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Affiliate Program Agreement

Last updated: January 9, 2026

This Affiliate Program Agreement ("Agreement") governs participation in the Oshi affiliate program (the "Program"). By enrolling in or participating in the Program, you ("Affiliate") agree to be bound by this Agreement.

This Agreement is between you and Oshi Technologies, Inc. ("Oshi," "we," "us," or "our"). It applies globally and governs your participation as an affiliate for any merchant participating in the Program.

This Agreement is subject to the Oshi Terms of Service, Privacy Policy, and Redemption Terms.

1. Program Overview

Oshi operates a platform that enables affiliates to promote participating merchants and earn promotional rewards based on qualifying customer actions.

Oshi:

  • does not sell merchant products,
  • does not determine merchant pricing,
  • does not employ affiliates, and
  • does not guarantee any level of earnings.

Merchants, not Oshi, are responsible for defining affiliate commission rates and funding promotional rewards. Oshi provides the technical infrastructure that administers, records, and facilitates affiliate rewards on behalf of merchants.

2. Eligibility and Enrollment

To participate, you must:

  • be at least 18 years old,
  • provide accurate and complete information, and
  • comply with this Agreement and all applicable laws.

Oshi may approve or reject any affiliate application in its sole discretion and may revoke approval at any time.

You agree that a single acceptance of this Agreement governs your participation across all merchants in the Program.

3. Independent Contractor Relationship

You are an independent contractor. Nothing in this Agreement creates an employment, partnership, joint venture, agency, or fiduciary relationship between you and Oshi or any merchant.

You have no authority to bind Oshi or any merchant.

4. Affiliate Promotion and Tracking

Affiliates may select merchants to promote through the Oshi platform. Oshi provides tracking links, attribution logic, and reporting tools.

You acknowledge that:

  • tracking depends on technical factors outside Oshi's control,
  • attribution is not guaranteed, and
  • Oshi's tracking records are authoritative.

5. Merchant-Defined Commission Terms

5.1 Commission Configuration

Merchants control affiliate commission terms through the Oshi platform, including:

  • standard commission rates,
  • affiliate-specific commission rates,
  • promotional or temporary rates, and
  • "lifetime" commissions.

All commission terms applicable to an affiliate are those configured and displayed within the Oshi platform.

5.2 Changes and Revocation

Merchants may:

  • modify commission rates,
  • revoke lifetime commissions,
  • adjust attribution periods, and
  • change reward eligibility rules,

at any time, with or without notice, and with prospective or immediate effect.

No affiliate has a vested or guaranteed right to future commissions. "Lifetime" commissions mean commissions offered for so long as the merchant elects to offer them.

6. Attribution Rules

Merchants may define attribution rules, including:

  • attribution window length,
  • attribution model (e.g., last click),
  • affiliate-specific attribution terms.

Attribution rules may vary by merchant and may change at any time. Oshi's attribution determination is final.

7. Rewards and sats

7.1 Definition of sats

"sats" are internal accounting units used within the Oshi platform that represent a conditional right to receive Bitcoin.

sats:

  • are not held in a blockchain wallet,
  • do not exist outside the Oshi platform until redeemed, and
  • have no independent value except as defined by this Agreement and merchant programs.

7.2 Nature of Rewards

Rewards represent a conditional, revocable right to redeem sats, subject to this Agreement, merchant rules, and platform requirements.

Rewards:

  • are non-transferable,
  • may be adjusted or reversed for refunds, fraud, or errors, and
  • do not constitute stored value or custodial funds.

8. Redemption and Bitcoin Conversion

Affiliates may elect to redeem earned sats for Bitcoin, subject to:

  • minimum thresholds,
  • fees,
  • delays,
  • compliance checks, and
  • availability.

Upon redemption:

  • sats are extinguished,
  • Bitcoin is delivered off-platform,
  • Bitcoin is no longer governed by this Agreement.

Oshi does not guarantee redemption timing, conversion rates, or market value.

Bitcoin redemptions are processed by Oshi's third-party service providers. Oshi does not custody, transmit, or control Bitcoin on behalf of Affiliates.

9. Merchant Funding and Platform Role

Merchants fund promotional rewards by purchasing reward credits within the platform. Such credits:

  • are non-refundable,
  • non-transferable,
  • locked to promotional use,
  • not withdrawable by merchants.

Oshi administers rewards on behalf of merchants but is not the obligor for merchant offers.

10. Prohibited Conduct

Affiliates may not:

  • self-refer or generate fraudulent activity,
  • use bots, automation, or cookie stuffing,
  • misrepresent products or affiliation,
  • engage in spam or deceptive marketing,
  • violate intellectual property rights,
  • violate applicable laws or regulations.

Violation may result in forfeiture of rewards and immediate termination.

11. Taxes

Rewards and redeemed Bitcoin may constitute taxable income. You are solely responsible for all taxes arising from your participation.

Oshi does not provide tax advice. Oshi may request tax information and may issue tax forms (including IRS Form 1099-NEC) if required by law.

12. Termination

Either party may terminate participation at any time.

Upon termination:

  • promotion must cease,
  • platform access may be revoked,
  • fraudulent or invalid rewards may be forfeited.

Provisions related to taxes, liability, indemnification, and dispute resolution survive termination.

13. Disclaimers

The Program is provided "AS IS" and "AS AVAILABLE."

Oshi disclaims all warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, and uninterrupted operation.

14. Limitation of Liability

To the maximum extent permitted by law:

  • Oshi is not liable for indirect, incidental, or consequential damages.
  • Oshi's total liability shall not exceed the value of the Affiliate's unredeemed sats balance, after any applicable corrections, reversals, or adjustments, at the time the claim arose.

15. Indemnification

You agree to indemnify and hold harmless Oshi from claims arising out of:

  • your breach of this Agreement,
  • your promotional activities,
  • your violation of law or third-party rights.

16. Governing Law and Arbitration

This Agreement is governed by the laws of the State of Texas, without regard to its conflict of laws principles.

Any dispute shall be resolved by binding arbitration on an individual basis. Class actions are waived.

17. Miscellaneous

  • This Agreement constitutes the entire agreement.
  • Oshi may modify this Agreement at any time.
  • Continued participation constitutes acceptance of changes.
  • If any provision is unenforceable, the remainder remains in effect.

Contact

Email: support@oshi.tech

Mail:

Oshi Technologies, Inc.
621 E 6th St
Austin, TX 78701