CRYPTOFANGS LICENSE

Intro

CryptoFangs are unique collectible characters with proof of ownership stored on the Ethereum blockchain and are created and originated by StarCloud AI and Middle Kingdom Studios. They are not auto-generated by any software program. They are individually created and so there may be small imperfections or human-error occurrences in numbering, labeling, application of color or other types of production errors.

This agreement grants CryptoFang owners a copyright license to use and display their CryptoFang. Only the current CryptoFang owner receives this license and it is only for the specific one or ones they have purchased and no derivative versions. This licence does not grant any right to create any types of derivatives of CryptoFangs. Any company or individual wishing to create any type of derivatives of CryptoFangs may contact the originating artists Matt and Nathaniel Vegh, StarCloud AI or Middle Kingdom Studios and discuss terms for such an arrangement.

CryptoFangs are not an investment. They are collectible, digital works of art which can be enjoyed and printed out on physical media by the current owner of the CryptoFang.

Definitions

“CryptoFang” or collectively “CryptoFangs” means a unique collectible character with proof of ownership stored in the corresponding Smart Contract.

“CryptoFang Owner” means the person that can cryptographically prove ownership of the applicable CryptoFang. Specifically, CryptoFang Owner means the person who purchased the CryptoFang from the CryptoFangs official account on the Opensea NFT platform or any other platform on which CryptoFangs are offered by StarCloud AI or Middle Kingdom Studios. It also means any person or company that purchases their CryptoFang from another current owner of any cryptographically proven original CryptoFang from the sources mentioned above.

“StarCloud AI and Middle Kingdom Studios” are the long-term trade names under which Canadian artists Matt and Nathaniel Vegh umbrella their entertainment, edutainment, game, book, animation, film, art, technology and AI software products IP.

License Agreement

Grant of Rights. StarCloud AI, Middle Kingdom Studios and CryptoFangs hereby grants to CryptoFang Owner a non-transferable, world-wide license to reproduce, display, transmit, and distribute images of the CryptoFang through all media now known or hereinafter developed. (the “CryptoFang License”).

The CryptoFang License is exclusive, except for the carve-out below. The exclusive rights include, for example, the right to use the CryptoFang as an avatar in social media, and the right to print the CryptoFang onto physical media (such as clothing).

Non-Exclusive Rights. The CryptoFang License is non-exclusive for the following purposes:

1. making non-commercial use of images of the CryptoFang to discuss CryptoFangs, digital collectibles and related matters;

Reservation of Rights. Matt and Nathaniel Vegh, StarCloud AI and Middle Kingdom Studios reserve the right to print physical media that relates to the entire set of CryptoFangs.

Termination of License. The CryptoFang License terminates when the CryptoFang Owner transfers the CryptoFang to a new owner. Upon such a transfer, the new CryptoFang Owner becomes the CryptoFang License holder.

Additional Terms

Disclaimer of Warranty. There is no warranty for the CryptoFang, to the extent permitted by applicable law. StarCloud AI and Middle Kingdom Studios provide the CryptoFang “as is” without warranty of any kind, either expressed or implied, including, but not limited to, the implied warranties of merchantability and fitness for a particular purpose.

Limitation of Liability. To the fullest extent permitted by applicable law, neither party will be liable to the other party for any consequential, incidental, indirect, exemplary, special, punitive, or enhanced damages, or for any loss of actual or anticipated profits (regardless of how these are classified as damages), whether arising out of breach of contract, tort (including negligence), or otherwise, regardless of whether such damage was foreseeable and whether either party has been advised of the possibility of such damages.

Interpretation. If the “Disclaimer of Warranty” and “Limitation of Liability” sections provided above cannot be given local legal effect according to their terms, then reviewing courts shall apply local law that most closely approximates an absolute waiver of all civil liability in connection with the CryptoFang.

Jurisdiction. The parties agree to settle any dispute arising out this agreement or relating to the CryptoFang in binding arbitration in Chengdu, China. The parties understand that they are giving up their right to a jury trial and giving up the right to a class action lawsuit.

Entire Agreement. This Agreement, along with the Smart Contract, constitutes the entire agreement of the parties with respect to the CryptoFang.

Amendments. Matt and Nathaniel Vegh, StarCloud AI and Middle Kingdom Studios reserve the right to amend this license agreement from time to time in its sole discretion.