Monica Terms of Service

1. Agreement to these Terms

These Terms of Service (the "Terms") form a legally binding agreement between you (the "User", "you") and Monica Technologies Limited, a private limited company incorporated and existing under the laws of the Federal Republic of Nigeria with its registered office in Lagos State, Nigeria ("Monica", "we", "us", "our"). The Terms govern your access to and use of the Monica mobile application, the website at monica.cash and all related services (collectively, the "Services").

By creating a Monica account, accessing the Services, or otherwise indicating your acceptance, you confirm that you have read, understood and agree to be bound by these Terms, our Privacy Policy, our AML/CFT Policy, our Compliance Statement and any policies referenced within. If you do not agree, you must not use the Services.

2. Definitions

In these Terms, unless the context requires otherwise:

• "Account" means the personal account opened in your name on the Monica platform.
• "Applicable Law" means all laws, regulations, rules, orders, directives and guidance applicable in the Federal Republic of Nigeria from time to time, including the Investments and Securities Act 2025 (ISA 2025), the Money Laundering (Prevention and Prohibition) Act 2022, the Terrorism (Prevention and Prohibition) Act 2022, the Nigeria Data Protection Act 2023 (NDPA), and binding directives of the Securities and Exchange Commission (SEC), the Central Bank of Nigeria (CBN) and the Nigerian Financial Intelligence Unit (NFIU).
• "Cryptocurrency" or "Crypto" means a digital representation of value secured by cryptography, as supported by Monica from time to time.
• "KYC" means "Know Your Customer", the identity-verification process Monica performs to comply with Applicable Law.
• "NIBSS" means the Nigeria Inter-Bank Settlement System.
• "Naira" or "NGN" means the lawful currency of the Federal Republic of Nigeria.
• "Order" means an instruction submitted by you through the Services to convert Cryptocurrency to Naira, or to perform any related Service.
• "Wallet" means a Monica-hosted deposit address allocated to you for receiving Cryptocurrency.

3. About Monica

Monica is a one-way crypto to naira off ramp purpose-built for Nigerian users. The Services convert supported Cryptocurrency deposits into Naira at the prevailing market rate and remit the Naira proceeds to a Nigerian bank account verified in your name through NIBSS instant transfer. Monica is operated by Monica Technologies Limited, a Lagos-incorporated financial technology company. Monica is aligned with the Nigerian Securities and Exchange Commission's Virtual Asset Service Provider (VASP) framework and complies with NFIU and CBN guidance applicable to its activities.

Monica is strictly an off ramp and is not a custodian. Monica does not hold Cryptocurrency for, or on behalf of, any customer. When you send Cryptocurrency to a Monica-issued deposit address, you are selling that Cryptocurrency to Monica. Title to the Cryptocurrency passes to Monica's treasury at the moment of onchain confirmation, and Monica's continuing obligation to you in respect of that Order is the contractual obligation to pay the corresponding Naira amount to your verified Nigerian bank account at the displayed rate.

Monica is not a peer-to-peer (P2P) marketplace, a custodial wallet provider, an investment adviser, a broker-dealer of securities or a deposit-taking financial institution.

4. Eligibility

To use the Services you must:

• be at least 18 years of age and have full legal capacity to enter into binding contracts under Nigerian law;
• be a natural person ordinarily resident in the Federal Republic of Nigeria, with a verifiable Nigerian residential address and a Nigerian bank account held in your own name;
• not be a Politically Exposed Person (PEP), sanctioned individual, or person on any restricted persons list maintained by the United Nations, the European Union, the Office of Foreign Assets Control (OFAC), or any equivalent Nigerian authority, except where Monica grants written approval following enhanced due diligence;
• not be using the Services on behalf of another person, except as an authorised representative of a legal entity onboarded by Monica in writing;
• not be using the Services from a jurisdiction in which the provision of crypto-asset services is unlawful.

5. Account, identity verification (KYC) and security

5.1 Account creation

You may open one Account per natural person. To open and maintain an Account you must provide accurate, complete and current information and update it whenever it changes. Monica may refuse to open or maintain an Account at its sole discretion, including where it cannot verify your identity to its satisfaction.

5.2 Verification tiers and ongoing due diligence

Identity verification is required before any Naira withdrawal. Monica operates a tiered, risk-based verification model aligned with the Money Laundering (Prevention and Prohibition) Act 2022, NFIU regulations and SEC VASP framework expectations:

• Verification Tier 1 (Bank Account). you register a Nigerian bank account in your own legal name. Monica verifies the account through NIBSS name-enquiry. Tier 1 enables Naira withdrawals up to ₦500,000 per withdrawal.
• Verification Tier 2 (NIN). you additionally submit your National Identification Number (NIN), which is verified through the National Identity Management Commission (NIMC). Tier 2 enables Naira withdrawals up to ₦1,000,000 per withdrawal.

Aggregate daily, weekly and monthly caps also apply and are displayed within the Services. Monica conducts ongoing customer due diligence throughout the relationship and may request additional information at any time, including for source-of-funds and source-of-wealth verification. You agree to cooperate promptly with any such request. Higher limits may be available at Monica's discretion following Enhanced Due Diligence (EDD); Accounts that do not satisfy CDD or EDD requirements may be restricted.

5.3 Account security

You are responsible for safeguarding your access credentials (including PIN, biometric authentication, two-factor codes and any recovery materials) and for all activity that occurs on your Account. You must notify us immediately at [email protected] if you suspect unauthorised access, theft of credentials, or any compromise of your device.

5.4 Account ownership

Your Account is personal to you and is non-transferable. You may not share, sell, lease, lend or otherwise transfer your Account or its contents to any other person.

6. Description of the Services

6.1 Crypto to naira conversion (off ramp model)

The core Service is the automated conversion of supported Cryptocurrency deposits to Naira at the prevailing market rate. The Service operates on a principal off ramp model:

1. You transfer Cryptocurrency to the unique deposit address generated by Monica for your Account.
2. On confirmation of the deposit on the relevant blockchain, the Cryptocurrency is treated as sold to Monica at the conversion rate displayed in the Services at the moment of confirmation. Title to the Cryptocurrency passes to Monica's treasury.
3. Monica credits the Naira equivalent to your verified Nigerian bank account via NIBSS instant transfer, subject to the Verification Tier limits set out in clause 5.2 and any holds applied under clause 8.

Monica does not segregate, custody or otherwise hold Cryptocurrency on your behalf. You retain no continuing right, title or interest in the Cryptocurrency once it has been confirmed onchain to a Monica deposit address.

6.2 Supported assets

Monica currently supports Bitcoin (BTC), Ethereum (ETH), Solana (SOL), Tron (TRX) and BNB, plus the stablecoins USDT and USDC across the supported chains (Bitcoin, ERC20, TRC20, BEP20, Solana and Base). Supported assets and networks may change at our discretion; an up-to-date list is published in the Services.

6.3 Permanent deposit addresses

Each Account is assigned a permanent deposit address per supported chain. The deposit address is the inbound mechanism by which Monica identifies which incoming onchain transfer relates to your Order; it is not a customer wallet and does not hold a balance on your behalf between transactions. You alone are responsible for sending Cryptocurrency to the correct network and to the correct address. Deposits sent to the wrong network, to a decommissioned address, or to an incompatible smart-contract address may be irretrievably lost. Monica will use reasonable efforts to assist in recovery where technically possible but does not guarantee recovery.

7. Fees, conversion rates and network costs

7.1 Platform fee

Monica charges 0% platform fee on conversion and 0% fee on the Naira bank withdrawal that follows.

7.2 Network fees

You bear the onchain network ("gas") fee incurred by the blockchain on which you send your Cryptocurrency. The network fee is set by the relevant blockchain and is not received by Monica.

7.3 Conversion rate

The conversion rate displayed at the moment of onchain confirmation is the rate applied to your Order. Cryptocurrency markets are volatile; the rate at the time you initiate a transfer may differ from the rate at confirmation. Monica is not responsible for changes in market rates between the time of transfer and the time of confirmation.

7.4 Right to amend fees

Monica may amend its fees from time to time. Any change will be communicated in advance via the Services and will not apply to Orders already confirmed at the time of the change.

8. Transaction limits, holds and reversal

8.1 Limits

Daily, weekly and per-transaction limits may apply and are displayed in the Services. Limits are calibrated to your verification tier, transaction history and risk profile and may be adjusted by Monica at any time, including in compliance with Applicable Law.

8.2 Holds and reviews

Monica may temporarily hold an Order, freeze a deposit, or restrict an Account where it suspects fraud, market manipulation, structuring, sanctioned activity, an attempted breach of these Terms, or where required to discharge its obligations under the Money Laundering (Prevention and Prohibition) Act 2022 or any direction from a competent regulatory or law-enforcement authority. Holds are lifted as soon as Monica has completed its review.

8.3 Irreversibility

Blockchain transactions are technically irreversible. Once Naira has been remitted to your bank, the Order is final. Monica is not obliged to reverse, refund or re-route a completed Order, except where required by Applicable Law or where there has been a manifest error on Monica's part.

9. Virtual dollar card terms

Eligible verified Users may apply for a virtual USD card issued through Monica's card partner. Card use is subject to the partner's published cardholder agreement, scheme rules (Visa or Mastercard), and any restrictions imposed by the issuer. Foreign-exchange conversion may carry a spread set by the scheme operator, which is not retained by Monica. Card transactions outside Nigeria may be subject to additional regulatory limits.

10. User obligations and prohibited activities

You must:

• use the Services only for your own bona fide purposes and not as an agent for any undisclosed party;
• provide accurate identity, address and source-of-funds information and update us on any change;
• comply with all Applicable Law, including tax law, in relation to your use of the Services.

You must not:

• use the Services to launder money, finance terrorism, evade sanctions, traffic in narcotics, weapons or persons, or fund any unlawful activity;
• send to your Monica deposit address any Cryptocurrency derived from, or intended to be used in, any unlawful activity;
• impersonate any person, present false documents, or misrepresent any material fact during onboarding or in any subsequent communication;
• use the Services to engage in market manipulation, spoofing, layering, wash trading or other abusive trading practices;
• circumvent transaction limits, verification controls or technical access restrictions;
• introduce malware, attempt to gain unauthorised access to Monica systems, scrape data without consent, or interfere with the operation of the Services;
• open or operate more than one Account, or operate an Account in a name other than your own.

11. Risk disclosure

• Volatility: Cryptocurrency prices fluctuate, sometimes substantially within short windows. You may lose value between sending and confirmation.
• Network risk: Blockchain congestion, forks, halts, reorganisations and software bugs may delay, fail or alter outcomes of transactions. Monica does not control any underlying blockchain.
• Confirmation-window risk: Cryptocurrency you send remains exposed to network, hardware and wallet risks until it is confirmed onchain to Monica's deposit address. Monica cannot reverse a transfer that has been broadcast and cannot recover Cryptocurrency lost in transit.
• Insolvency risk: Because confirmed Cryptocurrency passes into Monica's treasury, your claim against Monica in respect of a confirmed Order is the contractual right to receive the Naira proceeds. In the event of Monica's insolvency, that claim ranks as an unsecured contractual claim against Monica. You have no proprietary or in rem claim against any Cryptocurrency held by Monica.
• Regulatory risk: The legal and regulatory landscape for digital assets continues to evolve. Future changes may affect the availability or features of the Services.
• No deposit insurance: Naira amounts owed to you by Monica in respect of a confirmed Order are not bank deposits and are not insured by the Nigerian Deposit Insurance Corporation (NDIC). Cryptocurrency you have sent to Monica is no longer your asset following onchain confirmation.
• No investment advice: Nothing on the Services is investment, legal, tax or financial advice. You are solely responsible for your decisions.

12. Privacy and data protection

Monica processes personal data in accordance with the Nigeria Data Protection Act 2023 and our Privacy Policy. By using the Services you acknowledge the Privacy Policy and consent to the processing described in it, subject to the lawful bases set out therein.

13. Intellectual property

The Services, including all software, content, design, trademarks, logos and trade dress, are the property of Monica Technologies Limited or its licensors and are protected by intellectual-property laws. You are granted a limited, revocable, non-exclusive, non-transferable licence to access and use the Services for your personal, non-commercial use, subject to these Terms. You must not copy, modify, distribute, sell, lease, reverse-engineer or create derivative works of any part of the Services except as expressly permitted.

14. Service availability, maintenance and changes

Monica will use commercially reasonable efforts to keep the Services available. Planned maintenance is communicated where reasonably practicable. We may add, remove, suspend or change any feature, supported asset, supported network, supported bank, fee or limit at any time, including for security, regulatory or commercial reasons.

15. Suspension, restriction and termination

Monica may suspend, restrict or terminate your Account or any Service, with or without notice, if:

• it has reasonable grounds to believe you are in breach of these Terms, the Privacy Policy or the AML/CFT Policy;
• it is required to do so by Applicable Law, a competent regulator or a law-enforcement authority;
• it suspects the Account is being used for fraud, money laundering, terrorist financing, sanctions evasion or other unlawful activity;
• verification of your identity or source of funds cannot be completed; or
• continued service would expose Monica or its partners to legal, regulatory or reputational risk.

You may close your Account at any time by contacting [email protected], provided that all open Orders have been completed and any outstanding obligations have been discharged.

16. Disclaimers

To the maximum extent permitted by Applicable Law, the Services are provided on an "as is" and "as available" basis. Monica makes no warranty, express or implied, that the Services will be uninterrupted, error-free, secure, free of harmful components, or that any defect will be corrected. Without limitation, Monica does not warrant the value or future performance of any Cryptocurrency, the absence of fork events, the absence of network congestion, or the conduct of any blockchain validator, sequencer or other third party.

17. Limitation of liability and indemnity

To the maximum extent permitted by Applicable Law, Monica, its directors, officers, employees, agents and partners shall not be liable for any indirect, incidental, special, consequential, exemplary or punitive damages, loss of profit, loss of revenue, loss of business, loss of opportunity, loss of data, or any other loss that is not reasonably foreseeable, arising out of or in connection with your use of, or inability to use, the Services.

Where Monica's liability cannot be excluded under Applicable Law, our total aggregate liability to you in respect of any twelve (12) month period shall not exceed the greater of (i) the Naira value of the fees you have paid to Monica in that period and (ii) one hundred thousand naira (₦100,000).

You will indemnify and hold harmless Monica from and against all losses, damages, claims, costs and expenses (including reasonable legal fees) arising out of your breach of these Terms, your violation of any Applicable Law, or your infringement of any third-party right.

18. Dispute resolution and governing law

These Terms are governed by, and shall be construed in accordance with, the laws of the Federal Republic of Nigeria.

The parties will first endeavour to resolve any dispute amicably by negotiation. If a dispute cannot be resolved within thirty (30) days of written notice from one party to the other, it shall be finally settled by arbitration in Lagos, Nigeria under the Arbitration and Mediation Act 2023, by a sole arbitrator agreed by the parties or, failing agreement within fourteen (14) days, appointed by the Chartered Institute of Arbitrators (Nigeria Branch). The language of the arbitration shall be English. Nothing in this clause prevents either party from seeking interim relief from a competent court.

19. Changes to these Terms

Monica may amend these Terms from time to time. Material changes will be notified through the Services or by email at least seven (7) days before they take effect. Your continued use of the Services after the effective date constitutes acceptance of the amended Terms. If you do not agree, you should close your Account before the effective date.

20. General provisions

Entire agreement. These Terms and the documents they incorporate constitute the entire agreement between you and Monica regarding the Services.

Severability. If any provision is held invalid or unenforceable, the remaining provisions remain in full force.

No waiver. No failure or delay by Monica to enforce any right shall be a waiver of that right.

Assignment. You may not assign or transfer your rights under these Terms without Monica's prior written consent. Monica may assign or novate these Terms in connection with a corporate reorganisation, sale of substantially all of its assets, or to a member of its group.

Force majeure. Neither party is liable for any failure or delay caused by events beyond its reasonable control, including acts of God, government actions, blockchain network failure, cyberattack, war, or pandemic.

Notices. Notices to you may be given through the Services, by in app message or by email to your registered address. Notices to Monica must be sent to the addresses set out in clause 21.

21. How to reach us

Operator: Monica Technologies Limited, Lagos, Nigeria.
General support: [email protected]
Compliance and law-enforcement enquiries: [email protected]
Data Protection Officer (NDPA 2023): [email protected]