Terms of Service

Last Updated: July 1, 2025

ALL OR CERTAIN PORTIONS OF THE SERVICES (AS DEFINED BELOW) ARE NOT AVAILABLE TO PROHIBITED PERSONS (AS DEFINED BELOW) OR IN PROHIBITED JURISDICTIONS (AS DEFINED BELOW). PLEASE REFERENCE THE SECTION TITLED “PROHIBITED JURISDICTIONS AND PROHIBITED PERSONS” IN THESE TERMS OF SERVICE FOR MORE DETAILS.WE DO NOT MAKE ANY EXCEPTIONS. IF YOU ARE RESTRICTED FROM ACCESSING ALL OR CERTAIN PORTIONS OF THE SERVICES, DO NOT ATTEMPT TO USE THE SERVICES OR SUCH PORTIONS OF THE SERVICES, AS APPLICABLE. USE OF A VIRTUAL PRIVATE NETWORK TO CIRCUMVENT THE RESTRICTIONS SET FORTH HEREIN IS PROHIBITED. 

THIS AGREEMENT CONTAINS A BINDING ARBITRATION CLAUSE AND CLASS ACTION WAIVER THAT IMPACT YOUR RIGHTS ABOUT HOW TO RESOLVE DISPUTES. PLEASE READ IT CAREFULLY.

Please read these Terms of Service (“Agreement” or “Terms”) carefully. Your use or access of the Services (as defined below) constitutes your consent to this Agreement. This Agreement is between you and Oshikatsu Labo Pte Ltd., together with its affiliates (“Oshi,” “we,” “our,” or “us”). Oshi is an operator of the platform currently available at https://www.oshi.co/ (“Platform”) and this Agreement applies to your use of the Platform and any other services offered by us (together with the Platform, the “Services”).

This Agreement hereby incorporates by this reference any additional terms and conditions with respect to the Services, posted by Oshi to the Services, or otherwise made available to you by Oshi.

By accessing or using the Services, you agree that you have read, understood and accept all of the terms and conditions contained in this Agreement and our Privacy Policy available at https://www.oshi.co/legal/privacy-policy. You also represent that you have the legal authority to accept these Terms on behalf of yourself and any party you represent in connection with your use of the Services. 

If you are an individual accessing or using the Services on behalf of, or for the benefit of, any corporation, partnership or other entity with which you are associated (“Organization”), then you are agreeing to this Agreement on behalf of such Organization, and you represent and warrant that you have the legal authority to bind such Organization to this Agreement. In such case, references to “you” and “your” in this Agreement, except for in this paragraph, will refer to such Organization.

Description of Services

We grant you a personal, revocable, non-exclusive, non-transferable, non-sublicensable, royalty-free and worldwide (except as otherwise prohibited in this Agreement) right and license to access and use the Services solely in strict compliance with the provisions of this Agreement and as permitted by the functionalities of the Services available to you. You and other users of the Services (“Fans”) may make financial contributions (“Contributions”) to anime projects listed on the Services (each, an “Anime”). 

We may, in our sole and absolute discretion, without liability to you or any third party, refuse to let you use the Services. Such actions may be taken as a result of a number of factors, including without limitation legal or regulatory requirements or demand, our discretion or your violation of these Terms. We may also temporarily suspend your access to the Services if a technical problem so requires.

Valor and Merit Points

Fans may make Contributions to a specific Anime by entering into a transaction via third party payment processors (“Transaction”) by which Fans contribute a Services-specific currency called “Valor Points” to such Anime. Fans purchase a license for Valor Points with fiat currency or digital assets. For clarity, Valor Points are licensed, not sold, to you as part of the Services for your personal, non-commercial use. Valor Points may be immediately applied to a specific Anime or held in a balance in your Account (as defined below) until you contribute such Valor Points to an Anime.

Fans may earn a license to “Merit Points” through community engagement and other activities, in each case as determined in Oshi’s sole discretion. Merit Points are licensed, not sold, to you as part of the Services for your personal, non-commercial use. Merit Points may be used immediately or held in a balance in your Account until you use such Merit Points.

Valor and Merit Points are not redeemable for money or monetary value from Oshi or any other person, except as otherwise required by applicable law. Valor and Merit Points do not have an equivalent value in real currency and do not act as a substitute for real currency. Neither Oshi nor any other person or entity has any obligation to exchange Valor or Merit Points for anything of value, including, but not limited to, real currency. You agree that Oshi may engage in actions that may impact the perceived value or purchase price, if applicable, of Valor and/or Merit Points at any time, except as prohibited by applicable law.

All purchases of Valor Points are final and are not refundable and all Valor and Merit Points are not transferable or exchangeable under any circumstances, except as otherwise required by applicable law. Oshi, in its sole discretion, may impose limits on the amount of Valor Points that may be purchased and the amount of Valor and Merit Points that may be earned, accumulated, redeemed or otherwise used. 

Except as otherwise prohibited by applicable law, Oshi, in its sole discretion, has the absolute right to manage, modify, substitute, replace, suspend, cancel or eliminate Valor and/or Merit Points, including your ability to access or use Valor and/or Merit Points, without notice or liability to you. You may not transfer, sell, gift, exchange, trade, lease, sublicense, or rent Valor or Merit Points except within the Services and as expressly permitted by Oshi.

Except as otherwise prohibited by applicable law, Oshi reserves and retains all rights, title, and interest, property or otherwise, in and to the Valor and Merit Points. The licenses to Valor and Merit Points under these Terms will terminate upon termination of these Terms and as otherwise provided herein.

When you provide payment information to Oshi’s authorized processor, you represent that you are an authorized user of the payment card, PIN, key, account, Third-Party Wallet (as defined below) or other payment method specified by you, and you authorize the payment processor to charge such payment method for the full amount of the transaction. You also agree to the applicable terms and conditions of such third-party payment processor, which initially shall be Crossmint (https://www.crossmint.com/legal/terms-of-service). In addition, to complete a transaction, you must create a wallet via Privy, which action is also subject to their terms and conditions (https://www.privy.io/user-terms-of-service). Oshi is not responsible for any errors, omissions, or actions of any third party.

Transactions

We operate as a platform provider and do not act as principal or counterparty with respect to Transactions. When entering into a Transaction with an Anime, in exchange for any Contribution that you make to such Anime, you may or may not receive a reward (“Reward”). Whether you receive a Reward and the nature and amount of any Reward are to be determined by either the applicable Anime or Oshi in such party’s sole discretion. Neither Oshi nor any Anime to which you have made a Contribution is required to provide you with a Reward in exchange for any Contribution, and you might not receive any Reward in exchange for a Contribution that you make.

A Transaction may fail for several reasons, including without limitation any technical difficulties experienced by us, Crossmint, Privy, or the applicable Anime or the delisting of any Anime from the Services. We make no representation or warranty that any Transaction will be executed fully, or at all. Under no circumstances shall we be liable for any loss or injury suffered by a failure of a Transaction to complete properly or in a timely manner, including dispatching to the blockchain. Further, we are in no way responsible for notifying you of a Transaction failure, although you may be able to see any such failures on the Services. You have full responsibility to determine and inquire into the failure of any Transaction that you initiate with the applicable third party. You may also be able to connect external accounts (including Metamask and other unhosted wallets, X, Google Services, and others) to generate your wallet via Privy or otherwise complete a transaction. Oshi is not responsible for your interactions and relationship with these services, which are subject to their own terms and conditions. 

Fees

You may be subject to certain fees and commissions for using and transacting on the Services, including your purchasing of any licenses to Valor Points. You agree to promptly pay such fees and commissions as set forth on the Services, which we may modify from time to time. 

Certain blockchains require the payment of a transaction fee (“Gas Fee”) for every transaction that occurs on the network. Accordingly, you must ensure that you have a sufficient balance of cryptocurrency stored in your Third-Party Wallet(s) (as defined below) to complete any transaction on the blockchain before initiating such transactions. 

Fan Accounts

While you may always browse public-facing portions of the Services without registering an account with us, in order to access certain portions of the Services, Oshi may require you to register an account with us (“Account”). You are responsible for the security of your Account, and you are fully responsible for all activities that occur through the use of your Account credentials. You agree to notify us immediately at support@oshi.co if you suspect or know of any unauthorized use of your log-in credentials or any other breach of security with respect to your Account. We will not be liable for any loss or damage arising from unauthorized use of your credentials or Account. You may be required to create and provide separate log-in credentials to access third-party services.

We reserve the right to disallow, cancel, remove, or reassign certain usernames and other information associated with an Account in appropriate circumstances, as determined by us in our sole and absolute discretion, and may, with or without prior notice, suspend or terminate your Account if activities occur on your Account which would or might constitute a violation of this Agreement, cause damage to or impair the Services, infringe or violate any third-party rights, damage or bring into disrepute the reputation of Oshi, or violate applicable law. These determinations will be made in our sole and absolute discretion. If messages sent to the email address you provide are returned as undeliverable, then we may terminate your Account immediately without notice to you and without any liability to you or any third party.

Acceptable Use

In connection with your use of the Services, you will not:

  • Access the Services using a Virtual Private Network (“VPN”) to circumvent the restrictions contained in these Terms.
  • Violate or assist any party in violating any law, statute, ordinance or regulation, including any anti-money laundering and anti-terrorist financing laws or sanctions programs.
  • Violate or assist any party in violating any rule of any self-regulatory or similar organization of which you are, or are required to be, a member through your use of the Services.
  • Engage in any activity which, in our sole discretion, amounts to or may amount to market abuse, taking advantage of any market manipulation, or engaging in any other disorderly market conduct.
  • Infringe upon or otherwise violate our or any third party’s copyright, patent, trademark, or other intellectual property rights.
  • Delete or alter any content or material that Oshi makes available on the Services.
  • Restrict, discourage, or inhibit any other person from legal use of the Services.
  • Reproduce, modify, adapt, translate, create derivative works of, sell, rent, lease, loan, timeshare, distribute or otherwise exploit any portion of (or any use of) the Services, except as expressly authorized herein, without Oshi’s express prior written consent.
  • Reverse engineer, decipher, decompile or disassemble any portion of the Services, except to the extent such restriction is expressly prohibited by applicable law.
  • Remove any copyright, trademark or other proprietary rights notice from the Services.
  • Frame or mirror any portion of the Services, or otherwise incorporate any portion of the Services into any product or service, without Oshi’s express prior written consent.
  • Systematically download and store content from the Services.
  • Use any robot, spider, site search/retrieval application or other manual or automatic device to retrieve, index, “scrape,” “data mine,” or otherwise gather content on the Services or reproduce or circumvent the navigational structure or presentation of the Services, without Oshi’s express prior written consent. 
  • Take any action that imposes an unreasonable or disproportionately large load on our infrastructure or that of our Services, or that detrimentally interferes with, intercepts, or expropriates any system, data or information.
  • Post, transmit or otherwise make available through or in connection with the Services any virus, worm, Trojan horse, Easter egg, time bomb, spyware, ransomware, malware, or other computer code, file or program that is or is potentially harmful or invasive or intended to damage or hijack the operation of, or to monitor the use of, any hardware, software or equipment.
  • Otherwise attempt to gain unauthorized access to or use of the Services, any other party’s Third-Party Wallet, or computer systems connected to the Services.
  • Engage in any behavior that violates this Agreement or is otherwise deemed unacceptable by us in our sole discretion.

Prohibited Jurisdictions and Prohibited Persons

The Services are subject to all applicable export control restrictions, and, by accessing or using the Services, you represent that your actions are not in violation of such export control restrictions. Without limiting the foregoing, you may not use the Services if you are, and, by using the Services you represent that you are not, (i) a resident, national or agent of Belarus, Burundi, Crimea , Cuba, Donetsk, Luhansk (Ukraine), Iran,  North Korea, Syria, Myanmar, Russia, Algeria, Angola, Bolivia, Bulgaria, Burkina Faso, Cameroon, Democratic Republic of Congo, Haiti, Iraq, Kenya, Libya, Lao People’s Democratic Republic, Lebanon, Monaco, Mozambique, Namibia, Nepal, Nigeria, Nicaragua, South Africa, South Sudan, Venezuela, Vietnam, Yemen or any other country or region that we may prohibit at any time in our sole discretion (“Prohibited Jurisdictions”); (ii) subject to any sanctions administered by Singapore, Japan, the United States of America, the United Kingdom, the European Union or any other governmental authority (each person subject to any such sanctions, a “Prohibited Person”); or (iii) you intend to transact in any Prohibited Jurisdictions or with Prohibited Persons. Moreover, you may be restricted, such as through geoblocking or other technical measures, from accessing certain portions of the Services, such as Valor Points, if you are located in Singapore, Japan, the United States of America, the United Kingdom, the European Union, or another jurisdiction restricted by Oshi in its sole discretion. If you are restricted from accessing all or a certain portion of the Services under these Terms, then you acknowledge and agree that you will not attempt to use the Services or such portion of the Services, as applicable, including through the use of a virtual private network or similar technical means, including those designed to circumvent the restrictions set forth in these Terms or the technical restrictions used by Oshi.

Right to Block Fans and Transactions

Oshi reserves the right to bar any transactions on or through use of the Services, for or with, any Fan with or without cause, at any time, subject to any limitations imposed by applicable law. Oshi also reserves the right to block Fans from using the Services if it is suspected or discovered that funds or digital assets are associated with illicit activity. You may be subject to due diligence procedures by Oshi or a third party based on your use of the Services. If you decline to provide requested information or otherwise do not reply timely or substantively with the documentation or data requested, Oshi has the absolute discretion to immediately suspend or terminate your access to the Services. Oshi reserves the right to employ blockchain analytics providers to identify illegal or illicit uses of our Services, including any use that violates these Terms.

Intellectual Property Rights

The Services and their entire contents, features, and functionality (including but not limited to all information, software, text, displays, images, video, and audio, and the design, selection, and arrangement thereof), are owned by Oshi, its licensors, or other providers of such material and are protected by copyright, trademark, patent, trade secret, and other intellectual property or proprietary rights laws throughout all applicable jurisdictions.

Oshi’s name and all related names, logos, product and service names, designs, and slogans are trademarks of Oshi, or its associates or licensors. You must not use such marks without the prior written permission of Oshi. All other names, logos, product and service names, designs, and slogans on the Services are the trademarks of their respective owners.

Oshi reserves all rights not expressly granted to you in this section. Accordingly, nothing in this Agreement or on the Services will be construed as granting to you, by implication, estoppel or otherwise, any additional license rights in and to the Services or any Oshi intellectual property located or displayed on or within the Services.

Content

Fan Content

Oshi makes no representation or warranty that content and materials on the Services are appropriate, lawful or available for use in any jurisdiction. Individuals who choose to access or use the Services do so on their own initiative and are responsible for compliance with applicable law.

Certain features on the Services may allow you to submit, post, or upload (collectively, “Post”) content to the Services or you may otherwise directly or indirectly provide content to Oshi, such as content Posted on forums or other communication channels, or other materials subject to intellectual property or similar applicable law (“Fan Content”). By making any Fan Content available through the Services, you hereby grant to us a non-exclusive, transferable, worldwide, royalty-free license, with the right to sublicense, to use, copy, modify, create derivative works based upon, distribute, publicly display, and publicly perform your Fan Content in connection with operating and providing the Services. The rights you grant in this section are for the purpose of operating, promoting, and improving the Services and this license continues even if you stop using the Services.We are under no obligation to edit or control Fan Content that you or any other Fan Posts and will not be in any way responsible or liable for any Fan Content. Oshi may, however, at any time and without prior notice, filter, screen, remove, edit, or block any Fan Content that, in our sole and absolute discretion, violates this Agreement or is otherwise objectionable. Fan Content that Oshi determines is or could be interpreted to be abusive, bigoted, defamatory, harassing, harmful, infringing, obscene, offensive, violent, pornographic, racist, threatening, unlawful, illegal, vulgar, glorify, incite or endorse ethnic, racial or religious hatred, strife or intolerance, objectionable on the grounds of public interest, public morality, public order, public security, or national harmony, or otherwise inappropriate (collectively, “Offensive Content”) may be screened, removed, edited, or blocked. Further, we may take any action we deem necessary and/or appropriate against any Fan who Posts Offensive Content.

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Anime Content

We are under no obligation to edit or control any content Posted to the Services by any Anime (“Anime Content”) and will not be in any way responsible or liable for any Anime Content.

Interactions with Other Fans and Anime on the Services

You are responsible for your interactions with other Fans and Anime on or through the Services. While we reserve the right to monitor interactions between Fans and other Fans and Anime, we are not obligated to do so, and we cannot be held liable for your interactions with Fans or Anime, or for any Fan’s or Anime’s actions or inactions. If you have a dispute with one or more Fans or Anime, you release us (and our affiliates and subsidiaries, and our and their respective officers, directors, employees and agents) from claims, demands and damages (actual and consequential) of every kind and nature, known and unknown, arising out of or in any way connected with such disputes. In entering into this release, you expressly waive any protections (whether statutory or otherwise) that would otherwise limit the coverage of this release to include only those claims which you may know or suspect to exist in your favor at the time of agreeing to this release.

Links to Third-Party Websites or Resources

The Services may allow you to access third-party websites or other resources. We provide access only as a convenience and are not responsible for the content, products or services on or available from those resources or links displayed on such websites. You acknowledge sole responsibility for, and assume all risk arising from, your use of any third-party resources, including Privy and Crossmint.

Risk Disclosures

Entering into Transactions on or otherwise transacting with digital assets is risky and you should never Contribute or transact with more than you can afford to lose. The following list of risks associated with the Services and digital assets is not exhaustive. You acknowledge and agree that you will access and use the Services at your own risk. 

Risks of Making Contributions to Anime

As discussed above, when entering into a Transaction with an Anime, in exchange for any Contribution that you make to such Anime, you may receive a Reward. However, whether you receive a Reward and the nature and amount of any Reward are to be determined by either the applicable Anime or Oshi in such party’s sole discretion. Neither Oshi nor any Anime to which you have made a Contribution is required to provide you with a Reward in exchange for any Contribution, and you might not receive any Reward in exchange for a Contribution that you make.

Risks of Transacting with Digital Assets

Digital asset prices are highly volatile and therefore transacting in digital assets is extremely risky. In addition, factors beyond our control may affect the spot price for a particular digital asset, such as regulatory activity, market manipulation, oracle attacks, the acts or omissions of the issuer of the digital asset, or unexplainable price volatility. We may also determine it is in the best interest of Fans to suspend Transactions involving a digital asset for these reasons. By using the Services, you accept the risk of making Contributions with digital assets. In entering into any Transaction, you represent that you have been, are, and will be solely responsible for making your own independent appraisal into the risks of the Transaction.

We have no control over, and are not responsible for, any digital assets that you may use to make a Contribution to an Anime. We make no representation or warranty as to the accuracy, completeness, or appropriateness for any particular purpose of any such digital asset. 

Third-Party Wallets

You acknowledge and agree that (i) Oshi has no control over any third-party wallet, including Privy and Metamask, that you may use in connection with your use of the Services (“Third-Party Wallets”); (ii) all Third-Party Wallets are provided by third parties; (iii) Oshi has no right or ability to control third parties who provide Third-Party Wallets; (iv) any dispute between you and any Third-Party Wallet provider is between and that Third-Party Wallet provider; and (v) that Oshi is not liable for any issues or losses caused by the use of any Third-Party Wallets.  

We do not know nor have access to the private keys to your Third-Party Wallets. Therefore, you are exclusively responsible for maintaining the confidentiality and security of your devices you use to access your Third-Party Wallets. You are also responsible for maintaining the security of the Third-Party Wallets, and for ensuring that no unauthorized person has access to your Third-Party Wallets, its private keys, or any device that you utilize in connection with the Services. We will not be liable for any loss or damage arising from your failure to protect your Third-Party Wallets.

No Brokering Transactions or Provisioning of Investment Advice

We do not broker Transactions on your behalf, advise on the merits of any particular Transaction or associated risks, or provide any other financial, investment or legal advice in connection with the Services. To the extent that we do provide any information related to an Anime (including any Anime Content), the act of doing so is incidental to your relationship with us and such information may not be considered as investment or financial advice and should not be construed as such. Any decision to enter into a Transaction is solely your decision, and we will not be liable for any consequent losses. 

No Guarantee of Continuous Access to Services

We do not guarantee continuous, uninterrupted or secure access to any part of the Services, and operation of the Services may be interfered with by numerous factors outside of our control, including regulatory reasons and issues with any applicable blockchain network. We will make reasonable efforts to ensure that Transactions are processed in a timely manner, but we make no representations or warranties regarding the amount of time needed to complete Transactions.

Taxes

It is your responsibility to determine what, if any, taxes apply to the payments you make or any Rewards you receive, and to collect, report and remit the correct tax to the appropriate tax authority. We will make any tax withholdings or filings that we are required by applicable law to make, but we are not responsible for determining whether taxes apply to your Transaction or Reward, or for collecting, reporting, or remitting any taxes arising from any Transaction or Reward. We encourage you to speak with your personal tax advisor regarding the tax implications of your use of the Services.

Indemnification and Release

Oshi and its subsidiaries, parents, affiliates, service providers, and each of their respective officers, directors, agents, joint venturers, employees or representatives (collectively, the “Released Parties”), are not liable for any damages that may arise out of or in connection with your use of the Services. This includes, but is not limited to, claims, applications, injuries, delays, direct loss, loss of business or profits, business interruption costs, loss of goodwill or business profits, loss of Contributions or digital assets, damage caused to your computer, computer software, systems and programs, and the data thereon or any other direct or indirect, consequential and incidental damages. In addition, the Released Parties are not liable for any losses incurred, either directly or indirectly, through your use of the Services or any of their functions and features (collectively, all of the foregoing items shall be referred to herein as “Losses”). The Released Parties are hereby released by you from liability for any and all Losses. These limitations of liability apply whether the liability or Losses are based on negligence, contract, tort or any other basis, even if the Released Parties had been advised or should have known of the possibility of such Losses.

You agree to indemnify and hold the Released Parties harmless from any claim or Losses (including attorneys’ fees and any Losses, fines, fees, or penalties imposed by any regulatory authority) arising out of your breach of this Agreement or your violation of any law or regulation.

If you have a dispute with a Fan, Anime, issuer of digital assets listed on the Services or other third party (including Third-Party Wallets), you hereby release the Released Parties from any and all claims, demands, and damages (actual and consequential) of every kind and nature arising out of or in any way connected with such disputes.

Limitation of Liability

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT WILL OSHI OR THE OTHER RELEASED PARTIES BE LIABLE FOR DAMAGES OF ANY KIND, INCLUDING ANY DIRECT, INDIRECT, SPECIAL, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES, UNDER ANY LEGAL THEORY, ARISING OUT OF OR IN CONNECTION WITH YOUR USE, OR INABILITY TO USE, THE SERVICES, ANY WEBSITES LINKED TO THEM, OR ANY CONTENT ON THE SERVICES OR SUCH OTHER WEBSITES, INCLUDING BUT NOT LIMITED TO PERSONAL INJURY, PAIN AND SUFFERING, EMOTIONAL DISTRESS, LOSS OF REVENUE, LOSS OF PROFITS, LOSS OF BUSINESS OR ANTICIPATED SAVINGS, LOSS OF USE, LOSS OF GOODWILL, LOSS OF DATA, AND WHETHER CAUSED BY TORT (INCLUDING NEGLIGENCE), BREACH OF CONTRACT, OR OTHERWISE, EVEN IF FORESEEABLE. NOTWITHSTANDING ANYTHING TO THE CONTRARY IN THESE TERMS, NOTHING IN THESE TERMS EXCLUDES OR LIMITS LIABILITY FOR WILLFUL FRAUD OR FRAUDULENT MISREPRESENTATION.

THE FOREGOING DOES NOT AFFECT ANY LIABILITY THAT CANNOT BE EXCLUDED OR LIMITED UNDER APPLICABLE LAW.

Disclaimer of Warranties

We have put in a great deal of effort to provide the Services to you. We hope you find them valuable, but there are certain things we do not promise about them.

YOU EXPRESSLY ACKNOWLEDGE AND AGREE THAT YOUR ACCESS TO AND USE OF THE SERVICES AND ANY RELATED CONTENT IS AT YOUR SOLE RISK. OTHER THAN AS EXPRESSLY SET OUT IN THESE TERMS, NEITHER OSHI NOR THE OTHER RELEASED PARTIES MAKE ANY WARRANTY, EITHER EXPRESS OR IMPLIED, ABOUT THE SERVICES OR CONTENT THEREON. THE SERVICES AND SUCH CONTENT ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS, WITHOUT ANY WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. 

NEITHER OSHI NOR ANY OF THE OTHER RELEASED PARTIES MAKES ANY WARRANTY OR REPRESENTATION WITH RESPECT TO THE COMPLETENESS, SECURITY, RELIABILITY, QUALITY, ACCURACY, OR AVAILABILITY OF THE SERVICES. WITHOUT LIMITING THE FOREGOING, OSHI AND THE OTHER RELEASED PARTIES DO NOT REPRESENT OR WARRANT THAT THE SERVICES OR THE CONTENT THEREON WILL BE ACCURATE, RELIABLE, ERROR-FREE, OR UNINTERRUPTED, THAT DEFECTS WILL BE CORRECTED, THAT THE SERVICES ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS, OR THAT THE SERVICES WILL OTHERWISE MEET YOUR NEEDS OR EXPECTATIONS.

THERE MAY BE INADVERTENT TECHNICAL OR FACTUAL INACCURACIES AND TYPOGRAPHICAL ERRORS IN INFORMATION OR MATERIALS ON THE SERVICES, AND OSHI MAKES NO WARRANTIES REGARDING THE ACCURACY, COMPLETENESS OR TIMELINESS OF SUCH INFORMATION OR MATERIALS. OSHI PROVIDES NO GUARANTEES AGAINST THE POSSIBILITY OF DELETION, MIS-DELIVERY OR FAILURE TO STORE COMMUNICATIONS, PERSONALIZED SETTINGS, OR OTHER DATA. OSHI EXPRESSLY DISCLAIMS ALL LIABILITY FOR ERRORS OR OMISSIONS IN, OR THE MISUSE OR MISINTERPRETATION OF, ANY INFORMATION OR MATERIALS CONTAINED ON THE SERVICES.

OSHI MAKES NO REPRESENTATIONS OR WARRANTIES REGARDING THE LIKELIHOOD OR PROBABILITY THAT YOUR PARTICIPATION ON THE SERVICES WILL ACHIEVE A PARTICULAR OUTCOME OR GOAL. PAST PERFORMANCE IS NOT A GUARANTEE OF FUTURE SUCCESS, AND VOLATILITY MEANS THAT PERFORMANCE IN ANY PERIOD MAY BE FAR DIFFERENT FROM THAT OF PREVIOUS PERIODS. YOU FURTHER ACKNOWLEDGE AND AGREE THATOSHI MAKES NO GUARANTEES OR OTHER COMMITMENTS ABOUT YOUR ABILITY TO ACCESS OR USE THE SERVICES.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, OSHI AND THE OTHER RELEASED PARTIES ALSO DISCLAIM ALL WARRANTIES OF ANY KIND, WHETHER EXPRESS OR IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING BUT NOT LIMITED TO ANY WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.

SOME STATES AND JURISDICTIONS DO NOT ALLOW THE DISCLAIMER OF IMPLIED WARRANTIES, SO SOME DISCLAIMERS IN THIS SECTION MAY NOT APPLY TO YOU.

Representations & Warranties

You represent and warrant to Oshi each time you use the Services as follows:

  • That, if you are an individual user, you are 18 years of age or older.
  • That you have sufficient knowledge, market sophistication, professional consulting or advice, and experience to make your own evaluation of the merits and risks of any transaction that you enter into using the Services.
  • That you are not a Prohibited Person or residing in a Prohibited Jurisdiction or otherwise prohibited from accesing the Services by these  Terms.
  • That you are not otherwise prohibited by applicable law from using the Services.
  • That you are not using and will not use any VPN or any other privacy or anonymization tools, technologies, or techniques to circumvent or attempt to circumvent any of the restrictions contained in these Terms.
  • That you will not and do not intend to complete any transaction with any Prohibited Persons.
  • That, if you are using the Services on behalf of a legal entity (i) such legal entity is duly organized and validly existing under applicable law of the jurisdiction of its organization; and (ii) you are duly authorized by such legal entity to act on its behalf.
  • That any digital assets that you use in connection with the Services is either owned by you or you are authorized to carry out actions using such digital assets.
  • That you understand the risks associated with using the Services.
  • That you have had the opportunity to seek legal, accounting, taxation and other professional advice regarding this Agreement and the Services.
  • That you will not use the Services in order to conceal or disguise the origin or nature of proceeds of crime or terrorist financing, or to further, any breach of applicable law, or to deal in any unlawful property, funds, or proceeds.
  • That you will not falsify any Services registration, or administration details provided to Oshi.
  • That you are currently in compliance with, and must, at your own cost and expense, comply with applicable law that relate to or affect the Services conducted under this Agreement.
  • That neither you nor any of your affiliates has directly or indirectly offered, promised, given, or authorized any payment, or offered, promised, given, or authorized the giving of anything else of value, including, but not limited to, any digital asset, to a government official or individual employed by another entity in the private sector in violation of any applicable law.
  • That you consent to any and all tax and information reporting under applicable law.
  • That neither you nor any of your affiliates will use the Services directly or indirectly (i) on behalf of or for the benefit of a Prohibited Person or any person subject to the jurisdiction of a Prohibited Jurisdiction; (ii) in violation of or as prohibited, restricted, or penalized under applicable law; or (iii) in any way that would violate, be inconsistent with, penalized under, or cause the omission of filing of any report required under applicable law.
  • That neither you nor any of your affiliates is (i) itself or owned (beneficially or of record) or controlled by a Sanctioned Person; (ii) involved in any transaction, transfer, or conduct that is likely to result in you or your affiliates becoming a Sanctioned Person; (iii) residing or domiciled in a Prohibited Jurisdiction; or (iv) engaging in any transaction on the Services from a Prohibited Jurisdiction.
  • That you will not falsify or materially omit any information or provide misleading or inaccurate information requested by Oshi in the course of, directly or indirectly relating to, or arising from your activities on or use of the Services, including, but not limited to, at registration or during administration or other due diligence processes, and that if any information provided to Oshi becomes incorrect or outdated, you will promptly provide corrected information to Oshi.
  • That you acknowledge and agree that any Third-Party Wallet(s) you use in connection with the Services to enable interaction with the Services, is wholly controlled and owned by you and that Oshi does not have any right, title or interest in or to the Third-Party Wallet, except as otherwise expressly set forth herein. 
  • That by using Third-Party Wallets and third party services you are subject to a relationship with and terms applicable according to that relationship with such third party, of which Oshi is neither a party nor responsible. 
  • That you acknowledge and agree that any transactions undertaken through your login credentials, from your authorized email address on file with Oshi, or from a Third-Party Wallet in connection with the Services are deemed to be valid, binding, and conclusive.
  • That you will accurately and promptly report all income associated with your activity on the Services pursuant to applicable law and pay any and all taxes thereon.
  • That you will accurately and promptly inform Oshi if you know or have reason to know whether any of the foregoing representations or warranties is no longer correct or becomes incorrect.
  • That you are fully aware of and accept the risks listed in these Terms.

You acknowledge and agree that Oshi may freeze or block a transaction in the event that you or any other Fan is believed to be engaged in suspicious activity or to be in breach of this Agreement.

You acknowledge and agree that Oshi operates and administers the Services, but Oshi is not a counterparty to any transaction by and between you and any other Fan or Anime on the Services, nor you and any third party. Oshi has no financial responsibility or liability for any failure of market participants to honor their financial obligations. There is risk that one or more market participants will renege, default, or otherwise fail to honor their financial obligations or will be unwilling or unable to abide by the terms of their agreements. In the event that risk materializes, other market participants can and likely will incur financial losses. 

You acknowledge and agree that you have had the opportunity to consult legal counsel in connection with this Agreement even if you chose not to do so. You further acknowledge and agree that this Agreement will not be construed against Oshi as drafter.

Compliance with Applicable Laws

You are solely responsible for complying with all applicable laws that govern your use of the Services.

Privacy

All data we collect on the Services is subject to our Privacy Policy available at https://www.oshi.co/legal/privacy-policy. By using the Services, you consent to all actions taken by us with respect to your information in compliance with our Privacy Policy.

Our Privacy Policy is a part of these Terms. Please review our Privacy Policy, which informs users of our data collection, use and sharing practices.

Please note that it is our policy to comply with all facially valid subpoenas, court orders or binding orders issued to us by applicable law enforcement agencies and other government authorities. This may affect your access to the Services, your funds and our services to you. We are not responsible for any losses, whether direct or indirect, that you may incur as a result of our compliance with applicable law, the guidance or direction of any regulatory authority or government authority, or any writ of attachment, lien, levy, subpoena, warrant, or other legal order.

Comments and Questions

If you choose to provide us with input or suggestions regarding problems with or proposed modifications or improvements to the Services (“Feedback”), then you grant to us a non-exclusive, royalty-free, perpetual, irrevocable, transferable, sublicensable, and global right to use and exploit the Feedback in any manner and for any purpose without any restriction, credit, attribution, or fees due to you.

Governing Law, Venue, and Arbitration

These Terms and any action related thereto will be governed by the laws of the Republic of Singapore, without regard to its conflict of laws provisions. You and Oshi agree to arbitrate any dispute arising from these Terms or your use of the Services. 

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Any dispute arising out of or in connection with these Terms, including any question regarding its

existence, validity or termination, shall be referred to and finally resolved by arbitration administered by

the Singapore International Arbitration Centre (“SIAC”) in accordance with the Arbitration Rules of the

Singapore International Arbitration Centre (“SIAC Rules”) for the time being in force, which rules are

deemed to be incorporated by reference in this clause. The seat of the arbitration shall be Singapore. The

Tribunal shall consist of one (1) arbitrator to be appointed by the President of the Court of Arbitration of

SIAC. The language of the arbitration shall be English. The law governing this arbitration clause shall be

the laws of the Republic of Singapore.

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Class Action Waiver

YOU AND OSHI AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY, AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS OR REPRESENTATIVE PROCEEDING.  Further, if the parties’ dispute is resolved through arbitration, the arbitrator may not consolidate another person's claims with your claims, and may not otherwise preside over any form of a representative or class proceeding. 

Termination and Suspension

Oshi, in its sole discretion, has the right to terminate your access to the Services, or any part thereof, immediately at any time. We reserve the right, in our sole and absolute discretion, to restrict, suspend, or terminate your access to all or any part of the Services, or to terminate this Agreement at any time without prior notice or liability if you breach any provision of this Agreement or violate the rights of any third party on or through the Services. We reserve the right to change, suspend, or discontinue all or any part of the Services at any time without prior notice or liability.

Oshi is not liable to you or any third party for termination of your access to the Services, or any part thereof. If you object to any of the requirements, statements, or obligations of these Terms, or any subsequent modifications thereto, or become dissatisfied with the Services in any way, your only recourse is to immediately discontinue use of the Services. Upon termination of these Terms, you will cease all use of the Services.

Headings

The heading of each section in these Terms is for reference purposes only and in no way defines, limits, construes, or describes the scope or extent of such section.

Relationship of the Parties

You agree that no joint venture, partnership, employment or agency relationship exists between you and Oshi as a result of this Agreement or use of the Services.

Force Majeure

We shall have no liability for any failure or delay resulting from any abnormal or unforeseeable circumstances outside our reasonable control, the consequences of which would have been unavoidable despite all efforts to the contrary, including without limitation governmental action or acts of terrorism, war, earthquake, fire, flood, or other acts of God, labor conditions, delays or failures caused by problems with another system or network, mechanical breakdown or data-processing failures or where we are bound by other legal obligations.

Third-Party Disputes

ANY DISPUTE YOU HAVE WITH ANY THIRD PARTY, INCLUDING, BUT NOT LIMITED TO, OTHER FANS AND ANY ANIME, IN CONNECTION WITH YOUR USE OF THE SERVICES IS DIRECTLY BETWEEN YOU AND SUCH THIRD PARTY. ACCORDINGLY, TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU IRREVOCABLY RELEASE OSHI AND THE OTHER RELEASED PARTIES FROM ANY AND ALL CLAIMS, DEMANDS AND DAMAGES (DIRECT, INDIRECT, AND CONSEQUENTIAL) OF EVERY KIND AND NATURE, KNOWN AND UNKNOWN, ARISING OUT OF OR IN ANY WAY CONNECTED WITH SUCH DISPUTES.

Assignments

This Agreement will inure to the benefit of our successors and assigns. You may not assign this Agreement or any of the rights or licenses granted hereunder without the prior express written consent of Oshi. Oshi may assign this Agreement, including all its rights hereunder, without restriction.

Amendments

We reserve the right to change this Agreement at any time. We may give notice by posting the updated Agreement on the Services or by any other reasonable means. You can review the most current version of this Agreement posted on the Services at any time. The version of this Agreement in effect at the time of your use of the Services shall apply to such use of the Services. Your continued use of the Services after the date of the updated Agreement will constitute your acceptance of the updated Agreement. If you do not agree to the updated Agreement, you must stop using the Services.

Survival

Provisions that, by their nature, should survive termination of these Terms shall survive termination. By way of example, all of the following will survive termination: any obligation you have to pay us or indemnify us, any limitations on our liability, any disclaimers, any terms regarding ownership or intellectual property rights, and terms regarding disputes between us.

Waiver and Conflict

No waiver by Oshi of any term or condition set out in these Terms will be deemed a further or continuing waiver of such term or condition or a waiver of any other term or condition, and any failure of Oshi to assert a right or provision under these Terms will not constitute a waiver of such right or provision.

If any provision of these Terms is held by a court or other tribunal of competent jurisdiction to be invalid, illegal or unenforceable for any reason, such provision will be eliminated or limited to the minimum extent such that the remaining provisions of the Terms will continue in full force and effect.

Third-Party Beneficiaries

This Agreement is not intended and shall not be construed to create any rights or remedies in any parties other than you and us and any affiliates which each shall be a third-party beneficiary of this Agreement, and no other person shall assert any rights as a third-party beneficiary hereunder.

Entire Agreement

This Agreement and the Privacy Policy constitute the sole and entire agreement between you and Oshi with respect to the Services and supersede all prior and contemporaneous understandings, agreements, representations and warranties, both written and oral, with respect to the Services. This Agreement does not, and will not be construed to, create any partnership, joint venture, employer-employee, agency or franchisor-franchisee relationship between you and Oshi.

If you have any questions about these Terms, please email us at support@oshi.co or contact us by Discord at Discord.