Mintalio Terms and Conditions
Mintalio is a bitcoin-focused digital art website based on the LNFT platform which provides a new way for artists and their fans to interact in a more direct way. Mintalio provides artists with an easy and intuitive way to mint and trade non-fungible tokens (NFTs) on the Liquid Network (a Bitcoin sidechain). Mintalio allows fans to support their favourite artist through digital patronage. As an artist or fan you should understand exactly how Mintalio works before you decide to participate. These Terms & Conditions give a quick summary, but you should review the Mintalio FAQs and ask questions on the Mintalio support forums to get more information.
These Terms Set Forth a Legally Binding Agreement
THESE TERMS SET FORTH THE LEGALLY BINDING TERMS AND CONDITIONS THAT GOVERN YOUR USE OF THE WEBSITE OR PLATFORM. BY ACCESSING OR USING THIS SITE, YOU AGREE TO BE BOUND TO THESE TERMS AND CONDITIONS AND YOU HAVE THE RIGHT, AUTHORITY, AND CAPACITY TO ENTER INTO THESE TERMS. IF YOU DO NOT AGREE WITH ALL OF THE PROVISIONS OF THESE TERMS, YOU ARE PROHIBITED FROM ACCESSING, USING, OR TRANSACTING ON THE WEBSITE. YOU CONFIRM THAT YOU ARE LEGALLY PERMITTED TO USE THE SERVICES IN YOUR JURISDICTION AND THAT THE COMPANY IS NOT LIABLE FOR YOUR COMPLIANCE WITH SUCH APPLICABLE LAWS. IN ADDITION, BY PARTICIPATING IN ANY AUCTION YOU AGREE TO THE TERMS OF THAT AUCTION.
Mintalio is an open source curated instance of the LNFT platform for Bitcoin artists and fans. LNFT is a web-based platform for issuing and transacting with non-fungible tokens on the Bitcoin Liquid Network.
Accessing and Interacting with the Website
User account registration and types of accounts
All new users will need a valid email address to register in the Website. The Website has two types of user accounts: Artist and Fan account. All new users will automatically receive a Fan account when registering in the Website. This account will allow the User to trade NFTs in the Website but it will not provide permission to upload Artwork to the Website or mint NFTs. On the other hand, the Artist account will have the same functionality as the Fan account with the added permissions of uploading Artwork and minting NFTs in the Website. Initially, only a limited number of Artist accounts will be granted to selected artists. Users must ensure that Account(s) registered are personal and will not be used by any other person. You must inform us immediately of any breach of security, loss, theft or unauthorized use of your username, password or security information at support@Mintalio.com
Users agree to use the Website only for purposes that are legal and in accordance with these Terms and any applicable laws or regulations. You may not, and may not allow any third party to:
- Send, upload, distribute or disseminate any unlawful, defamatory, harassing, abusive, fraudulent, obscene, or otherwise objectionable content Undertake any unlawful activity which would violate, or assist in violation of, any law, statute, ordinance, or regulation, sanctions program administered in any relevant country.
- Distribute viruses, worms, defects, Trojan horses or any other type of malware or items of a destructive or deceptive nature
- Impersonate another person (via the use of an email address or otherwise)
- Upload, post, transmit or otherwise make available through the Platform any content that infringes the intellectual proprietary rights of any party
- Operate to defraud other Users, or any other person or provide false, inaccurate or misleading information
- Engage in, promote, or encourage illegal activity including but not limited to terrorism, tax evasion or money laundering.
- Exploit the Website for any unauthorized commercial purpose
- Remove any copyright, trademark or other proprietary rights notices contained in the Platform or any part of it
- Create user accounts by automated means or under false or fraudulent pretenses.
The Operator reserves the right to terminate, suspend or restrict Users access to any Account(s) if there is reasonable suspicion by us that the person logged into your Account(s) is not you or if we suspect that the Account(s) have been or will be used for any illegal, fraudulent, or unauthorized purposes in accordance with this Terms. Under no circumstances shall the Operator indemnified persons in accordance with these Terms, be responsible or liable for any direct or indirect losses, damages or costs suffered by you or any other person or entity due to any such termination, suspension or restriction of access to any Account(s).
When registering a new account, the Website will automatically generate a free built-in non-custodial Liquid web-wallet that will be used by default in the Website. This is the recommended wallet to interact with the Website and it can be backed-up by recording the corresponding 12-words mnemonic seed phrase. Users however, have the option to import a different wallet by using their own 12-word mnemonic seed phrase.
Mintalio is a non-custodial service meaning that neither the Website nor Operator are ever in control of assets in Users wallets. Users are solely responsible for the security of their account and wallets. As with all crypto assets, control of the password, mnemonic seed phrase or private key is control of the asset. This is true for both NFTs and of the assets used to purchase them (e.g. L-BTC). Users also should realize that if the password, mnemonic seed phrase or private key is lost the assets will be permanently unrecoverable. In addition, since the wallet used to interact with the Website runs on the User’s device and in-browser, it is vulnerable to hacks and software bugs, in the operating system, and in other software (including malware) on that device and in the browser. You agree to maintain at all times adequate security and control of all of your account details, passwords, or any other codes that you use to access or interact with the Website. Users acknowledge and agree that the technologies used in Mintalio (including but not limited to cryptocurrencies, web wallets, atomic swaps, NFTs, integrations with 3rd parties) are experimental, speculative, and inherently risky. Users acknowledge and agree that the Mintalio services may be subject to bugs, malfunctions, timing errors, hacking and theft, that can adversely affect your account and may expose you to a risk of total loss, forfeiture of your funds or Mintalio Items, or lost opportunities to buy or sell Mintalio Items. Mintalio and Operator assume no liability or responsibility for any such failures, risks, or uncertainties.
Transactions in the Website
Transactions in the Website are settled and recorded in the Liquid Network, (a Bitcoin federated sidechain) using Liquid assets such as Liquid bitcoin (L-BTC) or Liquid USD Tether (L-USDt). In order to mint or trade NFTs in the Website, Users have to fund their wallet with L-BTC. To reduce the friction between the Bitcoin and Liquid Networks and provide an easy onboarding experience, the Website has a built-in integration with a coin.os API that allows users to instantly convert BTC to L-BTC by depositing to an on-chain address or paying a lightning network invoice. While L-BTC is necessary to pay for transaction fees in the Website (including NFT minting), it is possible to fund your wallet with other supported Liquid assets such as L-USDt or Liquid CAD (L-CAD) to bid for NFTs denominated in that asset type.
Transactions in Mintalio are peer-to-peer and use atomic swaps. This means that neither the Website or Operator need to hold funds in escrow in Token sales. Partially Signed Elements Transactions (PSET) used in these atomic swaps ensure that the parties involved in a transaction follow the Sale terms. In addition, royalties and auction holding periods are enforced through a 2-of-2 signing server provided by the Website that only signs off on transactions that meet certain conditions including making sure that Artists receive their corresponding royalties. Initially Mintalio will not charge any fee for any transaction performed in the Website (other than Liquid transaction fees), but this may change in the future.
Creation of Mintalio Items
All Artwork (“Artwork(s)”, “Creation(s)”, “Work”) posted on the Mintalio website is associated with a unique Liquid asset exclusively issued by an approved Mintalio Artist. Each Mintalio Item (“Item(s)”, “Non-fungible token(s)”, “NFT(s)” or “Token”) is minted by an Artist using the asset issuance functionality of the Liquid Network. The type of media files that are currently supported and can be used by Artists in Mintalio to post their Work are jpg, png, gif and mp4. When an Artist first uploads his or her Work to Mintalio, the media file is added to the IPFS network and assigned a unique content identifier (CID) derived from the SHA256 hash of the file. The Website hosts an IPFS node that is capable of maintaining a copy and serving the media files to other nodes. Artists or anyone interested could run their own IPFS node to provide this service and add redundancy to the system. After adding the Artwork to the IPFS network, the Artist's wallet generates a Liquid asset issuance transaction containing some metadata including the title of the Artwork and the CID. This issuance transaction (“Mint”) is then broadcasted to be permanently recorded in the Liquid blockchain, added to the Blockstream Asset Registry and the minted Token is sent to the Artist’s wallet that can then be traded in the Website. This action provides Mintalio Artists and Fans with a permanent record of authenticity and ownership of the Token. Since the asset registry is an open source project publicly available on GitHub anyone interested could clone this project and provide redundancy to the system. After a Token is minted by an Artist, he or she can then propose the terms (“Sale”) under which the Token will be sold to Fans (including the option to add royalties to be assigned to the original Artist) in a primary sale. After a Mintalio Item is sold by the original Artist, it can then be traded in a secondary market provided by the Website to any Mintalio User.
Initially, only invited Artists will be able to post Artwork in the Website, mint Tokens and make a primary Sale of Mintalio Items. This responsibility will then be passed on to the active Mintalio Artists. Artists seeking an invitation to create and list works for sale on Mintalio must submit a request that can be found here. Please keep in mind that due to current limited resources this process could initially extend for months. Mintalio has unilateral discretion in curating in the Website and makes no guarantees or promises that any Artists will be approved, even if the Artist was invited by a member of Mintalio to submit a request
By posting their Work and offering a Token on a Sale, an Artist agrees with Operator, and represents and warranties to Operator and any Fan bidding on the Work that:
- The Artist has the legal right to post the Work and to offer the Token and grant the rights in the Work described in the Sale terms
- That the Work doesn’t violate any third party’s rights, including copyright or trademark rights or the moral rights of artists
- that the Work doesn’t violate any law, including blasphemy or decency laws, and can legally be displayed to anyone regardless of his or her age
- Any information provided by the Artist, whether about themselves or any Work, is true, correct and complete and they will update as needed
- They are not acting individually or in collusion with anyone, including any Fan or User, to manipulate the Sale
- The Artist assumes all risks of using the Website, issuing Tokens, conducting Sales and settling Sales
- The Artist grants to the Operator a perpetual, world-wide, royalty-free license to use the Work and any information provided about the Work in operating the Website or in promoting the Website or Operator’s business generally. The fact that Operator may inspect the Work at, prior to or after posting to the Website does not affect these agreements, representations and warranties
- Artist agrees to indemnify Mintalio and Operator and be held liable for any claim against Mintalio or Operator arising out of the Artist’s breach of these Terms. Artist releases and forever discharges Mintalio and Operator from any damages or causes of action resulting from a sale of any of the Artist’s listed Mintalio Items occurring after the Artist’s breach of these Terms.
By posting their Work and offering a Token, an Artist acknowledges to Operator that:
- the Artist understands that technical errors, whether on the Artist’s part or in the Website software, the Liquid Network or any underlying cryptocurrency network are solely the risk of the Artist
- The Artist understands that Operator can refuse any Work or terminate any Sale at any time in its sole discretion for any reason or no reason at all without any liability to the Artist
- If Operator receives any DMCA notice or other claim of infringement of rights or of law, Operator may act as it sees fit in order to protect its interests, including removing the purportedly offending work from the Website, suspending or removing the Artist account and providing the claimant or law enforcement agency with any and all information about the Artist and the Work
By bidding on an Token, a Fan agrees with Operator, and represents and warranties to Operator and the Artist or any other Mintalio User that:
- They are old enough to access the site and to agree to buy the Token under applicable law
- They own and are entitled to use the assets they are using to buy the Token and such assets are not proceeds of any criminal activity
- Owning and displaying the Work does not violate applicable law
- They are not acting individually or in collusion with anyone, including the Artist, to manipulate the Sale
By bidding on a Token, a Fan acknowledges to the Operator that:
- The Fan understands that technical errors, whether on the Fan’s part or in the Website software, the Liquid Network or any underlying cryptocurrency network are solely the risk of the Fan
- Winning a Sale creates an agreement between the Artist and the Fan
- Purchasing a Token is a form of digital patronage and conveys only rights to that Item. The exclusive rights of the associated Artwork belong to the artist regardless of Token ownership. A Token does not convey any right or ownership on the associated Work and the Artwork can not be reproduced or derivative work created unless explicit permission is granted by the Artist or in the Sale terms. If any additional right is granted to the Token holder, this is automatically cancelled when the Token holder is no longer in possession of the associated Token for any reason including but not limited to selling of the Token.
- The ownership of the Token provides the Fan with the ability to display or perform the Work privately or publicly in social media platforms, blogs, digital galleries or virtual environments such as virtual worlds or virtual galleries for promotional purposes with the intent to sell the associated Token or to share the purchase or discuss the Artwork. Any other features associated with the Token including but not limited to a physical representation of the Artwork will be explicitly described in the Mintalio Item Sale. Unless authorized by the Artist or Sale terms, the owner of a Token can not use the associated Artwork for commercial purposes including but not limited to selling copies of the Work. If any additional permissions or rights are granted, these would be automatically cancelled once the Token holder is no longer in possession of the associated Token for any reason including but not limited to selling of the Token.
- The Operator may act as it sees fit in order to protect its interests, including cancelling the Fan’s account and providing the Artists or law enforcement agency with any and all information about the Fan.
- No assurance is given as to the current or future economic value of any Work
- The Tokens are issued as assets on the Liquid Network. In the event that the Liquid Network ceases to operate, the Tokens will no longer be capable of transfer.
Fans and Artists
By registering to use the Website, each Fan and Artist agrees with Mintalio that:
- All information provided in registering is true, correct and complete and will be updated in order to maintain it as true, correct and complete
- By posting any information on any forums maintained on the Website, the Fan or Artist grants to Operator a perpetual, world-wide, royalty-free license to use such information in operating the Website or in promoting the Website or Operator’s business generally and Operator may delete any such posting at any time for any reason or no reason at all.
- Users are responsible to pay any taxes, duties, and assessments now or hereafter claimed or imposed by any governmental authority, “ associated with your use of the Website (including, without limitation, any taxes that may become payable as the result of your ownership, transfer, purchase, sale, or creation of any Artwork(s)).
- You affirm that you are over the age of 18, as the Website is not intended for children under 18.
Mintalio provides an easy and intuitive way for Artists and Fans to buy and sell Mintalio Items. Artworks are listed in a searchable/sortable/filterable marketplace gallery. Bids and sales are conducted peer-to-peer using atomic swaps so the Website or Operator do not hold funds on escrow and are never in custody of User’s funds or Mintalio Items. Listings, bids, transfers and new Artwork activity are logged and presented in a site-wide feed. Royalties and auction holding periods are enforced through a 2-of-2 signing method where one of the keys is controlled by the Website and only transactions that meet certain conditions (such as original artist receiving the corresponding royalties) are signed off. Once NFTs are in a 2-2 wallet they are locked in the Website to ensure Sale terms such as auction times and royalties conditions are fulfilled. The terms of a Sale, like purchase currency, bidding intervals, settlement and number of Tokens auctioned are specified on the Site for the Sale
There are several trading options available for Users that include:
- Simple listing: Artists or Token owners can set a predefined price for the Mintalio Item or not, and decide on the listing asset denomination (e.g. L-BTC, L-USDt, etc.). The option to define a royalty rate (in percentage) is also available only for Artists when originally listing a Mintalio Item in a primary sale. This rate can not be modified afterwards by any Token owner. This listing option keeps the Mintalio Item available for purchase/bid as long as the Sale terms are not fulfilled, delisted or deleted by the Artist or Token owner.
- Auctions: This type of listing provides the same options as simple listing but adds the possibility to the Artists or Token owners to set a start and end date where offers can be presented by other Users. Once the auction is completed, the Artist or Token owner can select an offer to complete the Sale.
- Make an offer: In this case a listing price is not predefined for the Mintalio Item. This allows Users to make offers on a Mintalio Item that the Artist or current owner of the Mintalio Item can then accept, reject or wait until more offers are available.
- Buy Now: Artist or Token owners can decide to list a Mintalio Item for a predefined price. This allows other Users to automatically buy the Mintalio Item for the listed price. The completion of the trade is enforced by an atomic swap transaction created by the Artist or Token owner wallet when listing a Mintalio Item. In this scenario however, it is also possible for Users to make an offer instead of buying the Mintalio Item.
Each Artist and Fan agrees to indemnify the Operator and be held liable for any claim against the Operator arising out of the Artist’s or Fan’s breach of these Terms and all associated costs and expenses of investigation or defense, including costs of counsel. The Operator may modify these Terms at any time and by continuing to use this site, you are deemed to have agreed to the modified terms.
TO THE EXTENT PERMITTED BY APPLICABLE LAW, OPERATOR DISCLAIMS ALL WARRANTIES, CONDITIONS, AND REPRESENTATIONS OF ANY KIND, INCLUDING THOSE RELATING TO ANY TOKEN, THE WALLET, THE LIQUID NETWORK OR THIS SITE GENERALLY, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING THOSE RELATED TO MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, NON- INFRINGEMENT, AND THOSE ARISING OUT OF COURSE OF DEALING OR USAGE OF TRADE.
Limitations on Liability
TO THE EXTENT PERMITTED BY LAW, THE TOTAL LIABILITY OF THE OPERATOR FOR ANY CLAIMS UNDER THESE TERMS, INCLUDING FOR ANY IMPLIED WARRANTIES, IS LIMITED TO THE TOTAL AMOUNT YOU PAID TO US IN FEES OVER THE TWELVE (12) MONTHS PRECEDING THE DATE ON WHICH THE CLAIM AROSE. TO THE EXTENT PERMITTED BY LAW, THE OPERATOR WILL NOT BE RESPONSIBLE FOR LOST PROFITS, REVENUES, OR DATA, FINANCIAL LOSSES OR INDIRECT, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES.
ANY DISPUTES BETWEEN USERS AND OPERATOR WILL BE RESOLVED THROUGH BINDING AND FINAL ARBITRATION INSTEAD OF THROUGH COURT PROCEEDINGS. YOU WAIVE YOUR RIGHT TO ANY JURY TRIAL OF ANY CLAIM. All controversies, claims, counterclaims, or other disputes arising between you and the Operator relating to these terms and conditions, the Website or any Work or transaction shall be submitted for binding arbitration under the Rules of the American Arbitration Association. The arbitration will be heard and determined by a single arbitrator. The arbitrator’s decision will be final and binding upon the parties and may be enforced in any court of competent jurisdiction. The parties agree that the arbitration will be kept confidential and that the existence of the proceeding and any element of it (including, without limitation, any pleadings, briefs or other documents submitted or exchanged and any testimony or other oral submissions and awards) will not be disclosed beyond the arbitration proceedings, except as may lawfully be required in judicial proceedings relating to the arbitration or by applicable disclosure rules and regulations of securities, regulatory authorities, or other governmental agencies.
However any Fan, Artist or Operator may also bring qualifying claims in small claims court.
Choice of Law
These Terms will be governed by and construed under the laws of the State of New York, without giving effect to any conflict of laws rules or provisions.
These Terms were last updated on May 19th, 2021.