Terms of Participation

I. The Offer

Efficient Capital Labs Inc. (“ECL”) is offering eligible customers 0% FX markup on cross border remittances to India until Dec 31st, 2026 ("Free Transfer Period"). This offer is available exclusively to business entities that:

(i) receive a formal offer from ECL,
(ii) complete account setup with identity verification (KYC) within 30 days of receiving the offer,
(iii) have active business operations with cross-border payments to India, and;
(iv) are, or will be, enrolled in ECL's monthly platform membership ("ECL Flex") at the time of or prior to their first transfer under this offer

The offer applies to India corridor transfers only. All other corridors are subject to ECL's standard pricing. "Free transfer" means the customer incurs zero foreign exchange (FX) conversion fees on the conversion of USD to INR for the duration of the Free Transfer Period.

II. Free Transfer Period

All customers who qualify under Section 1 will have their Free Transfer Period run through December 31, 2026 at 11:59 PM EST, regardless of their specific onboarding date within the offer window.

The Free Transfer Period begins on the date ECL conveys the offer to the customer, provided the customer completes account setup and KYC verification within 30 days of that date. The Free Transfer Period will not be paused, extended, or transferred under any circumstances, including periods of customer inactivity. Customers who onboard but do not transact during the Free Transfer Period may not carry the benefit forward after December 31, 2026. Transfers completed prior to account activation are not eligible for retroactive fee waivers, and existing customers may not claim reimbursement for transfers made before the offer was conveyed to them.

III. Monthly Transfer Cap & Overage

The Free Transfer Period covers up to $1,000,000 USD per calendar month per customer account. Transfers exceeding this monthly threshold are subject to ECL's standard markup, currently 0.40% per transaction, which may be revised from time to time. The monthly cap resets on the first calendar day of each month and does not roll over.

The $1,000,000 cap applies per legal entity. Where multiple accounts are registered under the same beneficial owner or corporate group, combined monthly transfer volume across all accounts will be aggregated against a single cap. ECL reserves the right to monitor and enforce this cap at its discretion.

IV. One Offer Per Entity

This offer is available once per legal entity. Entities under common ownership, shared beneficial control, or forming part of the same corporate group structure are treated as a single entity for purposes of this offer, regardless of how many separate registrations exist. ECL reserves the right to make this determination at its sole discretion. Registering a subsidiary, affiliate, or related entity to obtain an additional Free Transfer Period constitutes a violation of these terms. Self-referral — referring an entity you own or control in order to claim a separate benefit — is expressly prohibited.

V. Prohibited Conduct

The following constitute violations of these terms and may result in immediate termination of the Free Transfer benefit:

• Transferring funds on behalf of a third party, or acting as a pass-through or intermediary, to extend the benefit to entities not covered by this offer
• Onboarding with the intent to remain dormant during the Free Transfer Period and resume activity after expiry; the December 31, 2026 expiry date is fixed regardless of usage or inactivity
• Providing inaccurate, incomplete, or misleading information in connection with any transfer or registration

ECL reserves the right to request supporting documentation including invoices, contracts, and purpose codes for any transfer it deems unusual or inconsistent with the customer's stated business activity. Failure to provide requested documentation within 10 business days of the request may result in the transfer being held or the Free Transfer benefit being suspended.

VI. Enforcement & Termination

ECL reserves the right to revoke the Free Transfer benefit from any customer at its sole discretion, and upon a determination that these terms have been violated. Revocation takes effect immediately and without a cure period. Upon revocation, ECL's standard transfer fees apply to all subsequent transactions. No credits, refunds, or compensatory adjustments will be issued in connection with a revocation.

ECL's determination on any matter of abuse, eligibility, or compliance under these terms is final. Customers may direct questions about eligibility determinations to their assigned Account Manager.

VII. Platform Fee

This offer covers FX transaction fees only. The customer's monthly platform fee remains payable in full throughout the Free Transfer Period. Non-payment of the platform fee constitutes a breach of the customer's platform agreement and will result in immediate suspension of the Free Transfer benefit until the outstanding balance is settled.

The platform fee assigned at the time of onboarding is a promotional rate applicable through December 31, 2026. After December 31, 2026, the monthly fee and access to ECL’s platform will continue automatically at the same rate unless the customer elects to cancel. ECL reserves the right to revise the platform fee at any time after December 31, 2026 with reasonable advance notice — including at the time of any new financing event or renewal.

Customers may cancel their platform membership at any time before or after December 31, 2026 at no penalty, by providing written notice to ECL (or your dedicated Account Manager) at least 30 days in advance of your intended termination date.

VIII. After December 31, 2026

ECL's standard cross-border payment transaction fees will apply automatically to all transactions processed on or after January 1, 2027. ECL will endeavor to notify customers in advance of this date, but the transition to standard pricing is not contingent on such notice having been received. Continued use of the platform after December 31, 2026 constitutes acceptance of ECL's then-current pricing.

IX. Compliance

All transfers remain subject to ECL’s and our payments service partners’ standard Know Your Customer (KYC), anti-money laundering (AML), and compliance requirements throughout the Free Transfer Period. ECL reserves the right to delay, block, or reverse any transfer — without prior notice and without being required to demonstrate intent or establish a violation at the time of the hold — if the transfer triggers a compliance review or if ECL determines in its sole judgment that the transfer appears unusual, inconsistent with the customer's stated business activity, or potentially in breach of these terms. ECL shall have no liability for losses or delays resulting from the exercise of this right. Customers are responsible for maintaining accurate and current KYC documentation at all times.

Each transfer must be assigned a valid payment purpose code as required by Indian banking regulations. Our service partners support a defined set of permissible purpose codes, and each transfer must be accompanied by a corresponding invoice or supporting document that matches the selected purpose code. Transfers submitted without a valid purpose code or matching documentation may be delayed, held, or rejected. ECL is not liable for any delays or failures resulting from incorrect or missing purpose code assignments.

The customer agrees not to use ECL Flow or any related services for any illegal, unauthorized, or fraudulent purpose, and to comply with all applicable laws and regulations in connection with their use of the platform, including but not limited to financial crime, sanctions, and foreign exchange regulations. ECL and its service partners reserve the right to refuse, suspend, or discontinue access to the platform and its services at any time, for any reason, including but not limited to suspected non-compliance with applicable law or these terms.

X. General

These terms supplement ECL's existing Terms of Use, which remain in full effect. In the event of any conflict between these terms and ECL's Terms of Use as it relates to this offer, these terms govern. ECL's existing provisions relating to limitation of liability, indemnification, arbitration, and governing law apply to these terms in their entirety.

ECL reserves the right to modify, discontinue, or replace this promotional program at any time, with reasonable advance notice to affected customers. Any such changes will apply prospectively and will not affect transfers already completed prior to the effective date of the change.

The services are subject to the terms, requirements and conditions specified by ECL’s partners for facilitating transfers to India. These terms do not bind such partners and any customer must adhere to the terms and requirements specified by the partners of ECL.

For questions regarding this offer, contact your ECL relationship manager or reach us at contact@ecaplabs.com.