Last updated 10.20.2021
The information on the Site and the Smart Contracts are not intended for distribution to or used by any person or entity in any jurisdiction or country where such distribution or use would be contrary to law or regulation or which would subject us to any registration requirement within such jurisdiction or country. Accordingly, those persons who choose to access the Site from other locations do so on their own initiative and are solely responsible for compliance of local laws, if and to the extent local laws are applicable.
The Site is intended for users who are at least 18 years old. Persons under the age of 18 are not permitted to use or register for the Site.
Scope of applicability. Proof of Culture is a decentralized application that runs on the Ethereum network, that uses specially developed "smart contracts" to enable users to mint (process of creating a token) their own hashtag Non-Fungible Token (hereafter called "Hashtag NFT"). A transaction fee will be charged by the Ethereum network.
Design and delivery. Our designers and curators will craft a piece of art to represent your hashtag. Our team is able to curate ~25 images a day to preserve our quality bar, so upon time of minting we will give you an estimated delivery date for your curated artwork (hereafter referred to as "the Artwork"). A best effort will be made to deliver by or before this delivery date, but we reserve the right to miss the estimated delivery date by up to 14 days in the case of extenuating circumstances or extreme demand. The User owns the final Artwork, not any image, photograph, creative effect, or hashtag used in the creation of the Artwork. Your Hashtag NFT will immutably be recorded on the blockchain as Proof of Culture for generations to come. We reserve the right to change prices at any time. The Artwork can be sold by the User on an external platform called "OpenSea" (https://opensea.io/) or "Rarible" (https://rarible.com/). Proof of Culture will charge a commission of 4.5% of the total value of the resale, which will be forwarded directly to the Water Project, a 501(c)(3) non-profit organization that unlocks human potential by providing reliable water projects to communities in sub-Saharan Africa who suffer needlessly from a lack of access to clean water and proper sanitation. This commission is on top of any transaction fees from OpenSea or Rarible.
Modifications. We are allowed to make a maximum of 2 modifications to Hashtag NFT art. By default, the Hashtag NFT will be set to our placeholder art while your art is in the design cue. We will then change this placeholder to your actual artwork once our design team is finished crafting your piece. Our Smart Contract provides us the right to modify your image once more for extenuating circumstances (e.g. legal IP violations associated with that hashtag or image). We intend to use the second change as rarely as possible and only when absolutely required. Whenever a second change is made, our Smart Contract will automatically refund the 1 ETH purchase price to the current owner of that Hashtag NFT. After this 2nd modification, we can no longer remove, alter, or otherwise modify the artwork per our Smart Contract.
Maximum number of Hashtag NFTs. The absolute maximum number of Hashtag NFTs that will ever exist is 9,999. We will end all sales of future hashtags once the 9,999th hashtag is minted or if no new Hashtag NFTs are minted for 30 consecutive days. This is to preserve the rarity of the collection. Update: As of October 20th, 2021, we have decided to end the ability to mint new Hashtags to preserve the rarity of the collection.
Intellectual Property Rights
Hashtag NFT purchasers agree to provide Proof of Culture a non-reversible license that is free of charge to feature and display their artwork on Proof of Culture channels including but not limited to our website and social media accounts.
Provided that you are eligible to use our Services, you have the following rights. We reserve all rights not expressly granted to you in and to the Site, the Content, and the Marks.
You Own the NFT. When buying a Hashtag NFT, the user gets ownership of the ERC-1155 token that represents that hashtag in the form of digital collectible art.
Personal Use. Subject to your continued compliance with these Terms, you have the exclusive right to use, copy, and display the purchased Artwork, along with any extensions that you choose to create or use, solely for the following purposes: (i) for your own personal, non-commercial use; (ii) as part of a marketplace that permits the purchase and sale of your Artwork / Hashtag NFT, provided that the marketplace cryptographically verifies each Hashtag NFT owner's rights to display the Artwork for their Hashtag NFT to ensure that only the actual owner can display the Artwork; or (iii) as part of a third party website or application that permits the inclusion, involvement, or participation of your Artwork, provided that the website/application cryptographically verifies each Hashtag NFT owner's rights to display the Artwork for their Hashtag NFT to ensure that only the actual owner can display the Artwork, and provided that the Artwork is no longer visible once the owner of the Artwork leaves the website/application.
Commercial Use. Subject to your continued compliance with these Terms, you get exclusive rights to use, copy, and display the purchased Artwork for the purpose of creating derivative works based upon the Artwork ("Commercial Use"). Examples of such Commercial Use would be the use of the Artwork to produce and sell merchandise products (T-Shirts etc.) displaying copies of the Artwork. For the sake of clarity, nothing in this Section will be deemed to restrict you from (i) owning or operating a marketplace that permits the use and sale of Hashtag NFTs generally, provided that the marketplace cryptographically verifies each Hashtag NFT owner's rights to display the Artwork for their Hashtag NFT to ensure that only the actual owner can display the Artwork; (ii) owning or operating a third party website or application that permits the inclusion, involvement, or participation of Hashtag NFTs generally, provided that the third party website or application cryptographically verifies each Hashtag NFT owner's rights to display the Artwork for their Hashtag NFT to ensure that only the actual owner can display the Artwork, and provided that the Artwork is no longer visible once the owner of the Purchased Hashtag NFT leaves the website/application; or (iii) earning revenue from any of the foregoing.
Third-party intellectual property rights. Proof of Culture or owners of Proof of Culture Artwork do not own hashtags, content, text, pictures, logos etc collected from external sites as defined in section 8 (Third Party Website and Content) that is shown on the Proof of Culture Site or on the Artwork. Any such content that is visible on the Proof of Culture Site or on the Artwork are owned by its right owner and is NOT sold in any way by Proof of Culture. Proof of Culture is not affiliated with any social media companies including, but not limited to, Facebook, Instagram, and Twitter. Nor are we affiliated with any of the hashtags that users may use as the seed for minting the Artwork. Any third-party content that is shown on the Proof of Culture Site or on the Artwork are there based on fair use, collected used metadata provided by the rightsholder to be used for sharing the content on other platforms. If you are a rights owner and do not want it to be possible to use your content to generate Proof of Culture Artwork please email firstname.lastname@example.org.
User Representations. By using the Site, the App and the Smart Contracts, you represent and warrant that:
All registration information you submit will be true, accurate, current, and complete;
You will maintain the accuracy of such information and promptly update such registration information as necessary;
You are at least the age of 18 and not a minor in the jurisdiction in which you reside;
You will not access the Site, the App and the Smart Contracts through automated and non-human means, whether through a bot, script or otherwise;
You will not use the Site and the Smart Contracts for any illegal and unauthorized purpose; and
Your use of the Site and the Smart Contracts will not violate any applicable law or regulation in your jurisdiction and the United States.
If you provide any information that is untrue, inaccurate, not current, or incomplete, we have the right to suspend or terminate your account and refuse any and all current or future use of the Site, the App and the Smart Contracts (or any portion thereof).
Only fully legally competent persons are permitted to use our website.
If you use our services, you are responsible for ensuring the confidentiality of your account, your password and for the restriction of access to your computer and your mobile equipment as well as for the security of your electronic wallet ("Wallet"). You undertake to take all the measures required to ensure that your password remains secret and is safely stored.
You undertake to inform us without delay if you find out that a third party has gained knowledge of your password or the password is being used without authorization or this is probable.
You may not use our services in a manner suitable for interrupting or damaging the services or for impairing them in any other way. Furthermore, you may not use the services for activities that are fraudulent or connected with a criminal offense or illegal activities.
Prohibited Activities. You may not access or use the Site and the Smart Contracts for any purpose other than that for which we make the Site and the Smart Contracts available. The Site and the Smart Contracts may not be used in connection with any commercial endeavors except those that are specifically endorsed and approved by us. We reserve the right to refuse service and close your account if we believe you are abusing the services in any way. Prohibited activities include:
Submitting a hashtag that is obscene, offensive, deliberately intended to upset others, or otherwise illegal.
Systematically retrieving data or other content from the Site and the Smart Contracts to create or compile, directly or indirectly, a collection, compilation, database, or directory without written permission from us.
Making any unauthorized use of the Site and the Smart Contracts, including collecting usernames and/or email addresses of users by electronic or other means for the purpose of sending unsolicited email, or creating user accounts by automated means or under false pretenses.
Using a buying agent or purchasing agent to make purchases on the Site and the Smart Contracts.
Using the Site and the Smart Contracts to advertise or offer to sell goods and services.
Circumventing, disabling, or otherwise interfering with security-related features of the Site and the Smart Contracts, including features that prevent or restrict the use or copying of any Content or enforce limitations on the use of the Site and the Smart Contracts and/or the Content contained therein.
Engaging in unauthorized framing of or linking to the Site and the Smart Contracts.
Tricking, defrauding, or misleading us and/or other users, especially in any attempt to learn sensitive account information such as user passwords.
Making improper use of our support services or submit false reports of abuse or misconduct.
Engaging in any automated use of the system, such as using scripts to send comments or messages, or using any data mining, robots, or similar data gathering and extraction tools.
Interfering with, disrupting, or creating an undue burden on the Site and the Smart Contracts or the networks or services connected to the Site.
Attempting to impersonate another user or person or use the username of another user.
Using any information obtained from the Site and the Smart Contracts in order to harass, abuse, or harm another person.
Using the Site and the Smart Contracts as part of any effort to compete with us or otherwise using the Site and the Smart Contracts and/or the Content for any revenue-generating endeavor or commercial enterprise.
Deciphering, decompiling, disassembling, or reverse engineering any of the software comprising or in any way making up a part of the Site and the Smart Contracts.
Attempting to bypass any measures of the Site designed to prevent or restrict access to the Site, or any portion of the Site and the Smart Contracts.
Harassing, annoying, intimidating, or threatening any of our employees or agents engaged in providing any portion of the Site and the Smart Contracts to you.
Deleting the copyright or other proprietary rights notice from any Content.
Uploading or transmitting (or attempting to upload or to transmit) viruses, Trojan horses, or other material, including excessive use of capital letters and spamming (continuous posting of repetitive text), that interferes with any party's uninterrupted use and enjoyment of the Site or modifies, impairs, disrupts, alters, or interferes with the use, features, functions, operation, or maintenance of the Site and the Smart Contracts.
Uploading or transmitting (or attempting to upload or to transmit) any material that acts as a passive or active information collection or transmission mechanism, including without limitation, clear graphics interchange formats ("GIFs"), 1×1 pixels, web bugs, cookies, or other similar devices (sometimes referred to as "spyware" or "passive collection mechanisms" or "PCMs").
Except as may be the result of standard search engine or Internet browser usage, using, launching, developing, or distributing any automated system, including without limitation, any spider, robot, cheat utility, scraper, or offline reader that accesses the Site and the Smart Contracts, or uses or launches any unauthorized script or other software.
Disparaging, tarnishing, or otherwise harming, in our opinion, us and/or the Site and the Smart Contracts.
Using the Site and the Smart Contracts in a manner inconsistent with any applicable laws or regulations.
Fees and Payment
To conduct transactions on the website, you must first install a browser extension named MetaMask or WalletConnect (or another cryptocurrency-compatible browser extension). This requires that you have installed a web browser compatible with said extensions, such as the Google Chrome web browser. MetaMask and WalletConnect are electronic wallets ("Wallet") that allow you to purchase cryptocurrency directly via the Coinbase platform, save it and conduct transactions in cryptocurrency. You can conduct transactions on our website only via MetaMask or WalletConnect (or other cryptocurrency-compatible browser extensions). To do so, you must connect your Wallet to our website.
In order to purchase a Proof of Culture Hashtag NFT or additional functions, extensions or modifications, the prices shown for the respective products must be paid to Proof of Culture.
If you conduct transactions on the website, these transactions will be conducted solely via the cryptocurrency network. We will have no insight into or control over these payments or transactions, nor do we have the ability to reverse any transactions. With that in mind, we will have no liability to you or to any third party for any claims or damages that may arise as a result of any transactions that you engage in via the Site, or using the Smart Contracts, or any other transactions that you conduct via the Ethereum network, MetaMask, or WalletConnect.
Ethereum requires the payment of a transaction fee (a "Gas Fee") for every transaction that occurs on the Ethereum network. The Gas Fee funds the network of computers that run the decentralized Ethereum network. This means that you will need to pay a Gas Fee for each transaction that occurs via the Site. The Gas Fee does not go to us and we have no control over its pricing.
On the website, we offer you a connection to OpenSea and Rarible, platforms where you can trade your Proof of Culture Hashtag NFT ("Resale"). In the event of a Resale via OpenSea or Rarible, we charge a commission of 4.5% of the total value of the transaction. You hereby agree to this commission being forwarded directly through the cryptocurrency network as a part of your payment to the Water Project, a 501(c)(3) non-profit organization that unlocks human potential by providing reliable water projects to communities in sub-Saharan Africa who suffer needlessly from a lack of access to clean water and proper sanitation. We will not collect any commission for transactions that were not conducted via OpenSea or Rarible website.
All paid prices exclude any possible duties or charges. 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 (collectively, "Taxes") associated with your use of our Services (including, without limitation, any Taxes that may become payable as the result of your ownership of a Hashtag NFT.
All fees, once paid, are non-refundable and non-creditable. There are no guarantees that the Artwork will suit your preferences.
You acknowledge and agree that any questions, comments, suggestions, ideas, feedback or other information regarding the Site and the Smart Contracts ("Submissions") provided by you to us are non-confidential and should become our sole property.
We should own exclusive rights, including all intellectual property rights, and should be entitled to unrestricted use and dissemination of the Submission to any lawful purpose, commercial, or otherwise, without acknowledgment or compensation for you.
You hereby waive any moral rights to any such Submissions, and you hereby warrant that any such Submissions are original with you or that you have the right to submit such Submissions. You agree there should be no recourse against us for any alleged or actual infringement or misappropriation of any proprietary right in your Submissions.
Third-Party Website and Content. The Site links to other websites ("Third-Party Websites") as well as articles, photograph, text, graphics, pictures, designs, music, sound, video, information, applications, software, and other content or items belonging to or originating from third parties ("Third-Party Content"). Such Third-Party Websites and Third-Party Content are not investigated, monitored, or checked for accuracy, appropriateness, or completeness by us.
We are not responsible for any Third-Party Websites accessed through the Site, or any Third-Party Content posted on, available through, or installed from the Site, including the content, accuracy, offensiveness, opinions, reliability, privacy practices, or other policies of or contained in the Third-Party Websites or the Third-Party Content. Inclusion of, linking to, or permitting the use or installation of any Third-Party Websites or any Third-Party Content does not imply approval or endorsement thereof by us.
Any purchase you make through Third-Party Websites will be through other websites and from other companies, and we take no responsibility whatsoever in relation to such purchases which are exclusively between you and the applicable third party.
You agree and acknowledge that we do not endorse the products and services offered on Third-Party Websites and you should hold us harmless from any harm caused to you relating to resulting in any way from any Third-Party Content or any contact with Third-Party Websites.
If we terminate or suspend your account for any reason, you are prohibited from registering and creating a new account under your name, a fake or a borrowed name, or the name of any third party, even if you may be acting on behalf of the third party.
In addition to terminating and suspending your account, we reserve the right to take appropriate legal action, including without limitation pursuing civil, criminal, and injunctive redness.
Proof of Culture endeavors to offer the service for access without interruptions as far as possible. Even when applying the greatest care, it is not possible to prevent downtimes. The user acknowledges that the full availability (100%) of the website cannot be technically realized.
As a user you are responsible for the implementation of reasonable measures to safeguard the Wallet, safe or another storage mechanism that you use for the purchase, exchange or use of platform-internal elements, tokens and/or other objects on the Proof of Culture platform, including all the required private passwords or other access data that are required for access to these storage mechanisms. As a service provider, Proof of Culture is not responsible and shall remain not responsible for losses entailed in the loss of your access data or in third-party access to your access data.
Through the purchase of platform-internal products and/or services and/or the receipt of tokens and the use of the Proof of Culture platform, you declare and guarantee the following:
You have a sufficient understanding of and experience with cryptographic tokens (particularly Ethereum), token storage mechanisms (e.g. token Wallets) and blockchain technology in order to understand these terms and understand the risks and effects of the acquisition, the procurement and the exchange of platform-internal elements on Ethereum.
You have read and understood these terms (including all the annexes, if available).
You have received sufficient information on the Proof of Culture platform to make an informed decision on the purchase, holding or exchange of platform-internal articles and/or tokens.
Your purchase, your procurement and your exchange of articles and tokens tied to the platform comply with applicable laws and regulations in your place of jurisdiction, including but not limited to (i) the legal capacity and all other threshold requirements in your jurisdiction for the use and payment of Ether and the conclusion of contracts with the platform organizer, (ii) all the foreign currency or regulatory restrictions for this purchase and (iii) all the government or other approvals that must be obtained.
You will comply with all the tax obligations applicable in your jurisdiction which arise from the purchase, the procurement or the exchange of cross-platform articles, if necessary.
If you purchase, hold or exchange platform-independent articles or tokens in the name of a natural or legal person, you are entitled to accept these terms in the name of this natural or legal person and this natural or legal person shall be responsible for any infringement of these terms by you or this natural or legal person or another employee or representative of this person.
You agree that when using the platform there is a risk that digital assets in the form of cryptocurrency can be lost, particularly through the loss of private keys, and that the platform organizer is not liable to you for any such loss.
Assumption of Risk. You accept and acknowledge each of the following:
The prices of blockchain assets are extremely volatile. Fluctuations in the price of other digital assets could materially and adversely affect the value of your Hashtag NFT, which may also be subject to significant price volatility. We cannot guarantee that any purchasers will not lose money.
You are solely responsible for determining what, if any, taxes apply to your Proof-of-Culture-related transactions. Proof of Culture is not responsible for determining the taxes that apply to your transactions on the Site or the Smart Contracts.
The Site does not store, send, or receive the Hashtag NFT. This is because the Hashtag NFT exists only by virtue of the ownership record maintained on the Site's supporting blockchain in the Ethereum network. Any transfer of the Hashtag NFT occurs within the supporting blockchain in the Ethereum network, and not on the Site.
There are risks associated with using an Internet-based currency, including, but not limited to, the risk of hardware, software and Internet connections, the risk of malicious software introduction, the InterPlanetary File System (IPFS) or Ethereum platform being compromised or disrupted (for example by a 51% attack or quantum computing), and the risk that third parties may obtain unauthorized access to information stored within your wallet. You accept and acknowledge that Proof of Culture will not be responsible for any communication failures, disruptions, errors, distortions or delays you may experience when using the Ethereum network, however caused.
A lack of use or public interest in the creation and development of distributed ecosystems could negatively impact the development of the Proof of Culture ecosystem, and therefore the potential utility or value of the Hashtag NFT.
The regulatory regime governing blockchain technologies, cryptocurrencies, and tokens is uncertain, and new regulations or policies may materially adversely affect the development of the Proof of Culture ecosystem, and therefore the potential utility or value of the Hashtag NFT.
Upgrades by Ethereum to the Ethereum platform, a hard fork in the Ethereum platform, or a change in how transactions are confirmed on the Ethereum platform may have unintended, adverse effects on all blockchains including the Proof of Culture ecosystem.
Indemnification. You agree to defend, indemnify, and hold us harmless, including our subsidiaries, affiliates, and all of our respective partners and employees, from all liabilities, payment obligations, costs or damage made by a third party due to or arising out of:
use of the Site,
your infringements of industrial property rights or other rights of data protection provisions of third parties,
any misuse of the service by third parties if the misuse was rendered possible by your failing to take reasonable measures to protect your user name and password against misuse by third parties, or
any overt harmful act toward any other use of the Site and the Smart Contracts with whom you connected via the Site and the Smart Contracts.
Notwithstanding the foregoing, we reserve the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate, at your expense, with our defense of such claims. We will use reasonable efforts to notify you of any such claim, action or proceeding which is subject to this indemnification upon becoming aware of it.
User Data. We will maintain certain data that you transmit to the Site and the Smart Contracts for the purpose of managing the performance of the Site and the Smart Contracts, as well as data relating to your use of the Site and the Smart Contracts.
Although we perform regular routine backups of data, you are solely responsible for all data that you transmit or that release to any activity you have undertaken using the Site and the Smart Contracts.
You agree that we shall have no liability to you for any loss or corruption of any such data, and you hereby waive any right of action against us arising from any such loss or corruption of such data.