Terms of Service | Legal

1. Acceptance of Terms

By accessing or using RohoPay's payment platform, APIs, dashboards, or any related services (collectively, the "Services"), you agree to be bound by these Terms of Service ("Terms"). If you do not agree, you may not use the Services.

These Terms constitute a legally binding agreement between you ("Merchant","User", or "you") and Roho Technologies Limited("RohoPay", "we", "us", or"our"), a company registered in Uganda.

2. Definitions

Merchant: Any entity or individual that uses the Services to accept payments from customers.
Customer: Any person or entity that makes a payment to a Merchant through the Services.
Provider: Third-party payment processors integrated with RohoPay (e.g., Flutterwave, Relworx, Iotec).
Transaction: A single payment attempt processed through the Services.
Settlement: The transfer of collected funds (net of fees) to the Merchant's designated bank account.
API Keys: Unique credentials issued to a Merchant for authenticating API requests.

3. Merchant Onboarding & KYC

To use live Services, Merchants must complete Know Your Customer ("KYC") verification. This includes providing: (a) business registration documents, (b) tax identification number (TIN), (c) director/beneficial owner identification, (d) proof of business address, and (e) a functional website or app describing the business.

RohoPay reserves the right to reject any application, request additional information, or suspend onboarding at any time. Live API keys will not be issued until KYC is approved.Test/sandbox keys are available immediately upon registration.

4. Acceptable Use

Merchants must comply with the Acceptable Use Policy. Prohibited activities include, but are not limited to:

Fraud, money laundering, terrorism financing, or any illegal activity
Sale of prohibited goods/services (see AUP for full list)
Misleading customers about the identity of the Merchant or the nature of the transaction
Circumventing RohoPay's risk controls, settlement holds, or domain allowlists
Using the Services for businesses not disclosed during onboarding

Violation may result in immediate suspension, termination, forfeiture of pending settlements, and reporting to relevant authorities.

5. Fees & Pricing

Fees are set out in the Pricing pageand your Merchant Agreement. RohoPay may update fees with 30 days' written notice. Fees are deducted automatically from each Transaction before Settlement.

Provider fees (e.g., mobile network operator charges) are passed through at cost and may change without notice. RohoPay has no control over Provider fee changes.

6. Settlement & Holds

Settlements are made to the Merchant's verified bank account in the currency agreed during onboarding. Standard settlement timeline is T+1 (next business day) for approved Merchants.

New Merchants: A settlement hold of 7 calendar days applies from first live Transaction. RohoPay may extend holds, impose rolling reserves, or require additional verification based on risk assessment (chargeback ratios, transaction velocity, new domains, etc.).

RohoPay may delay or withhold Settlement if: (a) a dispute or chargeback is pending, (b) KYC/documentation is incomplete, (c) suspected fraud or AUP violation, (d) regulatory requirement, or (e) Provider delay.

7. Disputes, Chargebacks & Refunds

Customers may dispute Transactions through their Provider (e.g., mobile money operator, card network). RohoPay will notify the Merchant and provide a window to submit evidence. The detailed process is in theRefund & Dispute Policy.

Merchant is solely responsible for all chargebacks, refunds, and associated fees.RohoPay may debit the Merchant's wallet or future settlements to cover chargeback losses. If the Merchant's wallet has insufficient funds, RohoPay may pursue recovery through legal means.

RohoPay is a payment infrastructure provider, not a party to the underlying transaction between Merchant and Customer. RohoPay does not guarantee delivery of goods/services and has no liability for Merchant's failure to fulfill orders.

8. Fraud Reporting & Cooperation

If a Customer believes they were defrauded by a Merchant using RohoPay, they should:

Report immediately via our Fraud Report Form
Contact the relevant Provider directly (e.g., Relworx, Iotec, Flutterwave) — the Customer receives payment prompts from the Provider
File a police report and provide the reference number to RohoPay

RohoPay will: (a) freeze the Merchant's settlement pending investigation, (b) cooperate with law enforcement and Providers, (c) provide transaction records as legally required, and (d) take action per our AUP and Merchant Agreement.

RohoPay does not hold customer funds directly. Funds flow through Providers to Merchant settlement accounts. Recovery depends on Provider policies and timing of the report.

9. Intellectual Property

RohoPay retains all rights to the Services, APIs, documentation, trademarks, and technology. Merchants receive a limited, non-exclusive, revocable license to use the APIs solely for integrating payment acceptance into their own platform.

10. Confidentiality & Data

Each party agrees to protect the other's confidential information. Customer payment data is processed per our Privacy Policyand applicable data protection laws (Uganda DPA, GDPR where applicable).

11. Limitation of Liability

TO THE MAXIMUM EXTENT PERMITTED BY LAW:

RohoPay'S TOTAL LIABILITY SHALL NOT EXCEED THE FEES PAID BY MERCHANT IN THE 12 MONTHS PRECEDING THE CLAIM.
ROHOPAY SHALL NOT BE LIABLE FOR INDIRECT, INCIDENTAL, CONSEQUENTIAL, OR PUNITIVE DAMAGES.
ROHOPAY IS NOT LIABLE FOR PROVIDER OUTAGES, NETWORK FAILURES, OR FORCE MAJEURE EVENTS.
ROHOPAY IS NOT LIABLE FOR MERCHANT'S BUSINESS LOSSES, REPUTATIONAL HARM, OR CUSTOMER DISPUTES.

12. Indemnification

Merchant shall indemnify, defend, and hold harmless RohoPay, its officers, directors, employees, and agents from any claims, damages, losses, liabilities, and expenses (including legal fees) arising from: (a) Merchant's breach of these Terms or the AUP, (b) Merchant's products/services, (c) Merchant's fraud or illegal acts, (d) Customer disputes related to Merchant's transactions.

13. Term & Termination

These Terms remain in effect until terminated. Either party may terminate with 30 days' written notice. RohoPay may terminate immediately for: (a) material breach, (b) AUP violation, (c) regulatory action, (d) insolvency, (e) fraud suspicion. Upon termination, Merchants must cease using the Services; pending settlements will be processed per the Merchant Agreement (subject to holds).

14. Governing Law & Dispute Resolution

These Terms are governed by the laws of Uganda. Disputes shall be resolved by binding arbitration in Kampala, Uganda, in English, under the ICC Rules. Notwithstanding the above, RohoPay may seek injunctive relief in any competent jurisdiction.

15. General

These Terms, together with the AUP, Privacy Policy, Merchant Agreement, and Pricing page, constitute the entire agreement. RohoPay may update these Terms with 30 days' notice (posted on this page and emailed to registered Merchants). Continued use constitutes acceptance. If any provision is unenforceable, the remainder continues in effect.

16. Contact

Questions about these Terms? Contact us at legal@rohopay.com or via our Contact Sales page.