Terms and Conditions

1. Who we are

This website (nguzo.co.tz) is operated by Nguzo Innovations ("Nguzo", "we", "us", "our"), a software development company registered and operating in the United Republic of Tanzania, with offices in Dar es Salaam.

"You" or "Client" means the person or organisation visiting our website or purchasing our services. If you accept these terms on behalf of an organisation, you confirm that you are authorised to bind that organisation.

2. Acceptance and electronic contracting

By browsing this website, downloading or using our mobile apps (NguzoCRM, SiteWorks, DarSMS, DESA and Onfika), submitting a form, accepting a quotation, paying an invoice or signing up for a subscription, you agree to these Terms and Conditions, our Refund Policy and our Privacy Policy.

In line with the Electronic Transactions Act, 2015, quotations, proposals, invoices and acceptances exchanged electronically (including by email, WhatsApp or our online client portal) are legally binding in the same way as signed paper documents.

Where a signed proposal, statement of work, quotation or service agreement ("Project Agreement") conflicts with these terms, the Project Agreement prevails for that project.

3. Our services

We provide, among other things:

• Website, web application and mobile app design and development.
• Custom business systems, including CRM, school management and field service software.
• Software-as-a-service products: NguzoCRM (CRM, quotations and invoicing), SiteWorks (field service management), DarSMS (bulk SMS), DESA (school management) and Onfika (online appointment booking at onfika.com).
• eCommerce development and online payment integration.
• Hosting, domains, SSL, maintenance and technical support.
• Digital marketing, SEO, social media management and UI/UX design.
• IT consulting.

The scope, deliverables, timeline and price of each project are set out in the relevant quotation or Project Agreement. Work outside that scope is a change request and may be quoted and billed separately.

4. Quotations, pricing and payment

Unless stated otherwise, quotations are valid for 30 days from the date of issue.

Prices for clients in Tanzania are quoted and payable in Tanzanian Shillings (TZS), in line with Bank of Tanzania rules on the use of foreign currency. Clients outside Tanzania may be invoiced in US Dollars (USD).

Prices exclude Value Added Tax (VAT) unless stated otherwise. Where applicable, VAT is charged at the prevailing rate under the Value Added Tax Act, 2014, and we issue an Electronic Fiscal Device (EFD) receipt or fiscal invoice as required by the Tax Administration Act, 2015.

If you are required by the Income Tax Act (Cap. 332) to withhold tax from our fees, please send us the withholding tax certificate issued by the Tanzania Revenue Authority so the deduction can be credited.

Unless the Project Agreement says otherwise: projects require an upfront deposit before work begins, with the balance due on milestones or before final delivery; invoices are payable within 14 days of issue; and subscriptions are billed in advance for each billing period.

We accept bank transfer, mobile money and other methods listed on our invoices. You are responsible for any charges levied by your bank or mobile money provider.

If payment is overdue, we may, after giving you written notice, pause work, suspend hosted services or subscriptions until the account is settled. We will not delete your data during a suspension without further notice to you.

5. Your responsibilities

To help us deliver on time, you agree to:

• Provide accurate information, content, approvals and feedback promptly. Delays on your side may move the delivery date.
• Make sure you own, or have permission to use, all content, logos, images and data you give us, and that their use does not infringe anyone else's rights.
• Have a lawful basis, under the Personal Data Protection Act, 2022, for any personal data you ask us to collect, import or process for you.
• Keep your account passwords and access credentials confidential and tell us promptly about any unauthorised use.
• Review and test deliverables within the acceptance period set out below.

6. Delivery, acceptance and warranty

When we deliver a milestone or the final product, you have 10 working days to test it and report any material defect against the agreed scope. If you do not report a defect within that period, or if you start using the deliverable in live operation, it is treated as accepted.

For 30 days after final acceptance we will fix, at no extra charge, defects that cause the deliverable not to work as specified. This warranty does not cover issues caused by changes made by you or third parties, third-party services, hosting we do not manage, misuse, or new feature requests.

Ongoing maintenance and support after the warranty period is available under a separate support or hosting plan.

7. Intellectual property

All content on this website, including text, graphics, logos and code, belongs to Nguzo Innovations or its licensors and is protected by the Copyright and Neighbouring Rights Act (Cap. 218) and other applicable laws. You may not copy, reproduce or republish it without our written permission, except for personal, non-commercial viewing.

For custom projects, once you have paid all amounts due, ownership of the final, project-specific deliverables (such as your website design, custom code written exclusively for you, and content we create for you) transfers to you, unless the Project Agreement says otherwise.

We keep ownership of our pre-existing tools, libraries, frameworks, templates and know-how, and of our SaaS products (NguzoCRM, SiteWorks, DarSMS, DESA and Onfika). Where these are part of a deliverable, we grant you a non-exclusive, perpetual licence to use them as part of that deliverable. SaaS products are licensed, not sold, for the duration of your subscription.

Open-source and third-party components remain subject to their own licences.

Unless you ask us in writing not to, we may list your organisation's name and logo and a description of the project in our portfolio and marketing materials. We will never publish your confidential information.

8. Third-party services

Our work often relies on third-party services such as domain registrars, hosting and cloud providers, SMS gateways, payment providers, mobile money operators, app stores and advertising platforms. Your use of those services is also subject to their own terms. We are not responsible for their outages, price changes, policy decisions (for example app store review or ad account approval) or acts and omissions, though we will help you resolve issues where we can.

Payment integrations depend on the approval, onboarding and compliance requirements of the relevant bank, payment service provider or mobile network operator licensed by the Bank of Tanzania.

9. Subscriptions, hosting and SaaS

Subscriptions (including NguzoCRM, SiteWorks, DarSMS, DESA, Onfika, hosting and support plans) renew automatically for the same billing period unless you cancel before the renewal date.

You may cancel at any time by emailing us. Cancellation takes effect at the end of the current billing period. Refunds, if any, are handled under our Refund Policy.

If you buy a subscription inside one of our apps through the Apple App Store or Google Play: payment is charged to your Apple ID or Google account when you confirm the purchase; the subscription renews automatically for the same period and price unless you turn off auto-renew at least 24 hours before the end of the current period; your account is charged for renewal within 24 hours before the current period ends; you can manage or cancel the subscription in your Apple ID or Google Play account settings (deleting the app does not cancel it); and any unused part of a free trial ends when you buy a subscription. The price and billing period are shown in the app before you buy.

You may request an export of your data at any time while your subscription is active and for 30 days after it ends. After that period we may permanently delete your data, except where we must keep it by law.

We aim for high availability but do not guarantee uninterrupted service. Planned maintenance will be announced in advance where reasonably possible.

10. User accounts

Some of our apps and online services require an account. You must give accurate information, keep your login details secure, and are responsible for activity under your account. Accounts are for individuals aged 18 or over, or for staff created by their organisation.

If your account was created by your employer or another organisation (for example as a NguzoCRM user, a SiteWorks technician, a teacher or parent on a school's DESA account, or staff on a business's Onfika booking page), that organisation controls the account and the business data in it, and may suspend or remove your access.

You can delete your account at any time from inside the app or by following the steps on our Account Deletion page (nguzo.co.tz/delete-account).

11. Mobile apps and app stores

When you download NguzoCRM, SiteWorks, DarSMS, DESA and Onfika or any other Nguzo Innovations app from the Apple App Store or Google Play, we grant you a limited, non-exclusive, non-transferable, revocable licence to install and use the app on devices you own or control, for your own or your organisation's internal business purposes, in line with these terms. You must not copy, modify, reverse engineer, resell or distribute the app, except where the law expressly allows it.

We may release updates to fix bugs, improve security or add features. Some updates may be required to keep using the app. Features may depend on your device, operating system version, permissions you grant and internet connection, and mobile data charges from your network operator may apply.

Apps downloaded from the Apple App Store — the following also applies:

• These terms are between you and Nguzo Innovations only, not Apple Inc. ("Apple"). Nguzo Innovations, not Apple, is solely responsible for the app and its content.
• Your licence is limited to use on Apple-branded products that you own or control, as permitted by the Usage Rules in the Apple Media Services Terms and Conditions, except that the app may be accessed by other accounts associated with you through Family Sharing or volume purchasing.
• Nguzo Innovations is solely responsible for maintenance and support of the app. Apple has no obligation to provide any maintenance or support services for the app.
• If the app fails to conform to any applicable warranty, you may notify Apple and Apple will refund the purchase price (if any) for the app. To the maximum extent permitted by law, Apple has no other warranty obligation with respect to the app, and any other claims, losses, liabilities, damages, costs or expenses attributable to a failure to conform to a warranty are the responsibility of Nguzo Innovations.
• Nguzo Innovations, not Apple, is responsible for addressing any claims by you or a third party relating to the app or your possession and use of it, including product liability claims, claims that the app fails to conform to any legal or regulatory requirement, and claims arising under consumer protection, privacy or similar laws.
• If a third party claims that the app or your possession and use of it infringes their intellectual property rights, Nguzo Innovations, not Apple, is solely responsible for the investigation, defence, settlement and discharge of that claim.
• You confirm that you are not located in a country that is subject to a United States Government embargo or that has been designated by the United States Government as a "terrorist supporting" country, and that you are not listed on any United States Government list of prohibited or restricted parties.
• You must comply with applicable third-party terms when using the app (for example, your mobile data or wireless service agreement).
• Apple and its subsidiaries are third-party beneficiaries of these terms and, once you accept them, Apple has the right (and is deemed to have accepted the right) to enforce these terms against you as a third-party beneficiary.

Apps downloaded from Google Play are also subject to the Google Play Terms of Service. Google is not responsible for the app or its content.

Questions, complaints or claims about our apps should be sent to Nguzo Innovations using the contact details at the end of this page.

12. Acceptable use

You must not use our website, products or services to:

• Break any law of the United Republic of Tanzania, including the Cybercrimes Act, 2015 and the Electronic and Postal Communications Act (Cap. 306) and its regulations.
• Send unsolicited bulk SMS or email, or send marketing messages to people who have not consented or who have opted out.
• Use DarSMS or other messaging features without a sender ID registered as required by the Tanzania Communications Regulatory Authority (TCRA), without the consent of recipients, or without a clear way for recipients to opt out (for example "STOP"). You are responsible for the content of the messages you send and for your recipient lists.
• Upload or distribute malware, attempt unauthorised access, or interfere with the security or performance of our systems.
• Publish content that is unlawful, defamatory, fraudulent, obscene, or infringes intellectual property or privacy rights.
• Collect or process personal data in breach of the Personal Data Protection Act, 2022.

We may suspend or terminate access that breaches this section, and we may report unlawful activity to the relevant authorities.

13. Confidentiality and data protection

Each party will keep the other party's non-public business information confidential and use it only for the purpose of the engagement. This does not apply to information that is public, already known, independently developed or that must be disclosed by law or a competent authority.

We handle personal data in accordance with our Privacy Policy and the Personal Data Protection Act, 2022. Where we process personal data on your behalf (for example, your customers' records in NguzoCRM or a system we host), you are the data controller and we act as your data processor, processing it only on your documented instructions. A data processing agreement is available on request.

14. Disclaimers and limitation of liability

Information on this website is provided for general information only. While we try to keep it accurate and up to date, we make no warranties about its completeness or suitability for any purpose.

We do not guarantee specific business results, such as search engine rankings, traffic, leads or sales, from our marketing or SEO services, because these depend on factors outside our control.

To the extent permitted by Tanzanian law, we are not liable for indirect or consequential loss, including loss of profit, revenue, data or goodwill. Our total liability arising from any project or subscription is limited to the amount you paid us for that project or, for subscriptions, in the 12 months before the claim arose.

Nothing in these terms excludes or limits liability for fraud, for death or personal injury caused by negligence, or any liability or consumer right that cannot be excluded under the Law of Contract Act (Cap. 345), the Fair Competition Act, 2003, the Electronic Transactions Act, 2015 or any other applicable law.

15. Indemnity

You agree to compensate us for reasonable losses, costs and legal fees arising from a third-party claim that content or data you supplied infringes that third party's rights, or that your use of our services breached the law or these terms.

16. Termination

Either party may end a project by giving written notice if the other party materially breaches these terms and does not fix the breach within 14 days of being notified.

If a project ends early, you pay for work done and costs committed up to the termination date, and we hand over completed work that has been paid for. Our Refund Policy explains how any balance is handled.

Sections that by their nature should survive termination (including intellectual property, confidentiality, payment, limitation of liability and governing law) continue to apply.

17. Force majeure

Neither party is responsible for delay or failure caused by events beyond its reasonable control, such as natural disasters, floods, epidemics, power or internet outages, government action, or failures of third-party providers. The affected party will notify the other promptly and resume performance as soon as reasonably possible.

18. Governing law and disputes

These terms are governed by the laws of the United Republic of Tanzania.

If a dispute arises, please contact us first: we will try in good faith to resolve it within 30 days. If it is not resolved, either party may refer it to mediation, or to arbitration in Dar es Salaam under the Arbitration Act (Cap. 15), or to the competent courts of Tanzania sitting in Dar es Salaam.

If you are a consumer, nothing in this section limits your right to complain to the Fair Competition Commission or to bring a claim before any court or tribunal with jurisdiction.

19. General

If any part of these terms is found to be unenforceable, the rest remains in effect. A failure to enforce a right is not a waiver of that right. You may not transfer your rights under these terms without our written consent.

We may update these terms from time to time. The updated version applies from the date shown at the top of this page; changes do not affect projects already agreed under a signed Project Agreement unless both parties agree. For subscriptions, we will give at least 30 days' notice of material changes.

These terms are written in English. If they are translated into Kiswahili or another language and there is a conflict, the English version prevails, unless the law requires otherwise.