SAVA

TERMS &

CONDITIONS

Terms and conditions are the rules and guidelines users must agree to and follow when using a service or product.

Read about

OUR PLATFORM AGREEMENTS

1. Sava Platform Agreement

This Platform Agreement is made between Company and Sava and governs your use of the Services. By submitting your application to open a Sava Account, you consent to this Platform Agreement, including the applicable Card Terms, and to receive all Notices and communications from Sava electronically. Capitalized terms used in this Platform Agreement have the meaning provided in Section 4. As used in this Platform Agreement, "you" refers to Company, and "we" refers to Sava.

This Platform Agreement requires you to arbitrate any disputes arising under this Platform Agreement in an individual arbitration and not a class arbitration. You acknowledge and understand that by accepting this Platform Agreement you waive any right to a trial by jury or to otherwise bring any claims in court arising out of this Platform Agreement or to participate in any type of class action or class proceeding relating to this Platform Agreement. See Section 3.8, below.

You may only open and maintain a Sava Account and use the Services if you accept this Platform Agreement.

1.1 Services

The Services allow you to issue and manage Cards for your Users; manage and control spending, manage reporting; access, use, and connect to Third-Party Services through your Sava Account; and, subject to the terms and conditions of the Sava Terms and any related addenda hereto, access other optional services through your Sava Account. Sava may change existing Services or provide new Services at any time without Notice; provided that Sava shall make commercially reasonable efforts to Notify you in advance of any material changes to Services on which you rely.

1.2 Opening a Sava Account

You will need to provide Company Data and Personal Data when submitting an application for a Sava Account. Such Company Data may include business information (such as registered business name, the business address, ownership details, actual or anticipated revenue, the nature of the business, and details from Linked Accounts and other business information we may request from time to time), and such Personal Data may include the name, contact information, and date of birth of Users or beneficial owners. You may also need to provide documentary information used to verify such Company Data and Personal Data (such as corporate registration certificate, proof of address, or personal identification). Use of specific Services or features may also require that you permit Sava to access Company Data and Personal Data through Third-Party Services.

We provide Company Data and Personal Data to Issuers and Third-Party Service Providers to determine your eligibility for Services and Cards. We, Issuers and Third-Party Service Providers may approve or deny your application(s) or grant you provisional access to the Services, Third-Party Services or your Sava Account while your application is pending additional review. Sava, Issuers and Third-Party Service Providers rely on the accuracy of all such Company Data and Personal Data when opening, maintaining and using your Sava Account. We may deny Applications, interrupt provision of the Services to you, or suspend or close your Sava Account for any reason including where required Company Data or Personal Data is incomplete, inaccurate or out of date. You represent and warrant that you will keep all such Company Data and Personal Data current, complete and accurate in your Sava Account whether we provide you with full or provisional access, by contacting Sava and providing any updated Company Data or Personal Data. We may request information from credit reporting agencies using the Company Data you have provided, and may report the performance of your account to one or more credit reporting agencies.
If you successfully open a Sava Account through a referral from an existing Sava customer or referral partner, you acknowledge and agree that Sava may provide Company Data about you to the Sava customer or partner that referred you, which may include (a) notice that you successfully opened a Sava Account and/or met other criteria required by the referral link or other referral method, such as completing a minimum required payment; or (b) aggregate spend data or total spend volumes as required to determine partner incentives.

1.3 Fees

We will disclose Fees, if any, to you on the pricing page of our website. We may change any Fees upon thirty days' Notice to you.

1.4 Managing your Sava Account

When submitting your Sava Account application, specify at least one Administrator. Administrators have the authority to add, remove, or manage additional Administrators and Users, request and manage Cards, set or change per-User spending limits, view transactions, run reports, and download statements. They can also provide or update Company Data and Personal Data, connect Linked Accounts, Third-Party Services, and other accounts to your Sava Account, and perform other necessary tasks. You are accountable for any actions or inactions of Administrators, Users, and those using their credentials to access the Company's account. All potential Users must accept User Terms to join, and Users authorized to use Cards may need to accept terms from Issuers. You affirm that each User agrees to and abides by the User Terms.

1.5  Security and Monitoring your Sava Account

You will keep your Sava Account secure and only provide access to individuals that you have authorized. You will immediately disable User access to the Services if you know or believe your Sava Account has or may have been compromised or has been or may be misused; and you will promptly notify us (via the Sava Dashboard or by contacting our support team) of any known or reasonably suspected unauthorized access or use.

1.6  Authorized Users

You will authorize Users, which will allow them to use the Services and access certain functionality of your Sava Account. You are responsible for ensuring that Users are aware of and comply with your obligations under this Agreement, including but not limited to Section 1.7 (Requirements and Prohibited Activity). You are responsible for obtaining consent from your Users to enable Sava and Issuer to collect, user, retain, and disclose Personal Data, and for ensuring that Users have read and agreed to the Privacy Policy and all applicable terms.

1.7 Requirements and Prohibited Activities

Sava may in its sole discretion decline to provide cashback reward credits based on any foreign transactions.Your Sava Account, Services, and Cards may only be used for the Company's bona fide business expenses. Your Sava Account, Services, and Cards may not be (a) used for any purpose that is unlawful or prohibited by this Platform Agreement or the Card Terms; (b) provided to or used for the benefit of an individual, organization, or country that is blocked or sanctioned by the Republic of Kenya (c) used by unaffiliated third parties; or (d) used for any other activities not for the benefit of the Company.

We will not approve and may close Sava Accounts that we know or believe are engaged in any of the prohibited activities identified in the Prohibited Activities List, or any other restricted category as determined by Sava or any Issuer in their sole discretion. Where a Company is engaged in certain restricted activities, Sava may require that you provide additional information to open or maintain your Sava Account. We may update the list of prohibited or restricted activities at any time and from time to time. You agree to review this regularly and contact us with any questions you have about how this list may apply to Company's business.

We may suspend or terminate access to your Sava Account or Cards if we believe in our sole discretion that this section was violated, if required by an Issuer, or to comply with applicable laws or regulations. Without limiting any of your indemnification or other obligations to us, you agree to pay all Fines imposed on Sava or any affiliate, officer, employee, agent or representative thereof by Issuers, regulators, or government agencies for your violation of this section.

1.8  Identification as Customer

We may publicly reference you as a Sava customer on our website or in communications during the term of this Platform Agreement. We will not express any false endorsement or partnerships. You grant Sava a limited license to use Company trademarks or service marks for this purpose. Please notify us if you prefer that we not identify you as a Sava customer and we will use best efforts to remove references to you on our website or in communications.

1.9 Ownership and License

As between you and Sava, Sava and licensors own all Sava Property. You, Administrators, and Users may use Sava Property only as and for the purposes provided in this Platform Agreement and the Card Terms. You may not modify, reverse engineer, create derivative works from, or disassemble Sava Property; or register, attempt to register, or claim ownership in Sava Property or portions of Sava Property.
Sava grants you a nonexclusive and nontransferable license to use Sava Property as permitted by this Platform Agreement to the extent that Sava provides it to you via the Services. This license terminates upon termination of this Platform Agreement unless terminated earlier by us.

1.10 Data and Privacy

The Card Networks, Sava, and Issuers collect and process Company Data and Personal Data through your use of the Cards, the Services (including received through Linked Accounts), and Third-Party Services. The Card Networks, Sava, and Issuers may use and disclose Company Data and Personal Data (a) to provide Services to Company and Users; (b) as required by law or Card Network rules; (c) for underwriting, identity verification, and fraud prevention; (d) to verify account balances and account information, establish spending limits, identify spending patterns, and determine spending limits; (e) to analyze and report transactions; (f) to report Company performance to credit reporting agencies and credit rating agencies, where appropriate (g) for internal analytics and reporting; (h) as needed in dispute resolution; and (i) as otherwise permitted by law.

We will not share any Company Data or Personal Data with third parties for marketing their unaffiliated products without your consent but may use Company Data and Personal Data to identify Services, Third- Party Services, and programs that we believe may be of interest to you for the purpose of promoting them to you, including as part of a rewards or benefits program.

Except as prohibited by law, Sava may use and disclose De-Identified Data for Sava's own purposes, including to improve and develop Sava products, services, and marketing efforts (such as developing data products and providing aggregate insights to other customers). Sava may also include De-Identified Data in both public and private reports.

Sava processes Personal Data in accordance with the Privacy Policy and, where applicable, any Data Processing Addendum. You acknowledge, understand, and agree that we will collect, disclose, and otherwise process Company Data and Personal Data in accordance with this Platform Agreement, the Data Protection Addendum (where applicable), and the Privacy Policy. Where Company Data or Personal Data is shared by us with our subcontractors, Sava will implement controls to reduce the risk of loss or accidental disclosure.

1.11 Rewards and Benefits

Sava may determine when, how, and under what conditions Company or Users may qualify for or earn rewards. Certain Cards or transactions may not be eligible for some or any rewards, including cashback reward credits. Any right to rewards or benefits shall terminate upon the termination of this Agreement, the closure of your Sava Account, or in the event of any breach of this Agreement. Certain rewards or benefits may be subject to additional agreements or disclosures.

1.12  Beta Services

Sava may make Beta Services available to you, which may be subject to additional terms and conditions. You acknowledge that Beta Services may be unstable and subject to frequent, substantial interruptions and to erroneous output and operation. You agree not to use any Beta Services for any mission critical or other important functions without taking appropriate precautions to prevent loss or damage resulting from such use.

1.13  Feedback

Sava may make Beta Services available to you, which may be subject to additional terms and conditions. You acknowledge that Beta Services may be unstable and subject to frequent, substantial interruptions and to erroneous output and operation. You agree not to use any Beta Services for any mission critical or other important functions without taking appropriate precautions to prevent loss or damage resulting from such use.

1.14  Feedback

Company hereby grants Sava a royalty-free, fully-paid, irrevocable, perpetual, nonexclusive, worldwide, assignable and otherwise transferable license, with the unrestricted and unlimited right to grant sublicenses, (1) to create derivative works based upon any Feedback and (2) to use, copy, display, publish, distribute or otherwise commercialize or exploit in any manner any Feedback or derivative works based thereon. You acknowledge and agree that any Feedback you submit is not confidential. Sava has no obligation to compensate or credit you for Feedback you provide, regardless of whether or how we may use or otherwise commercialize or exploit it.

2.  Payments to Sava

2.1  Periodic Statements

You are responsible for payment in full of all Charges, Fees, Fines and other amounts owed by you to Sava. We will provide you Periodic Statements identifying Charges, Fees, Fines, or other amounts charged to your Sava Account, as well as any payments, refunds, Chargebacks granted or other credits to that account. Your Sava Account will show the credit the business day after payment is received. Unless otherwise specified in any Notice, Periodic Statements are issued once per month on the day specified on your Sava Dashboard.

2.2 Set Off and Collections

Charges that are or will be listed on Periodic Statements that are not paid on time may be collected from amounts in a Sava Account that you hold jointly with a third party or open in the future even if your original Sava Account has been closed. This right will exist even if we do not exercise it prior to the making, filing, or issuance of an arbitration demand, court order, or other action.Any failure to pay the full amount owed to Sava when required is a breach of this Agreement. You are responsible for all costs or expenses that we or Issuers incur collecting amounts owed but not timely paid, including legal or collections fees and any interest at the maximum rate permitted under law.

3. Additional Terms

3.1  Term and Termination

This Platform Agreement is effective when you start an application for a Sava Account and continues until terminated by either you or us, or in accordance with the Card Terms or as otherwise set forth in this Platform Agreement.

You may terminate this Platform Agreement by paying all amounts owed and providing notice to us but are still responsible for Charges, Fees, Fines, and other amounts owed. Your payment and Sava's acceptance of any amounts does not extinguish or waive any of Sava's rights hereunder. If you reapply or reopen your Sava Account or use or attempt to use the Services or Cards you are consenting to the Platform Agreement in effect at that time. Sava may terminate this Platform Agreement, or suspend your Sava Account or Cards, by providing you Notice. Upon termination of the Company's Sava Account, any related Cards will immediately expire.

3.2 Notice and User Notifications

By registering for a Sava Account, you agree that such registration constitutes your electronic signature, and you consent to us providing Notices to you and User Notifications to Users, including in each case those required by Law, and you shall ensure that all Users consent to receiving User Notifications, electronically. You understand that this consent has the same legal effect as a physical signature.

Our Notices to you will be effective if provided to an Administrator, and User Notifications will be effective if provided to the applicable User, in each case electronically through the Sava Dashboard, via email, or (except as provided below) via SMS to the contact information provided to us by the Administrators or the User, as applicable; provided that Notice of any material change to or amendment of this Agreement will be provided via email to an Administrator.

Notices and User Notifications will be deemed to be received 24 hours after they are sent, provided that Notices or User Notifications captioned or otherwise designated as "URGENT" or "READ IMMEDIATELY" will be deemed to be received when sent. You understand that you may not use the Services or Cards unless you consent to receive Notices and all Users consent to receive User Notifications electronically as provided herein. Consent to receive Notices or User Notifications electronically may be withdrawn only by closing your Sava Account.

Notices and User Notifications may include alerts about Services, Cards or Charges and may provide Administrators and Users the ability to respond with information about Charges on Cards or your Sava Account. Administrators and Users may elect to not receive certain Notices or User Notifications through the Sava Account, but this will limit the use of certain Services and may increase the financial risks to the Company. The Company warrants that it will secure appropriate authorization from Users to send SMS messages to Users on the Company's behalf.
We will request additional consent to send Administrators and Users SMS messages where required. Administrators or Users may cancel SMS messaging at any time by texting "STOP" to the short code. After an Administrator or User sends the SMS message "STOP" to us, we will send such Administrator or User an SMS message to confirm that such Administrator or User has been unsubscribed from receiving SMS messages. After this, such Administrator or User will no longer receive SMS messages from us. Such Administrator or User may resume receiving text messages by providing authorization via the Sava Dashboard and we will start sending SMS messages to you or the User again.

Administrators and Users are responsible for all costs imposed by Internet or mobile service providers for sending or receiving Notices electronically. You acknowledge that you are solely responsible for ensuring that no Notices are blocked or delayed by any spam filter or otherwise.

Notify us immediately if you are or believe you are having problems receiving Notices.

3.3. Limitation of Liability

Sava is not liable to you for consequential, indirect, special, exemplary, or punitive damages, lost profits, damage attributable to reputational harm, physical injury or property damage, or lost revenue arising from or related to this Agreement or to the Services or Cards, including your use of or inability to use Services or Cards, whether or not we were advised of their possibility by you or third parties. Our aggregate liability to you under this Platform Agreement for all claims is limited to the greater of the total amount of Fees actually paid by you to Sava in the three months preceding the event that is the basis of your claim. These limitations apply regardless of the legal theory on which your claim is based.

3.4. Representations and Warramties

In addition to other representations and warranties provided by You in this Agreement, You represent and warrant that (a) Company is and will continuously throughout this Platform Agreement be duly organized and in good standing under the laws of its jurisdiction of incorporation, (b) Administrators have requisite organizational power and authority to conduct business on and manage Company's Sava Account in all respects, and Company has irrevocably authorized each and every action taken by any Administrator that relates to this Agreement, the Services, any Card or any Third Party Services (c) you are opening an account on behalf of a Company organized and registered in the Republic of Kenya and that you are not opening an account as a consumer, sole proprietor, or unincorporated partnership; (d) you and Users will not engage in activities prohibited by this Platform Agreement, and (e) all Company Data and Personal Data provided to Sava is and shall be complete, accurate, and current.

3.5. Disclaimer of Warranties by Sava

THE SERVICES, SAVA PROPERTY, AND BETA SERVICES ARE PROVIDED TO YOU AS IS AND AS AVAILABLE. SAVA DISCLAIMS ALL EXPRESS, IMPLIED, OR STATUTORY WARRANTIES, AND YOU ACKNOWLEDGE THAT NO SAVA PERSONNEL ARE AUTHORIZED TO PROVIDE ANY SUCH WARRANTY (EXCEPT IN A WRITTEN DOCUMENT IDENTIFIED AS AN AMENDMENT TO THIS AGREEMENT AND EXECUTED BY AN AUTHORIZED REPRESENTATIVE OF SAVA AND AN AUTHORIZED REPRESENTATIVE OF CUSTOMER).

THIRD-PARTY SERVICES ARE NOT PROVIDED, CONTROLLED, RECOMMENDED OR ENDORSED BY SAVA. SAVA DOES NOT PROVIDE SUPPORT FOR AND DISCLAIMS ALL LIABILITY ARISING FROM FAILURES OR LOSSES CAUSED BY OR RELATING TO THIRD-PARTY SERVICES.

WITHOUT LIMITING THE GENERALITY OF THE FOREGOING, YOU ASSUME ALL RISKS ASSOCIATED WITH ANY FAILURE OF ANY: (A) SERVICES OR DATA PROVIDED UNDER THIS PLATFORM AGREEMENT TO BE ACCURATE AND ERROR-FREE; (B) SERVICES TO MEET YOUR SPECIFIC NEEDS OR REQUIREMENTS; (C) SERVICES TO BE USABLE BY COMPANY, ADMINISTRATORS, OR USERS AT ANY PARTICULAR TIME OR LOCATION; (D) SPECIFIC MERCHANTS TO PERMIT PURCHASES USING CARDS ISSUED BY AN ISSUER; (E) SERVICES TO BE UNINTERRUPTED, SECURE, OR FREE FROM HACKING, VIRUSES, OR MALICIOUS CODE; AND (F) ANY DEFECTS IN THE SERVICES TO BE CORRECTED, EVEN WHEN WE ARE ADVISED OF SUCH DEFECTS.

3.6. Indemnification

You agree to indemnify Sava, our affiliates, our and each such affiliate's employees and contractors, and any other Third-Party Service Providers (each an "Indemnitee") and hold them harmless from and against any losses, liabilities, damages, claims, costs or expenses (including reasonable attorneys' fees) arising out of or relating to claims, proceedings, suits, or actions brought by or initiated against Sava or any of the other Indemnitees specified above by any third party (i) due to the breach by you or by any Administrator or User of this Platform Agreement, the User Terms, the Card Terms, any terms applicable to any Third-Party Services or any other agreements with Sava or any Issuer or that otherwise relate to the Services, Cards or Third Party Services; (ii) for amounts owed by Company to third parties; (iii) for acts or omissions of Administrators, Users, or other Company employees or agents; (iv) for Company's use of any Beta Services or Third-Party Services; or (v) for disputes over Charges between Company and merchants. Sava may defend any claim subject to indemnification hereunder, using counsel of its choice, and you will pay or promptly reimburse Sava for the reasonable fees of such counsel and all related costs and reasonable expenses.

3.7.Governing Law

This Platform Agreement will be construed and enforced in accordance with the laws of the Republic of Kenya applicable to contracts entered into and performed in the Republic of Kenya by residents thereof, except as otherwise provided in Section 3.8 with respect to the Federal Arbitration Act.

3.8. Binding Arbitration

PLEASE READ THIS "BINDING ARBITRATION" PROVISION VERY CAREFULLY. IT LIMITS YOUR RIGHTS IN THE EVENT OF A DISPUTE BETWEEN YOU AND SAVA.
You and Sava agree that any and all past, present and future Disputes shall be determined by arbitration, unless your Dispute is subject to an exception to this agreement to arbitrate set forth below. You and Sava further agree that any arbitration pursuant to this Section shall not proceed as a class, group or representative action. The award of the arbitrator may be entered in any court having jurisdiction.Sava wants to address your concerns without the need for a formal legal dispute. Before filing a claim against Sava, you agree to try to resolve the Dispute informally by notice to Sava of the actual or potential Dispute. Similarly, Sava will provide Notice to you of any actual or potential Dispute to endeavor to resolve any claim we may possess informally before taking any formal action. The party that provides the notice of the actual or potential Dispute (the "Notifying Party") will include in that notice (a "Notice of Dispute") the name of Company, the Notifying Party's contact information for any communications relating to such Dispute, and sufficient details regarding such Dispute to enable the other party (the "Notified Party") to understand the basis of and evaluate the concerns raised. If the Notified Party responds within ten (10) business days after receiving the Notice of Dispute that it is ready and willing to engage in good faith discussions in an effort to resolve the Dispute informally, then each party shall promptly participate in such discussions in good faith.

If, notwithstanding the Notifying Party's compliance with all of its obligations under the preceding paragraph, a Dispute is not resolved within 30 days after the Notice of Dispute is sent (or if the Notified Party fails to respond to the Notice of Dispute within ten (10) business days), the Notifying Party may initiate an arbitration proceeding as described below. If either party purports to initiate arbitration without first providing a Notice of Dispute and otherwise complying with all of its obligations under the preceding paragraph, then, notwithstanding any other provision of this Agreement, the arbitrator(s) will promptly dismiss the claim with prejudice and will award the other party all of its costs and expenses (including, without limitation, reasonable attorneys' fees) incurred in connection with such Dispute.

You and Sava both agree to arbitrate. You and Sava each agrees to resolve any Disputes that are not resolved informally as described above through final and binding arbitration as discussed herein, except as set forth under "Exceptions to Agreement To Arbitrate" below.

You and Sava agree that, notwithstanding anything to the contrary in the Rules, the arbitration of any Dispute shall proceed on an individual basis, and neither you nor Sava may bring a claim as a part of a class, group, collective, coordinated, consolidated or mass arbitration (each, a "Collective Arbitration"). Without limiting the generality of the foregoing, a claim to resolve any Dispute against Sava will be deemed a Collective Arbitration if (i) two (2) or more similar claims for arbitration are filed concurrently by or on behalf of one or more claimants; and (ii) counsel for the claimants are the same, share fees or coordinate across the arbitrations. "Concurrently" for purposes of this provision means that both arbitrations are pending (filed but not yet resolved) at the same time.

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, NEITHER YOU NOR SAVA SHALL BE ENTITLED TO CONSOLIDATE, JOIN OR COORDINATE DISPUTES BY OR AGAINST OTHER INDIVIDUALS OR ENTITIES, OR ARBITRATE OR LITIGATE ANY DISPUTE IN A REPRESENTATIVE CAPACITY, INCLUDING AS A REPRESENTATIVE MEMBER OF A CLASS OR IN A PRIVATE ATTORNEY GENERAL CAPACITY. IN CONNECTION WITH ANY DISPUTE, ANY AND ALL SUCH RIGHTS ARE HEREBY EXPRESSLY AND UNCONDITIONALLY WAIVED. Without limiting the foregoing, any challenge to the validity of this paragraph shall be determined exclusively by the arbitrator.

Notwithstanding your and Sava's agreement to arbitrate Disputes, You and Sava retain the right to bring an individual action in small claims court.

This agreement to arbitrate shall survive the termination or expiration of this Agreement. With the exception of the provisions of this agreement to arbitrate that prohibit Collective Arbitration, if a court decides that any part of this agreement to arbitrate is invalid or unenforceable, then the remaining portions of this agreement to arbitrate shall nevertheless remain valid and in force. In the event that a court finds the prohibition of Collective Arbitration to be invalid or unenforceable, then the entirety of this agreement to arbitrate shall be deemed void (but no provisions of this Agreement unrelated to arbitration shall be void), and any remaining Dispute must be litigated in court pursuant to the preceding paragraph.

The existence of and all information regarding any Dispute will be held in strict confidence by the parties and will not be disclosed by either party except as reasonably necessary in connection with the conduct of the arbitration or the confirmation or enforcement of any arbitral award. Any such permitted disclosure will, to the maximum extent reasonably practicable, be made subject to obligations of confidentiality at least as stringent as the provisions of this paragraph. If any disclosure of information regarding any Dispute is required under applicable law, the parties shall reasonably cooperate with one another to obtain protective orders or otherwise to preserve the confidentiality of such information.

3.9.Legal Process

We may respond to and comply with any legal order we receive related to your use of the Services, including subpoenas, warrants, or liens. We are not responsible to you for any losses you incur due to our response to such legal order. We may take any actions we believe are required of us under legal orders including holding funds or providing information as required by the issuer of the legal order. Where permitted, we will provide you reasonable Notice that we have received such an order.

3.10.Assignment

Sava may assign, pledge, delegate or otherwise transfer this Platform Agreement or its rights, powers, remedies, obligations, and duties of performance under this Platform Agreement at any time. Any such assignee will have all rights as if originally named in this Platform Agreement instead of Sava. You may not assign this Platform Agreement or any rights hereunder, or delegate any of your obligations or duties of performance, without Sava's express written consent.

3.11.Headings and Interpretation

Except where otherwise specified, all references to sections or provisions refer to this Platform Agreement or the applicable incorporated terms. The phrases including, for example, or such as do not limit the generality of the preceding provision; the word or will be read to mean either... or... or any combination of the proceeding items; and provisions listing items and using and require all listed items.

This Platform Agreement, including incorporated terms, comprises the entire understanding of the parties with respect to the subject matter described and supersedes all other proposals or previous understandings, written or oral, between the parties.

3.12.Changes to this Platform Agreement

We may modify this Platform Agreement upon thirty (30) days prior Notice; provided that such modification may take effect sooner than thirty (30) days after Notice (or upon Notice) in exigent circumstances, including where required to comply with applicable law, regulation or Card Network rules or to avoid or mitigate any material risk, loss or damage. If you do not accept any such modification, you must cancel your Sava Account. If you continue to use the Services or Cards after any such modification takes effect as provided in the applicable Notice, you will be deemed to have consented to the revised Platform Agreement.

Alternatively, and notwithstanding the foregoing, Sava may (but has no obligation to) provide in any such Notice of any modification to this Platform Agreement that such modification will take effect only upon affirmative acceptance thereof by Company via email or another means of communicating such consent as described in such Notice. In that event, Sava may terminate your Sava Account and any further right to use any Services or Card upon Notice if you do not timely accept the proposed modification in accordance with the method described in the Notice.

Any waiver, modification, or indulgence that we provide to Company, of any kind or at any time, applies only to the specific instance involved and will not act as a general waiver or a waiver, modification, or indulgence under this Platform Agreement for any other or future acts, events, or conditions. Further, any delay by Sava in enforcing our rights under this Platform Agreement does not constitute forfeiture of such rights.

3.13.Entire Agreement

This Platform Agreement (including any addenda that are mutually agreed to by the parties, all of which are incorporated herein) constitutes the entire understanding between Company and Sava regarding the subject matter of this Platform Agreement and such addenda, and no other agreements, representations, or warranties other than those provided in this Platform Agreement and any such addenda will be binding unless in writing and signed by Company and Sava.

3.14.Notice

Except as may be otherwise specified in this Platform Agreement, notices from you to Sava will be provided via the Services by contacting Sava through the Sava Dashboard. Each notice will be deemed to be effective on the first business day following the day that you post such notice as provided in this section.

4. Additional Terms

Capitalized terms in this Platform Agreement are defined as follows:

  • Administrator means any Company employee designated as an administrator of Company's Sava Account.
  • Beta Services means beta or pre-release products or services, which may contain features and functionality that are incomplete or subject to substantial change or discontinuation.
  • Cards means physical or virtual payment cards issued by an Issuer and managed through your Sava Account.
  • Card Networks means the payment card networks.
  • Card Terms means the agreement between Company and the applicable Issuer for use of Cards identified on our website.
  • Charge means a payment for goods or services made using a Card to a merchant that accepts payments on the applicable Card Network.
  • Chargeback means a dispute that you initiate (i) against a merchant for an unresolved dispute with the merchant or (ii) because a Charge is unauthorized.
  • Company or you means the company that is applying for or has opened a Sava Account.
  • Company Data means information or documentation provided by or on behalf of the Company to Sava under this Agreement, including Financial Data.
  • De-Identified Data means data derived from Company Data or Personal Data or otherwise relating to Company and User use of the Services that has been anonymized, de-identified, or aggregated (as those terms are defined by applicable law).
  • Dispute means any dispute, claim, or controversy between you and Sava that arises out of or relates to (i) this Platform Agreement (including any addenda hereto or other terms incorporated herein by reference), (ii) the breach, termination, enforcement, interpretation or validity hereof, including the determination of the scope or applicability of the agreement to arbitrate hereunder, or (iii) any Services (including, without limitation, Beta Services and any Card).
  • Feedback means all feedback, suggestions, ideas, or requests you submit or otherwise communicate to us by any means.
  • Fees means charges we impose on you for use of Services or your Sava Account.
  • Financial Data means Company's bank balance, transaction, and account information accessible to Sava through Linked Accounts or Third-Party Services.
  • Fines means all fines, fees, penalties, or other charges imposed by an Issuer or regulatory authority arising from your breach or violation of this Platform Agreement, any Card Terms, any other agreements you have with Sava or an Issuer, any law, any regulation or any Card Network rules.
  • Including means including, but not limited to.
  • Issuer means the bank that is a member of the Card Network indicated on Cards and is responsible for issuing the Cards to you. References to Issuer shall be deemed to also include Stripe, Inc.
  • Linked Account means any account that is held with a financial institution or that provides financial data and is linked to or otherwise authorized for use through your Sava Account.
  • Notice means any communication related to this Platform Agreement that is provided to you in accordance with Section 3.2. For the avoidance of doubt, a User Notification shall constitute Notice if a copy thereof is sent by us to an Administrator in accordance with Section 3.2.
  • Periodic Statement means the periodic statements identifying Charges, Fees, Fines, Reimbursements or other amounts charged to your Sava Account, as well as any refunds, Chargebacks, payments or other amounts credited to your Sava Account, during each billing cycle.
  • Personal Data means data that identifies or could reasonably be used to identify a natural person.
  • Platform Agreement or Agreement means this Platform Agreement as amended.
  • Prohibited Activities List means the list of prohibited business types and activities posted on our website as updated from time to time that may render Company ineligible for a Sava Account.
  • Sava or we means Sava Technologies Inc.
  • Sava Account means your corporate account with Sava that is used to access Services including reviewing expenses and managing Cards.
  • Sava Dashboard means the feature of the Service that enables Administrators to view information regarding Company's Account, including, but not necessarily limited to, http://sava.africa
  • Sava Data means all data developed or collected by Sava through the development or provision of Services, Cards, or Third-Party Services, or generated or recorded by the Services.
  • Sava Property means the Services and related technology; Sava Data; and copyrights, patents, trade secrets, trade or service marks, brands, logos, and other intellectual property rights in or to any of the foregoing.
  • Services means the expense and corporate Card management services and all other services provided by Sava through your Sava Account, including reimbursement management and other optional services that you opt to obtain (but, for the avoidance of doubt, excluding Third-Party Services).
  • Third-Party Services means services and data provided by third parties connected to or provided through Services. Third-Party Services may (but will not necessarily) include accounting or expense management platforms (such as QuickBooks, Expensify, Xero, and NetSuite), and payment processors. Each example is noted without limitation.
  • Third-Party Service Provider means any provider of any Third-Party Service and an affiliate or other third party that assists us in providing the Services to you, that supports our internal operations, or that provides other services related or connected to, or provided through, the Services or your Sava Account. Users means any employees, contractors, agents, or other individuals who (i) are designated as users of the Sava Service by an Administrator via the Service and (ii) have accepted and agreed to be bound by the User Terms.
  • User Notifications means communications from us to Users, as described in Section 3.2.
  • User Terms means the terms of service presented by Sava to each potential User, which may consist of multiple agreements.