Website Terms of Use

We are incorporated in England and Wales with Company Number: 13714566, and our registered office is at Treviot House, 186-192 High Road, Ilford, Essex, United Kingdom, IG1 1LR.

To contact us, please email admin@verseprop.com

You may only use this website if you are over 18 years old and are not prohibited from doing so by any applicable law (including the jurisdiction in which you are located).

This website is directed to people located in the United Kingdom. We do not represent that content available on or through this website is appropriate for use or available in other locations.

All content of this website, and your use of it, are subject to these Terms of Use and, where relevant, any further terms specified by us from time to time on this website, such as any Platform Terms (which is defined below) or Cookie Policy which we may introduce in the future. If you do not agree to these Terms of Use, please refrain from using this website.

We endeavour to keep the information and materials appearing on this website up to date, but we do not guarantee that the information on this website is accurate at all times.

We may modify the Terms of Use at any time at our sole discretion. If we do so, we’ll let you know either by posting the modified Terms on this website, or if you have registered your contact information with us, through other methods of communication which we deem reasonable.

Every time that you wish to use this website, please check these Terms of Use to ensure that you understand the terms that apply at that time. It is important that you check the Terms of Use because if you continue to use this website after we have modified the Terms of Use, you are agreeing to be bound by the modified Terms.

If you do not agree to be bound by the modified Terms of Use, then you may not use this website or any part of it. We may change or discontinue all or any part of this website, at any time and without notice, at our sole discretion.

Each of our subsidiaries, affiliates, agents, representatives and any and all third-party content providers and licensors shall have the right to assert and enforce any and all provisions of these Terms of Use directly and/or on its or their own behalf.

We may transfer our rights and obligations under these Terms of Use to another organisation. We will always tell you in writing if this happens and we will ensure that the transfer will not affect your rights under these Terms of Use.

Where we use cookies on our website, we will use cookies in accordance with the Cookie Policy specified on this website from time to time.

It shall be a condition of your use of such additional features or functionality that you accept the applicable Platform Terms specified by us on the website.

You may subscribe to our newsletter by providing your name and email address to our website for such purposes.

By subscribing to our newsletter you agree that we may process your personal data in accordance with our Privacy Notice in order to send you information relevant to you.

You can ask us to stop sending you our newsletter at any time by unsubscribing. To do this click ‘unsubscribe’ on any emails received from us, or contact us at admin@verseprop.com.

By submitting your name and email address and any other details via the Whitelist(s) application form on our website, or by linking your wallet, you agree that we may process your details in order to consider your Whitelist(s) application. We reserve the right to accept or reject any application at our discretion.

In order for us to consider your application to register for a Whitelist(s), we will require you to complete our Whitelist registration process, which we will communicate to you via the details you provided. Our registration process includes our client identification and source of funds procedures, which we may subcontract to a third party.

In order register successfully for our Whitelist, you must accept our Platform Terms and such other terms and conditions as we specify as being applicable to the relevant Whitelist(s) or project(s).

If we notify you that you have successfully registered to a Whitelist, we will endeavour to notify you of the date you may participate in the relevant project, but registration does not oblige us to provide any service to you, and does not guarantee that you will be able to participate in any project.

You acknowledge that we do not store and we are not responsible in any way for the security of your password or other confidential details you use to connect your wallet, and you agree to hold us harmless and that we shall not be liable in any way in the event of loss or disclosure of these details. We will store on chain information like balance, crypto and NFT

You agree that you are responsible for the confidentiality of your password and other confidential details and you agree not to disclose them to anyone that you will notify us immediately of any unauthorised use of your cryptocurrency wallet. You are responsible for all activities that occur after your wallet has been validated, whether or not you know about them.

By using this website, you expressly acknowledge and agree that you access and use this website at your own sole risk and that your use of this website is on an “as is” and an “as and when available” basis.

All warranties, conditions and representations, express or implied, including (but not limited to) those relating to title, non-infringement, merchantability, quality, and fitness for purpose are hereby excluded to the fullest extent permitted by applicable law.

We do not accept any liability or responsibility for loss which may arise from accessing or reliance on information and ideas contained in this website, whether by you as a visitor to this website or by anyone who may be informed of any of its contents.

This website is intended for use by persons within the United Kingdom and we make no representation that any website content is appropriate or available for use at any other location outside the United Kingdom, and access to this website from territories where the contents or products or services available through this website are unlawful is prohibited. If you access this website from a location outside the United Kingdom, you are responsible for compliance with all local laws.

You agree that you use this website entirely at your own risk and we accept no responsibility whatsoever, and hereby exclude to the fullest extent permissible by law, liability for any loss or damage (including, but not limited to, direct, indirect, incidental or consequential loss, loss of profits and other financial or economic loss or any kind) which may be caused to you, your computer equipment or to any third party arising out of or in connection with your use this website.

You agree that we shall not be liable for any damages allegedly arising from the compromise or loss of your login credentials or funds, or loss of or inability to restore access from your backup phrase, or for mistakes, omissions, interruptions, delays, defects and/or errors in the transmission of transactions or messages to the ethereum network (or any other network), or the failure of any message to send or be received by the intended recipient in the intended form, or for diminution of value of any other digital token or digital asset.

We shall not be liable under any circumstances for any lost profits or any special, incidental, indirect, intangible, or consequential damages, whether based in contract, tort, negligence, strict liability, or otherwise, arising out of or in connection with authorised or unauthorised use of this website, its content or our services, even if you have advised us or if we knew or should have known of the possibility of such damages. We shall not be liable under any circumstances for damages arising out of or in any way related to software, products, services, and/or information offered or provided by third-parties and accessed through this website.

We do not exclude or limit our liability for death or personal injury as a result of our negligence, or such liability which arises as a result of our fraudulent misrepresentation, or any other liability where it would be unlawful for us to exclude or limit.

We do not guarantee continuous or secure access to this website or our services, and the operation of this website may be interfered with by numerous factors outside of our control. We do not give any promises or warranties (whether express or implied) about the availability of this website or our services.

We may suspend or withdraw or restrict the availability of all or any part of this website for business and operational reasons. We are not responsible for any loss or damage caused by the temporary interruption of this website due to faults or circumstances outside our control including but not limited to link failures, power difficulties, telephone outages, network overload, default or failure of a third party, or a network or public telecommunications operator, government actions, low bandwidth or transaction throughput rate, failure in the supply of a third party's access line or any event of force majeure.

You may link to this website, provided you do so in a way that is fair and legal and does not damage our reputation or take advantage of it. You must not establish a link in such a way as to suggest any form of association, approval or endorsement on our part where none exists. You must not establish a link to our site in any website that is not owned by you. This website must not be framed on any other site, nor may you create a link to any part of our site other than the home page. We reserve the right to withdraw linking permission without notice.

All copyright, trademarks and other intellectual property rights in, to and in respect of the content, information and materials appearing on this website are and remain our property or the property of our third party licensors. The contents of this website are protected by copyright under international conventions.

You are permitted to read the contents and you may print off one copy, and may download extracts, of any page(s) from our website for your personal use and you may draw the attention of others within your organisation to content posted on our website.

You must not modify the paper or digital copies of any materials you have printed off or downloaded in any way, and you must not use any illustrations, photographs, video or audio sequences or any graphics separately from any accompanying text. Our status (and that of any identified contributors) as the authors of content on our site must always be acknowledged (except where the content is user-generated).

You must not use any part of the content on our site for commercial purposes without obtaining a licence to do so from us or our licensors.

If you print off, copy, download, share or repost any part of our site in breach of these terms of use, your right to use our site will cease immediately and you must, at our option, return or destroy any copies of the materials you have made.

You shall not conduct, facilitate, authorise or permit any text or data mining or web scraping in relation to our site or any services provided via, or in relation to, our site. This includes using (or permitting, authorising or attempting the use of):

• Any "robot", "bot", "spider", "scraper" or other automated device, program, tool, algorithm, code, process or methodology to access, obtain, copy, monitor or republish any portion of the site or any data, content, information or services accessed via the same.

• Any automated analytical technique aimed at analysing text and data in digital form to generate information which includes but is not limited to patterns, trends and correlations.

The provisions in this clause should be treated as an express reservation of our rights in this regard, including for the purposes of Article 4(3) of Digital Copyright Directive ((EU) 2019/790). This clause shall not apply insofar as (but only to the extent that) we are unable to exclude or limit text or data mining or web scraping activity by contract under the laws which are applicable to us.

The content on this website is provided for general information only. It is not intended to amount to advice on which you should rely. You must obtain professional or specialist advice before taking, or refraining from, any action on the basis of the content on our site.

Although we make reasonable efforts to update the information on our site, we make no representations, warranties or guarantees, whether express or implied, that the content on our site is accurate, complete or up to date.

Where this website contains links to other sites and resources provided by third parties, these links are provided for your information only. Such links should not be interpreted as approval by us of those linked websites or information you may obtain from them. We have no control over the contents of those sites or resources.

You must not misuse this website by knowingly introducing viruses, trojans, worms, logic bombs or other material which is malicious or technologically harmful. You must not attempt to gain unauthorised access to this website, the server on which this website is stored or any server, computer or database connected to this website. You must not attack this website via a denial-of-service attack or a distributed denial-of-service attack. By breaching this provision, you would commit a criminal offence under the Computer Misuse Act 1990. We reserve the right to report any such breach to the relevant law enforcement authorities and we will co-operate with those authorities by disclosing your identity to them. In the event of such a breach, your right to use this website will cease immediately.

We will not be liable for any loss or damage caused by a distributed denial-of-service attack, viruses or other technologically harmful material that may infect your computer equipment, computer programs, data or other proprietary material due to your use of this website or to your downloading of any material posted on it, or on any website linked to it.

These Terms of Use and any dispute or claim arising out of or in connection with them or their subject matter or formation (including non-contractual disputes or claims) shall be governed by and construed in accordance with the law of England and Wales.

The English courts will have exclusive jurisdiction over any claim arising from, or related to, a visit to this website, except that if you are a consumer then you may also bring proceedings in the country where you are resident if that country grants you that right and that right may not be excluded by these Terms of Use.

NFT Terms

By purchasing or owning an NFT offered by Verseprop you agree to be bound by these NFT Terms.

You acknowledge and agree that Verseprop (or, as applicable, its licensors) owns all legal right, title and interest in and to the Art, and all intellectual property rights therein. The rights that you have in and to the Art are limited to those described in these NFT Terms. Verseprop reserves all rights in and to the Art not expressly granted to you in these NFT Terms.

Subject to your continued compliance with these NFT Terms, Verseprop grants you a worldwide, non-exclusive, non-transferable, royalty-free licence to use, copy, and display the Art for your Purchased NFTs, along with any Extensions that you choose to create or use, solely for the following purposes: (i) for your own personal, non-commercial use; (ii) as part of a marketplace that permits the purchase and sale of your Purchased NFTs, provided that the marketplace cryptographically verifies each NFT owner’s rights to display the Art for their Purchased NFTs to ensure that only the actual current owner can display the Art; or (iii) as part of a third party website or application that permits the inclusion, involvement, or participation of your Purchased NFTs, provided that the website/application cryptographically verifies each NFT owner’s rights to display the Art for their Purchased NFTs to ensure that only the actual current owner can display the Art, and provided that the Art is no longer visible once the owner of the Purchased NFT leaves the website/application.

You agree that you may not, nor permit any third party to do or attempt to do any of the foregoing without Verseprop’s express prior written consent in each case (i) use, copy, and display the Art for your Purchased NFTs for the purpose of commercialising your own merchandise that includes, contains, or consists of the Art for your Purchased NFTs; (ii) modify the Art for your Purchased NFT in any way, including, without limitation, the shapes, designs, drawings, attributes, or colour schemes (your use of Extensions will not constitute a prohibited modification hereunder); (iii) use the Art for your Purchased NFTs to advertise, market, or sell any third party product or service; (iv) use the Art for your Purchased NFTs in connection with images, videos, or other forms of media that depict hatred, intolerance, violence, cruelty, or anything else that could reasonably be found to constitute hate speech or otherwise infringe upon the rights of others; (v) use the Art for your Purchased NFTs in movies, videos, or any other forms of media, except to the limited extent that such use is expressly permitted solely for your own personal, non-commercial use; (vi) sell, distribute for commercial gain (including, without limitation, giving away in the hopes of eventual commercial gain), or otherwise commercialise merchandise that includes, contains, or consists of the Art for your Purchased NFTs; (vii) attempt to trademark, copyright, or otherwise acquire additional intellectual property rights in or to the Art for your Purchased NFTs; or (viii) otherwise utilise the Art for your Purchased NFTs for your or any third party’s commercial benefit.

For the avoidance of doubt, nothing in this clause 4 will be deemed to restrict you from (i) owning or operating a marketplace that permits the use and sale of NFTs generally, provided that the marketplace cryptographically verifies each NFT owner’s rights to display the Art for their Purchased NFTs to ensure that only the actual current owner can display the Art; (ii) owning or operating a third party website or application that permits the inclusion, involvement, or participation of NFTs generally, provided that the third party website or application cryptographically verifies each NFT owner’s rights to display the Art for their Purchased NFTs to ensure that only the actual current owner can display the Art, and provided that the Art is no longer visible once the owner of the Purchased NFT leaves the website/application; or (iii) earning revenue from any of the foregoing.

To the extent that Art associated with your Purchased NFTs contains Third Party IP (e.g., licensed intellectual property from a celebrity, athlete, public figure or any other person), you understand and agree as follows: (a) that you will not have the right to use such Third Party IP in any way except as incorporated in the Art associated with the Purchased NFT, and subject always to these NFT Terms; (b) that, depending on the nature of the licence granted from the owner of the Third Party IP, Verseprop may need to pass through additional restrictions on your ability to use the Art, and verseprop reserves the right to do so; and (c) to the extent that Verseprop informs you of such additional restrictions in writing (email is permissible), you will be responsible for complying with all such restrictions from the date that you receive the notice, and that failure to do so will be deemed a breach of these NFT Terms. The restrictions in clause 4 will survive the expiration or termination of these NFT Terms.

The licence granted in clause 3 above applies only for so long as you continue to Own the applicable Purchased NFT. If at any time you sell, trade, donate, give away, transfer, or otherwise dispose of your Purchased NFTs for any reason, the licence granted in clause 3 will immediately expire with respect to those NFTs without the requirement of notice, and you will have no further rights in or to use the Art for those NFTs.

It is a condition of your ownership of your Purchased NFT that you agree to ensure that you make any subsequent owner of the Purchased NFT aware of and that they accept these NFT Terms prior to any transfer of ownership to them.

A Purchased NFT may specify in the metadata that it includes the right for the first owner of that NFT to claim a particular Utility, in addition to the rights set out in these NFT Terms. The terms and conditions relating to the Utility which is associated with a Purchased NFT (if any) are set out in Verseprop’s Terms of Use and Utility Terms, available on Verseprop's website. The Utility shall not be transferrable by the first owner of a Purchased NFT to any subsequent owner (or any other person).

Utility Terms

By redeeming or participating in the Utility, you are deemed to accept these Utility Terms and Verseprop's Terms of Use, (available at https://www.verseprop.com/terms) and agree to be bound by them. .

You also acknowledge and agree that any attendance at any future Utility is conditioned upon your agreement and adherence to these Utility Terms, any future terms and conditions applicable to the Utility and any instructions given to you by Verseprop with respect to any Utility.

The Utility, and any rights to the Utility is not transferrable by the first owner of a NFT to which it is attached to any other person. If at any time and for any reason you sell, trade, donate, give away, transfer, or otherwise dispose of an NFT to which the Utility attaches and such Utility has not been redeemed or participated in, you shall have no further rights to the Utility and the Utility shall not pass to the subsequent owner of the NFT to which it attaches.

If your Purchased NFT states that you are entitled to a particular Utility, you may claim the relevant Utility from Verseprop by contacting social@verseprop.com prior to 31st December 2022 where you will be informed by a member of the Verseprop team about how to claim your Utility. A follow up email will also be sent to your registered email outlining the relevant steps to claim your Utility. In the event you have not contacted Verseprop to claim the Utility by that date, your right to claim or receive any Utility will immediately end without further notice.

Verseprop reserves the right to require proof that all persons claiming a Utility are the actual, current and first owner of that Purchased NFT to which the Utility is attached at the date the Utility is provided, prior to delivering or providing the Utility. This is a condition of delivering or performing the Utility. Verseprop reserves the right to request KYC information in accordance with Verseprop’s Terms of Use. If KYC information is insufficient, or raises any material concerns Verseprop reserves the right to reoffer the Utility.

Delivery or performance of all Utilities shall take place no later than 31st December 2023

Insofar as is permitted by law, Verseprop shall not in any circumstances be responsible or liable to compensate the winner or accept any liability for any loss or damage (including personal injury or death) occurring as a result of taking up any Utility, including the NFT London Prize, including where you are denied entry to the UK or the NFT.London 2022 Conference for any reason, are unable to travel or where flights are cancelled, delayed or amended, except where such loss or damage is caused by the negligence of Verseprop or their employees. Your statutory rights are not affected.

The Utilities are only available to over-18s.

By purchasing an NFT from Verseprop you confirm that you are eligible to claim the NFT London Prize. Verseprop may require you to provide proof that you are eligible to claim the NFT London Prize.

All travel must be booked by the NFT London Prize Winner as soon as possible after receiving confirmation from Verseprop of eligibility, but before 30th October 2022 at the latest. Verseprop will reimburse the NFT London Prize Winner by way of bank transfer within 3 business days of receiving receipts, subject to passing any relevant KYC checks. The monetary cap for all reimbursement (including any flights & accommodation) will be $5000 USD (inclusive of taxes).

The Utilities, including the NFT London Prize, are non-transferable, non-refundable and may not be exchanged for cash or cash equivalent. You will be asked to participate in an interview that will be used for marketing purposes. By accepting the prize you consent to participate in any marketing and Verseprop may ask you to provide your consent for use in their marketing material on their website and across their social media channels.

Details of the Utilities which have been claimed shall be notified by Verseprop on its website at: https://www.verseprop.com/exclusive-nft-collaborations/plp-architecture

Please note that the Fisher Yates Shuffle algorithm has been used to ensure that Tier 2 and Tier 1 Utilities are assigned randomly. For more information, please refer to https://en.wikipedia.org/wiki/Fisher%E2%80%93Yates_shuffle and/or https://github.com/erc721r/ERC721R

DESCRIPTION OF EACH UTILITY

Tier 3 NFT Holder

Utility 1: Webinar and Workshop

Availability: 4,950 out of 5000 NFTs.

The NFT Holder associated with this Utility shall receive the opportunity to attend:

• One private roundtable webinar (approx. 1-2 hours) with senior members of PLP Labs (

  "PLP"

  ), the producer of the NFTs offered by Verseprop, discussing the intersection between built environment and Web3 Metaverse; and

• One workshop (approx.. 1-2 hours) with PLP on how to design/construct a metaverse asset.

• The webinar and workshop will take place before 31st March 2023.

Utility 2: Commission Rebate

Availability: 4950 out of 5000 NFTs.

The NFT Holder associated with this Utility shall be entitled to a rebate on any commissions payable by that NFT Holder to Verseprop for use of Verseprop’s NFT Marketplace up to a value of $250 (“Rebate”).

The VerseProp NFT Marketplace is currently in development. The Utility will only apply from the official launch of the marketplace, as notified at www.verseprop.com. The official launch will be in Q1 2023 and prior to 31st March 2023.

The terms and conditions of Verseprop's NFT Marketplace shall apply at all times. The Rebate shall apply to commissions up to a maximum of the full commission fee payable on a transaction only and shall not include the purchase price, or any applicable taxes, gas fees or other mandatory transaction fees which shall be your responsibility.

The Rebate may be used against multiple transactions and shall be credited against commissions payable until the remaining balance of the Rebate has been exhausted. The Rebate is non-transferable and cannot be redeemed for cash. Any remaining credit shall expire immediately upon the sale or other transfer of the relevant NFT to which this Utility is linked and in any event prior to 31st December 2023.

The NFT Holder shall also be entitled to receive automatic early notification of future service offerings and mints from Verseprop.

Tier 2 NFT Holder

Utility: 3D Printed Model

Availability: 40 out of 5000 NFTs.

The NFT Holder associated with this Utility shall receive a physical token of ownership of the relevant NFT, subject to completing Verseprop's eligibility and KYC checks.

The height of the 3D Printed Model will measure approximately 300mm and will be mounted on a wooden base. The NFT Holder will have the option of having a Metal cast, or wooden finish effect applied to the plastic model. The latter can be treated with lacquer coating for aesthetics.

VerseProp will dispatch the 3D Printed Model to the residential address of the relevant NFT Holder, by way of standard postal or courier service, within 60 days after the NFT Holder has completed Verseprop's eligibility and KYC checks. Delivery times will vary according to the destination and steps will be taken to minimise delays. Verseprop will use reasonable endeavours to package the 3D Printed Model suitably for shipping, but if the item is damaged in transit please contact Verseprop as soon as possible to arrange a replacement.

The NFT Holder will be responsible for any import duties or taxes payable.

The NFT Holder shall also be entitled to receive the same Utilities as Tier No. 3 NFT Holders.

Tier 1 NFT Holder

Utility: Designed Metaverse Asset

Availability: 10 out of 5000 NFTs.

The NFT Holder associated with this Utility shall receive a Designed Metaverse Building from PLP.

Verseprop may, at its sole discretion, grant the relevant NFT Holder naming rights to this Utility.

The following restrictions and limitations shall apply:

• The creation of a bespoke pavilion for a metaverse, designed by PLP. A Pavilion is defined as a low rise single sculptural space.

• A set of customizable parameters will form the basis of the design and developed after an initial consultation with the Tier No.1 NFT Holder.

• The entire design process will take place over a maximum 30-day period and will include two follow up consultations, all of which will occur prior to 31st March 2023.

• The asset will be delivered as a 3d file. File format will be discussed during the initial consultation. The final file format delivered to the NFT Holder will be at the sole discretion of PLP.

• All arrangements for the purchase, availability and suitability of any specific site or land in the metaverse will be the responsibility of the Tier 1 NFT Holder as will be the importing of the 3d files into the metaverse and, if relevant, any hosting services.

• Size limits, dimensions and file size will apply.

Tier 1 NFT Holders shall also be entitled to receive the same Utilities for Tier 2 and Tier 3 NFT Holders

NFT London Prize

Availability: 1 out of 5000 NFTs.

One NFT Holder shall be entitled to the NFT London Prize.

The NFT London prize consists of:

• The NFT London Prize will only be open to Pre-Pay and Whitelist Pre-Registered NFT Holders Only of record date 12:00 pm (BST) 26th October 2022. Each NFT will have the chance to win an all-expenses-paid trip to NFT London, subject to these Utility Terms, and Verseprop's Terms of Use (available at https://www.verseprop.com/terms).

• The NFT London Prize will include two general admission tickets to the NFT.London 2022 event at the Queen Elizabeth II Centre on 3-4 November 2022,

• Three nights’ accommodation in a standard double room in a four-star hotel in Central London on a bed & breakfast basis,

• Return economy flights to London for two adults, and

• Expenses up to £500 (including VAT and other taxes).

• The cap for all reimbursements (including expenses, flights & accommodation) will be $5000 USD in total (inclusive of taxes).

The NFT London Prize does not include travel insurance or optional flight or accommodation supplements.

Any other costs incurred in addition to those set out above are your responsibility. You must be available to travel between 1-5 November 2022.

You shall be responsible for ensuring that you and any person travelling with you are available to travel and hold valid passports, any necessary visas and travel documents on the travel dates specified.