BridgeERP Partner Agreement

This is the agreement itself, in full: the clauses that bind BridgeERP and a Partner, and the commercial terms of both models — Model 1, Commission Based and Model 2, Distribution Based. Every figure on this page is a term of a signed document, not a marketing claim.

If you are deciding whether to become a partner rather than reading the terms you already signed, the programme itself is set out at the partner programme — what you earn, what you are given, what you owe, and how to apply.

Earlier versions stay available. Partners on a previous version remain on the terms they actually signed until those terms are varied in writing or the agreement renews.

BridgeERP Limited, a company incorporated in Nairobi, Kenya, and operating in East and Central Africa (hereinafter referred to as "BridgeERP")

AND

The Partner named in the executed copy of this agreement — its legal name, registered address and, where applicable, its registration number are completed on the copy that is issued for signature, and are not left blank.

BridgeERP and Partner are individually referred to as a "Party" and collectively referred to as "the Parties."

The purpose of this agreement is to set forth the conditions under which BridgeERP provides services to the Partner, including access to the BridgeERP software platform, training, and commercial support, and under which the Partner agrees to promote and sell BridgeERP subscriptions to clients.

This Agreement shall be valid for a period of one (1) year from the date of signing. It shall automatically renew for successive one-year terms unless either Party gives written notice of termination at least thirty (30) days before the expiration of the current term.

BridgeERP grants the Partner access to its ERP platform for the purposes of training, implementation, testing, and client onboarding. All use must comply with BridgeERP's acceptable use policy. Misuse, redistribution, or reverse-engineering of the platform is strictly prohibited.

BridgeERP offers two distinct partnership levels with corresponding benefits and responsibilities:

Note: Learning Partners start at this level and remain here until they have 20+ active clients, after which they automatically advance to Expert Partner status.

Partners are entitled to recurring commissions based on the subscription payments of clients they refer to BridgeERP. Commissions are paid in accordance with the client's billing cycle (monthly or annually).

BridgeERP will issue a statement at the end of each billing period indicating commissions earned. Partners are responsible for invoicing BridgeERP accordingly. Payments will be made within 15 days of invoice receipt.

BridgeERP grants Partners the non-exclusive right to use BridgeERP branding and trademarks for marketing purposes during the term of this agreement. Any promotional material must comply with BridgeERP brand guidelines.

This Agreement may be terminated by either Party with 30 days' written notice or immediately if the other Party is in breach and fails to remedy such breach within 30 days.

Upon termination:

• The Partner must cease all promotion of BridgeERP
• Access to the BridgeERP platform will be revoked
• Outstanding commissions will be paid for eligible clients

BridgeERP's liability under this Agreement shall not exceed the total fees paid by the Partner in the preceding six (6) months. Neither Party shall be liable for indirect, incidental, or consequential damages including loss of profits or business opportunities.

This Agreement shall be governed by the laws of the Republic of Kenya. Any disputes arising from this Agreement shall be resolved in the courts located in Nairobi, Kenya.

This Agreement is executed by both Parties. The copy issued for signature carries a signature block for each Party with separate fields for signature, name, title and date, and each Party confirms that the person signing has authority to bind it.

It is not in force until BridgeERP has countersigned. Both Parties receive the same signed copy, with a record of who signed, when and from where attached to the document itself.

How signing works

Under the distribution model the Partner purchases subscriptions from BridgeERP at a wholesale price and resells them at a price the Partner sets, within an agreed ceiling. The Partner contracts with, invoices and supports its own client.

Clauses 1, 2, 3, 6, 7, 8, 9 and 10 above apply to both models without change: a one-year automatically renewing term with thirty days' notice, platform access for training, testing and onboarding, a non-exclusive licence to use the BridgeERP name and marks, liability capped at the fees paid in the preceding six months, Kenyan law and the courts of Nairobi. The levels, the commercial terms and the payment terms are as set out below in place of sections 4 and 5.

BridgeERP issues a monthly wholesale invoice based on the Partner's active client subscriptions. Payment terms on wholesale purchases are Net 30.

The Partner owns the client billing relationship and provides first-level support to its own clients. Matters the Partner cannot resolve are escalated to BridgeERP.

The example printed in the Model 2 document, for a retail client:

• Starter Plan — list $12/month, partner cost $9, suggested resale $12-16
• Standard Plan — list $55/month, partner cost $38.50, suggested resale $52-75
• Advanced Plan — list $220/month, partner cost $143, suggested resale $200-300

Standard industries — retail, services, basic manufacturing — 30-50% markup. Complex industries — healthcare, finance, heavy manufacturing — 40-60% markup.

Both documents carry a full text layer and can be searched, selected and read on any device.

• Model 1 — Commission Based (PDF)
• Model 2 — Distribution Based (PDF)

Questions about the agreement: [email protected] · +254 746 388809