Terms and Conditions
1. Introduction and Acceptance
These Terms and Conditions ("Terms") govern access to and use of UniSale Systems, a cloud-based point-of-sale software service operated by UniSale Systems, trading as UniSale Systems POS ("we", "us", or "our").
The Service may include sales management, inventory management, supplier management, user and employee management, reporting, payment integrations, and other features made available under the applicable subscription plan.
By creating an account, purchasing a subscription, or using the Service, you agree to these Terms.
If you create an account or use the Service on behalf of a business, you confirm that you are authorized to accept these Terms on its behalf.
If you do not agree to these Terms, you must not use the Service.
These Terms should be read together with our Privacy Policy and, where applicable, our Data Processing Agreement.
2. Eligibility and Merchant Accounts
The Service is intended primarily for businesses operating in Kenya.
You must provide accurate and reasonably complete information when registering and keep relevant account information up to date.
You are responsible for:
- Maintaining the confidentiality of account credentials.
- Restricting access to authorized users.
- Selecting appropriate roles and permissions for employees.
- Promptly removing access when a user no longer requires it.
- Notifying us of suspected unauthorized account access.
- Ensuring that individuals using your account are authorized to do so.
You must not impersonate another person or business, provide materially false information, or create accounts for unlawful purposes.
We may request additional information where reasonably necessary for account security, fraud prevention, billing, or compliance with applicable law.
3. Description of the Service
The Service provides digital tools for recording and managing business operations.
Features may include:
- Product and inventory management.
- Sales, receipts, and transaction records.
- Supplier and purchasing records.
- Employee accounts and permissions.
- Business reports and dashboards.
- Subscription and payment-related functionality.
- Integrations with supported third-party services.
- Customer support and software updates.
Features may differ according to subscription plan, configuration, technical availability, and future product changes.
We may develop, modify, add, or discontinue features where reasonably necessary for security, legal compliance, technical maintenance, or product improvement.
Where a change materially affects a paid feature, we will provide notice where reasonably practicable and as required by applicable law or the relevant subscription agreement.
4. Merchant Responsibilities
You are responsible for how you operate your business and use the Service.
You agree to:
- Use the Service in accordance with applicable law.
- Maintain accurate business and transaction information.
- Ensure that you have the necessary rights and legal basis to enter personal data into the Service.
- Provide required privacy notices to your customers, employees, and suppliers.
- Obtain any consent required for your processing activities.
- Use appropriate employee permissions and account security measures.
- Review the accuracy of sales, inventory, and financial reports.
- Maintain records required by applicable tax and accounting laws.
- Ensure that your use of third-party integrations complies with their applicable terms.
- Promptly report security issues or suspected unauthorized access.
The Service is a software tool. You remain responsible for business decisions, the accuracy of information you enter, and your legal obligations as a merchant.
5. Acceptable Use
You must not:
- Use the Service for unlawful, fraudulent, or deceptive activities.
- Attempt to gain unauthorized access to another account or tenant's data.
- Interfere with the security, availability, or operation of the Service.
- Upload malicious code or deliberately exploit vulnerabilities.
- Reverse engineer, copy, or redistribute the software except where permitted by law or expressly authorized by us.
- Use the Service to infringe intellectual property or privacy rights.
- Circumvent subscription limits, access controls, or payment mechanisms.
- Use the Service to send unlawful communications or process personal data unlawfully.
- Resell or sublicense the Service without our written authorization.
Nothing in these Terms prohibits activities that applicable law expressly permits and that cannot lawfully be restricted by contract.
6. Fees, Subscriptions, and Payment
The fees applicable to your account will be displayed on the relevant pricing page, quotation, order form, or checkout screen before you commit to a purchase.
Your subscription may include a one-time installation or setup fee and a recurring subscription fee.
Before payment, we will disclose the applicable price, billing frequency, currency, and any additional charges known to us that are relevant to the purchase.
Current pricing to be confirmed before publication:
- Installation or setup fee: KSHS 3000.
- Subscription fee: KSHS 1499 per month.
- Payment methods: MPESA or CASH.
You authorize us or our designated payment provider to process payments according to the payment arrangement you select.
You must provide accurate billing information and ensure that payment obligations are met when due.
We may use third-party payment providers, including supported mobile money services, to collect subscription fees. Their services may be subject to separate terms.
7. Billing, Renewal, and Failed Payments
Your subscription begins on the date stated at checkout or in your order confirmation.
If a subscription renews automatically, we will disclose that arrangement before you subscribe, including the applicable billing frequency and price.
We will communicate material changes to subscription fees in advance where required by applicable law or the applicable agreement. Any change will be handled in accordance with applicable law and the relevant notice.
If a payment fails, we may notify you and provide an opportunity to resolve the issue.
If payment remains outstanding, we may restrict or suspend paid functionality after reasonable notice, subject to applicable law and the circumstances.
You remain responsible for fees properly incurred before cancellation or termination, subject to applicable refund rights and the terms disclosed at purchase.
8. Cancellation and Refunds
You may cancel your subscription through Support Email .
The cancellation process and effective date will be disclosed at the time of purchase or within the Service.
Unless otherwise stated in your subscription agreement, cancellation stops future renewals but does not automatically reverse charges for a billing period that has already begun.
Any refund policy will be disclosed before purchase or in the applicable order terms. Refund eligibility may depend on the service purchased, the reason for the request, and applicable law.
Nothing in these Terms removes a refund, cancellation, or other right that is mandatory under Kenyan law.
For cancellation or refund assistance, contact collinsgitonga296@gmail.com.
9. Installation and Support
Where installation or onboarding services are offered, the applicable fee, scope, requirements, and delivery arrangements will be communicated before purchase.
The Merchant is responsible for providing accurate setup information and ensuring that its devices, internet connection, and operating environment meet the stated requirements.
We will make reasonable efforts to investigate reported issues and provide assistance. Unless expressly agreed in a separate service-level agreement, we do not guarantee uninterrupted availability or a specific response or resolution time.
10. Availability, Maintenance, and Service Changes
We will take reasonable measures to keep the Service available and functioning.
Access may occasionally be interrupted by maintenance, upgrades, internet or infrastructure failures, third-party service disruptions, security incidents, or circumstances beyond our reasonable control.
Where practicable, we will provide advance notice of planned maintenance that is likely to materially affect access.
We may temporarily restrict access where necessary to protect the Service, users, or data, or to address legal or security concerns.
We do not guarantee that the Service will be entirely error-free or available without interruption. This does not exclude any legal obligation that cannot lawfully be excluded.
11. Data Ownership and Data Protection
As between you and us, you retain your rights in the business records and content you submit to the Service, subject to any third-party rights and applicable law.
You grant us a limited, non-exclusive right to host, reproduce, transmit, organize, and otherwise process your submitted data only as reasonably necessary to provide, maintain, secure, support, and improve the Service in accordance with applicable law and our agreements.
We do not acquire ownership of your sales records, customer lists, employee records, supplier records, or other business data merely because it is stored in the Service.
Our collection and use of personal data are described in our Privacy Policy.
Where we process personal data on your behalf, the applicable Data Processing Agreement governs our processor obligations.
You are responsible for ensuring that you have an appropriate legal basis to collect and submit personal data to the Service.
We will apply reasonable security safeguards and handle personal data in accordance with applicable data protection law and our contractual obligations.
12. Data Export, Account Closure, and Deletion
Where export functionality is available, you may export supported business records using the tools provided in the Service.
You should maintain appropriate copies of records required for your business, accounting, and legal obligations.
Upon cancellation or termination, your access may continue until the end of the applicable paid period, unless otherwise stated or earlier suspension is justified.
After account closure, we will handle your data according to our Privacy Policy, the applicable Data Processing Agreement, and relevant legal obligations.
We may delete or anonymize eligible data after the applicable retention period. We may retain specific records where required by law or where another lawful basis justifies continued retention.
Data in backups may remain temporarily until the relevant backup rotation and expiry process completes, subject to appropriate safeguards.
If you need to export your records before termination, contact collinsgitonga296@gmail.com promptly. We will explain available export options and any applicable limitations or fees before charging for additional services.
13. Intellectual Property
The Service, including its software, source code, interface, design, documentation, branding, and related materials, is owned by or licensed to us, except for third-party components and materials owned by others.
Subject to these Terms and payment of applicable fees, we grant you a limited, non-exclusive, non-transferable right to access and use the Service for your internal business operations during the subscription period.
You do not acquire ownership of the software or any underlying intellectual property through your subscription.
You must not copy, modify, distribute, sell, sublicense, or commercially exploit our intellectual property except as expressly authorized by us or permitted by applicable law.
You retain your rights in content and business records you submit, subject to the limited rights needed for us to operate the Service.
Third-party components may be governed by their own licences and terms.
14. Third-Party Services and Integrations
The Service may integrate with third-party providers, including payment services, hosting providers, messaging services, or other business tools.
Third-party services may have separate availability, security, privacy, payment, and usage terms.
We are not responsible for the independent operation of a third-party service to the extent that it is outside our reasonable control. However, this provision does not exclude responsibilities that we owe under applicable law or for our own acts or omissions.
You are responsible for reviewing the relevant terms and ensuring that you are authorized to use integrations associated with your account.
We may modify or discontinue an integration where necessary due to provider changes, security issues, or legal requirements. Where reasonably practicable, we will communicate material changes that affect the Service.
15. Suspension and Termination
You may terminate your subscription using the cancellation method provided by the Service or by contacting collinsgitonga296@gmail.com.
We may suspend or terminate access where reasonably necessary if:
- You materially breach these Terms.
- Your account is used for unlawful activities or serious abuse.
- Your use creates a material security risk.
- Payment remains outstanding after appropriate notice.
- We are required to do so by law or a competent authority.
- A third-party provider's actions make continued service impossible.
Where appropriate and practicable, we will provide notice and an opportunity to remedy the issue before suspension or termination.
We may take immediate protective action where necessary to address an urgent security risk, suspected fraud, or a legal requirement.
Termination does not remove obligations or rights that accrued before termination, including lawful payment obligations, confidentiality obligations, or statutory recordkeeping duties.
Data handling after termination is governed by Section 12, the Privacy Policy, the applicable Data Processing Agreement, and applicable law.
16. Confidentiality
Each party may receive non-public business, technical, or operational information from the other.
Each party agrees to use reasonable care to protect confidential information and to use it only for the purpose for which it was disclosed or as otherwise permitted by law or agreement.
Confidentiality obligations do not apply to information that is publicly available without breach, already lawfully known, independently developed, or lawfully received from another source without a confidentiality restriction.
A party may disclose information where required by law, subject to any lawful notice obligations.
17. Warranties and Disclaimers
We will provide the Service with reasonable care and skill, subject to these Terms and applicable law.
Except for express commitments in these Terms or mandatory legal rights, we do not warrant that the Service will meet every specific business requirement, operate without interruption, or be compatible with every device, system, or third-party service.
The Service provides operational and reporting tools. It does not replace professional tax, accounting, legal, or financial advice.
You remain responsible for reviewing the accuracy of your business records, ensuring that transactions are correctly recorded, and meeting your applicable statutory obligations.
Nothing in this Section excludes or limits a warranty, statutory right, or liability that cannot lawfully be excluded or limited.
18. Limitation of Liability
To the extent permitted by applicable law, neither party will be liable to the other for indirect or consequential loss that is not legally recoverable, subject to the circumstances and applicable legal requirements.
We will not exclude or limit liability for fraud, deliberate wrongdoing, or any other liability that cannot lawfully be excluded or limited.
Any additional financial cap on liability must be clearly agreed, appropriate to the subscription, and consistent with applicable Kenyan law. No financial cap is established by this draft.
You remain responsible for your own business decisions, the accuracy of the information you enter, and your obligations to your customers, employees, and suppliers.
Nothing in these Terms prevents either party from exercising rights or remedies available under applicable law.
19. Indemnity
Where permitted by law, you may be responsible for reasonable losses or claims arising directly from your unlawful use of the Service, your infringement of third-party rights, or your material breach of these Terms.
Any indemnity must be interpreted consistently with applicable law and will not make you responsible for losses caused by our own breach, negligence, or unlawful conduct where such responsibility cannot lawfully be transferred to you.
Any additional indemnity or allocation of risk should be set out clearly in a separate reviewed clause or agreement.
20. Changes to These Terms
We may update these Terms to reflect changes in the Service, pricing arrangements, security practices, or applicable legal requirements.
We will update the "Last updated" date and provide notice of material changes where required by law or reasonably appropriate.
Where a change requires fresh consent or acceptance under applicable law, we will obtain it before applying the change in the relevant circumstances.
If you do not agree to a material change, you may exercise any cancellation or other rights available under your subscription agreement and applicable law.
21. Complaints and Dispute Resolution
If you have a concern about the Service, contact us first so that we can attempt to resolve it.
Support email: collinsgitonga296@gmail.com
Business address: 970-60100 Embu, Kenya
Telephone: +254 790 342 156
The parties will attempt in good faith to resolve disputes through direct communication.
Nothing in this Section prevents either party from bringing a complaint before a competent regulator or exercising a statutory right.
Any mediation, arbitration, court jurisdiction, or mandatory dispute resolution procedure will be governed by applicable law and any valid written agreement between the parties.
22. Governing Law
These Terms are governed by the laws of Kenya, subject to any mandatory legal protections or rules that apply to a particular transaction.
Disputes will be handled by a court or other competent forum with jurisdiction under applicable Kenyan law.
23. General Provisions
If a provision of these Terms is held to be unlawful or unenforceable, the remaining provisions will continue to apply to the extent permitted by law.
Our failure to enforce a provision immediately does not automatically waive our right to enforce it later.
You may not transfer your rights or obligations under these Terms without our consent, except where permitted by law. We may transfer the operation of the Service as part of a lawful business restructuring or transfer, subject to applicable obligations and data protection requirements.
These Terms, together with the applicable subscription details, Privacy Policy, and any applicable Data Processing Agreement, form the contractual framework for use of the Service.
Where a separate written agreement expressly conflicts with these Terms, the separate agreement will prevail to the extent of the conflict if it expressly provides for that result.
24. Contact Information
For questions about these Terms, subscriptions, or the Service, contact:
Service: UniSale Systems POS
Operator: UniSale Systems, trading as UniSale Systems POS
Email: collinsgitonga296@gmail.com
Address: 970-60100 Embu, Kenya
Telephone: +254 790 342 156
Website: https://sellifypos.netlify.app