NFT License Agreement

Last updated: January 3, 2026

SHROOMS NFT LICENSE AGREEMENT

Document ID: SHROOMS-LIC-001

Version: 1.0

Effective Date: January 3, 2026

Last Updated: January 3, 2026

LICENSE SUMMARY When you own a digiSHROOMS NFT, you receive a license to use the associated artwork for personal use and limited commercial use (up to $100,000/year gross revenue). GamesOnChain LLC retains ownership of all intellectual property. The license automatically transfers when you sell or transfer the NFT.

1.Introduction

2.Definitions

3.Ownership

4.License Grant

5.Restrictions

6.Derivative Works

7.Commercial Use Details

8.Third-Party Rights

9.Termination

10.Enforcement

11.Miscellaneous

1. INTRODUCTION

1.1 About This License

This NFT License Agreement ("License") governs the rights granted to holders of digiSHROOMS non-fungible tokens ("NFTs"). By acquiring, holding, or using any digiSHROOMS NFT, you agree to be bound by this License.

1.2 Covered NFTs

This License applies to all NFTs created by official digiSHROOMS smart contracts:

NFT Type	Contract	Covered
Spore	ShroomsSpore.sol	Yes
Grow	ShroomsGrow.sol	Yes
Shroom	ShroomsShroom.sol	Yes

1.3 Relationship to Terms

This License is part of the digiSHROOMS Terms of Service. In case of conflict, the Terms of Service control.

2. DEFINITIONS

"Art" means the visual artwork, images, designs, animations, and visual elements associated with a digiSHROOMS NFT, including but not limited to mushroom images, grow images, and trait visualizations.

"Commercial Use" means any use intended to generate revenue, profit, or other commercial benefit, including but not limited to merchandise sales, licensing, advertising, and paid content.

"Derivative Work" means any work based upon the Art, including modifications, adaptations, or transformations.

"Licensed NFT" means any NFT created by official digiSHROOMS smart contracts that you Own.

"Non-Commercial Use" means personal use not intended to generate revenue or commercial benefit.

"Own" means having purchased or otherwise rightfully acquired a Licensed NFT and having current possession recorded on the blockchain in a wallet address you control.

"Third-Party IP" means intellectual property owned by parties other than GamesOnChain LLC.

3. OWNERSHIP

3.1 What You Own

When you Own a Licensed NFT, you own:

Asset	Ownership	Transferable
NFT token	You own completely	Yes
License rights	Granted to you	Transfers with NFT
Blockchain record	Immutable proof	Automatic

3.2 What digiSHROOMS Retains

GamesOnChain LLC retains:

•All copyright in the Art

•All trademark rights in digiSHROOMS branding

•The right to modify game mechanics

•The right to use Art for marketing

•All intellectual property not expressly granted

3.3 No IP Transfer

IMPORTANT Your ownership of the NFT does NOT transfer ownership of the underlying artwork or intellectual property. You receive a license, not ownership of the Art itself.

4. LICENSE GRANT

4.1 Personal Use License

Subject to compliance with this License, GamesOnChain LLC grants you a worldwide, royalty-free, non-exclusive license for personal, non-commercial use of the Art, including:

•Displaying in your personal collection

•Using as profile pictures on social media

•Displaying in virtual galleries or metaverses you control

•Sharing in personal communications

•Printing for personal display (not for sale)

•Creating personal Derivative Works (not for commercial use)

4.2 Limited Commercial Use License

Subject to compliance with this License, GamesOnChain LLC grants you a limited commercial license:

Commercial Use	Limit	Notes
Physical prints	100 units per NFT	Per calendar year
Personal merchandise	$10,000/year per NFT	T-shirts, mugs, etc.
Paid content (YouTube, streams)	Unlimited revenue	Must own NFT while earning
Personal brand promotion	Unlimited	Cannot imply digiSHROOMS endorsement

4.3 Revenue Cap

$100,000 USD ANNUAL CAP Total gross revenue from Commercial Use of any single Licensed NFT's Art is capped at $100,000 USD (or equivalent) per calendar year. For revenue exceeding this cap, contact binarydrool@protonmail.com for a custom commercial license.

4.4 License Transfer

The license granted herein automatically transfers with the NFT:

•When you sell or transfer your Licensed NFT, your license terminates

•The new owner receives the license automatically

•No separate documentation or approval required

•Transfer is recorded on blockchain

5. RESTRICTIONS

5.1 Prohibited Uses

You may NOT:

Prohibited Action	Reason
Use Art for hate speech, violence, or illegal content	Harmful content
Associate Art with actual controlled substances or sales	Legal compliance
Register Art as trademark, patent, or copyright	IP protection
Imply digiSHROOMS endorsement without permission	Misrepresentation
Use Art to defame or disparage digiSHROOMS	Brand protection
Sublicense rights (except via NFT transfer)	License integrity
Use Art after selling/transferring the NFT	License termination
Remove or alter copyright notices	IP protection
Create competing NFT projects using Art	Competition
Use Art in connection with illegal activities	Legal compliance

5.2 No Implied Rights

Any rights not expressly granted are reserved by GamesOnChain LLC. Nothing in this License grants rights beyond those explicitly stated.

5.3 digiSHROOMS Branding

You may NOT use:

•The digiSHROOMS name or logo without permission

•digiSHROOMS trademarks in any commercial context

•Any suggestion of official digiSHROOMS partnership or endorsement

6. DERIVATIVE WORKS

6.1 Personal Derivative Works

You MAY create Derivative Works for personal, non-commercial use:

•Fan art based on your NFT

•Personal modifications

•Mashups with your own content

6.2 Commercial Derivative Works

Commercial Derivative Works require written permission from GamesOnChain LLC. Contact binarydrool@protonmail.com for licensing inquiries.

6.3 digiSHROOMS Rights in Derivatives

Any Derivative Work you create:

•May be used by digiSHROOMS for promotional purposes

•Does not grant you additional IP rights

•Must comply with all License restrictions

7. COMMERCIAL USE DETAILS

7.1 Merchandise Guidelines

If selling merchandise featuring your NFT's Art:

Requirement	Details
Unit limits	100 units per NFT per year for physical goods
Revenue tracking	You must track revenue per NFT
Attribution	Not required but appreciated
Quality	Must not harm digiSHROOMS reputation

7.2 Content Creation

For paid content (streaming, YouTube, etc.):

•You must Own the NFT while earning revenue

•Art may appear in thumbnails, videos, and promotional material

•No limit on views or monetization revenue

•License terminates if NFT is sold

7.3 Revenue Calculation

"Gross revenue" means:

•Total revenue before expenses

•In any currency (converted to USD at time of receipt)

•From any use of the Art

•Cumulative across all commercial activities

7.4 Exceeding Limits

If you anticipate exceeding commercial limits:

1.Contact binarydrool@protonmail.com before exceeding

2.Request a custom commercial license

3.Negotiate terms appropriate to your use case

8. THIRD-PARTY RIGHTS

8.1 Marketplace Listings

You may list your NFT on third-party marketplaces:

•OpenSea, Blur, and other NFT marketplaces

•Subject to marketplace terms

•Royalties (5%) support platform operations

8.2 Gallery Display

You may display your NFT in:

•Digital galleries and museums

•Metaverse platforms

•Personal websites

•Social media profiles

8.3 No Third-Party Endorsement

Displaying on third-party platforms does not imply their endorsement of digiSHROOMS or vice versa.

9. TERMINATION

9.1 Automatic Termination

Your license terminates automatically when you:

•Sell or transfer the NFT

•Burn the NFT

•Violate this License

•Violate the Terms of Service

9.2 Effect of Termination

Upon termination:

•All rights under this License cease immediately

•You must stop all use of the Art

•You must destroy copies in your possession

•Termination does not affect digiSHROOMS's IP rights

9.3 Survival

The following survive termination:

•digiSHROOMS's intellectual property rights

•Any obligations accrued before termination

•Indemnification obligations

10. ENFORCEMENT

10.1 digiSHROOMS Rights

GamesOnChain LLC reserves the right to:

•Enforce this License through legal action

•Request cease and desist for violations

•Report violations to platforms and marketplaces

•Pursue damages for infringement

10.2 Your Responsibility

You are responsible for:

•Understanding and complying with this License

•Ensuring your uses fall within permitted scope

•Obtaining permission for uses beyond this License

10.3 Reporting Violations

To report License violations: binarydrool@protonmail.com

11. MISCELLANEOUS

11.1 Governing Law

This License is governed by Wyoming law, consistent with the Terms of Service.

11.2 Severability

If any provision is unenforceable, the remaining provisions remain in effect.

11.3 Entire Agreement

This License, together with the Terms of Service, constitutes the entire agreement regarding NFT licensing.

11.4 Modifications

This License may be modified by the Founder. Changes apply to future NFT acquisitions and continued use of existing NFTs.

QUICK REFERENCE

What You CAN Do	What You CANNOT Do
Display your NFT art publicly	Use art for hate speech or illegal content
Use as profile picture	Register as trademark/patent
Sell prints (up to 100 units/year)	Associate with actual controlled substances
Create merchandise ($10k/year limit)	Imply digiSHROOMS endorsement without permission
Include in paid content	Create derivative works for commercial sale
Promote your personal brand	Sublicense (except through NFT transfer)
Create personal fan art	Use art after selling/transferring the NFT

VERSION HISTORY

Version	Date	Changes
1.0	January 3, 2026	Initial publication

This NFT License Agreement is part of the digiSHROOMS legal framework. This document should be reviewed by qualified legal counsel for specific licensing questions.

Licensing Inquiries: binarydrool@protonmail.com

Custom Commercial Licenses: binarydrool@protonmail.com

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