1. Acceptance of Terms
By engaging Biran Technologies (“we”, “us”, “our”) for any service — whether by signing a Statement of Work, making a payment, or communicating written acceptance of a proposal — you (“Client”, “you”) agree to be bound by these Terms of Service.
These Terms apply to all engagements, including fixed-price projects, retainer arrangements, and Discovery Sessions. Where a Statement of Work (SoW) or separate engagement letter exists and conflicts with these Terms, the SoW or engagement letter takes precedence.
2. Scope of Services
Biran Technologies provides technology engineering services including, but not limited to: AI automation, AI agents, web development, mobile application development, data and business intelligence, digital marketing, paid advertising management, social media management, content creation, and payments and API integration.
The exact scope, deliverables, timeline, and acceptance criteria for each project are defined in a written Statement of Work issued before work commences. Work not described in the SoW is out of scope and will be subject to a separate written agreement or change order.
3. Engagement Process
Every project follows four stages:
- Discover: Initial call and business analysis. The 20-minute intro call is free. The 90-minute Paid Discovery Session ($500 USD / KES 25,000) produces a written scope, roadmap, and timeline. The Discovery Session fee is credited against the project cost.
- Scope: We issue a fixed-price Statement of Work within 5 business days of the Discovery Session. The SoW becomes binding when signed or when the deposit is paid.
- Build: Work commences upon receipt of the deposit. Weekly progress updates and staging environment access are provided throughout.
- Handover: Deliverables, documentation, and credentials are transferred to the Client upon receipt of final payment.
4. Payment Terms
Unless otherwise agreed in writing, payment is structured as follows:
- 50% deposit due before work commences. Work will not begin until the deposit is received and cleared.
- 50% balance due on or before the agreed go-live or handover date, and before delivery of final files, credentials, or system access.
Invoices are payable within 7 calendar days of issue unless otherwise stated. Late payments attract interest at 3% per calendar month (36% per annum), calculated from the due date to the date of payment.
We accept payment in KES (M-Pesa, bank transfer to KCB/Equity/Stanbic), USD/GBP/AED (Stripe, Wise, Payoneer). All prices quoted in KES are fixed regardless of exchange rate movements. Prices quoted in USD/GBP/AED are converted at the rate on the invoice date if paid in a different currency.
Where a project is paused by the Client for more than 30 days, we reserve the right to invoice for work completed to date at the agreed daily rate before resuming.
5. Intellectual Property
All intellectual property rights in the deliverables — including code, designs, written content, and documentation — are assigned to the Client upon receipt of final payment in full.
Until final payment is received:
- All deliverables and work in progress remain the intellectual property of Biran Technologies.
- The Client may not use, publish, deploy, or sub-license any deliverable.
We retain the right to reference the project in our portfolio and marketing materials unless the Client requests confidentiality in writing. Third-party libraries, open-source components, and frameworks used in the deliverable remain subject to their respective licences, which are disclosed in the project documentation.
6. Revision Policy
Each project phase includes two rounds of revisions at no additional cost. A revision round is defined as a consolidated set of feedback submitted within 7 business days of delivery. Feedback submitted after this window or exceeding two consolidated rounds will be scoped as a change order and billed at our standard hourly rate.
Requests that change the scope, technology stack, or core requirements agreed in the SoW are treated as change requests, not revisions, regardless of the revision round.
7. Post-Launch Warranty
We provide a 30-day bug-fix warranty from the date of go-live or handover. During this period, we will correct defects that prevent the deliverable from operating as specified in the SoW at no additional cost.
The warranty does not cover issues arising from: third-party platform changes (e.g., API updates by Safaricom, Stripe, or Meta); modifications made to the codebase by the Client or third parties; hosting or infrastructure changes made by the Client; or requirements not documented in the SoW.
8. Client Responsibilities
Timely delivery of our services depends on the Client’s cooperation. The Client agrees to:
- Provide required assets, credentials, and information within 5 business days of request.
- Nominate a single point of contact with authority to give approvals.
- Review and provide consolidated feedback on deliverables within 7 business days of delivery.
- Inform us promptly of any material changes to the project scope or business requirements.
Delays caused by the Client’s failure to meet these responsibilities do not constitute a breach of our obligations and may result in revised delivery timelines or additional charges if rescheduling is required.
9. Confidentiality
Both parties agree to keep confidential all non-public information shared during the engagement, including business logic, technical architecture, pricing, and client data. This obligation continues for 5 years after the end of the engagement.
A mutual Non-Disclosure Agreement (NDA) is included in our standard engagement letter. If you require a standalone NDA before the discovery process, we are happy to sign one.
10. Limitation of Liability
To the maximum extent permitted by applicable law, Biran Technologies’ total liability to the Client for any claim arising from or related to the services — whether in contract, tort, or otherwise — is limited to the total fees paid by the Client under the relevant SoW in the 12 months preceding the claim.
We are not liable for any indirect, incidental, consequential, or special damages, including loss of revenue, loss of data, or loss of business opportunity, even if we have been advised of the possibility of such damages.
Nothing in these Terms limits liability for fraud, wilful misconduct, death, or personal injury caused by negligence.
11. Termination
Either party may terminate an engagement with 14 days’ written notice. Upon termination:
- The deposit is non-refundable.
- Work completed to the date of termination will be invoiced at the pro-rata daily rate agreed in the SoW, less the deposit already paid.
- We will deliver all completed work to the Client within 14 days of receiving final payment for work done.
- Intellectual property in incomplete deliverables remains with Biran Technologies until the pro-rata balance is paid.
We reserve the right to terminate immediately without notice if the Client engages in illegal activity, harassment, or material breach of these Terms.
12. Governing Law and Disputes
These Terms are governed by the laws of Kenya. Any dispute arising from or related to these Terms shall first be subject to good-faith negotiation between the parties. If unresolved after 30 days, disputes shall be submitted to the exclusive jurisdiction of the courts of Nairobi, Kenya.
For clients based in the United Kingdom, we agree to comply with the applicable requirements of UK consumer and business contract law where those requirements are mandatory and cannot be excluded by agreement.
13. Changes to These Terms
We may update these Terms from time to time. Changes take effect on the date published to this page. Engagements already underway are governed by the Terms in effect at the time the SoW was signed, unless both parties agree otherwise in writing.
14. Contact
For questions about these Terms or our engagement process:
- Email: hello@biran.co.ke
- Company: Biran Technologies
- Location: Nairobi, Kenya