Terms and Conditions

By accessing or using the E-Core platform, website, or any related services (collectively, the "Services") provided by EdgeTech ("E-Core", "we", "us", or "our"), you agree to be bound by these Terms and Conditions ("Terms"). If you are using the Services on behalf of an organisation, you represent and warrant that you have the authority to bind that organisation to these Terms. If you do not agree to these Terms, you may not access or use our Services. We reserve the right to update these Terms at any time. Continued use of the Services after any changes constitutes your acceptance of the updated Terms.

E-Core provides a cloud-based core banking platform and related professional services designed for financial institutions including microfinance institutions, cooperative societies, digital banks, and traditional banks. Our Services include, but are not limited to: • Core banking software and platform access • Implementation, configuration, and integration services • Training and enablement services • Managed cloud infrastructure and hosting • Ongoing technical support and maintenance • API access for third-party integrations The specific scope of Services available to you is governed by the applicable service agreement or order form entered into between you and E-Core.

3.1 Account registration

To access certain features of our Services, you must register for an account. You agree to provide accurate, current, and complete information during the registration process and to keep such information up to date.

3.2 Account security

You are responsible for maintaining the confidentiality of your account credentials and for all activity that occurs under your account. You must notify us immediately of any unauthorised use of your account or any other breach of security. E-Core cannot and will not be liable for any loss or damage arising from your failure to comply with this obligation.

3.3 Authorised users

You may grant access to your E-Core account to authorised employees or contractors within your organisation. You are responsible for ensuring that all authorised users comply with these Terms and you remain liable for all actions taken by authorised users under your account.

You agree to use our Services only for lawful purposes and in accordance with these Terms. You must not: • Use the Services in any way that violates applicable local, national, or international laws or regulations • Use the Services to process transactions related to illegal activities, including money laundering, fraud, or financing of terrorism • Attempt to gain unauthorised access to any part of the Services or to systems or networks connected to the Services • Introduce any viruses, malware, or other harmful software into the Services • Reverse engineer, decompile, or disassemble any part of the Services • Use automated tools to scrape, crawl, or extract data from the Services without our written consent • Resell, sublicense, or otherwise transfer access to the Services to third parties without our written consent • Use the Services in a manner that could damage, disable, overburden, or impair the Services or interfere with other users We reserve the right to suspend or terminate your access to the Services if we reasonably believe you are in breach of these obligations.

5.1 E-Core intellectual property

The Services, including all software, technology, content, designs, trademarks, service marks, and trade names, are owned by or licensed to E-Core and are protected by intellectual property laws. Nothing in these Terms grants you any right, title, or interest in the Services except for the limited licence expressly set out herein.

5.2 Your data

You retain all ownership of the data you input into the Services ("Your Data"). By using the Services, you grant E-Core a worldwide, non-exclusive, royalty-free licence to use, process, store, and transmit Your Data solely for the purposes of providing the Services to you.

5.3 Feedback

If you provide us with any feedback, suggestions, or ideas regarding the Services, you grant E-Core an irrevocable, perpetual, royalty-free licence to use such feedback for any purpose without compensation to you.

E-Core processes personal data in accordance with its Privacy Policy, which is incorporated by reference into these Terms. Where applicable law designates E-Core as a data processor and you as a data controller, the parties will enter into a Data Processing Agreement governing such processing. You are responsible for ensuring that you have a lawful basis for any personal data you submit to the Services, and that you have obtained all necessary consents and provided all required notices to individuals whose data you submit.

Each party may disclose confidential information to the other in connection with the Services. "Confidential Information" means any non-public information that is designated as confidential or that reasonably should be understood to be confidential. Each party agrees to: (i) keep the other party's Confidential Information strictly confidential; (ii) not disclose such information to third parties without prior written consent; and (iii) use such information only for the purposes of performing its obligations or exercising its rights under these Terms. These confidentiality obligations do not apply to information that: is or becomes publicly available through no breach of these Terms; was already known to the receiving party; is independently developed by the receiving party; or is required to be disclosed by law.

8.1 Pricing

The fees for our Services are set out in the applicable service agreement or order form. All fees are exclusive of taxes unless expressly stated otherwise.

8.2 Payment terms

Unless otherwise agreed in writing, invoices are due and payable within 30 days of the invoice date. Late payments may incur interest at the rate of 1.5% per month or the maximum rate permitted by applicable law, whichever is lower.

8.3 Suspension for non-payment

If any amount owed by you is overdue by more than 15 days, we reserve the right to suspend your access to the Services after providing reasonable written notice.

9.1 E-Core warranties

E-Core warrants that: (i) it has the right to enter into these Terms and to grant the rights herein; (ii) the Services will perform materially in accordance with the applicable documentation; and (iii) it will use commercially reasonable security measures to protect Your Data.

9.2 Disclaimer

EXCEPT AS EXPRESSLY SET OUT IN THESE TERMS, THE SERVICES ARE PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT ANY WARRANTIES OF ANY KIND, WHETHER EXPRESS, IMPLIED, STATUTORY, OR OTHERWISE, INCLUDING WITHOUT LIMITATION ANY IMPLIED WARRANTIES OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT. E-CORE DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE, OR FREE OF HARMFUL COMPONENTS.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW: • NEITHER PARTY WILL BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES ARISING OUT OF OR RELATED TO THESE TERMS OR THE SERVICES, EVEN IF ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. • E-CORE'S TOTAL LIABILITY ARISING OUT OF OR RELATED TO THESE TERMS WILL NOT EXCEED THE TOTAL FEES PAID BY YOU TO E-CORE IN THE TWELVE MONTHS PRECEDING THE CLAIM. Some jurisdictions do not allow the exclusion or limitation of certain types of liability. In such cases, the above limitations will apply to the fullest extent permitted by law.

You agree to indemnify, defend, and hold harmless E-Core and its officers, directors, employees, and agents from and against any claims, liabilities, damages, losses, costs, or expenses (including reasonable legal fees) arising out of or related to: • Your use of the Services in violation of these Terms • Your violation of any applicable law or regulation • Your Data or any third-party claims related to Your Data • Your breach of any representation or warranty in these Terms

12.1 Term

These Terms remain in effect for as long as you use the Services or until terminated in accordance with this section.

12.2 Termination for cause

Either party may terminate the applicable service agreement immediately upon written notice if the other party: materially breaches these Terms and fails to cure such breach within 30 days of written notice; becomes insolvent or makes an assignment for the benefit of creditors; or is subject to bankruptcy, receivership, or similar proceedings.

12.3 Effect of termination

Upon termination: all licences granted to you will immediately terminate; you must cease all use of the Services; E-Core will provide you with a reasonable period to export Your Data before deletion; and any provisions that by their nature should survive termination will survive, including confidentiality, intellectual property, indemnification, and limitation of liability provisions.

These Terms are governed by and construed in accordance with the laws of Kenya, without regard to its conflict of law principles. Any dispute arising out of or in connection with these Terms, including any question regarding their existence, validity, or termination, will first be attempted to be resolved through good-faith negotiations between the parties. If the dispute cannot be resolved within 30 days of written notice, it will be referred to and finally resolved by arbitration under the Nairobi Centre for International Arbitration Rules. Nothing in this section prevents either party from seeking injunctive or other equitable relief from a court of competent jurisdiction.

14.1 Entire agreement

These Terms, together with any applicable service agreement and E-Core's Privacy Policy, constitute the entire agreement between you and E-Core regarding the Services and supersede all prior agreements and understandings.

14.2 Severability

If any provision of these Terms is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that the remaining Terms will continue in full force and effect.

14.3 No waiver

Failure by either party to enforce any right or provision of these Terms will not constitute a waiver of future enforcement of that right or provision.

14.4 Assignment

You may not assign or transfer any rights or obligations under these Terms without our prior written consent. E-Core may assign these Terms in connection with a merger, acquisition, or sale of all or substantially all of its assets.

14.5 Notices

All notices under these Terms must be in writing. Notices to E-Core should be sent to legittpayout@gmail.com. We may send notices to you at the email address associated with your account.

If you have any questions about these Terms, please contact us: E-Core by EdgeTech Email: sales@edgetech.co.ke Headquarters: Jahazi Building, Lavington, Nairobi - Kenya