Terms of Service

1.Definitions

Agreement

the contract for Services formed under clause 6, made up of the Statement of Work, the Engagement Terms and these Terms.

Business Day

a day other than a Saturday, a Sunday or a public holiday in Kenya.

Client

the person or organisation that enters into an Agreement with us for Services.

Client Content

all text, images, data, logos, brand assets, product information and other materials that the Client or its users supply to us or upload to a system we build or operate.

Confidential Information

non-public information of a commercial, technical, financial or personal nature disclosed by one party to the other, including source code, credentials, customer lists and pricing, but excluding information that is public through no fault of the recipient, already lawfully known to the recipient, or independently developed.

Deliverables

the websites, software, designs, documentation and other outputs that we agree in a Statement of Work to produce for the Client.

Engagement Terms

our Engagement & Payment Terms published at marabimadeit.co.ke/engagement, as in force when the Statement of Work is accepted.

Intellectual Property Rights

copyright, database rights, trade marks, design rights, rights in confidential information and know-how, and all similar rights anywhere in the world, whether or not registered.

Services

the design, development, implementation, hosting, maintenance, consulting and related services described in a Statement of Work.

Site

the website at marabimadeit.co.ke and its sub-pages, together with any interactive features on it, including the Marabi assistant.

Statement of Work

the written proposal, quotation or statement of work issued by us and accepted by the Client, setting out scope, timetable, fees and any special terms.

Third-Party Materials

software, fonts, images, plug-ins, APIs, services and other materials owned by someone other than us or the Client, including open-source components.

Writing

includes email and other electronic messages that can be stored and retrieved.

2.Who we are and how to read these Terms

1. 2.1Marabi Made It is a studio operating from Nairobi, Kenya. You can contact us at marabimadeit@gmail.com.
2. 2.2Headings are for convenience only and do not affect interpretation. Words in the singular include the plural and the reverse. "Including" means "including without limitation".
3. 2.3A reference to a statute is a reference to it as amended or re-enacted from time to time, together with any subsidiary legislation made under it.
4. 2.4If these Terms conflict with a Statement of Work or the Engagement Terms, the order of precedence is: (a) the Statement of Work, but only for the specific point it addresses and only if it expressly states that it overrides; (b) the Engagement Terms; (c) these Terms.

3.Acceptance and eligibility

1. 3.1By accessing or using the Site you confirm that you have read and agree to these Terms and our Privacy Policy, Cookie Policy and Acceptable Use Policy. If you do not agree, you must stop using the Site.
2. 3.2You must be at least 18 years old, or the age of majority where you live if different, to enter into an Agreement with us. The Site may be browsed by anyone, but it is not directed at children.
3. 3.3If you accept these Terms or an Agreement on behalf of an organisation, you confirm that you have authority to bind that organisation, and "you" includes it.

4.Using the Site

1. 4.1We grant you a limited, non-exclusive, revocable, non-transferable licence to view and interact with the Site for your own lawful, non-commercial evaluation of our services.
2. 4.2You must comply with our Acceptable Use Policy. In particular you must not attempt to gain unauthorised access to the Site or to systems connected to it, introduce malicious code, probe or test vulnerabilities except under our Security & Responsible Disclosure policy, or use the Site in a way that would be an offence under the Computer Misuse and Cybercrimes Act, 2018.
3. 4.3We may change, suspend or withdraw any part of the Site at any time, with or without notice. We do not guarantee that the Site will be uninterrupted, timely or error-free.
4. 4.4Information on the Site is general in nature. Case descriptions, indicative timelines, statistics and target figures are illustrations, not promises, unless repeated in a Statement of Work.

5.Communications and notices

1. 5.1When you contact us through the Site or by email you consent to receive our replies electronically. Under Part VIA (electronic transactions) of the Kenya Information and Communications Act, an electronic communication satisfies any legal requirement for Writing.
2. 5.2Contact forms on the Site open your own email application with a prepared message. Nothing is sent until you press send in that application, and we do not receive it until you do.
3. 5.3Notices to us must be sent to marabimadeit@gmail.com. Notices to you will be sent to the email address you used to contact us or the address named in the Statement of Work. A notice sent by email is treated as received at 09:00 East Africa Time on the next Business Day after sending, unless the sender receives a delivery failure message.
4. 5.4You must keep your contact details current. We are not responsible for notices that do not reach you because you gave us an incorrect address or because our messages were filtered as spam.

6.Enquiries, quotes and formation of an Agreement

1. 6.1An enquiry through the Site, a discovery call and an initial estimate are invitations to discuss a project. They do not create a binding obligation on either party.
2. 6.2A written quotation or proposal is an offer open for acceptance for 30 days from its date, unless it states otherwise. We may withdraw it at any time before you accept it.
3. 6.3An Agreement is formed when (a) you accept the Statement of Work in Writing, or sign it, and (b) we receive any deposit it requires. Work begins only after both have happened.
4. 6.4The Agreement is between the Client and us. Neither of our principals is personally a party to it, and no director, employee or contractor of ours owes you a personal duty of care in connection with it, without limiting liability for fraud.
5. 6.5Each Statement of Work is a separate Agreement. Termination or expiry of one does not affect any other.

7.Intellectual property

1. 7.1All content on the Site, including text, graphics, photography, the 3D ability cards, animations, code, design, the Marabi assistant, the Marabi Made It name and logo, and the way these are selected and arranged, belongs to us or our licensors and is protected under the Copyright Act, 2001, the Trade Marks Act and equivalent laws abroad.
2. 7.2You may not copy, modify, distribute, sell, lease, reverse engineer or create derivative works from any part of the Site, or use our name, logo or signature, without our prior written permission, except as the law expressly allows (for example fair dealing for criticism, review or reporting).
3. 7.3Ownership of Deliverables is governed by the Engagement Terms. In summary: on payment in full, the Intellectual Property Rights in bespoke Deliverables created specifically for the Client are assigned to the Client; our pre-existing tools, frameworks, templates and know-how remain ours and are licensed to the Client for use with the Deliverables.
4. 7.4Feedback, ideas and suggestions you give us about the Site or our services may be used by us freely and without payment, provided we do not identify you as the source without your consent.

8.Client Content and warranties

1. 8.1The Client retains ownership of all Client Content and grants us a non-exclusive, worldwide, royalty-free licence to use, copy, host, adapt and display it for the sole purpose of providing the Services, and for as long as needed to do so.
2. 8.2The Client warrants that it owns or has all rights, licences and consents necessary to supply Client Content and for us to use it as contemplated, that Client Content is lawful, and that its use as contemplated will not infringe any third party's rights, breach any duty of confidence, or contravene any law, including the Data Protection Act, 2019.
3. 8.3The Client is responsible for the accuracy of Client Content and for legal claims, product descriptions, prices, tax treatment, delivery promises, return policies and regulatory approvals that appear on its website or system, including its obligations under the Consumer Protection Act, 2012.
4. 8.4We may decline or remove Client Content that we reasonably believe is unlawful, infringing, defamatory, deceptive or in breach of our Acceptable Use Policy.

9.Third-Party Materials and open source

1. 9.1Deliverables and the Site may incorporate Third-Party Materials, including open-source libraries. Each is licensed under its own terms, which prevail over these Terms for that component. Our Site credits the principal open-source components at marabimadeit.co.ke/licenses.
2. 9.2We select Third-Party Materials with reasonable care, but we do not control them and give no warranty about their availability, accuracy, security or continued maintenance. Third-party service fees, including domains, hosting, SMS, email, payment-gateway and licence fees, are the Client's responsibility unless the Statement of Work states otherwise.
3. 9.3The Site and Deliverables may link to or depend on third-party services such as payment providers (including Safaricom M-Pesa through its Daraja interface and card processors), hosting platforms and email providers. Your use of them is subject to their terms. We are not liable for their acts, omissions, outages or changes.
4. 9.4We do not hold, pool or transmit customer funds as part of our Services. Where we build a payment flow, funds move directly between the payer and the Client's own accounts through licensed providers, and the Client is responsible for its relationship with those providers.

10.Automation and AI-assisted tools

1. 10.1We may use software tools, including AI-assisted tools, to help with research, code review, drafting, testing and documentation. A named person at our studio remains accountable for everything we deliver, and all code and content is reviewed by a person before it reaches you.
2. 10.2We will not submit Client Confidential Information or personal data to an AI tool unless the provider's terms prohibit the use of that input to train its models and restrict onward disclosure, or the Client has agreed in Writing.
3. 10.3Output from such tools can be inaccurate. You should not rely on any automated suggestion on the Site, including from the Marabi assistant, as legal, financial, tax or professional advice. A suggested scope or estimate from the assistant is not a quotation.
4. 10.4The Marabi assistant is a guided feature that helps visitors understand our services and prepare a project brief. It is provided as a convenience. The Client or visitor remains responsible for reviewing the content of any brief before sending it.

11.Portfolio, credit and publicity

1. 11.1Unless the Statement of Work says otherwise, we may place a discreet credit line (for example "Site by Marabi Made It") in the footer of a website we deliver and may describe the project, and show non-confidential screens of it, in our portfolio and marketing.
2. 11.2The Client may ask us in Writing to omit the credit line or to withhold a project from our portfolio. We will agree to do so for projects that are subject to a confidentiality obligation. Confidential material will never be shown.
3. 11.3We may name the Client as a reference with its prior consent, which may be given by email.

12.Confidentiality

1. 12.1Each party shall keep the other's Confidential Information confidential, use it only to perform or receive the Services, protect it with at least the care it uses for its own confidential information and no less than reasonable care, and disclose it only to personnel, contractors and professional advisers who need to know it and are bound by equivalent duties.
2. 12.2A party may disclose Confidential Information where required by law, by a court or by a competent regulator, provided it gives the other party prompt notice where lawful and discloses only what is required.
3. 12.3These obligations continue for three years after the Agreement ends. They continue indefinitely for source code, credentials and personal data.

13.Disclaimers

1. 13.1Except as expressly set out in a Statement of Work, and to the extent the law allows, the Site is provided "as is" and "as available". We disclaim all implied warranties, including satisfactory quality, fitness for a particular purpose and non-infringement.
2. 13.2Search ranking, traffic, conversion, sales, leads and revenue depend on factors outside our control, including competitors, search-engine algorithms and your own content and operations. Unless a Statement of Work states a specific, measurable commitment, we do not guarantee any particular outcome.
3. 13.3Nothing in these Terms excludes or limits any right you have as a consumer under the Consumer Protection Act, 2012 that cannot lawfully be excluded or limited.

14.Limitation of liability

1. 14.1Nothing in these Terms limits or excludes liability for fraud or fraudulent misrepresentation, for death or personal injury caused by negligence, for wilful misconduct, or for any other liability that cannot be limited or excluded under Kenyan law.
2. 14.2Subject to clause 14.1, we are not liable, whether in contract, tort (including negligence), breach of statutory duty or otherwise, for loss of profit, revenue, business, contracts, goodwill or anticipated savings, loss or corruption of data caused by events outside our reasonable control, or any indirect or consequential loss, arising from your use of the Site or an Agreement.
3. 14.3Subject to clause 14.1, our total aggregate liability arising out of or in connection with an Agreement is limited to the fees paid or payable by the Client under that Statement of Work in the 12 months before the event first giving rise to the claim. For a fixed-fee project, this means the total fee for that project.
4. 14.4Our total aggregate liability to a visitor who has not entered into an Agreement, arising from use of the Site, is limited to KES 10,000.
5. 14.5A claim must be notified in Writing, with reasonable detail, within 12 months of the date the claimant first became aware, or ought reasonably to have become aware, of the event giving rise to it.

15.Indemnities

1. 15.1The Client shall indemnify us against losses, damages, costs and reasonable legal fees arising from a third-party claim that Client Content, or the Client's use of a Deliverable in breach of the Agreement, infringes that third party's rights, is unlawful, or breaches the Acceptable Use Policy.
2. 15.2We shall indemnify the Client against losses, damages and costs awarded or agreed in settlement arising from a third-party claim that an original, bespoke Deliverable we created, used as permitted by the Agreement, infringes that third party's Intellectual Property Rights in Kenya. This indemnity does not apply to Client Content, Third-Party Materials, modifications made by anyone other than us, or use in combination with items we did not supply.
3. 15.3A party seeking an indemnity must notify the other promptly in Writing, allow it to conduct the defence and settlement of the claim, give reasonable assistance at the indemnifier's cost, and not admit liability without consent. The indemnity in clause 15.2 is subject to the cap in clause 14.3.

16.Suspension and termination

1. 16.1We may suspend or restrict access to the Site, and may suspend Services under an Agreement, if we reasonably believe you are in breach of these Terms or the Acceptable Use Policy, if required by law, or if an invoice is more than 14 days overdue.
2. 16.2Either party may terminate an Agreement immediately by Writing if the other commits a material breach that is not capable of remedy, or is capable of remedy and is not remedied within 14 days of Written notice, or becomes insolvent, enters liquidation or receivership, or ceases business.
3. 16.3The Client may also terminate for convenience on the terms in the Engagement Terms. On termination the Client must pay for Services performed and non-cancellable costs incurred up to the termination date, as set out in the Engagement Terms.
4. 16.4On termination or expiry, licences granted to the Client over Deliverables continue only to the extent the Client has paid in full. Clauses that by their nature should continue, including those on intellectual property, confidentiality, payment, liability, indemnities and governing law, survive.

17.Events beyond our control

1. 17.1Neither party is liable for delay or failure to perform an obligation, other than an obligation to pay money, caused by an event beyond its reasonable control. Such events include power or internet outages, failure of public networks or third-party platforms, fire, flood, epidemic, civil disturbance, strike, war or terrorism, and acts or orders of government or regulators.
2. 17.2The affected party shall notify the other promptly, use reasonable efforts to mitigate the effect, and resume performance as soon as practicable. If the event continues for more than 60 days, either party may terminate the affected Statement of Work by Written notice, and the Client shall pay for Services performed to that date.

18.General

1. 18.1Entire agreement. These Terms, the Engagement Terms and the Statement of Work form the whole agreement on their subject and replace all earlier discussions, proposals and understandings. Each party confirms it has not relied on any statement not set out in them, without limiting liability for fraud.
2. 18.2Variation. A change to an Agreement has effect only if it is in Writing and agreed by both parties. We may change these Terms under clause 20.
3. 18.3Assignment. The Client may not assign or subcontract its rights or obligations without our written consent. We may use subcontractors and may assign an Agreement to a successor of our business, remaining responsible for their performance.
4. 18.4Severability. If a provision is held invalid or unenforceable, the rest remains in force, and the provision will be read down to the minimum extent necessary.
5. 18.5No waiver. A failure or delay in exercising a right is not a waiver of it.
6. 18.6No third-party rights. A person who is not a party has no right to enforce any term of these Terms.
7. 18.7Relationship. Nothing creates a partnership, joint venture, agency or employment relationship between the parties.
8. 18.8Language. These Terms are made in English. Any translation is for convenience, and the English text prevails.
9. 18.9Electronic execution. An Agreement may be signed or accepted electronically and in counterparts, and electronic signatures are valid to the extent permitted by Part VIA of the Kenya Information and Communications Act.

19.Governing law and dispute resolution

1. 19.1These Terms, the Site and every Agreement, and any dispute or claim arising from them, including non-contractual disputes, are governed by the laws of Kenya.
2. 19.2Negotiation. A party that wishes to raise a dispute must give the other Written notice describing it. Senior representatives of both parties shall meet, in person or remotely, within 7 days and try in good faith to resolve it for 21 days from the notice.
3. 19.3Mediation. If the dispute is not resolved, the parties shall refer it to mediation before a mediator they agree, or failing agreement within 7 days, one nominated on request by the Chairperson of the Chartered Institute of Arbitrators (Kenya Branch). The mediation shall conclude within 30 days of referral, with costs shared equally.
4. 19.4Arbitration. A dispute not settled by mediation shall be finally resolved by arbitration under the Arbitration Act, 1995, before a single arbitrator agreed by the parties or, failing agreement within 14 days, appointed on request by the Chairperson of the Chartered Institute of Arbitrators (Kenya Branch). The seat is Nairobi, the language is English, and the award is final and binding.
5. 19.5Courts. Either party may at any time seek urgent interim or injunctive relief, or enforce an arbitral award, in the High Court of Kenya, and the parties submit to its jurisdiction for that purpose. A claim by the Client for unpaid fees that is not disputed in good faith may be pursued through the courts.
6. 19.6If you contract as a consumer within the meaning of the Consumer Protection Act, 2012, nothing in this clause removes any right you have to approach a competent court or tribunal.

20.Changes to these Terms and contact

1. 20.1We may update these Terms to reflect changes in law, our services or our practices. The current version is always published at marabimadeit.co.ke/terms and shows its date of last update. For visitors, continued use of the Site after a change means you accept it. A change to these Terms does not alter the terms of an Agreement already formed, except where required by law.
2. 20.2Questions about these Terms: marabimadeit@gmail.com. Last updated 5 November 2026.