ShivorA Solutions Limited
Terms of Service
Contents
- The agreement, and who it is between · 2. Definitions · 3. The Service · 4. Your account and your users · 5. Customer Data · 6. Your obligations · 7. Fees and payment · 8. Term, suspension and termination · 9. Getting your data back · 10. Security and availability · 11. Intellectual property · 12. Confidentiality · 13. Warranties and disclaimers · 14. Liability · 15. Indemnities ·
- General · Signature block
1. The agreement, and who it is between
1.1 This agreement is between Shivora Solutions, a business registered in Zambia under the Registration of Business Names Act, Business Registration No. 320261072752, of Plot No. 5998, 6B Chitemene Road, Northmead, Lusaka, Zambia (“we”, “us”, “Shivora”) and the organisation that subscribes to ClientConnect (“you”, the “Customer”).
1.2 It consists of these terms, the Data Processing Agreement at
https://shivora.co.zm/dpa (incorporated by reference), the Privacy Policy at
https://shivora.co.zm/privacy, and any order form or written subscription confirmation we issue.
Where they conflict, an order form prevails over these terms, and these terms prevail over the
Privacy Policy on commercial matters.
1.3 By subscribing, or by allowing your personnel to use ClientConnect, you accept this agreement. If you are accepting on behalf of an organisation, you confirm you are authorised to bind it.
2. Definitions
“Authorised User” — an individual you permit to use the Service under your account, including your employees and contractors. “Customer Data” — all data you or your Authorised Users submit to, or that the Service generates about your business through, the Service, including records of your own customers and location data recorded about your Authorised Users. “Service” — the ClientConnect software, comprising the mobile application and the web application, together with any documentation and support we supply. “Subscription Term” — the period stated on your order form, or, absent one, the period for which fees have been paid.
3. The Service
3.1 Right to use. We grant you a non-exclusive, non-transferable, revocable right to access and use the Service during the Subscription Term, for your own internal business purposes, for the number of Authorised Users you have paid for.
3.2 What we will do. We will provide the Service with reasonable skill and care, keep it reasonably available, and apply the security measures described in clause 10 and in the Data Processing Agreement.
3.3 Changes. We may improve, change or discontinue features. We will not materially reduce the core functionality you have paid for during a Subscription Term without giving you notice and, if the reduction is material and you object, a pro-rata refund for the unused period.
3.4 Support. We provide support by email and WhatsApp during our published business hours, and will use reasonable efforts to acknowledge a request on the next business day. Support covers use of the Service and defects in it. It does not include your own hardware, connectivity, or the recovery of data you have deleted yourself.
3.5 Field capture is device-based. Location recording, photo capture and check-in are functions of the mobile application and depend on the device, its permissions, its battery and its network. They are not available on the web application, and we do not simulate them.
4. Your account and your users
4.1 You are responsible for everything done under your account, including by your Authorised Users.
4.2 You will keep credentials confidential, require your Authorised Users to do the same, and tell us promptly if you believe an account has been compromised.
4.3 You will assign roles appropriately. The Service enforces role boundaries, but you decide who holds which role.
4.4 Authorised User accounts are for named individuals and must not be shared.
4.5 Additional Authorised Users. If the number of Authorised Users exceeds the number on your order form, we will tell you and invoice the difference from the date it occurred, pro-rated for the remainder of the Subscription Term. We will not suspend the Service for this reason without first telling you and giving you a reasonable opportunity to pay or to reduce users.
5. Customer Data
5.1 It is yours. You own all Customer Data. Nothing in this agreement transfers ownership to us.
5.2 What we may do with it. You grant us a limited right to host, process and transmit Customer Data solely to provide, secure and support the Service, and as instructed by you. We process personal data within Customer Data as your processor, on the terms of the Data Processing Agreement.
5.3 We do not use it for our own purposes. We do not sell Customer Data, do not use it for advertising, and do not use it to train artificial-intelligence models for our own benefit or that of any third party.
5.4 Aggregated information. We may create statistical information that does not identify you, your Authorised Users, or any individual, and use it to operate and improve the Service.
5.5 Accuracy. The Service records what is entered into it and computes figures from those records. You remain responsible for the accuracy of what you and your Authorised Users enter, and for checking any figure before relying on it for a commercial or financial decision.
6. Your obligations
6.1 Lawful use. You will use the Service in compliance with all applicable laws, including Zambia’s Data Protection Act.
6.2 Your obligations as the data controller. The Service records the location of your Authorised Users, including in the background while the mobile application is closed, between check-in and check-out. You are the data controller of that data. Zambia’s Data Protection Act places specific duties on you, and you confirm that you will meet them:
(a) Tell them. Before you give an Authorised User access, inform them clearly that their location, routes, stop times and distance are recorded while they are checked in, who can see it, and how long it is kept. (b) Obtain consent, and be able to prove it. Section 15(1) requires consent to processing, and section 15(4) requires you to be able to demonstrate it. The Service shows each Authorised User a plain notice before location permission is requested and records their answer with a timestamp and the notice version; we will make that record available to you. It is evidence supporting your obligation; it does not discharge it. (c) Tell them they may withdraw. Section 15(3) requires that a person be informed of the right to withdraw consent before giving it, and section 15(6) allows withdrawal at any time. (d) Act on an objection. If an Authorised User objects, processing of their data must stop (section 15(9)). Tell us and we will stop what can be stopped, and tell you what must be retained as a business or statutory record and why. (e) Register, and appoint a data protection officer. Registration with the Data Protection Commissioner is required of data controllers (sections 20 and 21) and carries criminal penalties if omitted; section 48 requires a data protection officer to be appointed. These are your obligations as controller, not ours to discharge for you. (f) Notify a breach within 24 hours. Section 49(1) requires you to notify the Commissioner within 24 hours of a security breach affecting personal data. We will notify you fast enough for you to do so — see clause 7 of the Data Processing Agreement.
6.3 Third-party personal data. Where you upload documents or records containing personal data about your own customers or suppliers, you confirm you are entitled to do so and to have us process it on your behalf.
6.4 Prohibited use. You will not, and will not permit anyone to: reverse-engineer, decompile or attempt to derive the source code of the Service; resell, sublicense or provide the Service as a service to a third party; use it to store or transmit unlawful, infringing or malicious material; probe or test its security without our written consent; or use it to build a competing product.
7. Fees and payment
7.1 You will pay the fees stated on your order form. Fees are quoted exclusive of any tax, levy or duty, which you pay in addition where applicable.
7.2 Unless the order form says otherwise, fees are payable in advance for each Subscription Term and are non-refundable except where this agreement expressly says otherwise.
7.3 Taxes. If any withholding or deduction is required by law on a payment to us, you will increase the amount payable so that we receive the sum we would have received had no withholding or deduction been required.
7.4 Late payment. If an undisputed invoice remains unpaid for 30 days after its due date, we may suspend the Service on 7 days’ written notice, and may charge interest on the overdue amount at 2% per month or the maximum permitted by law, whichever is lower. Suspension does not relieve you of the obligation to pay.
7.5 Price changes. We may change fees for a renewal term on at least 30 days’ written notice before the renewal date. If you do not accept the change, you may choose not to renew.
8. Term, suspension and termination
8.1 Term. This agreement runs for the Subscription Term and renews for successive periods of the same length unless either party gives notice not to renew before the end of the current term.
8.2 Termination for cause. Either party may terminate immediately if the other commits a material breach and fails to remedy it within 30 days of written notice, or becomes insolvent.
8.3 Suspension. We may suspend access immediately where continued access presents a security risk, is required by law, or where use materially breaches clause 6.4. We will tell you why and restore access as soon as the cause is resolved.
8.4 On termination. Your right to use the Service ends. Fees accrued up to termination remain payable.
8.5 Survival. Clauses 5.1 (ownership of Customer Data), 7 (fees accrued), 9 (return and deletion), 11 (intellectual property), 12 (confidentiality), 13 (disclaimers), 14 (liability), 15 (indemnities), 16.4 (notices) and 16.8 (governing law), together with the Data Processing Agreement so far as it applies to data still held, survive termination.
9. Getting your data back
9.1 During the Subscription Term you may export your data from the Service at any time using the export features provided.
**9.2 ** For 30 days after termination we will keep your Customer Data and, on written request, provide it to you in a structured, machine-readable format.
9.3 After that period we will delete or anonymise Customer Data within a reasonable time, except where we must retain a record to comply with a legal or tax obligation, in which case we retain only that record and only for as long as required.
10. Security and availability
10.1 We will maintain appropriate technical and organisational measures, described in Annex 2 to the Data Processing Agreement, including segregation of your data from that of every other customer, access limited by role, encryption in transit and at rest, two-factor authentication available for privileged roles, and logging of administrative actions.
10.2 Availability. We aim to keep the Service available at all times other than during planned maintenance, of which we will give reasonable notice where practicable. We do not currently commit to a specific uptime percentage. If you require a service-level commitment, it must be agreed in writing on your order form.
10.3 The Service depends on third-party infrastructure and on your own connectivity, devices and mobile network. We are not responsible for failures of those.
11. Intellectual property
11.1 We and our licensors own all intellectual property in the Service, including its software, design and documentation. You receive only the right to use it set out in clause 3.
11.2 If you give us feedback or suggestions, we may use them without obligation or payment. This does not give us any right to your Customer Data.
12. Confidentiality
12.1 Each party will keep the other’s confidential information confidential, use it only for this agreement, and protect it with at least reasonable care.
12.2 Duration. These obligations apply during the Subscription Term and for three years afterwards, save that they continue indefinitely in respect of any information which constitutes a trade secret or personal data for so long as it retains that character.
12.3 This does not apply to information that is public through no fault of the recipient, was already known to it, is independently developed, or must be disclosed by law — in which case the recipient will, where lawful, tell the other party first.
13. Warranties and disclaimers
13.1 Each party warrants it has the authority to enter into this agreement.
13.2 We warrant that we will provide the Service with reasonable skill and care.
**13.3 ** Except as expressly stated, and to the fullest extent permitted by law, the Service is provided “as is”. We do not warrant that it will be uninterrupted or error-free, or that it will meet requirements we have not agreed in writing.
13.4 ClientConnect is not accounting software. It records commercial activity — enquiries, quotations, orders, deliveries, invoices and payments. It is not a general ledger, does not produce statutory financial statements, and is not a substitute for accounting or tax advice.
14. Liability
14.1 Nothing in this agreement limits liability for death or personal injury caused by negligence, for fraud or fraudulent misrepresentation, or for anything else that cannot be limited by law.
14.2 Neither party is liable for loss of profit, loss of revenue, loss of anticipated savings, loss of business opportunity, or any indirect or consequential loss.
14.3 Subject to 14.1, each party’s total liability arising out of or in connection with this agreement in any twelve-month period is limited to the total fees paid or payable by you under this agreement in the twelve months immediately before the event giving rise to the claim.
14.4 Clause 14.3 does not limit your obligation to pay fees due, or either party’s liability for breach of clause 12.
15. Indemnity
15.1 You will indemnify us against claims, losses and reasonable costs arising from your breach of clause 6, including any claim by an Authorised User or by a person whose data you uploaded, relating to your failure to inform them or to establish a lawful basis.
15.2 We will indemnify you against third-party claims that the Service, used in accordance with this agreement, infringes that third party’s intellectual property rights.
15.3 Indemnity procedure. A party seeking indemnity will tell the other promptly on becoming aware of a claim, allow the indemnifying party to control the defence and settlement (but not to settle in a way that admits fault by, or imposes an obligation on, the indemnified party without its consent, not to be unreasonably withheld), and co-operate reasonably at the indemnifying party’s cost. Failure to notify promptly relieves the indemnifying party only to the extent it is prejudiced by the delay.
15.4 Our options on an infringement claim. If the Service is held, or we reasonably believe it may be held, to infringe, we may at our own cost modify it, obtain a licence for you to continue using it, or — if neither is reasonably achievable — terminate the affected part and refund fees you have paid for the unused period. That is your exclusive remedy for infringement.
16. General
16.1 Changes to these terms. We may update these terms. We will publish the updated version and, where a change is material, give you at least 30 days’ notice before it applies to you. Continued use after that constitutes acceptance.
16.2 Force majeure. Neither party is liable for failure to perform caused by an event beyond its reasonable control, including power or telecommunications failure, natural disaster, or government action.
16.3 Assignment. Neither party may assign this agreement without the other’s written consent, except that we may assign it to a successor of our business, including on incorporation of the business into a company, on written notice to you.
16.4 Notices. Notices to us go to support@shivora.co.zm and to the address in clause 1.1. Notices to you go to the contact details on your account.
16.5 Entire agreement. This agreement is the whole agreement between the parties on its subject matter and replaces any earlier discussion or representation, except for fraud.
16.6 Severability. If a provision is held unenforceable, the rest continues in force.
16.7 No waiver. Failure to enforce a right is not a waiver of it.
16.7a No partnership. Nothing in this agreement creates a partnership, joint venture, employment or agency relationship between the parties. Neither may bind the other.
16.7b No third-party rights. A person who is not a party to this agreement has no right to enforce any of its terms.
16.7c Counterparts and electronic acceptance. This agreement may be accepted electronically, including by clicking to accept or by signing in counterparts, each of which is an original and together one agreement. An electronic signature has the same effect as a handwritten one.
16.7d Use of your name. We may state that you are a customer and use your name and logo on our website and in proposals. If you would rather we did not, tell us in writing and we will stop.
16.8 Governing law. This agreement is governed by the laws of the Republic of Zambia, and the courts of Zambia have exclusive jurisdiction. The parties will attempt in good faith to resolve any dispute by discussion before commencing proceedings.
Agreed by the parties
| For Shivora Solutions | For the Customer |
| Signature: ………………………………….. | Signature: ………………………………….. |
| Name: Aryan Reddy Gurudu | Name: ………………………………….. |
| Title: Proprietor | Title: ………………………………….. |
| Date: ………………………………….. | Date: ………………………………….. |
Version history
| Version | Date | What changed |
|---|---|---|
| 1.0 | 21 August 2026 | First issued. |
The current version is always the one at https://shivora.co.zm/terms. We give at least 30 days’
notice of a material change (clause 16.1).