• Terms

Terms & Agreement

Official Terms of Sale and Participation Agreement for Melanated Vault™, the curated fine art and cultural platform operated by CrownThrive LLC in Gretna, Virginia. Defines rights and responsibilities for artists, sellers, and collectors under CHLOM compliance.

Melanated Vault™ Terms of Sale and Participation Agreement


Effective Date: October 29, 2025
Last Updated: October 29, 2025

0. Contracting Entity and Notices

This Agreement is entered into by and between the user identified by registration on the Platform and CrownThrive, LLC, Gretna VA 24557, Pittsylvania County, United States. For legal notices, contact legal@crownthrive.com. For support matters, contact contact@crownthrive.com.

1. Purpose and Legal Status

Melanated Vault™ is a curated, invitation-based environment for auctions and private sales of fine art, artisan works, photography, cultural objects, and approved digital works. The Platform is operated by CrownThrive, LLC as a facilitator and cultural curator. CrownThrive is not a public marketplace and does not act as principal unless specifically stated in a separate written instrument. Title passes directly from Consignor to Buyer upon full payment and delivery conditions being met.

2. Governing Law and Venue

This Agreement is governed by the laws of the Commonwealth of Virginia and relevant United States federal law. Venue for any court proceedings is exclusively in Pittsylvania County, Virginia, or the U.S. District Court for the Western District of Virginia. Users consent to personal jurisdiction and waive objections to venue.

3. Phased CHLOM Readiness and Future Governance

CrownThrive owns all intellectual property in CHLOM™ (Compliance Hybrid Licensing and Ownership Model), including sub-modules such as CHLOM LEX (License Exchange), the Decentralized Licensing Authority (DLA), and related compliance and attribution engines. The Platform is being prepared for progressive CHLOM integration through 2030 under the following principles:

  • Phase Alignment: Current operations follow this Agreement. CHLOM modules may be introduced in phases that add optional or mandatory features for identity, license verification, attestations, and royalty routing while preserving user contractual rights.
  • No Retroactive Impairment: CHLOM adoption will not retroactively alter vested contractual rights or settled transactions. Future listings may include CHLOM-specific terms that apply prospectively.
  • Tokenized Licensing: Where enabled, license grants or COA metadata may be mirrored to CHLOM LEX as attestations. These attestations are evidentiary records and do not replace legal contracts unless expressly stated.
  • DLA and Compliance: The DLA may issue automated compliance signals, sanctions screens, and license state flags. These signals are advisory unless an applicable law or written policy makes a specific CHLOM rule mandatory.
  • Royalty and Split Routing: As adopted, CHLOM engines may support programmable splits for primary or secondary sales. Users authorize CrownThrive to implement such routing where a listing or program discloses it.
  • DAO Transition and 2030 Target: CrownThrive may introduce community participation features consistent with law. Governance innovations will not limit CrownThrive’s statutory duties under this Agreement and Virginia law. If a DAO structure is adopted after counsel approval, changes will be noticed and will not modify prior transactions.

4. Key Definitions

  • Company, we, us, our: CrownThrive, LLC.
  • Platform: The Melanated Vault website and systems, including auction tools, private sale workflows, communications, and media embeds.
  • Artist or Creator: The originator or rights holder authorized to sell a work.
  • Consignor or Seller: The party listing a work for sale. The Consignor may be the Artist or a subsequent owner.
  • Bidder: A registered user placing bids. The winning Bidder becomes the Buyer.
  • Buyer or Collector: The party whose bid or offer is accepted and who is obligated to pay.
  • Work or Property: Any tangible or digital work listed for sale, including fine art boudoir pieces subject to consent and privacy controls.
  • Listing: The curated catalog entry for a Work, including images, provenance, essays, and conditions.
  • COA: Certificate of Authenticity issued by The Artful Mane Gallery or the Artist, digitally recorded with transaction metadata.
  • CHLOM, LEX, DLA: The compliance, licensing, and governance framework, its exchange, and its licensing authority components owned by CrownThrive.

5. Our Role as Facilitator and Limited Agent

We act as facilitator, curator, and limited agent to administer listings, run auction software, collect funds through third-party processors, and remit proceeds after fees. We do not guarantee outcomes. We may refuse, suspend, or terminate listings that pose legal, ethical, or integrity risks.

6. Eligibility, Registration, and Security

Users must be at least 18 years old and able to contract. Registration may require identity verification and tax information. You are responsible for credentials and activity under your account. Notify us promptly of suspected compromise. We may require multi-factor authentication for sensitive actions.

7. Compliance, KYC, and Sanctions Screening

To protect all parties, we may require KYC and sanctions screening for sellers, bidders, and buyers. We may withhold or cancel transactions that present sanctions risk, fraud indicators, cultural patrimony concerns, or export control conflicts. Users agree to cooperate with lawful requests and provide documentation promptly.

8. Code of Ethics and Cultural Standards

  • Authenticity and Transparency: Sellers must disclose authorship, material facts, restorations, and edition details. Counterfeits, misattributions, or hidden defects are prohibited.
  • Cultural Respect: Works must respect communities, ancestors, and living subjects. Heritage and sacred items may require additional documentation.
  • Boudoir and Intimate Works: Strict consent is required. Model releases and proof of age must be retained. No depiction of minors. No non-consensual imagery.
  • Bidding Integrity: No shill bidding, bid shielding, false offers, or collusion. We may suspend or void events where integrity is compromised.

9. Listing, Curation, and Cataloging

Listings are curated by The Artful Mane Gallery for accuracy, readability, and cultural context. We may edit format and request additional proof such as condition notes or provenance scans. We may refuse or remove listings that do not meet quality, legal, or policy standards. Premium curation packages may include photography, videography, editorial essays, and media placement.

10. Authenticity, Verification, and COA Issuance

Before listing, The Artful Mane Gallery conducts a verification review which may include materials inspection, signature comparison, provenance corroboration, and direct contact with the Artist or estate. Upon satisfactory review, a Certificate of Authenticity is issued in the form determined by the Gallery and linked to the transaction record. Where CHLOM modules are live, the COA metadata may be attested on LEX. The COA is evidence of authentication performed in good faith. Buyers are encouraged to conduct independent due diligence. No system is infallible and CrownThrive’s responsibility is limited to commercially reasonable verification practices.

11. User Content and IP Licensing

By submitting Listings, images, texts, or media, you grant CrownThrive a nonexclusive, worldwide, royalty-free license to host, display, reproduce, and promote such content to operate the Platform and its media channels. Artists retain copyrights in their works unless otherwise assigned. Buyers acquire the physical object, not reproduction rights, unless expressly conveyed in writing.

12. Advertising, Publicity, and Media

Participation in auctions, exhibitions, or private sales implies consent to photography, filming, audio recording, and rebroadcast across CrownThrive properties, including Melanated Voices TV, subject to reasonable privacy norms for private collectors. We may use names, likenesses, and statements captured in live or recorded sessions for editorial and promotional use in connection with the Platform.

13. Prohibited Items and Activities

  • Counterfeit, stolen, or illegally exported property. Items restricted by cultural patrimony laws or wildlife trade regulations without proper documentation.
  • Non-consensual imagery, obscene material, or depictions of minors.
  • Listings that infringe third-party IP, privacy, or publicity rights.
  • Any activity that seeks to circumvent fees or off-platform the transaction to avoid commission or premium.

14. Bidder Qualification and Auction Controls

We may require deposits, pre-approval, or references for high-value bidding. We may extend, pause, or cancel an auction due to technical faults, legal risk, or integrity incidents. Our decisions to maintain a fair event are final.

15. Binding Nature of Bids and Offers

Each bid is a binding commitment to purchase if you win. Bid retraction is not permitted except where required by law. When an auction closes and you are declared the winner, a binding contract is formed between you and the Seller, administered by CrownThrive under these Terms. For private sales, acceptance of an offer and issuance of written confirmation forms a binding contract.

16. Financial Disclosures and Baseline Economics

Financial terms are disclosed pre-bid and pre-listing. Unless a different rate is published for a specific lot or category:

  • Seller Commission: 20 percent to 30 percent based on pricing and support tier which may include authentication, marketing, editorial, and broadcast coverage. The standard baseline is 20 percent.
  • Buyer Premium: 5 percent to 10 percent of the hammer price. The standard baseline is 5 percent.
  • Taxes and Duties: Buyers are responsible for all sales/use tax, VAT, import, and customs fees. CrownThrive will collect and remit sales tax where required by law.
  • Non-circumvention: Users may not solicit or complete off-platform transactions for listed works. Breach may result in account termination, fee recovery, and equitable remedies.

17. Payment and Settlement Architecture

Payments are processed through approved third parties such as Stripe and PayPal. Buyers must pay invoices within five business days unless the invoice states a shorter deadline. Funds may be held pending KYC, fraud checks, or dispute windows. Payouts to Sellers occur only after funds clear, shipment and delivery steps are complete, and any stated claim window expires. CrownThrive may withhold payouts to resolve chargebacks, suspected fraud, or policy violations, and may offset any amounts due from the user against amounts payable to that user.

18. Flexible Shipping and Delivery Framework — Preview

Shipping terms are governed in detail in Part II. Summary preview for clarity: sellers set the shipping method and cost parameters, subject to museum-quality packing and insurance. Shipping terms can vary by size, medium, fragility, destination, and carrier availability. Parties must cooperate in good faith to honor reasonable adjustments caused by location or risk. Risk of loss and transfer points, inspection obligations, claims timing, and white-glove options are fully defined in Part II.

19. Returns, Remedies, and Disputes — Preview

All sales are final. Exceptions are limited to verified authenticity disputes, transit damage, or administrative errors. Procedures, evidence requirements, and timelines are in Part II. CrownThrive may mediate but is not a party to the sale except as facilitator and limited agent.

20. Privacy, Security, and Data Governance — Preview

Data practices are governed by the CrownThrive Privacy Policy. We follow Virginia Consumer Data Protection Act principles. Where CHLOM modules are deployed, attestations and license state may be recorded using privacy-preserving methods. Personal data is not placed on public chains. We disclose only minimal metadata necessary for licensing evidence and compliance.

21. IP, DMCA, and Repeat Infringer Policy — Preview

We respect intellectual property rights and respond to valid DMCA notices. Repeat infringers may have accounts terminated. Submission procedures are detailed in Part II.

22. Disclaimers — Preview

The Platform is provided as is and as available. We disclaim implied warranties including merchantability and fitness for purpose. Detailed limitation of liability, indemnity, force majeure, and arbitration provisions are in Part II.

23. Change Control and CHLOM Transition Notices

We may update these Terms to reflect operational improvements, legal changes, or CHLOM adoption. Updates are effective upon posting with a revised Last Updated date. Material changes that affect core rights will be noticed within the Platform and, where appropriate, by email. CHLOM-related features will be opt-in until mandatory under a posted policy or applicable law.

24. Survival and Construction

Sections relating to IP, payment, fees, non-circumvention, disclaimers, limitation of liability, indemnity, governing law, arbitration, and survival remain in effect after termination. Headings are for convenience only and do not affect interpretation.

25. Contact and Escalation Path

Operational support is handled through the Support Center. Legal notices must be sent to legal@crownthrive.com. Emergency compliance concerns should be flagged in your ticket with the word “URGENT” in the subject line.

26. Detailed Fees, Commissions, and Premiums

All financial obligations are transparent and binding. Unless otherwise agreed in writing:

  • Seller Commission: Ranges from 20 % to 30 %, determined by the nature, price, and level of service. The standard baseline is 20 %. Higher tiers apply when CrownThrive provides additional support such as advanced authentication, photography, editorial content, AdLuxe marketing, or broadcast promotion. All commissions are deducted before payout.
  • Buyer Premium: Ranges from 5 % to 10 % of the hammer or agreed price, depending on the sale category. The baseline premium is 5 % and is automatically added to the buyer’s invoice.
  • Other Costs: Sellers may elect optional paid upgrades—featured placement, exhibition coverage, documentary inclusion, or digital COA tokenization through CHLOM LEX. Each service is disclosed in advance.
  • Taxes and Duties: Buyers are responsible for sales, use, VAT, import, or customs taxes. CrownThrive collects and remits only where law requires.
  • Non-Circumvention: All Users agree not to complete or solicit off-platform transactions intended to avoid fees. Violations entitle CrownThrive to recover full commissions and costs.

27. Payments, Payouts, and Settlement

  • Invoices must be paid within five (5) business days of issue. Payments are processed through approved gateways such as Stripe or PayPal using encrypted connections.
  • Payouts to sellers occur only after full buyer payment clears, shipping and delivery are confirmed, and any seven-day dispute window expires. KYC verification is mandatory before funds release.
  • CrownThrive may withhold or delay payouts to address chargebacks, fraud reviews, or compliance requests. Offsets may be applied against any debts owed to the Company.
  • Late payment or default allows CrownThrive to cancel the sale, retain deposits, and pursue collection including interest and reasonable legal fees.

28. Shipping & Flexible Delivery Framework

Because each work varies in medium, fragility, and destination, shipping terms are flexible and must be honored in good faith by both parties. The Seller defines preferred carriers, packaging standards, and cost estimates during listing; the Buyer accepts these terms upon purchase unless otherwise arranged in writing.

  • Museum-Quality Packing Requirement: Sellers must use acid-free materials, reinforced containers, and professional-grade protection suitable for fine-art transport. Improper or negligent packing constitutes breach and may result in forfeiture of payout.
  • Insurance: All shipments must be insured for the full sale price. CrownThrive may coordinate insurance quotes but is not the insurer of record.
  • Carrier Selection and Flexibility: Depending on size, medium, customs constraints, or regional restrictions, carriers and costs may change. Both parties agree to reasonable adjustments when such changes are necessary.
  • Risk of Loss and Transfer Point: Risk transfers to the Buyer upon confirmed delivery scan or signed receipt. For in-person pickup, risk transfers at hand-over documented by signature.
  • International Shipments: Buyers are responsible for import permits, duties, taxes, and compliance with export-control and cultural-property laws. CrownThrive assists but is not liable for customs delays.
  • Inspection Period: Buyers must inspect shipments within seven (7) days of receipt and notify both CrownThrive and the Seller of any damage or discrepancy.
  • Dispute Resolution for Shipping Issues: In the event of damage or loss, the Buyer must file a claim with the carrier and provide photographs and documentation. CrownThrive will facilitate but is not the insurer.

29. Returns and Refunds

All sales are final. Returns are permitted only when:

  • A verified authenticity dispute is upheld by The Artful Mane Gallery or an independent expert agreed to by both parties.
  • Transit damage renders the work materially compromised and the carrier claim is validated.
  • CrownThrive approves a refund due to administrative error.

Buyers must file claims within seven (7) days of delivery. Approved refunds are processed within thirty (30) days. Works must be returned using the same museum-grade standards at the Buyer’s cost unless otherwise agreed.

30. Support and Escalation Model

CrownThrive maintains a three-tier service structure:

  • Tier 1 – ThriveAI: 24/7 virtual concierge providing instant answers and self-service resources.
  • Tier 2 – Help Center: Human support with an average first response within one (1) business day.
  • Tier 3 – Collab Portal: White-glove escalation for institutional clients, high-value consignments, or CHLOM licensing integrations; meetings scheduled within two (2) to three (3) business days.

Support hours are Monday – Friday 9 AM to 5 PM EST (excluding federal holidays). Emergency technical or compliance incidents may be reported via email with “URGENT” in the subject line.

31. Privacy and Data Governance

Personal data is handled under the CrownThrive Privacy Policy and in alignment with the Virginia Consumer Data Protection Act (VCDPA) and GDPR principles. Data collected includes account details, payment confirmations, and shipping information necessary to execute transactions.

  • Security: All systems use encryption, role-based access, and secure backups.
  • CHLOM Data Layer: When tokenized attestations are active, only minimal metadata (license ID, checksum hash, timestamp) is written to blockchain ledgers. Personally identifiable data is stored off-chain.
  • Third-Party Processors: Payment and logistics providers have their own privacy terms. By using their services you agree to those terms.

32. Intellectual Property and DMCA Procedure

All trademarks, logos, database structures, and software remain the exclusive property of CrownThrive, LLC. Artists retain copyright in their works. Buyers acquire ownership of the physical piece but not reproduction rights unless explicitly licensed.

To report copyright infringement, send a DMCA notice containing: (a) identification of the protected work; (b) URL of the alleged infringement; (c) contact information; (d) a good-faith statement; and (e) your signature to legal@crownthrive.com. Valid notices will be acted upon promptly. Repeat infringers will lose access.

33. Limitation of Liability

To the fullest extent allowed by law, CrownThrive LLC, its officers, employees, and affiliates are not liable for indirect, incidental, special, or consequential damages—including loss of profits, data, or goodwill—arising from use of the Platform or any transaction. Total cumulative liability shall not exceed the greater of USD 100 or the fees paid to CrownThrive by the claimant in the preceding six months.

34. Indemnification

Each User agrees to defend, indemnify, and hold harmless CrownThrive LLC and its affiliates from any claims, liabilities, or expenses (including reasonable attorneys’ fees) arising from that User’s content, listings, use of the Platform, breach of these Terms, or violation of law.

35. Force Majeure

Neither party shall be liable for delays or failures caused by events beyond reasonable control—acts of God, fire, flood, pandemic, war, terrorism, labor disputes, cyber attacks, power or network failures, or government restrictions. Obligations suspend for the duration of the event and resume thereafter.

36. Arbitration and Class-Action Waiver

  • Unresolved disputes will be submitted to binding arbitration administered by the American Arbitration Association under its Commercial Rules.
  • Arbitration venue shall be Gretna, Virginia; language English. Each party bears its own costs unless the arbitrator allocates fees otherwise.
  • Users waive the right to participate in any class or collective action; claims may be brought only individually.
  • The arbitrator may grant injunctive or equitable relief consistent with Virginia law. Judgment on the award may be entered in any court of competent jurisdiction.

37. Severability and Survival

If any provision is held invalid, the remaining clauses remain enforceable. Sections relating to fees, authenticity representations, intellectual property, limitation of liability, indemnification, and arbitration survive termination.

38. Entire Agreement and Amendments

This document, together with the Privacy Policy, Seller Agreement (if applicable), and any CHLOM attestation terms, constitutes the entire agreement between you and CrownThrive LLC. No oral statements modify it. CrownThrive may update these Terms by posting a revised version with a new “Last Updated” date. Continued use after posting constitutes acceptance.

39. Notices and Contact Information

Legal Entity: CrownThrive LLC
Registered Address: Gretna VA 24557, Pittsylvania County, United States
Email for Legal Notices: legal@crownthrive.com
Email for General Support: contact@crownthrive.com

40. Acknowledgment

By registering, bidding, selling, or buying through Melanated Vault™, you acknowledge that you have read, understood, and agree to these Terms and Conditions in their entirety. You acknowledge that CrownThrive LLC acts as a facilitator and limited agent, not a marketplace operator or principal to sales, and that you will comply with the ethical and cultural standards that govern the Melanated Vault™ ecosystem now and through future CHLOM integration by 2030.

End of Terms of Sale & Participation Agreement — CrownThrive LLC