Terms of Service

1. Company Information

2. Definitions

3. Services Offered

3.1 IT & Data Solutions

• WhatsApp Cloud API integrations and messaging workflows
• Business workflow automation and custom API integrations
• AI assistants and connected business systems
• Custom software development and system integration
• Data analytics, business intelligence, and reporting solutions
• Cloud computing services and digital transformation
• Cybersecurity consulting and implementation
• IT infrastructure setup and maintenance

3.2 Export & Sourcing Services

• Export/import documentation and compliance
• International trade facilitation and logistics
• Supply chain optimization and vendor management

3.3 Product Sourcing

• Agricultural products and commodities
• Construction materials and equipment
• Technology products and electronics
• Office supplies and business equipment
• Custom sourcing and procurement services

4. Acceptance of Terms

By accessing our website or engaging our services, you acknowledge that you have read, understood, and agree to:

• Be bound by these Terms of Service
• Comply with all applicable Kenyan laws and regulations
• Provide accurate and complete information
• Use our services in good faith and for legitimate business purposes

5. Client Obligations

5.1 Information Accuracy

You agree to:

• Provide accurate, current, and complete information
• Update information promptly when changes occur
• Maintain confidentiality of any access credentials
• Notify us immediately of any unauthorized access

5.2 Compliance

You must:

• Comply with all applicable local, national, and international laws
• Obtain necessary licenses and permits for your business activities
• Ensure all import/export activities meet regulatory requirements
• Pay all applicable taxes, duties, and fees

5.3 Prohibited Uses

You may not use our services for:

• Illegal activities or purposes prohibited by Kenyan law
• Fraudulent transactions or money laundering
• Import/export of prohibited or restricted goods
• Violations of intellectual property rights
• Activities that could harm our reputation or business

6. Service Delivery and Performance

6.1 Service Standards

We commit to:

• Deliver services with professional competence and care
• Meet agreed timelines and specifications
• Provide regular updates on project progress
• Maintain confidentiality of your business information

6.2 Service Limitations

7. Intellectual Property Rights

7.1 Our Intellectual Property

All content on our website and proprietary methodologies are protected by:

• Copyright, trademark, and other intellectual property laws
• Kenyan Intellectual Property laws and international treaties
• You may not reproduce, distribute, or create derivative works without permission

7.2 Client Intellectual Property

We respect your intellectual property rights and will:

• Use your confidential information only for authorized purposes
• Return or destroy confidential materials upon request
• Not disclose proprietary information to third parties
• Obtain your consent before using your business name in marketing

8. Payment Terms and Conditions

8.1 Payment Structure

• Consultation Services: Payable upon completion or as agreed
• Project-Based Work: Milestone payments or fixed-fee arrangements
• Ongoing Services: Monthly or quarterly billing cycles
• Product Orders: Advance payment or letters of credit

8.2 Payment Terms

• Payment due within 30 days of invoice date unless otherwise agreed
• Late payments may incur interest charges as permitted by Kenyan law
• Disputed invoices must be raised within 7 days of receipt
• We reserve the right to suspend services for overdue accounts

8.3 Taxes and Duties

All prices are subject to applicable:

• Value Added Tax (VAT) as required by Kenyan law
• Import duties and customs fees for international trade
• Other taxes, levies, or government charges

9. Limitation of Liability

9.1 Exceptions

Nothing in these terms limits our liability for:

• Death or personal injury caused by our negligence
• Fraudulent misrepresentation
• Gross negligence or willful misconduct
• Violations of consumer protection laws

10. Indemnification

You agree to indemnify and hold us harmless from claims arising from:

• Your breach of these terms or applicable laws
• Misuse of our services or unauthorized modifications
• Infringement of third-party intellectual property rights
• Failure to obtain necessary permits or comply with regulations

11. Termination

11.1 Termination by Client

• 30 days written notice for ongoing services
• Immediate termination for breach of contract (after opportunity to cure)
• Payment of all outstanding fees and expenses
• Return of confidential materials and access credentials

11.2 Termination by Company

We may terminate services if:

• Client breaches these terms and fails to remedy within 15 days
• Non-payment of fees for more than 30 days
• Client engages in illegal or unethical activities
• Continued relationship becomes commercially unviable

12. Confidentiality

Both parties agree to:

• Maintain confidentiality of proprietary information
• Use confidential information only for authorized purposes
• Return or destroy confidential materials upon termination
• Not disclose confidential information for 5 years after termination

13. Force Majeure

Neither party shall be liable for delays or failures due to:

• Natural disasters, war, terrorism, or civil unrest
• Government actions, sanctions, or regulatory changes
• Internet outages, cyber attacks, or infrastructure failures
• Pandemic, epidemic, or public health emergencies
• Supplier failures or logistics disruptions beyond our control

14. Export/Import Specific Terms

14.1 Compliance Requirements

• All trade activities must comply with Kenya Bureau of Standards requirements
• Proper documentation and permits must be obtained
• Prohibited and restricted goods cannot be handled
• Anti-money laundering and sanctions compliance is mandatory

14.2 Risk Allocation

• Client bears responsibility for product quality and specifications
• Customs clearance delays are outside our direct control
• Exchange rate fluctuations affect final costs
• Insurance coverage is recommended for high-value shipments

15. Dispute Resolution

15.1 Negotiation

Disputes should first be addressed through good faith negotiations between senior management.

15.2 Mediation

If negotiation fails, disputes may be referred to mediation through:

• Chartered Institute of Arbitrators (Kenya Branch)
• Nairobi Centre for International Arbitration
• Other mutually agreed mediation services

15.3 Arbitration and Court Jurisdiction

• Final disputes subject to arbitration in Nairobi, Kenya
• Kenyan courts have exclusive jurisdiction for legal proceedings
• Applicable law: Laws of the Republic of Kenya
• Language: English

16. Governing Law

These Terms of Service are governed by:

• The Constitution of Kenya (2010)
• Companies Act (2015)
• Data Protection Act (2019)
• Consumer Protection Act (2012)
• Export Promotion Act and related trade regulations
• Other applicable Kenyan laws and regulations

17. Amendments

We may update these terms to reflect:

• Changes in business practices or services offered
• Legal or regulatory requirements
• Industry best practices and standards

Material changes will be communicated with 30 days advance notice.

18. Severability

If any provision of these terms is found invalid or unenforceable, the remaining provisions will continue in full force and effect.

19. Contact Information