Turn your online everyday into traceable NFTs.
Celebrate your digital life. Share, buy and sell special digital moments and creations.

Introduction

In these terms and conditions ('Terms'), 'we', 'us', 'our' or similar possesive pronouns refer to Badge Hut Online Limited, a England, UK registered company, with company legal name Badge Hut Online Limited. Badge Hut Online's company registration number is 15278939. Badge Hut Online's registered office address is 71-75 Shelton Street, Covent Garden, London, WC2H 9JQ, United Kingdom. These Terms govern your use of website, unless we have specifically agreed not to apply these terms and conditions (either in whole or in part). When you: 1) visit our website and/or its content, 2) use our website and/or interact with its content, and/or 3) create an account, you agree to these Terms.

The Service we provide

We provide you with a website service ('Service'), which includes its features, content, services, technology and software. The functionality provided to you by the Service, includes (not exhaustive): 1) creating, updating and deleting an account, 2) adding pictures or files and related text, 3) sending and sharing messages, 4) displaying pictures, files or QR Code representations of files and, for each of these media types, related text, 5) subcribing to updates and messages relating to a picture or file or QR Code representations of files and, for each of these media types, related text, 6) creating Non-Fungible Token(s) (NFTs), 7) irrevocably adding content to manifest and database repositories, 8) sending and sharing NFTs, 9) trading digital and/or physical objects that relate to a given NFT, including where no consideration is involved.

You agree that you freely choose to use the Service and will use the Service legally. You agree that each NFT does not confer ownership rights relating to any digital or physical object. You agree that each NFT has no instrinic value and is not a form of Electronic Money (eMoney) or to be used as such. You agree that when you buy, sell, lease or otherwise trade digital and/or physical objects related to an NFT, you are trading the digital or physical object only related to a given NFT and not the NFT itself.

You agree that to trade (transfer ownership of) a digital or physical object or objects relating to a given NFT, the email address you use for the setup of your thebadgehut.com account must be the same as used for your PayPal™ account and that you have a valid PayPal™ account setup for the receipt of payments that may occur from your trading digital or physical object(s) using the Service. You agree that for each digital or physical object traded, the buyer of the digital or physical object pays us a fee equating to 3% of the consideration between buyer and seller for the digital or physical object traded. You agree we can change the amount of the fee referenced in the previous sentence at any time and without notice. You remain liable for taxes and other charges.

You agree that when a digital or physical object related to a given NFT is sold (not leased) the seller: 1) permanently transfers control of the NFT and all associated Intellectual Property (IP) associated with the NFT to the buyer of the digital or physical object, 2) grants an irrevocable, royalty-free, worldwide, transferrable, sub-licensible license to the digital object and related NFT to the buyer of the digital or physical object, with the license to the digital object being exclusive to the buyer and license to the NFT releated to the digital or physical object exclusive to the buyer and to us, 3) transfers ownership of a digital or physical object (as applicable) to the buyer of the digital or physical object, who must be a user of thebadgehut.com and have agreed to these Terms.

You agree that when the digital or physical object related to a given NFT is leased (not sold) the leaser: 1) retains control of the NFT and all associated Intellectual Property (IP), 2) grants a temporary, exclusive, royalty-free, worldwide, non-transferrable license to the digital object and related NFT - until the date and time of the termination of the lease - to the digital object or temporary use of the physical object (as applicable) to the lessor of the digital or physical object, who must be a user of thebadgehut.com and has agreed to these Terms, with the license to the digital object being exclusive to the lessor and license to the NFT releated to the digital or physical object exclusive to the lessor and to us.

You agree the ownership of all NFTs created using the Service remains with the Badge Hut Online Limited and this ownership is an exclusive, irrevocable, perpetual, royalty-free, worldwide and non-transferrable. You agree our ownership of all NFTs created using the Service is not affected by the transfer of ownership (temporary or permanent) of a digital or physical object or by any other action or inaction. You agree you have no rights or interests in any NFT, no matter by whom the NFT is or NFTs are created. We grant you permission to use NFTs created using the Service in line with these Terms.

You agree not to use the Service to the detriment of us or others. You confirm that you are a resident of, will access thebadgehut.com from and will use the Service exclusively from the United Kingdom (UK) or the European Union (EU), and that the digital or physical object to which a given NFT is or NFTs are related is in one of these jurisdictions at the point an NFT is created and at the point any selling or leasing of a digital or physical object.

Your commitments

You agree that you will:

• Use the Service legally.
• Provide us with a non-exclusive, irrevocable, perpetual, royalty-free, worldwide, transferrable, sub-licensible license to use content and/or information shared with us via the Service, recieved by you as part of the Service provided to you or created as part of the Service (including NFTs and image messages - not exhaustive) or otherwise. For the avoidance of doubt, where there is conflict between the previous sentence and other clauses, the previous sentence will prevail.
• When users use the Service and are actively interacting with or using the Service at a given moment in time, provide users of the Service with a non-exclusive, irrevocable, perpetual, worldwide license to use content and/or information shared with us via the Service. This license excludes information shared with us relating to the business, operations or similar of thebadgehut.com. At our sole discretion, this license may be refused or revoked at any time without notice, justification or penalty, including retrospectively.
• Only share material that you have the legal right to do so.
• Act positively to others and inclusively when using the Service.
• Keep information you provide to use, such as your account details, accurate and up-to-date.
• Indemnify us, our officers and employees against all liabilities and claims (including from third parties) relating to your use of the Service and/or interaction with the Service, other users of the Service or related content.
• Release us, our officers and employees from all liabilities and claims (including from third parties) relating to us or your use of the Service and/or interaction with the Service, other users of the Service or related content.
• Hold harmless and not place any reliance on any content provided by or related to the Service.
• Only use the Service or interact with content relating to the Service if you are eighteen years old or older (or the age of majority in the jurisdication from which you are using the Service), whichever is younger.
• Provide accurate and up-to-date information, including being truthful and honest when using the Service and/or interacting with other users of the Service or related content.
• Where a government body requests, official or law enforcement agency requests or court order (or similar) instructs or requires us to share content and/or information about you, your use and/or interaction with the Service or others, we can share all required content and information without liability or penalty.
• Encrypt your files (not images necessarily) prior to upload, password protect these files prior to upload and release us from all responsibilities relating to securing and/or unauthorised access to your files, indemnifying us and third parties that support thebadgehut.com or the Service against malware, cyberattacks, viruses, other users' activities and accidental access (not exhaustive list) to your files or any data or content shared with us.

You irrevocably agree that when creating any Non-Fungible Token (NFT):

• At the point of creation, the NFT represents a physical object or digital object (such as a computer file) described in the short image description and the descriptor (read together).
• Unless explicitly stated in the short image description or the descriptor (combined) or should no clear decription of the object be provided, the NFT created relates a digital object (only) and is not the equivalent of nor is to be substituted for a digital or physical object.
• The NFT is a full and complete representation of the digital or physical object, but is not the equivalent of or can be substituted for the digital or physical object (and vice-versa).
• The representation of the digital or physical object by the NFT is irrevocable, exclusive and global, regardless of changes, alterations, enhancements to the digital or physical object.
• Transfer of ownership (in consideration of currency or otherwise) or lease of ownership (in consideration of currency or otherwise) of a digital or physical object relating to an NFT does not constitute or indicate transfer of ownership of the NFT.
• No transfer of ownership or lease of the digital or physical object related to an NFT is permitted or valid unless the NFT accompanies the digital or physical object and the transfer of control of the NFT aligns with these Terms.
• The terms in the list immediately above replace any current or previous obligations or representations of ownership or similar, are irrevocably unalterable (unless agreed in writing first by us), and you will transfer the terms in the list immediately above without change to any future owners or lessors as part of any transaction transferring ownership or leasing ownership of a digital or physical object relating to an NFT (and agree no third party will have rights and no future owners or lessors have the ability to transfer their rights and obligations).
• Any transfer of ownership or lease of ownership of a digital or physical object is invalid without the purchaser or lessor first agreeing to the terms in the list immediately above without change and their agreement to transfer these the terms in the list immediately above without change to any future purchasers or lessors of a digital or physical object relating to a given NFT.

You agree that you will not:

• Act illegally or induce others to act illegally.
• Use the Service to promote or share content relating to violent, sexual or pornographic, harrassing, racist, religous, gender discrimatory, sexual orientation and/or gender orientation themes.
• Use the Service to intimidate, offend or harm others.
• Use the Service to promote or share content you know to be false or untrue.
• Use the Service to create, issue, trade, indicate or otherwise use financial instruments, financial securities or electronic money (or similar).
• Copy (in part or in whole) or attempt to copy the Service, content used on the Service or technologies and software used to provide the Service.
• Disrupt, interfere, impair, prevent access to or limit the functionality of the Service, including using technologies e.g. Spiders, content grabbing tools etc. or methods that do not use technologies.
• Attempt to disrupt, interfere, impair, prevent access to or limit the functionality of the Service, including using technologies e.g. Spiders, content grabbing tools etc. or methods that do not use technologies.
• Use the Service if you are: 1) a convicted sex offender, 2) have had your account disabled or have been prohibited from receiving the Service, 3) intend to or have violated these Terms.
• Impersonate others or provide misleading information.
• Act in a way that offends or harms others.
• Act in a way that is fraudulent, misleading, illegal or unauthorised.
• Use the Service and/or interact with other users or related content that infringes others' rights (including those related to (not exclusively): privacy, copyright and/or trademark, intellectural property), breaches confidentiality, adversely impacts others, impersonates others or shares content for which you do not have rights to do so.

Use of the Service

You agree to allow us to use content and information provided to us to provide the Service to you and others. You agree that we and other users of the Service can share, interact with, comment on or similar any content or information you provide. You continue to own any content or information you share.

You agree we and other users of the Service may interact with you and content and/or information shared with us.

You permit us to use content and information provided to us or via the Service to provide the Service to you and others, including for the purposes of research, analysis, testing and validation, designing or developing new parts to the Service and/or when backing-up or retaining content and information. You agree to keep all content and information accurate and up-to-date. You agree to alert us if you have concerns relating to another user and/or content or information relating to the Service.

You permit us (but we are not obligated) to change content and information provided to us or via the Service where we believe (at our sole discretion) that content and/or information may be fraudulent, may be misleading, is illegal, is unauthorised or may infringe others' rights (not exhaustive list). For example, we may change your Alias if we believe it may be inappropriate, misrepresent others or be a duplicate. You agree we may terminate your account and/or access to the Service at any time at our sole discretion. You agree that we may change, edit or delete content and/or information you have provided to us via our Serice or otherwise at our sole discretion. You agree that we may choose not to change or delete content and/or information you have provided where deletion may restrict or limit our ability to: 1) conduct an investigation or identify illegal actions, 2) comply with a government, law enforcement and/or court order (or similar), 3) comply with another legal obligation, 4) assess bugs or errors with the Service, 5) protect other users or the provision of the Service, such as when identifying security flaws. For example, where a claim is made that you have infringed others' rights, we may choose to delete or limit content until the matter is resolved. You agree to indemnify and release us, our officers and employees from any claims (including from third parties) resulting from the provision of the Service, our actions or inactions or the actions or inactions of others.

You agree:

• No third parties have rights under these Terms.
• You cannot transfer your rights and obligations without our agreement.
• We can amend or transfer our rights and/or obligations without penalty.
• We do not have responsibility for losses you may incur as a result of the Service or content related to the Service, including content and information provided by others that may be deemed to cause offence, harm or adversely impact you.
• We do not provide warranties of any kind, unless required by law.
• For trading purposes, your email address is the same as used for your PayPal™ account and you must have a valid PayPal™ account to receive payment.

You agree that we may update our Terms at any time without notice. You agree to updated Terms from the point at which you next use or interact with the Service or its content and/or information.