Terms of Service

1. Agreement to These Terms

These Terms of Service (“Terms”) govern access to and use of the websites, applications, merchant services, wallets, payments, payment links, QR services, APIs and other products or services provided under the Koineckta brand, collectively referred to as the “Services.”

Koineckta is operated by KOINECKTA TECHNOLOGIES LIMITED, a company incorporated under the laws of the Federal Republic of Nigeria with registered address at Plot 2, Road 2, Ikota Villa Estate, Lekki, Lagos Island LGA, Lagos State 101342, Nigeria (“Koineckta”, “we”, “us” or “our”).

By registering for, accessing or using the Services, you agree to be bound by:

• these Terms;
• the Koineckta Privacy Policy;
• applicable fee schedules;
• applicable product-specific terms;
• risk notices;
• merchant terms where relevant; and
• lawful policies displayed within the Services.

If you do not agree, you must not use the Services.

2. Eligibility

To maintain an individual Koineckta account, you must:

• be at least 18 years old;
• have legal capacity to enter into a binding agreement;
• provide accurate and complete information;
• satisfy applicable KYC requirements;
• not be prohibited from using the Services by applicable law; and
• comply with these Terms.

Where you act for a company or other organisation, you represent that you are authorised to bind that organisation.

Koineckta may decline an application where required by law, risk considerations, technical limitations or internal eligibility criteria.

3. The Koineckta Services

Depending on your jurisdiction, account type and available product features, Koineckta may provide or facilitate services including:

• digital-asset wallet functionality;
• receiving supported digital assets;
• conversion of supported digital assets;
• local-currency balances or settlement functionality;
• digital-asset and fiat payment flows;
• merchant payments;
• payment links;
• QR-based payments;
• transfers;
• withdrawals to supported bank accounts;
• mobile-money settlement;
• bill payments;
• transaction reporting;
• reconciliation;
• merchant dashboards;
• APIs and webhooks; and
• related services.

Not every feature is available to every user, jurisdiction or account type.

Koineckta may introduce, modify, restrict or discontinue features subject to applicable law.

Certain components of the Services may be provided through third-party wallet, custody, liquidity, banking, payment, mobile-money or technology providers.

4. Account Registration and Verification

You must provide accurate, complete and current information. Koineckta may require identity or business verification before activating an account or permitting particular transactions. Verification may include:

• proof of identity;
• proof of address;
• facial or biometric verification where permitted;
• BVN or other recognised identifiers;
• corporate registration records;
• directors and beneficial owners;
• source-of-funds information;
• business activity;
• expected transaction volumes;
• sanctions and PEP screening; and
• additional information reasonably required for compliance or risk management.

You agree to promptly update information that becomes inaccurate. Failure to complete required verification may result in restrictions, delayed transactions, suspension or closure.

5. Account Security

You are responsible for maintaining the security of:

• your password;
• PIN;
• authentication credentials;
• email account;
• telephone number;
• registered device; and
• any security mechanism used to access your account.

You must notify Koineckta immediately if you suspect unauthorised access. Koineckta may implement additional authentication requirements for security purposes. You must not allow another person to use your account unless expressly permitted.

6. Wallets and Digital Assets

Where Koineckta provides access to wallet functionality, the applicable wallet model may differ depending on the product selected. Certain wallet infrastructure, key-management or custody functions may be provided through third parties.

Where you use an external wallet:

• you are solely responsible for the external wallet;
• Koineckta does not control its private keys;
• you must verify wallet addresses and networks before submitting transactions; and
• loss caused by sending an asset to an unsupported network or incorrect address may be irreversible.

Where custodial or managed-wallet functionality is offered, applicable custody arrangements and provider details may be disclosed separately.

Digital assets are not bank deposits and are not necessarily protected by deposit-insurance arrangements.

7. Supported Assets and Networks

Koineckta determines which digital assets and blockchain networks are supported. You must not send unsupported assets or use unsupported networks.

Koineckta does not guarantee recovery of assets sent:

• to an incorrect address;
• through an unsupported network;
• using an unsupported token contract; or
• contrary to displayed instructions.

Recovery, where technically possible, may be subject to additional fees.

8. Conversion and Exchange Rates

Where a transaction requires conversion between a digital asset and fiat currency, Koineckta may provide a quoted exchange rate. A quote may include:

• market rate;
• liquidity-provider spread;
• Koineckta fee;
• network costs;
• settlement charges; or
• other disclosed transaction costs.

Quotes may remain valid only for the period shown. If the payment is not completed within the quoted period, a new quote may apply.

Where an automatic-conversion feature is enabled, you authorise Koineckta or the applicable service provider to execute the conversion necessary to complete the requested transaction in accordance with the applicable quote, pricing methodology and disclosed fees.

Market conditions can change rapidly. Koineckta does not guarantee that a previous quote will remain available after expiry.

9. Payments

When you initiate a payment, you authorise Koineckta and its applicable service providers to process the transaction according to the instructions submitted. You are responsible for verifying:

• recipient or merchant;
• payment amount;
• digital asset;
• network;
• applicable rate;
• charges; and
• transaction details before confirmation.

Blockchain transactions can be irreversible once submitted or confirmed. A transaction displayed as “pending” is not necessarily complete. Final settlement may depend on:

• blockchain confirmations;
• fraud and compliance checks;
• provider availability;
• liquidity;
• bank or mobile-money processing;
• regulatory controls; and
• other operational conditions.

10. Local-Currency Settlement and Withdrawals

Where available, Koineckta may facilitate settlement or withdrawal to supported:

• Nigerian bank accounts;
• mobile-money accounts; or
• other approved payout destinations.

The beneficiary information supplied must be accurate. Settlement times shown in the Services are estimates unless expressly stated otherwise.

A payout may be delayed, rejected, recalled or reviewed where reasonably necessary due to:

• inaccurate beneficiary information;
• suspected fraud;
• compliance requirements;
• duplicate transactions;
• technical errors;
• provider outages;
• banking restrictions;
• regulatory instructions; or
• other legitimate risk concerns.

11. Merchant Services

Merchants using Koineckta are responsible for:

• complying with applicable law;
• selling lawful goods and services;
• accurately describing their goods and services;
• fulfilling customer orders;
• applying transparent prices;
• complying with tax obligations;
• maintaining appropriate refund and consumer policies;
• resolving product or service complaints; and
• protecting access credentials.

Koineckta processes or facilitates payments but is not ordinarily the seller of goods or services purchased from a merchant. Koineckta is not responsible for merchant product quality, delivery, warranties, merchant representations or contractual disputes between customers and merchants, except to the extent applicable law imposes responsibility on Koineckta.

Koineckta may restrict merchants operating in prohibited or high-risk categories.

12. Payment Links, QR Codes and Checkout

Merchants must use payment links, QR codes and checkout functionality only for legitimate transactions. Merchants must not:

• disguise the purpose of a transaction;
• alter payment information fraudulently;
• use payment links for prohibited activities;
• collect payments on behalf of unauthorised third parties; or
• misrepresent their relationship with Koineckta.

Payment links and QR codes should be treated as payment credentials and protected against tampering.

13. APIs and Webhooks

Where Koineckta grants API access:

• credentials must be kept confidential;
• API keys must not be exposed publicly;
• integrations must comply with Koineckta documentation;
• excessive or abusive requests are prohibited; and
• Koineckta may impose rate, transaction or security limits.

Webhook notifications are provided for convenience and should be cryptographically or otherwise appropriately verified according to Koineckta’s technical documentation. Merchants should not rely solely on an unverified client-side message as evidence of successful settlement.

14. Fees

Applicable fees will be displayed within the Services, fee schedule or transaction confirmation interface. You agree to pay all applicable charges. Fees may include:

• transaction fees;
• conversion fees;
• network fees;
• withdrawal fees;
• settlement fees; and
• merchant-service fees.

Koineckta may revise fees upon reasonable notice where required. The amount displayed at transaction confirmation should be reviewed before you authorise the transaction.

15. Limits and Reserves

Koineckta may apply:

• transaction limits;
• daily or monthly limits;
• account limits;
• asset limits;
• merchant-settlement thresholds;
• rolling reserves; or
• enhanced verification thresholds based on regulation, account status, risk profile, provider requirements or operational considerations.

Merchants may be subject to reserves or delayed settlement where reasonably necessary to manage fraud, refund, operational or compliance exposure.

16. Prohibited Activities

You must not use Koineckta to:

• violate any applicable law;
• commit fraud or deception;
• launder proceeds of crime;
• finance terrorism;
• evade sanctions;
• transact using stolen funds or credentials;
• impersonate another person;
• manipulate transactions;
• exploit technical vulnerabilities;
• distribute malicious software;
• circumvent transaction limits;
• operate an unauthorised financial service;
• purchase or sell prohibited goods or services;
• facilitate scams, ransomware or extortion;
• infringe intellectual-property rights; or
• interfere with Koineckta systems or other users.

Koineckta may maintain additional prohibited-business categories.

17. AML, Sanctions and Fraud Controls

Koineckta may monitor accounts and transactions for compliance, fraud and security purposes. We may:

• request additional information;
• place transactions under review;
• delay settlement;
• restrict withdrawals;
• refuse transactions;
• freeze or restrict accounts where legally permitted;
• report suspicious activity; and
• cooperate with competent authorities.

Koineckta is not required to disclose information where doing so would violate law, compromise an investigation or undermine security controls.

18. Transaction Errors and Complaints

You should notify Koineckta promptly if you believe:

• a transaction is incorrect;
• your account has been compromised;
• a payment was duplicated;
• settlement was incorrect; or
• an unauthorised transaction occurred.

Contact: support@koineckta.com

Koineckta will investigate complaints in accordance with applicable policies and law. Blockchain transactions that have been validly confirmed may not be reversible.

Nothing in these Terms removes rights available to consumers under applicable Nigerian law.

19. Refunds

Where a purchase is made from a third-party merchant, the merchant’s refund policy ordinarily applies. Where a refund is approved, the amount, asset or fiat value returned may differ from the original digital-asset amount because of:

• exchange-rate movements;
• network costs;
• settlement costs; or
• the transaction structure.

Any applicable refund methodology will be communicated through the Services or relevant merchant terms.

20. Suspension and Termination

Koineckta may restrict or suspend access where reasonably necessary because of:

• suspected fraud;
• security concerns;
• breach of these Terms;
• sanctions concerns;
• KYC/KYB failure;
• legal obligations;
• regulatory requests;
• unauthorised account access;
• prohibited activity;
• provider restrictions; or
• significant operational risk.

Where legally and operationally possible, Koineckta will provide appropriate notice. You may request closure of your account, subject to completion of pending transactions and lawful retention requirements. Account closure does not eliminate obligations arising before closure.

21. Taxes

You are responsible for determining and satisfying taxes arising from your use of Koineckta unless applicable law requires Koineckta to calculate, collect, deduct or report a tax. Koineckta does not provide tax advice.

22. Digital-Asset Risks

You acknowledge that digital assets involve significant risks, including:

• market volatility;
• rapid price movements;
• blockchain congestion;
• protocol failure;
• forks;
• cyberattacks;
• smart-contract vulnerabilities;
• stablecoin de-pegging;
• regulatory changes;
• liquidity constraints;
• irreversible transactions; and
• loss arising from incorrect wallet information.

You should only transact after understanding the relevant risks. Koineckta does not guarantee the future value or stability of any digital asset.

23. Third-Party Providers

Koineckta may rely on third parties for aspects of:

• wallet infrastructure;
• custody;
• conversion;
• liquidity;
• blockchain connectivity;
• identity verification;
• banking;
• settlement;
• mobile-money services; and
• technology infrastructure.

Third-party outages, failures or restrictions may affect the Services. Where appropriate, additional third-party terms may apply.

24. Intellectual Property

The Koineckta name, software, interface, content, graphics, logos, documentation, APIs and related intellectual property are owned by Koineckta, its operator or applicable licensors. You receive a limited, non-exclusive, non-transferable and revocable right to use the Services for their intended purpose. You may not copy, reverse-engineer, reproduce, scrape, commercially exploit or create derivative works from protected Koineckta materials except where expressly permitted by law or written agreement.

25. Privacy

Personal data is processed in accordance with the Koineckta Privacy Policy and applicable law. By using the Services, you acknowledge the data-processing practices described in that Policy.

26. Electronic Communications

You agree that Koineckta may provide notices electronically through:

• email;
• SMS;
• push notification;
• website notices;
• in-app messages; or
• other approved communication channels.

You are responsible for maintaining accurate contact details.

27. Service Availability

Koineckta aims to provide reliable Services but does not guarantee uninterrupted availability. Services may be unavailable because of:

• maintenance;
• network congestion;
• blockchain conditions;
• provider outages;
• cybersecurity events;
• regulatory restrictions;
• force majeure; or
• circumstances outside Koineckta’s reasonable control.

28. No Investment Advice

Koineckta provides payment and related technology services. Unless expressly stated and legally authorised, nothing provided through Koineckta constitutes:

• investment advice;
• financial planning;
• a recommendation to buy or sell a digital asset;
• a guarantee of investment returns; or
• an invitation to participate in an investment scheme.

You are responsible for your own financial decisions.

29. Disclaimer of Warranties

To the extent permitted by law, the Services are provided on an “as available” basis. Koineckta does not warrant that:

• every feature will always be available;
• digital assets will maintain value;
• blockchain networks will operate without interruption;
• third-party providers will be continuously available; or
• every transaction will complete within an estimated timeframe.

Nothing in this section excludes any warranty or protection that applicable law does not permit Koineckta to exclude.

30. Limitation of Liability

To the maximum extent permitted by law, Koineckta will not be liable for indirect, incidental, consequential or special loss arising from circumstances outside its reasonable control. Koineckta will not be responsible for losses resulting solely from:

• disclosure of your credentials;
• compromised devices under your control;
• incorrect wallet addresses supplied by you;
• unsupported blockchain networks;
• external-wallet failure;
• market movements;
• third-party merchant disputes;
• blockchain protocol events; or
• unlawful use of your account, except where Koineckta is legally responsible.

Nothing in these Terms excludes or limits liability where exclusion or limitation is prohibited by applicable law, including mandatory consumer rights.

31. Indemnity

To the extent permitted by law, business users and merchants agree to indemnify Koineckta against losses arising from:

• unlawful use of the Services;
• breach of these Terms;
• fraudulent merchant activity;
• infringement of third-party rights; or
• products or services supplied by the merchant, except to the extent such loss was caused by Koineckta’s own unlawful conduct or negligence.

32. Consumer Protection

Nothing in these Terms is intended to waive or restrict rights that cannot lawfully be waived under the Federal Competition and Consumer Protection Act 2018 or other applicable consumer-protection legislation. Where these Terms conflict with a mandatory legal right, the mandatory legal right prevails.

33. Governing Law and Disputes

These Terms are governed by the laws of the Federal Republic of Nigeria. Users should first raise complaints with Koineckta through support@koineckta.com. Koineckta and the user will seek to resolve disputes in good faith. Nothing in these Terms prevents a consumer from exercising rights before a competent regulator, tribunal or court where applicable. Subject to mandatory legal rights, disputes not otherwise resolved shall fall within the jurisdiction of competent Nigerian courts.

34. Changes to These Terms

Koineckta may revise these Terms as products, laws or regulatory requirements change. Where a change materially affects your rights, reasonable notice will be provided where required. Continued use after an effective amendment may constitute acceptance where legally permitted.

35. Contact

Legal Entity

KOINECKTA TECHNOLOGIES LIMITED

Registered Address

Plot 2, Road 2, Ikota Villa Estate, Lekki, Lagos Island LGA, Lagos State 101342, Nigeria

Legal

legal@koineckta.com

Support

support@koineckta.com