IP Terms

1. Ownership

a. You Own Your Crypto Unicorn NFT. When you own a digital wallet that holds a Crypto Unicorn NFT you hold the exclusive right to hold, sell, transfer, and execute blockchain transactions involving that Crypto Unicorn NFT (“Your Crypto Unicorn NFT”). Except for the Crypto Unicorn NFTs we own, Crypto Unicorns DAO has no right or ability to seize, freeze, or otherwise modify the ownership of any Crypto Unicorn NFT.

b. We Own (but License to You) The IP in Your Crypto Unicorn Art. Crypto Unicorns DAO owns all rights, title, and interest in and to the Crypto Unicorn Art including any and all copyrights, trademarks, and other intellectual property rights therein (“IP”). However, we grant you the License (defined below) to use the Crypto Unicorn Art associated with Your Crypto Unicorn for as long as you hold Your Crypto Unicorn NFT.

c. You Own the IP in Your Derivative Crypto Unicorn Works. As between you and Crypto Unicorns DAO, you own all rights, title and interest in and to any “derivative work,” as defined by the United States Copyright Act, based upon Your Crypto Unicorn Art created during the License Term (defined below) (“Derivative Crypto Unicorn Work”); provided, however, that (i) we retain the copyright in the Crypto Unicorn Art underlying any Derivative Crypto Unicorn Work; (ii) your use of any Derivative Crypto Unicorn Work during and after the License Term is subject to these Terms; and (iii) your use of any Derivative Crypto Unicorn Work after the License Term may require a license from the current owner of the Crypto Unicorn NFT.

2. License

a. Grant. Subject to your acceptance of, and compliance with, these Terms, upon lawfully acquiring Your Crypto Unicorn NFT and, for so long as you hold Your Crypto Unicorn (the “License Term”), Crypto Unicorns DAO grants to you an exclusive, universe-wide, royalty-free, sublicensable license to reproduce, distribute, prepare derivative works based upon, publicly display, publicly perform, transmit, and otherwise use and exploit, Your Crypto Unicorn Art (“License”).

b. Restrictions and Reservations

i. The License extends only to Your Crypto Unicorn Art—meaning, the complete selection and arrangement of all base layers, features, attributes, and other elements that comprise Your Crypto Unicorn Art. Thus, while the License allows you to create and exploit Derivative Crypto Unicorn Works, the License does not grant you rights in any individual element of Your Crypto Unicorn Art, or a license to exploit any individual element separate and apart from Your Crypto Unicorn Art.

ii. The License does not grant you any rights in or to Crypto Unicorns DAO's (or any other) trade names, brands, trade dress, or trademarks (e.g., “Crypto Unicorn” or “Crypto Unicorns DAO”), all of which are expressly reserved to Crypto Unicorns DAO (collectively, “DAO TM Rights”). You hereby agree that any DAO TM Rights you purport to acquire, together with any associated goodwill, shall automatically, immediately, and at your expense be assigned to Crypto Unicorns DAO. For the sake of clarity, the DAO TM Rights do not include Your Crypto Unicorn Art, in which you may acquire trademark rights through the exercise of your rights in accordance with, and subject to, these Terms and applicable law.

iii. Any application to register a trademark in Your Crypto Unicorn Art must occur during the License Term and be based solely upon the actual use of the Crypto Unicorn Art in commerce and solely for the goods or services in connection with which Your Crypto Unicorn Art has actually been used in commerce in the applicable jurisdiction as of the date of the application. Thus, you may not seek to register a trademark in Your Crypto Unicorn Art on an “intent to use” basis or where you otherwise have not used Your Crypto Unicorn Art in commerce.

iv. You may not use Your Crypto Unicorn Art in a manner that expresses hate or encourages violence towards a person or group based on membership in a protected class, such as race, religion, gender, orientation, or disability.

v. You may not use Your Crypto Unicorn Art in a manner that violates applicable law.

vi. All rights not expressly granted herein are reserved by us.

c. License Back to Crypto Unicorns DAO. You grant to Crypto Unicorns DAO an irrevocable, perpetual, non-exclusive, universe-wide, royalty-free, sublicensable license to publicly display and otherwise use Your Crypto Unicorn Art alongside other Crypto Unicorn Art for the purpose of promoting or exhibiting the entire Crypto Unicorns collection.

3. Transfers

a. No Decoupling. Except as expressly provided herein, ownership of a Crypto Unicorn NFT and the License are not separable in any way. You may not engage in any transaction or activity that purports to decouple the License from Your Crypto Unicorn NFT.

b. Termination of License. Upon the transfer of Your Crypto Unicorn NFT to a new Owner:

i. Your License hereunder shall immediately and automatically terminate;

ii. You must discontinue any use of Your Crypto Unicorn Art as a trademark or other source identifier; and

iii. Any trademark and corresponding registration obtained in connection with your exercise of the License shall be deemed abandoned unless duly transferred to the new Owner under a separately negotiated written agreement.

c. Published Crypto Unicorn Works. If, during the License Term, you create and make available to the public a work using Your Crypto Unicorn Art (a “Published Crypto Unicorn Work”), you may, except as set forth in Section 3(b)(ii), continue to use and exploit that Published Crypto Unicorn Work in accordance with these Terms after the License Term; provided, however, that:

i. You will be responsible for any obligations or liabilities arising from your continued use of the Published Crypto Unicorn Work after the License Term; and

ii. This privilege does not allow you to use the Crypto Unicorn Art to create any new works or materials after the License Term.

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