TERMS OF SERVICE
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OVERVIEW
This website is operated by Flyy High LLC. Throughout the site, the terms “we”, “us” and “our” refer to Flyy High LLC. Flyy High LLC offers this website, including all information, tools and services available from this site to you, the user, conditioned upon your acceptance of all terms, conditions, policies and notices stated here.
By visiting our site and/ or purchasing something from us, you engage in our “Service” and agree to be bound by the following terms and conditions (“Terms of Service”, “Terms”), including those additional terms and conditions and policies referenced herein and/or available by hyperlink. These Terms of Service apply to all users of the site, including without limitation users who are browsers, vendors, customers, merchants, and/ or contributors of content.
Please read these Terms of Service carefully before accessing or using our website. By accessing or using any part of the site, you agree to be bound by these Terms of Service. If you do not agree to all the terms and conditions of this agreement, then you may not access the website or use any services. If these Terms of Service are considered an offer, acceptance is expressly limited to these Terms of Service.
Any new features or tools which are added to the current store shall also be subject to the Terms of Service. You can review the most current version of the Terms of Service at any time on this page. We reserve the right to update, change or replace any part of these Terms of Service by posting updates and/or changes to our website. It is your responsibility to check this page periodically for changes. Your continued use of or access to the website following the posting of any changes constitutes acceptance of those changes.
SECTION 1 – ONLINE STORE TERMS
By agreeing to these Terms of Service, you represent that you are at least the age of majority in your state or province of residence, or that you are the age of majority in your state or province of residence and you have given us your consent to allow any of your minor dependents to use this site.
You may not use our products for any illegal or unauthorized purpose nor may you, in the use of the Service, violate any laws in your jurisdiction (including but not limited to copyright laws).
You must not transmit any worms or viruses or any code of a destructive nature.
A breach or violation of any of the Terms will result in an immediate termination of your Services.
SECTION 2 – GENERAL CONDITIONS
We reserve the right to refuse service to anyone for any reason at any time.
You understand that your content (not including credit card information), may be transferred unencrypted and involve (a) transmissions over various networks; and (b) changes to conform and adapt to technical requirements of connecting networks or devices. Credit card information is always encrypted during transfer over networks.
You agree not to reproduce, duplicate, copy, sell, resell or exploit any portion of the Service, use of the Service, or access to the Service or any contact on the website through which the service is provided, without express written permission by us.
The headings used in this agreement are included for convenience only and will not limit or otherwise affect these Terms.
SECTION 3 – ACCURACY, COMPLETENESS AND TIMELINESS OF INFORMATION
We are not responsible if information made available on this site is not accurate, complete or current. The material on this site is provided for general information only and should not be relied upon or used as the sole basis for making decisions without consulting primary, more accurate, more complete or more timely sources of information. Any reliance on the material on this site is at your own risk.
This site may contain certain historical information. Historical information, necessarily, is not current and is provided for your reference only. We reserve the right to modify the contents of this site at any time, but we have no obligation to update any information on our site. You agree that it is your responsibility to monitor changes to our site.
SECTION 4 – MODIFICATIONS TO THE SERVICE AND PRICES
Prices for our products are subject to change without notice.
We reserve the right at any time to modify or discontinue the Service (or any part or content thereof) without notice at any time.
We shall not be liable to you or to any third-party for any modification, price change, suspension or discontinuance of the Service.
SECTION 5 – PRODUCTS OR SERVICES (if applicable)
Certain products or services may be available exclusively online through the website. These products or services may have limited quantities and are subject to return or exchange only according to our Return Policy.
We have made every effort to display as accurately as possible the colors and images of our products that appear at the store. We cannot guarantee that your computer monitor’s display of any color will be accurate.
We reserve the right, but are not obligated, to limit the sales of our products or Services to any person, geographic region or jurisdiction. We may exercise this right on a case-by-case basis. We reserve the right to limit the quantities of any products or services that we offer. All descriptions of products or product pricing are subject to change at anytime without notice, at the sole discretion of us. We reserve the right to discontinue any product at any time. Any offer for any product or service made on this site is void where prohibited.
We do not warrant that the quality of any products, services, information, or other material purchased or obtained by you will meet your expectations, or that any errors in the Service will be corrected.
SECTION 6 – ACCURACY OF BILLING AND ACCOUNT INFORMATION
We reserve the right to refuse any order you place with us. We may, in our sole discretion, limit or cancel quantities purchased per person, per household or per order. These restrictions may include orders placed by or under the same customer account, the same credit card, and/or orders that use the same billing and/or shipping address. In the event that we make a change to or cancel an order, we may attempt to notify you by contacting the e-mail and/or billing address/phone number provided at the time the order was made. We reserve the right to limit or prohibit orders that, in our sole judgment, appear to be placed by dealers, resellers or distributors.
You agree to provide current, complete and accurate purchase and account information for all purchases made at our store. You agree to promptly update your account and other information, including your email address and credit card numbers and expiration dates, so that we can complete your transactions and contact you as needed.
For more detail, please review our Returns Policy.
SECTION 7 – OPTIONAL TOOLS
We may provide you with access to third-party tools over which we neither monitor nor have any control nor input.
You acknowledge and agree that we provide access to such tools ”as is” and “as available” without any warranties, representations or conditions of any kind and without any endorsement. We shall have no liability whatsoever arising from or relating to your use of optional third-party tools.
Any use by you of optional tools offered through the site is entirely at your own risk and discretion and you should ensure that you are familiar with and approve of the terms on which tools are provided by the relevant third-party provider(s).
We may also, in the future, offer new services and/or features through the website (including, the release of new tools and resources). Such new features and/or services shall also be subject to these Terms of Service.
SECTION 8 – THIRD-PARTY LINKS
Certain content, products and services available via our Service may include materials from third-parties.
Third-party links on this site may direct you to third-party websites that are not affiliated with us. We are not responsible for examining or evaluating the content or accuracy and we do not warrant and will not have any liability or responsibility for any third-party materials or websites, or for any other materials, products, or services of third-parties.
We are not liable for any harm or damages related to the purchase or use of goods, services, resources, content, or any other transactions made in connection with any third-party websites. Please review carefully the third-party’s policies and practices and make sure you understand them before you engage in any transaction. Complaints, claims, concerns, or questions regarding third-party products should be directed to the third-party.
SECTION 9 – USER COMMENTS, FEEDBACK AND OTHER SUBMISSIONS
If, at our request, you send certain specific submissions (for example contest entries) or without a request from us you send creative ideas, suggestions, proposals, plans, or other materials, whether online, by email, by postal mail, or otherwise (collectively, ‘comments’), you agree that we may, at any time, without restriction, edit, copy, publish, distribute, translate and otherwise use in any medium any comments that you forward to us. We are and shall be under no obligation (1) to maintain any comments in confidence; (2) to pay compensation for any comments; or (3) to respond to any comments.
We may, but have no obligation to, monitor, edit or remove content that we determine in our sole discretion are unlawful, offensive, threatening, libelous, defamatory, pornographic, obscene or otherwise objectionable or violates any party’s intellectual property or these Terms of Service.
You agree that your comments will not violate any right of any third-party, including copyright, trademark, privacy, personality or other personal or proprietary right. You further agree that your comments will not contain libelous or otherwise unlawful, abusive or obscene material, or contain any computer virus or other malware that could in any way affect the operation of the Service or any related website. You may not use a false e-mail address, pretend to be someone other than yourself, or otherwise mislead us or third-parties as to the origin of any comments. You are solely responsible for any comments you make and their accuracy. We take no responsibility and assume no liability for any comments posted by you or any third-party.
SECTION 10 – PERSONAL INFORMATION
Your submission of personal information through the store is governed by our Privacy Policy. To view our Privacy Policy.
SECTION 11 – ERRORS, INACCURACIES AND OMISSIONS
Occasionally there may be information on our site or in the Service that contains typographical errors, inaccuracies or omissions that may relate to product descriptions, pricing, promotions, offers, product shipping charges, transit times and availability. We reserve the right to correct any errors, inaccuracies or omissions, and to change or update information or cancel orders if any information in the Service or on any related website is inaccurate at any time without prior notice (including after you have submitted your order).
We undertake no obligation to update, amend or clarify information in the Service or on any related website, including without limitation, pricing information, except as required by law. No specified update or refresh date applied in the Service or on any related website, should be taken to indicate that all information in the Service or on any related website has been modified or updated.
SECTION 12 – PROHIBITED USES
In addition to other prohibitions as set forth in the Terms of Service, you are prohibited from using the site or its content:
(a) for any unlawful purpose; (b) to solicit others to perform or participate in any unlawful acts; (c) to violate any international, federal, provincial or state regulations, rules, laws, or local ordinances; (d) to infringe upon or violate our intellectual property rights or the intellectual property rights of others; (e) to harass, abuse, insult, harm, defame, slander, disparage, intimidate, or discriminate based on gender, sexual orientation, religion, ethnicity, race, age, national origin, or disability; (f) to submit false or misleading information;
(g) to upload or transmit viruses or any other type of malicious code that will or may be used in any way that will affect the functionality or operation of the Service or of any related website, other websites, or the Internet; (h) to collect or track the personal information of others; (i) to spam, phish, pharm, pretext, spider, crawl, or scrape; (j) for any obscene or immoral purpose; or (k) to interfere with or circumvent the security features of the Service or any related website, other websites, or the Internet. We reserve the right to terminate your use of the Service or any related website for violating any of the prohibited uses.
SECTION 13 – DISCLAIMER OF WARRANTIES; LIMITATION OF LIABILITY
We do not guarantee, represent or warrant that your use of our service will be uninterrupted, timely, secure or error-free.
We do not warrant that the results that may be obtained from the use of the service will be accurate or reliable.
You agree that from time to time we may remove the service for indefinite periods of time or cancel the service at any time, without notice to you.
You expressly agree that your use of, or inability to use, the service is at your sole risk. The service and all products and services delivered to you through the service are (except as expressly stated by us) provided ‘as is’ and ‘as available’ for your use, without any representation, warranties or conditions of any kind, either express or implied, including all implied warranties or conditions of merchantability, merchantable quality, fitness for a particular purpose, durability, title, and non-infringement.
In no case shall Flyy High LLC, our directors, officers, employees, affiliates, agents, contractors, interns, suppliers, service providers or licensors be liable for any injury, loss, claim, or any direct, indirect, incidental, punitive, special, or consequential damages of any kind, including, without limitation lost profits, lost revenue, lost savings, loss of data, replacement costs, or any similar damages, whether based in contract, tort (including negligence), strict liability or otherwise, arising from your use of any of the service or any products procured using the service, or for any other claim related in any way to your use of the service or any product, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of the service or any content (or product) posted, transmitted, or otherwise made available via the service, even if advised of their possibility.
Because some states or jurisdictions do not allow the exclusion or the limitation of liability for consequential or incidental damages, in such states or jurisdictions, our liability shall be limited to the maximum extent permitted by law.
SECTION 14 – INDEMNIFICATION
You agree to indemnify, defend and hold harmless Flyy High LLC and our parent, subsidiaries, affiliates, partners, officers, directors, agents, contractors, licensors, service providers, subcontractors, suppliers, interns and employees, harmless from any claim or demand, including reasonable attorneys’ fees, made by any third-party due to or arising out of your breach of these Terms of Service or the documents they incorporate by reference, or your violation of any law or the rights of a third-party.
SECTION 15 – SEVERABILITY
In the event that any provision of these Terms of Service is determined to be unlawful, void or unenforceable, such provision shall nonetheless be enforceable to the fullest extent permitted by applicable law, and the unenforceable portion shall be deemed to be severed from these Terms of Service, such determination shall not affect the validity and enforceability of any other remaining provisions.
SECTION 16 – TERMINATION
The obligations and liabilities of the parties incurred prior to the termination date shall survive the termination of this agreement for all purposes.
These Terms of Service are effective unless and until terminated by either you or us. You may terminate these Terms of Service at any time by notifying us that you no longer wish to use our Services, or when you cease using our site.
If in our sole judgment you fail, or we suspect that you have failed, to comply with any term or provision of these Terms of Service, we also may terminate this agreement at any time without notice and you will remain liable for all amounts due up to and including the date of termination; and/or accordingly may deny you access to our Services (or any part thereof).
SECTION 17 – ENTIRE AGREEMENT
The failure of us to exercise or enforce any right or provision of these Terms of Service shall not constitute a waiver of such right or provision.
These Terms of Service and any policies or operating rules posted by us on this site or in respect to The Service constitutes the entire agreement and understanding between you and us and govern your use of the Service, superseding any prior or contemporaneous agreements, communications and proposals, whether oral or written, between you and us (including, but not limited to, any prior versions of the Terms of Service).
Any ambiguities in the interpretation of these Terms of Service shall not be construed against the drafting party.
SECTION 18 – GOVERNING LAW
These Terms of Service and any separate agreements whereby we provide you Services shall be governed by and construed in accordance with the laws of the United States.
SECTION 19 – CHANGES TO TERMS OF SERVICE
You can review the most current version of the Terms of Service at any time at this page.
We reserve the right, at our sole discretion, to update, change or replace any part of these Terms of Service by posting updates and changes to our website. It is your responsibility to check our website periodically for changes. Your continued use of or access to our website or the Service following the posting of any changes to these Terms of Service constitutes acceptance of those changes.
NFT
Design Royalty Agreement
Flyy-High
manages the royalty agreement for the BHM 2022 Salute Collection thru an NFT
collection. The owners of the BHM 2022 NFT’s will split their share of
royalties, which are between 5-10% of the sales volume of the BHM 2022 Apparel
collection.
The
royalties will start off at 5% until the target donation of $2500 for the charity
is reached. Once the charity goal is reached, the NFT royalties will increase
to 10% of the BHM 2022 Apparel collection sales volume. The royalties will be
distributed evenly amongst NFT owners.
For
example if the total amount of royalties is $100, and Person A owns 2 x BHM
2022 NFT’s and Person B owns 1 BHM 2022 NFT, for a total of 25 NFT’s, Person A
will receive ($100 / 25 NFT’s) * 2 NFT’s = $8; Person B will receive ($100 / 25
NFT’s) * 1 NFT = $4.
As
long as the owner holds their purchased NFT (minted by Flyy-High) for the BHM
2022 Salute, they will receive a royalty payment, based on the volume of
apparel sold for the BHM 2022 apparel collection on our www.flyy-high.com
website.
To
explain it another way; the holder of the NFT is the owner of the design and
able to collect the royalty payment for that design as long as they hold the
NFT for that design. NFT owners are able to sell their NFT on the open
market and with that sale they also sell their rights to future royalties. If
you sell your NFT you hand over royalty rights to the new owner. We manage the
first sale of every NFT, whereby upon successful purchase of an NFT through
flyy-high.com, and the purchaser providing a Polygon wallet address, the NFT
will be transferred to the provided wallet address within 24 hours after
purchase.
If
you have purchased the NFT of a design that has royalty rights from an owner
that is paid out royalties, you as the new owner must agree to the Flyy-High
royalty agreement and tax regulations in order to receive royalty payouts. We
are not able to pay out royalties to an anonymous holder of an NFT. Start the
authorization process by emailing [email protected]; no royalties are
able to be paid out to you until this process is completed.
We
reserve the right to stop selling and/or change the price of any apparel or products
in the BHM 2022 Salute collection at any time for any reason. We reserve
the right to continue to mint and sell an unlimited number of the same artwork
for a NFT without any royalty payment tied to it. We may for example mint
100 pieces of this same artwork in the future; for example 1 of 100, 2 of 100
and so on but they will just be a print similar to a reproduction print of a
painting and not as valuable as the artwork with the
royalty payment tied to it.
Here
is the agreement to be agreed on and signed by every new owner of a BHM 2022 NFT,
which will be originally transferred to owner from Flyy-High, in order to
receive royalties.
Flyy-High
NFT owner royalty agreement The following terms and conditions apply to all owner
royalty agreements.
1.
Upon
purchase of the NFT, the purchaser will need to provide a Polygon wallet
address so that the purchased NFT can be transferred to the provided address.
2.
The
purchaser is solely responsible for providing the correct Polygon wallet
address. Flyy-high is not responsible for any loss of funds or royalties if the
provided Polygon address is not accessible or owned by the Purchaser.
3.
You
hereby grant and assign Flyy-High the exclusive worldwide rights
to produce, market and sell any and all products with the NFT design owned.
4.
The
royalty fee is for the sale of apparel and products of the BHM 2022
collection to our customers via our website flyy-high.com. We cannot guarantee
how many sales will occur.
5.
You
understand that in the different product set-up process, we make
modifications to your design, but not limited to, resizing,
adjusting, etc, including changing out the token in the design with any
token we choose. We reserve the right to convert and adjust your design to fit
any product we offer or will offer.
6.
Flyy-High is
not financially responsible for any refunds or estimated losses due to customer
refunds or failed payments. We do our absolute best to ensure the highest
quality and to fix any and all potential issues that may have caused a customer
refund or failed payment. The total amount lost will be deducted from the
royalty payment.
7.
You,
as the copyright holder of the NFT design for apparel and all other products
made by Flyy-High allows us exclusivity to the design indefinitely or until and
unless we stop using the design on any products. If you do not own the NFT with
the rights you do not own the design.
8.
You
understand that Flyy-High pays NFT owners every month in arrears and final
reports are available per our reporting request form and verification for all
sales upon request. This means that on any given 1 month period you may see a
positive or negative adjustment to your royalties based on actual closed sales.
We pay royalties between 1st – 5th of each month in arrears for sales that occur
from the 1st thru the last day of the previous month. The first royalty payment
will be paid between 1st – 5th of March 2022, based on
the royalties generated from sales in February 2022. We pay out the royalty to
the wallet address holding the NFT on the payout dates as long as those NFT
owners have verified ownership. We will ask the new owner of an NFT that
pays royalties to verify ownership by sending a small (generally a couple of
dollars or cents) specific amount of Polygon from the wallet holding the NFT to
a wallet we provide. If you sell the NFT royalty rights before the payout
day you sold your royalty rights to the new owner. The royalty will be paid to
the wallet holding/owning the NFT for that specific design.
9.
US
residents (i.e., clients using an address inside of the United States) are
subject to a possible withholding tax of up to 30% All US designers and
NFT owners that pay a royalty must complete a 1099-misc form from the IRS
available at https://www.irs.gov/pub/irs-pdf/f1099msc.pdf
10.
Non-US
clients (i.e., clients using an address outside of the United States) are
subject to a possible withholding tax of up to 30%. Many countries have tax
treaties with the US, and this amount can be reduced from down to possibly 0%
based on the country of origin. All non-US designers and NFT owners that
pay a royalty must complete a W-8BEN (or W-8BEN-e if using an organization
name) and provide a copy of the form (paper or digital) to Flyy-High to
receive royalty payments. To see if your country qualifies for the
waived/reduced tax, see pages 35 and 38 of
https://www.irs.gov/pub/irs-pdf/p901.pdf .
11.
We
can guarantee that the products printed with your design(s) will
be made available as part of the BHM 2022 salute on the Flyy-High website.
We reserve the right to stop selling any products with any design for any
reason at any time.
12.
If
you miss payments from us due to Polygon network errors we can go back no
more than 6 months to process payments but you will only receive royalties for
the duration of time you held the NFT that landed on payout dates that you have
missed. It is important that you keep your e-mail address updated with us. Payments
will be made to each NFT owner address using stable coin and the Polygon
network fees will be deducted from your royalty payments.
SECTION – CONTACT INFORMATION
Questions about the Terms of Service should be sent to us at [email protected].