By bidding on, purchasing or otherwise obtaining a blockchain-based non-fungible token (“NFT”) created by Major League Soccer, LLC (“MLS”), you are agreeing to these MLS NFT Terms by and between you and MLS (the “Terms”).
The NFT is a limited-edition digital asset that is specifically associated with a work of authorship created by or for MLS or its affiliates (the “Artwork”). Although the NFT is sold to its purchaser, the Artwork is licensed and not sold to such purchaser. The Artwork is neither stored nor embedded in the NFT, but is accessible through the NFT. MLS hereby grants to the owner of the NFT a non-exclusive limited license, subject to these Terms, to access, perform and/or display the Artwork solely using and via the NFT, for the owner’s non-commercial purposes. Except for the license granted above, MLS and its affiliates retain all right, title and interest in and to the Artwork.
The Artwork may incorporate one or more elements of the brands of MLS and/or its clubs (the “Brands”). Your use of the Brands is subject to the license granted above, and you may not use the Brands except as such brands may be included in the NFT, or in any manner that is likely to cause confusion or dilute, blur, or tarnish such Brands. All use of the Brands and the Artwork shall be non-commercial, and any use of the Brands, including any goodwill generated by such use, shall inure to the benefit of MLS and/or its clubs.
If you are the owner of the NFT, you may transfer the NFT to a third party, but, after you do so, your license to the Artwork (including any Brands incorporated therein) will immediately terminate. Your license will also immediately terminate if you breach these Terms. Any new recipient of the NFT will be subject to and bound by these Terms.
MLS provides the NFT and licenses the Artwork to the owner of the NFT, on an “AS IS” basis, and expressly disclaims any warranties or conditions of any kind, either express or implied, including, without limitation, any warranties or conditions of title, non-infringement, merchantability, or fitness for a particular purpose. In no event will MLS be liable for any indirect, incidental, consequential, or other non-direct damages of any kind. The maximum aggregate liability of MLS for all damages and causes of action, whether in contract, tort (including negligence) or otherwise, shall be $100. The laws of the United States of America and the State of New York govern all matters arising out of or relating to these Terms without giving effect to any conflict of law principles.