End User License Agreement (EULA)
Enterprise Software Terms • Version 4.2 • Effective Date: September 2026
Executive Summary & Key Guarantees
Preamble & Parties
This End User License Agreement ("EULA", "Agreement") is a legally binding contract entered into between Oduk Tech Limited, a private technology corporation incorporated under the laws of the Republic of Kenya with operating headquarters in Nairobi, Kenya, and regional hub operations in Dar es Salaam, United Republic of Tanzania (hereinafter referred to as "Licensor", "Oduk Tech", "we", "us", or "our"), and the institutional or corporate purchasing entity (hereinafter referred to as "Licensee", "Client", "you", or "your").
By commissioning, deploying, accessing, or utilizing any software build, database schema, ERPNext customization package, SACCO/Chama engine, Healthcare Information Management System (HIMS), POS application, GIS module, or custom DocType provided by Oduk Tech Limited, Licensee agrees to be bound without reservation by all stipulations contained herein.
Dual-Architecture Licensing & Open-Source Harmony
Oduk Tech Limited delivers enterprise software utilizing a modern dual-layer architecture engineered to provide enterprise power without recurring per-user licensing fees:
2.1 Open-Source Core Framework (Frappe & ERPNext)
The foundational ERP engine, database ORM, background workers, and standard business accounting modules are built on the Frappe Framework and ERPNext, which are open-source software distributed under the GNU General Public License version 3 (GPLv3). Oduk Tech Limited acts as your specialized implementation consultant, certified solutions engineer, and systems integrator.
2.2 Bespoke Applications & Proprietary Custom DocTypes
Proprietary custom apps, specialized DocTypes, custom workflow automations, SACCO dividend calculators, hospital clinical routing rules, KRA eTIMS fiscalization middleware, and TRA EFDMS fiscal bridges developed specifically for Licensee under a signed Statement of Work (SOW) are governed by this EULA.
2.3 Source Code Transfer & Escrow
Upon full payment of all contracted engineering and implementation milestone fees, Oduk Tech delivers clean Git repository access, documentation, and database migration scripts for bespoke custom applications developed for Licensee. Licensee receives full source code deployment rights with zero vendor lock-in or artificial cryptographic restrictions.
Grant of Enterprise License & Permitted Deployments
Subject to the terms and timely payment obligations specified in the governing commercial proposal, Oduk Tech Limited grants Licensee a perpetual, non-exclusive, non-transferable enterprise license to install, execute, and display the software strictly for internal business operations:
- Multi-Branch & Regional Operations: Licensee is authorized to deploy the software across its headquarters, regional offices, warehouse depots, retail outlets, and satellite clinics within the East African Community (Kenya, Tanzania, Uganda, Rwanda) without additional per-location core license fees.
- Zero User-Seat Penalties: Unlike legacy proprietary ERP suites, Oduk Tech does not penalize business growth. You may create unlimited user profiles, cashier terminals, loan officer credentials, and physician accounts without recurring per-seat surcharges.
- Flexible Infrastructure Hosting: Licensee may choose to host the software on dedicated single-tenant cloud servers managed by Oduk Tech, on third-party cloud infrastructure (e.g. AWS, DigitalOcean, Hetzner, Safaricom Cloud), or entirely on-premise within Licensee's private datacenter.
Restrictions & Prohibited Uses
Except as explicitly permitted in writing by Oduk Tech Limited or required by applicable open-source licenses, Licensee shall not:
Absolute Client Data Sovereignty & Portability
Oduk Tech Limited adheres to strict principles of data sovereignty. We believe that your corporate data belongs solely and irrevocably to you:
- 100% Client Data Ownership: All databases, customer records, financial ledgers, member deposits, loan records, clinical histories, inventory levels, and operational metrics generated by Licensee remain the exclusive property of Licensee.
- Zero Secondary Data Monetization: Oduk Tech Limited never sells, shares, analyzes for third-party advertising, or commercializes Licensee data under any circumstance.
- Unrestricted Database Portability: Licensee retains the full right to export raw SQL dumps, MariaDB/PostgreSQL database backups, and CSV/JSON datasets at any time without punitive termination fees or administrative hindrance.
Statutory Compliance & Fiscal Integrations
Oduk Tech systems are designed to comply with regulatory authorities in Kenya and Tanzania:
Warranty, Bug Rectification & Support
Oduk Tech Limited warrants that the configured software will perform substantially in accordance with the specifications approved during the System Analysis and User Acceptance Testing (UAT) phase:
- 90-Day Post-Deployment Warranty: Oduk Tech provides a comprehensive ninety (90) day defect warranty commencing on the official Go-Live date. Any reproducable software bug or functional variance from agreed specifications will be resolved at zero additional charge.
- Ongoing Enterprise Maintenance: Following the warranty period, ongoing technical support, security patching, version upgrades, and infrastructure monitoring are provided pursuant to our Service Level Agreement (SLA).
Limitation of Liability & Indemnification
To the maximum extent permitted by applicable law in Kenya and Tanzania:
- Neither party shall be liable for indirect, incidental, consequential, special, or punitive damages, including loss of anticipated profits, business interruption, or loss of goodwill.
- The cumulative aggregate liability of Oduk Tech Limited for direct damages arising under this Agreement, regardless of the form of action, shall not exceed the total fees paid by Licensee to Oduk Tech under the applicable Statement of Work during the preceding twelve (12) months.
- Oduk Tech indemnifies Licensee against third-party claims asserting that proprietary software code authored directly by Oduk Tech infringes any valid copyright or trade secret in East Africa.
Term, Termination & Offboarding Protocols
This Agreement remains in effect perpetually for perpetual licenses, or for the duration of the active service subscription:
- Termination for Cause: Either party may terminate this Agreement immediately upon written notice if the other party commits a material breach and fails to cure such breach within thirty (30) calendar days of receiving written notification.
- 60-Day Data Offboarding Window: In the event of contract termination, Oduk Tech provides a guaranteed sixty (60) day transition window during which Licensee may download all operational databases and system files. Upon confirmation of complete export, all cloud-hosted copies are securely erased in accordance with DoD 5220.22-M sanitization standards.
Governing Law & Dispute Resolution
This Agreement shall be governed by and construed in accordance with the laws of the jurisdiction in which the contracting Licensee is incorporated:
Institutional Inquiries & Legal Notices
Official legal notices and licensing inquiries should be addressed to the Legal & Licensing Department at:
Oduk Tech Limited — Legal & Compliance Affairs
Nairobi Headquarters: Valley View Park, Parklands, Nairobi, Kenya
Tanzania Operations: Dar es Salaam, Tanzania (Contact: Emmanuel Majwala • +255 754 710 459)
Direct Telephone (Kenya): +254 726 444 005 / +254 702 568 824
Electronic Legal Inquiries: legal@oduktech.com