BiiTrust/Legal
BIITRUST / LEGAL

Terms & Conditions

The terms for access to and use of the BiiTrust platform and services.

Last Updated: .............. Effective Date: ..............

1. AGREEMENT TO TERMS

These Terms and Conditions ("Terms") constitute a legally binding agreement between you and .............. ("Company", "BiiTrust", "we", "our", or "us") governing your access to and use of the BiiTrust platform and all associated websites, web applications, mobile applications, software systems, APIs, portals, services, and technologies.

BiiTrust is a financial technology platform designed to facilitate customer onboarding, Know Your Customer (KYC) management, lending workflows, collections management, accounting operations, reporting, branch management, regulatory compliance support, integrations, and related institutional activities.

By accessing, browsing, registering for, downloading, installing, integrating with, subscribing to, or otherwise using any portion of the Services, you acknowledge that you have read, understood, and agree to comply with these Terms.

If you do not agree to these Terms, you must not access or use the Services.

Where you access or use the Services on behalf of a company, bank, credit provider, microfinance institution, SACCO, cooperative society, charitable organisation, governmental agency or any other legal entity, you represent and warrant that you possess legal authority to bind such entity to these Terms.

1. DEFINITIONS

For purposes of these Terms:

Account

Means a registered profile enabling access to part or all of the Services.

Administrator

Means an authorised user responsible for managing institutional settings, permissions, users, branches, workflows, products, and operational configurations.

Affiliate

Means any entity controlling, controlled by, or under common control with a party.

Applicable Law

Means all laws, regulations, directives, regulatory guidance, industry requirements, supervisory rules, governmental orders, and legally binding obligations applicable to the Services.

Authorized User

Means any employee, contractor, officer, representative, consultant, or approved individual permitted to access an institutional account.

Customer Data

Means all information submitted, uploaded, generated, processed, transmitted, stored, or maintained through the Platform.

Financial Data

Means financial records, transactions, accounting information, repayment schedules, loan data, customer balances, collateral records, collection records, and related operational information.

Services

Means all products, technologies, APIs, software, applications, websites, portals, integrations, documentation, analytics, and support services made available by BiiTrust.

Institution

Means a licensed or unlicensed financial organization, lending company, microfinance institution, SACCO, bank, cooperative, NGO, or other organization using the Platform.

User

Means any individual accessing or using the Services.

1. ELIGIBILITY

You may use the Services only if:

You are at least eighteen (18) years old; You possess the legal capacity to enter into binding agreements; You are authorised to access the Services; Your use of the Services complies with all applicable laws; You are not subject to trade sanctions, financial restrictions, or export control prohibitions.

The Company reserves the right to deny registration, suspend access, restrict functionality, or terminate accounts where eligibility requirements are not met.

1. ACCOUNT REGISTRATION

To use certain Services, you may be required to create an account.

You agree that registration information shall:

Be truthful; Be complete; Be accurate; Be kept up to date; Not contain misleading information.

You are responsible for:

Maintaining password confidentiality; Safeguarding authentication credentials; Managing device access; Ensuring account security.

You shall immediately notify us of:

Suspected account compromise; Unauthorized access; Security incidents; Credential theft.

The Company shall not be liable for losses resulting from your failure to adequately protect account credentials.

1. ORGANIZATIONAL ACCOUNTS

Where Services are used by an Institution:

The Institution shall be deemed the primary account holder; Administrators may grant or revoke access rights; Administrators may review organisational activity logs; Administrators may reset passwords and modify permissions; Users acknowledge that account access is controlled by the Institution.

The Company shall not be responsible for employment disputes, internal administrative disagreements, or disputes regarding authority within an Institution.

1. DESCRIPTION OF SERVICES

The Services may include:

Customer onboarding; Client registration; Identity verification; KYC processing; AML support processes; Loan application processing; Loan underwriting workflows; Approval management; Collections management; Branch management; Teller operations; Cash management; Mobile money integration; Payment processing integrations; Accounting systems; Financial reporting; Portfolio analytics; Risk assessment tools; Notifications; Workflow automation; API integrations; Regulatory reporting support.

Features may vary between subscription plans, licensing arrangements, jurisdictions, and service tiers.

The Company reserves the right to modify, suspend, discontinue, upgrade, replace, or remove any Service at any time.

1. TECHNOLOGY PLATFORM DISCLAIMER

BiiTrust is a technology platform.

Unless expressly stated otherwise in a separate written agreement, BiiTrust:

Is not a bank; Is not a deposit-taking institution; Is not a credit bureau; Is not an insurance provider; Is not a registered investment advisor; Is not a law firm; Is not an accounting firm.

The Platform does not replace professional legal, accounting, compliance, tax, auditing, or financial advice.

Risk assessments, warnings, alerts, scoring models, analytics, forecasts, collections recommendations, fraud flags, and other outputs generated by the Platform are provided solely as informational tools.

All business decisions remain the sole responsibility of the Institution and its users.

1. REGULATORY COMPLIANCE

Users remain solely responsible for complying with all applicable regulatory requirements.

Use of the Platform does not guarantee compliance with:

Banking regulations; AML regulations; Consumer protection laws; Data protection laws; Lending regulations; Financial reporting requirements; Tax laws; Industry standards.

The Company may implement tools supporting compliance obligations; however, responsibility for compliance remains entirely with the Institution.

1. KYC AND AML OBLIGATIONS

Where the Services support Know Your Customer (KYC), Anti-Money Laundering (AML), Counter-Terrorism Financing (CTF), sanctions screening, fraud prevention, or enhanced due diligence processes:

The Institution warrants that:

Information collected is lawful; Required consent is obtained; Data is accurate and current; Customers are informed of processing activities where required by law.

The Company may cooperate with:

Regulators; Courts; Law enforcement agencies; Government authorities; Financial intelligence units;

when legally required.

Nothing in these Terms shall prevent compliance with legal reporting obligations.

1. PROHIBITED ACTIVITIES

Users shall not:

Engage in money laundering; Support terrorist financing; Conduct fraud schemes; Commit identity theft; Upload malware; Attempt unauthorized access; Interfere with platform operations; Circumvent security controls; Reverse engineer the Services; Scrape data; Harvest customer information without authorization; Abuse APIs; Create fake accounts; Submit forged documentation; Violate sanctions restrictions; Use automated systems intended to overload infrastructure.

The Company reserves the right to immediately suspend accounts suspected of violating this section.

1. USER DATA AND DATA OWNERSHIP

Except as otherwise provided in these Terms, the Institution retains ownership of Customer Data submitted to the Platform.

The Institution grants the Company a worldwide, limited, non-exclusive license to:

Host; Store; Copy; Transmit; Format; Backup; Process;

Customer Data solely for purposes of providing the Services.

The Company does not claim ownership of Customer Data.

1. INTELLECTUAL PROPERTY RIGHTS

The Services, including all software, source code, designs, architecture, workflows, interfaces, trademarks, databases, documentation, reports, analytics frameworks, and technology are owned by or licensed to the Company.

All intellectual property rights remain exclusively vested in the Company or its licensors.

No transfer of intellectual property ownership occurs under these Terms.

Users may not:

Copy; Sell; Distribute; Modify; Republish; Reverse engineer; Create derivative works from;

the Services without prior written authorization.

13. LICENSE GRANT

Subject to compliance with these Terms and payment of all applicable fees, the Company grants you a limited, non-exclusive, non-transferable, non-sublicensable, revocable licence to access and use the Services solely for your internal business purposes.

This licence does not grant any right to:

  • Access source code;
  • Modify software components;
  • Create competing products;
  • Republish any part of the Services;
  • Commercially exploit the Services beyond authorised use;
  • Sell, lease, sublicense, distribute, or transfer the Services to third parties.

All rights not expressly granted are reserved by the Company.

The Company may revoke this licence immediately upon any violation of these Terms.

14. API ACCESS AND INTEGRATIONS

The Company may provide APIs, webhooks, software development kits (SDKs), connectors, integrations, and related developer services.

When using APIs, you agree:

  • To comply with published API documentation;
  • To implement appropriate security controls;
  • Not to exceed rate limits;
  • Not to attempt unauthorised access;
  • Not to use APIs in a manner that degrades platform performance.

API credentials must remain confidential.

The Company may suspend or revoke API access at any time where misuse, abuse, excessive traffic, security concerns, or violations of these Terms are identified.

The Company is not responsible for losses caused by third-party integrations developed or maintained by parties other than the Company.

15. CONFIDENTIALITY

Each party acknowledges that it may obtain confidential information belonging to the other party.

Confidential information includes:

  • Business plans;
  • Financial information;
  • Source code;
  • Security procedures;
  • Product roadmaps;
  • Customer lists;
  • Non-public technical information;
  • Pricing information;
  • Proprietary methodologies.

Each party agrees to:

  • Protect confidential information with reasonable care;
  • Use confidential information solely for authorised purposes;
  • Restrict disclosure to authorised personnel;
  • Prevent unauthorised access.

Confidentiality obligations shall continue for a period of five (5) years after termination of the relationship, except where applicable law requires a longer period.

Information shall not be considered confidential where it:

  • Becomes publicly available without breach;
  • Was lawfully known before disclosure;
  • Is independently developed;
  • Must be disclosed pursuant to legal requirements.

16. DATA PROTECTION AND PRIVACY

The Company shall process personal information in accordance with applicable data protection laws and the Privacy Policy.

The Company may process:

  • Account information;
  • Contact information;
  • Identification records;
  • Financial records;
  • System logs;
  • Usage data;
  • Security monitoring information.

Such information may be processed for purposes including:

  • Service delivery;
  • Security monitoring;
  • Customer support;
  • Fraud prevention;
  • Compliance obligations;
  • Product improvement.

Where required by law, users shall obtain all necessary consents from data subjects before uploading personal information to the Platform.

The Institution represents and warrants that it possesses lawful grounds for processing personal information entered into the Platform.

Nothing in these Terms transfers regulatory responsibility for compliance from the Institution to the Company.

17. DATA STORAGE AND BACKUPS

The Company may maintain backup systems designed to improve system resilience and disaster recovery capabilities.

Users acknowledge that:

  • Backups may not be immediately available;
  • No backup system can guarantee prevention of data loss;
  • Recovery objectives depend on circumstances and technical limitations.

Users remain responsible for maintaining independent copies of critical business records.

The Company shall not be liable for losses arising from failure to maintain separate backups.

18. SECURITY

The Company implements administrative, technical, and organisational safeguards intended to protect systems and stored information.

Security measures may include:

  • Encryption in transit;
  • Encryption at rest;
  • Access controls;
  • Audit logging;
  • Security monitoring;
  • Intrusion detection;
  • Vulnerability assessments;
  • Multi-factor authentication.

Despite these measures, no system can be guaranteed completely secure.

Users acknowledge the inherent risks associated with internet-based services and electronic information systems.

The Company does not warrant that security incidents will never occur.

19. SERVICE AVAILABILITY

The Company shall use commercially reasonable efforts to maintain service availability.

However, services may be interrupted due to:

  • Scheduled maintenance;
  • Emergency maintenance;
  • Infrastructure failures;
  • Telecommunications failures;
  • Cybersecurity incidents;
  • Force majeure events;
  • Third-party outages.

The Company does not guarantee uninterrupted or error-free operation.

Temporary suspension of services may occur where necessary for:

  • Security concerns;
  • Platform improvements;
  • Regulatory requirements;
  • Risk mitigation activities.

20. THIRD-PARTY SERVICES

The Services may interact with third-party systems including:

  • Banks;
  • Mobile money providers;
  • Payment processors;
  • SMS providers;
  • Email delivery providers;
  • Identity verification providers;
  • Credit reference agencies;
  • Government systems.

The Company does not own or control third-party services.

The Company makes no representations regarding:

  • Availability;
  • Accuracy;
  • Performance;
  • Reliability;
  • Security.

The Company shall not be liable for failures caused by third-party providers.

Third-party services remain subject to their own terms and conditions.

21. SUBSCRIPTIONS AND FEES

Certain Services may require payment of subscription fees.

Subscription plans may include:

  • Monthly subscriptions;
  • Annual subscriptions;
  • Transaction-based pricing;
  • Enterprise licensing;
  • Custom enterprise agreements.

Fees shall be specified through:

  • Service agreements;
  • Pricing schedules;
  • Subscription portals;
  • Commercial proposals.

Unless otherwise stated:

  • Fees are non-refundable;
  • Fees are exclusive of applicable taxes;
  • Payments must be made in the prescribed currency.

Failure to pay fees may result in:

  • Account suspension;
  • Service restrictions;
  • Termination of access.

22. TAXES

Users are responsible for all taxes associated with use of the Services, including:

  • VAT;
  • GST;
  • Sales taxes;
  • Withholding taxes;
  • Regulatory levies.

Where deductions are required by law, the paying party shall provide evidence of such deductions.

23. ELECTRONIC COMMUNICATIONS

By using the Services, you consent to receive electronic communications relating to:

  • Service notifications;
  • Billing;
  • Security alerts;
  • Legal notices;
  • Product updates.

Electronic communications satisfy legal requirements for written communications where permitted by law.

24. MONITORING AND AUDIT LOGS

The Platform may generate activity logs for operational, security, compliance, investigation, and audit purposes.

Such logs may include:

  • Login events;
  • Authentication failures;
  • User actions;
  • Record modifications;
  • Administrative activities.

The Company may review logs where necessary to:

  • Protect system security;
  • Investigate abuse;
  • Comply with legal obligations;
  • Resolve technical issues.

Users acknowledge that activity conducted within the Platform may be logged and retained.

25. SUSPENSION OF SERVICES

The Company may suspend access immediately where it reasonably believes:

  • Security risks exist;
  • Fraud may be occurring;
  • Legal violations have occurred;
  • Regulatory obligations require action;
  • Payments remain overdue;
  • Misuse threatens the platform.

Suspension may occur without prior notice where immediate action is necessary.

The Company shall not be liable for losses arising from lawful or reasonable suspensions.

26. TERMINATION

Either party may terminate access in accordance with applicable agreements.

The Company may terminate access immediately if:

  • These Terms are breached;
  • Fraud is suspected;
  • Illegal conduct is identified;
  • Security threats arise;
  • Regulatory directives require termination.

Upon termination:

  • Access rights shall cease;
  • Licences granted under these Terms shall end;
  • Certain data may be retained as required by law;
  • Outstanding fees shall become immediately payable.

Termination shall not affect accrued rights or obligations.

27. WARRANTIES DISCLAIMER

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE SERVICES ARE PROVIDED ON AN "AS IS", "AS AVAILABLE", AND "WITH ALL FAULTS" BASIS.

THE COMPANY DISCLAIMS ALL WARRANTIES, INCLUDING:

  • MERCHANTABILITY;
  • FITNESS FOR A PARTICULAR PURPOSE;
  • NON-INFRINGEMENT;
  • CONTINUOUS AVAILABILITY;
  • ACCURACY;
  • RELIABILITY;
  • SECURITY.

THE COMPANY DOES NOT GUARANTEE:

  • ERROR-FREE OPERATION;
  • UNINTERRUPTED ACCESS;
  • REGULATORY COMPLIANCE;
  • DATA ACCURACY;
  • PARTICULAR BUSINESS RESULTS.

USERS ASSUME FULL RESPONSIBILITY FOR THEIR USE OF THE SERVICES.

28. LIMITATION OF LIABILITY

TO THE MAXIMUM EXTENT PERMITTED BY LAW, THE COMPANY SHALL NOT BE LIABLE FOR:

  • INDIRECT DAMAGES;
  • INCIDENTAL DAMAGES;
  • SPECIAL DAMAGES;
  • CONSEQUENTIAL DAMAGES;
  • LOSS OF REVENUE;
  • LOSS OF PROFITS;
  • LOSS OF GOODWILL;
  • LOSS OF BUSINESS OPPORTUNITIES;
  • DATA LOSS;
  • REPUTATIONAL DAMAGE;
  • BUSINESS INTERRUPTION.

WHETHER ARISING IN CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY OR OTHERWISE.

IN NO EVENT SHALL THE COMPANY'S TOTAL AGGREGATE LIABILITY EXCEED:

THE TOTAL FEES PAID TO THE COMPANY DURING THE TWELVE (12) MONTHS PRECEDING THE EVENT GIVING RISE TO THE CLAIM OR .............., WHICHEVER IS LESS.

SOME JURISDICTIONS MAY NOT ALLOW CERTAIN LIMITATIONS; IN SUCH CASES THE ABOVE LIMITATIONS SHALL APPLY TO THE MAXIMUM EXTENT PERMITTED BY LAW.

29. INDEMNIFICATION

You agree to defend, indemnify and hold harmless the Company, its directors, officers, employees, affiliates, licensors, contractors and agents against any claims, liabilities, damages, losses, costs and expenses arising from:

  • Your use of the Services;
  • Violation of these Terms;
  • Violation of law;
  • Breach of regulatory obligations;
  • Infringement of third-party rights;
  • Fraudulent conduct;
  • Data entered by you or your users.

This obligation shall survive termination.

30. FORCE MAJEURE

The Company shall not be liable for any delay, interruption or failure resulting from circumstances beyond reasonable control, including:

  • Natural disasters;
  • Floods;
  • Earthquakes;
  • Epidemics;
  • Pandemics;
  • Terrorism;
  • Armed conflict;
  • Civil unrest;
  • Government actions;
  • Power outages;
  • Telecommunications failures;
  • Internet disruptions;
  • Cybersecurity incidents.

Performance shall be suspended for the duration of such events.

31. EXPORT CONTROL AND SANCTIONS

Users shall comply with applicable export control, sanctions, embargo and trade restriction laws.

The Services may not be used:

  • In prohibited jurisdictions;
  • By sanctioned persons;
  • For prohibited activities.

The Company may terminate access where sanctions risks are identified.

32. GOVERNING LAW

These Terms shall be governed by and interpreted under the laws of:

..............

without regard to conflict of law principles.

33. DISPUTE RESOLUTION

Before commencing formal proceedings, parties shall attempt in good faith to resolve disputes through negotiation.

Where unresolved:

1. Senior management negotiations; 2. Mediation; 3. Binding arbitration; 4. Courts of competent jurisdiction where arbitration is unavailable.

The prevailing party may recover reasonable legal fees where permitted by law.

34. CHANGES TO TERMS

The Company may modify these Terms from time to time.

Updated Terms become effective upon publication or notification.

Continued use of the Services after publication constitutes acceptance of the revised Terms.

Users who disagree with revised Terms must discontinue use of the Services.

35. ASSIGNMENT

Users may not assign rights or obligations under these Terms without prior written consent.

The Company may assign these Terms:

  • As part of restructuring;
  • During mergers;
  • During acquisitions;
  • During corporate reorganisations;
  • During transfers of business operations.

36. SEVERABILITY

If any provision of these Terms is held invalid or unenforceable, the remaining provisions shall continue in full force and effect.

Invalid provisions shall be interpreted to most closely reflect the original intent.

37. NO WAIVER

Failure to enforce any provision shall not constitute waiver of that provision or any other right.

38. ENTIRE AGREEMENT

These Terms, together with:

  • Privacy Policy;
  • Cookie Policy;
  • Acceptable Use Policy;
  • Service Agreements;
  • Data Processing Agreements;
  • Enterprise Order Forms;

constitute the entire agreement between the parties regarding the Services.

All prior understandings, representations and agreements are superseded.

39. CONTACT INFORMATION

Legal Notices ..............

Registered Address ..............

Email ..............

Telephone ..............

Data Protection Officer ..............

Support Contact ..............

Website ..............