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Terms of Service
Core platform terms for use of SenteRail websites, services, APIs, and operational tools.
These Terms are designed for an East Africa payments, merchant acceptance, reconciliation, and compliance platform, operated by a company incorporated in Uganda. They are intended to cover merchant, partner, integrator, and general website use while preserving SenteRail's ability to manage regulated-partner dependencies, fraud controls, complaint handling, settlement risk, and data protection obligations.
If you are a merchant, partner, or developer integrating with SenteRail, read these Terms together with any onboarding pack, pricing schedule, integration guide, or product-specific addendum that applies to your account.
Related legal documents: Merchant Terms, Checkout Terms, Acceptable Use Policy, Complaints and Redress Policy, and Merchant Data Processing Addendum.
Scope and acceptance
These Terms of Service govern access to and use of SenteRail websites, merchant onboarding flows, hosted checkout, QR and payment link experiences, merchant dashboards, partner and plugin APIs, operator tools, tax and reconciliation features, webhooks, support services, and any related software, documentation, communications, pilot environments, or services we make available (collectively, the "Services").
By visiting our site, creating an account, accepting an invitation, integrating with our APIs, submitting a merchant application, sending a payment instruction, or otherwise using any Service, you agree to these Terms and any additional product schedules, merchant agreements, pricing schedules, sandbox notices, acceptable use rules, and integration requirements that apply to your use case. Where a separate written agreement signed by SenteRail applies, that agreement controls to the extent of any inconsistency.
SenteRail service model and regulatory position
SenteRail provides payment technology, merchant acceptance tooling, orchestration, integration, verification, reporting, fraud controls, tax tooling, and related operational infrastructure. Some regulated payment functions may be performed by SenteRail directly where legally permitted and properly authorized, and other regulated functions may be carried out by licensed banks, mobile money operators, payment service providers, settlement institutions, tax authorities, or other regulated partners.
Unless a specific product schedule expressly states otherwise, SenteRail is not acting as a deposit taking bank for you, balances displayed in dashboards are not deposit accounts, and availability of funds remains subject to partner confirmation, settlement finality, reserves, reversals, fraud review, legal restrictions, and cut-off times.
Features marked as beta, pilot, sandbox, preview, or test are provided for evaluation and controlled use only. They may change or be withdrawn at any time and must not be treated as generally available regulated services unless we clearly state otherwise in writing.
Merchant onboarding, screening, and continuing due diligence
You authorize SenteRail to perform risk, compliance, and underwriting checks before and after onboarding. This may include screening your organization, directors, beneficial owners, operators, agents, transaction counterparties, and linked accounts against sanctions, politically exposed persons, fraud, chargeback, device, adverse media, and suspicious activity signals.
You must promptly respond to any request for additional information, re-verification, transaction support documents, proof of delivery, customer complaint records, refund evidence, tax records, source documents, or explanations for unusual activity. We may place conditions on your account, adjust transaction limits, delay settlements, require reserves, restrict products, or suspend access until review is complete.
We may decline any application or transaction, or terminate any relationship, where we determine that the activity presents unacceptable legal, regulatory, operational, reputational, credit, fraud, sanctions, money laundering, or conduct risk.
Acceptable use and prohibited activities
You may not use the Services for any unlawful, deceptive, harmful, or prohibited activity.
- violate payment, tax, consumer protection, advertising, privacy, anti-money laundering, anti-fraud, anti-corruption, sanctions, export control, or telecommunications laws;
- submit false, misleading, incomplete, or manipulated merchant, payer, identity, or settlement information;
- process payments for another person without authorization, or act as an undisclosed intermediary, aggregator, or sub-merchant platform without our written approval;
- facilitate fraud, phishing, unauthorized transactions, account takeover, credential abuse, malware, denial-of-service activity, or misuse of mobile money or bank credentials;
- sell illegal goods or services, counterfeit goods, stolen goods, prohibited financial products, unlawful gaming, unlawful lending, or any category we designate as restricted or prohibited;
- reverse engineer, interfere with, scrape, overload, probe, or disrupt the Services or any connected provider system except to the extent expressly permitted by law and by our written instructions.
You are responsible for ensuring that your own website, checkout copy, customer support, refund policy, delivery practices, privacy notices, and promotional claims comply with applicable law.
Payment instructions, consumer disclosures, and transaction content
You are solely responsible for the legality, accuracy, and completeness of each payment request, invoice, payment link, QR flow, transaction description, amount, currency, payer contact detail, fulfillment promise, tax detail, and refund or settlement instruction submitted through the Services.
You must provide your customers with clear and accurate disclosures in plain language, including pricing, fees, taxes, the nature of the goods or services sold, refund and complaint channels, and any material terms that apply to the transaction. Where electronic transactions law requires disclosure, record retention, cancellation rights, or refund handling, you remain responsible for your own compliance to the extent those obligations apply to your business.
We may reject, flag, hold, or reverse instructions that are incomplete, inconsistent, ambiguous, outside permitted thresholds, apparently mistaken, duplicative, suspicious, in breach of partner rules, or otherwise unacceptable for processing.
Pricing, fees, taxes, reserves, and set-off
You agree to pay all fees, charges, commissions, taxes, penalties, implementation fees, support fees, risk premiums, and pass-through third-party costs set out in your applicable pricing schedule, order form, merchant agreement, or product page. Unless we expressly state otherwise, all fees are exclusive of applicable taxes.
We may deduct amounts due to us or to our partners from settlements, reserves, or any other funds otherwise payable to you. We may establish rolling reserves, minimum reserve balances, delayed settlement conditions, volume caps, or other credit protections where required by your risk profile, transaction mix, complaint levels, refund exposure, or legal obligations.
If a fee increases, we will provide notice where required by applicable law or contract. You are responsible for your own taxes, filings, accounting treatment, and fiscalization obligations unless a specific SenteRail product expressly undertakes a defined compliance or tax workflow on your behalf.
Settlement timing, reversals, and recovery for fraud, mistake, or error
Settlement timing is always indicative unless we expressly commit to a service level in writing. Payouts may be delayed by provider latency, weekends, public holidays, disputes, reconciliation gaps, sanctions screening, suspicious transaction review, reserve funding, missing information, regulatory intervention, or any other operational or legal dependency.
Under applicable payment systems law and rules, payment instructions may become final and irrevocable at the point determined by the relevant system rules, but recovery mechanisms may still apply for fraud, mistake, error, duplication, wrongful credit, misdirection, chargeback, refund, unauthorized activity, or similar vitiating factors. You authorize SenteRail and relevant partners to debit, net, reverse, claw back, hold, or recover equivalent amounts where reasonably required to correct or respond to those events.
If funds have already been settled to you, you must promptly return recoverable amounts on demand. If you do not, we may debit future settlements, enforce reserves, suspend your account, appoint collection agents, pursue legal remedies, or report the matter to relevant authorities.
Refunds, chargebacks, complaints, and merchant support duties
You remain primarily responsible to your customers for your goods, services, delivery, warranties, customer support, return handling, and refund obligations. SenteRail does not guarantee that any transaction is free from complaint, reversal, dispute, or customer redress rights.
You must maintain and publish a complaint-handling and refund process that is fair, timely, transparent, and consistent with applicable law. You must respond promptly to requests for proof of delivery, customer communication history, tax receipts, refund evidence, and any information needed to investigate a complaint or determine whether redress is appropriate.
We may provide complaints intake, inquiry handling, or operational support channels, but this does not shift liability for your underlying goods or services to SenteRail. We may issue refunds or compensation, or instruct you to do so, where required by law, partner rule, regulator direction, adjudicated complaint, or internal remediation decision.
Security, credentials, and technical controls
You must maintain commercially reasonable administrative, technical, and organizational safeguards for your own systems, devices, staff, agents, subcontractors, websites, API clients, and customer support channels. You are responsible for all actions taken using your credentials, devices, tokens, API keys, webhook secrets, passwords, or linked mailboxes unless and until you notify us and we have a reasonable opportunity to respond.
You must not share credentials outside authorized personnel, must rotate secrets when appropriate, must maintain access logging and least-privilege controls, and must notify us immediately if you suspect credential compromise, account takeover, fraudulent activity, malware, social engineering, unauthorized access, data loss, or other security incident affecting the Services or related customer data.
We may impose authentication controls, IP restrictions, rate limits, webhook signing requirements, callback verification, session expiry, device restrictions, or mandatory remediation steps. Failure to follow our security requirements may result in suspension, delayed settlement, or termination.
Data protection, confidentiality, and records
Your use of the Services is subject to our Privacy Policy. You agree that SenteRail may collect, use, store, analyze, disclose, and retain information relating to your account, users, transactions, devices, communications, identity checks, tax documents, support history, and compliance activity as described in that policy and as otherwise permitted or required by law.
You must lawfully obtain and disclose any personal data you provide to us, including customer, payer, employee, operator, agent, director, and beneficial owner data. You represent that you have all notices, consents, or other lawful grounds needed to submit that data for processing through the Services.
We may retain payment system records, transaction histories, identity records, customer due diligence materials, complaint files, and related evidence for the periods required by applicable Ugandan payment systems, anti-money laundering, tax, evidentiary, and data protection laws, including periods of at least ten years where legally required.
Audit rights, investigations, and cooperation
You must maintain full and accurate books, transaction records, customer communications, refund records, fulfillment records, internal approvals, tax receipts, and complaint logs relating to your use of the Services. On reasonable notice, or immediately where urgency requires, we may request information or documents to investigate compliance, fraud, refunds, redress, service abuse, sanctions exposure, money laundering risk, tax discrepancies, or regulator inquiries.
You must cooperate fully with SenteRail, partner institutions, law enforcement, regulators, courts, tax authorities, and other competent authorities in connection with any lawful investigation, order, request, inquiry, or remediation process connected to the Services.
Intellectual property and license limits
SenteRail and its licensors own all right, title, and interest in the Services, software, APIs, dashboards, documentation, trademarks, trade dress, reports, design assets, compiled data, analytics outputs, and related intellectual property, except for your own pre-existing materials and data.
Subject to these Terms, we grant you a limited, non-exclusive, non-transferable, revocable right to access and use the Services for your internal business purposes and only in the manner we authorize. You may not copy, sublicense, resell, white-label, frame, mirror, reverse engineer, derive source code from, or create derivative works of the Services except as expressly permitted by law and only after giving us prior written notice where such notice is legally allowed.
If you provide suggestions, feedback, product ideas, or improvement requests, you grant SenteRail a perpetual, irrevocable, worldwide, royalty-free right to use them without restriction or compensation.
Third-party services and external dependencies
The Services may depend on third-party networks, mobile money operators, banks, payment service providers, settlement institutions, telecom carriers, internet providers, messaging providers, cloud infrastructure, identity vendors, tax authorities, software platforms, and regulatory systems. Their performance, outages, delays, pricing changes, and rule changes are outside our reasonable control.
We are not responsible for losses caused by downtime, rejection, latency, suspension, or acts or omissions of those third parties except to the extent such responsibility cannot be excluded by law. You may also be required to accept and comply with separate third-party terms as a condition of using certain features or channels.
Suspension, restrictions, and termination
We may suspend, freeze, delay, limit, or terminate any account, user, settlement, integration, product, or transaction immediately and without prior notice where we reasonably believe that it is necessary to protect consumers, counterparties, SenteRail, our partners, or the public interest, or to comply with law, regulation, court order, sanctions requirement, payment rule, security requirement, or risk policy.
Grounds for suspension or termination include suspected fraud, suspected money laundering, sanctions hits, unusually high complaint volumes, deceptive conduct, non-cooperation, insecure implementation, abusive behavior, insolvency risk, prohibited activity, breach of these Terms, or any material reputational or legal risk. We may keep your account restricted while an investigation is pending and may retain reserves or data after termination to complete settlements, investigations, complaints, tax obligations, or legal retention requirements.
Disclaimers
Except where a written service level or non-excludable legal right applies, the Services are provided on an "as is" and "as available" basis. To the maximum extent permitted by law, SenteRail disclaims all implied warranties, representations, and conditions, including implied warranties of merchantability, fitness for a particular purpose, non-infringement, uninterrupted availability, error-free operation, or freedom from harmful code.
We do not guarantee that any transaction will be successfully completed, that any customer will pay, that any payout will reach the recipient on a specific date, that any fraud check will detect all prohibited behavior, or that your use of the Services will satisfy all legal obligations that apply to your specific business model.
Limitation of liability
To the maximum extent permitted by law, SenteRail and its directors, officers, employees, agents, licensors, and affiliates will not be liable for indirect, incidental, special, exemplary, punitive, or consequential losses, or for loss of profits, revenue, goodwill, data, expected savings, business opportunity, or reputation, even if advised of the possibility of those losses.
To the maximum extent permitted by law, SenteRail's aggregate liability arising out of or relating to the Services or these Terms will not exceed the total fees paid by you to SenteRail for the specific Service giving rise to the claim during the three months preceding the event giving rise to the claim, or UGX 5,000,000 if no such fees were paid, whichever is lower.
Nothing in these Terms excludes or limits liability to the extent that such exclusion or limitation is prohibited by law, including liability for fraud by SenteRail, willful misconduct by SenteRail where not legally excludable, or any statutory rights that cannot lawfully be waived.
Indemnity
You will defend, indemnify, and hold harmless SenteRail, its affiliates, and its and their respective directors, officers, employees, and agents from and against any claim, demand, investigation, action, proceeding, loss, fine, penalty, tax assessment, liability, damage, cost, or expense (including reasonable legal fees) arising out of or relating to your business, your goods or services, your customers, your data, your misuse of the Services, your breach of these Terms, your violation of law, your violation of third-party rights, or any refund, complaint, chargeback, tax, fraud, or regulatory issue attributable to your acts or omissions.
Electronic communications, notices, and amendments
You consent to receive disclosures, records, notices, agreements, statements, alerts, complaints responses, and other communications electronically, including by email, dashboard notice, API message, webhook, SMS, or publication on our website, to the extent permitted by law. Electronic records and signatures may be used in connection with the Services.
We may amend these Terms from time to time. The updated version becomes effective when posted on the relevant page, unless a later date is stated. Continued use of the Services after the effective date constitutes acceptance of the updated Terms. If you do not agree to an update, you must stop using the affected Services.
Governing law, complaints, and dispute resolution
These Terms are governed by the laws of Uganda, without regard to conflict of laws principles. Any complaint or dispute should first be raised through our support and complaints channels so that the parties can attempt prompt operational resolution.
Where applicable law or a regulator provides a mandatory complaint or redress process, that process will apply. Subject to any non-waivable rights of consumers, regulators, or public authorities, the courts of competent jurisdiction in Uganda will have exclusive jurisdiction over disputes arising from or relating to these Terms or the Services.
Choosing Ugandan law does not take away protections that the law of your own country gives you and does not allow you to give up. If your own country gives you rights that cannot be contracted away, this clause does not affect them.
For legal notices, complaints, or escalation requests, contact Contact our team.