📗Terms

Last modified: January 11, 2024

This Agreement specifies the terms governing the use of the Products offered by Mint Club (also referred to as "Mint Club", "we", "our", or "us"). Our Products primarily encompass https://mint.club/, which hosts our primary user interface (referred to as the "Interface" or "App"). Accessing or using these Products implies your acknowledgement and acceptance of these terms. If you do not agree with these terms, you are advised not to use our Products.

To use our Products, you must be legally able to form a contract and represent that you are of legal age in your jurisdiction. If you're accessing on behalf of an entity, you must have legal authority to bind that entity. You confirm that you are not under any government sanctions or located in a restricted jurisdiction. You agree to comply with all laws and regulations in using our Products and not engage in any illegal activities.

Note: This Agreement includes a binding arbitration clause and a class action waiver, affecting how disputes are resolved. You should only use our Products if you fully agree to these terms.

Note: In this Agreement, the term "digital assets" refers to tokens (also known as cryptocurrencies) adhering to the ERC20 Standard (detailed at https://ethereum.org/en/developers/docs/standards/tokens/erc-20/) or the ERC1155 Standard (detailed at https://ethereum.org/en/developers/docs/standards/tokens/erc-1155/) on various public blockchains. Throughout this Agreement, the term "tokens" specifically denotes digital assets that follow the ERC20 Standard, while "NFTs" refers to those following the ERC1155 Standard.

Note: In this Agreement, the term “base assets” (also known as "reserve tokens") refers to the assets that are set to be paid in or returned through the bonding curve-backed liquidity pool when you trade tokens or NFTs via the Mint Club protocol. To effectively use our Products, it is imperative that you fully understand how the bonding curve system operates, as specifically outlined in our documentation available at https://docs.mint.club/learn/bonding and https://docs.mint.club/mintburn/mint-burn-overview.

1. Our Products

1.1 The Interface: The Interface provides web and mobile-based access to the "Mint Club protocol" or the "Protocol", a decentralized protocol on various public blockchains, including Ethereum and BNB Smart Chain. This protocol enables users to create and trade compatible digital assets. The Interface is distinct from the Protocol itself and offers one of several means to access it. The Protocol includes versions v1 and v2, comprising open-source or source-available smart contracts deployed on various blockchains. Mint Club does not control or operate any version of the Protocol on these networks.

1.2 Lock-up Tool: This tool enables setting specific lock-up periods for tokens or NFTs, making them non-transferrable until the period ends. It operates through a self-executing smart contract, independent of Mint Club's control.

1.3 Airdrop Tool: Allows for the setup and management of public or private airdrops for tokens or NFTs, especially those created on Mint Club V2 or custom-added tokens. It functions via a self-executing smart contract, over which Mint Club does not have control.

1.4 Other Products: Additional products developed by Mint Club in the future will fall under these terms.

1.5 Third Party Services and Content: Usage of third-party products, services, or content in conjunction with Mint Club's Products is subject to third-party terms and fees, which users must adhere to.

Note: Our Products are detailed and described in the documentation available at https://docs.mint.club/ (“Docs” or “User Guide”). It is your responsibility to thoroughly read and understand the contents of this document before using or interacting with our Products. We are not responsible for any issues that arise due to your misunderstanding of the information about our Products as outlined in the Docs.

2. Modifications of this Agreement or our Products

2.1 Modifications of this Agreement: Mint Club can change the terms at any time, with updates available on their website. These changes are effective once posted. If you disagree with any changes, stop using their Products.

2.2 Modifications of our Products: Mint Club may alter or update their Products and manage content within them at their discretion, without notice.

3. Intellectual Property Rights

3.1 IP Rights Generally: Mint Club owns all intellectual property in its Products, including software, text, images, and trademarks. Users are granted a limited license to use these Products, but cannot modify, redistribute, or reverse engineer them. Users grant Mint Club a license to use, modify, and display any content they post on the Products. Users must have all necessary rights and permissions for any content they post and ensure it doesn't infringe on any intellectual property rights.

3.2 DMCA Complaints: Mint Club respects intellectual property rights and adheres to the DMCA for addressing copyright infringement:

• Infringement Reporting: Provide an authorized signature, identify the copyrighted work, specify the location of the infringing material on Mint Club, include contact information, state the unauthorized use, and affirm accuracy under penalty of perjury.

• Counter-Notification: Send a counter-notification with your signature, location of removed content, a statement of belief in non-infringement, contact details, and consent to local jurisdiction.

• Action on Notices: Valid reports result in immediate removal or disabling of the alleged infringing content, with user notification.

• Repeat Infringer Policy: Users repeatedly infringing may face account termination or access restrictions.

DMCA notices and counter-notices should be sent to: [e-mail].

3.3 Third-Party Resources and Promotions: Mint Club' Products may include links to third-party resources and promotions, but the company does not control, endorse, or assume responsibility for them. Your use of these resources and participation in promotions is at your own risk and is not covered by this Agreement. Mint Club is not liable for any outcomes related to these third-party interactions.

3.4 Additional Rights: Mint Club has the right to cooperate with law enforcement, courts, or government investigations, and may disclose user information as requested by these authorities or relevant third parties.

4. Your Responsibilities

4.1 Prohibited Activity: You must not engage in prohibited activities while using Mint Club' Interface. These include:

• Intellectual Property Infringement: Violating any intellectual property rights like copyrights, trademarks, patents, etc.

• Cyberattacks: Compromising any IT system's integrity, security, or functionality, including spreading viruses or conducting denial of service attacks.

• Fraud and Misrepresentation: Deceiving Mint Club or others, including providing false or misleading information.

• Market Manipulation: Violating laws regulating trading markets, such as engaging in "rug pulls", pumping and dumping, or wash trading.

• Securities and Derivatives Violations: Breaking laws related to securities or derivatives trading, like unregistered securities offerings or illegal commodity trading.

• Sale of Stolen Property: Dealing in stolen, fraudulently obtained, or unauthorized items.

• Data Mining or Scraping: Using data mining, robots, or similar methods to extract content from Mint Club' Products.

• Objectionable Content: Posting harmful, violent, defamatory, vulgar, obscene, or discriminatory content, or soliciting information from minors.

• Unlawful Conduct: Engaging in any activity that violates applicable laws, including U.S. restrictions and regulations.

4.2 Trading: You acknowledge that:

• All trades you make using Mint Club' Products are unsolicited and initiated by you.

• You haven't received any investment advice from us for your trades.

• We don't review the suitability of your trades.

4.3 Non-Custodial and No Fiduciary Duties:

• Mint Club’s Products are non-custodial. We do not control or manage your digital assets.

• You hold full responsibility for the security and management of your wallet, including safeguarding your private keys.

• We are not responsible for any issues arising from your wallet usage.

• This Agreement does not establish any fiduciary responsibilities from us to you.

• It is your duty to ensure the identity, legitimacy, and authenticity of any tokens or NFTs that you purchase through our Interface.

• We do not assure the authenticity, legality, or validity of users, tokens, or NFTs displayed or transacted on our Products.

4.4 Compliance and Tax Obligations

• It's your responsibility to ensure that using Mint Club' Products is permissible in your jurisdiction.

• You must comply with all applicable laws and regulations.

• Using Mint Club' Products or the Protocol may lead to various tax consequences (like income tax, VAT, GST, sales tax).

• You're responsible for determining tax applicability on your transactions and fulfilling tax obligations accordingly.

4.5 Token and NFT Terms

• Tokens and NFTs accessible through our Products may be governed by terms established by their creators, covering usage and benefits.

• Additional terms from creators' websites may apply to digital assets viewed via the Interface; these are binding for Token and NFT owners.

• Mint Club does not partake in setting these creator-specific terms. The responsibility to observe and enforce these terms lies with the buyers and sellers.

4.6 Gas Fees

You are responsible for paying the network transaction fees ("Gas Fees") for blockchain transactions initiated through Mint Club' Products, unless otherwise specified.

4.7 Release of Claims

• You accept all risks associated with using Mint Club' Products and release Mint Club from any liability, claims, or damages related to their use.

• California residents waive certain rights under California Civil Code § 1542 regarding unknown claims at the time of releasing a party from liability.

5. DISCLAIMERS

5.1 ASSUMPTION OF RISK -- GENERALLY

• By using Mint Club's Products, you acknowledge your understanding and capacity to handle the risks associated with cryptographic and blockchain technologies. This includes being familiar with digital assets like Ethereum (ETH), stablecoins, and other tokens following blockchain standards like ERC20 and ERC1155.

• Understand that the markets for digital assets are emergent and subject to volatility, affected by factors including adoption, speculation, and changes in regulations. Be aware that anyone can create tokens or NFTs, which may include counterfeit or misrepresented assets. It is your responsibility to verify their authenticity. Note that stablecoins might not always be stable or fully backed and could be subject to market fluctuations.

• Transactions executed via smart contracts are automatic and irreversible. The cost and speed of transactions on blockchain networks are variable and can change significantly. Engaging in advanced trading modes could expose you to increased risks like price slippage.

• As a trader (a user who buys or sells digital assets via the Interface) or a creator (a user who generates digital assets via the Interface) using our Products, be aware that the value of your digital assets can fluctuate or potentially diminish in value due to market fluctuations.

• Mint Club does not develop or oversee cross-chain bridges and offers no assurances regarding their reliability or security.

• In summary, Mint Club is not responsible for the aforementioned risks and does not have control over the Protocol. You bear full responsibility for all risks involved in engaging with Mint Club's Products and the Protocol.

5.2 ASSUMPTION OF RISK - TOKENS AND NFTS

• Tokens and NFTs involve inherent risks, including market volatility.

• Their value can be affected by fluctuations in cryptocurrency prices.

• Risks include counterfeit or mislabeled items, and tokens and NFTs on faulty smart contracts.

• We may flag suspicious items but don't guarantee accuracy or the continuous visibility of tokens and NFTs.

5.3 ASSUMPTION OF RISK - BASE ASSET

Be aware that some base assets (reserve tokens) may have functions like tax, rebase, or blacklist, which can lead to unpredictable effects on the bonding curve and the value of the assets you purchase. It's crucial to research and understand if these functions are present in the base asset of any tokens or NFTs you plan to buy. Mint Club assumes no responsibility for issues arising from these base asset functions.

5.4 FRAUDULENT TOKEN RISKS

The open nature of Mint Club allows anyone to create Tokens and NFTs, potentially including imitations of existing assets or those falsely representing unrelated projects. Some may even involve aspects considered illegal in certain jurisdictions. We urge you to conduct thorough research prior to any transaction. You bear full responsibility for any financial losses or legal breaches incurred through your transactions. Mint Club, its affiliates, or any associated parties cannot be held accountable for these losses or legal violations.

5.5 NO WARRANTIES

• Our Products are provided "as is" without warranties of any kind.

• We are not responsible for inaccuracies, interruptions, or errors in our Products.

• The Protocol is autonomous and community-driven; we are not liable for any issues related to its use.

5.6 NO INVESTMENT ADVICE

• Information on tokens and NFTs provided in our Products is for informational purposes only, not investment advice.

• Decisions based on this information are the user's responsibility.

5.7 ASSUMPTION OF RISK - PROTOCOL

While we have made every effort to ensure protocol security, including extensive community and CertiK security audits, potential hidden errors, bugs, or vulnerabilities may still exist. Mint Club does not assume responsibility for any financial losses or value decreases due to protocol/contract issues. Users are fully responsible for conducting their own research prior to using the Mint Club protocol.

6. Indemnification

You agree to protect and not hold us liable for any claims, damages, or costs arising from your use of our Products, any violations of this Agreement, any unauthorized use of our Products through your devices or accounts, and disputes with other users or your customers.

7. Limitation of Liability

• We are not liable for indirect or consequential damages from using our Products, including data loss, hacking, or unauthorized access.

• We don’t guarantee third-party services linked in our Products and are not liable for damages related to third-party software, products, or services.

8. Governing Law, Dispute Resolution, and Class Action Waivers

8.1 Governing Law

• This Agreement is governed by South Korean law. Any disputes arising from or in connection with this Agreement shall be subject to the jurisdiction of the Seoul Central District Court as the court of first instance.

• Prior to formal legal action, we aim to resolve disputes informally. If informal resolution is not possible, disputes will be resolved through arbitration in Seoul, adhering to the applicable arbitration procedures.

8.2 Class Action and Jury Trial Waiver: Disputes must be brought individually, not as part of class actions. Both parties waive rights to a jury trial.

9. Miscellaneous

9.1 Entire Agreement: This Agreement is the complete and exclusive understanding between you and us, superseding all prior agreements and understandings about its subject matter.

9.2 Assignment: You cannot assign or transfer this Agreement without our written consent. We can freely assign it. This Agreement benefits and binds the parties and their successors and permitted assigns.

9.3 Rewards: We may offer rewards for certain activities with our Products. Reward criteria are detailed in the product or our documentation. Rewards are subject to your compliance with terms, and we reserve the right to change or cancel rewards programs at any time.

9.4 Not Registered with the SEC or Any Other Agency: We are not registered with the SEC or any similar agency and do not guarantee the best market pricing or execution in our Products. Trades occur on public blockchains like Ethereum.

9.5. Notice

We may provide notices to you through public communication channels, effective upon posting.

9.6 Severability

If any part of this Agreement is invalid or unenforceable, it will be modified to the extent possible to be effective and not affect the validity of the rest of the Agreement.

10. Delist

Mint Club reserves the exclusive right to delist any tokens or NFTs from our Products, particularly if they pose a risk to the stability or security of the platform, service, or Protocol. We are not responsible for any financial loss or decrease in value resulting from the delisting of tokens or NFTs from our Products.

11. Privacy

• Your privacy is important to us. We respond to valid legal requests for information and challenge any that are inappropriate or overly broad.

• We use reasonable measures to protect your personal information but cannot guarantee absolute security against unauthorized access or misuse.

• We use cookies and similar technologies on our website for various purposes, such as analyzing site usage, maintaining user sessions, and for certain functionalities. You can control cookies through your browser settings.

• Specifically, we use Google Analytics to analyze website usage. Google may store this data, including your masked IP address, in the United States or other countries. They use this data to provide us with reports on website activity.

12. Questions & Contact Information

For inquiries or reports regarding Mint Club, including abuse or copyright infringement, contact us at [e-mail].