Additional Conditions of Business for NFT Sales:
The following Additional Conditions of Business for NFT Sales shall apply in addition to the Sotheby’s Buy-Now Marketplace Buyer Terms (the “Buyer Terms”) for any NFT sale on the Sotheby’s Buy-Now Marketplace. Defined terms used in these Additional Conditions of Business for NFT Sales but not defined herein are defined in the Buyer Terms.
1. Additional Defined Terms
Lot: an item (or more than one item of property grouped as one) of Property offered for sale on Sotheby’s Buy-Now Marketplace. A Lot may be or include an NFT (or more than one NFT), and the term “NFT” may be used to refer to any such Lot.
NFT: a non-fungible token established on a blockchain.
Referenced Content: with respect to an NFT, the metadata (excluding any legal terms and conditions embedded or referenced therein), content, digital asset and/or physical item, if any, to which the NFT relates.
2. The Lots
(a) For any NFT Lot, you are solely responsible for reviewing and inspecting the smart contract, if available, prior to your purchase.
(b) If the Lot is an NFT, you acknowledge and agree that our staff are not information technology or data experts, and that by bidding in the auction of the NFT, or otherwise purchasing or acquiring the NFT, you accept that NFTs are subject to inherent technological risks which may affect their performance now or in the future. You further acknowledge and agree that the characterization and regulatory scheme governing NFTs, cryptocurrencies, and blockchain technology is uncertain and undetermined, that your purchase and/or receipt of the NFT complies with applicable laws and regulations in your jurisdiction, and that new regulations or policies may materially adversely affect the sale or resale of the NFT.
(c) If the Lot is an NFT, you acknowledge and agree that the NFT may be subject to resale royalties, including to a Sotheby’s Group Company, through application of the smart contract or other technical solution on any subsequent resales of the NFT. On any such resale by you, you may be obligated to collect and remit to the appropriate party resale royalties as applicable, and you are responsible for any network fees and/or gas fees that may apply to such payments as well as any transaction duties imposed by law.
3. Disclaimer of Warranties
(a) In the case of NFTs, in addition to Condition 13 of the Buyer Terms and except for the express representations and warranties given by the Seller and the Authenticity Guarantee, which we, as principal, provide to the Buyer, neither we nor the Seller make any representations or warranties as to the following: (1) whether the NFT or any Referenced Content is subject to copyright; (2) the nature, character, contents, condition, behavior, operation, performance, security, integrity, metadata, persistence, quality, technical details or terms of the smart contract, NFT or the Referenced Content, including without limitation any further iterations of the same; (3) that the smart contract, NFT or Referenced Content or the delivery mechanism for the NFT does not contain vulnerabilities, viruses or malware or other harmful components, or that either will function as any bidder or Buyer expects or without error or mistake; (4) the uniqueness of the Referenced Content; (5) that the NFT is reliable, correctly programmed, compatible with your or others’ computer systems, up-to-date, error-free, compatible with your digital wallet or meeting your requirements, or that defects in the NFT can or will be corrected; or (6) the accuracy or reliability of any simulation or videos depicting the intended performance of the NFT or the Referenced Content, whether displayed on our websites or on any other platform.
4. Collection and Delivery of Purchases
(a) In order to receive an NFT, the Buyer must have a digital wallet that is capable of supporting and accepting the NFT, that the Buyer owns, and to which the Buyer has access. The Buyer understands and acknowledges that not all digital wallets can support storage of a non-fungible token, and that if the Buyer’s wallet does not support storage of the NFT purchased by the Buyer, the Buyer may not be able to access that NFT. If the Buyer fails to provide us with an address for a digital wallet that is capable of supporting and accepting the NFT within five business days of the conclusion of the sale, we may, in our sole discretion, treat the NFT as transferred to the Buyer for purposes of Condition 5(a) of these Additional Conditions of Business for NFT Sales, treat the NFT Lot as a Lot for which the Buyer has failed to pay in full, and hold the Buyer responsible for all resulting third-party fees (including, without limitation, custodial fees, insurance, network fees, taxes, transfer fees, etc.).
(b) We or the Seller will mint or transfer the NFT to the digital wallet that the Buyer has specified, after the Buyer has met the conditions in Condition 6 of the Buyer Terms and subject to any additional timing or criteria included in the catalogue or other descriptions of the Lot. We or the Seller will transfer the NFT to the wallet address specified by the Buyer and are not responsible for confirming that the Buyer has supplied us with the correct or a valid address. We and the Seller are not responsible if the transfer of the NFT to the Buyer’s wallet fails, unless such failure is the result of us sending the NFT to a wallet address other than the one provided by the Buyer.
5. Risk and Responsibility for NFT Lots
(a) After transfer of the NFT to the digital wallet specified by you, you are responsible for secure storage of the NFT in the wallet or other storage mechanism you use to receive and/or hold the NFT. You are solely responsible for any risks associated with the transferring, creating, holding, storing, or use of NFTs or a digital wallet, as applicable, including network failures or disruptions; corrupted wallet files; viruses, phishing, bruteforcing, hacking, security breaches, mining attacks, or other means of attack against the NFT; risk of losing access to the NFT due to loss of private key(s); custodial or buyer error; regulatory interference in one or more jurisdictions; token taxation; personal information disclosure; uninsured losses; failure to provide appropriate maintenance (including without limitation hosting); and other unanticipated risks. Neither we nor the Seller will not be responsible for any such risks or losses.
(b) We will not be liable for any loss related to damage or corruption to the Referenced Content, failure of the NFT to reference the Referenced Content, or loss of, or other security or persistence issues related to, the Referenced Content.
6. Exclusions and Limitations of Liability
(a) We are only selling the ownership rights to the NFT and in no way are we responsible for any resales or secondary market sales of the NFT or the Referenced Content or any iterations of the same. Any copyright(s) in and to the NFT and Referenced Content, including but not limited to, any reproduction rights in any Referenced Content, remain with the creator(s) thereof, and the purchase of the NFT does not constitute an assignment of any copyright(s) in and to the NFT or Referenced Content.
(b) You agree that you may not, nor permit any third party to do or attempt to do any of the following without our (or, as applicable, our licensors’) express prior written consent in each case: (a) modify the Referenced Content for NFTs in any way, including, without limitation, the shapes, designs, drawings, attributes, or color schemes; (b) use the Referenced Content for your NFT to advertise, market, or sell any third party product or service; (c) use the Referenced Content for your NFT for any derogatory or defamatory purpose that creates harmful associations or a risk of harm, damage or liability to any of the Sotheby’s Group Companies, e.g., in connection with images, videos, or other forms of media that depict hatred, intolerance, violence, cruelty, or anything else that could reasonably be found to constitute hate speech or otherwise infringe upon the rights of others; (d) sell, distribute for commercial gain (including, without limitation, giving away in the hopes of eventual commercial gain), or otherwise commercialize merchandise that includes, contains, or consists of the Referenced Content for your NFT; (e) attempt to trademark, copyright, or otherwise acquire additional intellectual property rights in or to the Referenced Content for your NFT; (f) create, sell or attempt to create or sell fractionalized interests in the Referenced Content or any NFT; or (g) otherwise utilize the Referenced Content for your NFT for your or any third party’s commercial benefit.
(c) If the Referenced Content associated with your NFT contains third party copyrights, trade secrets, trademarks, know-how, patent rights or any other intellectual property rights recognized in any country or jurisdiction in the world (collectively, “Third Party IP”) (e.g., licensed intellectual property from any rights holder, such as music performance rights or publicity rights), you understand and agree as follows: (a) you will not have the right to use such Third Party IP in any way except as incorporated in the Referenced Content for your NFT, and subject to the license and restrictions contained herein; (b) depending on the nature of the license granted from the owner of the Third Party IP, we may need to (and reserve every right to) pass through additional restrictions on your ability to use the Referenced Content; (c) to the extent that we inform you of such additional restrictions, you will be responsible for complying with all such restrictions from the date that you receive the notice, and that failure to do so will be deemed a breach of the license contained herein; (d) such third party owns and retains all right, title and interest in and to such Third Party IP except as expressly licensed hereunder; and (e) the licensor of such Third Party IP shall be a third-party beneficiary of (but not a party to), and entitled to enforce, these Conditions of Business for Buyers against you with respect to such Third Party IP.
(d) Transfer of ownership to an NFT will not guarantee that you will continue to have access to the Referenced Content to which it relates and you further acknowledge and agree to the risks associated with purchasing, using, transferring, and owning NFTs, as applicable, including, but not limited to, telecommunications, network, server, or blockchain failures, malfunctions, or disruptions; risk of losing access to the NFT due to lost or forgotten private key(s) or password(s) or corrupted wallet files; mis-typed addresses or incorrectly constructed transactions; viruses, phishing, bruteforcing, hacking, security breaches, mining attacks, or other means of cyber-security attack; custodial or buyer error; regulatory interference in one or more jurisdictions; token taxation; personal information disclosure; uninsured losses; and other unanticipated risks.
(e) Neither you nor we nor the Seller will be liable for any special, consequential, indirect, incidental or punitive damages, including, as applicable, damages relating to any of the risks or disclaimed attributes set forth in Condition 13(c) above. In addition to the above, we will not be liable for any loss whatsoever related to damage or corruption to the Referenced Content, failure of the NFT to reference the Referenced Content, or loss of, or other security or persistence issues related to, the Referenced Content.
(f) You have sufficient understanding of NFTs, digital wallets and other storage mechanisms, cryptocurrencies, blockchain technology, and the use, characteristics, functionality, programming, and/or other material characteristics of all of the foregoing, to fully understand and agree to the Conditions of Business for Buyers and the disclaimers and risks outlined herein, or have consulted with professional advisors in relation to the foregoing such that any participation by you in the purchase of any NFT constitutes an informed acceptance of such disclaimers and risks.
7. Authenticity Guarantee
(a) In the event that an Authenticity Guarantee applies to the sale of an NFT, notwithstanding anything to the contrary in the Conditions of Business for Buyers, the Authenticity Guarantee is regarding the authorship of the Referenced Content, if any.
8. Payment in Cryptocurrency
(a) We will accept payment in cryptocurrency only for Lots designated as eligible for such on the listing page, and only from Buyers located in countries that are supported by, and only in cryptocurrencies that are supported by, our cryptocurrency payment processor at the time of payment (a list of supported countries and supported cryptocurrencies can be provided to you upon your request).
(b) We will provide an invoice with a payment link for payment of the Purchase Price in cryptocurrency through our cryptocurrency payment processor. The amount due will be the sum of the cryptocurrency equivalent of the Purchase Price at the time payment is made of the amount invoiced and any applicable Buyer’s expenses, which may include but is not limited to the processing fee required to successfully conduct the transaction through our cryptocurrency payment processor.
(c) Payments in cryptocurrency will not be accepted other than in accordance with this Condition. If you make payment in cryptocurrency other than in accordance with Condition 8, including where we determine or reasonably believe, in our sole discretion, that any of your representations and warranties are inaccurate, incomplete or breached, we may, in our sole discretion, cancel the sale of the Lot to you, hold you responsible for all third-party fees (including, without limitation, network fees, taxes, transfer fees, etc.) and/or require you to pay in the fiat currency of the sale. In addition, in the event we make any refund of taxes to you and you paid such taxes using cryptocurrency, you understand and agree that we may, at our sole discretion, refund you (1) where permissible, the same amount(s) of the same cryptocurrency that you paid to us for such taxes; (2) the amount(s) in fiat currency that we invoiced to you for such taxes; or (3) the fiat currency equivalent at the time the refund is made of the amount(s) of cryptocurrency that you paid for such taxes. In no circumstance will you be entitled to receive any appreciation on the value of the cryptocurrency that you provided to us as payment in connection with a refund.
(d) Once you initiate a cryptocurrency transaction, the transaction cannot be reversed; this is inherent in the nature of cryptocurrencies and not a policy set by us. You accept the exchange rate provided to you by our cryptocurrency payment processor and are responsible for following any instructions provided to you to make such payment.
(e) If you make payment in cryptocurrency from a digital wallet or account, you represent and warrant the following: (1) you own the digital wallet and the cryptocurrency used to make payment; (2) the digital wallet or account is not directly or indirectly hosted, operated, or otherwise controlled by anyone that is the subject of Sanctions or located, resident, or organized in a Sanctioned Jurisdiction; (3) the cryptocurrency or any other assets in the digital wallet or account used for the bid or purchase were not sourced from anyone that is the subject of Sanctions or located, resident, or organized in a Sanctioned Jurisdiction; and (4) your payment in cryptocurrency will not cause (or otherwise result in) us, Sellers, or anyone else to violate any Sanctions, anti-money laundering, anti-terrorism, anti-bribery or anti-corruption laws, or any other applicable laws. We may, in our sole discretion, refuse payment in cryptocurrency from any Buyer if we reasonably determine any of the Buyer’s representations or warranties are, or would be as a result of such payment, inaccurate, incomplete or breached.
(f) We shall have no liability for any payment made by you in cryptocurrency that is not received by us or our cryptocurrency payment processor, as applicable, for whatever reason.
(g) You acknowledge the risks inherent to the use of cryptocurrency, including without limitation the risk of faulty or insufficient hardware, software, and internet connections; the risk of introduction or intrusion of malicious code or software; the risk of hacking or unauthorized access to your digital wallet or information stored therein, or of theft or diversion of funds therefrom; volatility and unstable or unfavorable exchange rates; and the risk of unfavorable regulatory intervention and/or tax treatment in relation to transaction in such currency. We will have no liability for any of the foregoing.
Last Modified July 23, 2025