1. Scope of Service a. Mekapay shall provide the client with a payment platform where the client’s customers shall pay for services offered or goods delivered. b. Settle the Payments to the client on the terms set out in this Agreement. c. Reporting to the client all the information relating to the payment process to allow fast tracking the transaction. d. Contacting the client in case of any suspicious or fraudulent transaction. e. MekaPay undertakes that the services that it shall provide herein, shall be carried out in professional manner, reasonable care and skill, and shall be performed on a timely workmanlike and cost-effective manner using only personnel sufficiently trained to carry out such work. 3. Consideration a. Mekapay shall charge an agreed fee which is a commission chargeable on the amount being transacted by the client. b. Mekapay shall notify the client in writing in case of any changes to the aforementioned charges. c. Each Party will be responsible for its own tax obligations provided that where required by law, a Party may pay an amount due as tax on behalf of the other Party and shall provide the other Party with evidence of payment no later than thirty (30) days from the date that the amount became due. d. The amount collected on behalf of the client, after deducting any fees or other payments due or outstanding to MekaPay from the client as well as any third party costs in relation to collection and settlement, shall be credited to such bank account as shall have been designated and confirmed in writing by the client to MekaPay within seven (14) days of the Signature Date. Any changes to this account shall be communicated in writing to MekaPay by the Merchant at least thirty (30) days prior to any such change taking effect failing which MekaPay shall be entitled to continue remitting into the already designated bank account. e. The client shall give MekaPay control to all Payment channels and collection accounts into which collections are remitted. f. In the event that there are any outstanding amounts payable by the client to MekaPay pursuant to this Agreement or any other agreements or arrangements between the Parties (hereinafter referred to as “Outstanding Amounts”), MekaPay shall be entitled to withhold any amounts held by MekaPay on behalf of the client including (but not limited to) the Payments and to set off the Outstanding Payments against such amounts held by MekaPay on behalf of the client. 4. Legality The client warrants that it shall not engage in any illegal or fraudulent contract and/or activity with its customers and that MekaPay shall not be held liable for any illegal activity undertaken by the client. The client shall disclose the source of the money being transacted on MekaPay payment platform. The client shall indemnify MekaPay and hold it harmless against any legal claims, damages, liabilities, or causes of action brought against it while undertaking any of the work under the above-mentioned Scope of Work. 5. Termination This agreement may be terminated in its entirety: a. By either party giving one month’s notice of intention to discontinue the contract; b. By either party in the event that the other party commits or permits any material breach of any term of this agreement and fails to remedy such breach within 30days of receiving a request in writing from the other party; c. By either party, forthwith, by giving notice to the other in writing if the other party becomes insolvent, bankrupt or enters into any arrangement with its creditors or takes or suffers any similar action in consequence of debt or enters into liquidation whether compulsory or voluntarily. d. In the event of termination of the agreement all the money due to MekaPay shall be paid within 30 days and payments or deposits made to the client in advance shall be refunded immediately, in full or on a pro-rata basis as is appropriate, pursuant to this Agreement. 6. Entire Agreement The terms and conditions set out in this Agreement shall constitute the entire agreement between the parties. Neither party shall have the right to assign its rights and/or obligations herein without the written consent of the other party. Any changes in the terms and conditions herein including contract charges or services to be provided under this agreement shall only take effect in writing and executed by both parties. 7. Arbitration This agreement shall be construed in accordance with the Laws of Kenya. Any dispute arising out of or in connection with this agreement shall be referred to arbitration by a single arbitrator to be appointed by agreement between the parties or in default of such agreement within 14 days of the notification of a dispute, upon the application of any party to the dispute, by the Kenya Branch of the Chartered Institute of Arbitrators. Such Arbitration shall be conducted in accordance with the provisions of the Arbitration Act,Cap 49, Laws of Kenya, or any other statutory replacement or modification for the time being in force. To the extent permissible by Law, the determination of the Arbitrator shall be final and binding upon the parties. 8. Liability Nothing in this Agreement shall limit the liability of the Other Party under law or custom. 9. Non-waiver Either party’s failure to insist upon the performance of any term of the Agreement shall not be construed as a waiver of that party’s present or future right to such performance and each Party’s obligations in respect thereto shall continue in full force and effect. 10. Severability The terms of this Agreement are severable such that if any term or provision is declared by a court of competent jurisdiction to be illegal, void, or unenforceable, the remainder of the provisions shall continue to be valid and enforceable. 11. Governing Laws All disputes regarding the construction, interpretation and the parties’ obligations under this Agreement shall be governed by the laws of Kenya, notwithstanding any of that state’s laws to the contrary. 12. Assignment Neither party shall assign or delegate its rights and obligations under this addendum and the agreement or any part hereof without the prior written consent of the non-assigning or non-delegating party (injected humour and the like).
This Terms of Service is a legal agreement between you and MekaPay that governs your access to and use of the MekaPay service as a purchaser of merchandise, goods, or services. Please review this entire Terms of Service before you decide whether to accept it and continue with the registration process. Definitions The following defined terms appear in this Terms of Service. • "You", “you” or "Buyer": A Customer that applies to, or registers to use, or uses, the Service to make Payment Transactions. • Customer: A person that registers with the Service as a Buyer or a Seller. • Seller: A Customer that uses the Service to process Payment Transactions from Buyers. • Payment Transaction: The processing of a payment through the Service that results in the debiting or charging of the Purchase Amount to a Buyer’s Payment Instrument and the crediting of funds to a Seller. • Product: Any merchandise, good or service that is listed for sale that a Buyer may pay for using the Service. • Purchase Amount: The amount of a Payment Transaction to pay for a Product, and any related fees, taxes or shipping charges, as applicable. • Service: The MekaPay service, described in this Terms of Service, that facilitates the processing of Payment Transactions on behalf of a Seller. • “We”, or “us”: MekaPay. (injected humour and the like).
Requirements for Registration In order to use the Service, you hereby consent to provide and agree to complete all required information elements on the Service registration web pages. You must register a valid mobile payment option as a Payment Instrument or use a Credit Card to make Payment Transactions and pay fees and other obligations arising from your use of the Service. You undertake and agree to provide current, complete and accurate information and maintain it as current and accurate. We may require you to provide additional information as a condition of continued use of the Service, or to assist in determining whether to permit you to continue to use the Service. We, in our sole and absolute discretion, may refuse to approve or may terminate existing registrations with or without cause or notice, other than any notice required by any applicable law, and not waived herein. By agreeing to this Terms of Service for Buyers, you represent that you are: • 18 years old or older; and • capable of entering into a legally binding agreement. (injected humour and the like).
Payment Transaction Processing • The Service facilitates the processing of Payment Transactions to complete a payment for a purchase between a Buyer and a Seller. The Service will store information from Buyers, such as their Payment Instruments, and will process Payment Transactions on behalf of Sellers. We may delay payment processing of suspicious transactions or transactions which may involve fraud, misconduct, or violate applicable law, this Terms of Service for Buyers, or other applicable MekaPay policies, as determined in MekaPay’s sole and absolute discretion. Buyer authorizes the charge or debit to Buyer’s Payment Instrument as necessary to complete processing of a Payment Transaction. Buyer also authorizes the crediting to Buyer’s MekaPay Credit in connection with reversals, refunds, or adjustments through the Service. • You acknowledge and agree that your purchases of Products are transactions between you and the Seller, and not with MekaPay. MekaPay is not a party to Buyer’s purchase of Products, and MekaPay is not a buyer or a seller in connection with any Payment Transaction, unless expressly designated as such in the listing of the Product on a MekaPay Web Site. • You acknowledge and agree that payments to requests from other Buyers are transactions between you and the Buyer and not with MekaPay. • You acknowledge and agree that you are not able to withdraw money from your MekaPay Credit account. (injected humour and the like).
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Limitations on the Use of Service • We reserve the right to change, suspend or discontinue any aspect of the Service at any time, including hours of operation or availability of the Service or any Service feature, without notice and without liability. We also reserve the right to impose limits on certain Service features or restrict access to parts or all of the Service without notice and without liability. We do not warrant that the functions contained in the Service will be uninterrupted or error free, and we shall not be responsible for any service interruptions (including, but not limited to, power outages, system failures or other interruptions that may affect the receipt, processing, acceptance, completion or settlement of Payment Transactions or the Service). • We may limit or suspend your use of the Service at any time, in our sole and absolute discretion. If we suspend your use of the Service, we will attempt to notify you by electronic mail and/or SMS. (injected humour and the like).
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Username and Password Information You are responsible for: 1) maintaining the confidentiality of your username and password, 2) any and all transactions by persons that you give access to or that otherwise use such username or password, and 3) any and all consequences of use or misuse of your username and password. You agree to notify us immediately of any unauthorized use of your username or password or any other breach of security regarding the Service of which you have knowledge. (injected humour and the like).
Privacy You understand and agree that personal information provided to us in connection with the Service is subject to the Service’s Privacy Policy. Service Fees We do not charge a fee to use the Service to purchase goods or services as a Buyer. Service fee may be applicable to other services provided, such as receiving payments against requests issued by you to other Buyers. Disputes MekaPay will provide various tools to assist Customers in communicating with each other to resolve a dispute that may arise between Buyers and Sellers with respect to their transaction. If Customers are unable to resolve a dispute, we can mediate disputes between buyers and sellers if either party requests assistance. MekaPay Not a Banking Institution MekaPay processes Payment Transactions on behalf of Sellers. MekaPay is not a bank or other chartered depository institution. Termination of Service We may, in our sole and absolute discretion without liability to you or any third party, terminate your use of the Service for any reason, including without limitation inactivity or violation of this Terms of Service or other policies we may establish from time to time. Upon termination of your use of the Service, you remain liable for all Payment Transactions and any other obligations you have incurred. Upon termination, we have the right to prohibit your access to the Service, including without limitation by deactivating your username and password, and to refuse future access to the Service by you. No Endorsement of Products MekaPay does not represent or endorse, and shall not be responsible for: (a) the safety, quality, accuracy, reliability, integrity or legality of any Product, the truth or accuracy of the description of Products, or of any advice, opinion, offer, proposal, statement, data or other information (collectively, “Content”) displayed or distributed, purchased or paid through the Service; or (b) the ability of Buyers to buy Products or Sellers to deliver Products. MekaPay hereby disclaims any liability or responsibility for errors or omissions in any Content or in the Service. Limitations of Liability; Force Majeure MekaPay shall not be liable to the Buyer in the event of any disruption of the Service or the Payment Platform or any part thereof resulting from Force Majeure and MekaPay may suspend the Service or part thereof in such an event. Force Majeure for purposes of this Terms of Service means any situation or event that makes it impossible for MekaPay to perform its obligations and includes but is not limited to any act of God such as lighting, floods, earthquakes, prohibitive decisions made by the government or local authority or civil war conflict and industrial strikes as well as any global or partial dysfunction of the Service caused by disruption or suspension of the telecommunication facilities. Jurisdiction; Governing Law This Terms of Service shall be governed in all aspects in accordance with the Laws of Kenya and a court of complete jurisdiction in Kenya shall determine every claim or dispute arising out of or in connection with this Terms of Service. Modification of Terms of Service for Buyers We have the right, in our sole and absolute discretion, to change, modify, or amend any portion of this Terms of Service at any time by posting notification on MekaPay Web Site or otherwise communicating the notification to you. The changes will become effective, and shall be deemed accepted by you, after the initial posting and shall apply on a going-forward basis with respect to Payment Transactions initiated after the posting date. In the event that you do not agree with any such modification, your sole and exclusive remedy is to terminate your use of the Service. (injected humour and the like).
