The NFT Proxy Contract serves as a critical legal framework in the growing digital asset ecosystem, particularly when NFT owners need to delegate management authority to third parties. This document type has become increasingly important with the rise of institutional NFT investment and professional asset management services. The contract, governed by U.S. law, details the scope of delegated authority, security requirements, compliance obligations, and risk allocation between parties. It's essential for ensuring clear accountability and legal protection in NFT management relationships while maintaining compliance with relevant securities and digital asset regulations.
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1. Parties: Identification of contracting parties, including proxy operator and NFT owner
2. Background: Context of the proxy arrangement and purpose of the contract
3. Definitions: Key terms including NFT, smart contract, proxy rights, and related technical terminology
4. Scope of Proxy Rights: Detailed description of delegated rights and limitations
5. Duration and Termination: Terms of proxy period and conditions for termination
6. Representations and Warranties: Legal assurances from both parties regarding ownership, authority, and compliance
7. Compliance with Laws: Obligations regarding securities laws, AML/KYC requirements, and other regulatory matters
8. Intellectual Property Rights: Protection and handling of IP rights associated with the NFT
9. Liability and Indemnification: Allocation of risks and responsibilities between parties
10. Governing Law and Jurisdiction: Specification of applicable law and dispute resolution mechanisms
1. Revenue Sharing: Terms for distribution of earnings from NFT-related activities
2. Voting Rights: Delegation of governance rights for NFTs with DAO or governance privileges
3. Insurance and Security: Additional protection measures for high-value NFTs
4. Confidentiality: Terms regarding the protection of confidential information
5. Force Majeure: Provisions for handling circumstances beyond parties' control
1. Schedule A - Technical Specification: Details of the NFT and associated smart contract addresses
2. Schedule B - Fee Schedule: Breakdown of any fees or compensation structures
3. Schedule C - Security Protocols: Technical security measures and procedures
4. Schedule D - KYC/AML Requirements: Compliance documentation requirements and procedures
5. Schedule E - Authorized Representatives: List of authorized individuals who can act on behalf of each party
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