Ndovu Terms & Conditions

​This is or will form a legally binding agreement between you and Ndovu Wealth Limited (the “Company”) establishing the terms and conditions under which any of the stated services may be used. Use of any online services implies that you have accepted these terms and conditions. 

 

2. Introduction 

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2.1.The following terms of use apply to the Website www.ndovu.co or the Android/iOS Mobile Application ‘Ndovu’ operated and managed by Ndovu Wealth Limited, its affiliates and its group entities, together referred to as “Company” or “We”, “Our” or “Us”, collectively referred to as, “the platform” and by accepting the terms and conditions, you will be deemed to have read, understood and accepted the same: 

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2.2.Any update or amendment to these Terms of use, including privacy terms, will be available on the Ndovu website www.ndovu.co or the Android/iOS Mobile Application ‘Ndovu’ and will take effect from the date of notification of the update or amendment.

 

2.3.Updates, amendments or variations made pursuant to these Terms of use shall thereto take effect on their date of publication or as otherwise provided in such amendment or variation and shall be posted on the platform. 

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2.4.These Terms of use are subject to the Incorporation Documents, and any other terms and conditions for any company products and services that you may use in the course of using the platform. 

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2.5.In the event of any inconsistency between these Terms of use and any other relevant 

terms and conditions, these Terms of Use shall apply. 

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3. Acceptance of the Terms of Use

 

3.1.Before opting to register on the platform and/or Service, you should carefully read and understand these terms of use as they govern the access, use and operation of the platform. 

 

3.2.By accessing and using the platform, you confirm that you have the legal capacity to form a binding contract with Ndovu Wealth Limited (“the Company”) and that you accept these terms and agree to be bound by them. 

 

3.3.By opting into the platform, you agree to comply with and be bound by these terms of use as amended and revised from time to time and you affirm that these terms of use are without prejudice to any other rights that we may have in law or otherwise regarding your registration, access and use of the platform and/or Service. 

 

3.4.We may from time to time vary or amend these terms of use, and your continued access and use of the Platform and Service constitutes your acceptance to be bound by the terms of any such amendment or variation. 

 

3.5.You will receive promotional messages when you create your account or at any point while using the platform through different means, such as email, phone calls, and SMS. If you consent to receiving promotional and marketing materials, you are also consenting to the processing of your personal information as outlined in our privacy statement. 

 

3.6.By using or accessing our platform, you unequivocally acknowledge and agree that your 

actions constitute your acceptance of the Terms. 

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4. Notice 

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Please read the following terms of use and the privacy policy carefully before using any of our online services, platform or this website or accessing any material or information through them. The Company retains an unconditional right to modify or amend the Terms of Use without any requirement to notify you of the same. You can determine when this document was last modified by referring to the “Last Updated” legend above. It shall be your responsibility to check the Terms of Use periodically for changes. Your acceptance of the 

amended Terms of Use shall signify your consent to the changes and the agreement to be legally bound by the same.

 

5. Accessing the platform: 

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5.1.The Website is accessible across various devices and platforms. 

 

5.2.You can access the website through various internet browsers, including but not limited to to Google Chrome, Firefox, Explorer, Microsoft Edge, among others. 

 

5.3.The App is available to users of Android and iOS devices. 

 

5.4.To access the App, you will be required to download it by going to the Google Play Store or Apple Appstore and searching for “Ndovu” and installing and launching the App on a compatible device. 

 

5.5.The website, the App on Android and iOS devices, does not constitute an offer or solicitation on the part of the company to provide any products or services described therein to any person to whom it is unlawful to make such offer or solicitation, or where the local law or regulation does not permit the purchase of, subscription for or otherwise use of such products or services 

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6. Opening an Account with ndovu 

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6.1.From the website, you will be required to sign up for the first time and provide the required signup information. Subsequently, you will be able to log in using the sign-up information and password created to access the various services and products. 

 

6.2.You will be required to create an account with us once you download the App to access the services and products. The information provided must be accurate and up to date. 

 

6.3.You will generate a password that will allow your access to the platform and the App, which should remain confidential and should not be disclosed to any party. 

 

6.4.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, photograph and other information as may be required by the Company from time to time.  

 

6.5.Your Account will be activated once the Company 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 uou, including personal information. 

 

6.6.You hereby agree and authorise the company to access your personal information in respect of provision of investment products and services such as the ETFs, Unit Trusts and government securities. Such personal information includes but is not restricted to your phone number, name, date of birth, ID or Passport Number and such other information that will enable us to identify you and comply with the regulatory “know your customer” requirements (together the “Personal Information”). You also hereby agree and authorize 

the company to request and use information relating to your use of the platform and other services as we shall require for purposes of delivering the Services (“Personal Information”). You hereby consent to the use of and/or disclosure of the Personal Information and other Information by third parties to the company and for us to use and or disclose such Personal Information to deliver the Service. 

 

6.7.The Company reserves the right to request further information from you pertaining to your application to register or open an account with ndovu at any time. We may 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. Failure to provide such information within the time we require may result in a decline of your application/refund. 

 

6.8.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. 

 

6.9.You represent and warrant that none of the cash and other assets forming the Account have been derived directly or indirectly from any act or omission that may constitute an offence or as a result of or in connection with any criminal conduct under the Proceeds of Crime and Anti-money Laundering Act No. 9 of 2009 or any other written law; 

 

6.10. In the instance of any breach or requiring support and guidance, you may notify us at support@ndovu.co . 

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7.User Account, Password and Security

 

7.1.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 unauthorised use of Your Account as a result of Your failure in keeping Your Account information secure and confidential. 

 

7.2.You agree that all activity on your account (whether accessed by you or otherwise with your login credentials) shall be your sole responsibility, and you shall keep the company (and other parties) indemnified for any claims and liabilities that may arise from such activity. 

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8. Platform Services: 

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You acknowledge that the Platform is an online channel that allows you to access services directly from the Company and also facilitates communication with you regarding such services. The Company hereby grants You a limited, non-exclusive, non-transferable, royalty-free license to use the Platform for investment purposes (the “Platform Services”). The Company’s duties include: 

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a.To avail the Platform to facilitate 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; 

b.To maintain a record of your personal information and financial transactions in a secure and confidential manner; and 

c.To promptly and efficiently respond to your queries relating to Your Account. 

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9. Investment in ETFs and Unit Trusts 

9.1.The Company is a Capital Markets Authority – Kenya licensed fund manager. It is hereby clarified that the Company is not rendering the services of a collective investment scheme or a stockbroker and is merely providing a platform to Users to facilitate the transaction into and out of unit trusts and ETFs.  

 

9.2.The Company is providing a platform to Users/investors to facilitate the transaction into and out of unit trusts and ETFs.  

 

9.3.The Company exclusively facilitates the sale of unit trusts and ETFs and shall bear no responsibility in any capacity for the allocation of funds by the Fund Management Company (FMC) to the User or the amounts allotted to you by the FMC. 

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9.4.If You buy a regular unit trust/ETF on the Platform, the Company may receive compensation from the FMC. Please note that the Company only facilitates the sale of unit trusts/ETFs and will not be liable in any manner with respect to the amounts allotted to you by the FMC. 

 

9.5.Comprehensive factsheets and prospectuses are made available for each ETF and unit trust, offering Users valuable insights and information. 

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9.6.The processing of all trades, i.e investments and disinvestments, is set at 2 business days. 

 

9.7.The processing time of withdrawals from the Nduvu pocket is set to 2 business days. 

 

9.8.Performance and pricing information for ETFs and unit trusts are diligently updated on a weekly basis to ensure Users/you are provided with the most current data. 

 

9.9.Completed application/KYC Information must be received for the Investment to be executed. This will be received electronically by selecting the specific (fund) investments on the platform and completing the requisite steps. 

 

9.10.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). 

 

9.11. 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 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 specifically and expressly disclaims the accuracy and 

correctness of the analysis or data generated or reflected while creating such a Portfolio. In no event shall the Company be liable to You for any loss or damage that may cause or arise from or in relation to these Terms of Use and/or due to use of this Platform or due to investments made using this Platform. 

 

9.12. The Company does not, and is not obliged to, offer all unit trust/ETF schemes for investment or, as the case may be, all kinds of investment advisory services. By limiting the number of schemes on the Platform, the Company does not make any representation as to the quality, bona fides or nature of any FMC or any other 

representation, warranty or guaranty, express or implied in respect of such unit trust/ETF schemes.  

 

9.13. You acknowledge the inherent risk associated with the selected investment products. You furthermore agree that the company will not be liable for the consequences of market influences and consequent changes in interest rates. You bear the complete investment risk. Neither the company, its affiliates will be responsible for any loss, consequential or otherwise, arising from changes in tax or other legislation that may have an effect on the investment returns. 

 

9.14. You can access your statements at any time through the client portals for their convenience and reference. 

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10. Investments in Bonds 

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10.1.When you invest in a bond through Ndovu, the following conditions apply: 

a.Principal and Interest Payments  

 

Ndovu will ensure: 

i.The return of the principal amount invested, and 

 

ii. Periodic interest payments, subject to receipt of such payments from the Central Bank of Kenya (CBK). 

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b.Accrued Interest and Withdrawals 

i.If you choose to withdraw your bond investment before the interest has been paid by the CBK, you will receive only the principal amount. 

 

ii. Accrued interest will be forfeited, as interest is payable only upon disbursement by the CBK.

 

c.Transfers and Liquidation 

i.Bond investments cannot be transferred to another financial services institution while still held with Ndovu. 

 

ii. Should you request a transfer, Ndovu will proceed to liquidate the bond holdings and transfer the principal amount only to your registered bank account or mobile money wallet. 

 

iii. Any unpaid or pending interest will be forfeited at the time of liquidation. 

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11. Your Instructions 

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10.2.You shall at all times be responsible for any instructions sent to the company and shall ensure that any such instructions are complete and correct in all respects. 

 

10.3.The company reserves the right to withhold processing of any unclear, incomplete or ambiguous instructions/or directives forwarded by you the /investor. 

 

10.4.The company will not be liable for any loss incurred due to incorrect information being supplied by you/the investor. 

 

10.5.You acknowledge that it may not be possible to cancel/modify an order and that you are responsible for executions notwithstanding a cancel/modify request. 

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12. Ndovu Wealth Limited services: 

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11.1.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; 

 

11.2.Maintain a record of your personal information and financial transactions in a secure and confidential manner; 

 

11.3.Promptly and efficiently respond to your queries relating to Your Account. 

 

11.4.The platform is intended to provide a safe and secure platform for trading, but we cannot guarantee the accuracy or completeness of any information provided on the platform, and we are not responsible for any losses that you may incur as a result of your trading activities. You are solely responsible for making informed investment decisions. 

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13. Use of the Platform 

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12.1.Subject to accepting the Terms of Use, the Company hereby grants You a non-exclusive, limited privilege to access and use this Platform. You agree to use the Platform only: 

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a.for purposes that are permitted by the Terms of Use; and 

b.in accordance with any applicable law, regulation or generally accepted practices or guidelines. 

 

12.2.You agree not to use the Platform: 

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a.In any way that breaches any applicable local, national or international law or regulation. 

b.In any way that is unlawful or fraudulent or has any unlawful or fraudulent purpose or effect. 

c.To defame, abuse, harass, bully, intimidate, humiliate, threaten or otherwise violate the legal rights of others; 

d.To publish, post, upload, distribute or disseminate any inappropriate, profane, defamatory, infringing, obscene, indecent or unlawful topic, name, material, or information; 

e.To send, knowingly receive, upload, download, use or re-use any material which does not comply with our content standards 

f.To copy, republish, post, display, translate, transmit, reproduce or distribute any content on the Platform through any medium without obtaining the necessary authorisation from the Company; 

g.To conduct or forward surveys, contests, pyramid schemes or chain letters; 

h.To transmit, or procure the sending of, any unsolicited or unauthorised advertising or promotional material or any other form of similar solicitation (spam). 

i.To 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; 

j.To upload, transmit or distribute files that contain viruses, corrupted files, Trojan horses, worms, time-bombs, keystroke loggers, spyware, adware or any other harmful programs or any other similar software or programs that may damage the operation of the Platform or another’s computer; 

k.To engage in any activity that interferes with or disrupts access to the Platform (or the servers and networks which are connected to the Platform); 

l.To 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; 

m.To 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; 

n.To 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; 

o.To collect or store data about other Users in connection with the prohibited conduct and activities; 

p.To 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; 

q.To use the Platform or any material or content for any purpose that is unlawful or prohibited by these Terms of Use, or to solicit the performance of any illegal activity or other activity which infringes the rights of the Company or other third parties; 

r.To 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; 

s.To violate any applicable laws or regulations for the time being in force within or outside India or anyone’s right to privacy or personality; 

t.To violate the Terms of Use contained herein or elsewhere; and 

u.To 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. 

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12.3.You also agree: 

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a.Not copy, reproduce, sell, redistribute, publish, enter into a database, display, perform, modify, alter, transmit, license, create derivatives from, transfer or in any way to exploit any part of any information, content, materials, or services available from or through the Platform, except that you may download the Platform for Your own 

personal, internal use and non-commercial use. 

b.not use the Platform in any manner or engage in any activity that may damage, disable, disrupt 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.

 

14. Intellectual Property Rights 

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13.1.As a condition of your access to and use of the platform, you are obligated to respect the 

intellectual property rights of the platform (and any amendments, upgrades or enhancements thereto from time to time) while you are using it and all its features. 

 

13.2.You acknowledge that the intellectual property rights on 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, Ndovu 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 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. 

 

13.3.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 any other entities with whom the Company has entered into an arrangement for the provision of Services to you. 

 

13.4.You shall not infringe any such intellectual property rights. You shall not duplicate, reproduce or in any way tamper with any documentation or functionality on the platform without our and the company’s prior written consent. 

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15. Disclaimer of Warranties, Indemnification and Limitation of Liability 

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14.1.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: 

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a.The Platform or Platform Services will meet your requirements or your use of the Platform will be uninterrupted, timely, secure or error-free; 

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b.The results that may be obtained from the use of the Platform will be effective, accurate or reliable; 

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c.Any errors or defects in the Platform will be corrected. No advice or information, whether oral or written, obtained by you from the Company shall create any warranty not expressly stated in the Terms of Use. 

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14.2.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. 

 

14.3.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 other 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. 

 

14.4.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. 

 

14.5.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 use certain Platform Services offered by the Company. The Company reserves the absolute right to determine the availability and eligibility for any of the services offered on the Platform. 

 

14.6.The Company is not responsible for the availability of content or other services on third party sites linked from the Platform and the Company urges you to read the terms of use of the respective third-party sites, before accessing or registering with any of such third-party sites. Further, the Company does not make any warranties and expressly disclaims all warranties express or implied, including, without limitation, those of merchantability and fitness for a particular purpose, title or non-infringement with respect to any 

information or services, or products that are available or advertised or sold through these third-party websites. 

 

14.7.The Company shall not be liable for failure or error of any transaction on the Platform or for any failure to perform any of its obligations under these Terms of Use if performance is prevented, hindered or delayed by a Force Majeure event (defined below) and in such case, its obligations under these Terms of Use shall be suspended for so long as the Force Majeure event continues. The term “Force Majeure Event” means any event due to any cause beyond the reasonable control of the Company including without limitations, unavailability of any communication systems, breach, or virus in the processes or payment or delivery mechanism, sabotage, fire, flood, explosion, acts of god, civil commotion, strikes or industrial action of any kind, riots, insurrection, pandemics, war, acts of government, computer hacking, unauthorised access to computer data and storage devices, computer crashes, malfunctioning in the computer terminal or the systems getting affected by any malicious, destructive or corrupting code or program, mechanical or technical errors/failures or power shut down, faults or failures in telecommunication etc. 

 

14.8.Further, You will not dispute or hold the Company responsible for: 

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a.any act that is not an obligation under the Terms of Use; 

b.any disclosures made by the Company to any statutory body under any law; 

c.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; 

d.rejection of your instructions by the bank, mobile network operator, payment service provider and/or the FMC; and 

e.processing of instructions authenticated by Your login credentials, non-availability or non-accessibility of the Platform, telephone(s), or office(s) of the Company in case of circumstances beyond the Company’s control. 

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14.9.You agree to indemnify the Company, its directors and employees from any losses, damages, penalties, claims, costs and demands (including reasonable attorney fees and legal costs) arising out of breach or non-performance and/or non-observance of the duties and obligations, representations, warranties and covenants under the Terms of Use or due to your acts or omissions. You further agree to hold the Company harmless 

against any claims made by any third party due to, or arising out of, or in connection with your use of the Platform, any misrepresentation with respect to the data or information provided by you, your violation of the Terms of Use, or your violation of any rights of another, including any intellectual property rights. In no event shall the company and its officers, partners, consultants, agents and employees be liable to you or any third party for any special, incidental, indirect, consequential or punitive damages whatsoever, arising out of or in connection with your use of or access to the Platform or Content on the Platform. The limitations and exclusions in the Terms of Use apply to the maximum extent permitted by applicable laws. 

 

14.10. You warrant that all the details and information provided by you to the Company 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 rights of any third party. 

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16. Eligibility to Use: 

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By accepting the Terms of Use, you hereby represent that: 

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∙You are 18 (eighteen) years of age or older, and in case 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 

∙You agree to abide by the Terms of Use and any other information provided by you on 

and through the Platform for the provision of the Platform Services; 

∙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. 

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17. Breach of the Terms of Use 

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You agree that in the event of any violation of these Terms of Use it will constitute an unlawful and unfair business practices, and will cause irreparable harm to the Company for which monetary damages would be inadequate, and you consent to the Company obtaining any injunctive or equitable relief that they deem necessary or appropriate in such circumstances. 

These remedies are in addition to any other remedies that the Company may have at law or in equity. If the Company takes any legal action against you as a result of your violation of these Terms of Use, they will be entitled to recover from you, and you agree to pay all reasonable attorneys’ fees and costs of such action, in addition to any other relief that may be granted. 

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18. Suspension and Termination: 

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17.1.The Terms of Use will continue to apply until terminated by either you or the Company as set forth below. If you object to the Terms of Use or are dissatisfied with the Platform, your only recourse is to 

                               ∙close Your Account on the Platform; or 

                               ∙stop accessing the Platform. 

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17.2.In case you violate these Terms of Use and/ or any applicable law, the Company may, at any time and in its sole discretion, terminate Your Account and/or prevent You from accessing the Platform and/or Platform Services. 

 

17.3.The Company may delist You or block Your future access to the Platform or suspend or terminate your Account if it believes, in its sole and absolute discretion, that You have infringed, breached, violated, abused, or unethically manipulated or exploited any term of these Terms of Use or anyway otherwise acted unethically. Notwithstanding anything in this clause, these Terms of Use will survive indefinitely unless and until the Company chooses to terminate them. If you or the Company terminate your use of the Platform, 

the Company may delete any Content or other materials relating to you, and the Company shall have no liability to you or any third party for doing so. However, your transaction details may be preserved by the Company for purposes of tax or regulatory compliance. 

 

17.4.The Company may modify these terms at any time. 

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19. Refund policy 

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 or Mobile money services to the relevant FMC. Please note that the unit trust and the ETFs will be credited to your account within 3 (three) business 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 to the original source of funds. 

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20. Governing laws 

The Terms of Use shall be governed and construed in accordance with the laws of the Republic of Kenya without reference to conflict of laws principles. All disputes arising in relation to shall be subject to the exclusive jurisdiction of the High Court of Kenya. 

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21. Investment Caution 

Investments in the securities market are subject to market risks. Please read all fund-related documents carefully, before investing. For the purposes of these Terms of Use, the term “Offer Document(s)” shall refer to a collective term for the fund factsheet and prospectus as issued by the Fund Management Company. 

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22. Report Abuse 

In the event you come across any abuse or violation of these Terms of Use or if you become aware of any objectionable content on the Platform, please report the same to the following email address: support@ndovu.co.

    

23. Communications: 

You hereby expressly agree to receive communication (including transactional and promotional messages) or by way of SMS and/or email or through WhatsApp. You hereby expressly agree to receive communication (including transactional and promotional messages) either by way of SMS, email or through WhatsApp from the Company 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 support@ndovu.co. 

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24.WhatsApp Groups and Telegram Groups 

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23.1.The Company reserves a right to create any WhatsApp groups and Telegram groups (“Groups”) through its representatives (hereinafter referred to as “Group Admin”) who 

are expressly authorised 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: 

 

23.2.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 unauthorised 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 with 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, or another 

participant of the Groups, an employee or official or representative of the Company; 

 

23.3.The Group Admin reserves the right at all times to determine, in its sole discretion, whether the content posted on the Group is appropriate and in compliance with these Terms of Use.  

 

23.4.The Group Admin further reserves the rights to remove any participant/member from the Group if it finds You or any participant/member to have circulated/posted any content which is objectionable or improper for the Groups or its participants and/or deemed to have violated the Terms of Use or for any reason whatsoever. The participants shall not challenge or question such removal by the Group Admin or declaration of any content as inappropriate or not compliant with the Terms of Use. The participant hereby agrees and acknowledges that any of such actions by the Groups Admin shall not be construed as defamatory by the participant or you.  

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23.5.This group shall be used only for communication and group chat in relation to financial investments and financial products. 

 

23.6.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 or the Company or that such view/comments are endorsed by the Group Admin or the Company. 

 

23.7.The participant agrees and acknowledges that views/comments/suggestions by any other participants in the Groups shall be subject to verification by the participant reading/relying upon such views/comments/suggestion,s 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. 

 

23.8.You agree to defend, indemnify and hold the Group Admin, the Company, 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 

                 ∙any violation by you of the Terms of Use. 

 

23.9.This obligation shall survive the termination or expiration of these Terms of Use or termination of your usage of the Groups by you and due to your removal by the Group Admin. 

 

23.10.You agree and acknowledge that your personal information, including your mobile number disclosed in the Groups may be used by the participants or the Groups Admin, or the Company to communicate or establish contact with you or for any other purposes. 

You hereby further unconditionally consent that such communications via SMS/text messaging services and/ or voice call by any other participant, Group Admin is: 

 (a) upon the request and/or authorisation 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 or the Company 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 the Company 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. 

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25. Posts 

The Company may provide and display content on the Platform which features specific articles/write-ups by third parties in relation to unit trusts, ETFs and stocks. You hereby agree and acknowledge that such content displayed on the Platform does not represent the views and/ or recommendations of the Company, and you are required to read the documents carefully before investing in any unit trusts/ETFs and/ or stocks. You may also be allowed to post and comment on such content on the Platform, and you hereby undertake to ensure that such comments shall not be offensive and will be in accordance with applicable laws. All 

material added, created, submitted, or posted to the Platform by You is Your sole responsibility. The Company reserves the right to review any information provided/data uploaded, if any, by you on the Platform and delete any information/data that is inconsistent with these Terms of Use. 

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26. General Provisions 

∙Notice: All notices from the Company will be served by email to your registered email address or by general notification on the Platform. Any notice provided to the Company pursuant to the Terms of Use, should be sent 

to support@ndovu.co with subject line – Attention: TERMS OF USE. 

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∙Assignment: You cannot assign or otherwise transfer the Terms of Use, or any rights granted hereunder to any third The Company’s rights under the Terms of Use are freely transferable by the Company to any third party without the requirement of seeking Your consent. 

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∙Severability: If, for any reason, a court of competent jurisdiction finds any provision of the Terms of Use, or any portion thereof, to be unenforceable, that provision shall be enforced to the maximum extent permissible so as to give effect to the intent of the parties as reflected by that provision, and the remainder of the Terms of Use 

shall continue in full force and effect. 

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∙Waiver: Any failure by the Company to enforce or exercise any provision of the Terms of Use, or any related right, shall not constitute a waiver by the Company of that provision or right. 

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27. IP Infringement 

If you believe the Platform violates your intellectual property, you must promptly notify the Company in writing at support@ndovu.co. These notifications should only be submitted by the owner of the intellectual property or an agent authorised 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 authorised 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 authorised 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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28. Customer Complaints 

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27.1.As part of the Platform Services provided to You, after utilising such services, You agree to provide honest feedback/review about the concerned service, if required by the Company. In case of any dissatisfaction with the Platform Services, you shall first file a formal complaint with the Company’s customer service prior to pursuing any other recourse. The complaints can be lodged at support@ndovu.co, 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 on the complaints shall be final, and you agree to be bound by the same. 

 

27.2.Complaints may be made in person, in writing, by email or by telephone. Ndovu will take all measures to resolve all complaints in a fair, appropriate and timely manner. All complaints will be handled in accordance with Nduvu’s complaint handling procedures and The Capital Markets (Conduct of Market Business (Market Intermediaries) Regulations, 2011. 

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29. Dispute Resolution, Jurisdiction and Arbitration 

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28.1.You may contact Nduvu support (Support@ndovu.co) to report any disputes, claims or discrepancies in your account. Our customer care representatives shall handle the report in accordance with the company’s standard complaint handling procedures. 

 

28.2.Any dispute arising out of or in connection with this Agreement that is not resolved through the Complaints Procedure within thirty (30) days shall be referred to arbitration by a single arbitrator chosen by mutual agreement of the parties.  In default of agreement, or failing such agreement, the dispute shall be referred to a single arbitrator appointed by the Capital Markets Authority (being a licensed Fund Manager under the 

Capital Markets Act (CAP 485 A) of not less than 10 years standing in practice. Such arbitration shall be conducted in the English language in Nairobi in accordance with the provisions of the Arbitration Act. 

 

28.3.To the extent permissible by Law, the determination of the Arbitrator shall be final, conclusive and binding upon the parties hereto. 

 

28.4.This Agreement shall be governed by and construed in accordance with the laws of the Republic of Kenya.