Effective Date: 25 May 2026
Provider: Editoria Web Services (“Editoria”, “Company”, “Service Provider”, “We”, “Us”, or “Our”)
Client/User: Any natural person, company, institution, organization, agency, reseller, affiliate, representative, or entity procuring, accessing, using, subscribing to, testing, interacting with, or benefiting from the Services (“Client”, “Customer”, “Subscriber”, “You”, or “User”).
This Master Services Agreement (“Agreement”) constitutes a legally binding contractual instrument governing the provision, access, procurement, administration, utilization, suspension, restriction, renewal, cancellation, modification, and termination of any and all digital, electronic, cloud-based, software-enabled, telecommunications-related, infrastructure-based, consulting, development, security, networking, artificial intelligence, domain, hosting, messaging, communication, or associated services provided by Editoria Web Services.
By accessing, ordering, registering for, paying for, deploying, configuring, utilizing, testing, integrating with, or otherwise benefiting from any Service, platform, infrastructure, application, server, software environment, communication channel, website, portal, API, or digital ecosystem operated directly or indirectly by Editoria Web Services, the Client irrevocably acknowledges, accepts, and agrees to be legally bound by this Agreement in its entirety, including all amendments, appendices, schedules, operational policies, future revisions, technical notices, service modifications, and administrative directives published or communicated by Editoria from time to time.
Where a Client accesses Services on behalf of a company, institution, organization, or third party, the Client warrants and represents that it possesses the requisite authority to legally bind such entity.
For purposes of this Agreement:
“Services” means any hosting, cloud infrastructure, VPS, dedicated servers, shared hosting, reseller hosting, email hosting, software systems, domains, DNS management, AI solutions, cybersecurity services, backups, development services, APIs, communication systems, USSD, SMS services, WhatsApp services, managed systems, consultancy, integrations, databases, support systems, or associated technologies offered by Editoria.
“Infrastructure” means all systems, servers, nodes, storage devices, cloud resources, network environments, software stacks, virtualization systems, security layers, APIs, communication systems, monitoring systems, and related technologies utilized by Editoria.
“Content” means all data, files, media, applications, emails, databases, scripts, code, communications, software, records, logs, documents, or digital assets stored, processed, transmitted, or generated through the Services.
“Downtime” means any interruption, latency, degradation, inaccessibility, throttling, suspension, instability, packet loss, or partial operational impairment.
“Force Majeure Event” includes cyberattacks, war, riots, sanctions, internet outages, fiber cuts, acts of God, power failures, upstream provider failures, labor disruptions, governmental restrictions, software vulnerabilities, hardware failures, pandemics, regulatory directives, natural disasters, routing instability, cloud vendor disruptions, or any circumstance beyond reasonable control.
The Client represents and warrants that:
1. The Client possesses full legal capacity to enter into binding agreements.
2. All information provided to Editoria shall remain accurate and current.
3. The Services shall not be utilized for unlawful, deceptive, abusive, exploitative, infringing, fraudulent, defamatory, malicious, harmful, or prohibited activities.
4. The Client shall maintain independent backups, records, and disaster recovery procedures.
5. The Client assumes all risks associated with internet-based systems.
Editoria reserves the unrestricted right to deny Services to any individual or entity without obligation to disclose reasons.
4.1 Service activation timelines are estimates only and shall not constitute guaranteed delivery obligations.
4.2 Editoria reserves the right to: reject orders; conduct identity verification; request additional documentation; impose activation restrictions; limit resource allocations; deny deployment; modify technical specifications; migrate systems; restructure infrastructure; suspend provisioning; alter operational methodologies.
4.3 Temporary delays arising from fraud checks, payment verification, infrastructure maintenance, upstream provider dependencies, compliance reviews, or technical assessments shall not constitute breach.
5.1 All fees are payable in advance unless otherwise approved in writing.
5.2 Payments made to Editoria are deemed earned upon receipt and may be non-refundable except where explicitly required by applicable law.
5.3 Failure to pay invoices by the due date may result in: service suspension; bandwidth restriction; access limitation; permanent deletion; legal recovery action; debt collection procedures; administrative penalties; reinstatement charges.
5.4 The Client acknowledges that: renewal notices may be issued as courtesy notifications only; failure to receive reminders shall not relieve payment obligations; Services may expire automatically; domains may be lost permanently upon expiration; data may be irrecoverably deleted after suspension or expiry.
5.5 Editoria may revise pricing, taxes, infrastructure fees, licensing costs, exchange-rate adjustments, or service charges at any time.
5.6 Chargebacks, payment reversals, disputed transactions, or fraudulent payment activity may result in immediate termination and legal enforcement action.
6.1 Domain registrations are subject to third-party registry policies, registrar regulations, ICANN requirements, and country-code administrative frameworks.
6.2 Editoria does not guarantee: domain availability; uninterrupted ownership; registry acceptance; renewal success; trademark eligibility.
6.3 The Client assumes sole responsibility for: trademark conflicts; intellectual property disputes; renewal deadlines; domain usage compliance.
6.4 Expired domains may enter redemption, auction, quarantine, deletion, or third-party acquisition phases beyond Editoria's control.
7.1 Shared hosting environments operate on pooled resource allocation models.
7.2 Editoria may implement automated or manual limitations concerning: CPU usage; RAM utilization; inode counts; storage consumption; database processes; bandwidth; concurrent connections; email throughput; script execution.
7.3 Unlimited service descriptions shall be interpreted as commercially reasonable allocations subject to fair usage standards.
7.4 Editoria may suspend accounts generating excessive load, security threats, abuse complaints, abnormal consumption patterns, or operational instability.
8.1 Email delivery is inherently dependent upon external systems, spam filters, receiving server configurations, blacklists, internet routing, and third-party technologies.
8.2 Editoria does not guarantee: inbox placement; uninterrupted delivery; spam-free operation; message retention; archival permanence; compatibility with all email clients.
8.3 Bulk mailing, spam campaigns, phishing, spoofing, unsolicited communications, deceptive messaging, or blacklist-triggering activity are strictly prohibited.
8.4 Editoria reserves the right to monitor outbound email reputation metrics and impose limitations where operational integrity may be affected.
The Client shall not utilize the Services for:
unlawful conduct; fraud or scams; phishing; malware distribution; ransomware; unauthorized access attempts; denial-of-service attacks; intellectual property infringement; child exploitation material; terrorist or extremist activities; hate speech; harassment; unlawful surveillance; deceptive financial schemes; cryptocurrency abuse; botnet operations; resource mining without authorization; resale without authorization; transmission of harmful code; abusive automation.
Editoria may investigate suspected violations and cooperate with law enforcement, regulatory authorities, cybersecurity organizations, registrars, or third parties.
10.1 The Client retains sole responsibility for maintaining independent backups of all Content.
10.2 Any backups generated by Editoria are provided on a commercially reasonable and best-effort basis without warranty.
10.3 Editoria may delete suspended, terminated, expired, abandoned, or overdue accounts without further notice.
10.4 The Client acknowledges that digital data may become corrupted, inaccessible, encrypted, deleted, compromised, or permanently unrecoverable due to technical failures, cyber incidents, software defects, infrastructure disruptions, or third-party dependencies.
10.5 Editoria shall bear no liability for loss of: data; profits; goodwill; business opportunities; communications; reputation; operational continuity.
11.1 While Editoria may implement security technologies including firewalls, malware scanning, anti-DDoS systems, encryption, access controls, and monitoring systems, no digital environment can be guaranteed as fully secure.
11.2 The Client assumes full responsibility for: passwords; authentication mechanisms; access control; software updates; endpoint security; internal staff conduct; account management.
11.3 Editoria shall not be liable for: hacking; data breaches; credential theft; social engineering; ransomware; unauthorized access; software exploits; third-party compromise; internet-wide vulnerabilities.
12.1 Development timelines are estimates only.
12.2 Unless otherwise agreed in writing: source files may remain proprietary to Editoria; licensing rights may be limited; third-party frameworks may remain subject to external licensing terms.
12.3 Change requests, revisions, feature modifications, redesigns, integrations, or scope alterations may attract additional fees.
12.4 Editoria does not guarantee: uninterrupted compatibility; search engine rankings; sales performance; business outcomes; platform approvals; profitability.
13.1 All proprietary technologies, systems, software, branding assets, configurations, operational methodologies, templates, code structures, documentation, and infrastructure designs belonging to Editoria remain the exclusive property of Editoria unless expressly transferred in writing.
13.2 The Client grants Editoria a non-exclusive operational license to host, process, cache, transmit, backup, modify, or otherwise interact with Content where reasonably necessary for service delivery.
13.3 Editoria may reference the Client's business name or logo in portfolios, demonstrations, case studies, or marketing materials unless prohibited in writing.
To the maximum extent permitted under applicable law:
14.1 Editoria's aggregate liability arising out of or relating to the Services shall not exceed the total fees paid by the Client during the thirty (30) days immediately preceding the event giving rise to the claim.
14.2 Under no circumstances shall Editoria be liable for: indirect damages; consequential damages; punitive damages; exemplary damages; lost profits; business interruption; reputational harm; data loss; contractual losses; regulatory penalties; economic damages.
14.3 The Client acknowledges that pricing structures reflect the allocation of risk contained herein.
The Client agrees to fully indemnify, defend, and hold harmless Editoria, its directors, officers, employees, contractors, affiliates, successors, infrastructure providers, licensors, and agents from and against any and all claims, liabilities, proceedings, losses, penalties, damages, legal costs, investigations, settlements, judgments, or expenses arising from: Client conduct; Content; misuse of Services; intellectual property disputes; regulatory violations; cyber incidents; fraud allegations; contractual disputes; unlawful communications; third-party claims.
Editoria reserves the unrestricted right, without liability, compensation, or prior notice, to: suspend Services; restrict access; terminate accounts; disable systems; remove Content; block communications; freeze infrastructure; deny future access.
Grounds for suspension may include: non-payment; abuse reports; suspected fraud; legal complaints; excessive resource usage; operational instability; reputational risk; regulatory concerns; security threats.
Termination shall not extinguish accrued obligations, liabilities, payment responsibilities, indemnities, or legal rights.
Editoria shall not be deemed in breach nor liable for delays, interruptions, failures, degradation, or inability to perform resulting from Force Majeure Events.
During such events, Editoria may suspend obligations, alter infrastructure methodologies, prioritize operational continuity, or implement emergency procedures at its sole discretion.
The Services may integrate with third-party providers, registrars, payment gateways, APIs, cloud vendors, telecommunications providers, software vendors, or external platforms.
Editoria shall not be responsible for: third-party outages; API failures; pricing changes; policy changes; account restrictions; software discontinuation; external security incidents.
Use of third-party systems shall remain subject to their respective terms and conditions.
Both parties shall exercise commercially reasonable efforts to preserve confidential information.
Notwithstanding the foregoing, Editoria may disclose information where reasonably necessary for: legal compliance; fraud prevention; abuse investigations; infrastructure management; regulatory cooperation; operational continuity.
The Client assumes sole responsibility for compliance with: tax obligations; consumer protection laws; telecommunications regulations; cybersecurity regulations; data protection laws; export controls; intellectual property laws; licensing requirements.
Editoria does not warrant that the Services satisfy the regulatory requirements applicable to any specific industry, jurisdiction, or operational activity.
21.1 Any dispute arising under or relating to this Agreement shall first be subjected to good-faith negotiations.
21.2 Where unresolved, disputes may be referred to confidential arbitration or competent courts as determined by Editoria.
21.3 The Client waives participation in class actions, collective proceedings, or representative claims to the maximum extent permitted by law.
21.4 The prevailing party may recover legal costs, administrative costs, and enforcement expenses.
This Agreement shall be governed by and construed in accordance with the laws applicable within the Republic of Kenya, without regard to conflict-of-law principles.
Editoria reserves the unilateral right to: modify this Agreement; revise operational policies; restructure Services; discontinue features; introduce new limitations; revise acceptable use standards.
Continued use of the Services following publication or communication of modifications constitutes acceptance of the revised terms.
The Services are provided on an “AS IS”, “AS AVAILABLE”, and “WITH ALL FAULTS” basis.
Editoria expressly disclaims all warranties, representations, guarantees, or assurances, whether express, implied, statutory, or otherwise, including warranties of: merchantability; fitness for a particular purpose; uninterrupted operation; non-infringement; availability; compatibility; profitability; reliability; security.
This Agreement constitutes the entire understanding between the parties and supersedes all prior oral or written communications, proposals, negotiations, understandings, representations, or agreements relating to the subject matter herein.
If any provision of this Agreement is deemed invalid, unlawful, or unenforceable, the remaining provisions shall remain in full force and effect.
Any provisions which by their nature should survive suspension, expiration, or termination shall survive indefinitely, including provisions relating to: indemnities; intellectual property; payment obligations; limitations of liability; confidentiality; dispute resolution.
The Client acknowledges that electronic acceptance, payment submission, service usage, support interaction, login access, API interaction, digital communication, or continued utilization of the Services constitutes legally enforceable acceptance of this Agreement.
Editoria Web Services
Official Website: https://www.editoriaweb.co.ke
Support Email: support@editoriaweb.co.ke
Billing Department: billing@editoriaweb.co.ke
Legal Department: legal@editoriaweb.co.ke
BY ACCESSING OR USING THE SERVICES, THE CLIENT ACKNOWLEDGES THAT THEY HAVE READ, UNDERSTOOD, AND AGREED TO BE BOUND BY THIS AGREEMENT, INCLUDING ALL DISCLAIMERS, LIMITATIONS, RESTRICTIONS, OPERATIONAL POLICIES, AND LIABILITY EXCLUSIONS CONTAINED HEREIN.
THE CLIENT FURTHER ACKNOWLEDGES THAT FAILURE TO READ THIS AGREEMENT SHALL NOT LIMIT ITS ENFORCEABILITY.
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