Legal

Terms of Service

Effective Date: 1 July 2025 | Last Updated: 22 October 2026

1. Acceptance of Terms

By accessing, downloading, installing, or using the Biashara Smart application, API, or any associated service (collectively, the "Service"), you confirm that you have read, understood, and agree to be bound by these Terms of Service ("Terms") and our Privacy Policy.

If you do not agree to these Terms, you must immediately cease all use of the Service. Access to the Service is conditioned on your acceptance of and compliance with these Terms.

2. Description of Service

Biashara Smart is an offline-first business management platform providing tools for invoicing, inventory, point-of-sale transactions, staff coordination, and payment tracking. The Service is provided as a software tool only — it does not constitute financial, legal, tax, or professional advice of any kind.

The Service is a general-purpose business tool. Any outputs — invoices, reports, financial summaries — are generated solely from data you enter. We make no representations regarding their accuracy, completeness, or fitness for any regulatory, legal, or tax purpose.

3. User Responsibilities

You are solely and exclusively responsible for:

The accuracy, legality, and completeness of all data you enter into the Service.
Ensuring your use of the Service complies with all applicable local, national, and international laws, including but not limited to tax law, consumer protection law, data protection regulations, and financial regulations.
Obtaining any necessary licences, permits, or authorisations required to operate your business in your jurisdiction.
All transactions processed through the Service, including payment disputes, refunds, and chargebacks.
Maintaining the security and confidentiality of your account credentials and API keys.
Any and all consequences arising from your use or misuse of the Service.

4. Disclaimer of Warranties

THE SERVICE IS PROVIDED "AS IS" AND "AS AVAILABLE" WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED, INCLUDING BUT NOT LIMITED TO:

WARRANTIES OF MERCHANTABILITY OR FITNESS FOR A PARTICULAR PURPOSE;
WARRANTIES THAT THE SERVICE WILL BE UNINTERRUPTED, ERROR-FREE, OR SECURE;
WARRANTIES AS TO THE ACCURACY, RELIABILITY, OR COMPLETENESS OF ANY DATA OR OUTPUT;
WARRANTIES THAT DEFECTS WILL BE CORRECTED;
WARRANTIES THAT THE SERVICE IS FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS.

We expressly disclaim all warranties to the fullest extent permitted by applicable law.

5. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY APPLICABLE LAW, IN NO EVENT SHALL BIASHARA SMART, ITS DEVELOPERS, OFFICERS, EMPLOYEES, AGENTS, AFFILIATES, OR LICENSORS BE LIABLE FOR ANY:

INDIRECT, INCIDENTAL, SPECIAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES;
LOSS OF PROFITS, REVENUE, DATA, GOODWILL, OR BUSINESS OPPORTUNITIES;
FINANCIAL LOSSES ARISING FROM YOUR RELIANCE ON THE SERVICE OR ITS OUTPUTS;
ERRORS, INACCURACIES, OR OMISSIONS IN DATA GENERATED BY THE SERVICE;
THIRD-PARTY PAYMENT GATEWAY FAILURES, DISPUTES, OR FEES;
ANY REGULATORY PENALTIES, FINES, OR LEGAL ACTIONS RESULTING FROM YOUR USE.

THIS LIMITATION APPLIES REGARDLESS OF THE LEGAL THEORY ASSERTED (CONTRACT, TORT, NEGLIGENCE, STRICT LIABILITY, OR OTHERWISE), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES.

In no event shall our aggregate liability to you for all claims arising from or relating to your use of the Service exceed the amount you paid us in the twelve (12) months preceding the claim, or USD 100, whichever is less.

6. Indemnification

You agree to defend, indemnify, and hold harmless Biashara Smart and its developers, employees, agents, and affiliates from and against any and all claims, liabilities, damages, losses, and expenses (including reasonable legal fees) arising out of or in connection with:

Your use or misuse of the Service;
Your violation of these Terms;
Your violation of any applicable law, regulation, or third-party right;
Any data you submit, generate, or transmit through the Service.

7. Third-Party Integrations

The Service may integrate with third-party services including payment gateways (M-Pesa, Paystack, Stripe), cloud storage providers, and foreign exchange rate APIs. These integrations are provided for your convenience only. We have no control over and accept no responsibility for the availability, accuracy, terms, privacy practices, or conduct of any third-party service.

Your use of any third-party service is governed exclusively by that service's own terms and conditions.

8. Data & Privacy

All business data you enter into the Service belongs to you. Please review our Privacy Policy to understand how we handle any data we collect. We do not sell your data to third parties.

9. Modifications to Terms

We reserve the right to modify these Terms at any time. Material changes will be indicated by an updated effective date. Your continued use of the Service following any modification constitutes your acceptance of the revised Terms. It is your responsibility to review these Terms periodically.

10. Governing Law

These Terms shall be governed by and construed in accordance with the laws of Kenya, without regard to its conflict of law provisions. Any disputes arising under these Terms shall be subject to the exclusive jurisdiction of the courts of Nairobi, Kenya, unless otherwise required by applicable consumer protection law in your jurisdiction.

11. Contact

For questions regarding these Terms, please contact: legal@ukwelicode.com