Terms of service

Who these terms are with

These terms are between Penahak Technology Pvt. Ltd, a company registered in Nepal under the Companies Act, 2063 (2006), of Kuleshwar, Kathmandu, Nepal (“Penahak”, “we”), and the organisation or person subscribing to the service (“you”, “the customer”).

Where a signed order form, quotation or implementation agreement exists between us, that document and these terms are read together. If they genuinely conflict, the signed document prevails.

Agreeing electronically

You accept these terms by subscribing to the service, by using it, or by signing an order form referring to them. The Electronic Transactions Act, 2063 (2008) gives electronic records and electronic acceptance the same legal effect as paper, so agreement given online is binding.

The service and your licence

We grant you a non-exclusive, non-transferable right to use Penahak during your subscription, for your own business, subject to these terms.

• The service is licensed per organisation, and by module. You may use the modules your subscription includes.
• Your licence covers your own users. You may not resell, sublicense, or provide the service to another business as if it were your own, unless you have a written channel partner agreement with us.
• We may add, change or retire features. We will not remove a material capability you rely on without reasonable notice.

Your account and security

• You are responsible for the accounts you create, the roles you grant, and what your users do with them.
• Give each person their own login. Shared logins defeat the audit trail, and we cannot tell you who did something if several people used one account.
• Keep credentials confidential. Tell us promptly if you believe an account has been compromised.
• Where your configuration requires an approver for voids, discounts, waivers or reopening a closed period, you are responsible for making sure the approver is a different person from the one raising the transaction.

Acceptable use

You must not:

• use the service for any unlawful purpose, or to store or transmit unlawful material;
• attempt to gain unauthorised access to the service, to other customers’ workspaces, or to the systems the service runs on — unauthorised access to a computer system is an offence under the Electronic Transactions Act, 2063 (2008);
• copy, decompile or reverse engineer the software, except to the extent the law expressly permits;
• interfere with the integrity of the audit trail, or use the service to create records you know to be false.

Your data

The business records you enter into Penahak remain yours. We hold and process them to provide the service, on your instructions, and we do not use them for our own purposes. Our handling of personal information is described in our privacy policy.

• You are responsible for the accuracy of what you enter, and for having a lawful basis to hold information about your own customers, guests and employees.
• You can export your records at any time through the reporting engine.
• We take backups for the operation of the service. Backups are not a substitute for your own record-keeping obligations.

Fiscal and statutory responsibility

This section is the one most often misunderstood, so it is stated plainly.

• We provide fiscal invoicing behaviour, VAT and TDS handling, an audit trail and the statutory report pack, configured against the registration details you give us.
• You are responsible for the correctness of your registration details, your chart of accounts, your tax rates and terms, your document numbering, and the returns you file.
• You are responsible for reviewing the reports before you rely on or submit them.
• If your registration, business structure or tax position changes, you must tell us so the configuration can be updated. Configuration that is out of date because we were not told is not our responsibility.
• Our setup gates block operations whose accounting treatment is undefined. Waiving or working around a gate is your decision and your risk.

Fees, invoicing and taxes

• Fees are as set out in your order form or quotation, and are payable in Nepalese Rupees unless agreed otherwise.
• Fees are exclusive of VAT and any other applicable tax, which is added at the prevailing rate.
• Subscription fees are invoiced in advance for the period. Implementation, migration, training and custom work are quoted separately.
• Invoices are payable by the due date on the invoice. We may suspend the service for continued non-payment after giving you notice and a reasonable opportunity to pay.
• We may change fees at renewal, with reasonable prior notice. We do not change fees mid-term.

Availability and support

• We aim to keep the service available continuously, but we do not guarantee uninterrupted operation.
• Planned maintenance is scheduled outside normal trading hours where we reasonably can, and notified in advance.
• Support is provided during our published hours, through the channels described on our support page. Response times, where agreed, are set out in your order form.
• The desktop application and its local print bridge run on your own hardware. Printers, network and the machines themselves are your responsibility.

Implementation, migration and training

• Where we carry out implementation, we configure the system, migrate the masters and opening balances you provide, and reconcile the opening trial with you before go-live.
• Migration depends on the completeness and accuracy of the data you give us. We will tell you what we find; we cannot reconstruct records that do not exist.
• You are responsible for signing off the opening balances. Once you begin transacting on the system, corrections follow the normal reversal process rather than a re-migration.

Intellectual property

The Penahak software, its documentation, its interface and our brand are owned by us and protected under the Copyright Act, 2059 (2002) and other applicable law. Nothing in these terms transfers ownership to you.

If you send us suggestions or feedback, we may use them to improve the product without obligation to you. Your business records are never covered by this.

Confidentiality

Each of us may learn confidential information about the other. Both of us agree to keep it confidential, to use it only for the purpose of this agreement, and to disclose it only to people who need it and are under a similar duty. This does not apply to information that is already public, or that must be disclosed by law.

Warranties and what we do not promise

We warrant that we will provide the service with reasonable skill and care, and that we have the right to license it to you.

Beyond that, and to the extent the law allows, the service is provided as it is. In particular we do not warrant that:

• it will be free of every defect, or uninterrupted;
• it will meet a requirement you have not told us about;
• the output of a report will be correct if the underlying configuration or data entry is wrong.

Nothing here excludes any right you have under the Consumer Protection Act, 2075 (2018) or any other Nepali law that cannot be excluded by agreement.

Limitation of liability

Neither of us limits liability for death or personal injury caused by negligence, for fraud, or for anything else that cannot be limited under Nepali law.

Subject to that, and to the extent the law allows:

• Neither party is liable for indirect or consequential loss, loss of profit, loss of anticipated savings, or loss of goodwill.
• Our total liability arising in any twelve-month period is limited to the fees you paid us for the service in that period.
• We are not liable for loss caused by inaccurate data you entered, by configuration you instructed against our advice, by a gate you chose to waive, or by your failure to review reports before relying on them.

Suspension, termination and leaving

• Either of us may end the subscription at the end of its term by giving the notice stated in the order form.
• We may suspend access for continued non-payment, or immediately where use of the service is unlawful or threatens the security of the service or of other customers.
• Either of us may terminate for material breach that is not remedied within a reasonable period after written notice.
• On termination, you may export your records during an agreed wind-down period. After that period we delete your workspace data, except records we are required by law to retain.

Changes to these terms

We may update these terms as the service or the law changes. For changes that materially affect your rights or obligations, we will give account holders notice before they take effect. Continuing to use the service after that date means you accept the updated terms.

Events outside our control

Neither of us is in breach for a delay or failure caused by something genuinely outside our reasonable control — including natural disaster, earthquake, epidemic, war, civil disturbance, strike, government action, or the failure of a national telecommunications or power network. The affected party must tell the other promptly and do what it reasonably can to limit the effect.

Governing law and disputes

These terms are governed by the laws of Nepal, including the National Civil (Code) Act, 2074 (2017) as it applies to contracts.

If a dispute arises, we ask that you raise it with us first — most problems are configuration or expectation problems and are resolved in a conversation. If it cannot be resolved that way, the dispute may be referred to arbitration in Kathmandu under the Arbitration Act, 2055 (1999), or determined by the competent courts of Kathmandu.

Notices and language

Formal notices to us should be sent to info@penahak.com and to Kuleshwar, Kathmandu, Nepal. We will send notices to the contact details on your account, so please keep them current.

These terms are published in English. If we provide a Nepali translation and the two differ in meaning, tell us — we will resolve the difference rather than rely on the discrepancy.

See also our privacy policy and terms of service, or get in touch if anything here is unclear.