These Terms of Service (“Terms”) govern your access to and use of the Spondula mobile application, web platform, payment gateway, and associated services (collectively, the “Service”) provided by Spondula (“Spondula”, “we”, “us”). By creating an account or using the Service you agree to be bound by these Terms. If you do not agree, do not use the Service.

Spondula is a tokenised digital payment network. We issue digital stable assets (“S-Assets”) on the Spondula blockchain and provide the wallet, exchange, messaging, payment gateway, and related software that let you hold and move those assets. Cash-in and cash-out to local fiat is carried out by regulated third parties (“Operators”) in each corridor. Spondula is not itself a bank, an e-money institution, or a money services business, and does not hold customer fiat. Spondula partners with regulated Operators in every corridor it launches.

1. Eligibility

• You must be at least 13 years old to create a Spondula account. Onboarding enforces a date-of-birth age gate.
• Features involving on-chain transfers, exchange, cash-in, cash-out, or merchant payments require you to be at least 18 and to have completed the appropriate level of identity verification.
• You must not be located in, or a resident of, a jurisdiction where the Service is restricted, or be subject to any sanctions list maintained by the UK, EU, UN, or US authorities.
• You confirm that using the Service does not breach the laws of your country of residence.

2. Account Types

The Service offers several account types. The features and limits available to you depend on which type you hold.

• Personal accounts — for individuals using Spondula to send, receive, exchange, and spend S-Assets.
• Business (merchant) accounts — for businesses accepting S-Assets via the Spondula Payment Gateway (invoices, hosted checkout, POS, plugins). Business accounts require business (KYB) verification.
• Operator accounts — for Regional Operators and Local Operators who provide fiat cash-in and cash-out services in their corridor. Operator relationships are governed by a separate Operator Agreement in addition to these Terms.

One person may hold only one personal account. Creating multiple accounts to circumvent limits, verification requirements, or enforcement actions is a breach of these Terms and our Acceptable Use Policy.

3. Account Registration and Security

• You must provide accurate, complete, and current information during registration and keep it up to date.
• You are responsible for maintaining the confidentiality of your login credentials, PIN, recovery phrase, and any multi-factor authentication secret.
• You must notify us immediately at support@spondula.com if you suspect unauthorised access to your account.
• We strongly recommend enabling TOTP multi-factor authentication, biometric device lock, and auto-lock in the security settings.

4. Non-Custodial Wallet

The Spondula wallet is non-custodial. Your private key and recovery phrase are generated on your device and encrypted with your PIN using AES-256-GCM. The encrypted backup held in our infrastructure cannot be decrypted by Spondula. We cannot access your funds, freeze your wallet, reverse a transfer you have signed, or recover your keys if you lose your PIN and recovery phrase.

You alone are responsible for safeguarding your recovery phrase. Loss of your recovery phrase and PIN will result in permanent, unrecoverable loss of access to all S-Assets in that wallet. Spondula does not offer custody, deposit insurance, or account recovery outside of the non-custodial model.

This non-custodial model applies to user balances. Spondula (or an affiliate) remains the sole mint and burn authority for S-Assets on-chain and operates the Spondula Pool that provides liquidity for S-Asset issuance, redemption, and exchange. In that role Spondula is the counterparty when you acquire or redeem S-Assets — it is not the custodian of your wallet balance once issued.

5. The Spondula Blockchain

The Service runs on the Spondula Chain, a private, permissioned blockchain operated solely by Spondula. Transactions are authorised by cryptographic signatures created with the keys held on your device: the security model relies on those signatures, not on restricting who can connect to the network. Only Spondula operates the underlying network infrastructure.

Transactions submitted to the Spondula Chain are irreversible once included in a block. We do not guarantee any specific block time, finality window, or uptime for the chain, though it is designed for sub-minute finality. We may upgrade the chain software at our discretion to fix bugs, add features, or comply with law. Material changes that affect user balances or transaction semantics will be communicated in advance.

6. Supported S-Assets

At the effective date the Service supports the following S-Assets, each issued at 18 decimals on the Spondula Chain:

• sUSD — tracks US Dollar.
• sGBP — tracks Pound Sterling.
• sEUR — tracks Euro.
• sGOLD — tracks one gram of gold against an LBMA reference price.
• sBTC — tracks Bitcoin at a mid-market reference price.

S-Assets are not legal tender, bank deposits, or securities. See our Stable Asset Disclaimer for a full description of how each asset is maintained and the specific risks involved. We may add, suspend, or retire S-Assets from time to time, including launching additional fiat-tracked assets and pre-paid card products as they become available.

7. Fees

Our fee model is deliberately simple. Where fees apply they are shown in-app before you confirm the transaction.

• P2P transfers of S-Assets on the Spondula Chain are free. The chain does not charge gas or transaction fees to users.
• Exchange (FX swaps) between fiat-tracked S-Assets use a flat 0.4% spread on the live mid-market rate, applied on-chain at execution. No additional percentage fee is added by Spondula on top of the spread. Swaps involving sGOLD or sBTC may be peer-to-peer only and subject to separate terms.
• Cash-in and cash-out (card payment, bank transfer, Operator cash) are provided by Operators or payment partners. They may charge their own fees or apply their own FX spread, which is disclosed before you confirm.
• Merchant payments via the Payment Gateway are subject to merchant pricing set out in the applicable Merchant Agreement.
• Planned future products such as pre-paid or top-up cards may carry loading fees; these will be disclosed at the point of sale when launched.

8. Exchange and Rates

Exchange rates between S-Assets are set by Spondula and published on-chain through the ratebook. Rates are refreshed from market data feeds (including ExchangeRate-API for forex and CoinGecko for BTC and gold) at least twice daily. The on-chain rate in force at the moment your swap is included in a block is the rate applied — we do not guarantee that any quoted rate shown in the app will be available at execution if the ratebook has been updated in the meantime.

Swaps are subject to minimum and maximum amounts and may be blocked if the on-chain rate has become stale. These parameters are published in-app.

9. S Handles, Contacts, and Messaging

You may claim a unique “S Handle” (for example #yourname) as a human-readable identifier for receiving payments. Handles are subject to a 90-day change cooldown and, following a change, a 30-day grace period during which the old handle continues to resolve to you. Handles must not be offensive, impersonate another person or brand, or be registered for the purpose of resale or squatting, and may be reclaimed by Spondula where these rules are breached.

The in-app messaging feature is provided as a convenience so that users can coordinate payments. Messages are stored in Firestore and are not end-to-end encrypted. Use of messaging is subject to the Acceptable Use Policy.

10. Transactions

• You are solely responsible for checking the recipient address or S Handle, the asset, and the amount before signing any transfer.
• Transactions confirmed on-chain cannot be reversed by Spondula. If you send to the wrong address, your only remedy is to contact the recipient directly.
• We do not guarantee a specific confirmation time, though the network typically confirms within seconds.
• We may apply holds, require additional verification, or block specific transactions where we reasonably suspect fraud, sanctions breach, or other unlawful conduct.

11. Identity Verification (KYC)

Access to the Service is tiered. A view-only anonymous tier lets you explore the app; light KYC enables small daily transfer and spend limits; full KYC lifts those limits substantially; business KYC (KYB) is required for merchants and for payroll, invoice, and gateway use. Specific caps are published in-app and may vary by corridor. See our KYC & AML Policy for full details.

12. Acceptable Use and Prohibited Conduct

You agree to comply with our Acceptable Use Policy at all times. Without limitation, you must not use the Service for money laundering, terrorist financing, sanctions evasion, fraud, or any other illegal purpose, and you must not abuse the Spondula Chain, Payment Gateway, S Handles, or messaging features.

13. Suspension and Termination

• You may delete your account at any time through the app. Deleting your account does not delete the keys stored on your own device; you remain able to access any on-chain balances with your recovery phrase.
• We may suspend or terminate access to the Service, freeze specific features, or decline to execute specific transactions if we reasonably believe you have breached these Terms, our Acceptable Use Policy, or applicable law; if we are required to do so by a regulator, court, or law-enforcement authority; or to protect the integrity of the platform.
• Suspension or termination does not affect obligations already accrued or the permanence of on-chain records.

14. Service Availability

• We aim to provide continuous availability but do not guarantee uninterrupted service.
• We may perform maintenance, software upgrades, or emergency fixes that temporarily affect availability.
• We may suspend or discontinue individual features (including S Handles, messaging, exchange, or the Payment Gateway) with reasonable notice, or without notice where necessary for security or legal reasons.

15. Intellectual Property

All content, trademarks, logos, and software associated with the Service are owned by Spondula or its licensors. Except as expressly permitted, you may not copy, modify, distribute, publicly display, or reverse-engineer any part of the Service. You retain ownership of any content you submit (for example display name, profile image, chat messages) and grant Spondula a limited licence to host and display that content for the purpose of operating the Service.

16. Disclaimer of Warranties

The Service is provided on an “as is” and “as available” basis without warranties of any kind, whether express or implied, including warranties of merchantability, fitness for a particular purpose, non-infringement, or uninterrupted operation. Nothing on the Service is financial, investment, legal, or tax advice.

17. Limitation of Liability

To the maximum extent permitted by law, Spondula shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of funds resulting from lost recovery phrases, incorrect recipient entry, de-peg events, Operator default, chain outage, or regulatory action. Our total aggregate liability for any claim shall not exceed the greater of (a) the total fees paid by you to Spondula in the 12 months preceding the claim, and (b) GBP 100. Nothing in these Terms limits liability which cannot be limited at law, including for death, personal injury caused by negligence, or fraud.

18. Indemnification

You agree to indemnify and hold harmless Spondula, its officers, directors, employees, and Operator partners from any claims, damages, or expenses arising from your use of the Service, your violation of these Terms, or your breach of any law or the rights of a third party.

19. Governing Law and Disputes

These Terms are governed by the laws of England and Wales. Any dispute shall first be addressed through good-faith negotiation with our legal team. If unresolved within 30 days, the dispute shall be submitted to binding arbitration under the rules of the London Court of International Arbitration (LCIA), seated in London, in English. Consumers retain any mandatory rights to bring proceedings in their local courts where applicable law so requires.

20. Changes to These Terms

We may update these Terms from time to time. Material changes will be communicated via in-app notification or email at least 14 days before taking effect. Continued use of the Service after the effective date constitutes acceptance.

21. Contact

Questions about these Terms? Contact us at legal@spondula.com. General support: support@spondula.com.