1. ABOUT FRAMELAPAY

FramelaPay is a technology-enabled financial platform designed to facilitate selected financial services through digital infrastructure.

Depending on your location, eligibility and applicable regulations, FramelaPay may provide access to:

1. cross-border money transfers;
2. receiving and sending funds;
3. multi-currency wallets;
4. foreign-currency exchange;
5. cryptocurrency and digital-asset exchange;
6. lending or credit products;
7. transaction history and account-management tools;
8. identity verification and compliance services;
9. payment and financial infrastructure provided through third-party partners; and
10. other financial technology services introduced from time to time.

Certain services may be provided by, through, or in partnership with banks, payment service providers, licensed financial institutions, digital-asset service providers, lenders, liquidity providers, foreign-exchange providers, identity-verification providers, technology providers or other regulated third parties.

2. ELIGIBILITY

To use FramelaPay, you must:

• be legally capable of entering into a binding agreement;
• satisfy the minimum age requirement applicable in your jurisdiction;
• provide accurate and complete information;
• maintain only accounts permitted under our policies;
• comply with all applicable laws and regulations;
• not be subject to applicable sanctions or prohibitions;
• not use the platform for unlawful activities; and
• satisfy our identity, compliance and risk requirements.

We may impose additional eligibility requirements for particular services.

Certain products, including lending and digital-asset services, may have additional eligibility criteria.

3. ACCOUNT REGISTRATION

To access certain services, you must create a FramelaPay account.

You agree to provide accurate, current and complete information, which may include:

You acknowledge that providing false, misleading, incomplete or fraudulent information may result in suspension or termination of your account.

4. IDENTITY VERIFICATION AND KYC

FramelaPay operates a risk-based identity-verification and compliance programme.

Before or during your use of certain services, we may require you to complete:

• Know Your Customer ("KYC") verification;
• Customer Due Diligence ("CDD");
• Enhanced Due Diligence ("EDD");
• biometric verification;
• proof-of-address verification;
• source-of-funds verification;
• sanctions screening;
• politically exposed person ("PEP") screening;
• adverse-media screening; and
• transaction-risk assessment.

We may use automated technology, artificial intelligence, machine-learning systems, third-party verification providers and fraud-detection systems to assist with these processes.

5. YOUR ACCOUNT SECURITY

You are responsible for protecting your:

• password;
• PIN;
• authentication credentials;
• device;
• recovery codes;
• API credentials;
• wallet credentials; and
• other account-security information.

FramelaPay will never ask you to disclose your password, PIN or authentication code through an unsolicited communication.

You must immediately notify us if you suspect:

• unauthorised access;
• theft of your device;
• compromise of your credentials;
• fraudulent transactions;
• account takeover;
• phishing;
• social engineering; or
• any other security incident.

You may be responsible for losses arising from your failure to adequately protect your credentials, except where prohibited by applicable law.

6. MULTI-FACTOR AUTHENTICATION

We may require or recommend multi-factor authentication ("MFA").

Depending on the service, authentication may involve:

• passwords;
• one-time passwords;
• authenticator applications;
• biometric authentication;
• device verification;
• transaction confirmation; or
• other security technologies.

We may introduce additional authentication requirements where we detect elevated risk.

7. FRAMELAPAY WALLET

Where available, FramelaPay may provide a digital or multi-currency wallet through which you may hold supported balances.

Supported currencies and assets may change from time to time.

Wallet balances may be subject to:

• transaction limits;
• withdrawal limits;
• currency restrictions;
• regulatory requirements;
• liquidity limitations;
• security controls;
• maintenance;
• compliance reviews; and
• temporary restrictions.

8. FIAT CURRENCY

Where supported, FramelaPay may allow you to hold, send, receive or exchange fiat currencies.

Currency availability may depend on:

• your jurisdiction;
• regulatory requirements;
• banking partners;
• liquidity;
• transaction corridors;
• account type; and
• risk controls.

We do not guarantee that any currency will remain available indefinitely.

9. INTERNATIONAL MONEY TRANSFERS

Where available, FramelaPay may facilitate international transfers.

A transfer may involve one or more third parties, including:

• originating banks;
• correspondent banks;
• payment processors;
• receiving banks;
• money-transfer operators;
• foreign-exchange providers;
• local payout partners; and
• other financial institutions.

Transfer timing may depend on these third parties and factors outside our control.

10. TRANSFER INSTRUCTIONS

Before confirming a transaction, you are responsible for checking:

• recipient name;
• account details;
• destination;
• currency;
• amount;
• exchange rate;
• applicable fees; and
• any other transaction information.

Where a transaction can be cancelled, applicable cancellation conditions may apply.

11. TRANSACTION FEES

FramelaPay may charge:

• transaction fees;
• exchange fees;
• network fees;
• withdrawal fees;
• processing fees;
• lending fees;
• service fees; and
• other disclosed charges.

Applicable fees will generally be displayed before you confirm a transaction where technically and legally practicable.

Third parties may also charge fees.

You are responsible for applicable fees associated with your transactions.

12. FOREIGN EXCHANGE

Where FramelaPay provides foreign-exchange services, the applicable exchange rate will be displayed or otherwise communicated before confirmation where required.

We do not guarantee that our exchange rate will be the most favourable rate available in the market.

13. CRYPTOCURRENCY AND DIGITAL ASSETS

Where cryptocurrency services are available, FramelaPay may allow eligible users to buy, sell, exchange, transfer or otherwise interact with supported digital assets.

Digital assets may include cryptocurrencies, stablecoins or other assets supported by the platform.

Nothing on FramelaPay should be interpreted as:

• investment advice;
• financial advice;
• tax advice;
• legal advice;
• an investment recommendation; or
• a guarantee of profit.

14. CRYPTOCURRENCY RISKS

Digital-asset transactions involve significant risks, including:

15. BLOCKCHAIN TRANSACTIONS

Where blockchain transactions are used, transactions may be processed on public or permissioned blockchain networks.

FramelaPay does not control third-party blockchain networks.

We are not responsible for:

• blockchain congestion;
• network outages;
• incorrect wallet addresses;
• blockchain forks;
• validator failures;
• network fees;
• blockchain protocol changes; or
• delays caused by blockchain networks.

16. DIGITAL-ASSET AVAILABILITY

FramelaPay may add, remove, suspend or restrict digital assets at any time where reasonably necessary for:

• regulatory compliance;
• security;
• liquidity;
• technical reasons;
• market conditions;
• risk management;
• partner requirements; or
• legal obligations.

17. LENDING SERVICES

Where lending services are available, they may be offered by FramelaPay or by a third-party lender or financial institution.

Separate lending terms may apply.

Before accepting a loan, you will receive applicable information regarding:

• principal amount;
• interest rate;
• fees;
• repayment schedule;
• maturity date;
• late-payment consequences;
• applicable security or collateral;
• total repayment amount; and
• other material terms.

18. RESPONSIBLE LENDING

Where required by applicable law, lending decisions may consider information such as:

• identity;
• income;
• transaction history;
• repayment history;
• affordability;
• credit information;
• fraud indicators;
• account activity; and
• other legally permissible information.

We may use automated decision-making technologies in assessing eligibility, fraud risk or credit risk.

19. LOAN REPAYMENT

You must repay all amounts due under applicable lending agreements.

Failure to repay may result in:

• additional charges where legally permitted;
• restrictions on your account;
• reporting to applicable credit-reporting agencies;
• recovery proceedings; and
• other lawful remedies.

20. AUTOMATED SYSTEMS AND ARTIFICIAL INTELLIGENCE

FramelaPay may use advanced technology including:

• artificial intelligence;
• machine learning;
• behavioural analytics;
• automated transaction monitoring;
• fraud-detection systems;
• anomaly detection;
• identity verification;
• biometric technology;
• risk scoring;
• algorithmic decision systems;
• cybersecurity systems;
• automated customer support; and
• blockchain analytics.

These technologies may help us detect:

• fraud;
• account takeover;
• money laundering;
• sanctions violations;
• suspicious transactions;
• identity theft;
• unusual activity; and
• security threats.

21. FRAUD PREVENTION

We may monitor transactions and account activity for suspicious or unusual behaviour.

We may temporarily restrict transactions where we reasonably believe that:

• fraud may be occurring;
• an account has been compromised;
• a transaction is unauthorised;
• funds may be associated with unlawful activity;
• a transaction may violate applicable law; or
• additional verification is required.

22. ANTI-MONEY LAUNDERING

You must not use FramelaPay to:

• launder money;
• finance terrorism;
• conceal proceeds of crime;
• evade sanctions;
• facilitate fraud;
• facilitate tax evasion;
• facilitate corruption;
• purchase illegal goods or services; or
• conduct other unlawful financial activity.

FramelaPay may conduct transaction monitoring and compliance screening.

Where required, we may provide information to regulatory authorities, law-enforcement agencies, financial-intelligence authorities or other competent authorities.

23. SANCTIONS

You may not use FramelaPay if doing so would violate applicable sanctions laws.

We may block, reject, freeze or investigate transactions where required by applicable sanctions regimes.

This may include sanctions imposed by relevant Nigerian authorities and other jurisdictions applicable to the transaction or service.

24. PROHIBITED ACTIVITIES

You may not use FramelaPay for:

1. fraud;
2. money laundering;
3. terrorist financing;
4. sanctions evasion;
5. illegal gambling;
6. trafficking;
7. sale of illegal drugs;
8. unlawful weapons transactions;
9. ransomware;
10. hacking;
11. cybercrime;
12. identity theft;
13. Ponzi or pyramid schemes;
14. fraudulent investment schemes;
15. impersonation;
16. phishing;
17. unauthorised fundraising;
18. intellectual-property infringement;
19. tax evasion;
20. corruption;
21. market manipulation;
22. wash trading;
23. spoofing;
24. deceptive cryptocurrency schemes;
25. unlawful lending;
26. exploitation of minors; or
27. any other activity prohibited by applicable law.

25. TRANSACTION HOLDS

FramelaPay may place a transaction on hold where necessary to:

• complete identity verification;
• investigate fraud;
• comply with AML obligations;
• comply with sanctions requirements;
• obtain additional information;
• resolve a payment issue;
• comply with a court order;
• respond to a regulator; or
• protect users or the platform.

26. ACCOUNT SUSPENSION

We may suspend or restrict your account if:

• you violate these Terms;
• you provide inaccurate information;
• we suspect fraud;
• your account presents security risks;
• your activity creates regulatory risk;
• your transactions appear suspicious;
• you fail required verification;
• you violate applicable law; or
• suspension is necessary to protect FramelaPay or its users.

Where legally permitted, we will provide appropriate notice and information regarding the restriction.

27. ACCOUNT TERMINATION

You may request closure of your account.

We may terminate your account where permitted by law.

Termination does not eliminate obligations that arose before termination.

You remain responsible for:

• outstanding fees;
• outstanding loans;
• authorised transactions;
• disputes;
• liabilities; and
• other obligations arising before termination.

28. SAFEGUARDING OF CUSTOMER FUNDS

Where required by applicable law, customer funds may be held separately from FramelaPay's operating funds through appropriate regulated arrangements or third-party financial institutions.

The precise safeguarding arrangement may differ depending on the service and jurisdiction.

29. THIRD-PARTY SERVICE PROVIDERS

FramelaPay may rely on third parties for:

• payment processing;
• banking;
• identity verification;
• AML screening;
• blockchain analytics;
• cloud hosting;
• cybersecurity;
• communications;
• customer support;
• foreign exchange;
• liquidity;
• credit information;
• lending; and
• other services.

Third-party services may be governed by additional terms.

30. OPEN BANKING AND FINANCIAL DATA

Where supported and authorised by you, FramelaPay may connect to third-party financial institutions or financial-data providers.

You authorise the relevant provider to share the information necessary to provide the requested service.

You may withdraw such access where technically and legally possible.

31. DATA PROTECTION AND PRIVACY

FramelaPay processes personal information in accordance with its Privacy Policy and applicable data-protection laws.

Our data-processing practices may include:

• collecting identity information;
• verifying identity;
• detecting fraud;
• monitoring transactions;
• complying with legal obligations;
• improving services;
• providing customer support;
• managing accounts;
• assessing financial products; and
• securing our platform.

Our Privacy Policy forms part of these Terms.

32. BIOMETRIC INFORMATION

Where legally permitted and necessary, FramelaPay or its service providers may use biometric or facial-recognition technologies for:

• identity verification;
• account security;
• fraud prevention; and
• regulatory compliance.

Such processing will be subject to applicable data-protection requirements.

33. CYBERSECURITY

FramelaPay employs technical and organisational safeguards intended to protect its systems and user information.

These may include:

• encryption;
• access controls;
• authentication;
• monitoring;
• vulnerability management;
• logging;
• fraud detection;
• secure infrastructure;
• backup systems;
• incident-response procedures; and
• security testing.

34. SECURITY INCIDENTS

If FramelaPay identifies a security incident affecting user information or services, we will respond in accordance with applicable law and our incident-response procedures.

Where legally required, we may notify affected users and relevant authorities.

35. INTELLECTUAL PROPERTY

All intellectual property associated with FramelaPay, including:

• trademarks;
• logos;
• software;
• application interfaces;
• source code;
• databases;
• designs;
• graphics;
• text;
• algorithms;
• documentation;
• trade secrets; and
• proprietary technology

belongs to FramelaPay or its licensors unless otherwise stated.

You receive a limited, non-exclusive, non-transferable and revocable right to use the platform for its intended purpose.

36. FRAMELAPAY TRADEMARK

You may not use the FramelaPay name, logo, brand identity or trademarks without our prior written permission.

You may not represent yourself as an employee, agent, representative or partner of FramelaPay without authorisation.

37. USER CONTENT

Where the platform permits you to submit information, documents, reviews, comments or other content, you remain responsible for that content.

You grant FramelaPay the limited rights necessary to process and display such content for the operation of the service.

You must not submit content that:

• is unlawful;
• infringes another person's rights;
• contains malware;
• is fraudulent;
• is defamatory; or
• violates these Terms.

38. COMMUNICATIONS

By using FramelaPay, you agree that we may communicate with you through:

• email;
• SMS;
• push notifications;
• telephone;
• in-app notifications;
• WhatsApp or other approved channels; and
• other electronic communication methods.

39. MARKETING COMMUNICATIONS

Where permitted by law, you may receive promotional communications.

You may unsubscribe from marketing communications.

Unsubscribing from marketing messages will not necessarily stop essential service communications.

40. SERVICE AVAILABILITY

We aim to maintain a reliable platform but do not guarantee uninterrupted availability.

Services may become temporarily unavailable because of:

• maintenance;
• upgrades;
• cybersecurity incidents;
• network outages;
• banking-partner outages;
• blockchain outages;
• telecommunications failures;
• regulatory intervention;
• force majeure;
• technical failures; or
• circumstances beyond our reasonable control.

41. TECHNOLOGY UPDATES

We may modify, upgrade or discontinue features of the platform.

We may introduce:

• new financial products;
• new currencies;
• new blockchain networks;
• new security technologies;
• AI-powered features;
• additional authentication mechanisms; and
• other technological improvements.

Continued use of the platform following material changes may constitute acceptance of the updated Terms where legally permitted.

42. API AND DEVELOPER ACCESS

If FramelaPay provides API access, developers must comply with separate API terms.

API users must not:

• abuse API rate limits;
• reverse engineer the platform;
• bypass security controls;
• access unauthorised data;
• scrape confidential information;
• interfere with platform availability; or
• use APIs for unlawful activities.

FramelaPay may revoke API credentials at any time where necessary for security, compliance or operational reasons.

43. ELECTRONIC RECORDS

Electronic records, transaction logs, authentication records and system records may be used as evidence of transactions and communications, subject to applicable law.

You consent to receiving agreements, statements, notices and other documents electronically.

44. ERRORS AND INCORRECT TRANSACTIONS

If we identify an error in your account or a transaction, we may correct the error.

We may recover incorrectly credited amounts where legally permitted.

45. REFUNDS

Refund eligibility depends on the nature of the transaction.

Some transactions may be irreversible or non-refundable after processing.

Where a refund is legally or operationally possible, we may return funds to the original funding source or another permitted account.

46. CHARGEBACKS

Unauthorised chargebacks or payment reversals may result in:

• account restrictions;
• recovery of amounts owed;
• transaction investigations;
• additional costs where legally permitted; or
• termination of the account.

You must not initiate a fraudulent chargeback.

47. TAXES

You are responsible for determining and paying taxes applicable to your activities and transactions.

FramelaPay may provide transaction records or information where required by law.

48. FINANCIAL AND INVESTMENT DISCLAIMER

FramelaPay does not provide personal investment, legal, accounting or tax advice unless expressly stated.

Information provided through the platform is for general informational purposes.

You are responsible for obtaining independent professional advice where appropriate.

49. NO GUARANTEE OF PROFIT

You should not use FramelaPay on the assumption that a transaction or investment will generate a profit.

50. LIMITATION OF LIABILITY

To the maximum extent permitted by applicable law, FramelaPay will not be liable for indirect, incidental, special, consequential or punitive damages arising from your use of the platform.

Our liability may be limited to the amount permitted under applicable law and, where legally enforceable, the fees paid by you for the affected service during the relevant period.

51. THIRD-PARTY LOSSES

FramelaPay is not responsible for losses arising solely from failures of third-party providers outside our reasonable control.

This may include:

• banks;
• payment processors;
• telecommunications networks;
• blockchain networks;
• liquidity providers;
• correspondent banks;
• identity-verification providers; or
• other third-party infrastructure.

52. INDEMNIFICATION

To the extent permitted by law, you agree to indemnify and hold harmless FramelaPay, its directors, officers, employees, affiliates and service providers against claims, losses, damages, liabilities and reasonable costs arising from:

• your violation of these Terms;
• your unlawful use of the platform;
• fraud;
• misuse of your account;
• infringement of third-party rights; or
• your violation of applicable law.

53. FORCE MAJEURE

FramelaPay will not be responsible for delays or failures caused by circumstances beyond our reasonable control, including:

• natural disasters;
• war;
• terrorism;
• civil unrest;
• government action;
• regulatory restrictions;
• internet failures;
• power failures;
• cyberattacks;
• banking-system failures;
• blockchain failures;
• telecommunications failures; or
• other events beyond our reasonable control.

54. COMPLAINTS AND DISPUTE RESOLUTION

We encourage users to contact FramelaPay first to resolve complaints.

Complaints should be submitted through:

We may establish additional complaint channels from time to time.

55. REGULATORY COMPLAINTS

Nothing in these Terms prevents you from exercising any statutory right to complain to an applicable regulator or competent authority.

Depending on the service involved, applicable authorities may include relevant Nigerian financial, consumer-protection, data-protection or capital-market regulators.

56. GOVERNING LAW

These Terms shall be governed by and interpreted in accordance with the laws of the Federal Republic of Nigeria, except to the extent that mandatory laws of another jurisdiction apply to a particular service or transaction.

57. JURISDICTION

Subject to any mandatory consumer or regulatory rights, disputes relating to these Terms shall be subject to the jurisdiction of the competent courts of Nigeria.

Where a specific financial product is governed by separate terms, those terms may specify additional dispute-resolution procedures.

58. CHANGES TO THESE TERMS

We may update these Terms from time to time.

Material changes may be communicated through:

• email;
• website notices;
• application notifications; or
• other appropriate channels.

The updated version will specify its effective date.

59. SEVERABILITY

If any provision of these Terms is determined to be invalid or unenforceable, the remaining provisions will continue in full force and effect to the extent permitted by law.

60. NO WAIVER

Failure to enforce any provision of these Terms does not constitute a waiver of our right to enforce that provision later.

61. ASSIGNMENT

You may not transfer your rights or obligations under these Terms without our prior written consent.

FramelaPay may transfer or assign its rights and obligations where legally permitted, including in connection with a merger, acquisition, restructuring or sale of assets.

62. ENTIRE AGREEMENT

These Terms, together with:

• the Privacy Policy;
• Cookie Policy;
• applicable lending agreement;
• applicable fee schedule;
• digital-asset terms;
• promotional terms;
• API terms; and
• other service-specific terms

constitute the agreement between you and FramelaPay concerning the relevant services.

63. SERVICE-SPECIFIC TERMS

Certain services may have additional terms.

Where there is a conflict between these Terms and a service-specific agreement, the service-specific agreement will govern the relevant service to the extent of the conflict.

64. REGULATORY COMPLIANCE

FramelaPay may modify or restrict its services to comply with applicable laws, regulations, regulatory guidance, court orders, sanctions requirements or directions from competent authorities.

The availability of a product in the application does not necessarily mean that the product is available to every user or that the user is eligible to use it.

65. REGULATORY LICENSING DISCLOSURE

Where FramelaPay provides a regulated service through a licensed third-party institution, the relevant regulated entity may be identified within the applicable service documentation.

FramelaPay will not represent that it holds a regulatory licence that it does not hold.

Where a service requires a specific licence or regulatory approval, that service will only be offered in jurisdictions and circumstances where the necessary regulatory requirements have been satisfied.

66. INTERNATIONAL SERVICES

FramelaPay may provide services involving multiple jurisdictions.

Different countries may impose different requirements relating to:

• currency;
• financial transactions;
• taxation;
• sanctions;
• cryptocurrency;
• consumer protection;
• data protection;
• lending; and
• financial regulation.

You are responsible for complying with applicable laws in your jurisdiction.

67. COUNTRY RESTRICTIONS

We may restrict or prohibit access to certain services in particular countries or territories.

We may also impose additional restrictions based on:

• sanctions;
• regulatory requirements;
• risk;
• banking-partner requirements;
• product availability; or
• legal obligations.

68. SECURITY AND TRANSACTION MONITORING

For security and compliance purposes, FramelaPay may analyse transaction metadata, account behaviour, device information, IP information, authentication events and other legally permissible information.

This may include automated risk-scoring systems.

Where required by law, appropriate safeguards and rights will apply.

69. USER RESPONSIBILITY FOR TRANSACTION DETAILS

You are responsible for ensuring that all information submitted for a transaction is accurate.

70. CONTACT INFORMATION

71. ACCEPTANCE