Terms of Service

These Terms of Service ("Terms") govern your access to and use of the KimbiPay mobile application, website, wallet services, cryptocurrency conversion services and related products and services (collectively, the "Services").

KimbiPay is operated by Kimbi Ltd ("KimbiPay", "Kimbi", "we", "our" or "us").

By creating an account, accessing or using KimbiPay, you confirm that you have read, understood and agreed to be legally bound by these Terms. If you do not agree with these Terms, you must not create an account or use the Services.

1. About KimbiPay

KimbiPay is a financial technology platform operated by Kimbi Ltd that enables eligible users to receive supported digital assets, including USDT and USDC, through supported blockchain networks and convert those digital assets into Nigerian Naira (NGN).

Following a successful conversion, users may request withdrawal of their available Naira balance to an eligible Nigerian bank account registered with their KimbiPay account.

KimbiPay is designed primarily as a digital-asset-to-Naira conversion and payout service. Unless expressly stated otherwise, KimbiPay does not provide investment, trading, lending, staking, wealth-management or financial-advisory services.

2. Eligibility

To use KimbiPay, you must:

• Be at least 18 years old;
• Be legally capable of entering into a binding agreement;
• Be resident in Nigeria, unless otherwise permitted by KimbiPay;
• Provide accurate, complete and truthful information during registration and whenever requested;
• Have a valid Nigerian bank account capable of receiving Naira payments;
• Complete any identity verification, Know Your Customer (KYC), Anti-Money Laundering (AML) or other compliance checks required by KimbiPay or applicable law; and
• Use the Services only for lawful purposes.

KimbiPay may refuse registration or restrict access to the Services where we are unable to verify your identity, satisfy applicable compliance requirements or determine that you are eligible to use the Services.

3. Account Registration and Security

You are responsible for maintaining the confidentiality and security of your account credentials, PIN, authentication methods and other security information.

You must immediately notify KimbiPay if you suspect that:

• Your account has been accessed without your permission;
• Your PIN, password or authentication credentials have been compromised;
• Your device has been lost or stolen; or
• You notice a transaction that you did not authorise.

You are responsible for activity conducted through your account where such activity results from your failure to maintain reasonable security over your credentials or device. KimbiPay may implement additional authentication, verification or security measures from time to time.

4. KimbiPay Wallet Services

Upon registration, KimbiPay may generate unique cryptocurrency wallet addresses for your account for supported networks, which may include BEP20 (BNB Smart Chain), ERC20 (Ethereum) and TRC20 (TRON). These wallets are custodial wallets managed by KimbiPay or its designated infrastructure providers on your behalf, and are intended primarily for receiving supported digital assets for conversion into Nigerian Naira.

Only digital assets and blockchain networks expressly supported by KimbiPay may be deposited. Sending an unsupported asset or using an unsupported blockchain network (including networks not listed above) may result in permanent loss of funds.

You must ensure that you send the correct digital asset, on the correct supported blockchain network, only to the wallet address generated for that specific asset and network, and that you comply with any deposit instructions displayed in the KimbiPay application. KimbiPay is not responsible for losses caused by incorrect wallet addresses, unsupported tokens, incorrect networks, smart-contract transfers, blockchain errors or other user-controlled transaction errors.

5. Cryptocurrency Deposits

A cryptocurrency deposit is considered received only after the relevant transaction has been detected, sufficiently confirmed on the applicable blockchain and accepted by KimbiPay's systems. Confirmation times depend on the applicable blockchain network and may be affected by congestion, network fees, validator activity, technical incidents or other circumstances outside KimbiPay's control.

KimbiPay may delay, reject or place a transaction under review where necessary for security, fraud prevention, AML/CFT compliance, sanctions screening or legal and regulatory requirements.

6. Conversion of Digital Assets to Naira

Eligible cryptocurrency deposits may be converted into Nigerian Naira through the KimbiPay platform. The applicable conversion rate will be displayed in the application before or at the time the conversion is processed, and may incorporate a service margin or spread to support the operation and maintenance of the KimbiPay platform.

Cryptocurrency prices can change rapidly. Once a conversion has been completed, the resulting Naira amount may not be reversed solely because the market price subsequently changes. Unless otherwise expressly stated in the application, KimbiPay does not guarantee any particular exchange rate.

7. Naira Balances and Withdrawals

Following a successful conversion, you may request withdrawal of your available Naira balance to your registered Nigerian bank account. Withdrawals are processed through KimbiPay's designated payment infrastructure, which may include Flutterwave or another approved payment provider.

Withdrawal processing times may vary depending on your bank, payment-provider processing, transaction volume, security or compliance reviews, technical issues, and other circumstances outside KimbiPay's reasonable control. While many withdrawals may be completed promptly, KimbiPay does not guarantee that every withdrawal will be completed instantly or within a particular period.

KimbiPay currently does not charge a withdrawal fee unless otherwise disclosed to you before the transaction is processed. Your bank or another payment provider may, however, impose its own charges.

8. Transaction Limits

KimbiPay may establish minimum and maximum limits for cryptocurrency deposits, conversions, Naira withdrawals, daily/weekly/monthly transaction volumes, and account balances. Limits may vary depending on account status, verification level, risk assessment, regulatory requirements and operational considerations, and may change at any time where reasonably necessary.

9. KYC, AML and Compliance

KimbiPay is committed to maintaining appropriate measures to prevent fraud, money laundering, terrorist financing, sanctions violations and other unlawful activities. You agree to provide information and documentation reasonably requested by KimbiPay for identity verification, source-of-funds checks, transaction monitoring or other compliance purposes.

Where required or permitted by law, KimbiPay may delay or place transactions on hold, restrict or suspend an account, request additional information, decline a transaction, restrict access to particular Services, or report suspected unlawful or suspicious activity to competent authorities. Nothing in these Terms limits KimbiPay's obligations under applicable Nigerian AML/CFT, sanctions, financial-crime or regulatory requirements.

10. Prohibited Activities

You must not use KimbiPay to conduct or facilitate money laundering; finance terrorism or other unlawful activities; process proceeds of crime; commit, facilitate or conceal fraud; circumvent applicable Nigerian laws or regulatory requirements; evade sanctions or restrictions; use another person's identity or account without lawful authority; provide false, misleading or fraudulent information; attempt to compromise or interfere with KimbiPay's systems; introduce malware or other harmful technology; exploit technical vulnerabilities; or engage in any activity prohibited by applicable law.

KimbiPay reserves the right to restrict, suspend or terminate accounts involved in prohibited activity and, where legally required or appropriate, provide information to relevant authorities.

11. Service Availability

KimbiPay aims to maintain reliable and continuous access to the Services but does not guarantee that the platform will always be available, uninterrupted, secure or error-free. The Services may occasionally be unavailable due to scheduled or emergency maintenance, blockchain network disruption, payment-provider or banking-system disruptions, internet or telecommunications failures, cybersecurity incidents, regulatory requirements, or other events beyond KimbiPay's reasonable control.

12. Blockchain Risks

You acknowledge that blockchain technology involves inherent risks, including network congestion, delayed confirmations, transaction failures, blockchain reorganisations, smart-contract vulnerabilities, network forks, unsupported assets, irreversible transactions, and changes to blockchain protocols. KimbiPay cannot reverse a blockchain transaction solely because you entered an incorrect address, selected an incorrect network or otherwise made an error.

13. Fees and Charges

KimbiPay may charge fees, spreads or margins in connection with the Services. Any applicable fee or conversion rate will be disclosed to you through the application before or during the relevant transaction, where reasonably practicable. Third-party providers, banks or blockchain networks may impose additional fees that are outside KimbiPay's control.

14. Taxes

You are solely responsible for determining and satisfying any tax obligations arising from your use of KimbiPay. KimbiPay does not provide tax, accounting or legal advice. You should obtain independent professional advice regarding your tax obligations where necessary.

15. User Representations

By using KimbiPay, you represent and warrant that all information you provide is accurate and complete; you are the lawful owner or authorised user of funds deposited into your account; your transactions do not involve proceeds of crime or unlawful activity; you will comply with applicable Nigerian laws; you will not use KimbiPay to circumvent regulatory requirements; and you will notify KimbiPay if information previously supplied becomes materially inaccurate.

16. Intellectual Property

All rights, title and interest in the KimbiPay application, website, software, branding, logos, trademarks, content and underlying technology belong to Kimbi Ltd or its licensors. You are granted a limited, non-exclusive, non-transferable and revocable right to use the Services for their intended purposes. You must not copy, reproduce, modify, reverse engineer, distribute, sell, lease or commercially exploit any part of the KimbiPay platform without prior written permission.

17. Privacy and Data Protection

KimbiPay collects and processes personal information in accordance with its Privacy Policy and applicable Nigerian data-protection laws, including the Nigeria Data Protection Act 2023. You can contact KimbiPay regarding privacy matters at hello@kimbipay.com.

18. Account Suspension and Termination

KimbiPay may suspend, restrict or terminate your account where you breach these Terms, we suspect fraud or unlawful activity, we are required to do so by law or a competent authority, we cannot satisfactorily complete required verification, your account presents an unacceptable security or compliance risk, you provide false or misleading information, or we discontinue the relevant Services.

Where permitted by law, KimbiPay will provide reasonable notice of account closure or suspension; however, immediate action may be taken where necessary to protect users, prevent fraud or comply with legal or regulatory obligations. You may request closure of your account by contacting customer support. Account closure does not extinguish obligations or rights that arose before termination.

19. Pending Transactions After Account Closure

Where you close your account or your account is suspended, KimbiPay may complete, reverse, hold or otherwise process pending transactions in accordance with applicable law, operational requirements and compliance obligations. Where funds are subject to a legal, regulatory or compliance hold, KimbiPay may be unable to release those funds until the relevant issue has been resolved.

20. Disclaimer of Warranties

To the maximum extent permitted by applicable law, KimbiPay provides the Services on an "as available" and "as is" basis. We do not warrant that the Services will always be available, that transactions will always complete within a particular timeframe, that blockchain networks will operate without interruption, that conversion rates will remain constant, that the Services will be free from all errors or security vulnerabilities, or that the Services will meet every user's individual requirements.

21. Limitation of Liability

To the maximum extent permitted by applicable law, KimbiPay shall not be liable for losses arising directly or indirectly from incorrect wallet addresses, incorrect blockchain networks, unsupported cryptocurrency deposits, blockchain delays or failures, market or exchange-rate fluctuations, banking or payment-provider delays, internet or telecommunications failures, unauthorised access resulting from compromised user credentials, events of force majeure, or actions taken to comply with applicable laws, regulations or lawful orders.

Nothing in these Terms excludes or limits liability that cannot lawfully be excluded or limited under Nigerian law. Subject to the foregoing, KimbiPay's aggregate liability arising from a particular transaction shall not exceed the value of the transaction giving rise to the claim.

22. Indemnity

To the extent permitted by applicable law, you agree to indemnify and hold harmless Kimbi Ltd, its officers, directors, employees, contractors and service providers from claims, losses, liabilities, costs and expenses arising from your breach of these Terms, your unlawful use of the Services, fraudulent or unauthorised activity carried out through your account due to your actions or negligence, or your violation of applicable law or third-party rights.

23. Force Majeure

KimbiPay shall not be responsible for failure or delay in performing its obligations where such failure or delay results from circumstances beyond its reasonable control, including natural disasters, war, civil unrest, government action, regulatory changes, cyberattacks, infrastructure failures, telecommunications failures, banking disruptions, blockchain failures or other similar events.

24. Changes to These Terms

KimbiPay may update these Terms from time to time to reflect changes in the Services, applicable laws, regulations, security requirements or business operations. Where changes are material, we may notify you through the application, email or other appropriate communication channels. Your continued use of KimbiPay after the effective date of revised Terms constitutes acceptance of the updated Terms.

25. Governing Law and Dispute Resolution

These Terms shall be governed by and interpreted in accordance with the laws of the Federal Republic of Nigeria. The parties shall endeavour to resolve disputes amicably through good-faith discussions. Where a dispute cannot be resolved amicably, it shall be subject to the jurisdiction of the competent courts of Nigeria, unless applicable law requires another dispute-resolution mechanism.

26. Severability & No Waiver

If any provision of these Terms is determined to be invalid, unlawful or unenforceable, that provision shall be interpreted or modified to the minimum extent necessary to make it enforceable, while the remaining provisions shall continue in full force and effect. Failure by KimbiPay to enforce any provision of these Terms shall not constitute a waiver of our right to enforce that provision or any other provision in the future.

27. Entire Agreement

These Terms, together with the KimbiPay Privacy Policy and any additional terms expressly applicable to particular Services, constitute the entire agreement between you and KimbiPay regarding your use of the Services.

28. Contact Information

Kimbi Ltd · Email: hello@kimbipay.com

Important Notice: Cryptocurrency and digital-asset transactions involve risks, including irreversible transactions, network failures and market-price fluctuations. You should only use KimbiPay for transactions you understand and are legally permitted to undertake.