Last updated: 1 February 2026
These Terms of Service (“Terms”) constitute a binding agreement between your business entity (“Client,” “you”) and Niyogate Tech Solutions - FZCO (“NiyoGate,” “we,” “us”), a company registered in the United Arab Emirates with its registered office at IFZA Properties, 73 Street, Dubai Silicon Oasis, Dubai. These Terms govern your access to and use of our B2B cross-border payment infrastructure services, including our API, dashboard, and any related tools or documentation (collectively, the “Services”).
By accessing or using our Services, you confirm that you have the authority to bind your business entity to these Terms and that you agree to be bound by these Terms together with our Privacy Policy, AML/KYC Compliance Statement, and any service-specific schedules or addenda provided during onboarding. If there is a conflict between these Terms and a service-specific schedule, the schedule takes precedence to the extent of the conflict.
NiyoGate operates as a technology infrastructure provider. We provide the software platform — APIs, compliance orchestration engine, FX rate aggregation logic, transaction routing, and management tools — that connects your business to regulated banking partners in each destination corridor. It is important for you to understand the following distinctions:
NiyoGate is not a bank, a money services business, an electronic money institution, or a payment processor in the regulatory sense. We do not hold, custody, transmit, control, or have access to client funds at any stage of the payment lifecycle. All payment processing, foreign exchange conversion, fund custody, and settlement services are performed exclusively by our regulated banking partners, which hold the requisite licences and authorisations from the relevant central bank or financial regulator in each jurisdiction where we operate.
Your funds move directly between your originating bank and our regulated banking partner. The banking partner — not NiyoGate — receives your inbound payment, custodies the funds, executes the FX conversion, and initiates the local clearing transaction to the beneficiary. NiyoGate’s role is limited to providing the technology layer that orchestrates this process.
The regulatory status of our banking partners is as follows: India corridor partners are authorised by the Reserve Bank of India (RBI); UAE corridor partners are authorised by the Central Bank of the UAE (CBUAE); Kenya corridor partners are authorised by the Central Bank of Kenya (CBK); and Nigeria corridor partners are authorised by the Central Bank of Nigeria (CBN).
The Services comprise the following modules, each of which is subject to these Terms:
We facilitate the receipt of funds from your business into a designated collection account held at our regulated banking partner. Inbound payments may be made via SWIFT MT103 wire transfer (USD), domestic UAE bank transfer (AED), or UK Faster Payments (GBP). The collection account is held in the name of the banking partner, not in the name of NiyoGate. Upon receipt and clearing of inbound funds, the corresponding amount is credited to your NiyoGate ledger balance, which reflects the funds held on your behalf by the banking partner.
Our platform aggregates indicative FX rates from regulated liquidity providers in each corridor and presents the best available rate to you through our API or dashboard. When you confirm a conversion, the rate is locked and the instruction is transmitted to the banking partner for execution. The FX conversion is executed by the banking partner, not by NiyoGate. We display both the mid-market rate and the applied rate, along with the spread, before you confirm any transaction. Rate locks are available for up to 30 seconds on standard currency pairs. NiyoGate does not act as a principal in any FX transaction.
Following FX conversion, the banking partner initiates local clearing to the beneficiary via the appropriate domestic payment rail. Available rails include UPI, IMPS, NEFT, and RTGS (India); bank transfer and IPP (UAE); M-Pesa and bank transfer (Kenya); and NIP and bank transfer (Nigeria). Rail selection may be automatic (determined by our routing logic based on amount, recipient type, and urgency) or manually specified by you through the API. Settlement timeframes vary by rail and are disclosed in our coverage documentation.
Our dashboard and API provide real-time transaction tracking, status notifications via webhooks, filterable payment history, downloadable reconciliation reports (CSV and PDF), and a compliance audit trail for each transaction. Webhook notifications are signed with HMAC-SHA256 for authenticity verification.
Before we issue API credentials or grant dashboard access, you must complete our Know Your Business (KYB) verification process. This process includes, but is not limited to: verification of your corporate registration documents against the relevant company registry; identification and verification of all beneficial owners holding 25% or more of the entity; identity verification of directors and authorised signatories; assessment of the source of funds that will flow through the platform; and a declaration of your expected transaction profile, including estimated volumes, frequency, average transaction size, and corridors.
We conduct an initial risk assessment based on the information provided. Clients assessed as higher risk — including those with complex multi-jurisdictional ownership structures, those operating in industries with elevated money laundering risk, or those with unusual expected transaction profiles relative to their stated business model — are subject to Enhanced Due Diligence (EDD), which requires more granular documentation and senior compliance sign-off before activation.
You represent and warrant that all information provided during onboarding is accurate, complete, and current. You agree to promptly notify us of any material changes to your business structure, beneficial ownership, operating jurisdictions, or transaction profile. We reserve the right to request additional information or documentation at any time during the business relationship, and to suspend your access pending receipt of satisfactory responses.
You agree to use the Services exclusively for lawful B2B payment purposes that fall within the scope of your declared business model. You must not use, or permit others to use, the Services for any purpose that:
This list is not exhaustive. We reserve the right to decline or restrict any transaction or client that, in our reasonable judgement or the judgement of our banking partners, falls outside our acceptable risk appetite. We maintain an internal Acceptable Use Policy that is reviewed and updated periodically in consultation with our banking partners.
Fees for the Services are set out in your individual service agreement or pricing schedule, which is agreed during onboarding and may be updated from time to time upon 30 days’ written notice. Fees may vary by corridor, payment method, transaction size, and overall volume. FX rates are sourced from regulated liquidity providers and are subject to market conditions at the time of conversion.
Before you confirm any transaction, we will disclose the applicable FX rate, the mid-market benchmark rate, the spread between them, and any fixed fees. There are no hidden charges, post-trade adjustments, or blended rates. Your finance team should be able to reconcile every transaction against the disclosed rate without discrepancy.
We do not charge for failed transactions where the failure is attributable to our systems or our banking partner. Where a transaction fails due to incorrect beneficiary details provided by you, any costs incurred in the return of funds may be passed through to you at cost.
As stated in Section 2, NiyoGate does not hold, custody, or have access to client funds at any point. Funds credited to your NiyoGate ledger balance represent an instruction entitlement — they reflect the amount held on your behalf by the regulated banking partner, not funds held by NiyoGate. The banking partner is solely responsible for the custody and safeguarding of these funds in accordance with the regulatory requirements applicable to it.
NiyoGate is not a deposit-taking institution. Funds reflected in your NiyoGate ledger are not deposits and are not protected by any deposit insurance scheme (including but not limited to the FSCS, FDIC, or equivalent). Protection of your funds is governed by the regulatory framework applicable to the banking partner in the relevant jurisdiction.
To the maximum extent permitted by applicable law, NiyoGate shall not be liable for any indirect, incidental, consequential, special, or punitive damages, including but not limited to loss of profits, loss of revenue, loss of data, or loss of business opportunity, arising out of or in connection with these Terms or your use of the Services.
Our total aggregate liability to you for all claims arising out of or in connection with these Terms shall not exceed the total fees paid by you to NiyoGate in the twelve (12) months immediately preceding the event giving rise to the claim.
We are not liable for delays, failures, or losses caused by: acts or omissions of banking partners, correspondents, or payment networks; regulatory actions, court orders, or sanctions designations; force majeure events including natural disasters, pandemics, war, or telecommunications failures; or incorrect, incomplete, or outdated information provided by you (including beneficiary details).
Nothing in these Terms excludes or limits our liability for fraud, wilful misconduct, or any liability that cannot be excluded or limited under applicable law.
Either party may terminate these Terms by providing thirty (30) days’ written notice to the other party. Upon receipt of a termination notice, we will process any pending transactions that have already been submitted and confirmed, and return any remaining ledger balance to your nominated bank account via the original inbound rail (or an alternative agreed between the parties), less any outstanding fees.
We may suspend or restrict your access to the Services immediately, without prior notice, if we reasonably believe that: there is a security threat to your account or our systems; your account is being used in breach of these Terms or our Acceptable Use Policy; we are required to do so by law, regulation, court order, or regulatory direction; any of our banking partners require us to do so; or we identify suspicious activity that requires investigation. We will notify you of any suspension as soon as reasonably practicable, except where prohibited by law (for example, where a SAR has been filed).
Each party agrees to maintain the confidentiality of the other party’s confidential information and not to disclose it to any third party except: to employees, contractors, or professional advisers who need to know it for the purposes of these Terms (and who are bound by equivalent confidentiality obligations); as required by law, regulation, or court order; or with the prior written consent of the disclosing party. Confidential information does not include information that is or becomes publicly available through no fault of the receiving party.
We process personal data in connection with the Services in accordance with our Privacy Policy, which is incorporated into these Terms by reference. Where we process personal data on your behalf (as a data processor), the terms of our Data Processing Agreement apply. You are responsible for ensuring that you have a lawful basis for sharing any personal data (including beneficiary data) with us, and for complying with any applicable data protection notification or consent requirements in your jurisdiction.
These Terms are governed by and construed in accordance with the laws of the United Arab Emirates, without regard to its conflict of laws principles. Any dispute arising out of or in connection with these Terms that cannot be resolved through good-faith negotiation within thirty (30) days shall be referred to and finally resolved by arbitration in Dubai, UAE, under the rules of the Dubai International Arbitration Centre (DIAC). The language of the arbitration shall be English.
We may amend these Terms from time to time. For material changes, we will provide at least thirty (30) days’ prior written notice via email to the address associated with your account. Your continued use of the Services after the effective date of any amendment constitutes your acceptance of the revised Terms. If you do not agree to the amended Terms, you may terminate your account by providing written notice before the effective date of the amendment.
These Terms, together with the Privacy Policy, AML/KYC Statement, and any applicable service schedules, constitute the entire agreement between the parties with respect to the subject matter hereof. If any provision of these Terms is found to be invalid or unenforceable, the remaining provisions shall continue in full force and effect. Our failure to enforce any right or provision of these Terms shall not constitute a waiver of that right or provision. You may not assign or transfer your rights or obligations under these Terms without our prior written consent. We may assign our rights and obligations under these Terms to any affiliate or successor entity upon written notice to you.
For questions about these Terms or our Services, contact us at: team@niyogate.com
Niyogate Tech Solutions - FZCO
IFZA Properties, 73 Street, Dubai Silicon Oasis, Dubai
United Arab Emirates