The following terms and conditions last updated on 25th November 2022 are the Terms and Conditions (the “Terms and Conditions”) that govern the Not Your Bro Pickle Points Program (herein referred to as NYBPP) developed by Not Your Bro Pty Ltd (herein referred to as NYB) including Not Your Demons (herein referred to as NYD), Queen of Diamonds (herein referred to as QOD) and Queen of Roses (herein referred to as QOR) collections, a company incorporated under the laws of Australia with its registered office at 115 Hawthorn Rd, Caulfield North VIC 3161 Australia for the holders of NYBPP.
By engaging in the Pickle Points collection of tokens accrued as a result of owning NYB, NYD, QOR or QOD Non-Fungible Tokens (herein referred to as NFTs) you hereby agree to become a party to these Terms and Conditions and participate in the Not Your Bro Pickle Points Program.
If you do not agree to all the Terms and Conditions, or if any of the representations and warranties set forth in these Terms and Conditions is inaccurate, you must not claim any Pickle Points available.
NYB does not provide investment, tax, or legal advice, and You are solely responsible for determining whether any investment, investment strategy or related transaction is appropriate for You based on your personal investment objectives, financial circumstances, and risk tolerance.
NYB may provide educational information about Pickle Points, to assist users in learning more about the program. Information may include, but is not limited to, medium articles, links to third-party content, Twitter, and Instagram feeds, live and recorded tutorials, and videos. Any information provided on the Not Your Bro and its affiliate websites or any official social media site or any of such third-party sites does not constitute investment advice, financial advice, trading advice, or any other sort of advice, and You should not treat any of the website’s content as such.
In addition to these Terms and Conditions, the following terms shall have the following meanings for the purposes of these Terms and Conditions:
HOLDER/YOU means an owner of NYBPP who has agreed to the terms and conditions of the NYBPP.
NFT means Ethereum based blockchain non-fungible token from any of the NYB, NYD, QOR, or QOD collections available on a secondary marketplace for purchase including but not limited to Opensea, Rarible, Looks Rare and Foundation.
NYBPP means Not Your Bro Pickle Points and is a token built on the blockchain that are used in the internal NYB eco-system and centralised platform, created and issued by NYB.
To be eligible to participate in the NYBPP:
i. You are legally permitted under the laws applicable to you and are capable to acquire, receive and hold NYBPP as described in these terms and conditions;
ii. Be a natural person who is at least 18 years of age;
iii. Comply with all the terms and conditions set forth in these Terms and Conditions;
iv. Have an ERC-20 compatible wallet which contains the necessary NFTs for the NYBPP and the gas execution fees associated with claiming NYBPP.
v. By participating in the NYBPP, you represent that you have the authority to legally claim the NYBPP and adhere to these terms and conditions.
By participating in the NYBPP, subject to these Terms and Conditions, you will be granted rewards in the form of Not Your Bro Pickle Points at an accrual rate of the following PER FULL 24hrs of your total ownership period during the month’s NYBPP available:
NFT COLLECTION | Pickle Points Per 24 Hour Period |
Not Your Bro NFT | 10 |
Not Your Demons NFT | 5 |
Queen of Roses NFT | 2 |
Queen of Diamonds NFT | 1 |
The total amount of NYBPP accrued will be made available on the 1st of the month, for the month preceding, and will be kept available to claim until the last day of the same month – therefore deeming any unclaimed NYBPP as expired and not applicable for claiming as a “roll-over” option.
Pickle Points can then be used in the Not Your Bro Shop to purchase a wide variety of inventory, each with a listed quantity available and a quantity of Pickle Points required to complete the exchange. The inventory may include (and is not limited to) NFTs, merchandise, partnering projects allow lists, physical goods, and experiences.
Inventory is subject to availability.
Partaking in the Not Your Bro Pickle Point Program is an acknowledgement that you have considered these risks and are accepting sole responsibility for any which are associated.
You represent and warrant that:
i. You have legal capacity under the laws of any applicable jurisdiction;
ii. You have sufficient technical understanding of cryptographic tokens (including NFTs and cryptocurrency), distributed networks, NFT storage mechanisms (including your wallet), and blockchain technology in general to understand these terms and to appreciate the risks and implications of owning Pickle Points;
iii. You have read and understood these Terms and Conditions and have sufficient capacity of understanding the English language to understand the content of these Terms and Conditions;
iv. You have obtained sufficient information about the Pickle Points to make an informed decision to participate in the NYBPP;
v. You understand, acknowledge and assume the restrictions and risks associated with the holding and use of Pickle Points including but not limited to the risks explained and disclosed in section 11;
vi. You understand that Pickle Points are intended to be only be used in the Not Your Bro Shop and do not entitle rights of any form with respect to Company or its corporate affiliates, including, but not limited to, any ownership, voting, distribution, redemption, liquidation, proprietary (including all forms of intellectual property), or other financial or legal rights;
vii. You are claiming NYBPPs solely for personal use and not for any other purposes, including, but not limited to, any resale, investment, speculative or other financial purposes;
viii. You understand and acknowledge that these terms and conditions shall not be interpreted as the offer or sale of any securities or financial instruments of any kind, and you understand and acknowledge that no actions of, or documentation issued by Company, shall be interpreted as such;
ix. You understand that the Company is not registered with or licensed by any financial regulatory authority in Australia or elsewhere. Accordingly, no financial regulatory authority has passed upon the contents of these terms and conditions or the merits of purchasing NFTs or the claiming of Pickle Points, nor have these terms and conditions been filed with, or reviewed by any financial regulatory authority;
x. Your claiming of NYBPPs complies with applicable laws and regulations in your jurisdiction;
xi. You are not a citizen or resident of a geographic area in which holding or use of NFTs is prohibited by applicable law, decree, regulation, treaty, or administrative act and hereby represent and agree that if your country of residence or other circumstances change such that the above representations are no longer accurate, you will immediately cease using the NFTs.
xii. You will not use the NFTs, Pickle Points or the NYB eco-system in connection with any activity that violates applicable laws in any relevant jurisdiction;
xiii. You will maintain sole and continuous control of your wallet until the NYBPP ends, and you will not share or disclose the account credentials associated with your wallet with any other party and will not act as a proxy for any other person and;
xiv. You will comply with any applicable tax obligations in your jurisdiction arising from your owning of NFTs.
To the fullest extent permitted by applicable law, you will indemnify NYB and their respective past, present and future employees, officers, directors, contractors, consultants, equity holders, suppliers, vendors, service providers, parent companies, subsidiaries, affiliates, agents, representatives, predecessors, successors and assigns (collectively, the “Company Parties”) from and against all claims, demands, actions, damages, losses, liabilities, costs and expenses (including attorneys’ fees) (collectively, “Claims”) that arise from or relate to (i) your claiming of NYBPPs; (ii) your responsibilities or obligations under these Terms; (iii) any breach by you of these Terms; or (iv) any infringement or violation by you of any rights of, or laws or regulations applicable to, any other person or entity.
This indemnity is in addition to, and not in lieu of, any other indemnities set forth in a written agreement between you and NYB.
To the fullest extent permitted by applicable law and except as otherwise specified in a writing by us, Pickle Points are granted to Holders on an “as is” and “as available” basis without warranties of any kind, and we expressly disclaim all implied warranties as to the Pickle Points, including, without limitation, implied warranties of merchantability, fitness for a particular purpose, title and non-infringement.
We do not represent or warrant that the Pickle Points are reliable, current or error-free, meet your requirements, or that defects in the Pickle Points will be corrected.
We cannot and do not represent or warrant that the Pickle Points or the claiming mechanism for the Pickle Points are free of viruses or other harmful components.
In case of claims that are based on intent on NYB’s part or its legal representatives, NYB is liable according to the provisions of applicable law.
In other cases – unless otherwise stipulated in these terms and conditions – NYB shall be liable only in the event of grossly negligent breach of principal contractual duties, for predictable, typically occurring damages. A principal contractual obligation is an obligation the fulfilment of which is essential for proper execution of the contract, the breach of which jeopardizes reaching the contractual object and on observance of which the other party to the contract may duly rely.
In all other cases, NYB and its service providers’ liability is excluded. The liability is explicitly excluded in case you would for any technical reason such as errors in the smart contract be unable to claim NYBPPs.
The overall liability for damages and lost profit in any event is limited to and does not exceed the amount of Pickle Points earned.
NYB is not liable for losses incurred for any unsuccessful attempt you may make to participate in the NYBPP, regardless of cause, and including but not limited to any gas fee loss incurred during the claiming process.
NYB collects and stores the Holder’s data necessary for the implementation of the NYBPP. When processing personal data, NYB complies with the applicable statutory provisions.
All data of the Holders collected for the NYBPP will be stored and used for future projects. You give the irrevocable consent to use and process the personal data and in particular forward it to affiliated companies or third party-service providers. This information will never be sold.
You give the irrevocable consent to use and process the personal data and in particular forward it to affiliated companies, service providers and/or other third parties. You understand and agree that your data is used, stored, and processed by NYB.
A Disruption Event is defined as:
An occurrence that causes a disruption in the functionality of the NYBPP and in turn causes a delay in the processing time of NYBPP related transactions or program implementation.
If a Disruption Event was to occur, NYB has the right to suspend the NYBPP, publicly announce the suspension as soon as reasonably practicable and, prior to resuming the NYBPP, we will announce the resumption at least twelve hours in advance.
NYB reserves the right to modify these terms and conditions if NYB reasonably believes that such modifications are necessary to comply with applicable laws or regulations or to address technical or factual inaccuracies.
NYB will post amended terms and conditions on all relevant websites including but not limited to:
NotYourBro.co
NotYourDemons.co
NotYourApp.co
You will implement and be responsible for implementing reasonable measures for securing your wallet, including any requisite private keys or other credentials necessary to access the wallet.
NYB and its service providers will not be responsible or liable for any damages, losses, costs, penalties, fines, or expenses arising out of or relating to
i. your failure to implement reasonable measures to secure your Wallet or the relevant access credentials;
ii. the loss of, tampering with, circumventing or unauthorized use of any of the access credentials to your wallet;
iii. any security breach affecting the security of your wallet, or
iv. the loss of NFTs from your wallet.
You acknowledge and agree that claiming NYBPPs may be subject to material underlying risks, such as technical risks due to errors in the smart contract (failure of smart contract, inability to claim rewards) market risks, blockchain risks and/or other operational risks.
You hereby confirm that you have knowledge of blockchain technology, accounts, keys, and details of the utility and functioning of the NFTs and that you have conducted your own thorough investigation of the NYBPP, NYB collection of NFTs, and other matters considered in these terms and conditions in determining to claim your NYBPPs.
You should consider carefully the risks described below, among others, together with all of the other information contained in this document and the NYB’s Rainbow Paper before participating in the NYBPP.
The following is not an exhaustive list of the risks associated with the NYBPP and does not necessarily reflect the relative importance of the various risks, now does it intended on providing specific recommendations. NYB expressly disclaims any and all responsibility for any direct or consequential loss or damage of any kind whatsoever arising directly or indirectly from reliance on any information contained in this list
Please note that further unknown and unforeseeable risks cannot be ruled out. Risks and uncertainties that are currently unknown to NYB could have a material adverse effect on NYB’s envisaged business model and business operations as well as on the NFT and have a detrimental effect on NYB.
NYB does not accept any liability for damages caused by any risks, which are laid out below or are unknown to NYB or could not have been justifiably foreseen by NYB.
By participating, the Holder declares that they are aware of the early and dynamic nature of blockchain technology and the risk of failure created by this.
By claiming your NYBPPs, you expressly acknowledge and assume the following potential risks:
A. Key Personnel
There is a risk that key team members of NYB, whose know-how and experience are essential to a successful development and deployment of the NYB ecosystem, leave NYB thereby compromising the success of the project.
B. Regulatory risk
The international legal and regulatory framework applying to blockchain and distributed ledger technology in general as well as to related applications is not yet completely determined and remains subject to change. Therefore, it is possible that the interpretation and application of existing laws and regulations may be construed, amended, or adapted in a way, which may affect NYB’s business model and/or the contract concluded with the Holder. Blockchain and distributed ledger technology and related applications could also be the subject of legislative initiatives at national and international levels, and certain changes to the legal or regulatory framework, such as the extension of licensing, prospectus, and other obligations as well as prohibitions, could adversely affect the intended business model.
This includes the risk that the NFTs cannot be used or can no longer be used for its intended purpose due to changes in the legal or regulatory framework and may become unusable under certain circumstances.
Participation in the claiming of NYBPPs by persons prohibited or restricted in participating cannot be effectively prevented by NYB applying reasonable measures. This creates a potential risk of claims against NYB. There is a risk that in some jurisdictions the NFTs may be considered illegal or regulated by special legislation or that in the future NFTs are considered illegal or subject to the regulation of special legislation. NYB does not guarantee that the NFTs are legal in all jurisdictions. The Holder solely bears all legal or financial consequences if the NFTs are deemed illegal in the Holder’s respective jurisdiction. The Holder is obliged to verify whether the claiming of NYBPPs is legal in their jurisdiction, and by accepting the provisions of this agreement, the Holder agrees not to claim NYBPPs in case their use is considered not legal.
Additional, changes in the legal treatment of the NFTs could adversely affect the envisaged business model for the Ecosystem, therefore making it unviable.
C. Tax risks
You must seek your own tax advice and evaluate tax consequences in connection with claiming NYBPPs, which may result in adverse tax consequences to you, including withholding taxes, income taxes and tax reporting requirements.
D. Smart Contract
Despite all efforts of NYB to provide for a secure and functioning smart contract solution there is a risk that any smart contract used for the claiming of NYBPPs contains security gaps, errors or dysfunctionalities which may adversely affect the use of the NFTs in any kind. You are therefore participating at your own risk in the NYBPP and consent to this potential risk.
E. Ethereum Blockchain
The NFTs are based on Ethereum Blockchain. Thus, a malfunction, unintended function, or unforeseen operation of the Ethereum Blockchain may cause the NFTs to become defective or function unexpectedly or unintentionally. More information about Ethereum can be found at https://ethereum.org/en/
The Ethereum Protocol is a technology and there can be no assurance that such technology will be free of viruses, bugs or other harmful components or operate as intended. There is a risk that the NFTs may unintentionally contain flaws or bugs in its source code that affect the use of NFTs or cause the loss of a NFT.
F. Risks of Theft and Hacking
Hackers or other groups or organizations may attempt to interfere with the smart contract on which the rewards are located, including but not limited to denial of service attacks, malicious attacks or consensus-based attacks, which may result, e.g., being stolen or inaccessible without change of recovery. Blockchains are exposed to mining attacks which may put the smart contract at risk. An attack or a breach of security could result in a loss of private keys, data or NFTs, unauthorized transactions, an interruption of the NYB Ecosystem for an extended period of time, violation of applicable privacy and other laws, and legal and financial exposure. There can be no assurance that the security measures will be effective.
G. Risk of Uninsured Losses.
The Pickle Points are uninsured unless you specifically obtain private insurance to insure them. In the event of loss of NFTs, there is no public insurer, or private insurance arranged by us, to offer recourse to you.
H. Unanticipated Risks.
Cryptographic blockchain tokens such as the NYB. NYD, QOR, and QOD NFTs are a new and untested technology. In addition to the risks included in this list, there are other risks associated with claiming of NYBPPs, including those that NYB cannot anticipate. Such risks may further materialize as unanticipated variations or combinations of the risks discussed.