Terms of Service

Last Updated: October 31, 2025

1. ACCEPTANCE OF TERMS

By accessing or using Techara Limited's Point of Sale (POS) system, M-Pesa Till Integration, and eTIMS Integration services available at chara.ke (collectively, the "Services"), you ("Merchant," "you," or "your") agree to be bound by these Terms of Service ("Terms"). If you do not agree to these Terms, do not use the Services.

2. DEFINITIONS

"POS System" refers to our point of sale software and hardware solution for processing transactions.

"M-Pesa Till Integration" refers to the integration service that enables M-Pesa payment acceptance through your Till Number.

"eTIMS Integration" refers to the integration with Kenya Revenue Authority's electronic Tax Invoice Management System for tax compliance.

"Merchant" refers to the business entity or individual using our Services.

"Transaction" refers to any sale, refund, or payment processed through the Services.

3. SERVICE DESCRIPTION

3.1 POS System

We provide a cloud-based POS system that enables you to:

• Process sales transactions
• Manage inventory
• Generate reports
• Manage customer data
• Track business performance

3.2 M-Pesa Till Integration

Our M-Pesa integration allows you to:

• Accept M-Pesa payments directly through your Till Number
• Receive real-time payment notifications
• Automatically reconcile M-Pesa payments with sales records
• Generate M-Pesa transaction reports

3.3 eTIMS Integration

Our eTIMS integration enables:

• Automatic generation of tax invoices
• Real-time transmission of invoice data to KRA
• Compliance with Kenya Revenue Authority requirements
• Storage and retrieval of tax records

4. MERCHANT OBLIGATIONS

4.1 Registration and Account Security

• You must provide accurate, current, and complete information during registration
• You are responsible for maintaining the confidentiality of your account credentials
• You must notify us immediately of any unauthorized access or security breach
• You are responsible for all activities that occur under your account

4.2 M-Pesa Till Requirements

• You must have a valid M-Pesa Till Number registered with Safaricom
• You must maintain sufficient M-Pesa account balance for transaction processing
• You are responsible for all M-Pesa service charges imposed by Safaricom
• You must comply with all Safaricom M-Pesa terms and conditions

4.3 eTIMS Compliance

• You must have a valid PIN certificate from Kenya Revenue Authority
• You must maintain an active eTIMS account with KRA
• You are responsible for the accuracy of all tax information submitted
• You must comply with all KRA regulations and tax laws
• You must ensure timely submission of tax returns as required by law

4.4 Proper Use

• You will use the Services only for lawful purposes
• You will not use the Services to process fraudulent or unauthorized transactions
• You will not attempt to circumvent any security measures
• You will maintain adequate records of all transactions

5. FEES AND PAYMENT

5.1 Service Fees

• Subscription fees for the POS system as specified in your service plan
• Integration fees for M-Pesa and eTIMS connectivity (if applicable)
• Transaction fees as outlined in your pricing agreement
• Any additional fees for premium features or support

5.2 Third-Party Fees

• M-Pesa transaction charges as determined by Safaricom
• Any KRA-related fees or charges
• Banking and payment processing fees

5.3 Payment Terms

• Fees are payable in advance unless otherwise agreed
• Failed payments may result in service suspension
• All fees are non-refundable unless otherwise stated
• We reserve the right to modify fees with 30 days' notice

6. DATA HANDLING AND PRIVACY

6.1 Data Collection

We collect and process:

• Transaction data
• Customer information
• Business performance metrics
• M-Pesa payment records
• Tax invoice data

6.2 Data Usage

• We use your data to provide and improve the Services
• Transaction data is transmitted to KRA through eTIMS as required by law
• M-Pesa transaction data is shared with Safaricom for payment processing
• We will not sell your data to third parties

6.3 Data Security

• We implement industry-standard security measures
• Data is encrypted during transmission and storage
• Regular security audits and updates are performed
• You are responsible for backing up your own critical business data

6.4 Data Retention

• Transaction records are retained as required by Kenyan law (minimum 5 years)
• You may request data deletion subject to legal retention requirements
• eTIMS data must be retained per KRA regulations

7. M-PESA INTEGRATION SPECIFIC TERMS

7.1 Payment Processing

• M-Pesa payments are subject to Safaricom's processing times
• We are not responsible for delays in M-Pesa network or Safaricom systems
• Payment confirmations are based on notifications from Safaricom
• Disputes regarding M-Pesa transactions must be resolved with Safaricom

7.2 Reconciliation

• The system performs automatic reconciliation of M-Pesa payments
• You must verify and confirm all M-Pesa transactions
• Discrepancies must be reported within 48 hours
• We are not liable for unreconciled transactions due to Merchant error

7.3 Till Number Management

• You must maintain an active and valid Till Number
• Changes to your Till Number must be communicated immediately
• Service interruptions due to Till Number issues are your responsibility

8. eTIMS INTEGRATION SPECIFIC TERMS

8.1 Tax Compliance

• You are solely responsible for tax compliance with KRA
• We provide tools to facilitate eTIMS compliance but do not guarantee tax compliance
• You must verify all tax invoices before transmission to KRA
• Incorrect tax information submitted is your responsibility

8.2 Invoice Generation

• Tax invoices are generated based on your transaction data
• You must ensure accuracy of product tax classifications
• Invoice amendments must be made through proper KRA procedures
• We are not responsible for penalties arising from incorrect tax information

8.3 System Availability

• eTIMS integration depends on KRA system availability
• We are not liable for KRA system downtime or connectivity issues
• Offline mode may be available subject to KRA regulations
• Invoice queuing will occur during eTIMS system unavailability

8.4 Audit Trail

• Complete audit trails are maintained for all tax invoices
• Records are accessible for KRA audits as required by law
• You must cooperate with any KRA audit or inspection

9. SERVICE AVAILABILITY AND SUPPORT

9.1 Uptime

• We strive for 99.5% uptime but do not guarantee uninterrupted service
• Scheduled maintenance will be communicated in advance when possible
• Emergency maintenance may occur without notice

9.2 Support

• Technical support is available during business hours
• Emergency support may be available for critical issues
• Response times vary based on your service plan
• Support does not include training on basic POS operations

10. LIMITATIONS OF LIABILITY

10.1 Service Limitations

WE PROVIDE THE SERVICES "AS IS" WITHOUT WARRANTIES OF ANY KIND. WE DO NOT GUARANTEE:

• Uninterrupted or error-free service
• Compatibility with all third-party systems
• Accuracy of third-party data (M-Pesa, eTIMS)
• Prevention of all security breaches

10.2 Liability Cap

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

• Our total liability shall not exceed the fees paid by you in the preceding 12 months
• We are not liable for indirect, incidental, or consequential damages
• We are not liable for lost profits, data loss, or business interruption
• We are not liable for third-party service failures (Safaricom, KRA)

10.3 Merchant Responsibility

YOU ARE SOLELY RESPONSIBLE FOR:

• Tax compliance and accuracy of tax filings
• M-Pesa Till management and Safaricom compliance
• Customer disputes and chargebacks
• Data backup and business continuity
• Compliance with all applicable laws and regulations

11. INDEMNIFICATION

You agree to indemnify, defend, and hold harmless Techara Limited, its officers, directors, employees, and agents from any claims, damages, losses, liabilities, and expenses (including legal fees) arising from:

• Your use or misuse of the Services
• Your violation of these Terms
• Your violation of any law or regulation
• Inaccurate tax information you provide
• Disputes with your customers
• Your breach of third-party rights

12. TERMINATION

12.1 Termination by Merchant

• You may terminate with 30 days' written notice
• No refunds will be provided for prepaid fees
• You must export all data before termination

12.2 Termination by Us

We may terminate or suspend your access immediately if:

• You breach these Terms
• You fail to pay fees when due
• You engage in fraudulent activity
• We are required to do so by law or regulation
• Your M-Pesa Till or eTIMS account becomes invalid

12.3 Effect of Termination

Upon termination:

• Your access to the Services will cease
• You remain liable for all outstanding fees
• Data retention will follow our retention policy and legal requirements
• Provisions that should survive termination will remain in effect

13. MODIFICATIONS TO SERVICES AND TERMS

13.1 Service Changes

• We may modify, suspend, or discontinue any feature of the Services
• We will provide reasonable notice of material changes
• Continued use after changes constitutes acceptance

13.2 Terms Changes

• We may update these Terms from time to time
• Material changes will be communicated via email or system notification
• Your continued use after changes constitutes acceptance
• If you disagree with changes, you may terminate the Services

14. COMPLIANCE WITH LAWS

14.1 Kenyan Law Compliance

You must comply with all applicable Kenyan laws including:

• The Kenya Revenue Authority Act
• The Tax Procedures Act
• The Central Bank of Kenya Act (for payment processing)
• The Data Protection Act, 2019
• Anti-Money Laundering regulations

14.2 Licensing

You are responsible for obtaining and maintaining all necessary business licenses and permits.

15. DISPUTE RESOLUTION

15.1 Governing Law

These Terms shall be governed by and construed in accordance with the laws of the Republic of Kenya.

15.2 Dispute Process

In the event of any dispute:

1. Parties will first attempt to resolve through good faith negotiation
2. If unresolved within 30 days, parties may pursue mediation
3. Unresolved disputes shall be submitted to arbitration in Nairobi, Kenya
4. The language of arbitration shall be English

15.3 Jurisdiction

You consent to the exclusive jurisdiction of the courts of Kenya.

16. INTELLECTUAL PROPERTY

16.1 Our Rights

• We retain all rights, title, and interest in the Services
• Our trademarks, logos, and brand elements remain our property
• You receive a limited, non-exclusive, non-transferable license to use the Services

16.2 Your Content

• You retain ownership of your business data
• You grant us a license to use your data to provide the Services
• You represent that you have the right to use all content you input

17. CONFIDENTIALITY

Both parties agree to:

• Maintain confidentiality of proprietary information
• Use confidential information only for the purposes of these Terms
• Not disclose confidential information to third parties without consent
• Return or destroy confidential information upon termination

18. FORCE MAJEURE

We shall not be liable for any failure or delay in performance due to circumstances beyond our reasonable control, including:

• Acts of God
• Government actions or regulations
• Internet or telecommunications failures
• KRA or Safaricom system failures
• Labor disputes
• Pandemics or public health emergencies

19. MISCELLANEOUS

19.1 Entire Agreement

These Terms constitute the entire agreement between the parties regarding the Services.

19.2 Severability

If any provision is found invalid or unenforceable, the remaining provisions remain in effect.

19.3 Waiver

Failure to enforce any provision does not constitute a waiver of that provision.

19.4 Assignment

You may not assign these Terms without our written consent. We may assign these Terms without restriction.

19.5 Notices

All notices must be in writing and sent to the contact information provided during registration.

20. CONTACT INFORMATION

For questions about these Terms or the Services, contact us at: