Partner Program Terms Addendum

All commissions are calculated on what Bota invoices and actually collects from each referred customer. Voice minutes and messages (WhatsApp or other channels), taxes and refunded amounts are excluded.

• Any person or company can sign up as an affiliate from the Bota affiliates page.
• The affiliate earns 30% of the commission base of each account it brings, for 18 months from the date that account was attributed to the affiliate.

• A Partner Master always operates under a contract signed with Zentia Labs.
• It earns an additional 20% of the commission base of the accounts brought by the affiliates in its network and of the accounts it brings itself; on its own accounts it therefore earns 50% in total. Each account earns commission for 18 months from its attribution.
• It can add affiliates to its network while its contract is in force. When the contract ends it can no longer recruit affiliates, but it keeps earning 20% of the new accounts its network brings for 2 more years, always within the 18-month limit per account.

• An RMS Partner always operates under a contract signed with Zentia Labs.
• It earns 10% of the commission base of each Bota customer connected to its reservation management system (RMS), and an additional 20% of the customers it brings itself, for as long as they stay connected to its RMS.
• If a customer is no longer connected to its RMS (for example, because it migrates to another one), that account stops earning commission for the RMS Partner.

• Each commission stays pending for 30 days, which is the refund window, before it can be paid. If the amount is refunded within that period, the corresponding commission is voided.
• If Bota gives the customer back part or all of what it collected (refund, credit note or chargeback), the commission is reduced in the same proportion. If it was already paid, the difference is deducted from the following payouts.
• The minimum payout is 50 units of the commission currency. Below that amount, the balance rolls over to the next payout.
• Payouts are made through the payout method the affiliate sets up in its panel (Stripe, Wise or PayPal). Without a valid payout method no payment can be made.
• Any taxes on commissions are borne by the affiliate, who is responsible for reporting them under its own law.

• An account is attributed to the affiliate through its affiliate link or code. The visit stores a 90-day cookie, only with the visitor’s consent; if there are several links, the last click counts.
• Self-referrals are not allowed: an affiliate earns no commission on its own account or on its company’s account.
• Bota may assign or correct attributions in good faith, for example when a customer shows who recommended Bota to it or when an attribution is wrong.

• Sending spam or unsolicited commercial communications to promote Bota.
• Making false or misleading promises about Bota, its price or its results.
• Bidding on the Bota brand, or variations of it, on advertising platforms.
• Faking or manipulating attribution (artificial clicks or sign-ups, forced cookies or fictitious accounts).

Fraud or a breach of this addendum allows Zentia Labs to suspend participation in the program and to void commissions not yet paid.

The affiliate acts as an independent party. This addendum does not create an employment, agency, partnership or representation relationship, and the affiliate cannot contract or take on obligations on behalf of Zentia Labs.

• Zentia Labs may change the program with prior notice. Commissions already accrued before the change are honored.
• Either party may end participation in the program at any time. Commissions accrued up to then are paid under this addendum, except in case of fraud or breach.

These terms are governed by the laws of the State of Wyoming (United States of America), without prejudice to mandatory rules applicable to the customer by reason of its domicile.

The parties will resolve any dispute arising out of or relating to the service through the following mandatory, tiered procedure. No party may move to a later stage without first having exhausted the previous ones.

• (a) Direct negotiation: the affected party will notify the other in writing of the dispute. The commercial representatives of both parties will negotiate in good faith for thirty (30) calendar days from the notification.
• (b) Mediation: failing agreement, the parties will submit the dispute to mediation under the Mediation Rules of the International Chamber of Commerce (ICC), seated in Madrid, in Spanish, for a maximum of thirty (30) days from the appointment of the mediator. Mediation costs will be shared 50/50.
• (c) Arbitration: disputes with an amount in controversy exceeding fifty thousand US dollars (USD 50,000) that are not resolved through (a) and (b) will be finally submitted to arbitration under the ICC Rules of Arbitration, before a sole arbitrator, seated in Madrid, in Spanish. The award will be binding and enforceable under the 1958 New York Convention. The parties may voluntarily submit to arbitration disputes equal to or below USD 50,000 by written agreement.
• (d) Residual jurisdiction: only disputes equal to or below USD 50,000 that have not been resolved through (a) and (b), and for which the parties have not agreed to voluntarily submit to the arbitration in (c), will be exclusively submitted to the competent courts of the State of Wyoming (United States of America).
• (e) Interim relief: either party may seek urgent interim measures before the competent courts of the other party’s domicile without waiving the procedure agreed herein.

For legal, contractual, or privacy matters, contact info@bota-chat.com.