES YOU INCUR AS THE RESULT OF YOUR USE OF BLOCKCHAIN, THE APPLICABLE NETWORK OR YOUR ELECTRONIC WALLET.

      3. YOU ACCEPT THE INHERENT RISKS OF PROVIDING INFORMATION AND DEALING ONLINE OVER THE INTERNET, AND AGREE THAT WE HAVE NO LIABILITY OR RESPONSIBILITY FOR ANY BREACH OF SECURITY.

      4. YOU ACCEPT AND ACKNOWLEDGE THAT BNFTS ARE INTANGIBLE DIGITAL ASSETS THAT EXIST ONLY BY VIRTUE OF THE OWNERSHIP RECORD MAINTAINED IN THE APPLICABLE BLOCKCHAIN NETWORK. ALL SMART CONTRACTS ARE CONDUCTED AND OCCUR ON THE DECENTRALIZED LEDGER WITHIN THE APPLICABLE BLOCKCHAIN PLATFORM. WE HAVE NO CONTROL OVER AND MAKE NO GAURANTEES OR PROMISES WITH RESPECT TO SMART CONTRACTS.

    3. Limitation of Liability. 

      1. IN NO EVENT WILL WE OR OUR AFFILIATES BE LIABLE FOR ANY INCIDENTAL, INDIRECT, CONSEQUENTIAL, SPECIAL, EXEMPLARY OR PUNITIVE DAMAGES OF ANY KIND (INCLUDING, BUT NOT LIMITED TO, LOST REVENUES OR PROFITS, LOSS OF GOODWILL OR REPUTATION OR LOSS OF DATA), REGARDLESS OF WHETHER WE WERE ADVISED, HAD OTHER REASON TO KNOW, OR IN FACT KNEW OF THE POSSIBILITY THEREOF.

      2. IN NO EVENT WILL OUR COLLECTIVE LIABILITY, REGARDLESS OF THE FORM OF ACTION (WHETHER IN CONTRACT, TORT, OR OTHERWISE), EXCEED THE GREATER OF $100 OR THE AMOUNT YOU HAVE PAID TO US UNDER THESE TERMS IN THE 12 MONTH PERIOD PRECEDING THE DATE THE CLAIM AROSE. ALL CLAIMS MUST BE MADE WITHIN ONE YEAR OF THE ACTION TO WHICH SUCH CLAIM RELATES OR FOREVER BE BARRED.

    4. Agreement to Liability Limit. YOU ACKNOWLEDGE AND AGREE THAT ABSENT YOUR AGREEMENT TO THE WARRANTY DISCLAIMERS AND LIMITATION OF LIABILITY, WE WOULD NOT BE ABLE TO PROVIDE THE SITE, SERVICES AND/OR BNFT TO YOU.

  7. INDEMNIFICATION. 

    1. YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD US, ITS SUBSIDIARIES, AFFILIATES, OFFICERS, AGENTS, AND OTHER PARTNERS AND EMPLOYEES, HARMLESS FROM ANY AND ALL LOSS, LIABILITY, CLAIM, OR DEMAND, INCLUDING ACTUAL ATTORNEY'S FEES AND COSTS, MADE BY OR ARISING OUT OF YOUR USE OF THE SITE, SERVICES AND/OR BNFTS IN VIOLATION OF THIS AGREEMENT AND/OR YOUR VIOLATION OF ANY RIGHTS OF ANOTHER.

    2. We hereby indemnify you and hold you harmless against any claim of copyright infringement arising out of your rights granted in Section 2.1. Indemnification is conditioned upon you notifying us, in writing, of any such claim or threatened claim, no later than five (5) business days from the date you know of or reasonably should have known of the claim or threatened claim. 

  8. ASSUMPTION OF RISK. You accept and acknowledge each of the following:

    1. The price and liquidity of blockchain assets, including BNFTs, are extremely volatile and may be subject to large fluctuations. 

    2. The regulatory regime governing blockchain technologies, cryptocurrencies, and tokens is uncertain, and new regulations or policies may materially adversely affect the potential utility or value of the BNFT.

    3. BNFTs are not legal tender and are not backed by any government. 

    4. A lack of use or public interest in the creation and development of distributed ecosystems could negatively impact the development or the value of the BNFTs.

    5. You agree and understand that this brief statement does not disclose all of the risks associated with BNFTs and other digital assets.

  9. NO UNLAWFUL ACCESS. You agree that you will not use the Site in any manner that could in any way disable, overburden, damage, or impair the Site or otherwise interfere with any other party's use and enjoyment of the Site. You further agree that you will not obtain, or attempt to obtain, any materials, content, or information by any means not expressly made available or provided for through the authorized use of the Site.

  10. MINORS. You hereby certify that you are at least 18 years of age. 

  11. DISPUTES. If there is any dispute about or involving these Terms, the Site, Services, BNFTs, and/or any related matters, you agree that any dispute shall be governed by the laws of the State of New Jersey, notwithstanding any principles of conflicts of law. You specifically consent to personal and exclusive jurisdiction by and venue in the State and Federal courts of New Jersey in connection with such dispute.

  12. MISCELLANEOUS. 

    1. If any part of these Terms are found by a court of competent jurisdiction to be unlawful, void, or unenforceable, that part will be deemed severable and will not affect the validity and enforceability of any remaining provisions.

    2. You agree that no joint venture, partnership, employment, or agency relationship exists between us as a result of these Terms or our Site.

    3. These Terms constitute the entire agreement among the parties relating to the subject matter hereof, and supersedes all prior or contemporaneous communications and proposals, whether electronic, oral, or written between us with respect to the Site and BNFTs. Notwithstanding the foregoing, you may also be subject to additional terms and conditions, posted policies (including but not limited to the Privacy Policy), guidelines, or rules that may apply when you use the Site or any of its Services. 

    4. We may revise these Terms at any time by updating this posting. You should review the Terms from time to time to determine if any changes have been made. Your continued use of the Site after any changes have been made signifies and confirms your acceptance of any changes or amendments.

    5. The failure of us to exercise or enforce any right or provision of herein shall not operate as a waiver of such right or provision. 

 

If you have any questions regarding these Terms or would like to report a violation of these Terms, please contact us at: support@womenxmeta.xyz


 

This Terms of Use was created by Libby.