Terms and Conditions
Terms and Conditions
LAST UPDATED: 2023 By using the Cladfy Analyzer (“Service”), you are agreeing to be bound by the following terms and conditions (“Terms of Service”). Cladfy Financial Services Ltd (“Company”) reserves the right to update and change these Terms of Service without notice. Violation of any of the terms below may result in the termination of your account.
1. ACCOUNT TERMS
- Passwords You are responsible for maintaining the security of your account and password. The Company cannot and will not be liable for any loss or damage from your failure to comply with this security obligation.
- Content- You are responsible for all content posted and activity that occurs under your account (even when content is posted by others who have their own logins under your account).
- IP assets- You may not use the Service for any illegal purpose or to violate any laws in your jurisdiction (including but not limited to copyright laws).
- Identity- You must provide your legal full name, a valid email address, and any other information requested in order to complete the signup process.
- Account Access- Admin Users can create separate logins for as many people as they’d like. The account owner will receive an update via email for the same.
- Personas- You must be a human. Accounts registered by “bots” or other automated methods are not permitted.
TERMS, CONDITIONS, SERVICES AND SUPPORT Subject to the terms of this Agreement, Company will use commercially reasonable efforts to provide Customer the Services on our website/mobile application. As part of the registration process, Customer will identify an administrative username and password for Customer’s Company account. Company reserves the right to refuse registration of, or cancel passwords it deems inappropriate. Subject to the terms hereof, Company will provide Customer with reasonable technical support services.
2. RESTRICTIONS AND RESPONSIBILITIES
Customer will not, directly or indirectly: reverse engineer, decompile, disassemble or otherwise attempt to discover the source code, object code or underlying structure, ideas, know-how or algorithms relevant to the Services or any software, documentation or data related to the Services (“Software”); modify, translate, or create derivative works based on the Services or any Software (except to the extent expressly permitted by Company or authorized within the Services); use the Services or any Software for timesharing or service bureau purposes or otherwise for the benefit of a third; or remove any proprietary notices or labels. With respect to any Software that is distributed or provided to Customer for use on Customer premises or devices, Company hereby grants Customer a non-exclusive, non-transferable, non-sublicensable license to use such Software during the Term/instances only in connection with the Services.
Further, Customer may not remove or export from the Republic of Kenya or allow the export or re- export of the Services, Software or anything related thereto, or any direct product thereof in violation of any restrictions, laws or regulations of the Republic of Kenya, its government ministries, or any other Kenyan or foreign agency or authority. The Software and documentation are “commercial items” and are deemed to be “commercial computer software” and “commercial computer software documentation.” Any use modification, reproduction, release, performance, display, or disclosure of such commercial software or commercial software documentation by the Kenyan Government will be governed solely by the terms of this Agreement and will be prohibited except to the extent expressly permitted by the terms of this Agreement
Customer represents, covenants, and warrants that Customer will use the Services only in compliance with Company’s standard published policies then in effect (the “Policy”) and all applicable laws and regulations. [Customer hereby agrees to indemnify and hold harmless Company against any damages, losses, liabilities, settlements and expenses (including without limitation costs and attorneys’ fees) in connection with any claim or action that arises from an alleged violation of the foregoing or otherwise from Customer’s use of Services. Although Company has no obligation to monitor Customer’s use of the Services, Company may do so and may prohibit any use of the Services it believes may be (or alleged to be) in violation of the foregoing.
Customer shall be responsible for obtaining and maintaining any equipment and ancillary services needed to connect to, access or otherwise use the Services, including, without limitation, modems, hardware, servers, software, operating systems, networking, web servers and the like (collectively, “Equipment”).
Customer shall also be responsible for maintaining the security of the Equipment, Customer account, passwords (including but not limited to administrative and user passwords) and files, and for all uses of Customer account or the Equipment with or without Customer’s knowledge or consent.
3. CONFIDENTIALITY; PROPRIETARY RIGHTS
Each party (the “Receiving Party”) understands that the other party (the “Disclosing Party”) has disclosed or may disclose business, technical or financial information relating to the Disclosing Party’s business (hereinafter referred to as “Proprietary Information” of the Disclosing Party). Proprietary Information of Company includes non-public information regarding features, functionality and performance of the Service. Proprietary Information of Customer includes non-public data provided by Customer to Company to enable the provision of the Services (“Customer Data”). The Receiving Party agrees:
- (i) to take reasonable precautions to protect such Proprietary Information, and
- (ii) not to use (except in performance of the Services or as otherwise permitted herein) or divulge to any third person any such Proprietary Information. The Disclosing Party agrees that the foregoing shall not apply with respect to any information after five (5) years following the disclosure thereof or any information that the Receiving Party can document
- (a) is or becomes generally available to the public, or
- (b) was in its possession or known by it prior to receipt from the Disclosing Party, or
- (c) was rightfully disclosed to it without restriction by a third party, or
- (d) was independently developed without use of any Proprietary Information of the Disclosing Party or
- (e) is required to be disclosed by law.
Customer shall own all right, title and interest in and to the Customer Data, as well as any data that is based on or derived from the Customer Data and provided to Customer as part of the Services. Company shall own and retain all right, title and interest in and to
- (a) the Services and Software, all improvements, enhancements or modifications thereto,
- (b) any software, applications, inventions or other technology developed in connection with Implementation Services or support, and
- (c) all intellectual property rights related to any of the foregoing. [Notwithstanding anything to the contrary, Company shall have the right collect and analyze data and other information relating to the provision, use and performance of various aspects of the Services and related systems and technologies (including, without limitation, information concerning Customer Data and data derived therefrom), and Company will be free (during and after the term hereof) to
- (i) use such information and data to improve and enhance the Services and for other development, diagnostic and corrective purposes in connection with the Services and other Company offerings, and
- (ii) disclose such data solely in aggregate or other de-identified form in connection with its business. No rights or licenses are granted except as expressly set forth herein.
Cladfy protects the Personal Information it collects with reasonable and appropriate physical, electronic, and procedural safeguards. We use the following security measures to protect personal information from loss, misuse, and unauthorized access, disclosure, alteration, or destruction:
- Encryption: We encrypt all personal data at rest and in transit using industry-standard encryption algorithms.
- Access controls: We restrict access to personal data to authorized employees and contractors on a need-to-know basis.
- Firewalls and intrusion detection systems: We use firewalls and intrusion detection systems to protect our networks from unauthorized access.
- Security incident response plan: We have a security incident response plan in place to quickly and effectively respond to any security incidents that may occur.
Please note that no data security measures can be guaranteed to be completely effective. Consequently, we cannot ensure or warrant the security of any personal information or other information. You transmit information to us at your own risk.
5. DATA SUBJECT ACCESS RIGHTS
Cladfy respects the data subject access rights of its users. Users can request to access, correct, or delete their personal data by contacting Cladfy customer support. Cladfy will respond to all requests within a reasonable timeframe. If a user requests to access their personal data, Cladfy will provide the user with a copy of their personal data in a clear and concise format. If a user requests to have their personal data corrected, Cladfy will take all reasonable steps to do so.
6. DATA RETENTION AND DELETION
If Customer wishes to permanently delete their account and or personal data erasure, Customer must contact Company via electronic mail using firstname.lastname@example.org. Customer must include their full name, contact information, and account details in the request. The company will process the Customer’s request within 30 days. During this time, the Customer will have access to all their Data for electronic retrieval. Customer can download their data. However, Cladfy may not be able to delete all of a user's personal data if it is necessary for Cladfy to retain the personal data in order to comply with its legal obligations. For example, Cladfy may need to retain personal data for tax or accounting purposes.
7. PAYMENT OF FEES
Customer will pay Company the then applicable fees described in the payment process for the Services and Implementation Services in accordance with the terms therein (the “Fees”). If Customer’s use of the Services exceeds the Service Capacity set forth on the Payment process/Order Form or otherwise requires the payment of additional fees (per the terms of this Agreement), Customer shall be billed for such usage and Customer agrees to pay the additional fees in the manner provided herein. Company reserves the right to change the Fees or applicable charges and to institute new charges and Fees without notice to Customer. If Customer believes that Company has billed Customer incorrectly, Customer must contact Company no later than 30 days after the purchase date in which the error or problem appeared, in order to receive a credit. Customer understands that no refunds shall be made. Inquiries should be directed to Company’s customer support department. Customer shall be responsible for all taxes associated with Services other than Kenyan taxes based on Company’s net income.
8. TERM AND TERMINATION
If Customer wishes to permanently delete their account and or personal data erasure, Customer must contact Company via electronic mail using email@example.com. Customer must include their full name, contact information, and account details in the request. The company will process the Customer’s request within 30 days. During this time, the Customer will have access to all their Data for electronic retrieval. Customer can download their data. All sections of this Agreement which by their nature should survive termination will survive termination, including, without limitation, accrued rights to payment, confidentiality obligations, warranty disclaimers, and limitations of liability.
9. WARRANTY AND DISCLAIMER
Company shall use reasonable efforts consistent with prevailing industry standards to maintain the Services in a manner which minimizes errors and interruptions in the Services and shall perform the Implementation Services in a professional and workmanlike manner. Services may be temporarily unavailable for scheduled maintenance or for unscheduled emergency maintenance, either by Company or by third-party providers, or because of other causes beyond Company’s reasonable control, but Company shall use reasonable efforts to provide advance notice in writing or by e-mail of any scheduled service disruption. HOWEVER, COMPANY DOES NOT WARRANT THAT THE SERVICES WILL BE UNINTERRUPTED OR ERROR FREE; NOR DOES IT MAKE ANY WARRANTY AS TO THE RESULTS THAT MAY BE OBTAINED FROM USE OF THE SERVICES. EXCEPT AS EXPRESSLY SET FORTH IN THIS SECTION, THE SERVICES AND IMPLEMENTATION SERVICES ARE PROVIDED “AS IS” AND COMPANY DISCLAIMS ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING, BUT NOT LIMITED TO, IMPLIED WARRANTIES OF MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE AND NON-INFRINGEMENT.
10. LIMITATION OF LIABILITY
NOTWITHSTANDING ANYTHING TO THE CONTRARY, EXCEPT FOR BODILY INJURY OF A PERSON, COMPANY AND ITS SUPPLIERS (INCLUDING BUT NOT LIMITED TO ALL EQUIPMENT AND TECHNOLOGY SUPPLIERS), OFFICERS, AFFILIATES, REPRESENTATIVES, CONTRACTORS AND EMPLOYEES SHALL NOT BE RESPONSIBLE OR LIABLE WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT OR TERMS AND CONDITIONS RELATED THERETO UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY: (A) FOR ERROR OR INTERRUPTION OF USE OR FOR LOSS OR INACCURACY OR CORRUPTION OF DATA OR COST OF PROCUREMENT OF SUBSTITUTE GOODS, SERVICES OR TECHNOLOGY OR LOSS OF BUSINESS; (B) FOR ANY INDIRECT, EXEMPLARY, INCIDENTAL, SPECIAL OR CONSEQUENTIAL DAMAGES; (C) FOR ANY MATTER BEYOND COMPANY’S REASONABLE CONTROL; OR (D) FOR ANY AMOUNTS THAT, TOGETHER WITH AMOUNTS ASSOCIATED WITH ALL OTHER CLAIMS, EXCEED THE FEES PAID BY CUSTOMER TO COMPANY FOR THE SERVICES UNDER THIS AGREEMENT IN THE 12 MONTHS PRIOR TO THE ACT THAT GAVE RISE TO THE LIABILITY, IN EACH CASE, WHETHER OR NOT COMPANY HAS BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.
11. SUPPORT TERMS
Company will provide Technical Support to Customer via both telephone and electronic mail on weekdays during the hours of 8:30 am through 5:30 pm East African Time, with the exclusion of National Public Holidays (“Support Hours”). Customer may initiate a helpdesk ticket during Support Hours by calling  or any time by emailing [firstname.lastname@example.org] Company will use commercially reasonable efforts to respond to all Helpdesk tickets within one (1) business day.
If any provision of this Agreement is found to be unenforceable or invalid, that provision will be limited or eliminated to the minimum extent necessary so that this Agreement will otherwise remain in full force and effect and enforceable. This Agreement is not assignable, transferable or sublicensable by Customer except with Company’s prior written consent. Company may transfer and assign any of its rights and obligations under this Agreement without consent. This Agreement is the complete and exclusive statement of the mutual understanding of the parties and supersedes and cancels all previous written and oral agreements, communications and other understandings relating to the subject matter of this Agreement, and that all waivers and modifications must be in a writing signed by both parties, except as otherwise provided herein. No agency, partnership, joint venture, or employment is created as a result of this Agreement and Customer does not have any authority of any kind to bind Company in any respect whatsoever. In any action or proceeding to enforce rights under this Agreement, the prevailing party will be entitled to recover costs and attorneys’ fees. All notices under this Agreement will be in writing and will be deemed to have been duly given when received, if personally delivered; when receipt is electronically confirmed, if transmitted by facsimile or e-mail; the day after it is sent, if sent for next day delivery by recognized overnight delivery service; and upon receipt, if sent by certified or registered mail, return receipt requested. This Agreement shall be governed by the laws of the Republic of Kenya without regard to its conflict of laws provisions.