Terms of Service

• These Terms constitute a legally binding agreement between you and Iterative Billing
• If you are accepting these Terms on behalf of a company or other legal entity, you represent and warrant that you have the authority to bind that entity to these Terms
• If you do not have such authority, or if you do not agree with these Terms, you must not accept these Terms and may not use the Platform

Certain features or Services may be subject to additional terms, conditions, or policies. Such additional terms are incorporated by reference into these Terms. In the event of a conflict between these Terms and any additional terms, the additional terms shall prevail with respect to the specific feature or Service to which they apply.

You consent to entering into these Terms electronically. Your use of the Platform, clicking "I Agree," or completing the registration process constitutes your electronic signature and acceptance of these Terms with the same legal force as a handwritten signature.

• You must be at least eighteen (18) years of age or the age of majority in your jurisdiction to use the Platform
• You must be a legally registered business entity or an authorized representative thereof
• You must have the legal capacity and authority to enter into binding contracts
• You must not have been previously suspended or removed from the Platform for violation of these Terms
• You must comply with all applicable laws and regulations in your jurisdiction, including telecommunications licensing requirements

• You agree to provide accurate, current, and complete information during registration and to update such information to keep it accurate, current, and complete
• You are responsible for safeguarding your account credentials and for all activities that occur under your account
• You must immediately notify Us of any unauthorized use of your account or any other breach of security
• We reserve the right to suspend or terminate accounts that contain inaccurate, false, or outdated information

You are solely responsible for maintaining the confidentiality of your login credentials and for restricting access to your account. You accept responsibility for all activities that occur under your account, whether or not authorized by you. We shall not be liable for any loss or damage arising from your failure to maintain the security of your account.

You may grant access to Authorized Users within the limits of your Subscription Plan. You are responsible for all actions taken by your Authorized Users and for ensuring they comply with these Terms. Any breach of these Terms by an Authorized User shall be deemed a breach by you.

• Subscriber management including registration, account lifecycle, and service provisioning
• Automated billing, invoicing, and payment collection through integrated payment gateways (M-Pesa, KopoKopo, Flutterwave, SasaPay, Stripe, PayStack)
• MikroTik router integration via API for PPPoE, Hotspot, and Static IP management
• Built-in RADIUS server for authentication, authorization, and accounting (AAA)
• Change of Authorization (CoA) for real-time bandwidth management and service updates
• SMS and email notification systems for billing alerts, payment reminders, and service communications
• Financial reporting, analytics dashboards, and business intelligence tools
• Customer portal with white-label branding capabilities
• Multi-staff access with role-based permissions
• API access for custom integrations (where available under your plan)

We will use commercially reasonable efforts to make the Platform available in accordance with the Service Level Agreement set forth in Section 6. However, the Platform is provided over the internet and is subject to the limitations and risks inherent in such communications. We do not guarantee uninterrupted, error-free, or secure access to the Platform.

We reserve the right to modify, update, enhance, or discontinue any feature or functionality of the Platform at any time. We will provide reasonable notice of material changes that adversely affect the core functionality of the Services. Continued use of the Platform after such changes constitutes acceptance of the modified Services.

We may offer beta or preview features that are not yet generally available. Beta features are provided "as is" without any warranty or SLA commitment. We may discontinue beta features at any time without notice or liability. Your use of beta features is at your own risk.

Access to the Platform is provided on a subscription basis. The features, limitations, and pricing of each Subscription Plan are described on our pricing page or in the applicable Order Form. We reserve the right to modify our Subscription Plans and pricing at any time, subject to the notice provisions in Section 22.

• Subscription fees are charged in advance on a monthly or annual basis, as selected during registration or as specified in the Order Form
• All fees are quoted and payable in the currency specified at the time of purchase
• Fees are exclusive of all taxes, levies, and duties, which are your responsibility
• We may charge additional fees for usage that exceeds the limits of your Subscription Plan, including excess subscribers, routers, or SMS messages
• Transaction fees charged by payment processors (M-Pesa, Stripe, etc.) for processing your Subscribers' payments are separate from our subscription fees and are governed by the respective payment processor's terms

We accept payment via M-Pesa, bank transfer, credit/debit card, and other methods as made available on the Platform. You authorize Us to charge your selected payment method for all fees due under your Subscription Plan.

• If payment is not received within seven (7) days of the due date, We may send a payment reminder notification
• If your Subscription Plan expires without renewal, the Dormancy policy in Section 18.5 applies, and your account may be permanently deleted in accordance with that Section
• We reserve the right to charge interest on overdue amounts at the rate of 1.5% per month or the maximum rate permitted by applicable law, whichever is lower
• You are responsible for all costs of collection, including reasonable attorneys' fees, incurred by Us in collecting overdue amounts

We may adjust subscription pricing upon thirty (30) days' written notice prior to the start of your next Billing Cycle. If you do not agree to the price change, you may cancel your subscription before the new pricing takes effect. Continued use of the Platform after the price change constitutes acceptance of the new pricing.

• Subscription fees are generally non-refundable except as expressly stated herein or as required by applicable law
• If you cancel within the first seven (7) days of your initial paid subscription (excluding free trial periods), you may request a full refund of the current Billing Cycle's fees
• No refunds will be issued for partial months of service, downgrades, or unused features
• Refunds for annual subscriptions will be prorated based on the number of full months remaining in the subscription term
• Free trial periods do not qualify for refunds

We may offer a free trial period for new accounts. During the trial, you will have access to the Platform features as specified. At the end of the trial period, your account enters a three (3) day Grace Period as described in Section 18.6, after which accounts without an active paid Subscription Plan are automatically and permanently deleted. We reserve the right to modify or discontinue free trial offers at any time.

We target a monthly uptime of 99.9% for the Platform, measured as the percentage of total minutes in a calendar month during which the Platform is available and operational. This excludes Scheduled Maintenance and events beyond our reasonable control.

• We will provide at least twenty-four (24) hours' advance notice for scheduled maintenance that may affect Platform availability
• Scheduled maintenance will be performed during off-peak hours whenever possible
• Scheduled maintenance windows are excluded from uptime calculations
• Emergency maintenance required to address security vulnerabilities or critical issues may be performed without advance notice

If the Platform fails to meet the 99.9% uptime commitment in any calendar month, you may request service credits as follows:

• 99.0% – 99.9% uptime: 5% credit of that month's subscription fee
• 95.0% – 98.9% uptime: 10% credit of that month's subscription fee
• Below 95.0% uptime: 25% credit of that month's subscription fee

Service credits must be requested within thirty (30) days of the end of the affected month. Credits are applied to future invoices and are not redeemable for cash. Service credits are your sole and exclusive remedy for any failure to meet the uptime commitment.

The uptime commitment does not apply to: (a) features designated as beta or preview; (b) outages caused by factors outside our reasonable control, including internet connectivity issues, DNS failures, or third-party service outages; (c) outages resulting from your actions, equipment, or software; (d) outages during scheduled maintenance windows; or (e) outages caused by your breach of these Terms.

• We provide technical support via WhatsApp, email, and our ticketing system
• Support availability and response times vary by Subscription Plan
• Critical issues (Platform-wide outages): target response within one (1) hour
• High priority issues (feature-level failures): target response within four (4) hours
• Normal issues (general inquiries): target response within twenty-four (24) hours
• Support is provided in English and may be available in additional languages

• Use the Platform for any illegal, fraudulent, or unauthorized purpose
• Violate any applicable local, national, or international law or regulation
• Infringe upon or violate the intellectual property rights, privacy rights, or other rights of any third party
• Transmit any viruses, malware, worms, trojan horses, or other malicious code through the Platform
• Attempt to gain unauthorized access to the Platform, other accounts, computer systems, or networks connected to the Platform
• Interfere with or disrupt the integrity or performance of the Platform or its underlying infrastructure
• Use the Platform to send unsolicited bulk communications (spam) to End Users or third parties
• Use the Platform to engage in any form of harassment, abuse, or threatening behavior
• Impersonate any person or entity, or falsely state or misrepresent your affiliation with any person or entity
• Use the Platform to collect, store, or process data in violation of applicable data protection laws
• Sublicense, resell, rent, lease, or otherwise commercially exploit the Platform to third parties without our prior written consent
• Use automated scripts, bots, or crawlers to access the Platform in a manner that exceeds reasonable usage patterns or places undue burden on our infrastructure

• You shall not use the Platform to manage network infrastructure in a manner that violates telecommunications regulations in your jurisdiction
• You shall not configure MikroTik routers through the Platform in a way that intentionally degrades service quality for End Users beyond the parameters of their subscribed service packages
• You shall not use the RADIUS server or CoA functionality to intercept, monitor, or manipulate End User traffic beyond what is necessary for legitimate network management
• You are responsible for ensuring that your network infrastructure and its management through the Platform complies with all applicable telecommunications and internet service regulations

We reserve the right to investigate and take appropriate action against any violation of this Acceptable Use Policy, including but not limited to removing content, suspending or terminating accounts, and reporting violations to law enforcement authorities. We may, but are not obligated to, monitor your use of the Platform for compliance with this policy.

• You are solely responsible for complying with all applicable laws, regulations, and industry standards in your jurisdiction, including but not limited to telecommunications licensing, data protection, consumer protection, and tax regulations
• You are responsible for obtaining all necessary licenses, permits, and authorizations required to operate as an internet service provider in your jurisdiction
• You shall comply with the Kenya Data Protection Act 2019, GDPR, CCPA, and any other applicable data protection laws with respect to your Subscribers' data

• You are the Data Controller for your Subscribers' personal data and are responsible for obtaining all necessary consents for data collection and processing
• You are responsible for your own terms of service, privacy policy, and acceptable use policy governing your relationship with your Subscribers
• You are responsible for handling Subscriber complaints, disputes, and support requests related to your internet services
• You shall not misrepresent the nature of the Platform or your relationship with Iterative Billing to your Subscribers

You are responsible for the accuracy, quality, and legality of all Tenant Data and the means by which you acquired such data. We are not responsible for any errors, omissions, or inaccuracies in Tenant Data or for any consequences arising from such errors.

• You shall implement reasonable security measures to protect your account credentials and MikroTik router API credentials
• You shall promptly notify Us of any security incidents, unauthorized access, or suspected breaches affecting your account or data
• You shall cooperate with Us in investigating and resolving security incidents
• You shall keep your MikroTik RouterOS firmware updated to supported versions for optimal security and compatibility

The Platform, including all software, code, algorithms, user interfaces, designs, documentation, trademarks, logos, and all related intellectual property, is and shall remain the exclusive property of Iterative Billing and its licensors. These Terms do not grant you any ownership interest in the Platform, but only a limited right of use as set forth herein.

Subject to your compliance with these Terms and payment of applicable fees, We grant you a limited, non-exclusive, non-transferable, non-sublicensable, revocable license to access and use the Platform solely for your internal business purposes during the term of your subscription. This license does not include the right to:

• Copy, modify, adapt, or create derivative works of the Platform or any part thereof
• Reverse engineer, decompile, disassemble, or otherwise attempt to discover the source code, object code, or underlying structure, ideas, know-how, or algorithms of the Platform
• Sell, resell, license, sublicense, distribute, rent, lease, or otherwise transfer the Platform or access thereto to any third party
• Remove, alter, or obscure any proprietary notices, labels, or marks on the Platform
• Use the Platform to build a competing product or service
• Access the Platform for benchmarking or competitive analysis purposes

If you provide Us with any suggestions, ideas, enhancement requests, feedback, or recommendations regarding the Platform ("Feedback"), you hereby assign to Us all right, title, and interest in and to such Feedback. We are free to use, incorporate, and commercialize Feedback without any obligation, compensation, or attribution to you.

You retain all ownership rights in and to your Tenant Data. We do not claim ownership of any data you submit to the Platform. As between you and Us, you are solely responsible for the accuracy, quality, integrity, legality, reliability, and appropriateness of all Tenant Data.

You grant Us a worldwide, non-exclusive, royalty-free license to use, copy, store, transmit, display, and process your Tenant Data solely to the extent necessary to provide, maintain, and improve the Platform and Services. This license survives termination only to the extent necessary to fulfill our data retention obligations and to provide you with data export capabilities.

We may collect and use aggregated, anonymized, and de-identified data derived from your use of the Platform for any lawful business purpose, including analytics, benchmarking, product improvement, and marketing. Such aggregated data will not identify you or any individual and is not considered Tenant Data.

To the extent that We process personal data on your behalf, We act as a Data Processor under applicable data protection laws. Our data processing activities are governed by our Privacy Policy and any applicable Data Processing Agreement. You acknowledge that you are the Data Controller for your Subscribers' data and are responsible for compliance with applicable data protection laws.

"Confidential Information" means any non-public information disclosed by either party to the other, whether orally, in writing, or electronically, that is designated as confidential or that reasonably should be understood to be confidential given the nature of the information and the circumstances of disclosure. This includes, but is not limited to: business plans, financial data, customer lists, technical specifications, API credentials, pricing information, and proprietary algorithms.

• Each party agrees to protect the other party's Confidential Information using the same degree of care it uses to protect its own confidential information, but in no event less than reasonable care
• Neither party shall disclose the other party's Confidential Information to any third party without prior written consent, except to employees, contractors, and agents who need to know such information and are bound by confidentiality obligations no less protective than those herein
• Confidential Information shall be used solely for the purpose of performing obligations or exercising rights under these Terms

Confidential Information does not include information that: (a) is or becomes publicly available through no fault of the receiving party; (b) was known to the receiving party prior to disclosure; (c) is independently developed by the receiving party without use of the disclosing party's Confidential Information; or (d) is rightfully received from a third party without restriction on disclosure.

A party may disclose Confidential Information to the extent required by law, regulation, or court order, provided that the disclosing party gives the other party prompt written notice (to the extent legally permitted) and cooperates in any effort to obtain protective treatment of the information.

The Platform integrates with third-party payment processors including M-Pesa (Safaricom), KopoKopo, Flutterwave, SasaPay, Stripe, and PayStack. Your use of these payment services is subject to the respective provider's terms of service and privacy policy. We are not responsible for the availability, accuracy, or performance of third-party payment processors.

The Platform integrates with MikroTik RouterOS devices via API. You are responsible for ensuring that your MikroTik devices are properly configured, secured, and running compatible firmware versions. We are not responsible for any issues arising from incompatible firmware, misconfigured routers, or hardware failures of your MikroTik equipment.

SMS notifications are delivered through third-party SMS gateway providers. Message delivery is subject to the capabilities and limitations of these providers and mobile network operators. We do not guarantee delivery of SMS messages and are not liable for undelivered, delayed, or failed messages.

We do not endorse, warrant, or assume responsibility for any third-party products, services, or integrations. Your use of third-party services is at your own risk and subject to the terms and conditions of those third parties. We shall not be liable for any loss or damage caused by your reliance on any third-party service accessed through or in connection with the Platform.

Where your Subscription Plan includes API access, We grant you a limited, non-exclusive right to access and use our APIs solely to integrate the Platform with your own systems and applications. API access is subject to rate limits, authentication requirements, and usage policies as documented in our API documentation.

• You shall not exceed the rate limits specified in the API documentation or as communicated to you
• You shall not use the API to build a product or service that competes with the Platform
• You shall not share your API keys or credentials with unauthorized third parties
• You shall not use the API to extract data in bulk for purposes unrelated to your legitimate use of the Platform
• You shall implement reasonable error handling and retry logic to avoid unnecessary load on our systems
• You are responsible for the security of your API integrations and for any actions taken through the API using your credentials

We may modify, deprecate, or discontinue APIs or API features at any time. We will use commercially reasonable efforts to provide advance notice of material API changes. We are not liable for any costs, losses, or damages arising from API modifications.

Where your Subscription Plan includes white-label capabilities, We grant you a limited, non-exclusive license to customize the customer-facing portal with your own branding, including your logo, color scheme, and custom domain. This license is subject to the following conditions:

• You shall not remove or obscure any required legal notices or attributions
• You shall not misrepresent the Platform as being entirely your own proprietary software
• You are responsible for ensuring that your branding materials do not infringe any third-party intellectual property rights
• We reserve the right to require a "Powered by Iterative Billing" attribution in certain contexts

If you configure a custom domain for your white-label portal, you are responsible for domain registration, DNS configuration, and SSL certificate management. We will provide reasonable assistance with technical configuration but are not responsible for domain-related issues outside our control.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL ITERATIVE BILLING, ITS OFFICERS, DIRECTORS, EMPLOYEES, AGENTS, AFFILIATES, OR LICENSORS BE LIABLE FOR ANY INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, EXEMPLARY, OR PUNITIVE DAMAGES, INCLUDING BUT NOT LIMITED TO:

• Loss of profits, revenue, business, or anticipated savings
• Loss of data, Tenant Data, or Subscriber data
• Loss of goodwill or reputation
• Business interruption or loss of business opportunities
• Cost of procurement of substitute goods or services
• Any damages arising from unauthorized access to or alteration of your data
• Any damages arising from the conduct of any third party on the Platform

REGARDLESS OF THE LEGAL THEORY (CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE) AND EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

OUR TOTAL AGGREGATE LIABILITY FOR ALL CLAIMS ARISING OUT OF OR RELATED TO THESE TERMS OR YOUR USE OF THE PLATFORM SHALL NOT EXCEED THE GREATER OF: (A) THE TOTAL FEES ACTUALLY PAID BY YOU TO US IN THE TWELVE (12) MONTHS IMMEDIATELY PRECEDING THE EVENT GIVING RISE TO THE CLAIM; OR (B) ONE HUNDRED UNITED STATES DOLLARS (USD $100).

Without limiting the foregoing, We shall not be liable for:

• Any loss or damage resulting from your failure to maintain the security of your account credentials or MikroTik router API credentials
• Any loss or damage resulting from your failure to maintain adequate backups of your data
• Any loss or damage caused by third-party payment processor failures, delays, or errors
• Any loss or damage caused by MikroTik hardware failures, firmware bugs, or incompatibilities
• Any loss or damage caused by SMS delivery failures attributable to mobile network operators or SMS gateway providers
• Any loss or damage resulting from your violation of these Terms or applicable law
• Any claims brought by your Subscribers or End Users against you
• Any regulatory fines, penalties, or sanctions imposed on you for your non-compliance with applicable laws

The limitations of liability set forth in this section are fundamental elements of the basis of the bargain between you and Us. The Platform would not be provided without such limitations. These limitations apply regardless of whether the limited remedies fail of their essential purpose.

Some jurisdictions do not allow the exclusion or limitation of certain damages. In such jurisdictions, our liability shall be limited to the maximum extent permitted by applicable law.

You agree to indemnify, defend, and hold harmless Iterative Billing, its officers, directors, employees, agents, affiliates, successors, and assigns ("Indemnified Parties") from and against any and all claims, damages, losses, liabilities, costs, and expenses (including reasonable attorneys' fees and court costs) arising out of or related to:

• Your use or misuse of the Platform
• Your breach of these Terms, including the Acceptable Use Policy
• Your violation of any applicable law, regulation, or third-party right
• Your Tenant Data, including any claim that your data infringes or violates any third-party right
• Any dispute between you and your Subscribers or End Users
• Your failure to obtain necessary consents from Subscribers for data collection and processing
• Any regulatory action, fine, or penalty imposed on the Indemnified Parties as a result of your non-compliance with applicable laws
• Any claim arising from your network operations, internet service delivery, or telecommunications activities
• Any unauthorized access resulting from your failure to maintain account security
• Your white-label branding materials infringing any third-party intellectual property rights

• We will promptly notify you of any claim subject to indemnification (provided that failure to notify shall not relieve your obligations except to the extent you are materially prejudiced)
• You shall have the right to assume control of the defense of any such claim, at your expense, with counsel of your choosing (subject to our reasonable approval)
• We reserve the right to participate in the defense at our own expense
• You shall not settle any claim without our prior written consent if the settlement would impose any obligation on Us or admit any liability on our behalf
• We will provide reasonable cooperation in the defense of any claim, at your expense

Your indemnification obligations shall survive the termination or expiration of these Terms and your use of the Platform.

• You may terminate your subscription at any time by providing written notice through the Platform dashboard or by contacting our support team
• Termination will take effect at the end of your current Billing Cycle
• You remain responsible for all fees incurred through the effective date of termination
• No refunds will be issued for the remaining portion of a Billing Cycle unless otherwise required by applicable law or as specified in Section 5.6

We may terminate or suspend your account and access to the Platform, in whole or in part, at any time and for any reason, including but not limited to:

• Breach of these Terms, including the Acceptable Use Policy
• Non-payment or non-renewal, in accordance with Sections 5.4 and 18.5
• Fraudulent, abusive, or illegal activity
• Upon request by law enforcement or government authorities
• Dormancy, in accordance with Section 18.5
• Discontinuation of the Platform or any material part thereof (with at least ninety (90) days' notice)
• If We reasonably believe that your continued use poses a security risk to the Platform or other users

We may suspend your access to the Platform without prior notice if:

• We reasonably believe your account has been compromised
• Your use of the Platform poses an immediate security threat to the Platform or other users
• We are required to do so by law or regulatory authority
• Your payment is overdue by more than fourteen (14) days

During suspension, your data will be preserved but inaccessible. We will use reasonable efforts to notify you of the suspension and the reason therefor. Suspension does not relieve you of your payment obligations.

You acknowledge that suspension or termination of your account may affect your Subscribers' internet services if those services are managed through the Platform. We shall not be liable for any disruption to your Subscribers' services resulting from the suspension or termination of your account for cause.

To preserve Platform resources and keep our infrastructure available for active Tenants, all accounts are subject to the following policy:

• When your paid Subscription Plan expires without renewal, the Platform immediately ceases pushing provisioning, billing, configuration, and update operations to your network infrastructure. An account in this state is a "Dormant Account"
• You have ten (10) calendar days from the date of expiry (the "Renewal Window") to renew your subscription or activate a new Subscription Plan
• Upon expiry, your access to the Platform dashboard is suspended. Completing renewal at any time within the Renewal Window immediately restores full access and services and ends dormancy
• We will notify you at your registered email address and phone number upon expiry and again at approximately day three (3) and day seven (7) of dormancy, with a final warning on day ten (10), so that you are aware of the pending deletion. A renewal notice is also displayed when you attempt to sign in during the Renewal Window
• If no renewal is completed by the end of the tenth (10th) day, your account is designated "Churned"
• On the eleventh (11th) day, a Churned account is permanently deleted. Deletion is irreversible and unrecoverable: all Tenant Data, including Subscriber records, billing history, router and RADIUS configurations, packages, and customizations, is permanently destroyed and cannot be restored by Us under any circumstances
• The thirty (30) day data export window in Section 19.2 does not apply to deletions under this policy. Because dashboard access is suspended upon expiry, it is your sole responsibility to export any data you wish to keep before your subscription expires. During the Renewal Window, you may contact our support team in writing to request a one-time export of your Tenant Data, which We will provide before the deletion date
• Following deletion, We retain no Tenant Data. We retain only Our own invoicing and accounting records of fees you paid to Us, as required for Our own tax and audit compliance; these are Our internal records and cannot be used to reconstruct or restore your account
• You acknowledge that deletion permanently disconnects any Subscriber services managed through the Platform, and We shall have no liability to you or your Subscribers for any consequence of deletion under this policy after the required notices have been sent

• When your free trial expires, you must activate a paid Subscription Plan (or obtain a written trial extension from Us) within three (3) calendar days of expiry (the "Grace Period")
• We will notify you by email, SMS/WhatsApp, and dashboard notice before your trial expires (approximately three (3) days and one (1) day prior), and again by email and SMS/WhatsApp during the Grace Period, so that you are aware of the pending deletion
• Upon trial expiry, your access to the Platform dashboard is suspended. Activating a paid Subscription Plan at any time within the Grace Period immediately restores full access
• If no paid Subscription Plan is active by the end of the Grace Period, your account and all associated Tenant Data are automatically and permanently deleted. Deletion is irreversible and unrecoverable, and the data export window in Section 19.2 does not apply
• Trial accounts are also subject to the dormancy policy in Section 18.5, whichever results in earlier deletion

• Your right to access and use the Platform will immediately cease
• All licenses granted to you under these Terms will immediately terminate
• You must immediately cease all use of the Platform and any proprietary materials
• Any outstanding fees become immediately due and payable

Except for accounts deleted under Sections 18.5 or 18.6, which follow the accelerated timelines stated in those Sections:

• You may request an export of your Tenant Data within thirty (30) days of termination
• We will provide your data in a commonly used, machine-readable format (CSV or JSON)
• After the thirty (30) day export period, We will delete your Tenant Data within sixty (60) days, subject to legal retention obligations
• Our own invoicing and accounting records of fees paid by you to Us will be retained for seven (7) years as required by applicable tax and financial regulations
• Aggregated, anonymized data derived from your use may be retained indefinitely

The following sections shall survive termination or expiration of these Terms: Definitions, Intellectual Property Rights, Data Ownership, Confidentiality, Warranty Disclaimer, Limitation of Liability, Indemnification, Effect of Termination, Dispute Resolution, and any other provisions that by their nature should survive.

These Terms shall be governed by and construed in accordance with the laws of the Republic of Kenya, without regard to its conflict of law provisions. For Users located in the European Economic Area, nothing in this section shall deprive you of the protection afforded by mandatory provisions of the law of your country of residence.

Before initiating any formal dispute resolution proceedings, you agree to first contact Us and attempt to resolve the dispute informally within thirty (30) days. Most disputes can be resolved quickly and amicably through good-faith negotiation.

Any dispute, controversy, or claim arising out of or relating to these Terms, or the breach, termination, or invalidity thereof, that cannot be resolved informally shall be settled by binding arbitration administered in Nairobi, Kenya, in accordance with the Arbitration Act, 1995 of Kenya. The arbitration shall be conducted by a single arbitrator mutually agreed upon by the parties, or appointed in accordance with the Act. The language of arbitration shall be English. The arbitrator's decision shall be final and binding and may be entered as a judgment in any court of competent jurisdiction.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, YOU AND ITERATIVE BILLING AGREE THAT EACH MAY BRING CLAIMS AGAINST THE OTHER ONLY IN YOUR OR ITS INDIVIDUAL CAPACITY AND NOT AS A PLAINTIFF OR CLASS MEMBER IN ANY PURPORTED CLASS, CONSOLIDATED, OR REPRESENTATIVE ACTION. Unless both you and We agree otherwise, the arbitrator may not consolidate more than one person's claims and may not otherwise preside over any form of a representative or class proceeding.

Notwithstanding the foregoing, either party may seek injunctive or other equitable relief in any court of competent jurisdiction to prevent the actual or threatened infringement, misappropriation, or violation of intellectual property rights, confidentiality obligations, or other proprietary rights.

For any matters not subject to arbitration, you consent to the exclusive jurisdiction of the courts located in Nairobi, Kenya. You waive any objection to the exercise of jurisdiction over you by such courts and to venue in such courts.

You agree that any claim or cause of action arising out of or related to these Terms or the Platform must be filed within one (1) year after such claim or cause of action arose, or be forever barred. This limitation applies regardless of the legal theory upon which the claim is based.

Nothing in this section prevents you from filing a complaint with the relevant regulatory authority in your jurisdiction, including the Office of the Data Protection Commissioner (ODPC) in Kenya, your local EU/EEA supervisory authority, or the California Attorney General.

These Terms, together with our Privacy Policy, any applicable Order Form, and any additional terms referenced herein, constitute the entire agreement between you and Iterative Billing with respect to the subject matter hereof and supersede all prior or contemporaneous communications, proposals, and agreements, whether oral or written.

If any provision of these Terms is held to be invalid, illegal, or unenforceable by a court of competent jurisdiction, such provision shall be modified to the minimum extent necessary to make it valid and enforceable, or if modification is not possible, shall be severed from these Terms. The remaining provisions shall continue in full force and effect.

The failure of either party to enforce any right or provision of these Terms shall not constitute a waiver of such right or provision. Any waiver of any provision of these Terms will be effective only if in writing and signed by the waiving party.

You may not assign or transfer these Terms or any rights or obligations hereunder without our prior written consent. We may assign these Terms without restriction, including in connection with a merger, acquisition, corporate reorganization, or sale of all or substantially all of our assets. Any attempted assignment in violation of this section shall be null and void.

The relationship between you and Iterative Billing is that of independent contractors. Nothing in these Terms shall be construed to create a partnership, joint venture, agency, franchise, or employment relationship between the parties.

These Terms are for the sole benefit of the parties hereto and their permitted successors and assigns. Nothing in these Terms, express or implied, is intended to or shall confer upon any third party any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of these Terms. Your Subscribers and End Users are not third-party beneficiaries of these Terms.

All notices required or permitted under these Terms shall be in writing and shall be deemed given when: (a) delivered personally; (b) sent by confirmed email; (c) sent by registered or certified mail, return receipt requested; or (d) delivered through the Platform's notification system. Notices to Us should be sent to the contact information provided in Section 24.

You shall comply with all applicable export control laws and regulations. You shall not export, re-export, or transfer the Platform or any technical data received from Us to any country, entity, or person prohibited by applicable export control laws without the required government authorizations.

These Terms are drafted in English. In the event of any conflict between the English version and any translation, the English version shall prevail.