Terms of Use

1. Introduction

KPMG Development Services Ltd (and its related entities in East and Central Africa which will all be collectively referred to as ‘KPMG’) implements a portfolio of funds on behalf of various clients and it using this application, to manage all aspects of the provision of Technical Assistance to various Implementing Partners. The TA App including the portal, the console and the underlying infrastructure (the ‘System’) are provided by KPMG. These terms and conditions of use (the ‘Terms’) only apply to the data and information which has been received by KPMG and is within KPMG’s control and possession. The Terms also govern your access to and use of the System including the sections where you can post material, upload materials or complete text (hereafter collectively the “Portal”), and any information, text, graphics, photos or other materials uploaded, downloaded or appearing on the Portal (collectively referred to as “Content”). In accordance with the relevant contracts between KPMG and its clients, KPMG may release information and/or data obtained from the System, including the Content to its clients after which it would cease to have control of the information and/or data.

The information herein provided is not intended to replace or serve as a substitute for any audit, advisory, tax or other professional advice, consultation or service. You should consult with a KPMG professional in the respective audit, advisory, tax or other professional area should you require such professional advice or consultation.

Based on specific facts or circumstances, the application of laws and regulations may vary. Based on the fundamental universal condition of the electronic communication process, KPMG does not guarantee or warrant the System will be uninterrupted, without delay. However KPMG will endeavour to address and correct any such interruption of service as quickly as reasonably possible. Therefore, the information is provided "as is" without warranties of any kind, expressed or implied, including accuracy, timeliness and completeness. In no event shall KPMG, its related partners, managing directors, principals, agents or employees be liable for any direct, indirect, incidental, special, exemplary, punitive, consequential or other damages whatsoever (including but not limited to, liability for loss of use, data or profits), without regard to the form of any action, including but not limited to, contract, negligence or other tortious actions, arising out of or in connection with the System, any content on or accessed by use of the System, or any copying, display or other use hereof.

As content on the System is copyrighted or constitutes other intellectual property rights, any unauthorized use of any materials on the System may violate copyright, trademark and other laws. Should a user download the materials on the System for personal or non-commercial use, the user must retain all copyright, trademark or other similar notices contained in the original materials or on any copies of the material. Materials on the System may not be modified, reproduced, publicly displayed, performed, distributed or used for any public or commercial purposes without the explicit written permission from the appropriate content or material provider (including third-party links). KPMG bears no risk, responsibility or liability in the event that a user does not obtain such explicit written permission as advised by KPMG.

Where third-party links are provided as a convenience to users, KPMG does not control and is not responsible for any of these sites or their content. KPMG is obligated to protect its reputation and trademarks and KPMG reserves the right to request removal of any link to its web site. Further, where the System allows interaction with other users including allowing users to post some material on the System, KPMG issues no warranties whatsoever with regard to the veracity of such information posted by users and bears no liability with regard to the same. Reliance on such information will be at the user’s full risk.

KPMG and their relevant logos are registered trademarks of the various KPMG entities. Use of these marks requires express permission from, and a license agreement with, the respective KPMG entity. Unauthorized use of these and any other of KPMG's portfolio of trademarks will be prosecuted to the fullest extent of the law. To request this written approval, contact the respective KPMG entity and where this is not possible, write to us through info@kpmg.co.ke.

The following web link activities are explicitly prohibited by KPMG and may present trademark and copyright infringement issues:

• Links that involve unauthorized use of our logo;
• Framing, inline links or metatags; and
• Hyperlinks or a form of link that disguises the URL and bypasses the homepage.

2. KPMG Online Privacy Statement

KPMG believes that the responsible use of personal information collected is critical to its business objectives and reputation. As part of our commitment to privacy, we have adopted an online privacy policy. Please click here to view the entire privacy statement.

KPMG recognizes its responsibility for protecting the online privacy of your personal information. If you have questions or comments about our administration of your personal information, please contact us at privacykenya@kpmg.co.ke.

3. Terms of Service for the Interactive Portal

You are responsible for your use of the Portal, for any content you post to the Portal, and for any consequences thereof. If you are accepting these Terms and using the Portal on behalf of a company, organization, government, or other legal entity, you represent and warrant that you are authorized to do so. You may use the Portal only in compliance with these Terms and all applicable local, state, national, and international laws, rules and regulations.

The Portal is always evolving and the form and nature of the Portal provided may change from time to time without prior notice to you. KPMG reserve the right to suspend, restrict, or terminate your access to the system, with or without notice, if you fail to comply with these Terms of Use. Non-compliance includes, but is not limited to, engaging in prohibited activities, violating applicable laws, or breaching any provisions outlined herein. Upon termination, you will no longer be permitted to access or use the system, and any data or content associated with your account may be removed at our discretion. In addition, KPMG and/or its agents may stop (permanently or temporarily) providing the Portal (or any features within the Portal) to you or to users generally without the necessity of prior notice to you, at their sole discretion, to ensure the integrity, security, or operational efficiency of the system.

4. Passwords

You are responsible for safeguarding the password that you use to access the Portal and for any activities or actions under your password. We encourage you to use “strong” passwords (passwords that use a combination of upper and lower case letters, numbers and symbols) with your account. KPMG cannot and will not be liable for any loss or damage arising from your failure to comply with this requirement. You are responsible for keeping your password and user name secure. Any activity that occurs under your account will be attributable to you.

5. Content on the Portal

All Content, whether publicly posted or privately transmitted, is the sole responsibility of the person who originated such Content. We may not monitor or control the Content posted via the Portal and, we cannot take responsibility for such Content. Any use or reliance on any Content or materials posted via the Portal or obtained by you through the Portal is at your own risk.

We do not endorse, support, represent or guarantee the completeness, truthfulness, accuracy, or reliability of any Content or communications posted via the Portal or endorse any opinions expressed via the Portal. KPMG will put in professional and relevant information in the Portal, but you understand that by using the Portal, you may be exposed to content that might be inaccurate or otherwise inappropriate through no fault of KPMG. Under no circumstances will KPMG be liable in any way for any content, including, but not limited to, any errors or omissions in any content, or any loss or damage of any kind incurred as a result of the use of any content posted, emailed, transmitted or otherwise made available via the Portal or broadcast elsewhere.

6. Data handling

TA App is a cloud-based system that is supplied by KPMG and hosted by KPMG. By accepting these terms and conditions, you confirm your acceptance to store and process your application and technical assistance related data on this platform.

7. Your Rights

You retain your rights to any Content you submit, post or display on or through the Portal and where you are doing so in relation to a particular fund or grant, the respective rules and contracts may have different provisions on the matter. By submitting, posting or displaying Content on or through the Portal, you grant us a worldwide, non-exclusive, royalty-free license (with the right to sublicense) to process the content in relation to KPMG’s client services. KPMG may use limited Content for data analysis, communications to clients, and marketing initiatives with due consideration of the reasonableness of such use.

You agree that this license includes the right for KPMG to provide, promote, and improve the Portal and to make Content submitted to or through the Portal available to other companies, organizations or individuals who partner with KPMG for the syndication, broadcast, distribution or publication of such Content on other media and Portal, subject to our terms and conditions for such Content use.

You have the right to modify or update your Content to transmit, display, or distribute it over computer networks and in various media and/or make changes to your Content as are necessary to conform and adapt that Content to any requirements or limitations of any networks, devices, Portal, or media.

You have the right to opt out of the uses described above by expressing in writing to privacy@kpmg.co.ke. If you have questions or comments about our administration of your personal information, please contact us at privacy@kpmg.co.ke.

8. KPMG Rights

Nothing in the Terms gives you a right to use the KPMG name or any of the KPMG trademarks, logos, domain names, and other distinctive brand features. Any feedback, comments, or suggestions you may provide regarding KPMG, or the Portal is entirely voluntary and we will be free to use such feedback, comments or suggestions as we see fit and without any obligation to you.

9. Restrictions on Content and Use of the Portal

We reserve the right at all times (but will not have an obligation) to remove or refuse to distribute any Content on the Portal, to suspend or terminate users, and to reclaim usernames without liability to you. We also reserve the right to access, read, preserve, and disclose any information as we reasonably believe is necessary to (i) satisfy any applicable law, regulation, legal process or governmental request, (ii) enforce the terms of use, including investigation of potential violations hereof, (iii) detect, prevent, or otherwise address fraud, security or technical issues, (iv) respond to user support requests, or (v) protect the rights, property or safety of KPMG, its users and the public.

You may not do any of the following while accessing or using the Portal: (i) access, tamper with, or use areas of the Portal which are not available to you, KPMG’s computer systems, or the technical delivery systems of KPMG’s providers; (ii) probe, scan, or test the vulnerability of any system or network or breach or circumvent any security or authentication measures; (iii) access or search or attempt to access or search the Portal by any means (automated or otherwise) other than through our currently available, published interfaces that are provided by KPMG (and only pursuant to the applicable terms and conditions), (iv) interfere with, or disrupt, (or attempt to do so), the access of any user, host or network, including, without limitation, sending a virus, overloading, flooding, spamming, mail-bombing the Portal, or by scripting the creation of Content in such a manner as to interfere with or create an undue burden on the Portal.

10. Copyright Policy

KPMG respects the intellectual property rights of others and expects users of the Portal to do the same. We will respond to notices of alleged copyright infringement that comply with applicable law and are properly provided to us. If you believe that your Content has been copied in a way that constitutes copyright infringement, please provide us with the following information: (i) a physical or electronic signature of the copyright owner or a person authorized to act on their behalf; (ii) identification of the copyrighted work claimed to have been infringed; (iii) identification of the material that is claimed to be infringing or to be the subject of infringing activity and that is to be removed or access to which is to be disabled, and information reasonably sufficient to permit us to locate the material; (iv) your contact information, including your address, telephone number, and an email address; (v) a statement by you that you have a good faith belief that use of the material in the manner complained of is not authorized by the copyright owner, its agent, or the law; and (vi) a statement that the information in the notification is accurate, and, under penalty of perjury, that you are authorized to act on behalf of the copyright owner.

We reserve the right to remove Content alleged to be infringing without prior notice, at our sole discretion, and without liability to you. In appropriate circumstances, KPMG will also terminate a user’s account if the user is determined to be a repeat infringer.

11. Termination

The Terms will continue to apply until terminated by either you or KPMG as follows. You may end your legal agreement with KPMG at any time for any or no reason by deactivating your accounts and discontinuing your use of the Portal. You do not need to specifically inform KPMG when you stop using the Portal. If you stop using the Portal without deactivating your accounts, your accounts may be deactivated due to prolonged inactivity.

KPMG may suspend or terminate your accounts or cease providing you with all or part of the Portal at any time for any or no reason, including, but not limited to, if we reasonably believe: (i) you have violated these Terms or the System Rules, (ii) you create risk or possible legal exposure for us; or (iii) our provision of the Portal to you is no longer commercially viable. We will make reasonable efforts to notify you by the email address associated with your account or the next time you attempt to access your account.

In all such cases, the Terms shall terminate, including, without limitation, your license to use the Portal, except that the following sections shall continue to apply: 4, 5, 7, 8, 10, 11, and 12.

Nothing in this section shall affect KPMG’s rights to change, limit or stop the provision of the Portal without prior notice, as provided above in section 1.

12. Disclaimers and Limitations of Liability

Please read the following sections carefully since they limit the liability of KPMG and its parents, subsidiaries, affiliates, related companies, officers, directors, employees, agents, representatives, partners, and licensors (collectively, the “KPMG Entities”). Each of the sections on limitation of liability only apply up to the maximum extent permitted under applicable law. Some jurisdictions do not allow the disclaimer of implied warranties or the limitation of liability in contracts, and as a result the contents of this section may not apply to you. Nothing in this section is intended to limit any rights you may have which may not be lawfully limited.

13. The Portal are Available “AS-IS”

Your access to and use of the Portal or any Content are at your own risk. You understand and agree that the Portal are provided to you on an “AS IS” and “AS AVAILABLE” basis. Without limiting the foregoing, to the maximum extent permitted under applicable law, THE KPMG ENTITIES DISCLAIM ALL WARRANTIES AND CONDITIONS, WHETHER EXPRESS OR IMPLIED, OF MERCHANTABILITY, FITNESS FOR A PARTICULAR PURPOSE, OR NON-INFRINGEMENT.

The KPMG Entities make no warranty or representation and disclaim all responsibility and liability for: (i) the completeness, accuracy, availability, timeliness, security or reliability of the Portal or any Content; (ii) any harm to your computer system, loss of data, or other harm that results from your access to or use of the Portal or any Content; (iii) the deletion of, or the failure to store or to transmit, any Content and other communications maintained by the Portal; and (iv) whether the Portal will meet your requirements or be available on an uninterrupted, secure, or error-free basis. No advice or information, whether oral or written, obtained from the KPMG Entities or through the Portal, will create any warranty or representation not expressly made herein.

13. The Portal are Available “AS-IS”

The Portal may contain links to third-party websites or resources. You acknowledge and agree that the KPMG Entities are not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or Portal on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by the KPMG Entities of such websites or resources or the content, products, or Portal available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.

14. Links

The Portal may contain links to third-party websites or resources. You acknowledge and agree that the KPMG Entities are not responsible or liable for: (i) the availability or accuracy of such websites or resources; or (ii) the content, products, or Portal on or available from such websites or resources. Links to such websites or resources do not imply any endorsement by the KPMG Entities of such websites or resources or the content, products, or Portal available from such websites or resources. You acknowledge sole responsibility for and assume all risk arising from your use of any such websites or resources.

15. System Rules

We believe that everyone in the KPMG network should have the power to create and share ideas and information instantly, without barriers. In order to protect the experience and safety of people who use the Services there are some limitations on the type of content and behaviour that we allow. All users must adhere to the policies set forth in these rules and other regulations relating to the respective fund. Failure to do so may result in the temporary locking and/or permanent suspension of account(s).

We strive to protect people in the KPMG network from technical abuse and spam. Any accounts engaging in the activities specified below may be temporarily locked or subject to permanent suspension.

• Malware/Phishing: You shall not publish or link to malicious content intended to damage or disrupt another person’s browser or computer or to compromise a person’s privacy.
• Spam: You shall not use the System for the purpose of spamming anyone. What constitutes “spamming” will evolve as we respond to new tricks and tactics by spammers. Some of the factors that we take into account when determining what conduct is considered to be spamming includes demonstrable intention, type of messages or activities and past conduct.

While using the System or through the System, you shall not engage in any of the following prohibited activities: Spoofing, virus attacks, identity theft, posting offensive or shocking material/providing inks to offensive material, harassment in all its forms, committing KPMG in your communications, false marketing (misrepresentation), giving access to unauthorized parties, political ads, fraud and breach of intellectual property.

You shall not publish or post other people's private and confidential information, such as credit card numbers, mobile phone numbers, street address, or Social Security/National Identity numbers, without their express authorization and permission. In addition, you may not post intimate photos or videos that were taken or distributed without the subject's consent.

You shall not impersonate others through the System in a manner that is intended to or does mislead, confuse, or deceive others.

Accounts under investigation may be removed from search for quality. KPMG reserves the right to immediately terminate your account without further notice in the event that, in its judgment, you violate these rules.

16. Limitation of Liability

To the maximum extent permitted by applicable law, the KPMG entities shall not be liable for any indirect, incidental, special, consequential or punitive damages, or any loss of profits or revenues, whether incurred directly or indirectly, or any loss of data, use, good-will, or other intangible losses, resulting from (i) your access to or use of or inability to access or use the Portal; (ii) any conduct or content of any third party on the Portal, including without limitation, any defamatory, offensive or illegal conduct of other users or third parties; (iii) any content obtained from the Portal; or (iv) unauthorized access, use or alteration of your transmissions or Content. In no event shall the aggregate liability of the KPMG entities exceed one United States Dollars (USD 1).

The limitations of this subsection shall apply to any theory of liability, whether based on warranty, contract, statute, and tort (including negligence) or otherwise, and whether or not the KPMG entities have been informed of the possibility of any such damage, and even if a remedy set forth herein is found to have failed of its essential purpose.

17. General Terms

The failure of KPMG to enforce any right or provision of these Terms will not be deemed a waiver of such right or provision. In the event that any provision of these Terms is held to be invalid or unenforceable, then that provision will be limited or eliminated to the minimum extent necessary, and the remaining provisions of these Terms will remain in full force and effect.

These Terms and any action related thereto will be governed by the laws of Kenya without regard to or application of its conflict of law provisions or your state or country of residence. All claims, legal proceedings or litigation arising in connection with the Portal will be brought solely in the courts of Kenya and you consent to the jurisdiction of and venue in such courts and waive any objection as to inconvenient Portal. Any dispute arising from or in connection with these terms will be solved amicably through mutual discussion. Any dispute which cannot be settled amicably within thirty (30) days after receipt by one party of the other party’s request for such amicable settlement may be submitted by either party to arbitration to be finally resolved under the provisions of the Arbitration Act (1995) by a single arbitrator to be appointed by agreement between the parties or, failing agreement within 14 days of the notification by any Party to the others of the existence of a claim or dispute, to be appointed by the Chairman for the time being of The Chartered Institute of Arbitrators, Kenya Branch, Nairobi on the application of any Party to the claim or dispute.

These Terms, including the System Rules for the Portal and the rules of the fund and any applicable contract thereof consists the agreement between KPMG and you regarding the System (excluding any Portal for which you have a separate agreement with KPMG that is explicitly in addition or in place of these Terms). Other than members of the group of companies of which KPMG is the parent, no other person or company will be third party beneficiaries to the Terms.

We may revise these Terms from time to time, the most current version will always be available at this website. By continuing to access or use the Portal after those revisions become effective, you agree to be bound by the revised Terms.