Terms and Conditions: EU

General Terms of Use and Provision of Services – EU

Version: 1 July 2026 Technology Infrastructure Operator: Neoxpat Limited Contact: legal@bnka.com / compliance@bnka.com

Important Notice: These Terms and Conditions have been amended as of 1 July 2026 to reflect the definitive discontinuation of the digital asset vertical in the region and the effectiveness of the Operational Transition Plan set out in Annex A of this document.

1. Identification of the Owner and Nature of the Platform

The digital platform known as BNKA (the "Platform") is owned by Byte Neok AI, S.L. and is operated by that company, incorporated under the laws of Spain, with tax identification number B72527682 and legal contact email legal@bnka.com (hereinafter, "BNKA" or the "Company").

BNKA operates as a technology infrastructure provider that enables access to crypto-asset and payment-related services provided by regulated entities. BNKA is not a bank, a credit institution, or an electronic money institution, and does not provide investment, tax, or legal advice. The EUR payment services offered through the Platform are provided exclusively by the authorized PSP/EMI referenced in section 12, and not by BNKA.

2. Definitions

For the purposes of these Terms, the following definitions shall apply:

User: a natural person of legal age who accesses the Platform and accepts these Terms.
BNKA Account: an internal record within the Platform reflecting the User's positions.
Crypto-Assets: digital assets based on distributed ledger technology.
PSP/EMI: a payment service provider or electronic money institution authorized in the EEA.
vIBAN: a virtual payment account issued by a PSP/EMI in the User's name.
MiCA: Regulation (EU) 2023/1114 on markets in crypto-assets.
Master Agreement: the contractual relationship established between the User and BNKA upon completing registration.

3. Acceptance of the Terms and Amendments

Access to and use of the Platform implies full and unconditional acceptance of these Terms. BNKA may amend them when necessary for legal, regulatory, or operational reasons. Where amendments are material, Users will be notified with the legally required advance notice and will be granted the right to terminate the contract without penalty.

4. General Description of the Platform and Operational Architecture

The Platform functions as a global interface and technology infrastructure. Historically, it has enabled Users to access crypto-asset-related services and EUR operational functionalities through a clearly segmented group architecture. As of 1 July 2026, that architecture is amended as follows to reflect the discontinuation and transition process for services:

Byte Neok AI, S.L. (Spain): The entity that assumed responsibility for the crypto-asset-related services provided to Users. Due to the expiry of the applicable transitional regime, this company ceases all ordinary commercial activity, limiting its function exclusively to managing, supporting, and executing the Transition Plan and the orderly wind-down of remaining balances detailed in Annex A of these Terms.

Block Digital UAB (Lithuania): A group entity acting solely as a technical services provider for integrating the Platform with banking and payment infrastructure. Block Digital UAB facilitates the technical assignment of vIBAN identifiers to Users and provides support in integration, reconciliation, and reporting, acting only as a technology intermediary. Block Digital UAB does not provide payment services, does not execute payment orders, does not hold or safeguard Users' funds, does not act as a custodian of fiat funds or as a financial intermediary, and does not establish any contractual relationship with Users.

Byte Neok AI, S.L. (B72527682) is registered in the register of crypto-asset service providers of the Bank of Spain under registration number E117, as a provider of virtual currency-to-fiat exchange services and custody of electronic wallets. Under that registration, the Company operated under the transitional regime provided for in Article 143 of Regulation (EU) 2023/1114 (MiCA), as applied in Spain, which afforded continuity to these activities exclusively until 30 June 2026. Registration in that register does not imply supervision equivalent to that of credit or payment institutions, nor does it constitute a guarantee of the services or products offered.

As of the date these Terms were updated, BNKA does not hold authorization as a CASP under MiCA, and, the transitional regime period referred to above having ended, the platform has proceeded, effective 1 July 2026, to the definitive discontinuation, suspension, and disabling of all its ordinary commercial or operational activity relating to the onboarding, deposit, purchase, or inbound exchange (swap) of digital assets.

Accordingly, the Company's activity in relation to digital assets is confined solely and expressly to managing the transitional wind-down window, safeguarding remaining balances, and the orderly return of funds under the mandatory conditions and administrative penalties set out in Annex A of this contract.

6. User Eligibility

Only natural persons who are eighteen (18) years of age or older, resident in the European Economic Area, and who successfully complete BNKA's verification processes may register as Users. BNKA may restrict access to certain services or functionalities depending on the User's country of residence, in accordance with applicable law.

7. Registration, Account Opening, and KYC/AML Procedures

To use the Platform's interface, Users must complete the registration process and provide accurate, truthful, and up-to-date information.

The User acknowledges and accepts that, under the interface's technology architecture model (Banking-as-a-Service), Know Your Customer (KYC) and Anti-Money Laundering/Counter-Terrorist Financing (AML/CFT) procedures are carried out and implemented in strict compliance with the mandatory standards of the European Union [Directive (EU) 2015/849 and its current amendments], the regulations of the Republic of Lithuania applicable to the supporting technical infrastructure, and the specific compliance guidelines required by the third-party financial institutions and authorized PSP/EMIs that issue the fiat balances.

BNKA, through its infrastructure operators, reserves the right to verify such information through internal sources and third-party screening tools, and is fully authorized to suspend, restrict, or reject the opening of a BNKA Account if the user does not meet the regulatory risk thresholds required by the ecosystem's regulated providers.

8. Restriction and Closure of the Crypto-Asset Services Vertical ("Withdrawal-Only" Mode)

Effective as of 1 July 2026, and by virtue of the expiry of the transitional enabling frameworks in the region, the Platform permanently suspends the commercial offering, onboarding, deposit, purchase, or inbound exchange (swap) of any type of crypto-asset. Accordingly, the availability of active digital-asset-related tools is fully disabled within the interface for ordinary operations.

For Users who hold crypto-asset balances greater than zero (>0) recorded on the Platform prior to the cut-off date, technical functionalities will be limited solely and exclusively to a restricted "Withdrawal-Only" environment.

During the applicable grace period, these users will have access only to the following technical fund-evacuation options:

One-way outbound exchange into authorized fiat currencies.
External (on-chain) transfer to wallet addresses under their exclusive control.
Application of the amortization process for minimum, non-operable balances.

The execution of these options, the mandatory deadlines, the inactive-custody fees applicable to orphaned balances, and the enhanced identity controls shall be governed on a mandatory basis by the provisions of Annex A of these Terms, which shall prevail over the general body of this text.

9. Execution of Transactions and Price Formation

Transactions will be executed at the prices displayed on the Platform prior to confirmation. Users must expressly confirm each transaction. Prices may include applicable spreads and fees as detailed in the Pricing Policy.

10. Transitional Technical Custody Regime for Remaining Balances

As of 1 July 2026, the Platform does not offer or market ordinary crypto-asset custody services for new operations.

For users holding historical balances greater than zero (>0), and until their final withdrawal is executed in accordance with the timelines set out in Annex A, the platform will hold such remaining assets under a transitional, segregated technical custody arrangement outside the ordinary operational environment, ensuring that they will not form part of the Company's own assets in the event of insolvency.

Once the thirty (30) day grace period established for the autonomous evacuation of funds has elapsed, continued technical custody of orphaned balances will automatically trigger the Administrative Fee for Custody of Inactive Balances detailed in Annex A, intended to cover infrastructure costs, key security, and the strict regulatory compliance required to maintain such records. The Company's liability during this exceptional wind-down period shall be strictly limited to the technical availability of the outbound channels provided for in the Transition Plan.

11. Crypto-Asset Transfers (On-Chain)

On-chain transfers and withdrawals of remaining balances to external wallets mandatorily require enhanced authentication and express confirmation by the User. The User acknowledges and accepts the irreversible nature of blockchain transactions.

Within the framework of the exceptional wind-down process in effect as of 1 July 2026, the execution of outbound transfers will be strictly subject to the technical availability, compatible blockchain networks, and simplified operational flows that the Platform effectively enables within the mobile interface, in accordance with the provisions of Annex A.

The platform reserves the right to suspend, restrict, or reject transfers for reasons of infrastructure maintenance, technical security, fraud prevention, or specific regulatory control instructions.

12. EUR Operations and vIBANs

12.1 Issuance and Safeguarding

Payment account services, the safeguarding of EUR funds, and the issuance of vIBANs are provided exclusively by one or more PSP/EMIs authorized within the European Economic Area.

12.2 Custody Relationship and Mandate

By activating EUR operations, the User instructs BNKA and Block Digital UAB to facilitate the opening of a payment account or fund record (vIBAN) with an authorized electronic money institution or credit institution (the "Custodian Institution").

The User acknowledges and accepts that:

funds transferred to the vIBAN will be held by the Custodian Institution in accordance with applicable European safeguarding regulations;
the identity of the Custodian Institution will be indicated in the payment details (IBAN/BIC) shown on the Platform for the purposes of executing transfers; and
the User authorizes BNKA solely to transmit and process instructions to the Custodian Institution through the Platform's interface, without BNKA holding, controlling, accessing, or disposing of the User's funds at any time.

12.3 Role of BNKA and Block Digital UAB

BNKA and Block Digital UAB act solely as a technological and visual interface (front end) that allows the User to access the services provided by the PSP/EMI and to transmit instructions. Funds deposited in the vIBAN are held by the PSP/EMI and do not form part of the balance sheet or assets of either BNKA or Block Digital UAB.

13. Fees, Costs, and Charges

Applicable fees are detailed in the Pricing Policy published on the Platform at bnka.com/en/pricing. Fees may vary depending on market conditions, liquidity, and operational factors, and will be shown to the User before confirming the transaction. The Pricing Policy is accessible on the Platform at all times. BNKA will notify Users of any material change with adequate advance notice.

14. Risks Inherent to Crypto-Assets

Crypto-assets are highly volatile and may lose their entire value. They are not covered by deposit guarantee schemes or investor compensation funds. Users fully assume the risks associated with crypto-assets. The User is solely responsible for assessing whether crypto-assets are suitable for their financial situation. Nothing in these Terms constitutes investment advice.

15. Liability and Limitation of Liability

To the extent permitted by law, BNKA shall not be liable for indirect losses, interruptions of third-party services, market fluctuations, or the User's investment decisions. Nothing in these Terms shall exclude or limit liability where such exclusion or limitation is prohibited by mandatory applicable law. Nothing in these Terms shall affect the User's non-waivable rights under applicable consumer protection regulations. The foregoing is without prejudice to any liability that cannot be limited under applicable law.

16. Account Security and User Obligations

Users are responsible for keeping their credentials confidential. BNKA implements reasonable security measures but does not guarantee the total absence of risk. Users must promptly notify BNKA of any suspected unauthorized access to their account.

17. Suspension, Restriction, and Account Closure

BNKA may suspend or cancel a BNKA Account in the event of a breach of these Terms, of applicable law, or by order of a competent authority. Where permitted by law, BNKA will provide the User with prior notice.

18. Personal Data Protection

BNKA processes personal data in accordance with the General Data Protection Regulation [GDPR – Regulation (EU) 2016/679] and in accordance with its Privacy Policy available on the Platform, which forms an integral part of these Terms.

19. Customer Support and Complaints

Users may contact BNKA's Customer Support at support@bnka.com or through the help center at support.bnka.com. Complaints will be handled fairly, transparently, and promptly, in accordance with applicable consumer protection regulations, within a maximum period of fifteen (15) business days.

If the User's complaint regarding the technological or intermediation functionalities in the region is not resolved satisfactorily through internal channels, the User may refer their complaints to the official dispute resolution bodies applicable within the European Union and at the domicile of the associated technical infrastructure providers, or make use of the European Commission's Online Dispute Resolution (ODR) platform, accessible at: https://ec.europa.eu/consumers/odr.

20. Intellectual Property

All intellectual property rights over the Platform belong to BNKA or its licensors. Users may not reproduce, distribute, or modify any content without prior written authorization.

21. Assignment and Subcontracting

BNKA may subcontract or assign certain functions to group entities or third parties, without prejudice to its obligations towards Users. Users may not assign their rights or obligations without BNKA's prior written consent.

22. Force Majeure

BNKA shall not be liable for failures caused by force majeure events, including, without limitation, natural disasters, regulatory changes, cyberattacks, infrastructure failures, or acts of the authorities.

23. Partial Invalidity

If any provision of these Terms is declared invalid or unenforceable, the remaining provisions shall continue in full force and effect.

24. Right of Withdrawal

In accordance with European Union Directive 2002/65/EC on the distance marketing of consumer financial services, the User has the right to withdraw from the Master Agreement within fourteen (14) calendar days of its conclusion, without penalty and without having to state any reason.

To exercise this right, the User must notify legal@bnka.com in writing within the aforementioned fourteen-day period.

In accordance with Article 7(1)(a) of the aforementioned Directive 2002/65/EC, the right of withdrawal shall in no case apply to individual conversion, withdrawal, or liquidation transactions involving remaining digital asset balances, given that the value of such assets and the technical execution of exit transactions depend on fluctuations and indices of external financial and crypto markets entirely beyond the platform's control.

25. Governing Law and Jurisdiction

These General Terms shall be governed by and construed in accordance with European Union law and, in matters not covered thereby, by the law applicable at the registered office of the technology infrastructure operator.

Any dispute, litigation, or claim arising in connection with the use of the Platform's technology interface shall be subject to the jurisdiction of the competent courts.

In strict accordance with the mandatory consumer protection rules of the European Union (including Regulation (EC) No. 593/2008 / Rome I), Users who qualify as consumers shall in all cases retain the right to bring claims and actions before the courts of their habitual place of residence, and to benefit from the mandatory consumer protection provisions applicable to them under their local law.

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