Terms & Conditions

These Terms and Conditions (these “Terms”) govern your use of the Monetoria platform and related services provided by EVENDOUGH HOLDING LTD, a corporation incorporated under the laws of Canada and registered as a Money Services Business with the Financial Transactions and Reports Analysis Centre of Canada (FINTRAC) under registration number M21246144 (“Company,” “we,” “us,” or “our”). These Terms are effective as of June 25, 2025, and constitute a legally binding agreement between the Company and you (“User,” “you,” or “your”) regarding your access to and use of our multi-currency financial platform and services.

1. Platform Services and Scope

The Company provides a comprehensive digital financial platform (“Platform”) that enables Users to conduct various financial transactions and manage multi-currency holdings. The Platform’s core services (“Services”) include:

Access to and management of Multi-Currency Accounts, which enable Users to view balances, convert, and initiate transactions in multiple supported fiat currencies through the Platform. Each Multi-Currency Account is supported by licensed financial institutions or regulated payment service providers, who hold and safeguard client funds in segregated accounts in accordance with applicable regulatory requirements. The Company does not hold, control, or have custody of clients' fiat funds (“Multi Currency Account”).

Digital Payment Services include domestic and cross-border payment processing capabilities through SEPA (Single Euro Payments Area) and SWIFT (Society for Worldwide Interbank Financial Telecommunication) networks. These services enable Users to send and receive payments in supported currencies to and from verified counterparties.

The Company may offer Users access to virtual or physical payment cards that enable the use of supported digital assets, such as stablecoins, for fiat-denominated transactions. These services are provided in partnership with licensed third-party financial institutions and payment processors. The Company does not issue cards, hold fiat funds, or act as a deposit-taking institution. All transactions are subject to balance verification and approval by the Company prior to processing. The availability of such features will be communicated to Users and may be subject to additional terms and conditions.

All Services are provided subject to these Terms, applicable laws and regulations, and our internal risk management policies. The Company reserves the right to modify, suspend, or discontinue any aspect of the Services upon notice to Users in accordance with Section 9 of these Terms.

2. User Eligibility and Account Registration

To be eligible to use the Services, you must be either: (i) an individual who is at least 18 years of age and has the legal capacity to enter into binding contracts; or (ii) a duly organized and validly existing corporation, partnership, limited liability company or other legal entity in good standing under the laws of its jurisdiction of organization.

You may open an Account as an Authorized User by completing our registration process and providing all required information. We accept applications from both individual and corporate users, including businesses engaged in cryptocurrency-related activities provided they meet our compliance requirements. Corporate users must designate authorized representatives who meet the individual eligibility requirements to manage their Account.

By registering for an Account, you represent and warrant that: (a) all registration information you submit is truthful, accurate and complete; (b) you will maintain the accuracy of such information; (c) if you are an individual, you are 18 years of age or older; (d) if you are registering on behalf of a legal entity, you have the authority to bind such entity to these Terms; (e) your use of the Services will not violate any applicable law or regulation; and (f) you are not located in, under the control of, or a national or resident of any Prohibited Jurisdiction.

We reserve the right to reject any application for an Account or to terminate existing Accounts in our sole discretion, particularly if we determine that a user does not meet our eligibility criteria or poses unacceptable risk under our Compliance Program. We may require additional verification or information from you at any time as a condition of continued Account access.

3. Know Your Customer and Business Verification

Prior to accessing our Services, all Users must complete our Know Your Customer (“KYC”) and, where applicable, Know Your Business (“KYB”) verification procedures. Individual Users must provide valid government-issued photo identification, proof of address dated within the last 3 months, and any additional documentation we may reasonably request. Corporate Users must provide incorporation documents, shareholder and director information, proof of business address, and beneficial ownership details.

The Company will verify the authenticity of submitted documents through automated and manual review processes. Users authorize us to conduct identity and background checks, directly or through third-party service providers, including checking relevant databases and sanctions lists. We may also require video verification calls or notarized documents for enhanced due diligence.

Users must promptly notify us of any changes to their submitted information and documentation. The Company conducts ongoing monitoring of User accounts and transactions and may periodically request updated KYC/KYB information. Failure to provide requested information or maintain current documentation may result in account restrictions or suspension.

We reserve the right to reject account applications or terminate existing accounts if Users fail to meet our verification requirements or if we identify potential compliance risks. The Company maintains all User verification records in accordance with applicable AML Laws and regulatory requirements. User information collected through KYC/KYB processes will be handled in accordance with our privacy policies and data protection obligations.

4. Anti-Money Laundering and Compliance Obligations

The Company maintains a comprehensive “Compliance Program” in accordance with

applicable “AML Laws” and requirements of “FINTRAC”. As a registered Money Services Business with FINTRAC, we are required to implement and maintain robust anti-money laundering and counter-terrorist financing controls.

Users acknowledge and agree that the Company will monitor all Transactions and account activity for suspicious patterns and potential violations of AML Laws. The Company maintains the right to: (i) request additional information and documentation from Users regarding any Transaction; (ii) delay, block or refuse to process any Transaction that may violate AML Laws or our Compliance Program; and (iii) report suspicious activities to FINTRAC and other relevant authorities.

The Company’s compliance obligations include but are not limited to: maintaining records of all Transactions for prescribed periods; conducting ongoing monitoring of business relationships; filing suspicious transaction reports and other mandatory reports with FINTRAC; and implementing risk-based procedures to identify and verify Users. Users agree to promptly respond to any requests for additional information required for compliance purposes.

THE COMPANY RESERVES THE RIGHT TO IMMEDIATELY SUSPEND OR TERMINATE ANY ACCOUNT AND FREEZE ANY FUNDS IF WE REASONABLY BELIEVE THAT THE ACCOUNT OR ANY TRANSACTION VIOLATES AML LAWS OR OUR COMPLIANCE PROGRAM. THE COMPANY SHALL NOT BE LIABLE FOR ANY LOSSES OR DAMAGES RESULTING FROM SUCH ACTIONS TAKEN IN GOOD FAITH TO COMPLY WITH APPLICABLE AML LAWS AND REGULATIONS.

5. Geographic Restrictions and Prohibited Activities

The Platform and Services are not available to persons or entities located in, or citizens or residents of, the United States of America, any “Prohibited Jurisdiction”, or to any “Sanctioned Person”. A Prohibited Jurisdiction includes any country, territory, or region that is subject to comprehensive economic sanctions or that the Company has determined to restrict for legal, regulatory, or risk management reasons. This includes, but is not limited to:

Afghanistan, Algeria, American Samoa, Belarus, Burkina Faso, Central African Republic, China, Côte d'Ivoire, Cuba, Democratic People's Republic of Korea (North Korea), Democratic Republic of the Congo, Fiji, Guatemala, Haiti, Iran, Iraq, Lao PDR, Lebanon, Libya, Moldova, Mozambique, Myanmar, Namibia, Nepal, Nicaragua, Russia, Samoa, Somalia, South Sudan, Sri Lanka, Sudan, Syria, Ukraine (specifically, the Crimea, Donetsk, and Luhansk regions, or any other areas subject to international sanctions in connection with Russia’s violations of Ukrainian sovereignty and territorial integrity), Venezuela, Yemen, and Zimbabwe Users are strictly prohibited from: (a) accessing or using the Services from a Prohibited Jurisdiction; (b) using virtual private networks (VPNs), proxy servers, or similar technologies to circumvent geographic restrictions; (c) providing false or misleading information about their location, citizenship, or residence; (d) conducting transactions on behalf of persons in Prohibited Jurisdictions or Sanctioned Persons; or (e) using the Services in connection with any unlawful activity, including but not limited to money laundering, terrorist financing, fraud, or tax evasion.

The Company reserves the right to restrict or prohibit access to the Services from any jurisdiction at any time, with or without notice, to comply with applicable laws or regulatory requirements. Users must immediately notify the Company if they become subject to sanctions or relocate to a Prohibited Jurisdiction. The Company may immediately suspend or terminate access to the Services and freeze any funds in accordance with applicable laws if it determines that a User has violated these geographic restrictions or engaged in prohibited activities.

6. Account Management and Transaction Processing

The Company provides Users with access to a Multi-Currency Account system that enables various financial transactions and currency management capabilities. Users may fund their accounts through approved payment methods, including bank transfers, SEPA, and SWIFT payments. All funding transactions must be initiated from accounts held in the User’s name.

Currency conversions within the Multi-Currency Account will be processed at the prevailing exchange rates displayed on the Platform at the time of conversion. The Company reserves the right to set minimum and maximum transaction limits for currency conversions and may adjust these limits based on risk assessment, regulatory requirements, or business considerations.

Payment processing through the Platform follows these procedures: (i) all payment

instructions must be submitted through the Platform interface using the required payment details and formats; (ii) payment instructions received before the daily cut-off time will typically be processed on the same business day; (iii) international payments may require additional processing time due to correspondent banking relationships and local clearing systems; and (iv) the Company may delay or reject any Transaction that raises compliance concerns or violates these Terms.

Users are responsible for ensuring the accuracy of all payment instructions and beneficiary details submitted through the Platform. The Company shall not be liable for any losses or delays resulting from incorrect payment information provided by Users. All Transactions are subject to available funds in the User’s Account and applicable transaction limits.

The Company maintains detailed transaction records and will provide Users with electronic transaction confirmations and account statements. Users must promptly review all transaction records and notify the Company of any unauthorized or incorrect Transactions within five (5) business days of the transaction date.

7. Fees and Charges

The Company charges fees for the Services provided through the Platform. All applicable fees will be clearly disclosed to you prior to any Transaction or Service usage. The current fee schedule is available on the Platform and may include, but is not limited to:

Account maintenance fees, Transaction processing fees, currency conversion fees, and any other service-specific charges as determined by the Company from time to time. Currency conversion rates applied to Transactions will be based on the prevailing market rates plus an applicable margin that will be disclosed at the time of the Transaction. The Company reserves the right to modify its fee structure upon thirty (30) days’ prior notice to Users.

You acknowledge that third-party financial institutions, correspondent banks, or payment processors may impose additional fees or charges in connection with the processing of your Transactions. Such third-party fees are beyond the Company’s control and will be your sole responsibility. The Company shall not be liable for any third-party fees or charges incurred in connection with your use of the Services.

All fees and charges are due immediately and will be deducted automatically from your Account balance at the time of the Transaction or service provision. If your Account has insufficient funds to cover any fees, the Company reserves the right to decline the Transaction or suspend Services until sufficient funds are available. Fees paid are non-refundable unless otherwise required by applicable law.

8. Data Processing and Privacy

The Company collects and processes User Data in accordance with applicable Canadian privacy laws and regulations. By using the Platform and Services, you acknowledge and consent to the collection, processing, and storage of your User Data as described in this section and our Privacy Policy.

We process User Data for the following purposes: (a) to provide and maintain the basic functionality of our Services, including account management, transaction processing, and customer support; (b) to comply with our legal and regulatory obligations, including KYC/KYB requirements and AML Laws; (c) to improve and optimize our Platform through analytics and usage patterns; and (d) to communicate with you about your Account and our Services.

The Company implements appropriate technical and organizational measures to protect User Data against unauthorized access, accidental loss, or destruction. We retain User Data only for as long as necessary to provide our Services and comply with legal obligations. You have the right to access, correct, and request deletion of your User Data, subject to our legal retention requirements.

We may share User Data with trusted third-party service providers who assist us in operating our Platform, conducting our business, or servicing you. These third parties are contractually bound to maintain the confidentiality of User Data and may only use it for the specific purposes we authorize. We do not sell or rent User Data to third parties for marketing purposes.

The Company complies with the Personal Information Protection and Electronic Documents Act (PIPEDA) and other applicable Canadian privacy laws. Any transfer of User Data outside of Canada will be conducted in compliance with applicable data protection laws and with appropriate safeguards in place.

9. Platform Availability and Service Modifications

The Company strives to maintain continuous availability of the Platform and Services but cannot guarantee uninterrupted access. The Platform may be temporarily unavailable during scheduled maintenance windows, which will typically be conducted during off-peak hours. We will make reasonable efforts to provide advance notice of scheduled maintenance through the Platform or via email. The Company reserves the right to modify, suspend, or discontinue any part of the Services at any time, with or without notice. This includes the right to add, remove, or modify features, functionality, or content of the Platform. While we will endeavor to provide reasonable notice of material changes that may impact your use of the Services, we may make immediate changes when required for security, regulatory compliance, or risk management purposes.

Service updates and modifications may include changes to user interfaces, transaction processing procedures, supported currencies, or other Platform features. The Company will not be liable to you or any third party for any modification, suspension, or discontinuation of any part of the Services, provided that any pre-existing obligations regarding your funds or pending transactions will be honored in accordance with these Terms.

If you do not agree with any modifications to the Services, your sole remedy is to

discontinue use of the Platform. Continued use of the Platform following any modifications constitutes your acceptance of such changes.

10. User Responsibilities and Prohibited Conduct

As an “Authorized User” of the Platform, you agree to: Maintain the security and confidentiality of your Account credentials, including passwords, security questions, and authentication factors. You must notify us immediately of any unauthorized access to your Account or suspected security breach. You are solely responsible for all activities that occur under your Account credentials.

Provide and maintain accurate, complete, and up-to-date information in connection with your Account, including but not limited to your contact details, business information, and source of funds documentation. You must promptly update any information that becomes inaccurate or incomplete.

Comply with all applicable laws, regulations, and these Terms while using the Services. You shall not use the Platform or Services for any illegal purpose or in any manner that could damage, disable, overburden, or impair our systems.

You are strictly prohibited from:

Providing false, inaccurate, or misleading information; attempting to circumvent any security measures or Account verification procedures; engaging in any form of fraudulent activity; using the Services to facilitate money laundering, terrorist financing, or other financial crimes; accessing the Platform through automated means or interfaces not provided by us; or attempting to reverse engineer, decompile, or otherwise derive source code from the Platform.

We reserve the right to investigate any suspected violations of these responsibilities and prohibited conduct. Upon discovery of any violation, we may take appropriate action including, but not limited to, suspending or terminating your Account, reporting violations to relevant authorities, and seeking legal remedies.

11. Risk Disclosure and Financial Services Warnings

You acknowledge and understand that using our Services involves significant financial risks.

Currency exchange rates are highly volatile and can fluctuate rapidly, which may result in significant losses when converting between currencies or holding funds in different denominations. The Company does not guarantee any exchange rates or protect against currency value fluctuations.

Cross-border payments and international transfers are subject to various risks including but not limited to: delays in processing or settlement, intermediary bank fees, rejection of payments due to compliance checks, and potential loss of funds due to incorrect beneficiary information. While we implement security measures, we cannot guarantee against all operational risks associated with international money transfers.

The financial services industry is heavily regulated and subject to frequent regulatory changes. New or modified regulations may impact our ability to provide certain Services or require changes to our operating procedures. We may need to restrict, modify, or terminate

Services to comply with regulatory requirements. You acknowledge that such changes could affect your ability to access or use our Services.

THE COMPANY DOES NOT PROVIDE FINANCIAL ADVICE AND MAKES NO REPRESENTATIONS REGARDING THE SUITABILITY OF ANY TRANSACTION OR INVESTMENT DECISION. YOU ARE SOLELY RESPONSIBLE FOR EVALUATING AND BEARING ALL RISKS ASSOCIATED WITH USING

OUR SERVICES, INCLUDING ANY LOSSES INCURRED. WE STRONGLY RECOMMEND

CONSULTING WITH QUALIFIED FINANCIAL AND LEGAL ADVISORS BEFORE ENGAGING IN SIGNIFICANT FINANCIAL TRANSACTIONS.

12. Limitation of Liability and Risk Allocation

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL THE COMPANY BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL OR PUNITIVE DAMAGES, OR ANY LOSS OF PROFITS OR REVENUES, WHETHER INCURRED DIRECTLY OR INDIRECTLY, OR ANY LOSS OF DATA, USE, GOODWILL, OR OTHER INTANGIBLE LOSSES, RESULTING FROM: (A) YOUR ACCESS TO OR USE OF OR INABILITY TO ACCESS OR USE

THE SERVICES; (B) ANY CONDUCT OR CONTENT OF ANY THIRD PARTY ON THE SERVICES; (C) ANY CONTENT OBTAINED FROM THE SERVICES; OR (D) UNAUTHORIZED ACCESS, USE OR ALTERATION OF YOUR TRANSMISSIONS OR CONTENT.

The Company’s aggregate liability for all claims related to the Services shall not exceed the greater of the amounts paid by you to the Company for the Services during the six (6) months preceding the incident giving rise to the claim or CAD 1,000. These limitations shall apply to any theory of liability, whether based on warranty, contract, statute, tort (including negligence) or otherwise.

The Company shall not be liable for any delay or failure to perform resulting from causes outside its reasonable control, including but not limited to acts of God, war, terrorism, pandemic, changes in laws or regulations, embargoes, labor disputes, strikes, mechanical, electronic or communications failure or degradation, or any force majeure event.

You acknowledge that third-party service providers used in delivering the Services, including but not limited to payment processors, banking partners, and technology providers, are independent contractors. The Company shall not be liable for any acts, errors, omissions, representations, warranties, breaches or negligence of any such third parties or for any damages, losses, costs, or expenses resulting from their services.

Nothing in these Terms excludes or limits our liability for death or personal injury arising from our negligence, fraud or fraudulent misrepresentation, or any other liability that cannot be excluded or limited by Canadian law.

13. Indemnification

You agree to indemnify, defend, and hold harmless the Company, its affiliates, directors, officers, employees, agents, service providers, and licensors from and against any claims, liabilities, damages, judgments, awards, losses, costs, expenses, and fees (including reasonable attorneys’ fees) arising out of or relating to: (a) your violation of these Terms; (b) your use of the Platform or Services; (c) any information or content you submit to or transmit through the Platform; (d) your violation of any applicable laws, regulations, or third-party rights; (e) any transactions or activities conducted through your Account; or (f) any misrepresentation made by you.

The Company reserves the right, at your expense, to assume the exclusive defense and control of any matter for which you are required to indemnify us, and you agree to cooperate with our defense of such claims. You agree not to settle any such matter without the prior written consent of the Company. The Company will use reasonable efforts to notify you of any such claim, action, or proceeding upon becoming aware of it.

This indemnification obligation shall survive the termination or expiration of these Terms and your use of the Services. The Company may, at its sole discretion, offset any amounts payable to you against any indemnification obligations you may have under these Terms.

14. Account Suspension and Termination

The Company reserves the right to suspend or terminate your Account and access to the Services at any time, with or without cause, and with or without notice. Causes for suspension or termination may include, but are not limited to: (i) violations of these Terms or other agreements with us; (ii) suspected fraudulent, illegal or unauthorized activities; (iii) regulatory requirements or law enforcement requests; or (iv) extended periods of inactivity.

Upon Account termination, whether initiated by you or us, we will process the return of any remaining funds in your Multi-Currency Account within fifteen (15) business days, subject to:

(a) completion of all pending Transactions; (b) deduction of any fees, charges or other amounts owed to us; (c) resolution of any disputes; and (d) compliance with applicable regulatory requirements and AML Laws. The Company may retain funds beyond this period if required by law or regulation, or if there are reasonable grounds to suspect illegal activity.

During any suspension period, you may be restricted from initiating new Transactions or withdrawing funds. We will communicate the reason for suspension where permitted by law and provide instructions for remediation if applicable. Account suspension may be lifted once the underlying issue has been resolved to our satisfaction.

Termination of your Account does not relieve you of any obligations incurred prior to termination. Following termination, you must cease all use of the Platform and Services. The Company will retain User Data and Transaction records as required by applicable laws and our regulatory obligations. Provisions of these Terms that by their nature should survive termination shall remain in effect.

15. Dispute Resolution and Governing Law

These Terms and all matters arising out of or relating to these Terms shall be governed by and construed in accordance with the laws of the Province of Ontario and the federal laws of Canada applicable therein, without giving effect to any choice of law or conflict of law provisions. The United Nations Convention on Contracts for the International Sale of Goods does not apply to these Terms.

Any dispute, controversy, or claim arising out of or relating to these Terms, including the formation, interpretation, breach, or termination thereof, shall be resolved through the following process:

First, the parties shall attempt in good faith to resolve any dispute informally by mutual consultation for a period of thirty (30) days from the date one party notifies the other in writing of the dispute. If the dispute cannot be resolved through informal consultation, the parties agree to submit the dispute to binding arbitration administered by the ADR Institute of Canada under its Commercial Arbitration Rules. The arbitration shall be conducted by a single arbitrator in Toronto, Ontario. The language of arbitration shall be English. The arbitrator’s award shall be final and binding on the parties, and judgment on the award may be entered in any court of competent jurisdiction.

Notwithstanding the foregoing, either party may seek interim or other equitable relief necessary to protect its rights or property in any court of competent jurisdiction. Nothing in this section shall preclude either party from seeking provisional remedies in aid of arbitration from a court of appropriate jurisdiction.

YOU HEREBY WAIVE ANY RIGHT TO PARTICIPATE IN ANY CLASS ACTION LAWSUIT OR CLASS-WIDE ARBITRATION AGAINST THE COMPANY ARISING FROM OR RELATING TO THESE TERMS OR THE SERVICES.

The prevailing party in any dispute resolution proceeding shall be entitled to recover its reasonable attorneys’ fees and costs. Any claim arising out of or related to these Terms must be filed within one (1) year after such claim arose; otherwise, the claim is permanently barred.

16. Regulatory Compliance Framework

The Company maintains a comprehensive regulatory compliance framework in accordance with its obligations as a registered Money Services Business under FINTRAC supervision. The Company shall:

Maintain and regularly update its Compliance Program to ensure adherence to all applicable AML Laws and regulatory requirements. This includes implementing and maintaining appropriate policies, procedures, and internal controls designed to prevent, detect and report money laundering and terrorist financing activities.

Submit all required regulatory reports to FINTRAC and other relevant authorities, including but not limited to suspicious transaction reports, large cash transaction reports, electronic funds transfer reports, and any other reports as may be required by applicable laws and regulations. The Company shall maintain records of all such reports for the statutorily required retention periods.

Conduct ongoing monitoring of all User accounts, transactions, and activities on the Platform to identify and investigate any suspicious or unusual patterns. The Company reserves the right to request additional information, documentation, or clarification from Users regarding any transaction or activity that may trigger compliance concerns.

Cooperate fully with law enforcement agencies, regulatory authorities, and other competent bodies in relation to any investigation, inquiry, or enforcement action. The Company may be required to share User information with such authorities in accordance with applicable laws and regulations.

Update its compliance policies and procedures as necessary to reflect changes in applicable laws, regulations, regulatory guidance, or industry best practices. Users acknowledge that compliance requirements may necessitate changes to the Services or additional due diligence measures, and agree to cooperate with any such requirements.

17. Amendments and Updates

The Company maintains a comprehensive regulatory compliance framework in accordance with its obligations as a registered Money Services Business under FINTRAC supervision. The Company shall:

18. General Provisions

If any provision of these Terms is found to be invalid, illegal, or unenforceable, the remaining provisions shall continue in full force and effect. The invalid or unenforceable provision shall be replaced by a valid, legal, and enforceable provision that most closely matches the intent of the original provision.

These Terms, together with our Privacy Policy and any other agreements expressly

incorporated herein, constitute the entire agreement between you and the Company

regarding your use of the Platform and Services. These Terms supersede all prior or contemporaneous communications, understandings, and agreements between the parties, whether written or oral.

You may not assign, transfer, or delegate any of your rights or obligations under these Terms without our prior written consent. Any attempted assignment, transfer, or delegation without such consent shall be void and of no effect. The Company may assign or transfer these Terms, in whole or in part, without restriction and without notice to you.

Neither party shall be liable for any failure or delay in performance under these Terms due to circumstances beyond its reasonable control, including but not limited to acts of God, war, terrorism, pandemic, epidemic, civil unrest, fire, earthquake, flood, power outages, equipment or transmission failures, strikes or labor disputes, or any other similar event (“Force Majeure Event”). The party affected by such Force Majeure Event shall provide prompt notice to the other party and shall use reasonable efforts to resume performance as soon as possible.

The Company’s failure to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. No waiver of any term shall be deemed a further or continuing waiver of such term or any other term.