Midman Terms of Service

These Terms of Service ("Terms") govern your access to and use of the Midman website located at https://midman.io, any related applications or interfaces, and any smart contracts, features, tools, and services made available by Midman (collectively, the "Platform").

Midman provides a technology platform that enables users to create and interact with smart contract escrow transactions for peer to peer trades involving digital goods, services, domains, gaming items, and other items of value (each an "Underlying Transaction").

IMPORTANT: Midman is a technology provider only. Midman is not a party to any Underlying Transaction, does not verify users or items, and does not guarantee that any goods or services will be delivered, are legal, or meet any expectations. The agreement to buy or sell is solely between the Buyer and the Seller.

These Terms are in addition to, and incorporate by reference, Midman's Privacy Policy. If you do not agree to these Terms, do not use the Platform.

1. Acceptance of Terms

By accessing or using the Platform, connecting a wallet, creating an escrow, funding an escrow, confirming delivery, requesting a refund, raising a dispute, or otherwise interacting with Midman smart contracts, you agree to be bound by these Terms. If you do not agree, you must not use the Platform.

You must be at least eighteen (18) years old to use the Platform. By using the Platform, you represent and warrant that you are at least 18 and that you have the legal capacity and authority to enter into these Terms and to participate in any Transaction.

If you use the Platform on behalf of a company or other legal entity, you represent and warrant that you have authority to bind that entity, and references to "you" include that entity.

Electronic communications and electronic signatures

You agree to receive notices, disclosures, and records related to the Platform electronically, including through the Platform interface, by email (if provided), and through on chain transaction records.

You agree that actions you take through your wallet, including cryptographic signatures, approvals, and transaction confirmations, constitute your electronic signature and your intent to be bound by the relevant Transaction parameters and these Terms.

2. Definitions and Interpretation

Capitalized terms used in these Terms have the meanings set out below, unless the context requires otherwise.

Admin: a Midman administrator who may perform certain functions in the dispute process as permitted by the relevant smart contract logic.

Buyer: the user that deposits funds into a smart contract escrow in connection with an Underlying Transaction.

Dispute: a disagreement between Buyer and Seller relating to a Transaction that is submitted for resolution within the Platform.

Escrow: the locking of supported tokens in a smart contract until release conditions are satisfied.

Midman: "we", "us", or "our" means the Platform and the services made available at midman.io, including any related interfaces and smart contracts.

Platform: the Midman website, applications, interfaces, smart contracts, and related services.

Seller: the user that receives funds from a smart contract escrow upon release in connection with an Underlying Transaction.

Smart Contract: self executing software deployed on a public blockchain that holds and releases funds according to its logic.

Supported Blockchains: Ethereum, BNB Smart Chain (BSC), Tron, and Solana, as supported by the Platform from time to time.

Supported Tokens: USDT, USDC, and native network tokens such as ETH, BNB, TRX, and SOL, as supported by the Platform from time to time.

Transaction: a specific escrow arrangement created on the Platform between a Buyer and a Seller, governed by the Transaction parameters displayed in the Platform and the applicable Smart Contract logic.

Underlying Transaction: the separate agreement between Buyer and Seller for goods, services, digital items, domains, gaming items, or other value exchanged, to which Midman is not a party.

User: any person or entity that accesses or uses the Platform.

Interpretation

Headings are for convenience only and do not affect interpretation. The word "including" means "including without limitation". Words in the singular include the plural and vice versa. If the Platform displays a specific rule, timeframe, or instruction for a Transaction, that display forms part of the Transaction parameters for that Transaction.

Where these Terms conflict with mandatory consumer protection laws applicable to you, those laws will prevail to the extent of the conflict. Otherwise, these Terms apply to the maximum extent permitted by law.

3. Description of Service

Midman provides a technology platform that allows users to create and interact with escrow Smart Contracts on Supported Blockchains using Supported Tokens. The Smart Contracts hold escrow funds according to their coded rules. Midman does not take custody of your private keys and does not have direct access to your wallet.

Midman provides software and infrastructure only. Midman is not a buyer, seller, broker, agent, representative, fiduciary, or escrow agent for any Underlying Transaction. Midman is not a party to any Underlying Transaction and has no responsibility for the subject matter of any Underlying Transaction.

The Platform may provide transaction management features, messaging, dispute workflows, and administrative actions that can be executed through Smart Contract permissions. These features do not change the fact that the Underlying Transaction is solely between Buyer and Seller.

Supported Blockchains, Supported Tokens, features, and Smart Contract versions may change over time. Midman may add, modify, suspend, or remove features at any time. You are responsible for reviewing the Transaction parameters and any on screen disclosures before you sign or submit an on chain transaction.

Smart contract control

You acknowledge that Smart Contract logic governs the holding and release of escrowed funds. If there is any inconsistency between what is displayed in the Platform interface and what occurs on chain, the on chain Smart Contract execution will control.

4. No Verification or Endorsement

Midman does not verify the identity of Users and does not require KYC for basic Platform use. Midman also does not verify or endorse any User, listing, item, service, or Transaction.

Without limitation, Midman does not verify ownership, existence, quality, legality, authenticity, delivery, completion, performance, or fitness of any goods or services, and does not verify that a Buyer or Seller has authority, rights, or intent to complete an Underlying Transaction.

Any descriptions, screenshots, links, files, or other content included in a Transaction are User generated. Midman does not review such content for accuracy and is not responsible for omissions or misrepresentations.

You are solely responsible for performing due diligence on any counterparty and for deciding whether to proceed with a Transaction. You acknowledge that you transact entirely at your own risk.

5. Eligibility

To use the Platform, you represent and warrant that you meet all of the following conditions, and you agree to notify us if any of these statements become untrue:

1. You are at least 18 years old.

2. You have legal capacity to enter into binding agreements.

3. Your use of the Platform and cryptocurrency is legal in your jurisdiction and does not violate any applicable law or regulation.

4. You are not subject to sanctions, are not located in a comprehensively sanctioned jurisdiction, and are not using the Platform for the benefit of a sanctioned person.

5. You are not prohibited from using financial or digital asset services under applicable law.

Midman may restrict, suspend, or refuse access to the Platform where required to comply with law, to protect Users, to mitigate risk, or to prevent fraud or abuse. Where feasible, we may provide notice through the Platform or by email if you have provided one.

6. Account and Wallet

No account registration is required to use core Platform features. Users generally interact with the Platform by connecting a compatible cryptocurrency wallet (for example MetaMask, Phantom, TronLink, or other supported wallets).

You are solely responsible for the security of your wallet, private keys, seed phrases, signing devices, and any approvals or signatures you provide. Midman never asks for and never has access to your private keys or recovery phrases.

All actions initiated from your wallet address, including creating escrows, funding escrows, approving token allowances, confirming delivery, requesting refunds, and submitting disputes, are treated as authorized by you. If you lose access to your wallet, you may lose access to your funds, and Midman cannot recover funds for you.

You are responsible for verifying the correct wallet address, correct blockchain network, correct token contract, and correct amount before signing or submitting any transaction. Blockchain transactions are generally irreversible once confirmed.

Some tokens use allowance approvals. You are responsible for understanding and managing your token approvals, including revoking allowances when appropriate. Midman is not responsible for losses caused by malicious wallet software, phishing, address poisoning, RPC manipulation, or other third party attacks.

7. User Responsibilities

You agree to use the Platform in good faith and in compliance with these Terms and all applicable laws. You are responsible for your conduct and for any Underlying Transaction you enter into.

Seller responsibilities

1. Provide an accurate and complete description of what you are selling, the delivery method, and any important conditions of the Underlying Transaction.

2. Deliver the goods or services as agreed with the Buyer and within any timelines you and the Buyer set outside the Platform.

3. Provide proof of delivery where relevant and retain records sufficient to support your position in the event of a Dispute.

4. Use only wallet addresses that you control for receiving funds and ensure you can receive the selected token on the selected chain.

Buyer responsibilities

1. Review the Transaction parameters and description before funding escrow and confirm that you understand what you are purchasing.

2. Confirm delivery only when you have received what you agreed to receive. Do not abuse the dispute process or make false claims.

3. Monitor Transaction status and respond within required timeframes, including submitting statements and evidence when a Dispute is raised.

4. Ensure that you fund escrow using Supported Tokens on the correct chain and from a wallet you control.

General responsibilities

1. Conduct your own due diligence on counterparties. Midman does not verify Users, items, or services.

2. Comply with all applicable tax obligations and reporting requirements related to your Transactions.

3. Do not upload or transmit unlawful content, malware, or content that infringes third party rights.

4. Do not attempt to interfere with the Platform, Smart Contracts, or security of other Users.

8. Prohibited Transactions

You may not use the Platform in connection with any Underlying Transaction that is illegal, fraudulent, or otherwise prohibited by applicable law. Midman may, in its sole discretion, refuse, restrict, or terminate access to the Platform for any suspected prohibited activity.

Prohibited activity includes, without limitation, Transactions involving any of the following:

1. Illegal goods or services in any relevant jurisdiction.

2. Controlled substances, drugs, or drug paraphernalia.

3. Weapons, firearms, ammunition, explosives, or related components.

4. Stolen property, theft, or proceeds of crime.

5. Counterfeit goods or goods that infringe intellectual property rights.

6. Child sexual abuse material or any exploitation of minors.

7. Human trafficking or any form of coercion or exploitation.

8. Money laundering, terrorism financing, sanctions evasion, or transactions intended to disguise the source, ownership, or control of funds.

9. Fraudulent transactions, scams, deceptive conduct, or impersonation.

10. Transactions primarily intended to function as a currency exchange or investment activity where such use would require licensing or would violate applicable law.

Midman may cooperate with law enforcement, regulators, or other authorities as required by law. Because escrow funds are held by Smart Contracts, Midman may not be able to reverse or claw back on chain transfers. However, Midman may restrict access to the Platform interface, decline to provide dispute assistance, and take other steps permitted by law and by the Smart Contract logic.

9. How Escrow Works

A typical Transaction on Midman follows the process below. The exact flow may vary by blockchain, token, and Smart Contract version, and the Platform interface will display the applicable parameters for your Transaction.

1. The Seller creates an escrow by selecting a token, setting an amount, providing a description, and specifying the Buyer wallet address.

2. The Buyer funds the escrow by depositing the required amount into the Smart Contract on the selected Supported Blockchain.

3. The Seller delivers the goods or services to the Buyer outside of the Platform, according to the Underlying Transaction.

4. If the Buyer confirms delivery through the Platform, the Smart Contract releases funds to the Seller, minus the Platform fee.

5. If the Buyer raises a Dispute, the escrow remains locked while both parties submit statements and evidence and the dispute process described in these Terms applies.

Cancellation and refunds

Unfunded escrows: A Seller may cancel an escrow that has not been funded, where supported by the Platform.

Seller initiated refunds: Where supported by the Smart Contract logic, a Seller may voluntarily refund the Buyer by initiating an on chain refund action. Network fees paid to the blockchain are not refundable by Midman.

Auto release: Some Smart Contract versions may include an inspection, response, or auto release period. If the Buyer takes no action and no Dispute is raised within the displayed timeframe, the Smart Contract may release funds to the Seller automatically. It is your responsibility to monitor and act within any displayed timeframe.

Underlying delivery: Delivery, transfer, performance, and completion of the Underlying Transaction occur outside Midman. Midman does not manage shipping, digital transfer, account transfers, domain pushes, or any other delivery method.

10. Fees

Platform fee: Midman charges a Platform fee equal to three percent (3%) of the Transaction amount, deducted at the time escrowed funds are released to the Seller. The fee is applied automatically through Smart Contract logic.

Admin may change fees: The Platform fee may be changed by Admin from time to time. The fee applicable to a particular Transaction is the fee displayed in the Platform at the time the escrow is created (or as otherwise clearly disclosed in the Platform). Fee changes generally apply only to new Transactions created after the change.

Network fees: Blockchain transaction fees (gas or network fees) are paid by the User who initiates the on chain transaction. These fees are charged by the blockchain network and are not controlled by Midman.

Rounding and token mechanics: Fees may be subject to rounding based on token decimals and Smart Contract calculations. You agree that the on chain calculation governs.

Refunds and fee refunds: No Platform fee is charged on refunds that return escrowed funds to the Buyer, whether seller initiated or admin ordered, unless the Platform clearly discloses a different fee treatment for a particular Transaction at the time of action. Network fees are not refunded.

Taxes: You are responsible for any taxes, duties, or reporting obligations arising from your use of the Platform or any Underlying Transaction.

11. Disputes

Either the Buyer or the Seller may raise a Dispute for a funded escrow through the Platform where the Smart Contract and interface support disputes. A Dispute is intended to address disagreements about whether the Underlying Transaction has been performed as agreed.

Dispute submission: The party raising a Dispute must submit a statement explaining the issue and any supporting evidence through the Platform. Evidence may include screenshots, messages, delivery proofs, domain transfer records, logs, timestamps, or other relevant materials.

Response period: The other party has forty eight (48) hours from the time the Dispute is opened to submit a counter statement and evidence. If a party does not respond in time, Admin may decide the Dispute based on the information available.

Negotiation period: After the response period, the parties have an additional forty eight (48) hours to attempt to resolve the Dispute by mutual agreement. If the parties reach agreement, they should follow the Platform process to document the resolution, which may include a release, refund, or split if supported.

No misuse: You agree not to misuse the Dispute process. False statements, fabricated evidence, harassment, or abusive conduct may result in restriction or termination of access to the Platform.

12. Admin Resolution

If the parties do not reach agreement during the negotiation period, Admin may review the evidence submitted and decide the outcome. Admin may release funds to the Seller, refund the Buyer, or split funds between them, as permitted by the Smart Contract logic.

Admin discretion and process: Admin acts in good faith to make a fair decision based on the information provided by the parties. You understand that Admin decisions are discretionary and may rely on incomplete or conflicting evidence. Admin is not required to conduct investigations outside the Platform or to obtain additional evidence.

Finality: Admin decisions are final and binding within the Platform and cannot be appealed through Midman. Your remedies relating to the Underlying Transaction, if any, are between Buyer and Seller outside the Platform.

No duty to explain: Admin is not required to provide detailed reasons or explanations for a decision, though Midman may provide brief status updates at its discretion.

Illegality: Admin may decline to resolve disputes involving suspected prohibited activity or illegality. Midman may report such activity where required or appropriate.

Limitation of responsibility: To the maximum extent permitted by law, Midman and Admin are not liable for any dispute outcome, including any loss resulting from a decision to release, refund, or split funds.

13. Relationship Between Parties

The Underlying Transaction is solely between Buyer and Seller. Midman is not a party to any Underlying Transaction and does not create any agency, partnership, employment, joint venture, fiduciary, or escrow agent relationship with any User.

Midman has no obligations regarding performance, delivery, quality, legality, enforceability, warranties, refunds, chargebacks, or remedies relating to the Underlying Transaction. Any separate agreement you make with another User does not bind Midman.

Any legal dispute regarding the Underlying Transaction must be resolved between Buyer and Seller. Midman will not participate in legal proceedings between Users except as required by law.

14. Smart Contract and Blockchain Risks

You acknowledge that blockchain technology involves inherent risks. Smart Contracts are code and may contain bugs, vulnerabilities, or unexpected behavior. Even if reviewed or tested, Smart Contracts can fail.

Blockchain transactions are generally irreversible once confirmed. You are responsible for verifying all Transaction details before signing or submitting any blockchain transaction, including token type, chain, recipient addresses, amounts, and fees.

Midman is not liable for losses caused by Smart Contract bugs, exploits, or failures; blockchain congestion, downtime, forks, chain reorganizations, or validator failures; wallet software bugs; RPC outages; or any third party services you use to access the Platform.

Tokens and stablecoins may experience depegging, issuer actions, blacklisting, freezing, pauses, contract upgrades, or other events outside Midman's control. Network level events may also affect final settlement.

You should only use the Platform with amounts you can afford to lose.

15. Price Volatility

Cryptocurrency prices may fluctuate while funds are held in escrow. The value you deposit may differ from the value at the time of release or refund. Midman is not responsible for price fluctuations or market movements.

If you want to reduce exposure to volatility, you may choose to use stablecoins such as USDT or USDC, while recognizing that stablecoins also carry risks, including issuer, liquidity, and depegging risks.

16. Disclaimers

THE PLATFORM IS PROVIDED ON AN "AS IS" AND "AS AVAILABLE" BASIS. TO THE MAXIMUM EXTENT PERMITTED BY LAW, MIDMAN DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, AND NON INFRINGEMENT.

MIDMAN DOES NOT WARRANT THAT THE PLATFORM WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR FREE, OR THAT DEFECTS WILL BE CORRECTED. MIDMAN DOES NOT WARRANT ANY OUTCOME OF ANY TRANSACTION OR ANY UNDERLYING TRANSACTION.

MIDMAN DOES NOT ENDORSE ANY USER OR ANY OFFERING AND MAKES NO REPRESENTATIONS ABOUT ANY GOODS, SERVICES, DIGITAL ITEMS, OR OTHER VALUE EXCHANGED BETWEEN USERS.

No advice: Midman does not provide legal, tax, financial, investment, or accounting advice. You are responsible for obtaining independent advice as needed.

Third party services: The Platform may rely on third party infrastructure such as blockchain networks, wallet providers, nodes, and hosting providers. Midman is not responsible for the acts or omissions of third parties or for events outside Midman's reasonable control.

17. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, MIDMAN WILL NOT BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS, DATA, GOODWILL, OR OPPORTUNITY, ARISING OUT OF OR RELATED TO YOUR USE OF THE PLATFORM OR ANY TRANSACTION.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, MIDMAN WILL NOT BE LIABLE FOR LOSSES ARISING FROM USER CONDUCT, MISREPRESENTATION, FRAUD, FAILURE TO DELIVER, QUALITY DISPUTES, OR ANY UNDERLYING TRANSACTION.

TO THE MAXIMUM EXTENT PERMITTED BY LAW, MIDMAN WILL NOT BE LIABLE FOR LOSSES ARISING FROM SMART CONTRACT BUGS OR EXPLOITS, BLOCKCHAIN NETWORK FAILURES, WALLET FAILURES, TOKEN ISSUER ACTIONS, OR IRREVERSIBLE TRANSACTIONS.

IN ALL CASES, TO THE MAXIMUM EXTENT PERMITTED BY LAW, MIDMAN'S TOTAL LIABILITY FOR ANY CLAIM WILL NOT EXCEED THE PLATFORM FEES ACTUALLY PAID BY YOU TO MIDMAN IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM.

Class action waiver: You agree that any claims must be brought in your individual capacity and not as a plaintiff or class member in any purported class, collective, consolidated, or representative proceeding.

18. Indemnification

You agree to indemnify, defend, and hold harmless Midman, its affiliates, and each of their respective officers, directors, employees, contractors, and agents from and against any claims, damages, losses, liabilities, costs, and expenses (including reasonable legal fees) arising out of or related to:

1. your access to or use of the Platform;

2. your participation in any Underlying Transaction or Transaction;

3. your violation of these Terms;

4. your violation of any applicable law or regulation;

5. your infringement or violation of any third party rights;

6. your content, statements, or evidence submitted through the Platform.

Midman may, at its option, assume the exclusive defense and control of any matter subject to indemnification, in which case you agree to cooperate with Midman's defense of that claim.

19. Intellectual Property

All Platform content, branding, design, and materials, including the Midman name and logos, are owned by or licensed to Midman and are protected by intellectual property laws.

Subject to your compliance with these Terms, Midman grants you a limited, non exclusive, non transferable, revocable license to access and use the Platform for its intended purpose.

You may not copy, modify, distribute, sell, lease, sublicense, reverse engineer, or create derivative works from the Platform except as expressly permitted in writing by Midman.

User content

You retain ownership of content you submit to the Platform, such as descriptions and dispute messages. However, you grant Midman a limited, worldwide, non exclusive license to use, reproduce, and display such content solely to operate, maintain, improve the Platform, and resolve disputes.

20. Termination

Midman may suspend or terminate your access to the Platform at any time, with or without notice, for any reason, including where Midman believes you have violated these Terms, used the Platform for prohibited activity, or created risk to other Users or to the Platform.

You may stop using the Platform at any time. Suspension or termination of access does not change any on chain Smart Contract state. Any ongoing escrow will continue until it is released, refunded, or otherwise resolved according to Smart Contract logic.

Sections intended to survive termination, including disclaimers, limitation of liability, indemnification, and dispute resolution provisions, will survive termination.

21. Modifications to Terms

Midman may modify these Terms at any time in its sole discretion to reflect changes in the Platform, Smart Contract functionality, business practices, or legal requirements. Updated Terms will be posted on the Platform with a new effective date.

Your continued use of the Platform after updated Terms are posted constitutes acceptance of the updated Terms.

Unless required by law, changes generally will not apply retroactively to Transactions created before the effective date of the change. However, Midman may implement changes immediately where necessary to address security, fraud, abuse, or legal compliance.

22. Governing Law and Dispute Resolution

These Terms are governed by the laws of the United Kingdom, without regard to conflict of law rules, except where mandatory local laws apply.

Informal resolution first

Before initiating arbitration, you agree to contact Midman at support@midman.io and provide a brief description of the issue and the relief you seek. You and Midman will attempt in good faith to resolve the dispute informally.

Binding arbitration

Any dispute, claim, or controversy between you and Midman arising out of or relating to the Platform or these Terms that cannot be resolved informally will be resolved by binding arbitration on an individual basis, rather than in court, except where prohibited by applicable law.

The seat of arbitration will be London, United Kingdom. The arbitration will be conducted in English by a single arbitrator under the Arbitration Act 1996. The arbitrator may award relief permitted by law, but may not award class wide relief.

Waiver of jury trial and class actions

To the maximum extent permitted by law, you and Midman each waive any right to a jury trial. You and Midman agree that each may bring claims against the other only in an individual capacity and not as a plaintiff or class member in any class, collective, consolidated, or representative proceeding.

Injunctive relief

Nothing in this section prevents either party from seeking urgent injunctive or equitable relief in a court of competent jurisdiction to prevent unauthorized access, fraud, abuse, or infringement of intellectual property rights, where such relief is necessary and arbitration would be inadequate.

Disputes between Buyer and Seller: Disputes between Users about an Underlying Transaction are handled through the Platform dispute process described in Sections 11 and 12. Midman is not obligated to participate in court proceedings between Users.

23. Severability

If any provision of these Terms is held to be invalid, illegal, or unenforceable, that provision will be enforced to the maximum extent permissible, and the remaining provisions will remain in full force and effect.

If a court or arbitrator determines that any limitation or waiver in these Terms is not enforceable as written, the parties agree that it should be modified to the minimum extent necessary to make it enforceable while preserving the intent of the original provision.

24. Entire Agreement

These Terms, together with any policies incorporated by reference (including the Privacy Policy) and any Transaction parameters displayed and accepted in the Platform for a specific Transaction, constitute the entire agreement between you and Midman regarding your use of the Platform.

They supersede any prior or contemporaneous agreements, communications, or understandings on the same subject matter. Any separate agreement between Buyer and Seller does not modify these Terms and does not bind Midman.

25. No Waiver

Midman's failure to enforce any right or provision of these Terms will not be considered a waiver of that right or provision.

Any waiver must be in writing and signed by Midman to be effective. A waiver of any breach will not constitute a waiver of any subsequent breach.

26. Assignment

You may not assign or transfer your rights or obligations under these Terms without Midman's prior written consent. Any attempted assignment without consent is void.

Midman may assign these Terms, and any of its rights and obligations, to an affiliate, successor, or acquirer, or as part of a merger, acquisition, reorganization, or sale of assets.

27. Contact

If you have questions about these Terms or the Platform, you may contact Midman at:

Email: support@midman.io

Website: https://midman.io