Terms of use

1.1 Agreement Overview

These Terms of Use (the "Terms", "Agreement", or "Terms of Service") constitute a legally binding agreement between you ("User", "you", or "your") and Paytex Solutions Ltd., a corporation incorporated under the laws of the Province of Ontario, Canada, operating under the trade name Monitiva ("Monitiva", "Company", "we", "us", or "our").

1.2 Acceptance of Terms

IMPORTANT: BY ACCESSING, BROWSING, OR USING THE MONITIVA PLATFORM — INCLUDING OUR WEBSITE, WAITLIST REGISTRATION FORMS, MOBILE APPLICATIONS, OR ANY OF OUR SERVICES — YOU ACKNOWLEDGE THAT YOU HAVE READ, UNDERSTOOD, AND AGREE TO BE BOUND BY THESE TERMS, OUR PRIVACY POLICY, OUR COOKIE POLICY, AND ALL APPLICABLE LAWS AND REGULATIONS. IF YOU DO NOT AGREE TO THESE TERMS, YOU MUST NOT ACCESS OR USE OUR SERVICES.

These Terms apply from your first interaction with Monitiva, including submitting your information through our waitlist or landing pages, and remain in effect until terminated in accordance with Section 18.

1.3 Capacity to Contract

By accepting these Terms, you represent and warrant that:

1. You are at least eighteen (18) years of age, or the age of majority in your jurisdiction of residence, whichever is greater;
2. You have the legal capacity to enter into binding contracts under the laws applicable to you;
3. If accepting on behalf of a legal entity, you have the authority to bind that entity;
4. You are not a person barred from using the Services under the laws of Canada or any other applicable jurisdiction;
5. You are not located in, under the control of, or a national or resident of any country subject to Canadian, United States, United Nations, or European Union sanctions or embargoes.

1.4 Regulatory Status and Nature of the Service

Monitiva is a service operated by Paytex Solutions Ltd., a company incorporated in Canada. Paytex Solutions Ltd. is registered as a Money Service Business (MSB) with the Financial Transactions and Reports Analysis Centre of Canada (FINTRAC) and as a Payment Service Provider (PSP) under the Retail Payment Activities Act (RPAA) of the Bank of Canada. User funds are held safeguarded in accordance with the RPAA regime in accounts with regulated Canadian banking partners.

Monitiva is not a bank. Funds held in user accounts are not insured by the Canada Deposit Insurance Corporation (CDIC) under the deposit insurance regime. Funds are protected through the safeguarding regime applicable to PSPs under Canadian law.

Monitiva facilitates cross-border payments from Canada to the Destinations where it operates through duly regulated local partners in each jurisdiction. Monitiva does not operate as a local bank in any of its Destinations.

1.5 Current Status — Pre-Launch

IMPORTANT — PLEASE READ: Monitiva is currently in a pre-launch phase. The only service available today is registration for our waitlist (Section 3.4). Monitiva does not currently accept, hold, transfer, or safeguard client funds, and no Monitiva Accounts or Local Balances are currently open. The payment services described in Section 3, the pricing described in Section 7, and the safeguarding arrangements described in Section 9 describe the service as it is designed to operate at launch. They take effect for you when payment services become available to you and you open a Monitiva Account. We will notify waitlist registrants before payment services launch.

Until payment services launch, the provisions of these Terms that apply to you are those governing your use of the Platform and your participation in the Waitlist, together with the general provisions in Sections 1, 2, 5.1, 5.2, 10 through 17, and 19.

3.1 Core Service: The Monitiva Account

Monitiva's primary product is the Monitiva Account — a payment infrastructure that enables Users to hold a safeguarded balance in Canadian dollars (their Local Balance) and to instruct domestic payments in Destination countries from that balance. Canada is the User's Local: the jurisdiction where the balance is held, safeguarded, and regulated. A Destination is any supported country the User activates in order to pay locally without becoming a resident there. One financial home; multiple Destinations.

The Monitiva Account operates as follows:

• The User funds their Local Balance in Canadian dollars from their own Canadian bank account, which the User first links to their Monitiva Account and which is verified as belonging to the User. Funding is executed as a pre-authorized debit (PAD): the User instructs the funding from the Monitiva app, and Paytex debits the linked account by Electronic Funds Transfer (EFT) on that instruction. Additional funding methods may be added in future phases. Funds received are recorded to the User's Local Balance and held in trust for the User under the RPAA safeguarding regime.
• The Local Balance is held in Canadian dollars in the Trust Account. There is no obligation for the User to convert or spend the balance.
• When the User instructs a payment in a Destination country, Paytex applies a foreign exchange conversion at the rate confirmed at the time of instruction and executes the corresponding domestic payment from Paytex's own accounts in the Destination jurisdiction via the applicable domestic payment rail.
• No foreign currency balance is held on the User's behalf at any point. The User's remaining Local Balance stays in the Trust Account, safeguarded under RPAA, until the User instructs a further payment or withdrawal.
• All payments in Destination countries are executed in Paytex Solutions Ltd.'s name. The User does not require a local bank account or local tax identification number in the Destination country. Certain services, such as Cash Pickup, require the User to be physically present in the Destination at the time of the transaction.

3.2 Nature of the Local Balance

The Local Balance IS safeguarded client funds held in trust in the Trust Account. It IS subject to RPAA safeguarding requirements. Funds are held in Canadian dollars at all times until the User instructs a payment or withdrawal. A Local Balance is NOT a bank account, deposit account, savings account, or e-money instrument. It represents the User's beneficial ownership of funds held in trust by Paytex in the Trust Account.

The Local Balance is subject to the following operational constraints:

• Denominated exclusively in Canadian dollars. No foreign currency balance is held on the User's behalf at any time.
• Local Balances do not earn interest.
• Local Balances are non-transferable to third parties.
• Users may only fund their Local Balance from their own Canadian bank accounts. Third-party deposits are not permitted.
• Local Balances are subject to the funding and transaction limits described in Section 6.6.

3.3 Payment Services

• Currency Exchange: foreign exchange via licensed FX infrastructure. The applicable rate is disclosed and confirmed at the time of instruction. The exchange spread depends on the type of payment, as set out in Section 7.
• Domestic Payment Execution: payments executed in the Destination country through the applicable domestic payment rail, in Paytex Solutions Ltd.'s name. At launch, the supported Destination is Mexico, and payments are executed via the SPEI clearing system, biller settlement, or participating retail cash networks, depending on the payment type. Additional Destinations and rails, including SEPA in the European Union, are planned for later phases and are not available at launch.
• Bill Pay by Reference: payment of domestic bills and obligations using service reference numbers (utilities, property tax, HOA, and similar). Priced per transaction as set out in Section 7.
• Cash Pickup: enabling the User, while physically present in the Destination country, to withdraw cash in local currency from their Local Balance at participating retail locations. Cash Pickup requires location verification (geo-fencing to the Destination), biometric identity revalidation at the time of each request, in-person identity verification at the retail location, and is subject to voucher validity and velocity controls. Priced per transaction as set out in Section 7.
• Local Payment: transfers to any CLABE in Mexico, to a person or business, executed via SPEI. Priced per transaction as set out in Section 7.

3.4 Waitlist Services

Submission of a Waitlist registration does not constitute an Account, does not guarantee access to the Platform upon launch, and does not create any contractual payment obligation between you and Monitiva. Waitlist participation is governed by the data collection practices described in our Privacy Policy.

3.5 Service Availability

The availability of specific Services may vary by jurisdiction, regulatory status, and completion of verification procedures. We reserve the right to modify, suspend, or discontinue any Service at any time, subject to Applicable Law and any notice obligations to registered users.

3.6 Funding Methods

At launch, Monitiva will accept a single funding method: pre-authorized debit (PAD) by Electronic Funds Transfer (EFT) from a Canadian bank account that the User has linked to their Monitiva Account and that has been verified as belonging to the User. Additional funding methods may be made available in subsequent phases. Monitiva does not accept cash deposits under any circumstances, and does not accept funding from accounts belonging to third parties.

3.7 Pre-Authorized Debit — Authorization and Your Rights

Funding your Local Balance is executed as a pre-authorized debit (PAD) against the Canadian bank account you have linked to your Monitiva Account. Before Paytex may debit your account, you must provide a PAD authorization. The terms of that authorization, including the type of PAD, are presented to you when you link your account, and are separate from and in addition to these Terms.

You have certain rights under the Payments Canada rules governing pre-authorized debits, including the right to receive advance notice where required, the right to revoke your authorization, and the right to dispute a debit and seek reimbursement where the debit was not authorized or was not consistent with your authorization. The full terms, including the time limits that apply to a reimbursement claim, are set out in your PAD authorization and are available from your financial institution or at www.payments.ca.

You may revoke your PAD authorization at any time, subject to the notice period specified in the authorization. Revoking your authorization does not cancel a funding operation already in progress, and does not affect your obligations in respect of payment instructions you have already confirmed. Revoking your authorization will prevent further funding of your Local Balance until a new authorization is provided.

4.1 Account Creation

To access payment Services, you must complete our online registration and identity verification process. You agree to provide accurate, current, and complete information and to keep it updated.

4.2 Identity Verification — Individual Clients (KYC)

In compliance with PCMLTFA and FINTRAC regulations, we verify your identity through our third-party verification provider before providing any financial services. Required information includes:

• Full legal name, date of birth, nationality, and country of residence
• Valid government-issued photo identification (passport, driver's licence, or equivalent)
• Proof of residential address (utility bill or bank statement not older than 90 days)
• Email address and mobile phone number
• Occupation and employment information
• Biometric liveness verification

4.3 Enhanced Due Diligence (EDD)

We may require additional documentation for users classified as high-risk, Politically Exposed Persons (PEPs) and their close associates, users transacting with high-risk jurisdictions, or users exhibiting unusual transaction patterns.

4.4 Account Security

You are solely responsible for maintaining the confidentiality of your Account credentials. You agree to: use a strong, unique password and enable multi-factor authentication (MFA); never share your credentials with any third party; notify us immediately at security@monitiva.com upon discovering any unauthorized access; and accept full responsibility for all activity conducted under your Account.

5.1 Compliance with Laws

You agree to comply with all Applicable Laws in connection with your use of the Services, including laws relating to anti-money laundering, counter-terrorist financing, sanctions, tax reporting, and consumer protection.

5.2 Accurate Information

You represent and warrant that all information provided to Monitiva — whether during Waitlist registration, account creation, KYC verification, or in connection with any Transaction — is true, accurate, complete, and not misleading. You agree to promptly update any information that becomes inaccurate.

5.3 Legitimate Use

You agree to use the Services exclusively for lawful purposes. You shall not:

• Engage in money laundering, terrorist financing, tax evasion, fraud, or any other financial crime
• Violate any sanctions, embargoes, or trade restrictions applicable in Canada or any other relevant jurisdiction
• Transfer funds on behalf of third parties without proper authorization and disclosure to Monitiva
• Structure Transactions to avoid reporting thresholds under PCMLTFA
• Provide false or misleading information about the source, purpose, or destination of funds
• Use the Platform or Services to circumvent any applicable regulatory requirement
• Link to your Monitiva Account, or fund your Local Balance from, a bank account that does not belong to you

5.4 Source of Funds

You represent and warrant that all funds used in connection with the Services are derived from legitimate sources and are not proceeds of criminal activity. Monitiva reserves the right to request source of funds documentation for any Transaction.

5.5 Migration, Tax Residency, and Legal Obligations in Destinations

Monitiva is not a migration, tax, or legal advisor. It does not process visas or residencies, nor manage applications to immigration programs. It does not determine or advise on the tax residency of its users. Migration residency and tax residency are determined independently by the authorities of each country according to applicable laws, the objective facts of the user's conduct (days of presence, centre of life, source of income, permanent home available) and, where applicable, the international treaties in force.

Each user is responsible for complying with the migration rules applicable to their nationality in each Destination where they operate, as well as with their tax obligations in each jurisdiction where they have relevant activity. Use of Monitiva does not exempt, replace, or modify the user's legal obligations in any jurisdiction.

Before making decisions of material impact (changing country of residence, acquiring property abroad, generating income in another country, or exceeding tourist-visitor time limits), the user must consult migration and tax advisors specialized in the applicable jurisdictions.

6.1 Authorization

By initiating a Transaction or payment instruction, you authorize Paytex to execute that instruction in accordance with the details you provide. You are responsible for the accuracy of all Transaction details, including the Beneficiary's name, account information, payment rail, and amount. Paytex is not liable for losses arising from inaccurate instructions provided by you.

6.2 Execution of Payment Instructions

When you confirm a payment instruction:

1. Your Local Balance is debited by the CAD amount equivalent to your payment at the exchange rate confirmed at the time of instruction, together with the applicable fees set out in Section 7. At that point the debited amount ceases to be held in trust for you and is applied to execute your payment.
2. Paytex executes the corresponding domestic payment from its own accounts in the Destination jurisdiction via the applicable domestic payment rail or cash pickup channel, in Paytex Solutions Ltd.'s name.
3. The Beneficiary receives funds from Paytex, not from you directly.
4. Your remaining Local Balance continues to be held in trust for you under the RPAA safeguarding regime.

Payment instructions are irrevocable once transmitted to the domestic payment rail unless Paytex, at its sole discretion and subject to rail-specific rules, is able to recall the payment before settlement.

6.3 Exchange Rates

The exchange rate applicable to your payment instruction is disclosed and confirmed at the time you approve the instruction. The rate is not guaranteed until you confirm it. The exchange spread applied to your conversion depends on the type of payment, as set out in Section 7. For regulatory reporting purposes, Paytex uses Bank of Canada overnight rates to assess transaction thresholds.

6.4 Transaction Screening

All Transactions are subject to: verification of your identity and Account standing; AML/CTF screening and transaction monitoring under PCMLTFA; sanctions screening against applicable Canadian, US, UN, and EU lists; fraud detection and risk assessment; and available balance and applicable limit verification.

6.5 Travel Rule Compliance

For transfers of CAD $1,000 or more (or equivalent), FINTRAC regulations and FATF recommendations require us to share sender and beneficiary information with receiving financial institutions. This disclosure is a mandatory legal requirement and does not require additional consent.

6.6 Transaction Limits

Your use of the Services is subject to the following limits, which are displayed in your Account and may be modified at any time by Paytex upon notice:

• Per-funding limit: a maximum amount per funding operation, set by the banking rail through which the funding is executed. This limit applies to all Users.
• Monthly limit: a maximum aggregate amount of payments per calendar month, based on your verification level and risk profile.
• Product limits: certain payment types are subject to their own limits, which may be lower than your monthly limit.

Monitiva also monitors transaction activity on an ongoing basis and may hold, review, or block Transactions in accordance with Section 6.7.

6.7 Transaction Delays, Holds, and Blocks

Paytex may delay, hold, or block any Transaction for purposes including: AML/CTF compliance verification; fraud investigation or suspected unauthorized activity; source of funds verification; technical issues with domestic payment rails; or compliance with court orders, regulatory requests, or instructions from FINTRAC or the Bank of Canada.

6.8 Irrevocability of Payment Instructions

All payment instructions are irrevocable upon confirmation. Because Paytex executes domestic payments immediately upon instruction confirmation, no cancellation window exists after a payment has been confirmed by the User. Users are responsible for verifying all payment details — including Beneficiary name, domestic payment identifier, and amount — before confirming any instruction. Paytex is not liable for payments made to an incorrect Beneficiary due to inaccurate instructions provided by the User.

7.1 How Pricing Works

Monitiva charges on a per-transaction basis. There are no subscription fees, monthly fees, or recurring charges of any kind. You pay only when you instruct a payment.

Each payment is priced in two separate parts:

(a) an exchange spread — a percentage applied when your Canadian dollars are converted for the Destination payment; and

(b) a service fee — a percentage of the payment amount in Canadian dollars, subject to a per-payment minimum and a per-payment maximum (cap).

The cap applies only to the service fee. It does not cap the exchange spread or the total cost of your payment. The exchange spread is a percentage of the amount converted and is not subject to a maximum: it scales proportionally with the size of your payment, so larger payments carry a proportionally larger spread.

7.2 Pricing by Payment Type

Pricing varies by Destination and payment type and may be updated as new Destinations and payment types become available.

7.3 Price Disclosed at Confirmation Governs

Before you authorize any payment, Monitiva shows you (i) the exchange rate that will be applied, (ii) the service fee, and (iii) the total amount that will be debited from your Local Balance and the amount that will be delivered at your Destination. The amounts shown to you at the time you confirm a payment govern that payment. The percentages published in these Terms are indicative and may change; the figures disclosed to you at the time of each transaction are the binding price for that transaction. No fee is charged until you confirm a payment, and all fees are debited together with the payment at the time of execution.

7.4 Changes to Pricing

Monitiva reserves the right to modify its pricing upon notice through the Platform. Any change applies only to payments instructed after the change takes effect. The price disclosed to you at the time you confirm a payment always governs that payment.

8.1 Prohibited Industries

Monitiva does not provide Services to businesses or individuals engaged in: adult content; binary options and unregulated trading; cannabis and controlled substances; firearms and weapons; shell companies without legitimate purpose; payday lending; pyramid schemes; timeshare sales; or any activity determined by Monitiva to be incompatible with its regulatory obligations or risk appetite.

8.2 Prohibited Jurisdictions

Monitiva does not provide Services to Users located in or for Transactions involving: North Korea (DPRK), Iran, Syria, Russia and Belarus, the Crimea, Donetsk, and Luhansk regions of Ukraine, or any other jurisdiction subject to comprehensive Canadian, UN, US, or EU sanctions.

8.3 Prohibited Activities

You agree not to use the Services for: money laundering, terrorist financing, or any financial crime; sanctions violations; tax evasion; identity fraud or payment fraud; structuring transactions to avoid PCMLTFA thresholds; operating an unlicensed money services business; using another person's identity or payment credentials without authorization; reverse engineering or interfering with the Platform; or any activity that violates Applicable Law.

9.1 Safeguarding of Client Funds

In compliance with RPAA and Bank of Canada safeguarding requirements, Paytex holds all client funds in trust in the Trust Account, maintained with a prudentially regulated Canadian financial institution or trust company and used for no other purpose. Client funds are held in trust for the benefit of the User to whom they belong, with each User's entitlement tracked in a segregated individual sub-ledger, and are subject to the safeguarding regime under section 20 of the RPAA.

Key safeguarding principles:

• Client funds are held in trust in a trust account not used for any other purpose, in accordance with RPAA s.20(1)(a).
• Each client's funds are tracked in an individual sub-ledger in Paytex's proprietary core banking system.
• Client funds are not Paytex's property. They are not used for Paytex's operating purposes, are not available to Paytex's creditors, and are held separately from Paytex's own operating funds.
• Before accepting any client funds, Paytex will obtain from the financial institution or trust company holding the Trust Account a written acknowledgement confirming that it has no interest in, recourse to, or right against the funds held in trust for any sum owed to it by Paytex or any third party, as required by RPAA s.20(3).
• Client funds remain held in trust until the User instructs a payment or withdrawal.

9.2 Corporate Operating Accounts

Paytex maintains corporate operating accounts in each supported jurisdiction exclusively for Paytex's own operational purposes, including revenue accumulation and the corporate capital necessary to execute payment instructions on behalf of Users. Funds held in trust for Users are transferred out of the Trust Account only to execute a payment or withdrawal that the User has instructed, or as otherwise required by Applicable Law.

9.3 Strict Segregation

Paytex maintains operational and legal segregation between funds held in trust for Users and Paytex's own corporate funds. Client funds are not used to fund Paytex's operations and are not available to Paytex's creditors. Movements between accounts occur only as part of defined, labelled operational flows, with a complete audit trail maintained in Paytex's internal ledger system.

9.4 Safeguarding Framework and Governance

Paytex maintains a written safeguarding-of-funds framework in compliance with RPAA s.20 and the Bank of Canada's Safeguarding End-User Funds Supervisory Guideline (December 2024). The framework provides for: a daily-updated ledger of end-user funds; a liquidity arrangement; a legal and operational risk analysis; annual review and approval by the designated senior officer; and an independent review of safeguarding compliance to be conducted at least every three years in accordance with RPAR s.17.

9.5 Procedures for Return of Funds in the Event of Insolvency

In accordance with BoC safeguarding guidelines and RPAR s.15(2)(c), Paytex maintains documented procedures for returning Local Balances to each client in the event of Paytex's insolvency, enabling an insolvency administrator to access all relevant records, contact each client promptly, and complete a final reconciliation of all Trust Account balances against sub-ledger records.

15.1 Governing Law

These Terms and any dispute arising out of or relating to them 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 regard to conflict of law principles.

15.2 Jurisdiction

Subject to Section 15.3, you irrevocably submit to the exclusive jurisdiction of the courts of the Province of Ontario, sitting in the City of Toronto, for resolution of any dispute arising out of or relating to these Terms.

15.3 Alternative Dispute Resolution

Before commencing legal proceedings, the parties agree to attempt resolution through good faith negotiation for a period of thirty (30) days. If negotiation fails, either party may submit the dispute to binding arbitration administered by the ADR Institute of Canada under its Arbitration Rules, conducted in Toronto, Ontario, in English. The arbitrator's decision shall be final and binding.

15.4 Class Action Waiver

TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW, YOU AGREE THAT ANY DISPUTE RESOLUTION PROCEEDINGS WILL BE CONDUCTED ONLY ON AN INDIVIDUAL BASIS AND NOT IN A CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION.

16.1 Quebec Residents

If you are a resident of Quebec, you have certain rights under the Act Respecting the Protection of Personal Information in the Private Sector (Act 25). To the extent there is any conflict between these Terms and applicable Quebec law, Quebec law shall prevail. You may also have rights under the Consumer Protection Act (Quebec) that cannot be waived by contract.

16.2 General — International Considerations

The Services are controlled and operated from Canada and are directed exclusively at individuals resident in Canada with an active Canadian bank account. All users are subject to the laws of the Province of Ontario and the federal laws of Canada. Monitiva operates under the principle of reverse solicitation in respect of any users who voluntarily access the Platform from outside Canada.

18.1 Suspension by Monitiva

Monitiva may immediately suspend or restrict your access to the Services, without notice, if: we reasonably believe you have violated these Terms or Applicable Law; we detect suspicious, fraudulent, or unauthorized activity; we are required to do so by a regulatory authority, court order, or FINTRAC directive; a banking partner, payment rail operator, or settlement provider requires suspension; continuation would expose Monitiva to regulatory, legal, or reputational risk; you fail to provide required verification information; or your Account has been dormant for 365 days.

You acknowledge that Monitiva's ability to provide Services is dependent on its relationships with regulated banking partners and payment infrastructure providers, and that actions by those third parties may affect service availability without Monitiva being in breach of these Terms.

18.2 Termination by Monitiva

Monitiva may terminate your Account and these Terms at any time, upon notice. Upon termination, we will return your Local Balance to your registered Canadian bank account via EFT, minus any applicable fees, subject to our obligations under Applicable Law and any holds required for AML/CTF purposes.

18.3 Termination by User

You may terminate your Account at any time by contacting support@monitiva.com. Before termination, you must complete or cancel all pending payment instructions and withdraw your remaining Local Balance.

18.4 Effect of Termination

Upon termination, your right to access and use the Services ceases immediately. Sections 13 (Limitation of Liability), 14 (Indemnification), 15 (Governing Law), and applicable regulatory record-keeping obligations survive termination.