BPRIME ASSETS LIMITED

Operator of the BPrime Projects Platform (projects.bprimeassets.com)

Risk Disclosure & Disclaimer

BPrime Projects — a platform of BPrime Assets Limited

Legal Entity	BPrime Assets Limited (“BPrime”, “the Company”, “we”, “us”, or “our”)
Platform	BPrime Projects — projects.bprimeassets.com
Corporate Site	bprimeassets.com
Jurisdiction	Federal Republic of Nigeria
Effective Date	6 July 2026
Version	Version 1.0
Contact	legal@bprimeassets.com

Table of Contents

1. Purpose of This Disclosure

This Risk Disclosure & Disclaimer (“Disclosure”) is provided by BPrime Assets Limited (“BPrime”, “we”, “us”, or “our”) to Users of the BPrime Projects platform at projects.bprimeassets.com (the “Platform”) to ensure that Users understand the nature of the Services and the risks associated with their use, before creating, funding, managing, or contracting in respect of a Project.

Please read this Disclosure carefully. It forms an integral part of, and should be read together with, the BPrime Projects Terms of Use. By using the Platform, you acknowledge that you have read, understood, and accepted the matters set out in this Disclosure.

2. Nature of BPrime Projects

BPrime Projects is a self-directed tool for project creation, funding, management, and contracting. It enables a User to:

• Create a Project describing the User’s own funding, planning, or management objective;
• Fund that Project using the User’s own resources;
• Manage the Project using budgeting, milestone, and task-tracking tools;
• Generate, populate, store, and, where enabled, electronically execute contracts relating to the Project.

BPrime Projects does not, as at the Effective Date of this Disclosure, operate as an investment platform, crowdfunding platform, securities exchange, or collective investment scheme. BPrime does not pool funds from multiple Users into third-party projects, does not offer or promote any Project as an investment opportunity, and does not solicit funds from the public for investment purposes. Any impression to the contrary is not authorised by BPrime and should be reported to legal@bprimeassets.com immediately.

Because a Project is created, funded, and controlled entirely by the User, BPrime does not manage, control, or take responsibility for the underlying purpose, performance, or outcome of any Project.

3. No Investment, Legal, or Professional Advice

Nothing on the Platform, in our marketing materials, or in any communication from BPrime constitutes financial, investment, tax, legal, or other professional advice. BPrime is not a licensed investment adviser, broker-dealer, fund manager, or law firm.

In particular, the Contract Tools and any template content made available through the Platform are provided for general administrative convenience only. They do not constitute legal advice regarding the suitability, completeness, or enforceability of any Generated Contract for your specific circumstances. You should obtain independent professional advice, including independent legal advice, before relying on a Generated Contract, particularly for significant or complex transactions.

4. General Risk Factors

4.1 Self-Directed Responsibility Risk

Because Projects are created and managed entirely by Users, the success, completion, or outcome of any Project depends on the User’s own actions, planning, and diligence. BPrime does not guarantee that any Project will achieve its stated funding goal or intended purpose.

4.2 Technology and Availability Risk

BPrime Projects may be subject to downtime, technical errors, cyberattacks, or other disruptions that could temporarily prevent access to the Platform or delay transactions or contract execution. While we implement measures described in our Security & Data Protection Statement to mitigate such risks, we cannot guarantee uninterrupted or error-free operation.

4.3 Payment and Transaction Risk

Transactions are processed through our Payment Processor, Paystack. While Paystack is licensed and regulated, transaction delays, reversals, or processing errors may occasionally occur due to banking network issues, User error, or other factors outside BPrime’s control.

4.4 Fraud and Third-Party Risk

As with any online platform involving financial transactions and contract execution, there is a risk of fraudulent activity by third parties, including phishing or impersonation. BPrime will never ask you to disclose your full password, one-time passcodes (OTP), or full card details outside the secure Platform environment. You should independently verify the authenticity of any communication purportedly from BPrime.

4.5 Regulatory and Legal Risk

Applicable laws and regulations governing fintech platforms, payment services, electronic contracting, and data protection in Nigeria may change over time, which could affect the features, availability, or operation of the Platform. BPrime will endeavour to notify Users of material regulatory changes affecting the Services where reasonably practicable.

4.6 No Guarantee of Returns

As BPrime Projects does not currently facilitate investment in third-party projects, there is no return, yield, interest, or profit offered or implied by BPrime in connection with a User’s use of the Platform, other than any explicitly stated feature (if any) disclosed separately and in writing by BPrime.

5. Contract-Specific Risks

5.1 Enforceability of Generated Contracts

The enforceability of any Generated Contract, and the validity of its electronic execution, depends on factors including the nature of the underlying transaction, the identity and capacity of the parties, applicable formalities under Nigerian law, and the accuracy of the information entered by the User. BPrime makes no representation or warranty that any Generated Contract will be legally binding, complete, or enforceable in every circumstance, or that it is suitable for your particular transaction.

5.2 BPrime Is Not a Party

BPrime is not a party to any Generated Contract and has no responsibility for its performance, breach, or enforcement. Disputes arising from a Generated Contract, including with a Contract Counterparty, are matters solely between the parties to that contract. BPrime does not mediate, adjudicate, or guarantee the resolution of such disputes.

5.3 Accuracy of Information

The content of a Generated Contract, including the identity and obligations of any Contract Counterparty, is populated entirely by the User. BPrime does not verify the accuracy, identity, or authority of any Contract Counterparty named in a Generated Contract, and Users should independently verify such details before relying on or executing a Generated Contract.

5.4 Identity Verification of Counterparties

Where the Contract Tools support electronic signature by a Contract Counterparty, BPrime’s verification of the signatory’s identity, where performed, is limited to the method disclosed at the point of signature (for example, email-based verification) and does not amount to comprehensive identity verification equivalent to the KYC procedures applied to registered Users. Users should exercise appropriate diligence regarding the true identity of a Contract Counterparty before relying on an executed Generated Contract.

6. No Deposit-Taking or Banking Services

BPrime Assets Limited is not a licensed deposit money bank, microfinance bank, or other deposit-taking institution under Nigerian banking law, and does not offer banking services such as fixed deposits, savings accounts, or loans. Funds processed through the Platform are transmitted via our licensed Payment Processor, Paystack, in accordance with applicable payment service regulations.

7. User Responsibility

By using the Platform, you acknowledge and agree that:

• You are solely responsible for the accuracy of information you provide when creating or managing your own Project;
• You are solely responsible for the content, accuracy, and legal sufficiency of any Generated Contract you create, populate, or execute, and for verifying the identity and authority of any Contract Counterparty;
• You are solely responsible for ensuring that your use of funds raised or managed through your Project, and any payments made under a Generated Contract, comply with Applicable Law, including tax obligations;
• You will exercise independent judgment and, where appropriate, seek professional advice (including independent legal advice) before relying on a Generated Contract or making financial decisions in connection with your use of the Platform;
• You understand that BPrime’s role is limited to providing the technological infrastructure that enables you to fund, manage, and contract in relation to your own Project, and does not extend to guaranteeing any outcome or the enforceability of any Generated Contract.

8. Future Changes to the Business Model

Should BPrime, at a future date, introduce functionality permitting Users to invest in or contribute to third-party projects, such functionality will only be introduced following appropriate regulatory review and, where required, authorisation from competent Nigerian authorities. Prior to launch of any such feature, BPrime will issue an updated Risk Disclosure & Disclaimer describing the new functionality and specific risks involved.

9. Limitation of Liability

To the fullest extent permitted by Applicable Law, BPrime shall not be liable for any loss or damage arising from a User’s decisions relating to their own Project, any Generated Contract, or any dealings with a Contract Counterparty, save to the extent such loss arises directly from BPrime’s fraud, wilful misconduct, or gross negligence. This Disclosure should be read together with the Limitation of Liability provisions set out in our Terms of Use.

10. Complaints and Queries

If you have concerns regarding the operation of the Platform, a suspected fraudulent communication purporting to be from BPrime, or any matter addressed in this Disclosure, please contact us promptly at legal@bprimeassets.com.

11. Acknowledgement

By creating an Account, funding a Project, using the Contract Tools, or otherwise using the Platform, you confirm that you have read and understood this Risk Disclosure & Disclaimer, that you understand the self-directed nature of BPrime Projects, and that you accept the risks described herein.