1.1. These terms and conditions govern the legal relationship between you and Taifa Mobile Limited (Taifa Mobile). By using this website or the Services for any reason, you agree to the terms and conditions and are bound by them. If you are unable to comply with the terms and conditions, you should cease using the website and terminate the registration process.

1.2. You acknowledge and agree that you are of a legal age and have the capacity to form a binding contract with Taifa Mobile.

2.1. You will be required to provide information and documentation during the registration process and you warrant that all information and documentation provided is current, complete and accurate. You acknowledge that Taifa Mobile may terminate or suspend the provision of any Service if any information or documentation is inaccurate or incomplete.

2.2. You are responsible for all activities undertaken in relation to your account and you agree to settle all payments accrued from any such activities.

2.3. You must promptly communicate any unauthorized use of your account to Taifa Mobile. Taifa Mobile shall use its reasonable endeavours to apply any measure, including those proposed by you, to deal with each instance of unauthorized use.

2.4. By accepting these terms and conditions you agree that you shall not transfer your account without the written consent of Taifa Mobile. Where Taifa Mobile approves the transfer of an account, the transferee of an account is bound by these terms and conditions and must update all information on the account accordingly.

3.1. You acknowledge and agree that Taifa Mobile may, in providing any requested Service, review any Message to ensure compliance with any law and these terms and conditions. You consent to such interference with and storage of any content for the purpose of providing the Service and acknowledge that Taifa Mobile shall transmit approved Messages only.

3.2. Although Taifa Mobile will take all reasonable steps to ensure that the Services are available to you at all times, Taifa Mobile cannot guarantee a fault-free service. You acknowledge that certain factors including Force Majeure events and planned or emergency maintenance or rectification work on the Facilities may affect the quality and availability of Services.

3.3. Where faults or interruptions in the Services are attributable to Taifa Mobile, Taifa Mobile will remedy the fault or interruption promptly upon its first awareness of the fault or interruption and shall take continuous and diligent steps to complete the repair as soon as is practicable. Upon request, Taifa Mobile shall make information available to you on the status of the remedial efforts with respect to the fault or interruption.

3.4. Network Operators may modify, enhance, develop or discontinue components of their services at any time without prior notice. In any such event, Taifa Mobile shall be entitled to modify, enhance, develop or discontinue affected Services to you without notice. Taifa Mobile shall use its reasonable endeavours to provide you with advance notice of any modification, suspension or termination of its Services and shall minimise the duration of any suspension of its Services to the extent that this is reasonably practicable.

3.5. You agree that Messages are deemed to have been delivered when Taifa Mobile has sent the Messages to the immediate destination that it is requested to send to. You shall pay the Charges for any Message that Taifa Mobile transmits or relays including any "bounced Message". For the avoidance of doubt, payment of any Charges shall not be conditional on the successful delivery of a Message to a Subscriber.

3.6. You acknowledge that Taifa Mobile may transmit a Message to Subscribers in batches and that the Subscribers may receive Messages at different times. Taifa Mobile shall send a delivery report to you indicating the total number of Messages transmitted and the number of Messages successfully delivered.

3.7.Taifa Mobile reserves the right to refuse to accept and/or execute an order or request to do business or to render any Services without giving any reasons. Taifa Mobile also reserves the right to cancel orders in whole or in part in its sole and absolute discretion. In any such event, Taifa Mobile shall refund the Charges or any part thereof paid for the Services.

4.1. Taifa Mobile shall not be liable for any Content transmitted on your behalf. Full responsibility for all content rests on you and you agree to comply with all relevant laws and regulations. It is your responsibility as a user of this website and Services of Taifa Mobile to familiarise yourself with and comply with all applicable laws.

4.2. Without limiting the generality of the obligation in clause 5.1, you agree that no Message shall contain Offensive Content, that you shall send each Message in your name, and that each Message shall contain an option for the Subscriber to opt out of receiving Messages.

4.3. You further agree that you shall not use the Service to send Unsolicited Messages and that you are to maintain a mechanism for implementing requests from Subscribers who wish to opt out of receiving the Messages. You hereby warrant that each recipient of a Message has requested to receive or consented to receive that Message.

4.4. Transmission of some content (e.g political messages) may require additional scrutiny and you agree to comply with any additional request made by Taifa Mobile including a request for further information or documentation. Taifa Mobile reserves the right to suspend the Service pending receipt of any information or documentation requested from you.

4.5. You shall provide in the body of the Message contact details and identifying particulars to ensure that Subscribers can reach you and direct complaints at you.

4.6. Upon request, you are to provide Taifa Mobile with information on any complaints received from Subscribers, regulatory bodies or any other person relating to the Service.

4.7.Taifa Mobile reserves the right to charge you for costs and expenses incurred in receiving, processing and investigating a claim or demand from a Subscriber, regulator or other third party where the complaint or demand is attributable to a breach by you of your obligations under these terms and conditions. You agree that Taifa Mobile may offset these costs and expenses against any deposit paid by you.

5.1. The Charges applicable to the Service may be provided as a schedule on the Taifa Mobile Website. Taifa Mobile reserves the right to vary charges without notice from time to time.

5.2. You are to pay all transaction costs and expenses. Taifa Mobile is not liable to you for any losses arising from the use of any third party payment processors and you shall pay any Charges in full.

6.1. Any liability for Messages that Taifa Mobile transmits lies with you. You agree to indemnify and hold Taifa Mobile harmless from and against all claims, liabilities, losses, damages and expenses incurred (including legal costs or penalties and liabilities awarded or imposed by a court or expenses properly incurred) by Taifa Mobile pursuant to your breach or non-observance of any obligations under this Agreement.

6.2. Any amount due pursuant to clause 7.1 shall be immediately payable. If you fail to pay any amount claimed within a stipulated period, interest shall accrue on this amount until payment in full at the rate of 3% above the Central Bank Rate per annum or at such rate as Taifa Mobile may stipulate.

6.3. Taifa Mobile shall not be liable to you for any loss or damage including loss of contracts, loss of revenue, loss of profits or business, loss of property or for any extra operating expenses or any indirect or consequential loss whatsoever and howsoever caused.

6.4. Except as specified in these terms and conditions, Taifa Mobile excludes all warranties to the fullest extent permitted by law in relation to its Services.

6.5. Without limiting the application of the above clauses, in the event that you have a valid claim against Taifa Mobile arising from any Services provided under these terms and conditions, then the claim shall be limited to payment of an amount equal to the amount paid for the part of the Services giving rise to the claim.

7.1. Taifa Mobile will not intercept, monitor, copy or disclose any messages or personal data, other than in the normal course of the use of its Services, without your prior permission unless Taifa Mobile believes in good faith that such action is necessary to conform to legal requirements, to enforce any of the provisions of these terms and conditions or to protect its business in any manner. You agree that Taifa Mobile may access your account and message content for these purposes without notice.

7.2. Taifa Mobile undertakes to adopt appropriate technical and organisational security measures having regard to the risks inherent in the processing and to the nature of the Personal Data concerned in order to:

7.2.1. prevent any unauthorised person from having access to computer systems processing Personal Data and;

7.2.2. ensure that authorised users of a data-processing system can access only the Personal Data to which their access right refers.

8.1. Taifa Mobile shall have the right to suspend or terminate the provision of any Services immediately by written notice to you if:

8.1.1. you are in breach of any of your obligations under these terms and conditions;

8.1.2. you are unable to pay your debts or become bankrupt or insolvent or an order or an application is made or a resolution passed for the administration, winding up or dissolution in relation to you (otherwise than for the purposes of a solvent amalgamation or reconstruction) or an administrative or other receiver manager, liquidator, administrator, trustee or similar officer is appointed over all or any of your assets or anything analogous to the foregoing occurs; or

8.1.3. Taifa Mobile is required to suspend or cease providing the Service by a regulator or other competent authority.

8.2. Where you are in breach of the terms and conditions, without prejudice to any rights, Taifa Mobile shall be entitled to:

8.2.1. cancel its agreement with you;

8.2.2. suspend or terminate the provision of services to you;

8.2.3. suspend, disable or terminate any account registered by you and any account that Taifa Mobile reasonably believes is affiliated to you;

8.2.4. sue for specific performance;

8.2.5. claim damages and retain any monies already paid by you in respect of services not utilised; and

8.2.6. set off any claims that Taifa Mobile may have against you from any other amounts due to you.

8.3. Notwithstanding any other provision in these terms and conditions, Taifa Mobile shall have the right to withhold, terminate or suspend the provision of Services to you at any time. Where Taifa Mobile terminates the provision of services for any reason other than breach by you of the terms and conditions or discontinuance of a service by a Network Operator, Taifa Mobile shall refund any sum already paid in advance by you for any unused terminated Service.

8.4. You may terminate the Service at any time by giving thirty days' notice to Taifa Mobile.

9.1. Taifa Mobile reserves the right, in its sole and absolute discretion, to amend these terms and conditions or any information on the Website without prior notice.

9.2. You undertake to check the Website frequently and to acquaint yourself with any changes in the information supplied on the Website in respect of the Services governed by these terms and conditions.

10.1. All content, trademarks and data on this website, including but not limited to software, databases, text, graphics, icons, hyperlinks, private information, and designs are the property of or licensed to Taifa Mobile. You acknowledge that Taifa Mobile and its licensors retain ownership of all propriety applications, software, intellectual property and any portions or copies thereof, and all rights therein.

10.2. Taifa Mobile shall grant you an individual, personal, non-sub licensable, non-exclusive and non-transferable license ("the License") to use its proprietary software and/or application service, only in accordance with any applicable user documentation and in conjunction with the relevant Services. You may not, reverse engineer or otherwise attempt to establish the source code or underlying ideas or algorithms of the software, create derivative works based on the software/application, copy (except for archival purposes), rent, lease, distribute, assign, or otherwise transfer rights to the software/application or exploit for the benefit of a third party. Upon termination of the Services for any reason, this License will terminate and you shall destroy and cease to use all software and applications in your possession.

11.1. If any provision of the terms and conditions is void, voidable, illegal or otherwise unenforceable, such provision shall be severable from the remaining terms and conditions and the remaining provisions shall remain in full force and effect.

11.2. The rights and remedies contained in it are cumulative and not exclusive to rights or remedies provided by law. The failure to enforce at any time or for any period any one or more of the terms and conditions is not a waiver of such rights.

11.3. These terms and conditions are governed by, construed and interpreted in accordance with the laws of Kenya and the courts in Kenya shall have exclusive jurisdiction in respect of any disputes that may arise between you and Taifa Mobile.

11.4. These terms and conditions constitute the entire agreement between you and Taifa Mobile.

12.1. Definitions

‘Central Bank Rate’ means the lowest rate of interest charged by the Central Bank of Kenya on loans to banks and published from time to time pursuant to the provisions of Section 36 (4) of the Central Bank of Kenya Act (Cap 491);

‘Facilities’ means network facilities or infrastructure including online portals and platforms used for the delivery of the Service;

‘Number’ means a mobile telecommunication service line or number (MSISDN);

‘Offensive Content’ means any content or material in a Message that is in breach of Governing Law including: (i) hate speech; (ii) obscene, pornographic, defamatory or offensive material or content; (ii) messages that can be construed as causing the recipient to feel embarrassed, abused, insulted, ridiculed, humiliated, threatened, assaulted, harassed or offended; (iv) material or content whose communication to the public would result in an infringement of third party intellectual property rights or right to privacy; and (v) content or material which promotes a substance or product whose possession, sale or distribution is prohibited;

‘Personal Data’ means call or traffic data or any data, which can identify a person such as MSISDN, names, addresses, location data, ID or passport number;

‘Service’ means bulk SMS service. This is the service through which Taifa Mobile transmits approved Messages in bulk to your Subscribers;

‘Subscribers’ means any person or entity whose Number has been obtained by the Customer for the purpose of sending a Message;

‘Unsolicited Messages’ means any Message sent to a Subscriber whether or not it is of a commercial nature where:

a. the Subscriber had agreed in writing or through an opt in service to receive Messages from the Customer but the Subscriber has asked to be unsubscribed from the Customer's mailing lists or the Subscriber has notified the Customer that they do not wish to receive Messages from the Customer; or

b. the Subscriber has not agreed in writing or through an opt-in service to receive Messages from the Customer.

12.2. In these terms and conditions:

12.2.1. the terms defined in the singular have a comparable meaning when used in the plural, and vice versa; and

12.2.2. the clause headings are for reference purposes only and are not to be taken into account in interpreting the terms and conditions.