Terms and Conditions
Before you buy a ZenAcademy NFT, please read these Membership Terms and Conditions carefully. Do not buy a ZenAcademy NFT or join a non-NFT membership tier if you disagree with these T&Cs.
Disclaimer: ZenAcademy is not a registered broker, analyst or financial advisor. None of the information shared within the ZenAcademy Discord Server or official ZenAcademy website is, or should be taken as, financial or investment advice.
Please note that within the NFT space there are always risks. Anything shared within the ZenAcademy server, including links to external websites, may have associated risks that you should always take into consideration and assess independently.
By purchasing a ZenAcademy NFT token, they are not sold as, and you are not buying, a security or investment. The ZenAcademy team shall not be held liable for any losses, mistakes, or taxes you may incur as a result of such purchase.
The NFT space is evolving quickly and can be filled with bad actors. Please ensure you are always doing your own due diligence within this space and working with your financial advisor before making any financial decisions.
In these terms and conditions:
"ZenAcademy" is the provider of an online community where members are able to communicate and learn about the web3 and NFT space.
"333 Club NFT" means the NFT that grants individuals with member access to the ZenAcademy 333 Club Discord exclusive features.
"Genesis NFT" means the NFT that grants individuals with member access to the ZenAcademy Discord Server.
"Membership" means membership to the relevant ZenAcademy membership tier and Member has the corresponding meaning.
"Membership Terms and Conditions" means these membership terms and conditions as amended by ZenAcademy from time to time.
"Membership Token" or "Token" means either The 333 Club NFT, Genesis NFT or any other NFT issued by ZenAcademy, as applicable.
"NFT" means non-fungible token.
"ZenAcademy Discord Server" means the ZenAcademy and 333 Club member-only server on the Discord platform run by ZenAcademy.
These Membership Terms and Conditions comprise a contract between you and ZenAcademy, which is necessary and reasonable for administering and facilitating your Membership.
The mutual exchange of promises between ZenAcademy and you under these Membership Terms and Conditions is valuable consideration.
By purchasing a Membership Token, joining a non-NFT membership tier, continuing to own a Membership Token or accessing the ZenAcademy Discord Server, you acknowledge that you will be bound by and agree to comply with such rules, terms and conditions (including these Membership Terms and Conditions), policies and procedures as may be imposed by ZenAcademy from time to time with respect to the conduct, administration and management of your Membership.
ZenAcademy offers the following memberships to individuals:
Genesis NFT: membership consists of 'lifetime' access to the ZenAcademy Discord Server and ownership of the Genesis NFT.
The 333 Club: membership consists of 'lifetime' access to the ZenAcademy 333 Club Discord Server and ownership of the 333 Club NFT.
ZenAcademy may offer additional membership types at any time.
To gain access to the ZenAcademy Discord Server and/or the ZenAcademy 333 Club Discord Server you must purchase the relevant ZenAcademy NFT associated with that server on OpenSea or another NFT marketplace.
The ZenAcademy 'GitBook' website provides more information about the membership tiers, benefits and limited membership giveaways. Please visit this page for more information.
Upon purchase of a Membership Token by you, ZenAcademy hereby grants you a limited worldwide, non-exclusive, non-transferable, revocable, royalty-free license to use, copy, and display the Membership Token, solely for the following purposes:
i) for your own personal, non-commercial use;
ii) or as part of a marketplace or third party website that permits the purchase and sale of NFTs.
The purchase and ownership of a Genesis NFT will provide you with access to the ZenAcademy Discord Server only.
The purchase and ownership of a 333 Club NFT will provide you access to an exclusive 333 Club section inside ZenAcademy Discord Server.
Ownership of a Genesis NFT or 333 Club NFT grants the owner an ongoing Membership to the respective Discord server for the duration of their ownership of the relevant Token.
In the event a Member sells or disposes of their Token, they will relinquish their Membership to the ZenAcademy Discord Server and will no longer have access to such server on and from the date their Token is sold to another person.
You may be required at any time by ZenAcademy to verify your ownership of a Membership Token through its external service provider such as Vulcan or Collab.Land.
The method by which verification will be undertaken by ZenAcademy will be determined by ZenAcademy at its sole discretion and may be subject to change at any time.
ZenAcademy reserves the right to verify your Membership as frequently as it deems necessary.
If ZenAcademy is unable to verify your Membership Token, ZenAcademy reserves its rights to cancel your Membership without further notice and you will no longer have access to the ZenAcademy Discord Server and/or ZenAcademy 333 Club exclusive section, as applicable.
ZenAcademy makes no guarantee as to the value or resale value of any Membership Token at any given time.
You are permitted to sell or transfer your Membership Token to another person on the NFT marketplace OpenSea or another NFT marketplace.
The sale or transfer of your Membership Token will transfer all Membership rights you hold under these Membership Terms and Conditions to the person to whom you sell your Membership Token.
Upon the sale of your Membership Token to another person, these Membership Terms and Conditions between you and ZenAcademy will terminate with immediate effect.
You acknowledge and agree that the Membership may contain content or features that are protected by copyright, patent, trademark, trade secret, or other proprietary rights and laws.
Except as expressly authorized by ZenAcademy, you agree not to modify, copy, frame, scrape, rent, lease, loan, sell, distribute, or create derivative works based on the Membership, in whole or in part.
Any use of the Membership other than as specifically authorized herein is strictly prohibited.
ZenAcademy's name and logos, including the terms and logos for the 333 Club, as well as the Crystal Ball with the "Z" in it, are trademarks and service marks of ZenLabs FZCO (collectively the “ZenAcademy Trademarks”).
Other company, product, and service names and logos used and displayed via the Membership may be trademarks or service marks of their respective owners who may or may not endorse or be affiliated with or connected to ZenAcademy.
All of these rights are expressly reserved in the name of ZenAcademy and/or its affiliates. Nothing in these Terms and Conditions should be construed as granting or waiving, by implication, estoppel, or otherwise, any license or right to use any of ZenAcademy Trademarks or, other than the copyrights to the Art (as set forth below), any other intellectual property of ZenAcademy, without ZenAcademy's prior written permission in each instance.
All rights in such intellectual property are reserved by ZenAcademy and/or its affiliates, and all goodwill generated from the use of ZenAcademy Trademarks will inure to our exclusive benefit.
You are not permitted to use ZenAcademy Trademarks without express, written permission.
You agree that you will not use or seek to register any ZenAcademy names, brands, ZenAcademy Trademarks or confusingly similar variations, or other trademark for any purpose without obtaining our prior written consent.
Such approval shall be in ZenAcademy's entire and sole discretion. Nonresponse to a request for such approval shall not be deemed an approval.
These Membership Terms and Conditions do not provide you with any rights other than the rights expressly granted to you under these Membership Terms and Conditions.
Without limiting any other rights ZenAcademy may have under these Membership Terms and Conditions or at law, any breach of or failure to comply with these Membership Terms and Conditions by you may result in the termination of your Membership by ZenAcademy and you will forfeit your access to the ZenAcademy Discord Server and/or ZenAcademy 333 Club exclusive section, as applicable.
You agree to release and indemnify ZenAcademy from and against all liability for or in respect of, any claims, demands, actions, suits or proceedings including (but not limited to) all costs, expenses, loss or damage arising out of or in connection with, a breach of any of these Membership Terms and Conditions, including any liability arising as a consequence of personal injury to or death of, any person or damage to property.
All releases and indemnities survive the termination or expiry of these Membership Terms and Conditions.
ZenAcademy, its directors, officers, employees and/or agents are not deemed to provide any investment advice, financial advice or recommendation in the context of these Membership Terms and Conditions.
To the fullest extent to permitted by law, ZenAcademy, its directors, officers, employees, and/or agents' aggregate liability for all loss or damage or injury arising out of or in connection with these Membership Terms and Conditions, including any breach of these Membership Terms and Conditions however arising, in tort (including negligence), under any statute, customer, law or on any other basis, is limited to aggregate amount of AUD$100.
Neither party will be liable to the other party, whether in contract, tort (including negligence) or otherwise, for any special, indirect or consequential loss arising under or in connection with this agreement, including any loss of profits, loss of sale or business, loss of production, loss of agreements or contracts, loss of business opportunity, loss of anticipated savings, loss of or damage to goodwill, loss of reputation, or loss of use or corruption of software, data or information.
If you do not wish to receive promotional material from ZenAcademy you must advise ZenAcademy in writing or via the opt-out procedures provided in the relevant communication or by contacting ZenAcademy at the email address: [email protected]
ZenAcademy may amend, vary or update these Membership Terms and Conditions from time to time and will notify you via email and/or by uploading the updated Membership Terms and Conditions to this GitBook or the ZenAcademy website.
These Membership Terms and Conditions, including the documents to which it refers, constitute the entire agreement between you and ZenAcademy in respect of Your Membership and supersedes all other agreements, understandings, representations and negotiations in relation to your Membership.
If any provision of these Membership Terms and Conditions is invalid or unenforceable in any jurisdiction, the phrase or clause is to be read down for the purpose of that jurisdiction, if possible, so as to be valid and enforceable. If the phrase or clause cannot be so read down it will be severed to the extent of the invalidity or unenforceability. Such severance does not affect the remaining provisions of these Membership Terms and Conditions or affect the validity or enforceability of them in any other jurisdiction.
These Membership Terms and Conditions shall be governed by and interpreted in accordance with English Law and the parties submit to the exclusive jurisdiction of the English Courts.
You irrevocably and unconditionally consent and submit to the jurisdiction of the English Courts and waive any right to object to the exercise of such jurisdiction.
Last updated: November 1st, 2022