By partnering with Taptap Send to advertise and promote its services to Taptap Send’s customer base through the Taptap Send mobile app and related channels (the “Engagement”), Affiliate Partner agrees to abide by these Terms. Specific terms and conditions pertaining to the Engagement, including but not limited to payment terms, content requirements, and length of the Agreement, will be detailed in the Affiliate Partner Scope of Work Agreement. Together, the applicable Scope of Work Agreement and these Terms of Engagement shall be referred to as the "Agreement".
Where a term is capitalized in these Terms, and is not specifically defined herein, the definition assigned to such term in the applicable Scope of Work Agreement shall apply.
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Affiliate Partner and Taptap Send are collectively referred to as the “Parties” and each individually, a “Party”.

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1. Terms of Engagement
1.1. Affiliate Partner acknowledges and confirms being aware that Taptap Send conducts a regulated activity and further undertakes and warrants, when creating marketing assets to be displayed on the Taptap Send mobile app and related channels (“Assets”), to:
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1.1.1. act conscientiously, with reasonable care and skill and in a professional manner at all times and in compliance with any instructions Taptap Send may give Affiliate Partner from time to time;

1.1.2. comply with all applicable laws, regulations and guidelines (including where applicable the CAP Code and CMA’s Compliance Principles), as well as all rules, policies and guidelines of any social media platforms used;

1.1.3. comply with the relevant guidance contained in the Taptap Send Marketing Guide for Agencies, Influencers, and Ambassadors (“Marketing Guide”);

1.1.4. not act in such a way as to bring Taptap Send or its affiliates into disrepute, or otherwise tarnish their image or conflict with brand values;

1.1.5. not to deliberately target unsuitable markets, including but not limited to persons under 18, with their Assets or other advertising activities;  

1.1.6. ensure Assets do not mislead Taptap Send’s customers or target customers by making untrue or unsubstantiated statements. This includes not misstating or misrepresenting Affiliate Partner’s own services or Taptap Send (or its affiliates) in any way;

1.1.7. not use artistic content (photos, videos, music, artwork) without written permission from the owner/artist;

1.1.8. not depict any political, controversial, illegal or culturally inappropriate activity/content in the Assets including on social media accounts; and


1.2. All Assets, including social media posts, created by Affiliate Partner in connection with this Agreement must be approved by Taptap Send in writing before use, unless otherwise agreed in writing by Taptap Send.


1.3. Affiliate Partner hereby agrees to remove any ads or posts immediately if requested by Taptap Send at Taptap Send’s sole discretion.


1.4. Affiliate Partner hereby agrees to inform Taptap Send if they are subject to any adverse proceedings.



2. Payment Terms
2.1. Affiliate Partner must make payment to Taptap Send for the fees, charges, or other amounts set out in the applicable Scope of Work Agreement, in accordance with the payment terms set out therein. Except where specified otherwise, all amounts are exclusive of any applicable taxes, which shall be the responsibility of Affiliate Partner.


2.2. Unless otherwise agreed in writing, payments shall be due within thirty (30) days of the date of invoice. If Affiliate Partner fails to make any payment when due, Taptap Send may suspend performance of its obligations under this Agreement until full payment is received or take any such steps as it considers necessary to recover the overdue amount.



3. Right to Pause the Agreement
3.1. Taptap Send reserves the right to pause this Agreement for one or more months of the Agreement term upon notice in writing to Affiliate Partner. Such notice shall be given in advance of the first day of the first applicable month from which the pause shall take effect.
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3.2. In the event that the Agreement is paused, Affiliate Partner will not receive any fees for the applicable month(s). At the end of the paused period, Taptap Send will either give written notice either of its intention to terminate with immediate effect or to resume the Agreement and the effective date of the resumption. Where applicable, upon resumption, the Agreement shall continue for the number of months remaining of the term at the time that the Agreement was paused, unless terminated earlier in accordance with Section 4.



4. Termination of the Agreement
4.1. Either Party may terminate this Agreement with 15 days’ notice in writing to the other Party.


4.2. Taptap Send reserves the right to terminate this Agreement with immediate effect by written notice where Affiliate Partner is in breach of any warranty or obligation under this Agreement, or if Taptap Send reasonably suspects any promo code abuse.


4.3. Taptap Send may, at its sole discretion, suspend or terminate this Agreement with immediate effect by written notice if, in its reasonable opinion, any act, omission, or circumstance relating to Affiliate Partner or its services, representatives, or association with Taptap Send has, or is likely to have, an adverse impact on Taptap Send’s reputation, public image, brand integrity, or relationships with customers, regulators, or business partners, regardless of whether any actual damage or detriment has occurred.


4.4. Upon termination of the Agreement, Affiliate Partner shall immediately cease all activities related to Taptap Send and shall no longer associate themselves with Taptap Send in any manner. Where requested by Taptap Send, Affiliate Partner agrees to remove any references to Taptap Send from their social media profiles, websites, and any other public or private channels. Failure to comply with this provision shall be considered a material breach of these Terms and the Agreement.

5. Affiliate Partner Warranties
5.1. In signing the Agreement, Affiliate Partner confirms and warrants that:
5.1.1. they have read and will comply at all times with the Marketing Guide;  

5.1.2. they have read and will comply at all times with this Agreement and the Terms;

5.1.3. they will not partner with any other money transfer business competing with Taptap Send (whether in a paid or unpaid context) for the duration of this Agreement and one (1) month thereafter;

5.1.4. they have all necessary licences, authorisations and permissions to provide its services;

5.1.5. they comply with applicable consumer protection, advertising and data protection and financial services regulations;

5.1.6. they have the full capacity, power, and authority to enter into this Agreement and to perform the obligations required hereunder; and

5.1.7. that all information provided to Taptap Send, including but not limited to personal details, qualifications, and representations of their ability to act as a service provider, is true, accurate, and complete.


5.2. Any breach of these or any of the warranties set out in Section 1 shall be considered a material breach of the Agreement.



6. Due Diligence
6.1. Taptap Send may conduct due diligence on Affiliate Partner both prior to entering into this Agreement and at any time during its term. Such due diligence may include, but is not limited to, financial, legal, regulatory, compliance, and reputational checks.

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6.2. Affiliate Partner agrees to cooperate fully with any due diligence process undertaken by Taptap Send and to promptly provide any information, documents, or assurances reasonably requested to verify its continued suitability to act as an Affiliate Partner.


6.3. If any due diligence process reveals information that, in Taptap Send’s reasonable opinion, may (1) adversely affect its reputation, compliance with applicable laws and regulations, or business interests; or (2) constitute a breach of this Agreement, Taptap Send may suspend or terminate this Agreement immediately by written notice.



7. Confidentiality
7.1. Affiliate Partner agrees that they shall not at any time during this Agreement, and for a period of one year following termination, disclose to any person any confidential information concerning the business affairs, customers, clients or suppliers of Taptap Send or its affiliates, except as permitted in writing by Taptap Send.


7.2. Neither Party shall use the other’s confidential information for any purpose other than to exercise its rights and perform its obligations under or in connection with this Agreement.



8. Intellectual Property
8.1. Affiliate Partner hereby warrants that all content used in the Assets shall be either their own original content (produced or purchased) or content for which they have the written permission of the artist/owner to use for this purpose.

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8.2. Affiliate Partner hereby irrevocably grants to Taptap Send a non-exclusive license worldwide for the duration of the Engagement to use Affiliate Partner’s name, image, slogans, biography and logos.  



9. No Partnership or Agency
9.1. Nothing in this Agreement is intended to, or shall be deemed to, establish any partnership or joint venture between the Parties, constitute either Party the agent or employee of the other Party, or authorise either Party to make or enter into any commitments for or on behalf of the other Party.


9.2. Affiliate Partner does not have any authority to bind or commit Taptap Send in any way or to incur any obligations on behalf of Taptap Send.


9.3. Any actions taken by Affiliate Partner that are outside the scope of this Agreement shall be the sole responsibility of Affiliate Partner.



10. Compliance with Anti-Bribery and Sanctions Laws
10.1. Affiliate Partner must comply with all applicable laws and regulations on anti-bribery, anti-corruption, and trade or economic sanctions, including but not limited to, the UK Bribery Act 2010 and the EU anti-corruption framework.

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10.2. Affiliate Partner warrants that neither it, nor any of its directors, officers, employees, agents, or any person acting on its behalf, is subject to any sanctions, or has engaged in, or will engage in, any activity that would constitute bribery, corruption, or any other unlawful or prohibited conduct under applicable laws.


10.3. If Affiliate Partner breaches, or if Taptap Send has reasonable grounds to believe that Affiliate Partner has breached or may breach, any applicable anti-bribery, anti-corruption, or sanctions laws or obligations under this Section 9, Taptap Send shall be entitled to suspend or terminate this Agreement on written notice to Affiliate Partner with immediate effect.



11. Indemnity
11.1. Affiliate Partner agrees to indemnify, defend, and hold harmless Taptap Send and its affiliates, directors, officers, employees, and agents from and against any and all claims, liabilities, damages, losses, costs, and expenses (including reasonable legal fees) arising out of or related to Affiliate Partner's services, any actual or alleged infringement of third-Party rights, or any failure to comply with marketing guidelines, applicable laws, regulations, and platform policies. This obligation to indemnify shall include any fines, penalties, or other liabilities incurred by Taptap Send as a result of such acts, omissions, or non-compliance.

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11.2. Affiliate Partner is solely responsible and liable for all advertising content it creates, publishes, or distributes, and for all aspects of its own services, including their promotion, performance, compliance, and delivery.


11.3. Affiliate Partner agrees to maintain, at their own expense, sufficient insurance coverage to support their indemnity obligations under the Agreement. This insurance coverage shall include, but is not limited to, general liability insurance and professional liability insurance.

12. Governing Law and Jurisdiction
12.1. This Agreement and any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with it or its subject matter or formation shall be governed by and construed in accordance with the law of England and Wales.

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12.2. Each Party irrevocably agrees that the courts of England and Wales shall have non-exclusive jurisdiction to settle any dispute or claim (including non-contractual disputes or claims) arising out of or in connection with this Agreement or its subject matter or formation.



13. Amending the Agreement
13.1. The Agreement may be amended, supplemented or otherwise modified in a written document signed by each Party that identifies itself as an amendment to the Agreement.


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14. Supersession and Termination of Prior Agreements
14.1. In the event that Taptap Send issues a new Agreement to Affiliate Partner before the expiration of the current contract, the new contract shall terminate and supersede the previous Agreement.


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15. Third Party Rights
15.1. The Agreement is made solely for the benefit of Taptap Send and Affiliate Partner, and their respective successors and assigns.

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15.2. Except as expressly provided in the Agreement, nothing in the Agreement or these Terms is intended to or shall confer upon any third Party any legal or equitable right, benefit, or remedy of any nature whatsoever under or by reason of the Agreement.