User Agreement

These terms of use (hereinafter referred to as "these Terms") constitute a legally binding contract between the user and CRYPTO-OTC Japan (hereinafter referred to as "CRYPTO-OTC Japan" or "the Company"). These Terms apply to the user's use of services provided by the user on the platform, through the platform, or by other means (hereinafter referred to as "CRYPTO-OTC Japan Services" or "the Services") provided by the Company. The Services are provided by CRYPTO-OTC affiliated companies if specified in these Terms, the product terms, or additional conditions (hereinafter referred to as "these Terms, etc.").

By initiating the use of the Services, the user is deemed to have agreed to the conditions specified in these Terms, and a contract for the provision of the Services is established between the user and the Company, which the user hereby accepts.

Users who register for a CRYPTO-OTC account, access the platform, or use the Services are advised to carefully read these Terms and any other terms or conditions mentioned herein. Users are bound by and required to comply with these Terms, which may be updated and amended at any time. Additionally, when using the Services, the terms of the product agreements and the privacy notice take precedence.

If a user does not fully understand or does not agree to these Terms, please refrain from registering for a CRYPTO-OTC account or accessing and using the platform or the Services.

Risk Warning

Like any other asset, the value of cryptocurrencies can fluctuate significantly, and there is a substantial risk of financial loss when buying, selling, or holding cryptocurrencies. Therefore, users should consider whether cryptocurrency trading and ownership are suitable for their financial situation.

Further information about the risks associated with using the Services is provided in the risk warning (subject to updates). Users should carefully read the risk warning, noting that it does not explain all possible risks or how those risks may affect the user's individual circumstances.

Before deciding to use the Services, it is essential to fully understand the relevant risks.

The Company does not provide any form of investment or consulting advice. Any communication or information provided by the Company should not be construed as any type of advice.

Information Regarding the Contract Between the Company and the User

1. Introduction

1.1. About the Company: The CRYPTO-OTC Group is a global blockchain and ecosystem centered around online cryptocurrency trading. It provides users with a trading platform for buying and selling cryptocurrencies, an integrated management solution allowing users to store their own cryptocurrencies, and other cryptocurrency-related services.

1.2. These Terms: These Terms apply to the user's use of CRYPTO-OTC Japan Services, outlining information about the Company, how the Company provides services to users, the methods for changing or terminating these Terms, procedures for handling issues that may arise, and other essential information.

Users are required to read these Terms, along with any referenced documents, and seek clarification from the Company if there are any uncertainties.

1.3. Additional Documents: These Terms reference several additional documents that apply to the user's use of the Services. This includes the Privacy Notice, Risk Warning, the fee structure page on the Company's website, and specific agreements or terms governing the use of certain Services. Users must acknowledge and comply with the relevant additional conditions applicable to the use of the Services.

2. Eligibility

2.1. Eligibility Criteria: To open a CRYPTO-OTC account and use the Services, users must meet the following conditions:

a. Have full authority, authorization, and capability to access and use the Services and comply with user obligations under these Terms.

b. Be at least 18 years old (for individual users).

c. If acting as an employee or agent of a corporation to open a CRYPTO-OTC account on behalf of that corporation, have the legitimate authority to act as an agent for the corporation and bind the corporation.

d. Have no previous experience of suspension or termination of the use of the Services.

e. Not be a prohibited person.

f. Not currently have an existing CRYPTO-OTC account.

g. Not be a resident outside of Japan.

h. Not be associated with anti-social forces.

i. Persons whom the Company determines may be subject to foreign PEPs.

j. Persons whom the Company determines may be a specified U.S. person as per FATCA declaration.

k. Persons whom the Company determines may hold a U.S. taxpayer identification number as per FATCA declaration.

l. Other persons whom the Company reasonably determines are not suitable for the use of the Services.

2.2. Changes to Eligibility Criteria: The Company may, at its sole discretion, modify its eligibility criteria in accordance with Article 19 of these Terms.

3. Contact Methods

3.1. Contacting the Company: For details about the Company, refer to the information on the Company's website. For questions, opinions, or complaints, users can contact the Company's customer support team at Specific contact details for certain notifications may be provided in these Terms.

3.2. Company's Contact Methods: The Company will contact users based on the contact information provided by users. This may include communication via email, SMS, or phone. It is crucial to ensure that contact information is accurate and up-to-date. If there are changes to the user's contact information, users should promptly inform the Company. The Company is not responsible if users do not receive information, notices, or other important information sent by the Company due to inaccurate contact details.

4. The Services

4.1. Specific Product Terms: Upon opening a CRYPTO-OTC account, users can access and use the Services in accordance with these Terms and specific product terms applicable to the use of the Services.

4.2. Group Services: Users acknowledge and agree that, as specified in product terms, some of the Services may be provided by CRYPTO-OTC affiliated companies.

5. Chat Service

5.1. Availability of Chat Service: The Company may provide users with an interactive online chat service (hereinafter referred to as the "Chat Service") related to the use of the Services. Users can interact with bots, chatbots, or other non-human entities using the Chat Service. By using the Chat Service to communicate with the Company, users grant the Company the authority to monitor and save the chat.

5.2. Important Information: The Chat Service is often provided as a convenient feature to enhance users' understanding of the Services. The Company makes reasonable efforts to provide accurate and up-to-date information to users based on their questions or requests. However, any content conveyed through the Chat Service is not considered a legal agreement, representation, or warranty regarding the Services, processes, decisions, or response times. When using the Chat Service, the personal data provided by users to the Company is subject to the privacy policies and notices outlined in the Company's privacy notice.

5.3. Prohibited Activities: Users must not use the Chat Service to send insulting, defamatory, fraudulent, or obscene messages, messages intended for market manipulation or any other unfair trading practices defined by financial commodity trading laws, or messages intended to disseminate false or misleading information. Sending such messages may result in the termination of the Chat Service session and restrictions on the use of the Services.

6. Fees and Charges

6.1. Payment of Fees and Charges: Users agree to pay all applicable fees, interest, charges, and other amounts (collectively referred to as "fees and charges") for the use of the services as specified on the company's website's pricing page or as notified in the relevant product terms.

Users acknowledge that the company is authorized to deduct all fees and charges for the services from the CRYPTO-OTC account in accordance with the calculation methods outlined on the pricing page or as per the terms of this agreement or product terms. If a user has a payment obligation to the company in a specific fiat currency or cryptocurrency, and the balance in that currency is insufficient to cover the obligation, the company may use other cryptocurrencies held by the user to fulfill the payment (in such cases, the company will convert the value of the cryptocurrency held by the user to the cryptocurrency or equivalent fiat currency at the current rates provided on the platform or other commercially reasonable rates determined by the company). If the user's CRYPTO-OTC account does not have sufficient cryptocurrency, the user confirms that the amount and form of payment that the user is obligated to pay under this provision will be determined by the company in a commercially reasonable manner, regardless of whether it is in the form of cryptocurrency or not.

6.2. Spread: In addition to the company's fees and charges, the company may include a spread in the quoted cryptocurrency prices.

6.3. Changes to Fees and Charges: The company reserves the right to adjust its fees and charges at any time in accordance with section 19.3 of this agreement.

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**7. CRYPTO-OTC Account Creation**

**7.1. Account Opening:** Users must create and maintain a CRYPTO-OTC account to access the services and platform. Individual users have personal CRYPTO-OTC accounts, while entities like corporations have corporate CRYPTO-OTC accounts. All CRYPTO-OTC accounts are provided at our absolute discretion, and we reserve the right to refuse applications or limit the number of CRYPTO-OTC accounts a user may hold.

**7.2. Sole Benefit:** By opening a CRYPTO-OTC account, users agree:

a. If an individual, to use the CRYPTO-OTC account for personal purposes only and not to authorize third-party usage without prior written consent from us.

b. If a corporation, the designated representative (referred to as "Transaction Manager") must use the corporate CRYPTO-OTC account solely for its benefit and not authorize third-party usage without our prior written consent.

Users bear complete responsibility for all actions arising from their CRYPTO-OTC account.

**7.3. Identity Verification:** Users must comply with our identity verification procedures before being allowed to open a CRYPTO-OTC account, access the services, and use them. Users are required to provide accurate and truthful information about themselves and, if applicable, their Transaction Manager. Users must update this information whenever changes occur.

To ensure user and Transaction Manager identity verification or protect against fraud, money laundering, terrorist financing, or other financial crimes, users grant us the authority to conduct inquiries directly or through third parties based on the results of which we may take necessary actions.

For detailed information on how we process user personal data, refer to our Privacy Notice.

**7.4. Due Diligence Enhancement:** We may request users to submit additional information, records, documents, or conduct face-to-face meetings to comply with enhanced due diligence procedures.

**7.5. Records:** We may retain records of user information provided for CRYPTO-OTC account and service-related purposes for business and regulatory compliance during the account's validity and after its termination or closure, as permitted by applicable law. For details on data collection and usage related to our site and service, refer to our Privacy Notice.

**7.6. Sub-Accounts:** At our discretion, users may create CRYPTO-OTC sub-accounts, subject to the identity verification procedures outlined in this section. Only one natural person or one corporation can be associated with a specific CRYPTO-OTC sub-account.

**8. Information Requests**

**8.1. When We Request Information:** We may request users to submit information at any time for legal compliance, identity verification, anti-money laundering, terrorist financing, fraud detection, or other legitimate reasons. Users agree to provide the requested information and acknowledge that we may retain records of such information.

**8.2. Impact of Providing Information:** Continuous collection and modification of transaction restrictions may occur based on information collected from users. If information provided by the user is suspected to be incorrect, untrue, outdated, or incomplete, we may notify the user to rectify, delete related information, or take other measures necessary to confirm the truth and accuracy of the information.

**8.3. Failure to Provide Requested Information:** Users must comply with information requests sent by us. Failure to provide requested information promptly may result in us reserving the right to suspend or terminate access to the user's CRYPTO-OTC account or the entire service without prior notice.

**9. Access to CRYPTO-OTC Account**

**9.1. Access:** To access a CRYPTO-OTC account, users or their Transaction Manager must have the necessary equipment (computer or smartphone) and internet access. Users can access their CRYPTO-OTC account directly through the platform or by other access methods specified by us (including APIs). Users are permitted to access the CRYPTO-OTC account only using the access ID provided by us for that purpose. We may require multi-factor authentication for the security of CRYPTO-OTC accounts.

The use of the platform and other access methods may be subject to additional conditions notified by us.

**9.2. Restriction on Third-Party Access:** Users agree not to allow anyone other than themselves or, in the case of a corporate CRYPTO-OTC account, their Transaction Manager, to use the registered CRYPTO-OTC account, except as otherwise provided in these terms.

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10. Account Information and Transaction Records

10.1. Account History
Users can access their account history on the platform. If users find any entries or transactions in the account history that they do not recognize or believe to be incorrect, they must notify the company within 14 calendar days from the date of the account history or the date of availability.

10.2. Errors
The company reserves the right to correct errors in the user's account history at any time. In case of transactions with obvious mistakes or derived from obvious mistakes, the company reserves the right to invalidate or cancel such transactions, or modify the details of the transactions to reflect accurate and fair information. The company is not liable for any losses or claims of any nature related to obvious errors, except in cases of intentional or negligent acts by CRYPTO-OTC Japan.

10.3. Information Sharing
The company may be obligated to share information about the user's CRYPTO-OTC account and account history with third parties based on applicable laws. Users acknowledge the company's right to disclose such information in accordance with its privacy notice. For details on how the company processes user's personal data, refer to the company's privacy notice.

11. Use of the Account

11.1. Orders, etc.
Users must ensure the accuracy and completeness of orders or any actions performed on the platform. The company is not obliged to verify the accuracy, authenticity, or validity of orders but may refuse or hold orders for additional information if doubts arise.

Orders are irrevocable, and users cannot cancel them without written consent from the company. All orders are considered received only when acknowledged by the company's server, and the company's records are binding for all purposes.

11.2. Actions Following Orders
By placing orders, users authorize the company to initiate transactions in their CRYPTO-OTC accounts. The company has the authority to deposit or withdraw cryptocurrencies from the user's account based on their orders. The company reserves the right to refuse any transaction if there are insufficient funds in the user's account.

11.3. Order Protection
Users acknowledge the general transmission of orders and information over the Internet and accept the associated risks. The company does not guarantee complete protection against unauthorized access to transmitted orders and information.

12. Transactions

12.1. Transaction Execution
Users can place orders for cryptocurrency transactions through the platform or directly with other users. The company does not guarantee the completion of transactions within a specific timeframe.

12.2. Unauthorized Transactions
Users are responsible for the management and use of their CRYPTO-OTC accounts. The company considers orders sent from the user's account as approved unless notified otherwise. Users must promptly notify the company of any suspicious activity in their accounts to avoid responsibility for unauthorized transactions.

12.3. Recordkeeping of Transactions
Users agree to allow the company to retain records of all transaction information for the effective period or any other period specified by applicable laws. For details on data collection and use, refer to the company's privacy notice.

13. Conflicts of Interest

13.1. CRYPTO-OTC Group
Users understand that CRYPTO-OTC Japan is a member of the business group involved in cryptocurrency-related activities.

13.2. Market Makers
Users acknowledge and agree that CRYPTO-OTC affiliated companies may appoint one or more market makers to provide liquidity on the platform. Market makers may maintain positions in various cryptocurrencies as part of market-making activities, which can be executed using algorithmic trading.

Market-making activities may influence cryptocurrency prices and liquidity. The company assures that it will minimize the impact on users' interests and will not conduct market-making activities with the intention of harming users' interests.

13.3. Nature of Company Duties
The company and CRYPTO-OTC affiliated companies may act in multiple capacities. Users agree that the company can act in different roles, receive fees from multiple users, and provide various services to users, affiliated companies, or other third parties.

13.4. Significant Conflicts of Interest
Users agree that the company will consider and manage significant conflicts of interest, including the disclosure or utilization of information related to significant conflicts of interest. The company will notify users of the nature, causes, and measures taken to reduce risks associated with such conflicts of interest.

13.5. Conflict of Interest
To prevent conflicts of interest from adversely affecting users' interests, the company has established and maintains effective organizational and management arrangements. If these arrangements are not sufficient to prevent risks to users' interests, the company will notify users of the nature and causes of the conflicts and the measures taken to reduce the risks, allowing users to make informed decisions on whether to continue transactions with the company.

14. Transaction Limits

14.1. Transaction Limits
The user's CRYPTO-OTC account may have limits on transaction amounts, transaction volume, or the amount or value of legal tender or cryptocurrencies that can be transferred to or from the account within a specified period (e.g., daily). Applicable limits will be displayed on the user's CRYPTO-OTC account.

14.2. Changes to Transaction Limits
The company reserves the right to change transaction limits on the user's CRYPTO-OTC account at its discretion. Users may also request changes to the limits. Any changes will be made at the company's discretion and comply with additional conditions deemed necessary by the company.

15. Handling of Cryptocurrencies

15.1. Handling of Cryptocurrencies: This service is only available for specific cryptocurrencies (subject to change). The list of supported cryptocurrencies will be published on our website. We reserve the right to remove or suspend the handling of one or more cryptocurrencies from the list with prior notice to users. This implies that users will no longer have access to the affected cryptocurrencies as part of this service, and withdrawals from the user's CRYPTO-OTC account for those cryptocurrencies will be restricted.

We are not responsible for any attempts by users to utilize their CRYPTO-OTC account for cryptocurrencies not supported by us, unless such attempts are due to our intentional or negligent actions.

15.2. Forks: We may temporarily suspend services related to specific cryptocurrencies during the evaluation of whether to support a fork. We are not obligated to support forks of cryptocurrencies held in the user's CRYPTO-OTC account, regardless of whether the resulting cryptocurrency from the fork becomes dominant. In the event that we choose to support a cryptocurrency fork, we will announce it through our website or other means deemed appropriate.

Users acknowledge and agree that we cannot control or influence the creation or implementation of forks, and we provide no guarantees regarding the security, functionality, or supply of any resulting cryptocurrencies, including those associated with new dominant cryptocurrencies or other forks.

16. Transfer of Cryptocurrencies

Users agree to the following terms regarding the transfer of cryptocurrencies:

(1) Before requesting us to transfer cryptocurrencies (defined as the act of sending cryptocurrencies held by the user's CRYPTO-OTC account to a designated recipient address), users must provide the following information to us through our designated method:

   1. User and trader's name and address (including the name and registered office or principal place of business for corporations).
   2. Cryptocurrency address of the sender (transferor).
   3. If the recipient is not the user, the name (or name of the corporation) and address of the recipient.
   4. Cryptocurrency address of the recipient.
   5. If the recipient is an exchange or other business dealing with cryptocurrencies, the name of that business.

(2) Prior to the transfer of the cryptocurrency, we will provide the information specified in the previous paragraph to the relevant exchange or entity.

(3) If we receive a transfer of cryptocurrency to our managed address, and the transfer is deemed to be intended to transfer the value of the cryptocurrency to the user, and if we do not receive the necessary information about the transfer from the originating cryptocurrency exchange, the user must provide the following information:

   1. Name and address of the transferor.
   2. If the transferor is an exchange or other business dealing with cryptocurrencies, the name of that business.

(4) In addition to the information specified in the previous paragraphs, if we request additional information necessary for the transfer of cryptocurrencies before or after the transfer, users must promptly provide that information.

(5) If the information to be provided under this section contains personal data related to third parties, users must declare and warrant that they have obtained the consent of those third parties for the information to be provided to us, and users are responsible for any damages incurred by us due to the lack of such consent.

(6) The information provided by users to us under this section must be accurate, appropriate, up-to-date, and known to the user at the time of the transfer of cryptocurrencies.

(7) Users are responsible for specifying the destination of the transfer of cryptocurrencies, and we do not assume responsibility for the accuracy and validity of the information provided regarding the destination. We are not responsible for the transfer of cryptocurrencies if it is conducted in accordance with the user's request and the provided information.

(8) In cases where we do not execute the transfer of cryptocurrencies despite the user's request and do not approve the use of received cryptocurrencies, the user must adhere to the following:

   1. If the user does not agree to the terms specified in the preceding paragraphs.
   2. If the user fails to provide the required information under this section.
   3. If the transfer of cryptocurrencies is deemed to be an act prohibited by Article 28 of these Terms and Conditions.

17. Account Security

17.1. User Responsibility: Users are responsible for taking appropriate measures to protect hardware and data from viruses, malicious software, and inappropriate entities. Except as required by law, users are responsible for backing up the replication of information stored or transferred through this service and maintaining that backup. We shall not be liable for any damages or losses arising from the user's non-compliance with this provision, unless caused intentionally or negligently by us.

17.2. Security Measures: Users and designated traders must always maintain proper security and management of all user access IDs. Users are responsible for securing their CRYPTO-OTC accounts and maintaining the security of their access IDs by taking necessary security measures, or ensuring that designated traders take such measures. This includes:

a. Strict adherence to all our mechanisms and procedures.
b. Generating strong passwords and maintaining the security and management of access IDs.
c. Keeping email accounts and phone numbers provided to us for receiving notifications or alerts up-to-date.
d. Not allowing remote access or sharing computers or screens with other users while logged into the CRYPTO-OTC account.
e. Always remembering that we will never request the user's password or two-factor authentication code.
f. Logging out from the site or platform at the end of each session.

Users must protect their email accounts and access IDs from attacks and unauthorized access. In the event of a security breach or suspicion of one, users must promptly notify us.

17.3. Monitoring Account History: It is crucial for users to monitor their account history and promptly notify us of any fraudulent or suspicious activities in their CRYPTO-OTC account. Users confirm that security breaches could lead to unauthorized access to their CRYPTO-OTC account by third parties, potentially resulting in the loss or theft of cryptocurrencies or funds held in the associated bank deposit account or credit card.

17.4. Suspected Security Breach: In case of suspected security breaches, users understand and agree to the following:

a. Users must promptly notify us, as specified in Article 3.1 of these Terms, providing accurate and up-to-date information throughout the security breach period.
b. The user's CRYPTO-OTC account will be immediately locked using the account deactivation feature on the platform or other methods determined by us.
c. Users must take any other measures reasonably requested by us to reduce, manage, or report the security breach.

We reserve the right to request users to submit any information or documents relevant or necessary in determining actual security breaches or suspicions thereof. Users agree to provide such information if requested. We may share information necessary to resolve security breaches with third parties.

Other Important Information

18. Privacy

Privacy Notice: The collection and use of personal information by us related to these Terms, the service, the platform, and the site will be conducted as per our Privacy Notice (subject to periodic updates). Users confirm that, in accordance with these Terms and our Privacy Notice, we can process personal data related to the user, personal data provided by the user to us, or personal data collected from the user.

Users represent and warrant the following:

a. Users have read and understood the Privacy Notice.
b. Our business and the Privacy Notice may be periodically updated. Therefore, users agree to promptly read any revised versions of the Privacy Notice provided by us.

19. Changes to these Terms

19.1. Method and Timing of Changes: We reserve the right to make changes to these Terms. When we make changes, we will notify users of the changes and their effective date through email or our website.

19.2. Effective Date of Changes: Changes to these Terms will become effective on the date specified in the notice provided by us to users. If users do not agree to the changes, they can close their CRYPTO-OTC accounts following the procedure outlined in Article 20.1 of these Terms.

19.3. Changes to Fees, Etc.: We may change the fees, etc., listed on the fee structure page of our website following the procedure outlined in Article 19.1 of these Terms. Such changes may include new fees. If users do not wish to accept these changes, they can close their CRYPTO-OTC accounts following the procedure outlined in Article 20.1 of these Terms.

20. Closure of CRYPTO-OTC Accounts

20.1. User's Right to Close CRYPTO-OTC Account: Users have the right to close their CRYPTO-OTC accounts at any time by following the account termination procedures established by us. Closing a CRYPTO-OTC account is free of charge, but users must pay any unpaid amounts owed to us. Users authorize us to cancel or suspend any pending transactions during account termination and deduct any unpaid amounts from their CRYPTO-OTC account.

Users may not be able to close their CRYPTO-OTC accounts in the following cases:

a. If the user is attempting to evade investigation by relevant authorities.
b. If there are pending transactions or ongoing disputes.
c. If there are unpaid amounts in the user's CRYPTO-OTC account.
d. If the user's CRYPTO-OTC account becomes subject to freezing, pending, restriction, or withholding.

20.2. Closure of User's CRYPTO-OTC Account: In the event of the closure of the user's CRYPTO-OTC account, the user is required to withdraw all cryptocurrencies held in the CRYPTO-OTC account. If the user fails to withdraw their cryptocurrencies or does not access their CRYPTO-OTC account for a consecutive 90-day period, a notice will be sent to the user treating the account as a suspended account.

20.3. Actions Upon Suspension of User's CRYPTO-OTC Account: If the user fails to respond to the notice specified in the preceding paragraph within 30 days, we may take the following actions:

a. Suspend the CRYPTO-OTC account.
b. Convert cryptocurrencies in the account to a different type. In doing so, we will not be liable for any loss of profit, tax obligations, or other losses, damages, or expenses incurred by the user as a result of such conversion.
c. Transfer the suspended account (including the cryptocurrencies held in the account) to another CRYPTO-OTC affiliated company, a third-party custodian, or an isolated wallet deemed reasonably necessary by us. In such a situation, the user has the right to reclaim the cryptocurrencies, subject to meeting our reasonable proof requirements.
d. Charge fees for the suspended account directly withdrawn monthly to cover the costs of maintaining cryptocurrencies.
e. Close the suspended account at any time.

Once a suspended account is closed, it cannot be reactivated. If the user wishes to continue using the service, they must register a new CRYPTO-OTC account following the terms of this agreement. Users confirm that they are not obligated to pay any additional rewards, incentives, or interest for cryptocurrencies deposited into their suspended accounts, as may have been separately agreed upon based on applicable product terms.

21. Termination, Suspension, Pending, and Restriction

21.1. Our Rights: We reserve the right to change or discontinue any part or function of the service at any time, either temporarily or permanently (hereinafter referred to as "discontinuation"). Specifically, in any case and for any reason deemed reasonably necessary, we may take the following measures within the scope necessary for the discontinuation of the service:

a. Provide a 14-day notice.
b. If the user loses eligibility or no longer qualifies for one or more parts of the service.
c. If the user engages in actions as specified in Article 28 (Prohibited Actions) of these terms.
d. If we reasonably suspect the following:

i. The person logging into the user's CRYPTO-OTC account is not the user, or the CRYPTO-OTC account is being or will be used for illegal, fraudulent, or unauthorized purposes.
ii. The person logging into the user's corporate CRYPTO-OTC account is not the designated trader, or the corporate CRYPTO-OTC account is being or will be used for illegal, fraudulent, or unauthorized purposes.
iii. Multiple natural persons are accessing the same CRYPTO-OTC account or conducting transactions using the same CRYPTO-OTC account, or the CRYPTO-OTC account is being or will be used for illegal, fraudulent, or unauthorized purposes.
iv. The information provided by the user is incorrect, untrue, not up-to-date, or incomplete.
e. If there are reasonable concerns regarding the user's creditworthiness or financial condition, including:

i. Failure to repay debts by the deadline set by us.
ii. Declaration of suspension or insolvency, initiation of civil rehabilitation or similar procedures, or filing for such procedures.
iii. Receiving disposition of dishonor for issued or accepted bills of exchange or checks, or suspension of transactions by a bill exchange office or similar measures.
iv. Application for attachment, provisional attachment, provisional disposition, compulsory execution, or auction.
v. Non-payment of national taxes or dues.
vi. Commencement of guardianship, curatorship, or assistance, and when we reasonably determine that it is difficult for us to continue using the service based on the user's situation, etc.
f. If the submission of the information and documents according to Article 8 is pending.
g. If the submission of enhanced due diligence according to Article 7.4 is pending.
h. If requested by law or by a court or authority under our jurisdiction, as reasonably determined by us.

These measures may include, but are not limited to:

1. Refusal or blocking of approval for the completion of approved transactions.
2. Termination, suspension, closure, pending, or access restriction to part or all of the CRYPTO-OTC account.
3. Refusal to transmit information or orders to third parties (including wallet operators), and
4. Any other actions deemed reasonably necessary by us in any case, immediately, and as part of the necessary scope for discontinuation.

i. If we determine or suspect the following:

   i. User violates the terms of this agreement or product terms.
   ii. User breaches explicit or implicit warranties in this agreement or representations made by the user.
   iii. Transactions are unauthorized, contain errors, are fraudulent or illegal, or if we suspect or have reason to believe that the user's CRYPTO-OTC account or the service is being or will be used fraudulently, unauthorized, or unlawfully.
   iv. Incidents of money laundering, terrorist financing, fraud, or other crimes related to the use of the CRYPTO-OTC account or the service by the user.

j. If the user's use of the CRYPTO-OTC account is the subject of ongoing or potential litigation, investigations, or judicial, governmental, or regulatory proceedings, and/or if we are aware of an increased risk of non-compliance with laws or regulations related to the user's CRYPTO-OTC account business.

k. In the event of debt default towards us due to chargebacks or other reasons.

l. If emails to the user's email account are returned as undeliverable.

m. If issues arise regarding the user's identity verification.

n. If the user engages in actions that may evade our control, such as opening multiple CRYPTO-OTC accounts without our written consent or abusing promotions provided by us without our written consent.

o. Any other reasons similar to the above, and, taking into account the nature and frequency of such reasons, if we reasonably determine that there are other legitimate reasons for us to take such actions.

We will take reasonable measures to notify the user. However, there may be cases where we are not required to do so under applicable laws.

21.2. User Verification: Users acknowledge that our decisions to take certain measures, including terminating, suspending, or restricting access to the user's CRYPTO-OTC account or the service, are based on confidential standards essential to our risk management and security protocols. Users agree that we are not obligated to disclose detailed information about our risk management and security procedures.

21.3. Exercise of Rights by Us: If we terminate, suspend, pending, or restrict one or more parts of the service:

a. Depending on the circumstances of actions such as termination, suspension, pending, restriction, or other measures, users or we may close outstanding orders, positions, or transactions.

b. Chargebacks arising from the use of the CRYPTO-OTC account or the service may lead to immediate suspension or restriction of the user's CRYPTO-OTC account and the service.

c. To reactivate suspended or restricted CRYPTO-OTC accounts or the service, users may be required to reimburse us the full amount of chargebacks (including applicable fees to be paid to us).

d. In the case of chargebacks, users accept responsibility for the deposited amount and grant us the right to directly deduct various expenses from assets within the CRYPTO-OTC account without prior notice.

21.4. Illegal Possession: If we receive notice that the user's cryptocurrency or legal currency held in the CRYPTO-OTC account has been stolen or otherwise unlawfully obtained by the user (regardless of negligence), and we reasonably determine that this is the case, we may suspend the affected funds and the user's CRYPTO-OTC account. If we choose to withhold part or all of the cryptocurrencies or legal currency held in the user's CRYPTO-OTC account, we may continue to do so until evidence acceptable to us proves the user's right to ownership. We will not get involved in disputes or resolutions related to cryptocurrencies and legal currency held in the user's CRYPTO-OTC account.

21.5. Access to the Service in Other Jurisdictions: Residents of certain countries may have restricted access to all or part of the service. We reserve the right to change the services available to users at any time in accordance with Article 19.1 of these terms. If users travel to countries prohibited by us, access to the service may be blocked, and the service may be unavailable. Users understand and agree that their ability to use the services on the platform, manage existing orders or open positions, or use other services may be affected. It is prohibited for users to circumvent such restrictions by using a Virtual Private Network (VPN) or any other method to change their Internet Protocol address.

22. Termination of the Service and Account Closure

22.1. In the event of termination, cancellation, or any other reason for the termination of the service, as provided in the preceding article, users must immediately reduce the balance of the CRYPTO-OTC account to zero using the method specified by us. However, if the balance of the CRYPTO-OTC account is below the withdrawal limit set by us, users must abandon the account balance at the time of termination.

22.2. Notwithstanding the preceding paragraph, if there is a balance of legal currency or cryptocurrencies in the CRYPTO-OTC account after the termination of the service that we deem necessary, we may sell the cryptocurrencies in the account at a market price deemed appropriate by us at a designated time. If the user has a registered bank account, we may, at our discretion, refund Japanese yen to the bank account at the designated time after deducting withdrawal fees, if any. If the remaining balance is less than the fees for each transfer or withdrawal, we may charge fees up to the balance for each transfer or withdrawal.

22.3. We shall not be liable for damages incurred by users due to measures taken by us under this article unless there is intentional or gross negligence on our part.

Intellectual Property

23. Background IP


24. License for CRYPTO-OTC IP

We grant users a non-exclusive license to use CRYPTO-OTC IP (excluding this trademark) as necessary to enable users to

 receive the service for non-commercial, personal, or internal business use, in accordance with this agreement, until the closure of the CRYPTO-OTC account by the user or the suspension or termination of the user's access to the service by us, whichever occurs earlier.

25. License for User IP

25.1. User's License Grant: Users grant us an unlimited, irrevocable, royalty-free, worldwide, and non-exclusive license to use the User IP within the scope of either of the following:

a. To constitute part of the Created IP or for the license necessary to use the Created IP.

b. For the license necessary for us to provide the service to users at any time.

25.2. Our Right to Sublicense: The license granted by the user under this article includes our right to sublicense to third parties within the scope necessary for us and CRYPTO-OTC-related companies to provide the service or a part thereof to users.

The creation IP automatically belongs to the company on the day of creation and continues to do so as required.

**26.2. Transfer**

By accepting these terms, the user transfers (and agrees to delegate to agents, representatives, or contractors) all current and future rights and interests in the creation IP to the company, with a full warranty of rights.

Upon request, the user agrees to sign and/or conclude all documents and perform all actions, without claiming expenses from the company, to complete the transfer based on this clause.

**27. Miscellaneous**


The user agrees that communications between the company and the user related to these terms, conducted through various means (electronic communication, phone, video calls, or others), may be recorded by the company. All records held by the company serve as evidence of communication between the user and the company.

*User's Obligations and Responsibilities*

**28. Prohibited Activities**

By opening a CRYPTO-OTC account, the user agrees not to engage in the following activities, without compromising other restrictions or constraints mentioned in these terms:

a. Violation of these terms or any contracts entered into related to these terms (including product agreements, but not limited to them).

b. Use of the services in a way that infringes upon public interest, public ethics, or the legitimate interests of others (including actions that disrupt, confuse, negatively impact, or hinder the use of the service by other users).

c. Use of the service for resale or commercial purposes (including transactions carried out on behalf of other individuals or entities) without explicit written consent from the company.

d. Use of the service for market manipulation activities that, at the sole discretion of CRYPTO-OTC, aim to control cryptocurrency prices or artificially influence cryptocurrency prices (including but not limited to pump and dump schemes, wash trading, churning, front-running, quote stuffing, spoofing, or layering).

e. Engaging in fraudulent activities or giving rise to suspicions of fraudulent activities by the user or trading parties.

f. Conducting games of chance, bidding fee auctions, sports predictions or odds-making, prize-winning fantasy sports leagues, internet gaming, contests, horse racing, or other games of chance using the service.

g. (1) Receiving funds from both the company and other users for the same transaction during a dispute, or attempting to receive such funds, (2) conducting business or using the service in a manner that may lead to complaints, disputes, claims, fines, penalties, or other liabilities against the user, the company, or third parties, and (3) maintaining a CRYPTO-OTC account with a negative value or quantity of cryptocurrency.

h. Providing false, inaccurate, or misleading information in communication with the company related to the use of the service or in other aspects related to these terms.

i. (1) Attempting to access, acquire, copy, or monitor any part of the platform through methods not intentionally provided through the service, including deep linking, web crawlers, bots, spiders, or other automated devices, programs, scripts, algorithms, or similar or equivalent manual processes, (2) attempting to access any part or feature of the platform without obtaining approval from the company through hacking, password mining, or other illegal or prohibited means, or attempting to connect to the platform or networks associated with the service without approval, (3) searching for vulnerabilities, scanning, or testing the security measures or authentication measures of the service or the networks connected to the service, (4) attempting to reverse lookup, track, or trace information about other users or visitors of the service, (5) engaging in activities that impose an undue or excessively large load on the infrastructure of the service, systems, or networks connected to the service, (6) using devices, software, or routine programs to interfere with the normal operation of the service, transactions on the service, or the use of the service by others, or (7) manipulating identification information or headers to falsify, impersonate, or manipulate the user's identification information or the origin of messages sent to the company.

j. Modifying all or part of the platform, or integrating or embedding the platform into another program or application.

k. Attempting to disassemble, decompile, reverse engineer, or otherwise extract the object code underlying the source code, concepts, ideas, and algorithms that constitute the platform or its components.

l. Modifying, restoring, reproducing, downloading, saving, transmitting to third parties, distributing, broadcasting, publishing, deleting, or altering in any other way the CRYPTO-OTC IP or any part of the CRYPTO-OTC IP in a manner not permitted by the company. This includes using or exploiting any part of the CRYPTO-OTC IP through licensing, sublicensing, selling, granting security interests, creating derivative works, or any other method.

m. Facilitating the promotion of viruses, trojans, worms, or other computer programming routines that may damage the systems, data, or information associated with the service or result in interference or harm to the detriment of the company.

n. (1) Using anonymous proxies, (2) using temporary, disposable, self-destructive, or similar email addresses when opening CRYPTO-OTC accounts or using the service, (3) using devices, software, or routines to bypass the company's robot exclusion headers or interfere with or attempt to interfere with the service or disrupt the service, and (4) engaging in actions that may result in the loss of services from the company's internet service provider or other suppliers.

o. Intending to or setting collateral on the user's CRYPTO-OTC account holding legal tender or cryptocurrencies without prior written consent from the company.

p. (1) Infringing on applicable laws, or (2) infringing or attempting to infringe on the copyrights, patents, trademarks, trade secrets, or other intellectual property rights, publicity rights, or privacy rights of the company or third parties.

q. (1) Transferring or receiving cryptocurrency through addresses or other means related to individuals, groups, etc., determined by the company to be associated with or possibly related to individuals or entities subject to asset freezing measures under the Foreign Exchange and Foreign Trade Act, or (2) accessing, using, or attempting to access or use the service directly or indirectly, or transferring or receiving cryptocurrency between the company and individuals or entities designated as restricted individuals or parties by the United States, the United Kingdom, the European Union, or the United Nations (including lists maintained by the U.S. Treasury Department, such as sanction lists, denial lists, or entity lists).

r. Depositing legal tender into CRYPTO-OTC accounts from third parties other than the user and withdrawing legal tender to third parties other than the user (except for actions based on legal requirements).

s. Transferring or receiving cryptocurrency through addresses or other means that the company determines are related to or may be related to individuals, groups, etc., subject to asset freezing measures under the Foreign Exchange and Foreign Trade Act.

t. Using cryptocurrency-related information (information related to cryptocurrencies that may affect the user's judgment in buying or selling cryptocurrencies or exchanging them for other cryptocurrencies, excluding information readily available to all users of the company) for the purpose of self-interest or the interests of third parties.

u. Any other acts similar to the above, which, considering the nature and frequency of such acts, the company reasonably deems significantly impairs

 the use of the service.

This translation covers the main points of the text. Please note that legal translations may require careful consideration of specific legal terminology and context.

**29. Representations and Warranties**

The user consistently represents and warrants to the company as follows:

a. All documents and information provided by the user to the company are at all times genuine, accurate, complete, and up-to-date, and the company can rely on them in determining the user's eligibility to access the platform or use the services.

b. All decisions made by the user related to these terms are solely based on the user's own judgment, the user's ability and willingness to assume the risks associated with the user's assets, and the evaluation of the user's financial objectives.

c. The user has the complete authority, power, and capacity to (1) access and use the platform or services and (2) enter into and fulfill contracts related to these terms, including but not limited to product agreements.

d. If the user is a legal entity, partner in a partnership, or trustee of a trust:

   i. The entity, partnership, or trust is operated in compliance with applicable laws and the partnership or trust agreement (or other similar documents) in a manner consistent with such operation.
   ii. Any resignation, removal, appointment, or death of directors, partners, trustees, agents, or individuals authorized to operate the user's CRYPTO-OTC account is promptly notified to the company.
   iii. Immediate notification is provided to the company if the company, partnership, or trust is voluntarily or involuntarily dissolved.

e. All necessary or desirable approvals, authorizations, consents, registrations, declarations, and applications from third parties, regulatory authorities, government departments, committees, agencies, or other organizations with jurisdiction over the user for (1) accessing and using the platform or services and (2) entering into and fulfilling contracts related to these terms and performing transactions intended under these terms are unconditionally obtained in writing, disclosed to the company in writing, and not withdrawn or modified.

f. These terms and contracts entered into or related to these terms are valid, legally binding obligations, and enforceable against the user in accordance with their respective terms.

g. The user is not a prohibited person.

h. The user does not currently and will not in the future:

   i. Belong to antisocial forces.
   ii. Engage in any interaction or involvement with antisocial forces, including supporting or cooperating with the maintenance, operation, or management of antisocial forces through funding or other means.

i. The user will not engage now or in the future in unfair demands and actions, including:

   i. Violent demands.
   ii. Unfair demands beyond legal responsibility.
   iii. Threatening language or the use of violence in transactions.
   iv. Disseminating rumors, using deception, or using force to damage the company's credibility or disrupt the company's business.
   v. Any other actions similar to the above.

j. If the user is a legal entity, it is lawfully established, organized, and effectively existing under the laws of the applicable jurisdiction, with full authority to conduct business. If the user is an individual, the user is at least 18 years old.

k. The user's access to and use of the platform and services, the entry into and fulfillment of contracts related to these terms, and the performance of obligations based on these terms do not violate:

   i. The user's articles of incorporation, bylaws, partnership agreement, trust deed, or equivalent founding documents if the user is a legal entity, partner in a partnership, or trustee of a trust.
   ii. The user is not a party to, or does not cause or constitute a violation or breach of, any instrument, contract, document, or commitment that restricts or affects the user or the user's property.
   iii. The user does not result in a violation of applicable law, court orders or judgments, or an arbitration award by any government authority or regulatory body in any jurisdiction, and does not cause the company or any third party to violate.

This translation covers the main points of the text. Please note that legal translations may require careful consideration of specific legal terminology and context.

Certainly! Here is the English translation of the provided text:

**30. Disclaimer Regarding Technology**

**30.1. Absence of Representations and Warranties**

Information provided on the site and platform, including the services and chat services, is provided "as-is" and "as available," and no representations or warranties, express or implied, are made to the maximum extent permitted by applicable law. The company expressly disclaims any implied warranties of title, merchantability, fitness for a particular purpose, and non-infringement. The company does not represent or warrant that access to the site, platform, user's CRYPTO-OTC account, services, or the materials therein will be continuous, uninterrupted, timely, or error-free. This may result in periods where transactions cannot be conducted on the platform or delays in time.

**30.2. Suspension of Access**

The company reserves the right to suspend access to the user's CRYPTO-OTC account or services at any time for regular or emergency maintenance. While reasonable efforts will be made to ensure the timely processing of transactions on the platform, the company does not represent or warrant the time required to complete processing, as it is influenced by factors beyond the company's control.

**30.3. Content**

The company makes reasonable efforts to update information on the site and platform, including information related to the services. However, to the maximum extent permitted by applicable law, the company does not make any express or implied representations, warranties, or guarantees regarding the accuracy, completeness, or timeliness of the content on the site and platform.

**30.4. Third-Party Websites**

Links to third-party websites (including content, materials, and information on these websites) may be provided for convenience but are not managed by the company. The user acknowledges and agrees that the company is not responsible for any aspect of the content, materials, information, or services contained in third-party websites accessible from or linked to the platform or site, unless caused by the company's intentional or negligent actions.

**30.5. Access to Networks and Compatibility**

The user is responsible for obtaining access to the data network necessary to use the services. The user is also responsible for acquiring and updating compatible hardware or devices needed to access and use the services and the site, including their updated versions. CRYPTO-OTC Japan does not guarantee that the services, including cryptocurrency transactions, will function on specific hardware or devices. The services may be subject to malfunctions and delays inherent in the use of the internet and electronic communication.

**31. Indemnification**

**31.1. Third-Party Claims**

The user agrees to indemnify the company for damages, losses (including direct and indirect losses, loss of profits, loss of reputation, but not limited to these), expenses, and costs (including reasonable attorney fees, but not limited to these) incurred by the company due to third-party claims, lawsuits, legal actions, demands, disputes, claims, or investigations arising from:

a. Access or use of the user's CRYPTO-OTC account or services by the user.
b. User's violation or suspected violation of these terms or other terms (including product terms and incorporated terms and conditions).
c. User's violation of applicable law.
d. User's infringement of third-party rights.

**31.2. Control**

The company reserves the right to lead the defense against third-party claims that are subject to indemnification by the user under the preceding paragraph. In such cases, the user agrees to fully cooperate with the company's requests when asserting available defenses.

**31.3. Waiver**

The user agrees that, to the extent permitted by applicable law, the user will release the company from any and all claims and demands arising directly or indirectly, or related to disputes with other users or third parties, concerning the services (including cryptocurrency transactions) or the subject matter of these terms unless caused by the intentional or negligent actions of the company.

**32. Liability**

**32.1. Company's Liability**

Except in the case of the company's intentional or gross negligence, the liability of the company and CRYPTO-OTC affiliated companies to the u