CONDITIONS OF NFT’s SALE

PLEASE READ THESE CONDITIONS OF SALE AND THE SALE PARTICULARS CAREFULLY. 

 

1. Registration 

You will need to create an ACCA account. You will need to give us enough time to process and approve your registration. We may, at our option, decline to permit you to register as a buyer.

  • Digital Wallet Requirements
    ACCA Gallery requires all clientele to provide a standard Ethereum ERC 721 compliant wallet.

  • ACCA Gallery can provide the detailed information to obtain a Ethereum compliant wallet.

2. Price increments 

Initial price generally opens at or below the low estimate reserved and increases in in increments of up to 10%.

Price increments are as follows:
$20,000 to $30,000 $30,000 to $50,000 $50,000 to $100,000 $100,000 to $200,000 Above $200,000 $5,000 to repeat in the same manner.

3. Reserves 

  • (a) All NFT’s are subject to a reserve.

  • (b) ACCA reserves the right, in our absolute discretion, to lower the reserve of any NFT prior to the end of the sale.

4. CHARGES TO YOU - TAXES, ONGOING NFT PAYMENTS 

  • Taxes

For the sale of each NFT, ACCA will determine whether any applicable tax may be required to be collected from the successful buyer in accordance with applicable law, including without limitation any sales or compensating use tax or their equivalent. Depending upon applicable law, an NFT will generally be deemed to be delivered to the successful buyer at the location of their tax domicile or, to the extent it can be determined, the location of the digital asset, unless otherwise agreed by ACCA, with the resulting tax (if any) determined by the applicable tax rates and rules in that jurisdiction. If you are the successful buyer, you are responsible for all applicable tax 

  • Ongoing NFT Payments

You alone are responsible for determining whether there are any ongoing NFT payments, including any automated fees, commissions or royalties, in the NFT smart contract, which may be due by you to the seller or other third party upon a subsequent transfer of the NFT by you to a third party, and by any purchasers of the NFT going forward. Neither ACCA nor seller is responsible to you for any reason in connection with any ongoing NFT payments, Ongoing NFT payments that are triggered by the sale itself are deducted from the proceeds of sale. 

All NFT Art will maintain a 10% commission in perpetuity for all forward transactions paid to ACCA Gallery as stated in the smart contract metadata.

5. WARRANTIES AND LIMITATIONS OF LIABILITY 

For each NFT, the seller gives a warranty that the seller: 

(i) is the owner of the NFT, has the permission of the owner to sell the NFT.

(ii) has the right to transfer ownership of the NFT to you without any restrictions or claims by anyone else, subject to any ongoing NFT payment that may be included in the NFT.

6. Your Warranties 

You warrant that the funds used for settlement are not connected with any criminal activity, including tax evasion, and you are neither under investigation, nor have you been charged with or convicted of money laundering, terrorist activities or other crimes.. All clientele will be required during registration to fill out KYC and AML Paperwork.

7. Acknowledgement

(a) You acknowledge that the NFT is being sold “as is” and neither we nor the seller provide any guarantee in relation to the NFT other than what is expressly set forth herein. 

You acknowledge that your purchase of the NFT means you have full ownership rights in the NFT itself, including the right to store, sell and transfer your NFT. Your purchase of the NFT does not provide any rights, express or implied, in (including, without limitation, any copyrights or other intellectual property rights in and to) the digital asset underlying the NFT other than the right to use, copy, and display the digital asset for your own personal, non-commercial use or in connection with a proposed sale or transfer of the NFT and any other right expressly contained in these Conditions of Sale. 

(b) For the avoidance of doubt, you do not have the right to distribute, or otherwise commercialize the digital asset, or to represent or imply any sort of sponsorship, endorsement, affiliation, or other relationship with the seller and/or the creator of the digital asset without the prior authorization of the seller or the party(ies) that holds such rights. Your rights and interest in the digital asset or NFT provided by these Conditions of Sale will immediately terminate upon any subsequent sale, transfer, dispossession, burning, or other relinquishment of the NFT. You understand and accept that NFTs are minted by third parties unaffiliated with ACCA, and not by ACCA itself.

For NFT Art with a prior sale, buyer must conduct adequate due diligence on the smart contract and minting of the NFT to confirm the smart contract and metadata has been executed properly.

8. Payment

1. Purchase Price and How to Pay 

  • (a) We will issue an invoice to you. You must pay the purchase price no later than 24 hours after the invoice is sent by us to you.

  • (b) All NFT Payments will be paid to ACCA Gallery in either USD via Credit Card or Cryptocurrency. The invoice will set forth the purchase price in the currency of the sale and where permitted by us, a specified cryptocurrency.

9. Payment Method - Credit and Debit Card Charges 

  • (a) Please note that if you pay for your purchase using a credit card issued outside the region of the sale, depending on the type of card and account you hold, the payment may incur a cross-border transaction fee. If you think this may apply to you, please check with your card supplier before proceeding to pay, if you pay using a credit card, a surcharge of two percent (2%) on the total invoice amount will be applicable.

  • (b) We will only accept debit or credit cards with a MasterCard, Visa, American Express or China Union Pay logo (if the China Union Pay credit card has a Visa or MasterCard logo).

  • (c) Payment information for payments via credit or debit card is collected and processed directly by a third party service provider (“Payment Service Provider”) and not by ACCA. ACCA does not have access to, or retain any credit card information.

10. Payment Method – Cryptocurrency 

  • (a) If specified in the sale, you may make the full payment in a cryptocurrency permitted by us, in which case you must pay for the purchase price via a digital wallet transfer of cryptocurrency to ACCA. Any payment made in cryptocurrency must be made within 24 hours of the invoice..

  • (b) You must send payment from a digital wallet maintained with one of the following digital wallet providers: Coinbase Custody Trust; Coinbase, Inc.; Fidelity Digital Assets Services, LLC; Gemini Trust Company, LLC; or Paxos Trust Company, LLC. Only cryptocurrency payments sent from digital wallets hosted by one of these providers will be credited towards a NFT purchase, and for clarity, we will not recognize payments from digital wallets hosted by other providers, or from self- hosted digital wallets.

11. Transferring Ownership toYou 

You will not own the NFT and ownership of the NFT will not pass to you until: (i) we have confirmed that you have received full, clear and undisputed payment of all amounts due.

12. Transferring risk to you 

(a) All risk in and responsibility for the NFT will transfer to the buyer once the NFT is sent by ACCA Gallery.

(b) You are responsible for implementing reasonable measures for securing the digital wallet or other storage mechanism you use to receive and hold the NFT, including any requisite private key(s) or other credentials necessary to access such storage mechanism(s), and further you specifically acknowledge that the risk of acquiring the NFT from the seller, transferring the NFT to others, and holding or using the NFT or your digital wallet rests entirely with you. If your private key(s) or other access credentials are lost, you may lose access to your NFT. Neither we nor the seller are responsible for any such losses, including, but not limited to, losses arising from third-party service providers.

(c) Neither we nor the seller are responsible if the digital asset becomes inaccessible to you for any reason, or for any modifications or changes to the digital asset, including the digital asset being deleted. You acknowledge that the artist or any third party could make additional copies of, and distribute, the digital asset, and could sell or otherwise assign the copyright or other intellectual property rights or economic rights in the digital asset.

(d) We are not responsible for any uses you make of the NFT or for any future transfers you make of the NFT. Any and all disclaimers and limitations of liability made by seller and/or ACCA under this Agreement shall survive and not be terminated or relinquished due to any subsequent sale, transfer, dispossession, burning, or other relinquishment of the NFT by you. You alone are responsible for providing notice to any subsequent purchasers or owners of the NFT of these disclaimers and limitation of liability.

13. Law and Disputes 

These Conditions of Sale and any claims arising in connection with these Conditions of Sale or any other rights you may have relating to the purchase of a NFT shall be governed by and enforced pursuant to the laws of the State of California, without regard to conflicts of law. The parties exclude the application of the United Nations Convention on Contracts for the International Sale of Goods. Any dispute, controversy or claim arising out of, relating to, or in connection with these Conditions of Sale, or the breach, termination, interpretation or validity thereof (“Dispute”), shall be submitted for mediation administered by the American Arbitration Association’s International Centre for Dispute Resolution, or its successor (“ICDR”), in accordance with its Mediation Rules. If the Dispute, or any portion of the Dispute, is not settled within 60 days from the date when mediation is initiated, then, except in the circumstances specified below, the Dispute shall be submitted for binding arbitration administered by ICDR in accordance with its International Arbitration Rules. The arbitration shall be conducted by one arbitrator, who shall be appointed within 30 days after the initiation of the arbitration. Pre-hearing information exchange shall be limited and the arbitrator shall order the reasonable production of documents only upon a showing that such documents are relevant and material to the outcome of the Dispute. The arbitrator may grant any remedy or relief available under applicable law, including, without limitation, injunctive relief. The arbitration, its existence, content or results shall be confidential and shall not be disclosed to non-parties to the arbitration, except to the extent necessary to confirm an arbitration award, enforce a judgment or where disclosure is required by law. The arbitration award shall be final and binding on all parties involved. Judgment upon the award may be entered by, and enforcement of the award (including interim awards for injunctive relief) may be sought in, any court having jurisdiction over the relevant party or its assets. The arbitration and any proceedings conducted hereunder shall be governed by applicable California law, Title 9 (Arbitration) of the United States Code and by the United Nations Convention on the Recognition and Enforcement of Foreign Arbitral Awards of June 10, 1958 (the “Convention”). The place of any mediation or arbitration shall be California, and the language of any mediation or arbitration shall be English. Despite these provisions we may bring proceedings against you in any court having jurisdiction over the matter, instead of arbitration, in the event that either you fail to make any payment to us in full cleared funds when due, or you or assets belonging to you are located in a jurisdiction that is not a signatory to the Convention. If we bring court proceedings against you the Dispute shall be resolved in such proceedings, neither of us shall have the right to arbitrate any portion of the Dispute. All parties wave the right to trial in these warranties and terms of conditions.