Terms of Service

Digi Ex Pro (Pty) Ltd — Crypto Asset Service Provider

Digi Ex Pro (Pty) Ltd — Terms of Service (South Africa)

Last revision: 28 May 2026

These Terms of Service (“Terms”) govern access to and use of the Digi Ex Pro website, mobile applications, APIs and related services (collectively, the “Services”). By accessing or using the Services, you agree to be bound by these Terms. If you do not agree, do not access or use the Services.

1. Who we are (service provider)

The Services are provided by Digi Ex Pro (Pty) Ltd, a private company incorporated in South Africa, registration number 2023/150340/07, with its registered office at 1 Hood Avenue, Rosebank, Johannesburg, Gauteng, 2196 (“Digi Ex Pro”, “we”, “us”, “our”). Digi Ex Pro is a crypto asset service provider and an authorised financial services provider licensed by the Financial Sector Conduct Authority (FSCA) under the Financial Advisory and Intermediary Services Act 37 of 2002 (“FAIS Act”), FSP licence number 53786, and is an accountable institution under the Financial Intelligence Centre Act 38 of 2001 (“FIC Act”). The information in this Section is provided in accordance with section 43 of the Electronic Communications and Transactions Act 25 of 2002 (“ECTA”).

• Contact: support@zione.com
• Privacy contact: privacy@zione.com

2. Definitions

In these Terms: “Account” means your registered user account with Digi Ex Pro; “Platform” means the website, mobile applications and related interfaces used to access the Services; “Crypto asset” means a digital representation of value declared a financial product under the FAIS Act, that can be traded, transferred or stored electronically and that uses cryptographic techniques and distributed ledger technology; “Fiat” means government-issued currency; “Fees” means charges payable to us as described on the Platform or in these Terms; and “Consumer” has the meaning given in the Consumer Protection Act 68 of 2008 (“CPA”), where that Act applies.

3. Scope of the Services

3.1 What we provide. Digi Ex Pro provides a platform and operational services enabling users to request and execute over-the-counter (OTC) crypto-asset exchange transactions and related services (“OTC Trades”). Depending on the product configuration and your eligibility, the Services may include: OTC exchange of crypto assets for fiat and/or other crypto assets (including via a quote / request-for-quote flow); custody or administration of crypto assets (if offered); deposits and withdrawals (subject to compliance and operational controls); transaction history, confirmations and reporting; and customer support and compliance onboarding.

3.2 OTC dealing model. Unless expressly stated otherwise in a product-specific notice, Digi Ex Pro acts as principal to OTC Trades: we may quote a price at which we are willing to buy or sell, and you may accept or reject that quote. We may hedge or manage our exposure using external venues or liquidity providers, but your trade is with Digi Ex Pro, not with those venues.

3.3 Service descriptions. Supported assets, pairs, minimum and maximum sizes, operating hours, settlement windows and availability are described on the Platform and may vary by jurisdiction, user type and compliance status.

3.4 No guarantee of availability. The availability of specific assets, pairs or features is not guaranteed. We may add, modify, restrict or discontinue services in accordance with these Terms.

4. Eligibility and permitted use

4.1 Age and capacity. You may use the Services only if you are at least 18 years old and have the legal capacity to enter into these Terms.

4.2 Compliance with law. You must use the Services in compliance with all applicable laws, including AML/CFT and sanctions requirements.

4.3 Sanctions and restricted persons. You must not use the Services if you are subject to applicable targeted financial sanctions or restrictive measures, are acting on behalf of or for the benefit of a sanctioned person, or are located in or connected with a jurisdiction in which we do not offer services.

4.4 Restricted jurisdictions. We may restrict or refuse access to the Services in certain jurisdictions, or to certain users, based on legal, regulatory, sanctions or risk considerations.

5. Account registration, verification and security

5.1 Registration. To use certain Services you must create an Account and provide accurate, current and complete information.

5.2 Verification and compliance checks. We are required to identify and verify you and to conduct customer due diligence under the FIC Act. We may require identity verification, source-of-funds or source-of-wealth information, and other information for AML/CFT, sanctions and fraud-prevention purposes. If you fail to provide required information, if verification fails, or if we cannot complete our compliance checks, we may refuse to open an Account, restrict functionality, or suspend or terminate your Account, and we may be unable to establish or continue a business relationship (section 21E of the FIC Act).

5.3 Account security. You are responsible for maintaining the confidentiality of your login credentials, restricting access to your Account and devices, and promptly notifying us of any suspected unauthorised access or security incident.

5.4 Unauthorised access. You are responsible for all activity under your Account except to the extent prohibited by mandatory law. We may require additional security steps (for example, multi-factor authentication).

6. OTC quotes, execution, pricing and trade finality

6.1 Request for quote (RFQ). To execute an OTC Trade you may submit a request for quote specifying the asset pair, direction (buy/sell) and amount. We may require pre-funding, available balances or confirmed funding status before providing a quote.

6.2 Quotes. A quote may include the quoted price/rate and/or the amount you will receive, the applicable Fees, and any settlement instructions. A quote is valid only for the time stated (or, if not stated, a short period reflecting market conditions) and may be withdrawn or updated if market conditions change or the quote expires.

6.3 Acceptance. An OTC Trade is formed only when you accept a valid quote in the manner specified on the Platform and we confirm acceptance. If you accept a quote after it has expired, the trade will not be executed unless we expressly re-confirm the price.

6.4 Pricing components. Quoted prices reflect market conditions, liquidity, risk and costs, and may include a spread. They may differ from indicative prices on external venues. Unless expressly stated, the quote is Digi Ex Pro’s offered dealing price and we do not provide “best execution” across the market.

6.5 No advice. Quotes and execution are provided on an execution-only basis and are not financial advice or a personal recommendation within the meaning of the FAIS Act.

6.6 Trade finality. Once an OTC Trade is confirmed, it is generally final and non-reversible, except where required by law, necessary to correct an obvious error, or where the trade cannot be settled as described in these Terms.

6.7 Transfer of value and risk. Settlement occurs when we have received the required funds/assets from you and delivered the corresponding funds/assets to you in accordance with the agreed settlement instructions. Until settlement is complete, you bear the risk of delays caused by your bank, the blockchain network or third-party providers, and we bear price risk only to the extent expressly locked by a confirmed quote.

6.8 Errors and obvious mistakes. Where we reasonably determine that a quote, execution result or displayed amount was caused by a technical error, system malfunction or an obvious mistake (for example, a clearly erroneous rate), we may correct, cancel or reverse the affected transaction to the extent permitted by law and in a fair and proportionate manner.

6.9 Trade confirmations. Trade confirmations, account statements and transaction records generated by the Platform constitute evidence of the OTC Trade terms unless proven otherwise.

7. Funding, settlement, deposits and withdrawals

7.1 Funding requirements. OTC Trades may require sufficient available balances and/or pre-funding in accordance with the Platform instructions. We may refuse or cancel an OTC Trade if required funds are not available or not received in time.

7.2 Settlement. Settlement timing depends on the asset, network conditions, banking rails and compliance checks. Where a settlement window is specified, you must meet it.

7.3 Banking and payment rails. Fiat transfers may be subject to bank cut-off times, correspondent banking and intermediary checks. We are not responsible for delays caused by third-party banking systems.

7.4 Blockchain / network risks. Crypto-asset transfers depend on third-party networks and may be delayed by congestion, forks or other events. Sending assets on an incorrect network or to an incorrect address may result in permanent loss.

7.5 Compliance holds and reviews. Deposits, withdrawals or settlement may be delayed, held or rejected where required by law or where we reasonably determine this is necessary for AML/CFT, sanctions, fraud-prevention, security or risk-management purposes, including to give effect to a direction of the Financial Intelligence Centre under section 34 of the FIC Act or an order of court.

7.6 Failed settlement and cancellation. If an OTC Trade cannot be settled because of your failure to provide funds, information or cooperation, compliance restrictions, network/banking failures, or other circumstances outside our reasonable control, we may cancel the OTC Trade and/or unwind related instructions as permitted by law. Where cancellation occurs after market movements, you may be responsible for resulting losses or costs to the extent permitted by law and as reasonably evidenced by us.

8. Crypto-asset and OTC trading risks

8.1 High-risk nature. Crypto assets are volatile and can lose value rapidly, including to zero. Past performance does not guarantee future results.

8.2 Liquidity and pricing. OTC pricing depends on liquidity and market conditions and may differ materially from prices shown on external venues.

8.3 Operational and settlement risks. Delays or failures may occur due to banking rails, blockchain networks or third-party providers, and trades may be cancelled or settlement delayed under these Terms.

8.4 Regulatory risk. Laws and regulations on crypto assets may change and may affect service availability or the legal treatment of transactions.

8.5 Your responsibility. You are solely responsible for assessing the risks and suitability of any transaction, securing your devices and credentials, and ensuring your use is lawful in your jurisdiction.

9. No financial, legal or tax advice

9.1 No advice. Unless expressly agreed in writing, Digi Ex Pro provides services on an execution-only basis and does not provide financial advice (as defined in the FAIS Act), legal advice or tax advice. Any information, market commentary, educational material or product description is provided for general information only.

9.2 Independent judgement. You are responsible for your own decisions and for obtaining independent professional advice where appropriate.

9.3 No waiver of mandatory rights. Nothing in these Terms excludes liability for fraud or intentional misrepresentation or limits rights that cannot be excluded under applicable law, including the FAIS Act, the CPA and ECTA.

10. Fees, spreads and taxes

10.1 Fees and spreads. We may charge Fees for the Services, either as a separately disclosed fee and/or incorporated into the quoted price via a spread. The applicable fee model for an OTC Trade will be disclosed in the quote, the trade confirmation or on the Platform.

10.2 Third-party fees. Network fees (for example, blockchain “gas”), banking fees and other third-party charges may apply and are your responsibility unless expressly stated otherwise.

10.3 Changes to fees. We may update general fee schedules from time to time. Material fee changes will be communicated in advance where reasonably possible and will apply from the effective date indicated.

10.4 Taxes. You are responsible for determining and paying any taxes applicable to your use of the Services.

11. AML/CFT, sanctions compliance and monitoring

11.1 Compliance measures. We apply customer due diligence, sanctions and PEP screening, transaction monitoring and related controls as required by the FIC Act and our Risk Management and Compliance Programme.

11.2 Information requests. You agree to provide requested information and documents (including source-of-funds or source-of-wealth information where required) and to keep your information accurate and up to date.

11.3 Refusals and restrictions. We may refuse onboarding, restrict services, suspend, block or terminate Accounts and transactions where required by law or where we reasonably determine this is necessary for compliance, security, fraud-prevention or risk-management purposes.

12. Privacy and data protection

We process personal information in accordance with our Privacy Notice (South Africa), which forms part of these Terms and explains what information we process, for what purposes, on what lawful bases, how long we keep it, and your rights under POPIA (and, for EU/EEA data subjects, the GDPR).

13. Acceptable use and prohibited activities

You must not use the Services to: violate any law, regulation, sanctions or court order; engage in money laundering, terrorist financing, fraud or deceptive activity; infringe intellectual-property or other rights; distribute malware or attempt unauthorised access; interfere with or disrupt the Platform, including through automated scraping or abusive API usage; or provide false, misleading or incomplete information. We may investigate suspected violations and cooperate with authorities as required by law.

14. Intellectual property; licence to use the Platform

14.1 Our IP. The Platform and its content (excluding user-provided content) are owned by Digi Ex Pro or its licensors and protected by intellectual-property law.

14.2 Limited licence. We grant you a limited, revocable, non-exclusive, non-transferable licence to access and use the Services for your personal or internal business use, in accordance with these Terms.

14.3 Restrictions. You must not copy, modify, reverse engineer, decompile, distribute, sell, resell or create derivative works of the Platform or content, except where permitted by law.

14.4 Trademarks. “Digi Ex Pro” and related marks are trademarks of Digi Ex Pro or its licensors and may not be used without our prior written consent.

15. Third-party services and content

The Services may include third-party content, tools or integrations. We do not control third-party services and are not responsible for their content, policies or availability. Your dealings with third parties are between you and the third party and may be subject to their terms.

16. Service changes, downtime and maintenance

16.1 Changes and maintenance. We may modify, suspend or discontinue parts of the Services for technical, security, legal, compliance or business reasons.

16.2 Notice. Where reasonably possible, we will give advance notice of material changes that significantly affect your use of the Services, except where urgent action is required (for example, a security incident).

16.3 No guarantee of uninterrupted service. We do not guarantee uninterrupted or error-free operation and are not responsible for interruptions caused by factors outside our reasonable control.

17. Suspension and termination

17.1 By you. You may close your Account at any time, subject to completing any pending obligations, compliance holds and settlement.

17.2 By us. We may suspend or terminate your access where we reasonably determine that you have breached these Terms, we are required to do so by law or a competent authority, it is necessary to protect the Platform or users from security risk, fraud or abuse, you have failed required verification or compliance checks, or you have provided false or misleading information.

17.3 Notice and reasons. Where reasonably possible we will give notice and the reason, unless doing so would be unlawful or would compromise security or an investigation.

17.4 Effect of termination. On termination, your licence to use the Services ends. Provisions relating to compliance, records, liability and dispute resolution survive termination.

18. Consumer rights (Consumer Protection Act and ECTA)

18.1 Consumers. Where the CPA applies to you, you have the rights afforded by that Act, and nothing in these Terms limits those rights. Certain provisions of the CPA do not apply to juristic persons whose asset value or annual turnover exceeds the threshold prescribed under the CPA.

18.2 Electronic transactions. Where ECTA applies, you have the information and transaction rights afforded by Chapter VII of ECTA. You acknowledge that the cooling-off right in section 44 of ECTA does not apply to financial services or to transactions whose price depends on fluctuations in the financial markets that we cannot control, which includes crypto-asset transactions.

18.3 Unfair terms. We do not intend any provision of these Terms to be unfair, unreasonable or unjust within the meaning of the CPA. If a provision is found unenforceable under mandatory law, it will be interpreted or limited only to the extent necessary to make it enforceable.

19. Disclaimers

To the extent permitted by law, the Services are provided “as is” and “as available”. We do not warrant that the Services will always be available, uninterrupted, timely, secure or error-free. This does not exclude any warranty or right that cannot be excluded under mandatory law, including the CPA.

20. Limitation of liability

20.1 General limitation. To the maximum extent permitted by law, Digi Ex Pro is not liable for indirect or consequential loss (such as loss of profit, business or goodwill) arising from your use of the Services.

20.2 Non-excludable liability. Nothing in these Terms limits or excludes liability that cannot be limited or excluded under applicable law, including liability for gross negligence, intentional misconduct, fraud or death or personal injury, or rights under the CPA.

20.3 Foreseeable loss. Where we are liable, our liability is limited to foreseeable loss directly caused by our breach, unless mandatory law requires otherwise.

20.4 Network and third-party events. We are not responsible for loss resulting from events outside our reasonable control, including blockchain/network incidents, protocol failures, third-party outages or the actions of third parties, except to the extent mandatory law requires otherwise.

21. Indemnification (business users)

If you use the Services in a business capacity, you agree to indemnify and hold Digi Ex Pro harmless from claims, liabilities, losses and expenses arising from your breach of these Terms, your unlawful use of the Services, or your misuse of the Platform. This indemnity does not apply to the extent that a claim results from our intentional misconduct or gross negligence, or where prohibited by mandatory law. If the CPA applies to you, indemnity obligations apply only to the extent permitted by that Act.

22. Complaints

You may submit complaints regarding the Services by e-mail to support@zione.com. We will acknowledge receipt and aim to resolve your complaint within six (6) weeks. If your complaint relates to a financial service and is not resolved to your satisfaction, you may refer it to the Office of the Ombud for Financial Services Providers (the FAIS Ombud) within six (6) months of our final response. You may also raise conduct concerns with the Financial Sector Conduct Authority (FSCA), and, where the CPA applies, with the National Consumer Commission. Our internal complaints procedure forms part of our FAIS compliance arrangements.

23. Governing law and dispute resolution

23.1 Governing law. These Terms are governed by the laws of the Republic of South Africa.

23.2 Courts. Subject to any mandatory law, disputes will be submitted to the courts of the Republic of South Africa, which have jurisdiction.

23.3 Mandatory consumer rights. If you are a consumer habitually resident outside South Africa, you may also benefit from mandatory consumer-protection provisions of the law of your country of residence; nothing in these Terms deprives you of those protections where they apply.

24. Changes to these Terms

We may update these Terms from time to time. The latest version will be published on the Platform with the “Last revision” date. Where changes are material, we will give notice as described above. Your continued use of the Services after the effective date of updated Terms constitutes acceptance, subject to mandatory law.

25. Electronic communications

By using the Services, you consent to receiving electronic communications from us (for example, e-mail and in-app notifications), which may include operational messages, security alerts, compliance requests and legal notices. In accordance with ECTA, electronic communications and electronic signatures satisfy applicable legal communication requirements where permitted by law.

26. Assignment

You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign these Terms (including our rights and obligations) as part of a corporate reorganisation, merger, acquisition or sale of assets, provided this does not reduce your mandatory rights.

27. Severability

If any provision of these Terms is found unlawful or unenforceable, that provision will be severed or limited to the minimum extent necessary, and the remaining provisions will remain in effect.

28. No waiver

A failure or delay by Digi Ex Pro to enforce any provision is not a waiver of our right to enforce it later.

29. Entire agreement

These Terms, together with the Privacy Notice and any product-specific terms or notices presented on the Platform, constitute the entire agreement between you and Digi Ex Pro regarding the Services and supersede prior versions.

30. Force majeure

Digi Ex Pro is not liable for any delay or failure to perform resulting from causes beyond its reasonable control, including natural disasters, war, terrorism, civil unrest, strikes, power or internet failures, third-party outages, pandemics or government action.