Terms of Service

These Terms of Service ("Terms") constitute a legally binding agreement between you ("Client", "you", or "your") and SafeNest Digital Limited, trading as ReassureQI ("ReassureQI", "we", "us", or "our"), governing your access to and use of the ReassureQI platform, APIs, web application, developer tools, and all associated services (collectively, the "Services"). By accessing or using the Services, registering for an account, or clicking "I Agree" on any sign-up or onboarding flow, you confirm that: (a) You have read, understood, and agree to be bound by these Terms; (b) You have the legal authority to enter into this agreement on behalf of yourself or the organisation you represent; (c) You are at least 18 years of age. If you do not agree to these Terms, you must not access or use the Services. These Terms should be read alongside our Privacy Policy and any applicable Data Processing Agreement (DPA) or Master Services Agreement (MSA) executed between your organisation and ReassureQI.

ReassureQI provides an AI-powered financial identity and compliance infrastructure platform for regulated financial institutions and technology companies operating in Nigeria. Our Services include: 2.1 Identity Verification API-based verification of Nigerian National Identification Numbers (NIN), Bank Verification Numbers (BVN), international passports, driver's licences, and biometric data including liveness detection and facial recognition. 2.2 FIIL (Financial Identity Infrastructure Layer) A unified identity graph that enriches customer profiles with credit bureau data, PEP and sanctions screening, and cross-institution financial history to produce a consolidated trust score. 2.3 AI AML Engine Real-time transaction monitoring powered by machine learning models trained on Nigerian transaction patterns. Includes automated detection of structuring, layering, and integration, and automated generation of Suspicious Activity Reports (SARs) and Currency Transaction Reports (CTRs). 2.4 Fraud Intelligence Network Cross-institution fraud signal sharing, synthetic identity detection, device fingerprinting, behavioural biometrics, and account takeover prevention tools. 2.5 Compliance Automation Automated CBN KYC tier management, NFIU regulatory reporting workflows, immutable audit trail generation, and regulator-ready compliance dashboards. 2.6 Developer Tools RESTful APIs, SDKs, sandbox environment, API documentation, and related developer resources. Service availability and specific features are subject to the subscription tier selected and the terms of any applicable MSA.

3.1 Eligibility The Services are available only to: • Institutions licensed or regulated by the Central Bank of Nigeria (CBN), the Securities and Exchange Commission (SEC), or other relevant Nigerian regulatory authorities; • Technology companies providing services to regulated financial institutions; • Government agencies and Ministries, Departments, and Agencies (MDAs); • Other organisations approved by ReassureQI at its sole discretion. 3.2 Account Registration To access the Services, you must register for an account by providing accurate and complete information. You agree to: • Keep your account credentials confidential and not share them with unauthorised parties; • Notify us immediately at contact@reassureqi.com if you suspect unauthorised access to your account; • Maintain accurate and up-to-date account information; • Be responsible for all activities that occur under your account. 3.3 API Keys API keys issued to you are unique credentials that grant access to the Services. You must treat API keys as confidential. You may not share API keys across organisations or with third parties. ReassureQI cannot recover API keys once issued; if a key is compromised, you must revoke it immediately via the dashboard and request a replacement.

4.1 Permitted Use You may access and use the Services solely for lawful purposes in connection with your regulated financial services operations, subject to these Terms. 4.2 Prohibited Activities You must not use the Services to: • Violate any applicable law, regulation, or regulatory guidance, including CBN, NFIU, or NDPA requirements; • Verify or process data on individuals without a lawful basis or appropriate consent; • Circumvent, disable, or interfere with any security feature of the Services; • Reverse-engineer, decompile, disassemble, or attempt to derive the source code of the Services or any underlying AI models; • Reproduce, duplicate, copy, sell, or resell any portion of the Services without our prior written consent; • Use the Services to build a competing product or service; • Transmit malware, viruses, or any malicious code; • Overload, flood, or conduct denial-of-service attacks against our infrastructure; • Access the Services using automated means (scraping, crawling) beyond normal API usage; • Use the Services to process data of individuals located outside Nigeria unless explicitly permitted under a separate agreement; • Misrepresent your identity, organisation, or regulatory status. 4.3 Sandbox Environment The sandbox environment is provided for testing and integration purposes only. Sandbox results are simulated and must not be used for actual compliance decisions. You must not input real personal data into the sandbox environment.

5.1 Data Processing Agreement Where you are a data controller and ReassureQI processes personal data on your behalf, the parties are bound by a separate Data Processing Agreement (DPA). The DPA is incorporated into and forms part of these Terms. If no separate DPA has been executed, the standard DPA available at reassureqi.io/dpa applies. 5.2 Your Obligations as Data Controller You represent and warrant that: • You have a lawful basis to collect and submit personal data to ReassureQI for processing; • You have obtained all necessary consents, notices, and approvals required under the NDPA 2023 and any other applicable law; • The personal data you submit is accurate, complete, and up to date; • You will not submit sensitive categories of personal data (health data, biometric data beyond what is required for verification) without our prior written consent. 5.3 Our Obligations as Data Processor ReassureQI will: • Process personal data only on your documented instructions and for the purposes set out in the DPA; • Implement appropriate technical and organisational measures to protect personal data; • Not engage sub-processors without your prior authorisation (a list of approved sub-processors is maintained at reassureqi.io/trust-centre); • Assist you in fulfilling data subject rights requests under the NDPA. 5.4 Privacy Policy Please review our Privacy Policy at reassureqi.io/privacy for full details on how we collect, use, and protect personal data.

6.1 Our IP The Services, including all underlying software, AI models, algorithms, APIs, documentation, trademarks, and content, are owned by or licensed to SafeNest Digital Limited and are protected by Nigerian and international intellectual property laws. Nothing in these Terms grants you any ownership interest in the Services. 6.2 Licence to You Subject to these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable, revocable licence to access and use the Services during the term of your subscription solely for your internal business purposes. 6.3 Your Data You retain all ownership rights in the data you submit to the Services ("Client Data"). You grant us a limited licence to process Client Data solely to the extent necessary to provide the Services and as set out in the DPA. 6.4 Feedback If you provide us with feedback, suggestions, or ideas relating to the Services, you grant us a perpetual, irrevocable, royalty-free licence to use such feedback for any purpose without compensation or attribution to you. 6.5 Aggregated Data We may use anonymised, aggregated, and de-identified data derived from your use of the Services to improve our products, train AI models, and publish industry insights, provided that such data cannot reasonably be used to identify you or any individual.

7.1 Pricing Access to the Services is subject to the fees set out in your subscription plan or as agreed in a Master Services Agreement. Current pricing is available at reassureqi.io/pricing. We reserve the right to modify pricing with 30 days' written notice. 7.2 Billing Fees are billed in advance on a monthly or annual basis depending on your plan. Usage-based charges (e.g., per-verification fees above plan limits) are billed in arrears at the end of each billing period. 7.3 Payment Payments are due within 14 days of invoice date. We accept bank transfer and approved payment methods. Late payments accrue interest at the CBN monetary policy rate plus 5% per annum. 7.4 Taxes All fees are exclusive of applicable taxes (including VAT and withholding tax). You are responsible for all taxes applicable to your use of the Services. 7.5 Disputes Fee disputes must be raised within 30 days of invoice date. Undisputed portions of invoices must be paid on time. We will not suspend Services during good-faith dispute resolution.

8.1 Term These Terms commence on the date you first access the Services and continue until terminated in accordance with this section. 8.2 Termination by You You may terminate your subscription at any time by providing 30 days' written notice to contact@reassureqi.com. Termination does not entitle you to a refund of pre-paid fees. 8.3 Termination by Us We may suspend or terminate your access to the Services immediately (with or without notice) if: • You breach any material provision of these Terms; • You fail to pay undisputed fees within 30 days of the due date; • You become insolvent or subject to insolvency proceedings; • A regulatory authority requires us to terminate the relationship; • We determine in good faith that continued access poses a security, legal, or reputational risk. 8.4 Effect of Termination Upon termination: • Your licence to use the Services immediately ceases; • You must cease all use of our APIs and delete any cached responses from your systems; • We will retain and delete your data in accordance with our data retention policy and applicable law; • You may request an export of your data within 30 days of termination, after which we may delete it; • Provisions that by their nature should survive termination (including payment obligations, intellectual property rights, liability limitations, and dispute resolution) will continue in full force.

9.1 Our Warranties We warrant that: • The Services will perform materially in accordance with our documentation; • We will maintain appropriate security measures to protect your data as set out in our Privacy Policy and DPA; • We will comply with applicable Nigerian data protection law in our processing of personal data. 9.2 Disclaimers EXCEPT AS EXPRESSLY SET OUT IN THESE TERMS, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT ANY WARRANTY OF ANY KIND, EXPRESS OR IMPLIED. WE DISCLAIM ALL IMPLIED WARRANTIES, INCLUDING WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT. We do not warrant that: • The Services will be uninterrupted, error-free, or completely secure; • Verification results will be 100% accurate in all circumstances (accuracy depends on the quality of data provided by third-party sources such as NIMC and NIBSS); • The Services will meet your specific requirements or those of any regulator. Verification and compliance decisions based on our Services remain your responsibility as the regulated entity. Our Services are tools to assist your compliance programme — they do not transfer regulatory liability from you to us.

10.1 Exclusion of Consequential Loss TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER PARTY SHALL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, PUNITIVE, OR EXEMPLARY DAMAGES, INCLUDING LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITIES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH LOSSES. 10.2 Cap on Liability OUR TOTAL AGGREGATE LIABILITY TO YOU UNDER THESE TERMS FOR ALL CLAIMS ARISING IN ANY 12-MONTH PERIOD SHALL NOT EXCEED THE TOTAL FEES PAID BY YOU TO US IN THE 3 MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM. 10.3 Exceptions Nothing in these Terms limits liability for: • Death or personal injury caused by our negligence; • Fraud or fraudulent misrepresentation; • Any liability that cannot be excluded by Nigerian law. 10.4 Regulatory Fines We shall not be liable for any regulatory fines, penalties, or sanctions imposed on you by the CBN, NFIU, NDPC, or any other authority, even where such fines relate to your use of the Services.

You agree to indemnify, defend, and hold harmless ReassureQI, SafeNest Digital Limited, and our officers, directors, employees, and agents from and against any claims, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or relating to: • Your breach of these Terms; • Your violation of any applicable law or regulation; • Your processing of personal data without a lawful basis or in breach of the NDPA; • Claims by your customers or third parties arising from your use of the Services; • Any content or data you submit to the Services that infringes a third party's rights.

12.1 Definition "Confidential Information" means any information disclosed by one party to the other that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information, including API keys, technical documentation, pricing, business plans, and personal data. 12.2 Obligations Each party agrees to: • Keep Confidential Information of the other party strictly confidential; • Not disclose Confidential Information to third parties without prior written consent (except as required by law); • Use Confidential Information only for the purposes of these Terms; • Protect Confidential Information with at least the same degree of care used to protect its own confidential information, and no less than reasonable care. 12.3 Exceptions Confidentiality obligations do not apply to information that: • Is or becomes publicly known through no breach of these Terms; • Is independently developed without use of Confidential Information; • Is required to be disclosed by law, regulation, or court order (with prompt notice to the disclosing party).

13.1 Uptime Commitment We commit to 99.9% platform availability, measured monthly, excluding scheduled maintenance windows. 13.2 Scheduled Maintenance Scheduled maintenance will be announced at least 72 hours in advance via our status page and email notification. Maintenance windows are typically scheduled between 01:00–04:00 WAT on weekdays. 13.3 Incident Response In the event of an unplanned service disruption, we will provide: • Initial acknowledgement: Within 30 minutes • Status update: Every hour during active incidents • Post-incident report: Within 5 business days for Severity 1 incidents 13.4 Support Technical support is available via email at contact@reassureqi.com during business hours (8am–6pm WAT, Monday–Friday). Enterprise clients may have access to dedicated support channels as specified in their MSA.

14.1 Governing Law These Terms are governed by and construed in accordance with the laws of the Federal Republic of Nigeria. 14.2 Amicable Resolution The parties will attempt to resolve any dispute arising out of or relating to these Terms through good-faith negotiations for a period of 30 days from written notice of the dispute. 14.3 Arbitration If the dispute is not resolved through negotiation, it shall be submitted to binding arbitration in Lagos, Nigeria, conducted in accordance with the Arbitration and Conciliation Act (as amended). The arbitration shall be conducted in English by a single arbitrator agreed upon by the parties or, failing agreement, appointed by the Lagos Court of Arbitration. The arbitral award shall be final and binding. 14.4 Jurisdiction Notwithstanding the above, each party retains the right to seek injunctive or other equitable relief from a court of competent jurisdiction in Lagos, Nigeria to prevent irreparable harm pending the outcome of arbitration.

15.1 Entire Agreement These Terms, together with the Privacy Policy, DPA, and any applicable MSA, constitute the entire agreement between the parties with respect to the Services and supersede all prior agreements, representations, and understandings. 15.2 Amendments We may update these Terms from time to time. We will provide at least 30 days' notice of material changes via email or in-platform notification. Your continued use of the Services after the effective date of changes constitutes acceptance. If you do not agree to the changes, you may terminate your subscription before the effective date. 15.3 Assignment You may not assign or transfer your rights under these Terms without our prior written consent. We may assign our rights and obligations to an affiliate or in connection with a merger, acquisition, or sale of assets. 15.4 Severability If any provision of these Terms is found to be unenforceable, the remaining provisions will continue in full force and effect. 15.5 Waiver Failure to enforce any right or provision of these Terms will not constitute a waiver of that right or provision. 15.6 Force Majeure Neither party is liable for failure to perform obligations due to circumstances beyond their reasonable control, including natural disasters, acts of government, cyberattacks, or infrastructure failures, provided the affected party promptly notifies the other and takes reasonable steps to mitigate the impact. 15.7 Notices Formal notices under these Terms must be sent in writing to contact@reassureqi.com (for notices to ReassureQI) or the email address associated with your account (for notices to you). 15.8 No Partnership Nothing in these Terms creates a partnership, joint venture, agency, or employment relationship between the parties.

For questions about these Terms of Service, please contact: SafeNest Digital Limited Trading as ReassureQI Email: contact@reassureqi.com Subject line: "Terms of Service Enquiry" We aim to respond to all enquiries within 5 business days.