Resoled Equity NFT Sale

Offer Terms for the Participation in Resoled.App Ltd NFT Sale

  1. Introduction

1.1. These Offer Terms (the “Terms”) apply to the sale of 500 NFTs (the “NFTs”) offered by Resoled.App Ltd (“Resoled”) via Opensea (the “Sale”), which collectively represent a 3% equity stake in Resoled, subject to the terms and conditions set forth herein.

1.2. By participating in the Sale, you acknowledge and agree to be bound by these Terms.

1.3. These Terms are applicable to UK-based individuals and companies only.

  1. Sale Details

2.1. The Sale consists of 500 NFTs, offered at a cost of 1 ETH each.

2.2. The Sale shall commence on 17th April 2023 and shall end on 31st December 2023 (the “Offer Period”), unless extended or terminated earlier by Resoled in accordance with these Terms.

  1. Conditions for the Equity Offer

3.1. The equity offer (the “Equity Offer”) shall become activated only upon the successful sale of all 500 NFTs within the Offer Period. If less than 500 NFTs are sold within the Offer Period, the Equity Offer shall not be activated and the NFT holders shall not be entitled to redeem the NFTs for equity in Resoled.

3.2. Upon activation of the Equity Offer, each NFT holder shall have the right to redeem their NFT in exchange for equity in Resoled, representing a pro-rata share of the total 3% equity stake offered through the Sale.

  1. Redemption Process

4.1. To redeem an NFT for equity in Resoled, the NFT holder must submit a redemption request to Resoled in writing, along with proof of ownership of the NFT and any required identification and verification documents, within the Offer Period.

4.2. Upon receipt of a valid redemption request, Resoled will issue the corresponding number of shares to the NFT holder and cancel the redeemed NFT.

  1. Rights and Obligations

5.1. Participation in the Sale does not grant any rights or privileges beyond those explicitly stated in these Terms.

5.2. Resoled reserves the right to cancel or amend the Sale and these Terms at any time, without prior notice, at its sole discretion.

  1. Governing Law and Jurisdiction

6.1. These Terms shall be governed by and construed in accordance with the laws of England and Wales.

6.2. Any dispute arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts of England and Wales.

  1. Miscellaneous

7.1. These Terms constitute the entire agreement between the parties with respect to the subject matter hereof and supersede all prior and contemporaneous agreements, understandings, negotiations, and discussions, whether oral or written, of the parties.

7.2. If any provision of these Terms is held to be invalid, illegal, or unenforceable in any respect under any applicable law, such invalidity, illegality, or unenforceability shall not affect any other provision of these Terms, and these Terms shall be construed as if such invalid, illegal, or unenforceable provision had never been included herein.