Terms of Service

1. Agreement & parties

These Terms form a binding agreement between OgiAfrica Company Limited ("Ōgi", "we") and the entity or individual accepting them ("Customer", "you"). If you are accepting on behalf of a company, you represent that you have authority to bind it.

2. Eligibility & account

• You must be at least 18 years old and legally able to enter into contracts.
• You must complete KYB verification to production standard before your production keys are activated.
• You are responsible for keeping your credentials confidential and for all activity under your account.
• You agree to notify us immediately of any suspected compromise at [email protected].

3. The services

Ōgi provides payment orchestration, gateway, connector, and agent-network services accessible via API and dashboard, as described at ogiafrica.com. We may add, change or remove features with reasonable notice. Breaking changes to the stable v1 API require a minimum 12 months' notice.

The sandbox environment is for non-production testing only. It processes no real funds.

4. Fees & settlement

• Fees are per-transaction and published in the commercial schedule agreed at onboarding.
• Settlement cadence defaults to T+1 business day for mobile money and T+2 for cards, unless otherwise agreed.
• We may deduct fees, chargebacks and reversals from settlement amounts before remittance.
• Disputed fees must be raised within 30 days of the invoice or settlement date.

5. Customer obligations

• Provide accurate KYB and beneficial ownership information and update it when it changes.
• Use the services only for lawful purposes and comply with all applicable laws, including AML, sanctions and consumer-protection rules.
• Not resell, white-label or repackage the services without a written partner agreement.
• Honour refunds and respond to customer disputes within regulatory timelines.

6. Prohibited use

You may not use the services to facilitate: money laundering, terrorism financing, sanctions evasion, fraudulent transactions, unlicensed financial services, gambling where prohibited, sale of regulated goods without licence, or any activity we identify in our published Acceptable Use Policy. Breach may lead to immediate suspension and report to the Financial Intelligence Unit.

7. Availability & support

We target 99.95% monthly uptime for production APIs with service credits for confirmed downtime as described in the SLA schedule. Support is available 24×7 for P1 incidents, 07:00–19:00 EAT weekdays for P2/P3. Planned maintenance is communicated at least 48 hours in advance via status.ogiafrica.com.

8. Confidentiality

Each party will protect the other's confidential information with the same care as its own (at least reasonable care), and use it solely to perform under these Terms. Confidentiality obligations survive termination for 3 years.

9. Data protection

Our processing of personal data is governed by our Privacy Policy and, where we act as a processor on your behalf, by our Data Processing Agreement, which is incorporated by reference.

10. Intellectual property

All intellectual property in the services, including the APIs, SDKs, documentation and brand, is and remains owned by Ōgi or its licensors. You receive a limited, non-exclusive, non-transferable licence to use them for the duration of your subscription. You own your data; we receive a licence to process it solely to provide the services.

11. Warranties & disclaimers

We warrant that we will provide the services with reasonable skill and care in accordance with the SLA. Except as expressly stated, the services are provided "as is" and we disclaim all other warranties to the maximum extent permitted by law, including implied warranties of merchantability and fitness for a particular purpose.

12. Limitation of liability

To the maximum extent permitted by law, neither party's aggregate liability under these Terms will exceed the fees paid or payable by you to Ōgi in the 12 months preceding the claim. Neither party is liable for indirect, consequential, or loss-of-profits damages. Nothing limits liability for fraud, wilful misconduct, or matters that cannot be excluded under Tanzanian law.

13. Term & termination

• These Terms continue until terminated.
• Either party may terminate for convenience with 30 days' written notice; we may terminate immediately for material breach, regulatory requirement, suspected fraud or insolvency.
• On termination, we will return or delete your data within 90 days, subject to retention required by law.

14. Governing law & disputes

These Terms are governed by the laws of the United Republic of Tanzania. Disputes are subject to the exclusive jurisdiction of the High Court of Tanzania (Commercial Division), without prejudice to our right to seek injunctive relief anywhere necessary to protect our IP or confidential information.

15. Miscellaneous

Entire agreement. These Terms, together with the Order Form, Privacy Policy and DPA, form the entire agreement between the parties.
Assignment. Neither party may assign without the other's written consent, except to an affiliate or in connection with a merger.
Notices. To Ōgi: [email protected]. To Customer: the primary contact on the Order Form.
Severability. If any provision is held invalid, the remainder continues in effect.