Last updated:  July 4, 2022

Welcome to Mirror!

Reflective Technologies, Inc. dba Mirror (“Mirror,” “we,” “us,” “our”) provides its website located at https://mirror.xyz and its decentralized, cryptographic-based publishing platform (such website and platform, together with all related services, applications, features, tools, functionality and technology, collectively, the “Platform”) to you (“you” or “User"), subject to the following Terms of Service (as amended from time to time, the “Terms”).  The Platform also provides users with access to Smart Contracts made available by Mirror (collectively, the “Mirror Protocol”).  By connecting your Ethereum Virtual Machine (“EVM”) compatible cryptocurrency wallet to the Platform or otherwise using or accessing the Platform, you acknowledge that you have read and agree to these Terms.  The Privacy Policy and all such additional terms, guidelines, and rules as set forth on the Platform are hereby incorporated by reference into these Terms and expressly agreed to and acknowledged by the User.  If you are creating a Mirror account or using the Platform on behalf of an entity or other organization, you are agreeing to these Terms for that entity or organization and representing to Mirror that you have the authority to bind that entity or organization to these Terms (and, in which case, the terms “you” and “User” will refer to that entity or organization).

PLEASE READ THESE TERMS CAREFULLY, AS THEY CONTAIN AN AGREEMENT TO ARBITRATE AND OTHER IMPORTANT INFORMATION REGARDING YOUR LEGAL RIGHTS, REMEDIES, AND OBLIGATIONS.  THE AGREEMENT TO ARBITRATE REQUIRES (WITH LIMITED EXCEPTION) THAT YOU SUBMIT CLAIMS YOU HAVE AGAINST US TO BINDING AND FINAL ARBITRATION, AND FURTHER (1) YOU WILL ONLY BE PERMITTED TO PURSUE CLAIMS AGAINST MIRROR ON AN INDIVIDUAL BASIS, NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY CLASS OR REPRESENTATIVE ACTION OR PROCEEDING, (2) YOU WILL ONLY BE PERMITTED TO SEEK RELIEF (INCLUDING MONETARY, INJUNCTIVE, AND DECLARATORY RELIEF) ON AN INDIVIDUAL BASIS, AND (3) YOU MAY NOT BE ABLE TO HAVE ANY CLAIMS YOU HAVE AGAINST US RESOLVED BY A JURY OR IN A COURT OF LAW.

We reserve the right, at our sole discretion, to change or modify portions of these Terms at any time.  If we do this, we will post the changes or modifications on this page and will indicate at the top of this page the date these Terms were last revised.  We will also notify you of the changes or modifications, either through the Platform user interface or through other reasonable means.  Any such changes will become effective no earlier than fourteen (14) days after they are posted, except that changes addressing new functions of the Platform and changes to comply with applicable law will be effective immediately.  Your continued use of the Platform after the date any such changes become effective constitutes your acceptance of the new Terms of Service.

  1. What is Mirror?
    1. Overview. Mirror provides the Platform, which is a publishing and token minting platform on a decentralized cryptographic infrastructure, to revolutionize the way Users that are writers and other creators (collectively, “Creators”) express themselves, share their thoughts, and monetize their thoughts and other creative activities through transactions with other Users (“Recipients”). This is generally accomplished via smart contracts (“Smart Contracts”) on the Ethereum blockchain and other EVM-compatible blockchains such as the Optimism blockchain that enable publishing text on the Arweave blockweave and minting tokens on the Ethereum and Optimism blockchains, as further described below. Specific features or tools of the Platform may include, for example:

      1. Editor: The Editor enables you to compose text-based entries (“Entries”), which may include media blocks, such as images and videos, as well as cryptographic economic blocks, like Crowdfunds (including Crowdfund Tokens and Crowdfund Editions), Splits, Editions (including Writing NFTs) and Project Tokens (each as defined below, collectively, “Economic Blocks”). When Entries are published on the Platform, the text is posted to the Arweave blockweave, and media (e.g., image and video) files included in Entries are stored in decentralized, blockchain-based storage systems such as Filecoin/InterPlanetary File System or centralized distributed storage systems such as Amazon Web Services S3.
      2. Editions: An “Edition” is a limited-edition collectible minted as an ERC721 non-fungible token (“NFT”) on the Platform. A single set of Editions consists of a limited supply of Editions that are identical (other than with respect to token identification number) at a fixed price. “Writing NFTs” are a way to make an Entry collectible by adding, among other things, a cover image and minting it as one or more of an individual set of Editions on the Optimism blockchain.
      3. Crowdfunds: A “Crowdfund” block is a Smart Contract allowing you to raise funds for an idea or project. Backers contribute Ether, the native cryptocurrency of the Ethereum blockchain (“ETH”) to fund your idea or project in exchange for a proportional amount “Crowdfund Tokens”, which are ERC20 fungible tokens that represent a proof of patronage and may also represent a stake in the potential success of your idea or project. As part of your Crowdfund, you may also choose to include “Crowdfund Editions”, which are optional Editions (defined below) that are delivered to certain backers of your project based on the amount of ETH funding they provide. Crowdfunds can be embedded into any Entry, alongside text and other media blocks that tell the story of your idea or project, as well as other Economic Blocks.
      4. Splits: A “Split” is a payable Smart Contract that routes value to multiple addresses on the Ethereum blockchain. Splits on the Platform are a way for you to automatically share the ETH you produce with multiple persons, entities or Smart Contracts – for example, to reward your collaborators, the people that have inspired you, or to donate proceeds from your work.
      5. Project Tokens: Separate and distinct from Crowdfund Tokens, you can mint ERC20 fungible tokens (“Project Tokens”) on the Platform implemented using Smart Contracts.

      Editions (including Writing NFTs and Crowdfund Editions), Crowdfund Tokens, and Project Tokens are sometimes collectively referred to in these Terms as “Digital Assets”, while Entries and any other text, images or other media blocks and content underlying or associated with such Digital Assets or otherwise transmitted or published by Creators in connection with the Platform are “Creator Content”.

    2. Blockchain/Blockweave Enabled. As mentioned above, (i) the text of Entries is published to the Arweave blockweave, (ii) certain media files are stored on decentralized, blockchain-based storage systems such as Filecoin/IPFS, (iii) Digital Assets are minted to the Ethereum blockchain or Optimism blockchain using Smart Contracts, and (iv) Economic Blocks are implemented on the Ethereum blockchain using Smart Contracts. The Arweave blockweave provides an immutable record of material published on Arweave. Each of the Ethereum blockchain and the Optimism blockchain provides an immutable ledger of all transactions that occur on that blockchain and all Smart Contracts deployed to that blockchain. Among other things, this means that all published Entries and implemented Economic Blocks are generally outside of the control of any one party, including Mirror, and are subject to many risks and uncertainties, provided that certain implemented Economic Blocks contain functions that may be called only by the owner of that Economic Block, while other Economic Blocks contain functions that may be called by anyone with an EVM-compatible wallet. Furthermore, all minted Digital Assets can only be controlled by the person who holds the private key that corresponds to the token’s blockchain address. We neither own nor control any cryptocurrency wallet provider (e.g., MetaMask, WalletConnect, Rainbow and Coinbase), the Ethereum network, the Optimism blockchain, the Arweave blockweave, Filecoin, IPFS, your browser, or any other third party site, product, or service (collectively, “Third Party Functionality”) that you might access, visit, or use for the purpose of enabling you to use the various features of the Platform. We will not be liable for any Third Party Functionality, including the acts or omissions of any third parties, nor will we be liable for any damage that you may suffer as a result of your transactions via the Platform, any Third Party Functionality or any other interaction with any third parties. You understand that your EVM-compatible wallet address will be made publicly visible whenever you engage in a transaction, or publish an Entry, on the Platform.

    3. Disclaimer. You understand and acknowledge that the Mirror Protocol does not give Mirror custody, possession, or control of any cryptocurrency at any time for the purpose of facilitating transactions on the Platform. Mirror may facilitate transactions between Users on the Platform (for example, the sale or distribution of Writing NFTs, or the creation of Splits), but is not a party to any agreement between any sellers, buyers, authors, Creators, and other Users. Mirror cannot make any representation or guarantee that authors, Creators or other Users will achieve any particular outcome as the result of creating or posting their Creator Content, deploying any Economic Blocks, minting or distributing any Digital Assets, or engaging in any other transaction or activity on the Platform.

  2. How do I use Mirror?
    1. Connecting your Wallet: To access and use certain features or tools on the Platform, such as those listed above, you may be required to connect your EVM-compatible wallet to the Platform. If you are under 13 years of age, you are not authorized to use the Platform, with or without connecting a wallet. In addition, if you are under 18 years old, you may use the Platform only with the approval of your parent or guardian.
    2. Getting Started: Details on how to use Mirror, including creating Entries, Crowdfunds, Splits, Editions and Project Tokens, are found in our Guide.
    3. Member Account and Security: You are responsible for anything that occurs when anyone is signed into your account, as well as the security of the account. You agree to (a) immediately notify Mirror of any unauthorized use of your account or any other breach of security, and (b) ensure that you exit from your account at the end of each session when accessing the Platform. Mirror will not be liable for any loss or damage arising from your failure to comply with this Section.
    4. Modifications to the Platform: Mirror reserves the right to modify or discontinue, temporarily or permanently, the Platform (or any part thereof) with or without notice. You agree that Mirror will not be liable to you or to any third party for any modification, suspension, or discontinuance of the Platform.
    5. Promotions: If you use the Platform to communicate or administer sweepstakes, contests or other promotions (each, a “Promotion”), you are solely responsible for complying with, and will ensure that your Promotion, including its rules, terms, and requirements (“Promotion Rules”), complies with, all applicable laws and regulations and these Terms. The Promotion Rules must contain, at a minimum, a set of official rules that are consistent with these Terms and that include (i) a complete release of Mirror by each participant of such Promotion, and (ii) an acknowledgement stating that the Promotion is not sponsored, endorsed, administered by, or otherwise associated with Mirror or our Affiliates. You agree that your Promotion will be fully conducted in accordance with the Promotion Rules. Mirror will not assist you with the administration or operation of your Promotion, or provide you with any advice in connection therewith. You assume all risk associated with your use of the Platform to administer your Promotion.
  3. What are the rules for using Mirror?
    1. General Rules: When using the Platform, you will not directly or indirectly:
      • engage in deceptive or manipulative economic activities in any way, including by sending ETH or Optimism Ether (“oETH”) to yourself via participation in your own Crowdfund or purchasing your own Editions, or using the Platform to conceal economic activity;
      • email, upload, or otherwise distribute any content, including Creator Content, that (i) infringes any intellectual property or other proprietary rights of any party; (ii) you do not have a right to do so under any law or under contractual or fiduciary relationships; (iii) contains software viruses or any other computer code, files or programs designed to interrupt, destroy or limit the functionality of any computer software or hardware or telecommunications equipment; (iv) poses or creates a privacy or security risk to any person or entity; (v) constitutes unsolicited or unauthorized advertising, “junk mail,” “spam,” “chain letters,” “pyramid schemes,” or any other form of unlawful solicitation; (vi) is unlawful, harmful, threatening, abusive, harassing, tortious, excessively violent, defamatory, vulgar, obscene, pornographic, libelous, invasive of another’s privacy, hateful racially, ethnically or otherwise objectionable (including any sexual depictions of minors); or (vii) in the sole judgment of Mirror, is objectionable or which restricts or inhibits any other person from using or enjoying the Platform, or which may expose Mirror or its Users to any harm or liability of any type;
      • interfere with or disrupt the Platform or servers or networks connected to the Platform in any manner that could negatively affect or inhibit other Users from fully enjoying the Platform or that could damage, disable, overburden or impair the functioning of the Platform in any manner;
      • disobey any requirements, procedures, policies or regulations of networks connected to the Platform;
      • violate any applicable local, state, national or international law, or any regulations having the force of law, including but not limited to the U.S. Department of Treasury’s Office of Foreign Assets Control (“OFAC”), or which would involve proceeds of any unlawful activity;
      • create or post counterfeit items or assets;
      • impersonate any person or entity, or falsely state or otherwise misrepresent your affiliation with a person or entity;
      • solicit personal information from anyone under the age of 18, except as specifically allowed by the Platform;
      • harvest or collect email addresses or other contact information of other Users from the Platform by electronic or other means for the purposes of sending unsolicited emails or other unsolicited communications;
      • advertise or offer to sell or buy any goods or services for any business purpose that is not specifically authorized;
      • further or promote any criminal activity or enterprise or provide instructional information about illegal activities, including for the purpose of concealing economic activity, laundering money, or financing terrorism;
      • obtain or attempt to access or otherwise obtain any materials or information through any means not intentionally made available or provided for through the Platform;
      • use any robot, spider, site search/retrieval application, or other device to retrieve or index any portion of the Platform or the content posted on the Platform, or to collect information about its Users for any unauthorized purpose;
      • create user accounts by automated means or under false or fraudulent pretenses;
      • access or use the Platform to make any promises or commitments that are not expressly contemplated by the functionality of the Platform, including that you will not include in the title or description of an Entry any promises or other commitments regarding any Digital Content or related Creator Content;
      • access or use the Platform to carry out financial activities subject to registration or licensing, including but not limited to creating, listing, or buying securities, commodities, options, real estate, or debt instruments; or