Last Updated: 15-08-2024

These Oyster Application Terms of Service (“Terms” or “Terms of Service”) are entered into by and between you, the eligible user bound by these Terms as set forth herein (“User,” “you,” or “your”), and Plankton Eco Solutions Limited (“Oyster,” “we,” “our” or “us”) and govern your use of the Oyster interface (the “Application”) to access autonomous smart contracts for node services as further described at docs.marlin.org (the “Protocol”). You may use the Application as an offeror of node and computational server capacity (“Operator” and such products and services of the Operator, the “Offerings”) or purchaser of the Offerings made available by Operators (“Purchaser Users”) as the case may be. 

READ THESE TERMS OF SERVICE CAREFULLY, AS THEY CONTAIN TERMS AND CONDITIONS THAT SET OUT AND IMPACT YOUR RIGHTS, OBLIGATIONS, AND REMEDIES IN CONNECTION WITH YOUR ACCESS TO AND USE OF THE APPLICATION, INCLUDING A CLASS ACTION WAIVER AND AN AGREEMENT TO ARBITRATE FOR ANY DISPUTE RESOLUTION. IF YOU ARE A USER IN THE EUROPEAN ECONOMIC AREA, OR ANY OTHER COUNTRY THAT DOES NOT ALLOW SUCH ARBITRATION AGREEMENT, THE ARBITRATION CLAUSE DOES NOT APPLY TO YOU. 

BY ACCESSING OR USING THE APPLICATION, OR BY CLICKING TO ACCEPT OR AGREE TO THESE TERMS OF SERVICE WHEN THE OPTION IS MADE AVAILABLE, YOU REPRESENT AND WARRANT THAT (A) YOU ARE COMPETENT AND OF LEGAL AGE TO FORM A BINDING CONTRACT WITH US, (B) THAT YOU HAVE CAREFULLY REVIEWED THESE TERMS AND FULLY UNDERSTAND THE RISKS, COSTS, AND BENEFITS RELATED TO USING THE APPLICATION, AND (C) YOU ACCEPT AND AGREE TO COMPLY WITH AND BE LEGALLY BOUND BY THESE TERMS IN FULL. IF YOU ARE ENTERING INTO THIS AGREEMENT ON BEHALF OF A COMPANY OR OTHER LEGAL ENTITY, YOU REPRESENT THAT YOU HAVE THE AUTHORITY TO BIND SUCH ENTITY AND ITS AFFILIATES TO THESE TERMS AND CONDITIONS, IN WHICH CASE THE TERMS “YOU” OR “YOUR” SHALL REFER TO SUCH ENTITY AND ITS AFFILIATES. IF YOU DO NOT AGREE TO THE TERMS, OR IF YOU OTHERWISE DO NOT MEET THE FOREGOING REQUIREMENTS IN ANY WAY, YOU ARE NOT AUTHORIZED TO USE THE APPLICATION AND MUST CEASE USING THE APPLICATION IMMEDIATELY.

1. ABOUT THE TERMS; AMENDMENTS.

(a) The Terms. Your access to and use of the Application is governed by these Terms of Service and any User guides, documentation, policies, and rules referenced herein, posted on the Application, or otherwise communicated to you in connection with your access to or use of the Application.

(b) Changes to these Terms. We reserve the right to make changes or modifications, in our sole discretion and at any time and without prior notice, to these Terms and other terms or materials identified by us to reflect changes in applicable laws and regulatory requirements relating to the use of the Application, to implement technical adjustments and improvements, or to respond to market requirements. All changes are effective immediately upon posting on the Application unless we expressly indicate otherwise. It is your responsibility to regularly check these Terms to stay informed of updates, as they are binding. We will indicate that the Terms of Service have been modified by updating the “last updated” date at the top of these Terms. Your continued use of the Application following the posting of any revised Terms means that you accept and agree to the changes contained therein.    

2. APPLICATION; ACCESS AND USE. 

(a) Application Scope and Limitations. The Application is provided to you in accordance with the then-current rules, policies, specifications, and other information set forth in the whitepapers, documents, and websites made available to the public concerning the Protocol, in each case as may be updated from time to time (the “Protocol Documents”). The Application offers access to the Protocol, which matches Operators and Purchaser Users for the deployment of enclaves by Operators that meet the desired technical specifications for the computations requested by Purchaser Users. Transactions between Operators and Purchaser Users for the sale and purchase of an Offering are referred to as the “Offering Transaction”. The Offerings and Offering Transactions will be subject to the respective terms and conditions established and provided in the Protocol Documents and by the applicable Operator (the “Operator Terms”) and therefore Purchaser Users will be subject to additional terms and conditions when interacting with Operators on the Application. It is the Operators sole responsibility to provide Purchaser Users with their terms and conditions prior to entering into the Offering Transaction and to monitor its Purchaser Users for compliance with all applicable terms and conditions and the responsibility of the Purchaser User to review all applicable terms and conditions prior to entering into the Offering Transaction. We do not control the Offerings or the Protocol and are not a party to the Offering Transaction, which shall be solely between the Operators and Purchaser Users. 

(b) Access and Use. Subject to and conditioned on your acceptance of and ongoing compliance with these Terms, you are hereby granted limited, revocable, non-exclusive, non-transferable, non-assignable, non-sublicensable access to and use of the Application, solely as provided by us for your use, including through any Authorized Users (as defined herein), as permitted by and in accordance with these Terms. Notwithstanding anything contained in these Terms, we reserve the right, without notice and in our sole discretion, to impose limitations on, suspend, and/or terminate your right to access or use the Application, in whole or in part, at any time and for any or no reason, and you acknowledge and agree that we shall have no liability or obligation to you, to the fullest extent permitted by applicable law in the event of such imposition of limitations, suspension, and/or termination. “Authorized User” means your employees, consultants, contractors, and agents who are authorized by you to access and use the Application under the rights granted to you pursuant to these Terms. You are responsible and liable for all uses of the Application resulting from access provided by you, whether directly or indirectly. Without limiting the generality of the foregoing, you are responsible for all acts and omissions of Authorized Users, and any act or omission by an Authorized User that would constitute a breach of these Terms if taken by you will be deemed a breach of these Terms by you. You shall use reasonable efforts to make all Authorized Users aware of the provisions of these Terms as applicable to such Authorized User’s use of the Application and shall cause all Authorized Users to comply with these Terms.

(c) Prohibited Activities. As an express condition of your access to and use of the Application, you represent and warrant to us that you shall not access or use the Application for any unlawful purpose or any purpose prohibited by these Terms, or any terms and conditions applicable to you in connection with any Offering, or the laws or regulations in the jurisdiction in which you live or reside or within which you may access, use, or otherwise engage with the Application. Without limiting the foregoing, you agree not to use the Application for any of the following purposes: (i) access, copy, reproduce, distribute, share, publish, display, use, store, modify, correct, adapt, translate, enhance, or otherwise prepare derivative works or improvements of any content or component, including the Application’s source code, in whole or in part, made available in connection with the Application, or any Oyster Properties (as defined below); (ii) violate any law, regulation, or governmental policy in any applicable jurisdiction; (iii) share, lease, rent, lend, sell, license, assign, distribute, publish, transfer, use, provide access, or otherwise grant rights in or to the Application to or on behalf of any third party (other than your Authorized Users, as applicable); (iv) infringe upon, misappropriate, or violate intellectual property rights or any other rights of any person or entity (including Oyster); (v) engage in any behavior or activity that is or may be harmful, fraudulent, deceptive, threatening, harassing, discriminatory, defamatory, obscene, or otherwise objectionable; (vi) violate the security of any computer network or crack any password or security encryption code; (vii) impersonate or attempt to impersonate another individual or entity, including any Oyster employee or agent, or another Application user; (viii) decompile, reverse engineer, or otherwise attempt to obtain the source code or underlying ideas or information of or in connection with the Application; (ix) attempt to gain unauthorized access to, interfere with, damage, or disrupt any parts of the Application or any server, computer, or database connected to the Application; (x) circumvent, remove, alter, deactivate, degrade, or thwart any technological measure or content protections of the Application; (xi) attack Oyster’s information technology systems via a denial-of-service attack or otherwise; (xii) use any device, software, bot, or routine that interferes with the proper operation of the Application; (xiii) damage, overburden, disable, or impair Oyster’s ability to provide the Application to users; (xiv) damage, disrupt, compromise, or otherwise interfere with any user’s access to the Application; (xv) introduce any viruses, trojan horses, worms, logic bombs, or other material that is malicious or technologically harmful to Oyster, the Application, or any users of the Application; or (xvi) otherwise access or use the Application for any purpose or application not permitted by these Terms. Any use of the Application in breach of these Terms may subject you to civil liability and/or criminal prosecution in addition to our discretionary exercise of our rights and remedies hereunder (which may include, without limitation, suspension and/or termination of your rights to use the Application).     

Operators shall be solely responsible for monitoring the Offerings (and Purchaser Users’ use thereof) and enforcing the Operator Terms; however, Oyster reserves the right to monitor access to or use of the Application by any user, and to investigate, to the fullest extent permitted by law, any reports, complaints, allegations, or claims of suspected misconduct or violations of these Terms or the law. You agree to cooperate with and assist, in good faith, Oyster or its representative(s) in connection with any such investigations, including by providing us with such information as we may reasonably request. 

(d) AML. You agree and acknowledge that you are not authorized to use the Application if there are applicable legal restrictions in your country of residence that would make the use of the Application illegal. It is your sole responsibility to ensure that your use of the Application is not prohibited, restricted, curtailed, hindered, impaired or otherwise adversely affected in any way by any applicable law in your country of residence or domicile. In addition, you are not authorized to use the Application if you are: 

(1) a citizen, domiciled in, resident of, or physically present / located in an Excluded Jurisdiction.   

(2) where you are a corporate body: (x) which is incorporated in, or operates out of, an Excluded Jurisdiction, or (y) which is under the control of one or more individuals who is/are citizens of, domiciled in, residents of, or physically present / located in, an Excluded Jurisdiction; 

(3) an individual or body corporate: (x) included in the consolidated list published by the United Nations Security Council of individuals or entities subject to measures imposed by the United Nations Security Council accessible at https://www.un.org/securitycouncil/content/un-sc-consolidated-list; or (y) included in the United Nations Lists (UN Lists) or within the ambit of regulations relating to or implementing United Nations Security Council Resolutions listed by MAS and accessible by https://www.mas.gov.sg/regulation/anti-money-laundering/targeted-financial-sanctions/lists-of-designated-individuals-and-entities; or 

(4) an individual or corporate body who is otherwise prohibited or ineligible in any way, whether in full or in part, under any law applicable to such individual or corporate body from participating on the Application.

“Excluded Jurisdiction” as used herein shall mean Iran, North Korea, Cuba, Syria, China, Afghanistan, Central African Republic (the), Congo (the Demographic Republic of the), Libya, Mali, Russia, Seychelles, Somalia, Sudan, United Arab Emirates, United States of America, and Yemen.

(e) Digital Wallet. To use certain features of the Application, you may be required to connect an authorized digital wallet (“Digital Wallet”) and maintain the designated Digital Wallet for use on the Application. You have the sole responsibility to: (i) establish and maintain, in fully operational, secure, and valid status, access to your Digital Wallet; and (ii) maintain, in your fully secure possession, the credentials for accessing your Digital Wallet and the private key for your Digital Wallet. You acknowledge and agree that in the event your Digital Wallet or any digital asset contained therein is subject to any loss, hack, theft, or other detrimental effect arising from such Digital Wallet’s or digital asset’s connection to or use on the Application, you will have no rights, claims, or causes of action whatsoever against us for such loss, hack, theft, or detrimental effect. Any data related to your Digital Wallet processed by us with respect to your access to the Application will be done so in accordance with our privacy policy found at (“Privacy Policy”).

(f) Aggregate Data. When you use the Application, including any engagement in connection with an Offering, we may collect information related to your use of the Application and/or such engagement. Such information is used by us in an aggregate and anonymized manner (“Aggregate Data”), for the exclusive purpose of improving the security, compatibility, or interoperability of the Application. To better understand the Aggregate Data and information we collect and process and how we use any information collected through or in connection with the Application, please refer to our Privacy Policy. 

3. OWNERSHIP.

(a) Oyster Properties. You acknowledge and agree that we (or, as applicable, our licensors) own all right, title, and interest in and to the Application and all elements of the Application, including all graphics, design, documentation, systems, methods, processes, architectures, structures, functions. information, computer code, software, services, “look and feel,” organization, compilation of the content, code, data (including Aggregate Data), and all other features, components, and aspects of the Application (collectively, the “Oyster Properties”). The Oyster Properties are protected by copyright, trade dress, trademark, patent laws, international conventions, other relevant intellectual property and proprietary rights, and applicable laws. Neither these Terms nor your access to or use of the Application grant you ownership or any other rights with respect to the Oyster Properties or the Application, whether expressly, by implication, estoppel, reliance, or otherwise, all of which are specifically excluded and disclaimed.

(b) Feedback. If you (and/or your Authorized Users, as applicable) transmit any communication or material to us via mail, email, telephone, the Application, any social media channels or applications (including Discord and Telegram), or any other method or means, suggesting or recommending changes to the Application, including new features or functionality relating thereto, or any comments, questions, suggestions, or the like (“Feedback”), we are free to use such Feedback, irrespective of any other obligation or limitation between you and us governing such Feedback. All Feedback is and will be treated as non-confidential, except as provided by applicable law. You hereby assign to us, on your behalf and on behalf of your Authorized Users (as applicable), all right, title, and interest in, and we are free (but not obligated) to use, without any attribution or compensation to you or any third party, any content contained in any Feedback, including any ideas, know-how, concepts, techniques, and all intellectual property rights therein and thereto, for any purpose whatsoever. To the extent any personal data is included in or provided in connection with any Feedback we receive, such personal data will be processed in accordance with our Privacy Policy.

4. INDEMNIFICATION.

To the maximum extent not prohibited by applicable law, you agree to release, defend, indemnify, and hold harmless Oyster, Marlin Foundation, and each of their respective officers, employees, directors, shareholders, founders, parent, subsidiaries, affiliates, agents, and licensors (the “Indemnified Parties”) from and against any and all claims, liabilities, proceedings, demands, losses, damages, costs, and expenses of any kind or nature (including reasonable attorneys’ fees) arising out of, relating to, or in any way connected with (i) your access to or use of the Application; (ii) your engagement with any other Application user; (iii) your violation of any rights of or obligations to a third party; (iv) any content provided by you to the Application or to any other Application user; (v) incorrect information provided by you in your account or elsewhere on or through the Application; (vi) any actual or alleged breach of these Terms by you, any Authorized User, or any person using your account, whether with or without your permission or knowledge; (vii) any actual or alleged violation of or failure to comply with any applicable law by you, any Authorized User, or any person using your account, whether with or without your permission or knowledge; (viii) your negligence, fraud, or willful misconduct; or (ix) any disputes between you and any third party, including any disputes concerning an Offering or Offering Transaction.

5. DISCLAIMERS.

(a) DISCLAIMER OF WARRANTIES. YOUR ACCESS TO AND USE OF THE APPLICATION AND ANY RELATED SERVICES IS AT YOUR OWN RISK. THE APPLICATION AND ALL RELATED SERVICES ARE PROVIDED “AS IS,” “AS AVAILABLE,” “WITH ALL FAULTS,” AND WITHOUT ANY EXPRESSED OR IMPLIED REPRESENTATIONS, CONDITIONS, OR WARRANTIES OF ANY KIND. TO THE EXTENT NOT PROHIBITED BY APPLICABLE LAW, THE INDEMNIFIED PARTIES DISCLAIM ALL WARRANTIES, CONDITIONS, AND REPRESENTATIONS OF ANY KIND IN CONNECTION WITH THE APPLICATION, THE PROTOCOL, THE OFFERINGS AND RELATED SERVICES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING: (i) IN CONNECTION WITH TITLE, MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, SATISFACTORY QUALITY, AND NON-INFRINGEMENT; (ii) IN CONNECTION WITH THE COMPLETENESS, ACCURACY, AVAILABILITY, TIMELINESS, SECURITY, OR RELIABILITY OF OUR APPLICATION, ANY CONTENT THEREIN, OR ANY RELATED SERVICES; (iii) IN CONNECTION WITH ANY DAMAGE TO YOUR COMPUTER SYSTEM, LOSS OF DATA, OR OTHER HARM THAT RESULTS FROM YOUR ACCESS TO OR USE OF OUR APPLICATION, ANY CONTENT THEREIN, OR ANY RELATED SERVICES; (iv) IN CONNECTION WITH THE DELETION OF, OR THE FAILURE TO STORE OR TO TRANSMIT, ANY CONTENT AND OTHER COMMUNICATIONS MAINTAINED BY OUR APPLICATION; (v) THAT THE ACCESS TO OR USE OF THE APPLICATION, ANY CONTENT THEREIN, OR ANY RELATED SERVICES IS AND/OR WILL BE SECURE, TIMELY, UNINTERRUPTED, OR ERROR-FREE, OR COMPATIBLE OR OPERATIONAL IN COMBINATION WITH ANY OTHER HARDWARE, SOFTWARE, SYSTEM, OR DATA; (vi) THAT THE APPLICATION, ANY CONTENT THEREIN, OR ANY RELATED SERVICES ARE AND/OR WILL BE FREE OF HARMFUL COMPONENTS; AND (vii) THAT ANY DEFECTS IN THE APPLICATION, ANY CONTENT THEREIN, OR ANY RELATED SERVICES WILL BE CORRECTED. NO ADVICE OR INFORMATION, WHETHER ORAL OR WRITTEN, OBTAINED FROM US OR THROUGH OUR APPLICATION, SHALL CREATE ANY WARRANTY, CONDITION, OR REPRESENTATION NOT EXPRESSLY MADE HEREIN.

(b) DISCLAIMER – DOWNTIME. YOU ACKNOWLEDGE AND AGREE THAT FROM TIME TO TIME, INTERRUPTIONS, ERRORS, DELAYS, OR OTHER DEFICIENCIES IN PROVIDING ACCESS TO THE APPLICATION MAY OCCUR DUE TO A VARIETY OF FACTORS, INCLUDING PLANNED OUTAGES TO MAINTAIN AND ENHANCE THE APPLICATION, AS WELL AS OUTAGES OUTSIDE OF OUR CONTROL (COLLECTIVELY “DOWNTIME”). IF THE APPLICATION IS UNREACHABLE DUE TO DOWNTIME, THEN YOU MAY NOT BE ABLE TO USE THE APPLICATION AS INTENDED. WE SHALL NOT BE LIABLE OR RESPONSIBLE TO YOU FOR ANY INCONVENIENCE, LOSSES OR ANY OTHER DAMAGES AS A RESULT OF DOWNTIME. YOU HEREBY WAIVE ANY CLAIM AGAINST OYSTER RESULTING FROM ANY DOWNTIME.  

(c) DISCLAIMER – BLOCKCHAIN. YOU ACKNOWLEDGE AND AGREE THAT THE PROTOCOL AND RELATED SERVICES UTILIZE BLOCKCHAIN TECHNOLOGY, AND THAT, AS A RESULT, THE PROTOCOL AND RELATED SERVICES ARE SUBJECT TO INHERENT RISKS. YOU HEREBY ACKNOWLEDGE AND ACCEPT SUCH RISKS, AND THE INDEMNIFIED PARTIES DISCLAIM ANY AND ALL LIABILITY RELATED TO SUCH ASSUMED RISKS. THE INDEMNIFIED PARTIES SHALL NOT BE RESPONSIBLE OR LIABLE TO YOU FOR ANY LOSSES YOU INCUR AS A RESULT OF OR IN CONNECTION WITH YOUR USE OF THE APPLICATION OR YOUR DIGITAL WALLET, INCLUDING LOSSES, DAMAGES, OR CLAIMS ARISING FROM: (A) USER ERROR, SUCH AS FORGOTTEN PASSWORDS OR LOST PRIVATE KEYS; (B) SERVER FAILURE OR DATA LOSS; (C) CORRUPTED DIGITAL WALLET FILES; OR (D) UNAUTHORIZED ACCESS OR ACTIVITIES BY THIRD PARTIES, INCLUDING THE USE OF VIRUSES, PHISHING, BRUTE-FORCING, OR OTHER MEANS OF ATTACK AGAINST THE APPLICATION, BLOCKCHAIN, OR YOUR DIGITAL WALLET. IN ADDITION, THE INDEMNIFIED PARTIES SHALL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE SUSTAINED IN CONNECTION WITH ANY EXPLOITATION, VULNERABILITY, OR OTHER FORM OF FAILURE OR MALFUNCTION OF ANY BLOCKCHAIN OR ANY RELATED FEATURES. YOU, AS A USER, UNDERSTAND THAT YOUR PUBLIC WALLET ADDRESS WILL BE MADE PUBLICLY VISIBLE WHENEVER YOU ENGAGE IN ANY TRANSACTION ON THE APPLICATION. WE NEITHER OWN NOR CONTROL YOUR DIGITAL WALLET(S), THE BLOCKCHAIN, OR ANY THIRD PARTIES RESPONSIBLE FOR PROVIDING SERVICES IN CONNECTION WITH YOUR DIGITAL WALLET(S) OR THE BLOCKCHAIN. WE SHALL NOT BE LIABLE FOR THE ACTS OR OMISSIONS OF ANY SUCH THIRD PARTIES, NOR SHALL WE BE LIABLE FOR ANY LOSS OR DAMAGE THAT YOU MAY SUFFER IN CONNECTION WITH YOUR TRANSACTIONS ON THE BLOCKCHAIN, OR ANY INTERACTION WITH OR DISRUPTED SERVICES OF ANY SUCH THIRD PARTIES. YOU ALSO UNDERSTAND AND AGREE THAT ALL RECORDATION ON THE BLOCKCHAIN IS FINAL, PERMANENT, AND IMMUTABLE, AND OYSTER CANNOT REVERSE, OR REMOVE ANY BLOCKCHAIN TRANSACTION RECORDED IN RELATION TO THE USE OF THE APPLICATION OR ANY RELATED SERVICES. ACCORDINGLY, THE INDEMNIFIED PARTIES SHALL NOT BE RESPONSIBLE OR LIABLE FOR ANY LOSS OR DAMAGE SUSTAINED IN CONNECTION WITH SUCH BLOCKCHAIN RECORDATION.

YOU REPRESENT THAT YOU HAVE A WORKING KNOWLEDGE OF THE USAGE AND INTRICACIES OF BLOCKCHAIN-BASED DIGITAL ASSETS AND HEREBY ACKNOWLEDGE THAT (I) THERE ARE RISKS ASSOCIATED WITH USING THE INTERNET AND CRYPTOGRAPHIC, DISTRIBUTED-LEDGER OR OTHER BLOCKCHAIN-BASED PRODUCTS, SUCH AS THE RISK ASSOCIATED WITH HARDWARE, SOFTWARE, AND INTERNET CONNECTIONS, THE RISK OF MALICIOUS SOFTWARE INTRODUCTION, AND THE RISK THAT THIRD PARTIES MAY OBTAIN UNAUTHORIZED ACCESS TO YOUR DIGITAL WALLET, (II) THE MARKETS FOR THE BLOCKCHAIN-BASED DIGITAL ASSETS ARE HIGHLY VOLATILE DUE TO FACTORS THAT INCLUDE, BUT ARE NOT LIMITED TO, ADOPTION, SPECULATION, TECHNOLOGY, SECURITY, AND REGULATION, AND (III) THE COST AND SPEED OF TRANSACTING WITH BLOCKCHAIN-BASED SYSTEMS ARE VARIABLE AND MAY INCREASE OR DECREASE, RESPECTIVELY, DRASTICALLY AT ANY TIME. YOU AGREE THAT OYSTER IS NOT RESPONSIBLE OR LIABLE TO YOU OR ANY THIRD PARTY FOR ANY LOSSES OR INJURY THAT MAY BE SUSTAINED, CAUSED BY OR ARISE IN CONNECTION WITH ANY OF THE FOREGOING, OR ANY EXPLOITATION, VULNERABILITY OR OTHER FORM OF FAILURE OR MISFUNCTIONING OF SOFTWARE (E.G., DIGITAL WALLET, SMART CONTRACT), THE BLOCKCHAIN OR DIGITAL ASSETS (OR ANY RELATED FEATURES, FORKS, TECHNICAL NODE ISSUES OR ANY OTHER ISSUES) OR RESULTING LOSSES THAT YOU MAY EXPERIENCE WHILE ACCESSING OR USING THE APPLICATION. 

YOU ASSUME FULL RESPONSIBILITY FOR ALL OF THE RISKS OF ACCESSING, USING AND PARTICIPATING IN THE APPLICATION. ADDITIONALLY, YOU EXPRESSLY WAIVE AND RELEASE US FROM ANY AND ALL LIABILITY, CLAIMS, CAUSES OF ACTION, OR DAMAGES ARISING FROM OR IN ANY WAY RELATING TO YOUR ACCESS TO, USE OF, OR PARTICIPATION IN THE APPLICATION, ANY OFFERING OR ANY OFFERING TRANSACTION.

6. LIMITATION OF LIABILITY.

NOTWITHSTANDING ANY CONTRARY PROVISION OF THESE TERMS OR FAILURE OF THE ESSENTIAL PURPOSE OF ANY REMEDY, AND TO THE FULLEST EXTENT NOT PROHIBITED BY APPLICABLE LAW, YOU AGREE AS FOLLOWS:

(a) IN NO EVENT WILL OYSTER BE LIABLE FOR: (i) ANY INCIDENTAL, INDIRECT, SPECIAL, PUNITIVE, CONSEQUENTIAL, OR SIMILAR DAMAGES OR LIABILITIES WHATSOEVER; (ii) ANY DAMAGES FOR LOSS OF ANY DATA, INFORMATION, GOODWILL, REPUTATION, REVENUE, PROFITS, OR OTHER BUSINESS OR FINANCIAL BENEFITS; (iii) ANY DAMAGES FOR SERVICE INTERRUPTION, COMPUTER DAMAGE, OR SYSTEM FAILURE; OR (iv) ANY DAMAGES FOR PERSONAL OR BODILY INJURY OR EMOTIONAL DISTRESS, IN ANY CASE, WHETHER UNDER CONTRACT, TORT, NEGLIGENCE, STATUTE, STRICT LIABILITY, OR OTHER LEGAL OR EQUITABLE THEORY OR CAUSE OF ACTION, EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES OR SUCH DAMAGES WERE OTHERWISE FORESEEABLE, ARISING OUT OF OR IN CONNECTION WITH THESE TERMS OF SERVICE OR ACCESS OR USE OF THE APPLICATION, INCLUDING, WITHOUT LIMITATION, THE FOLLOWING: (A) ANY UNAUTHORIZED USE OF THE APPLICATION; (B) ANY BUGS, VIRUSES, TROJAN HORSES, OR THE LIKE THAT ARE FOUND IN THE APPLICATION (REGARDLESS OF THE SOURCE OF THE ORIGINATION); (C) ANY INJURY OR DAMAGE TO COMPUTER EQUIPMENT; OR (D) THEFT, TAMPERING, OR DESTRUCTION OF, OR UNAUTHORIZED ACCESS TO, DATA OR CONTENT OF ANY KIND.

(b) IN NO EVENT SHALL OUR LIABILITY TO YOU OR ANY OTHER PERSON OR ENTITY FOR ALL DAMAGES OR LIABILITIES ARISING OUT OF, RELATED TO, OR IN CONNECTION WITH THE APPLICATION, DIRECTLY OR INDIRECTLY, EXCEED THE FEES PAID TO US IN CONNECTION WITH THE APPLICABLE OFFERING TRANSACTION.

(c) NOTHING IN THESE TERMS SHALL EXCLUDE OR LIMIT THE LIABILITY OF EITHER PARTY FOR DEATH OR PERSONAL INJURY CAUSED BY ITS NEGLIGENCE. SOME JURISDICTIONS FURTHER DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES OR OTHER DAMAGES, SO THE ABOVE LIMITATIONS MAY NOT APPLY TO YOU.

7. CLASS ACTION WAIVER.

EXCEPT WHERE PROHIBITED UNDER APPLICABLE LAWS, ALL CLAIMS AND DISPUTES WITHIN THE SCOPE OF THE ARBITRATION AGREEMENT IN SECTION 8 BELOW MUST BE ARBITRATED ON AN INDIVIDUAL BASIS AND NOT ON A COLLECTIVE CLASS BASIS. ONLY INDIVIDUAL RELIEF IS AND SHALL BE AVAILABLE.

8. DISPUTE RESOLUTION.

(a) Arbitration. All disputes arising out of or in connection with these Terms or the subject matter hereof (“Dispute(s)”) shall be finally settled by binding arbitration administered by an arbitral tribunal subject to the rules set out in the Civil Code of Seychelles Act, Chapter 33 (1 January 1976), and judgment on the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof. The arbitration shall take place in the Seychelles. All arbitrations shall be conducted and resolved on an individual basis and not a class-wide, multiple-plaintiff, or similar basis. No arbitration shall be consolidated with any other arbitration proceeding involving any other person or entity. Upon final judgment by the arbitrator of a Dispute, any award rendered shall be binding and may be entered as a judgment in any court with appropriate jurisdiction, and the parties consent to jurisdiction therein for the purpose of such enforcement. Notwithstanding the foregoing, Oyster may seek emergency injunctive relief or other relief and in a court of competent jurisdiction for your breach or threatened breach of Section 2(c) or Section 3 of these Terms. This agreement to arbitrate shall be referred to as the “Arbitration Agreement.”

(b) Arbitration Agreement Severability. Except as provided in this Section 8, if any part or parts of the Arbitration Agreement are found under the law to be invalid or unenforceable, then such specific part or parts shall be of no force and effect and shall be severed, and the remainder of the Arbitration Agreement shall continue in full force and effect.

(c) Attorney’s Fees. The prevailing party in any Dispute shall be entitled to, and the non-prevailing party shall pay, the prevailing party’s third-party attorneys’ fees and other third-party costs reasonably incurred by the prevailing party in connection with the resolution of the Dispute and in connection with the enforcement of the judgment or arbitration award in favor of the prevailing party. The non-prevailing party shall pay those fees and costs to the prevailing party upon the demand notice of the prevailing party.

9. GOVERNING LAW AND JURISDICTION.

These Terms and all matters in connection or relating to the subject matter hereof (including the interpretation of these Terms) shall be governed by and construed under the laws of the Seychelles, without giving effect to any conflict of laws rules or provisions. Subject to Section 7 (Class Action Waiver) and Section 8 (Dispute Resolution) of these Terms, each party shall and does consent and submit to the exclusive personal jurisdiction of the courts in the Seychelles for any such action.

10. ASSIGNMENT AND DELEGATION.

You shall not assign these Terms or any of your rights or delegate any of your obligations under these Terms, including in connection with a merger, acquisition, sale of assets or equity, or by operation of law. Any purported assignment or delegation in violation of this Section 10 is null and void. No assignment or delegation relieves either party of any of its obligations under these Terms for any period prior to such assignment or delegation.

11. MISCELLANEOUS.

(a) Force Majeure. Oyster shall not be liable for a failure or delay in performing any of its obligations under these Terms to the extent that such failure or delay is due to causes beyond its reasonable control, including: (i) acts of God; (ii) flood, fire, earthquake, hurricanes, or other natural disasters or catastrophes; (iii) epidemics, pandemics, or other viral outbreaks; (iv) war, invasion, hostilities (whether war is declared or not), terrorist threats, or acts, riot, or other civil unrest; (v) government order, law, or actions; and (vi) telecommunication breakdowns, power outages, or shortages.

(b) No Waiver of Rights. The failure by us to enforce any right or provision of these Terms shall not prevent us or any party from enforcing such right or provision in the future. No waiver by a party of any of the provisions of these Terms is effective unless explicitly set forth in writing and signed by such party. No failure to exercise, or delay in exercising, any right, remedy, power, or privilege arising from these Terms operates, or may be construed, as a waiver thereof. No single or partial exercise of any right, remedy, power, or privilege hereunder precludes any other or further exercise thereof or the exercise of any other right, remedy, power, or privilege.

(c) Enforceability. If an arbitrator or a court of competent jurisdiction finds any provision of the Terms to be invalid, void, or unenforceable, in whole or in part, for any reason, the offending provision will be enforced to the maximum extent permissible and will not affect the validity or enforceability of the remaining provisions, which will remain in full force and effect.

(d) Entire Agreement. These Terms constitute the sole and entire agreement of the parties with respect to the subject matter contained herein, and supersedes all prior and contemporaneous understandings and agreements, both written and oral, with respect to such subject matter.

(e) Interpretation. The headings of the sections and subsections contained in these Terms are included for reference purposes only, solely for the convenience of the parties, and shall not in any way be deemed to affect the meaning, interpretation, or applicability of these Terms or provision hereof. When the context requires, the plural shall include the singular and the singular the plural, and any gender shall include any other gender. All references to “including” or “includes” or any variation thereof shall be deemed to include the terms “without limitation.” The words “hereunder,” “hereof,” “hereto,” and words of similar import shall be deemed references to these Terms as a whole. To the extent not prohibited by applicable law, these Terms shall not be construed against the party who drafted these Terms.

(f) Survival. Any provisions of the Terms that contemplate performance or observance subsequent to the expiration or termination of these Terms or your access to or use of the Application shall survive such expiration or termination.