Terms of service

1.1 Electronic assent and formation of contract

By creating an account, clicking "I Agree," updating a campaign, processing a donation, or otherwise accessing or utilising the Services, you acknowledge that you have read, understood, and agreed to be bound by the entirety of these Terms.

This Agreement is executed and validated electronically. It satisfies all requirements of a valid, enforceable, and admissible contract under the Companies and Allied Matters Act (CAMA) 2020 and Section 93 of the Evidence Act, 2011 of the Federal Republic of Nigeria, as well as equivalent international electronic commerce statutes.

If you do not agree to these Terms, you are strictly prohibited from accessing the Services and must cease all use immediately.

1.2 Legal capacity and age thresholds

To register an account or utilise the Services in any capacity, you must be a natural person of sound mind who has attained the age of majority under the laws of your applicable jurisdiction, and in no event less than eighteen (18) years of age.

If you are registering an account or executing a campaign on behalf of a corporate entity, non-governmental organisation (NGO), trust, or registered charity, you expressly warrant and represent that:

• You possess the actual legal authority, via a valid board resolution or power of attorney, to bind such entities to these Terms
• The entity is duly incorporated, validly existing, and in good standing under the laws of its country of registration

1.3 Jurisdictional restrictions and global sanctions gatekeeping

Gathr operates a globally accessible software architecture with a primary focus on Nigerian and international fundraising. However, access to the Services is restricted based on international risk profiles.

You expressly represent and warrant that you are not a citizen of, resident in, or accessing the platform from a country or territory subject to comprehensive economic or financial sanctions administered by:

• The United Nations Security Council (UNSC)
• The United States Department of the Treasury's Office of Foreign Assets Control (OFAC)
• The United Kingdom's Office of Financial Sanctions Implementation (OFSI)
• The European Union (EU)

Furthermore, you warrant that you are not listed on any restricted party list, including but not limited to the OFAC Specially Designated Nationals (SDN) List or the UK Consolidated List. Gathr reserves the absolute right to instantly terminate any account, intercept any connection, or permanently freeze funds associated with a user or IP address originating from a sanctioned territory.

1.4 Unilateral right to amend these Terms

Gathr reserves the absolute and unilateral right to amend, modify, restate, or replace any provision of these Terms at any time and for any reason, at its sole discretion. Amendments take effect immediately upon publication on the platform or notification via the registered email address or in-app notice associated with your account. Your continued access to or use of the Services following the publication of amended Terms constitutes conclusive and irrevocable acceptance of the amended Terms. If you do not agree to the amended Terms, your sole remedy is to cease use of the Services and close your account. Gathr is under no obligation to provide advance notice of any amendment.

1.5 Nigeria Data Protection Act compliance and data processing consent

Gathr processes personal data, including National Identification Numbers, Bank Verification Numbers, Tax Identification Numbers, and other sensitive personal data, in accordance with the Nigeria Data Protection Act, 2023 (NDPA) and the Nigeria Data Protection Commission (NDPC) General Application and Implementation Directive. By using the Services, you expressly consent to the collection, processing, storage, cross-border transfer, and disclosure of your personal data as described in Gathr's Privacy Policy, including disclosure to regulatory authorities under Module 3 of these Terms. Gathr shall implement reasonable technical and organisational measures to safeguard personal data but disclaims liability for unauthorised access resulting from circumstances beyond its reasonable control, including third-party payment processor breaches addressed in Module 4.

1.6 Anti-bribery, anti-corruption, and export control warranty

You warrant that you shall not use the Services to offer, promise, give, or receive any bribe, kickback, or improper payment in violation of the Corrupt Practices and Other Related Offences Act, the Independent Corrupt Practices Commission (ICPC) Act, or equivalent international anti-corruption legislation, including the U.S. Foreign Corrupt Practices Act and the UK Bribery Act 2010. You further warrant that your use of the Services does not violate any applicable export control or trade sanctions law of Nigeria, the United States, the United Kingdom, or the European Union.

2.1 Technology-only intermediary marketplace declaration

You explicitly acknowledge and agree that Gathr is a technology infrastructure provider and software marketplace. Gathr does not recruit, direct, or curate fundraising campaigns. The inclusion of a campaign on our platform does not constitute an endorsement, sponsorship, or guarantee by Gathr of the campaign's moral worthiness, physical validity, or commercial utility.

2.2 Absolute exclusion of fiduciary and trust duties

No fiduciary, trustee, agency, or partnership relationship is established between Gathr and any organiser, donor, or beneficiary through the use of the platform. Gathr does not hold funds in trust for any party.

While Gathr deploys rigorous compliance verification workflows to curb illicit activities, it makes no representations, guarantees, or warranties regarding the ultimate disposition of funds by organisers or the absolute veracity of the assertions published within campaign descriptions. Donors assume sole, exclusive, and unrecoverable risk when transferring financial value to any campaign hosted on the platform.

2.3 AI-assisted content generation and liability shift

Gathr may provide users with access to embedded artificial intelligence features designed to assist in generating, drafting, editing, or optimising campaign titles, stories, updates, or promotional copy ("AI Content").

• Drafts provided as-is: All AI content is provided strictly as a rough, non-validated technological draft for productivity optimisation purposes. Gathr makes no warranty regarding the accuracy, legal compliance, or factual correctness of text generated by its AI tools.
• Organiser as ultimate publisher: The campaign organiser maintains absolute, non-delegable editorial control and ownership over their campaign page. By publishing any text generated or modified by Gathr's AI tools, the organiser explicitly adopts that text as their own personal statement.
• The misrepresentation and IP infringement waiver: The organiser assumes full legal, civil, and criminal liability for any inaccuracies, consumer fraud, public misrepresentations, defamatory statements, or third-party intellectual property or copyright infringements arising from the published campaign text. The organiser explicitly waives any right to assert a claim, lawsuit, cross-complaint, or demand for contribution against Gathr based on the output, failure, or errors of its AI-assisted features.

2.4 Intellectual property ownership

All right, title, and interest in and to the Services, including the Gathr name, logo, trademarks, source code, database architecture, algorithms, AI models, user interface designs, and all underlying technology, are and shall remain the exclusive property of Gathr Technologies Limited or its licensors. Nothing in these Terms grants you any right or licence to use Gathr's trademarks, trade dress, or proprietary technology except as strictly necessary to access the Services as intended. You retain ownership of the original content you upload, subject to the licence granted in favour of Gathr below.

2.5 Licence grant to Gathr

By publishing any campaign content, image, video, or text on the platform, you grant Gathr a worldwide, non-exclusive, royalty-free, transferable, sub-licensable licence to host, reproduce, distribute, publicly display, and adapt such content for the purposes of operating, promoting, and improving the Services, including for marketing and case-study purposes, for so long as the content remains on the platform and for a reasonable period thereafter for archival and legal compliance purposes.

3.1 Statutory framework and regulatory jurisdiction

Gathr operates under a strict zero-tolerance policy against financial crimes, fraud, and illicit fund movements. The platform enforces compliance frameworks designed to satisfy the letter and spirit of the Money Laundering (Prevention and Prohibition) Act, 2022 (MLPPA), the Terrorism (Prevention and Prohibition) Act, 2022 (TPPA), the Economic and Financial Crimes Commission (Establishment) Act, and all relevant Central Bank of Nigeria (CBN) guidelines on Anti-Money Laundering, Countering the Financing of Terrorism, and Proliferation Financing (AML/CFT/CPF).

3.2 Tiered Customer Due Diligence (CDD) protocols

Gathr will not process financial disbursements or permit the removal of funds from its ecosystem until the campaign organiser or beneficiary has completely satisfied the platform's Customer Due Diligence (CDD) and Know Your Customer (KYC) / Know Your Business (KYB) validation pipelines.

• Natural persons (Tier 1 verification): Individual organisers must provide a verified National Identification Number (NIN) and one of a driver's licence or International Passport. This data is dynamically cross-referenced against federal identities via secure APIs operated by licensed third-party verification providers, as further described in Gathr's Privacy Policy.
• Corporate entities and NGOs (Tier 2 verification): Corporate bodies, non-profits, or religious institutions must supply their Corporate Affairs Commission (CAC) registration number (RC or IT number), their Tax Identification Number (TIN), structural proof of ownership, and where legally required, a valid certificate of registration with the Special Control Unit Against Money Laundering (SCUML).
• Politically exposed persons (Tier 3, enhanced due diligence): In strict accordance with Section 4(6) of the MLPPA, 2022, any individual classified as a Politically Exposed Person (including senior public officials, military officers, or political party executives, and their immediate family members and close associates) must undergo manual Enhanced Due Diligence. Gathr will require documented evidence verifying the organiser's legitimate source of wealth and source of funds prior to activating any campaign or authorising a payout.

3.3 Suspicious activity monitoring and transaction velocity controls

Pursuant to Section 7 of the MLPPA, 2022, Gathr employs algorithmic monitoring and manual auditing tools to track incoming and outgoing financial transactions. Gathr monitors for patterns indicative of financial crimes, including but not limited to:

• Structuring ("smurfing"): Intentionally breaking down large international or domestic transfers into smaller, repetitive components designed to circumvent mandatory statutory reporting thresholds.
• Rapid velocity spikes: Anomalous, high-frequency donation inputs from unverified, cross-border card processors followed by instant, aggressive payout requests.
• Anonymous routing: Attempts to disguise donor identities through obfuscated payment networks or non-validated prepaid instruments.

3.4 Zero-notice freezing powers and the anti-tipping-off covenant

If Gathr, in its sole and absolute discretion, determines that a campaign exhibits characteristics of fraud, money laundering, terrorist financing, or any other civil or criminal infraction, Gathr retains the unhindered, immediate right to take the following enforcement steps without prior warning, explanation, or liability to the user:

• Intercept and freeze all pending donations and processing balances associated with the campaign
• Suspend, deactivate, or permanently delete the user's platform account
• Seize and hold all residual balances indefinitely pending a formal audit or final judicial forfeiture order
• Directly transmit the user profile, campaign data, logs, and financial records to the Nigerian Financial Intelligence Unit (NFIU), the Special Control Unit Against Money Laundering (SCUML), the Economic and Financial Crimes Commission (EFCC), or any other competent local or international law enforcement authority

4.1 Payment processing and third-party provider infrastructure

Gathr utilises specialised third-party payment gateways, primarily Paystack (operated by Paystack Payments Limited) and Bachs (https://bachs.io/), to process financial contributions across local and international card networks, bank transfers, and mobile money rails in supported currencies (including USD, NGN, GHS, and KES), execute donor card authorisations, and facilitate secure settlement infrastructure.

Incorporation of third-party terms: By initiating a donation or creating an account as an organiser on Gathr, you acknowledge and agree that your financial transactions are concurrently bound by the Paystack Merchant Terms of Service, Paystack Privacy Policy, Bachs Terms of Service (https://bachs.io/), and all applicable rules implemented by local card networks, mobile money operators, the Central Bank of Nigeria (CBN), and international card associations (including Visa, Mastercard, and Verve).

Intermediary technical limitation: Gathr does not capture, store, or transmit core credit card numbers, raw National Identification Numbers, raw Bank Verification Numbers, or raw banking credentials. We are not liable for any technical failures, programmatic service disruptions, localised outages, or data breaches originating within Paystack's primary processing environment, our identity verification partners' systems, or your bank's authorisation networks.

4.2 Fee architecture and deductions at source

Gathr charges processing and platform access fees to maintain the technical infrastructure of the Services.

Gross vs. net disbursements: All donations processed via Gathr are recorded gross, but disbursements are made net of fees. Gathr automatically deducts its fixed platform percentage fee along with any applicable Paystack processing fees, value-added taxes (VAT), or statutory transaction levies directly from incoming funds before they hit the organiser's balance.

Fee adjustments: Gathr reserves the right to modify its platform fee schedules at any time. Any changes to fee structures will be published on the platform and will apply to all campaigns created after the date of publication.

4.4 The chargeback clawback and reversal covenant

A "chargeback" occurs when a donor disputes a card transaction through their bank, alleging fraud, unauthorised use, or non-delivery of a promised outcome.

• Absolute organiser liability: The campaign organiser is fully liable to Gathr for any chargebacks, payment reversals, or bank disputes associated with their campaign.
• The indemnification mechanism: If a chargeback is initiated by an international or local donor, Gathr will debit the disputed amount, along with any processing penalties levied by Paystack, from the organiser's pending or future campaign balances.
• Right of direct recovery: If the organiser's current balance is insufficient to cover a chargeback, the organiser must reimburse Gathr within five (5) business days of receiving written notice. Gathr retains the right to employ collection agencies and take legal action to recover unpaid chargebacks.

4.5 Dormant accounts and unclaimed balances

Where a campaign balance remains unclaimed for a period exceeding twelve (12) consecutive months due to the organiser's failure to complete KYC/KYB verification, failure to provide payout instructions, or account dormancy, Gathr reserves the right to classify such funds as unclaimed balances. Gathr may, after reasonable efforts at notification, remit such unclaimed balances to a designated escrow account, apply them toward outstanding platform fees or penalties owed by the organiser, or dispose of them in accordance with applicable Nigerian law governing unclaimed funds.

4.6 Set-off rights

Gathr reserves the right to set off any amount owed to it by an organiser or beneficiary, whether arising from chargebacks, penalties, fines, indemnification obligations, or otherwise, against any balance held by Gathr on behalf of that organiser or beneficiary across any and all campaigns associated with that individual or entity, whether or not related to the campaign giving rise to the debt.

5.1 Strict exclusion and absolute ban list

You are prohibited from creating, promoting, or managing any campaign on Gathr that involves, facilitates, or encourages any of the following activities. Gathr retains the absolute right to instantly delete any campaign that falls within these categories:

• Unlicensed raffles, games of chance, and lotteries: Any campaign that conditions a payout, physical reward, or benefit upon a randomised drawing or game of chance without an active licence from the National Lottery Regulatory Commission (NLRC) or relevant state lottery boards.
• Speculative financial instruments and crypto-asset schemes: Campaigns structured to pool funds for crypto-asset mining, day trading, foreign exchange speculation, yield farming, or multi-level marketing (MLM) programs.
• Prohibited commodities and regulated goods: Campaigns intended to purchase, manufacture, or distribute firearms, ammunition, military gear, controlled narcotics, unapproved pharmaceuticals, or illegal substances.
• Hate speech, radicalisation, and exploitation: Campaigns that promote violence, fund extremist organisations, incentivise targeted harassment, or exploit minors in any capacity.

5.2 Securitisation and SEC crowdfunding regulatory restrictions

Gathr is strictly a donation-based fundraising platform. It is not a licensed equity crowdfunding platform.

The non-securitisation warranty: Organisers are prohibited from offering corporate shares, equity, debt instruments, profit-sharing percentages, or contractual investment returns in exchange for donations.

SEC compliance: Under the Rules on Crowdfunding issued by the Nigerian Securities and Exchange Commission (SEC), offering securities to the public via internet portals requires a Crowdfunding Portal Licence. Any campaign on Gathr that resembles an unexempted public offering of securities will be shut down immediately, and its data will be forwarded to the SEC Enforcement Division.

5.3 Political financing and Electoral Act restrictions

Gathr enforces strict compliance rules regarding political contributions to ensure adherence to national sovereignty and election laws.

Statutory compliance: In accordance with the Electoral Act 2025 and the Constitution of the Federal Republic of Nigeria, political parties and candidates are barred from receiving anonymous donations or retaining foreign funds for electioneering purposes.

The political ban: Gathr prohibits campaigns designed to finance political parties, fund electoral campaigns, or bankroll political action committees. Organisers may not use Gathr to bypass public election financing limits or statutory disclosure requirements.

6.1 User indemnification covenant

To the maximum extent permitted under the laws of the Federal Republic of Nigeria and applicable international statutes, you agree to defend, indemnify, and hold harmless Gathr Technologies Limited, affiliates, and their respective directors, officers, software engineers, legal counsel, agents, and employees (collectively, the "Gathr Indemnified Parties") from and against any and all third-party claims, liabilities, damages, losses, costs, expenses, penalties, regulatory fines, and legal fees (including reasonable attorney fees) arising out of or directly related to:

• Your misrepresentations: Any factual inaccuracies, omissions, intentional consumer fraud, or misrepresentations published within your campaign story, title, or platform updates, including all text drafts generated, modified, or optimised using Gathr's AI-assisted features.
• Misappropriation of funds: Your diversion, misapplication, or mismanagement of disbursed campaign funds away from the explicit charitable, medical, educational, or humanitarian objective presented to donors.
• Intellectual property infringement: Any claim that your campaign page, images, video assets, or textual copy infringes upon the copyright, trademark, trade secret, right of publicity, or other intellectual property protections of any third party globally.
• Statutory violations: Your non-compliance with the Money Laundering (Prevention and Prohibition) Act, 2022, the Terrorism (Prevention and Prohibition) Act, 2022, the Electoral Act 2025, or any relevant CBN, SEC, or SCUML operational guidelines.

6.2 Indemnification procedure and advance cost obligation

Gathr shall have the right, but not the obligation, to assume exclusive control of the defence of any claim subject to indemnification under Clause 6.1, at the user's expense. The user shall not settle any such claim without Gathr's prior written consent. Upon written demand, the user shall advance to Gathr, within fourteen (14) days, a reasonable estimate of defence costs likely to be incurred, without prejudice to Gathr's right to recover any shortfall.

6.3 Absolute limitation of liability

You expressly understand and agree that the Gathr Indemnified Parties shall not be liable to you or any third party for any indirect, incidental, special, consequential, exemplary, or punitive damages. This includes, but is not limited to, damages for loss of profits, goodwill, data usage, business interruption, or other intangible losses arising out of or in connection with your use of, or inability to use, the platform.

6.4 Governing law

These Terms, your contractual relationship with Gathr, and any non-contractual obligations or claims arising out of them shall be governed exclusively by, and construed strictly in accordance with, the laws of the Federal Republic of Nigeria, without giving effect to any principles of conflicts of law that would result in the application of the law of another jurisdiction.

6.5 Multi-tiered dispute resolution mechanism

Any dispute, controversy, claim, or difference arising out of, relating to, or in connection with these Terms, including any question regarding its existence, validity, interpretation, performance, or termination, shall be resolved strictly through the following sequential escalation architecture. Each tier must be fully exhausted before advancing to the next. Notwithstanding this escalation architecture, Gathr may, at any time and without exhausting Tier 1 or Tier 2, seek immediate injunctive, interlocutory, or other equitable relief before any court of competent jurisdiction where necessary to prevent fraud, protect donor funds, enforce Module 3 or Module 5 compliance obligations, or prevent irreparable harm to Gathr, its indemnified parties, or third parties.

Tier 1: Mandatory good faith negotiation

In the event of a dispute, the aggrieved party must first serve a comprehensive written Notice of Dispute on the other party. Following service of the notice, executives or representatives from both parties with full settlement authority must meet virtually or in person to engage in good faith negotiations for a mandatory period of thirty (30) calendar days to resolve the dispute amicably.

Tier 2: Structured mediation

If the dispute is not completely resolved through good faith negotiations within the 30-day window, either party may formally refer the matter to mediation. The mediation shall be administered by the Lagos Court of Arbitration (LCA) or the Lagos Chamber of Commerce International Arbitration Centre (LCCIAC), in accordance with their active Mediation Rules.

• The mediation sessions shall be conducted in the English language
• The physical venue of the mediation shall be Lagos, Nigeria, though parties may mutually agree to conduct proceedings virtually
• The costs of the mediation (including administrative fees and mediator remuneration) shall be shared equally between the parties unless a settlement agreement dictates otherwise

Tier 3: Binding judicial litigation

If the dispute remains unresolved after the issuance of a final mediation report, or if mediation fails to yield a signed settlement agreement within forty-five (45) days of its commencement, either party may initiate formal legal proceedings. The parties hereby explicitly and irrevocably submit to the exclusive jurisdiction of the High Court of Lagos State for the adjudication of any such actions. Both parties explicitly waive any right to assert that such courts constitute an inconvenient forum (forum non conveniens).

6.6 Class action waiver

You and Gathr explicitly agree that any legal, administrative, or mediation proceedings shall be conducted solely on an individual basis and not as a class, collective, consolidated, or representative action. You explicitly waive any right to file, join, or participate as a plaintiff or class member in any class-action lawsuit, class-wide mediation, or representative litigation against Gathr or its corporate directors.

6.7 Assignment

Gathr may freely assign, transfer, or novate its rights and obligations under these Terms, in whole or in part, to any affiliate, successor, or acquirer without your consent and without notice. You may not assign or transfer your rights or obligations under these Terms without Gathr's prior written consent, and any purported assignment in violation of this clause is void.

6.8 No third-party beneficiaries

Except as expressly stated in Module 2 with respect to the Gathr Indemnified Parties, these Terms do not confer any rights or remedies upon any person or entity other than the parties to this Agreement.

6.9 Survival

Modules 2 (Intermediary Status and AI Indemnity Shield), 3 (AML, CTF, and Financial Crime Compliance), 4.4 through 4.6 (Chargeback Clawback, Dormant Accounts, and Set-Off), 6.1 through 6.3 (Indemnification and Limitation of Liability), 6.5 (Dispute Resolution), 6.6 (Class Action Waiver), and this Clause 6.9 shall survive termination of your account or these Terms for any reason.

7.1 Severability

If any provision, clause, or covenant of these Terms is held by a court or administrative body of competent jurisdiction to be invalid, illegal, or unenforceable, such invalidity or unenforceability shall not affect the remaining provisions of this Agreement. The remaining clauses shall continue in full force and effect as if the invalid portion had been completely excised from the contract.

7.2 Entire agreement

These Terms of Service constitute the entire, complete, and unified agreement between you and Gathr Technologies Limited regarding your use of the platform and tools. They supersede all prior or contemporaneous written, oral, or electronic communications, understandings, negotiations, and draft agreements between the parties on this subject matter.

7.3 Non-waiver

The failure of Gathr to strictly enforce or insist upon the performance of any provision within these Terms, or to exercise any right or remedy available to it under this contract or by law, shall not be construed as a waiver or relinquishment of Gathr's right to assert or rely upon any such provision, right, or remedy in that or any other instance.

7.4 Termination and suspension for convenience

In addition to the enforcement powers granted under Module 3, Gathr may suspend or terminate any user's account, at its sole discretion, with or without cause, and with or without prior notice. Termination shall not relieve the user of any accrued obligations, including outstanding chargeback liability, indemnification obligations, or fees owed as of the date of termination.

7.5 Electronic communications

You consent to receive all notices, disclosures, and communications from Gathr electronically, including via email, SMS, WhatsApp, or in-app notification, and agree that such electronic communications satisfy any legal requirement that such communications be in writing.

7.6 Force majeure

Gathr shall not be liable for any failure or delay in performing its obligations under these Terms where such failure or delay results from causes beyond its reasonable control, including but not limited to acts of God, war, terrorism, civil unrest, epidemic or pandemic, governmental action or restriction, changes in law or regulatory policy, currency redenomination, telecommunications or internet service failures, power outages, cyberattacks, denial-of-service attacks, failures of third-party payment processors or banking infrastructure, or any other event of a similar nature. Performance obligations affected by a force majeure event shall be suspended for the duration of such event, and Gathr shall resume performance as soon as reasonably practicable thereafter.