1. Definitions and Interpretation

1.1 Definitions

In these Terms, unless the context otherwise requires, the following expressions shall have the meanings set out below:

1. "Account" means the registered user profile created on Qash through which a User accesses and utilises the Qash Services.
2. "Affiliate" means, in relation to Roqqu Technologies, any entity that directly or indirectly controls, is controlled by, or is under common control with Roqqu Technologies.
3. "Applicable Law" means all laws, statutes, regulations, regulatory guidelines, sanctions regimes, anti-money laundering and counter-terrorism financing requirements, judicial decisions and other legally binding rules applicable to the provision or use of the Services in any relevant jurisdiction.
4. "Corridor" means an approved payment route between two jurisdictions supported by Qash for cross-border Transactions.
5. "Digital Asset" means a cryptographically secured digital representation of value or contractual rights that uses distributed ledger technology or similar technology and is accepted by Qash for the purpose of conversion or settlement.
6. "Exchange Rate" means the rate at which one Fiat Currency is converted into another Fiat Currency, or a Digital Asset is converted into Fiat Currency, as determined by Roqqu Technologies or its liquidity providers at the time of execution.
7. "Fiat Currency" means government-issued legal tender recognised as lawful money in its country of issuance.
8. "Force Majeure Event" means any event beyond a party's reasonable control, including natural disasters, acts of government, regulatory changes, war, civil unrest, labour disputes, cyber-attacks, telecommunications failures, banking system disruptions, or blockchain network congestion.
9. "Mobile Money" means a regulated electronic money or wallet service operated by a licensed financial institution or telecommunications provider enabling the storage and transfer of monetary value via mobile devices.
10. "Qash" means the Qash mobile application through which Qash Services are made available.
11. "Prohibited Activity" means any activity that violates Applicable Law or these Terms, including but not limited to fraud, money laundering, terrorist financing, sanctions evasion or participation in unlicensed financial schemes.
12. "Sanctions List" means any list of sanctioned or restricted persons maintained by a governmental or supranational authority, including those administered by the United Nations, the United States, the United Kingdom or the European Union.
13. "Qash Services" means the cross-border payment facilitation, currency conversion, Digital Asset conversion, settlement and related services provided through Qash.
14. "Transaction" means any instruction submitted by a User through Qash to transfer, convert, or settle Fiat Currency or Digital Assets.
15. "User" means any individual or legal entity that registers for and uses the Services under these Terms.

2. Nature and Scope of Services

Roqqu Technologies provides a technology-enabled cross-border payment facilitation service under the name "Qash". The Qash Services enable Users to initiate and receive Transactions across approved Corridors through a multi-rail infrastructure supporting fiat-to-fiat transfers, Digital Asset-to-fiat conversions and Digital Asset-to-Mobile Money settlements.

Where required by Applicable Law, Transactions are executed through duly licensed financial institutions, remittance service providers, electronic money institutions, Digital Asset service providers, liquidity providers or Mobile Money operators in the relevant jurisdictions. We reserve the right, at our sole discretion and without liability, to add, remove, suspend or modify any Corridor, currency, Digital Asset, or settlement method where necessary to comply with Applicable Law, manage liquidity exposure, mitigate fraud risk, address market volatility, or respond to regulatory developments.

3. Eligibility

We do not provide Qash Services to minors.

By registering to use a Qash Account, you represent and warrant that (i) as a human being, you are at least 18 or are of legal age to form a binding contract under applicable laws; (ii) you have full legal capacity and sufficient authorisations to enter into these Terms; (iii) you have not been previously suspended or removed from using Qash Services; (iv) you do not currently have an Account; (v) If you act as an employee or agent of a legal entity and enter into these Terms on their behalf, you represent and warrant that you have all the necessary rights and authorisations to bind such legal entity; (vi) your use of Qash Services will not violate any and all laws and regulations applicable to you, including but not limited to regulations on anti-money laundering, anti-corruption, and counter-terrorist financing.

Eligibility is assessed on an ongoing basis. You acknowledge that meeting the eligibility criteria at the time of Account opening does not guarantee continued access to Qash Services. Roqqu Technologies may reassess your eligibility at any time and may suspend, restrict, or terminate access where it reasonably determines that you no longer satisfy the requirements set out in this Clause.

4. License

Provided that you constantly comply with the express terms and conditions stated in these Terms, Roqqu Technologies grants you a revocable, limited, royalty-free, non-exclusive, non-transferable, and non-sublicensable licence to access and use Qash through your internet-compatible devices.

The content layout, format, function and access rights regarding Qash shall be stipulated at our absolute discretion. We reserve all rights not expressly granted in these Terms. Therefore, you are hereby prohibited from using Qash in any way not expressly authorised by these Terms.

These Terms only grant a limited license to access and use Qash. Therefore, you hereby agree that when you use Qash, Roqqu Technologies does not transfer Qash or the ownership or intellectual property rights of any Roqqu Technologies intellectual property to you or anyone else. All the text, graphics, user interfaces, visual interfaces, photos, sounds, process flow diagrams, computer code (including HTML code), programs, software, products, information and documents, as well as the design, structure, selection, coordination, expression, look and feel, and layout of any content included in the Qash services or provided through Qash, are exclusively owned, controlled, and/or licensed by Roqqu Technologies.

We own all feedback, suggestions, ideas, or other information or materials (hereinafter collectively referred to as "Feedback") about Roqqu Technologies or Qash Services that you provide to us. You hereby assign all rights, ownership, and interests in the Feedback and all related intellectual property rights to Roqqu Technologies. You have no right and hereby waive any request for acknowledgement or compensation based on any Feedback, or any modifications based on any Feedback.

5. Account Registration

In order to access and use the Services, you must create an Account through the Qash mobile application. Account registration requires the submission of accurate, complete, and up-to-date information as requested by us from time to time. We reserve the right to accept or reject any application for an Account at our sole discretion and without obligation to provide reasons.

You represent and warrant that all information provided in connection with Account registration and continued use of the Services is true, accurate, complete, and not misleading in any material respect. You undertake to promptly notify Roqqu Technologies of any change to your personal details, contact information, ownership structure, authorised signatories, regulatory status, or any other information relevant to your Account. We shall not be responsible for any loss arising from your failure to maintain accurate and current information.

Upon successful registration, you will be issued or required to create certain security credentials, including but not limited to usernames, passwords, personal identification numbers (PINs), biometric authentication data, or multi-factor authentication mechanisms.

6. Account Verification

As part of the onboarding process and on an ongoing basis thereafter, you agree to provide such information and documentation as we may reasonably require to verify your identity and assess your eligibility to use the Qash Services. This may include, without limitation, government-issued identification, proof of address, biometric data, liveness checks, tax identification numbers, business registration documents, governance constitutional documents, beneficial ownership information, source of wealth declarations, source of funds declarations, and any other information required to comply with Applicable Law.

You authorise us to conduct such verification checks as we consider necessary, including screening against sanctions lists, politically exposed persons databases, adverse media sources, and other compliance databases. We may engage third-party verification providers for these purposes.

You acknowledge and agree that we are required to conduct ongoing monitoring of Accounts and transactions in order to comply with anti-money laundering, counter-terrorist financing, sanctions, foreign exchange, and other regulatory obligations. We may request updated documentation, clarification of transactions, supporting documentation relating to the purpose of a transaction, or evidence of the source of funds or source of wealth at any time. Failure to provide requested information within the timeframe specified by us may result in restriction, suspension, or closure of your Account.

Certain accounts, transaction types, corridors, or risk profiles may trigger enhanced due diligence measures. In such cases, we may require additional verification steps, impose lower Transaction limits, delay settlement, or subject Transactions to manual review prior to processing. You acknowledge that enhanced due diligence may result in longer processing times and that Roqqu Technologies shall not be liable for delays arising from compliance reviews conducted in good faith.

Roqqu Technologies shall be entitled to rely on any information, instructions, or authorisations received through your Account using valid authentication credentials. Such instructions shall be deemed irrevocable once processed, except where reversal is required by Applicable Law or expressly permitted by Roqqu Technologies.

Roqqu Technologies may assign your Account to a specific verification tier based on the information and documentation provided. Each tier may carry different Transaction limits, corridor access, settlement timelines, and feature availability. We reserve the right to modify such limits at any time in response to regulatory requirements, risk assessments, or operational considerations.

We may retain copies of identification documents, verification data, transaction records, communications, and compliance assessments for such periods as required by Applicable Law or internal compliance policies. You acknowledge that Account closure does not require immediate deletion of such records where retention is legally required.

7. Account Security

Roqqu Technologies has committed to maintaining the security of Qash and has implemented industry-standard protection for Qash. However, the actions of individual users may pose risks. You agree to treat your access credentials (such as username, password, pin and two-factor authentication security key) as confidential information and not to disclose such information to any third party. You also agree to be solely liable and responsible for taking the necessary security measures to protect your Account and personal information.

You shall be solely liable and responsible for the safety of your Account and password, and you shall be liable and responsible for all the transactions in your Account. We assume no liability for any loss or consequences caused by authorised or unauthorised use of your Account credentials.

8. Transactions

A Transaction is initiated when a User submits a payment instruction through the Platform and confirms such instruction using the prescribed authentication method. Once confirmed, a Transaction shall be deemed authorised by the User.

Roqqu Technologies reserves the right to decline, delay, reverse (where legally and operationally possible), suspend or cancel any Transaction where:

1. a.the Transaction breaches Applicable Law;
2. b.the Transaction triggers compliance alerts or enhanced due diligence review;
3. c.Roqqu Technologies reasonably suspects fraud, unauthorised use, or Prohibited Activity;
4. d.required information is incomplete or inaccurate; or
5. e.the execution of the Transaction would expose Roqqu Technologies or its partners to regulatory, financial or reputational risk.

Roqqu Technologies shall not be obligated to disclose the specific basis for such refusal where restricted by law or regulatory guidance.

Where a transaction involves Digital Assets, such assets may be converted into Fiat Currency at the Exchange Rate applicable at the time the conversion is executed, which may differ from indicative rates displayed prior to confirmation due to market volatility or liquidity constraints.

The User acknowledges that blockchain-based transactions are irreversible once validated by the relevant network. Roqqu Technologies shall bear no liability for errors in wallet addresses, network selection errors, or transfers to incompatible or unsupported addresses.

Estimated settlement times are indicative only and may be affected by intermediary banking systems, correspondent banking networks, blockchain confirmation thresholds, compliance reviews, liquidity availability, public holidays in relevant jurisdictions, and Force Majeure Events.

We may impose transaction limits, velocity controls, holding periods, rolling reserves or staged settlements where necessary to manage fraud risk, chargeback exposure, regulatory compliance or liquidity constraints.

9. Fees and Pricing

In consideration for the Services, you agree to pay all applicable fees as disclosed within Qash or otherwise communicated to you prior to confirming a transaction. Fees may include, without limitation, transaction fees, conversion spreads, withdrawal fees, deposit fees, processing charges, blockchain network fees, liquidity provider spreads, and third-party charges.

Where a transaction involves currency conversion, the applicable exchange rate shall be determined by Roqqu Technologies at the time the transaction is confirmed. You acknowledge that exchange rates fluctuate and that the final amount received by a beneficiary may vary from initial estimates where rates move prior to confirmation.

Transactions may be subject to additional charges imposed by intermediary banks, correspondent institutions, mobile money operators, or blockchain networks. Such charges are outside Roqqu Technologies's control and may be deducted from the transferred amount.

You are solely responsible for determining and fulfilling any tax obligations arising from your use of the Services, including reporting obligations in your jurisdiction. We may deduct or withhold amounts where required by Applicable Law or regulatory authority.

Roqqu Technologies reserves the right to amend its fee structure at any time. Any changes shall be communicated through the application or other reasonable means prior to taking effect. Continued use of the Services following such notice constitutes acceptance of the revised fees.

10. Digital Asset Services

Roqqu Technologies may facilitate the receipt and conversion of supported Digital Assets to Fiat as part of its multi-rail transaction infrastructure. We do not issue Digital Assets, do not guarantee their value, and do not act as a custodian unless expressly stated. Digital Asset functionality may be subject to network compatibility, liquidity availability, and regulatory approval.

We shall not be liable for any loss resulting from the transmission of unsupported Digital Assets or tokens to addresses not associated with Qash. Recovery of such assets may be technically infeasible. Digital Asset Transactions are processed upon receipt on the relevant blockchain network. We are not responsible for delays caused by network congestion, validator behaviour, forks, protocol upgrades, or other blockchain events. In the event of a fork, airdrop, or protocol change, we may determine, in our sole discretion, whether to support or convert any resulting assets.

11. User Obligations

You agree that your access to and use of the Services is conditional upon strict compliance with the obligations set out in these Terms. Without prejudice to any other provision herein, you undertake as follows:

1. a.You shall use the Services solely for lawful purposes and in full compliance with all Applicable Law, including without limitation laws relating to anti-money laundering, counter-terrorist financing, sanctions, foreign exchange controls, anti-bribery and corruption, tax reporting, and data protection.
2. b.You shall not use the Services, directly or indirectly, in connection with any activity that is unlawful, fraudulent, deceptive, or abusive or that exposes Roqqu Technologies to regulatory, legal, financial, or reputational risk.
3. c.You shall ensure that all information provided to us at onboarding and throughout the duration of your Account remains true, accurate, complete, and not misleading in any material respect.
4. d.You undertake to promptly notify us of any change in your personal details, contact information, business activities, beneficial ownership structure, authorised signatories, residency status, or regulatory standing that may affect your eligibility to use Qash.
5. e.You acknowledge that failure to provide accurate or updated information constitutes a material breach of these Terms.
6. f.You shall maintain the confidentiality and security of your Account credentials, authentication devices and any other security features associated with your Account.
7. g.You shall implement reasonable safeguards to prevent unauthorised access, including securing your devices against malware, phishing attempts, and other cyber threats.
8. h.All activities conducted through your Account using valid credentials shall be deemed authorised by you unless you have previously notified us of a security compromise.
9. i.You must immediately notify us upon becoming aware of any unauthorised use or suspected breach of your Account.
10. j.You shall ensure that all funds, fiat currency, and Digital Assets transmitted through the Qash Services are derived from lawful sources and are not the proceeds of crime or related to unlawful conduct.
11. k.You shall provide, upon request, documentary evidence of the source of funds, source of wealth, or the commercial rationale of any Transaction.
12. l.You acknowledge that Roqqu Technologies may delay, decline, or report Transactions where satisfactory evidence is not provided.
13. m.You shall not misuse the Services by engaging in conduct that disrupts, interferes with, or adversely affects the integrity, security, or availability of Qash. Prohibited conduct includes, without limitation, attempting to gain unauthorised access to systems or data; reverse-engineering, decompiling, or disassembling any part of the application; introducing viruses, malware, or malicious code; conducting denial-of-service attacks; or exploiting vulnerabilities for personal gain.
14. n.You shall not rely on technical shortcomings and vulnerabilities, such as but not limited to glitches, security hacks, and network errors, to enrich yourself unjustly.
15. o.You shall not act as an undisclosed intermediary, nominee, or agent for any third party without the prior written consent of Roqqu Technologies.
16. p.You shall not permit any other person to use your Account, nor shall you use another person's Account.
17. q.Where you act on behalf of a legal entity, you warrant that you are duly authorised to bind such entity and that all Transactions are undertaken for legitimate business purposes.
18. r.You shall ensure that recipient information provided for any Transaction is accurate and complete. Roqqu Technologies shall be entitled to rely on the information supplied by you and shall bear no responsibility for losses resulting from erroneous or incomplete details.
19. s.You shall not structure, fragment, or otherwise manipulate Transactions for the purpose of evading regulatory reporting thresholds, transaction limits, sanctions screening, or internal compliance controls.
20. t.You shall be solely responsible for determining and fulfilling any tax obligations arising from your use of the Services in any relevant jurisdiction. Roqqu Technologies does not provide tax advice and shall not be liable for any tax assessment, penalty, or liability incurred by you.
21. u.You acknowledge that Roqqu Technologies may monitor your Account and Transactions on an ongoing basis for compliance, fraud prevention, and risk management purposes.
22. v.You agree to cooperate fully and promptly with any compliance review, audit request, or lawful enquiry and to provide any information reasonably requested by Roqqu Technologies in connection therewith.
23. w.You further agree not to use Qash Services in a manner that infringes the intellectual property rights or other proprietary rights of Roqqu Technologies or any third party.

Any breach of the obligations set out in this Clause shall constitute a material breach of these Terms and may result in immediate suspension, restriction, or termination of your Account, without prejudice to any other rights or remedies available to Roqqu Technologies at law or in equity.

12. Compliance and Prohibited Use

Roqqu Technologies operates a risk-based compliance programme designed to meet applicable anti-money laundering, counter-terrorist financing, sanctions, and financial crime prevention obligations. By using Qash, you agree to comply with our compliance requirements and all Applicable Law.

You shall not use the Services for any unlawful, fraudulent, deceptive, or abusive purpose, including but not limited to money laundering, terrorist financing, sanctions evasion, proliferation financing, fraud, tax evasion, bribery, corruption, or the circumvention of foreign exchange controls. Qash may not be used in connection with illegal gambling, illicit goods, unlicensed financial services, or any activity that violates Applicable Law.

Roqqu Technologies may screen transactions and Accounts against relevant sanctions and watchlists and may file regulatory reports, including suspicious activity reports, where required by Applicable Law. You acknowledge that Roqqu Technologies may be prohibited from disclosing the existence or filing of such reports.

We may request additional information, documentation, or clarification relating to any transaction, beneficiary, or source of funds. Failure to provide satisfactory information may result in suspension, restriction, or termination of your Account.

Where required by Applicable Law or regulatory directive, we may freeze funds, block Transactions, or restrict Account access without prior notice. Roqqu Technologies shall not be liable for losses arising from compliance with legal or regulatory obligations.

Roqqu Technologies may cooperate with law enforcement agencies, regulators, and judicial authorities in connection with investigations or legal proceedings and may disclose information as required by Applicable Law.

13. Third-Party Service Providers

The execution and settlement of transactions may involve third-party institutions, including correspondent banks, settlement banks, liquidity providers, Digital Asset exchanges, custodians and Mobile Money operators.

You acknowledge that such third parties operate under their own regulatory frameworks and operational constraints and that transaction execution may be subject to their internal compliance, risk and settlement policies.

Roqqu Technologies shall exercise reasonable care in the selection and engagement of third-party providers but shall not be liable for losses arising solely from their insolvency, operational failure, cyber incidents, regulatory enforcement actions, correspondent banking restrictions or liquidity shortfalls, except to the extent caused by Roqqu Technologies's gross negligence or wilful misconduct.

14. Risk Disclosure

Digital asset transactions on Qash are for the provision of crypto-to-fiat and crypto-to-mobile money conversion services only and are not a cryptocurrency exchange service, broker service, investment platform service, or crypto-to-crypto trading facility. Digital Assets transferred to Qash are received strictly for conversion and payout in accordance with your instructions. You acknowledge that Digital Assets are highly volatile and may fluctuate significantly due to market conditions, liquidity constraints, regulatory developments, technological changes, blockchain network delays, or other factors beyond Roqqu's control. Conversion rates are applied at the time the transaction is processed under Qash's prevailing pricing mechanism and are not guaranteed prior to execution. Once initiated on a blockchain network, transactions may be irreversible and subject to confirmation delays. Roqqu does not guarantee the value, stability, liquidity, or continued availability of any Digital Asset and shall not be liable for losses arising from price movements or external events outside its reasonable control.

Qash Services are limited to facilitating payment, remittance, conversion, settlement, and related transactional services. Roqqu Technologies does not provide investment, tax, financial, or legal advice and does not recommend the purchase, sale, or holding of any Digital Asset or fiat currency. Any decision to convert or transmit Digital Assets or fiat currency is made solely at your own discretion and risk.

The regulatory treatment of Digital Assets, cross-border payments, mobile money integrations, and related services varies across jurisdictions and may change at any time. Legislative, regulatory, or enforcement actions may adversely impact the availability, legality, or functionality of the Services in certain jurisdictions. Roqqu Technologies may suspend, restrict, or discontinue certain Qash Services without prior notice where required to comply with Applicable Law or regulatory directives.

Cross-border fiat Transactions are subject to foreign exchange rate fluctuations between the time a Transaction is initiated and the time it is settled. You acknowledge that quoted exchange rates may incorporate spreads and processing costs. Delays may occur due to correspondent banking processes, intermediary financial institutions, or local clearing systems.

15. Warranties, Liabilities, and Disclaimers

TO THE MAXIMUM EXTENT PERMITTED BY LAW, QASH SERVICES, MATERIALS, AND ANY RELATED PRODUCT OR SERVICE ARE PROVIDED "AS IS" AND "AS AVAILABLE". ROQQU TECHNOLOGIES DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, TITLE, OR NON-INFRINGEMENT. ROQQU TECHNOLOGIES DOES NOT GUARANTEE ACCURACY, COMPLETENESS, RELIABILITY, OR AVAILABILITY OF SERVICES OR TRANSACTION EXECUTION TIMES. ANY ESTIMATED PROCESSING TIMES ARE INDICATIVE ONLY.

15.1 Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW, ROQQU TECHNOLOGIES AND ITS AFFILIATES, OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, CONTRACTORS, AND SERVICE PROVIDERS SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, SPECIAL, PUNITIVE, OR CONSEQUENTIAL DAMAGES, INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF DATA, INFORMATION, REVENUE, PROFITS OR OTHER BUSINESSES OR FINANCIAL BENEFITS) ARISING OUT OF QASH SERVICES, ANY PERFORMANCE OR NON-PERFORMANCE OF QASH SERVICES, OR ANY OTHER PRODUCT, SERVICE OR OTHER ITEM PROVIDED BY OR ON BEHALF OF ROQQU TECHNOLOGIES AND ITS AFFILIATES, WHETHER UNDER CONTRACT, STATUTE, STRICT LIABILITY OR OTHER THEORY EVEN IF ROQQU TECHNOLOGIES HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES EXCEPT TO THE EXTENT OF A FINAL JUDICIAL DETERMINATION THAT SUCH DAMAGES WERE A RESULT OF ROQQU TECHNOLOGIES' GROSS NEGLIGENCE, FRAUD, WILLFUL MISCONDUCT OR INTENTIONAL VIOLATION OF LAW. SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF INCIDENTAL OR CONSEQUENTIAL DAMAGES, SO THE ABOVE LIMITATION MAY NOT APPLY TO YOU.

NOTWITHSTANDING THE FOREGOING, IN NO EVENT WILL THE LIABILITY OF ROQQU TECHNOLOGIES, ITS AFFILIATES AND THEIR RESPECTIVE SHAREHOLDERS, MEMBERS, DIRECTORS, OFFICERS, EMPLOYEES, ATTORNEYS, AGENTS, REPRESENTATIVES, SUPPLIERS OR CONTRACTORS ARISING OUT OF SERVICES OFFERED BY OR ON BEHALF OF ROQQU TECHNOLOGIES AND ITS AFFILIATES, ANY PERFORMANCE OR NON-PERFORMANCE OF QASH SERVICES, OR ANY OTHER PRODUCT, SERVICE OR OTHER ITEM, WHETHER UNDER CONTRACT, STATUTE, STRICT LIABILITY OR OTHER THEORY, EXCEED THE AMOUNT OF THE FEES PAID BY YOU TO ROQQU TECHNOLOGIES UNDER THESE TERMS IN THE TWELVE-MONTH PERIOD IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM FOR LIABILITY.

16. Indemnification

YOU AGREE TO INDEMNIFY, DEFEND, AND HOLD HARMLESS ROQQU TECHNOLOGIES, ITS AFFILIATES, OPERATORS, CONTRACTORS, LICENSORS, AND THEIR RESPECTIVE OFFICERS, DIRECTORS, EMPLOYEES, AND AGENTS FROM ANY CLAIMS, DEMANDS, LOSSES, LIABILITIES, COSTS, OR EXPENSES (INCLUDING LEGAL FEES) ARISING FROM (I) YOUR USE OF OR CONDUCT IN CONNECTION WITH QASH SERVICES; (II) YOUR BREACH OR ENFORCEMENT OF THESE TERMS; OR (III) YOUR VIOLATION OF ANY APPLICABLE LAW, REGULATION, OR THIRD-PARTY RIGHTS IN CONNECTION WITH QASH SERVICES. ROQQU TECHNOLOGIES MAY, AT ITS SOLE DISCRETION, CONTROL THE DEFENCE AND SETTLEMENT OF ANY CLAIM.

17. Limitation of Loss

IN NO EVENT SHALL ROQQU TECHNOLOGIES, ITS AFFILIATES, OR SERVICE PROVIDERS BE LIABLE FOR (I.) LOSS OF EXPECTED PROFITS, REVENUE, OR GAINS, INCLUDING ACTUAL OR HYPOTHETICAL TRADING LOSSES; (II.) LOSS OF REPUTATION, GOODWILL, BUSINESS OPPORTUNITIES, OR CUSTOMERS; (III.) LOSS OR CORRUPTION OF DATA, SOFTWARE, OR HARDWARE; (IV.) LOSSES RELATED TO INACCURATE, DELAYED, OR INCOMPLETE TRANSACTION OR PRICING DATA; (V.) ANY LOSSES EXCEEDING THE FEES PAID TO ROQQU TECHNOLOGIES IN THE 12 MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (VI.) ANY INDIRECT, INCIDENTAL, OR CONSEQUENTIAL DAMAGES, EXCEPT TO THE EXTENT CAUSED BY ROQQU TECHNOLOGIES' GROSS NEGLIGENCE, FRAUD, OR WILLFUL MISCONDUCT.

18. Suspension, Termination, Cancellation, and Recovery

18.1 Suspension of Account

Roqqu Technologies reserves the right, at its sole discretion and without prior notice, to suspend, restrict, freeze, lock, or otherwise limit access to your Account (including any accounts beneficially owned or controlled by you), as well as any Digital Assets or fiat funds held therein, where we reasonably believe such action is necessary to protect the integrity of Qash, comply with applicable laws, or manage risk.

Such action may be taken in cases including, but not limited to:

1. a.We determine that you no longer satisfy the eligibility requirements
2. b.The Account is subject to a court order, governmental directive, regulatory inquiry, criminal investigation, or pending litigation;
3. c.We detect unusual, suspicious, or unauthorised activity;
4. d.There are concerns regarding fraud, money laundering, terrorist financing, or other financial crimes;
5. e.There are glitches, system errors, or discrepancies affecting balances or transactions;
6. f.Payment methods linked to the Account are declined or reversed;
7. g.You fail to comply with applicable Know Your Customer (KYC), Anti-Money Laundering (AML), or Counter-Terrorist Financing (CFT) requirements;
8. h.We determine there is heightened legal, regulatory, or reputational risk;
9. i.You attempt to circumvent platform controls, including operating multiple accounts or abusing promotional programs;
10. j.Service partners are unable or unwilling to support your transactions;
11. k.We believe action is necessary to protect other users or Qash;
12. l.You engage in abusive, threatening, extortionate, harassing, unlawful, or rights-violating conduct toward other users;
13. m.We are required to act by law or regulatory authority.

We may also refuse to complete, block, reverse, or cancel any transaction where there are insufficient funds, suspected errors, or compliance concerns.

While your Account is suspended or restricted, we shall not be liable for any loss arising from price volatility, inability to transact, or any permanent or temporary modification, suspension, or termination of access to Qash. Roqqu Technologies may retain and use relevant account and transaction data in accordance with applicable laws and regulatory requirements.

18.2 Termination of Terms and Account Cancellation

We may terminate these Terms or your access to Roqqu Services at any time by providing notice to you, including via email or platform notification. We may immediately terminate these Terms without prior notice where required by law or regulatory directive or where we determine, in our sole discretion, that continued provision of Qash Services presents legal, regulatory, security, or operational risk.

Upon termination:

1. a.All outstanding obligations incurred prior to termination shall remain payable;
2. b.Termination shall not relieve you of liabilities arising before the effective date of termination;
3. c.Transactions initiated prior to termination may be completed in accordance with these Terms, unless otherwise required by law or regulatory directive.

We reserve the right to permanently deactivate or cancel your Account and withdraw associated authorisations. Re-registration under your name or through another person after termination without express authorisation from Roqqu is prohibited.

Termination may also occur where the following happens:

1. a.Information provided by you is false, inaccurate, outdated, or incomplete;
2. b.You refuse to accept amended Terms;
3. c.You request termination; or
4. d.We determine at our sole discretion that termination is appropriate.

18.3 Administrative and Security Measures

You acknowledge that Roqqu Technologies' decisions to limit, suspend, or close Accounts may be based on confidential risk management, compliance, fraud prevention, and security criteria. We are under no obligation to disclose the specific details of our internal risk models or investigative processes.

Suspensions may be lifted where the underlying reasons no longer exist; however, we are not obligated to provide notice regarding the timing or criteria for lifting such restrictions.

18.4 Account Termination Due to Legal or Policy Violations

Where an Account is suspended or terminated due to fraud, legal violations, or breaches of these Terms:

1. a.We may retain custody of affected Digital Assets or fiat funds pending investigation or legal resolution;
2. b.Relevant user data and transactional records will be retained in accordance with applicable data retention laws;
3. c.We may cooperate with law enforcement or regulatory authorities and disclose information where legally required;
4. d.We may place an administrative hold on Digital Assets or funds suspected of being stolen, unlawfully obtained, or subject to dispute.

Roqqu Technologies is not obligated to mediate disputes between users or third parties regarding ownership of Digital Assets. Any hold may remain in place until satisfactory evidence of lawful entitlement is provided. We shall not be liable for losses resulting from such holds or from inability to withdraw or transact during that period.

We are under no obligation to reinstate a cancelled or reversed transaction at the original price or terms.

18.5 Recovery of Erroneous or Fraudulent Transactions

You agree that if Digital Assets or fiat funds are credited to your Account as a result of a system error, glitch, security breach, fraud, or other unauthorised means, we are entitled to recover the full amount of such assets and any proceeds derived therefrom.

Where applicable:

1. a.If the assets remain unused, recovery will occur at the value at the time of erroneous credit.
2. b.If the assets have been used, converted, or transferred, recovery may occur at the prevailing market value at the time of recovery.
3. c.We may debit other balances within your Account to satisfy the recovery amount.
4. d.If your Account balance is insufficient, you acknowledge that you shall owe the deficit to us, which may result in a negative balance until fully settled.

We shall notify you of the error and the corrective action to be taken. You agree to cooperate fully with any recovery process. Failure to do so may result in suspension, termination, legal proceedings, or regulatory reporting.

Market value for recovery purposes shall be determined based on prevailing rates at the time of correction, as reasonably determined by us.

19. Data Protection

Roqqu Technologies will process your personal data to provide Qash Services under these Terms. Roqqu Technologies processes personal data in accordance with Applicable Law, including data protection and privacy statutes applicable in the jurisdictions in which it operates. Personal data may include identity information, contact details, transaction history, device data, and compliance documentation.

We shall provide you with the information on the processing of your personal data, as well as your rights under applicable laws and regulations, by way of our Privacy Policy. We may, from time to time, revise, update and change the Privacy Policy. You hereby confirm that you have familiarised yourself with and understood the information provided in the Privacy Policy.

20. Force Majeure

Roqqu Technologies shall not be liable for any failure or delay in performing its obligations under these Terms where such failure or delay results from events beyond its reasonable control, including but not limited to acts of God, natural disasters, war, terrorism, civil unrest, labour disputes, governmental actions, sanctions, power failures, telecommunications outages, cyber-attacks, banking system failures, blockchain network disruptions, or other unforeseen events ("Force Majeure Event"). Roqqu Technologies shall use commercially reasonable efforts to mitigate the effects of any Force Majeure Event.

21. Dispute Resolution & Arbitration

To the fullest extent permitted under the laws of the Federal Republic of Nigeria, any dispute, controversy, or claim arising out of or relating to this Agreement, including its existence, validity, interpretation, performance, breach, or termination (a "Dispute"), shall be resolved by binding arbitration on an individual basis. You expressly waive any right to participate in a class action, collective action, or class-wide arbitration.

If you believe your complaint has not been satisfactorily resolved by OUR customer support team within thirty (30) days from the date the complaint was submitted, you must first submit a written Notice of Claim to us at legal@roqqu.com before commencing arbitration. The Notice of Claim must:

1. a.Describe the nature and basis of the dispute; and
2. b.Specify the relief sought;

The submission of the Notice of Claim formally commences the dispute resolution process. Upon receipt, we shall negotiate in good faith for a period of thirty (30) business days to resolve the Dispute amicably. All negotiations and materials exchanged shall be confidential and be subject to applicable rules protecting settlement discussions from use as evidence in any legal proceeding

If the Dispute is not resolved within thirty (30) business days after submission of the Notice of Claim, either party may refer the Dispute to arbitration. Please note that the submission of a Notice of Claim is a mandatory condition precedent to the commencement of arbitration.

1. a.The arbitration shall be conducted in accordance with the Arbitration Rules of the Lagos Chamber of Commerce International Arbitration Centre (LACIAC) and the Arbitration and Mediation Act 2023.
2. b.The seat and legal place of arbitration shall be Lagos, Nigeria.
3. c.The arbitration shall be conducted by 3 arbitrators appointed by mutual agreement. If the parties fail to agree within fourteen (14) days, the arbitrator shall be appointed by the LACIAC Court in accordance with the LACIAC Rules.
4. d.The language of the arbitration shall be English.
5. e.The arbitral award shall be final and binding and may be enforced in any court of competent jurisdiction.

Each party shall bear its own legal costs and expenses in connection with any negotiation or arbitration, unless the arbitrator, in the final award, determines that costs should be shifted to the prevailing party.

Nothing in this clause prevents either party from seeking interim or injunctive relief from a court of competent jurisdiction in Nigeria or via an Emergency Arbitrator under the LACIAC Rules where such relief is necessary to prevent immediate or irreparable harm.

22. Severability

If any portion of these Terms is adjudged to be invalid or unenforceable for any reason or to any extent, the remainder of these Terms will remain valid and enforceable, and the invalid or unenforceable portion will be given effect to the greatest extent permitted by law.

23. Amendments

Roqqu Technologies reserves the right to amend, modify, or update these Terms at any time to reflect changes in Qash Services, regulatory requirements, or operational practices. Continued use of Qash Services constitutes acceptance of the updated terms. Where amendments materially affect your rights or obligations in relation to Qash Services, we will take reasonable steps to notify you in advance.

24. Entire Agreement

These Terms, the Privacy Policy and other appendices incorporated by reference herein comprise the entire understanding and agreement between you and Roqqu Technologies as to the subject matter hereof and supersede any and all prior discussions, agreements and understandings of any kind and of every nature between and among you and Roqqu Technologies. Section headings in these Terms are for convenience only and shall not govern the meaning or interpretation of any provision of these Terms.