Terms of Service

Last updated: 8 November 2026 · Version 4.1

1. The agreement

These terms form a contract between Beeper Software Solutions, a business registered in Kenya, operating from The Address Building, Room 7CB, Muthangari Drive, Westlands, Nairobi ("Beeper", "we", "us"), and the entity named on the applicable order form ("Customer", "you").

The agreement comprises the order form, these terms, the data processing agreement (where applicable), the acceptable use policy and any written statement of work. By signing an order form, accessing the platform or permitting users to do so, the Customer accepts these terms.

2. Definitions

• Platform — the hosted software services described on the order form, including Beeper POS, Beeper CRM, Beeper Recon and Beeper Intelligence.
• Location — a physical trading site licensed under the subscription.
• User — an individual authorised by the Customer to access the platform with a named account.
• Customer Data — data submitted to or generated within the platform by or for the Customer, including transaction, inventory and customer records.
• Services — the platform, implementation services, support and any additional work described in a statement of work.
• Subscription Term — the period for which the Customer is licensed to use the platform, as stated on the order form.

3. Subscription and licence

Subject to payment of the applicable fees and compliance with these terms, Beeper grants the Customer a non-exclusive, non-transferable, worldwide right for its internal business purposes to access and use the platform during the Subscription Term, up to the locations and user numbers stated on the order form.

• Users must be named individuals. Credentials may not be shared between people.
• The Customer is responsible for the acts and omissions of its users.
• Exceeding licensed capacity requires an upgrade, which is prorated from the date of increase.
• Affiliates may use the platform only if named on the order form or added by written addendum.

4. Fees and payment

Fees are set out on the order form and are quoted in USD unless stated otherwise. Local currency invoicing is available at the prevailing exchange rate. Subscription fees are invoiced monthly in advance, or annually where agreed, and are payable within seven days of the invoice date unless the order form states otherwise.

• Fees are exclusive of value added tax and any other applicable taxes, which are added where required by law.
• Implementation and other professional services are invoiced as stated on the order form, typically 50% on signature and 50% at go-live.
• Late payment may accrue interest at 1.5% per month or the maximum permitted by law, whichever is lower.
• Beeper may suspend access for invoices more than 30 days overdue, after written notice and a further 10-day remedy period.
• Subscription rates are protected for twelve months from the agreement date. Subsequent adjustments are notified at least 60 days before renewal.
• Refunds and credits are governed by the Billing & Refund Policy.

5. Implementation services

Implementation is delivered against a written scope. The Customer agrees to provide timely access to data, systems, personnel and hardware, and to nominate a project lead with authority to make decisions.

Where a milestone is delayed by more than ten business days due to Customer dependencies, Beeper may reschedule the affected work and invoice for reserved capacity. Changes to agreed scope are handled through a written change request with an associated quotation.

6. Customer obligations

• Maintain compatible devices, operating systems and network connectivity at each location.
• Keep administrative credentials secure and enable multi-factor authentication where offered.
• Configure user roles and permissions appropriate to the Customer's internal controls.
• Ensure it has a lawful basis for any personal data it submits to the platform, and provide its own privacy notices to data subjects.
• Comply with applicable tax, fiscal, consumer protection and record-keeping obligations in its jurisdiction.
• Maintain its own agreements with payment providers, acquirers and banks. Beeper does not act as a payment institution, money remitter or acquirer.

7. Acceptable use

The Customer must not, and must not permit any user to:

• reverse engineer, decompile or attempt to derive source code, except where permitted by law;
• resell, sublicense, timeshare or provide the platform as a service to third parties without written agreement;
• use the platform to store or transmit unlawful content, malware or data it is not entitled to process;
• probe, scan or test the security of the platform except under an agreed testing authorisation;
• interfere with the integrity or performance of the platform or other customers' use of it;
• use automated means to extract data beyond documented API limits.

Beeper may suspend access where continued use presents a security, legal or operational risk, and will notify the Customer promptly.

8. Data protection

For Customer Data containing personal data, the Customer is the controller and Beeper is the processor. Processing is governed by the data processing agreement, which includes confidentiality commitments, security measures, sub-processor controls, breach notification, audit support and deletion or return of data on termination.

Card data is captured by PCI DSS certified processors. The Customer must not attempt to store full card numbers, CVV values or track data in any free-text or custom field in the platform.

9. Service levels

Beeper targets 99.9% monthly availability for Essential and Professional subscriptions and 99.95% for Enterprise, measured as the proportion of minutes in the month during which the production platform is available, excluding scheduled maintenance notified at least 48 hours in advance.

Service credits for Enterprise subscriptions are set out in the order form and are the Customer's sole remedy for availability shortfalls. Credits are applied against the next invoice and are not paid in cash. Offline capabilities provided by the platform are not counted as downtime where registers continue to transact.

10. Support

Support is provided during the hours applicable to the Customer's plan. Response targets are measured from the time a ticket is logged through an official channel with sufficient information to reproduce the issue. Response targets are not resolution targets.

Support does not include training beyond the sessions included in implementation, custom development, or work caused by Customer modifications, unsupported hardware or third-party network failures.

11. Intellectual property

Beeper and its licensors own all rights in the platform, including software, documentation, designs, marks and improvements. Nothing in the agreement transfers ownership of those rights to the Customer.

The Customer owns its Customer Data. The Customer grants Beeper a limited licence to host, copy, process and transmit Customer Data solely to provide the services, and to use aggregated, de-identified information to operate and improve the platform.

Feedback may be used by Beeper without restriction or obligation, provided it does not identify the Customer or disclose confidential information.

12. Third-party services

The platform interoperates with third-party payment providers, hardware, accounting systems and communication services. Those services are governed by their own terms and fees. Beeper is not responsible for the availability, acts or omissions of third parties, though we will assist in diagnosing integration faults we are reasonably able to observe.

13. Warranties

Beeper warrants that the platform will perform materially in accordance with its documentation, that services will be delivered with reasonable skill and care by suitably qualified personnel, and that it will maintain the security measures described in the data processing agreement.

To the maximum extent permitted by law, all other warranties are excluded, including implied warranties of merchantability, fitness for a particular purpose and non-infringement. The Customer is responsible for validating that the platform meets its specific fiscal and regulatory requirements in each jurisdiction of operation.

14. Limitation of liability

Nothing in the agreement excludes liability for death or personal injury caused by negligence, fraud, or any other liability that cannot lawfully be excluded.

• Each party's aggregate liability arising from the agreement is limited to the fees paid or payable by the Customer in the twelve months preceding the event giving rise to the claim.
• Neither party is liable for indirect or consequential loss, loss of profit, loss of revenue, loss of goodwill or loss of anticipated savings.
• Beeper is not liable for losses arising from inaccurate Customer Data, third-party systems, or the Customer's failure to follow documented configuration or control guidance.

15. Term and termination

The agreement begins on the effective date stated on the order form and continues for the Subscription Term. Monthly subscriptions renew automatically unless either party gives 30 days' written notice before the renewal date. Annual subscriptions renew for successive twelve-month periods unless notice is given at least 60 days before expiry.

Either party may terminate immediately on written notice if:

• the other party commits a material breach and fails to remedy it within 30 days of written notice;
• the other party becomes insolvent, enters administration or ceases trading.

On termination, access is withdrawn at the end of the paid period, the Customer may export its data, and Beeper deletes Customer Data in line with the retention terms of the data processing agreement. Accrued fees remain payable.

16. Confidentiality

Each party will keep the other's confidential information secure, use it only to perform the agreement, and disclose it only to personnel and advisers with a need to know who are bound by equivalent obligations. These obligations survive termination for five years, and indefinitely for trade secrets.

17. General

• Assignment — neither party may assign the agreement without the other's written consent, except to a successor in a merger or sale of substantially all assets.
• Notices — formal notices must be in writing and sent to the addresses on the order form, including the nominated administrative contact.
• Force majeure — neither party is liable for delay caused by events beyond its reasonable control, provided it notifies the other promptly and mitigates the effect.
• Severability — if a provision is found unenforceable, the remainder continues in effect.
• Entire agreement — the agreement supersedes prior discussions on the same subject.
• Variation — changes require a written document signed by both parties.

18. Governing law and disputes

The agreement is governed by the laws of Kenya. The parties will attempt in good faith to resolve any dispute through escalation between senior representatives within 21 days of written notice. If the dispute is unresolved, it will be referred to the exclusive jurisdiction of the courts of Nairobi, Kenya, unless the order form specifies arbitration or a different forum.