Terms of Service

1.Acceptance of terms

By accessing or using the Shopeak platform, mobile applications, websites, and related services (collectively, the “Services”), you agree to be bound by these Terms of Service (“Terms”). If you do not agree to these Terms, you may not use our Services.

These Terms constitute a legally binding agreement between you and Shopeak LTD (“Shopeak”, “we”, “us”, or “our”), a company incorporated in Kenya and operated by Big Theta Group.

2.Definitions

• “Merchant” means any individual or business that registers an account on Shopeak to sell products or services.
• “Buyer” means any individual who browses or purchases products through a Shopeak-powered storefront or marketplace.
• “Platform” means the Shopeak e-commerce platform, including the web dashboard, mobile applications, APIs, and all associated tools and features.
• “Content” means any text, images, product listings, data, or other materials uploaded, submitted, or displayed through the Services.
• “Payout”means the transfer of funds from a Merchant’s Shopeak balance to their designated M-Pesa or bank account.

3.Eligibility

To use our Services, you must be at least 18 years old and legally capable of entering into a binding contract under Kenyan law. If you are registering on behalf of a business, you represent that you have the authority to bind that entity to these Terms.

You must provide accurate, current, and complete information during registration and keep your account information updated. We reserve the right to suspend or terminate accounts with inaccurate or fraudulent information.

4.Your account

You are responsible for maintaining the confidentiality of your account credentials and for all activities that occur under your account. You must notify us immediately of any unauthorised use of your account.

• Each individual or business may maintain one Merchant account.
• Account credentials must not be shared with unauthorised parties.
• You may add team members to your account with appropriate permission levels.
• We may require identity verification (National ID, KRA PIN, or business registration) before activating certain features, including payouts.

5.Merchant obligations

As a Merchant on Shopeak, you agree to:

• Provide accurate product descriptions, pricing, and images.
• Fulfil orders promptly and maintain adequate inventory levels.
• Comply with all applicable Kenyan laws, including consumer protection regulations, tax obligations, and the Kenya Data Protection Act, 2019.
• Not sell prohibited, counterfeit, stolen, or illegal goods or services.
• Handle buyer data in accordance with applicable privacy laws and our Privacy Policy.
• Respond to customer enquiries and complaints in a timely and professional manner.

6.Payments and payouts

Shopeak facilitates payments between Buyers and Merchants through integrated payment methods including M-Pesa, Airtel Money, card payments, and bank transfers.

• Payment collection— when a Buyer makes a purchase, funds are collected and held in your Shopeak balance.
• Payouts— accumulated funds are disbursed to your designated M-Pesa or bank account on a scheduled basis (Tuesdays and Thursdays). Payout schedules may vary based on your account status and verification level.
• Transaction fees— Shopeak charges a transaction fee on each sale. Current fee structures are available on our pricing page and may be updated with reasonable notice.
• Refunds and disputes— Merchants are responsible for managing refunds in accordance with their stated return policy. Shopeak may mediate disputes between Buyers and Merchants and may withhold or reverse funds in cases of fraud or policy violations.
• Taxes— you are solely responsible for determining and fulfilling your tax obligations, including VAT and income tax, in connection with your use of the Services.

7.Intellectual property

The Shopeak platform, including its design, logo, software, and all related intellectual property, is owned by Shopeak LTD and protected under Kenyan and international intellectual property laws.

You retain ownership of the Content you upload to the Platform. By uploading Content, you grant Shopeak a non-exclusive, worldwide, royalty-free licence to use, display, and distribute your Content solely for the purpose of operating and promoting the Services.

You must not reproduce, modify, distribute, or create derivative works from any part of the Shopeak platform without our prior written consent.

8.Prohibited use

You may not use the Services to:

• Sell counterfeit, stolen, or illegal goods.
• Engage in fraud, money laundering, or other financial crimes.
• Harass, threaten, or infringe the rights of others.
• Distribute malware, viruses, or any harmful code.
• Interfere with or disrupt the Platform’s infrastructure or security.
• Scrape, mine, or extract data from the Platform without authorisation.
• Circumvent any access restrictions or security measures.
• Impersonate another person or entity.

9.Termination

You may close your account at any time by contacting our support team. Upon closure, you remain responsible for any outstanding obligations, including pending orders and payouts.

We may suspend or terminate your account immediately if we reasonably believe you have violated these Terms, engaged in fraudulent activity, or pose a risk to the Platform or other users. We will provide notice of termination and the reasons therefor, except where we are legally prohibited from doing so.

Upon termination, your right to use the Services ceases immediately. We will process any remaining payouts for legitimate transactions within 30 days of account closure, subject to fraud review.

10.Disclaimers

The Services are provided on an “as is” and “as available” basis. To the fullest extent permitted by Kenyan law, Shopeak disclaims all warranties, express or implied, including warranties of merchantability, fitness for a particular purpose, and non-infringement.

We do not guarantee that the Services will be uninterrupted, error-free, or completely secure. We are not responsible for the quality, safety, or legality of products sold by Merchants through the Platform.

11.Limitation of liability

To the maximum extent permitted by Kenyan law, Shopeak’s total liability to you for any claims arising from or related to these Terms or the Services shall not exceed the total fees paid by you to Shopeak in the twelve (12) months preceding the claim.

In no event shall Shopeak be liable for any indirect, incidental, special, consequential, or punitive damages, including loss of profits, data, or business opportunities, whether or not Shopeak has been advised of the possibility of such damages.

12.Governing law

These Terms shall be governed by and construed in accordance with the laws of Kenya. Any dispute arising out of or in connection with these Terms shall be subject to the exclusive jurisdiction of the courts of Kenya.

Before initiating any legal proceedings, both parties agree to attempt to resolve disputes through good-faith negotiation for a period of at least thirty (30) days.

13.Changes to these terms

We may update these Terms from time to time. When we make material changes, we will notify you by posting the updated Terms on our website with a revised “Last updated” date and, where appropriate, through email or in-app notification.

Your continued use of the Services after the effective date of any changes constitutes your acceptance of the revised Terms. If you do not agree to the updated Terms, you must stop using the Services and close your account.

14.How to reach us

If you have questions about these Terms, please contact us: