Kappa Pay — Master Terms of Service

Updated: June 2026

These Master Terms of Service ("Master Terms") govern your use of Kappa Pay's products and services, and explain how third‑party partner terms are presented and agreed to when a partner powers a transaction or feature. They sit above any country‑specific addenda and, where relevant, incorporate partner terms by reference.

1. Who we are and how this works

Kappa Pay ("Kappa Pay", "we", "our", "us") is a cross‑border payments company. We provide technology and compliance capabilities that enable businesses and individuals to send and receive international payments, with a focus on African markets. Some services are delivered directly by Kappa Pay. Others are delivered by regulated partners.

2. Your agreement to these Master Terms

By creating an account, accessing our websites or apps, or using any part of the service, you agree to these Master Terms and the documents they reference. If you do not agree, do not use the service. A regional addendum forms part of your agreement if it applies to you. When a partner delivers a feature, you must also accept the relevant partner terms before using it.

3. The service

Kappa Pay's services include:

• International B2B payments for goods and services
• Trade settlement for importers and exporters
• Inbound remittances from the diaspora
• Local currency payouts and collections
• Web and mobile access to manage transactions and track status

We may change, suspend, or discontinue any part of the service. If you are unsatisfied, your remedy is to stop using the service.

4. Use of the service

Licence. We grant you a limited, revocable, non‑exclusive, non‑transferable licence to access and use the service, subject to these Master Terms, regional addenda, and any partner terms that apply.

Permitted uses. You may use the service for lawful payments and related activity.

Prohibited uses. You must not:

• Use the service for illegal or unauthorised transactions
• Sell, sublicense, or redistribute access to the service
• Modify, reverse engineer, or interfere with the service
• Use the service to build a competing product or service
• Violate sanctions, AML, CTF, CPF, or data protection laws

We may suspend or terminate your access if you breach these obligations.

5. Account and identity verification

You must be at least 18 years old. To comply with AML/CTF/KYC obligations, we may request personal, business, and financial information, as well as valid ID documents.

You are responsible for keeping your account secure and must notify us immediately of any unauthorised access, including any access or activity by an Authorised User that you did not authorise.

5A. Multi‑user access and Authorised Users (business accounts)

Where you hold a business account, you may invite other individuals ("Authorised Users") to access that account and may assign each of them permissions that determine what they can view and do. The individual who creates the account, together with any user granted administrator permissions, is an "Account Administrator".

You are responsible for your Authorised Users. In particular:

• (a) You decide who to invite, what permissions to grant, and when to vary or withdraw them. It is your responsibility to satisfy yourself that each Authorised User is properly authorised by your business to access the account and carry out the actions permitted by their permissions.
• (b) You are responsible for all activity carried out under your account, whether by you or by any Authorised User, to the same extent as if you had carried it out yourself. This includes any transaction initiated, approved, instructed or cancelled by an Authorised User.
• (c) Where your account uses approval or maker‑checker controls, you are responsible for configuring and maintaining those controls and for the individuals you permit to initiate or approve actions. We act on instructions that are validly authorised through your account's controls and are not responsible for assessing the commercial merits of any such instruction.
• (d) You must keep your Authorised Users and their permissions accurate and current, and must promptly suspend or remove any user who should no longer have access. A change to a user's permissions or access may take a short period to take effect across all active sessions, and you remain responsible for that user's activity until the change has taken full effect.
• (e) You are responsible for any misuse of the account by an Authorised User, including any use in breach of these Master Terms, a Regional Addendum or applicable law, and you will indemnify us against losses, claims and liabilities arising from such misuse, save to the extent caused by our own breach, negligence or wilful misconduct.

Granting access to an Authorised User does not transfer ownership or control of the account. We may decline, suspend or remove any user's access where we consider it necessary to meet our legal, regulatory or risk obligations.

6. Fees and taxes

Our fees are transparently quoted and displayed in the application for each transaction. You can choose to accept or reject quotes before submitting transactions.

7. Intellectual property and user content

We and our licensors own all services, software, and content rights. Nothing grants you ownership rights. If you submit content, you grant us a worldwide, royalty‑free, perpetual licence to use, modify, and distribute it for business purposes.

8. Third‑party partner services and terms

Some features are provided by partners. When you use a partner‑powered feature, additional terms apply. This section explains how those terms are shown, agreed, and prioritised.

8.1 When partner terms apply

Partner terms apply whenever a transaction, wallet, corridor, payout, FX, card, or other feature is provided through one of our partner integrations.

8.2 How you see and accept partner terms

These Master Terms set out the terms for our service and incorporate the terms of all current and future partners. Where a feature is delivered through a partner, the relevant partner terms form part of these Master Terms. You do not review or consent to each partner's terms separately.

A mandatory tick box confirms your agreement to these Master Terms when you apply for an account on our platform, and a timestamped Agree button records your acceptance. You must agree and accept to continue. Your acceptance is captured in our audit trail (see Appendix B).

8.3 Order of precedence

If there is any conflict, the following order applies:

1. The regional addendum for your jurisdiction
2. The partner terms for the feature you are using
3. These master T&C's

8.4 Data sharing and privacy

We share only the data needed to deliver partner features and meet our legal and regulatory obligations. Each partner manages its own privacy notices and controls. See Appendix, Section 12 (Privacy) and the Partner Terms Directory.

8.5 Changes to partner terms

Partner terms may change. Where a change is material, we will make you aware the next time you log into our applications and ask for a fresh acknowledgement if required.

8.6 Suspension or withdrawal of partner features

We may suspend, remove, or replace a partner or partner-delivered feature. Where possible, we will give advance notice.

9. Disclaimers and Limitations of Liability

The service is provided "as is" and "as available". To the fullest extent permitted by law, we disclaim all warranties. Our total liability to you is limited to the greater of USD 100 or the fees you paid in the last 12 months. We are not liable for indirect, incidental, or consequential losses or loss of profits or data.

10. Dispute resolution and governing law

We encourage amicable resolution. Regional processes may apply as set out in the addenda. If no local process applies, these Master Terms are governed by the laws of England and Wales. Any unresolved disputes will be resolved by binding arbitration or, where applicable, in court. You agree not to participate in class actions, class arbitrations, or jury trials. See the Regional Addenda for country‑specific detail.

11. Electronic communications and e‑sign consent

You agree to receive communications electronically. We will provide disclosures, notices, and confirmations via the app, web portal, or email. You may withdraw consent, but this may limit or end your ability to use the service where e‑sign consent is required by a partner or us.

12. Privacy

Our Privacy Policy explains how we collect, use, and protect your data. By using the service, you agree to our data practices and, where you use a partner feature, to the partner's privacy notices for that feature.

13. Contact

Questions about these Master Terms should be addressed to

• Email: legal@kappapay.com

14. Regional Addenda

These addenda supplement the Master Terms for specific jurisdictions. In case of conflict, the Addendum for your jurisdiction prevails.

Addendum A – United States

• Governing Law: State of New York
• Arbitration: Binding arbitration under the FAA, administered by AAA. No class actions or jury trials.
• Opt‑Out: Email legal@kappapay.com within 30 days of acceptance to opt out of arbitration.
• Sanctions Screening: Users screened against U.S. OFAC and related lists.
• Consumer Disclosures: US‑specific rights and notices as required by law.

Addendum B – European Union

• Governing Law: Laws of the relevant EU Member State where Kappa Pay provides the service
• GDPR: Users have rights of access, rectification, and erasure
• Consumer Rights: The 14‑day withdrawal right applies unless services are already performed
• ODR Platform: EU users may submit disputes via the EU ODR platform
• Data Transfers: Per GDPR safeguards

Addendum C – Cameroon

• Governing Law: Laws of the Republic of Cameroon
• AML/CTF/KYC: Compliance with local laws
• Sanctions: Screening against local and international lists
• Data Protection: Per local law
• Disputes: Courts of Cameroon

Addendum D – Côte d'Ivoire

• Governing Law: Laws of the Republic of Côte d'Ivoire
• AML/CTF/KYC: Compliance with local laws
• Sanctions: Screening against BCEAO, FATF, and UN lists
• Data Protection: Per local law
• Disputes: Courts of Côte d'Ivoire

Addendum E – Nigeria

• Governing Law: Laws of the Federal Republic of Nigeria
• Compliance: CBN regulations, AML/CTF, and NFIU reporting
• KYC: Valid identification and business documentation as required by CBN
• Sanctions: Screening against local and international lists
• Data Protection: In line with the Nigerian Data Protection Act
• Disputes: Courts of Nigeria

Addendum F – United Kingdom

• Governing Law: Laws of England and Wales
• Compliance: UK AML/CTF regulations and applicable financial crime laws
• KYC: Valid identification and business documentation as required under UK law
• Sanctions: Screening against UK HM Treasury, OFSI, and applicable international lists
• Data Protection: In line with the UK GDPR and the Data Protection Act 2018
• Disputes: Courts of England and Wales

Appendix A — Partner Terms Directory

This appendix lists the partners whose services may be accessed through Kappa Pay. By agreeing to these Master Terms and using any partner-powered feature, you also agree to the applicable partner terms and privacy notices. Links are provided for reference.

A1. Bridge

Bridge RoW User Terms

Bridge RoW Privacy Policy

A2. Keyrails

Keyrails Terms of Service

A3. Additional partners

We may add partners from time to time. New entries will be added here as they become available.

Appendix B — Consent capture and audit trail

When you agree to these Master Terms, we record:

• User ID and account ID
• Full name and role (where provided)
• Date and time in UTC and local time
• Version numbers and titles of terms agreed
• Device and IP information
• Specific checkboxes ticked and any optional consents
• Displayed links to the terms and policies

We retain consent records for the period required by law in the relevant jurisdiction.

Appendix C — Definitions

• Partner: A third party that provides a regulated or unregulated service component, such as FX, wallets, custody, collections, payouts, or card issuing.
• Regional Addendum: A country or region-specific set of terms that supplement or replace parts of these Master Terms.
• Authorised User: An individual whom an Account Administrator invites to access a business account, with permissions determining what they can view and do.
• Account Administrator: The individual who creates a business account, together with any user granted administrator permissions on that account.

Effective date: 4th February 2026