Theresa Legal Documentation Package

CERTIFICATE OF INCORPORATION
OF
THERESA CORPORATION

ARTICLE I - NAME
The name of the corporation is Theresa Corporation (the "Corporation").

ARTICLE II - PURPOSE
The purpose of the Corporation is to engage in any lawful act or activity for which corporations may be organized under the General Corporation Law of [State].

ARTICLE III - REGISTERED OFFICE
The address of the Corporation's registered office is [Address]. The name of its registered agent at such address is [Name].

ARTICLE IV - STOCK
The total number of shares of stock that the Corporation shall have authority to issue is [Number] shares of Common Stock, with a par value of $[Amount] per share.

ARTICLE V - BOARD OF DIRECTORS
The number of directors constituting the initial Board of Directors is [Number], and the names and addresses of the persons who are to serve as directors until the first annual meeting of stockholders or until their successors are elected and qualified are:
[Director Names and Addresses]

BYLAWS
OF
THERESA CORPORATION

ARTICLE I - OFFICES
Section 1.1 Principal Office
Section 1.2 Additional Offices

ARTICLE II - SHAREHOLDERS
Section 2.1 Annual Meeting
Section 2.2 Special Meetings
Section 2.3 Notice of Meetings
Section 2.4 Quorum
Section 2.5 Voting Rights

ARTICLE III - BOARD OF DIRECTORS
Section 3.1 Powers
Section 3.2 Number and Term
Section 3.3 Meetings
Section 3.4 Quorum
Section 3.5 Action Without Meeting

[Additional standard bylaw provisions...]

THERESA TOKEN SALE AGREEMENT

1. DEFINITIONS
   1.1 "Token" means the THERESA utility token
   1.2 "Sale" means the initial token offering
   1.3 "Purchaser" means the party acquiring Tokens
   
2. TOKEN PURCHASE
   2.1 Subject to these Terms, Seller agrees to sell to Purchaser and Purchaser agrees to purchase from Seller the right to receive Tokens.
   
3. USE OF PROCEEDS
   3.1 Proceeds will be used for:
       (a) Land development
       (b) Infrastructure construction
       (c) Operating expenses
       (d) Technology development

4. REPRESENTATIONS AND WARRANTIES
   4.1 Purchaser Representations
   4.2 Seller Representations
   
5. RESTRICTIONS
   5.1 Transfer Restrictions
   5.2 Jurisdictional Limitations
   5.3 Compliance Requirements

[Additional standard token sale provisions...]

THERESA NFT TERMS AND CONDITIONS

1. NFT RIGHTS AND LIMITATIONS
   1.1 Ownership Rights
       (a) Digital asset ownership
       (b) Land access rights
       (c) Redemption rights for corporate ownership
       
   1.2 Restrictions
       (a) Transfer limitations
       (b) Usage requirements
       (c) Compliance obligations

2. PROPERTY ACCESS RIGHTS
   2.1 Access Privileges
   2.2 Usage Rules
   2.3 Reservation System
   
3. OWNERSHIP CONVERSION
   3.1 Conversion Process
   3.2 Corporate Rights
   3.3 Limitations

[Additional NFT-specific provisions...]

THERESA DAO OPERATING AGREEMENT

1. ORGANIZATION
   1.1 Formation
   1.2 Purpose
   1.3 Membership
   
2. GOVERNANCE
   2.1 Voting Rights
   2.2 Proposal System
   2.3 Decision Making
   
3. TREASURY MANAGEMENT
   3.1 Asset Control
   3.2 Spending Authority
   3.3 Audit Requirements
   
4. LIABILITY AND INDEMNIFICATION
   4.1 Member Liability
   4.2 Indemnification
   4.3 Insurance

[Additional DAO governance provisions...]

LAND USE AND MANAGEMENT AGREEMENT

1. PROPERTY DESCRIPTION
   1.1 Legal Description
   1.2 Permitted Uses
   1.3 Restrictions

2. ACCESS RIGHTS
   2.1 NFT Holder Rights
   2.2 Token Holder Rights
   2.3 Usage Rules

3. MAINTENANCE AND OPERATIONS
   3.1 Responsibility
   3.2 Costs
   3.3 Standards

[Additional land use provisions...]

PRIVACY POLICY

1. DATA COLLECTION
   1.1 Types of Data
   1.2 Collection Methods
   1.3 Purpose

2. DATA USE
   2.1 Primary Uses
   2.2 Secondary Uses
   2.3 Restrictions

3. DATA PROTECTION
   3.1 Security Measures
   3.2 Access Controls
   3.3 Retention Policy

[Additional privacy provisions...]

TERMS OF SERVICE

1. SERVICE DESCRIPTION
   1.1 Platform Services
   1.2 Token Services
   1.3 Property Services

2. USER OBLIGATIONS
   2.1 Account Requirements
   2.2 Prohibited Activities
   2.3 Compliance Requirements

3. LIABILITY LIMITATIONS
   3.1 Warranty Disclaimers
   3.2 Limitation of Liability
   3.3 Indemnification

[Additional terms of service provisions...]

KNOW YOUR CUSTOMER AND ANTI-MONEY LAUNDERING POLICY

1. VERIFICATION REQUIREMENTS
   1.1 Identity Verification
   1.2 Documentation Requirements
   1.3 Verification Process

2. MONITORING
   2.1 Transaction Monitoring
   2.2 Risk Assessment
   2.3 Reporting Requirements

[Additional compliance provisions...]

SMART CONTRACT TERMS AND CONDITIONS

1. CONTRACT FUNCTIONALITY
   1.1 Token Functions
   1.2 NFT Functions
   1.3 DAO Functions

2. RISK FACTORS
   2.1 Technical Risks
   2.2 Operational Risks
   2.3 Regulatory Risks

3. MODIFICATION RIGHTS
   3.1 Upgrade Process
   3.2 Emergency Powers
   3.3 Community Rights

[Additional smart contract provisions...]

INTELLECTUAL PROPERTY ASSIGNMENT

1. ASSIGNED RIGHTS
   1.1 Trademarks
   1.2 Patents
   1.3 Copyrights

2. USAGE RIGHTS
   2.1 License Grants
   2.2 Restrictions
   2.3 Term and Termination

[Additional IP provisions...]

DISPUTE RESOLUTION PROCEDURES

1. INFORMAL RESOLUTION
   1.1 Notice Requirements
   1.2 Negotiation Period
   1.3 Mediation

2. FORMAL RESOLUTION
   2.1 Arbitration
   2.2 Jurisdiction
   2.3 Governing Law

[Additional dispute resolution provisions...]

EMERGENCY ACTION PROCEDURES

1. TRIGGER EVENTS
   1.1 Technical Emergencies
   1.2 Security Breaches
   1.3 Regulatory Actions

2. RESPONSE PROCEDURES
   2.1 Immediate Actions
   2.2 Communication Requirements
   2.3 Recovery Process

[Additional emergency provisions...]