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Affiliate Agreement

Foreward

Our affiliates are very important to us. We do our best to treat you with the fairness and respect you deserve. We simply ask the same consideration of you. We have written the following affiliate agreement with you in mind, as well as to protect our company’s good name.

If you have any questions, please don’t hesitate to let us know.  Please email us at affiliates (at) beem (dot) africa. You can also reach us via phone, 255659457652

PLEASE READ THE ENTIRE AGREEMENT. YOU MAY PRINT THIS PAGE FOR YOUR RECORDS. BY USING THE AFFILIATE LINK AND REFERRING CUSTOMERS YOU ARE AGREEING THAT YOU HAVE READ AND UNDERSTAND THE TERMS AND CONDITIONS OF THIS AGREEMENT AND THAT YOU AGREE TO BE LEGALLY RESPONSIBLE FOR EACH AND EVERY TERM AND CONDITION.

This agreement describes the terms and conditions for participation in the Beem affiliate program. In this agreement, the term “Affiliate” refers to you (the applicant). In this agreement, “Beem” refers to Bongo Live Enterprise Ltd T/A Beem Africa., a Tanzanian limited liability company, with whom you are entering this agreement. By applying to the Beem affiliate program you are confirming that you have read the agreement and agree to the terms and conditions.

1.0 Definitions

 “Beem Affiliate Program” means our affiliate program as described in this Agreement.

“Affiliate Lead” means a customer prospect who clicks on the Affiliate Link that we have made available to you via the Affiliate Program.  

“Affiliate Link” means the unique tracking link you place on your site or promote through other channels.

“Affiliate Policies” means the policies applicable to affiliates which we may make available to you from time to time.

“Affiliate Dashboard” means the tool that we make available to you upon your acceptance into the Affiliate Program and for you to use in order to participate in the Affiliate Program.

“Agreement” means this Affiliate Program Agreement and all materials referred or linked to in here.

“Commission” means an amount described in the (or if applicable, in the Program Policies) for each Customer Transaction.

“Customer” means the authorized actual user of the Beem Products who has purchased or signed up for the Beem products after being an Affiliate Lead.

“Customer Transactions” means those transactions by Affiliate Leads that are eligible for Commission pursuant to the ‘Customer Transactions’ section of this Agreement. Customer Transactions may include customer purchases or customer signups, as further described.

“Customer Data” means all information that Customer submits or collects via the Beem Products and all materials that Customer provides or posts, uploads, inputs or submits for public display through the Beem Products.

 “Beem Products” means both the Beem Engage, Beem API and any other Beem Products.

“We”, “us”, “our”, and “Beem” means Bongo Live Enterprise Ltd T/A Beem Africa.

“You” and “Affiliate” means the party, other than Beem, entering into this Agreement and participating in the Affiliate Program.

2.0 Non-Exclusivity

This Agreement does not create an exclusive agreement between you and us. Both you and we will have the right to recommend similar products and services of third parties and to work with other parties in connection with the design, sale, installation, implementation and use of similar services and products of third parties.

3.0 Affiliate Obligations

As a member of Beem’s Affiliate Program, you will have access to a Affiliate Dashboard. Here you will be able to review our download HTML code (that provides for links to web pages within the Beem web site) and banner creatives, browse and get tracking codes. In order for us to accurately keep track of all guest visits from your site to ours, you must use the HTML code that we provide for each banner, text link, or other affiliate link we provide you with.

For an Affiliate Lead to convert to a Customer, a Customer must register on the Beem website with the correctly formatted Affiliate Link associated to your Affiliate account.

We may reject or cancel your membership as an Affiliate at our sole discretion. We may cancel your application if we determine that your usage of our Affiliate links or Affiliate Content is unsuitable for our Program, including but not limited to:

  • Promotes sexually explicit materials
  • Promotes violence
  • Promotes discrimination based on race, sex, religion, nationality, disability, sexual orientation, or age
  • Promotes illegal activities
  • Incorporates any materials which infringe or assist others to infringe on any copyright, trademark or other intellectual property rights or to violate the law
  • Includes “Beem” or variations or misspellings thereof in its domain name
  • Is otherwise in any way unlawful, harmful, threatening, defamatory, obscene, harassing, or racially, ethnically or otherwise objectionable to us in our sole discretion.
  • Contains software downloads that potentially enable diversions of commission from other affiliates in our program.
  • You may not create or design your website or any other website that you operate, explicitly or implied in a manner which resembles our website nor design your website in a manner which leads customers to believe you are Beem or any other affiliated business.

Affiliates are permitted to use the Beem brand and marketing resources available in the Affiliates section of the Beem application. Logos and other assets cannot be modified. The Affiliate does not gain any trademark, copyright or any other rights to these materials.

Beem reserves the right, at any time, to review your placement and approve the use of Your Links and require that you change the placement or use to comply with the guidelines provided to you.

The Affiliate will never imply that they are acting on behalf of Beem and will never advertise Beem products directly. The Affiliate will never bid for advertisements that compete with Beem.

The Affiliate will never represent themselves, Beem or their relationship with Beem in a false or misleading way.

The Affiliate will not engage in the distribution of an unsolicited bulk sms, email  or other unsolicited marketing (spam) mentioning or referencing Beem.

It is entirely your responsibility to follow all applicable intellectual property and other laws that pertain to your site. You must have express permission to use any person’s copyrighted material, whether it be a writing, an image, or any other copyrightable work. We will not be responsible (and you will be solely responsible) if you use another person’s copyrighted material or other intellectual property in violation of the law or any third party rights.

4.0 Beem’s Rights and Obligations

We have the right to monitor your site or any other location where you might be placing the Beem Affiliate URL at any time to determine if you are following the terms and conditions of this Agreement. We may notify you of any changes to your site that we feel should be made, or to make sure that your links to our web site are appropriate and to notify further you of any changes that we feel should be made. If you do not make the changes to your site that we feel are necessary, we reserve the right to terminate your participation in the Beem Affiliate Program.

Beem reserves the right to terminate this Agreement and your participation in the Beem Affiliate Program immediately and without notice to you should you commit fraud in your use of the Beem Affiliate Program or should you abuse this program in any way. If such fraud or abuse is detected, Beem shall not be liable to you for any commissions for such fraudulent sales.

This Agreement will begin upon our acceptance of your Affiliate application, and will continue unless terminated hereunder.

5.0 Commissions

Affliate leads are considered customers if they have signed up through qualified, correctly structured Affiliate links. Affiliate leads that don’t match the country & currency of the Affiliate will not be associated as a Customer.

For a sale to generate a commission to an Affiliate, the customer must complete a purchase and remit full payment for the service. Properly coded links are the sole responsibility of the affiliate. Commissions can be viewed on the Affiliate Dashboard.

Commission Rates
SMS Purchases >500,000 SMS – 10% on total purchase amount
SMS Purchases =< 500,000 SMS – 5% on total purchase amount

6.0 Payment

An Affiliate can request a payment when their balance reaches a minimum balance of Tsh50,000. Payments can be requested at maximum once a month. Payment processing can take up to 30 days from the request date. Payments will generally be paid out via bank transfer or mobile money.

7.0 Refunds

In the event a customer requests a refund for a transaction for which the Affiliate has earned commissions, any commissions earned on the refund amount will be deducted from the Affiliate’s balance.

8.0 Term and Termination

Either party has the right to terminate the agreement immediately without prior notice. In addition, this Agreement will terminate immediately upon any breach of this Agreement by you.

If the Affiliate terminates the agreement, no further commissions from Beem will be paid for any past or future customer transactions.

If Beem chooses to terminate the agreement, any balance greater than Tsh50,000 will be paid to the affiliate within 60 days of termination. Balances that are smaller than Tsh50,000 will be forfeited.

9.0 Governing Law

This Agreement shall be governed, construed, and enforced in accordance with the laws of the United Republic of Tanzania, without regard to its conflict of laws rules.

10.0 Dispute Resolution

In the event that any dispute has arisen, and the parties have not been able to settle the same, within fourteen (14) days then, any party may elect to commence arbitration. Such arbitration shall be referred to arbitration by a single arbitrator to be appointed by agreement between the Parties or in default of such agreement, each party shall appoint its arbitrator and the two arbitrators shall appoint the Chairperson. Such arbitration shall be conducted in Dar es Salaam in accordance with the Rules of Arbitration Act, Cap 15 of the Laws of Tanzania. To the extent permissible by Law, the determination of the Arbitrator shall be final, conclusive and binding upon the Parties hereto. Pending final settlement or determination of a dispute, the Parties shall continue to perform their subsisting obligations hereunder.

11.0 Modification

We may modify any of the terms and conditions within this Agreement at any time and at our sole discretion. These modifications may include, but not limited to changes in the scope of available commissions, commission schedules, payment procedures and Affiliate Program rules.

12.0 Grant of Licenses

We grant to you a non-exclusive, non-transferable, revocable right to (i) access our site through HTML links solely in accordance with the terms of this Agreement and (ii) solely in connection with such links, to use our logos, trade names, trademarks, and similar identifying material (collectively, the “Licensed Materials”) that we provide to you or authorize for such purpose. You are only entitled to use the Licensed Materials to the extent that you are a member in good standing of Beem’s Affiliate Program. You agree that all uses of the Licensed Materials will be on behalf of Beem and the goodwill associated therewith will inure to the sole benefit of Beem.

Each party agrees not to use the other’s proprietary materials in any manner that is disparaging, misleading, obscene or that otherwise portrays the party in a negative light. Each party reserves all of its respective rights in the proprietary materials covered by this license. Other than the license granted in this Agreement, each party retains all right, title, and interest to its respective rights and no right, title, or interest is transferred to the other.

13.0 Limitations of Liability

BEEM WILL NOT BE LIABLE TO YOU WITH RESPECT TO ANY SUBJECT MATTER OF THIS AGREEMENT UNDER ANY CONTRACT, NEGLIGENCE, TORT, STRICT LIABILITY OR OTHER LEGAL OR EQUITABLE THEORY FOR ANY INDIRECT, INCIDENTAL, CONSEQUENTIAL, SPECIAL OR EXEMPLARY DAMAGES (INCLUDING, WITHOUT LIMITATION, LOSS OF REVENUE OR GOODWILL OR ANTICIPATED PROFITS OR LOST BUSINESS), EVEN IF WE HAVE BEEN ADVISED OF THE POSSIBILITY OF SUCH DAMAGES. FURTHER, NOTWITHSTANDING ANYTHING TO THE CONTRARY CONTAINED IN THIS AGREEMENT, IN NO EVENT SHALL BEEM’S CUMULATIVE LIABILITY TO YOU ARISING OUT OF OR RELATED TO THIS AGREEMENT, WHETHER BASED IN CONTRACT, NEGLIGENCE, STRICT LIABILITY, TORT OR OTHER LEGAL OR EQUITABLE THEORY, EXCEED THE TOTAL COMMISSION FEES PAID TO THE AFFILIATE UNDER THIS AGREEMENT.

14.0 Indemnification

You hereby agree to indemnify and hold harmless Beem, and its subsidiaries and affiliates, and their directors, officers, employees, agents, shareholders, partners, members, and other owners, against any and all claims, actions, demands, liabilities, losses, damages, judgments, settlements, costs, and expenses (including reasonable legal fees) (any or all of the foregoing hereinafter referred to as “Losses”) insofar as such Losses (or actions in respect thereof) arise out of or are based on (i) any claim that our use of the affiliate trademarks infringes on any trademark, trade name, service mark, copyright, license, intellectual property, or other proprietary right of any third party, (ii) any misrepresentation of a representation or warranty or breach of a covenant and agreement made by you herein, or (iii) any claim related to your site, including, without limitation, content therein not attributable to us.

15.0 Confidentiality

All confidential information, including, but not limited to, any business, technical, financial, and customer information, disclosed by one party to the other during negotiation or the effective term of this Agreement which is marked “Confidential,” will remain the sole property of the disclosing party, and each party will keep in confidence and not use or disclose such proprietary information of the other party without express written permission of the disclosing party.

16.0 Disclaimer

BEEM MAKES NO EXPRESS OR IMPLIED REPRESENTATIONS OR WARRANTIES REGARDING BEEM SERVICE AND WEB SITE OR THE PRODUCTS OR SERVICES PROVIDED THEREIN, ANY IMPLIED WARRANTIES OF BEEM ABILITY, FITNESS FOR A PARTICULAR PURPOSE, AND NON-INFRINGEMENT ARE EXPRESSLY DISCLAIMED AND EXCLUDED. IN ADDITION, WE MAKE NO REPRESENTATION THAT THE OPERATION OF OUR SITE WILL BE UNINTERRUPTED OR ERROR FREE, AND WE WILL NOT BE LIABLE FOR THE CONSEQUENCES OF ANY INTERRUPTIONS OR ERRORS.

17.0 Representations and Warranties

You represent and warrant that:

This Agreement has been duly and validly executed and delivered by you and constitutes your legal, valid, and binding obligation, enforceable against you in accordance with its terms;

You have the full right, power, and authority to enter into and be bound by the terms and conditions of this Agreement and to perform your obligations under this Agreement, without the approval or consent of any other party;

You have sufficient right, title, and interest in and to the rights granted to us in this Agreement.

18.0 Miscellaneous

You agree that you are an independent contractor, and nothing in this Agreement will create any partnership, joint venture, agency, franchise, sales representative, or employment relationship between you and Beem. You will have no authority to make or accept any offers or representations on our behalf. You will not make any statement,  that reasonably would contradict anything in this Section. Neither party may assign its rights or obligations under this Agreement to any party, except to a party who obtains all or substantially all of the business or assets of a third party.

You may not amend or waive any provision of this Agreement unless in writing and signed by both parties.

This Agreement represents the entire agreement between us and you, and shall supersede all prior agreements and communications of the parties, oral or written.

The headings and titles contained in this Agreement are included for convenience only, and shall not limit or otherwise affect the terms of this Agreement. If any provision of this Agreement is held to be invalid or unenforceable, that provision shall be eliminated or limited to the minimum extent necessary such that the intent of the parties is effectuated, and the remainder of this agreement shall have full force and effect.