Terms of Service

These Terms of Service constitute a legally binding agreement between QUANTEDGE LIMITED, a company incorporated under the Companies Act (Cap 486) of Kenya, and you, the individual or legal entity accessing or using our software platforms, APIs, or services ("Client", "you"). By creating an account, accessing our platform at quantedgeltd.com, or executing an Order Form, you confirm that you have read, understood, and agree to be bound by these Terms and our Privacy Policy.

QUANTEDGE LIMITED offers the following software-as-a-service (SaaS) products: • Point of Sale (POS) systems for retail and hospitality environments • Enterprise Resource Planning (ERP) platforms • E-Commerce infrastructure and storefronts • Blockchain infrastructure and smart contract tooling • Artificial Intelligence and analytics modules • API integrations and developer tooling The specific modules, features, and usage limits applicable to your subscription are defined in the relevant Order Form or subscription plan selected at sign-up.

To access our services you must: • Be at least eighteen (18) years of age or the legal age of majority in your jurisdiction. • Be duly authorised to bind the business entity on whose behalf you register. • Provide accurate, current, and complete registration information. • Maintain the confidentiality of your login credentials. You are solely responsible for all activity conducted under your account. Notify us immediately at [email protected] if you suspect unauthorised access.

4.1 Fees are as set out in the applicable Order Form or pricing page and are denominated in Kenya Shillings (KES) unless otherwise agreed. 4.2 Invoices are issued monthly or annually in advance. Payment is due within seven (7) days of invoice date. 4.3 We accept M-Pesa, bank transfer, and major debit/credit cards. Late payments attract interest at the Central Bank of Kenya base rate plus 2% per month. 4.4 All fees are exclusive of Value Added Tax (VAT) at the applicable Kenyan rate. VAT will be added to invoices where applicable under the VAT Act, 2013. 4.5 We reserve the right to suspend access to services after fifteen (15) days of non-payment following written notice.

5.1 All software, algorithms, designs, trademarks, documentation, and content made available through our platforms are the exclusive intellectual property of QUANTEDGE LIMITED, protected under the Kenya Copyright Act (Cap 130) and applicable international treaties. 5.2 We grant you a limited, non-exclusive, non-transferable, revocable licence to access and use our platforms solely for your internal business purposes during the subscription term. 5.3 You may not copy, modify, distribute, sell, sublicense, reverse-engineer, or create derivative works from any part of our software without our prior written consent. 5.4 Any feedback, suggestions, or improvements you provide to us may be used freely by QUANTEDGE LIMITED without obligation to you.

6.1 You retain full ownership of all data you input into our platforms ("Client Data"). 6.2 You grant QUANTEDGE LIMITED a limited licence to process Client Data solely to deliver and improve the contracted services. 6.3 You are solely responsible for ensuring that your use of our platforms, and the data you process therein, complies with all applicable laws, including the Kenya Data Protection Act, 2019. 6.4 You must not upload or transmit unlawful, defamatory, infringing, or malicious content through our systems.

You agree not to use our services to: • Violate any Kenyan law or regulation, including the Computer Misuse and Cybercrimes Act, 2018. • Circumvent, disable, or interfere with security features of our platforms. • Conduct fraudulent transactions or money laundering activities. • Transmit spam, malware, or unauthorised advertising. • Attempt to gain unauthorised access to other clients' data or systems. Violation of this clause may result in immediate suspension or termination without refund and may be reported to relevant Kenyan authorities.

8.1 We target a monthly platform uptime of 99.5%, excluding scheduled maintenance windows communicated at least forty-eight (48) hours in advance. 8.2 Technical support is available via email at [email protected] and through our in-platform helpdesk during business hours (Monday–Saturday, 08:00–18:00 EAT). 8.3 Enterprise clients with a signed SLA addendum may be entitled to enhanced response times and dedicated support channels as defined therein.

To the maximum extent permitted under Kenyan law: 9.1 Our total aggregate liability to you for any claim arising under or in connection with these Terms shall not exceed the total fees paid by you to Quantedge in the three (3) months immediately preceding the claim. 9.2 We shall not be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profit, loss of data, or business interruption, even if advised of the possibility of such loss.

10.1 These Terms remain in effect for the duration of your active subscription. 10.2 Either party may terminate for convenience with thirty (30) days written notice. You will retain access until the end of the current billing period. No refunds are issued for unused prepaid periods unless otherwise agreed. 10.3 We may terminate immediately, without notice, for material breach of these Terms, including non-payment, misuse, or fraudulent activity. 10.4 Upon termination, you may request an export of your Client Data within fourteen (14) days. After this period, we may delete your data in accordance with our data retention schedule.

These Terms are governed by the laws of the Republic of Kenya. Any dispute arising from or in connection with these Terms shall first be referred to mediation under the Nairobi Centre for International Arbitration (NCIA) Mediation Rules. If mediation fails within sixty (60) days, disputes shall be resolved by binding arbitration administered by the NCIA under its Arbitration Rules. The seat of arbitration shall be Nairobi, Kenya. The language of proceedings shall be English.

We may amend these Terms from time to time. We will provide at least fourteen (14) days' notice of material changes via email or in-platform notification. Your continued use of our services after the effective date of any amendment constitutes acceptance. If you do not agree to the amended Terms, you may terminate your subscription before the effective date.

QUANTEDGE LIMITED Legal & Compliance Email: [email protected] Website: quantedgeltd.com