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Terms of Service - Atlanticus - November 2021
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Terms of Service

Last edit: 2/15/2022

Welcome to Atlanticus Music!

Atlanticus Music is a decentralised App, a marketplace made for artists to make a living from their craft and deepen their relationships with their most engaged fans.

Our aim is to create a new source of income for artists by selling their music as NFT cards  with a limited number of copies.

Atlanticus Music enables artists to directly mint their audio tracks and perks as NFT on the platform. Fans and collectors may buy from artists, sell to other individuals, enjoy the piece of music they have bought and the perks attached to it.

Definitions

A Buyer refers to the individual user of Atlanticus Music acquiring or attempting to buy Cards on Atlanticus Music’s Marketplace.

Cards refer to the digital artworks of a certain rarity, featuring an audio track, a cover and various perks attached to this particular sort of digital card available within the Service.

Cryptocurrency refers to any digital asset designed to work as a medium of exchange on blockchain and accepted as a mean of payment throughout the Service.

Fiat Currency refers to any currency having legal tender (euro, dollar, etc.).

Marketplace refers to the service offered by Atlanticus Music that allows Users to exchange or sell Cards on the Service.

NFT refers to the Non-Fungible Token which represents the Atlanticus Music’s Cards on the blockchain. This token ensures scarcity of the Card, transparency of the service and special properties such as royalties payments.

A Seller refers to the User offering to sell the Cards he/she has acquired and held on the Services’ Marketplace.

The Service refers to every service accessible on Atlanticus Music.com with a User account : the artists lineup, the music gallery, the description of the Cards, the User’s profile page.

Terms of service

These Terms of Use constitute a legally binding agreement between you and Atlanticus Music (as defined above) governing your access to and use of the Website and all associated services (hereinafter, the "Services").

Third-Party Services refers to the services that are not operated by Atlanticus Music, but are used to provide content or additional features to the Users such as payment services, crypto wallets, content on music players, etc.

User refers to any natural person or legal person using the services offered by the Service or visiting its website with a full legal capacity and who is not acting for purposes relating to his trade, business, craft or profession.

Website refers to the website Atlanticus Music.com including any subdomains thereof, and any other websites through which Atlanticus Music makes its services available.

Account

To use Atlanticus Music, Users must create an account for their own use. They shall secure the access keys to it.

Creation and access

Any User must be a natural person with full legal capacity or failing that be at least 13 years old and have obtained the agreement of their legal representatives, and provided us with his email address so that we establish contact with them.

Any User can create an account on the Service by:

providing his/her username, e-mail address; choosing a strong password; and accepting the Terms of Service.

The Service shall not be held liable for the loss or theft of a password by the User, or by the resulting account impersonation.

It is the User's responsibility to take all measures to secure access to this data.

Deletion

The User may, at any time, request the deletion of his/her account under the conditions set out by the Website.

The deletion of an account irreversibly leads to the deletion of all its personal data and profile stored by the Service.

For the time being, the Service is the only marketplace where the User can read the NFT media content and trade its NFT Cards.

Wallet and payment

The Service requires that each account connect a unique Wallet (currently only available for Metamask users) to ensure the registration of operations, conservation and the media consumption of the NFT Cards within the Service.

External wallets rely on an experimental technology independent of the Service. Therefore, the Service should not be held liable for any technical default, hacking or loss of the data stored on the Wallet.

Users are required to use the Wallet to execute transactions within the Service. You may credit or debit the Wallet with your own BNB at any time.

Credit card payments made through the Atlanticus Music Marketplace are handled by the electronic money institution listed on the Atlanticus Music Marketplace. For the time being, Atlanticus Music only works with Stripe payment solutions.  

You contract directly with Stripe for the processing of such payment by accepting its terms and conditions by means of a checkbox. Furthermore, Stripe requires Atlanticus Music’s Users to formally agree on waiving their right of withdrawal. 

Services

Before any registration, you can read the characteristics of our Services on our Platform.

You acknowledge:

Issuance of cards

The Service offers NFT Cards for sale in two ways.

i) A method of auction in which the Service only sets the floor price before Users bid for a specific period of time. The Buyer is the bidder with the highest bid. Artists have the possibility to set beforehand a Reserve Price for their Unique cards sold on Atlanticus Music.

During the auction process, the Service keeps the corresponding amount under escrow on the Blockchain to ensure successful payment.

The funds of participants other than the winning Bidder are automatically given back every time a higher bid is validated and put on-chain.

On secondary sales, the Service collects a double royalty from the sale price of the cards,  automatically subtracted at the end of the auction from the bidding price.

The amount of this double royalty is as follow : 10% of the net price for the artists, 2.5% of the net price for Atlanticus Music.

This royalty may vary at any time (but rest assured: we will inform you beforehand).  

ii) The other sale process is selling at a fixed price, for Uniques (1:1) and also for the Rare and SuperRare editions (ie: with a limited number of copies of Cards). The user owns the NFT Card from the moment of the payment confirmation.

Waiver of the right of withdrawal

Considering the digital nature of the Cards, you may not exercise a right of withdrawal from buying on the Service. The User therefore (i) agrees that the Service will commence upon its email confirmation of the registration on the Website and he/she (ii) waives his/her right of withdrawal.

Cards features and characteristics

Cards are issued by the Service based on a level of rarity specified on each item. For instance, a Card may be Rare, Super Rare or Unique, based on their numbers of copies.

Card images are allowed under agreements between the Service and the natural or legal persons concerned. All contractual provisions between the Service and these persons are enforceable against Users.

Support

Atlanticus Music makes the best efforts to maintain access to the Platform 24 - 7, except in case of scheduled maintenance or in case of force majeure.

Support is available at this email address: support@Atlanticusmusic.com

The Service undertakes to respond as quickly as possible, depending on the number of requests in process.

Liability of the Users

The User guarantees the Service against any breach, exceeding the foreseeable risk, that could result from the use of the Service by a User.

The User undertakes to use the Service only in accordance with the Terms of Service. It is not authorized to reconstruct the Service, decompile, disassemble or circumvent the technical restrictions it contains, except to the extent that such operations would be permitted by applicable laws. It is also prohibited to lend, rent, lease, resell, transfer or host the Service to or for third parties, unless expressly authorized by the Service.

Users will not misuse the Service for any purpose other than those for which they were designed, including but not limited to:

User also agrees not to:

User agrees not to distribute any content (this list is not exhaustive):

The User guarantees the Service against fraudulent, unfair or bad faith use of the service, in particular if this interferes with the use of the service by other Users.

The Service reserves the right to suspend or delete a User's account in case of violation of these Terms of Service, without prior notice or compensation.

Liability of the Service

Service Content

As a hosting provider, the Service is subject to a limited liability regime as provided by the EU Directive of the 8th of June 2000 (2000/31/EC) on eCommerce.

Therefore, the Service cannot be held liable for the content released by the Users as well as the contents exchanged between them and gives no guarantee, express or implicit, in this respect. The Service is a third party to Users' relationships and thereby excludes any liability in this regard.

Liability limitation

Atlanticus Music acts as an intermediary and is a third party in the relationship between the Artists and the Users. The Service undertakes to implement all the necessary means to ensure the best delivery of the services provided. However, the Service can only be bound by an obligation of best endeavor.

In the event of failure of the Service, it shall be liable only for direct and reasonably foreseeable damage, unless otherwise provided by law or regulation. Indirect damages that may result from failure or use of the Service are expressly excluded.

In any event, the Service may not, unless otherwise provided by law or regulation, be held liable beyond the amounts invoiced to the User by the Service during the last twelve months.

In particular, the Service shall not be held liable for:

Furthermore, Atlanticus Music does not guarantee that the Service:

- subject to constant research to improve performance and progress, will be totally free of errors, defects or faults;

- being standard and not offered according to your own personal constraints, will specifically meet your needs and expectations.

Furthermore, the Users are informed that when the value of the NFT Cards bought on the Service is denominated in Binance cryptocurrency, BNB. Atlanticus Music does not give any guarantee as to the fluctuation and/or depreciation of the value of the NFT. The Users therefore expressly decline any claim, demand or action related to the fluctuation and/or depreciation of the value of the NFT, regardless of the legal currency or cryptocurrency used.

For all intents and purposes, the User is reminded that Atlanticus Music shall not be liable for any loss User may suffer as a result of any failure related to the blockchain.

Atlanticus Music Metadatas

All NFT Cards on the Atlanticus Music’s Service is represented by a unique cryptographic token, exclusively minted by one of the Atlanticus Music's approved artists. Each Atlanticus Music Item is minted by an Artist using the Atlanticus Music Smart Contracts.

Atlanticus Music metadatas are tracked and stored on the third-party service IPFS. The cryptographic token enabling access to the metadatas is stored on the BNB Chain, providing the User of an Atlanticus Music NFT with a permanent record of authenticity and ownership.

Creating Atlanticus Music Items

Only artists invited and approved by Atlanticus Music are able to use the Service to create  and sell NFT Cards.

NFT Cards minted and sold on the Atlanticus Music Service include, but are not limited to: visual works, audiovisual works, animations, audio, photographs, 3D works, GIFs, and other creative digital works.

Applying to be a Atlanticus Music Artist

Artists willing to create and sell their works on the Atlanticus Music Service must submit a request to the following email address: artist@atlanticusmusic.com. Atlanticus Music has sole discretion in curating its Artist Network and makes no guarantee, no promise that any artist will be approved, even if the Artist was invited by a member of the Atlanticus Music employees to submit the request.

Artist-status approval and Minting rights

Once artists are approved by Atlanticus Music, they are granted permission to mint items using one or more of current formats : Rare, SuperRare, Unique.

To create an Atlanticus Music NFT Card, approved artists are required to upload an original and unreleased track along with an artwork cover, provide information about it and initiate the minting process resulting into a cryptographic token representing a digital version of the Card.

Artist Agrees to Mint only Original Works

By minting a NFT Card, artists expressly represent and warrant that their Work is an original creation. Artists are prohibited from minting Works consisting of unlicensed or unauthorized copyrighted content, including any imagery, design, audio, video, human likeness, or other unoriginal content not created by the Artist, not authorized for use by the Artist, not in the public domain, or otherwise without a valid claim of fair use. Artists can only mint works that they personally created and must refrain from minting works to which copyright ownership is unknown or disputed (ie: commissioned works or “works made for hire”).

Atlanticus Music Copyright Community Guidelines

Copyright is the law of art. As a digital art platform, we take copyright law seriously and encourage our artists and Users to learn more about their rights.

Artists Must Have Authority to Mint, Display, and Sell the Work

Artist expressly represents and warrants that their works minted on the Atlanticus Music Service contain only original artistic content otherwise authorized for use by the Artist. To the extent that a Work contains unoriginal content, including content from Works by other artists, the minting Artist further represents and warrants that it has permission to incorporate the unoriginal content. Artist represents and warrants that the sale, display or performance of minted NFT Card on the Service is not a violation of any agreement, contract, or obligation owed to a third-party.

Artists May Be Removed from the Service

Failure to abide by these Terms may result in, without limitation, suspension or deletion of the Artist’s account, revocation of the Artist’s minting privileges and other permissions to the Atlanticus Music Smart Contracts or Service, delisting the Artist’s items on the Site, or paying monetary damages. Atlanticus Music has the unilateral authority and discretion to remove, suspend, or revoke artists’ access to the Atlanticus Music Smart Contracts or any other aspect of the Service.

Artist Indemnifies and Releases Atlanticus Music

The Artist hereby agrees to indemnify Atlanticus Music and be held liable for any claim against Atlanticus Music arising out of the Artist’s breach of these Terms. The Artist hereby releases and forever discharges Atlanticus Music from any damages or causes of action resulting from a sale of any of the Artist’s listed NFT Cards occurring after the Artist’s breach of these Terms.

Atlanticus Music Service Prices & Fees

Every transaction on the Atlanticus Music Service is subject to Fees collected to support the artists and the development of the Atlanticus Music Service. Atlanticus Music collects a 2.5% commission on every secondary sales.

The amount of Fees for the sale of an Atlanticus Music NFT Card also depends on whether the transaction involves the Atlanticus Music NFT’s first sale (“Primary Sale”) or a subsequent sale in the secondary market (“Secondary Market Sale”). All Fees are collected and distributed at the time of the purchase of an Atlanticus Music NFT by the interaction with the Smart Contracts.

Users Agree to the Automated Collection and Disbursement of Fees by the Smart Contracts

The User agrees and understands that all fees, commissions, and royalties are transferred, processed, or initiated directly through one or more of the Smart Contracts on the BNB Chain. By transacting on the platform and by using the Smart Contracts, the User hereby acknowledges, consents to, and accepts all automated fees, commissions, and royalties for the sale of Items on the Atlanticus Music Service. The User hereby consents to and agrees to be bound by the Smart Contracts’ execution and distribution of the fees, commissions, and royalties. Users hereby waive any entitlement to royalties, commissions, or fees paid to another by operation of the Smart Contracts.

Users Consent to Automated Royalties to artists

The User consents to the automated collection and disbursement to artists of royalties for Secondary Market sales of Atlanticus Music Items. The User hereby waives any first sale defense or argument with respect to Secondary Market activities resulting in a royalty to an Atlanticus Music Artist.

Taxes

Users are responsible to pay any and all sales, use, value-added and other taxes, duties, and assessments now or hereafter claimed or imposed by any governmental authority, associated with your use of the Service (including, without limitation, any taxes that may become payable as the result of your ownership, transfer, purchase, sale, or creation of any cards).

Atlanticus Music will provide upon request at legal@atlanticusmusic.com, until an Income page will be available, the details of the transactions of a User.

Intellectual Property

Users' content

The User grants to the Service the right of exploitation, transferable, free of charge, for the whole world on the content he/she produces on the Service.

The rights thus granted may be used by the Service for promotion and advertisement of the content, as well as to broadcast on social networks.

Service content

All intellectual property rights on the website content, excluding the User-generated content and the Work, are the Service property. They are provided free of charge within the exclusive framework of the use of the Service. Therefore, any use of these contents without the prior permission of the Service is unlawful.

The Service is the service’s database producer. Any unauthorized extraction or reproduction is prohibited.

Works are protected by all intellectual property rights. In accordance with the article L111-3 of French Intellectual Property code, the NFT Card does not involve any transfert of the intellectual property which remains the exclusive property of the Artist.

Privacy policy

The Service is required to collect Users’ personal data, by any means and, in particular, during the User account creation. The communication of the personal data requested by the Service by Users is strictly necessary for the service's performance. Therefore, its communication is essential for the fulfillment of the parties’ contractual obligations. Consequently, without the requested information communication, the Service will not be able to establish contractual relations with the User.

Users agree that their personal data will be transmitted by the Service to other Users or, if needed, to their representatives, for the sole purpose of enabling the Service performance and under the provided conditions herein.

The personal data collected by the Service shall be stored for the time necessary to fulfill the Parties' contractual obligations, subject to the legal obligations of the Service.

The Service implements appropriate technical and organizational measures to ensure the security of personal data collected from its Users. However, in case of doubt by the User on the security of the protection of his personal data and in particular, on the security of his personal account, the User agrees to expose his situation to the Service as soon as possible.

Users have the right to access, rectify and delete their personal data. Anyone may also, for legitimate reasons, oppose the processing of their data. Users may exercise these rights at any time by sending their request to the following email address: support@Atlanticus Music.com.

Cookies

During the consultation of the Service, cookies may be registered on the User's electronic communications equipment to make the website's use easier and to collect statistics relating to attendance and access.

Cookies are text files that the website records on the terminal from which it is accessed in order to store various technical data to facilitate the website use and to collect statistical information about its Users.

Users are informed beforehand of the store on their terminal information. Users are free to accept or refuse the storage of cookies. Continuing to navigate on the website after having been informed means that the User accepts the data collection.

Hyperlink

The Service may contain hypertext links redirecting to third party sites. The Service has no control over these sites and declines all responsibility for access, content or use of these sites.

Applicable Law

This agreement will be governed by and constructed in accordance with the laws of France.

Amendment

Atlanticus Music may change our Terms of Service at any time and will notify you by any written means (including email) at least 30 calendar days before they come into effect.

The modified Terms of Service are applicable as soon as they become effective.

If the User does not agree to these changes, he/she must unsubscribe from the Service as described.

If User uses the Service after our amended Terms and Conditions become effective, Atlanticus Music will consider the User to have accepted them

Mediation

In the event of a dispute with Atlanticus Music, User can have recourse free of charge to the following consumer mediator for an amicable resolution:

Centre de médiation de la consommation de conciliateurs de justice (CM2C)

Postal address : 14 rue Saint Jean 75017 Paris, FRANCE

Phone Number : + 33 6 09 20 48 86

Last edited : 02/15/2022