HAPY Limited - Terms of Use Effective Date: 11 August 2025
These Terms of Use (“Terms”) govern your access to and use of the services, websites, mobile applications, APIs, and other platforms (collectively, the “Services”) provided by HAPY Limited and its successors, affiliates, and assignees (“HAPY,” “we,” “our,” or “us”).
By accessing or using our Services, you agree to be bound by these Terms, any documents expressly incorporated by reference, our Privacy Policy and any content or functionality offered through the Website or the Services, whether as a guest or registered user. “You” and “your” mean the person who uses or accesses the Services. If you do not agree, you must discontinue use of our Services immediately.
As used in these Terms, “HAPY Account” means the account you have with us for the Services.
In order to use the Services, you must: (a) accept and agree to these Terms and our Privacy Policy; (b) register with us on the Website or Application; (c) be of at least eighteen (18) years of age; (d) have a Bank Account; and (e) provide all information requested by us, such as your full name, date of birth, email address, mobile device number, current residential address, credentials for your Bank Account, and such other information as we may request from time to time (collectively, “User Information”). You may also be required to provide us with one or more answers to security questions that will be used as part of the requirements to use the Website.
HAPY is a product of “DBA HAPY LIMITED” a technology company that provides an investment software-as-a-service (SaaS) digital platform designed to connect retail investors and institutional investors to vetted investment opportunities in Nigeria. We do not provide investment advice, guarantee returns, or act as a broker-dealer. Our role is to provide technology that facilitates access to information and tools for investment decision-making. Our Services may be accessed online through our website, APIs, mobile applications, and through offline channels where applicable.
You may use the Services only if you agree to form a binding contract with HAPY and are not a person barred from receiving services under the laws of the applicable jurisdiction.
If you are an institutional investor, you have the necessary corporate authority to use the Platform on behalf of your organization;
You comply with all applicable laws, including investment regulations and anti-money laundering laws in Nigeria and your jurisdiction;
You represent and warrant that all User Information you provide us from time to time is true, accurate, current, and complete. You agree not to misrepresent your identity or your User Information. You agree to promptly notify us of changes to your User Information by updating your HAPY Account; provided, however, that you must notify us at least three Business Days before any changes to your Bank Account information, including, but not limited to, the closure of your Bank Account for any reason by emailing support@hapy.africa or by updating your HAPY Account via the Website or App. If we approve your registration, you will be authorized to use the Services, subject to these Terms.
For our compliance purposes and in order to provide the Services to you, you hereby authorize us to, directly or through a third party, obtain, verify, and record information and documentation that helps us verify your identity and Bank Account information. When you register for the Services and from time to time thereafter, we may require you to provide, update and/or confirm information and documentation that will allow us to identify you, such as:
To use the Platform, you must create an account by providing accurate, current, and complete information. You are responsible for: Maintaining the confidentiality of your login credentials; Ensuring that all account activity under your username is authorized; Updating your information when it changes; Immediately notifying us at support@hapy.africa of any unauthorized access. We may suspend or terminate accounts if we suspect fraudulent activity, breach of these Terms, or violation of applicable laws.
By using the Services and providing User Information to us, you automatically authorize us to obtain, directly or indirectly through our third-party service providers and without any time limit or the requirement to pay any fees, information about you and your Bank Account from the financial institution holding your Bank Account and other third-party websites and databases as necessary to provide the Services to you. For purposes of such authorization, you hereby grant HAPY and our third-party service providers a limited power of attorney, and you hereby appoint HAPY and our third-party service providers as your true and lawful attorney-in-fact and agent, with the full power of substitution and resubstitution, for you and in your name, place, and stead, in any and all capacities, to access third-party websites, servers, and documents; retrieve information; and use your User Information, all as described above, with the full power and authority to do and perform each and every act and thing requisite and necessary to be done in connection with such activities, as fully to all intents and purposes as you might or could do in person. YOU ACKNOWLEDGE AND AGREE THAT WHEN WE OR OUR THIRD-PARTY SERVICE PROVIDERS ACCESS AND RETRIEVE INFORMATION FROM SUCH THIRD-PARTY WEBSITES, WE AND OUR THIRD-PARTY SERVICE PROVIDERS ARE ACTING AS YOUR AGENT, AND NOT THE AGENT OF OR ON BEHALF OF THE THIRD PARTY. YOU ACKNOWLEDGE AND AGREE THAT WHEN WE OR OUR THIRD PARTY SERVICE PROVIDERS RECEIVE YOUR BANK ACCOUNT, DEBIT OR PAYMENT CARD AND/OR OTHER SECURITY INFORMATION IN RELATION TO THE DEBITING OR CREDITING OF YOUR BANK ACCOUNT(S), YOU HAVE AUTOMATICALLY AUTHORISED DEBITS AND CREDITS FROM AND TO YOUR BANK ACCOUNT AS APPLICABLE. You agree that other third parties shall be entitled to rely on the foregoing authorization, agency, and power of attorney granted by you. You understand and agree that the Services are not endorsed or sponsored by any third-party account providers accessible through the Services. We make no effort to review information obtained from the financial institution holding your Bank Account and other third-party websites and databases for any purpose, including, but not limited to accuracy, legality, or non-infringement. As between HAPY and our third-party service providers, HAPY is the controller of your confidential User Information.
To access certain features of our Services, you may be required to register an account by providing accurate, complete, and current information. Except as otherwise required by applicable law, you are responsible for all transactions and other activities authorized or performed using your username and password or mobile device, whether authorized or unauthorized by you. Except as otherwise expressly stated in these Terms or required by applicable law, we are not responsible for any losses arising from the loss, theft or compromise by other means, of your User Information.
Through the Platform, you can:
For Retail and Institutional Investors:
We reserve the right to modify, suspend, or discontinue any part of the Platform without notice.
You may transfer funds into your HAPY Account using any of the available funding options displayed on the Platform. All funding transactions are subject to applicable payment processing times, verification checks, and compliance requirements.
Funds transferred into your HAPY Account will remain there until you provide instructions to:
Any investment returns, interest, profit distributions, or dividends credited to your HAPY Account as a result of investments made through the Platform will be reflected in your available balance once received and confirmed by HAPY.
You may instruct us at any time to transfer any or all available funds and/or credited dividends from your HAPY Account to your designated Bank Account. Upon receiving your withdrawal instruction, we will generally process the transfer within two (2) Business Days, subject to verification, settlement cycles, and applicable laws.
All deposits, investment returns, and withdrawals via the Platform are subject to transaction limits, balance limits, and other restrictions as required by applicable laws, regulatory requirements, and our internal risk controls.
If you do not have sufficient available funds in your HAPY Account to cover the amount of your requested withdrawal or investment, your request will be declined.
We may, without prior notice, transfer funds and/or dividends from your HAPY Account to your Bank Account in the following circumstances:
You are solely responsible for monitoring your available balance, including investment returns and dividends, before initiating a withdrawal or investment request. We are not liable for any delays or failed transfers resulting from insufficient funds, settlement delays, third-party processor failures, or force majeure events.
We may charge fees for certain services or transactions, which will always be disclosed before you commit. Currently, there are no transaction or monthly fees, except processing fees for specific products. We may introduce or change fees in the future with prior notice via email, the Website, or other legal means. Continuing to use the Platform after such changes means you accept the new fees. Fees will be clearly disclosed before you commit to any transaction. By using the Platform, you agree to pay all applicable fees. We are not responsible if you use the Services in any manner that violates applicable law. In addition to transactions declared unlawful under Nigerian law or transactions not expressly permitted under these Terms or any other terms we provide to you in connection with any services we provide, you are expressly prohibited from using your HAPY Account for any of the following:
You agree not to use the platform for;
If you use or attempt to use your account for any Prohibited Transactions or such other unlawful purposes, we reserve the right, without liability to:
You agree that we have the right to share your personal information and any other information relating to you, your transactions and/or your HAPY Account:
We will make all mandatory disclosures on your account in respect to any transaction on your account as required by applicable law; and with relevant law enforcement officials or other third parties, such as a court of competent jurisdiction, financial institutions, investigators or auditors, if we believe it is appropriate to investigate fraud.
HAPY takes the privacy of its users very seriously. We collect, use, and store personal information in accordance with our Privacy Policy and the Nigerian Data Protection Act (NDPA) 2023. By using the Platform, you consent to such processing You understand that by using the Services, you consent to the collection, use, storage, and disclosure of your information as set forth in these Terms and our Privacy Policy.
Your personal data may be transferred to, stored, and processed in countries outside your country of residence. We will ensure that such transfers comply with applicable data protection laws, including through the use of Standard Contractual Clauses, adequacy decisions, or other lawful transfer mechanisms.
The Platform may contain links to third-party websites or integrate third-party services. We are not responsible for their content, policies, or practices. We assume no liability whatsoever for any such third-party websites or services or any content, features, products, or practices of such third-party websites or services. Your access and use of such third-party websites and services is subject to applicable third-party terms and conditions and privacy policies. We encourage you to read the terms and conditions and privacy policy of each third-party website or service that you visit or utilize.
All Platform content, software, and materials are owned by or licensed to HAPY Limited. You are granted a limited, non-exclusive, non-transferable right to access and use the Platform solely for lawful investment purposes.
To the fullest extent permitted by law, HAPY shall not be liable for any indirect, incidental, special, consequential, or punitive damages, or for any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, goodwill, or other intangible losses resulting from your use of our Services.
TO THE FULLEST EXTENT PERMITTED BY APPLICABLE LAW AND EXCEPT AS OTHERWISE EXPRESSLY PROVIDED IN THESE TERMS, YOU EXPRESSLY UNDERSTAND AND AGREE THAT YOUR USE OF THE SERVICES AND ALL INFORMATION, PRODUCTS, AND OTHER CONTENT (INCLUDING THAT OF THIRD PARTIES) INCLUDED IN OR ACCESSIBLE FROM THE SERVICES IS AT YOUR SOLE RISK. THE SERVICES ARE PROVIDED ON AN “AS IS” AND “AS AVAILABLE” BASIS WITHOUT ANY WARRANTY OF ANY KIND. TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, WE AND OUR THIRD-PARTY SERVICE PROVIDERS EXPRESSLY DISCLAIM ANY AND ALL CONDITIONS, REPRESENTATIONS, AND WARRANTIES OF ANY KIND AS TO THE SERVICES AND ALL INFORMATION, PRODUCTS, AND OTHER CONTENT (INCLUDING THAT OF THIRD PARTIES) INCLUDED IN OR ACCESSIBLE FROM THE SERVICES, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING, BUT NOT LIMITED TO, ANY IMPLIED WARRANTY OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT.
WITHOUT LIMITING THE FOREGOING, WE AND OUR THIRD-PARTY SERVICE PROVIDERS MAKE NO WARRANTY THAT (A) THE SERVICES WILL MEET YOUR REQUIREMENTS, (B) THE SERVICES WILL BE UNINTERRUPTED, TIMELY, SECURE, OR ERROR-FREE, (C) THE RESULTS THAT MAY BE OBTAINED FROM THE USE OF THE SERVICES WILL BE ACCURATE OR RELIABLE, (D) THE QUALITY OF ANY PRODUCTS, SERVICES, INFORMATION, OR OTHER MATERIAL PURCHASED OR OBTAINED BY YOU THROUGH THE SERVICES WILL MEET YOUR EXPECTATIONS, OR (E) ANY ERRORS IN THE SERVICES WILL BE CORRECTED. NO ORAL OR WRITTEN INFORMATION OBTAINED BY YOU FROM US OR OUR THIRD-PARTY SERVICE PROVIDERS THROUGH OR FROM THE SERVICES WILL CREATE ANY WARRANTY NOT EXPRESSLY STATED IN THESE TERMS.
At our request, you agree to defend, indemnify, and hold harmless HAPY, its affiliates and their respective employees, officers, directors, agents, partners, representatives and third-party service providers from and against any and all claims, suits, liabilities, damages (whether actual, consequential, punitive or exemplary), losses, fines, penalties, costs, and expenses (including reasonable attorneys’ fees) arising from or in any way related to any third-party claims relating to your use of the Services, violation of these Terms, applicable law or any third-party rights, your fraud or willful misconduct. Such indemnified parties reserve the right to assume the exclusive defence and control of any matter subject to indemnification by you, in which event you will cooperate in asserting any available defences.
You agree that where you wish to process or initiate transactions above the daily limit of N5,000,000 (five million Naira) or such other limit to be implemented at our discretion, you shall fully indemnify and hold us harmless from any losses, penalties, claims, actions, damages, liabilities or suits arising from such transactions. You agree that should you or us suffer any losses as more fully enumerated in the preceding sentence and paragraph, you shall be liable for the full amount of such losses.
You agree that in addition to any general lien or similar right to which we may be entitled in law, we may at any time, set off or transfer any funds in your HAPY Account in or towards satisfaction of any claim made against us or loss suffered by us as a result of or related to such transactions described in the preceding paragraph, any third-party claims relating to your use of the Services, violation of these Terms, applicable law or any third-party rights, your fraud or willful misconduct.
You consent to indemnify us against any liability resulting from an erroneous transfer. You consent to the deduction of funds from your HAPY Account when such funds have been established as erroneous or fraudulent in nature, upon notice to you.
You agree that your indemnity obligations in these Terms shall not be reduced by any claim by you against HAPY, any of its affiliates or their respective employees, officers, directors, agents, partners, representatives and/or third-party service providers.
We reserve the right to terminate, suspend and/or restrict your HAPY Account or your use of our Services where:
Where we suspend, prohibit or block your access to our Services you must not take any action to circumvent such suspension or prohibition or blocking (including without limitation creating and/or using a different account). Any suspension or restriction will be lifted as soon as reasonably practicable after the reasons for the action have ceased to exist.
You consent to us reporting to Nigeria Inter-Bank Settlement Systems Plc (NIBBS) for update on the Watchlist Database of the Nigerian Banking Industry and the CBN if a fraudulent activity is associated with the operation of your HAPY Account.
You may request to deactivate your HAPY Account at any time by following the instructions on the Platform or by contacting our support team at support@hapy.africa. Before deactivation, you must withdraw any available funds and dividends to your linked Bank Account or instruct us to use such funds for an active or pending investment. All withdrawals are subject to applicable transaction timelines, verification procedures, and any applicable fees.
Once your account is deactivated, your access to your investment history, account information, and the Services will be discontinued, except as required for legal, regulatory, or record-keeping purposes. We may retain certain data in accordance with applicable law and our Privacy Policy.
If you fail to withdraw your funds or dividends before requesting deactivation, we may, at our sole discretion, automatically transfer them to your linked Bank Account or hold them until you provide further instructions, subject to applicable law.
We operate an anti-money laundering compliance program and reserve the right to perform due diligence checks on all Users of the Website. To comply with relevant AML obligations, we may request information on the transactions carried out on your HAPY Account such as (a) details of the depositor or recipient (b) source of funds being transferred (c) purpose of the transfer or payment being made. You confirm that you will provide all requested information required in respect of the transaction in this regard within two (2) Business Days.
You agree to provide to us all such information and documentation as we may require: a. in order to verify your adherence to, and performance of, your obligations under these Terms; b. for the purpose of disclosures pursuant to a valid order by a court or other governmental body; or c. as otherwise required by law or applicable regulation.
You also agree that we may cancel any transaction, suspend your HAPY Account or refuse to open a HAPY Account in your name if you refuse to provide the requested information or if any information provided is untrue or inaccurate. Please note that for certain transactions, we or our third-party Partners may be required to file AML or related reports (without notice to you) with the relevant regulators. These reports may include details of your Personal Information, transactions, operation or proposed operation of our Services.
You may not transfer, assign, or delegate these Terms or your rights or obligations hereunder or your HAPY Account in any way (by operation of law or otherwise) without our prior written consent. To the extent permitted by applicable law, we may transfer, assign, or delegate these Terms and our rights and obligations hereunder without your consent.
In the event that any provision of these Terms is determined to be unlawful, void or unenforceable, such provision shall be deemed to be severed from these Terms but shall not affect the validity and enforceability of the other remaining provisions.
We shall not be liable for any delay or failure to perform any obligation as required by these Terms as a result of any cause or condition including but not limited to, an act of God, epidemic, pandemic, acts of civil or military authorities, national or local emergency, acts of terrorists, acts or omissions of Government including directives from a regulatory authority, civil disturbance, war, strike or other labour dispute, fire, explosion, interruption in telecommunications or internet services or network provider services, of equipment and/or software or any other occurrence which is beyond our reasonable control.
You agree that our third-party service providers are third-party beneficiaries of the applicable provisions of these Terms, with all rights to enforce such provisions as if such service providers were a party to these Terms.
You will be responsible for paying, withholding, filing, and reporting all taxes, duties, and other governmental assessments associated with your activity in connection with the Services, provided that we may, in our sole discretion, do any of the foregoing on your behalf or for ourselves.
Where applicable, certain payments made or received by you in connection with your HAPY Account or any Services provided to you by HAPY may be subject to taxes. If any taxes (whether in force now or introduced in the future) are payable in connection with these payments, you understand that you are liable for these taxes.
You hereby consent and agree that HAPY may withhold amounts in your HAPY Account if we are required to do so in accordance with the directives of any tax authority, regulator or by law or regulation. You will, however, be notified if such deductions are made or you will be able to see details of such deductions on your HAPY Account.
The failure of either you or us to exercise, in any way, any right herein will not be deemed a waiver of any further rights hereunder. Specifically, you agree that if we do not exercise or enforce any legal right or remedy which is contained in these Terms, this will not be taken to be a formal waiver of our rights and that those rights or remedies will still be available to us.
These Terms, together with our Privacy Policy, constitute the entire and sole agreement between you and us with respect to the Services and supersedes all prior understandings, arrangements, or agreements, whether written or oral, regarding the Services. You hereby acknowledge and agree that you are not an employee, agent, partner, or joint venture of HAPY, and you do not have any authority of any kind to bind HAPY in any respect whatsoever.
These Terms are made under and will be governed by and construed in accordance with the laws of the Federal Republic of Nigeria.
For any and all controversies, disputes, demands, claims, or causes of action between you and us (including the interpretation and scope of this section) relating to the Services or these Terms, you and we agree that any such controversy, dispute, demand, claim, or cause of action shall be resolved in the first instance, by mutual discussions within fourteen (14) days of either you or us notifying the other of the existence of a dispute or claim. We and You shall use all reasonable endeavours to resolve amicably and in good faith any dispute arising out of or in connection with the Services or these Terms.
In the event that we and you are unable to reach an amicable resolution by mutual discussions within the fourteen (14) days referred to in the preceding paragraph, then such dispute or claim shall be settled through binding and confidential arbitration. As used in this Section, "we” and "us" mean HAPY and its subsidiaries, affiliates, predecessors, successors, and assigns and all of its and their respective employees, officers, directors, agents, and representatives. In addition, “"we”" and “"us”" include any third party providing any product, service, or benefit in connection with the Services or these Terms (as well as any related or prior agreement that you may have had with us) if such third party is named as a co-party with us in any controversy, dispute, demand, claim, or cause of action subject to this Section.
Arbitration will be subject to the applicable Arbitration and Mediation Act 2023 (and any subsequent revisions, amendments, guidelines) in Nigeria and not any state arbitration law.
We may suspend or terminate your access to our Services at any time, with or without cause or notice, if we believe you have violated these Terms or applicable laws.
These Terms shall be governed by and construed in accordance with the laws of the Federal Republic of Nigeria.
We may modify these Terms at any time by posting the revised version on our website or app. Your continued use of our Services after any such changes constitutes your acceptance of the new Terms.
If you have any questions about these Terms, please contact us at: Email: support@hapy.africa