Merchant Terms of Service

1. Acceptance & Definitions

These Terms govern your access to and use of PANO's payment aggregation, hosted checkouts, e-ticketing engine, digital invoicing, double-entry general ledger, and automated settlement services across mainland Tanzania and Zanzibar.

• "PANO Platform": The proprietary software, switches, APIs, dashboards, and double-entry ledger operated by PANO for payment orchestration.
• "Merchant Account": A verified profile on PANO allowing an entity to accept payments, manage staff tills, and initiate settlements.
• "Customer / Payer": Any individual or entity initiating a payment to the Merchant via Mobile Money (M-Pesa, Airtel Money, Mixx by Yas, HaloPesa, Selcom) or Card rails (Visa, Mastercard, UnionPay, Amex).
• "Settlement": The payout of cleared wallet balances to the Merchant's verified commercial bank account or designated mobile money wallet.
• "Switch / Aggregator": The routing infrastructure connecting PANO to telecommunication operators, TIPS (Tanzania Instant Payments System), and card payment switches.

2. Regulatory Status & BOT Alignment

PANO operates in strict compliance with the National Payment System Act (Act No. 4 of 2015), the Electronic and Postal Communications Act (EPOCA), the Bank of Tanzania (Payment Systems) Regulations, and the Anti-Money Laundering Act (AMLA) of the United Republic of Tanzania.

All funds collected on behalf of merchants are held in designated, regulated trust and clearing accounts managed in accordance with Bank of Tanzania prudential guidelines. PANO does not engage in deposit-taking or retail banking; our core service is operational clearing, ledger recording, and multi-rail switching.

3. Merchant Eligibility & 3-Tier KYC

To prevent fraud and maintain AML compliance, every merchant must complete our verification protocol according to their processing tier:

• Tier 1 (Sole Trader / Creator): Valid National Identification Authority (NIDA) NIN, registered mobile telephone number, and residential proof. Maximum processing limit: TZS 5,000,000 / day.
• Tier 2 (Registered Business / SME): Tanzania Revenue Authority (TRA) Taxpayer Identification Number (TIN) Certificate, valid Municipal Business License, and Director NIDA NIN. Maximum processing limit: TZS 50,000,000 / day.
• Tier 3 (Corporate & Enterprise): Business Registration and Licensing Agency (BRELA) Certificate of Incorporation, Memorandum and Articles of Association (MEMARTS), Board Resolution, and verified Corporate Bank Account details. Custom processing limits and dedicated clearing lines.

PANO reserves the right to re-verify KYC documents periodically and request additional transaction source documentation where anomalous volumes occur.

4. Payment Processing Services

PANO provides merchants with unified access to:

• Mobile Money USSD Push (STK): Real-time push prompts sent to customer mobile devices across all supported Tanzanian mobile network operators.
• Card Payment Processing: 3D-Secure authenticated debit and credit card processing for Visa, Mastercard, UnionPay, and American Express.
• Hosted Storefronts & Social Links: Branded checkout pages with dynamic inventory calculation and SMS receipt generation.
• QR Gate Ticketing & Bill Collections: Dynamic QR verification codes for events, structured school fees, and utility billing.

5. Wallets & Automated Settlements

Every transaction processed through PANO is immediately posted to your Merchant Wallet on an immutable, balanced double-entry ledger. Cleared funds can be settled according to your configured schedule (Instant, Daily at 6:00 AM, or Weekly).

All outbound settlements are subject to automated balance validation and PIN/2FA authorization. PANO does not withhold funds except in instances of flagged fraudulent activity, regulatory freeze orders, or unresolved chargebacks.

6. Fees & Commercial Terms

Merchants agree to the processing fee schedule active on their account at the time of transaction. Standard pricing is transparently displayed in your portal:

• Processing fees are deducted at the point of transaction clearance.
• No monthly software maintenance fees or hidden batch closure charges apply unless explicitly specified in an Enterprise SLA.
• Fee adjustments will be communicated with at least 30 days prior written notice via your registered merchant dashboard and email.

7. Maker-Checker Controls & Staff Permissions

Merchants are responsible for maintaining the confidentiality of their portal credentials, API secret keys, and staff till PINs. For enterprise safety:

• All outbound payout requests above your preset threshold require dual-control Maker-Checker approval.
• Cashier till operators cannot initiate external bank payouts or modify payout destination accounts.
• PANO maintains an immutable audit log of all IP addresses, timestamps, and staff actions.

8. Prohibited & Restricted Activities

Merchants shall not use PANO to facilitate payments for:

• Unlicensed gambling, betting, or lottery services without Gaming Board of Tanzania (GBT) authorization.
• Sale of counterfeit, stolen, or illegally imported goods.
• Pyramid schemes, multi-level marketing (MLM) schemes, or unauthorized foreign exchange trading.
• Any activity violating the Anti-Money Laundering and Counter-Terrorist Financing regulations of Tanzania.

Immediate termination and reporting to the Financial Intelligence Unit (FIU) will occur upon identification of prohibited activities.

9. Chargebacks, Disputes & Reversals

In the event of a customer billing dispute, unauthorized payment claim, or MNO carrier reversal request:

• The Merchant will receive instant notification and must provide proof of fulfillment (e.g. signed delivery note, event gate QR scan record, or digital receipt) within 48 business hours.
• If a chargeback is upheld by the clearing network or bank, the disputed amount will be debited from the Merchant's available wallet balance.

10. API & Webhook Service Level Agreements (SLA)

PANO targets a 99.99% platform availability SLA for REST API endpoints and payment switches. Webhooks are cryptographically signed with HMAC-SHA256 headers (X-PANO-Signature). Merchants must verify these signatures to guarantee data authenticity.

11. Suspension & Account Termination

Either party may terminate this agreement with 14 business days written notice. PANO may immediately suspend access without prior notice if:

• The Merchant provides false or misleading KYC documentation.
• Excessive chargebacks or fraudulent transaction patterns are detected.
• A formal legal directive is received from law enforcement or the Bank of Tanzania.

12. Governing Law & Dispute Resolution

These Terms of Service are governed by and construed in accordance with the laws of the United Republic of Tanzania. Any dispute arising out of or in connection with these Terms shall first be resolved amicably through mutual negotiations. Failing resolution within 30 days, the dispute shall be submitted to the exclusive jurisdiction of the competent courts in Dar es Salaam, Tanzania.