NFT License Agreement

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NFT License Agreement

NFT License Agreement

Licensor Information

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Phone: {{licensor_phone}}

Email: {{licensor_email}}

Website: {{licensor_website}}

Licensee Information

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Phone: {{licensee_phone}}

Email: {{licensee_email}}

Agreement Date

This NFT License Agreement (the “Agreement”) is entered into on this {{agreement_date}}.

Recitals

WHEREAS, the Licensor is the rightful owner and creator of the unique Non-Fungible Token (NFT) described in Schedule A attached hereto (the “NFT”), which includes certain underlying digital content (the “Licensed Content”);

WHEREAS, the Licensee desires to obtain a license to use the NFT and the Licensed Content for specific purposes as outlined herein;

NOW, THEREFORE, in consideration of the mutual covenants and agreements contained herein, the parties agree as follows:

Grant of License

1.1. Subject to the terms and conditions of this Agreement, the Licensor hereby grants to the Licensee a non-exclusive, non-transferable, revocable license to use, display, and reproduce the NFT and the Licensed Content solely for {{permitted_uses}}.

1.2. The Licensee acknowledges and agrees that this Agreement grants a license only and does not transfer ownership of the NFT or the Licensed Content. All rights not expressly granted to the Licensee are reserved by the Licensor.

1.3. This license is granted for a term of {{license_term}} commencing on {{start_date}} and ending on {{end_date}}, unless terminated earlier in accordance with the provisions of this Agreement.

License Fees and Payment

2.1. In consideration for the license granted herein, the Licensee shall pay the Licensor a fee of {{license_fee_amount}} ({{license_fee_currency}}) on or before {{payment_due_date}}.

2.2. All payments shall be made in {{payment_method}} to {{payment_details}}.

2.3. Any late payments shall incur interest at a rate of {{interest_rate}}% per annum.

Restrictions and Obligations of Licensee

3.1. The Licensee shall not, without the prior written consent of the Licensor:

(a) sublicense, assign, sell, lease, or otherwise transfer the NFT or the Licensed Content to any third party;

(b) modify, adapt, alter, or create derivative works from the NFT or the Licensed Content;

(c) use the NFT or the Licensed Content for any illegal, immoral, or unauthorized purpose;

(d) use the NFT or the Licensed Content in a manner that disparages the Licensor or the NFT.

3.2. The Licensee shall promptly notify the Licensor of any unauthorized use or infringement of the NFT or the Licensed Content of which it becomes aware.

Intellectual Property Rights

4.1. The Licensee acknowledges that all intellectual property rights, including copyrights, trademarks, and any other proprietary rights in the NFT and the Licensed Content, remain with the Licensor.

4.2. The Licensee shall not acquire any rights, title, or interest in the NFT or the Licensed Content other than the license granted under this Agreement.

Termination

5.1. Either party may terminate this Agreement immediately upon written notice if the other party breaches any material term of this Agreement and fails to cure such breach within {{cure_period}} days of receiving written notice thereof.

5.2. Upon termination of this Agreement for any reason, the Licensee shall immediately cease all use of the NFT and the Licensed Content and destroy all copies thereof.

Governing Law and Dispute Resolution

6.1. This Agreement shall be governed by and construed in accordance with the laws of {{governing_jurisdiction}}.

6.2. Any dispute, controversy, or claim arising out of or in connection with this Agreement, including its existence, validity, or termination, shall be referred to and finally resolved by arbitration in accordance with the rules of {{arbitration_body}}.

Representations and Warranties

7.1. Licensor represents and warrants that it has the full right, power, and authority to enter into this Agreement and to grant the license contemplated herein.

7.2. Licensee represents and warrants that it has the full right, power, and authority to enter into this Agreement and to perform its obligations hereunder.

Limitation of Liability

8.1. In no event shall the Licensor be liable to the Licensee for any indirect, incidental, consequential, special, punitive, or exemplary damages, including lost profits, arising out of or in connection with this Agreement, even if the Licensor has been advised of the possibility of such damages.

8.2. The total liability of the Licensor under this Agreement shall not exceed the license fees paid by the Licensee hereunder.

Entire Agreement

9.1. This Agreement constitutes the entire agreement between the parties with respect to the subject matter hereof and supersedes all prior and contemporaneous agreements and understandings, whether written or oral, relating to such subject matter.

Signature Block

IN WITNESS WHEREOF, the parties have executed this Agreement as of the Agreement Date.

LICENSOR:

_____________________________

By: {{licensor_signature_name}}

Title: {{licensor_title}}

LICENSEE:

_____________________________

By: {{licensee_signature_name}}

Title: {{licensee_title}}

Schedule A: Description of NFT and Licensed Content

NFT Name: {{nft_name}}

Token ID: {{token_id}}

Blockchain: {{blockchain}}

Description of Licensed Content: {{licensed_content_description}}