The following terms and conditions govern your access and use of this application and/or website and network of websites, which belong to Fulusi Group Limited (collectively, the “Sites” or individually, a “Site”). These terms and conditions also govern the content and services offered to you through the Site(s). By accessing, using, printing, installing, or downloading any material from any of the Sites, you agree to be bound by these Terms and Conditions.

1) Acceptance

These terms and conditions of use become effective when the user accesses this site for the first time and constitute a binding agreement between Fulusi Group Limited (“Fulusi”) and/ or its subsidiaries or affiliates, and the user.

2) User’s Liability

The user shall be liable to Fulusi Group Limited for any liabilities, losses or expenses incurred by Fulusi as a result of any breach by the user of these terms and conditions.

3) Use of Materials and Information

The information and materials contained in these pages, and the terms, conditions, and descriptions that appear, are subject to change. Unauthorized use of Fulusi’ application, web sites and systems including but not limited to unauthorized entry into Fulusi’ systems, misuse of passwords, or misuse of any information posted on a site is strictly prohibited. Your eligibility for particular services is subject to final determination by Fulusi.

4) Intellectual Property Rights

This web site contains copyright and other intellectual property including logos and other graphics and multimedia works belonging to Fulusi. The user is authorised to view and download, copy to a local hard drive or disk, print and make copies of such printouts, provided that:

a) The material is used for considering use of the online services and for no other commercial purposes.

b) Any reproduction of our proprietary material from this site or portion of it, must include Fulusi’ copyright notice in its entirety.

c) The logos and trademarks shown on this application and site are Fulusi’ registered and unregistered trademarks, or that of third parties.

d) All content included on the Sites, including but not limited to text, graphics, photographs, video and audio clips, streaming data, animation, images, downloadable materials, data compilations and software is the property of the Fulusi or its content suppliers and is protected by applicable copyright and trademark laws.

e) Nothing on this site should be construed as granting any license or right to use any trademark without Fulusi’ prior written permission and/or that of third parties, as the case may be. The user may not, without Fulusi’ prior written consent, use Fulusi’ intellectual property or that of third parties for any purposes whatsoever.

5) No Warranty

The information and materials contained in this site, including text, graphics, links or other items are provided ‘as is’ and ‘as available’.

Fulusi does not warrant the accuracy, adequacy or completeness of this information and materials and expressly disclaims liability for errors or omissions in this information and materials. No warranty of any kind, implied, expressed or statutory including but not limited to the warranties of non-infringement of third-party rights, title, merchantability, fitness for a particular purpose and freedom from computer virus, is given in conjunction with the information and materials.

We do not warrant or represent that access to the whole or part(s) of this website, the materials, information and/or functions contained therein will be provided uninterrupted, timely, secure or error-free or that any identified defect will be corrected, or that there will be no delays, failures, errors or loss of transmitted information, that no viruses or other contaminating or destructive properties will be transmitted or that no damage will occur to your computer system. The user understands and agrees that any material and/or data downloaded or otherwise obtained through the use of the Sites or any of the materials contained therein is done at the User’s own discretion and risk. If the Users use of the Sites or the Material results in the damage and need for servicing or replacing equipment or data, we shall not be responsible for those costs and the user will solely be responsible for any such damages. If the Material is provided by third parties, we shall not be held responsible for any such third-party material.

The materials, information and functions provided in the Sites shall not under any circumstances be considered or construed as an offer or solicitation to sell, give, issue or as the giving of any advice in respect of any form of investment or other securities, loans, or deposits in any jurisdiction. The User shall be responsible for evaluating the quality, adequacy, timeliness and usefulness of all services, content, advice, opinions and other information obtained or accessible through the Sites; further the User should seek professional and/or legal advice at all times and obtain independent verification of the materials and information provided herein prior to making any investment, business or commercial decision based on any such materials or information.

6) Amendments to these conditions

Fulusi may at its discretion amend these conditions from time to time without notification to the user. By accessing this site the Users are bound to the version of the terms and conditions published at the time of any visit to this site. The User agrees to view the current version each time that this site is visited. The current version of these conditions will govern the respective rights and obligations of Fulusi and the User each time the User access this site.

7) Capacity to enter into agreements.

The User hereby warrants to Fulusi that the User has the required legal capacity to enter into and be bound by these terms and conditions. Minors must be assisted by their legal guardians when reading these terms and conditions.

8) Sending of information

Information transmitted through an unsecured link over the Internet, including e-mail, is subject to potential unlawful access or monitoring. The User accepts that Fulusi cannot be held liable for any loss, or damage suffered by the User as a result of unlawful activities by unscrupulous persons, as Fulusi cannot prevent such behaviour.

9) Disclaimer and limitation of liability

The use of this site and the online services is entirely at the User’s own risk. The User assumes full responsibility for the risk or loss resulting from the use of this site and the User’s reliance on information contained on it. In no event will Fulusi be liable for any damages, whether direct, indirect, special, incidental, or consequential whatsoever relating to the User’s use of this site or the online services or the information contained on this site or the User’s inability to use this site or the online services, whether such damages arose out of contract, or delict or otherwise and regardless of whether Fulusi was expressly advised of the possibility of such loss or damage. Without derogating from the generality of the above, and to the extent legally permitted, Fulusi will not be liable for:

a) Any interruption, malfunction, downtime, off-line situation or other failure of the site or online services, Fulusi’ system, databases or any of its components, beyond Fulusi’ reasonable control;

b) Any loss or damage with regard to the user’s data or other data directly or indirectly caused by malfunction of Fulusi’ system, third party systems, power failures, unlawful access to or theft of data, computer viruses or destructive code on Fulusi’ system or third party systems; programming defects;

c) Any interruption, malfunction, downtime or other failure of goods or services provided by third parties, including, without limitation, third party systems such as the public- switched telecommunication service providers, internet service providers, electricity suppliers, local authorities and certification authorities; or any event over which Fulusi has no direct control.

d) Access to this Web Site is at the User’s own risk. If a User is dissatisfied with any of the contents of the Sites or these Terms and Conditions, a User’s sole remedy is to discontinue use of this site.

10) Third party Information

Fulusi may use the services of other third-party organizations to provide information on this site. Fulusi has no control over the third-party information and makes no representations or warranties of any nature as to its accuracy, appropriateness or correctness. Fulusi will not be directly or indirectly liable for any damages that may arise from the User’s reliance on it.

11) Indemnity

The User undertakes to defend, indemnify and hold harmless the Fulusi, its independent contractors and agents, from and against any and all claims, actions, liabilities, costs, or demands, including without limitation legal and accounting fees, for all damages directly, indirectly, and/or consequentially resulting or allegedly resulting from the users authority including without limitation to governmental agencies, use, misuse, or inability to use the Sites or any of the Materials/Contents contained therein, or the Users breach of any of these Terms and Conditions or any intellectual property right or proprietary right infringement claim made by a third party against the Fulusi in connection with the User’s use of this website. Fulusi shall notify the User of any such claim or suit, and the User shall be responsible for its defense. Fulusi may participate in the defense of such claim or defense but is not obligated to do so.

12) Governing Law and Jurisdiction

These terms and conditions and all matters arising out of or relating to these Terms and Conditions shall be governed by and are to be construed in accordance with the laws of Kenya, excluding any conflict of law provisions. By accessing this website and/or applying for the products or services provided herein by Fulusi, you hereby consent to the exclusive jurisdiction of the Kenyan courts in all disputes arising out of or relating to the use of this website.

13) General provisions

a) The headings of the clauses in the conditions is provided for convenience and ease of

reference only and will not be used to interpret, modify or amplify the terms of the conditions.

b) No failure or delay by Fulusi to exercise any of Fulusi’ rights will be construed as a waiver of any such right, whether this is done expressly or impliedly, nor will it affect the validity of any part these terms and conditions or prejudice our right to take subsequent action against the user.

c) If any provision of these terms and conditions is found to be invalid by any court having competent jurisdiction, the invalidity of such provision shall not affect the validity of the remaining provisions of these terms and conditions, which shall remain in full force and effect.

1. Introduction

1.1. Your agreement with us is contained in these general terms and conditions, the additional conditions and the application form signed by you.

1.2. The additional conditions include our charges and the interest rates, notice periods, minimum or maximum balances and other features for the particular type of account. We will tell you these when you open your account or apply for a new service. They are also set out in brochures which are available at your branch and which you can ask for at any time. Where these general conditions are inconsistent with the additional conditions, the additional conditions shall prevail. We can change this agreement from time to time.

1.3. In this agreement “you” and “your” mean any customer operating an account and includes (where appropriate) any person you authorize to give instructions on your accounts. “We”, “us” and “our” mean Fulusi.

2. Contact

2.1. We may contact you in person or by post, telephone, fax or by computer (which in this agreement includes any form of electronic communication) or where suitable arrangements have been put in place, using the latest address or number you have given us. You agree to tell us of any changes or additions to these details.

2.2. You can contact us at the address and telephone number shown on your statement or email: wecare@fulusigroup.com , unless we specifically give you a different address or telephone number to use for a particular service.

2.3. We may record or monitor telephone calls between us so that we can check instructions and make sure that we are meeting our service standards. Our records are conclusive.

3. Giving us instructions

3.1. You can only give us instructions in person or by post, telephone, mobile telephone, internet, fax or, where suitable arrangements have been put in place, by computer, unless we advise you that instructions may be given in a different way for a particular account or service.

3.2. Before you give us any instructions by telephone, mobile telephone, internet, fax or computer (electronic instructions) we will agree necessary security procedures for authenticating such instructions.

3.3. Electronic instructions:

a) We may act on your electronic instructions from time to time. You hereby confirm your full knowledge and voluntary acceptance of any and all risks associated with such instructions;

b) We shall take all reasonable measures to check or verify authenticity or accuracy of such electronic instructions purporting to have been sent by you.

c) We shall be deemed to have acted properly and to have fully performed all the obligations owed to you notwithstanding that instructions may have been initiated, sent or otherwise communicated in error or fraudulently, and you shall be bound by any instructions on which we may act if we have, in good faith, acted in the belief that such instructions have been sent by you.

d) We may, in our absolute discretion, decline to act on or in accordance with the whole or any part of an instruction pending further enquiry or your further confirmation (whether written or otherwise). We shall, however, not be under any obligation to decline to act in any case, and shall in no event or circumstance be liable for not so declining.

e) You confirm that you shall release from and indemnify us against all claims, losses, damages, costs and expenses howsoever arising in consequence of, or in any way related to our acting in accordance with the whole or any part of any of your instructions or having exercised (or failed to exercise) the discretion conferred upon us.

f) You acknowledge that, to the full extent permitted by law, we shall not be liable for any unauthorized drawing, transfer, remittance, disclosure, any activity or any incident on your account by the fact of the knowledge and/or use or manipulation of your password, ID or any means whether or not occasioned by your negligence.

3.4. If we receive several instructions at approximately the same time the total amount of which exceeds the available assets of or the credit granted to you, we may honour the orders on a first come first served basis.

3.5. You must do all that you reasonably can to make sure that the security procedures, codes and Personal Identification Numbers (PINs) are kept secret at all times. If you make a written record of any code or PIN you must make a reasonable effort to disguise it and not keep it with your card or your mobile telephone. In the case of mobile Banking, you must change your PIN on first use.

3.6. You must tell us as soon as you can if any card issued to you is lost or stolen, or if you think someone else may know the security procedures, codes or PINs. Until you tell us, you will be responsible for all instructions that we receive and act on even if the instruction may not have been given by you. Unless we can show that you have been fraudulent, grossly negligent or have broken condition 3.3 we will credit your account with any payments we make after you tell us. We will have no further liability to you. We can ask you for all the information you have about the misuse of security procedures, codes and PINs, which we may pass on to the police if we think that it will be useful.

3.7. We will act on instructions given:

i. on a document bearing your original signature(s); or

ii. by telephone, mobile telephone or computer whether or not they were given by you as long as we have followed the security procedures.

3.8. You must provide us with a specimen of your original signature (s), in a form acceptable to us. We will also require the specimen signatures of each Authorised Signatory. We may require a fresh specimen signature in the event of any changes to the name of your account.

3.9. If you give us an instruction by telephone, mobile telephone or computer we may ask you to confirm it under condition 3.7(a).

3.10. We can refuse to act on any instruction if:

a. the instruction is not clear; or

b. we believe that by carrying out the instruction we might break a law, regulation, code or other duty which applies to us.

c. carrying out the instruction would result in there being an unapproved overdraft or any overdraft limit greater than that agreed or sanctioned by us.

3.11. We may ask you to give us written confirmation and co-operation if we have received instructions on your account which were not given by you.

3.12. We may ask you to provide us with any information or document necessary for us to maintain your account in compliance with our ‘know-your-customer’ obligations currently in force or as may be varied from time to time. We may suspend operations on your account if you do not provide us with such information or if your account is not compliant with our ‘know-your-customer’ requirements.

3.13. In the event that you hold the account jointly with others the liability of the account holders shall be joint and several. You also hereby authorize us to pay or deliver to or to the order of the survivors or survivor or the executors or administrators of the estate of such survivor any monies standing to the credit of your joint account.

4. Credits to your account

4.1. Funds shall be available on demand subject to the following limitations:

a. Withdrawal limits at the teller terminal;

b. Insufficiency of funds in your account;

c. Cheque deposits that have not been cleared; and

d. We have no duty to effect unauthorized transactions.

4.2. If we receive instructions and credits for an account during the opening times on any business day, we will process them all on that day or on the date specified in your instructions. Instructions and credits received after the opening times for a business day will be processed on the next business day.

5. Interest and charges

5.1. We pay interest on accounts that qualify for interest, or if applicable, charge interest and fees in arrears, by crediting or debiting your account.

5.2. We will deduct tax on interest before we pay it to you unless we can pay interest without deducting tax under current legislation.

5.3. You shall be entitled to obtain information regarding the transaction charges.

6. Responsibility for borrowing

6.1. You are personally responsible for any money owed to us.

7. Our liability to you

7.1. We will not be liable to you if we do not act on your instructions for any reason under condition 3.7 on current and transactional accounts or if we cannot carry out our responsibilities under these conditions as a result of anything that we cannot reasonably control.

7.2. We will not be liable under any circumstances for any losses which are not direct or which we could not reasonably have foreseen.

7.3. We do not guarantee the availability of any electronic service (which includes telephone, mobile and internet banking) and we are not liable if it is unavailable. We may suspend the operation of an electronic service and will notify you of any suspension.

7.4. We will take reasonable care to ensure the security of, and prevent unauthorised access to, our computers.

7.5. If we suffer any losses, costs or other expenses as a result of any breach of this agreement by any account holder, then the account holder will be liable for these.

8. Using information about you

8.1. We will store and process information (including personal and financial information and information which we:

a. obtain from third parties such as joint account holders, credit reference agencies or other organizations; or

b. learn from the way you use and manage your account(s); or

c. learn from the transactions you make or from the payments which are made to your account. We may store and process such information either within or outside Kenya, as may be permitted under Kenyan law. We, and other companies in the same group as us, will use such information to manage your account(s) and provide services, for assessment and analysis (including credit and/or behaviour scoring, market and product analysis), and to develop and improve our services to you and other customers and to protect our interests.

8.2. We may assign and/or transfer all or any of our rights, benefits and obligations under the agreement to any person at any time.

8.3. We, and other companies in the same group as us, may also use such information to inform you (by letter, Telephone, including automated dialing, email or computer) about products and services (including those of others) which may be of interest to you (although other members of the Group will only send marketing material to personal customers and individuals if we have their consent).

8.4. We may disclose information about you to any person in connection with an actual or proposed contract which relates to this agreement. This includes disclosing information under the terms of such contract and such a contract includes the assignment and/or transfer of all our rights and obligations under this agreement.

8.5. For our protection and our customers, we have to follow certain internal procedures when opening accounts. These may include the use of credit scoring, obtaining information from credit reference agencies and the parting of information about you for lending purposes to any company in the same group of companies as us. We may disclose information about you to credit reference and fraud prevention agencies and other organizations, who may record, use and give out information to other lenders and insurers to help other users make assessments for credit and all types of insurance (including handling any claims), for debt tracing and to prevent fraud and money laundering).

8.6. We may give information about you and how you manage your account to people who provide a service to us or are acting as our agents, on the understanding that they will keep the information confidential;

8.7. Other than as provided above, we will not disclose information concerning the account to third parties unless:

a. we are legally compelled by the laws of Kenya or any other country;

b. you ask us to do so or give us permission in writing; or

c. it is in our interest to do so.

9. Changing the terms of this agreement

9.1. We may change the terms of this agreement (including our charges) at any time by telling you about the changes in accordance with the applicable laws and regulations.

9.2. We may at any time suspend the operation of any service but we will promptly give you notice if we do so. We may vary the times at which any service is available and add to, vary or withdraw any features of any service. We will give you reasonable notice of any changes. We will use our reasonable endeavors, consistent with good practice, to ensure that if the change is material the notice period we give you is sufficient to ensure that you have an opportunity to withdraw from the service before the change takes place.

10. Closing your account

10.1. You can close your account by telling us in writing.

10.2. We can end our relationship with you by telling you in writing. We will give you at least 30 days’ notice, unless you are in material breach of this agreement, in which case we may end our relationship and close your account without notice and with immediate effect.

11. Inoperative and Dormant Accounts

11.1. Your account will automatically be classified as inactive if you do not initiate any transactions on the account for a continuous period of 24 months. We shall make reasonable endeavors to inform you of the intended classification of the account as inactive at least one (1) month before such classification. We shall, no later than seven (7) days from the date of such classification, inform you of such classification by way of short -message text alerts addressed to your last known mobile telephone number.

11.2. Your account will be re-classified as Dormant if it remains inactive for a further period of 12 months, in which case the account balances shall be transferred from the your account to a central account for security reasons.

12. General information

12.1. These conditions are governed by the laws of Kenya. Any banking terms and conditions implied by such law will also apply to our relationship with you.

13. Your Rights and Duties:

13.1. You confirm that you have been informed and you have understood:-

● Our undertaking as to customer account confidentiality;

● Account and product features and benefits;

● Applicable financial obligations including Bank Charges, fees, commissions, interest, penalties and taxes related to establishment, operation and termination of the

account, products and services herein;

● Conduct and/or rules and regulations of operating the account;

● Query resolution process;

● Communication on account status;

13.2. You acknowledge your duty to:-

● Keep abreast of account status and make appropriate enquiries within a reasonable time.

● Consent to our sharing account information as per legal and regulatory requirements.

14. Waiver

14.1. No failure or delay by us in enforcing or requiring compliance by you with any provisions in these conditions will impair or operate as a waiver of any of our rights or any such provisions nor will it constitute a novation hereof.

15. Communications

15.1. All notices, statements, letters and other communications from us will be sent to your last known address, and the date on our copy of any such communication shall be taken to be the date of such dispatch in the absence of proof to the contrary.

15.2. Any written communication from us to you including but not limited to any notice given pursuant to these Terms and Conditions shall be deemed to have been received by you:

● If delivered, at the date and time of delivery;

● if sent by post, five business days after posting if sent to a Kenyan address and seven business days after posting if sent to an address outside Kenya (in proving such dispatch by post it shall be sufficient to prove that the letter containing the communication was properly stamped and addressed and put into the Post Office/Courier).

● If sent by e-mail, short message service (SMS) or facsimile (fax), on completion of the transmission.

15.3. We shall not accept liability for damage resulting from losses, delays, misunderstandings, mutilations, duplications or any other irregularities due to transmission of any communication whether to or from you, the ourselves or any third party, by delivery, post, telephone, e-mail, SMS or any other means of communication.

15.4. The contact address you specified in the Application Form shall be deemed by us to be your contact address and all communication addressed to you shall be sent to the said address unless another mode of communication is allowed by these terms and conditions. You are required to notify us in writing of any changes to this address.

16. Governing Law

16.1. These General Terms and Conditions and any Specific Terms and Conditions shall be governed by the laws of the Republic of Kenya and the Customer hereby submits to the non-exclusive jurisdiction of the Courts of Kenya.

17. Disclosure

17.1. Information and Instructions received from you through the Service will be stored by the us and accessed by our employees (as is deemed necessary).

18. Force Majeure

18.1. Notwithstanding any provision contained in this Agreement, We shall not be liable to You to the extent fulfilment or performance of any terms or provisions of this Agreement is delayed or prevented by revolution or other civil disorders; wars; acts of enemies; strikes; lack of available resources from persons other than Us; labour disputes; electrical equipment or mobile network failure; fires; floods; acts of God; government or regulator action; or, without limiting the foregoing, any other causes not within its control, and which by the exercise of reasonable diligence We are unable to prevent, whether of the class of causes hereinbefore enumerated or not. If any force majeure event occurs, We will give prompt written notice to You and will use commercially reasonable efforts to minimize the impact of such event.