nft.givenchy.com Open in urlscan Pro
2620:1ec:46::45  Public Scan

Form analysis
0 forms found in the DOM

Text Content

NFT.GIVENCHY.COM NFT
Langue
 * English
 * Français


GIVENCHY SA
TERMS AND CONDITIONS OF THE CHITO X GIVENCHY NFTS AUCTION

GIVENCHY SA, a French société anonyme registered with the Register of Commerce
and Companies of Paris, under the number 552 051 229, having its registered
office at 3, avenue George V – 75008 Paris, France (“GIVENCHY” “We” or “Us”) has
disclosed its Spring 2022 collection (the “Collection”) including products
created in collaboration with the artist CHITO (“CHITO”). For the commercial
launch of the Collection, GIVENCHY has created 15 blockchain-tracked,
non-fungible tokens (“NFTs”), each associated with one original image (animated
or not) of the artwork created by CHITO for the need of the Collection, each of
which is being sold by GIVENCHY on OpenSea from November 23rd 2021 to November
29th 2021 (the “Auction”). The proceeds of the Auction will be donated by
GIVENCHY and CHITO to a charity named The Ocean Cleanup.

These terms and conditions constitute a legally binding agreement (the
“Agreement”) between, on the one hand (i) participants to the Auction (also
referred to herein as “Participants” or individually as the “Participant”),
Participants who successfully provided the highest bid and have been granted the
ownership of the NFT or any subsequent owners of the NFT where proof of such
ownership is recorded on the relevant blockchain (also referred to herein as
“Owners” or individually as the “Owner”) (Participants and Owner are
collectively referred to herein as “You” or “Your”), and on the other hand (ii)
GIVENCHY. This Agreement governs the purchase of NFTs as part of the Auction,
details of which is further described on the dedicated website
www.nft.givenchy.com, and the subsequent use of the purchased NFT.

BY ENTERING INTO THIS AGREEMENT AND/OR BY BIDDING IN THE AUCTION, YOU EXPRESSLY
ACKNOWLEDGE THAT YOU UNDERSTAND THIS AGREEMENT, ACCEPT ALL OF ITS TERMS AND
AGREE TO BE BOUND BY THIS AGREEMENT AND ALL OF THE TERMS INCORPORATED HEREIN AND
ALL OF THIRD PARTY SERVICES’ TERMS OF SERVICE, IN PARTICULAR OZONE NETWORKS, INC
D/B/A OPENSEA’S TERMS OF SERVICE AVAILABLE AT https://opensea.io/tos (the
“OpenSea Terms of Service”). If You do not agree to the terms and conditions of
this Agreement and/or third-party services’ Terms of Service, You may not bid in
the Auction nor benefit from the Owner’s Rights.


1. DEFINITIONS

“Art” means any art, graphics, images, designs, logos, taglines, and drawings
that may be associated with an NFT.

“Name and Likeness” means names, nicknames, images, likenesses, marks,
copyrights, trade dress colors, trade dress designs, and/or all other
intellectual properties of GIVENCHY ad/or CHITO.

“Owner’s Rights” means the rights to an NFT granted by this Agreement to the
Owner.

“Third Party IP” means any third-party patent rights (including, without
limitation, patent applications and disclosures), copyrights, trade secrets,
trademarks, know-how or any other intellectual property rights recognized in any
country or jurisdiction in the world.

“Third Party Services” means any services not operated by GIVENCHY, but provided
to You in the context of the Auction or use of the NFTs, including but not
limited to services provided by the marketplace OpenSea; payment services;
purchase, sale and exchange of digital assets; digital asset wallet; hardware
wallet; storage services for the NFTs or the Art.


2. BIDDING CONDITIONS

2.1. Participation in the Auction is open only to individuals who have the right
and authority, in accordance with relevant applicable laws, to enter into this
Agreement, are fully able and competent to satisfy the terms, conditions, and
obligations herein and who are using currency that such party is the lawful
holder thereof. You may not allow other persons to use Your Opensea user
credentials, and You agree that You are the sole authorized user. You further
represent and warrant that You are at least 18 years old, or the age of majority
in Your country or territory, whichever is older.

2.2. As the successful bidder, Owner agrees to pay (i) the price of the NFT to
GIVENCHY, pursuant to the amount and payment method displayed on the OpenSea
platform page dedicated to the NFT; (ii) royalties to CHITO of eight percent
(8%) of the gross amounts paid by the Owner; (iii) all applicable fees
associated with the transaction, including but not limited to Third Party
Services’ fees pursuant to Third Party Services’ Terms of Service as applicable
(Third Party Services’ fees can include but are not limited to gas fees); and
(iv) all applicable taxes in accordance with Section 11.

2.3 As the successful bidder, Owner further agrees to provide Us with all
information and documents We request in order to verify Your identity and to
confirm that the crypto currency payment was made from the Owner’s Crypto
Wallet. This verification may take up to three weeks and consequently postpone
the effective transfer of the purchased NFT from GIVENCHY’s crypto wallet to the
Owner’s Crypto Wallet, which shall not occur in any event prior to the expiry of
a fourteen (14) day period.

2.5. GIVENCHY may also require You to provide additional information and
documents in cases where it has reasons to believe that You are involved in
money laundering or in any other illegal activity or that You are in breach of
this Agreement. In such cases GIVENCHY, in its sole discretion may pause or
cancel Your Auction and, as the case may be, is entitled to deny the transfer of
the NFT to the Owner’s Crypto Wallet and terminate the Agreement in the
condition defined in Section 6 below.

2.6. You acknowledge and agree that in some countries, and for certain people or
entities, there may be restrictions on the purchase of NFTs under applicable
export control and sanctions laws and regulations or restrictions on the sale of
NFT, and therefore Your ability to purchase an NFT may be limited or restricted
without any liability of GIVENCHY nor CHITO.


3. OWNERSHIP

You acknowledge and agree that GIVENCHY and/or CHITO, owns all legal right,
title, and interest in and to the Art and Name and Likeness, and all
intellectual property rights therein. The rights that You have in and to the NFT
and Art are limited to those expressly stated in Section 4 of this Agreement.
GIVENCHY and/or CHITO reserve all rights and ownership in and to the NFT, Name
and Likeness, and Art not expressly granted to You in Section 4 of this
Agreement.


4. RIGHTS

4.1. Owner’s Rights. Owners acknowledge and agree that the NFTs are made
available solely for entertainment purposes. Without limiting the foregoing and
subject to the Owner’s continued compliance with this Agreement (and Third Party
Services’ Terms of Service, in particular the Opensea Terms of Service),
GIVENCHY grants the Owner a worldwide, non-exclusive, non-transferable (except
as specifically provided below in Section 4.2 below), royalty-free license, and
solely for the Owner’s own personal, non-commercial use, to (i) store the
Owner’s NFT in the Owner’s Crypto Wallet; and (ii) display the Art associated
with the Owner’s NFT.

4.2. Permissible Transfers of the Owner’ NFT. The Owner has the limited right to
transfer the NFT through the OpenSea platform only, provided that the Owner
ensure that:

 * the transfer is carried out exclusively on the OpenSea marketplace;

 * the transferee and any subsequent transferee are bound by all of the terms of
   this Agreement and all of the terms of the Third Party Services, in
   particular OpenSea Terms of Service;

 * CHITO is paid eight percent (8%) of the gross amounts paid by such transferee
   (including any subsequent transferee) relating to the NFT. The Owner
   acknowledges and agrees that the foregoing amounts payable to CHITO under
   Section 4.2 hereof do not include, and are not intended to cover, any
   additional fees imposed or required by OpenSea or other Third Party Services,
   including without being limited to gas fees;

 * the Owner has not prior to the transfer breached this Agreement or the Third
   Party Services’ Terms of Service, in particular OpenSea Terms of Service;

 * prior to the transfer, the Owner’s license to the NFT has not been
   terminated;

 * the transferee provides GIVENCHY with a valid e-mail address;

 * the transferee’s digital wallet is not owned by or associated with (i) a
   citizen or resident of, or located in, a geographic area that is the target
   of sanctions or embargoes imposed by the European Union, the United Kingdom,
   the United Nations or the United States or (ii) an individual, or an
   individual employed by or associated with an entity, identified on the US
   Department of Commerce’s Denied Persons or Entity List, the US Department of
   Treasury’s Specially Designated Nationals or Blocked Persons Lists, or the US
   Department of State’s Debarred Parties List, or similar lists promulgated by
   the government of the European Union, the United Kingdom, or the United
   Nations.

The Owner transferring the ownership acknowledges and agrees that, upon the
transfer of the NFT pursuant to Section 4.2, (i) the Owner’s Rights granted
under Section 4.1 shall terminate; and (ii) the transferee shall become the new
Owner.

4.3. Owner’s Rights are granted for five (5) years as from the Owner’s receipt
of the NFT (or on the date on which the blockchain that stores the NFT ceases to
exist if such date occurs prior to such five-year period) only to the extent
that Owner continues to own the NFT. If at any time the Owner transfers or
otherwise disposes of the NFT for any reason, or if the license is terminated
pursuant to Section 6, the license granted herein will immediately terminate
with respect to that NFT without the requirement of notice, and the Owner will
have no further rights with respect to the NFT.


5. RESTRICTIONS

5.1. Unless expressly permitted in this Agreement or with GIVENCHY’s written
consent, You may not:

(i) modify the Art associated to the NFT in any way, including, without
limitation, the shapes, designs, drawings, attributes, or color schemes;

(ii) use the Art associated to the NFT to advertise, market, or sell any
third-party product or service;

(iii) use the Art associated to the NFT 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;

(iv) use the Art associated to the NFT in movies, videos, or any other forms of
media, except to the limited extent that such use is expressly permitted in
Section 4.1 above or solely for the Owner’s own personal, non-commercial use;

(v) 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 Art associated to the
NFT;

(vi) attempt to trademark, copyright, or otherwise acquire additional
intellectual property rights in or to the Art associated to the NFT; or

(vii) otherwise utilize the Art associated to the NFT for Your or any third
party’s commercial benefit.



5.2. To the extent that Art associated to the NFT contains any third-party
intellectual property rights (e.g., licensed intellectual property from CHITO),
You understand and agree as follows:

(i) that You will not have the right to use CHITO intellectual property rights
in any way except as incorporated in the Art associated to the NFT, and subject
to the license and restrictions contained herein;

(ii) that, depending on the nature of the license granted from CHITO, GIVENCHY
may need to place additional restrictions on the Owner’s right to use the Art;
and

(iii) upon receipt of GIVENCHY’s written information on such additional
restrictions (email is valid), Owner will be responsible for complying with all
such restrictions, and failure to do so will be deemed a breach of this
Agreement.



5.3. The restrictions set forth in this Section 5 will survive the expiration or
termination of this Agreement.


6. TERMINATION OF THE LICENSE

The Owner’s Rights granted hereunder shall automatically terminate and all
rights shall return to GIVENCHY if:

(i) at any time the Owner sells, trades, donates, gives away, transfers, or
otherwise disposes of the NFT for any reason except as specially provided in
Section 4.2 of this Agreement;

(ii) the email address the Owner provides to GIVENCHY is no longer valid;

(iii) Conditions of Section 2.5 are met;

(iv) the Owner breaches any of the terms of this Agreement and/or the Third
Party Services’ Terms of Service, in particular OpenSea Terms of Service;

(v) the Owner has a trustee, receiver or similar party appointed for the Owner’s
property, becomes insolvent, acknowledges insolvency in any manner, makes an
assignment for the benefit of the Owner’s creditors, or files a petition of
bankruptcy;

(vi) the Owner engages in any unlawful business practice related to the NFT;

(vii) the Owner initiates any legal actions, provided herein, against GIVENCHY
and/or and each of their parent, subsidiary and affiliate companies, and each of
their respective officers, directors, members, affiliates, agents, attorneys and
employees;

(viii) the Owner disparages GIVENCHY or any parties related to GIVENCHY; or

(ix) any of the Third Party Services ceases to provide their respective
services.




7. DISCLAIMER OF WARRANTIES & LIMITATION OF LIABILITY

7.1 To the maximum extent permitted by applicable mandatory laws, the NFT and
associated Art are provided “as is” and “as available” excluding any warranties
of any kind, including, without limitation, any warranty for information, data,
uptime or uninterrupted access, any warranties concerning the availability,
correctness, accuracy, reliability, usefulness, or content of information, and
any merchantability or fitness for a particular purpose, and We hereby disclaim
any and all such warranties, express and implied. We do not warrant that the NFT
and associated Art, content, functions or materials contained therein will be
timely, secure, uninterrupted or error free, or that defects will be corrected.
We make no warranty that the NFT will meet Your requirements. No advice, results
or information, whether oral or written, obtained by You from Us or in relation
to the NFT and/or associated Art shall create any warranty not expressly made
herein.

7.2 To the maximum extent permitted by applicable mandatory law, We will not be
liable to You for any loss or damage, whether in contract, tort, negligence,
breach of statutory duty, or otherwise and howsoever arising, even if
foreseeable, arising under or in connection with the use of, or inability to
use, Third Party Services, the NFT and associated Art, including but not limited
to any losses, damages or claims arising from: (i) Your error, such as forgotten
passwords or incorrectly construed transactions; (ii) server failure or data
loss; (iii) corrupted account files; (iv) unauthorized access or activities by
third parties, including but not limited to the use of viruses, phishing, or
other means of attack against the app, network, or the electronic account or (v)
security weaknesses, fraud, counterfeiting, and other technological
difficulties.

7.3 We are not responsible for losses due to blockchains or any other features
of the Ethereum network or Third Party Services, including but not limited to
late report by developers or representatives (or no report at all) of any issues
with the blockchain supporting the Ethereum network, including forks, technical
node issues, or any other issues having fund losses as a result. You acknowledge
and agree that such technologies are novel, experimental and speculative and
that therefore there is significant uncertainty regarding the operation and
effects and risks thereof and the application of existing laws thereto.

7.4 We have no control over any Third Party Services. You acknowledge and agree
that We are not liable for any loss or damage which may be incurred as a result
of the availability or unavailability of the Third Party Services, or as a
result of any reliance placed by You upon the protection and/or storage of any
data You provide to those Third Party Services, or upon the completeness,
accuracy or existence of any advertising, products or other materials on, or
made available from, any Third Party Services. Please read the general terms
applicable to such Third Party Services as You will be required to comply with
such terms.


8. ASSUMPTION OF RISK

As noted above, the NFTs are made available solely for entertainment purposes.
You agree that You assume the following risks:

(A) To the extent there is a price or market for a blockchain asset such as a
non-fungible token, such markets and prices are extremely volatile, and
variations in the price of other digital assets could materially and adversely
affect the value of any digital asset(s) You own, including the NFT, and there
is no guarantee that the NFTs will have or retain any value;

(B) the commercial or market value on an NFT that You purchase may materially
diminish in value as a result of a variety of things such as negative publicity
in connection with the GIVENCHY brand;

(C) GIVENCHY do not make any promises or guarantees about the availability of
the NFT or the Art on the Internet or that they will host the NFT or the Art at
any specific location and/or for any specific period of time;

(D) upgrades to the Ethereum platform, a hard fork or other change in the
Ethereum platform, a failure or cessation of Ethereum, or a change in how
transactions are confirmed on the Ethereum platform may have unintended, adverse
effects on all blockchains using such technologies, including without limitation
NFTs;

(E) the risk of changes to the regulatory regime governing blockchain
technologies, cryptocurrencies, and tokens and new regulations, unfavorable
regulatory intervention in one or more jurisdictions or policies any of which
may materially adversely affect the use and value of the NFT;

(F) the risks related to taxation;

(G) that non-fungible tokens are not legal tender and are not back by any
government; and

(H) GIVENCHY is not responsible for any transaction between the Owner and a
third party, including but not limited to transfers carried out pursuant to
Section 4.2, GIVENCHY shall have no liability in connection with any such
transaction. In addition to assuming all of the above risks, the Owner shall (i)
have obtained sufficient information to make an informed decision to license the
NFT, (ii) understand and agree that the Owner is solely responsible for
determining the nature, potential value, suitability and appropriateness of
these risks.


9. GOVERNING LAW

This Agreement and all matters related to it and/or any NFT shall be governed
by, construed, and enforced in accordance with the laws of France and the courts
of Paris, France shall have exclusive jurisdiction.


10. INDEMNITY

You will defend, indemnify, and hold GIVENCHY, including each of their
respective affiliates, subsidiaries, parents, successors and assigns, and each
of GIVENCHY’s respective officers, directors, employees, agents, or
shareholders, harmless from any claims, actions, suits, losses, costs,
liabilities and expenses (including reasonable attorneys’ fees) relating to or
arising out of Your license, sale or possession of the NFT and/or Your
participation in the Auction, including: (1) Your breach of this Agreement or
the documents it incorporates by reference; (2) Your violation of any law or the
rights of a third party as a result of Your own interaction with such third
party; (3) any allegation that any materials that You submit to Us or transmit
in the course of the Auction, communications seeking GIVENCHY’s consent to
activities or otherwise, infringe or otherwise violate the copyright, trademark,
trade secret or other intellectual property or other rights of any third party;
and/or (4) any other activities in connection with the Auction or the NFT. This
indemnity shall be applicable without regard to the negligence of any party,
including any indemnified person.


11. TAXES

You are responsible for all applicable tax including any VAT, sales or
compensating use tax or equivalent tax wherever such taxes may arise. The
successful bidder is responsible for any applicable taxes including any sales or
use tax or equivalent tax wherever such taxes may arise on the price, the
buyer’s premium, and/or any other charges related to this Auction. The
applicable sales tax rate will be determined based upon the state or country
where You are located. GIVENCHY is not responsible for determining the taxes
that may apply to Your transaction(s).


12. PERSONAL INFORMATION

We use the personal information in order to provide You with services relating
to the Auction and the NFTs, including to manage Our contractual relationship
with You under this Agreement.

You have certain rights regarding Your personal information, including the
following rights to: access Your personal information; rectify the information
We hold about You; erase Your personal information; restrict Our use of Your
personal information; object to Our use of Your personal information; receive
Your personal information in a useable electronic format and transmit it to a
third party (right to data portability); and lodge a complaint with Your local
data protection authority.

Please read Our Privacy Policy accessible at
https://www.givenchy.com/fr/en/privacy-policy.html, to get further information
regarding the way We process Your personal information and the modalities for
exercising the above-mentioned rights.


13. TRANSLATION

If You are provided a translation of this Agreement, the original version in
English will be used in deciding any issues or disputes which arise under this
Agreement.


14. SEVERABILITY

If any term or provision of this Agreement is invalid, illegal, or unenforceable
in any jurisdiction, such invalidity, illegality, or unenforceability shall not
affect any other term or provision of this Agreement or invalidate or render
unenforceable such term or provision in any other jurisdiction.


15. VARIATION

We may revise this Agreement from time to time. You should read this Agreement
carefully prior to the purchase of the NFT.

The Agreement in force at the time of the purchase of the NFT will apply. If We
revise this Agreement and You have already purchased an NFT, the revised
Agreement will not apply to such purchase.


16. OTHER IMPORTANT TERMS

We may transfer Our rights and obligations under this Agreement to another
organization, but this will not affect Your rights or Our obligations under this
Agreement. You may only transfer Your rights or Your obligations under this
Agreement to another person if We agree in writing.

This Agreement is between You and Us. No person who is not a party to this
Agreement shall have any rights to enforce any of its terms. The rights of the
parties to terminate, rescind or agree to any variation, waiver or settlement
under this Agreement are not subject to the consent of any other person.

If We fail to insist that You perform any of Your obligations under this
Agreement, or if We do not enforce Our rights against You, or if We delay in
doing so, that will not mean that We have waived Our rights against You and will
not mean that You do not have to comply with those obligations. If We do waive a
default by You, We will only do so in writing, and any written waiver does not
mean that We will automatically waive any later default by You.


17. CONTACT US

If You have any questions or concerns, including if You need to access this
Agreement in an alternative format, We encourage You to contact Us via e-mail at
contact@givenchy.com.

NFT FAQ
NFT Terms and conditions
General terms and conditions of use
Cookies policy


PRIVACY PREFERENCE CENTER




 * YOUR PRIVACY


 * STRICTLY NECESSARY COOKIES


 * COOKIES ANALYTIQUES ET DE PERSONNALISATION

YOUR PRIVACY

When you visit any website, it may store or retrieve information on your
browser, mostly in the form of cookies. This information might be about you,
your preferences or your device and is mostly used to make the site work as you
expect it to. The information does not usually directly identify you, but it can
give you a more personalized web experience. Because we respect your right to
privacy, you can choose not to allow some types of cookies. Click on the
different category headings to find out more and change our default settings.
However, blocking some types of cookies may impact your experience of the site
and the services we are able to offer.
More information

STRICTLY NECESSARY COOKIES

Always Active

These cookies are necessary for the website to function and cannot be switched
off in our systems. They are usually only set in response to actions made by you
which amount to a request for services, such as setting your privacy
preferences, logging in or filling in forms. You can set your browser to block
or alert you about these cookies, but some parts of the site will not then work.
These cookies do not store any personally identifiable information.

COOKIES ANALYTIQUES ET DE PERSONNALISATION

Cookies Analytiques et de Personnalisation Inactive


Ces cookies nous permettent de déterminer le nombre de visites et les sources du
trafic sur notre site web, afin d'en mesurer et d’en améliorer les performances.
Ils nous aident également à identifier les pages les plus / moins visitées et à
évaluer comment les visiteurs naviguent sur le site. Toutes les informations,
collectées par ces cookies, sont agrégées et donc anonymisées. Si vous
n'acceptez pas cette catégorie de cookies, nous ne pourrons pas savoir quand
vous avez réalisé votre visite sur notre site web.

Back Button Back



Vendor Search
Filter Button
Consent Leg.Interest
checkbox label label
checkbox label label
checkbox label label

Clear
checkbox label label
Apply Cancel
Confirm My Choices
Allow All


By clicking “Accept All Cookies”, you agree to the storing of cookies on your
device to enhance site navigation, analyze site usage, and assist in our
marketing efforts.

Cookies Settings Accept Technical Cookies Accept All Cookies