terms of service

These Terms of Service (“Terms”) form an agreement between you and Sloppywood (“we”, “us”, or “Sloppywood”) governing your use of the Sloppywood website at sloppywood.comand any related smart contracts, tools, or services (collectively, the “Platform”).

By connecting a wallet, viewing content, or otherwise using the Platform, you agree to these Terms. If you do not agree, do not use the Platform.

1. about sloppywood

Sloppywood is a non-custodial film distribution protocol on the Base blockchain. Filmmakers create on-chain Theaters and upload films. Viewers buy on-chain Tickets (NFTs) which double as tokenized stakes in the theater's revenue. A small bag of ERC-20 tokens (“SLOP-N”) is minted alongside each Ticket and entitles the holder to claim a pro-rata share of cascading pool revenue. See how it works for details.

2. eligibility

• You must be at least 18 years old, or the age of legal majority in your jurisdiction, whichever is older.
• You may not use the Platform if you are subject to U.S. or other applicable economic sanctions (e.g., listed on OFAC's SDN list, located in a sanctioned jurisdiction including but not limited to Cuba, Iran, North Korea, Syria, or the Crimea, Donetsk, or Luhansk regions of Ukraine).
• You may not use the Platform if doing so would violate the laws of your jurisdiction.
• You are responsible for determining whether your use of the Platform is legal in your jurisdiction.

3. wallet, accounts, and authentication

Sloppywood does not require traditional accounts. Your “account” is your Ethereum-compatible wallet (the cryptographic key pair you control). You authenticate by signing messages with your wallet's private key.

• You are solely responsible for the security of your wallet's private keys and seed phrase. We have no ability to recover them, reset access, or restore lost funds.
• You acknowledge that wallet addresses are pseudonymous but not anonymous; on-chain activity is public and permanently recorded.
• Optional profile data (username, bio, social handles, email) is stored off-chain on our servers. Email is private to you and not displayed publicly. See our Privacy Policy for details.

4. SLOP tokens — important disclaimers

By acquiring or holding SLOP-N tokens, you specifically acknowledge that:

• SLOP-N tokens are not being offered to you as an investment, and Sloppywood makes no representations about their future value or marketability.
• The protocol's revenue distribution mechanism is fully automated by smart contract. Sloppywood does not direct, manage, or guarantee theater performance.
• Theater pool revenue depends entirely on the volume of Ticket sales for that theater, which is determined by independent third-party purchasers. You are not relying on Sloppywood's efforts for your tokens to have value.
• Token values may decrease, including to zero. There is no secondary-market liquidity guaranteed; an active market may or may not develop for any specific SLOP-N token.
• You are not entitled to any dividend, voting right, redemption right, or any other right beyond the pro-rata claim against the corresponding theater's revenue pool as encoded in the smart contract.
• You are responsible for any tax obligations arising from your receipt of SLOP-N tokens or claim of pool revenue.

5. filmmaker terms (publishers)

If you create a Theater and upload films, you are a “Publisher” and additional terms apply.

5.1 your representations

By uploading content as a Publisher, you represent and warrant that:

• You own all rights necessary to upload, display, and distribute the content via the Platform, OR you have obtained all required licenses and consents from rights holders.
• The content does not infringe any third party's copyright, trademark, right of publicity, privacy, contractual, or other rights.
• The content complies with all applicable laws and does not fall within the prohibited content categories listed in Section 7.
• Any depiction of identifiable individuals has been authorized by those individuals or their legal representatives.
• Music, soundtrack, and any other third-party material in the content is properly licensed for the rights you are granting us.

5.2 license you grant to sloppywood

By uploading content, you grant Sloppywood a worldwide, non-exclusive, royalty-free license to host, store, transcode, transmit, display, and distribute the content on the Platform for the purpose of providing the service to viewers, including via private signed-URL video delivery to ticket holders. This license persists for as long as the content is hosted on the Platform.

5.3 financial responsibility

You are responsible for any taxes, withholdings, or reporting obligations arising from revenue you receive from your Theater's cascade pools or from any pre-allocation of SLOP-N tokens. Sloppywood does not file 1099s, withhold taxes, or otherwise process payments on your behalf — all distributions are direct, on-chain transfers from smart contracts you do not control.

5.4 on-chain immutability — important

Sloppywood can:

• Hide a Theater or specific Films from our website (sloppywood.com)
• Revoke video access for film files stored in our private storage
• Refuse to provide any further service to a Publisher

Sloppywood cannot:

• Delete on-chain Theater records or metadata
• Reverse or claw back already-distributed SLOP-N tokens or cascade revenue
• Prevent a third party from operating an alternative frontend that displays on-chain data

You acknowledge these limitations before publishing.

6. viewer terms

• A Ticket NFT, when activated on chain, opens a 12-hour watch window during which you may stream films from that Theater for personal viewing only.
• You do not acquire any redistribution, performance, sublicensing, or commercial-use rights by purchasing a Ticket or activating it. The film remains the Publisher's intellectual property.
• You acknowledge that streaming quality, availability, and uptime are not guaranteed. Sloppywood relies on third-party infrastructure (storage, bandwidth, RPC providers, blockchain indexers) which may experience outages outside our control.
• You are responsible for any tax obligations arising from your receipt of SLOP-N tokens or claim of pool revenue.

7. prohibited content and conduct

You may not upload, post, or otherwise transmit content via Sloppywood that:

• Is unlawful, threatening, abusive, harassing, or defamatory.
• Infringes any third party's intellectual property, privacy, publicity, or contractual rights.
• Constitutes child sexual abuse material (CSAM), non-consensual intimate imagery, or any other content depicting the sexual exploitation or abuse of minors. Zero tolerance. Such content will be removed immediately, the offending wallet permanently banned, and the matter reported to the National Center for Missing & Exploited Children (NCMEC) and other appropriate authorities.
• Promotes or facilitates illegal activity, terrorism, or violence against persons or groups.
• Contains malware, exploits, or any other code intended to interfere with the Platform or other users' systems.
• Constitutes spam, bulk unsolicited promotion, or fraudulent schemes (including pump-and-dump activity, rug pulls, or misleading representations about SLOP-N tokens).
• Violates any applicable law or regulation in any jurisdiction where you make the content available.

You may not, in your use of the Platform:

• Attempt to access content for which you have not paid (circumventing the ticket-gating, scraping signed video URLs, bypassing access-control checks, etc.).
• Use automated tools to scrape, replicate, or republish Platform data in violation of these Terms.
• Impersonate any person or entity, or misrepresent your affiliation with any person or entity.
• Interfere with or disrupt the Platform's operation.

8. content moderation

Sloppywood reserves the right, but is under no obligation, to review, monitor, or remove any content from the Platform at any time and for any reason, with or without notice. We may, in our sole discretion:

• Hide a Theater, film, comment, or other content from our frontend.
• Revoke video access for stored film files.
• Ban a wallet address from interacting with our website or receiving any further service.
• Remove or modify comments, profile data, or other off-chain content.

Repeat copyright infringers will have their wallets permanently banned from the Platform. See our DMCA Policy for the formal takedown process.

9. fees and payments

• Sloppywood charges a small protocol fee for theater minting and film publishing, denominated in ETH and clearly disclosed in the UI before each transaction.
• A “claim fee” (currently 0%, configurable up to a hard-coded maximum of 5%) may be deducted from cascade distributions when SLOP-N holders claim their share. The current fee is displayed on relevant interfaces.
• Network gas fees (paid to Base validators) are separate from Sloppywood's fees and are determined by network conditions at transaction time.
• All transactions are final once confirmed on chain.

10. intellectual property

• The name “Sloppywood”, the snail logo, and other Sloppywood marks are our trademarks. You may not use them without our prior written permission.
• The Sloppywood smart contracts, frontend code, and indexer are open source under their respective licenses; check the repository for specifics. Open-source licensing of code does not grant any trademark rights.
• Films and other content uploaded by Publishers remain the property of those Publishers (or their licensors), subject to the license they grant Sloppywood under Section 5.

11. disclaimers — no warranties

Without limiting the foregoing, we make no warranty regarding:

• The reliability or value of any SLOP-N token or other digital asset.
• The continued availability of any film or theater.
• The behavior of any smart contract, including but not limited to bugs, exploits, or unintended outcomes.
• The actions of third-party infrastructure providers (RPC endpoints, indexers, storage providers).

You use the Platform at your own risk. The protocol's smart contracts have been internally tested but, as of these Terms' effective date, have not been audited by an independent third party. The contracts are public and immutable; bugs, if present, may not be patchable.

12. limitation of liability

Our aggregate liability to you for all claims arising out of or relating to the Platform shall not exceed the greater of (a) one hundred U.S. dollars (US$100), or (b) the amount of fees paid by you to Sloppywood (excluding network gas) in the twelve (12) months preceding the event giving rise to the claim.

Some jurisdictions do not allow exclusion or limitation of certain damages. To the extent applicable law does not permit a limitation in this Section, that limitation shall apply to the maximum extent permitted by law.

13. indemnification

You agree to indemnify, defend, and hold harmless Sloppywood and its affiliates from any claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees) arising out of:

• Your use of the Platform.
• Your violation of these Terms.
• Content you upload, including but not limited to any claims that the content infringes third-party rights.
• Your violation of any law or third-party right.

14. dispute resolution

14.1 informal resolution first

Before filing any formal proceeding, you agree to first contact us at [contact: enable JavaScript or write to the address above]with a description of the dispute and a proposed resolution. We'll try to resolve the issue informally for at least 30 days before either party pursues a formal claim.

14.2 binding arbitration

If informal resolution fails, any dispute shall be resolved by final and binding arbitration administered by the American Arbitration Association (AAA) under its Consumer Arbitration Rules. The arbitration shall take place in Wyoming, USA, or another mutually agreeable location, and may be conducted remotely. Judgment on the arbitrator's award may be entered in any court of competent jurisdiction.

14.3 class-action waiver

You and Sloppywood agree that disputes shall be resolved on an individual basis only, and not as a class, collective, or representative action. Both parties waive any right to participate in a class action. If this waiver is found unenforceable, the entire arbitration clause shall be unenforceable and disputes shall be resolved in court under Section 14.5.

14.4 exceptions

Either party may bring an individual action in small-claims court. Either party may seek injunctive or other equitable relief in court for intellectual property infringement.

14.5 governing law

These Terms are governed by the laws of the State of Wyoming, USA, without regard to its conflict-of-laws principles. Any action not subject to arbitration shall be brought in the state or federal courts located in Wyoming, USA, and you consent to the personal jurisdiction of those courts.

15. termination

We may suspend or terminate your access to the Platform at any time, with or without notice, for any reason, including violation of these Terms. Upon termination:

• Your wallet may be banned from interacting with sloppywood.com.
• Hosted films associated with banned wallets may have their access revoked.
• On-chain rights (Tickets you hold, SLOP-N you hold, the right to call claim() on the smart contracts) are NOT affected by termination — they exist independently of our website.

You may stop using the Platform at any time by disconnecting your wallet and ceasing access. Sections that by their nature should survive termination (intellectual property, disclaimers, limitation of liability, indemnification, dispute resolution, miscellaneous) shall survive.

16. changes to these terms

We may update these Terms from time to time. The “last updated” date at the top reflects the most recent revision. Material changes will be announced via the Platform homepage, email (if you've provided one), or other prominent notice. Your continued use of the Platform after changes take effect constitutes acceptance of the revised Terms.

17. miscellaneous

• Entire agreement: these Terms, together with the Privacy Policy and DMCA Policy, constitute the entire agreement between you and Sloppywood regarding the Platform.
• Severability: if any provision is found unenforceable, the remainder shall remain in full effect.
• No waiver: our failure to enforce any provision is not a waiver of our right to do so later.
• Assignment: you may not assign these Terms without our consent. We may assign without restriction.
• No partnership: nothing in these Terms creates a partnership, joint venture, or agency relationship.

18. contact

Questions about these Terms? Contact us at [contact: enable JavaScript or write to the address above].

For copyright takedowns, see our DMCA Policy. For privacy questions, see our Privacy Policy.