Terms of Service.

These Terms of Service (“Terms”) govern access to and use of the software platforms, systems, APIs, artificial intelligence services, communication tools, integrations, websites, applications, and related services (the “Platform”) provided by Leera Digital Technologies (PTY) LTD (“Leera”, “we”, “our”, or “us”).

By accessing or using the Platform, the customer, client organization, authorized user, or representative (“Client”, “you”, or “your”) agrees to be bound by these Terms.

If you are entering into these Terms on behalf of an organization, you represent that you have authority to bind that organization.

Leera provides collections intelligence, AI-assisted collections communication, analytics, workflow automation, integration and financial services technology solutions, including but not limited to:

• AI and LLM-powered communication tools;
• Customer engagement systems;
• Workflow automation;
• Analytics and reporting;
• Financial services integrations;
• API-based services;
• Messaging and omnichannel communication capabilities;
• Machine learning and predictive models;
• Custom software modules and integrations.

Leera grants the Client a limited, non-exclusive, non-transferable, revocable right to access and use the Platform during the applicable service term and solely for the Client’s internal business purposes, subject to these Terms and any applicable commercial agreement. Specific services, deliverables, pricing, implementation obligations, service levels, and usage limits may be governed by separate agreements, statements of work, proposals, order forms, or service schedules. In the event of conflict, the following order of precedence applies unless expressly agreed otherwise in writing: (i) a signed master services agreement or equivalent negotiated agreement; (ii) an applicable order form, proposal, or statement of work; (iii) a service schedule or data processing addendum; and (iv) these Terms.

The Platform is intended for lawful business use by authorized organizations and users. You agree that:

• You are legally authorized to use the Platform;
• All information supplied is accurate;
• You will comply with applicable laws and regulations;
• You will maintain appropriate internal governance over Platform usage.

The Client agrees to:

• Maintain the confidentiality of credentials and access tokens;
• Ensure lawful collection and sharing of customer data;
• Obtain all required consents and permissions;
• Use the Platform responsibly and lawfully;
• Maintain adequate cybersecurity controls within its own environment;
• Prevent unauthorized access to the Platform;
• Notify Leera of any suspected security incidents.

The Client remains solely responsible for:

• Decisions made using Platform outputs;
• Communications, campaigns, reminders, notices, or other content sent through the Platform;
• Configuration of workflows, prompts, rules, thresholds, templates, escalation paths, approvals, and automations;
• Determining where human review, approval, or oversight is required by law, regulation, policy, or operational risk;
• Regulatory compliance relating to its customers, industry, and operations;
• Accuracy, quality, legality, and completeness of submitted data, instructions, and content.

The Client shall not:

• Use the Platform for unlawful, fraudulent, deceptive, discriminatory, or harmful purposes;
• Attempt to reverse engineer, copy, or replicate the Platform;
• Interfere with Platform security or operations;
• Introduce malware or malicious code;
• Use the Platform to infringe intellectual property rights;
• Use the Platform in a manner that violates financial sector regulations;
• Use AI-generated content without appropriate review where legally or operationally required.

Leera reserves the right to suspend or terminate access for violations of these Terms.

6.1 AI-Generated Outputs

The Platform may generate automated insights, recommendations, summaries, communication suggestions, predictive analytics, or other AI-assisted outputs. AI-generated outputs:

• May contain inaccuracies, omissions, bias, or incomplete reasoning;
• Should not be considered legal, financial, regulatory, or professional advice;
• May require testing, human validation, approval, or contextual review before use;
• Are provided on an assistive basis and are not a substitute for the Client’s judgment, controls, or compliance processes;
• Do not guarantee any specific commercial, operational, collection, engagement, recovery, or customer outcome.

The Client remains responsible for all final operational decisions, customer interactions, and any use of automated or AI-assisted functionality in its business processes, including ensuring that any required human intervention or review takes place before action is taken.

6.2 Model Ownership

All proprietary AI, machine learning, automation systems, algorithms, models, workflows, prompts, and large language model enhancements developed or owned by Leera remain the exclusive intellectual property of Leera. Nothing in these Terms transfers ownership of Leera intellectual property to the Client.

6.3 Client Data Isolation

Leera will implement reasonable measures to logically separate Client environments and data. Leera will not intentionally use confidential customer-specific learnings from one Client to directly benefit another Client.

6.4 Platform Improvement

Leera may use aggregated, anonymized, de-identified, and non-client-identifiable operational insights to improve Platform functionality, AI performance, automation capabilities, security, reporting and analytics, and service reliability.

The Platform may integrate with banking systems, payment gateways, CRM systems, core financial systems, messaging providers, third-party APIs, and credit and collections systems. The Client acknowledges that:

• Third-party services may experience downtime or interruptions;
• Certain integrations may require separate agreements with third parties;
• Leera is not responsible for failures originating from third-party systems outside its reasonable control.

Leera processes information in accordance with its Privacy Policy and any applicable data processing terms agreed between the parties. Clients remain responsible for:

• Ensuring that it has the right and lawful basis to collect, upload, share, disclose, and instruct the processing of any personal information or other data made available through the Platform;
• Providing all required notices and obtaining necessary consents, permissions, and approvals;
• Ensuring that its use of the Platform complies with applicable privacy, consumer, communications, financial sector, and other regulatory requirements;
• Determining whether any sector-specific, cross-border transfer, retention, or recordkeeping requirements apply to its use of the Platform.

To the extent Leera processes data on the Client’s behalf, it does so only as necessary to provide, secure, support, maintain, and improve the Platform as permitted under these Terms and applicable agreements. Leera implements commercially reasonable technical and organizational safeguards, but cannot guarantee absolute security.

9.1 Leera Intellectual Property

All rights, title, and interest in the Platform — including software, APIs, source code, models, algorithms, workflows, documentation, branding, designs, analytics frameworks, and AI and ML systems — remain the exclusive property of Leera or its licensors.

9.2 Restrictions

The Client may not:

• Copy or replicate the Platform;
• Create derivative works;
• Resell the Platform without authorization;
• Attempt to extract source code or models;
• Circumvent licensing controls;
• Use the Platform to develop competing systems.

9.3 Client Data and Client Materials

The Client retains all rights, title, and interest in and to its data, content, records, templates, and other materials made available to Leera through the Platform or in connection with the services. The Client grants Leera a limited, non-exclusive right to host, copy, transmit, process, display, analyze, and otherwise use such data and materials only to the extent necessary to provide, secure, support, maintain, and improve the Platform and to comply with law or valid legal process. The Client represents that it has all rights and permissions required to provide such data and materials for these purposes.

Each party agrees to protect confidential information disclosed by the other party. Confidential information includes customer data, technical information, financial information, AI models and methodologies, trade secrets, product roadmaps, integration designs, and business processes.

Confidential information may not be disclosed except with written authorization, as required by law, or to authorized personnel subject to confidentiality obligations.

Fees, billing structures, implementation costs, licensing arrangements, and payment terms shall be governed by applicable commercial agreements. Unless otherwise agreed:

• Fees are non-refundable;
• Late payments may result in suspension or revocation of access;
• The Client remains responsible for all taxes and statutory charges excluding taxes imposed on Leera income.

Leera will use commercially reasonable efforts to maintain Platform availability consistent with the nature of the subscribed services and any applicable service commitments expressly agreed in writing. However, the Platform may experience interruptions due to:

• Planned maintenance and upgrades;
• Emergency maintenance, remediation, or security responses;
• Changes, enhancements, or reconfiguration of platform features;
• Third-party failures or dependencies, including infrastructure, messaging providers, and integrated systems;
• Connectivity issues or internet disruptions;
• Force majeure events.

Leera does not guarantee uninterrupted or error-free operation and may, from time to time, modify, enhance, replace, suspend, or discontinue features of the Platform, provided that such changes do not materially reduce the overall core functionality of subscribed services except where required for security, legal, or technical reasons.

Leera may suspend or terminate access where the Client breaches these Terms, payment obligations are not met, security risks arise, unlawful activity is suspected, or continued access may expose Leera or others to operational, legal, or reputational risk.

Upon termination: Client access rights cease; outstanding fees remain payable; confidentiality obligations survive termination; and data handling shall follow applicable agreements and legal obligations.

Unless otherwise required by law or agreed in writing, following termination or expiry:

• The Client may request return or export of its then-available data within a reasonable period, subject to the applicable commercial agreement, technical feasibility, and payment of any outstanding amounts due;
• Leera may delete or render inaccessible Client data after a reasonable post-termination period, subject to backup cycles, archival systems, legal obligations, and legitimate internal record-retention requirements;
• Any retained data remains subject to applicable confidentiality, privacy, and security obligations;
• Neither party may intentionally leverage confidential client-specific learnings outside the scope of the terminated relationship; and
• Leera retains ownership of all pre-existing and independently developed AI, ML, and LLM systems, models, algorithms, workflows, and enhancements.

Unless expressly agreed in writing:

• Leera may provide similar services, technologies, products, or solutions to other organizations, including competitors of the Client;
• The Client acknowledges that Leera’s platforms and enhancements are built using general market research, platform innovation, technical development, and independent product evolution, and not through unauthorized sharing of confidential Client information.

Except as expressly set out in a signed written agreement, the Platform and all related services, outputs, analytics, recommendations, and integrations are provided on an “as is” and “as available” basis to the maximum extent permitted by law. Leera disclaims all implied warranties and conditions, including implied warranties of merchantability, fitness for a particular purpose, non-infringement, satisfactory quality, and that the Platform will meet the Client’s requirements or achieve any particular result. The Client is responsible for determining whether the Platform is appropriate for its intended use, regulated environment, and internal controls.

To the maximum extent permitted by law:

• Leera shall not be liable for indirect, incidental, special, consequential, or punitive damages;
• Leera shall not be liable for loss of profits, revenue, business opportunities, goodwill, or data;
• The Client assumes responsibility for operational decisions made using the Platform.

Leera’s total aggregate liability under these Terms shall not exceed the total fees paid by the Client to Leera during the preceding twelve (12) months.

The Client agrees to indemnify and hold harmless Leera, its directors, employees, contractors, and affiliates against claims arising from unlawful Client activity, unauthorized use of the Platform, breach of applicable laws, customer disputes, or improper or unlawful data processing by the Client.

Leera shall not be liable for delays or failures caused by events beyond reasonable control, including natural disasters, cyberattacks, utility failures, labor disputes, government actions, internet or telecommunications failures, and third-party infrastructure outages.

These Terms shall be governed by and interpreted in accordance with the laws of the Republic of South Africa. Any disputes shall be subject to the jurisdiction of the competent courts of South Africa.

Leera may update these Terms from time to time. Non-material updates may take effect when published on the Platform or website. Where reasonably practicable, Leera will provide notice of material changes affecting ongoing use of the Platform, provided that changes required for legal, regulatory, security, or abuse-prevention reasons may take effect sooner.

Continued use of the Platform after an update becomes effective constitutes acceptance of the revised Terms to the extent permitted by law and subject to any separately negotiated written agreement between the parties.