Legal
Effective Date: July 13, 2026
Last Updated: July 13, 2026
Welcome to Esuapay. These Terms and Conditions (“Terms”, “Agreement”) constitute a legally binding contract between Esua Digital Services Ltd (referred to here as “the Company”, “Esuapay”, “we”, “us”, or “our”) and you, whether personally or on behalf of an entity (“User”, “Merchant”, “Developer”, or “you”), governing your access to and use of the website www.esuapay.com, its subdomains (including app.esuapay.com and backend.esuapay.com), the Esuapay mobile application, and all associated software APIs, webhooks, tools, developer kits, and services (collectively, the “Platform” or “Services”).
The Company is registered under the laws of the Federal Republic of Nigeria with its official corporate address at 6, Owituen Crescent, Egbizum, Ugep, Cross River State, Nigeria and Tax Identification Number (TIN): 2620953133686.
By registering an account, integrating our API, or utilizing any portion of the Platform, you acknowledge that you have read, understood, and agreed to be bound by these Terms. If you do not agree to these Terms, you are strictly prohibited from accessing the Platform and must cease usage immediately.
"Account" means the business profile or developer profile opened on Esuapay to access the workspace.
"Stablecoins" refers strictly to US Dollar-pegged digital assets supported by the platform, specifically USDT (Tether) and USDC (USD Coin), deployed across supported public blockchain networks (including but not limited to TRON, Polygon, and Ethereum).
"Liquidity and Settlement Network" means the underlying regulated virtual asset service providers (VASPs), institutional B2B infrastructure channels, and banking gateways integrated securely into Esuapay to facilitate asset clearing, liquidity provision, and cross-currency settlement.
"Platform Infrastructure Statement:" You explicitly acknowledge and agree that Esuapay operates as a specialized mobile-first B2B programmatic software suite and transaction gateway. Esuapay provides complete software tracking tools, real-time webhook delivery systems, ledger visibility, and unified structural API endpoints. Direct conversion clearing, transaction routing, and fiat payouts are systematically managed under Esuapay’s unified platform umbrella, utilizing its secure settlement network channels where applicable.
To open an Account or utilize Esuapay’s developer tools:
Entity Status: You must be a validly existing corporation, registered business name, sole proprietorship, or an individual developer aged 18 or older possessing full legal capacity to enter into a binding contract.
Authorized Representative: If you accept these terms on behalf of a business entity, you warrant that you are an authorized administrator, signing authority, or corporate representative with the explicit power to bind the business to these Terms.
KYC / AML Customer Due Diligence: Account deployment is subject to compliance verification. Esuapay utilizes advanced automated compliance engines and verification systems alongside manual tracking to execute Customer Due Diligence (CDD). You agree to provide accurate documentation, including corporate registration filings, structural ownership charts, Tax Verification details, and valid government identifications of principal directors. Esuapay reserves the right to freeze accounts or suspend API access instantly if information is found to be fraudulent, altered, or incomplete.
Esuapay grants the User a limited, non-exclusive, revocable, non-transferable license to utilize its workspace and API frameworks to:
Programmatically generate virtual sub-wallets and unique blockchain deposit addresses for clients.
Track and monitor incoming stablecoin payments in real-time via automated webhooks.
View segregated ledger records for USD Stablecoins (USDT/USDC) and local fiat currency (NGN) balances.
Initiate software commands to trigger digital asset-to-fiat conversions and route local payouts to verified commercial bank accounts in Nigeria.
API Responsibility: Developers and Merchants are solely responsible for securely configuring their API keys, secret tokens, and webhook validation protocols. Esuapay shall not be held liable for losses arising from compromised private keys, insecure database entries, script injection on your end, or server misconfigurations on the Merchant’s platform.
Crucial Asset Protection Provision: In strict alignment with Clause 12 and Clause 15 of the Articles of Association of Esua Digital Services Ltd, the Platform is bound by an absolute statutory and regulatory isolation mandate.
Asset Segregation: All client balances, digital asset positions, and incoming stablecoin transactions tracked within user sub-wallets are held in absolute, structural separation from the operational corporate capitals of Esua Digital Services Ltd.
No Co-mingling: Customer funds will never under any circumstance be co-mingled with the Company's operational funds or emergency reserves.
Absolute Non-Hypothecation: Esuapay is legally prohibited from lending, staking, hypothecating, collateralizing, leveraging, or otherwise committing user stablecoin balances or local currency clearing pools to any secondary yield or capital deployment strategy. Your wallet balance represents a strict, segregated ledger balance held purely for immediate withdrawal, conversion, or settlement as dictated by the user.
Fee Structure: Accessing the platform is subject to transaction fees, conversion spreads, or API maintenance charges as specified in your dashboard configuration or explicit service pricing grid. Fees are programmatically deducted at the point of transaction or conversion settlement.
Slippage & Volatility Acknowledgement: Stablecoin-to-fiat (USD/NGN) conversions and multi-chain treasury asset swaps are performed dynamically based on market liquidity depths provided via Esuapay’s integrated liquidity networks. While stablecoins aim for dollar parity, you acknowledge that market conditions, network congestion, cross-chain bridge fees, and exchange rate variations can trigger minor price slippage. Esuapay does not guarantee fixed rate execution outside of programmatic quotes explicitly locked via the API for defined timeout periods.
You covenant and warrant that you will not use Esuapay’s infrastructure to facilitate, process, or hide proceeds from any illegal activities.
Prohibited Categories: Prohibited flows include, but are not limited to: unlicensed remittance houses, darknet marketplace transactions, gambling networks, human trafficking, intellectual property theft, terror financing, or unauthorized sale of securities.
Suspicious Activity Tracking: Esuapay operates strict transactional monitoring in conformance with the Money Laundering (Prevention and Prohibition) Act of Nigeria, Central Bank guidelines, and the Virtual Asset Service Providers Regulation framework. If a user address or API sub-wallet exhibits transactional behaviors consistent with structuring, tumbling, mixers, high-frequency fraud, or sanctions list matches, Esuapay will instantly isolate the wallet, suspend API keys, and forward full data ledgers to relevant enforcement authorities, including the Special Control Unit against Money Laundering (SCUML).
Compliance Statement: Esuapay processes and retains user details, API request-response logs, and financial transactions in strict compliance with the Nigeria Data Protection Act (NDPA) and international data protection principles.
Security Standards: All data elements are encrypted at rest and in transit via enterprise security layers. Full historical ledgers are retained securely solely to meet financial auditing and compliance mandates. For comprehensive information regarding data rights, data breaches, and tracking protocols, please refer directly to our separate Privacy Policy.
"As Is" Basis: The Esuapay Platform is provided on an "As Is" and "As Available" basis without any express or implied warranties, including warranties of uninterrupted uptime or error-free script execution.
Infrastructure Dependencies: Because Esuapay relies directly on public blockchain networks (Ethereum, TRON, Polygon) and structural financial partner gateways, the Company shall not be liable for losses, conversion failures, or processing delays caused by:
On-chain network hardforks, smart contract bugs, or protocol re-organizations.
Operational outages, liquidity lockups, or technical system failures experienced by underlying institutional liquidity engines, settlement networks, or banking partners.
Government sanctions, sudden regulatory policy revisions regarding digital tokens in Nigeria, or freezing orders from competent courts.
Liability Cap: To the maximum extent permitted by Nigerian law, Esua Digital Services Ltd’s aggregate financial liability for any claims arising out of this agreement shall never exceed the total fees collected by Esuapay from the specific Merchant account during the three (3) month period immediately preceding the event that triggered the liability.
Termination by User: You can close your account at any time by clearing your pending balances, disconnecting your live API integration hooks, and submitting a formal deletion request via your account admin panel.
Suspension by Esuapay: Esuapay reserves the right to terminate or temporarily isolate your B2B API access, block dashboards, or cancel this agreement without notice if you breach these Terms, fail compliance reviews, trigger safety risk thresholds, or cause systemic infrastructure instability. Upon termination, any uncontested, verified balances cleared of regulatory holds will be off-ramped directly to your pre-verified commercial bank account.
Governing Law: These Terms and Conditions shall be governed by, analyzed, and enforced exclusively in accordance with the laws of the Federal Republic of Nigeria.
Amicable Settlement: In the event of a dispute, controversy, or claim arising out of or relating to these services, the parties shall first attempt to resolve the issue amicably through good-faith executive consultations initiated by written notice.
Arbitration: If an amicable resolution is not reached within thirty (30) days from the date of the notice, the dispute shall be referred to and finally resolved by binding arbitration under the Arbitration and Mediation Act of Nigeria. The seat of the arbitration shall be in Nigeria, and the proceedings shall be conducted in English.
All formal notices, legal letters, policy updates, and compliance communications regarding these Terms should be routed directly to the principal office of the corporation:
Corporate Legal Entity: Esua Digital Services Ltd
Physical Head Office: Calabar, Cross River State, Nigeria.
Official Website: www.esuapay.com
Enforcement / Support Desk: support@esuapay.com (or your designated account workspace channel)