Last Updated: July 24, 2021
As the NFT Platform evolves, we may need to make changes to these NFT Terms. Any changes we make to these NFT Terms will be effective immediately when we post a revised version of these NFT Terms on the NFT Platform. The “Last Updated” date above will tell you when these NFT Terms were last revised. By continuing to use the NFT Platform after that date following the posting of any notice of any change to these NFT Terms or the General Terms constitutes your acceptance and agreement to such change. If any provision of these NFT Terms or any future changes are unacceptable to you, please do not use the NFT Platform.
NOTICE REGARDING ARBITRATION AND CLASS ACTION WAIVER:
As a reminder, the General Terms contain a mandatory arbitration clause, which also applies to your use of the NFT Platform. Except for certain types of disputes specified in that mandatory arbitration clause, you agree that disputes between us regarding the NFT Platform will be resolved by mandatory binding arbitration, and you waive any right to participate in a class-action lawsuit or class-wide arbitration. This agreement and waiver, along with some limited exceptions, are explained further here.
Table of Contents:
The NFT Platform provides you with the opportunity to purchase, bid on, collect, trade, sell and showcase non-fungible tokens (each, and “NFT”). We may also offer you the opportunity to mint (i.e., create) and post your own NFTs for sale on the NFT Platform. The NFT may be associated with certain digital media and art (“NFT Media”), such as video clips, images, sounds or other content. Your right to access and use the NFT Platform is set forth in the license grant set forth in Section 3 of the General Terms (Ownership of Content and Grant of Conditional License).
The NFT Platform may have two types of NFTs available:
Users who buy or otherwise acquire Artist NFTs or User-Owned NFTs via the NFT Platform are referred to as “Buyers”.
You may not BUY, SELL, trade, transfer, OR MINT NFTs on the NFT Platform UNLESS YOU ARE OVER 18 YEARS OLD OR HAVE PARENTAL CONSENT if you are under 18 years OLD.
We have the right to (a) remove or refuse to post, mint or allow to be sold any User-Owned NFTs for any or no reason in our sole discretion; and (b) take any action with respect to User-Owned NFTs that we deem necessary or appropriate in our sole discretion, including if we believe that a User-Owned NFT violates these NFT Terms, infringes any intellectual property right of any person or entity, threatens the personal safety of others or the public, or could create liability for us or other Users.
You may browse and view some of our products on the NFT Platform without creating a User account. However, to transact on the NFT Platform (such as purchasing or selling NFTs), you will need to sign in with your Live Nation or Ticketmaster account (each such account, your “Account”). Section 1 of the General Terms (Account Registration) will apply to your Account. You may not attempt to conceal your identity including by using multiple Accounts or email addresses, or by any other means, to conduct transactions on the NFT Platform via multiple accounts. You are solely responsible for the security of your Account.
When you redeem, buy or sell your first NFT via your Account, a digital wallet will be created that will be associated with your Account (“NFT Platform Wallet”). All NFTs you redeem, purchase, or mint with your Account will be placed in your NFT Platform Wallet.
You may be able to transfer your NFTs from the NFT Platform Wallet associated with your Account to your own external wallet via tools we or our providers may make available to you on the NFT Platform. If you choose to do this, you agree that we will have no responsibility or liability for your use of such external wallets or accounts, or for any problems that arise in transferring NFTs from your NFT Platform Wallet to an external wallet or account.
As part of the NFT Platform, we may sell or otherwise make available Artist NFTs directly to you or we may facilitate transactions for purchases and sales of User-Owned NFTs between Buyers and Sellers. We are not a broker, financial institution or creditor. With respect to User-Owned NFTs, we are not a not party to any sales agreements between Buyers and Sellers on the NFT Platform, and we are not responsible for any breach or default by a Seller or a Buyer. However, we reserve the right to be the final decision maker on any disputes arising from purchases of User-Owned NFTs via the NFT Platform, including in connection with any auctions or other purchase methods.
If you have a dispute with one or more Users, you release us (and our affiliates and subsidiaries, and our and their respective officers, directors, employees and agents) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. In entering into this release, you expressly waive any protections (whether statutory or otherwise) that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.
We collect revenue on the NFT Platform via transaction fees and other applicable fees from the sale and re-sale of NFTs, which we display when you interact with the NFT Platform. You are responsible for your interactions with other Users. We reserve the right, but is not obligated, to monitor interactions between Users, and we are not liable for your interactions with other Users, or for any User’s actions or inactions.
In order to transact on the NFT Platform, we may require you to provide additional information and documents as required by applicable law or regulation. For instance, before you transfer any NFTs from your Account (and corresponding NFT Platform Wallet) to any other wallet or account, we may request additional information as required by applicable law or regulation, including laws related to anti-money laundering. In such cases, we, in our sole discretion, may pause or cancel your transactions within the NFT Platform until we, and/or our service providers, have reviewed these documents and accepted them as satisfying the requirements of applicable law. If you do not provide complete and accurate information and documents in response to such a request, your transactions may not be processed on the NFT Platform. You acknowledge that there may also be a time delay between the time when you submit such information and when we and/or our service providers are able to complete any anti-money laundering, know-your-client or similar checks.
You agree that you will not (a) use the NFT Platform to carry out any illegal or unauthorized purpose, including without limitation money laundering, terrorist financing, or engaging in, encouraging or promoting any activity that violates these NFT Terms; (b) engage in any deceptive or manipulative trading activities; (c) place misleading bids or offers; and (d) use the NFT Platform to carry out any financial activities subject to registration or licensing, including without limitation creating, listing, or buying securities, commodities, options, real estate, or debt instruments.
If you have reason to believe that an NFT listed on the NFT Platform was illegally obtained or created, please contact us immediately at the contact information set forth below. If we determine from the evidence that the NFT was illegally obtained or created, we will attempt to remove or hide it from the NFT Platform or disable trading of it via the NFT Platform.
The following terms apply to your use of the NFT Platform as a Buyer:
You are responsible for any transaction fees or other fees that may be associated with your purchase of NFTs on the NFT Platform. We may use third party service products and services to facilitate such transactions or to process your funds. We are not responsible for any third party products and services and provide them only as a convenience and do not review, approve, monitor, endorse, warrant, or make any representations with respect to third party products and services.
Buyers can make offers on NFTs listed for sale via the NFT Platform and such offers are considered legally binding offers to purchase the NFT capable of immediate acceptance by us or the Seller of such NFT. If you make a bid on an NFT in an auction, your bid is a binding contract, and you are committing to buy the NFT if you win the auction.
You will pay all charges incurred by you or any users of your Account and payment methods at the price(s) in effect when such charges are incurred, including any applicable taxes and services fees. You may only use payment methods that belong to you or to people who expressly authorize you to use such payment methods. 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 NFT Platform, or any other payment or transactions that you conduct via the NFT Platform.
All purchases are final, and in no event will there be refunds, exchanges, or credits for any purchases that you might make via the NFT Platform. Notwithstanding the foregoing, if the NFT you purchase is not delivered to your NFT Platform Wallet within three (3) business days, in certain circumstances we may issue you a refund upon your request. You agree that you will not attempt to evade, avoid, or circumvent any refund prohibitions in any manner with regard to your purchases on the NFT Platform. Without limiting the generality of the foregoing, you will not dispute or otherwise seek a “chargeback” from the company whose credit card or other method of payment you used to purchase an NFT via the NFT Platform. Should you do so, we may, in our sole discretion, refuse to honor pending and future purchases made from your Account, and may prohibit future purchases from all persons in whose name the payment method account exists, and from any person who accesses any associated online account or who otherwise breaches this provision, from using the NFT Platform.
You will be solely responsible to pay any and all sales, use, value-added and other taxes, duties, and assessments now or hereafter claimed or imposed by any governmental authority associated with your use of the NFT Platform and the NFTs you purchase via the NFT Platform, except for income taxes levied on us as a result of such purchases of NFTs.
All right, title and interest (including all copyrights, trademark rights and all other intellectual property rights) in any NFT and NFT Media associated with any NFTs you purchase on the NFT Platform are owned by us or the applicable Seller, or our or its licensors. Except as may be specified by a Seller, your purchase of an NFT does not give you any right, license, or ownership in or to the NFT Media associated with your purchased NFT other than the rights expressly contained in these NFT Terms. You do not have the right, except as otherwise set forth in these NFT Terms or by a Seller, to reproduce, distribute, display, alter, manipulate, edit, create derivatives, or commercialize the NFT Media associated with an NFT, in whole or in part, in any way.
Subject to your continued compliance with these NFT Terms, if you purchase a Artist NFT, we or our applicable licensors hereby grant you a personal limited, non-exclusive, non-sublicensable license to view and display the NFT Media associated with the Artist NFT solely for the following purposes: (a) for your own personal, non-commercial use; and (b) as part of a marketplace or other platform that permits the display, purchase and sale of such Artist NFT, provided the marketplace or platform has mechanisms in place to verify your ownership of the Artist NFT. This license will continue only so long as you continue to own the Artist NFT and shall be a part of all subsequent sales of the Artist NFT in perpetuity. If you sell, trade, donate, give away or otherwise dispose of your Artist NFT, all of your rights in and to the Artist NFT and the associated NFT Media will transfer to the subsequent buyer, and you will have no further rights in the Artist NFT or the NFT Media.
If you purchase a User-Owned NFT, the license grant set forth in the Seller NFT License defined below will apply to the NFT Media associated with the User-Owned NFT you purchased.
Unless you own or have a valid license in all relevant intellectual property in and to the metadata and NFT Media associated with an NFT, you agree that you will not, nor permit any third party to do or attempt to do any of the following in connection with any of the metadata or NFT Media associated with an NFT you acquire via the NFT Platform: (i) apply for, register, or otherwise use or attempt to use the metadate or NFT Media, in whole or in part as a trademark, service mark, or any confusingly similar mark, anywhere in the world, (ii) modify the metadata or NFT Media in any way, including, without limitation, the text, shapes, designs, drawings, attributes, or color schemes; (iii) use the metadata or NFT Media to advertise, market, or sell any product or service; (iv) use the metadata or NFT Media in connection with images, videos, or other forms of media that depict hatred, intolerance, violence, cruelty, or anything else that could reasonably be found to constitute hate speech or otherwise infringe upon the rights of others; (v) use the metadata or NFT Media in movies, videos, or any other forms of media, except to the limited extent that such use is expressly permitted in these NFT Terms or solely for your own personal, non-commercial use; or (vi) sell, distribute for commercial gain (including, without limitation, giving away in the hopes of eventual commercial gain), or otherwise commercialize merchandise that includes, contains, or consists of the metadata or NFT Media.
Any purchase or sale you make of a User-Owned NFT will be entirely at your risk. We do not control or endorse purchases or sales of User-Owned NFTs or of Artist NFTs outside of the NFT Platform. If you use the NFT Platform to buy User-Owned NFTs, you bear full responsibility for verifying the authenticity, legitimacy, identity of any Seller and any User-Owned NFT you purchase on the NFT Platform. We cannot verify that the Seller has the authority to create or sell the User-Owned NFTs, including the rights in the metadata and NFT Media that is associated with their User-Owned NFTs. In certain cases, we may help to evaluate or provide you with information about a Seller. However, such information is provided for informational purposes only. In the event we suggest third party authentication services, you agree that we have no liability to you or to any third party for any claims or damages that may arise as a result of your use of such third party authentication services. We do not assume any obligations or responsibility for your due diligence, and we have no obligation to conduct any diligence or inspection or take any other action with respect to obtaining or verifying any information related to any NFT or Seller. We make no guarantees, endorsements or promises about the identity, legitimacy, or authenticity of any User-Owned NFT on the NFT Platform or any Seller, or about the continued availability, originality, non-infringement or any other aspect of the NFT Media associated with a User-Owned NFT.
The following terms apply to your use of the NFT Platform as a Seller:
We may allow you to sell your Artist NFT and other NFTs to other Users and may also allow you to mint an NFT for display or sale as a User-Owned NFT. If we allow you to mint a User-Owned NFT via the NFT Platform, such User-Owned NFT will be minted as an NFT on the blockchain that we may designate at the time of minting the User-Owned NFT. Unless we specify otherwise, you will be responsible for all gas or similar transaction fees that may be charged by the applicable blockchain when you mint your User-Owned NFT. You acknowledge and agree that as part of our commission for allowing you to mint, trade and/or sell an NFT via the NFT Platform, we may collect a portion of all transaction revenues from the sale and re-sale of the User-Owned NFT on the NFT Platform and other platforms.
By minting, providing, gifting, trading, posting, transferring, or selling a User-Owned NFT via the NFT Platform, you hereby represent and warrant that you either: (a) own all legal right, title and interest in all intellectual property rights to such User-Owned NFT and to the metadata and NFT Media referenced by, linked or associated with such User-Owned NFT, or (b) you are legally authorized by the intellectual property owner to mint, provide, gift, trade, post, transfer, or sell the NFT on the NFT Platform. Additionally, by minting, providing, gifting, trading, posting, transferring or selling a User-Owned NFT via the NFT Platform, you hereby grant to us and our affiliates and service providers a worldwide, non-exclusive, transferable, sublicenseable, royalty-free right and license to use, reproduce, modify, distribute, publicly perform, display, and archive the metadata and NFT Media associated with such User-Owned NFT. This license will not affect your ownership or rights in the metadata or NFT Media, including the right to grant additional licenses to your User Content, as defined in the General Terms, except if it conflicts with these NFT Terms or the General Terms. You will not make or authorize any claim against us that our use of the metadata or NFT Media in your User-Owned NFT infringes any of your rights.
We are not obligated to post, display, make available for sale, or otherwise use any User-Owned NFT, and we reserve the right to remove, take down, or obfuscate any User-Owned NFT at any time in our sole discretion. We have no obligation or liability to you for keeping, storing, or helping you recover any metadata or NFT Media associated with your User-Owned NFTs. Do not create, upload, offer for sale, or post User-Owned NFTs that are associated with illegal or offensive content. Do not use profanity or graphic language in any User-Owned NFTs you list or create on the NFT Platform. You assume full responsibility for any User-Owned NFT you offer for sale, post, gift, trade, transfer, or sell on the NFT Platform, and the content of any description associated therewith. We may revise product data associated with User-Owned NFT listings to supplement, remove, or correct information.
If you sell an NFT via an auction on the NFT Platform, you may be permitted to establish a specific start and end time for the auction and may also include a starting price. Unless otherwise indicated, NFTs will be sold to the highest bidder, no matter what the bid amount is; provided that if you included a starting price or reserve price, the starting price or reserve price must be met. An auction may be cancelled only as permitted via the functionality of the NFT Platform, and in some cases, auctions may be non-cancellable.
If you sell, gift, trade, or transfer a User-Owned NFT via the NFT Platform and you own or control the intellectual property rights in the associated metadata or NFT Media, then you grant to the applicable Buyer and any subsequent owners of the User-Owned NFT a personal limited, non-exclusive, non-sublicensable license to view and display the NFT Media associated with such User-Owned NFT solely for the following purposes: (a) for the Buyer (or subsequent owner’s) own personal, non-commercial use; and (b) as part of a marketplace that permits the display, purchase and sale of such User-Owned NFT, provided the marketplace has mechanisms in place to verify the Buyer’s and subsequent owners’ ownership of the User-Owned NFT (“Seller NFT License”). If you sell, gift, trade, or transfer a User-Owned NFT for which you do not own or control the intellectual property rights in the associated NFT Media, then you represent and warrant that you have the right to sell the User-Owned NFT and you acknowledge that whatever rights you may have in the metadata and NFT Media may be transferred to the Buyer and any subsequent owner of that User-Owned NFT.
If you sell, gift, trade, or transfer an NFT, whether via the NFT Platform or otherwise, you agree that you will not have any claims against us for any breach of these NFT Terms by the Buyer or any other purchaser if the NFT is not sold on the NFT Platform.
In connection with your use of the NFT Platform, you may be able to post, upload, or submit other content via the NFT Platform, separate from the metadata and NFT Media tied to an NFT. Such additional content may include comments on NFTs, NFT item descriptions or other user generated content. Such content will be deemed “User Content” as defined in the General Terms, and you grant us a license in such User Content as set forth in the General Terms. For clarity, metadata and NFT Media are not considered User Content.
You agree that other Users of the NFT Platform will have the right to comment on and/or tag your User Content and/or to use, publish, display, modify or include a copy of User Content as part of their own use of the NFT Platform; except that the foregoing does not apply to any of User Content that we may permit you to post privately for non-public display on the NFT Platform. By posting or submitting User Content to the NFT Platform, 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 User Content. You agree that your User 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.
We have the right to (a) remove or refuse to post any of User Content for any or no reason in our sole discretion; and (b) take any action with respect to User Content that we deem necessary or appropriate in our sole discretion, including if we believe that User Content violates these NFT Terms, infringes any intellectual property right of any person or entity, threatens the personal safety of Users of the NFT Platform or the public, or could create liability for us, our partners or other Users.
You may choose to submit feedback, comments, ideas or other feedback about the NFT Platform (collectively, “Feedback”). By submitting any Feedback, you agree that we are free to use such Feedback at our discretion and without additional compensation to you, and to disclose such Feedback to third parties (whether on a non-confidential basis or otherwise). You hereby grant us a perpetual, irrevocable, nonexclusive, worldwide license under all rights necessary for us to incorporate and use your Feedback for any purpose.
We may, but are not obligated to, monitor the NFTs, metadata, NFT Media and User Content uploaded to or minted on the NFT Platform for any infringement of a third party’s intellectual property rights. If you believe that any User Content or User-Owned NFTs that are available on the NFT Platform infringes your copyright, you may send us a notice that the content be removed. Please submit the notice in accordance with the provisions of the Section of the General Terms entitled “Claims of Copyright Infringement on the Site.”
WE DO NOT REPRESENT OR WARRANT THAT THE NFT PLATFORM OR ANY NFTS LISTED ON THE NFT PLATFORM, BLOCKCHAIN, OR OUR OR OUR PARTNERS’ SERVERS ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. WE WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSS RELATED TO ANY USE OF NFTS, INCLUDING WITHOUT LIMITATION ANY LOSSES, DAMAGES OR CLAIMS ARISING FROM: (A) USER ERROR SUCH AS FORGOTTEN PASSWORDS, INCORRECTLY CONSTRUCTED TRANSACTIONS OR MISTYPED ADDRESSES; (B) SERVER FAILURE OR DATA LOSS; (C) CORRUPTED WALLET FILES; (D) UNAUTHORIZED ACCESS TO APPLICATIONS; (E) ANY UNAUTHORIZED THIRD PARTY ACTIVITIES, INCLUDING WITHOUT LIMITATION THE USE OF VIRUSES, PHISHING, BRUTEFORCING OR OTHER MEANS OF ATTACK AGAINST THE NFT PLATFORM OR ANY NFTS.
NFTS ARE INTANGIBLE DIGITAL ASSETS. THEY EXIST ONLY BY VIRTUE OF THE OWNERSHIP RECORD MAINTAINED IN A BLOCKCHAIN NETWORK. ANY TRANSFER OF TITLE THAT MIGHT OCCUR IN ANY UNIQUE DIGITAL ASSET OCCURS ON THE DECENTRALIZED LEDGER WITHIN THE BLOCKCHAIN PLATFORM. WE DO NOT GUARANTEE THAT WE CAN EFFECT THE TRANSFER OF TITLE OR RIGHT IN ANY NFTS.
We are not responsible for ANY LOSS due to vulnerability or any kind of failure, abnormal behavior of software (e.g., wallet, smart contract), blockchains or any other features of the NFTs. We are not responsible for LOSS due to late reportS by developers or representatives (or no report at all) of any issues with the blockchain supporting NFTs including forks, technical node issues or any other issues having fund losses as a result.
You acknowledge that you have obtained sufficient information to make an informed decision to purchase an NFT. Any purchase, display, gift, trade, transfer, or sale of an NFT you make, accept or facilitate outside of the NFT Platform will be entirely at your risk. We don’t control or endorse purchases or sales of NFTs outside of the NFT Platform, and 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 NFT Platform.
Certain parts of the NFT Platform may display, include or make available content, data, information, applications or materials from third parties (“Third Party Materials”). By using the NFT Platform, you acknowledge and agree that we are 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 Materials or for any other materials, products, or services of third parties.
You further acknowledge and agree that:
Without limiting the generality of the section titled “Indemnification” of the General Terms , which also applies to your use of the NFT Platform, you further agree that if anyone brings a claim against us related to your use of the NFT Platform or your minting, collection, holding, purchase, sale, marketing, or promotion of any NFTs on the NFT Platform, you agree to indemnify, defend and hold us and our affiliated companies, Event Organizers, suppliers, advertisers and sponsors, and each of our officers, directors, employees, and agents, harmless from and against any and all claims, damages, losses and expenses of any kind (including reasonable legal fees and costs). We reserve the right to take exclusive control and defense of any claim, and you will cooperate fully with us in asserting any available defenses.
You may discontinue your access to and use of the NFT Platform at any time.
We, in our sole discretion and for any or no reason, may terminate these NFT Terms and suspend and/or terminate the NFT Platform or your Account without prior notice. You agree we will not be liable to you or to any third party for any such suspension or termination. If we terminate these NFT Terms or suspend or terminate your access to or use of the NFT Platform due to your breach of these NFT Terms or any suspected illegal activity, then termination of these NFT Terms will be in addition to any other remedies we may have at law or in equity.
Upon any termination or expiration of these NFT Terms, whether by you or us, you may no longer have access to information that you have posted on the NFT Platform or that is related to your Account, and you acknowledge that we will have no obligation to maintain any such information.
If you have any questions, comments or complaints regarding these
NFT Terms or the NFT Platform, please contact us at:
Live Nation Entertainment, Inc.
Attn: General Counsel
9348 Civic Center Drive
Beverly Hills, CA 90210
California users may also contact the Complaint Assistance Unit of the Division of Consumer Services, California Department of Consumer Affairs, located at 1625 North Market Blvd., Sacramento, CA 95834, (800) 952-5210.