Terms of service.

1. Who these terms apply to

These terms govern your access to and use of the ResolveIT website and, where no separate institutional agreement is in place, the ResolveIT platform and its products (DistressIT, Private Treaty Sales and Auctions Marketplace). By accessing the website or platform you agree to these terms.

ResolveIT is a business-to-business service for regulated financial institutions, licensed auctioneers, and professional counterparties. It is not intended for consumer or personal use.

2. Institutional agreements

Banks, SACCOs, microfinance banks, asset managers, auctioneers and other institutional users operate under a separate Master Services Agreement (MSA) executed with ResolveIT. Where an MSA is in force, its terms govern the deployment and supersede these general terms to the extent of any inconsistency.

To discuss an institutional agreement, contact us at hello@resolveit.co.ke or through the book-a-demo form.

3. The service

ResolveIT provides software infrastructure for NPL recovery coordination, statutory compliance, private treaty resolution and auction execution. The platform is provided as a technology service; it does not constitute legal, financial, valuation or investment advice.

ResolveIT does not act as a lender, auctioneer, legal practitioner, valuer or regulated financial intermediary. Statutory notices, auction conduct and legal processes are the responsibility of the appropriately licensed institution or professional using the platform.

4. Account access and security

Access to the platform requires an authorised account. You are responsible for maintaining the confidentiality of your credentials and for all activity that occurs under your account. Notify us immediately at security@resolveit.co.ke if you suspect unauthorised access.

You must not share credentials, circumvent access controls, or attempt to access areas of the platform for which you are not authorised. We may suspend or terminate access if we reasonably believe a breach has occurred.

5. Acceptable use

• Use the platform only for lawful purposes and in accordance with applicable Kenyan law, including the Banking Act, SACCO Societies Act, Land Act, Auctioneers Act, Data Protection Act and CBK prudential guidelines.
• Do not upload false, misleading or fraudulent data, notices, or representations.
• Do not attempt to reverse-engineer, decompile, scrape, or disrupt the platform or its underlying systems.
• Do not use the platform to harass, deceive or unlawfully collect data about any individual.
• Do not use the platform to process data you are not authorised to process under your institution's mandate and applicable law.

6. Data and privacy

Our Privacy Policy explains how we handle personal data. For institutional deployments, data processing obligations are governed by the data processing agreement within the MSA.

You retain ownership of case data and institutional data you upload. You grant ResolveIT a limited licence to process that data solely to provide the service.

7. Intellectual property

The ResolveIT platform, its products, branding, software, and all documentation are owned by or licensed to ResolveIT Technologies Limited. These terms do not transfer any intellectual property rights to you.

You may not copy, adapt, distribute, or create derivative works from the platform or its content without our written consent.

8. Third-party integrations

The platform may integrate with or link to third-party services (for example, authentication providers, payment gateways or communication services). Those services are governed by their own terms. ResolveIT is not responsible for the availability or conduct of third-party services.

9. Availability and changes

We aim to maintain high platform availability but do not guarantee uninterrupted access. We may update, suspend or modify features with reasonable notice where practicable. Planned maintenance will be communicated in advance.

We may update these terms from time to time. We will post the updated version with a revised effective date. Continued use after the effective date constitutes acceptance.

10. Disclaimers

The platform is provided 'as is' and 'as available'. To the fullest extent permitted by law, ResolveIT excludes all implied warranties, including as to fitness for a particular purpose, accuracy or non-infringement.

ResolveIT does not warrant that compliance records, notices or case data generated through the platform will be sufficient to satisfy any particular regulatory, judicial or audit requirement. Institutions remain responsible for the legal adequacy of their own recovery processes.

11. Limitation of liability

To the fullest extent permitted by applicable law, ResolveIT's total liability to you for any claim arising from these terms or your use of the service shall not exceed the fees paid by you to ResolveIT in the twelve months preceding the event giving rise to the claim.

ResolveIT is not liable for any indirect, consequential, special or punitive loss, or for loss of profit, revenue, data or business opportunity, even if we have been advised of the possibility of such loss.

Nothing in these terms limits liability for fraud, wilful misconduct, death or personal injury caused by negligence, or any liability that cannot be excluded by law.

12. Indemnification

You agree to indemnify and hold ResolveIT harmless from any claim, loss or expense (including reasonable legal fees) arising from your use of the platform in breach of these terms, your violation of applicable law, or the data you upload or process through the service.

13. Termination

Either party may terminate access on written notice. Institutional agreements have their own termination provisions. On termination, your right to access the platform ceases and we will handle your data in accordance with our Privacy Policy and any applicable MSA.

14. Governing law and disputes

These terms are governed by and construed in accordance with the laws of Kenya. Any dispute arising from these terms shall be subject to the exclusive jurisdiction of the courts of Kenya.

We encourage direct resolution in the first instance. Contact us at legal@resolveit.co.ke.

15. General

• If any provision of these terms is found unenforceable, the remainder continues in full force.
• Our failure to enforce any right or provision does not constitute a waiver.
• These terms, together with any applicable MSA and our Privacy Policy, constitute the entire agreement between you and ResolveIT regarding the platform.
• These terms do not create a partnership, agency or employment relationship.