BEBALY TECHNOLOGIES LTD
TRAVEL PROVIDERS' AGREEMENT
Bebaly is a technology company providing complete solutions for stakeholders in the travel and transportation industry. Its travel software for brands enables owners, managers and support personnel to better manage their operational needs and deliver a higher quality of service to customers.
Bebaly is not a travel agent and is not responsible for providing, or for setting or controlling the prices applicable to, any of the travel options or products which Travelling clients search for, find on and/or book via Bebaly Services or Bebaly Platforms ("Third Party Travel Products"). All such Third Party Travel Products are provided by independent travel owners, agents, operators or other third parties and are subject to the terms and conditions imposed by those third parties.
The Bebaly Services and Bebaly Platforms are provided by Bebaly Technologies Limited, a private limited company incorporated and registered in Kenya.
'Agreement' means this Travel Providers' Agreement, including all exhibits and other agreements, and documents incorporated herein.
'Terms and Conditions' means the content of this Agreement.
'Bebaly Platform' refers to our website bebaly.com and mobile applications.
'Traveller and/or travelling client' is a customer who uses our platform and service to book travel products and/or travel tickets. 'Ticket' refers to a receipt confirming payment of the travel seat or product.
'Travel Providers' refers to independent contractors who use our platforms and services to offer travel products and/or travel tickets.
'Administrator' refers to the authorised person managing and operating the Bebaly account on behalf of the travel provider.
'Payout' means the net amount due to the Travel Provider from Bebaly less the agreed commissions.
'Transaction' means a transfer of funds between Bebaly and the traveller though our online platforms and/or mobile applications.
The Terms and Conditions
These terms and conditions ("Terms") govern your access to and use of the Bebaly Services and/or Bebaly Platforms and constitute a legal agreement between you and Bebaly. By accessing or otherwise using the Bebaly Services and/or Bebaly Platforms, you are confirming that you have read, understood and agreed to these Terms and Conditions.
We may amend these Terms at any time at our discretion. If these Terms are amended, we shall display the revised terms and conditions on or via the Bebaly Services and/or Bebaly Platforms and you will be deemed to have accepted any amendments if you continue using our platform and services after the amendments are displayed.
If you do not accept all of these Terms then you should not use our services.
First One Hundred Customers Promotion
Bebaly is offering its early customers a chance to explore Kenya with ease. We understand that our customers like to travel to visit their family members upcountry, conduct business in different regions and discover new places they haven't been to. Therefore, for a subscription fee of Ksh 11,832, customers can book fifteen (15) travel tickets to anywhere in Kenya for themselves or friends, family and colleagues. This promotion will run for two years so customers are encouraged to exhaust their trips before they expire. Subscribers will receive a coupon code on their mobile number to activate a free trip with any featured brand on our platforms. These trips will be paid for by Bebaly and all bookings must be done on our website or mobile application. Once the hundredth customer subscribes, payments are non-refundable. Provisionally, subscribers will enjoy this service as of 1st April 2022 or at a scheduled date announced on our website and mobile application.
Using the Bebaly Services
Use of our Services shall be in compliance with applicable laws and for legitimate purposes. In consideration of agreeing to abide by these Terms, we grant a non-transferable, non-exclusive licence to access and use our Services. In particular, we grant such licence subject to your agreeing that you shall not:
- use our services for any purpose that is improper, unlawful, or to post, share or transmit any material that (i) is defamatory, offensive, obscene or otherwise objectionable; (ii) is in breach of confidence or privacy or of any third party's rights including copyright, trade mark or other intellectual property rights; (iii) is posted, shared or transmitted for the purpose of advertising or promoting yourself or any third party; or (iv) is misleading or misrepresentative as to your identity or which in any way suggests that you are sponsored, affiliated or connected with Bebaly;
- use Bebaly Services in any manner which may cause damage to Bebaly into disrepute;
- disassemble, reverse engineer or otherwise decompile any software, applications, updates or hardware contained in or available via the Bebaly Services, except as permitted by law;
- copy, distribute, communicate to the public, sell, rent, lend or otherwise use Bebaly Services or seek to violate or circumvent any security measures employed to prevent or limit your access to or use of our services;
- use or interfere with the Bebaly Services in a way that could damage, disable, overburden, impair or compromise our systems or security or interfere with other users;
- where you sign up to any feature of, or use Bebaly Services that requires the use of a log-in account or password, you agree that you shall be responsible for keeping those password and log-in details confidential and secure. If you become aware, or suspect for any reason, that the security of your log-in details has been compromised please ensure you notify us immediately.
Communication and Sharing Information
We take privacy seriously and operate at all times in accordance with applicable data protection laws. It's acknowledged that any personally identifiable information which is submitted to or via the Bebaly Services may be used by us in strict confidence. Its agreed to ensure that all personally identifiable information provided to us is accurate and up to date and that all consents, licenses or approvals necessary have been obtained to enable us to use that information in accordance with these terms and conditions.
Travel Providers are solely responsible for the User Content that is uploaded and represented and agree that this will not be shared.
Bebaly's Intellectual Proprietary Rights
Except as set out elsewhere in these Terms, all intellectual property rights including, but not limited to, copyright (including copyright in computer software), patents, trademarks or business names, design rights, database rights, know-how, trade secrets and rights of confidence in the Bebaly Services (together, the "Intellectual Property Rights") are owned by or licensed to Bebaly. You acknowledge that by using Bebaly Services, you will not acquire any right, title or interest in or to Bebaly Services
Other People's Property
We respect the intellectual property rights of others. If you have reason to believe that your copyright is being infringed by any content on the Bebaly Services, please send a written notification of such infringement to us.
Travel Providers' Responsibilities
The Travel Provider shall provide Bebaly with a non-exclusive license to offer their travel products via the platforms to Bebaly clients. Bebaly facilitates travel bookings with the Travel Provider but is not responsible and has no liability to the travellers in respect of such bookings. The responsibility remains with the Travel provider.
The Travel Provider shall be required to fill a registration form, provide the necessary details and documents during the application process.
The Travel Provider shall provide their Terms and conditions applicable to the travellers using the Bebaly Services via a link upon inception of this agreement with Bebaly. These terms and conditions should clearly set out the travellers' rights and will explain their liability to them in the event of anything going wrong.
The Travel Provider shall provide and allow use of its sales and marketing material to Bebaly for the purpose of promoting the travel products to Bebaly clients to enable them make informed travel decisions.
The Travel Provider shall ensure the Administrator has consent to use Bebaly's platform and services.
The Travel Provider shall ensure that all information, including ticket entries provided to Bebaly's platform is accurate and up to date. The Travel Provider shall ensure that it has the necessary resources to execute, deliver and perform as per this agreement.
The Travel Provider shall maintain the relevant Insurances as required by applying Laws with Reputable Insurance Companies. The Travel Provider shall ensure that it is in good standing with all Applicable Laws and regulations.
Payouts and Right of Set Off
Bebaly shall remit to the Travel Providers account, details of which should be provided on the Registration form or Resolution letter all amounts due to the Travel Provider. The amounts due for remittance shall include the net amount after setting off the commissions due to Bebaly as per the agreed commissions' terms at 10% of the ticket amount.
Bebaly shall remit the amounts due to the Travel Providers' account on a bi-monthly basis with a disbursement fee of Ksh 50 plus transfer charges for M-pesa and Ksh 250 plus transfer charges for Banking.
Payment statements and Invoices for commissions shall be generated each month to facilitate reconciliation after remittance is made to the Providers account by Bebaly.
All queries regarding the payout shall be addressed to Bebaly for the appropriate response.
Term and Termination
Bebaly may in its absolute discretion immediately terminate any agreement with you under these Terms at any time upon notice to you and/or your access our services. Bebaly may suspend your use of the Bebaly Services without notice at any time, without incurring any liability to you whatsoever.
The travel provider agrees to indemnify, defend and hold harmless Bebaly, its parent, affiliates, officers, directors, agents, employees from and against any law suit, claim, liability, loss, penalty, or other expense (including legal fees) they may suffer or incur as a result of (i) Travel Providers' breach of this Agreement (ii) Travel Providers use of Bebaly's platform (iii) Travel Providers' violation of any Applicable Law, Regulation, or Associated Rules and requirements.
Limitation of Liability
Bebaly shall not be liable to the Travel Provider or any third party for any consequential, indirect, special, incidental, reliance or exemplary damages arising out of or relating to this Agreement whether foreseeable or unforeseeable and whether based on breach of any express or implied warranty, breach of contract, misrepresentation, negligence, strict Liability in tort or other cause of action including but not limited to damages for loss of data, goodwill, profits, investments, use of money or use of facilities, interruption in use or availability of data, stoppage of other work or impairment of other assets, labour claims even if Bebaly has been advised of the possibility of such damages.
The Travel Provider shall pay, indemnify, and hold Bebaly harmless from (i) any sales, use, excise, import or export, value-added, digital tax, or similar tax or duty, and any other tax or duty not based on Bebaly's income, and (ii) all government permit fees, customs fees and similar fees which Bebaly may incur with respect to this Agreement. Such taxes, fees and duties paid by Travel Provider shall not be considered a part of, a deduction from, or an offset against, payments due to Bebaly under this Agreement.
The unauthorized use of Bebaly Services may result in irreparable damage and injury to Bebaly and/or its affiliates or licensors for which money damages would be inadequate. Consequently, in the event of such unauthorised use, we and our affiliates and/or licensors (as applicable) shall have the right, in addition to any other legal remedies available, to seek an immediate injunction prohibiting any further use of Bebaly Services.
The invalidity or unenforceability of any provision (in whole or part) of these Terms shall not affect the validity or enforceability of the remaining provisions (in whole or part). The whole or part of any provision which is held by a court of competent jurisdiction to be invalid or unenforceable shall be deemed deleted from these Terms.
These Terms represent the entire agreement between us and supersede and replace all and any previous terms, conditions, agreements and arrangements in respect of the use of Bebaly Services.
Any failure by us to enforce any of these Terms shall not be considered to be a waiver of them or the right to subsequently enforce any of these Terms.
A person who is not a party to these Terms shall have no right to enforce any provision of these Terms.
Parties may provide notices by emailing, sending through registered post mail. Postal mail shall be considered received within fourteen (14) business days and email notices shall be considered received within one business day of the time it is emailed. Notices shall be considered valid only if sent by postal mail to the applicable address for notice or by emailing them to the email address as designated in the contacts information.
The relationship of the parties in this agreement is that of independent contractors. Neither parties' employees, consultants, contractors, agents, partners have any authority to bind either parties by contract or otherwise to any obligation.
The Terms, Conditions and the use of Bebaly Services shall be governed in accordance with the Laws of Kenya and are deemed to have submitted to the non-exclusive jurisdiction of the courts of Kenya to resolve any disputes which may arise hereunder.
BEBALY TECHNOLOGIES LTD