Terms of Service

1. Acceptance of Terms

These Terms of Service ("Terms") constitute a legally binding agreement between you and MatatuOS Ltd ("MatatuOS", "we", "our", or "us"), a company incorporated in Kenya. By registering for, accessing, or using the MatatuOS platform — including the web application, mobile applications, and any associated APIs — you confirm that you have read, understood, and agree to be bound by these Terms.

If you are accepting these Terms on behalf of a SACCO, company, or other legal entity, you represent that you have the authority to bind that entity. If you do not have such authority, or if you do not agree to these Terms, you must not use the platform.

2. Description of Service

MatatuOS is a Software-as-a-Service (SaaS) platform designed specifically for Kenyan public service vehicle (PSV) operators, matatu SACCOs, and fleet owners. The platform provides:

• Fleet registration, document management, and compliance tracking (NTSA, PSV licences, insurance)
• Crew management including driver and conductor records, schedules, and performance tracking
• Daily revenue collection, M-PESA remittance processing, and financial reconciliation
• Real-time GPS fleet tracking and route management
• Reporting and analytics dashboards for SACCO administrators
• Multi-vehicle and multi-route management for SACCOs of all sizes

We reserve the right to modify, suspend, or discontinue any feature of the service at any time, with reasonable notice to active subscribers. We will not materially reduce core functionality during a paid subscription period without offering a pro-rata refund or equivalent remedy.

3. User Accounts

To access MatatuOS, you must create an account by providing accurate, current, and complete information. You are responsible for:

• Maintaining the confidentiality of your login credentials
• All activity that occurs under your account, whether or not authorised by you
• Notifying us immediately at support@matatuos.com if you suspect unauthorised access
• Ensuring that any sub-users (e.g., dispatchers, administrators) you create within the platform also comply with these Terms

You may not share account credentials with third parties outside your organisation, create accounts by automated means, or impersonate another person or entity. MatatuOS reserves the right to suspend or terminate accounts that violate these requirements.

4. Acceptable Use

You agree to use MatatuOS only for lawful purposes and in accordance with these Terms. You must not:

• Enter false, misleading, or fraudulent data about vehicles, crew, or financial transactions
• Use the platform to facilitate money laundering, tax evasion, or any criminal activity
• Attempt to reverse-engineer, decompile, or extract the source code of the platform
• Probe, scan, or test the security of the platform without prior written authorisation from MatatuOS
• Scrape, harvest, or collect data from the platform using automated tools
• Transmit viruses, malware, or any other harmful code
• Interfere with the platform's infrastructure in a way that degrades performance for other users
• Resell, sublicense, or white-label the platform without a written reseller agreement from MatatuOS

Violations of the Acceptable Use policy may result in immediate account suspension and potential reporting to relevant Kenyan law enforcement authorities.

5. Payment Terms

MatatuOS is offered on a subscription basis. All fees are denominated in Kenyan Shillings (KES)unless otherwise stated in your subscription agreement.

5.1 Subscription Billing

• Subscriptions are billed monthly or annually in advance, depending on the plan selected.
• Fees are payable via M-PESA Paybill, bank transfer, or other payment methods we make available.
• Invoices are issued at the start of each billing cycle and are payable within 7 days.
• Accounts with unpaid invoices beyond 14 days may be suspended until payment is received.

5.2 M-PESA Integration

• The platform integrates with Safaricom's M-PESA Daraja API to facilitate collection of daily remittances from drivers and conductors.
• Transaction fees charged by Safaricom are passed through to the subscriber at cost and are shown transparently within the platform.
• MatatuOS is not responsible for delays, failures, or errors originating from the M-PESA network or Safaricom systems.
• All M-PESA transactions are logged with timestamps and reference numbers within the platform for your records.

5.3 Refunds

Subscription fees are non-refundable except where required by Kenyan consumer protection law or where MatatuOS has been unable to deliver the core service for 72 or more consecutive hours due to our fault. Refund requests must be submitted within 30 days of the billing date.

6. Intellectual Property

MatatuOS and its licensors own all intellectual property rights in the platform, including the software, design, trademarks, logos, and documentation. These Terms do not transfer any ownership rights to you. You are granted a limited, non-exclusive, non-transferable licence to access and use the platform solely for your internal business operations during the subscription term.

You retain ownership of all data you input into the platform ("Customer Data"). You grant MatatuOS a limited licence to process and store Customer Data solely to provide the service. We will not use your Customer Data for any purpose other than operating and improving the platform, as described in our Privacy Policy.

7. Limitation of Liability

To the maximum extent permitted by Kenyan law, MatatuOS shall not be liable for:

• Loss of revenue, profits, or business arising from platform downtime or data errors
• Losses caused by M-PESA network failures, Safaricom service interruptions, or third-party payment processor errors
• Indirect, incidental, special, consequential, or punitive damages of any kind
• Any decisions made by you or your SACCO based on data, reports, or analytics generated by the platform
• Loss or corruption of Customer Data where such loss results from your actions, hardware failures, or events outside our reasonable control

Our total cumulative liability to you for any claims arising under these Terms shall not exceed the total subscription fees paid by you to MatatuOS in the three (3) months immediately preceding the event giving rise to the claim. Some jurisdictions do not allow the exclusion of certain warranties or limitations of liability, so some of the above limitations may not apply to you.

8. Termination

Either party may terminate the subscription at any time:

• By you: You may cancel your subscription at any time through the account settings. Cancellation takes effect at the end of the current billing period. No partial refunds are issued for the remaining unused period.
• By us: We may suspend or terminate your account immediately if you breach these Terms, fail to pay fees, or if we are required to do so by law. We will provide reasonable notice where circumstances permit.

Upon termination, your right to access the platform ceases. We will make your Customer Data available for export for 90 days following termination, after which it will be permanently deleted in accordance with our data retention policy.

9. Governing Law and Disputes

These Terms are governed by and construed in accordance with the laws of the Republic of Kenya. Any disputes arising out of or in connection with these Terms shall first be subject to good-faith negotiation between the parties. If unresolved within 30 days, disputes shall be referred to binding arbitration under the Arbitration Act, Cap 49 of the Laws of Kenya, before a single arbitrator agreed upon by both parties, seated in Nairobi.

Nothing in this clause prevents either party from seeking urgent injunctive or other interim relief from the courts of Kenya.

10. Contact

For questions about these Terms of Service, please contact us:

• Email: legal@matatuos.com
• Phone: +254 700 000 000
• Address: MatatuOS Ltd, Westlands, Nairobi, Kenya