Terms of Service – Sediact
Last updated: 16 August 2025
Sediact Terms of Service (Kenya)
Effective date: 16 August 2025
Website: sediact.io
Service owner: Sediact Limited, a private company limited by shares incorporated in Kenya with its principal place of business in Nairobi, Kenya ("Sediact", "we", "us").
Contact: support@sediact.io (operational queries), legal@sediact.io (legal notices).
1) Agreement to Terms
By accessing or using Sediact’s websites, applications, dashboards, APIs, plug‑ins, or related services (the Service), you agree to be bound by these Terms of Service (the Terms). If you are accepting on behalf of a company or other entity, you represent that you have authority to bind that entity. If you do not agree, do not use the Service.
2) Eligibility & Business Use
You must be at least 18 years old and have the legal capacity to contract. The Service is intended for business use by Kenyan SMBs and their authorised users ("Authorised Users"). You are responsible for ensuring that all Authorised Users comply with these Terms.
3) Definitions
Account – the Customer’s registered account used to access the Service.
Customer or you – the entity or person accepting these Terms and any Authorised User acting on its behalf.
Customer Data – information, data and content that you or your systems submit to or through the Service (including financial transaction metadata imported via integrations) but excluding Usage Data and Sediact Materials.
Documentation – user guides, specifications and support materials we make available.
Reports/Outputs – dashboards, alerts, forecasts and other results generated by the Service from Customer Data.
Sediact Materials – the Service, software, algorithms, models, interfaces, templates, designs and all related IP owned or licensed by Sediact.
Beta Features – any preview, pilot or experimental features identified as such.
4) The Service
4.1 Nature of service. Sediact provides read‑only financial analytics, scenario modelling, and alerting. We do not hold, control, or move your funds, and we do not initiate transactions.
4.2 No professional advice. Outputs are for information only and are not accounting, tax, legal, or investment advice. You are solely responsible for decisions made using the Outputs.
4.3 Availability & changes. We may modify or discontinue features, apply updates, or suspend access to address security, legal or operational issues. Where changes materially reduce functionality, we will give reasonable notice when practicable.
5) Accounts, Security & Admin Controls
5.1 Registration. You must provide accurate information and keep it updated.
5.2 Access credentials. Keep credentials confidential and use strong passwords and (where available) multi‑factor authentication. You are responsible for all activity under your Account.
5.3 Company admins. Customer designates at least one administrator who controls user provisioning, roles and data source connections.
5.4 Suspension. We may suspend or limit access if (a) you breach these Terms, (b) your use creates a security or operational risk, or (c) required by law.
6) Customer Data & Privacy
6.1 Ownership. As between the parties, you own all rights in Customer Data.
6.2 Licence to process. You grant Sediact a non‑exclusive, worldwide, royalty‑free licence to host, copy, process and display Customer Data solely to provide, secure, maintain, and improve the Service and to develop new features consistent with the Privacy Policy.
6.3 Usage Data. We may generate and use aggregated or de‑identified data derived from use of the Service ("Usage Data") for analytics, benchmarking and improving the Service, provided it does not identify you or any natural person.
6.4 Privacy. Our processing of personal data is described in the Sediact Privacy Policy (Kenya) available on sediact.io. For Customer Data for which we act as a processor, a data processing addendum (DPA) may apply; contact legal@sediact.io to execute one where required.
7) Integrations & Third‑Party Services
7.1 Connections. You may connect third‑party services (e.g., M‑Pesa, KCB, Equity, accounting systems) at your discretion.
7.2 Third‑party terms. Your use of third‑party services is governed solely by those providers’ terms and privacy policies. We are not responsible for third‑party services and do not warrant their performance or availability.
7.3 Credentials. We do not request or store bank login credentials. Where access tokens are used, they are read‑only and stored securely.
8) Acceptable Use
You will not, and will not permit anyone to: (a) misuse the Service or attempt to gain unauthorised access; (b) probe, scan or test vulnerabilities except as expressly permitted; (c) upload unlawful, harmful, or infringing content; (d) use the Service to violate applicable law (including anti‑money‑laundering, sanctions, and cybersecurity laws), to send spam, or to harass others; (e) copy, modify, reverse engineer or create derivative works from Sediact Materials except to the extent such restriction is prohibited by law; (f) resell, sublicense, or provide the Service to third parties except as allowed in writing; (g) exceed reasonable usage limits we communicate to you. We may monitor use for compliance.
9) Security
We implement appropriate technical and organisational measures designed to protect Customer Data (e.g., encryption in transit/at rest, least‑privilege access, monitoring, and incident response). You are responsible for securing your devices, networks, and connected third‑party accounts. If you suspect unauthorised access, notify us promptly at security@sediact.io.
10) Confidentiality
Each party may access the other’s non‑public information (Confidential Information). The receiving party will (a) use it only to perform under these Terms, (b) protect it with at least reasonable care, and (c) not disclose it except to personnel and providers under confidentiality obligations, or as required by law (giving notice where lawful). Confidentiality obligations continue for five (5) years after disclosure; trade secrets remain protected while secret.
11) Intellectual Property; Feedback
11.1 Ownership. Sediact and its licensors own all rights, title and interest in Sediact Materials. No rights are granted except as expressly stated.
11.2 Licence to use the Service. During the Term and subject to these Terms, we grant you a limited, non‑exclusive, non‑transferable, non‑sublicensable right for your internal business purposes to access and use the Service.
11.3 Feedback. If you provide feedback or suggestions, you grant Sediact a perpetual, irrevocable, royalty‑free licence to use it without restriction.
12) Beta Features
Beta Features may be provided for evaluation. They are provided as‑is, may be modified or withdrawn at any time, and are excluded from any uptime or support commitments. Do not rely on Beta Features for production use or critical decisions.
13) Fees, Taxes & Billing
13.1 Current pricing. Unless otherwise stated in an Order or our pricing page, access to the public landing site is free; paid plans may be introduced.
13.2 Subscriptions. Paid plans (if/when available) are billed in advance on a recurring basis. Unless set to cancel, subscriptions renew automatically for the same term.
13.3 Taxes. Fees are exclusive of taxes; you are responsible for applicable taxes, levies or duties.
13.4 Late amounts. Overdue amounts may accrue interest at 1% per month (or the maximum permitted by law) and may result in suspension after reasonable notice.
13.5 Refunds. Except where required by law, fees are non‑refundable once the billing period starts.
14) Warranties & Disclaimers
14.1 Mutual warranties. Each party warrants that it has the authority to enter into these Terms and will comply with applicable laws.
14.2 Sediact disclaimers. To the maximum extent permitted by law, the Service, Outputs and Documentation are provided “as is” and “as available” without warranties of merchantability, fitness for a particular purpose, or non‑infringement. We do not warrant that Outputs are accurate, complete, or error‑free, or that the Service will be uninterrupted or secure.
15) Indemnities
15.1 By Customer. You will defend and indemnify Sediact and its personnel against claims, losses and expenses arising from (a) your Customer Data or use of the Service in breach of these Terms or law, or (b) your use of third‑party services.
15.2 By Sediact. We will defend and indemnify you against third‑party claims alleging that your authorised use of the Service directly infringes a patent, copyright, or registered trade mark, and pay final judgments/settlements approved by us. Our obligation does not apply to claims arising from: (i) combinations not provided by us; (ii) use contrary to the Documentation; or (iii) Beta Features or free services. If the Service is enjoined, we may (at our option) procure a licence, modify the Service, or terminate the affected features and credit any prepaid fees for the remaining term.
16) Liability
16.1 Exclusion. Neither party is liable for indirect, incidental, special, exemplary or consequential damages, loss of profits, or loss of data arising out of or related to these Terms, even if advised of the possibility.
16.2 Cap. Except for your payment obligations and each party’s indemnity obligations, each party’s aggregate liability under these Terms is limited to the amounts paid or payable by you to Sediact for the Service in the twelve (12) months preceding the event giving rise to liability (or KES 250,000 if you use only free services).
16.3 Consumer laws. These Terms are for business users. Nothing excludes liability to the extent it cannot be excluded under Kenyan law.
17) Term, Termination & Data Return
17.1 Term. These Terms begin when you first use the Service and continue until terminated.
17.2 Termination for cause. Either party may terminate for material breach not cured within thirty (30) days after written notice, or immediately if the other party becomes insolvent or is wound up.
17.3 Effect. Upon termination: your right to access the Service ends; we will delete or anonymise Customer Data in accordance with our retention schedule; upon written request within thirty (30) days, we will make available a machine‑readable export of your Customer Data then in our possession (subject to legal holds).
17.4 Survival. Sections 6, 8, 9, 10, 11, 14, 15, 16, 17.3, 18–22 survive termination.
18) Compliance & Sector‑Specific Rules
Sediact is an analytics provider and does not provide regulated payment or lending services. If your use engages regulated activities, you remain responsible for complying with applicable Central Bank of Kenya/National Payment System or other regulatory requirements.
19) Electronic Communications & Signatures
You consent to transact and receive communications electronically. Records and agreements executed electronically have the same legal effect as paper to the extent permitted by Kenyan law. You should retain copies for your records.
20) Changes to these Terms
We may update these Terms from time to time. If a change is material, we will provide reasonable notice (e.g., in‑product notice or email to the Account owner). Continued use after the effective date constitutes acceptance of the revised Terms.
21) Governing Law & Dispute Resolution
21.1 Governing law. These Terms are governed by the laws of the Republic of Kenya.
21.2 Good‑faith resolution. The parties will first attempt to resolve disputes by good‑faith negotiations between authorised representatives for 30 days.
21.3 Arbitration. If unresolved, the dispute shall be referred to final and binding arbitration under the Nairobi Centre for International Arbitration (NCIA) Arbitration Rules. The seat shall be Nairobi, Kenya; language English; tribunal one (1) arbitrator appointed in accordance with the NCIA Rules. Judgment on the award may be entered in any court of competent jurisdiction.
21.4 Injunctive relief. Either party may seek interim or injunctive relief in the High Court of Kenya to protect confidential information or intellectual property while arbitration is pending.
22) Miscellaneous
22.1 Assignment. You may not assign these Terms without our prior written consent; we may assign to an affiliate or in connection with a merger, acquisition, or sale of assets.
22.2 Force majeure. Neither party is liable for delays or failures due to causes beyond its reasonable control.
22.3 Notices. Legal notices to Sediact must be sent to legal@sediact.io. We may provide notices to you via the Account email or in‑product.
22.4 Entire agreement; order of precedence. These Terms, together with any referenced policies and an applicable Order, constitute the entire agreement and supersede prior agreements on the subject. If there is a conflict, an executed Order prevails, then these Terms, then the Documentation.
22.5 Severability; waiver. If any provision is unenforceable, it will be modified to the minimum extent necessary to make it enforceable; the remainder remains in effect. Failure to enforce a right is not a waiver.
22.6 Publicity. We will not use your name or logo in marketing without your prior consent.
— End of Terms —