Account & Wallet Terms & Conditions

npay USA Inc. (“npay”, “we”, “us”, or “our”) is a company incorporated in Montana, USA and registered as a Money Services Business (“MSB”) with the Financial Crimes Enforcement Network (“FinCEN”) under MSB Registration Number 31000315267589. npay is authorised to conduct business as a dealer in foreign exchange, money transmitter, and seller of prepaid access in the states of Montana, Wyoming, and outside the United States.

These Terms govern your use of the Fiat Account and Stablecoin Wallet services (the “Services”) provided by npay and accessible through the nsave mobile device application (the “App”). The Services comprise two products: (a) the Stablecoin Wallet, which enables you to hold, receive, and transmit U.S. dollar-denominated stablecoins, including USDC; and (b) the Fiat Account, which enables you to receive fiat currency through supported Payment Networks using the Virtual Account Number assigned to you, with received amounts credited to your Wallet as described in Section 4.

These Terms constitute a “Module” under the nsave Membership Agreement. In the event of any conflict between these Terms and the nsave General Terms & Conditions or Membership Agreement, these Terms shall prevail with respect to the Services provided by npay.

• “ACH” means the Automated Clearing House network, a U.S. electronic funds transfer system governed by the Nacha Rules.
• “Entry” means an ACH credit or debit instruction, as defined in the Nacha Rules.
• “In-Flight Funds” means fiat currency received against your Virtual Account Number that has not yet been credited to your Wallet.
• “Nacha Rules” means the operating rules and guidelines published by Nacha, as amended from time to time, which govern the ACH network.
• “Payment Network” means ACH, Fedwire, SWIFT or any other payment network or scheme through which npay supports receiving or, where made available, sending payments, as displayed in the App.
• “Service Providers” means the regulated financial institutions and licensed third-party payment, digital asset, program, processing and technology providers engaged directly or indirectly by npay in connection with the Services. We may engage, replace or add Service Providers from time to time.
• “Supported Currency” means a fiat currency in which npay supports receiving payments, as displayed in the App.
• “Virtual Account Number” means the unique account number and associated routing or other identification details assigned to you for receiving payments through supported Payment Networks.
• “App” means the nsave mobile device application available from the Apple App Store and Google Play Store.
• “Digital Asset” or “Stablecoin” means a blockchain-based digital representation of value designed to maintain a stable value relative to the U.S. dollar, including USDC.
• “Services” means the Fiat Account and Stablecoin Wallet services provided by npay.
• “Fiat Account” means the facility consisting of the Virtual Account Number assigned to you and the associated receipt and crediting services and, where made available, sending services.
• “User”, “you”, or “your” means an approved nsave account holder using the App.
• “Wallet” means the digital wallet provided through the Services.

To use the Services, you must: (a) have an active nsave account in good standing; (b) be at least 18 years old or the age of majority in your jurisdiction; (c) have legal capacity to enter into a binding agreement; (d) not reside in a prohibited jurisdiction; (e) not appear on sanctions or restricted party lists, including the OFAC SDN List; and (f) successfully complete identity verification. Use of the Fiat Account additionally requires that you hold a Wallet. Approval is at our discretion, and we may decline any application except where prohibited by law.

The Services are available only in select jurisdictions. Availability of specific features may vary based on location, residency, or regulatory requirements.

npay complies with AML laws including the Bank Secrecy Act and USA PATRIOT Act. You agree to provide requested verification information. Failure to do so may result in service restriction, suspension, or termination.

The Wallet allows you to: (a) receive stablecoins from external wallets; (b) store stablecoins in custody with npay; (c) transmit stablecoins to other wallets or users; and (d) convert between stablecoins and fiat currency, subject to fees and limits.

The Fiat Account enables you to receive payments in Supported Currencies through supported Payment Networks, such as ACH or wire, using the Virtual Account Number assigned to you. Amounts received against your Virtual Account Number are credited to your Wallet as described below in this Section 4, and your credited balance may be held as Stablecoin. You do not hold a fiat deposit balance with npay or with any financial institution through the Services. The Fiat Account is not a bank account: you have no account relationship with, and no right to instruct, any financial institution involved in providing the Services, and all matters relating to your Fiat Account must be raised with npay through the App.

The Fiat Account supports the Payment Networks, payment types and Supported Currencies displayed in the App, which we may change from time to time. Unless sending functionality is expressly made available to you in the App, the Fiat Account supports incoming payments only. Your Virtual Account Number cannot be used to authorize debits, and we may reject or return any debit presented against it.

The Virtual Account Number assigned to you is for use solely in connection with your Fiat Account. It may be changed by us for security, operational or regulatory reasons on notice to you. You must not use the Virtual Account Number to represent that you hold an account directly with any financial institution, or that npay or the Services are provided, endorsed or guaranteed by any financial institution.

You may receive payments through supported Payment Networks using your Virtual Account Number. We and our Service Providers may reject, return or hold any incoming payment where required by the rules of the applicable Payment Network (including the Nacha Rules for ACH), applicable law, the requirements of any Service Provider, or our compliance procedures, including for screening, fraud prevention and risk management. Only payment types and currencies displayed as supported in the App may be sent to your Virtual Account Number; unsupported payments may be rejected or returned without notice.

Between receipt and crediting, In-Flight Funds are held with regulated financial institutions in pooled accounts established for the benefit of users of the Services, and are not the property of npay. In-Flight Funds are not available for your use, do not appear as a spendable balance, and cannot be transferred, withdrawn or converted by you. You do not earn interest on In-Flight Funds.

Upon receipt and acceptance of an incoming payment, the amount received will be credited to your Wallet on a one-to-one U.S. dollar basis, after any currency conversion described in this Section 4.7 and less any fees disclosed under Section 6. Where you receive a payment in a Supported Currency other than U.S. dollars, we convert the amount into U.S. dollars at the exchange rate displayed or disclosed at the time of crediting, which may include a spread or markup. Where received funds are converted into Stablecoin, conversion is performed on a one-to-one U.S. dollar reference basis, save that in exceptional market conditions affecting the relevant Stablecoin the effective basis may deviate, in which case the applied basis will be disclosed to you. Your Wallet is credited when npay has received final settlement and has recorded the credit on its ledger. A payment shown as pending is not available for use. Crediting times depend on Payment Network processing, compliance screening and the processing times of Service Providers, and are not guaranteed.

Your Virtual Account Number is for receiving payments intended for you. We may return, reject or hold payments that we reasonably believe are sent by or on behalf of a third party in circumstances suggesting you are receiving funds as an intermediary, or that are otherwise inconsistent with the expected use of your Fiat Account, and we may request information about the source and purpose of any payment before crediting it.

Payments may be returned, reversed or rejected under the rules of the applicable Payment Network, including the Nacha Rules for ACH, and this may occur after your Wallet has been credited. Where a payment that has been credited to your Wallet is subsequently returned or reversed, or was credited in error, you authorize us to deduct from your Wallet an amount corresponding to the returned, reversed or erroneous credit, together with any applicable return fees. If your Wallet balance is insufficient, you must promptly repay the shortfall on demand, and we may set off the shortfall against any other balance you hold with npay or suspend the Services until it is repaid. You cannot cancel, recall or reverse an incoming payment; any dispute regarding a payment sent to you must be resolved between you and the sender.

Where we make sending functionality available to you in the App, you may instruct payments from your Wallet balance through supported Payment Networks. By submitting a payment instruction you authorize npay and its Service Providers to execute it and to deduct the corresponding amount and any applicable fees from your Wallet, converted from Stablecoin where applicable on the basis described in Section 4.7. Payments sent in a currency other than U.S. dollars are converted at the exchange rate displayed at the time of the transaction, which may include a spread or markup. You must ensure that the recipient details you provide are accurate; a payment executed in accordance with the account details you provided is properly executed even if you identified the recipient by name. Once submitted, an instruction cannot be cancelled or amended, except where we are able, at our discretion, to act on a cancellation request before the payment has been executed. We may refuse any instruction that exceeds your available balance or applicable limits, or that we or a Service Provider consider to present legal, regulatory, fraud or risk concerns.

npay provides regulated money transmission services including stablecoin transfers, conversions, and remittances.

Foreign exchange services may be offered at rates determined at the time of transaction, which may include spreads or markups.

npay acts as custodian of Digital Assets held in your Wallet. Ownership remains with you.

Customer assets are held in segregated accounts and are not commingled or used without explicit consent. Where you have opted in to the Yield Feature under Section 18, this Section 5.2 applies subject to Section 18, and your opt-in constitutes the explicit consent referred to above.

Blockchain transactions are irreversible. npay is not responsible for incorrect wallet addresses or user error.

Fees are disclosed in the App and at www.nsave.com/pricing. Fees may be deducted from the amount received or converted before crediting, or from your Wallet balance, as indicated at the time of the transaction. Third parties, including the sender’s financial institution, may impose their own fees, which are outside our control and not included in our fees.

Blockchain network fees are separate and determined by the underlying network.

Fees may be updated from time to time in accordance with Section 14 (Modifications).

Limits may apply based on verification status, subscription plan, regulatory obligations, or risk controls and are displayed in the App.

You may not use the Services for illegal activities, fraud, sanctions evasion, gambling, adult content, unauthorised third-party use, receiving or sending funds on behalf of third parties or otherwise acting as an unregistered money transmitter or payment intermediary, or activities that harm npay, nsave, or users. Prohibited and restricted activities are further described at www.nsave.com/terms/prohibitions, which forms part of these Terms and may be updated from time to time.

npay operates as a registered MSB and complies with applicable federal and state laws.

You are responsible for compliance with all applicable laws, including tax reporting.

Accounts may be frozen or closed as required by law or for suspected prohibited activity. npay and its Service Providers may withhold amounts, hold funds, or disclose information where required by law, court order, or direction of a regulator or law enforcement authority, and may be prohibited from informing you that they have done so.

Personal data is handled according to the nsave Privacy Policy (www.nsave.com/privacy). Data may be shared with regulators, law enforcement, and service providers where required.

Stablecoins and digital assets involve risks including loss of peg, regulatory changes, hacking, and technological failures.

Funds and Digital Assets held through the Services, including your Wallet balance and In-Flight Funds, are not deposits with npay and are not insured by the FDIC, SIPC, or any other government program. npay is not a bank and is not an FDIC-insured institution. You should not assume that deposit insurance or any equivalent protection scheme applies to your funds at any stage, whether during transit or after crediting.

Service availability depends on internet, device, and blockchain infrastructure.

Payments are not instantaneous and may be delayed, returned or reversed under the rules of the applicable Payment Network, including after your Wallet has been credited. Where a payment involves a currency conversion, the applicable exchange rate is determined at the time of the transaction and exchange rates can move against you. Your Wallet balance may be held as Stablecoin, and to the extent it is, the risks applicable to holding Stablecoin described in Section 11.1 apply from the moment of crediting. The Services depend on Service Providers and may be interrupted, suspended or terminated as a result of actions or failures of those third parties or changes in our arrangements with them.

Access may be suspended or terminated for violations of these Terms, legal or regulatory requirements, fraud, security or risk concerns, or where a Service Provider requires it. Where lawful, we will tell you why and how to resolve the issue.

Following termination, we will return your remaining balance to you by a permitted withdrawal method, subject to pending obligations, holds and legal requirements.

You may close your account via the App or support, subject to pending obligations.

If your balance or In-Flight Funds remain unclaimed for an extended period and we are unable to contact you, they may be treated as unclaimed property and remitted to the applicable state authority in accordance with applicable escheatment laws.

These Terms are governed by the laws of the State of Montana, USA.

Disputes must first be raised with support@nsave.com.

Unresolved disputes shall be resolved by binding arbitration in Bozeman, Montana. Either party may bring an individual claim in small claims court where eligible.

Disputes must be brought individually only.

We may update these Terms at any time. Continued use constitutes acceptance.

npay is a separate legal entity from nsave Ltd.

Other services accessed through the App are governed by separate terms.

Information may be shared with nsave or relevant Service Providers to provide Services and meet legal obligations.

You are solely responsible for ensuring that any Digital Asset sent to your Wallet is a "Supported Asset" and is transmitted via a "Supported Network." npay provides specific wallet addresses and network instructions within the App; you must verify these details before initiating any transfer.

Sending any digital asset that is not supported (an "Unsupported Asset") or using a blockchain network that is not supported by npay (an "Incorrect Network") may result in the permanent and irrecoverable loss of those funds. npay assumes no responsibility or liability for any losses resulting from such transfers.

npay is under no obligation to attempt the recovery of Unsupported Assets or assets sent via an Incorrect Network. You acknowledge that technical limitations and security protocols may make recovery impossible. In the event that npay, in its sole and absolute discretion, determines that an asset recovery is technically feasible, it may (but is not required to) attempt a recovery.

Should npay elect to attempt a recovery, you agree that such service is subject to a discretionary recovery fee. This fee will be determined by npay on a case-by-case basis, taking into account the complexity, technical resources required, and the value of the assets.

• (a) The specific fee amount will be communicated to you prior to the recovery attempt or deducted directly from the recovered amount.
• (b) You will also be responsible for any applicable Blockchain Network Fees (gas fees) or third-party costs required to execute the recovery.
• (c) npay reserves the right to decline a recovery request if the cost of recovery (fees and labor) exceeds the value of the assets.

Any recovery attempt is provided on an "as-is" basis. npay makes no guarantee that a recovery attempt will be successful, and you will not be entitled to a refund of any administrative fees or network costs incurred during an unsuccessful attempt.

Invalid provisions do not affect remaining provisions.

Failure to enforce rights does not constitute waiver.

You may not assign your rights under these Terms. npay may assign its rights and obligations to an affiliate or in connection with a merger, acquisition or sale of assets, or a change of Service Provider.

npay is not liable for delays beyond reasonable control.

You consent to electronic communications via the App and email.

If you opt in via the App, npay may allocate part of your Wallet balance to third-party yield arrangements ("Yield Partners"). A daily Yield Rate, varying by subscription plan, is credited to your Wallet; it is not guaranteed and may fall to zero, and any return a Yield Partner generates above the Yield Rate is retained by npay. This is not a deposit, savings, or investment product and is not FDIC/SIPC insured. If a Yield Partner fails to return allocated funds in full — including due to insolvency, security failure, or loss of underlying value — the shortfall is borne pro-rata by affected opted-in Users and may reduce their Wallet balance below the amount originally held; npay does not guarantee recovery of allocated funds.

You must review your transaction history in the App regularly. Contact us as soon as possible, and in any event within 60 days of the date a transaction first appears in your transaction history, if you believe a transaction is unauthorized or in error, or if you believe your login credentials or Virtual Account Number have been compromised.

We will investigate reported errors and unauthorized transactions promptly and will inform you of the outcome. Where we determine that an error occurred, we will correct it, including by crediting or debiting your Wallet as appropriate.

You must keep your login credentials and devices secure and must not permit any other person to access the Services. Subject to applicable law, you are responsible for transactions initiated using your credentials before you notify us of a compromise.

To the maximum extent permitted by applicable law, npay, nsave Ltd and the Service Providers shall not be liable for indirect, incidental, special, consequential or punitive damages, or for loss of profits, revenue, data or goodwill, arising out of or in connection with the Services. To the maximum extent permitted by applicable law, our aggregate liability arising out of or relating to these Terms shall not exceed the greater of (a) the total fees you paid to npay for the Services in the 12 months preceding the event giving rise to the claim, and (b) USD 500. Nothing in these Terms excludes or limits liability that cannot be excluded or limited under applicable law, including liability arising from fraud or from rights conferred on consumers by applicable law.

We are not liable for failures or delays caused by the ACH network, any blockchain network, or the acts or omissions of financial institutions or other Service Providers, except to the extent caused by our own breach, negligence or fraud.

You agree to indemnify npay, nsave Ltd and the Service Providers against losses, claims and expenses (including reasonable legal fees) arising from your breach of these Terms, your violation of applicable law, or your misuse of the Services, except to the extent caused by our own breach, negligence or fraud.

The Services are provided with the support of Service Providers. We may add, remove or replace any Service Provider at any time without notice to you, provided that where a change materially affects the features of the Services we will notify you. Your agreement is with npay; except as expressly stated in these Terms or required by law, no Service Provider owes you obligations under these Terms, and no Service Provider is responsible to you for the acts or omissions of npay.

npay USA Inc. 220 W Lamme St, Ste B5 Bozeman, MT 59715 United States

• Email: support@nsave.com
• In-App Support: nsave App
• Website: www.nsave.com

npay USA Inc. is registered with FinCEN (MSB Registration Number 31000315267589). npay is not a bank. Funds are not FDIC insured. npay USA Inc. is a technology services provider facilitating access to financial services.