The following terms and conditions constitute a legally binding agreement (together with any terms and conditions incorporated herein by reference, this “Agreement” or the “Terms”) between you (referred to herein as “you”, “your”, or “user”) and Starshine Network Corp which is the legal entity representing the “Moodies by Hanuka” digital art project (the “ Project”, “Moodies”, “we”, “us”, or “our”). These terms govern your interaction with the Moodies entity, brand and project activities, as defined below or as will be further defined in the future.
By participating in the mint, purchasing, or selling a Moodies artwork from any source, whether by using our website (www.moodiesnft.io), any third party website or marketplace, participating in our Discord server, and/or otherwise participating in the Project, you expressly acknowledge that you understand these Terms and accept all that is expressed within them.
If you do not agree to these Terms, you should refrain from participating in the Project.
BY ACCESSING OR USING ANY PART OF THE WEBSITE, THE PROJECT’S SOCIAL MEDIA CHANNELS, THE PROJECT’S DISCORD SERVER OR BY OTHERWISE ENGAGING WITH THE PROJECT, YOU AGREE THAT YOU HAVE READ, UNDERSTOOD AND AGREED TO BE BOUND BY THESE TERMS.
We may transfer our rights and obligations under these Terms to another organisation or corporation in the future. We will always notify you in writing if this happens and we will ensure that the transfer will not affect your rights.
You may contact us at: GM@MOODIESBYHANUKA.COM
*Please make sure you understand how blockchain, cryptocurrency and web3 applications work as well as the risks associated with them before participating.
The Moodies NFT Collection (the “Collection”) is the first-ever NFT collection to deploy a “pay what you feel” mint method (as far as we’re aware). This means that each participant in the mint will pay what they feel like paying, with no minimum or maximum threshold (other than the gas fees that the Ethereum network requires for transactions to be executed). This excludes 1 Pure Soul NFT which was auctioned off as a pre-mint activity.
The Collection contains a total of 7401 pieces which are built upon 32 cornerstones named Pure Souls, inspired by Robert Plutchick’s Wheel of Emotions. The Pure Souls are scattered throughout the collection. and is built upon the Ethereum blockchain.
The project may include, around the mint date or after it, other creative experiences which will be made available for Moodies community members, which will be available at “The Cave” which is the Moodies world’s creative space for innovative art and storytelling.
We aim not to merely launch an NFT collection, but to create an entirely new artistic universe based on the Hanuka brothers’ approach to psychology and art portrayed through the Moodies art. Our project and everything we do as a part of it on is focused on the art and the deep message it carries.
If you submitted your ETH wallet on the website or through the form we sent, then your wallet address is on the Moodies allowlist forever. The allowlist will give you access to future mints & airdrops, special announcements, unlockables and access to The Cave.
The Moodlist is divided to three tiers. Tier 1 is mainly comprised of family & friends, strategic partners and contributors and the benefit it holds is to mint 2 pieces. All other Moodlist members will be able to mint 1 piece only from Tier 2 and Tier 3.
The Moodlist is the official way to participate in the Moodies by Hanuka NFT mint before the public sale. This is meant to ensure that Moodies NFTs purchasers are verified community members and in order to enhance security during the mint.
You acknowledge and agree that certain information, including your cryptocurrency wallet address and the transactions you conduct through that cryptocurrency wallet address, may be publicly available and viewable on the Ethereum Blockchain.
Your Moodies NFTs can be transferred on the Ethereum Blockchain (or another blockchain as technology permits) from one cryptocurrency wallet address to another cryptocurrency wallet address.
In addition to your wallet address, we may, for the purpose of identification, collect additional information about you such as your full name, address, age and email address. If you do not wish to provide this information, please refrain from participating in the sale.
The mint will take place on August 9th 2022 at www.moodiesbyhanuka.com
Another exciting part of the Project is the Moodies Prints which will be given to all holders of the 32 Pure Souls NFTs. The prints are signed by the artists themselves, Asaf & Tomer Hanuka and some of them were displayed in exhibitions and events in NYC and LA. The determining date for the prints eligibility is October 10, 2022. All those holding a Pure Soul NFT then, will be able to receive a print. In order to be eligible to receive the print, the owner at the determining date will be required to undergo identification and complete a Know-your-client (KYC) questionnaire. Another prerequisite for eligibility is that you confirm in writing the terms of the Moodies license specified herein and which will be sent to you again after the KYC process and before shipping the print to you. If this is successfully done, we will arrange for the shipping and handling of the print to the owner’s location. According to the holder’s location, it’s possible the holder will need to add VAT to what they paid for the NFT. The prints will be shipped from our printing and distribution partner in the United States. Please note, the prints cannot be reprinted, replicated or reproduced. Each print can only be printed once by us/ our partners. The prints are subject to the Moodies license terms specified herein.
We feel we are only at the beginning of the Moodies journey. If budget and circumstances allow, and if we feel it is right at that time, we aim to create some more exciting Moodies activities. These include: A series of limited-edition prints that revolves around the Moodieverse (see website) which will be available for Moodies NFT holders through certain activities; Immersive Audio Narrative- We are developing a podcast in collaboration with an award-winning studio, exploring The Great Moodie’s origin story. We Have an incredible writer working on this and one of the best teams of audio experts in the country. Airdrops- Future airdrops, more collections, interpretations of the Collection and special edition Moodies will tie-in with upcoming activations and unlockables for holders. Gallery Exhibitions- The Moodies are an art-first project, and as such we believe the art should exist in a gallery space as well as in the Metaverse. We are speaking with amazing galleries in NYC, Los Angeles, and Tel Aviv, and once something is finalised we will announce.
We do not collect your funds. Any funds you use in order to purchase a Moodies NFT do not go to our wallets and are not under our custody at any time. Regardless of which website they are purchased from, Moodies NFTs are minted directly into the cryptocurrency wallet you have connected to our website when you subscribed to the Moodlist, and through which you make your payment in ETH. We never hold custody nor take ownership or possession of your NFTs or your ETH. You acknowledge and agree that any Moodies NFT purchases will be entirely at your risk.
When you buy a Moodies NFT, we share the intellectual property of that specific NFT artwork with you. This means that you are effectively given a license by us to use the Moodies artwork you have purchased and become a creator. The Moodies license to you is a limited, non-exclusive, non-transferable, revocable license to access and use the Moodies website and any Moodies NFTs that you own (including all software, creative materials, content, virtual items and other material associated with the NFTs) for your own personal, non-commercial use only. You may not use the NFTs for any abusive, inappropriate or unlawful purpose. The Moodies license is capped, meaning that any income generated by you as a Moodies creator by using the artwork of your NFT shall not exceed a cumulative sum of $20,000 for any and all activities you choose to engage in. The Moodies license covering an artwork shall automatically cease and be deemed revoked as soon as that artwork is used for or in connection with an immoral and/or offensive purposes, or in a manner that is otherwise damaging to the Moodies brand and community. We retain the right to use all artworks to promote the project and incorporate any Moodies artwork (including your NFTs) in future initiatives. Any such initiative will focus on increasing awareness around the project, providing our collectors with value, and promoting the overall success of the Moodies community. We will not be in violation of your rights while doing so. The license given to you does not give you any rights in the Moodies brand or in any future Moodies art collection, which may expand beyond the Moodies NFT collection. You shall not make any claims as an owner, co-owner, partner, or debtor in the Moodies brand or in any future Moodies business activities. Once you sell your Moodies NFTs, the license is automatically revoked and transferred to the new owner of the NFTs.
You acknowledge that NFTs carry the following risks among others. We expressly disclaim any responsibility for these risks. Inherent Risks with Digital Assets: There are risks associated with using Internet-based digital assets such as NFTs and cryptocurrency, including, but not limited to, the risk of hardware, software and Internet connections, the risk of malicious software introduction, and the risk that third parties may obtain unauthorized access to information stored within your electronic wallet. You accept and acknowledge that we will not be responsible for any communication failures, disruptions, errors, distortions or delays you may experience when using the Ethereum blockchain network, however caused. Value/Volatility/Not An Investment: The prices of NFTs can be extremely volatile and subjective, and NFTs have no inherent or intrinsic value. To the extent there is a price or market for a blockchain asset such as an NFT, (a) those prices and markets are extremely volatile, (b) variations in the price of other digital assets could materially and adversely affect the value of any digital assets you own, including NFTs, and (c) there is no guarantee that NFTs will have or retain any value. NFTs are not securities or financial instruments and are not offered for investment purposes. The commercial or market value of NFTs may materially diminish in value as a result of a variety of things, including negative publicity associated with Issuer. You accept and acknowledge that we will not be responsible for the risks of engaging in any transactions relating to your NFTs with third parties (e.g., transferring your NFT from a third party on any NFT marketplace). Use of Blockchain: We does not store, send, or receive NFTs. This is because NFTs exist only by virtue of the ownership record maintained on the supporting blockchain in the Ethereum blockchain network. Any transfer of NFTs occurs within the supporting blockchain in the Network, and not on the Platform. We do not make any promises or guarantees about the availability of NFTs or that it will host your or any other NFTs at any specific location and/or for any specific period of time. Upgrades to the Ethereum blockchain, a hard fork or other change to the Ethereum blockchain, a failure or cessation of the Ethereum blockchain or its underlying cryptocurrency, or a change in how transactions are confirmed on the Ethereum blockchain may have unintended, adverse effects on all blockchains using those or similar technologies, including the NFTs. We do not make any promises or guarantees related to the Ethereum Foundation, the Ethereum blockchain, or any other third parties related to the NFTs or the Platform (including any of their respective applications and/or services, as well as to the continued availability of or the protection or storage of any data you provide to those parties). You accept and acknowledge that we will not be responsible for any loss of access to your NFTs due to loss of your private key(s), custodial error or purchaser error, mining attacks, hacking, security weaknesses, fraud, counterfeiting, cyberattacks and other technological difficulties. Regulatory Uncertainty: The regulatory regime governing NFTs, cryptocurrencies and tokens is uncertain, and new regulations or policies may materially adversely affect the development of the Platform ecosystem, and therefore the potential utility or value of your NFTs. You accept and acknowledge that we will not be responsible for the risk of changes to the regulatory regime governing NFTs, cryptocurrencies, and tokens and new regulations, unfavorable regulatory intervention in one or more jurisdictions or policies any of which may materially adversely affect the use and value of the NFTs. Tax Calculations: You are solely responsible for determining what, if any, taxes apply to your NFT-related transactions. We are not responsible for determining the taxes that apply to your transactions on the Platform or other NFT-related transactions. General: You also acknowledge and agree that: (a) you have obtained sufficient information to make an informed decision regarding the NFTs; (b) you are solely responsible for determining the nature, potential value, suitability and appropriateness of these risks for yourself; (c) Issuer does not represent or warrant that any NFTs, or its supporting systems or technology, are reliable, current or error-free or otherwise meets your requirements, that defects in the NFTs, or their supporting systems or technology, will be corrected, or that the delivery mechanism for NFTs will be free of viruses or other harmful components; and (d) Issuer shall not be responsible for any communication failures, disruptions, errors or delays you may experience related to the NFTs.
Any NFTs provided by us are intended for purchase and use by persons 16 years of age or older. You acknowledge and agree that you are not permitted to visit our website or purchase the NFTs, and shall not access our website or purchase any NFTs provided by us if you are under the age of 16. By using the website, you certify that you are at least 16 years of age and agree to provide us with accurate information and verification concerning your age or identity if we request it. You also agree not to assist anyone under the age of 16 in accessing our website or the NFTs or attempt to contact anyone under 16 while accessing or using the website.
Nothing in these Terms is intended to, or shall be deemed to, establish any partnership, joint venture, agency or employment relationship between you and any of us. Nothing in these Terms shall authorise you to make or enter into any commitments or make any representation on our behalf. You also confirm that in entering into these Terms you are acting on your own behalf and not for the benefit of any other person.
WE WILL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSSES YOU INCUR AS THE RESULT OF YOUR USE OF THE ETHEREUM NETWORK NOR DO WE HAVE ANY CONTROL OVER, AND MAKE NO GUARANTEES REGARDING, ANY SMART CONTRACTS, INCLUDING, WITHOUT LIMITATION, THE FUNCTIONALITY OF OUR SMART CONTRACT. YOU UNDERSTAND AND AGREE THAT WE WILL NOT BE LIABLE TO YOU OR TO ANY THIRD PARTY FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE OR EXEMPLARY DAMAGES WHICH YOU MAY INCUR, HOWSOEVER CAUSED AND UNDER ANY THEORY OF LIABILITY, INCLUDING, WITHOUT LIMITATION, ANY LOSS OF PROFITS (WHETHER INCURRED DIRECTLY OR INDIRECTLY), LOSS OF GOODWILL OR BUSINESS REPUTATION, LOSS OF DATA, COST OF PROCUREMENT OF SUBSTITUTE GOODS OR SERVICES, OR ANY OTHER INTANGIBLE LOSS, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. YOU AGREE THAT OUR TOTAL, AGGREGATE LIABILITY TO YOU FOR ANY AND ALL CLAIMS ARISING OUT OF OR RELATING TO THIS AGREEMENT OR YOUR ACCESS TO OR USE OF (OR YOUR INABILITY TO ACCESS OR USE) ANY PORTION OF THE WEBSITE, WHETHER IN CONTRACT, TORT, STRICT LIABILITY, OR ANY OTHER LEGAL THEORY, IS LIMITED TO THE GREATER OF (a) THE AMOUNTS YOU ACTUALLY PAID US UNDER THIS AGREEMENT IN THE 12 MONTH PERIOD PRECEDING THE DATE THE CLAIM AROSE, OR (b) $1000. YOU ACKNOWLEDGE AND AGREE THAT WE HAVE MADE THE WEBSITE AND DISCORD SERVER AVAILABLE TO YOU AND ENTERED INTO THIS AGREEMENT IN RELIANCE UPON YOUR REPRESENTATIONS AND WARRANTIES, THE DISCLAIMERS AND LIMITATIONS OF LIABILITY SET FORTH HEREIN. WE WOULD NOT BE ABLE TO PROVIDE THE WEBSITE TO YOU WITHOUT THESE LIMITATIONS.