DARASA ONLINE LTD.

These Terms of Use were last updated on February 25, 2020.

1. Introduction

THESE TERMS OF USE (“TERMS”) BIND YOU, THE COMPANY YOU REPRESENT, AND THE COMPANY THAT REGISTERED YOU (COLLECTIVELY “YOU”) TO THE TERMS AND CONDITIONS SET FORTH HEREIN IN CONNECTION WITH YOUR USE OF DARASA ONLINE LTDs (“OUR”, “WE”, “US”, OR “DARASA ONLINE”) SOFTWARE, WEBSITE, MOBILE APPLICATIONS OR CONNECTED APPLICATIONS SUCH AS APPLE TV, SERVICES OR OTHER OFFERINGS ON OUR WEBSITE (COLLECTIVELY, OUR “SERVICES”). BY USING ANY OF THE DARASA ONLINE SERVICES OR CLICKING ON THE “SIGNUP” BUTTON, YOU AGREE TO BECOME BOUND BY THE TERMS. IF YOU DO NOT AGREE TO ALL THESE TERMS, CLICK ON THE “X” BUTTON AND DO NOT USE THE DARASA ONLINE SERVICES. DARASA ONLINE’s ACCEPTANCE IS EXPRESSLY CONDITIONED UPON YOUR ASSENT TO ALL THESE TERMS, TO THE EXCLUSION OF ALL OTHER TERMS. IF THESE TERMS ARE CONSIDERED AN OFFER BY DARASA ONLINE, ACCEPTANCE IS EXPRESSLY LIMITED TO THESE TERMS.

Pre-arbitration clause:
IMPORTANT: BY AGREEING TO THESE TERMS YOU AGREE TO RESOLVE DISPUTES WITH DARASA ONLINE THROUGH BINDING ARBITRATION (AND WITH VERY LIMITED EXCEPTIONS, NOT IN COURT), AND YOU WAIVE CERTAIN RIGHTS TO PARTICIPATE IN CLASS ACTIONS, AS DETAILED IN SECTION 18.

Any version of these Terms of Use in a language other than English is provided for convenience and you understand and agree that the English language will control if there is any conflict.

2. Additional Agreements

Any personal information submitted in connection with Your use of the Services is subject to Our Privacy Policy, which is hereby incorporated by reference into these Terms.

Additionally, if You are an Instructor (as defined below), You are also subject to the Instructor Terms, which are hereby incorporated by reference into these Terms. If You are an Instructor, and there is a conflict between these Terms and the Instructor Terms, the Instructor Terms will prevail.

3. General

Our Services enable students (“Students”) to connect with independent contractor instructors (the “Instructors”, collectively with Students, the “Users”) who provide live and recorded instruction, tutoring, and learning services (the “Courses”) via Our Services. The Services include, without limitation, facilitating and hosting Courses and supporting materials, and taking questions and/or feedback from Users.

From time to time, We may update these Terms to clarify our practices or to reflect new or different practices, such as when We add new features, and Darasa Online reserves the right in its sole discretion to modify and/or make changes to these Terms at any time. If We make any material change to these Terms, We will notify You using prominent means such as by email notice sent to the email address specified in Your Account or by posting a notice through Our Services. Modifications will become effective on the day they are posted unless stated otherwise.

Your continued use of Our Services after changes become effective shall mean that You accept those changes. You should visit the Services regularly to ensure You are aware of the latest version of the Terms, as any revised Terms shall supersede all previous Terms.

Darasa Online may modify the Services or discontinue their availability at any time.

You are solely responsible for all service, telephony, data charges and/or other fees and costs associated with Your access to and use of the Services, as well as for obtaining and maintaining all telephone, computer hardware, and other equipment required for such access and use.

If You elect to access or use Our Services that involve payment of a fee, then You agree to pay, and will be responsible for payment of, that fee and all taxes associated with such access or use. If You provide credit card, Paypal or Mobile Money payment information to pay for such fees then You hereby represent and warrant that You are authorized to supply such information and hereby authorize Darasa Online to charge Your credit card, Paypal or Mobile Money wallet at time of purchase or on a regular basis to pay the fees as they are due.

If Your payment method fails or Your Account is past due, We may also block Your access to any Services pending resolution of any amounts due by You to Darasa Online.

All of Your use, access and other activities relating to the Services must be in compliance with all applicable laws and regulations, including, without limitations, laws relating to copyright and other intellectual property use, and to privacy and personal identity. Further, access to Our Services from territories where their contents are illegal is prohibited. Those who choose to access or use the Services are responsible for compliance with all local rules including, without limitation, rules about the internet, data, e-mail, or privacy. You further agree to comply with all applicable laws regarding the transmission of technical data exported from the country in which You reside. If You use the Services or Third Party Platforms (as defined in the next section) You must agree to abide by all local rules regarding online conduct and acceptable content.

4. General Disclaimer

The Services are only a marketplace for Instructors and Students. We do not hire or employ Instructors nor are We responsible or liable for any interactions involved between the Instructors and the Students who purchase an Instructor’s Course via the Services. We are not responsible for disputes, claims, losses, injuries, or damage of any kind that might arise out of or relate to conduct of Instructors or Students, including, but not limited to, any Student’s reliance upon any information provided by an Instructor.

Darasa Online does not screen submitted content. We have limited control of Submitted Content (as defined below) posted on the Services and, as such, do not guarantee in any manner the reliability, validity, accuracy or truthfulness of such Submitted Content. You also understand that by using the Services, Darasa Online may expose You to Submitted Content that You consider offensive, indecent, or objectionable. Darasa Online has no responsibility to keep such content from You and no liability for Your access or use of any Submitted Content, to the extent permissible under applicable law.

The Services may give You access to links to third party platforms (“Third Party Platforms”), either directly or through Courses or Instructors. Darasa Online does not endorse any of these Third Party Platforms and does not control them in any manner. Accordingly, Darasa Online does not assume any liability associated with Third Party Platforms. You need to take appropriate steps to determine whether accessing a Third Party Platform is appropriate, and to protect Your personal information and privacy on such Third Party Platform.

5. Conduct

You may only access the Services for lawful purposes. You are solely responsible for the knowledge of and adherence to any and all laws, rules, and regulations pertaining to Your use of the Services. You agree not to use the Services or the Company Content (as defined below) to recruit, solicit, or contact in any form, Instructors or potential users for employment or contracting for a business not affiliated with Us without Our advance written permission, which may be withheld in Our sole discretion. You assume any and all risks from any meetings or contact between You and any Instructors or other Users of the Services.

6. Specific Obligations of Instructors

Please see Instructor Terms.

7. Specific Obligations of Students

As a Student, You represent, warrant and covenant that:

7.1 You have read, understood, and agree to be bound by the pricing information (see the Pricing section below) before using the Services or registering for a Course.

7.2 You are over the age of 18, or, if not, You will only use the Services with the involvement, supervision, and approval of a parent or legal guardian. Children under the age of 13 may not register for an Account or register or purchase Courses.

7.3 You will not upload, post or otherwise transmit any unsolicited or unauthorized advertising, promotional materials, junk mail, spam, chain letters, pyramid schemes or any other form of solicitation (commercial or otherwise) through the Services.

7.4 You will not post or provide any inappropriate, offensive, racist, hateful, sexist, pornographic, false, misleading, incorrect, infringing, discriminatory, defamatory or libelous content or information.

7.5 You will not copy, modify, reverse engineer, reproduce, distribute, publicly display, publicly perform, communicate to the public, create derivative works from, deface, tarnish, mutilate, hack, interfere with, or otherwise use and exploit any Company Content, the Services or Courses or Submitted Content except as permitted by these Terms or the relevant Instructor as applicable.

7.6 You will not frame or embed the Services to circumvent the Services.

7.7 You will not impersonate another person or gain unauthorized access to another person’s Account.

7.8 You will not introduce any virus, worm, spyware or any other computer code, file or program that may or is intended to damage or hijack the operation of any hardware, software or telecommunications equipment, or any other aspect of the Services or operation thereof; scrape, spider, use a robot or other automated means of any kind to access the Services.

7.9 You will not disclose any personal information to an Instructor, and otherwise will assume responsibility for controlling how Your personal information is disclosed or used, including, without limitation, taking appropriate steps to protect such information.

7.10 You will not solicit personal information from any Instructor or other Student.

Students understand and agree that Instructors from whom Students may have purchased Course(s) may choose to terminate their Accounts with Darasa Online and become inactive. Darasa Online does not guarantee Instructor availability to Students and shall not be held liable for any issues relating to Instructor availability.

8. Registration

To use certain Services, You will need to register and obtain an account and password. When You register, the information You provide to Us during the registration process will help Us in offering content, customer service, network management and other services. You are solely responsible for maintaining the confidentiality of Your account, User Name, and password (collectively, Your “Account”) and for all activities associated with or occurring under Your Account. You represent and warrant that Your Account information will be accurate at all times. You must notify Us (a) immediately of any unauthorized use of Your Account and any other breach of security, and (b) ensure that You exit from Your Account at the end of each use of the Services. To the extent permissible under applicable law, we cannot and will not be responsible for any loss or damage arising from Your failure to comply with the foregoing requirements or as a result of use of Your Account, either with or without Your knowledge, prior to Your notifying Us of unauthorized access to Your Account.

You may not transfer Your Account to any other person and You may not use anyone else’s Account at any time.

9. Content, Licenses & Permissions

All software, technology, designs, materials, information, communications, text, graphics, links, electronic art, animations, illustrations, artwork, audio clips, video clips, photos, images, reviews, ideas, and other data or copyrightable materials or content, including the selection and arrangements thereof is “Content.” Where Darasa Online provides Content to You in connection with the Services, including, without limitation, the software, the products and the site, it is “Company Content”. Content uploaded, transmitted or posted to the Services by a User is “Submitted Content”. Content remains the proprietary property of Darasa Online and is protected, without limitation, pursuant to Kenya and foreign copyright and other intellectual property laws.

Darasa Online hereby grants You (as a User) a limited, non-exclusive, non-transferable license to access and use Submitted Content and Company Content, for which You have paid all required fees, solely for Your personal, non-commercial, educational purposes through the Services, in accordance with these Terms and any conditions or restrictions associated with particular Courses or Services. All other uses are expressly prohibited absent Our express written consent. You may not reproduce, redistribute, transmit, assign, sell, broadcast, rent, share, lend, modify, adapt, edit, create derivative works of, license, or otherwise transfer or use any Submitted Content or Company Content unless We give You explicit permission to do so. Submitted Content and Company Content is licensed, and not sold, to You. Instructors may not grant You license rights to Submitted Content You access or acquire through the Services and any such direct license shall be null and void and a violation of these Terms.

Notwithstanding the foregoing, We reserve the right to revoke this license to access and use Submitted Content and Company Content granted to You as described above, as further detailed in section 15 below.

All rights not expressly granted in these Terms are retained by Darasa Online and these Terms do not grant any implied licenses.

You may decide to send us unsolicited ideas, including ideas for new promotions, products, services, applications, technologies or processes or other ideas (collectively, “User Ideas”). You must not transmit any User Ideas to or through the Services or Third Party Platforms, or to Us through e-mail, that You consider to be confidential or proprietary. You agree that We shall not be required to treat any User Ideas as being confidential or proprietary. You are responsible and liable for any User Ideas You submit. You agree that by submitting User Ideas to Us, including any concepts, know-how or ideas, You hereby grant Us a perpetual, worldwide, non-exclusive, royalty- free, sublicenseable and transferable license to use, reproduce, distribute, sell, exploit, prepare derivative works of and display the User Ideas in connection with the Services, and for Darasa Online’s (and its successor’s) business, including without limitation, for promoting and redistributing part or all of the User Ideas (and derivative works thereof) in any media formats and through any media channels whether now known or hereafter developed, without payment or accounting to You or others. We are under no obligation to evaluate, review, or use any User Idea.

10. Pricing, Payment & Taxes

10.1. Pricing.

Pricing of Darasa Online Courses is determined in accordance with the terms set forth in Our Instructor Terms. If You are a Student, You agree to pay the fees for Courses that You purchase, and hereby authorize Us to charge Your credit card, Paypal account or Mobile Money wallet for such fees.

10.2. Payment.

All payments are made to Darasa Online Ltd.

10.3. Taxes.

In the event that the sale or delivery of a Course or any Submitted Content to any Student in East Africa is subject to any value added tax (“VAT”), under applicable law, Darasa Online will collect and remit the VAT to the competent tax authorities for sales of such Courses or Submitted Content to Students in East Africa.

All Other Countries. For sales of any Courses or Submitted Content in countries other than the East Africa, You are responsible for remitting the taxes to the appropriate taxing authority (which may be different to the tax authority in Your own location). Darasa Online is unable to provide You with tax advice and You should consult Your own tax advisor.

10.4. Rounding Off.

Darasa Online may, in its sole discretion, round up or round down the Sale Price to the nearest whole functional base unit in which the Sale Currency is denominated (e.g. to the nearest KSh.,TZS.  or other supported currency); for example, Darasa Online will round up an amount of KSh. 231.50 to KSh. 232.00.

10.5. Foreign Currency.

When browsing without logging in to Your Account, the Services will default the Sale Currency to the currency used in the geographic location of the submitted content. When you are logged in to Your Account, the Sale Currency will be based on Your geographic location as set by the system.

Each foreign currency conversion is processed at a foreign currency conversion rate. This rate generally refers to the amount of one currency that must be paid to buy a certain amount of another currency at a given time. Currency conversion rates will vary from time to time.

 10.6. Refunds.

All sales on Darasa Online are final. Darasa Online does not offer Students money back guarantee on Courses that are purchased on the Darasa Online website (at

11. Trademarks

The trademarks, service marks, and logos (the “Trademarks”) used and displayed through Our Services or in any Company Content are Our registered or unregistered Trademarks or of Our suppliers or third parties and are protected pursuant to Kenya and foreign trademark laws. All rights are reserved and You may not alter or obscure the Trademarks, or link to them without Our prior approval.

12. Warranty Disclaimer

THE SERVICES, COMPANY CONTENT, SUBMITTED CONTENT, COURSES, AND ANY OTHER MATERIALS MADE AVAILABLE ON OR THROUGH THE USE OF THE SERVICES ARE PROVIDED “AS IS” AND WITHOUT WARRANTIES OF ANY KIND, EITHER EXPRESS OR IMPLIED. TO THE FULLEST EXTENT PERMISSIBLE PURSUANT TO APPLICABLE LAW, DARASA ONLINE AND ITS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS AND AGENTS, DISCLAIM ALL WARRANTIES, EXPRESS OR IMPLIED, INCLUDING WITHOUT LIMITATION, IMPLIED WARRANTIES OF TITLE, NON- INFRINGEMENT, ACCURACY, MERCHANTABILITY AND FITNESS FOR A PARTICULAR PURPOSE, AND ANY WARRANTIES THAT MAY ARISE FROM COURSE OF DEALING, COURSE OF PERFORMANCE OR USAGE OF TRADE. DARASA ONLINE AND ITS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS AND AGENTS DO NOT WARRANT THAT YOUR USE OF THE SERVICES WILL BE UNINTERRUPTED, ERROR-FREE OR SECURE, THAT DEFECTS WILL BE CORRECTED, OR THAT THE SERVICES, THE SUBMISSIONS, THE SERVER(S) ON WHICH THE SERVICES ARE HOSTED, OR ANY SERVICES AVAILABLE ON ANY THIRD PARTY PLATFORM ARE FREE OF VIRUSES OR OTHER HARMFUL COMPONENTS. NO OPINION, ADVICE OR STATEMENT OF DARASA ONLINE OR ITS AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS, SPONSORS, AGENTS, MEMBERS OR VISITORS, WHETHER MADE THROUGH THE USE OF THE SERVICES, OR ON THIRD PARTY PLATFORMS OR OTHERWISE, SHALL CREATE ANY WARRANTY. YOUR USE OF THE SERVICES, INCLUDING WITHOUT LIMITATION ANY SERVICES PROVIDED ON ANY THIRD PARTY PLATFORM, ARE ENTIRELY AT YOUR OWN RISK.

13. Limitation of Liability

NEITHER DARASA ONLINE NOR ANY OF OUR SUBSIDIARIES, AFFILIATES, LICENSORS, SUPPLIERS, ADVERTISERS OR SPONSORS, NOR OUR OR THEIR DIRECTORS, OFFICERS, EMPLOYEES, CONSULTANTS, AGENTS OR OTHER REPRESENTATIVES, ARE RESPONSIBLE OR LIABLE FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL, EXEMPLARY, PUNITIVE OR OTHER DAMAGES (INCLUDING WITHOUT LIMITATION, DAMAGES FOR LOSS OF BUSINESS, LOSS OF DATA OR LOST PROFITS), UNDER ANY CONTRACT, NEGLIGENCE, STRICT LIABILITY OR OTHER THEORY ARISING OUT OF OR RELATING IN ANY WAY TO THE SERVICES AND/OR MATERIALS, INCLUDING ANY MATERIALS AVAILABLE THROUGH ANY THIRD PARTY PLATFORM, SUBMISSIONS, ANY LINKED WEBSITES OR ANY CODE, PRODUCT OR SERVICE PURCHASED, ACCESSIBLE OR USABLE THROUGH THE SERVICES OR ANY THIRD PARTY PLATFORM. YOUR SOLE REMEDY FOR DISSATISFACTION WITH THE SERVICES, MATERIALS, INCLUDING ANY PRODUCTS OR SERVICES AVAILABLE THROUGH ANY THIRD PARTY PLATFORM, SUBMISSIONS OR ANY LINKED WEBSITES IS TO STOP USING THE SERVICES, MATERIALS, SUBMISSIONS, PRODUCTS, OR LINKED WEBSITES, AS APPLICABLE. THE SOLE AND EXCLUSIVE MAXIMUM LIABILITY TO DARASA ONLINE FOR ALL DAMAGES, LOSSES AND CAUSES OF ACTION, WHETHER IN CONTRACT, TORT (INCLUDING WITHOUT LIMITATION, NEGLIGENCE) OR OTHERWISE, SHALL BE THE TOTAL AMOUNT PAID BY YOU TO DARASA ONLINE IN THE PRECEDING TWELVE (12) MONTHS, IF ANY, TO ACCESS OR USE THE SERVICES. BECAUSE SOME JURISDICTIONS DO NOT ALLOW THE EXCLUSION OR LIMITATION OF LIABILITY FOR CONSEQUENTIAL OR INCIDENTAL DAMAGES, THE ABOVE LIMITATION MAY NOT APPLY TO YOU. NO COMMUNICATION OF ANY KIND BETWEEN YOU AND DARASA ONLINE OR A REPRESENTATIVE OF DARASA ONLINE CONSTITUTES A WAIVER OF ANY LIMITATIONS OF LIABILITY HEREUNDER OR CREATE ANY ADDITIONAL WARRANTY NOT EXPRESSLY STATED IN THE TERMS. MULTIPLE CLAIMS WILL NOT INCREASE THE MONETARY DAMAGES LIMIT STATED HEREIN. YOU AGREE THAT THE DAMAGE EXCLUSIONS IN THESE TERMS OF USE SHALL APPLY EVEN IF ANY REMEDY FAILS OF ITS ESSENTIAL PURPOSE.

Inaccuracies. A possibility exists that the Services provided on any Third Party Platform could include inaccuracies or errors, or information or materials that violate these Terms. Additionally, a possibility exists that unauthorized alterations could be made by third parties to the Services available on any Third Party Platform. Although Darasa Online attempts to ensure the integrity of the Services on Third Party Platforms, we make no guarantees as to the Services’ completeness or correctness. In the event that a situation arises in which the Services’ completeness or correctness is in question, please submit a request to support@darasaonline.com (with the subject line “Inaccuracies in Services on Third Party Platform Name”) with, if possible, a description of the Services to be checked and the location (URL) where such Services can be found on Our Services or Third Party Platform at issue, as well as information sufficient to enable Us to contact You. We will try to address Your concerns as soon as reasonably practicable. For copyright infringement claims, see our Intellectual Property Policy.

System Outages. Darasa Online periodically schedules system downtime for the Services for maintenance and other purposes. Additionally, unplanned system outages may occur. You agree that Darasa Online has no responsibility and is not liable for: (a) the unavailability of the Services including those available on Third Party Platforms; (b) any loss of materials, data, transactions or any other information or materials caused by such system outages; (c) the resultant delay, mis-delivery, or non-delivery of data, transactions or any other information or materials caused by such system outages; or (d) any outages caused by any third parties, including without limitation, any companies or servers hosting the Services, any Internet service providers, any Third Party Platforms, or any Internet facilities and networks.

14. Indemnification

You hereby indemnify, defend and hold harmless Darasa Online, and its affiliates, officers, directors, agents, partners, employees, licensors, representatives and third party providers from and against all reasonably foreseeable losses, expenses, damages, costs, claims and demands, including reasonable attorneys’ fees and related costs and expenses, due to or arising out of Your breach of any representation or warranty hereunder. We reserve the right, at Our own expense, to assume the exclusive defense and control of any matter otherwise subject to indemnification by You under this Section 14, and in such case, You agree to fully cooperate as reasonably required with such defense and in asserting any available defenses.

Statute of Limitations. Any claim or cause of action arising out of or related to use of the Services, the Terms, or any services or information available through Third Party Platforms, must be filed within 1 year after such claim or cause or action arose regardless of any statutes or law to the contrary. In the event any such claim or cause of action is not filed within such 1-year period, such claim or cause of action are forever barred.

15. Termination

Darasa Online reserves the right to terminate, suspend, modify, or delete, at Our sole discretion, any (a) Submitted Content, Company Content, Courses, or any Service; and (b) Your access to Our Services or Your Account, as follows:

15.1 If You breach or violate any of these Terms or any of Our applicable policies, as posted on Darasa Online Policies page from time to time, Darasa Online may take action immediately (pursuant to section 15, “Online Testing Instructor Terms”). If We take action pursuant to this section, We shall not have any liability to You for any Course(s) or Content You may have purchased nor for any other use of Our Services associated with Your Account. For avoidance of any doubt, You understand and agree that You will not be compensated nor be eligible for any refund under any circumstances for any such access lost to Our Services, including without limitation to Course(s) You may have purchased;

15.2 We may also take action for any reason or no reason, in which case We will provide prior notice to You (pursuant to section 15, “Online Testing Instructor Terms”). If We take action pursuant to this section, (a) if You are a Student We will refund You for any access lost to Course(s) and Content that You may have purchased that have not expired; and (b) If You are an Instructor, any such termination will also terminate Your right to further offer new Course(s) and Content through Our Services, and Darasa Online will pay all outstanding amounts owing to You up to termination date. Students who purchased your Course or Content will retain access to the Course or Content until the end of the applicable subscription.

Student may terminate Your use of the Services at any time, either by ceasing to access them, or by deleting Your Account. Instructors must submit an official letter to Darasa Online with their intent to terminate their engagement with Darasa Online. The letter has to be sent by email to support@darasaonline.com with subject line “Termination of Engagement”.

We have no obligation to retain any of Your Account or Submitted Content for any period of time beyond what may be required by applicable law. Upon termination, You must cease all use of the Services and Content. Any accrued rights to payment, will survive any termination or expiration of the Agreement (pursuant to section 15, “Online Testing Instructor Terms”).

16. Binding Agreement

You agree that by registering, accessing or using our Services, you are agreeing to enter into a legally binding contract with Darasa Online Ltd. If you do not agree to these Terms, do not register, access, or otherwise use any of our Services.

If you are an instructor accepting these Terms and using our Services on behalf of a company, organization, government, or other legal entity, you represent and warrant that you are authorized to do so.

Any version of these Term in a language other than English is provided for convenience and you understand and agree that the English language will control if there is any conflict.

These Terms (including any agreements and policies linked from these Terms) constitute the entire agreement between you and us (which include, if you are an instructor, Online Testing Instructor Terms and Instructor Terms).

If any part of these Terms is found to be invalid or unenforceable by applicable law, then that provision will be deemed superseded by a valid, enforceable provision that most closely matches the intent of the original provision and the remainder of these Terms will continue in effect.

Even if we are delayed in exercising our rights or fail to exercise a right in one case, it doesn’t mean we waive our rights under these Terms, and we may decide to enforce them in the future. If we decide to waive any of our rights in a particular instance, it doesn’t mean we waive our rights generally or in the future.

17. Electronic Notices

By using Our Services or communicating with Darasa Online, You agree that Darasa Online may communicate with You electronically regarding security, privacy, and administrative issues relating to Your use of the Services or these Terms. If Darasa Online learns of a security system’s breach, Darasa Online may attempt to notify You electronically by posting a notice through the Services or sending an email to You.

18. Miscellaneous

Entire Agreement. These Terms and any policies applicable to You posted on Our Services constitute the entire agreement between the parties with respect to the subject matter hereof, and supersede all previous written or oral agreements between the parties with respect to such subject matter.

Severability. If any provision of these Terms is found to be illegal, void or unenforceable, then that provision shall be deemed severable from these Terms and shall not affect the validity and enforceability of any remaining provisions of these Terms.

Waiver. A provision of these Terms may be waived only by a written instrument executed by the party entitled to the benefit of such provision. The failure of Darasa Online to exercise or enforce any right or provision of these Terms will not constitute a waiver of such right or provision.

Notice. Any notice or other communication to be given hereunder will be in writing and given by facsimile, postpaid registered or certified mail return receipt requested, or electronic mail.

No Agency. Nothing in these Terms shall be construed as making either party the partner, joint venture, agent, legal representative, employer, contractor or employee of the other. Neither Darasa Online nor any other party to these Terms shall have, or hold itself out to any third party as having, any authority to make any statements, representations or commitments of any kind, or to take any action that shall be binding on the other except as provided for herein or authorized in writing by the party to be bound.

Governing Laws. These Terms and Your use of the Services shall be governed by the substantive laws of Kenya without reference to its choice or conflicts of law principles that would require the application of the laws of another jurisdiction, and shall be considered to have been made and accepted in Kenya.

19. Agreement to Arbitrate and Class Action Waiver

Before bringing a formal legal case, please first try contacting our support team at support@darasaonline.com. Most disputes can be resolved that way.

We Both Agree to Arbitrate. If we can’t resolve our dispute amicably, You and Darasa Online agree to resolve any claims relating to these Terms, or any of Our other terms posted on Our Services from time to time, through final and binding arbitration. This applies to all kinds of claims under any legal theory.

In addition, if You or Darasa Online brings a claim in court that should be arbitrated or any of Us refuses to arbitrate a claim that should be arbitrated, the other of Us can ask a court to force Us to go to arbitration to resolve the claim (i.e., compel arbitration). You or Darasa Online may also ask a court to halt a court proceeding while an arbitration proceeding is ongoing.

No Class Actions. We all agree that we can only bring a claim against each other on an individual basis. That means: (a) neither You nor Darasa Online can bring a claim as a plaintiff or class member in a class action, consolidated action or representative action; (b) an arbitrator cannot combine more than one person’s claim into a single case, and cannot preside over any consolidated, class or representative arbitration proceeding (unless we both agree to change this); (c) an arbitrator’s decision or award in one person’s case can only impact the person who brought the claim, not other Users, and cannot be used to decide other disputes with other Users. If a court decides that this subsection on “No Class Actions” is not enforceable or valid, then the entire Section 18 (Agreement to Arbitrate and Class Action Waiver) will be null and void, but, the rest of the Terms will still apply.

The Arbitration Process. Any disputes between You and Darasa Online relating to the Services that involve a claim of less than KES. 1,000,000 must be resolved exclusively through Arbitration.   A Party wishing to declare a dispute shall deliver to the other Party a written notice identifying the disputed issue in reasonable detail.  Should the parties fail to resolve the dispute amicably within ninety (90) days of being serviced the notice the parties shall refer the matter to arbitration pursuant to the Arbitration laws of Kenya. In addition, You and Darasa Online agree that the following rules shall apply to the arbitration proceedings: (a) the arbitration shall be conducted, at the option of the party seeking relief, by telephone, online, or based solely on written submissions; (b) the arbitration shall not involve any personal appearance by the parties or witnesses unless otherwise mutually agreed by the parties; and (c) any judgment on the award rendered by the arbitrator may be entered in any court of competent jurisdiction. Any disputes between You and Darasa Online relating to the Services that involve a claim of less than KSh. 1,000,000 must be resolved in accordance with the Arbitration laws rules about whether the arbitration hearing has to be in-person. Disputes arising from or in connection with this Agreement shall be resolved amicably failing which, an aggrieved party may take court action. All other disputes above KSh. 1,000,000 arising or in connection with the Services shall be resolved amicably failing which, an aggrieved party may take court action and the courts of Kenya shall have exclusive jurisdiction.

Changes. Notwithstanding the provisions of the modification-related provisions above, if Darasa Online changes this “Agreement to Arbitrate and Class Action Waiver” section after the date you first accepted these Terms (or accepted any subsequent changes to these Terms), you may reject any such change by providing Darasa Online written notice of such rejection by mail or hand delivery to: Darasa Online Ltd Attn: Legal, 12 Standard Street, Lonrho House Mezzanine, P.O. Box 25162-00603 Nairobi Kenya, or by email from the email address associated with your Account to: support@darasaonline.com, within 30 days of the date such change became effective, as indicated by the “last updated on” language above. In order to be effective, the notice must include your full name and clearly indicate your intent to reject changes to this “Agreement to Arbitrate and Class Action Waiver” section. By rejecting changes, you are agreeing that you will arbitrate any dispute between you and Darasa Online in accordance with the provisions of this “Agreement to Arbitrate and Class Action Waiver” section as of the date you first accepted these Terms (or accepted any subsequent changes to these Terms).