Musoni Microfinance

Terms and Conditions and User Agreement

This Agreement is a financial services and end-user license agreement and is made between Musoni Microfinance Limited, a private limited liability company incorporated in Kenya with registered number CPR/2010/17671 whose registered office is at Wing A, Ground Floor, Cape Office Park, Ring Road Kilimani and of Post Office Box Number 25351 – 00100, Nairobi, Kenya (hereinafter “Musoni” or “we” or “us”) which expression shall where the context so admits include its successors and permitted assigns); and the end-user of the Musoni App (defined below) (hereinafter the “End-User” or “you”). Each of Musoni and the End-User have also been hereinafter referred to as a Party and both as Parties. Together, this Agreement and the Musoni Privacy Agreement (defined below) set out all the terms and conditions for the use of the Loan Account (defined below) opened by the End-User with us. The use of the Musoni App constitutes the acceptance and agreement to these Terms and Conditions and you shall be deemed to have entered into the Agreement with Musoni. These Terms and Conditions (including any amendments or variations) shall be applicable on the Effective Date.
IT IS AGREED as follows:


Definitions and Interpretation

1.Definitions

In this Agreement, unless the context requires otherwise:

Agreement

means this Agreement;

Credentials

means the End-User’s personal credentials used to access the Musoni App and operate his Loan Account;

Credit Reference Bureau

means a credit reference bureau duly licensed under the Banking Act pursuant to the Banking (Credit Reference Bureau) Regulations, 2013, as amended, revised or promulgated from time to time, to inter alia, collect and facilitate the sharing of customer credit information;

Encumbrance

includes any mortgage or charge (whether legal or equitable), lien, option, security interest, restrictive covenant, pledge, assignment, title retention, trust arrangement or other restriction of any kind or other encumbrance securing or any right conferring a priority of payment in respect of any obligation of any person;

Equipment

includes the End-User’s mobile phone handset, SIM Card and/or other equipment which when used together enables his access the Network;

Event of Default

means the events described in clause 11.1;

Force Majeure

means events, circumstances or causes beyond the reasonable control of Musoni making Musoni’s performance of its obligations inadvisable, commercially impracticable, illegal, or impossible, including but not limited to acts of God, war, strikes or labour disputes, embargoes or government orders;

IPR

means intellectual property rights including copyright, patents, rights in confidential information, know-how, trade secrets, trademarks, trade names, design right, get-up, database rights, chip topography rights, mask works, utility models, domain names, rights in computer software and all similar rights of whatever nature and, in each case whether registered or not; including any applications to protect or register such rights; including all renewals and extensions of such rights or applications; whether vested, contingent or future; and wherever existing;

Licence Restrictions

means the restrictions provided in clause 4;

Loan Account

means the End-User’s loan account with Musoni;

Loan

means the principal amount of the loan made or to be made by Musoni to the End-User under this Agreement from time to time through the Musoni App or (as the context requires) the principal amount outstanding for the time being of that loan;

Mobile Money Account

means the End-User’s mobile money store of value, being the record maintained by Mobile Money Providers in Kenya of the amount of E-Money from time to time held by him in the Mobile Money Provider’s System;

Mobile Money Provider

means a Mobile Network Operator that has been duly authorized by the Central Bank of Kenya under applicable law to offer Mobile Money Services in Kenya;

Mobile Money Service

means the money transfer and payments service provided by the Mobile Money Providers through the Mobile Money System;

Mobile Money System

means the system operated by the Mobile Money Providers in Kenya for the provision of the Mobile Money Service;

Mobile Network Operator

means a mobile network operator in Kenya registered with the Communications Authority of Kenya;

Musoni App

means [Insert Description];

Musoni Privacy Policy

means the privacy policy published by Musoni that sets out the basis on which any personal data Musoni collects from the End-User or that he provides to Musoni is processed;

Musoni System

means Musoni’s electronic communications software enabling the End-User to communicate with Musoni for purposes of the Services. The Musoni System and the Services will for the purpose of this Agreement be accessed through a Mobile Network Operator’s system;

Network

means a mobile cellular network operated by a Mobile Network Operator;

Request

means a request or instruction received by Musoni from the End-User or purportedly from him through the Network and the Musoni System and upon which Musoni is authorised to act;

Services

include any form of financial services or products that Musoni may offer the End-User pursuant to this Agreement and as he may from time to time subscribe to and “Service” shall be construed accordingly;

SIM Card

means the subscriber identity module which when used with the appropriate mobile phone handset enables the End-User to access the Network and to use the Mobile Money Account;

SMS

means a short message service consisting of a text message transmitted from your mobile phone to another;

Technology

is as defined in clause 3.2.3.3;

Transaction Fees

include any fees and charges payable for the use of the Services as published by Musoni on the Musoni Website or by such other means as Musoni shall in its sole discretion determine. Transaction Fees are subject to change at any time at Musoni’s sole discretion; and

Use Restrictions

means the restrictions to the use of the Musoni App provided in clause 5.


2.Interpretation

In this Agreement, unless the context otherwise requires:

        1. each gender includes the other gender and neuter;
        2. the singular includes the plural and vice versa;
        3. an obligation not to do something includes an obligation not to cause or allow that thing to be done;
        4. the descriptive headings to clauses, any schedules and appendices and paragraphs in these Terms and Conditions are included for convenience only, have no legal effect and shall not affect the interpretation of the Agreement;
        5. If a definition of a particular term, recital or expression in the Agreement imposes substantive rights and obligations on a Party such rights and obligations shall be given effect to and shall be enforceable notwithstanding that they are contained in a definition or recital;
        6. references to time shall mean East Africa time, unless otherwise stated;
        7. Any covenant by a Party not to do an act or thing shall be deemed to include an obligation not to permit or suffer such act or thing to be done by another person so far as this is within the Party's power or control.
        8. The Parties hereby agree that no rule of contract, construction or interpretation pursuant to which ambiguities are construed against the Party who drafted the contract shall be applied to the construction or interpretation of the Agreement.

  • Acceptance of Terms and Conditions
    1. The Agreement governs the use and operation of the Musoni App. The End-User must carefully read and understand the Terms and Conditions and the Privacy Policy before downloading or streaming the Musoni App or opening a Loan Account.
    2. Upon the End-User downloading the App, the Musoni System will ask the End-User to confirm that he has read and understood the Terms and Conditions and either:
      1. Accepted the Terms and Conditions

The End-User will be deemed to have accepted the Terms and Conditions if after downloading the Musoni App the End-User clicks the “Accept” option on the Musoni System; and

      1. Declined the Terms and Conditions

If the End-User does not agree with the Terms and Conditions, he should click the “Decline” option in Musoni System in which case he will not be able to access the Services. Musoni will not licence the use of the Musoni App to the End-User if the End-User does not agree to the Terms and Conditions.

      1. Upon downloading the Musoni App and opening a Loan Account, the End-User agrees to comply with and be bound by the Terms and Conditions governing the operation of the Loan Account and affirms that the Terms and Conditions herein are without prejudice to any other right that Musoni may have with respect to the Loan Account in law or otherwise.
      2. Musoni may amend or vary these Terms and Conditions from time to time. Musoni will take all reasonable measures to notify the End-User of any such changes. The continued use of the Services constitutes the End-User’s agreement to be bound by the terms of any such amendment or variation.
      3. Musoni may update the Musoni App from time to time. Such updates to the Musoni App will be issued through the Musoni Website. For some of the updates, the End-User may not be able to use the Services until he has downloaded or streamed the latest version of the Musoni App and accepted any new terms and conditions.
      4. The End-User by using the Musoni App or any of the Services consents to the collection and use by Musoni of the technical information about the Equipment and related software, hardware and peripherals for Services that are internet-based or wireless to improve our products and to provide any Services to him. If the End-User uses these Services, he consent to Musoni and its affiliates' and licensees' transmission, collection, retention, maintenance, processing and use of his data to determine its credit scoring services or to improve the Services and/or his experience while using the Musoni App.
  • The licence
      1. Musoni reserves all the rights to the licence to use the Musoni App. Subject to clause 3.2 below, in consideration of the End-User agreeing to be bound by the Agreement, Musoni grants the End-User a non-transferable, non-exclusive licence to use the Musoni App on his Equipment subject always to the Terms and Conditions and the Privacy Policy.
      2. Save as expressly provided in the Agreement or as permitted by any Kenyan law, the End-User undertakes:
        1. not to rent, lease, sub-lease, licence, loan, translate, merge, adapt, vary or modify the Musoni App;
        2. not to make alterations to, or modifications of, the whole or any part of the Musoni App, or permit the Musoni App or any part of it to be combined with, or become incorporated in, any other programs;
        3. not to disassemble, decompile, reverse-engineer or create derivative works based on the whole or any part of the Musoni App or attempt to do any such thing except to the extent that such actions cannot be prohibited because they are essential for the purpose of achieving inter-operability of the Musoni App with another software program, and provided that:
          1. the information obtained by the End-User during such activities is not unnecessarily disclosed or communicated without Musoni’s prior written consent to any third party; and is not used to create any software that is substantially similar to the Musoni App;
          2. The End-User includes Musoni’s copyright notice on all entire and partial copies he makes of the Musoni App on any medium; not to provide or otherwise make available the Musoni App in whole or in part (including object and source code), in any form to any person without prior written consent from Musoni; and
          3. to comply with all technology control or export laws and regulations that apply to the technology used or supported by the Musoni App or any Service (the Technology).
  • Licence Restrictions

The End-User must not:

      1. use the Musoni App or any Service in any unlawful manner, for any unlawful purpose, or in any manner inconsistent with this Agreement, or act fraudulently or maliciously, for example, by hacking into or inserting malicious code, including viruses, or harmful data, into the Musoni App, any Service or any operating system;
      2. infringe Musoni’s intellectual property rights or those of any third party in relation to your use of the Musoni App or any Service, including the submission of any material (to the extent that such use is not licensed by this Agreement);
      3. transmit any material that is defamatory, offensive or otherwise objectionable in relation to his use of the Musoni App or any Service;
      4. use the Musoni App or any Service in a way that could damage, disable, overburden, impair or compromise our systems or security or interfere with other users; or
      5. collect or harvest any information or data from any Service or Musoni’s systems or attempt to decipher any transmissions to or from the servers running any Service.
  • Use Restrictions
      1. The End-User acknowledges that all IPR in the Musoni App and the Technology anywhere in the world belong to Musoni or its licensors. The rights in the Musoni App are licensed and not sold to the End-User, and that the End-User has no rights in, or to, the Musoni App or the Technology other than the right to use each of them in accordance with the terms of this Agreement. The End-User acknowledges that he has no right to have access to the Musoni App in source-code form.
      2. The Services can only be utilized by persons over the age of 18. Musoni reserves the right to verify the authenticity and status of your Mobile Money Account with the relevant Mobile Money Provider.
      3. Musoni’s acceptance of your application for a Loan Account will be displayed on the Musoni App. The End-User hereby acknowledges and accepts that the acceptance by Musoni of his application for a Loan Account does not create any contractual relationship between the End-User and the Mobile Money Providers beyond the terms and conditions that apply to the End-User’s Mobile Money Account from time to time.
      4. Musoni reserves the right to decline the End-User’s application for a loan or to revoke the same at any stage at its sole and absolute discretion and without assigning any reason or giving any notice thereto.
      5. Musoni reserves the right (in its sole and absolute discretion) to issue, decline to issue a loan and/or vary the terms of any loan depending on its assessment of the credit profile of each individual borrower from time to time. The terms of the loan and the interest rate payable in relation to each loan application will be displayed on the Musoni App.
      6. The End-User hereby agree and authorises Musoni to verify information provided by him to Musoni against the information held by the Mobile Money Providers in relation to his Mobile Money Account pursuant to the agreement between him and the relevant Mobile Money Provider for the provision of its products and services and the Mobile Money Service.
      7. The information that Musoni may verify against the information held by the Mobile Money Providers includes but is not limited to his phone number, name, date of birth, National Identification Number or Passport Number and such other information that will enable Musoni to identify him and comply with the regulatory “Know Your Customer” requirements (hereinafter the “Personal Information”).
      8. The End-User hereby agrees and authorizes Musoni to verify information including, but not limited to, data relating to his phone (including, without limitation, his phone’s history) from his Equipment, from any SMS sent to him by the Mobile Money Providers and any financial services providers relating to his use of the Mobile Money Service and such other information as Musoni shall require for purposes of providing him the Services (hereinafter the “Relevant Information”).
      9. The End-User hereby consents to Musoni verifying the Personal Information and the Relevant Information with the Mobile Money Providers and using of the Personal Information and the Relevant Information to the extent necessary in its opinion.
      10. The End-User hereby agrees and authorises Musoni to obtain and procure his Personal Information and Relevant Information from his respective Mobile Money Provider and he further agrees and consents to the disclosure and provision of such Personal Information by the Mobile Money Provider and further to indemnify and hold Musoni and the Mobile Money Provider harmless with respect to any claims, losses, liabilities and expenses (including legal fees and expenses) that may arise as a result of the disclosure and reliance on such Personal Information and/or Relevant Information.
      11. The End-User hereby agrees and authorizes Musoni to obtain and procure his Personal Information from the Credit Reference Bureaus and he further agrees and consents to the disclosure and provision of such Personal Information by the Credit Reference Bureaus.
      12. Musoni reserves the right to request for further information from him pertaining to his application for a Loan Account at any time. Failure to provide such information within the time required by Musoni may result in Musoni declining to accept his application for a Loan Account.
      13. Musoni reserves the right to supply consumer credit information to the Credit Reference Bureaus, and in this regard, the End-User confirms that Musoni may transmit to the Credit Reference Bureaus data about the Musoni App, opening and termination of a Loan Account by him.
      14. The End-User acknowledges that information on non-compliance with the Terms and Conditions of this Agreement is transferred to the Credit Reference Bureaus and that the Credit Reference Bureaus provide a credit profile and possibly credit scores on his creditworthiness, subject to the credit record.
  • Requests made by the End-User
      1. The End-User hereby irrevocably authorises Musoni to act on all Requests received by Musoni from him (or purportedly from him) through the Musoni System and to hold him liable in respect thereof. Musoni may nevertheless refuse to carry out any Requests in its sole and absolute discretion.
      2. Subject to its discretion, Musoni reserves the right to reject any Request in relation to a loan application from the End-User even if he has previously been issued with a loan by Musoni.
      3. Musoni shall be entitled to accept and to act upon any Request, even if that Request is otherwise for any reason incomplete or ambiguous if, in its absolute discretion, Musoni believes that it can correct the incomplete or ambiguous information in the Request without any reference to the End-User being necessary.
      4. Musoni shall be deemed to have acted properly and to have fully performed all the obligations owed to the End-User notwithstanding that the Request may have been initiated, sent or otherwise communicated in error or fraudulently, and the End-User shall be bound by any Requests on which Musoni may act if Musoni has in good faith acted in the belief that such instructions have been sent by the End-User.
      5. Musoni may, in its absolute discretion, decline to act on or in accordance with the whole or any part of the End-User’s Request pending further enquiry or further confirmation (whether written or otherwise) from him.
      6. The End User agrees to and shall release from and indemnify Musoni against all claims, losses, damages, costs and expenses howsoever arising in consequence of, or in any way related to Musoni having acted in accordance with the whole or any part of any of his Requests (or failed to exercise) the discretion conferred upon it.
      7. The End-User acknowledges that to the full extent permitted by law Musoni shall not be liable for any unauthorised drawing, transfer, remittance, disclosure, any activity or any incident on his account by the fact of the knowledge and/or use or manipulation of his Loan Account PIN, password, National Identity Card or any means whether or not occasioned by his negligence.
      8. Musoni is authorised to effect such orders in respect of the End-User’s Loan Account as may be required by any court order or competent authority or agency under the applicable laws.
      9. In the event of any conflict between any terms of any Request received by Musoni from the End-User and this Agreement, this Agreement shall prevail.
  • Interest and Fees
      1. The interest payable by the End-User to Musoni in relation any Loan shall be displayed by Musoni on the Musoni App. Musoni shall be entitled to set and charge Transaction Fees, in connection with the End-User’s use of the Services and from time to time amend or vary its Transaction Fees for the Services. If Musoni decides to start charging Transaction Fees or where already applicable, vary or amend its Transaction Fees, the Transaction Fees payable on any new application for Services will be displayed on the Musoni App. Musoni will use reasonable endeavors to try notify the End-User of any changes in relation to Transaction Fees within a reasonable period before such changes are implemented including displaying notices of the changes on the Musoni App or Musoni Website.
      2. All payments to be made by the End-User under this Agreement shall be made in full without any set off or counter claim and save in so far as required by the law to the contrary, free and clear of and without any deduction or withholding whatsoever. If the End-User is at any time required to make any deduction or withholding from any payment to Musoni he shall immediately pay to Musoni such additional amounts as will result in Musoni receiving the full amount it would have received had no such deduction or withholding been required.
      3. If the End-User fails to make any payments due to Musoni at the due date for payment, Musoni will be authorised to apply late fees on such amount loaned to him at a rate to be communicated to him.
  • Statements
    1. A statement and activity report in respect of the End-User’s Loan Account will be made available on Request. Requests shall be made via Musoni’s e-mail address: [Insert Email] or via a contact link on the Musoni App. The statement on the Musoni App shall provide details of the last [Insert Number] transactions (or such other number of transactions as determined by Musoni) in the End-User’s Loan Account initiated from his Equipment. The End User’s statement will show all amounts added or taken from his Loan Account. The End-User must check his statement carefully and notify Musoni as soon as possible if it includes any transaction or other entry which appears to him to be wrong or not made in accordance with his instructions.
    2. Musoni reserves the right to rectify discrepancies, add and/or alter the entries in the End-User’s statements, without prior notice to him. Musoni will however inform the End-User of any rectification, additions and or alterations effected on his statements within a reasonable time after the changes are effected. The End-User will be notified of all transactions on his Loan Account by way of SMS and the charges for this service will be debited to his Loan Account. Save for a manifest error, a statement issued to the End-User in respect of his Loan Account shall be conclusive evidence of the transactions carried out on his Loan Account for the period covered in the statement.
  • Taxes
      1. All payments to be made by you in connection with these Terms and Conditions are calculated without regard to any taxes payable by you. If any taxes are payable in connection with the payment, you must pay Musoni an additional amount equal to the payment multiplied by the appropriate rate of tax. You must do so at the same time as making the payment.
      2. You hereby consent and agree that Musoni may withhold amounts in your Account if any tax authority requires Musoni to do so, or Musoni is otherwise required by law or pursuant to agreements with any tax authority to do so, or if Musoni needs to comply with internal policies or with any applicable order or sanction of a tax authority.
  • Borrower’s Responsibilities
      1. The End-User shall at his own expense provide and maintain in safe and efficient operating order his Equipment necessary for the purpose of accessing the Musoni System and the Services. The End User shall be responsible for ensuring the proper performance of his Equipment. Musoni shall neither be responsible for any errors or failures caused by any malfunction of the End-User’s Equipment, and neither shall Musoni be responsible for any computer virus or related problems that may be associated with the use of the Musoni System, the Services and the Equipment. The End User shall be responsible for charges due to any service provider providing you with connection to the Network and Musoni shall not be responsible for losses or delays caused by any such service provider.
      2. Musoni shall follow all instructions, procedures and terms contained in this Agreement and any document provided by Musoni concerning the use of the Musoni System and the Services.
      3. The End-User hereby agrees and acknowledges that he shall be solely responsible for the safekeeping and proper use of his Equipment and for keeping his Credentials secret and secure. The End-User shall ensure that his Credentials do not become known or come into possession of any unauthorised person. Musoni shall not be liable for any disclosure of his Credentials to any third party and he hereby agrees to indemnify and hold Musoni harmless from any losses resulting from any disclosure of his Credentials.
      4. The End-User shall take all reasonable precautions to detect any unauthorised use of the System and the Services. To that end, the End-User shall ensure that all communications from Musoni are examined and checked by him or on his behalf as soon as practicable after receipt by him in such a way that any unauthorised use of and access to the System will be detected. The End-User shall immediately inform Musoni in the event that he has reason to believe that his Credentials are or may be known to any person not authorised to know the same and/or have been compromised; and/or unauthorised use of the Services has or may have occurred or could occur and a transaction may have been fraudulently input or compromised.
      5. The End-User shall at all times follow the security procedures notified to him by Musoni from time to time or such other procedures as may be applicable to the Services from time to time. The End-User acknowledges that any failure on his part to follow the recommended security procedures may result in a breach of his Loan Account’s confidentiality. In particular, the End-User shall ensure that the Services are not used or Requests are not issued or the relevant functions are not performed by anyone other than a person authorised to do so.
      6. The End-User shall not at any time operate or use the Services in any manner that may be prejudicial to Musoni.
  • Default on Loan
      1. An Event of Default occurs when you fail to pay any sum payable for a Loan granted under these Terms and Conditions for a period of [Insert Number of Days] consecutive days, unless failure to pay is caused solely by an administrative error or technical problem, or you are declared bankrupt.
      2. At any time after an Event of Default has occurred which is continuing, Musoni may, without prejudice to any other right or remedy granted to it under any law:
        1. terminate this Agreement in accordance with clause 12 below;
        2. declare that the Loan (and all accrued interest and all other amounts outstanding under this Agreement) is immediately due and payable, whereupon they shall become immediately due and payable; and/or
        3. supply information concerning the Event of Default to Credit Reference Bureaus. A copy of any adverse information concerning the End-User sent to a Credit Reference Bureau shall be made available to him upon written request.
  • Variation and Termination
      1. Musoni may at any time, upon notice to the End-User, terminate or vary its business relationship with him and close his Loan Account and in particular but without prejudice to the generality of the foregoing Musoni may cancel credits which it has granted and require the repayment of outstanding debts resulting from such credits within such time as Musoni may determine.
      2. Without prejudice to Musoni’s rights under clause 14.1, Musoni may at its sole discretion suspend or close the End-User’s Loan Account if he uses the Account for unauthorised purposes or where Musoni detects any abuse/misuse, breach of content, fraud or attempted fraud relating to his use of the Services; if his Loan Account or agreement with a Mobile Network Operator is terminated for whatever reason; if Musoni is required or requested to comply with an order or instruction of or a recommendation from the government, court, regulator or other competent authority; if Musoni reasonably suspects or believes that the End-User is in breach of these Terms and Conditions (including non-payment of any Loan amount due from him where applicable) which he fails to remedy (if remediable) within [Insert Number of Days] days after the service of notice by email, SMS or other electronic means requiring him to do so; where such a suspension or variation is necessary as a consequence of technical problems or for reasons of safety; to facilitate update or upgrade the contents or functionality of the Services from time to time; where the End User’s Loan Account becomes inactive or dormant; if Musoni decides to suspend or cease the provision of the Services for commercial reasons or for any other reason as it may determine in its absolute discretion; or if the End User breaches any of the Licence Restrictions or the Use Restrictions.
      3. If the End User’s Loan Account has a credit balance at any time as a result of overpayment of his Loan, he may issue a Request to Musoni for payment of such credit balance and Musoni will return any such balance to him, less any applicable fees, provided that such amount falls above the minimum transfer amounts specified by the relevant Mobile Money Provider.
      4. Termination shall however not affect any accrued rights and liabilities of either Party.
      5. If Musoni receives notice of the End-User’s demise, Musoni will not be obliged to allow any operation or withdrawal from his Loan Account by any person except upon production of administration letters from a competent authority or confirmed grant of letters of administration or confirmed grant of probate by his legal representatives duly appointed by a court of competent jurisdiction.
  • Exclusion of Liability
      1. Musoni shall not be responsible for any loss you suffer should the Services be interfered with or be unavailable by reason of the failure of any of your Equipment, or any other circumstances whatsoever not within Musoni’s control including, without limitation, Force Majeure or error, interruption, delay or non- availability of the Musoni System, terrorist or any enemy action equipment failure, loss of power, adverse weather or atmospheric conditions, and failure of any public or private telecommunications system.
      2. You acknowledge that the Musoni App has not been developed to meet your individual requirements, and that it is therefore your responsibility to ensure that the facilities and functions of the Musoni App as described meet your requirements.
      3. Musoni only supplies the Musoni App for domestic and private use. The End-User agrees not to use the Musoni App and documents for any commercial, business or resale purposes, and Musoni has no liability to him for any loss of profit, loss of business, business interruption, or loss of business opportunity.
      4. Musoni will not be liable for any losses or damage suffered by the End-User as a result of or in connection with any defect or fault in the Musoni App or any Service resulting from him having altered or modified the Musoni App, any defect or fault in the Musoni App resulting from him having used the Musoni App in breach of the terms of the Agreement; his breach of any of the Licence Restrictions or the Use Restrictions; unavailability of sufficient funds in his Mobile Money Account; failure, malfunction, interruption or unavailability of the Musoni System, his Equipment, the Network or a Mobile Money System; the money in his Account being subject to legal process or other Encumbrance restricting payments or transfers thereof; his failure to give proper or complete instructions for payments or transfers relating to his Loan Account; any fraudulent or illegal use of the Services, the System and/or his Equipment; or his failure to comply with these Terms and Conditions and any document or information provided by Musoni concerning the use of the System and the Services.
      5. If for any reason other than a reason mentioned in clauses 13.1 to 13.4, the Services are interfered with or unavailable, Musoni’s sole liability under this Agreement in respect thereof shall be to restore the Services as soon as reasonably practicable. Otherwise, Musoni shall not be liable to the End-User for any interference with or unavailability of the Services, howsoever caused.
      6. Under no circumstances shall Musoni be liable to the End-User for any loss of profit or anticipated savings or for any indirect or consequential loss or damage of whatever kind, howsoever caused, arising out of or in connection with the Services even where the possibility of such loss or damage is notified to Musoni.
      7. All warranties and obligations implied by law are hereby excluded to the fullest extent permitted by law.
  • Indemnity

In consideration of Musoni complying with your instructions or Requests in relation to your Loan Account, you undertake to indemnify Musoni and hold it harmless against:

      1. any loss, charge, damage, expense, fee or claim which Musoni suffers or incurs or sustains thereby and you absolve Musoni from all liability for loss or damage which you may sustain from Musoni acting on your instructions or requests or in accordance with these Terms and Conditions;
      2. all demands, claims, actions, losses and damages of whatever nature which may be brought against Musoni or which it may suffer or incur arising from its acting or not acting on any Request or arising from the malfunction or failure or unavailability of any hardware, software, or equipment, the loss or destruction of any data, power failures, corruption of storage media, natural phenomena, riots, acts of vandalism, sabotage, terrorism, any other event beyond Musoni’s control, interruption or distortion of communication links or arising from reliance on any person or any incorrect, illegible, incomplete or inaccurate information or data contained in any Request received by Musoni;
      3. any loss or damage that may arise from your use, misuse, abuse or possession of any third party software, including without limitation, any operating system, browser software or any other software packages or programs;
      4. any unauthorised access to the your Loan Account or any breach of security or any destruction or accessing of his data or any destruction or theft of or damage to any of your Equipment;
      5. any loss or damage occasioned by your failure to adhere to these Terms and Conditions and/or by supplying of incorrect information or loss or damage occasioned by the failure or unavailability of third party facilities or systems or the inability of a third party to process a transaction or any loss which may be incurred by Musoni as a consequence of any breach of these Terms and Conditions; and
      6. any damages and costs payable to Musoni in respect of any claims against Musoni for recompense for loss where the particular circumstance is within your control.
  • Notices

Any notice shall be communicated as follows:

    1. To Musoni:

By email to [Insert email] or to such email address that may be communicated to the End-User from time to time. The email will be deemed delivered when the End-User receives a receipt in email from Musoni.

    1. To the End-User:

By email or SMS to the Mobile Phone Number or email address provided in the End-User’s request for the Musoni App.

  • General
      1. No failure, delay, indulgence, act or omission by us in exercising any claim, remedy, right, power or privilege under this Agreement shall operate as a waiver, nor shall any single or partial exercise of any claim, right, remedy, power or privilege prevent any future exercise of it or the exercise of any other claim, right, remedy, power or privilege.
      2. Each provision of this Agreement is severable and distinct from the others. If any provision of this Agreement (wholly or partly) is or becomes illegal, invalid or unenforceable, that shall not affect the legality, validity or enforceability of any other provision of this Agreement.
      3. If any provision of this Agreement (wholly or partly) is or becomes illegal, invalid or unenforceable but would be legal, valid and enforceable if the provision or some part of the provision was deleted or modified, the provision or part of the provision in question shall apply with such deletions and modifications as may be necessary to make it legal, valid and enforceable.
      4. These Terms and Conditions and Musoni Privacy Policy constitute the entire agreement and understanding between the Parties and supersede and extinguish all previous agreements, promises, assurances, warranties, representations and understandings between the Parties (whether written or oral) relating to such matters.
      5. Each Party acknowledges and agrees that it is not entering into this Agreement on the basis of, and is not relying and has not relied on, any statement or representation (whether negligent or innocent) or warranty or other provision (in any case whether oral, written, express or implied) made, given or agreed to by any person (whether a Party to this Agreement or not) except those expressly repeated or referred to in this Agreement and the only remedy or remedies available to the End-User in respect of any misrepresentation or untrue statement made to him shall be a claim for breach of contract under this Agreement provided that nothing in this Agreement shall be shall be read or construed as excluding any liability or remedy as a result of fraud or concealment.
      6. The End-User acknowledges and agrees that the express terms of this Agreement are in lieu of all warranties, conditions, terms, undertakings and obligations implied by statute, common law or otherwise all of which are hereby excluded to the fullest extent permitted by law. The Parties agree that no Party shall have a claim for innocent or negligent misrepresentation or negligent misstatement based on any statement in this Agreement.
      7. This Agreement shall not be construed as creating any partnership or agency relationship between the Parties.
  • Dispute Resolution and Governing Law
      1. This Agreement (and any dispute, controversy, proceedings or claim of whatever nature arising out of or in any way relating to this Agreement or its formation) shall be governed by the substantive law of Kenya.
      2. Should any dispute arise between the Parties with regard to the interpretation, rights, obligations and/or implementation of any one or more of the provisions of this Agreement, the Parties shall in the first instance attempt to resolve such dispute by amicable negotiation. Should such negotiations fail to achieve a resolution within twenty (20) days, either Party may declare a dispute by written notification to the other, whereupon such dispute shall be referred to arbitration under the following terms:
        1. The Parties shall jointly appoint an Arbitrator within twenty (20) days, or such longer period as may be agreed by the Parties, after the date of receipt of a notice by either Party to the other requiring the dispute to be referred for arbitration.
        2. If the Parties fail to agree on an Arbitrator, either Party may apply to the Chairman for the time being of the Kenyan Chapter of the Chartered Institute of Arbitrators to appoint an arbitrator requesting that the appointment be made within twenty (20) days of the date of receipt of the application.
        3. The arbitration proceedings shall be conducted in Nairobi, Kenya and shall be conducted in accordance with the provisions of the Arbitration Act (No. 4 of 1995, Laws of Kenya) or any statutory modification or re-enactment thereof for the time being in force and the rules of the Kenyan branch of the Chartered Institute of Arbitrators.
        4. The decision of the arbitrator shall be final and binding on the Parties.
      3. Nothing in this dispute resolution procedure will prevent the Parties from seeking from any court of competent jurisdiction an interim order restraining the other Party from doing any act or compelling the other Party to do any act.
  • Use of Personal Information

The Musoni Privacy Policy is available on the Musoni App. You should read the Musoni Privacy Policy to understand how Musoni may use your personal data. You will be deemed to have accepted the Musoni Privacy Policy once you have downloaded the Musoni App and clicked “Accept” with respect to these Terms and Conditions.

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