Between Afri Escapes Group (Pty) Ltd, registration number 2026/342228/07 ("Afri Escapes", "we"), and the person or entity that accepts these Terms through the Affiliate Tracking Platform ("the Affiliate", "you").

1. Definitions and interpretation

1.1       In this Agreement:

–        “Agreement” means these Terms & Conditions, the Schedules, and any programme rules or brand guidelines incorporated by reference.

–        “Affiliate Tracking Platform” means the affiliate management and tracking platform that Afri Escapes designates from time to time for the Programme, accessed through the registration link at https://www.refvenue.com?program=630a7bf3-b62f-42ed-b3cf-a9bcf8aeae66 or any replacement link we notify.

–        “Attribution Period” means the three (3) months starting on the date a Referral is recorded for a prospective traveller.

–        “Booking Confirmation Date” means the date on which Afri Escapes confirms the booking in writing and the traveller has made the first payment the booking requires, received in cleared funds. [Source: guides treat a booking as confirmed once it is confirmed and the guest has paid; whether “paid” means the first required payment or full payment is a business decision, register #2]

–        “Commission” means the amount payable to the Affiliate under clause 7 and Schedule 1.

–        “Commissionable Value” means the amount described in Schedule 1, paragraph 2.

–        “Competing Business” means a competing African luxury travel company with a specific Southern African footprint, being a business that offers luxury travel and accommodation services within Southern Africa that are substantially similar to those of Afri Escapes.

–        “Guest Privilege” means a benefit described in Schedule 2, subject to clause 14.

–        “Partner Code” and “Referral Link” means the unique code and link issued to the Affiliate on the Affiliate Tracking Platform.

–        “Programme” means the Afri Escapes Affiliate Partner Programme (AEAP).

–        “Programme Guide” means the AEAP overview guide (South African or International edition). It is informational and is not part of this Agreement.

–        “Qualifying Booking” means a booking that meets clause 6.1.

–        “Referral” means an enquiry from a prospective traveller that is attributed to the Affiliate under clause 5.

–        “Privacy Laws” means laws governing personal information that apply to a party’s processing under this Agreement, including POPIA and, where applicable, the GDPR and UK GDPR.

1.2       Headings are for convenience. “Including” is not limiting. A reference to a law includes it as amended or replaced. This Agreement is not construed against either party because that party drafted it.

1.3       If the Affiliate is a company or other entity, “you” includes it, and the person who accepts on its behalf confirms that they are authorised to bind it.

2. Electronic acceptance and formation

2.1       How this Agreement is concluded. You accept and agree to be bound by this Agreement by clicking the affiliate programme registration link provided by Afri Escapes and completing the sign-up process to join the Programme. By signing up, you confirm that you have had the opportunity to review the full Terms and Conditions made available through the registration link and agree to comply with them. You are not bound by this Agreement merely by visiting our website or opening the registration link without completing the sign-up process.

2.2       Effect of clicking. You confirm that clicking to accept constitutes your agreement to these Terms and creates a binding agreement between you and Afri Escapes, subject to applicable law. No handwritten signature or separate electronic signature is required where electronic acceptance is valid under applicable law. This does not remove the need for clear notice, valid consent or proof of acceptance, and we will not rely on this clause where the law requires a different form.

2.3       When acceptance takes effect. The Agreement is formed when your acceptance is received by us through the Affiliate Tracking Platform. Participation is subject to our approval. You may not earn Commission until we have approved your account under clause 3.3 and issued a Referral Link or Partner Code. If we decline your application, the Agreement ends and we will tell you.

2.4       Access to the accepted version. We will keep each version of the Terms available at a stable address and will make the version you accepted available through your account or on request to bookings@afriescapes.com. You should save or print a copy.

2.5       Evidence. We will keep reasonable records of acceptance, which may include your name or account details and email address, the date and time, the version accepted, and registration records, to the extent permitted by Privacy Laws. We will not assume that the Affiliate Tracking Platform captures this evidence automatically unless we have confirmed that it does. Records are kept in accordance with clause 16.

2.6       Continued participation. Continued participation is subject to your compliance with this Agreement. Changes to this Agreement are made only under clause 21.

2.7       Electronic communications. You consent to receiving notices and statements by email and through your dashboard. You must keep your contact details current.

3. Eligibility, account and approval

3.1       You must be at least 18 years old (or have legal capacity to contract) and must not be barred from participation by law.

3.2       All registration information must be true, complete and kept up to date. Provide additional identity or business details we reasonably request for payment, tax or anti-fraud purposes.

3.3       The Programme is selective. We may approve or decline an application in our discretion, exercised reasonably and in good faith, having regard to matters such as audience quality, trust and engagement, relevance to luxury travel, geographic audience, professionalism, brand alignment, and whether the applicant uses misleading, spam or unauthorised paid-advertising practices or primarily promotes a Competing Business. Approval is confirmed by issuing a Referral Link or Partner Code. Every approved affiliate starts at the Starter tier.

3.4       Keep your login credentials secure. You are responsible for activity on your account. Tell us promptly of any suspected unauthorised use. Accounts are personal and may not be transferred or sold.

4. The Programme

4.1       The Programme is enquiry-led and designed for high-value travel. Affiliates introduce prospective travellers and promote Afri Escapes through their content, audience and professional networks. Afri Escapes manages the traveller’s enquiry, quotation, booking and payment directly.

4.2       We are not obliged to accept any enquiry, quote, booking or traveller, and may decline for any lawful reason, including availability, supplier terms, risk or compliance.

4.3       Nothing in this Agreement guarantees earnings, a minimum number of Referrals or bookings, or that any property or service will be available.

4.4       This Agreement does not give you exclusive territory, category or audience rights. We may appoint other affiliates and market directly.

4.5       The Programme Guide states our intention to run a selective programme with a limited number of partners. That is a statement of intention and not a promise to cap the number of affiliates or to maintain the Programme in its current form.

5. Referral Links, Partner Codes, tracking and attribution

5.1       We will provide you with a unique Referral Link and Partner Code. Use them only as permitted by this Agreement.

5.2       Attribution. A booking is attributed to you if (a) the traveller reaches Afri Escapes through your Referral Link, or enters your Partner Code on the Plan My Escape or Enquire About This Stay form on our website (the only forms that carry a Partner Code field), or you introduce the traveller to us in a way we record on the Affiliate Tracking Platform; and (b) the traveller’s Qualifying Booking is confirmed within the Attribution Period. Attribution cannot be assumed: if a traveller does not use a Referral Link or Partner Code, we may be unable to attribute the enquiry to you.

5.3       Attribution Period. The Attribution Period is three months from the date the Referral is recorded. A later Referral by another affiliate does not displace an earlier recorded Referral that is still within its Attribution Period, unless the traveller expressly instructs us otherwise in writing and we are satisfied that the instruction is genuine.

5.4       When a Referral is not attributed. A Referral is not attributed where: (a) the traveller is an existing Afri Escapes client or had an open enquiry with us in the 12 months before the Referral; (b) the booking is made by you, or by a business you own or control, for your own account (referrals of friends, family and clients are permitted); (c) the booking is made after the Attribution Period; (d) the enquiry or booking is a duplicate of one already attributed to another affiliate; (e) the traveller reached us through a paid or other channel that you used in breach of this Agreement; (f) the Referral or tracking record is fraudulent or manipulated; or (g) the Referral or booking breaches clause 11

5.5       Repeat bookings. Further bookings by a referred traveller within the Attribution Period are attributed to you. Bookings after the Attribution Period are not, unless a new Referral by you is recorded.

5.6       Multiple affiliates. Where two affiliates have valid Referrals for the same traveller, the earlier recorded valid Referral prevails. We decide contested cases fairly on the available records and tell both affiliates the outcome.

5.7       Manual recording. If a Referral is made without a trackable link or code (for example by email or introduction), you must give us the traveller’s details with the traveller’s consent (clause 16) and we may record it manually if satisfied the Referral is genuine and not already known to us.

5.8       Tracking limits. Tracking depends on third-party systems, browsers and devices. We do not guarantee that every click, enquiry or booking will be tracked. Where tracking fails, goes down or is disputed, we will consider reasonable alternative evidence such as emails, enquiry forms and messages. We may correct records that are shown to be wrong.

5.9       Fraud and manipulation. You must not use bots, cookie stuffing, fake leads, forced clicks, self-referrals, code leaking or any technique designed to claim a booking you did not genuinely originate.

5.10     Platform access and discrepancies. You can view your Referrals, bookings and Commission records on the Affiliate Tracking Platform. If you believe a record is wrong, raise it in writing within 60 days of the record appearing (or of the payment date, if later), with supporting evidence. We will respond within a reasonable time, normally within 14 days of receiving all information. [Timeframes are recommended defaults.]

5.11     Verification. Before paying Commission we may verify attribution and the status of the booking. We will do so promptly and will tell you if verification is likely to delay payment beyond the period in clause 8.2, and why.

6. Qualifying Bookings

6.1       A booking is a Qualifying Booking if: (a) it is attributed to you under clause 5; (b) it is confirmed by Afri Escapes in writing; (c) the first payment the booking requires has been received in cleared funds; and (d) it is not excluded by clause 5.4, clause 9 or clause 11.

6.2       Commission is not earned merely on enquiry, quotation or a booking that is not confirmed or paid.

6.3       A deposit, staged payment or instalment affects Commission as follows: Commission accrues on amounts received in cleared funds. Subject to clause 9, commission on later instalments is earned as they are received.

6.4       We reserve the right to define what is a Qualifying Booking, to handle cancellations and refunds, and to verify attribution before Commission is paid. We will exercise these rights reasonably, consistently with this Agreement, and not to defeat Commission that has been earned.

7. Commission

7.1       Rates. Commission is calculated on the Commissionable Value at these rates: Starter – 5%; Gold – 7%; Diamond – 10%.

7.2       Tiers. Every affiliate begins at Starter. Moving up depends on the number of Qualifying Bookings: Gold applies after five (5) Qualifying Bookings (the 5–9 band) and Diamond applies after ten (10) Qualifying Bookings. The tier applicable to a booking is the tier you hold on to its Booking Confirmation Date, and that rate applies to that booking in full. A tier increase applies prospectively to bookings confirmed after the tier is reached and does not recalculate earlier bookings.

7.3       Tier counting. A booking counts towards a tier only if it is a Qualifying Booking that has not been cancelled or fully refunded. If bookings are cancelled after a tier change, we will review your tier in good faith and correct it prospectively, without recalculating Commission already paid on unaffected bookings.

7.4       What is included and excluded. Commissionable Value and its exclusions (taxes, VAT, levies, supplier pass-through costs, payment charges and discounts) are set out in Schedule 1. If a booking includes services other than accommodation, Schedule 1 states whether they are commissionable.

7.5       No other fees. Unless we agree otherwise in writing, we pay no fixed fee, retainer, expenses or additional Commission.

7.6       Records and queries. We keep records of Referrals, bookings, payments received and Commission calculations. You may query any calculation under clause 5.10. On request we will explain how a calculation was made, without disclosing other travellers’ personal information.

8. Payment

8.1       Source term. We pay Commission on Qualifying Bookings in accordance with this clause. Where applicable, payment information is shown on your dashboard.

8.2       Timing. Commission is payable within fourteen (14) days after the Booking Confirmation Date, calculated on amounts received in cleared funds at that date, with any remaining Commission paid within fourteen (14) days after each further cleared payment.

8.3       Method. We pay by electronic funds transfer to the bank account or payout method you have verified on the Affiliate Tracking Platform or by another method we notify. We may verify payment details before the first payment and before any change, including by requesting supporting documents. We are not liable for payment to details you provide that are incorrect.

8.4       Tax and documents. You are responsible for your own taxes and must provide any tax or registration details reasonably requested by Afri Escapes, including a valid tax invoice where applicable. Commission payments will be stated exclusive of VAT, where applicable.

8.5       Charges and conversion. Unless agreed otherwise, each party bears its own bank charges, and intermediary and receiving bank charges that reduce the amount you receive are for your account. Where we convert currency, we use the rate applied by our bank or payment provider on the payment date.

8.6       International affiliates and currency. For affiliates outside South Africa, Commission is paid in United States dollars or euros. You select one at registration, and it applies until you change it by notice for future bookings. Affiliates based in South Africa are paid in South African rand. If you do not select, we will use [USD]. Commission is calculated in the currency in which the traveller paid or, where the traveller paid in another currency, converted at the rate in clause 8.5.

8.7       Failed or returned transfers. If a transfer is rejected or returned, we will notify you and ask for corrected details. We hold the unpaid amount without interest and pay within 3 – 5 business days of receiving verified details. If you do not provide valid details within 12 months, we may treat the amount as unclaimed after giving you 30 days’ written notice, to the extent the law allows.

8.8       Minimum payout. No minimum payout applies

8.9       Set-off. We may deduct from future Commission any amount you owe us under clause 9, after notifying you.

9. Cancellations, refunds, chargebacks, fraud and reversals

9.1       Genuine cancellations and refunds. If a Qualifying Booking is cancelled, or part or all the booking payment is refunded to the traveller, Commission reduces in proportion to the amount refunded (or falls away completely if the booking is cancelled before any Commission is paid). Booking amendments that reduce the Commissionable Value reduce Commission in the same proportion. Amendments that increase the value increase Commission on the added amounts, if received in cleared funds.

9.2       Unpaid bookings. No Commission is earned on a booking, or any part of one, for which cleared payment has not been received. If a booking lapses for non-payment, no Commission is payable on it.

9.3       Chargebacks and payment disputes. Where a payment is reversed by a card issuer or payment provider, Commission on that payment is treated as refunded under clause 9.1.

9.4       Supplier cancellation or property unavailability. If a booking is cancelled because a supplier or property cannot provide the stay and the traveller is refunded, Commission on the refunded amount reduces under clause 9.1. If, within six (6) months, the same traveller makes a replacement booking with us in lieu, that booking is attributed to you and counts as a Qualifying Booking.

9.5       Recovery of paid Commission. If Commission has been paid and clause 9.1, 9.2 or 9.3 later applies, or Commission was overpaid or paid in error, you must repay the excess within 30 days of our written notice showing how it is calculated, or we may deduct it under clause 8.9. We will not recover amounts more than 12 months after the relevant payment unless the overpayment was caused by fraud or misrepresentation.

9.6       Fraud and misconduct. We may withhold, reverse or recover Commission on a booking, and only on a booking, that is shown on reasonable grounds to result from fraudulent, self-generated or manipulated Referrals, or from your material breach of clause 5.9 or clause 11 in connection with that booking. We will give you written reasons and the evidence we rely on (without disclosing others’ personal information) and a reasonable opportunity to respond within 14 days before we make a final decision, except where the law or an investigation requires urgent action. This clause does not permit us to withhold Commission on unaffected bookings merely because of an unrelated dispute.

9.7       Distinction. Customer cancellations, refunds and supplier failures are commercial events dealt with under clauses 9.1 to 9.5. They are not misconduct. Misconduct is dealt with under clause 9.6 and clause 20.

9.8       Earned Commission. Commission that has been earned and has become payable is a debt owed to you. We may reduce or withhold it only under this Agreement or by law.

9.9       Duplicate or disputed leads. Handled under clauses 5.4, 5.6 and 5.10.

10. Commission disputes

10.1     Raise disputes under clause 5.10. The parties will first try in good faith to resolve a dispute through correspondence within 30 days. Unresolved disputes are dealt with under clause 23.

10.2     While a dispute is open, undisputed amounts remain payable on time.

11. Affiliate obligations and promotional rules

11.1     You must:

(a)     represent Afri Escapes and its services accurately and honestly;

(b)     disclose clearly and conspicuously, close to each promotion, that you earn Commission, wherever the law or applicable advertising standards require (and in any event in the manner shown in Schedule 3);

(c)     not make misleading claims, publish fake or incentivised testimonials without disclosure, use false scarcity or urgency, or give guarantees we have not authorised;

(d)     use only approved logos, photographs and brand assets and follow our reasonable brand guidelines;

(e)     not send spam or unsolicited marketing, or use deceptive techniques, and comply with Privacy Laws and marketing laws (including opt-in requirements for electronic direct marketing);

(f)      not promise availability, rates, complimentary experiences, upgrades or booking conditions that Afri Escapes has not confirmed in writing;

(g)     refer detailed booking enquiries, quotations and pricing questions to Afri Escapes;

(h)     not use paid advertising (including search, social or display advertising, or bidding on our brand terms) without our prior written authorisation, which may be given on conditions;

(i)      not register or use domain names, social media accounts, business names or marks that are identical or confusingly similar to Afri Escapes’ names or marks;

(j)      not impersonate Afri Escapes or suggest that you have authority to bind it;

(k)     use only your assigned Referral Link and Partner Code, direct prospective travellers to the official Afri Escapes website and encourage them to enter your Partner Code when they enquire;

(l)      not advertise unauthorised discounts, present a Guest Privilege as a cash discount, or misrepresent the terms of the Programme;

(m)    maintain professional communication with travellers and with us; and

(n)     comply with applicable advertising, consumer protection, privacy, anti-corruption, anti-fraud and other laws.

11.2     Permission to promote is not authority to represent. You may promote Afri Escapes and introduce prospective travellers. You may not negotiate prices, accept bookings or payments, give quotations, vary terms, give legal, travel or safety advice on our behalf, or make commitments for us. Only Afri Escapes concludes contracts with travellers.

11.3     You are responsible for the content you publish. We may require you to correct or remove content that breaches this clause, and you must do so promptly.

11.4     You must cooperate with reasonable requests to verify your compliance, including showing us where and how you promote the Programme.

12. Independent contractor

12.1     You are an independent contractor. You are not our employee, agent, partner, joint venturer or representative, and you have no authority to bind Afri Escapes.

12.2     You are responsible for your own business expenses, equipment, taxes and statutory registrations. You have no entitlement to employment benefits. You decide when, where and how you work and are free to work for others, subject to clause 15.

12.3     The parties intend this Agreement to reflect the actual relationship. If a competent authority decides that the actual relationship is different, the parties will, as far as the law allows, co-operate to put the arrangement on a lawful footing. We will not direct or control your hours or method of work beyond what is needed to protect our brand, travellers and legal compliance.

13. Afri Escapes’ responsibilities

13.1     We will use reasonable efforts to: (a) provide approved affiliates with Referral Links and Partner Codes; (b) provide relevant brand and product information and, where available, promotional material; (c) support onboarding and offer training opportunities; (d) capture Partner Codes and manage referred traveller enquiries, quotations, bookings and payments directly; (e) track qualifying Referrals and record conversions; (f) tell you about relevant programme updates; and (g) pay Commission in accordance with this Agreement.

13.2     Items (a) to (f) are statements of reasonable efforts, not guarantees or service levels. Our obligation to pay Commission under (g) is unconditional once Commission is earned and payable under this Agreement.

14. Guest Privileges and complimentary stays

14.1     Qualifying travellers may be offered the Guest Privileges listed in Schedule 2. They are subject to availability, destination, property, booking requirements, applicable terms and confirmation by Afri Escapes.

14.2     You may not alter, substitute or independently guarantee any Guest Privilege. Guest Privileges are not cash discounts, credits or refunds unless Afri Escapes expressly authorises it in writing.

14.3     A traveller’s entitlement exists only when we confirm it in writing and is then subject to the booking conditions. You must not advertise or describe a Guest Privilege as guaranteed or available at every property or for every booking.

14.4     Where you promote a Guest Privilege, you must also disclose any additional cost, exclusion, booking condition, or expiry date that we have given you.

14.5     We may withdraw or change Guest Privileges for future bookings by notice. Withdrawal does not affect a privilege already confirmed.

14.6     Complimentary stays. Where applicable, we may invite selected affiliates to experience our properties at no cost. An invitation is at our discretion, is not an entitlement, and is subject to availability and the terms we state in writing for it. Unless agreed in writing, we do not pay flights, visas, insurance or other travel costs. [Source: South African guide only; confirm whether offered to international affiliates, register #16]

14.7     If you receive a complimentary stay, gift or other benefit from us, you must disclose that clearly in any content about it, as the law and Schedule 3 require. We do not require favourable reviews, and you must give your honest opinion.

14.8     You are responsible for any tax that arises on a complimentary stay.

15. Conflicts of interest and Competing Businesses

15.1     This Agreement is non-exclusive. You may work with other travel brands, subject to this clause.

15.2     Disclosure. You must tell us in writing, before registering and promptly after any change, if you have a commercial relationship (employment, ownership, commission or sponsorship) with a Competing Business.

15.3     Restriction during participation. While you participate in the Programme, you must not actively promote a Competing Business. To “actively promote” means to advertise, endorse or recommend its services, or direct people to it, using a link, code, call to action or other commercial relationship, whether or not you are paid. It does not include news, reviews or editorial content that is genuinely independent of the Competing Business, or promotion of travel outside Southern Africa or of services that are not substantially similar to ours.

15.4     You must not use a Referral we recorded to direct that traveller to a Competing Business.

15.5     Remedy. If you breach this clause we may require you to remove the content and may suspend or terminate under clause 20.

15.6     Scope. This clause applies only during your participation, is limited to its terms, and does not restrict your general trade or profession. If a court or competent authority finds any part too wide, it applies to the extent lawful and reasonable, and clause 22.2 applies.

16. Privacy and data protection

16.1     Affiliate information. We collect your account, contact, identity, tax, payment and Programme activity information to administer the Programme, pay Commission, prevent fraud and meet legal obligations. Our Privacy Notice https://www.afriescapes.com/terms-and-policies explains how we process it, your rights, and how to contact us. Our tracking and payment service providers process information under their own terms and our arrangements with them.

16.2     Tracking and commission records. We keep Referral, booking and Commission records and may share them with you for your own Referrals.

16.3     Traveller information. You must keep any traveller or prospective traveller information you receive or collect confidential and secure. You may use it only to make the Referral and to communicate as the traveller requested, and you must not sell, share, export, publish or otherwise misuse it. Before passing a traveller’s information to us, you must have a lawful basis and give any notice required.

16.4     Roles. The parties do not assume that you are our operator or processor. Each of us is responsible for our own compliance with Privacy Laws. Where we need you to process personal information on our behalf, or where the parties jointly determine purposes and means, or where GDPR or UK GDPR requires, we will enter into a separate data processing, joint controller or controller-to-controller agreement or provide an additional privacy notice.

16.5     Security and breaches. Use appropriate safeguards. Tell us without undue delay, and in any event within 48 hours, if you become aware of unauthorised access to, loss of or disclosure of traveller information, and cooperate with our reasonable investigation and any regulator notification we must make.

16.6     Retention and deletion. We keep affiliate records for as long as the Programme requires and the law requires (including tax and accounting retention periods), and for the period needed to prove acceptance and resolve disputes. On termination, and on request where the law allows, you must delete or return traveller information, except where the law requires you to retain it.

16.7     International transfers. Your information, and traveller information, may be processed in countries outside your own, including by our service providers. We will take steps required by applicable Privacy Laws (for example POPIA section 72 and, where applicable, GDPR Chapter V) for such transfers, and you will do the same for transfers you make.

17. Confidentiality

17.1     Keep confidential our non-public business information, including rates, supplier and property terms and details, commission arrangements with other affiliates, and marketing plans. Use it only for the Programme.

17.2     This does not apply to information that is public through no breach of yours, was lawfully known to you, or that you must disclose by law (after telling us, where lawful).

17.3     This clause survives termination for 3 years, and for traveller personal information for as long as you hold it.

18. Intellectual property and content

18.1     Afri Escapes and its licensors own the Afri Escapes names, logos, marks, website content, photography, property descriptions and marketing materials. You acquire no ownership.

18.2     We grant you a limited, revocable, non-exclusive, non-transferable, non-sublicensable licence to use approved brand assets solely to promote Afri Escapes under the Programme. You must not modify them (beyond resizing without distortion), sublicense them or use them commercially outside the Programme.

18.3     Third-party rights: our photography and property images may belong to photographers, properties or suppliers. Use only assets we have identified as cleared for affiliate use, only for the channels and purposes we state, and respect any credit requirements.

18.4     You own the content you create. Where your content includes our assets, our ownership of those assets is unaffected.

18.5     We may republish or share your content only with your prior permission. The parties will agree the channels, media, credit, duration of use and any fee for that use in writing, which can be by email.

18.6     On termination or on request, you must stop using our brand assets and remove them from your active channels within [14] days. You are not required to delete historical archive posts that cannot reasonably be edited but must remove or alter any that mislead or that use a Referral Link or Partner Code.

19. Warranties and liability

19.1     Each party warrants that it has the capacity and authority to enter into this Agreement.

19.2     The Programme and the Affiliate Tracking Platform are provided on an “as available” basis. We do not guarantee uninterrupted service or error-free tracking, subject to clause 5.8.

19.3     To the extent the law allows: (a) neither party is liable for indirect, consequential or special loss, or loss of profit or opportunity (other than Commission properly payable); and (b) our total liability arising from the Programme is limited to the Commission payable to you for the booking giving rise to the claim. Nothing limits liability that cannot lawfully be limited, including for fraud or gross negligence, or Commission that is properly due.

19.4     You indemnify us against third-party claims, fines and reasonable costs arising from your content, your breach of clause 11 or clause 16, or your unlawful conduct.

20. Term, suspension and termination

20.1     The Agreement starts when formed under clause 2.3 and continues until terminated.

20.2     Either party may terminate for convenience on 30 days’ written notice (by email).

20.3     We may suspend your account immediately, in part or in full, if we reasonably suspect fraud, a material breach, a legal or reputational risk, or your breach of clause 15 or 16, while we investigate.

20.4     Either party may terminate immediately on notice if the other commits a material breach and, if it can be remedied, does not remedy it within 14 days of notice, or becomes insolvent. We may terminate immediately for serious misconduct, including fraud.

20.5     On termination: your licence ends; you must stop using Referral Links, Partner Codes and brand assets (clause 18.6); and Referrals not yet converted lapse.

20.6     Unpaid Commission. Commission that has accrued on Qualifying Bookings confirmed before termination remains payable on the terms of this Agreement (including clause 9), including Commission on later instalments received after termination. Where we terminate for fraud or serious misconduct, we may withhold Commission only on the bookings affected, in accordance with clause 9.6. [Recommended default – decision register #10]

20.7     Clauses that by their nature should survive (including 5.10, 8, 9, 15.4, 16, 17, 18, 19, 23 and 24) survive termination.

21. Changes to this Agreement and the Programme

21.1     We may change this Agreement, including commission rates, tiers and payment terms, by giving you at least thirty (30) days’ notice by email and on your dashboard. Changes required by law or to deal with an urgent security or fraud risk may take effect sooner.

21.2     Where a change materially reduces your rights or increases your obligations, we will ask you to confirm acceptance by clicking where the platform allows, and will otherwise treat continued participation after the notice period as acceptance. If you do not agree, you may terminate by notice before the change takes effect.

21.3     Changes do not reduce Commission on Qualifying Bookings confirmed before the change takes effect, nor alter the tier already applied to them.

21.4     The version in force at the time of a booking governs Commission on that booking.

22. International affiliates and mandatory law

22.1     The Programme is open to affiliates outside South Africa. You are responsible for compliance with the laws that apply to you and your promotion, including advertising and endorsement disclosure rules (for US-facing promotion, the FTC Endorsement Guides, 16 CFR Part 255), consumer protection rules, tax rules and, where applicable, the GDPR or UK GDPR.

22.2     Nothing in this Agreement excludes or limits any mandatory law of your country of residence or of the country in which you promote that cannot lawfully be excluded by contract, including mandatory consumer, commercial agency (where applicable), data protection and competition rules. Where such a law applies, this Agreement applies to the extent allowed.

22.3     There is no territorial limit on the audiences you may introduce, but you must not promote in a country or to an audience where doing so would breach sanctions, advertising rules or other law. Any country-specific terms will be set out in a Schedule or notice.

23. Governing law, disputes and jurisdiction

23.1     This Agreement is governed by the laws of the Republic of South Africa, subject to clause 22.2.

23.2     The parties will first try to resolve a dispute through good-faith discussion (clause 10.1). If unresolved after 30 days, either party may refer it to [mediation/arbitration under rules to be selected – business and counsel to decide] or to the courts.

23.3     Subject to clause 22.2 and any mandatory rule, the parties submit to the non-exclusive jurisdiction of the High Court of South Africa [Western Cape Division, Cape Town – confirm] for disputes not resolved under clause 23.2. Afri Escapes may bring proceedings in any court with jurisdiction over the Affiliate or its assets, to enforce a judgment or to obtain urgent relief.

23.4     We note that enforcement of South African judgments abroad, and of foreign judgments in South Africa, depends on local law and treaties. International affiliates may prefer arbitration for that reason.

24. General

24.1     Entire agreement. This Agreement is the whole agreement on the Programme. Programme guides and marketing material are informational and do not add terms unless this Agreement incorporates them. If a guide and this Agreement conflict, this Agreement prevails.

24.2     Assignment. You may not assign or subcontract your rights or obligations without our written consent. We may assign this Agreement to a successor of our business on notice to you.

24.3     Severability and waiver. If a provision is invalid, the rest continues. A failure to enforce is not a waiver.

24.4     Force majeure. Neither party is liable for delay caused by events beyond its reasonable control, but payment obligations for Commission already due are not excused beyond a reasonable delay.

24.5     Anti-corruption. Neither party will offer or accept bribes or improper benefits in connection with the Programme.

24.6     Language. This Agreement is in English. Translations are for convenience only.

24.7     Variation. No variation is binding unless made under clause 21 or agreed in writing (including email) by an authorised person of Afri Escapes.

25. Notices and contact details

25.1     Afri Escapes: bookings@afriescapes.com; registered address. Website: https://www.afriescapes.com.

25.2     Affiliate: the email address and contact details on your account.

25.3     Notices by email are treated as received on the next business day after sending, unless a delivery failure message is received.

SCHEDULE 1 – COMMISSION

1. Rates and tiers

Starter: 0–4 (every affiliate starts here)

5% of Commissionable Value

Gold: Five (5) Qualifying Bookings reached (5–9 band)

7% of Commissionable Value

Diamond: Ten (10) Qualifying Bookings reached

10% of Commissionable Value

2. Commissionable Value

2.1       Commissionable Value is the accommodation fee and the fees for other services listed as commissionable in paragraph 2.3, actually received by Afri Escapes from the traveller in cleared funds for the Qualifying Booking.

2.2       It excludes (recommended additions, register #4: the guides’ examples apply commission to the full booking value and do not mention these deductions): VAT and similar taxes, tourism and other levies, third-party and supplier pass-through costs not retained by Afri Escapes, payment processing charges, amounts refunded or reversed, and value of discounts, credits and Guest Privileges.

2.3       Commissionable services: accommodation and the qualifying travel services shown in the Programme Guide’s illustration (private driver, private chef and airport transfers), where booked with and paid to Afri Escapes. Whether other services (safari experiences, boat charters, wellness experiences, guides, concierge planning, weddings and special occasions) are commissionable is not stated and needs a business decision, register #4.

3. Worked illustration (for explanation only)

Based on the Programme Guide’s illustration (hypothetical figures). A Diamond-tier affiliate refers a 10-night villa stay at R100,000 per night: booking value R1,000,000, Commission 10% = R100,000. Adding a private driver (R50,000), private chef (R35,000) and airport transfers (R15,000) gives R1,100,000 and Commission of R110,000. The International guide shows the same example as US$55,000 (Commission US$5,500) and €50,600 (Commission €5,060), without actual exchange rates.

Reversal example: if R200,000 of the accommodation is later refunded, Commissionable Value falls to R900,000 plus services and Commission falls by R20,000, which may be recovered under clause 9. The guide figures above are before the exclusions in paragraph 2.2.

SCHEDULE 2 – GUEST PRIVILEGES

Subject to clause 14. Descriptions are taken from the Programme Guide. A guest who uses a Partner Code may select one. These are the only privileges available through the Programme, and affiliates may not add to, alter or substitute them.

•           Private Chef Evening: a complimentary private chef experience for one evening during the guest’s stay.

•           Private Airport Transfer: complimentary private airport pick-up and drop-off.

•           Wellness Moment: a complimentary wellness experience during the guest’s stay.

•           Afri Escapes Concierge Surprise: a special complimentary experience selected by our concierge team based on destination and preferences.

•           “I’ll Decide Later”: the guest may choose a preferred privilege at a later stage.

Each privilege is subject to availability, destination, property, booking requirements, applicable terms and confirmation by Afri Escapes. No privilege is available at every property or for every booking.

SCHEDULE 3 – AFFILIATE DISCLOSURE GUIDANCE

Disclose the commercial relationship clearly and close to the promotion, in the same language and medium as the promotion, and without needing a click to see it. Acceptable examples: “Affiliate link – I earn a commission if you book with Afri Escapes”; “#ad” or “#affiliate” at the start of a social post; a spoken disclosure at the start of a video. Not acceptable: disclosure only in a profile, footer or a hashtag buried in a long list. Check local rules in each market where you promote.