Terms of Service

By creating an account on Payroid or using any of our services (collectively, the “Services”), you agree to these Terms of Service (“Terms”), our Privacy Policy, and our AML Policy. Together these documents form a legally binding agreement between you and Payroid Synergy Limited (“Payroid,” “we,” “us,” or “our”).

If you do not agree to any part of these Terms, do not use the Services.

Payroid Synergy Limited (RC 9553657, TIN 2622489136936) is a Nigerian private company limited by shares, incorporated on 17 May 2026 and registered with the Corporate Affairs Commission under the Companies and Allied Matters Act 2020. We operate a mobile application and supporting infrastructure that allow eligible users in Nigeria to:

• Sell gift cards from supported brands for Nigerian Naira
• Pay common Nigerian bills (airtime, data, electricity, cable, internet, water) from a Payroid Naira balance
• Sell certain cryptocurrencies (including USDT, BTC, ETH, USDC, SOL, BNB) for Nigerian Naira — available only after Payroid has been granted authorisation under the SEC Rules on Issuance, Offering Platforms and Custody of Digital Assets, 2022. Until that authorisation is in place, the crypto cash-out service is not offered and these Terms do not constitute an offer to provide it.

We are not a bank, a deposit-taking institution, or an investment adviser. We do not custody customer funds beyond what is necessary to settle a trade you have initiated, and we do not pay interest on any balance held.

To use the Services you must:

• Be at least eighteen (18) years of age
• Be resident in Nigeria and hold a valid Nigerian bank account in your own name
• Have legal capacity to enter into binding contracts under Nigerian law
• Not be subject to any sanctions list maintained by the United Nations, the United States Office of Foreign Assets Control (OFAC), the Nigerian Sanctions Committee, or any other relevant authority
• Not be using the Services on behalf of any third party without our prior written consent

We may verify your eligibility at any time. False or misleading information voids your account and may be reported to relevant authorities.

You must register an account to use the Services. By doing so you agree to:

• Provide accurate, current, and complete information
• Maintain and promptly update that information
• Keep your account credentials confidential at all times
• Notify us immediately at support@payroid.co of any unauthorized use of your account

You are responsible for all activity occurring under your account. We are not liable for losses arising from your failure to safeguard your credentials.

Pursuant to the Money Laundering (Prevention and Prohibition) Act 2022, the Terrorism (Prevention and Prohibition) Act 2022, and the Central Bank of Nigeria's AML/CFT/CPF Regulations 2022 (as amended), we are required to verify your identity before providing certain services.

You agree to:

• Submit accurate identification documents on request, including Nigerian government-issued ID and proof of address
• Cooperate with enhanced due diligence (“EDD”) where transaction values, frequencies, or other risk indicators trigger it under our AML Policy
• Update your information when it changes

We may delay, decline, suspend, or reverse any transaction pending completion of identity verification. We may also escalate concerns to the Nigerian Financial Intelligence Unit (“NFIU”) and other competent authorities where required by law.

You may not use the Services to:

• Convert proceeds of crime, fraud, theft, corruption, or any unlawful activity
• Sell gift cards that you do not lawfully own or were not legally entitled to receive
• Sell gift cards obtained through phishing, account takeover, social engineering, card cracking, or any other fraudulent means
• Engage in money laundering, terrorism financing, sanctions evasion, or any other illegal financial activity
• Misrepresent your identity or impersonate another person or entity
• Use the Services for high-frequency, automated, or commercial trading without our prior written authorization
• Interfere with, attempt to compromise, or probe our systems, security, or infrastructure
• Use the Services to harass, defame, threaten, or harm any other user or third party

Violations may result in account suspension or termination, transaction reversal, forfeiture of any disputed funds pending investigation, and reporting to the NFIU, the Nigeria Police Force, the Economic and Financial Crimes Commission (“EFCC”), or any other competent authority.

When you submit a trade through Payroid:

• The quoted rate (the “Rate”) is locked at the moment you tap submit and pinned to that specific trade
• We will endeavour to settle the equivalent Naira amount to your registered Nigerian bank account within a target of five (5) minutes (the “Payout SLA”)
• If we miss the Payout SLA, your Payroid wallet will be automatically credited with a bonus per our then-current published policy
• Trades that are cancelled, voided, or fail validation release any locked funds back to source

We reserve the right, in our reasonable discretion, to: decline any trade; hold any trade pending verification; or reverse any trade where the underlying gift card or cryptocurrency is invalid, stolen, fraudulent, sanctioned, or otherwise non-compliant with these Terms.

All fees applicable to a transaction will be displayed on screen before you confirm. By submitting a trade you accept the fees as displayed.

We reserve the right to update our fee schedule from time to time. Material fee changes will be communicated by in-app notice and email at least fourteen (14) days before they take effect.

Bills paid through Payroid (airtime, data, electricity, cable, internet, water) are processed by us on behalf of the relevant biller. We are not the biller. We do not represent or warrant the services, pricing, or accuracy of any third-party biller.

Disputes with billers (incorrect token, service outage, undelivered cable subscription, etc.) must be resolved with the biller directly. We will provide reasonable assistance, including transaction references and proof of payment.

Cryptocurrencies are volatile assets and may lose value rapidly. Payroid does not:

• Guarantee any specific present or future value for any cryptocurrency
• Provide investment, trading, or financial advice
• Custody cryptocurrency beyond the brief period required to settle a specific trade

You are solely responsible for the security of any wallets, keys, or seed phrases you operate outside Payroid. We are not liable for losses arising from blockchain reorganizations, network forks, smart-contract failures, oracle failures, or third-party wallet compromises.

We may suspend or terminate your account at any time if:

• We reasonably believe you have violated these Terms
• We are required to do so by law or by a regulatory or judicial authority
• We detect suspicious activity per our AML Policy
• Your account has been inactive for more than twelve (12) consecutive months

Upon termination, we will settle any verifiable Naira balance to your bank account on record, subject to compliance with applicable law and any pending investigations.

All trademarks, logos, design, software, content, and proprietary materials within the Services are owned by Payroid or our licensors. Nothing in these Terms grants you any right or licence to use them except as expressly permitted in our Brand assets page.

You retain ownership of content you submit to us (transaction history, support messages, documents). You grant us a non-exclusive, royalty-free, worldwide licence to use that content solely for the purpose of providing the Services and meeting our legal obligations.

THE SERVICES ARE PROVIDED “AS IS” AND “AS AVAILABLE.” TO THE MAXIMUM EXTENT PERMITTED BY NIGERIAN LAW:

• WE DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT
• WE ARE NOT LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, OR PUNITIVE DAMAGES ARISING FROM YOUR USE OF THE SERVICES
• OUR TOTAL AGGREGATE LIABILITY FOR ANY CLAIM ARISING FROM YOUR USE OF THE SERVICES IS LIMITED TO THE TOTAL FEES YOU PAID US IN THE THIRTY (30) DAYS BEFORE THE CLAIM AROSE, OR ONE HUNDRED THOUSAND NAIRA (NGN100,000), WHICHEVER IS GREATER

Nothing in this section limits liability for fraud, gross negligence, wilful misconduct, or any other liability that cannot lawfully be excluded under Nigerian law, including rights granted to you under the Federal Competition and Consumer Protection Act 2018 (“FCCPA”).

You agree to defend, indemnify, and hold harmless Payroid, its directors, officers, employees, agents, and contractors from any claim, demand, or loss (including reasonable legal fees) arising from:

• Your breach of these Terms
• Your violation of any law, regulation, or third-party right
• Any false or misleading information you provide
• Your unlawful or unauthorized use of the Services or any third-party services accessed through them

These Terms are governed by the laws of the Federal Republic of Nigeria.

Any dispute, claim, or controversy arising out of or relating to these Terms or the Services shall be resolved as follows:

• First, you must contact us at support@payroid.co and we have thirty (30) days to respond and attempt good-faith resolution
• If the dispute remains unresolved, it shall be submitted to confidential, binding arbitration in Lagos, Nigeria, in accordance with the Arbitration and Conciliation Act, Cap A18, Laws of the Federation of Nigeria 2004
• The arbitration shall be conducted in English by a single arbitrator appointed by mutual agreement, or failing agreement, by the Chartered Institute of Arbitrators (Nigeria Branch)
• Each party shall bear its own legal costs unless the arbitrator decides otherwise

Nothing in this clause prevents you from pursuing complaints through the Consumer Protection departments of the Central Bank of Nigeria, the Federal Competition and Consumer Protection Commission, the Nigerian Data Protection Commission, or any other competent regulator. See our Complaint process for details.

We are not liable for any failure or delay caused by events beyond our reasonable control, including but not limited to: acts of God, natural disasters, war, terrorism, civil unrest, government action, regulatory directive, internet or telecommunications failure, electrical grid failure, banking or settlement system outage, pandemic, or epidemic.

We may update these Terms from time to time. Material changes will be communicated by in-app notice and email at least fourteen (14) days before they take effect. Continued use of the Services after the effective date constitutes acceptance of the updated Terms.

If any provision of these Terms is held invalid or unenforceable, the remaining provisions remain in full force. These Terms, together with the Privacy Policy and the AML Policy, constitute the entire agreement between you and Payroid concerning the Services.

Questions about these Terms? Email hello@payroid.co.

Payroid Synergy Limited
RC 9553657 · TIN 2622489136936
Ogba, Lagos, Nigeria