Ndovu Terms and Conditions
Last updated: 29th March 2021
You acknowledge that the Platform is a web service that allows You to avail the services directly from the Company and Waanzilishi Capital Limited (“Waanzilishi”) including their products and services and facilitate communication with them for such services, unit trust/ETF and general investment-related information. The Company hereby grants You, a limited, non-exclusive, non-transferable, royalty free license to use the Platform for the purposes of availing the services from Waanzilishi, collectively hereinafter referred to as (the “Platform Services”).
Waanzilishi Capital’s services:
- Use of the Platform for facilitating subscription and redemption of unit trusts and Exchange Traded Funds (“ETFs”), by transmitting money and instructions to the relevant fund management company (“FMCs”), as per Your instructions;
- Maintain a record of Your personal information and financial transactions in a secure and confidential manner;
- Promptly and efficiently respond to your queries relating to Your Account.
Waanzilishi is a Capital Markets Authority – Kenya licensed investment advisor. It is hereby clarified that the Company is not rendering the services of collective investment schemes or stockbrokers, and it is merely providing a platform to its users to facilitate the transaction of investment in unit trusts and ETFs. If You buy a regular unit trust on the Platform, Waanzilishi receives commissions from FMCs, details of which have been provided on the Platform. Please note that Waanzilishi only facilitates the sale of unit trusts/ETFs through the Platform and will not be liable in any manner with respect to the units allotted to You by the AMC.
As part of the Platform Services provided to You, after availing such services, You agree to provide honest feedback/review about the concerned Platform Service, if required by the Company, Waanzilishi. In case of any dissatisfaction with the Platform Services, You shall first file a formal complaint with the customer service of the Company and/or Waanzilishi, as may be applicable, prior to pursuing any other recourse. The complaints can be lodged at firstname.lastname@example.org and upon lodging a complaint You agree to provide complete support to the customer service team with such reasonable information as may be sought by them from You. The decision of the Company and/ or Waanzilishi, as may be applicable, on the complaints shall be final and You agree to be bound by the same.
Use of the Platform
- in accordance with any applicable law, regulation or generally accepted practices or guidelines.
You agree that You shall not copy, reproduce, sell, redistribute, publish, enter into a database, display, perform, modify, alter, transmit, license, create derivatives from, transfer or in any way exploit any part of any information, content, materials, services available from or through the Platform, except that You may download the Platform for Your own personal, internal use and non-commercial use.
You agree that You will not use the Platform in any manner or engage in any activity that may damage, disable or impair or adversely affect the use of the Platform or interfere with any other users’ use, legal rights, or enjoyment of the Platform. Further, You agree not to remove any text, copyright or other proprietary notices contained in the content downloaded from the Platform.
Further, You undertake not to:
- defame, abuse, harass, threaten or otherwise violate the legal rights of others;
- publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material or information;
- copy, republish, post, display, translate, transmit, reproduce or distribute any content on the Platform through any medium without obtaining the necessary authorization from the Company;
- conduct or forward surveys, contests, pyramid schemes or chain letters;
- upload or distribute files that contain software or other material protected by applicable intellectual property laws unless You own or control the rights thereto or have received all necessary consents;
- upload or distribute files that contain viruses, corrupted files, or any other similar software or programs that may damage the operation of the Platform or another’s computer;
- engage in any activity that interferes with or disrupts access to the Platform (or the servers and networks which are connected to the Platform);
- attempt to gain unauthorized access to any portion or feature of the Platform, any other systems or networks connected to the Platform, to any of the Company’s server, or through the Platform, by hacking, password mining or any other illegitimate means;
- probe, scan or test the vulnerability of the Platform or any network connected to the Platform, nor breach the security or authentication measures on the Platform or any network connected to the Platform. You may not reverse look-up, trace or seek to trace any information on any other User, of or visitor to, the Platform, to its source, or exploit the Platform or information made available or offered by or through the Platform, in any way whether or not the purpose is to reveal any information, including but not limited to personal identification information, other than Your own information, as provided on the Platform;
- disrupt or interfere with the security of, or otherwise cause harm to, the Platform, systems resources, accounts, passwords, servers or networks connected to or accessible through the Platform or any affiliated or linked sites;
- collect or store data about other Users in connection with the prohibited conduct and activities;
- use any device or software to interfere or attempt to interfere with the proper working of the Platform or any transaction being conducted on the Platform, or with any other person’s use of the Platform;
- falsify or delete any author attributions, legal or other proper notices or proprietary designations or labels of the origin or source of software or other material contained in a file that is uploaded;
- violate any applicable laws or regulations for the time being in force within or outside India or anyone’s right to privacy or personality;
- reverse engineer, modify, copy, distribute, transmit, display, perform, reproduce, publish, license, create derivative works from, transfer, or sell any information or software obtained from the Platform.
Intellectual Property Rights
The Platform and all information, content, materials, products including, but not limited to text, content, photographs, graphics, texts, video and audio content and computer code (“Content”) on the Platform is owned and controlled by the Company and the design, structure, selection and feel and arrangement of the Content is protected by copyright, patent and trademark laws and other various intellectual property rights either in the favour of the Company, Waanzilishi or third parties from whom the appropriate permissions have been taken under applicable laws. The trademarks, logos and service marks displayed on the Platform (“Marks”) are the property of the Company and its affiliates or other respective third parties, as the case may be. You are not permitted to use the Marks without the express prior written consent of the Company or the third party that owns the Marks.
Further, You understand and accept that all information, except Your personal information and other data submitted by You for the purposes of transacting on the Platform, through the Platform shall be deemed the property of the Company, and the Company shall be free to use any ideas, concepts, know-how or techniques provided by You on the Platform, in any manner whatsoever. On initiating a contact or query through the Platform, You agree to be contacted by the Company or Waanzilishi or any other entities with whom the Company has entered into an arrangement for the provisions of Services to You.
Disclaimer of Warranties, Indemnification and Limitation of Liability
You expressly understand and agree that, to the maximum extent permitted by applicable law, the Platform and other Content are provided by the Company on an “as is” basis without warranty of any kind, express, implied, statutory or otherwise, including the implied warranties of title, non-infringement, merchantability or fitness for a particular purpose. Without limiting the foregoing, the Company makes no warranty that:
- the Platform or Platform Services will meet Your requirements or Your use of the Platform will be uninterrupted, timely, secure or error-free;
- the results that may be obtained from the use of the Platform will be effective, accurate or reliable;
The Company will have no liability related to any user Content arising under intellectual property rights, libel, privacy, publicity, obscenity or other laws. The Company also disclaims all liability with respect to the misuse, loss, modification or unavailability of any user Content. Further, the Company will not be liable for any loss that You may incur as a consequence of unauthorized use of Your Account or Account information in connection with the Platform or the Platform Services either with or without your knowledge.
The Company and its affiliates have endeavoured to ensure that all the information on the Platform is correct, but the Company and/ or its affiliates neither warrants nor makes any representations regarding the quality, accuracy or completeness of any data, information regarding the Platform Services or otherwise. The Company shall not be responsible for the delay or inability to use the Platform or related functionalities, the provision of or failure to provide functionalities, or for any information, software, functionalities and related graphics obtained through the Platform, or otherwise arising out of the use of the Platform, whether based on contract, tort, negligence, strict liability or otherwise. Further, the Company shall not be held responsible for non-availability of the Platform during periodic maintenance operations or any unplanned suspension of access to the Platform that may occur due to technical reasons or for any reason beyond the Company’s control. You understand and agree that any material or data downloaded or otherwise obtained through the Platform is done entirely at Your own discretion and risk, and that You will be solely responsible for any damage to Your computer systems or loss of data that results from the download of such material or data.
You acknowledge that the software and hardware underlying the Platform as well as other internet related software which are required for accessing the Platform are the legal property of the respective vendors. The permission given by the Company to access the Platform will not convey any proprietary or ownership rights in the above software/hardware to You.
Please note that not all the Platform Services are available in all geographical areas and depending on Your location, You may not be eligible to avail certain Platform Services offered by the Company, Waanzilishi as the case may be. The Company and/or Waanzilishi reserve the absolute right to determine the availability and eligibility for any of the Platform Service offered on the Platform.
Further, You will not dispute or hold Waanzilishi responsible for:
- any disclosures made by Waanzilishi to any statutory body under any law;
- any loss, notional or otherwise, incurred by You due to delays either at the bank, mobile network operator, payment service provider and/or the FMC;
- rejection of Your instructions by the bank, mobile network operator, payment service provider and/or the FMC; and
- processing of instructions authenticated by Your login credentials, non-availability or non-accessibility of the Platform, telephone(s), or office(s) of Waanzilishi in case of circumstances beyond Waanzilishi’s control.
You warrant that all the details and information provided by You to the Company and/or Waanzilishi while using this Platform (including for the purposes of carrying out investments) are correct, accurate and genuine. You further warrant that providing such details and information on the Platform or sharing of the aforesaid details/information shall not violate any third – party rights or the intellectual property right of any third party.
You hereby further acknowledge and agree that You may create a pool or selection of unit trusts/ETFs (“Portfolio”) either for the purposes of subscription or otherwise (including for the purposes of Your own analysis).
Further, You shall be solely responsible for any investment decision taken on the basis of the Portfolio created using this Platform or the system generated analysis of such a Portfolio; and the Company and/or Waanzilishi shall not be liable for any loss or damage caused to You or any other users of this Platform due to such an investment decision, or any kind of reliance upon it. The Company and Waanzilishi specifically and expressly disclaims the accuracy and correctness of the analysis or data generated or reflected while creating such a Portfolio.
Eligibility to Use:
- You are of 18 (eighteen) years of age or older and in case of You are acting as guardian on behalf of a minor, You have the necessary authority to register/sign up on the Platform for the availing the Services on behalf of the minor;
- You are of legal age to form a binding contract, are not a person barred from receiving the Platform Services under the applicable laws and are competent to enter into a binding contract. The Company reserves the right to refuse access to the Platform to new Users and any such user who has been suspended or removed by the Company for any reason whatsoever shall not been entitled to avail the Platform Services; and
- the money You invest is from Your bank/mobile money/credit card/loyalty account (primary holder’s account in case of Investment Account held jointly), and the same is from legitimate sources and remitted through approved payment channels;
- You are prohibited from selling, trading, or otherwise transferring Your Account to another party or impersonating any other person for the purposing of creating an account with the Platform;
- You agree to make an informed independent investment decision by reading the offer documents of the unit trust/ETF schemes that You are investing in; and
- Before investing, You shall seek legal, accounting, tax or other professional advice, if required.
User Account, Password and Security
In order to access the Platform Services on the Platform and Your account on the Platform (“Account”), You will have to register on the Platform by providing details including but not limited to full name, mobile number, name of next of kin, email address, password, date of birth, Tax PIN, marital status, photograph and other information as may be required by the Company from time to time. Your Account will be activated once Waanzilishi, undertakes Your KYC verification in accordance with the Know Your Client (“KYC”) guidelines issued by the Capital Markets Authority – Kenya (“CMA”) based on the information provided by You including personal information.
We may also ask You for certain financial information, including Your residential address, bank account details, credit card number, expiration date and/or other payment related details or other payment method data, and debit instructions or other standing instructions to process payments for the Platform Services. The Company may ask You to provide certain additional information about Yourself on a case-to-case basis. You shall ensure and confirm that the Account information provided by You is complete, accurate and up-to-date. If there is any change in the Account information, You shall promptly update Your Account information on the Platform. If You provide any information that is untrue, inaccurate, not current or incomplete (or becomes untrue, inaccurate, not current or incomplete), or if the Company has reasonable grounds to suspect that such information is untrue, inaccurate, not current or incomplete, the Company has the right to suspend or terminate Your Account and refuse any and all current or future use of the Platform (or any portion thereof) at its discretion, in addition to any right that the Company may have against You at law or in equity, for any misrepresentation of information provided by You.
You will be responsible for maintaining the confidentiality of the Account information and are fully responsible for all activities that occur under Your Account and also agree to keep your login credentials safe and confidential at all times. You further agree to promptly change your login credentials and inform the Company immediately in case of any actual or suspected unauthorized use of Your Account. The Company cannot and will not be liable for any loss or damage arising from Your failure to comply with this provision. You may be held liable for losses incurred by the Company or any other user of or visitor to the Platform due to authorized or unauthorized use of Your Account as a result of Your failure in keeping Your Account information secure and confidential.
Suspension and Termination:
The Company, in consultation with Waanzilishi, may modify these terms at any time.
The transactions on the Platform with respect to the Platform Services will be completed only after successful transfer of money from Your registered bank account to the relevant FMC. Please note that the unit trust and the ETFs will be credited to Your Account within 2 (two) days from the date of successful transfer of such amount. You hereby agree and acknowledge that the transactions on the Platform once completed cannot be cancelled by You.
With respect to withdrawal, the divested amount will be paid back into the original source of funds.
You hereby expressly agree to receive communication (including transactional messages) or by way of SMS and/or E-mail or through WhatsApp from the Company or Waanzilishi or any third party in connection with the Platform Services or Your registration on the Platform. You can unsubscribe/ opt-out from receiving communications through SMS and e-mail anytime by visiting email@example.com.
The Company reserves a right to create any Whatsapp groups (“Groups”) through its representatives (hereinafter referred to as “Group Admin”) who are expressly authorized to control, monitor and administer the Groups on its behalf. The usage, membership, and participation in the Group are subject to the following terms and conditions:
You shall not:
- use the Groups for circulating, uploading, transmitting, or otherwise making available any information, data or content that is unlawful, harassing, threatening, harmful, tortuous, defamatory, libellous, abusive, violent, obscene, vulgar, invasive of another’s privacy, hateful, racially or ethnically offensive, or otherwise objectionable;
- stalk, harass, threaten or harm another user using the Groups;
- engage in any copyright infringement or other intellectual property infringement, or disclose any trade secret or confidential or personal information in violation of a confidentiality, employment, or nondisclosure agreement and/or privacy norm to which you are subject to;
- post, send, transmit or otherwise make available any unsolicited or unauthorized e-mail messages, advertising, promotional materials, junk mail, spam, or chain letters, including, without limitation, bulk commercial advertising, and informational announcements;
- upload, post, e-mail, transmit, store or otherwise make available any material that contains viruses or any other computer code, files or programs designed to harm, interfere or limit the normal operation of the Service (or any part thereof), or any other computer software or hardware;
- interfere with or disrupt the Group services;
- plan or engage in any illegal activity using the Groups;
- circulate or post any jokes and poems;
- circulate or post any religious or politically oriented views or comments; and
- pretend to be anyone, or any entity, You are not i.e. You may not impersonate or misrepresent yourself as another person (including celebrities), entity, another participant of the Groups, an employee or official or representative of Waanzilishi;
The views or comments posted herein by any participant (including any recommendation for investment and/or divestment in any financial products including unit trusts/ETFs) shall be the views and comments of that participant only and shall not be construed to be the views or comments of the Group Admin and/or the Company, Waanzilishi or that such view/comments are endorsed by the Group Admin and/or the Company or Waanzilishi.
The participant agrees and acknowledges that views/comments/suggestion by any other participants in the Groups shall be subject to verification by the participant reading/relying upon such views/comment/suggestion including view / comments / suggestion with respect to any financial product or class of financial products and financial market conditions. The participant agrees and acknowledges that the investments in unit trusts/ETFs or any other financial products are subject to market risks (including possible loss of the principal amount invested), and the participant shall read all investment/scheme-related documents carefully and make its own assessment before making any investment/divestment decision.
You agree to defend, indemnify and hold the Group Admin, the Company and/or Waanzilishi, its affiliates, subsidiaries, directors, officers, employees, agents, partners and licensors harmless from any claim or demand, including reasonable attorney’s fees, made by a third party or any other participant in the Groups, relating to or arising from:
- any content You submit, post, transmit, or otherwise make available in and through the Groups;
- Your use of the Groups; or
You agree and acknowledge that Your personal information including your mobile number disclosed in the Groups may be used by the participants and/or the Groups Admin/the Company or Waanzilishi to communicate or establish contact with you or for any other purposes. You hereby further unconditionally consents that such communications via SMS/text messaging services and/ or voice call by any other participant, Group Admin/ Waanzilishi is (a) upon the request and/or authorization by you, (b) ‘transactional’ and not an ‘unsolicited marketing messages’ under applicable laws including under the guidelines issued by the Communications Authority (“CA”) and (c) in compliance with the relevant guidelines of CA or such other authority in Kenya and abroad. You shall indemnify the Group Admin and/or Waanzilishi against all types of losses and damages incurred by it or its affiliates, ,subsidiaries, directors, officers, employees, agents, partners and licensors due to any action taken by CA, communication service providers (as per CA regulations) or any other authority due to any erroneous complaint raised by you or anyone on the Group Admin and/or Waanzilishi or its affiliates, subsidiaries, directors, officers, employees, agents, partners and licensors with respect to the intimations mentioned above or due to a wrong number or other contact details provided by you for any reason whatsoever.
If You believe the Platform violates Your intellectual property, You must promptly notify the Company in writing at firstname.lastname@example.org. These notifications should only be submitted by the owner of the intellectual property or an agent authorized to act on his/her behalf. However, any false claim by You may result in the termination of Your access to the Platform. You are required to provide the following details in Your notice:
- the intellectual property that You believe is being infringed;
- the item that You think is infringing and include sufficient information about where the material is located on the Platform;
- a statement that You believe in good faith that the item You have identified as infringing is not authorized by the intellectual property owner, its agent, or the law to be used in connection with the Platform;
- Your contact details, such as Your address, telephone number, and/or email;
- a statement that the information You provided in Your notice is accurate, and that You are the intellectual property owner or an agent authorized to act on behalf of the intellectual property owner whose intellectual property is being infringed; and
- Your physical or electronic signature.
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