GENERAL CONDITIONS OF SALE OF NFTS ISSUED BY INFINITY

Last update: 01/08/2022

1. Introductory remarks

These Terms of Sale (“Terms”) set forth the terms and conditions applicable to Digital Collectibles (as defined below) made available by INFINITY, whether through one or more websites, mobile applications or other platforms (“Platform”) operated by INFINITY or by “airdrop” or other delivery mechanism. By acquiring, accepting, using, or transferring any non-fungible Blockchain-based digital token (“NFT”) made available by INFINITY, or by using any related Digital Collectible or Related Content for any purpose, you agree to be bound by these Terms.

These Terms are entered into between you and INFINITY. These Terms do not incorporate any other documents such as our Privacy Policy. These terms apply to your purchases on the OpenSea Collection, on the Website (https://www.infinity-nft/.fr/), and on any other place that could be communicated by INFINITY or by one of his partners.

These terms are applicable to the sale of the collection of NFTs issued by INFINITY and responding to the name of “INFINITY COLLECTION”. The collection is deployed on the ETHEREUM BLOCKCHAIN. Each NFT will be sold at a price of €1,000 including VAT. The price in ETH will be based on the value of ETH when approaching the MINT. You do, however, agree that depending on your time of purchase, the price of an NFT may be lower or higher than €1,000 depending on how the price of ETH moves. The total supply is 5,000 NFTs. The secondary market will take place on Opensea.io. On this secondary market, INFINITY receives as royalties 10% of the income generated by the sales made by the holders of the NFTs.

2. Reviewing and accepting these terms

Please read these Terms carefully, as they set out your rights and responsibilities

All INFINITY NFTs are stored on and accessible through the Ethereum blockchain. All NFTs can be purchased forward directly on OpenSea as a secondary market place. As such, INFINITY has no control over the transfer, storage, ownership or maintenance of the NFTs.

By agreeing to these Terms, you hereby certify that you are at least 18 years of age or the applicable age of majority in your country or state of residence. If you do not agree to these Terms, you must not purchase NFTs from INFINITY and benefit from its services.

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 INFINITY services or purchasing INFINITY goods following any change to these Terms, you are agreeing to the revised Terms and all of the terms incorporated therein by reference.

Review the Terms each time you want to use INFINITY services or purchase INFINITY goods to ensure that you understand how the Terms apply to your activities.

3. Identity verification and personal data

You agree to allow us to comply with EU and French compliance rules, and with:

  • Regulation (UE) 2017/1939 of October 12, 2017;
  • Directive (UE) 2017/1371 of July 5, 2017;
  • Treaty on the Functioning of the European Union;
  • Treaty on European Union;
  • French law “Sapin II” n° 2016-1691 of December 9, 2016.

You agree to provide us with the information we request (which we may request at any time deemed necessary) for the purposes of identity verification and the detection of money laundering, terrorist financing, fraud, or any other financial crime and permit us to keep a record of such information.

According to Regulation (UE) 2017/1939 of October 12, 2017, you agree that INFINITY may process all sort of personal data for identity verification purposes, but also to allow the smooth running of the sale of NFTs, and more generally the smooth running of the global activity of INFINITY.

4. Proprietary Rights and Intellectual Property Rights

Except as otherwise provided in the Terms of Service, rights holders retain all right, title and interest in and to the content of their works and products and all copyright or other intellectual property rights in their works. You do not have and shall have no right, title or interest in or to any Content. Without limiting the foregoing, Content may include trade names, trademarks, logos, names, images, videos, moving images, games. Any use of this intellectual property, including any goodwill generated by such use, will benefit INFINITY, except as otherwise provided in the Terms of Service.

5. Future productions

You understand that INFINITY will continue to further modify and develop on any Related Content and may create NFTs similar to NFTs or any other form of content owned by you.

On your behalf and on behalf of your heirs, successors, and assigns, you irrevocably and perpetually agree not to file or assert in any court or other jurisdiction or governmental authority any claim, demand, counterclaim, action, suit or other proceeding alleging direct or indirect infringement or misappropriation of any copyright or other intellectual property right.

6. Prohibitions on Fractionalization.

You agree not to:

  • Create, sell or attempt to create or sell copies of NFTs issued by INFINITY;
  • Separate, dissociate NFTs issued by INFINITY or dissociate elements present on the NFTs issued by INFINITY outside of any strictly personal use;
  • Use any content owned by INFINITY to create, sell, or attempt to create or sell NFTs

7. NFTs are not Securities

The creation and sale of NFTs by INFINITY do not constitute a Security Token Offering (STO) within the meaning of Regulation (EU) 2017/1129 of the European Parliament and of the Council of 14 June 2017 on the prospectus to be published when securities are offered to the public or admitted to trading on a regulated market, and repealing Directive 2003/71/EC.

8. Third Party Infrastructure and Services.

You agree that INFINITY will have no responsibility or liability, and you hereby waive and release any and all claims, arising out of or in connection with

  • Any Blockchain or related technology,
  • Any digital wallet, wallet technology such as Metamask, similar technology or related service,
  • Any transaction error, transaction blockage, or any other form of transaction issue not attributable to INFINITY,
  • The transfer or loss of any NFT or the inability to demonstrate ownership or control of any NFT,
  • Any marketplace or other platform for buying, selling, or transferring any NFT
  • Any platform or service provided by any third party, or any technology related thereto,
  • Any Modified Content or Additional Benefit provided by any third party, or any terms or conditions applicable to any such Modified Content or Additional Benefit,
  • Any computer, server, network device or other hardware or any Internet service provider or other telecommunications service or hardware,
  • Any delivery service of physical assets, or
  • Any other service, equipment, technology or network or data transfer infrastructure not owned and controlled by INFINITY.

9. Disclaimer

You agree to indemnify whom it may concern and to hold INFINITY and its affiliates harmless from all claims, demands, liabilities, damages, penalties, fines, taxes, costs and expenses arising out of or in connection with:

  • Any breach of these Terms or unauthorized use of any Related Content,
  • Your ownership or transfer of any NFT, or
  • Exercise of any license rights hereunder by you.

You agree that in no event shall INFINITY be liable for any consequential, incidental, damages of any kind or any special, punitive, or similar damages.

10. Taxes

INFINITY is not required to inform you and even less to advise you about the direct and indirect taxes (Taxes) which may apply to your transactions in connection with one or more collections created by INFINITY, whether these transactions take place on OpenSea or any other marketplace, on the INFINITY website, or on any other platform created or managed partially or totally by INFINITY or by one of its partners or service providers.

You agree that you are solely responsible for determining the Taxes, if any, that apply to your transactions, and for reporting and remitting the correct amounts of Taxes to the relevant tax authorities. Unless otherwise specified on an applicable invoice, amounts due on this site are inclusive of all taxes.

11. Gas Fees

You understand the implications of Gas Fees when you trade NFTs and accept responsibility - you cannot hold us, or any party associated with us (including developers, auditors, contractors, or founders) responsible for any issues related to gas fees. This includes the risks related to the MINT of the NFTs issued by INFINITY. In the event that the collection is quickly sold out and/or in the event that you delay confirming your willingness to buy (MINT) an NFT from the collection, it could be that all the NFTs have been sold by the time you finally confirm your operation. In this case, you could end up paying gas fees, without receiving any NFT. You agree that INFINITY cannot in this situation be responsible for your loss of crypto-currencies.

12. Risks

Please note the following risks when accessing, buying, selling, or using NFTs: the price and liquidity of Blockchain assets are extremely volatile and may be subject to large fluctuations.

Fluctuations in the price of other digital assets could significantly and adversely affect the NFTs issued by INFINITY, which may also be subject to significant price volatility. Legislative and regulatory interventions at the level of French law and international law may have a negative effect on the use, transfer, exchange and value of NFTs issued by INFINITY.

NFTs are not legal tender and are not endorsed by any government. Transactions in NFTs may be irreversible and therefore losses due to fraudulent or accidental transactions may not be recoverable. Certain transactions in NFTs are deemed to have been made when recorded on a public ledger, which is not necessarily the date or time you initiated the transaction. The value of NFTs may derive from the continued willingness of market participants to exchange fiat currency or digital assets, which may result in a permanent and total loss of value of an NFT.

You agree and understand that you are solely responsible for determining the nature, the potential value of the NFTs, and the relevance of the risks attached thereto, and that we do not provide advice or recommendations concerning the NFTs that we issue, about the relevance of such and such investment strategies. These warnings do not provide an exhaustive list of the risks relating to NFTs and more generally to digital objects and assets. You agree and understand that we will not be responsible for any communication failures, disruptions, errors, distortions or delays you may experience while using the NFTs, however caused.

13. Security

Except as expressly provided to the contrary in a writing by INFINITY, the site and any site content contained therein, and all INFINITY NFTs, listed therein are provided on an “as is” and “as available” basis without warranties or conditions of any kind, either express or implied. INFINITY (and its suppliers) make no warranty that the site will meet your requirements; be available on an uninterrupted, timely, secure, or error-free basis; or be accurate, reliable, complete, legal, or safe.

We will not be liable for any loss of any kind from any action taken or not taken in reliance on material or information contained on the site. INFINITY does not represent or warrant that site content is accurate, complete, reliable, current, or error-free.

INFINITY cannot and do not represent or warrant that the site, site content, any INFINITY NFTs listed on our site, or our servers are free of viruses or other harmful components. INFINITY cannot guarantee the security of any data that you disclose online. You accept the inherent security risks of providing information and dealing online over the internet and will not hold us responsible for any breach of security unless it is due to our gross negligence.

INFINITY will not be responsible or liable to you for any loss and take no responsibility for, and will not be liable to you for, any use of INFINITY including but not limited to any losses, damages or claims arising from: user error such as forgotten passwords, incorrectly constructed transactions, or mistyped addresses; server failure or data loss; corrupted wallet files; unauthorized access to applications; any unauthorized third party activities, including without limitation the use of viruses, phishing, brute forcing or other means of attack against the site or INFINITY

INFINITY NFTs are untangible digital assets. They exist only by virtue of the ownership record maintained in the Ethereum network. Any transfer of title that might occur in any unique digital asset occurs on the decentralized ledger within the Ethereum platform.

INFINITY is not responsible for sustained casualties due to vulnerability or any kind of failure, abnormal behavior of software (e.g., wallet, smart contract), blockchains or any other features of the INFINITY NFTs. INFINITY is not responsible for casualties due to any issues with the blockchain supporting INFINITY NFTs including forks, technical node issues or any other issues having fund losses as a result.

INFINITY is not responsible for losses incurred due to malicious external action: hacking, bugs, viruses, etc…

14. Refund

The purchase of NFTs is non-refundable.

15. Severability

If any term, clause, or provision of these Terms is held invalid or unenforceable, then that term, clause, or provision shall be severable from these Terms and will not affect the validity or enforceability of any remaining part of that term, cause, or provision, or any other terms, clause, or provision of these Terms.

16. Entire Agreement

These conditions are supplemented by the “Terms of Service” accessible on the INFINITY website. All the conditions relating to the sale of goods that are not NFTs can be found in these “General Conditions of Service”.

Except as otherwise provided herein, these Terms are intended solely for the benefit of the parties and are not intended to confer any rights on any third parties.

17. Governing Law and Jurisdiction.

These Terms will be construed in accordance with the laws in France.

18. Your warranties

You covenant, represent, and warrant that:

  • You are eligible under applicable law to accept these Terms and all related obligations, including, but not limited to, that you meet the age requirements to be legally capable. If restricted or prohibited, you must not agree to these Terms and therefore you must not purchase NFTs issued by INFINITY;
  • You are legally permitted to buy, hold, participate in, sell, and / or otherwise make use of (all together “deal in”) NFTs in your and any other relevant jurisdiction, and shall not deal in NFTs if such use is prohibited under applicable law in your jurisdiction;
  • You are not, under the applicable law of your jurisdiction, making a regulated investment or carrying on a regulated activity when you deal with NFTs;
  • You have the necessary and relevant experience, knowledge and understanding to deal in Cryptoassets, NFTs and Blockchain-based systems, including but not limited to sufficient understanding of their risks, functionality, usage, storage, transmission mechanisms and the intricacies associated with them, to be able to competently accept these Terms;
  • You are aware of all the risks and restrictions associated with NFTs, Cryptoassets and Blockchain-based systems, and you know how to manage these digital technologies;
  • You have not received any advice from us relating to the trading of NFTs. You are solely responsible for all evaluations, decisions and actions you make regarding NFTs, Digital Assets and/or Blockchain-based systems;
  • You will supply us with all information, documentation or copy documentation that we may require;
  • All information you will and have supplied to us is accurate and not misleading, you will provide us with any additional information which we may reasonably require in order that we can fulfil our legal, regulatory and contractual obligations, including but not limited to any antimoney laundering obligations, and you will notify us promptly of any change to such information provided to us;
  • You take sole responsibility for any risks associated with receiving and holding NFTs;
  • You are not negociating NFTs for illegal purpose, and will not use NFTs for any illegal purpose;
  • Your funds used for negociating NFTs in no way comes from illegal or unethical sources;
  • You waive any right you may have to participate in a class action lawsuit or a class wide arbitration against us, any entity with is part of the same company group as us, and / or any individual involved with us, in relation to the creation, issuance, distribution, acceptance and use of NFTs;
  • You understand that each NFT only confer the rights explicitly disclosed to you in relation to that NFT, and confers no other rights of any form.

19. Invoice request

As a purchaser of a NFT issued by INFINITY, you are entitled to claim from us the establishment of an invoice in the name of a natural or legal person.

You must contact INFINITY by email (accounting@infinity-nft.fr) and attach the following supporting documents:

  • Wallet ID
  • Transaction number (on Etherscan)
  • ID of the NFT purchased (on Etherscan)
  • Video capture of your wallet showing at best an overview of the above elements
  • We reserve the right to ask you to complete a KYC form

These conditions may be modified from time to time, so please review it frequently.