Terms and conditions

Spenda is a cutting-edge financial technology business devoted to transforming the financial industry in Africa and beyond. We offer a full range of financial services, up to and including the provision of utility payments and subscriptions paid for directly from users' wallets. Businesses are empowered by our resources and simple access to financial services and products.

By removing the friction between crypto-to-fiat transactions and acceptance, our objective is to accelerate business growth, scalability, and financial empowerment across all industries and sectors, with low transaction fees. With Spenda, you can stop hopping between crypto and traditional finance apps. All your assets are held in one place.

• "Account" means the account you create to access and use the Services.
• "Application" means the Spenda mobile application, website, and any associated APIs or widgets.
• "Digital Assets" means cryptocurrencies, stablecoins, and other blockchain-based assets supported by the Services from time to time.
• "KYC" means know your customer verification, including the Level 1 and Level 2 verification tiers described in our Privacy Policy.
• "Naira Virtual Account" means the Naira-denominated bank account made available to you within the Application for sending and receiving funds.
• "Services" means the digital wallet, crypto deposit, fiat-stablecoin swap, stablecoin transfer, Naira Virtual Account, card, and related financial technology services made available by Spenda through the Application.
• "Visa Platinum Card" means the USD-denominated payment card issued to eligible Users through the Services.
• "User," "you," or "your" means any person who registers for, accesses, or uses the Services.

You may use Spenda's Services only in compliance with these Terms and all applicable local, state, national, and international laws, rules, and regulations. You agree not to misuse the Services or help anyone else do so.

We may modify, suspend, or discontinue any part of the Services at any time, with or without notice, where required for legal, security, or operational reasons. Continued use of the Services after changes take effect constitutes acceptance of the updated Terms.

You must be legally capable of entering into a binding contract and meet any age, residency, or identity requirements applicable in your jurisdiction to use the Services. Without limiting the foregoing, you must be at least 18 years old to open an Account.

By creating an Account, you represent and warrant that:

• all information you provide is true, accurate, and complete;
• you are not prohibited from using the Services under applicable law, including sanctions, anti-money laundering, and counter-terrorism financing laws;
• you are not acting on behalf of a third party unless expressly permitted by Spenda; and
• your use of the Services complies with all applicable laws in your jurisdiction.

To access our services, you must register for a Spenda Account and keep your login credentials secure. You are responsible for all activity that occurs under your Account, whether or not authorised by you.

You must notify us promptly at company@spenda.africa if you suspect unauthorised access to, or use of, your Account. We may suspend or terminate Accounts that violate these Terms or pose a security risk, in accordance with Section 16 (Suspension and Termination).

We provide two-factor authentication (2FA) to help protect your Account. Depending on the feature, 2FA may be required before you can log in, authorise a transaction, or change security-sensitive Account settings.

You are responsible for keeping your 2FA method, device, and any associated recovery codes secure. You must not share your 2FA credentials with any other person. Spenda is not liable for losses arising from your failure to keep your Account, password, or 2FA method secure, except where required by law.

We may require identity verification (KYC/AML) before you can use some or all of the Services. You agree to provide accurate documents and information when requested. Failure to complete verification may limit or prevent access to the Services, including Naira Virtual Account funding, Visa Platinum Card creation, and higher transaction limits, as described in our Privacy Policy.

We process verification data in accordance with our Privacy Policy.

Where facial recognition or biometric data is used for identity verification, such processing is described in our Privacy Policy and only occurs with your consent, where required by law.

We do not sell your facial or biometric data. Retention, storage, and deletion of biometric information follow applicable regulations and our published privacy practices.

You agree to keep your Account information current, including contact details and any linked payment, bank, or Naira Virtual Account information required to operate the Services.

We may use the information you provide to operate, improve, and secure the Services, and to communicate with you about your Account, in accordance with our Privacy Policy.

Spenda provides digital wallet, crypto deposit, fiat-stablecoin conversion, payments, transfer, and related financial technology services as described on our website and Application. Availability of specific features may vary by region, account status, and regulatory requirements. We reserve the right to add, remove, or change features as needed.

Digital Wallet

Your Spenda wallet allows you to hold and manage supported Digital Assets and fiat balances within the Application.

Crypto Deposits and Fiat-Stablecoin Swaps

You may receive an on-demand deposit wallet address within the Application to transfer supported Digital Assets from external wallets. Deposited crypto may be automatically converted to Naira, used to fund your Visa Platinum Card, or swapped between supported fiat currency and stablecoins, subject to the KYC tier and limits described in our Privacy Policy.

Stablecoin Transfers

You may transfer supported stablecoins out of the Application to external wallet addresses, subject to the daily limits applicable to your KYC tier.

Naira Virtual Accounts

Eligible Users may be issued a Naira Virtual Account for sending and receiving Naira. Naira Virtual Account creation and funding requires Level 2 (Advanced) KYC. Funds in your Naira Virtual Account may be used to purchase Digital Assets, fund your Visa Platinum Card, or pay for everyday bills, subject to applicable limits.

Naira Virtual Accounts are provided in partnership with our banking partners. Spenda is not a deposit-taking bank, and funds held in your Naira Virtual Account are held with our banking partners in accordance with their terms and applicable regulation.

Visa Platinum Cards

Eligible Users may apply for a Visa Platinum Card, a USD-denominated payment card. Visa Platinum Card creation requires Level 2 (Advanced) KYC. Card spend is limited to $10,000 per day, or such other limit as we may notify you of from time to time.

Your Visa Platinum Card may be funded from your Naira Virtual Account (subject to conversion) or from crypto deposits, and may be added to supported digital wallets such as Apple Pay and Google Pay.

Account Statements

You may request or download a statement of your Account activity, including wallet, card, and Naira Virtual Account transactions, through the Application. Statements are provided for your convenience and record-keeping and do not constitute financial or tax advice.

Bill and Utility Payments

You may use available balances in the Application to pay for supported bills, utilities, and subscriptions. Spenda is not responsible for the accuracy of billing information provided by third-party billers, or for service interruptions caused by such third parties.

We may charge fees for the use of the Services, including transaction fees, conversion spreads on crypto-to-fiat and fiat-stablecoin swaps, card issuance and transaction fees, Naira Virtual Account fees, and withdrawal or inactivity fees. Applicable fees will be displayed to you within the Application before you confirm a transaction, or published on our website or fee schedule from time to time.

We may introduce new fees or change existing fees at any time. Where required by law, we will provide you with reasonable notice of any material change before it takes effect. Your continued use of the Services after a fee change takes effect constitutes your acceptance of the updated fees.

Subject to these Terms, Spenda grants you a limited, non-exclusive, non-transferable, revocable licence to access and use the Services for your personal or authorised business use.

You may not copy, modify, distribute, sell, or lease any part of the Services, or reverse engineer our software, except as permitted by law.

Exchange rates for crypto-to-fiat and fiat-stablecoin conversions may change continuously. Rates displayed within the Application are indicative until a transaction is confirmed.

Spenda is not liable for losses arising from market movements between the time you request a conversion or swap and the time it is settled, except where required by law.

Holding, sending, or converting Digital Assets and fiat currencies involves volatility, market, liquidity, and operational risks. Values can go down as well as up.

You acknowledge that you understand these risks and that past performance is not indicative of future results. You are solely responsible for evaluating whether use of the Services is appropriate for you in light of your circumstances.

You must not use the Services and platform to:

• engage in money laundering, terrorism financing, fraud, or any other unlawful activity;
• impersonate any person, or provide false or misleading information during registration or verification;
• circumvent, disable, or interfere with security features of the Services, including 2FA;
• Upload viruses, malware, or other harmful code;
• Facilitate viruses, trojans, malware, or code designed to damage, disrupt, or gain unauthorized access to systems or data;
• Using devices or software to bypass our security protocols or interfere with our infrastructure, systems, or other users' access;
• Participate in Ponzi schemes, pyramid schemes, or multi-level marketing;
• Distributing adult content or pseudo-pharmaceuticals, improper or illegal products or services;
• use the Services in a manner that infringes the rights of Spenda, its Users, or any third party;
• harass, abuse, or threaten any person, including making death threats or any other threats of violence or harm directed at Spenda's staff, contractors, or representatives, whether communicated through the Application, customer support channels, social media, or otherwise; or
• otherwise misuse the Services or assist any other person in doing so.

If you have disputes regarding a Card transaction, our Services, or platform, or need to request a Chargeback ("Disputes"), contact us at support@spenda.africa no later than 90 days after the transaction date. We will assist in resolving the dispute or forward your request to the appropriate Partner or Card Network.

For dispute resolution or Chargeback requests regarding card payments, you must follow our Cardholder terms, including submitting detailed written explanations, transaction receipts, and other required documentation. Our Partners may charge fees for Chargeback handling at their discretion.

We may suspend or terminate your Account, or restrict your access to any part of the Services, where you breach these Terms, where required by law or a regulator, or where we reasonably believe your Account poses a security, fraud, or compliance risk. Without limiting the foregoing, grounds for suspension or termination include, but are not limited to, where:

• you provide false, inaccurate, or misleading information during registration or KYC verification, or fail to complete verification when requested;
• your Account is used, or we reasonably suspect it is being used, for money laundering, terrorism financing, sanctions evasion, fraud, or any other unlawful activity;
• you engage in chargeback abuse, payment reversal fraud, or any attempt to circumvent our fees, transaction limits, or verification requirements;
• you attempt to circumvent, disable, or interfere with 2FA or any other security feature of the Services;
• you use the Services to harass, abuse, defraud, or threaten any other person, including other Users;
• we receive a court order, subpoena, freezing order, or a valid instruction from a regulator or law enforcement authority requiring us to do so;
• your Account has been inactive for an extended period, subject to any applicable notice requirements;
• you are, or become, a sanctioned person, or are located in a jurisdiction subject to sanctions or legal restrictions that prevent us from providing the Services to you;
• a chargeback, payment dispute, or reversal on your Account results in a negative balance that remains unresolved; or
• you breach any representation or warranty given under these Terms.

Without limiting the foregoing, we may immediately suspend or terminate your Account, without prior notice, where you make a death threat or any other threat of violence or harm against any Spenda staff member, contractor, or representative. We may report such conduct to law enforcement and take any other action available to us under applicable law.

On termination, your right to use the Services will cease. We will take reasonable steps to enable you to withdraw any available balance, subject to applicable law and our right to withhold funds where necessary to comply with legal, regulatory, or fraud-prevention obligations.

Accessing Your Remaining Balance

Withdrawing your remaining balance from a suspended or closed account depends on the reason for the suspension/termination, we may require additional identification, verification, and fraud prevention steps. If we determine the assets are not restricted from withdrawal, we have full discretion regarding withdrawal options for receiving those assets. We may require additional information before processing withdrawal or transfer requests and extend approval deadlines or prohibit transfers in certain circumstances, particularly if we detect or suspect fraudulent or illegal activity.

If you cannot access your account, contact us at support@spenda.africa to request for fund transfer.

All rights, title, and interest in the Services, including trademarks, logos, software, and content, remain the exclusive property of Spenda or its licensors.

Reproduction, distribution, adaptation, modification, or commercial exploitation of our platform content is strictly prohibited without our written consent. You will not sell, license, reverse engineer, modify, publish, transfer, sell, create derivative works from, or otherwise exploit any Content.

Nothing in these Terms transfers any intellectual property rights to you, except the limited licence to use the Services described in Section 12 (Licence to Use Our Services).

We strive to keep the Services available and reliable, but we do not guarantee uninterrupted, error-free, or fully accessible operation at all times.

Scheduled maintenance, third-party outages (including outages affecting our card, banking, or crypto infrastructure partners), or force majeure events may affect availability. We will take reasonable steps to restore Services promptly.

By using our Services, you acknowledge and consent to our data protection practices as detailed in our Privacy Policy, including the collection, use, disclosure, and sharing of your personal data with us, our Partners, Custodian, service providers, and relevant third parties as necessary to facilitate your Service use.

To the maximum extent permitted by applicable law, Spenda shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or any loss of profits, revenue, data, or goodwill, arising out of or in connection with your use of the Services.

Nothing in these Terms limits or excludes Spenda's liability for fraud, wilful misconduct, or any liability that cannot be limited or excluded under applicable law.

For any disputes arising under or related to these Terms or your use of our Services, you, we, and any involved party (collectively, the "Parties") agree to resolve the issue through binding arbitration rather than court proceedings. The arbitration shall be governed by the Arbitration and Mediation Act, held in the Lagos Multidoor Court House and conducted in English. The proceedings will occur in Nigeria unless otherwise agreed by the parties. A sole arbitrator will be appointed by the Lagos Multidoor Court House.

In the event of any conflict between the Act and this arbitration clause, the provisions of this clause shall take priority.

Each party shall bear its own costs of arbitration, including attorney fees. The arbitrator's fees and administrative costs will be determined according to the applicable arbitration rules.

You agree to indemnify and hold Spenda, its officers, directors, employees, and agents harmless from any claim, loss, or demand, including reasonable legal fees, made by any third party arising out of your breach of these Terms, your violation of applicable law, or your misuse of the Services.

Spenda shall not be liable for any failure or delay in performing its obligations under these Terms where such failure or delay results from causes beyond its reasonable control, including acts of God, government action, network or infrastructure failures, or failures of our third-party card, banking, or crypto infrastructure partners.

If you have questions or concerns about these Terms, please contact:

Email: company@spenda.africa

Website: https://spenda.africa/

By using Spenda's Services, you acknowledge that you have read, understood, and agree to be bound by these Terms.

We may update these Terms from time to time. If a change is material, we will notify you before it takes effect. Continued use of the Services after the effective date of any update constitutes your acceptance of the updated Terms. Updates will be posted on this page with a revised "Last Modified" date.

Last Modified: September 2026