E-Commerce Terms and Conditions

E-Commerce Terms and Conditions in Kenya are the legally binding rules that govern the relationship between an online seller or platform and its customers when goods or services are sold or supplied through a website, mobile application, or other electronic channel. E-Commerce Terms and Conditions Kenya must comply with the Consumer Protection Act No. 46 of 2012, the Data Protection Act No. 24 of 2019, the Kenya Information and Communications (Consumer Protection) Regulations 2010, and the Electronic Transactions Act (where applicable to sector-specific dealings).

Section 22 of the Consumer Protection Act No. 46 of 2012 imposes specific disclosure obligations on suppliers who enter contracts with consumers through electronic means. Before the consumer completes an electronic transaction, the supplier must disclose: the supplier's full name, physical address, and registration details; a description of the goods or services to be supplied; the total price including all applicable taxes and fees; the delivery arrangements; the consumer's right to cancel the transaction within a cooling-off period; and the supplier's return and refund policy.

Section 14 of the Consumer Protection Act No. 46 of 2012 grants consumers the right to receive goods that are of good quality, in good working order, free from defects, and suitable for the purpose for which they are generally intended. Section 17 prohibits suppliers from engaging in misleading, deceptive, or unconscionable conduct in consumer transactions. Violations of these provisions may attract enforcement by the Competition Authority of Kenya (CAK), which administers the Consumer Protection Act, and may result in penalties, compliance notices, or injunctions.

The Data Protection Act No. 24 of 2019, administered by the Office of the Data Protection Commissioner (ODPC), requires e-commerce platforms to lawfully collect, process, and store personal data of Kenyan consumers. Section 25 of the Data Protection Act requires that data processing be lawful, fair, and transparent, and that consumers be informed of the purposes for which their data is collected. The ODPC may impose penalties of up to KES 3 million or three years' imprisonment for serious data protection violations.

The Value Added Tax Act No. 35 of 2013 and the Finance Act 2021 require digital service providers supplying taxable electronic services to customers in Kenya to register for VAT with the Kenya Revenue Authority (KRA) under the Simplified VAT Registration Regime and to charge and remit VAT at 16% on digital supplies. This obligation applies to both resident and non-resident e-commerce operators. The Tax Procedures Act No. 29 of 2015 governs penalties for non-compliance.

Payment processing for e-commerce in Kenya is regulated by the Central Bank of Kenya under the National Payment System Act No. 39 of 2011 and the National Payment System Regulations 2014. E-commerce operators using mobile money platforms such as M-PESA must comply with Safaricom's merchant agreement terms. Card payments are subject to Payment Card Industry Data Security Standard (PCI-DSS) requirements imposed by the card schemes. Under Kenya law, Section 3 of the Companies Act 2015 (No. 17 of 2015) and Section 3 of the Law of Contract Act (Cap 23) govern the core requirements for this type of document.

E-Commerce Terms and Conditions are required in Kenya by any business that sells goods or services online—whether through a dedicated website, a social media storefront, a mobile application, or a third-party marketplace. The Consumer Protection Act No. 46 of 2012 makes it mandatory for suppliers engaging in electronic transactions with consumers to disclose certain information before the transaction is concluded, and E-Commerce Terms and Conditions are the primary vehicle for that disclosure.

Online retailers selling physical goods—fashion, electronics, household goods, agricultural inputs—need E-Commerce Terms and Conditions to define delivery timelines, shipping costs, returns procedures, and refund rights consistent with Sections 14 and 22 of the Consumer Protection Act. Digital service providers selling software, streaming content, e-books, or online courses need terms that address licence grants, access restrictions, and the treatment of subscriptions and auto-renewals.

Food delivery platforms operating in Kenya under agreements with restaurants and riders need E-Commerce Terms and Conditions that address food safety liability under the Food, Drugs and Chemical Substances Act Cap. 254, order cancellation rights, and dispute resolution between the platform, the restaurant, and the consumer. Ride-hailing platforms need terms addressing the relationship between the platform, drivers, and passengers, and liability for accidents under the Traffic Act Cap. 403.

E-commerce businesses that collect personal data—which includes all businesses that process customer names, email addresses, phone numbers, and payment details—are required by the Data Protection Act No. 24 of 2019 to provide a privacy notice. While the privacy notice may be separate, E-Commerce Terms and Conditions should reference and incorporate it by link, and should address data retention, cookies, and third-party data sharing consistent with the Data Protection (General) Regulations 2021. Under Kenya law, Section 3 of the Companies Act 2015 (No. 17 of 2015) and Section 2 of the Law of Contract Act (Cap 23) govern the core requirements for this type of document.

Parties in Kenya should prepare a E-Commerce Terms and Conditions proactively rather than waiting for a dispute to arise. Courts interpret agreements based on the written terms rather than oral representations. Under the Companies Act No. 17 of 2015, the Registrar of Companies at the Office of the Attorney General maintains the register of Kenyan companies. Section 3 of the Law of Contract Act (Cap. 23) governs contractual obligations. The Competition Authority of Kenya (CAK) enforces the Competition Act No. 12 of 2010. The Kenya Revenue Authority (KRA) administers corporate tax under the Income Tax Act (Cap. 470). The High Court of Kenya has unlimited original jurisdiction under Article 165 of the Constitution of Kenya 2010. Where the transaction involves regulated activities, prior approval from the relevant authority may be required before execution.

Thorough E-Commerce Terms and Conditions for a Kenya online business must address the following essential components.

**Supplier Identification.** The terms must state the seller's full legal name, registered address, registration number (Companies Act No. 17 of 2015 or Business Registration Service Act No. 15 of 2015), and contact details (email, telephone, and physical address). Section 22(1) of the Consumer Protection Act No. 46 of 2012 mandates this disclosure before the electronic transaction is concluded.

**Products and Services Description.** The terms should describe the categories of goods or services offered and make clear that product descriptions, images, and prices are subject to change. Where goods are subject to KEBS standards under the Standards Act Cap. 496, or where pharmaceutical or health products are subject to the Pharmacy and Poisons Act Cap. 244, the applicable regulatory framework should be referenced.

**Pricing and Payment.** The terms must state that prices are inclusive of VAT at 16% under the Value Added Tax Act No. 35 of 2013 (or exclusive of VAT where the business is not VAT-registered) and disclose any delivery or handling fees. Accepted payment methods—M-PESA, debit/credit cards, bank transfers—should be listed. The seller's PCI-DSS compliance status or use of a compliant payment gateway should be mentioned.

**Order Process and Contract Formation.** The terms should explain when a binding contract is formed—typically upon the seller's dispatch confirmation, not at the point of order—consistent with offer and acceptance principles under the Law of Contract Act Cap. 23.

**Delivery Terms.** Delivery timeframes, geographic coverage (within Nairobi, county-specific, or nationwide), and allocation of risk during transit must be clearly stated. Where a third-party courier is used, the terms should clarify the seller's liability for late or damaged delivery.

**Returns, Refunds, and Cooling-Off Rights.** Section 22 of the Consumer Protection Act No. 46 of 2012 entitles consumers to a cooling-off period for electronic transactions. The terms must state the duration (typically 7 days from delivery), the goods eligible for return (excluding perishables, personalised goods, and digital downloads once accessed), the condition in which goods must be returned, and the refund timeline.

**Consumer Rights and Warranties.** The terms must acknowledge that the seller's obligations under Section 14 of the Consumer Protection Act (goods to be of good quality, free from defects) cannot be excluded or limited. Any manufacturer's warranty offered in addition to statutory rights should be described.

**Intellectual Property.** The terms should assert the seller's ownership of website content, trade marks, and product images, and prohibit unauthorised copying or use by customers. Trade mark protection under the Trade Marks Act Cap. 506 and copyright under the Copyright Act Cap. 130 should be referenced.

**Data Protection and Privacy.** Consistent with the Data Protection Act No. 24 of 2019 and the Data Protection (General) Regulations 2021, the terms must inform customers of the categories of personal data collected, the purposes of processing, and the customer's rights as a data subject—including the right to access, correct, and delete data. The seller's registration with the Office of the Data Protection Commissioner should be referenced where applicable.

**Limitation of Liability.** The terms may limit the seller's liability for indirect or consequential loss, subject to the prohibition on excluding liability for death or personal injury caused by negligence under the Consumer Protection Act. Liability for breach of consumer protection obligations under the Act cannot be contractually excluded.

**Dispute Resolution.** The terms should provide a customer complaint process and indicate that unresolved disputes may be referred to the Competition Authority of Kenya as the consumer protection enforcement authority, or to arbitration under the Arbitration Act No. 4 of 1995.

Forms-legal.com provides this E-Commerce Terms and Conditions template to help Kenyan online businesses establish clear, compliant terms that protect both the business and its customers.