Failed Prezzies Terms of Sale
Version 1 · Last updated October 31, 2026
These terms apply when you mint (buy) a Failed Prezzies token on failedprezzies.com or directly from the Failed Prezzies smart contract. "We" and "us" means Failing Upwards LLC. By minting, you agree to these terms.
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1. What you're buying
A Failed Prezzy is a digital token (an NFT) on the Base blockchain. Each token is linked to one image and a metadata file stored on IPFS, a public file network. There are 10,000 in total, including 11 one-of-ones. It is a digital item only; nothing physical is shipped.
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2. How artwork is assigned
Artwork is assigned to token numbers in a fixed order, committed in advance by a provenance hash and an on-chain random starting index. You can't choose which artwork you get, but because the order is public, anyone can work out which artwork a token number will receive, and some people use automated tools to do so. Minting is first come, first served. About 7% of tokens include mature or crude satirical content, and all of them mock real public figures. The contract can never mint more than 10,000 tokens. We won't create another NFT of any one-of-one artwork. How often each trait appears is listed at failedprezzies.com/traits.
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3. About the collection
Failed Prezzies is an independent, unofficial collection of satirical artwork by Failing Upwards LLC, created for political commentary and entertainment. Fictionalized or exaggerated depictions are satirical expression, not factual accounts of actual conduct or events. Neither the collection nor Failing Upwards LLC is affiliated with, sponsored by, endorsed by, or authorized by any person, political figure, candidate, campaign, committee, political party, government office, or government agency depicted or referenced. Failed Prezzies items are offered for artistic enjoyment and collecting. Failing Upwards LLC does not offer the items as investments and does not promise or guarantee income, profit, appreciation in value, or the ability to resell them. Any future resale value is uncertain, and purchasers should not rely on resale proceeds or financial returns when deciding whether to purchase. We don't offer Failed Prezzies as a security, investment or financial product, and nothing on this site is investment or financial advice.
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4. Ownership and copyright
When you mint, you own the token as recorded on the Base blockchain. You do not get the copyright or any other intellectual property in the artwork; Failing Upwards LLC keeps those rights.
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5. Your licence to the image
We grant whoever currently holds a token a licence to the image linked to it, on the terms in this section, also published at failedprezzies.com/license. Using the image outside these terms isn't licensed. While you hold the token, you may display the image for personal, non-commercial purposes, use it as a profile picture, and sell or transfer the token. If you transfer it, the licence passes to the new holder and ends for you. You may not put the image on merchandise or sell products that use it, use it in advertising or any other commercial way, use it to suggest that any person, candidate, campaign, party or government office endorses anything, use it to state or imply that a real person actually said or did what it shows, use it in political ads or election materials, use it to harass anyone, or claim you created it. Some artwork includes or references third-party material, and this licence covers only our rights. We may show any token's artwork to promote the collection.
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6. Price and payment
The price is set in ETH and shown live on the mint page. We may change it at any time; you pay the price the contract charges when your transaction goes through. We will post any price change on the site before it takes effect, and a change doesn't affect tokens already minted. If the price goes up before your transaction confirms, your transaction fails and you aren't charged for a token, though the network may still keep the fee. If you send more than the price, the contract returns the difference in the same transaction. Each mint also has a small network fee, which goes to the Base network, not to us. It's usually under a cent and varies with network traffic and what your mint includes. Your wallet shows the exact fee before you confirm. The price includes any sales tax we are required to collect.
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7. Limits
Up to 10 tokens per transaction and 50 per wallet.
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8. Creator reserve
500 of the 10,000 tokens are reserved for Failing Upwards LLC and are not sold on the mint page. 105 of them are minted to our wallet in one batch before the sale opens. The other 395 are minted to our wallet during the sale: one each time the public count reaches or passes a multiple of 24, in the same transaction as the purchase that reaches or passes it. The buyer pays nothing for them. We may also mint reserve tokens directly. Reserve tokens get their artwork from the same fixed, pre-committed order as every other token; we don't choose which artwork they receive. We may keep, give away or sell reserve tokens, including on marketplaces. We won't buy Failed Prezzies on secondary markets, trade them between our own wallets, or otherwise act to support or influence their market price.
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9. Royalties
The contract does not charge royalties on resales. Marketplaces may charge their own fees.
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10. Refunds
All sales are final. When you mint, your token is delivered to your wallet and its artwork is shown right away, in a blockchain transaction that can't be reversed, so we don't offer refunds for a change of mind, a later price change, or the artwork you receive. If your mint fails, you're charged more than once, or you don't receive the token you paid for, email contact@failedprezzies.com within 30 days and we'll look into it and make it right. Network (gas) fees go to the Base network and we can't refund them. If you are a consumer in the EU, the UK or another country that gives you a right to cancel online purchases, you agree that we supply your token immediately and that you lose that right once your mint transaction is confirmed. Nothing in these terms limits rights you have under laws that can't be waived by contract.
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11. Using a crypto wallet
Blockchain transactions are permanent. You are responsible for your wallet, its keys and recovery phrase, and for using the correct network (Base). We can't recover tokens or ETH lost to a wrong address, a lost key, a compromised wallet or a scam. We will never ask for your recovery phrase. Wallet apps, marketplaces, IPFS and the Base network are run by others; we don't control them and aren't responsible for their outages, fees or errors.
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12. Displaying the art
We pay to keep the images and metadata stored on IPFS. We can't guarantee that any wallet, marketplace or other service will display them. If the law or a valid claim requires it, we may stop showing or hosting an image. The token stays yours, but some services may stop displaying the image.
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13. Metadata corrections
Each token's name, traits and image link are stored in a metadata file, and the contract stores the address of the folder that holds those files. For 30 days after the collection is revealed, we can correct that address if something is wrong with it, such as a broken link. Each correction is recorded publicly on the blockchain. After 30 days the address locks permanently, and we may lock it sooner. The order of the artwork and the provenance hash can't be changed at any time.
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14. Risks
Blockchains, smart contracts, wallets and file networks can fail. The Failed Prezzies contract has been tested but not professionally audited, and a bug could affect your token. Base or Ethereum could change or split, IPFS hosts could stop serving files, and laws about digital tokens may change in ways that affect your token or our ability to offer it. Only buy if you're comfortable with these risks.
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15. No warranties
To the extent the law allows, the tokens, artwork, website and smart contract are provided "as is," without warranties of any kind, including merchantability and fitness for a particular purpose. In particular, we don't promise that any wallet or marketplace will display your token, that it will have any resale value, or that you'll like the artwork you receive.
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16. Limitation of liability
To the extent the law allows, our total liability to you for anything related to a token is limited to the amount you paid us for it, and we are not liable for indirect or consequential losses. This doesn't limit our liability for fraud, gross negligence or intentional misconduct, for death or personal injury caused by our negligence, or anything else the law doesn't let us limit. If you are a consumer in the EU or UK, you keep your legal rights if your token or artwork isn't as described.
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17. Who can buy
You must be at least 18, and old enough to enter a binding contract where you live. You must also be allowed to make this purchase under the laws that apply to you. You may not mint if you are located in, organized in, or ordinarily resident in a country or region under comprehensive US sanctions, or if you are on a US sanctions list such as OFAC's SDN List, or acting for someone who is. We may refuse service to any wallet we believe is sanctioned.
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18. Governing law and disputes
These terms are governed by the laws of the State of Washington, and disputes go to the state or federal courts in King County, Washington. This doesn't take away protections that the law of your home country gives you as a consumer. You may also bring a claim in small-claims court where you live, or, if you're an EU or UK consumer, in the courts where you live. Before filing anything, please email us so we can try to sort it out.
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19. Severability
If a court finds any part of these terms unenforceable, that part is limited or removed only as much as needed, and the rest of these terms still apply.
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20. Changes to these terms
We may update these terms at any time by posting a new version on this page with a new version number and date. A new version applies only to mints made after it is posted. The version in effect when you minted, shown on your receipt, applies to that purchase, and every earlier version stays available at failedprezzies.com/terms.
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21. Contact
Failing Upwards LLC, 9169 W State St #4987, Garden City, ID 83714, USA. Email: contact@failedprezzies.com. Questions, problems with a mint, and rights or takedown requests all go to this address.
All versions: Version 1 (October 31, 2026)