Terms and Conditions

• You must be at least 18 years old, or the age of legal majority in your jurisdiction, to create an account or enter a binding subscription.
• If you register for a school, business, hospital, NGO, retail shop, property company, or other organization, you confirm that you are authorized to act for that organization.
• You must provide accurate, complete, and current registration, billing, and contact information.
• You may not use the Services if you are legally prohibited from doing so or if your access has been suspended or terminated by Badawy Nexus.

Badawy Nexus provides software and digital services that may include school ERP, student management, admissions, attendance, examinations, fees and finance, staff management, reports, communication tools, file storage, dashboards, super-admin controls, business SaaS, subscription management, web design services, support, integrations, and related features.

• We may add, remove, update, improve, redesign, rename, suspend, or discontinue features from time to time.
• Some features may depend on third-party providers such as hosting, payment processors, SMS, email, WhatsApp, analytics, or cloud services.
• Beta, trial, test, preview, or experimental features may be changed or removed at any time and may not be as reliable as production features.
• We may provide documentation, training, onboarding, support, or implementation help, but you remain responsible for your own business decisions and data accuracy.

• You are responsible for maintaining the confidentiality of usernames, passwords, PINs, verification methods, and administrator credentials.
• You are responsible for all activity under your account, tenant, users, branches, dashboards, and organization profile.
• You must promptly notify us of unauthorized access, suspected compromise, or security incidents affecting your account.
• Tenant owners and administrators must assign roles carefully, remove inactive users, and ensure staff access is limited to legitimate business needs.
• We may require verification, business information, contact details, or identity information before enabling or continuing access.

Some Services require payment. By selecting a plan, submitting a payment, starting a subscription, or approving an order, you agree to pay the fees shown at checkout, on the invoice, subscription page, order form, quotation, or written agreement.

• Plans may include monthly, yearly, trial, free, one-time, custom, enterprise, or implementation fees.
• Prices may be shown in EUR, KES, USD, or another supported currency depending on the plan or payment method.
• Payment methods may include PayPal, M-PESA, card payments, bank transfer, manual payment, or other supported gateways.
• You authorize us and our payment providers to process payments, renewals, upgrades, taxes, and permitted charges.
• Failure to pay may lead to restricted access, downgrade, suspension, termination, or debt recovery where lawful.
• We may correct pricing errors, plan mistakes, or billing inconsistencies, but we will act reasonably and communicate material changes.

Refunds, cancellations, failed payments, disputes, and chargebacks are governed by our Refund Policy and any specific written agreement with you.

You agree not to misuse the Services. Prohibited activities include:

• Using the Services for illegal, fraudulent, harmful, abusive, deceptive, defamatory, or unauthorized purposes.
• Uploading unlawful, malicious, infringing, false, excessive, irrelevant, or unauthorized data.
• Attempting to access accounts, tenants, systems, databases, APIs, or data without permission.
• Bypassing security controls, rate limits, login protections, subscription limits, or access restrictions.
• Introducing malware, spyware, ransomware, worms, viruses, harmful code, or destructive scripts.
• Reverse engineering, scraping, copying, reselling, or exploiting the Services without written permission.
• Using the Services to send spam, phishing messages, unsolicited communications, or harmful content.
• Interfering with system performance, availability, security, data integrity, or other customers’ use.
• Misrepresenting your identity, business, authority, payment details, or right to use submitted data.

“Customer Data” means data, files, records, content, images, documents, messages, reports, student information, staff records, financial data, and other information submitted to the Services by or for a customer.

• You retain ownership of your Customer Data, subject to the rights granted to us to provide, secure, maintain, support, and improve the Services.
• You are responsible for ensuring that Customer Data is accurate, lawful, relevant, and properly authorized.
• You must provide required notices, obtain required consents, and comply with applicable data protection, education, employment, financial, and consumer laws.
• We may access Customer Data only where necessary to provide support, maintain the platform, investigate abuse, secure the system, comply with law, or as otherwise permitted by agreement.
• Our handling of personal data is explained in our Privacy Policy.

Where Badawy Nexus is used by schools or educational institutions, the customer remains responsible for deciding what student, parent, guardian, staff, academic, attendance, exam, discipline, health, finance, or communication data is uploaded and how it is used.

• The institution must ensure it has legal authority, consent, policy basis, or legitimate educational reason to process such records.
• The institution must configure user permissions carefully so that sensitive student and staff records are not exposed to unauthorized users.
• Badawy Nexus is not responsible for academic decisions, disciplinary decisions, admissions decisions, employment decisions, or fee enforcement decisions made by the institution.
• Any reports, analytics, dashboards, or automated insights are decision-support tools and must be reviewed by authorized human decision-makers.

• We may use access controls, authentication, encryption, audit logs, backups, monitoring, and other safeguards appropriate to the Services.
• You must keep login credentials confidential and immediately report suspected compromise.
• We may perform maintenance, updates, security patches, backups, migrations, or emergency repairs that temporarily affect access.
• Service availability may be affected by internet providers, hosting services, payment providers, third-party integrations, force majeure, attacks, or technical failures.
• You are responsible for keeping local copies or exports of critical records where legally or operationally required.

The Services may integrate with or depend on third-party services such as payment gateways, M-PESA, PayPal, card processors, hosting providers, email, SMS, WhatsApp, maps, analytics, identity services, cloud storage, or app stores.

• Third-party services may have their own terms, privacy policies, fees, limits, outages, and processing rules.
• We are not responsible for third-party failures, delays, policy changes, account restrictions, or processing errors outside our reasonable control.
• You are responsible for complying with any third-party terms that apply to your use of such integrations.

• All platform software, source code, designs, interfaces, logos, trademarks, workflows, documentation, templates, icons, and related materials are owned by Badawy Nexus or its licensors.
• You receive a limited, non-exclusive, non-transferable right to use the Services according to these Terms and your paid plan.
• You may not copy, modify, sell, resell, sublicense, reverse engineer, or create competing services from our platform without written permission.
• Your Customer Data remains yours, but you grant us the rights necessary to host, process, secure, display, transmit, back up, support, and operate it for the Services.

If you purchase web design, customization, implementation, onboarding, branding, content, integration, or custom development services, additional written terms, quotations, invoices, or project scopes may apply.

• Timelines depend on client cooperation, content delivery, approvals, hosting access, payment, and scope complexity.
• Unless agreed otherwise, delays caused by late content, late feedback, missing access, or scope changes are not our responsibility.
• Revisions are limited to the agreed scope. Additional work may require additional fees.
• Third-party themes, plugins, stock images, fonts, APIs, hosting, domains, or external tools may be subject to third-party licenses.
• Ownership of final deliverables, source files, and reusable components depends on the written project agreement or invoice terms.

• Support may be provided by email, WhatsApp, phone, help center, documentation, training, or in-platform messages.
• Support availability, response time, and priority may depend on your plan, severity, and support agreement.
• We may update documentation, training content, onboarding materials, and support procedures from time to time.
• We may change features, user interface, modules, reports, templates, dashboards, and technical architecture to improve the Services.

We may suspend, restrict, or terminate access to all or part of the Services if:

• You fail to pay fees when due.
• You violate these Terms or any incorporated policy.
• Your account creates a security, legal, regulatory, operational, or reputational risk.
• You misuse the Services, submit false information, infringe rights, or engage in unlawful activity.
• We are required to do so by law, court order, regulator, payment provider, or competent authority.

Upon termination, your right to use the Services ends. Certain clauses survive termination, including payment obligations, confidentiality, intellectual property, liability limitations, indemnity, dispute resolution, and any provisions intended to survive.

• The Services are provided on an “as available” and “as is” basis to the maximum extent permitted by law.
• We do not guarantee that every feature will meet every customer’s unique legal, financial, educational, operational, or regulatory requirement.
• Reports, analytics, alerts, dashboards, calculations, and recommendations are tools for assistance and must be verified by authorized users.
• We are not your lawyer, accountant, auditor, tax adviser, school regulator, employment adviser, or financial adviser.
• You are responsible for confirming that your use of the Services complies with laws applicable to your organization.

To the maximum extent permitted by law, Badawy Nexus will not be liable for indirect, incidental, special, consequential, exemplary, or punitive damages, including loss of profits, loss of revenue, loss of goodwill, loss of business opportunity, loss of data, business interruption, or system downtime, even if we were advised of the possibility of such damages.

To the maximum extent permitted by law, our total aggregate liability arising out of or relating to the Services will not exceed the amount you paid to Badawy Nexus for the affected Services during the three months immediately preceding the event giving rise to the claim, unless a different limit is required by law or agreed in a signed written agreement.

You agree to defend, indemnify, and hold harmless Badawy Nexus, its owners, officers, employees, contractors, and partners from claims, losses, liabilities, damages, costs, and expenses arising from:

• Your breach of these Terms or incorporated policies.
• Your unlawful use or misuse of the Services.
• Your Customer Data, uploaded content, or instructions.
• Your violation of third-party rights, privacy rights, intellectual property rights, or applicable laws.
• Unauthorized access caused by your failure to protect credentials or manage user permissions.

• We aim to show plan prices, billing cycles, major features, and payment requirements clearly before purchase.
• Customers should review plan limits, refund rules, renewal terms, payment method requirements, and feature availability before subscribing.
• If a consumer protection law gives you rights that cannot be waived, these Terms do not remove those rights.
• If you believe a charge, renewal, feature description, or service communication is wrong, contact us promptly so we can investigate.

We may update these Terms from time to time. We will update the “Last updated” date and may provide notice of material changes through the website, email, dashboard notice, or other reasonable method. Continued use of the Services after changes take effect means you accept the updated Terms.

These Terms are governed by and interpreted according to the laws of Kenya, without regard to conflict of law principles, unless a separate written agreement provides otherwise.

Before starting formal legal action, the parties should first try to resolve disputes in good faith through written communication. If the dispute is not resolved, the parties may use mediation, arbitration, or the competent courts of Kenya, depending on the nature of the dispute and any applicable written agreement.

Where a court process is required, the courts of Kenya will have jurisdiction, subject to mandatory law and any valid written dispute-resolution agreement.

• Entire agreement: These Terms, together with referenced policies and any order form or written agreement, form the agreement between you and Badawy Nexus.
• Severability: If any provision is found invalid or unenforceable, the remaining provisions remain in effect.
• No waiver: Failure to enforce a provision is not a waiver of our right to enforce it later.
• Assignment: You may not assign your rights or obligations without our consent. We may assign these Terms in connection with business transfer, restructuring, merger, acquisition, or legal requirement.
• Force majeure: We are not responsible for delay or failure caused by events beyond reasonable control, including internet failure, cloud outages, strikes, war, civil unrest, natural disasters, government action, cyberattacks, or payment-provider outages.
• Language: If these Terms are translated, the English version controls unless a written agreement states otherwise.

If you have questions, concerns, legal notices, billing questions, or account issues related to these Terms, contact us: