OtterOps Commercial Rights Agreement
Draft Version — Subject to Revision Before Official Launch
1. Definitions
1.1 “OtterOps NFT”: A unique digital collectible representing one agent within the OtterOps universe.
1.2 “Character”: The visual depiction associated with the Holder’s NFT.
1.3 “OtterOps”: The creators, licensors, and brand owners of OtterOps.
1.4 “Holder”: The person who possesses the OtterOps NFT in their wallet.
1.5 “Approved Manufacturer”: Factories selected by OtterOps for official production.
1.6 “Authorized Distributors”: Retail partners approved to sell OtterOps merchandise.
2. Rights Granted to NFT Holders
2.1 Manufacturing Rights
Holders may manufacture physical merchandise of their own character only, including plushies, t-shirts, and hoodies. All production must use OtterOps-approved manufacturers.
Manufacturing & Royalty Rights Policy
- Ownership Requirement: Manufacturing rights and royalty payouts belong to the current owner wallet of the OtterOps NFT.
- Transfer of Rights: If the NFT is sold or transferred, manufacturing rights and future royalty payouts automatically transfer to the new wallet owner.
- Verification: OtterOps may verify NFT ownership before approving manufacturing requests and before issuing payouts.
- Payment Terms: Manufacturing begins only after full payment is received and ownership has been verified.
Ownership & Revenue Rights
Manufacturing rights, revenue rights, and payout eligibility belong exclusively to the wallet currently holding the OtterOps NFT associated with the character. If an NFT is sold or transferred, all future revenue rights and commercial rights automatically transfer to the new NFT holder. OtterOps is not responsible for compensating previous NFT holders after an ownership transfer.
To apply for manufacturing, submit a request below. Applications are reviewed manually.
2.2 Sales Rights
Holders may sell manufactured merchandise exclusively through OtterOps Authorized Distributors. Direct personal retail is not permitted unless formally approved.
2.3 Non-Exclusive Rights
OtterOps retains full rights to produce merchandise of any character.
3. Manufacturing Pricing Structure
(All rates are priced in Canadian currency)
Plushie Unit Cost
| Quantity | Unit Cost per Plushie |
|---|---|
| 100 units | $4.71 |
| 250 units | $3.98 |
| 500 units | $2.21 |
| 1000 units | $2.05 |
Packaging Unit Cost
| Quantity | Unit Cost per Packaging |
|---|---|
| 100 units | $3.80 |
| 250 units | $2.45 |
| 500 units | $1.98 |
| 1000 units | $1.84 |
Additional Costs:
- + $1.00 OtterOps Manufacturing Fee (per unit)
- + Shipping of Plushies from Manufacturer to Retailers (cost varies by quantity/destination)
Minimum Order Quantity (MOQ): 100 units
All plushies must be shipped to OtterOps headquarters in Montreal for packaging, labeling, and quality control before retail distribution.
Official Plushie Prototype & Packaging Preview
Below are preview images of the current OtterOps plushie prototype and retail packaging concept. Final production versions may include minor refinements while maintaining the overall design and quality.
Product Specifications
Plushie Height: 6 inches (includes keychain at the top)
Packaging Box Dimensions:
- Height: 7.5 inches
- Length: 5.5 inches
- Width: 2.25 inches
4. Retail Sales Structure
(All rates are priced in Canadian currency)
Retail Sales Price
- Standard Plush (Casual, Uniform, Elite): $25.00
- Epic / Legendary Plush: $30.00
Revenue Distribution Per Unit Sold
- OtterOps receives a fixed $1.00 fee per unit sold
- Retailer receives 60% of the net profit pool after costs
- NFT Holder receives 40% of the net profit pool after costs + recoup initial investment
Example on 100 Units
NFT Holder pays:
- $4.71 × 100 to manufacture 100 Plushies
- $1.00 × 100 OtterOps manufacturing fee
- $2.00 × 100 shipping fee from manufacturer to Montreal, Canada depot (rates only an estimate)
- $3.80 × 100 packaging costs
Total Cost: $11.51 per unit ($1,151 total)
Retail Sales at $25.00 for Standard Plush:
- $1.00 OtterOps distribution fee
- $11.51 production cost
- 60% of net profit for retailer
- 40% of net profit for NFT Holder
$25.00 (sale price) − $1.00 (OtterOps fee) = $24.00
$24.00 − $11.51 (production cost) = $12.49
$12.49 − 60% (retailer profit share) = $7.49
$12.49 − 40% (NFT Holder profit share) = $4.99
Total Earnings Per Unit Sale to NFT Holder:
$4.99 (40% of net profit) + $11.51 (initial investment) = $16.50
4.1 Retail Sales Model (Consignment-Based)
OtterOps currently operates under a consignment retail model. Retail partners do not purchase plushies upfront or wholesale. Plushies are placed on store shelves, and retailers report units sold on a weekly or bi-weekly basis. Retailers pay OtterOps only for units sold.
NFT Holder payouts occur only after OtterOps has collected payment from the retailer.
Distribution & Geographic Expansion
OtterOps’ initial retail focus is Montreal (Canada) and surrounding regions (Laval, South Shore, etc.). As operations grow, distribution may expand to other Canadian provinces, the United States, and international markets. Retailers from any region may apply through the OtterOps website.
Shipping Responsibilities
Plushies are manufactured overseas and shipped to OtterOps headquarters in Montreal. NFT Holders are responsible for covering international shipping costs to Montreal. OtterOps covers local delivery costs to Montreal-area retail partners. For retailers outside Montreal, NFT Holders are responsible for additional domestic or international shipping costs.
Direct shipping from manufacturers to retailers is not permitted because all plushies must be packaged, labeled, and assigned unique ID numbers at OtterOps headquarters before distribution.
4.2 How to Place an Order (Plushies + Apparel)
To manufacture OtterOps plushies or approved apparel using your NFT Holder commercial rights, submit a manufacturing application. Requests are reviewed manually.
You will be asked to provide your NFT wallet address and NFT details so OtterOps can verify ownership before approving production.
Please include: your NFT wallet address, the character/name of the otter, product type (plushie / hoodie / t-shirt), quantities, and your preferred delivery region.
4.3 Official OtterOps Merchandise Program
(All rates are priced in Canadian currency)
Merch applications are processed manually. The merch shop opens once 20 approved license holders are secured.
A. Retail License Program
OtterOps NFT holders may apply for participation in the Official Merchandise Program.
Annual Merch Retail License Fee
- First 20 approved applicants: $25 annual fee
- Subsequent applicants: $50 annual fee
The OtterOps Merch Shop will officially open once a minimum of 20 approved license holders are secured.
There are no upfront manufacturing costs required beyond the annual Retail License Fee.
B. Manufacturing & Fulfillment
OtterOps merchandise is manufactured and fulfilled through OtterOps.
All designs are created exclusively by OtterOps and are based on the NFT holder's specific NFT character.
NFT Holders do not produce, manufacture, or ship products themselves.
All merchandise is:
- Designed by OtterOps
- Manufactured by OtterOps approved manufacturers
- Sold exclusively on the official OtterOps website
C. Product Specifications
T-Shirts
- Pure Cotton Unisex (Black)
- Sizes: M, L, XL, 2XL, 3XL
NOTE: Sizing runs slightly smaller than standard
Hoodies
- Classic Unisex Cotton (Black)
- Sizes: XS, S, M, XL, 2XL, 3XL
NOTE: Sizing runs slightly smaller than standard
D. Pricing & Profit Structure
Retail prices are determined based on NFT rarity tier.
T-Shirts
Retail Price (based on rarity)
- $25 (Common/Uncommon)
- $30 (Rare/Epic)
- $35 (Legendary)
Hoodies
Retail Price (based on rarity)
- $40 (Common/Uncommon)
- $45 (Rare/Epic)
- $50 (Legendary)
Costs Include:
- Manufacturing (T-Shirts/$8.64, Hoodies/$13.98)
- Shipping (location dependent)
- Shopify Transaction Fee (2.9% + $0.30)
- OtterOps platform fee: $2 per item
NFT Holder receives the remaining net profit after:
- Production cost
- Shipping
- Shopify fees
- OtterOps $2 fee
Shipping for single items is included in the retail price.
Additional items incur additional shipping cost.
Estimated Profit per item for NFT Holder:
- T-Shirts: $5.73 – $15.44
- Hoodies: $10.65 – $20.36
* These are approximate estimates. Rates may vary based on destination, fees, and shipping changes.
E. Wholesale & Retail Locations
Approved retailers may purchase OtterOps merchandise wholesale directly through the official OtterOps website for resale at physical locations.
Bulk pricing available upon request.
Contact
otterops.official@gmail.com
OtterOps reserves the right to approve or deny designs and discontinue merchandise that does not meet brand standards.
NFT holders may not independently manufacture OtterOps merchandise outside the official program.
5. Variability of Costs
All manufacturing costs may fluctuate based on materials, shipping, labor, and factory adjustments. Updated quotes will be provided prior to production.
6. Intellectual Property
Holders own their NFT. OtterOps retains full IP over the brand, universe, lore, and characters.
6.1 Rights Reserved by OtterOps
OtterOps may use any character (including Holder-owned otters) in the animated-comic series, promotional material, lore, and marketing without compensation to the Holder.
6.2 No Royalties
Holders do not receive royalties from animated-comic revenue, merchandise sold by OtterOps, or use of their character in the animated-comic series.
6.3 Optional Future Perks
Revenue-sharing models may or may not be introduced in future seasons as a bonus perk. These are not contractual or guaranteed.
7. Revocation of Rights
OtterOps may suspend or revoke commercial rights if the Holder:
- Uses unauthorized manufacturers
- Sells through non-approved channels
- Misrepresents the brand
- Loses ownership of the NFT
8. No Guarantee of Profit
OtterOps does not guarantee sales, demand, or profitability of merchandise (including plushies).
9. Updates to Agreement
OtterOps may update this Agreement at any time. Updated versions will be published on the official website.
10. Acceptance
By minting, holding, or purchasing an OtterOps NFT, you acknowledge and agree to the terms of this Agreement.